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TOPCO Audit Report / Information 2025

Apr 23, 2026

52476_rns_2026-04-23_a0de74f5-e067-45bf-85b8-0229fbd3bd6d.pdf

Audit Report / Information

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Stock Code:5434

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditors' Report For the Years Ended December 31, 2025 and 2024

Address: 6F., No. 176, Zhouzi Street, Neihu District, Taipei City

Telephone: 02-87978020

The independent auditors' report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' report and consolidated financial statements, the Chinese version shall prevail.


2

Table of contents

Contents Page
1. Cover Page 1
2. Table of Contents 2
3. Representation Letter 3
4. Independent Auditors’ Report 4
5. Consolidated Balance Sheets 5
6. Consolidated Statements of Comprehensive Income 6
7. Consolidated Statements of Changes in Equity 7
8. Consolidated Statements of Cash Flows 8
9. Notes to the Consolidated Financial Statements
(1) Company history 9
(2) Approval date and procedures of the consolidated financial statements 9
(3) New standards, amendments and interpretations adopted 9~11
(4) Summary of material accounting policies 11~32
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty 32~33
(6) Explanation of significant accounts 33~75
(7) Related-party transactions 76~79
(8) Pledged assets 79
(9) Commitments and contingencies 79
(10) Losses Due to Major Disasters 79
(11) Subsequent Events 79
(12) Other 80
(13) Other disclosures
(a) Information on significant transactions 80、83~86
(b) Information on investees 80、87~88
(c) Information on investment in mainland China 80、89
(14) Segment information 81~82

3

Representation Letter

The entities that are required to be included in the consolidated financial statements of Topco Scientific Co., Ltd. as of and for the year ended December 31, 2025 under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with International Financial Reporting Standards No. 10, "Consolidated Financial Statements." endorsed by the Financial Supervisory Commission of the Republic of China. In addition, the information required to be disclosed in the consolidated financial statements is included in the consolidated financial statements. Consequently, Topco Scientific Co., Ltd. and Subsidiaries do not prepare a separate set of consolidated financial statements.

Company name: Topco Scientific Co., Ltd.
Chairman: Zhong-Liang Pan
Date: March 10, 2026


KPMG

李侃建業聯合會計師事務所

KPMG

台北市110615信義路5段7號68樓(台北101大樓)

68F., TAIPEI 101 TOWER, No. 7, Sec. 5

Xinyi Road, Taipei City 110615, Taiwan (R.O.C.)

電話 Tel +886 2 8101 6666

傳真 Fax +886 2 8101 6667

網址 Web kpmg.com/tw

Independent Auditors' Report

To the Board of Directors of Topco Scientific Co., Ltd.:

Opinion

We have audited the consolidated financial statements of Topco Scientific Co., Ltd. and its subsidiaries (“the Group”), which comprise the consolidated balance sheet as of December 31, 2025 and 2024, the consolidated statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to Other Matter paragraph), 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 with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“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 Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the 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. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Other Matter

We did not audit the financial statements for certain investments accounted for using equity method in the consolidated financial statements of the Group for 2025 and 2024. The investments accounted for using equity method constituted $6.27\%$ and $7.04\%$ of the total consolidated assets as of December 31, 2025 and 2024; and the share of profits of associates and joint ventures accounted for using equity method constituted $9.20\%$ and $12.96\%$ of profit before tax for the years ended December 31, 2025 and 2024, respectively. These financial statements were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amount of investments accounted for equity method, is based solely on the reports of the other auditors.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.


KPMG
4-1

The Company has prepared its parent-company-only financial statements as of and for the years ended December 31, 2025, on which we have issued unmodified opinions with emphasis on Other Matter paragraph. The Company has prepared its parent-company-only financial statements as of and for the years ended December 31, 2024, on which we have issued unmodified opinions with emphasis on Matter and Other Matter paragraph.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audits of the consolidated financial statements of the current period. These matters were addressed in the context of our audits 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. We have determined the matters described below to be the key audit matters to be communicated in our report.

1. Recognition of Operating Revenue

Please refer to note 4(p) "Revenue" for accounting policies related to revenue recognition; note 5(a) for revenue recognition of construction and the percentage of completion method for construction contracts; and note 6(w) "Revenue" for details of revenue.

Description of Key Audit Matters:

The types of revenue for the Group include sales revenue, construction revenue, and other operating revenue. Among these, identification of sales revenue and construction revenue's recognition has significant influence on the consolidated financial statements of the Group, as explained below:

  1. Sales revenue: Due to the wide variety of the Group’s products, different transactions were generated according to customers and product portfolio. Identification of revenue recognition has significant influence on the consolidated financial statements of the Group.
  2. Construction revenue: The budgets for construction contracts highly depend on the management's judgments. The evaluation of above budgets may result in significant changes in income and losses for the reporting period.

Therefore, sales revenue and construction revenue’s recognition is considered as one of the key matters in our audits.

How the matter was addressed in our audits:

Our principal audit procedures included: testing related manual and systematic control over sales cycle to assess if the revenue recognition policies of the Group is in accordance with the related standards. In addition, we examined the sales contracts between the Group and its customers to understand their trading modality and conditions, evaluating and comparing if revenue recognition is consistent with the terms of the contracts; acquiring all construction contracts to verify that there is no diffidence in the percentage of completion calculated by the Group; conducting testing for details of revenue before and after the balance sheet date and verifying if revenue recognition is in accordance with the contract terms.


KPMG
4-2

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 Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, 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.

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 auditor's 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 professional skepticism throughout the audit. We also:

  1. 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.
  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  4. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the 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.

KPMG

  1. 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.

  2. Obtain sufficient appropriate audit evidence regarding the financial information of the 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.

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 of the current period and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Kuan-Ying Kuo and Keng-Chia Huang.

KPMG

Taipei, Taiwan (Republic of China)

March 10, 2026

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to such consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors' report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' report and consolidated financial statements, the Chinese version shall prevail.


5

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Consolidated Balance Sheets

December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Assets December 31, 2025 December 31, 2024
Amount % Amount %
Current assets:
1100 Cash and cash equivalents (note 6(a)) $ 6,828,704 16 5,162,017 14
1110 Current financial assets at fair value through profit or loss (note 6(b)) 261,988 1 321,019 1
1140 Current contract assets (note 6(w)) 1,596,662 4 1,586,101 4
1170 Notes and accounts receivable, net (note 6(d)) 10,027,084 24 8,398,425 22
1180 Notes and accounts receivable due from related parties, net (notes 6(d) and 7) 152,352 - 129,585 -
1476 Other current financial assets (notes 6(l) and 8) 296,994 1 270,105 1
1300 Inventories, net (note 6(e)) 4,762,275 11 5,017,982 14
1479 Other current assets, others 801,126 2 706,940 2
24,727,185 59 21,592,174 58
Non-current assets:
1510 Non-current financial assets at fair value through profit or loss (note 6(b)) 984,850 2 630,832 2
1517 Non-current financial assets at fair value through other comprehensive income (note 6(c)) 1,653,914 4 1,524,600 4
1550 Investments accounted for using equity method (notes 6(f), 6(g) and 6(t)) 2,980,495 7 2,792,002 7
1600 Property, plant and equipment (notes 6(h) and 8) 10,117,156 24 9,243,738 25
1755 Right-of-use assets (note 6(i)) 639,311 2 571,051 2
1760 Investment property, net (note 6(j)) 126,292 - 131,717 -
1780 Intangible assets (note 6(k)) 335,512 1 353,806 1
1840 Deferred tax assets (note 6(t)) 66,107 - 58,876 -
1900 Other non-current assets (notes 6(l) and 8) 239,949 1 376,116 1
17,143,586 41 15,682,738 42

Total assets

$ 41,870,771 100 37,274,912 100

December 31, 2025 December 31, 2024
Amount % Amount %
Liabilities and Equity
Current liabilities:
2100 Short-term borrowings (note 6(m)) $ 631,988 2 855,071 2
2130 Current contract liabilities (note 6(w)) 3,093,305 8 2,070,986 6
2170 Notes and accounts payable 9,014,903 22 6,884,655 19
2180 Accounts payable to related parties (note 7) 1,754,688 4 2,671,796 7
2200 Accrued expenses and other payables 1,823,827 4 1,500,091 4
2230 Current tax liabilities 556,331 1 426,940 1
2250 Current provisions (note 6(q)) 57,124 - 207,006 1
2280 Current lease liabilities (note 6(p)) 123,645 - 124,041 -
2320 Long-term borrowings, current portion (note 6(n)) 97,416 - 94,892 -
2321 Bonds payable, current portion(note 6(o)) 298,078 1 - -
2399 Other current liabilities 138,097 - 118,399 -
17,589,402 42 14,953,877 40
Non-Current liabilities:
2530 Bonds payable (note 6(o)) - - 532,746 2
2540 Long-term borrowings (note 6(n)) 2,614,188 6 2,344,704 6
2580 Non-current lease liabilities (note 6(p)) 513,572 1 445,915 1
2670 Deferred tax liabilities and others (note 6(t)) 798,772 2 853,378 2
2640 Non-current net defined benefit liability 139,121 1 137,779 1
4,065,653 10 4,314,522 12
21,655,055 52 19,268,399 52
Total liabilities
Equity attributable to owners of parent (note 6(a)):
3110 Ordinary shares 1,923,546 5 1,910,393 5
3200 Capital surplus 3,145,115 8 2,916,241 8
3300 Retained earnings 13,645,742 32 11,760,485 31
3400 Other equity 1,285,350 3 1,184,103 3
19,999,753 48 17,771,222 47
215,963 - 235,291 1
20,215,716 48 18,006,513 48
Total equity
Total liabilities and equity $ 41,870,771 100 37,274,912 100

See accompanying notes to consolidated financial statements.


6

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share which is expressed in New Taiwan Dollars)

2025 2024
Amount % Amount %
Operating Revenues: (notes 6(w) and 7)
4110 Sales revenue $ 59,187,432 88 48,768,714 86
4520 Construction revenue 6,083,914 9 5,999,044 10
4800 Other operating revenue 2,312,185 3 2,229,355 4
Operating revenue, net 67,583,531 100 56,997,113 100
Operating costs: (notes 6(e), 6(s), 6(x), 7 and 12)
5110 Cost of sales 52,636,144 78 43,016,830 75
5500 Construction cost 5,281,603 8 5,322,951 9
5800 Other operating costs 1,015,406 2 939,362 2
58,933,153 88 49,279,143 86
5910 Less: Unrealized profit (loss) from sales (1,379) - (4,255) -
Gross profit 8,651,757 12 7,722,225 14
Operating expenses: (notes 6(d), 6(s), 6(x), 7 and 12)
6100 Selling expenses 2,084,133 3 1,950,581 4
6200 Administrative expenses 2,055,430 3 1,761,607 3
6300 Research and development expenses 52,016 - 66,644 -
Total operating expenses 4,191,579 6 3,778,832 7
Net operating income 4,460,178 6 3,943,393 7
Non-operating income and expenses:
7100 Interest income 89,072 - 79,638 -
7010 Other income (notes 6(b), 6(c) and 6(y)) 179,500 - 166,265 -
7020 Other gains and losses, net (notes 6(b) and 6(y)) 335,635 1 74,430 -
7050 Finance costs (notes 6(o) and 6(p)) (92,066) - (113,678) -
7060 Share of profit of associates and joint ventures accounted for using equity method (note 6(f)) 501,948 1 609,809 1
7670 Impairment loss (note 6(k)) (10,962) - (30,401) -
1,003,127 2 786,063 1
Profit before tax 5,463,305 8 4,729,456 8
7950 Less: Income tax expenses (note 6(t)) 1,271,276 2 1,064,365 2
Profit 4,192,029 6 3,665,091 6
Other comprehensive income:
8310 Items that will not be reclassified to profit or loss
8311 Gains (losses) on remeasurements of defined benefit plans (2,299) - (4,681) -
8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income (note 6(c)) 129,314 - 319,880 1
8320 Share of other comprehensive income of associates and joint ventures accounted for using equity method, items that will not be reclassified to profit or loss (note 6(f)) - - 182 -
8349 Less: income tax related to items that will not be reclassified to profit or loss (460) - (936) -
127,475 - 316,317 1
8360 Items that will be reclassified subsequently to profit or loss
8361 Exchange differences on translation of foreign financial statements (35,135) - 170,585 -
8370 Share of other comprehensive income of associates and joint ventures accounted for using equity method (note 6(f)) 120 - 1,247 -
8399 Less: income tax related to items that will be reclassified to profit or loss (note 6(t)) (6,992) - 34,041 -
(28,023) - 137,791 -
8300 Other comprehensive income 99,452 - 454,108 1
Comprehensive income $ 4,291,481 6 4,119,199 7
Profit, attributable to:
8610 Attributable to owners of parent $ 4,180,447 6 3,655,935 6
8620 Attributable to non-controlling interests 11,582 - 9,156 -
$ 4,192,029 6 3,665,091 6
Comprehensive income attributable to:
Attributable to owners of parent $ 4,279,855 6 4,109,656 7
Attributable to non-controlling interests 11,626 - 9,543 -
$ 4,291,481 6 4,119,199 7
Earnings per share: (note 6(v))
9750 Basic net income per share $ 21.81 19.29
9850 Diluted net income per share $ 21.40 18.78

See accompanying notes to consolidated financial statements.


7

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2024

Profit for the year ended December 31, 2024

Other comprehensive income

Total comprehensive income

Appropriation and distribution of retained earnings:

Legal reserve appropriated

Cash dividends of ordinary shares

Other changes in capital surplus:

Cash dividends from capital surplus

Conversion of convertible bonds

Changes in ownership interests in subsidiaries

Changes in non-controlling interests

Disposal of investments in equity instruments designated at fair value through other comprehensive income

Balance at December 31, 2024

Profit for the year ended December 31, 2025

Other comprehensive income

Total comprehensive income

Appropriation and distribution of retained earnings:

Legal reserve appropriated

Cash dividends of ordinary shares

Conversion of convertible bonds

Changes in non-controlling interests

Balance at December 31, 2025

Equity attributable to owners of parent

Ordinary shares Certificate of entitlement to new shares from convertible bond Capital surplus Retained earnings Exchange differences on translation of foreign financial statements Other equity Total equity attributable to owners of parent Non-controlling interests Total equity
Legal reserve Unappropriated retained earnings Total Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Total other equity
$ 1,886,996 - 2,688,841 2,176,321 7,580,983 9,757,304 (90,453) 866,377 775,924 15,109,065 235,246 15,344,311
- - - - - 3,655,935 3,655,935 - - - 3,655,935 9,156 3,665,091
- - - - - (3,563) (3,563) 137,335 319,949 457,284 453,721 387 454,108
- - - - - 3,652,372 3,652,372 137,335 319,949 457,284 4,109,656 9,543 4,119,199
- - - - - (280,585 (280,585) - - - - - -
- - - - - (1,698,296) (1,698,296) - - - (1,698,296) - (1,698,296)
- - - - - (188,700) - - - - (188,700) - (188,700)
- - - - - 414,856 - - - - 438,253 - 438,253
- - - - - 1,244 - - - - 1,244 - 1,244
- - - - - - - - - - (9,498) (9,498)
- - - - - 49,105 49,105 - (49,105) (49,105) - - -
1,905,542 4,851 2,916,241 2,456,906 9,303,579 11,760,485 46,882 1,137,221 1,184,103 17,771,222 235,291 18,006,513
- - - - 4,180,447 4,180,447 - - - 4,180,447 11,582 4,192,029
- - - - (1,839) (1,839) (27,968) 129,215 101,247 99,408 44 99,452
- - - - 4,178,608 4,178,608 (27,968) 129,215 101,247 4,279,855 11,626 4,291,481
- - - - 370,148 (370,148) - - - - - - -
- - - - - (2,293,351) (2,293,351) - - - (2,293,351) - (2,293,351)
7,885 5,268 228,874 - - - - - - - 242,027 - 242,027
- - - - - - - - - - (30,954) (30,954)
$ 1,913,427 10,119 3,145,115 2,827,054 10,818,688 13,645,742 18,914 1,266,436 1,285,350 19,999,753 215,963 20,215,716

See accompanying notes to consolidated financial statements.


8

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

2025 2024
Cash flows from (used in) operating activities:
Profit before tax $ 5,463,305 4,729,456
Adjustments:
Adjustments to reconcile profit:
Depreciation expense 426,268 419,812
Amortization expense 56,454 61,135
Expected credit loss (gain) 26,306 (15,420)
Gain on financial assets and liabilities at fair value through profit or loss, net (431,024) (83,755)
Interest expense 92,066 113,678
Interest income (89,072) (79,638)
Dividends income (103,997) (80,285)
Share of profit of associates and joint ventures accounted for using equity method (501,948) (609,809)
Loss on disposal of property, plant and equipment, net 6,907 10,247
Impairment loss 10,962 30,401
Others (30) 901
Total adjustments to reconcile profit (507,108) (232,733)
Changes in operating assets and liabilities:
Changes in operating assets:
(Increase) decrease in contract assets (10,561) 139,902
Increase in notes and accounts receivable (1,676,440) (1,858,309)
Decrease (increase) in inventories 255,707 (875,188)
Decrease in financial assets at fair value through profit or loss 64,118 115,683
(Increase) decrease in other current assets (109,161) 182,925
(Increase) decrease in other financial assets and others (34,624) 7,986
Increase in other operating assets (6,048)
Total changes in operating assets (1,517,009) (2,287,001)
Changes in operating liabilities:
Increase in contract liabilities 1,022,319 760,320
Increase in notes and accounts payable 1,213,140 2,843,049
Increase in accrued expenses and other payables 324,235 346,880
Decrease in provisions (149,882) (95,897)
Increase in other current liabilities 19,698 7,194
(Decrease) increase in others (957) 480
Total changes in operating liabilities 2,428,553 3,862,026
Total changes in operating assets and liabilities 911,544 1,575,025
Total adjustments 404,436 1,342,292
Cash inflow generated from operations 5,867,741 6,071,748
Interest received 84,897 78,087
Dividends received 416,030 384,393
Interest paid (84,722) (99,547)
Income taxes paid (1,140,201) (1,209,607)
Net cash flows from operating activities 5,143,745 5,225,074
Cash flows from (used in) investing activities:
Acquisition of financial assets at fair value through profit or loss (92,876) (117,918)
Proceeds from disposal of financial assets at fair value through profit or loss 156,440 240,819
Proceeds from disposal of financial assets at fair value through other comprehensive income - 171,605
Proceeds from capital reduction of financial assets at fair value through profit or loss 8,355 16,932
Acquisition of investments accounted for using equity method - (112,637)
Increase in prepayments for investments (1,542) -
Acquisition of property, plant and equipment (1,157,284) (4,358,398)
Proceeds from disposal of property, plant and equipment 5,911 792
Decrease (increase) in refundable deposits 81,727 5,739
Acquisition of intangible assets (47,626) (22,617)
Net cash received on disposal of subsidiaries - (4,375)
Increase in other non-current assets 32,625 (35,056)
Increase in restricted assets 39,040 (88,469)
Net cash flows used in investing activities (975,230) (4,303,583)
Cash flows from (used in) financing activities:
Decrease in short-term borrowings (223,083) (1,413,323)
Addition of long-term borrowings 746,900 2,052,810
Repayments of long-term borrowings (474,892) (987,229)
(Increase) decrease in guarantee deposits received (39,715) 6,870
Payment of lease liabilities (153,406) (162,066)
Cash dividends paid (2,293,351) (1,886,996)
Changes in non-controlling interests (31,009) (7,783)
Net cash flows (used in) from financing activities (2,468,556) (2,397,717)
Effect of exchange rate changes on cash and cash equivalents (33,272) 153,390
Net increase (decrease) in cash and cash equivalents 1,666,687 (1,322,836)
Cash and cash equivalents at the beginning of period 5,162,017 6,484,853
Cash and cash equivalents at the end of period $ 6,828,704 5,162,017

See accompanying notes to consolidated financial statements.


9

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

TOPCO SCIENTIFIC CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Financial Statements

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

TOPCO SCIENTIFIC CO., LTD. (the "Company") was incorporated on February 17, 1990, as a company limited by shares and registered under the Ministry of Economic Affairs, R.O.C. The Company relocated to its new premises at 6F., No. 176, Zhouzi Street, Neihu District, Taipei City in October 2025. The Company and its subsidiaries (together referred to as the "Group" and individually as "Group entities") engage in importing, exporting, trading, and acting as agent of various products, including (1) electronics products, electrical products, and mechanical product; (2) manufacturing technology and equipment for high-tech products, such as integrated circuit, optoelectronic devices, packaging material, and electronic component; (3) planning, design and installation of water purification, water wasting and recycling systems equipment; (4) selling related materials, providing integration services, and operating power station of solar energy; (5) wholesale of fishery products and cooperate with foreign fishing companies; (6) operating the tourism factory, restaurant, and retail sales of food products; (7) waste removal and disposal business; (8) environment-related engineering planning, assessment, supervision and monitoring and (9) setting up a sport center that operates and provides sport training programs. Please refer to note 14 for related segment information.

(2) Approval date and procedures of the consolidated financial statements

The consolidated financial statements were approved for issuance by the Board of Directors on March 10, 2026.

(3) New standards, amendments and interpretations adopted:

(a) The impact of the IFRS Accounting Standards endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2025:

  • Amendments to IAS21 "Lack of Exchangeability"

(b) The impact of IFRS Accounting Standards endorsed by the FSC but not yet effective

The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2026, would not have a significant impact on its consolidated financial statements:

  • IFRS 17 "Insurance Contracts" and amendments to IFRS 17 "Insurance Contracts"
  • Amendments to IFRS 9 and IFRS 7 "Amendments to the Classification and Measurement of Financial Instruments"
  • Annual Improvements to IFRS Accounting Standards—Volume 11
  • Amendments to IFRS 9 and IFRS 7 "Contracts Referencing Nature-dependent Electricity"

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(c) The impact of IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Group, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or Interpretations Content of amendment Effective date per IASB
IFRS 18 “Presentation and Disclosure in Financial Statements” The new standard introduces three categories of income and expenses, two income statement subtotals and one single note on management performance measures. The three amendments, combined with enhanced guidance on how to disaggregate information, set the stage for better and more consistent information for users, and will affect all the entities.

• A more structured income statement: under current standards, companies use different formats to present their results, making it difficult for investors to compare financial performance across companies. The new standard promotes a more structured income statement, introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company’s main business activities.

• Management performance measures (MPMs): the new standard introduces a definition for management performance measures, and requires companies to explain in a single note to the financial statements why the measure provides useful information, how it is calculated and reconcile it to an amount determined under IFRS Accounting Standards.

• Greater disaggregation of information: the new standard includes enhanced guidance on how companies group information in the financial statements. This includes guidance on whether information is included in the primary financial statements or is further disaggregated in the notes. | January 1, 2027
note: On September 25, 2025, the FSC issued a press release announcing that Taiwan will adopt IFRS 18 beginning in 2028. Entities that need to adopt the new standard earlier may do with the endorsement of the FSC. |

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The Group is evaluating the impact on its consolidated financial position and consolidated financial performance upon the initial adoption of the abovementioned standards or interpretations. The results thereof will be disclosed when the Group completes its evaluation.

The Group does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

  • Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
  • IFRS 19 “Subsidiaries without Public Accountability: Disclosures” and amendments to IFRS 19 “Subsidiaries without Public Accountability: Disclosures”
  • Amendments to IAS 21 “Translation to a Hyperinflationary Presentation Currency”

(4) Summary of material accounting policies

The material accounting policies presented in the consolidated financial statements are summarized below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the consolidated financial statements.

(a) Statement of compliance

These consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations”) and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission, R.O.C. (Altogether referred to “IFRS Accounting Standards” endorsed by the “FSC”).

(b) Basis of preparation

(i) Basis of measurement

Except for the following significant accounts, the consolidated financial statements have been prepared on the historical cost basis:

1) Financial instruments at fair value through profit or loss are measured at fair value;
2) Financial assets at fair value through other comprehensive income are measured at fair value; and
3) The defined benefit liabilities (assets) are measured at fair values of the plan assets less the present value of the defined benefit obligation, limited as explained in note 4(q).

(ii) Functional and presentation currency

The functional currency of each Group entities is determined based on the primary economic environment in which the entities operate. The consolidated financial statements are presented in New Taiwan Dollars, which is the Company’s functional currency. All financial information presented in New Taiwan Dollars has been rounded to the nearest thousand.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(c) Basis of consolidation

(i) Principle of preparation of the consolidated financial statements

The consolidated financial statements comprise the Company and its subsidiaries. Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. Intragroup balances and transactions, and any unrealized income and expenses arising from intragroup transactions are eliminated in preparing the consolidated financial statements. The Group attributes the profit or loss and each component of other comprehensive income to the owners of the parent and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

The Group prepares consolidated financial statements using uniform accounting policies for like transactions and other events in similar circumstances.

Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received will be recognized directly in equity, and the Group will attribute it to the owners of the parent.

(ii) List of subsidiaries in the consolidated financial statements

The details of the subsidiaries included in the consolidated financial statements are as follows:

Name of Investor Name of Subsidiary Principal activity December 31, 2025 December 31, 2024 Description
The Company Taiwan E&M System Inc. (Taiwan E&M) Sales of electronic material 100.00% 100.00%
Topco Group Ltd. (Topco Group) Investment 100.00% 100.00%
Topco International Investment Co., Ltd. (Topco International Investment) Investment 100.00% 100.00%
Topco Investment Co., Ltd. (Topco Investment) Investment 100.00% 100.00%
ECO Technical Services Co., Ltd. (Chien Yueh) Water purification and construction of dust-proof room 100.00% 100.00%
Anyong Biotechnology, Inc. (Anyong Biotechnology) Aquaculture and strategic partnership with fish processing 100.00% 100.00%
Anyong FreshMart, Inc. (Anyong FreshMart) Wholesale and retail sales of fishery products and supermarket operation 100.00% 100.00%
Jia Yi Energy Co., Ltd. (Jia Yi Energy) Solar system engineering 88.76% 83.82% The Company and Topco International Investment jointly held its entire shares.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of Investor Name of Subsidiary Principal activity December 31, 2025 December 31, 2024 Description
The Company Yilan Anyong Lohas, Co., Ltd. (Anyong Lohas) Restaurant and retail sales of food products 100.00% 100.00%
Topscience (s) Pte Ltd. (Topscience (s)) Sales of parts of semiconductor and optoelectronic industries 100.00% 100.00%
Unitech New Energy Engineering Co., Ltd. (Unitech New Energy Engineering) Environment-related engineering planning, assessment, supervision and monitoring 77.60% 77.60% The Company and Chien Yueh held its 78.60% share jointly.
Topco Scientific USA Corp. (Topco Scientific USA) Wholesale of semiconductor material 100.00% 100.00%
Xports Sports Co. Ltd (Xports Sports) Sport Training 100.00% 100.00%
Topco Scientific (Japan) Co., Ltd. (Topco Japan) Sales of facilities of semiconducton and clean room 100.00% 100.00%
Yong Yue Advanced Engineering Sdn Bhd. (Yong Yue Advanced Engineering) Mechanical, electrical and water treatment engineering 100.00% 100.00% The Company was established in August 2024.
Topco Group Asia Topco Holding Ltd. (Asia Cayman) Investment 100.00% 100.00%
Hong Kong Topco Trading Limited (Topco Trading) Wholesale of semiconductor material and electronic material 100.00% 100.00%
Topco Scientific Korea Co., Ltd. (Topco Korea) Diamond cutting, wafers, trading 100.00% 100.00% The Company was established in October 2024.
Asia Cayman Asia Topco Investment Ltd. (Asia Topco) Investment 100.00% 100.00%
Asia Topco Topco Scientific (Shanghai) Co., Ltd. (Topco Shanghai) Wholesale of semiconductor material and electronic material 100.00% 100.00%
Suzhou Topco Construction Ltd. (Topco Suzhou) Water purification and cleanroom construction 100.00% 100.00%
Topco Chemical (Z.F.T.Z.) Co., Ltd. (Topco Chemical) Wholesale and sales of chemical products 100.00% 100.00%
Topco Shanghai Shanghai Chong Yao Trading Co., Ltd. (Shanghai Chong Yao) Wholesale of semiconductor material and electronic material 98.00% 98.00% Topco Shanghai and Topco Suzhou held its 100% shares jointly.
Topco Suzhou Shanghai Chong Yao Wholesale of semiconductor material and electronic material 2.00% 2.00%
Topco Engineering (Suzhou) Ltd.. (Topco Engineering) Water purification and cleanroom construction 100.00% 100.00%

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of Investor Name of Subsidiary Principal activity December 31, 2025 December 31, 2024 Description
Topco Chemical Chongling Chemical Product Trading (Z.F.T.Z.) Co., Ltd. (Chongling Chemical) Wholesale and sales of chemical products -% 70.00% Chongling Chemical was liquidated in July 2025, and the liquidation and distribution of assets was completed in September 2025.
Topscience (s) Topscience Vietnam Co., Ltd. (Topscience Vietnam) Sales of parts of semiconductor and optoelectronic industries 100.00% 100.00%
# Anyong (s) Pte. LTD. (Anyong (s)) Wholesale and retail sales of fishery products 100.00% 100.00%
# Ping Yue Technologies SDN.BHD. (Ping Yue Technologies) Sales of semiconductor material and equipment 100.00% 100.00%
Topco International Investment Cityspace International Co., Ltd. (Cityspace) Wholesale and sales of cosmetic 66.67% 66.67%
# Kuan Yueh Technology Engineering Co., Ltd. (Kuan Yueh Technology) Development of renewable energy projects; Configure pipeline construction and device installation 100.00% 100.00%
# Jia Yi Energy Solar system engineering 11.24% 16.18%
# Kanbo Biomedical Co., Ltd. (Kanbo Biomedical) Sales of health food products -% 100.00% The liquidation and distribution of assets was completed in May 2025.
# Topchem Materials Corp. (Topchem Materials) Antifouling surface protection, light-blocking material and the manufacture of other chemicals 100.00% 100.00%
# Tai Ying Resource Industrial Corp. (Tai Ying Resource) Waste Disposal Industry 65.42% 65.42% Topco International Investment and Chien Yueh held its 66.80% shares jointly.
# Topchip electronic Co. Ltd. (Topchip) IC Design and Sales Company 100.00% 100.00%
# YAO YUE ENERGY CO., LTD. (YAO YUE ENERGY) (formerly known as Thermaltake green power) Renewable-energy-based electricity retailing -% 100.00% To facilitate the Group's organizational restructuring, Jia Yi Energy acquired 100% equity interest in Thermaltake Green Power from Topco International Investment in April 2025.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of Investor Name of Subsidiary Principal activity Percentage of ownership Description
December 31, 2025 December 31, 2024
Topco Investment Top Energy Innovation Corporation Ltd. (Top Energy Innovation) (formerly known as Ding Yue Solar) Development of renewable energy projects -% 100.00% To facilitate the Grop's organizational restructuring, Jia Yi Energy acquired 100% equity interest in Top Energy Innovation from Topco Investment in July 2025.
n Yun Yueh Technology Co., Ltd (Yun Yueh Technology) Energy technology services 55.00% 55.00%
n Carenity Health Management Co., Ltd. (Carenity Health Management) Management consulting services 68.06% -% The Company was investmented in September 2025.
Jia Yi Energy Jing Chen Energy Co., Ltd. (Jing Chen Energy) Development of renewable energy projects. 100.00% 100.00%
n Jing Yang Energy Co., Ltd. (Jing Yang Energy) n 100.00% 100.00%
n Jing Yueh Energy Co., Ltd. (Jing Yueh Energy) n 100.00% 100.00%
n YAO YUE ENERGY n 100.00% -% To facilitate the Grop's organizational restructuring, Jia Yi Energy acquired 100% equity interest in Thermaltake green power from Topco International Investment in April 2025.
n Top Energy Innovation n 100.00% -% To facilitate the Grop's organizational restructuring, Jia Yi Energy acquired 100% equity interest in Top Energy Innovation from Topco Investment in July 2025.
Taiwan E&M Top Vacuum Co., Ltd. (Top Vacuum) Vacuum pump equipment maintenance 60.00% 60.00%
n Toplight Advanced Co., Ltd. (Toplight Advanced) OEM for laser cleaning machine 66.67% 66.67% The Company was established in September 2024.
Chien Yueh Tai Ying Resource Waste Disposal Industry 1.38% 1.38%
n Unitech New Energy Engineering Environment-related engineering planning, assessment, supervision and monitoring 1.00% 1.00%

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of Investor Name of Subsidiary Percentage of ownership Description
Principal activity December 31, 2025 December 31, 2024
Topco Japan Shunkawa Corporation (Shunkawa) Import and export of semiconductor raw materials 100.00% 100.00%
Tai Ying Resource Tai Ying Global Trading Ltd.,Co (Tai Ying Global Trading) International trading company 100.00% 100.00%

(d) Foreign currencies

(i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • an investment in equity securities designated as at fair value through other comprehensive income;
  • a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or
  • qualifying cash flow hedges to the extent that the hedges are effective.

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, Exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

(e) Classification of current and non-current assets and liabilities

The Group classifies the asset as current under one of the following criteria, and all other assets are classified as non current.

(i) It expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;
(ii) It holds the asset primarily for the purpose of trading;
(iii) It expected to be realized within twelve months after the reporting period; or
(iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

The Group classifies the liability as current under one of the following criteria, and all other liabilities are classified as non current.

(i) It is expected to be settled in the normal operating cycle;
(ii) It is held primarily for the purpose of trading;
(iii) It is due to be settled within twelve months after the reporting period; or
(iv) The Group does not have the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period.

(f) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

The time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes are reclassified as cash equivalents.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(g) Financial instruments

Account receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset (unless it is an account receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. An account receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
  • its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above (e.g. financial assets held for trading and those that are managed and whose performance is evaluated on a fair value basis) are measured at FVTPL. On initial recognition, the Group may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

4) Impairment of financial assets

The Group recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and accounts receivable, other receivable, leases receivable, guarantee deposit paid and other financial assets), and contract assets.

The Group measures loss allowances at an amount equal to lifetime ECL, except for the following which are measured as 12-month ECL:

  • debt securities that are determined to have low credit risk at the reporting date; and
  • other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment as well as forward-looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

The Group considers a financial asset to be in default when the financial asset is more than 90 days past due or the debtor is unlikely to pay its credit obligations to the Group in full.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The Group considers a debt security to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘investment grade which is considered to be BBB- or higher per Standard & Poor’s, Baa3 or higher per Moody’s or twA or higher per Taiwan Ratings’.

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Group assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;
  • a breach of contract such as a default or being more than 90 days past due;
  • the lender of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;
  • it is probable that the borrower will enter bankruptcy or other financial reorganization; or
  • the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For corporate customers, the Group individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

5) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Group enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

(ii) Financial liabilities and equity instruments

1) Classification of debt or equity

Debt and equity instruments issued by the Group are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

2) Equity instruments

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Compound financial instruments

Compound financial instruments issued by the Company comprise convertible bonds denominated in NTD that can be converted to ordinary shares at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value.

The liability component of compound financial instruments is initially recognized at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognized at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortized cost using the effective interest method. The equity component of a compound financial instrument is not remeasured.

Interest related to the financial liability is recognized in profit or loss. On conversion at maturity, the financial liability is reclassified to equity and no gain or loss is recognized.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

4) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

5) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

6) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(h) Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is based on the weighted-average-cost principle and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less, the estimated costs of completion and selling expenses.

(i) Investment in associates

Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition, less, any accumulated impairment losses.

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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of those associates, after adjustments to align the accounting policies with those of the Group, from the date on which significant influence commences until the date on which significant influence ceases. The Group recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.

Gains and losses resulting from the transactions between the Group and an associate are recognized only to the extent of unrelated Group’s interest in the associate.

When the Group’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

When the Group subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differs from the amount of the Group’s proportionate interest in the net assets of the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Group’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

(j) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

(k) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing cost, less accumulated depreciation and accumulated impairment losses.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent cost

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

(iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straightline basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

1) Buildings: 2~60 years
2) Building improvement: 2~10 years
3) Machine and others: 2~30 years

Depreciation methods, useful lives, and residual values are reviewed at each reporting date, and adjusted if appropriated.

(iv) Reclassification to investment property

The property is reclassified to investment property at its carrying amount when the use of the property changes from owner-occupied to investment property.

(l) Lease

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

(i) As a leasee

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

(Continued)


25

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;
  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;
  • amounts expected to be payable under a residual value guarantee; and
  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or
  • there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee; or
  • there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or
  • there is a change of its assessment on whether it will exercise a extension or termination option; or
  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

The Group presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

(Continued)


26

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value-asset, including machinery and IT equipment. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(ii) As a leasor

When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Group applies IFRS15 to allocate the consideration in the contract.

(m) Intangible assets

(i) Recognition and measurement

Intangible assets that are acquired by the Group and have finite useful lives are measured at cost, less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for the current and comparative periods are as follows:

1) Computer software: 1~5 years
2) Right of using: the contract period
3) Customer relationship: 10~11 years
4) Unrealized order: 4~5 years
5) Rights of operating: 2~3 years

(Continued)


27

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(n) Impairment of non-financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses are recognized in profit or loss.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(o) Provisions

A provision is recognized if, as a result of a past event, the Group has a present obligation that can be estimated reliably, and it is probably that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(i) Warranties

A provision for warranties is recognized when the underlying products or services are sold, based on historical warranty data and a weighting of all possible outcomes against their associated probabilities.

(ii) Onerous contracts

A provision for onerous contracts is recognized when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognizes any impairment loss on the assets associated with that contract.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(p) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The Group recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Group’s main types of revenue are explained below.

(i) Sale of goods

The Group sells of semiconductor material and electronic material. The Group recognizes revenue when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer's acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.

The Group provides volume rebates to customers that based on accumulated sales for each month or each quarter. Revenue from these sales is recognized based on the price specified in the contract, net of the estimated volume discounts. Accumulated experience is used to estimate the discounts, using the expected value method, and revenue is only recognized to the extent that it is highly probable that a significant reversal will not occur. A contract liability is recognized for expected volume discounts payable to customers in relation to sales made until the end of the reporting period.

A receivable is recognized when the goods are delivered as this is the point in time that the Group has a right to an amount of consideration that is unconditional.

(ii) Construction contracts

The Group enters into contracts to construction of dust-proof room and ammonium wastewater. Because its customer controls the asset as it is constructed, the Group recognizes revenue over time on the basis of completion of a physical proportion of the contract work. The consideration promised in the contract includes fixed amounts. The customer pays the fixed amount based on a payment schedule. If the Group has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional.

If the Group cannot reasonably measure its progress towards complete satisfaction of the performance obligation of a construction contract, the Group shall recognize revenue only to the extent of the costs expected to be recovered.

A provision for onerous contracts is recognized when the Group expects the unavoidable costs of performing the obligations under a construction contract exceed the economic benefits expected to be received under the contract.

(Continued)


29

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise to the revision become known by management.

For constructions, the Group offers a standard warranty to provide assurance that they comply with agreed-upon specifications and has recognized warranty provisions for this obligation; please refer to note 6(q).

(iii) Commissions

When the Group acts in the capacity of an agent rather than as the principal in a transaction, the revenue is net amount of commission made by the Group.

(iv) Financing components

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money.

(q) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plans

The Group’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

(Continued)


30

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided.

A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(r) Share-based payment

The grant-date fair value of equity-settled share-based payment awards granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date.

For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

(s) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Group has determined that the global minimum top-up tax - which it is required to pay under Pillar Two legislation - is an income tax in the scope of IAS 12. The Group has applied a temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

(i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

(Continued)


31

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

(iii) taxable temporary differences arising on the initial recognition of goodwill.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

(i) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

(ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

1) the same taxable entity; or

2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

The 5% surtax on the Company and the domestic subsidiaries’ unappropriated earnings is recoded as current tax expense in the following year after the resolution to appropriate retained earnings is approved in a stockholders’ meeting.

The Group’s income tax returns are calculated and filed based on the Company’s and each subsidiary’s local tax law. The Group’s income tax expenses are the aggregation of all consolidated entities’ income tax expenses.

(t) Business combination

The Group accounts for business combinations using the acquisition method. The goodwill arising from an acquisition is measured as the excess of (i) the consideration transferred (which is generally measured at fair value) and (ii) the amount of non-controlling interest in the acquiree, both over the identifiable net assets acquired at the acquisition date. If the amount calculated above is a deficit balance, the Group recognized that amount as a gain on a bargain purchase in profit or loss immediately after reassessing whether it has correctly identified all of the assets acquired and all of the liabilities assumed.

All acquisition-related transaction costs are expensed as incurred, except for the issuance of debt or equity instruments.

(Continued)


32

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

For each business combination, the Group measures any non controlling interests in the acquiree either at fair value or at the non-controlling interest's proportionate share of the acquiree's identifiable net assets, if the non-controlling interests are present ownership interests and entitle their holders to a proportionate share of the Group's net assets in the event of liquidation. Other components of non-controlling interests are measured at their acquisition-date fair values, unless another measurement basis is required by the IFRSs endorsed by the FSC.

In a business combination achieved in stages, the Group remeasures its previously held equity interest in the acquiree at its acquisition-date fair value, and recognize the resulting gain or loss, if any, in profit or loss. In prior reporting periods, the Group may have recognized changes in the value of its equity interest in the acquiree in other comprehensive income. If so, the amount that was recognized in other comprehensive income will be recognized on the same basis as would be required if the Group had disposed directly of the previously held equity interest. If the disposal of the equity interest required a reclassification to profit or loss, such an amount shall be reclassified to profit or loss.

(u) Earnings per share

The Group discloses the Company's basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares. Dilutive potential ordinary shares comprise convertible bonds and employee compensation not yet approved by the Board of Directors.

(v) Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance. Each operating segment consists of stand-alone financial information.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty

In preparing these consolidated financial statements, management has made judgments and estimates about the future, including climate-related risks and opportunities, that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis and are consistent with the Group's risk management and climate-related commitments where appropriate. Revisions to estimates are recognized prospectively in the period of the change and future periods.

There are no critical judgments in applying accounting policies that have significant effect on amount recognized in the financial statements.

(Continued)


33

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(a) Revenue Recognition

Contract revenue and costs are recognized by reference to the stage of completion of each contract. The stage of completion of a contract is measured based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs or actually completion of the contracts. Estimated total contract costs of contracted items are assessed and determined by the management based on the nature of activities, expected sub-contracting charges, construction periods, etc., for each construction contract. Changes in these estimates might affect the calculation of the percentage of completion and related profits from construction contracts. Refer to note 6(w) for further description of construction revenue.

(6) Explanation of significant accounts

(a) Cash and cash equivalents

December 31, 2025 December 31, 2024
Cash on hand $ 14,437 14,334
Checking accounts and demand deposits 5,809,748 3,900,187
Time deposits 1,004,519 1,247,496
$ 6,828,704 5,162,017

Please refer to note 6(z) for the disclosure of the exchange rate risk and the sensitivity analysis of the financial assets and liabilities of the Group.

(b) Financial assets and liabilities at fair value through profit or loss

December 31, 2025 December 31, 2024
Mandatorily measured at fair value through profit or loss:
Beneficiary certificate-Funds $ 261,961 321,019
Domestic listed stocks 105,388 149,983
Foreign listed stocks 175,964 72,406
Unlisted stocks and limited partnership 675,027 381,453
Foreign unlisted funds 28,471 26,580
Convertible bonds — embedded derivatives 27 410
$ 1,246,838 951,851
Current $ 261,988 321,019
Non-current 984,850 630,832
$ 1,246,838 951,851

(i) The gain or loss on valuation of financial assets at fair value of the Group for the years ended December 31, 2025 and 2024, was a gain of $431,024 and $83,755, respectively.

(Continued)


34

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) For the years ended December 31, 2025 and 2024, the dividends of $17,465 and $12,184, respectively, related to mandatorily measured at fair value through profit or loss, were recognized as other income by the Group, please refer to note 6(y).

(iii) The Group’s information of convertible bonds - embedded derivatives, please refer to note 6(o).

(iv) The Group’s information of market risk, please refer to note 6(z).

(v) As of December 31, 2025 and 2024, the Group did not provide financial assets as collateral for its loans.

(c) Non-current financial assets at fair value through other comprehensive income

December 31, 2025 December 31, 2024
Equity investments at fair value through other comprehensive income
Domestic listed stocks $ 201,569 179,347
Domestic unlisted stocks 1,452,345 1,345,253
$ 1,653,914 1,524,600

The Group designated the investments shown above as equity securities as at fair value through other comprehensive income because these equity securities represent those investments that the Group intends to hold for long term for strategic purposes.

The Group sold part of the stocks designated as at fair value through other comprehensive income in the year ended 2024. The stocks sold had a fair value of $171,605, and the Group transferred the foregoing cumulative gain on disposal of $49,105 from other equity to retained earnings.

For the years ended December 31, 2025 and 2024, the dividends of $86,532 and $68,101, respectively, related to equity securities as at fair value through other comprehensive income, were recognized as other income by the Group, please refer to note 6(y).

During the years ended December 31, 2025 and 2024, the Group’s unrealized gain or loss on valuation of financial assets at fair value through other comprehensive income was a gain of $129,314 and $319,880, respectively.

The Group’s information of market risk, please refer to note 6(z).

As of December 31, 2025 and 2024, the Group did not provide financial assets as collateral for its loans.

(Continued)


35

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(d) Notes and accounts receivable (including related parties)

December 31, 2025 December 31, 2024
Notes receivable from operating activities $ 73,619 153,377
Accounts receivable from measured as amortized cost 10,159,573 8,402,703
Less: loss allowance (53,756) (28,070)
$ 10,179,436 8,528,010
Notes and accounts receivable, net $ 10,027,084 8,398,425
Notes and accounts receivable due from related parties, net $ 152,352 129,585

The Group applies the simplified approach to provide for its expected credit losses, i.e., the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, notes and accounts receivables have been grouped based on shared credit risk characteristics and the days past due, as well as the incorporated forward-looking information. The loss allowance provisions were determined as follows:

December 31, 2025
Gross carrying amount Weighted-average loss rate Loss allowance provision
Current $ 9,184,800 0.10% 9,082
Overdue 0-30 days 739,932 1.00% 7,393
Overdue 31-60 days 145,141 3.00% 4,352
Overdue 61-90 days 28,930 5.00% 1,446
Overdue over 91 days 134,389 23.43% 31,483
$ 10,233,192 53,756
December 31, 2024
Gross carrying amount Weighted-average loss rate Loss allowance provision
Current $ 7,689,172 0.10% 7,485
Overdue 0-30 days 658,255 1.00% 6,571
Overdue 31-60 days 132,663 2.99% 3,965
Overdue 61-90 days 17,547 5.00% 878
Overdue over 91 days 58,443 15.69% 9,171
$ 8,556,080 28,070

(Continued)


36

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The movements in the allowance for notes and accounts receivable were as follows:

2025 2024
Balance at January 1 $ 28,070 42,398
Impairment losses recognized 26,306 (15,545)
Amounts written off during the year as uncollectible (672) -
Foreign exchange gain 52 1,217
Balance at December 31 $ 53,756 28,070

(e) Inventories

December 31, 2025 December 31, 2024
Merchandise inventories $ 4,614,469 4,909,267
Work in progress 2,945 3,299
Raw materials 63,015 54,868
Goods in transits 81,846 50,548
$ 4,762,275 5,017,982

The details of the cost of sales were as follows:

2025 2024
Cost of sales $ 52,582,464 43,010,383
Provision for inventory valuation loss and obsolescence 43,400 1,400
Loss on indemnity of inventory and others 10,280 5,047
$ 52,636,144 43,016,830

As of December 31, 2025 and 2024, the Group did not provide inventories as collateral for its loans.

(f) Investments accounted for using equity method

(i) The Group’s financial information for investments accounted for using the equity method that are individually insignificant was as follows:

December 31, 2025 December 31, 2024
The carrying amount of individually insignificant associates’ equity $ 2,980,495 2,792,002
2025 2024
Attributable to the Group:
Profit from continuing operations $ 501,948 609,809
Other comprehensive income 120 1,429
Total comprehensive income $ 502,068 611,238

(Continued)


37

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) As of December 31, 2025 and 2024, the Group did not provide any investments accounted for using equity method as collaterals for its loans.

(g) Changes in ownership of subsidiaries

(i) The Company acquired 77.06% of the shares of its subsidiary Unitech New Energy Engineering in 2021. According to the share purchase agreements, if Unitech New Energy Engineering's net profit meets the certain criteria in 2021 and 2022, the Company will pay $20,888 at the settlement expiration of one year and two years to Unitech New Energy Engineering, respectively, totaling $41,776. The investment payment amounting to $20,888 and $12,824 had been paid by the Company for the years ended December 31, 2023 and 2022, as of December 31, 2025, resulting in the remaining amount of $8,064 to be recognized as accrued expenses and other payables in the balance sheet.

(ii) The subsidiary of the Company, Topco Investment had disposed of 100% its equity-method holdings in associate Top Energy Innovation, which resulted in a decrease in the Company's share of Topco Investment's net equity by $3 in July, 2025.

(iii) The subsidiary of the Company, Topco International Investment, had disposed of 100% its equity-method holdings in associate YAO YUE ENERGY which resulted in a decrease in the Company's share of Topco International Investment's net equity by $405 in April, 2025.

(iv) The subsidiary of the Company, Jia Yi Energy had acquired 100% shares in the associates YAO YUE ENERGY and Top Energy Innovation, respectively, which resulted in an increase in the Company's share of Jia Yi Energy's net equity by $408.

(v) The associate of the Company, Fei Da Intelligent, which was accounted for using the equity method, increased capital and issued new shares in 2024. Due to the acquisition of new shares at a nonshareholding ratio, the net value of equity of Topco Investment that held by the Company decreased $15 for the year ended December 31, 2024.

(vi) The associate of the Company, Tai Ying Resource, which was accounted for using the equity method, increased capital and issued new shares in fourth quarter of 2024. Due to the acquisition of new shares at a non-shareholding ratio, the net value of equity of Chien Yueh that held by the Company decreased $151 for the year ended December 31, 2024.

(vii) The associate of the Company, Tai Ying Resource, which was accounted for using the equity method, increased capital and issued new shares in fourth quarter of 2024. Due to the acquisition of new shares at a non-shareholding ratio, the net value of equity of Topco International Investment that held by the Company increased $1,410 for the year ended December 31, 2024.

(viii) In summary, the above capital surplus increased by $0 and $1,244 for the years ended December 31, 2025 and 2024, respectively, due to the above transactions.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(h) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Group for the years ended December 31, 2025 and 2024 were as follows:

Land Buildings and building improvement Machinery and others Total
Cost:
Balance at January 1, 2025 $ 4,183,510 3,546,384 2,966,801 10,696,695
Additions - 227,211 929,598 1,156,809
Disposal - (15,052) (113,362) (128,414)
Reclassifications - 198,037 (200,697) (2,660)
Effect of movements in exchange rates (3,548) 659 767 (2,122)
Balance at December 31, 2025 $ 4,179,962 3,957,239 3,583,107 11,720,308
Balance at January 1, 2024 $ 767,044 1,616,019 2,713,356 5,096,419
Additions 2,558,919 1,402,551 365,345 4,326,815
Disposal - (5,867) (104,691) (110,558)
Reclassifications 852,100 526,733 (9,447) 1,369,386
Effect of movements in exchange rates 5,447 6,948 2,238 14,633
Balance at December 31, 2024 $ 4,183,510 3,546,384 2,966,801 10,696,695
Depreciation and impairments loss:
Balance at January 1, 2025 $ - 455,564 997,393 1,452,957
Depreciation - 60,677 205,643 266,320
Disposal - (15,052) (100,544) (115,596)
Reclassifications - - (1,301) (1,301)
Effect of movements in exchange rates - 480 292 772
Balance at December 31, 2025 $ - 501,669 1,101,483 1,603,152
Balance at January 1, 2024 $ - 411,308 888,360 1,299,668
Depreciation - 47,656 202,576 250,232
Disposal - (5,624) (93,895) (99,519)
Reclassification - - (768) (768)
Effect of movements in exchange rates - 2,224 1,120 3,344
Balance at December 31, 2024 $ - 455,564 997,393 1,452,957
Carrying amounts:
Balance at December 31, 2025 $ 4,179,962 3,455,570 2,481,624 10,117,156
Balance at January 1, 2024 $ 767,044 1,204,711 1,824,996 3,796,751
Balance at December 31, 2024 $ 4,183,510 3,090,820 1,969,408 9,243,738

In order to accommodate business development and ensure corporate sustainable operation, the Board of Directors resolved to purchase an office building on Zhousi Street in Neihu, for a total contract price of $5,350,000. The Group completed the transfer registration in March 2024.

As of December 31, 2025 and 2024, the Group provided property, plant and equipment as collateral for its long-term loans, please refer to note 8.

(Continued)


39

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(i) Right-of-use assets

The Group leases many assets including land and buildings and vehicles. Information about leases for which the Group as a lessee is presented below:

Land Buildings Machinery and others Total
Cost:
Balance at January 1, 2025 $ 35,079 803,890 100,353 939,322
Additions 9,534 166,625 51,272 227,431
Reclassification - - 733 733
Disposals (1,794) (119,206) (29,245) (150,245)
Effect of movements in exchange rates - (344) - (344)
Balance at December 31, 2025 $ 42,819 850,965 123,113 1,016,897
Balance at January 1, 2024 $ 23,176 760,051 103,264 886,491
Additions 13,548 145,364 25,407 184,319
Reclassification (1,645) (104,594) (28,318) (134,557)
Effect of movements in exchange rates - 3,069 - 3,069
Balance at December 31, 2024 $ 35,079 803,890 100,353 939,322
Depreciation:
Balance at January 1, 2025 $ 8,282 305,247 54,742 368,271
Depreciation 6,008 119,356 28,058 153,422
Disposals (1,794) (113,171) (29,245) (144,210)
Effect of movements in exchange rates - 103 - 103
Balance at December 31, 2025 $ 12,496 311,535 53,555 377,586
Balance at January 1, 2024 $ 6,216 275,090 54,668 335,974
Depreciation 3,711 131,833 27,370 162,914
Reclassification (1,645) (103,329) (27,296) (132,270)
Effect of movements in exchange rates - 1,653 - 1,653
Balance at December 31, 2024 $ 8,282 305,247 54,742 368,271
Carrying amount:
Balance at December 31, 2025 $ 30,323 539,430 69,558 639,311
Balance at January 1, 2024 $ 16,960 484,961 48,596 550,517
Balance at December 31, 2024 $ 26,797 498,643 45,611 571,051

(j) Investment property

Investment property comprises properties that are owned by the Group. The leases of investment properties contain an initial non-cancellable lease term of 2 to 3 years. Some leases provide the lessees with options to extend at the end of the terms.

For all investment property for leasing, the rental income is fixed under the contracts.

(Continued)


40

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The movements of investment property of the Group were as follows:

Buildings
Cost:
Balance at January 1, 2025 $ 208,784
Effect of changes in foreign exchange rates 1,835
Balance at December 31, 2025 $ 210,619
Balance at January 1, 2024 $ 201,626
Effect of changes in foreign exchange rates 7,158
Balance at December 31, 2024 $ 208,784
Accumulated depreciation and impairment losses:
Balance at January 1, 2025 $ 77,067
Depreciation 6,526
Effect of changes in foreign exchange rates 734
Balance at December 31, 2025 $ 84,327
Balance at January 1, 2024 $ 67,974
Depreciation 6,666
Effect of changes in foreign exchange rates 2,427
Balance at December 31, 2024 $ 77,067
Carrying amount:
Balance at December 31, 2025 $ 126,292
Balance at January 1, 2024 $ 133,652
Balance at December 31, 2024 $ 131,717
Fair value:
Balance at December 31, 2025 $ 237,257
Balance at December 31, 2024 $ 253,907

(i) Parts of the Group’s offices were leased to third parties. The fair value of the investment property is measured at the market price.

(ii) As of December 31, 2025 and 2024, the Group did not provide any investment property as collateral for its loan.

(iii) As of December 31, 2025 and 2024, the fair value parts of investment property of the Group were not valuated by qualified independent appraiser. Instead, they were assessed based on the market value of transaction price of the real estate in the adjacent area, and the inputs of levels of fair value hierarchy were classified to level 3.

(Continued)


41

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(k) Intangible assets

Goodwill Unrealized orders Customer relationship Others Total
Cost:
Balance at January 1, 2025 $ 195,850 21,298 87,569 49,089 353,806
Acquired by the Group - - - 43,239 43,239
Acquired through the Group 4,387 - - - 4,387
Amortization - (21,298) (12,538) (22,618) (56,454)
Impairment loss (9,420) - - - (9,420)
Effect of changes in foreign exchange rates - - - (46) (46)
Balance at December 31, 2025 $ 190,817 - 75,031 69,664 335,512
Balance at January 1, 2024 $ 226,251 42,957 100,107 70,664 439,979
Acquired by the Group - - - 22,617 22,617
Reclassification - - - (18,524) (18,524)
Amortization - (21,659) (12,538) (26,938) (61,135)
Impairment loss (30,401) - - - (30,401)
Effect of changes in foreign exchange rates - - - 1,270 1,270
Balance at December 31, 2024 $ 195,850 21,298 87,569 49,089 353,806

The Group obtained control over its subsidiaries in the previous years. The cost of acquisition that exceeds the fair value of identifiable net assets is recognized as goodwill. The goodwill recognized for the aforementioned transaction amounted to $195,850. According to IAS 36, goodwill acquired in a business combination must be tested for impairment at least annually. For the purposes of impairment testing, goodwill is allocated to each of the acquirer's cash-generating units that are expected to benefit from the synergies of the combination. Therefore, goodwill is tested for impairment by comparing the value-in-use of Tai Ying Resource with the carrying amount of its net assets to determine whether an impairment loss should be recognized.

As of December 31, 2025, the CGUs of the subsidiary Tai Ying Resource were determined based on their value in use. The cash flow estimate used in calculating the value in use was based on management's financial budgets for future years and was discounted using an annual discount rate of 12.41% for 2025, and the discount rate was estimated based on the weighted average cost of capital. Based on the impairment test results conducted by the Group, as of December 31, 2025, the recoverable amount of Tai Ying Resource's CGU was lower than its carrying amount; therefore, an impairment loss on goodwill of $9,420 was recognized. The Group has reduced the impairment loss recognized by the carrying amount of the allocated goodwill of the aforementioned CGU and reported the impairment loss under non-operating income and expenses in the consolidated statement of comprehensive income.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

As of December 31, 2024, the CGUs of the subsidiary Tai Ying Resource were determined based on their value in use. The cash flow estimate used in calculating the value in use was based on management's financial budgets for future years and was discounted using an annual discount rate of 15.42% for 2024, and the discount rate was estimated based on the weighted average cost of capital. Based on the impairment test results conducted by the Group, as of December 31, 2024, the recoverable amount of Tai Ying Resource's CGU was lower than its carrying amount; therefore, an impairment loss on goodwill of $30,401 was recognized. The Group has reduced the impairment loss recognized by the carrying amount of the allocated goodwill of the aforementioned CGU and reported the impairment loss under non-operating income and expenses in the consolidated statement of comprehensive income.

The Group acquired the equity interest of its subsidiary, Carenity Health Management Co., Ltd. (Carenity Health Management), in September 2025. The excess of the purchase consideration over the fair value of the identifiable net assets acquired was recognized as goodwill. As of December 31, 2025, based on the impairment testing performed by the Group, the recoverable amount of the investment in Carenity Health Management exceeded its carrying amount; therefore, no impairment loss was recognized.

(1) Other financial assets and other non-current assets

(i) The other current financial assets of the Group were as follows:

December 31, 2025 December 31, 2024
Restricted assets $ 214,069 225,979
Other receivables 82,925 44,126
$ 296,994 270,105

As of December 31, 2025 and 2024, the restricted assets are coming from bank deposits of restricted purpose due to the construction contract conditions, guarantees for construction contracts, and sport training courses had been collected in advance, etc, please refer to note 8.

(ii) The other non-current assets of the Group were as follows:

December 31, 2025 December 31, 2024
Restricted assets $ 39,095 66,225
Refundable deposits 179,743 261,470
Prepayment of equipments 11,939 45,297
Others 9,172 3,124
$ 239,949 376,116

As of December 31, 2025 and 2024, the Group did provide any increase in restricted assets as collateral for its loan, please refer to note 8.

(Continued)


43

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(m) Short-term borrowings

The short-term borrowings of the Group were as follows:

December 31, 2025 December 31, 2024
Unsecured bank loans $ 631,988 855,071
Unused credit lines $ 14,121,035 13,020,591
Range of interest rates 1.81%–5.2% 1.68%–5.6%

The Group did not provide assets as collateral for its loans.

For information on the Group’s foreign currency risk and liquidity risk, please see note 6(z).

(n) Long-term borrowings

The long-term borrowings of the Group were as follows:

December 31, 2025
Currency Rate Maturity year Amount
Unsecured bank loans NTD 1.88%–2.565% 2027.12–2036.9 $ 1,511,604
Secured bank loans NTD 2.12% 2044.01 1,200,000
Less: current portion (97,416)
Total $ 2,614,188
Unused credit lines $ 320,000
December 31, 2024
--- --- --- --- ---
Currency Rate Maturity year Amount
Unsecured bank loans NTD 1.69%–2.60% 2025.10–2036.9 $ 1,159,596
Secured bank loans NTD 2.00%–2.12% 2044.1 1,280,000
Less: current portion (94,892)
Total $ 2,344,704
Unused credit lines $ 600,000

(i) Issuance and repayments of long-term borrowings

The Group issued new long-term loans amounted to $746,900 and $2,052,810 in 2025 and 2024, respectively. The repayments amounted to $474,892 and $987,229 in 2025 and 2024, respectively.

(Continued)


44

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) As of December 31, 2025, the repayment schedule for the long-term borrowings was as follows:

Period Amount
2026.1.1~2026.12.31 $ 97,416
2027.1.1~2027.12.31 162,122
2028.1.1~2028.12.31 867,354
2029.1.1~2029.12.31 166,790
After 2030.1.1 1,417,922
$ 2,711,604

For the collateral for long-term borrowings, please refer to note 8.

(o) Convertible bonds payable

(i) The Group issued the second domestic unsecured convertible bonds with the face values of $1,000,000 on June 29, 2023 as follows:

December 31, 2025 December 31, 2024
Total convertible corporate bonds issued $ 1,000,000 1,000,000
Cumulative converted amount (695,600) (450,900)
Unamortized discounted corporate bonds payable (5,983) (15,476)
298,417 533,624
Unamortized issuing costs of corporate bonds payable (339) (878)
Corporate bonds issued balance at year-end $ 298,078 532,746
Embedded derivatives – call option, include in current financial assets at fair value through profit or loss $ 27 -
Embedded derivatives – call option, include in non-current financial assets at fair value through profit or loss $ - 410
Equity component – conversion rights, include in capital surplus $ 17,967 32,411
2025 2024
Embedded derivatives - call option, gains or losses at fair value, include in gain (losses) on financial assets (liabilities) at fair value through profit or loss $ (383) 410
Interest expenses $ (7,368) (14,196)

The effective rates of the second unsecured convertible bonds payable was 1.7919%.

The significant terms of the aforementioned convertible bonds were as follow as:

1) Interest rate: 0%
2) Duration: Three years (June 29, 2023 to June 29, 2026)

(Continued)


45

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

3) Redemption methods

Within the period between three months after the issuance date and 40 days before the last convertible date, if the closing price of the Company’s ordinary shares on the TWSE for a period of 30 consecutive trading days before redemption has been at least 30% of the conversion price in effect on each such trading day, or the outstanding balance of convertible bonds is lower than $100,000 (10% of the total amount originally issued), the Company may redeem all the bonds in cash, at par value, within five business days after the base date of reclamation of the bonds.

4) Terms of conversion

a) The debtors may opt to have its bonds converted into the Company’s ordinary share at par value and at the conversion price at the time the conversion is requested, from the day following the expiration of three months after the issuance of the convertible corporate debt, up to the expiry date, except for the following:

i) The period during which the transfer of ordinary shares of the Company is suspended in accordance with the law and the period commencing from the date on which the transfer of bonus share issued ceases.

ii) The date on which the transfer of cash dividends ceases or 15 business days before the date on which the transfer of shares of cash capital increase ceases, until the date of record for the distribution of the rights or benefits.

iii) The period starting from the date of record of the capital decrease and ends on the date prior to the trading of the reissuance shares after the capital decrease, where the conversion request is denied from the conversion cease date of changing par value of shares until the day before trading of reissuance shares with new shares.

iv) The conversion cease date of the changing of par value of shares mentioned in the previous paragraph which refers to one business day before the change of registration is applied to the Ministry of Economic Affairs.

b) Conversion price: NT$200 per share. However, due to the previous changes in the conversion prices at the dates of distribution of cash dividends, the conversion price beginning on July 7, 2025 had been adjusted from NT$192.5 to NT$184.1.

(ii) The information on the Company’s convertible options separated from its recognized liabilities was as follows:

The compounded interest present values of the convertible bond's face value $ 950,900
The embedded derivative asset at issuance—call option (100)
The equity components at issuance 59,200
The total amount of the convertible bonds at issuance $ 1,010,000

(Continued)


46

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iii) The above components of equity were recorded under capital surplus - conversion rights. The second unsecured convertible bond issuance costs were allocated to capital surplus - conversion rights at the total amount of $174 in accordance with IFRSs.

(iv) For the year ended December 31, 2024, the bondholders exercised their conversion rights for convertible bonds with a face value of $450,900, which were converted into ordinary shares and bond conversion entitlement certificates of $18,546 and $4,851, respectively, offsetting the discount on the bonds payable of $12,641. The capital surplus generated was recognized at $414,856 (including the write-down on capital surplus - stock options of $26,615 and the cash refund from fractional shares of $6).

(v) For the year ended December 31, 2025, the bondholders exercised their conversion rights for convertible bonds with a face value of $244,700 thousand, which were converted into ordinary shares of $7,885 thousand and bond conversion entitlement certificates of $5,268 thousand, respectively, offsetting the discount on the bonds payable of $2,664 thousand. The capital surplus generated was recognized at $228,874 thousand (including the write down on capital surplus – recognized stock options of $14,444 thousand and the cash refund from fractional shares of $9). As of December 31, 2025, there was still a remaining face value of $304,400 of corporate bonds that has not been converted. In addition to the above, the Group did not issue, repurchase, or repay any outstanding corporate bonds for the year ended December 31, 2025.

(p) Lease liabilities

The lease liabilities of the Group were as follows:

December 31, 2025 December 31, 2024
Current $ 123,645 124,041
Non-current $ 513,572 445,915

For the maturity analysis, please refer to note 6(z).

The amounts recognized in profit or loss were as follows:

2025 2024
Interest on lease liabilities $ 9,484 9,079
Variable lease payments not included in the measurement of lease liabilities $ 27,451 22,536
Expenses relating to short-term leases $ 37,441 21,864
Expense relating to leases of low-value assets, excluding short-term leases of low-value assets $ 22,700 15,777

(Continued)


47

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The amounts recognized in the consolidated statements of cash flows for the Group were as follows:

2025 2024
Total cash outflow for leases $ 250,482 231,322

(i) Real estate leases

The Group leases land and buildings for its office space, erecting solar power generation equipment and retail stores. The leases of office space typically run for a period of 1 to 20 years, of erecting solar power generation equipment for 20 years, and of retailed stores for 1 to 5 years. Some leases include an option to renew the lease for an additional period of the same duration after the end of the contract term.

Some leases require the Group to make payments that relate to the property taxes levied on the lessor and insurance payments made by the lessor; these amounts are generally determined annually.

(ii) Other leases

The Group leases vehicles, with lease terms of 1 to 5 years. In some cases, the Group has options to purchase the assets at the end of the contract term; in other cases, it guarantees the residual value of the leased assets at the end of the contract term.

The Group also leases IT equipment with contract terms of 1 to 3 years. These leases are short-term or leases of low-value items. The Group has elected not to recognize right-of-use assets and lease liabilities for these leases.

(q) Provisions

Warranties Onerous contracts Total
Balance at January 1, 2025 $ 151,836 55,170 207,006
Provisions made during the period 20,724 2,436 23,160
Provisions used during the period (37,870) - (37,870)
Provisions reversed during the period (92,043) (39,433) (131,476)
Effect of changes in foreign exchange rates (3,696) - (3,696)
Balance at December 31, 2025 $ 38,951 18,173 57,124
Balance at January 1, 2024 $ 219,519 83,384 302,903
Provisions made during the period 30,777 35,337 66,114
Provisions used during the period (99,975) - (99,975)
Provisions reversed during the period (5,084) (64,000) (69,084)
Effect of changes in foreign exchange rates 6,599 449 7,048
Balance at December 31, 2024 $ 151,836 55,170 207,006

Provisions related to construction revenue are assessed based on historical experience. The aforementioned provisions are expected to settle the majority of the liability over the next year.

(Continued)


48

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

A provision for onerous contracts is recognized when the Group expects the unavoidable costs of performing the obligations under a construction contract exceed the economic benefits expected to be received under the contract. Because the cost of performing a construction contract had exceeded the economic benefits expected, the Group recognized the provisions to response the cost of the construction contract.

(r) Operating leases

December 31, 2025 December 31, 2024
Less than one year $ 5,441 8,951
Between one and two years 1,005 4,261
$ 6,446 13,212

Rental income from investment properties were $8,768 and $8,857 in 2025 and 2024, respectively, and recognized as other income in the consolidated statements of comprehensive income.

(s) Employee benefits

(i) Defined benefit plans

Reconciliations of the defined benefit obligations at present value and plan assets at present value were as follows:

December 31, 2025 December 31, 2024
Present value of defined benefit obligations $ (278,688) (268,580)
Fair value of plan assets 139,567 130,801
Net defined benefit liabilities $ (139,121) (137,779)

The Group makes defined benefit plan contributions to the pension fund account at the Bank of Taiwan that provides pensions for employees upon retirement. The plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for the six months prior to retirement.

1) Composition of plan assets

The Group allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

The Group's Bank of Taiwan labor pension reserve account balance amounted to $139,567 as of reporting date. For information on the utilization of the labor pension fund assets including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

(Continued)


49

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

2) Movements in present value of defined benefit obligations

The movements in present value of defined benefit obligations for the Group were as follows:

2025 2024
Defined benefit obligation at January 1 $ (268,580) (249,275)
Current service costs and interest costs (5,355) (4,353)
Remeasurements of net defined benefit liabilities (11,305) (14,952)
Benefits paid 6,552 -
Defined benefit obligations at December 31 $ (278,688) (268,580)

3) Movements of defined benefit plan assets

The movements in the present value of the defined benefit plan assets for the Group were as follows:

2025 2024
Fair value of plan assets at January 1 $ 130,801 116,657
Contributions paid by the employer 2,400 2,400
Expected return on plan assets 2,058 1,473
Remeasurements of net defined benefit liabilities 9,006 10,271
Benefits paid (4,698) -
Fair value of plan assets at December 31 $ 139,567 130,801
Actual return on plan assets $ 11,064 11,745

4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the years ended December 31, 2025 and 2024 were as follows:

2025 2024
Service cost $ 565 745
Net interest of net liabilities for defined benefit obligations 2,732 2,135
$ 3,297 2,880
Selling expenses $ - -
Administrative expenses 3,297 2,880
$ 3,297 2,880

(Continued)


50

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

5) Remeasurement of net defined benefit liability recognized in other comprehensive income:

The Group’s re-measurements of the net defined benefit liability recognized in other comprehensive income for the years ended December 31, 2025 and 2024, were as follows:

2025 2024
Accumulated amount at January 1 $ 60,485 55,804
Recognized during the period 2,299 4,681
Accumulated amount at December 31 $ 62,784 60,485

6) Actuarial assumptions

The following are the Group’s principal actuarial assumptions at the reporting date:

December 31, 2025 December 31, 2024
Discount rate 1.750% 2.000%
Future salary increases rate 4.00% 4.00%

The expected allocation payment to be made by the Group to the defined benefit plans for the one year period after the reporting date is $2,400.

The weighted-average lifetime of the defined benefit plan is 11.28 years.

7) Sensitivity analysis

If the main actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

Effects to the defined benefit obligation
Increased 0.25% Decreased 0.25%
December 31, 2025
Discount rate $ (3,902) 4,012
Future salary increasing rate 3,819 (3,735)
December 31, 2024
Discount rate (4,149) 4,272
Future salary increasing rate 4,086 (3,991)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

(Continued)


51

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

There is no change in the method and assumptions used in the preparation of sensitivity analysis for this period and previous period.

(ii) Defined contribution plans

The domestic Group entities allocates 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of the Labor Insurance in accordance with the provisions of the Labor Pension Act. Under this defined contribution plan, the domestic Group entities allocates a fixed amount to the Bureau of the Labor Insurance without additional legal or constructive obligations.

The domestic Group entities recognized the pension costs under the defined contribution method amounting to $59,315 and $56,220 for the years ended December 31, 2025 and 2024, respectively. Payment was made to the Bureau of Labor Insurance.

Other subsidiaries recognized the pension expense, basic endowment insurance expense, and social welfare expenses amounting to $24,120 and $22,480 for the years ended December 31, 2025 and 2024, respectively.

(t) Income taxes

(i) Income tax expenses

1) The components of income tax were as follows:

2025 2024
Current tax expense
Current period $ 1,232,669 956,089
Surtax on unappropriated earnings 51,898 41,348
1,284,567 997,437
Deferred tax expense
Origination and reversal of temporary differences (13,291) 66,928
(13,291) 66,928
Current tax expense $ 1,271,276 1,064,365

2) The amounts of income tax recognized in other comprehensive income were as follows:

2025 2024
Items that may not be reclassified subsequently to profit or loss:
Remeasurements from defined benefit plans $ (460) (936)
Items that will not be reclassified to profit or loss:
Exchange differences on translation of foreign financial statements (6,992) 34,041
$ (7,452) 33,105

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

3) Reconciliations of income tax and profit before tax for 2025 and 2024 were as follows:

2025 2024
Profit before tax $ 5,463,305 4,729,456
Income tax calculated based on local tax rate of the Company 1,511,552 1,329,215
Tax exemption income, and domestic investment income, net (246,731) (244,045)
Effect of foreign dividend income and its applicable exchange rate difference (14,269) 19,492
Changes in unrecognized deferred tax assets 630 15,223
Estimated difference adjustment and others (1,376) (3,092)
Surtax on unappropriated earnings 51,898 41,348
Surtax on unappropriated earnings practical adjustment (30,428) (93,776)
$ 1,271,276 1,064,365

(ii) Deferred tax assets and liabilities

1) Unrecognized deferred tax assets and liabilities

The Group's deferred tax assets have not been recognized in respect of the following items:

December 31, 2025 December 31, 2024
Tax effect of deductible temporary differences $ 77,819 47,572
Tax carryforward of unused tax losses 295,275 355,750
$ 373,094 403,322

Deferred tax assets were not recognized because the deductible temporary differences may not be realized in the future.

The R.O.C. Income Tax Act allows net losses, as assessed by the tax authorities, to offset taxable income over a period of ten years for local tax reporting purposes. Deferred tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilize the benefits therefrom.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

As of December 31, 2025, the information of the Group’s unused tax losses for which no deferred tax assets were recognized is as follows:

Year of loss Expiry year Unused tax loss
2016 (Assessed) 2026 $ 120,684
2017 (Assessed) 2027 228,752
2018 (Assessed) 2028 174,734
2019 (Assessed) 2029 186,074
2020 (Assessed) 2030 127,709
2021 (Assessed) 2031 86,184
2022 (Assessed) 2032 122,288
2023 (Filed) 2033 134,217
2024 (Filed) 2034 154,361
2025 (Estimated) 2035 141,371
$ 1,476,374

2) Recognized deferred tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for 2025 and 2024 were as follows:

Defined benefit plan Foreign investment loss under equity method Exchange differences on translation of foreign financial statements Others Total
Deferred tax assets:
Balance at January 1, 2025 $ 28,423 2,406 - 28,047 58,876
Recognized in profit or loss 179 1,135 - 5,457 6,771
Recognized in other comprehensive income 460 - - - 460
Balance at December 31, 2025 $ 29,062 3,541 - 33,504 66,107
Balance at January 1, 2024 $ 27,391 4,578 21,510 22,199 75,678
Recognized in profit or loss 96 (2,172) - 5,848 3,772
Recognized in other comprehensive income 936 - (21,510) - (20,574)
Balance at December 31, 2024 $ 28,423 2,406 - 28,047 58,876

(Continued)


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Notes to the Consolidated Financial Statements

Foreign investment income under equity method Exchange differences on translation of foreign financial statements Others Total
Deferred tax liabilities:
Balance at January 1, 2025 $ 649,912 12,531 16,540 678,983
Recognized in profit or loss (26,493) - 19,973 (6,520)
Recognized in other comprehensive income - (6,992) - (6,992)
Balance at December 31, 2025 $ 623,419 5,539 36,513 665,471
Balance at January 1, 2024 $ 578,475 - 17,277 595,752
Recognized in profit or loss 71,437 - (737) 70,700
Recognized in other comprehensive income - 12,531 - 12,531
Balance at December 31, 2024 $ 649,912 12,531 16,540 678,983

(iii) The ROC tax authorities have examined the income tax returns of the Company, as well as Jing Chen Energy, Jing Yueh Energy, Jing Yang Energy, Kuan Yueh Technology, Kanbo Biomedical, Anyong Biotechnology, Anyong Fresh Mart, Topco International Investment, Topco Investment, Cityspace International, Top Energy Innovation, Xports Sports, YAO YUE ENERGY, Topchip, Yun Yueh Technology, Unitech New Energy Engineering, Tai Ying, Tai Ying Global Trading, Top Vacuum, Taiwan E&M, Jia Yi Energy, Anyong Lohas, Chien Yueh and Topchem Materials through 2023; the Company through 2022.

(u) Capital and other equities

(i) Common stock

As of December 31, 2025 and 2024, the total values of authorized ordinary shares were amounted to $2,500,000 and $2,200,000 (both including $100,000 for the issuance of employee stock options). The number of authorized ordinary shares were 250,000 and 220,000 thousand shares, respectively, with par value of New Taiwan Dollars $10 per share. As of that date 192,355 and 191,040 thousand of ordinary shares were issued, respectively. All issued shares were paid up upon issuance.

Ordinary Shares
2025 2024
Balance on January 1 191,040 188,700
Conversion of convertible bonds 1,315 2,340
Balance on December 31 192,355 191,040

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The Group issued 2,340 thousand new shares to convertible bond holders who exercised their conversion rights at face value, with a total amount of $23,397 for the year ended December 31, 2024. As of December 31, 2025, all relevant statutory registration procedures have been completed.

The Group issued 1,315 thousand new shares in 2025 to convertible bond holders who exercised their conversion rights at face value, with a total amount of $13,153 thousand. As of December 31, 2025, the legal registration procedures for 1,012 thousand shares have not been completed; therefore, these shares recognized as certificates of entitlement to new shares from convertible bonds.

(ii) Capital surplus

The balances of capital surplus were as follows:

December 31, 2025 December 31, 2024
Capital premium $ 3,122,491 2,879,173
Convertible bonds-conversion options 17,967 32,411
Stock option-fair value differences of associates and joint ventures accounted under equity method 1,965 1,965
Changes in the equity ownership of the subsidiaries 2,270 2,270
Others 422 422
$ 3,145,115 2,916,241

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

On February 29, 2024, the Company's Board of Directors resolved to distribute the cash dividends of $188,700 (New Taiwan dollars $1 per share) from capital surplus.

(iii) Retained earnings

According to the Company's articles of incorporation, 10% of annual net earnings (net of incomes taxes), after deducting accumulated deficits, must be set aside as legal reserve. In addition, a special reserve shall be set aside in accordance with applicable laws and regulations. The remaining profit, together with the beginning balance of undistributed retained earnings, can be distributed according to the distribution plan proposed by the Board of directors and submitted during the stockholders' meeting for approval. The distribution of earnings or legal reserve and capital surplus, by way of cash, shall be decided during the Board meeting, approved by more than half of the directors, with two thirds of directors in attendance; thereafter, to be reported in the shareholders' meeting of the Company.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

According to the Company’s dividend policy, the type of dividends should be determined after considering the remaining portion of retained earnings, the business environment, etc. The dividends could be paid whether by cash or stock. No less than 10% of total stockholders’ dividends may be distributed in the form of cash dividends. Any remaining profit did not be distributed in the form of cash dividends could be distributed in the form of stock dividends according to the Company’s articles proposed by the Board of directors and submitted to the stockholders’ meeting for approval.

1) Legal reverse

When a company incurs no loss, it may pursuant to a resolution by the shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash. Only the portion of the legal reserve which exceeds 25% of capital may be distributed.

2) Special reverse

A portion of current-period earnings and undistributed prior-period earnings shall be reclassified as a special earnings reserve during earnings distribution. The amount to be reclassified should equal the current-period total net reduction of other shareholders' equity. Similarly, while distributing the surplus, a portion of undistributed prior period earnings shall be reclassified as a special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders' equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders' equity shall qualify for additional distributions.

3) Earnings distribution

The amount of cash dividends of appropriations of earnings for 2024 and 2023 had been approved in the Board meetings held on February 27, 2025 and February 29, 2024, respectively. The amount of other appropriation items of earnings for 2024 and 2023 had been approved in the regular shareholders' meetings held on May 29, 2024 and May 30, 2023, respectively. These earnings were appropriated as follows:

2024 2023
Amount per share NT (Dollars) Total amount Amount per share NT (Dollars) Total amount
Dividends distributed to common shareholders:
Cash dividends $ 11.99 2,293,351 9.0 1,698,296

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

On March 10, 2026, the Company's Board of Directors resolved to appropriate the 2025 earnings. These earnings were appropriated as follows:

2025
Amount per share NT (Dollars) Total amount
Dividends distributed to common shareholder:
Cash dividends $ 13.5 2,603,218

The information earning distribution can be accessed from the Market Observation Post System after the shareholder's meeting.

(iv) Other equity

Exchange differences on translation of foreign financial statements Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Total
Balance at January 1, 2025 $ 46,882 1,137,221 1,184,103
Exchange differences on foreign operations:
The Group (27,968) - (27,968)
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income:
The Group - 129,215 129,215
Balance at December 31, 2025 $ 18,914 1,266,436 1,285,350
Balance at January 1, 2024 $ (90,453) 866,377 775,924
Exchange differences on foreign operations:
The Group 137,335 - 137,335
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income:
The Group - 319,949 319,949
Disposal of investments in equity instruments designated at fair value through other comprehensive income - (49,105) (49,105)
Balance at December 31, 2024 $ 46,882 1,137,221 1,184,103

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(v) Earnings per share

The calculation of basic and diluted earnings per share were as follows:

2025 2024
Basic earnings per share:
Profit attributable to ordinary shareholders of the Company $ 4,180,447 3,655,935
Weighted-average number of outstanding ordinary shares (thousand) 191,644 189,549
Basic earnings per share (dollars) $ 21.81 19.29
Diluted earnings per share:
Profit attributable to ordinary shareholders of the Company $ 4,180,447 3,655,935
The after-tax impact of interest on convertible bonds and other income or losses 7,672 13,633
Profit attributable to ordinary shareholders of the Company (after adjustment of potential diluted ordinary shares) $ 4,188,119 3,669,568
Weighted-average number of outstanding ordinary shares (thousand) 191,644 189,549
Effect of dilutive potential ordinary shares (thousand)
Effect of employee share bonuses 2,364 4,236
Effect of conversion of convertible bonds 1,719 1,600
Weighted-average number of ordinary shares (after adjustment of potential diluted ordinary shares) 195,727 195,385
Diluted earnings per share (dollars) $ 21.40 18.78

(w) Revenue from contracts with customers

(i) Details of revenue

2025
Semiconductor and electronics divisions Environmental engineering divisions Other divisions Total
Primary geographical markets:
Taiwan $ 27,810,352 1,565,074 1,784,979 31,160,405
China 28,041,134 3,466,912 - 31,508,046
Others 3,919,149 957,801 38,130 4,915,080
$ 59,770,635 5,989,787 1,823,109 67,583,531
Major products / services:
Semiconductor and optoelectronic industries $ 59,770,635 - - 59,770,635
Water purification and construction of dust-proof room - 5,989,787 - 5,989,787
Others - - 1,823,109 1,823,109
$ 59,770,635 5,989,787 1,823,109 67,583,531

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

2024
Semiconductor and electronics divisions Environmental engineering divisions Other divisions Total
Primary geographical markets:
Taiwan $ 22,676,902 1,789,338 1,732,579 26,198,819
China 22,825,992 3,667,581 36 26,493,609
Others 3,789,619 491,632 23,434 4,304,685
$ 49,292,513 5,948,551 1,756,049 56,997,113
Major products / services:
Semiconductor and optoelectronic industries $ 49,292,513 - - 49,292,513
Water purification and construction of dust-proof room - 5,948,551 - 5,948,551
Others - - 1,756,049 1,756,049
$ 49,292,513 5,948,551 1,756,049 56,997,113

(ii) Contract balance

December 31, 2025 December 31, 2024 January 1, 2024
Notes and accounts receivable (including related parties) $ 10,233,192 8,556,080 6,697,771
Less: allowance for impairment 53,756 28,070 42,398
Total $ 10,179,436 8,528,010 6,655,373
Contract assets — construction $ 1,596,662 1,586,101 1,726,003
Contract liabilities — construction $ 2,143,381 1,387,818 853,781
Contract liabilities — unearned revenue 949,924 683,168 456,885
Total $ 3,093,305 2,070,986 1,310,666

For details on accounts receivable and allowance for impairment, please refer to note 6(d).

The amounts of revenue recognized for the years ended December 31, 2025 and 2024 that were included in contract liability balance at the beginning of the period were $625,907 and $407,323, respectively.

The major change in the balance of contract assets and contract liabilities is due to the difference between the point at which the consolidated company transfers goods or service to customers to satisfy its performance obligations and the point at which customers pay. There were no significant changes during the years ended December 31, 2025 and 2024.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(x) Remuneration to employees, directors

On May 29, 2025, the Company resolved at the shareholders’ meeting to amend its Articles of Incorporation. According to the amended Company Article of Incorporation, if the Company incurs profit for the year, the profit shall first be used to offset against any accumulated deficits. Thereafter, a maximum of 3% of the remainder shall be allocated as directors' remuneration, and not less than 4% (in shares or in cash) as employee remuneration, including a minimum of 8% to those base-level employees. The distribution shall also include those employees of the Company's subsidiaries who meet certain requirements.

According to the Company’s articles of incorporation, earning shall first be offset against any deficit, then, a minimum of 4% net profit before tax will be distributed as employee remuneration and a maximum of 3% will be allocated as directors’ remuneration. Employees who are entitled to receive the abovementioned employee remuneration, in share or cash, include those of the subsidiaries of the Company who meet certain specific requirements.

For the years ended December 31, 2025 and 2024, the Company estimated its employees’ remuneration amounting to $440,370 and $376,891, respectively, and the directors’ renumeration amounting to $110,092 and $94,223, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees and directors of each period, multiplied by the percentage of remuneration to employees and directors as specified in the Company’s articles. These remunerations were expensed under operating expenses during the years ended December 31, 2025 and 2024. If there are any subsequent adjustments to the actual remuneration amounts after the annual shareholder’s meeting, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year. Shares distributed to employees as employee remuneration are calculated based on the closing price of the Company’s ordinary shares on the day before the approval by the Board of Directors.

(y) Non-operating income and expenses

(i) Other income

The details of other income were as follows:

2025 2024
Government grants $ 35,555 64,476
Dividends income 103,997 80,285
Rental income 21,821 9,421
Indemnity income 9,608 181
Others 8,519 11,902
$ 179,500 166,265

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) Other gains and losses

The details of other gains and losses were as follows:

2025 2024
Foreign currency exchange gains (losses), net $ (85,704) 8,451
Gains on financial assets at fair value through profit or loss, net 431,024 83,755
Losses on disposal of property, plant and equipment, net (6,907) (10,247)
Others (2,778) (7,529)
$ 335,635 74,430

(z) Financial instruments

(i) Credit risk

1) Credit risk exposure

The carrying amount of financial assets and contract assets represents the maximum amount exposed to credit risk.

2) Concentration to credit risk

Apart from the Group’s most significant customer, Customer A, the Group has no exposure to credit risk of any individual counterparty or any group of counterparties with similar credit characteristics. Those related parties of which having transactions with the Group are regarded as group of counterparties with similar credit characteristics.

3) Receivables and debt securities

For credit risk exposure of notes and accounts receivables, please refer to note 6(d).

These financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected credit losses. For the years ended December 31, 2025 and 2024, the loss allowance provisions were determined as follows:

2025 2024
Balance at January 1 $ 14,480 14,355
Impairment loss - 125
Balance at December 31 $ 14,480 14,480

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) Liquidity risk

The following were the contractual maturities of financial liabilities, including estimated interest payments.

Carrying Amount Contractual cash flows Within a year 1 ~ 2 years Over 2 years
December 31, 2025
Non-derivative financial liabilities
Short-term and long-term bank loans $ 3,343,592 (3,752,411) (791,714) (219,896) (2,740,801)
Notes and accounts payable (including related parties) 10,769,591 (10,769,591) (10,769,591) - -
Accrued expenses and other payables 1,823,827 (1,823,827) (1,823,827) - -
Lease liabilities (including current and non-current) 637,217 (681,417) (132,454) (111,948) (437,015)
Bonds payable (including current portion) 298,078 (304,400) (304,400) - -
Guarantee deposits received 124,463 (124,463) - - (124,463)
$ 16,996,768 (17,456,109) (13,821,986) (331,844) (3,302,279)
December 31, 2024
Non-derivative financial liabilities
Short-term and long-term bank loans $ 3,294,667 (3,768,215) (1,006,671) (148,612) (2,612,932)
Notes and accounts payable (including related parties) 9,556,451 (9,556,451) (9,556,451) - -
Accrued expenses and other payables 1,500,091 (1,500,091) (1,500,091) - -
Lease liabilities (including current and non-current) 569,956 (613,412) (132,025) (87,822) (393,565)
Bonds payable 532,746 (549,100) - (549,100) -
Guarantee deposits received 164,178 (164,178) - - (164,178)
$ 15,618,089 (16,151,447) (12,195,238) (785,534) (3,170,675)

The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amount.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iii) Currency risk

1) Exposure to foreign currency risk

The Group’s significant financial assets and liabilities exposed to foreign currency risk were as follows:

(in thousands)

December 31, 2025 December 31, 2024
Foreign currency Exchange rate NTD Foreign currency Exchange rate NTD
Financial assets
USD $ 142,768 USD/NTD= 31.43 4,487,198 99,559 USD/NTD= 32.785 3,264,042
USD 73,009 USD/CNY= 6.9907 2,294,687 82,180 USD/CNY= 7.3213 2,694,253
JPY 11,363,798 JPY/NTD= 0.2008 2,281,851 6,733,016 JPY/NTD= 0.2099 1,413,260
JPY 2,221,328 JPY/CNY= 0.0447 446,423 2,974,875 JPY/CNY= 0.0469 624,778
Financial liabilities
USD $ 129,381 USD/NTD= 31.43 4,066,445 89,643 USD/NTD= 32.785 2,938,946
USD 51,508 USD/CNY= 6.9907 1,618,906 82,351 USD/CNY= 7.3213 2,699,860
JPY 10,862,876 JPY/NTD= 0.2008 2,181,266 6,017,921 JPY/NTD= 0.2099 1,263,162
JPY 2,955,585 JPY/CNY= 0.0447 593,987 2,119,986 JPY/CNY= 0.0469 445,236

2) Sensitivity analysis

The Group’s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, account and other receivables, current restricted assets, loans and borrowings, and account and other payables that are denominated in foreign currency. An appreciation (depreciation) of 5% of each major foreign currency against Group entities’ functional currency as of December 31, 2025 and 2024 would have influenced the net profit before tax as follows. The analysis is performed on the same basis for both periods.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2025 December 31, 2024
USD (against the NTD)
Appreciation 5% $ 21,038 16,255
Depreciation 5% (21,038) (16,255)
USD (against the CNY)
Appreciation 5% 33,789 (280)
Depreciation 5% (33,789) 280
JPY (against the NTD)
Appreciation 5% 5,029 7,505
Depreciation 5% (5,029) (7,505)
JPY (against the CNY)
Appreciation 5% (7,378) 8,977
Depreciation 5% 7,378 (8,977)

3) Foreign exchange gain and loss on monetary items

Since the Group has many kinds of functional currency, the information on foreign exchange gain (loss) on monetary items is disclosed by total amount. Foreign exchange gains (losses) (including realized and unrealized portions) were as follows:

2025 2024
Foreign exchange gains (losses) (including realized and unrealized portions) $ (85,704) 8,451

(iv) Interest rate analysis

The details of financial assets and liabilities exposed to interest rate risk were as follows:

Carrying amount
December 31, 2025 December 31, 2024
Variable rate instruments:
Financial assets $ 6,150,477 4,323,139
Financial liabilities 3,232,509 3,284,667

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding the assets and liabilities with variable interest rates, the analysis is on the basis of the assumption that the amount of assets and liabilities outstanding at the reporting date were outstanding throughout the year. The rate of change is expressed as the interest rate increase or decrease by $0.25\%$ when reporting to management internally, which also represents management of the Group's assessment on the reasonably possible interval of interest rate change.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

If the interest rate had increased or decreased by 0.25%, the net profit before tax would have decreased or increased by the amounts listed below for the years ended December 31, 2025 and 2024, respectively, which would be mainly resulted from the bank savings, time deposits with variable interest rates, restricted assets with variable interest rates, and short-term and long-term borrowings with variable interest rates.

2025 2024
Interest rate increased by 0.25% $ 7,295 2,596
Interest rate decreased by 0.25% (7,295) (2,596)

(v) Fair value of financial instruments

1) Evaluation process and fair value hierarchy

The disclosures of financial assets and liabilities are measured using the fair value method based on the Group’s accounting policy. The Group’s management is responsible in performing independent test on fair value by using independent source of information to obtain the fair value which is close to the market status. The management also confirms the independence, reliability and matching of the information source. In addition, it regularly tests the valuation model, updates the input and other information, as well as makes necessary adjustment to ensure the output of valuation is reasonable.

The Group uses observable market data to evaluate its assets and liabilities when it is possible. The different inputs of levels of fair value hierarchy in determination the fair value are as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

2) Fair value hierarchy

The fair value of financial assets and liabilities at fair value through profit or loss and financial assets at fair value through other comprehensive income is measured on a recurring basis. The carrying amount and fair value of the Group’s financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities disclosure of fair value information is not required:

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2025
Book value Fair value
Level 1 Level 2 Level 3 Total
Financial assets at fair value through profit or loss
Convertible bonds — embedded derivatives $ 27 - - 27 27
Non-derivative financial assets mandatorily measured at fair value through profit or loss—beneficiary certificate funds 261,961 261,961 - - 261,961
Non-derivative financial assets mandatorily measured at fair value through profit or loss-domestic listed stocks 105,388 105,388 - - 105,388
Non-derivative financial assets mandatorily measured at fair value through profit or loss-foreign listed stocks 175,964 175,964 - - 175,964
Non-derivative financial assets mandatorily measured at fair value through profit or loss-unlisted stocks and limited partnership 675,027 369,209 - 305,818 675,027
Non-derivative financial assets mandatorily measured at fair value through profit or loss-foreign unlisted funds 28,471 - - 28,471 28,471
Subtotal 1,246,838
Financial assets at fair value through other comprehensive income 1,653,914 206,712 - 1,447,202 1,653,914
Financial assets measured at amortized cost
Cash and cash equivalents 6,828,704 - - - -
Notes and accounts receivable (including related parties) 10,179,436 - - - -
Other current financial assets 296,994 - - - -
Other non-current assets (refundable deposits and pledged asset-time deposits) 218,838 - - - -
Subtotal 17,523,972
Total $ 20,424,724

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2025
Book value Fair value
Level 1 Level 2 Level 3 Total
Financial liabilities measured at amortized cost
Long-term and short-term bank loans $ 3,343,592 - - - -
Notes and accounts payable (including related parties) 10,769,591 - - - -
Accrued expenses and other payables 1,823,827 - - - -
Lease liabilities (including current and non-current) 637,217 - - - -
Bonds payable (including current portion) 298,078 - - - -
Guarantee deposits received 124,463 - - - -
Total $ 16,996,768
December 31, 2024
Book value Fair value
Level 1 Level 2 Level 3 Total
Financial assets at fair value through profit or loss
Convertible bonds - embedded derivatives $ 410 - - 410 410
Non-derivative financial assets mandatorily measured at fair value through profit or loss-beneficiary certificate funds 321,019 321,019 - - 321,019
Non-derivative financial assets mandatorily measured at fair value through profit or loss-domestic listed stocks 149,983 149,983 - - 149,983
Non-derivative financial assets mandatorily measured at fair value through profit or loss-foreign listed stocks 72,406 72,406 - - 72,406
Non-derivative financial assets mandatorily measured at fair value through profit or loss-unlisted stocks and limited partnership 381,453 99,756 - 281,697 381,453
Non-derivative financial assets mandatorily measured at fair value through profit or loss-foreign unlisted funds 26,580 - - 26,580 26,580
Subtotal 951,851

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2024
Book value Fair value
Level 1 Level 2 Level 3 Total
Financial assets at fair value through other comprehensive income $ 1,524,600 186,800 - 1,337,800 1,524,600
Financial assets measured at amortized cost
Cash and cash equivalents 5,162,017 - - - -
Notes and accounts receivable (including related parties) 8,528,010 - - - -
Other current financial assets 270,105 - - - -
Other non-current assets (refundable deposits and pledged assets-time deposits) 327,695 - - - -
Subtotal 14,287,827
Total $ 16,764,278
Financial liabilities measured at amortized cost
Long-term and short-term bank loans $ 3,294,667 - - - -
Notes and accounts payable (including related parties) 9,556,451 - - - -
Accrued expenses and other payables 1,500,091 - - - -
Lease liabilities (including current and non-current) 569,956 - - - -
Bonds payable 532,746 - - - -
Guarantee deposits received 164,178 - - - -
Total $ 15,618,089

3) Valuation techniques for financial instruments not measured at fair value

The Group valuation techniques and assumptions used for financial instrument not measured at fair value were as follows:

If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

4) Valuation techniques for financial instruments measured at fair value

a) Non-derivative financial instruments

Financial instruments traded in active markets are based on quoted market prices. The quoted price of a financial instrument obtained from main exchanges and the government bond with high trading volume can be used as a basis to determine the fair value of the listed companies’ equity instrument and the debt instrument of the quoted price in an active market.

b) Derivative financial instruments

Measurement on the fair value of derivative instruments is based on the valuation techniques generally accepted by market participants such as the binomial tree pricing model.

5) Transfers between levels

The Group's equity holdings of Beiley Biofund Inc. shares were classified as financial assets measured at fair value through profit or loss; the fair value of these financial assets as of December 31, 2024, was $79,982. As of December 31, 2024, the investment was classified as Level 3 because the company’s shares had no quoted market prices and their fair value was measured using significant unobservable inputs. Beiley Biofund Inc. began to trade as an emerging stock in December 2025, resulting in active market quotes; consequently, its fair value measurement was reclassified from Level 3 to Level 1.

6) Reconciliation of Level 3 fair value

Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Total
Derivative financial assets - convertible bonds Equity investment without quoted price Debt investment without quoted price Equity investment without quoted price
Balance at January 1, 2025 $ 410 54,161 254,116 1,337,800 1,646,487
Total gains and losses recognized:
In profit (383) (2,788) 40,600 - 37,429
In other comprehensive income - - - 109,402 109,402
Purchased - 4,204 72,333 - 76,537
Proceeds of capital reduction of investment - - (8,355) - (8,355)
Reclassify from level 3 - - (79,982) - (79,982)
Balance at December 31, 2025 $ 27 55,577 278,712 1,447,202 1,781,518
Balance at January 1, 2024 $ - - 241,485 1,135,291 1,376,776
Total gains and losses recognized:
In profit 410 7,161 4,063 - 11,634
In other comprehensive income - - - 202,509 202,509
Purchased - 47,000 25,500 - 72,500
Proceeds of capital reduction of investment - - (16,932) - (16,932)
Balance at December 31, 2024 $ 410 54,161 254,116 1,337,800 1,646,487

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

For the years ended December 31, 2025 and 2024, the total gains and losses that were included in “other gains and losses” and “unrealized gains and losses on financial assets at fair value through other comprehensive income” were as follows:

Nine months ended December 31, 2025 Nine months ended December 31, 2024
Total gains and losses recognized: $ 146,831 214,143
In profit or loss, and presented in “other gains and losses” $ 37,429 11,634
In other comprehensive income, and presented in “unrealized gains and losses on financial assets at fair value through other comprehensive income” $ 109,402 202,509

7) The quantified information on significant unobservable inputs (level 3) used in fair value measurement

The Group’s financial instruments that use level 3 input to measure fair values include financial assets at fair value through other comprehensive income—equity instruments, financial assets at fair value through profit or loss — convertible bonds redemption rights and financial assets at fair value through profit or loss — equity securities investment.

Most of fair value measurements of the Group which are categorized as equity investment into level 3 have single significant unobservable inputs, and equity investments without quoted price have several significant unobservable inputs. Significant unobservable inputs of equity investments without quoted price are independent of each other.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The quantified information of significant unobservable inputs was as follows:

Item Valuation technique Significant unobservable inputs Inter relationships between significant unobservable inputs and fair value measurement
Financial assets at fair value through other comprehensive income —equity investment without quoted price Comparable market approach Price Book ratio multiples. (8.07~106.7 and 8.18~93.68 respectively, on December 31, 2025 and 2024) The higher the multiple is, the higher the fair value will be.
Lack of Marketability discount rate (20% all on December 31, 2025 and 2024) The higher the Lack of Marketability discount rate is, the lower the fair value will be.
Net asset value method Net asset value method Inapplicable
Financial assets at fair value through profit or loss —debt investment without quoted price Net asset value method Net asset value method Inapplicable
Financial assets at fair value through profit or loss —equity investment without quoted price Comparable market approach Price Book ratio multiples. (3.00~50.57 and 28.04~50.00, respectively, on December 31, 2025 and 2024) The higher the multiple is, the higher the fair value will be.
Lack of Marketability discount rate (20% all on December 31, 2025 and 2024) The higher the Lack of Marketability discount rate is, the lower the fair value will be.
Financial assets at fair value through profit or loss —convertible bonds redemption right Binomial convertible bonds pricing models · Volatility (31.33% and 27.24% respectively, on December 31, 2025 and 2024) The higher the volatility, the higher the fair value will be.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

8) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions

For fair value measurements in Level 3, changing one or more of the assumptions to reflect reasonably possible alternative assumptions would have the following effects:

Input Move up or down Impacts of fair value change on net income or loss Impacts of fair value change on other comprehensive income
Favorable change Unfavorable change Favorable change Unfavorable change
December 31, 2025
Financial assets at fair value through profit or loss
Equity investment without quoted price P/B ratio 5% $ 4,279 (4,279) - -
Lack of marketability discount 5% $ 5,349 (5,349) - -
Financial assets at fair value through other comprehensive income
Equity investment without quoted price P/B ratio 5% $ - - 72,417 (72,297)
Lack of marketability discount 5% $ - - 90,450 (90,450)
December 31, 2024
Financial assets at fair value through profit or loss
Equity investment without quoted price P/B ratio 5% $ 2,707 (2,706) - -
Lack of marketability discount 5% $ 3,386 (3,384) - -
Financial assets at fair value through other comprehensive income
Equity investment without quoted price P/B ratio 5% $ - - 66,842 (66,842)
Lack of marketability discount 5% $ - - 83,612 (83,612)

The Group’s favorable and unfavorable effects represent the changes in fair value, and fair value is based on a variety of unobservable inputs calculated using a valuation technique. If fair value of financial instruments is affected by more than one input, the analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.

(aa) Financial risk management

(i) Briefings

The Group is exposed to the following risks arising from financial instruments:

1) Credit risk
2) Liquidity risk
3) Market risk

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The following likewise discusses the Group’s objectives, policies and processes for measuring and managing the above mentioned risks. For more disclosures about the quantitative effects of these risks exposures, please refer to the respective notes in the accompanying consolidated financial statements.

(ii) Structure of risk management

The Group’s finance department provides business services for the overall internal department. It sets the objectives, policies and processes for managing the risk and the methods used to measure the risk arising from both the domestic and international financial market operations.

The Group minimizes the risk exposure through derivative financial instruments. The Board of Directors regulated the use of derivative and non-derivative financial instruments in accordance with the Group’s policy about risks arising from financial instruments such as currency risk, interest rate risk, credit risk, the use of derivative and non-derivative financial instruments and the investments of excess liquidity. The internal auditors of the Group continue with the review of the amount of the risk exposure in accordance with the Group’s policies and the risk management policies and procedures. The Group has no transactions in financial instruments (including derivative financial instruments) for the purpose of speculation.

(iii) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers and investment securities.

1) Accounts receivable and other receivables

The Group has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Group’s standard payment and delivery terms and conditions are offered. The Group’s review includes external ratings, when available, and in some cases bank references. Purchase limits are established for each customer, and these limits are reviewed periodically. Customers that fail to meet the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.

Trade and other receivables mainly relate to a wide range of customers from different industries and geographic regions. The Group continued to assess the financial condition and credit risk of its customers, by grouping account and other receivables based on their characteristics.

2) Investments

The exposure to credit risk for the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Group’s finance department. The Group only deals with banks, other external parties, corporate organizations, government agencies and financial institutions with good credit rating. The Group does not expect any counterparty above fails to meet its obligations hence there is no significant credit risk arising from these counterparties.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

3) Guarantees

Pursuant to the Group’s policies, it is only permissible to provide financial guarantees to subsidiaries, companies that the Group has business with, and the investees, based on the percentage of ownership by each shareholder. As of December 31, 2025 and 2024, no the guarantees provided to non-subsidiaries were outstanding. The guarantees provided to subsidiaries please refer to note 13(a).

(iv) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

Loans and borrowings from the bank is an important source of liquidity for the Group. The Group's unused credit line were amounted to $14,121,035 and $13,020,591 as of December 31, 2025 and 2024, respectively.

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

The Group buys and sells derivatives, and also incurs financial liabilities, in order to manage market risks.

1) Currency risk

The Group is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the functional currencies of the Group, primarily JPY and USD.

2) Interest rate risk

The Group borrows funds on fixed and variable interest rates, which has a risk exposure to changes in fair value and cash flow.

3) Other price risk

The Group is exposed to equity price risk arising from mutual funds, listed companies' equity investments and emerging stock investments.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ab) Capital management

The policy of Board of Directors is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares, capital surplus, retained earnings and non-controlling interests. The Board of Directors monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Group monitors the capital structure by way of periodical review on the liability ratio. The management decides to optimize its capital by using appropriate debt-to-equity ratio. The capital of the Group represents the total equity stated in the consolidated balance sheets that is equal to the total assets, minus, total liabilities.

As of December 31, 2025 and 2024, the liability ratios were as follows:

December 31, 2025 December 31, 2024
Total liabilities $ 21,655,055 19,268,399
Total assets 41,870,771 37,274,912
Liability ratio 52 % 52 %

As of December 31, 2025, there were no changes in the Group’s approach to capital management.

(ac) Investing and financial activities not affecting the current cash flow

The Group’s investing and financial activities, which did not affect its current cash flow in the years ended December 31, 2025 and 2024, included the acquisition of right-of-use assets through lease and conversion of convertible bonds to ordinary shares. Please refer to notes 6(i) and 6(o) for details.

Reconciliations of liabilities arising from financing activities were as follows:

Non-cash changes
January 1, 2025 Cash flows Additions of leases Cancellation of leases Foreign exchange movement Others December 31, 2025
Short term borrowings $ 855,071 (223,083) - - - - 631,988
Long term borrowings 2,439,596 272,008 - - - - 2,711,604
Bonds payable 532,746 - - - - (234,668) 298,078
Lease liabilities 569,956 (153,406) 227,431 (6,036) (728) - 637,217
Guarantee deposits received 164,178 (39,715) - - - - 124,463
Total liabilities from financing activities $ 4,561,547 (144,196) 227,431 (6,036) (728) (234,668) 4,403,350
Non-cash changes
January 1, 2024 Cash flows Additions of leases Cancellation of leases Foreign exchange movement Others December 31, 2024
Short term borrowings $ 2,268,394 (1,413,323) - - - - 855,071
Long term borrowings 1,374,015 1,065,581 - - - - 2,439,596
Bonds payable 956,809 - - - - (424,063) 532,746
Lease liabilities 548,744 (162,066) 184,319 (2,111) 1,070 - 569,956
Guarantee deposits received 157,308 6,870 - - - - 164,178
Total liabilities from financing activities $ 5,305,270 (502,938) 184,319 (2,111) 1,070 (424,063) 4,561,547

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(7) Related-party transactions:

(a) Names and relationship with related parties

The followings are entities that have had transactions with related party during the periods covered in the consolidated financial statements.

Name of related party Relationship with the Group
Topco Quartz Products Co., Ltd. (Topco Quartz) An associate
Eastwind Tsusho Inc. (Eastwind Tsusho) An associate
Fong Rong Smart Machinery Co., Ltd. (Fong Rong Smart Machinery) An associate
Wuxi Super Sunrise Material Co., Ltd. (Wuxi Super Sunrise Material) An associate
Xinchongxin Technology (Xinchongxin) An associate
Equator Materials Corporation (Equator) An associate
Chongmu Health (Chongmu) An associate
Topco Athletic Training Performance Development Association Other related party
Maniflod Technology Co., LTD. (Maniflod Technology) The Group is the corporate director of the related party
Shin-Etsu Handotai Taiwan Co., Ltd. (Shin-Etsu Handotai Taiwan) The Company is the corporate director of the related party
Shin-Etsu Opto Electronic Co., Ltd. (Shin-Etsu Opto Electronic) The Company is the corporate director of the related party

(b) Transactions with key management personnel

Key management personnel compensation comprised:

2025 2024
Short-term employee benefits $ 411,823 359,389
Post-employment benefits 3,737 3,346
$ 415,560 362,735

(c) Significant transactions with related party

(i) Sales

1) The amounts of significant sales by the Group to related parties were as follows:

2025 2024
Associates $ 62,099 8,145
Other related parties 13,283 12,826
$ 75,382 20,971

(Continued)


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Notes to the Consolidated Financial Statements

2) The amounts of significant construction revenue and rendering of services by the Group to related parties were as follows:

2025 2024
Associates:
Topco Quartz $ 307,814 338,251
Other associates 7,515 2,158
Other related parties:
Shin-Etsu Handotai Taiwan 400,886 416,424
Other related parties 1,199 320
$ 717,414 757,153

Sales prices for related parties were similar to those of the third-party customers. The collection period was within 30 to 90 days after monthly closing, and within 30 to 90 days after monthly closing for third-party customers. The terms of services provided to relate parties is based on the contracts signed between both parties, and there is no significant difference between the related parties and the third-parties. Accounts receivable from related parties were uncollateralized, and no provisions for doubtful debt were required after the assessment by the management.

(ii) Purchases

The amounts of significant purchases by the Group from related parties were as follows:

2025 2024
Associates $ 1,473,278 1,479,902
Other related parties:
Shin-Etsu Handotai Taiwan 6,273,373 7,724,520
Other related parties 1,737 2,009
$ 7,748,388 9,206,431

Purchase prices from related parties were similar to those form third-party suppliers. The payment period was within 30 to 90 days after monthly closing for related parties, and within 30 to 90 days after monthly closing for third-party suppliers.

(iii) Donation Expenses

For the years ended December 31, 2025 and 2024, the Group donated the amount of $35,000 in both years to the other related parties of the Company, Topco Athletic Training Performance Development Association, and recognized as operating expenses in statements of comprehensive income.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iv) Receivables from related parties

The receivables from related parties were as follows:

Account Relationship December 31, 2025 December 31, 2024
Associates:
Accounts receivable Topco Quartz $ 62,029 54,152
Accounts receivable Other associates 13,985 62
Other related parties:
Accounts receivable Shin-Etsu Handotai Taiwan 76,234 75,304
Accounts receivable Other related parties 104 67
$ 152,352 129,585

(v) Payables to related parties

The payables to related parties were as follows:

Accounts Relationship December 31, 2025 December 31, 2024
Associates:
Accounts payable Topco Quartz $ 287,820 257,066
Accounts payable Other associates 37,805 23,251
Other related parties:
Accounts payable Shin-Etsu Handotai Taiwan 1,428,334 2,391,134
Accounts payable Other related parties 729 345
$ 1,754,688 2,671,796

(vi) Leases

On July 31,2025, the Group rented an office from its associate, Topco Quartz. A three-year lease contract was signed, in which the rent fee is determined based on market rates, with a total contract value of $2,889. For the year ended December 31,2025, the Group recognized the amount of $17 as interest expenses. As of December 31,2025, the balance of lease liabilities amounted to $2,417.

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(8) Pledged assets:

The carrying values of pledged assets were as follows:

Assets Subject December 31, 2025 December 31, 2024
Other current financial assets Guarantees for construction contracts, warranties, coupons, credit card readers, and fees received in advance for sport training courses $ 214,069 225,616
Other non-current assets – time deposits Lease for plant, and guarantees for long term borrowings 39,095 66,225
Property, plant and equipment Guarantees for long term borrowings 5,323,911 5,334,597
$ 5,577,075 5,626,438

(9) Commitments and contingencies:

(a) The Group’s unrecognized contractual commitments were as follow:

December 31, 2025 December 31, 2024
Commitments for construction contracts $ 3,126,821 2,921,423
Bank guarantees to construction contracts $ 1,066,222 1,773,771

(b) The Group’s unused and outstanding letters for purchasing were as follow:

December 31, 2025 December 31, 2024
Unused and outstanding letters of credit $ 1,490,275 1,233,984

(c) Refer to note 13(a) for the disclosure of guarantees provided to related parties by the Group.

(10) Losses Due to Major Disasters: None

(11) Subsequent Events: None

(Continued)


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TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(12) Other:

(a) The followings are the summary statement of current period employee benefits, depreciation and amortization expenses by function:

| By function
By item | 2025 | | | 2024 | | |
| --- | --- | --- | --- | --- | --- | --- |
| | Operating cost | Operating expenses | Total | Operating cost | Operating expenses | Total |
| Employee benefit expenses | | | | | | |
| Salaries | 516,722 | 2,400,363 | 2,917,085 | 449,815 | 2,148,961 | 2,598,776 |
| Labor and health insurance | 61,511 | 114,954 | 176,465 | 55,857 | 107,315 | 163,172 |
| Pension | 13,731 | 73,001 | 86,732 | 11,532 | 70,048 | 81,580 |
| Remuneration of directors | - | 111,271 | 111,271 | - | 95,312 | 95,312 |
| Others | 16,928 | 106,902 | 123,830 | 16,601 | 119,478 | 136,079 |
| Depreciation | 180,245 | 246,023 | 426,268 | 168,792 | 251,020 | 419,812 |
| Amortization | 2,073 | 54,381 | 56,454 | 2,492 | 58,643 | 61,135 |

(13) Other disclosures:

(a) Information on significant transactions:

The followings were the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group for the year ended December 31, 2025:

(i) Loans to other parties: Please refer to table 1.

(ii) Guarantees and endorsements for other parties: Please refer to table 2.

(iii) Securities held as of December 31, 2025 (excluding investment in subsidiaries, associates and joint ventures): Please refer to table 3.

(iv) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$100 million or 20% of the capital stock: Please refer to table 4.

(v) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock: None.

(vi) Business relationships and significant intercompany transactions: Please refer to table 5.

(b) Information on investees: Please refer to table 6.

(c) Information on investment in mainland China:

(i) The names of investees in Mainland China, the main businesses and products, and other information: Please refer to table 7.

(ii) Limitation on investment in Mainland China: Please refer to table 7.

(iii) Significant transactions: Please refer to table 7.

(Continued)


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Notes to the Consolidated Financial Statements

(14) Segment information:

(a) General information

The basis of segmentation of the Group are different products and services. The reportable segments include advanced material division, semiconductor and electronics division and environmental engineering group. Other segments engage mainly in sales of used machine equipment business and retail sales.

(b) Reportable segments and operating segment information

The Group did not allocate tax expense to the reportable segments. The amounts of the Group’s reportable segments are the same as those in the reports used by the chief operating decision maker. The accounting policies for the operating segments are the same as those in Note 2. The profit or loss of the Group’s operating segments is measured by profit or loss before tax, and is considered as the basis for performance assessment.

The Group’s operating segment information and reconciliation were as follows:

Semiconductor and electronics division Environmental engineering group Other divisions Adjustment and elimination Total
2025
Revenue
Revenue from external customers $ 59,770,635 5,989,787 1,823,109 - 67,583,531
Revenue from segments 1,098,965 454,454 230,118 (1,783,537) -
Interest income - - - - -
Total revenue $ 60,869,600 6,444,241 2,053,227 (1,783,537) 67,583,531
Interest expense 59,266 3,942 28,858 - 92,066
Depreciation and amortization 217,569 7,864 257,289 - 482,722
Share of profit of equity-accounted investees (associates and jointly controlled entities) - - 501,948 - 501,948
Reportable segment profit or loss $ 4,113,481 379,665 970,159 - 5,463,305
2024
Revenue
Revenue from external customers $ 49,292,513 5,948,551 1,756,049 - 56,997,113
Revenue from segments 782,773 224,039 227,388 (1,234,200) -
Interest income - - - - -
Total revenue $ 50,075,286 6,172,590 1,983,437 (1,234,200) 56,997,113
Interest expense 73,879 11,262 28,537 - 113,678
Depreciation and amortization 233,431 7,196 240,320 - 480,947
Share of profit of equity-accounted investees (associates and jointly controlled entities) - - 609,809 - 609,809
Reportable segment profit or loss $ 3,731,532 289,457 708,467 - 4,729,456

(Continued)


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Notes to the Consolidated Financial Statements

(c) Industry information

(i) Product and service information

The Group’s segment information is based on different products and services. Product and service information does not have to be disclosed.

(ii) Geographical information

Stated below are the geographic information on the Group’s sales presented by destination of sales and non-current assets presented by location.

1) Revenue from external customers:

Location 2025 2024
Taiwan $ 31,160,405 26,198,819
China 31,508,046 26,493,609
Other countries 4,915,080 4,304,685
$ 67,583,531 56,997,113

2) Non-current assets:

2025 2024
Taiwan $ 10,975,352 9,927,460
Other countries 443,773 421,273
$ 11,419,125 10,348,733

Non-current assets include property, plant and equipment, investment property, intangible assets, and other assets, not including deferred tax assets and restricted assets (non-current).

(iii) Information about major customers

Sales to individual customer constituting over 10% of the total revenue in the consolidated statements of comprehensive income of 2025 and 2024 are summarized as follows:

2025 2024
A Company $ 15,228,426 11,911,643

The sales revenue of A Company was from semiconductor and electronics division.


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Notes to the Consolidated Financial Statements

(i) Loans in other parties:

No. Name of leader Name of business Assistant name Retired party Highest balance of financing in other parties during the period Ending balance Actual usage amount during the period Range of interest rates during the period Frequency of fixed financing for the business Instructions on amount for business Reasons for financing Admission price Categorical Rate Value Spill/Deal (in millions) Spill/Deal (in millions) Dividends paid in fixed financing
1 Sally A. Smith Sally A. Smith Sally A. Smith Retired party, nonassistant 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0% 35.0%

Notes:
1. Foreign currency amounts are translated to New Taiwan Dollars at the exchange rate at the end of the financial reporting date.

Note 2: According to the Company's Operational Procedures for Leading (1) agent in (Note 1), the total amount of cash to a single enterprise shall not exceed 100%, respectively, of the net insurance amount of the financial reports of the latest month when transaction occurs, and the amount is $141,600.

Note 3: The aforementioned transactions had been written off upon the preparation of the consolidated financial statements.

(ii) Depreciation and underestimates for other parties:

No. Name of business Amount under depreciation and leasing pay Institution on amount of government and underestimate for a specific enterprise Highest balance for government and underestimate during the period Balance of guarantee and underestimate as of reporting date Actual usage amount during the period Property pledged for guarantees and underestimates (amount) Amount of guarantees and underestimates as per mode of the latest financial statements Amount for guarantees and underestimates as of reporting date Underestimates (1) year before tax return Underestimates (2) year after tax return Underestimates (3) year after tax return In which parties are included in companies for disinterested
1 Sally A. Smith Dollars, New Europe (Note 1) (Note 1) 392,814 392,814 157,213 - 2,97% (Note 3) Y N N
2 Sally A. Smith Interest, New Europe (Note 2) (Note 4) 353,968 453,968 137,213 - 2,27% (Note 3) Y N N
3 Sally A. Smith Interest, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
4 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
5 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
6 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
7 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
8 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N
9 Sally A. Smith Dollars, New Europe (Note 4) (Note 4) 383,518 383,518 16,163 - 1,69% (Note 3) Y N N

Note 1: The Company is ranked as "A" and its subsidiaries are ranked momentarily in a consistent order starting from "1".

Note 2: Invoices companies which have 95% of ordinary shares, directly or indirectly, extend by the Company.

Note 3: For the mode of the associated work, the company is mutually reservably the common between-pack or no business.

Note 4: According to the Company's Operational Procedures for Making Endorsements/Guaranties, the maximum amount of endorsements guarantees for a single enterprise shall not exceed $19,999,725, which is the net value of the Company's latest financial reports.

Note 5: According to the Company's Operational Procedures for Making Endorsements/Guaranties, the maximum amount of endorsements guarantees for a single enterprise shall not exceed $19,999,725, which is the net value of the Company's latest financial reports.

Note 6: According to the Company's Operational Procedures for Making Endorsements/Guaranties, the maximum amount of endorsements guarantees for a single enterprise shall not exceed $14,019,140 and $27,511,900, which is 100% of the net value of the Company's latest financial reports.

Note 7: The Company is ranked as "B" and its subsidiaries are ranked momentarily in a consistent order starting from "B".

Note 8: The Company is ranked as "C" and its subsidiaries are ranked momentarily in a consistent order starting from "C".


84

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iii) Material securities held as of December 31, 2024 (excluding investment in subsidiaries, associates and joint ventures)
(2025/12/31)
(In Thousands of New Taiwan Dollars)

Name of holder Category and name of security Relationship with company Account title Ending balance Note
Shares/Units (thousands) Carrying value Percentage of ownership (%) Fair value Highest balance during the year
The Company Stock:
Shin-Etse Opte Electronic The Company is its company director Non-current financial assets at fair value through other comprehensive income 2,000 133,120 30 133,120 2,000
× Shin-Etse Handemi Taiwan × × 12,000 1,280,400 0 1,280,400 12,000
× SOLAR APPLIED MATERIALS TECHNOLOGY CORP. None × 2,550 169,575 0.45 169,575 2,550
× Burtis Biofund, Inc. × Non-current financial assets at fair value through profit or loss 7,216 144,318 3.52 144,318 7,399
× Shih Her Technologies Inc. × × 428 85,439 0.69 85,439 540
× Guangxin Venture Capital Co., Ltd. × × 10,000 118,900 6.67 118,900 10,000
× Belite Bio, Inc. × × 35 175,964 0.11 175,964 35
× Fu Yoo. Private Equity Fund Limited Partner × × 5,000 70,700 5.00 70,700 5,000
× Lin Bioscience, Inc. × × 485 192,536 0.59 192,536 506
Fund:
Taiwan E&M Mega Diamond Money Market Fund None Current financial assets at fair value through profit or loss 4,176 55,451 - 55,451 4,176
× UFASIC James Bond Money Market × × 2,850 50,330 - 50,330 2,850
× Taishin Ta-Chung Money Market Fund × × 3,330 50,100 - 50,100 3,330

85

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iv) Related-party transactions for purchases and sales with amounts exceeding the lower of NTS100 million or 20% of the capital stock: (2025/12/31)

Company Name Counter party Nature of relationship Transaction details Transactions with terms different from others Notes/Accounts receivable (payable) Note
Purchase/ (Sale) Amount Percentage of total purchases/ (sales) Payment terms Unit price Payment Terms Ending Balance Percentage of total notes/accounts receivable (payable)
The Company Topco Quartz The Company's investment accounted for using equity method Purchase 804,193 2.2% Net 60 days from the end of the month of delivery - - Accounts payable (249,361) (3.8%)
e Topco Shanghai The subsidiary of the Company Sale (298,950) (0.70%) Net 60 days from the end of the month of delivery - - Accounts receivable 44,714 0.70% Note
Topco Shanghai Shin Etsu Handotai Taiwan The parent company of the company is its company director Purchase 6,036,299 54.7% Net 90 days from the end of the month of delivery - - Accounts payable (1,384,754) (65.4%)
e Wuxi Super Sunrise An Material The Company's investment accounted for using equity method Purchase 155,378 1.4% Net 90 days from the end of the month of delivery - - Accounts payable (24,957) (1.2%)
TOPCO SCIENTIFIC USA Topco Quartz The Company's investment accounted for using equity method Purchase 412,662 28.0% Net 60 days from the end of the month of delivery - - Accounts payable (34,498) (22.3%)
e Shin Etsu Handotai Taiwan The parent company of the company is its company director Purchase 118,822 8.1% Net 60 days from the end of the month of delivery - - Accounts payable (11,958) (7.7%)
Topchip Topco Shanghai The subsidiary of the Company Sale (629,209) (96.4%) Net 15 days from the end of the month of delivery - - Accounts receivable 35,336 99.50% Note

86

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(s) Business relationships and significant intercompany transactions:
(2025/12/31)
(In Thousands of New Taiwan Dollars)

| No.
(Note 1) | Company name | Counter party | Relationship
(Note 2) | Intercompany transactions | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | Accounts name | Amount | Terms | Percentage of the
consolidated net revenue or
total assets |
| 0 | The Company | Topco Shanghai | 1 | Accounts Receivable | 44,714 | There is no significant difference of price between general customers. The collection period is net 60 days from the end of the month of delivery. | 0.11% |
| a | e | a | 1 | Sales Revenue | 298,950 | a | 0.44% |
| a | e | Shunkawa | 1 | Sales Revenue | 67,929 | There is no significant difference of price between general customers. The collection period is net 30 days from the end of the month of delivery. | 0.10% |
| 1 | Jia Yi Energy | Kuan Yueh Technology | 3 | Accounts Receivable | 13,354 | Based on the agreement between both parties | 0.03% |
| a | e | a | 3 | Operating Revenue | 72,276 | e | 0.11% |
| a | e | a | 3 | Advance Construction Receipts | 12,718 | e | 0.03% |
| 2 | Taiwan E&M. | Topscience (s) | 3 | Operating Revenue | 26,354 | There is no significant difference of price between general customers. The collection period is net 60 days from the end of the month of delivery. | 0.04% |
| 3 | Topchem Materials | The Company | 2 | Accounts Receivable | 10,878 | There is no significant difference of price between general customers. The collection period is net 60 days from the end of the month of delivery. | 0.03% |
| a | e | a | 2 | Operating Revenue | 31,503 | e | 0.05% |
| 4 | Anyong Fresh Mart | The Company | 2 | Operating Revenue | 10,224 | There is no significant difference of price between general customers. The collection period is net 30 days from the end of the month of delivery. | 0.02% |
| 5 | Anyong Biotechnology | Anyong Fresh Mart | 3 | Operating Revenue | 32,322 | There is no significant difference of price between general customers. The collection period is net 30 days from the end of the month of delivery. | 0.05% |
| 6 | Anyong Lohas | Anyong Fresh Mart | 3 | Operating Revenue | 25,358 | There is no significant difference of price between general customers. The collection period is net 60 days from the end of the month of delivery. | 0.04% |
| 7 | Tai Ying Resource | Chien Yueh | 3 | Operating Revenue | 47,880 | There is no significant difference of price to general customers. The collection period is net 10 days from the end of the month of delivery. | 0.07% |
| 8 | Chien Yueh | The Company | 2 | Advance Construction Receipts | 13,500 | Based on the agreement between both parties | 0.03% |
| a | e | a | 2 | Construction Revenue | 156,708 | e | 0.23% |
| a | e | Xsport Sports | 3 | Construction Revenue | 24,978 | Based on the agreement between both parties | 0.04% |
| a | e | Top Energy Innovation | 3 | Advance Construction Receipts | 43,524 | Based on the agreement between both parties | 0.10% |
| a | e | a | 3 | Construction Revenue | 62,190 | a | 0.09% |
| a | e | a | 3 | Accounts Receivable | 45,700 | a | 0.11% |
| 9 | Topchip | Topco Shanghai | 3 | Accounts Receivable | 35,336 | There is no significant difference of price to general customers. The collection period is net 15 days from the end of the month of delivery. | 0.08% |
| a | e | a | 3 | Sales Revenue | 629,209 | a | 0.93% |
| 10 | Topco Suzhou | Topscience Vietnam | 3 | Accounts Receivable | 236,597 | Based on the agreement between both parties | 0.56% |
| a | e | a | 3 | Advance Construction Receipts | 329,789 | a | 0.79% |
| a | e | a | 3 | Construction Revenue | 201,957 | a | 0.30% |
| 11 | Kuan Yueh Technology | YAO YUE ENERGY | 3 | Operating Revenue | 56,264 | Based on the agreement between both parties | 0.08% |
| 12 | TOPCO SCIENTIFIC USA | The Company | 2 | Operating Revenue | 17,129 | There is no significant difference of price between general customers. The collection period is net 30 days from the end of the month of delivery. | 0.03% |

Note 1: The numbers filled in as follows:
1. 0 represents the Company.
2. Subsidiaries are sorted in a numerical order starting from 1.

Note 2: Relationship with the transactions labeled as follows:
1 represents the transactions from the parent company to its subsidiaries.
2 represents the transactions between the subsidiaries and the parent company.
3 represents the transactions between subsidiaries.


87

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(vi) Information on investors:
The following is the information on investors for the year ended December 31, 2025 (excluding information on investors in Mainland China):

Investor Company Investor Company Location Main Businesses and Products Original Investment Amount Balance as of December 31, 2025 Highest balance during the year Net Income (losses) of investee Mann of profit/losses of investee Note
December 31, 2025 December 31, 2024 Shares (thousands) Percentage of Ownership Carrying Value Shares/Units (thousands) Percentage of ownership
The Company Topco Quartz Hanahic County Manufacture and repair of quartz equipment, quartz tube e.g. 99,232 99,232 13 40.08% 2,628,216 13 40.00% 1,269,272 502,374
Taiwan E&M Hanahic City Sales of electronic material 425,000 425,000 42.500 100.00% 550,844 42.500 100.00% 69,565 69,564 Note 3
Fortune Taipei City Clean up of waste and environment management service 149,600 149,600 14.960 24.93% 212,064 14.960 24.93% 93,033 23,195
Topco Group Sannai Investment activities 714,290 714,290 22.432 100.00% 3,203,037 22.432 100.00% 1,176,444 1,176,444 Note 3
Topocamco (s) Singapore Sales of parts of semiconductor and nanoelectronic industries 411,513 411,513 6.577 100.00% 741,888 6.577 100.00% 71,181 82,047 Note 3
Topco International Investment Taipei City Investment activities 535,000 535,000 72.771 100.00% 790,290 72.771 100.00% 96,939 96,939 Note 3
Topco Investment Taipei City Investment activities 350,000 315,000 22.500 100.00% 504,650 22.500 100.00% (15,969) (15,969) Note 3
Chien Yueh Taipei City Water purification and construction of dust proof route 475,000 475,000 53.829 100.00% 408,957 53.829 100.00% 121,421 94,536 Note 3
Anyang Biotechnology Kaohsiung City Finance/tax and strategic partnership with fish processing 598,629 598,629 20.000 100.00% 89,910 20.000 100.00% (34,714) (34,714) Note 3
Winfall Biotech Co., Ltd. Taiwan City Manufacture of organic fertilizer 35,000 35,000 3.500 39.33% - 3.500 39.33% - -
Anyang Fresh Mart. Taipei City Wholesale and retail sales of fishery products and supermarket operation 749,290 749,330 24.500 100.00% 77,424 24.500 100.00% (44,394) (44,371) Note 3
Jia Yi Energy Taipei City Manufacture of machinery and electronic space parts 372,792 236,792 39.524 88.76% 358,446 39.524 88.76% 28,440 19,835 Note 3
Anyang Lohao Yilan County Bermuscan and retail sales of fine products 385,000 385,000 18.500 100.00% 13,763 18.500 100.00% (20,235) (20,235) Note 3
Jiuquan Quarta Taipei City Sports Training 240,500 180,500 24.500 100.00% 152,371 24.500 100.00% (40,584) (40,584) Note 3
Outlook New Energy Engineering Taipei City Environmental engineering planning, assessment, supervision and monitoring 434,500 434,500 776 77.60% 274,111 776 77.60% 61,748 20,305 Note 3
TOPCO SCIENTIFIC USA USA Wholesale of semiconductor material 152,011 152,011 16 100.00% 360,699 16 100.00% 103,722 103,722 Note 3
Topco Japan Japan Sales of facilities of semiconductor and chain room 86,714 86,714 50 100.00% 84,846 50 100.00% (3,233) (3,233) Note 3
Yung Yue Advanced Engineering Malaysia Mechanical, electrical and water treatment engineering 20,987 20,987 2.860 100.00% 18,240 2.860 100.00% (2,082) (2,082) Note 3
18,229,774 LEGUET
Topco Group Topco Trading Hong Kong Wholesale of semiconductor material 47,145 (USD5,590) 47,145 (USD5,590) 1.500 100.00% 0.00% 1.500 100.00% 60,671 Investment gains (losses) recognized by Topco Group Note 3
Asia Topco Holding Cayman Investment activities 628,600 (USD20,000) 628,600 (USD20,000) 20.000 100.00% 3,109,154 20.000 100.00% 1,118,115 x Note 3
Topco Korea Korea Diamond cutting, wafers, trading 12,030 (USD503) 12,030 (USD503) 100 100.00% 8,771 100 100.00% (2,334) x Note 3
Asia Topco Holding Asia Topco Mauritius Investment activities 628,600 (USD20,000) 628,600 (USD20,000) 20.000 100.00% 3,107,142 20.000 100.00% 1,118,775 x Note 3
Topcoomco (s) Topocamco Vietnam Vietnam Sales of parts of semiconductor and manufacturing industries 108,754 (SGD4,448) 108,754 (SGD4,448) - 100.00% 77,721 - 100.00% 10,000 Investment gains (losses) recognized by Topocamco (s) Note 3
Anyang (s) Singapore Wholesale and retail sales of fishery products 9,700 (SGD400) 9,700 (SGD400) 400 100.00% 562 600 100.00% (1,024) x Note 3
Ping Yue Technology Malaysia Sales of semiconductor material and equipment 23,390 (SGD957) 23,390 (SGD957) 3.146 100.00% 14,021 3.146 100.00% (1,098) x Note 3
Topco International Investment Cityspace Taipei City Wholesale sales of cosmetics 12,000 12,000 1.267 66.67% 20,295 1.267 66.67% 5,270 Investment gains (losses recognized by Topco International Investment Note 3
Kuan Yueh Technology Taipei City Development of renewable energy projects / Cordigues pipeline construction and device installation 183,640 183,640 24.870 100.00% 276,761 24.870 100.00% 16,909 x Note 3
Jia Yi Energy Taipei City Manufacture of machinery and electronic space parts 24,200 24,200 5.003 11.24% 56,053 5.003 11.24% 28,440 x Note 3
Kudite Biomedical Taipei City Sales of health food products - 4,207 - 0.00% - - 0.00% 3 x Note 4
Huey Sheng Industrial Co., Ltd. Sannai Investment activities 4,197 4,197 142 36.92% - 142 36.92% - x
Topchem Materials Taipei City Antibinding surface protection, light-blocking material and the manufacture of other chemicals 37,000 37,000 6.100 100.00% 108,394 6.100 100.00% 25,359 x Note 3
Fortune Taipei City Clean up of waste and environmental management service 771 771 40 0.07% 595 40 0.07% 93,033 x
Tai Ying Resource Kaohsiung City Clean up of waste 178,261 178,261 14.392 65.42% 144,850 14.392 65.42% (9,307) x Note 3
GanWind Trucks Taipei City Manufacturing and trading of electronic parts, etc. 5,000 5,000 500 25.00% 6,619 500 25.00% 3,328 x
Topchip Taipei City IC Design and Sales Company 50,000 50,000 5.000 100.00% 91,152 5.000 100.00% 30,953 x Note 3
Thermahaka green power Taipei City Sales of renewable energy - 11,000 - 0.00% - - 0.00% 4,743 x Note 3
Feng Rong Smart Machinery Hanahic City Machinery manufacturing and repair industry 4,530 4,530 473 24.00% 5,711 473 24.00% (3,306) x
Topco Investment Top Energy Innovation Taipei City Development of renewable energy project - 9,000 - 0.00% - - 0.00% (1,396) Investment gains (losses recognized by Topco Investment Note 3
Fei Du Intelligent Co., Ltd. Taipei City Manpower dispatch 8,875 8,875 725 13.16% (83) 725 13.16% (803) x Note 2
iTAIEX INC. Hanahic City Precision instrument manufacturing 8,000 8,000 8,820 20.00% 4,681 8,820 20.00% (664) x
Van Yueh Technology Taichung City Energy technology services 555 555 60 55.00% 522 60 55.00% 4 x Note 3
Great Talent Tech Co., Ltd. Taipei City Personnel training 5,000 5,000 250 17.85% (3,322) 250 17.85% (2,105) x
Chengmu Health Co., Ltd. Taipei City Healthcare System Consulting Service Platform 4,800 4,800 800 55.33% 2,387 800 33.33% (2,039) x
Canonty Health Management Co., Ltd. Taipei City Healthcare Systems Consulting Service Platform 15,000 - 2,602 60.06% 34,642 2,602 60.06% (547) x Note 3

88

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(In Thousands of New Taiwan Dollars and foreign currency)

Investor Company Investor Company Location Main Businesses and Products Original Investment Amount Balance as of December 31, 2025 Highest balance during the year Net income (losses) of investee Share of profit/losses of investee Note
December 31, 2025 December 31, 2024 Shares (thousands) Percentage of Ownership Carrying Value Shares/Units (thousands) Percentage of ownership
Jia Yi energy Jing Chao Energy Taipei City Development of renewable energy project 71,850 71,850 7,200 100.00% 74,693 7,200 100.00% (1,608) Investment gains (losses) recognized by Jia Yi energy Note 3
Jing Yang Energy Taipei City a 84,497 84,497 8,705 100.00% 80,811 8,705 100.00% 10,778 a Note 3
Jing Yuck Energy Taipei City a 92,160 92,160 9,620 100.00% 101,840 9,620 100.00% 4,063 a Note 3
YAO YUE ENERGY Taipei City Sales of renewable energy 12,891 1,100 100.00% 15,829 1,100 100.00% 6,743 a Note 3
Yap Energy Innovation Taipei City Development of renewable energy project 119,735 14,200 100.00% 138,335 14,200 100.00% (1,398) a Note 3
Taiwan E&M Yap Vaccum Hsinchu City Vaccum pump equipment maintenance 45,855 45,855 6,000 60.00% 87,245 6,000 60.00% 29,180 Investment gains (losses) recognized by Taiwan E&M Note 3
Equator Materials Corporation Taichung City Manufacture and sales of fire chemical materials 50,000 50,000 5,000 41.67% 35,194 5,000 41.67% (30,687) a
Tepfight Advanced Co., Ltd. Hsinchu City Lever cleaning factory and OEM business 20,000 20,000 2,000 66.67% 13,807 2,000 66.67% (7,731) a Note 3
Chien Yuch Yai Ying Resource Kaohsiung City Clean up of waste 4,201 4,201 305 1.30% 5,150 305 1.30% (9,307) Investment gains (losses) recognized by Chien Yuch Note 3
Uutteck New Energy Engineering Taipei City Environmental engineering planning, assessment, supervision and monitoring 5,600 5,600 10 1.00% 3,532 10 1.00% 41,748 a Note 3
Reset Resource Technologies Kaohsiung City Clean up of waste 50,000 50,000 5,000 25.00% 42,859 5,000 25.00% (15,612) a
Topco Japan Shankawa Japan Import and export of noniconductor raw materials 68,240 (JPY300,000) 68,240 (JPY300,000) 30 100.00% 68,880 (JPY343,030) 30 100.00% 2,240 (JPY10,778) Investment gains (losses) recognized by Topco Japan Note 3
Tai Ying Resource Tai Ying Global Trading Kaohsiung City International Trading 15,000 15,000 1,500 100.00% 11,960 1,500 100.00% (728) Investment gains (losses) recognized by Tai Ying Resource Note 3

Note 1: The amounts in foreign currencies were translated into New Taiwan Dollars at the exchange rates at the ending date of the reporting part.
Note 2: The Group holds a sum of director of Fei Du Intelligent and has significant influence. As a result, the Group accounted it for using the equity meth.
Note 3: The aforementioned transactions had been written off the preparation of the consolidated financial statement.
Note 4: The liquidation of assets was completed in September 2025.


89

TOPCO SCIENTIFIC CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(vii) Information on investment in Mainland China:

(i) The names of investors in Mainland China, the main businesses and products, and other information:

Name of Investor Main businesses and products Total amount of paid to capital (Non. $) Method of investment (Non. $) Accumulated surface of investment from Taiwan as of January 1, 2025 (Non. $) Investment Shares Accumulated surface of investment from Taiwan as of December 31, 2022 (Non. $) Net Income (losses) of the investor Percentage of ownership Highest balance during the year Investment gains (losses) (Non. $) Book value (Non. $) Accumulated compliance of earnings in current period
Number Spleen Interest rate (thousands) Percentage of ownership
Topco Shanghai Wholesale of electronic material and equipment 276,278
(USD 8,790)
(Non. 4) Note 1 - - - - 840,900
(USD 26,980) 100% - 100% 840,900
(USD 26,980) 1,890,783
(USD 60,156) 3,217,384
(USD 103,219)
Shanghai Cheng Ten * 58,440
(CNY 13,000) Note 5 Note 5 - - - 27,839
(CNY 6,424) 100% - 100% 27,839
(CNY 6,424) 126,504
(CNY 28,157) -
Topco Suzhou Water purification and construction of dust-proof room 332,341
(USD 10,574)
(Non. 4) Note 1 - - - - 146,439
(USD 4,698) 100% - 100% 146,439
(USD 4,698) 875,925
(USD 27,869) 418,963
(USD 13,441)
Topco Chemical Wholesale and sales of chemical products 22,504
(USD 716)
(Non. 4) Note 1 - - - - 130,202
(USD 4,179) 100% - 100% 130,202
(USD 4,179) 318,072
(USD 10,120) 649,344
(USD 20,832)
Topco Engineering Water purification and construction of dust-proof room 89,919
(CNY 20,000) Note 6 Note 6 - - - 4,535
(CNY 1,046) 100% - 100% 4,535
(CNY 1,046) 108,241
(CNY 24,075) -
Shanghai Perfect Microelectronics IC Design Company 4,992
(CNY 2,000) Note 9 - - - - (364)
(CNY (84)) 49% - 49% (179)
(CNY (41)) 4,487
(CNY 998) -
Xinzhongxin Technology Used equipment refurbishment services 13,836
(CNY 3,077) Note 12 - - - - (28,870)
(CNY (6,662) 35% - 35% (6,818)
(CNY (1,481)) (1,250)
(CNY (270)) -
Wuxi super sunrise material Interconductor wafer cassette recycling and cleaning service 134,879
(CNY 38,000) Note 10 - - - - 14,219
(CNY 3,281) 24% - 20% 4,405
(CNY 1,014) 45,104
(CNY 10,066) -
Chongling Chemical Wholesale and sales of chemical products 44,960
(CNY 18,000) Note 11 - - - - 156
(CNY 38) 0% - 70% 108
(CNY 25) - -

(ii) Limitation on investment in Mainland China:

Accumulated Investment in Mainland China as of December 31, 2024 Investment Amounts Authorized by Investment Commission, MOHA Upper Limit on Investment
97,062 (USD 3,058) (Note 7) 757,529 (USD 15,133)

Note 1 – Investment in Mainland China companies through an investee established in a third region.
Note 2 – The investment gains (losses) of Shanghai Perfect Microelectronics, Xinchongxin Technology, Wuxi super sunrise material and Chongling Chemical were recognised based on the financial statements which have been audited by the CPA, and the investment gains (h of other companies were recognised based on the financial statements proposed by the subsidiaries and not audited by the CI
Note 3 – The amounts in New Taiwan Dollars were translated at the exchange rate of USD 1.31.43 and CNY 1.4.496, respectively, as of December 31, 2023.
Note 4 – The paid-in capital of Topco Shanghai, Topco Suzhou and Topco Chemical includes the capital increase transferred from retained earnings amounting to USD1,990, USD7,874 and USD275, respectively.
Note 5 – Shanghai Cheng Ten is jointly invested by Topco Shanghai and is Topco Suzhou, both of which are the subsidiaries of the Company.
Note 6 – Topco Engineering is invested by Topco Suzhou, which is the subsidiary of the Company.
Note 7 – Including the written-off investment funds of USD3,059.

Note 8 – The Company has acquired proof of compliance regarding the operational scope of the corporate headquarters issued by the Ministry of Economic Affairs. Therefore, there is no restriction to the Company's investing amount in Mainland China.

Note 9 – Shanghai Perfect Microelectronics was established by subsidiaries, Topco Shanghai and Shanghai Tx semiconductor, which held 49% and 51% of the capital contribution, respectively.
Note 10 – Wuxi super sunrise material was established by subsidiaries Topco Shanghai, Super natural technology, Wuxi Puli technology and Wuxi Xian long which held 20%, 34%, 28% and 26% of the capital contribution, respectively.
Note 11 – Chongling Chemical was established by subsidiaries, Topco Chemical and Tianjin Linggu, Ltd. which held 76% and 38% of the capital contribution, respectively. Tax clearance procedures were completed in July 2025.
Note 12 – Xinchongxin Technology was established by subsidiaries Topco Shanghai, Qingfu Song and Jinping Zhang which held 35%, 35% and 10% of the capital contribution, respectively.

(iii) Significant transactions:

For year ended December 31, 2025, the significant inter-company transactions with the subsidiaries in Mainland China, which were eliminated in the preparation of consolidated financial statements, are disclosed in "Information on significant transactions".