TRITECH GROUP LIMITED — Annual Report 2025

Jul 11, 2025

TRITECH GROUP LIMITED TriTech (Incorporated in the Republic of Singapore) (Company Registration No.: 200809330R)

MATERIAL UNCERTAINTY RELATED TO GOING CONCERN ON THE AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2025

Pursuant to Rule 704(4) of the Listing Manual Section B: Rules of Catalist of Singapore Exchange Securities Trading Limited, the Board of Directors (the “ Board ”) of Tritech Group Limited (the “ Company ’’) and together with its subsidiaries (the “ Group ’’) wishes to announce that the independent auditors of the Company, Moore Stephens LLP (the “ Independent Auditors ”), have without qualifying its opinion, included a material uncertainty related to going concern in their report (the “ Independent Auditor’s Report ”) in respect of the Group’s audited financial statements for the financial year ended 31 March 2025 (“ FY2025 ’’).

Notwithstanding that the Group recorded a net profit of S$31,690 and a total comprehensive income of S$34,190 (2024: net loss of S$2,318,183 and total comprehensive loss of S$2,319,547) for the financial year ended 31 March 2025, the Group’s and the Company’s net current liabilities amounted to S$2,446,934 (2024: S$1,710,797) and S$5,197,686 (2024: S$3,282,995) respectively as at that date. These factors indicate the existence of a material uncertainty which may cast significant doubt about the ability of the Group and the Company to continue as going concerns.

Notwithstanding the above, the Board is of the view that it is appropriate to prepare these financial statements on a going concern basis after considering the following in the cashflow forecast for the next 12 months from the date of these financial statements:

• (a) The Group will be able to complete its projects as scheduled and achieve the projected positive margin and net cash inflows;

• (b) The Group has sufficient bank facilities and cash balances to fund their daily operations;

• (c) Its subsidiaries currently have new projects in the tendering process and expect a reasonable possibility of securing some of these contracts. The successful award of these projects is expected to contribute positively to future revenue and cash flows, strengthening the Group’s ability to maintain its operations and financial position;

• (d) The Group expects to exercise the put option relating to the Second Tranche of Placement Shares, subject to the finalisation of the investment agreement with Protocol Capital as disclosed in the “Share Options” section under the Directors’ Statement, and to receive the proceeds to meet its obligations as and when they fall due; and

• (e) The Group is exploring potential fundraising and/or alternative financing options to enhance the Group’s access to additional capital as needed.

A copy of the extract Independent Auditor’s Report and the relevant notes to the financial statements is annexed to this announcement for information.

The Board is of the opinion that sufficient information has been disclosed for the trading of the Company’s securities to continue in an orderly manner; and confirmed that all material disclosures have been provided for the trading of the Company’s shares to continue.

Shareholders of the Company are advised to read this announcement in conjunction with the Independent Auditor’s Report and the Audited Financial Statements FY2025 in their entirety, which can be found in the Company’s annual report for FY2025 (the “Annual Report FY2025”) released via the SGXNet on 11 July 2025.

(Incorporated in the Republic of Singapore) (Company Registration No.: 200809330R)

TRITECH GROUP LIMITED

TriTech

By Order of the Board

Dr Wang Xiaoning Managing Director 11 July 2025

Zhou Xinping Executive Director

This announcement has been reviewed by the Company's sponsor, UOB Kay Hian Private Limited (the " Sponsor ").

This announcement has not been examined or approved by the Singapore Exchange Securities Trading Limited (the " SGX-ST ") and the SGX-ST assumes no responsibilities for the contents of this announcement, including the correctness of any of the statements or opinions made or reports contained in this announcement.

The contact person for the Sponsor is Mr Lance Tan, Senior Vice President, at 83 Clemenceau Avenue, #10-01 UE Square, Singapore 239920, telephone (65) 6590 6881.

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TRITECH GROUP LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF TRITECH GROUP LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Tritech Group Limited (the “Company”) and its subsidiaries (collectively, the “Group”), which comprise the consolidated statement of financial position of the Group and statement of financial position of the Company as at 31 March 2025, and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement of the Group for the year then ended, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated financial statements of the Group and the statement of financial position of the Company are properly drawn up in accordance with the provisions of the Companies Act 1967 (the “Act”) and Singapore Financial Reporting Standards (International) (“SFRS(I)s”) so as to give a true and fair view of the consolidated financial position of the Group and the financial position of the Company as at 31 March 2025 and of the consolidated financial performance, consolidated changes in equity and consolidated cash flows of the Group for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority (“ACRA”) Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA Code”) together with the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 2.1 of the financial statements. Notwithstanding that the Group recorded a net profit of S$31,690 and a total comprehensive income of S$34,190 (2024: net loss of S$2,318,183 and total comprehensive loss of S$2,319,547) for the financial year ended 31 March 2025, the Group’s and the Company’s net current liabilities amounted to S$2,446,934 (2024: S$1,710,797) and S$5,197,686 (2024: S$3,282,995) respectively as at that date. These factors indicate the existence of a material uncertainty which may cast significant doubt about the ability of the Group and the Company to continue as going concerns.

The directors are of the view that it is appropriate to prepare financial statements of the Group and of the Company on a going concern basis for reasons disclosed in Note 2.1 to the financial statements. If the Group and the Company are unable to continue in operational existence for the foreseeable future, the Group and the Company may be unable to discharge their liabilities in the normal course of business and adjustments may have to be made to reflect the situation that assets may need to be realised other than in the normal course of business and at amounts which could differ from the amounts at which they are currently recorded in the statements of financial position. In addition, the Group and the Company may have to reclassify non-current assets and non-current liabilities as current assets and current liabilities respectively. No such adjustments have been made to these financial statements. Our opinion is not modified in respect of this matter.

65

ANNUAL REPORT 2025

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF TRITECH GROUP LIMITED

Report on the Audit of the Financial Statements (Continued)

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matter

How our audit addressed the key audit matter Our response

Accounting for revenue recognition

We refer to Note 2.22(a), Note 3(b)(i) and Note 4 to the financial statements.

• We have performed the following key audit procedures:

• Updated our understanding of the Group’s processes and controls for the initiation of the budgeted cost, budgeted revenue and monitoring processes; • Assessed the reasonableness of the basis used by management in determining the total contract revenue and revenue recognised by reviewing the contractual terms and conditions of the projects and their contractual sums, testing project revenues and the actual costs incurred-to-date against underlying supporting documents to determine the satisfaction of performance obligation of the projects and assessing management’s judgement in recognising variation orders from customers;

During the financial year ended 31 March 2025, the Group’s revenue amounted to S$24.77 million of which S$24.77 million was derived from services rendered and recognised over time.

The amount of revenue recognised over time is based on the Group’s progress towards completion of the various geotechnical projects, determined based on the proportion of the actual costs incurred to date to the estimated budgeted costs for each project (“input method”). The Group uses the input method to measure project progress and recognises contract revenue in accordance with SFRS(I) 15 Revenue from Contracts with Customers . If the unavoidable costs of meeting the obligations under a contract exceeds the economic benefits expected to be received for the contract, a provision for onerous contract is recognised.

Reviewed the Group’s project correspondences with customers and subcontractors, and discussed the progress of the projects with project managers to identify any potential disputes, variation order claims, known technical issues or significant events that could impact the estimated total contract costs. We also analysed changes in the estimation of costs and profits from prior periods and inquired management on the reasons;

The determination of estimated revenue, total contract costs and costs to complete require significant judgement which may impact on the amounts of revenue and profits recognised during the year, including the provision for onerous contracts. These uncertainties are partly due to the nature of the operations, which may be impacted by the geotechnical complexity of projects, the precision of cost estimation during the budgeting process and the actual progress of each project during the financial year. We have therefore, identified this as a key audit matter.

Performed re-computation of the revenue to be recognised based on percentage of completion and checked to the mathematical accuracy;

• •

• Reviewed the budgeted costs for inadequacy by assessing the reasonableness of the remaining costs to be incurred to complete the projects. We evaluated management’s estimates of the remaining budgeted revenue and budgeted cost of the projects, taking into consideration the effect of variation orders, contingencies and any known technical issues. We also evaluated management’s assessment of onerous contracts for the ongoing projects; and

• Assessed the adequacy of the disclosures of the key accounting estimates and the sensitivity of the inputs to the estimates and found the disclosures in the financial statements to be appropriate.

Our findings

We found the areas of judgements and estimates applied by management in the recognition of revenue from projects to be reasonable and the relevant disclosures made in the financial statements to be adequate.

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TRITECH GROUP LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF TRITECH GROUP LIMITED

Report on the Audit of the Financial Statements (Continued)

Key Audit Matters (Continued)

Key Audit Matter

How our audit addressed the key audit matter

Impairment assessment of patents We refer to Note 2.10(c), Note 3(b)(iv) and Note 14 to the financial statements. As at 31 March 2025, included in the Group’s intangible assets of S$5.51 million is an amount of S$3.01 million relating to patents acquired from Tritech Environmental Group Co., Ltd and its subsidiaries (“TEG Group”) based on an external valuation as at 31 August 2023. The Group paid for these patents by offsetting the amounts owed by TEG Group to the Group previously (Note 14). Management performed an impairment assessment of these patents and had estimated the recoverable amount based on the patents’ value-in-use using the discounted cash flow method. We have identified the impairment assessment of patents to be a key audit matter in view of the material carrying value of the patents as well as the high degree of judgement and significant estimation uncertainties involved in the determination of the recoverable amount of these patents.

Our response We have performed the following key audit procedures: • Assessed the appropriateness of the discounted cash flow method used by management, including reviewing the key assumptions such as projected cash flows and discount rates; • Compared management’s assumptions with available market data and industry benchmarks to validate reasonableness; • Engaged our valuation specialist to assist us in evaluating the appropriateness of the impairment test performed by management; and • Performed sensitivity analysis by considering the downside scenarios against reasonably plausible changes to certain key assumptions used in management’s value-in-use calculations. Our findings We found the assumptions and estimates used by management in the value-in-use calculation to determine the recoverable amount of the patents to be reasonable.

Other Information

Management is responsible for the other information. The other information comprises the information included in the annual report, but does not include the financial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information, and in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

67

ANNUAL REPORT 2025

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF TRITECH GROUP LIMITED

Report on the Audit of the Financial Statements (Continued)

Responsibilities of Management and Directors for the Financial Statements

Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisions of the Act and SFRS(I)s, and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair financial statements and to maintain accountability of assets.

In preparing the 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.

The directors’ responsibilities include overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 SSAs 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 financial statements.

As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the 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.

• 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.

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

• 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 auditor’s report to the related disclosures in the 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 auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

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

• Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

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TRITECH GROUP LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF TRITECH GROUP LIMITED

Report on the Audit of the Financial Statements (Continued)

Auditor’s Responsibilities for the Audit of the Financial Statements (Continued)

We communicate with the directors 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 the directors 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 the directors, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

Report on Other Legal and Regulatory Requirements

In our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.

The engagement partner on the audit resulting in this independent auditor’s report is Lao Mei Leng.

Moore Stephens LLP

Public Accountants and Chartered Accountants

Singapore 11 July 2025

73

ANNUAL REPORT 2025

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 MARCH 2025

These notes form an integral part of and should be read in conjunction with the financial statements:

1 GENERAL INFORMATION

Tritech Group Limited (the “Company”) is a limited liability company, which is incorporated and domiciled in Singapore and is listed on the Catalist board of the SGX-ST.

The registered office and principal place of business of the Company is located at 31 Changi South Avenue 2, Singapore 486478.

The principal activity of the Company is that of investment holding and provision of management services. The principal activities of the subsidiaries and associates are disclosed in Note 12 and Note 13 to the financial statements respectively.

The financial statements for the financial year ended 31 March 2025 were authorised for issue in accordance with a resolution of the Board of Directors of the Company on the date of the Directors’ Statement.

2 MATERIAL ACCOUNTING POLICIES

2.1 Basis of Preparation

The financial statements have been prepared in accordance with the Singapore Financial Reporting Standards (International) (“SFRS(I)s”) under the historical cost convention, except as disclosed in the accounting policies below.

The preparation of the financial statements in conformity with SFRS(I)s requires management to exercise its judgement in the process of applying the Group’s accounting policies. It also requires the use of certain critical accounting estimates and assumptions. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 3.

The financial statements are presented in Singapore Dollar (“S$”) except when otherwise indicated.

– Fundamental accounting concept Going Concern assessment

Notwithstanding that the Group recorded a net profit of S$31,690 and a total comprehensive income of S$34,190 (2024: net loss of S$2,318,183 and total comprehensive loss of S$2,319,547) for the financial year ended 31 March 2025, the Group’s and the Company’s net current liabilities amounted to S$2,446,934 (2024: S$1,710,797) and S$5,197,686 (2024: S$3,282,995) respectively as at that date. These factors indicate the existence of a material uncertainty which may cast significant doubt about the ability of the Group and the Company to continue as going concerns.

Notwithstanding the above, the directors are of the view that it is appropriate to prepare these financial statements on a going concern basis after considering the following in the cashflow forecast for the next 12 months from the date of these financial statements:

• (a) The Group will be able to complete its projects as scheduled and achieve the projected positive margin and net cash inflows;

• (b) The Group has sufficient bank facilities and cash balances to fund their daily operations;

• (c) Its subsidiaries currently have new projects in the tendering process and expect a reasonable possibility of securing some of these contracts. The successful award of these projects is expected to contribute positively to future revenue and cash flows, strengthening the Group’s ability to maintain its operations and financial position;

• (d) The Group expects to exercise the put option relating to the Second Tranche of Placement Shares, subject to the finalisation of the investment agreement with Protocol Capital as disclosed in the “Share Options” section under the Directors’ Statement, and to receive the proceeds to meet its obligations as and when they fall due; and

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TRITECH GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 MARCH 2025

2 MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.1 Basis of Preparation (Continued)

• (e) The Group is exploring potential fundraising and/or alternative financing options to enhance the Group’s access to additional capital as needed.

If the Group and the Company are unable to continue in operational existence for the foreseeable future, the Group and the Company may be unable to discharge their liabilities in the normal course of business and adjustments may have to be made to reflect the situation that assets may need to be realised other than in the normal course of business and at amounts which could differ from the amounts at which they are currently recorded in the statements of financial position. In addition, the Group and the Company may have to reclassify non-current assets and non-current liabilities as current assets and current liabilities respectively. No such adjustments have been made to these financial statements.

2.2 Adoption of New and Amended Standards and Interpretations

The accounting policies adopted are consistent with those of the previous financial year except that in the current financial year, the Group has adopted all the new and amended standards which are relevant to the Group and are effective for annual financial years beginning on or after 1 April 2024. The adoption of these standards did not have any material effect on the financial performance or position of the Group and the Company.

2.3 Standards Issued but Not Yet Effective

The Group has not adopted the following standards that have been issued but not yet effective:

	Effective for Annual
	periods beginning
Description	on or after
Amendments to SFRS(I) 1-21 The Effects of Changes in Foreign Exchange Rates:
Lack of Exchangeability	1 January 2025
Amendments to SFRS(I) 9 Financial Instruments and SFRS(I) 7 Financial Instruments:
Amendments to the Classification and Measurement of Financial Instruments	1 January 2026
Amendments to SFRS(I) 9 Financial Instruments and SFRS(I) 7 Financial Instruments:
Contracts referencing Nature-dependent electricity	1 January 2026
Annual Improvements to SFRS(I)s – Volume 11	1 January 2026
SFRS(I) 18: Presentation and Disclosure in Financial Statements	1 January 2027
SFRS(I) 19: Subsidiaries without Public Accountability:Disclosures	1 January 2027
Amendments to SFRS(I) 10 Consolidated Financial Statements and SFRS(I) 1-28
Investments in Associates and Joint Ventures:Sale or Contribution of Assets between
an Investor and its Associate or Joint Venture	Date to be determined

SFRS(I) 18: Presentation and Disclosure in Financial Statements

This standard will replace SFRS(I)1-1 Presentation of Financial Statements. Whilst many of the requirements will remain consistent, the new standard will have impacts on the presentation of the Consolidated Statement of Profit and Loss and consequential impacts on the Consolidated Statement of Cash Flows. It will also require the disclosure of the non-SFRS(I) management performance measures and may impact the level of aggregation and disaggregation throughout the primary financial statements and the notes.

An entity is required to apply the amendments to SFRS(I) 1-1 for annual reporting periods beginning on or after 1 January 2027. Earlier application is permitted. SFRS(I) 18 requires retrospective application with specific transition provisions.

Other than the above, the Group expects that the adoption of the standards above will have no material impact on the financial statements in the year of initial application.