Consolidated Financial Statements for the Years Ended December 31, 2025 and 2024 and Independent Auditors' Report
DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES
The companies required to be included in the consolidated financial statements of affiliates in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" for the year ended December 31, 2025 are all the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standard 10 "Consolidated Financial Statements". Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, we do not prepare a separate set of consolidated financial statements of affiliates.
Very truly yours,
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION
By
LEUH FANG
Chairman February 2, 2026
Deloitte.INDEPENDENT AUDITORS' REPORT
110421 @JLWta @ tu/E@1005 20fg Deloitte & Touche
20F, Taipei Nan Shan Plaza No. 100, Songren Rd.,
Xinyi Dist., Taipei 110421, Taiwan
Tel :+886 (2) 2725-9988
Fax:+886 (2) 4051 -6888
https://www.de1oitte.com.tw
The Board ofDirectors and Shareholders
Vanguard International Semiconductor Corporation
Opinion
We have audited the accompanying consolidated financial statements of Vanguard International Semiconductor Corporation and its subsidiaries (collectively referred to as the "Group"), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "consolidated financial statements").
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide abasis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were ofmost significance in our audit of the consolidated financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matters identified in the consolidated financial statements of the Group for the year ended December 31, 2025, are described as follows:
Occurrence of Sales Revenue
The Group's sales revenue is significant; please refer to Note 26 for further details. For both domestic and overseas shipments under ex-factory terms, revenue is recognized when the goods depart from the factory. Under this revenue recognition process, sales personnel perform shipment confirmation in the system. Upon confirmation, the system automatically recognizes the related sales revenue and issues the corresponding invoice. When customers or their designated freight forwarders pick up the goods, warehouse personnel obtain an acknowledgment of receipt from the carrier using a handheld device. This receipt information is automatically transmitted to the shipping system. The system performs a daily check of shipments for which shipment confirmation has been completed but the goods have not yet been collected by the carrier. In such cases, the system notifies sales personnel to verify the situation and, if necessary, execute shipment cancellation. Following cancellation, the system automatically reverses the recognized revenue and voids the related invoice. Accounting personnel further verify that the cancelled shipment numbers are excluded from the sales master file in the system reports to confirm that the revenue related to these shipments has been properly reversed.
As the shipment cancellation process described above involves manual controls, there is a risk that, due to error, revenue related to goods not yet shipped may not be appropriately reversed.
In response, we considered the Group's revenue recognition policies, obtained an understanding of, and tested the design, implementation, and operating effectiveness of internal controls related to sales revenue recognition. We selected samples of transactions and traced them to supporting documents and accounting records to confirm the occurrence of sales revenue and assessed whether the significant risks and rewards of ownership had been transferred for the revenue recognized.
Other Matter
We have also audited the parent company only financial statements of Vanguard International Semiconductor Corporation as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, 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 auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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.
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 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.
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.
Obtain sufficient and 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 for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audits resulting in this independent auditors' report are Te-Chen Cheng and Chih-Yuan Wen.
Deloitte & Touche Taipei, Taiwan Republic of China
February 2, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors' report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and consolidated financial statements shall prevail.
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
2025 | 2024 | 2025 | 2024 | ||||||||
ASSETS | Amount | % | Amount | % | LIABILITIES AND EQUITY | Amount | % | Amount | % | ||
CURRENT ASSETS Cash and cash equivalents (Notes 4, 6 and 35) | $ 39,076,140 | 20 | $ 57,819,705 | 39 | CURRENT LIABILITIES Short-term borrowings (Notes 22, 33 and 35) | $ 5,520,805 | 3 | $ - | - | ||
Financial assets at fair value through profit or loss (Notes 4, 7 | Financial liabilities at fair value through profit or loss | ||||||||||
and 35) | 6,136 | - | 139,989 | - | (Notes 4, 7 and 35) | 56,335 | - | 1,098 | - | ||
Financial assets at amortized cost (Notes 4, 5, 9, 10 and 35) | 2,075,368 | 1 | 5,913,812 | 4 | Contract liabilities (Notes 26 and 36) | 5,972,628 | 3 | 7,224,787 | 5 | ||
Hedging financial assets (Notes 4, 6, 11 and 35) | 558,833 | - | 2,875,507 | 2 | Notes and accounts payable (Note 35) | 1,697,312 | 1 | 1,416,135 | 1 | ||
Notes and accounts receivable, net (Notes 4, 5, 12, 26 and 35) | 6,368,898 | 3 | 5,820,406 | 4 | Payables to related parties (Notes 35 and 36) | 26,892 | - | 119 | - | ||
Receivables from related parties (Notes 4, 5, 26, 35 and 36) | 379,272 | - | 414,444 | - | Accrued compensation of employees and remuneration of directors | ||||||
Other receivables (Notes 4 and 35) | 4,275,440 | 2 | 1,656,102 | 1 | (Notes 27 and 35) | 2,037,429 | 1 | 1,826,283 | 1 | ||
Other receivables from related parties (Notes 4, 35 and 36) | 4,421,341 | 2 | 4,464,640 | 3 | Payables to contractors and equipment suppliers (Notes 35 and 36) | 19,298,240 | 10 | 466,157 | - | ||
Inventories (Notes 4 and 13) | 6,936,952 | 4 | 6,220,568 | 4 | Other payables (Notes 20 and 35) | 5,462,677 | 3 | 4,287,456 | 3 | ||
Prepayments | 2,590,676 | 1 | 697,918 | 1 | Other payables to related parties (Notes 35, 36 and 38) | 1,749,342 | 1 | 992,328 | 1 | ||
Other current assets (Notes 19, 35 and 37) | 208,150 | - | 188,088 | - | Current income tax liabilities (Notes 4 and 28) | 1,116,863 | - | 1,288,527 | 1 | ||
Lease liabilities (Notes 4, 5, 17, 33 and 35) | 236,508 | - | 245,456 | - | |||||||
Total current assets 66,897,206 | 33 | 86,211,179 | 58 | Current portion of bonds payable (Notes 23, 33 and 35) | 4,998,905 | 2 | - | - | |||
Other current liabilities (Notes 21, 33 and 35) | 3,430,309 | 2 | 3,626,896 | 2 | |||||||
NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income | Total current liabilities | 51,604,245 | 26 | 21,375,242 | 14 | ||||||
(Notes 4, 8 and 35) | 1,793,134 | 1 | 2,169,959 | 1 | |||||||
Financial assets at amortized cost (Notes 4, 5, 9, 10 and 35) | 5,192,124 | 3 | 2,717,337 | 2 | NON-CURRENT LIABILITIES | ||||||
Investments accounted for using equity method (Notes 4, 5 and 15) | 2,435,178 | 1 | 2,561,011 | 2 | Contract liabilities (Notes 26 and 36) | 40,178,843 | 20 | 27,256,837 | 19 | ||
Property, plant and equipment (Notes 4, 16 and 31) | 113,869,375 | 57 | 44,141,376 | 30 | Bonds payable (Notes 23, 33 and 35) | 15,989,944 | 8 | 20,984,172 | 14 | ||
Right-of-use assets (Notes 4, 5 and 17) | 3,711,303 | 2 | 4,065,614 | 3 | Long-term borrowing (Notes 22, 33 and 35) | 1,870,200 | 1 | - | - | ||
Intangible assets (Notes 4 and 18) | 3,073,006 | 1 | 3,234,620 | 2 | Deferred income tax liabilities (Notes 4 and 28) | 1,634,966 | 1 | 1,454,349 | 1 | ||
Deferred income tax assets (Notes 4 and 28) | 2,171,645 | 1 | 2,105,565 | 1 | Lease liabilities (Notes 4, 5, 17, 33 and 35) | 3,322,195 | 2 | 3,426,154 | 2 | ||
Refundable deposits (Notes 4 and 35) | 13,752 | - | 5,524 | - | Long-term payables to related parties (Notes 35, 36 and 38) | 707,490 | - | 2,211,840 | 2 | ||
Other non-current assets (Notes 4, 19, 35 and 37) | 1,312,055 | 1 | 1,493,517 | 1 | Net defined benefit liabilities (Notes 4 and 24) | 202,430 | - | 255,863 | - | ||
Guarantee deposits (Notes 33, 35 and 36) | 1,173,180 | - | 2,972,596 | 2 | |||||||
Total non-current assets 133,571,572 | 67 | 62,494,523 | 42 | Other non-current liabilities (Notes 21 and 35) | 195,758 | - | 101,624 | - | |||
Total non-current liabilities | 65,275,006 | 32 | 58,663,435 | 40 | |||||||
Total liabilities | 116,879,251 | 58 | 80,038,677 | 54 | |||||||
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY
(Notes 4, 8, 11, 25, 30 and 32) Share capital | 18,670,782 | 9 | 18,666,467 | 12 |
Capital surplus | 19,015,223 | 9 | 18,865,089 | 13 |
Retained earnings Legal reserve | 10,488,343 | 5 | 9,782,965 | 7 |
Unappropriated earnings | 16,615,252 | 9 | 17,826,712 | 12 |
Total retained earnings | 27,103,595 | 14 | 27,609,677 | 19 |
Other equity | (912,834) | - | (1,036,807) | (1) |
Total equity attributable to owners of the Company | 63,876,766 | 32 | 64,104,426 | 43 |
NON-CONTROLLING INTERESTS (Notes 25, 32 and 33) | 19,712,761 | 10 | 4,562,599 | 3 |
Total equity | 83,589,527 | 42 | 68,667,025 | 46 |
TOTAL ASSETS $ 200,468,778 100 $ 148,705,702 100 TOTAL LIABILITIES AND EQUITY $ 200,468,778 100 $ 148,705,702 100
The accompanying notes are an integral part of the consolidated financial statements.
- 6 -
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
2025 2024
Amount | % | Amount | % | |
NET REVENUE (Notes 4, 26 and 36) | $ 48,591,245 | 100 | $ 44,054,762 | 100 |
COST OF REVENUE (Notes 4, 13, 27, 31, 36 and 39) | 34,937,406 | 72 | 32,121,848 | 73 |
GROSS PROFIT | 13,653,839 | 28 | 11,932,914 | 27 |
OPERATING EXPENSES (Notes 27, 31 and 36) Marketing | 557,416 | 1 | 448,957 | 1 |
General and administrative | 3,133,101 | 6 | 2,291,399 | 5 |
Research and development | 2,189,951 | 5 | 2,081,171 | 5 |
Total operating expenses | 5,880,468 | 12 | 4,821,527 | 11 |
OPERATING INCOME | 7,773,371 | 16 | 7,111,387 | 16 |
NON-OPERATING INCOME AND EXPENSES (Note 4) Interest income (Note 27) | 1,824,610 | 4 | 2,013,377 | 5 |
Dividend income (Notes 8 and 27) | 40,702 | - | 34,785 | - |
Other income (Note 31) | 3,770 | - | 19,620 | - |
Gain on disposal of property, plant and equipment Gain on financial assets and liabilities at fair value through profit or loss (Note 27) | 1,048 208,134 | - - | 867 13,166 | - - |
Interest expense (Notes 5 and 27) | (340,112) | (1) | (348,113) | (1) |
Net foreign exchange loss | (115,962) | - | (28,794) | - |
Share of loss of associates and joint ventures accounted for using equity method (Note 15) | (144,818) | - | (63,990) | - |
Total non-operating income and expenses | 1,477,372 | 3 | 1,640,918 | 4 |
INCOME BEFORE INCOME TAX | 9,250,743 | 19 | 8,752,305 | 20 |
INCOME TAX EXPENSE (Notes 4 and 28) | (1,480,293) | (3) | (1,705,097) | (4) |
NET INCOME | 7,770,450 | 16 | 7,047,208 | 16 |
(Continued)
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
2025 2024
Amount % Amount %
OTHER COMPREHENSIVE INCOME (Notes 4
and 25)
Items that will not be reclassified subsequently to profit or loss:
$ (14,716) | - | $ 11,858 | - |
(451,825) | (1) | (247,121) | (1) |
114,544 | - | (38,414) | - |
220 | - | 2,295 | - |
20,114 | - | 1,108,265 | 3 |
(204) | - | 124 | - |
(331,867) | (1) | 837,007 | 2 |
$ 7,438,583 | 15 | $ 7,884,215 | 18 |
$ 7,907,502 | 16 | $ 7,046,424 | 16 |
(137,052) | - | 784 | - |
$ 7,770,450 | 16 | $ 7,047,208 | 16 |
$ 7,412,767 | 15 | $ 7,809,292 | 18 |
25,816 | - | 74,923 | - |
$ 7,438,583 | 15 | $ 7,884,215 | 18 |
Remeasurement of defined benefit plans (Note 24)
Unrealized gain on investments in equity instruments at fair value through other comprehensive income
Gain (loss) on hedging instruments (Note 11)
Share of other comprehensive income of associates and joint ventures accounted for using equity method (Note 15)
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of the financial statements of foreign operations
Share of other comprehensive (loss) income of associates and joint ventures accounted for using equity method (Note 15)
Total other comprehensive (loss) income TOTAL COMPREHENSIVE INCOME
NET INCOME ATTRIBUTABLE TO
Owners of the Corporation Non-controlling interests
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO
Owners of the Corporation Non-controlling interests
(Continued)
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
2025 Amount % | 2024 Amount % | |
EARNINGS PER SHARE (Note 29) Basic | $ 4.30 | $ 4.21 |
Diluted | $ 4.22 | $ 4.16 |
The accompanying notes are an integral part of the consolidated financial statements. (Concluded)
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
Equity Attributable to Owners of the Company
Other Equity Unrealized Gain
(Loss) on Financial
Retained Earnings
Unappropriated
Exchange Differences
on Translation of the Financial Statements
Assets at Fair Value
Through Other Comprehensive
Gain (Loss) on
Unearned Employee
Non-controlling
Share Capital Capital Surplus Legal Reserve
Earnings
of Foreign Operations
Income
Hedging Instruments
Compensation
Interests Total Equity
BALANCE AT JANUARY 1, 2024 | $ 16,389,823 | $ 913,754 | $ 9,041,949 | $ 18,889,367 | $ 217,428 | $ 235,372 | $ 25,347 | $ - $ - $ 45,713,040 | |||||||
Appropriation of prior year's earnings | |||||||||||||||
Legal reserve | - | - | 741,016 | (741,016) | - | - | - | - - - | |||||||
Cash dividends - 45% | - | - | - | (7,375,420) | - | - | - | - - (7,375,420) | |||||||
Changes in capital surplus from investments in associates and joint | |||||||||||||||
ventures accounted for using equity method | - | 20,267 | - | - | - | - | - | - | - | 20,267 | |||||
Other changes in capital surplus | - | 241 | - | - | - | - | - | - | - | 241 | |||||
Capital increase in cash | 2,000,000 | 15,964,208 | - | - | - | - | - | - | - | 17,964,208 | |||||
Share-based payment | 276,644 | 1,966,619 | - | - | - | - | - | (2,243,323) | - | (60) | |||||
Changes in ownership interest in subsidiaries | - | - | - | (6,874) | - | - | - | - | 6,874 | - | |||||
Increase in non-controlling interests | - | - | - | - | - | - | - | - | 4,474,400 | 4,474,400 | |||||
Net income for the year ended December 31, 2024 | - | - | - | 7,046,424 | - | - | - | - | 784 | 7,047,208 | |||||
Other comprehensive income for the year ended December 31, 2024 | - | - | - | 14,231 | 995,260 | (247,199) | 576 | - | 74,139 | 837,007 | |||||
Total comprehensive income for the year ended December 31, 2024 | - | - | - | 7,060,655 | 995,260 | (247,199) | 576 | - | 74,923 | 7,884,215 | |||||
Loss on hedging instruments transferred to initial cost of hedged items | - | - | - | - | - | - | (20,268) | - | 6,402 | (13,866) | |||||
BALANCE AT DECEMBER 31, 2024 | 18,666,467 | 18,865,089 | 9,782,965 | 17,826,712 | 1,212,688 | (11,827) | 5,655 | (2,243,323) | 4,562,599 | 68,667,025 | |||||
Appropriation of prior year's earnings | |||||||||||||||
Legal reserve | - | - | 705,378 | (705,378) | - | - | - | - | - | - | |||||
Cash dividends - 45% | - | - | - | (8,399,910) | - | - | - | - | - | (8,399,910) | |||||
Changes in capital surplus from investments in associates and joint | |||||||||||||||
ventures accounted for using equity method | - | 43,829 | - | - | - | - | - | - | - | 43,829 | |||||
Employee restricted shares awaiting cancellation | (3,142) | 3,142 | - | - | - | - | - | - | - | - | |||||
Cancelled employee restricted shares | (2,521) | 2,521 | - | - | - | - | - | - | - | - | |||||
Share-based payment | 9,978 | 100,642 | - | - | - | - | - | 668,848 | - | 779,468 | |||||
Increase in non-controlling interests | - | - | - | - | - | - | - | - | 15,146,140 | 15,146,140 | |||||
Net income for the year ended December 31, 2025 | - | - | - | 7,907,502 | - | - | - | - | (137,052) | 7,770,450 | |||||
Other comprehensive income for the year ended December 31, 2025 | - | - | - | (13,674) | (89,222) | (452,647) | 60,808 | - | 162,868 | (331,867) | |||||
Total comprehensive income for the year ended December 31, 2025 | - | - | - | 7,893,828 | (89,222) | (452,647) | 60,808 | - | 25,816 | 7,438,583 | |||||
Loss on hedging instruments transferred to initial cost of hedged items | - | - | - | - | - | - | (63,814) | - | (21,794) | (85,608) | |||||
BALANCE AT DECEMBER 31, 2025 | $ 18,670,782 | $ 19,015,223 | $ 10,488,343 | $ 16,615,252 | $ 1,123,466 | $ (464,474) | $ 2,649 | $ (1,574,475) | $ 19,712,761 | $ 83,589,527 | |||||
The accompanying notes are an integral part of the consolidated financial statements.
- 10 -
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
2025 | 2024 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Income before income tax | $ 9,250,743 | $ 8,752,305 |
Adjustments for: | ||
Depreciation | 8,457,909 | 8,466,843 |
Amortization | 94,264 | 155,178 |
Net gain on financial assets and liabilities at fair value through profit or loss | (11) | (9,940) |
Interest expense | 340,112 | 348,113 |
Interest income | (1,824,610) | (2,013,377) |
Dividend income | (40,702) | (34,785) |
Share-based payment | 779,468 | 370,800 |
Share of loss of associates and joint ventures | 144,818 | 63,990 |
Gain on disposal of property, plant and equipment | (1,048) | (867) |
Net gain on foreign exchange | (52,917) | (200,370) |
Other | 20,222 | - |
Changes in operating assets and liabilities: | ||
Financial assets mandatorily classified as at fair value through profit or loss | (6,136) | 31,260 |
Notes and accounts receivable | (2,091,529) | (1,574,777) |
Receivables from related parties | 35,172 | (279,052) |
Other receivables | (1,460,296) | (1,188,839) |
Other receivables from related parties | 394,640 | (394,632) |
Inventories | (716,384) | (548,464) |
Prepayments | (1,894,113) | 37,060 |
Other current assets | 129,705 | 117,950 |
Financial liabilities held for trading | 55,237 | 1,098 |
Contract liabilities | 11,801,841 | 12,861,788 |
Notes and accounts payable | 281,177 | 443,945 |
Payable to related parties | 26,773 | 119 |
Other payables | 1,166,888 | 172,662 |
Other payables to related parties | 79,314 | 240,928 |
Other current liabilities | 305,380 | 6,682 |
Net defined benefit liabilities | (68,149) | (34,969) |
Accrued compensation of employees and remuneration of directors | 211,146 | 7,543 |
Cash generated from operations | 25,418,914 | 25,798,192 |
Interest received | 1,792,061 | 1,876,402 |
Interest paid | (259,635) | (298,975) |
Income tax paid | (1,512,112) | (2,644,558) |
Net cash generated from operating activities | 25,439,228 | 24,731,061 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of financial assets at fair value through other comprehensive income | (75,000) | - |
Purchase of financial assets at amortized cost | (4,597,470) | (1,558,399) |
Proceeds from redemption of financial assets at amortized cost | 5,715,849 | 7,679,013 |
Purchase of financial assets at fair value through profit or loss | - | (710,601) |
Proceeds from sale of financial assets at fair value through profit or loss | 140,000 | 1,426,861 |
Acquisition of investments accounted for using equity method | (454) | (2,480,000) |
Payments for property, plant and equipment | (63,264,869) | (15,922,126) |
Proceeds from disposal of property, plant and equipment | 1,048 | 867 |
Increase in refundable deposits | (8,228) | (1,262) |
(Continued) | ||
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
2025 | 2024 | |
Payments for intangible assets | $ (713,162) | $ (29,210) |
Payments for right-of-use assets | - | (1,595) |
Increase in other non-current assets | (278) | (150,262) |
Dividends received | 40,702 | 34,785 |
Proceeds from government grant - property, plant and equipment | 3,051,284 | 13,411 |
Net cash used in investing activities | (59,710,578) | (11,698,518) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Increase in short-term borrowings | 5,518,636 | - |
Proceeds from issuance of bonds | - | 3,000,000 |
Proceeds from long-term borrowings | 2,000,000 | - |
(Decrease) increase in guarantee deposits | (362,341) | 60,422 |
Repayment of the principal portion of lease liabilities | (310,899) | (218,931) |
Cash dividends | (8,399,910) | (7,375,420) |
Capital increase in cash | - | 17,600,000 |
Changes in non-controlling interests | 15,146,140 | 4,474,400 |
Payments for syndication arrangement fees and transaction costs attributable | ||
to the issuance of bonds | (132,000) | (10,994) |
Unclaimed dividends | - | 241 |
Net cash generated from financing activities | 13,459,626 | 17,529,718 |
EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (248,515) | 290,509 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (21,060,239) | 30,852,770 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 60,695,212 | 29,842,442 |
CASH AND CASH EQUIVALENTS, END OF YEAR | $ 39,634,973 | $ 60,695,212 |
RECONCILIATION BETWEEN BALANCE SHEETS AND STATEMENTS OF CASH FLOWS
December 31
2025 | 2024 | |
Cash and cash equivalents in the consolidated balance sheets | $ 39,076,140 | $ 57,819,705 |
Cash and cash equivalents included in hedging financial assets | 558,833 | 2,875,507 |
Cash and cash equivalents in the consolidated statements of cash flows | $ 39,634,973 | $ 60,695,212 |
The accompanying notes are an integral part of the consolidated financial statements. (Concluded)
VANGUARD INTERNATIONAL SEMICONDUCTOR CORPORATION AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
GENERAL INFORMATION
Vanguard International Semiconductor Corporation (the "Corporation") was incorporated in Hsinchu Science Park in December 1994 and commenced business in January 1995. The Corporation engages mainly in the manufacturing, selling, packaging, testing and computer-aided design of integrated circuits and other semiconductor devices and the manufacturing of masks.
The Corporation's shares have been listed on the Taipei Exchange (TPEx) Mainboard since March 25,
1998.
The functional currency of the Corporation is the New Taiwan dollar. The consolidated financial statements are presented in New Taiwan dollars.
APPROVAL OF FINANCIAL STATEMENTS
The consolidated financial statements were approved by the Corporation's Board of Directors on February
2, 2026.
APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the "IFRS Accounting Standards") endorsed and issued into effect by the Financial Supervisory Commission (FSC)
Amendments to IAS 21 "Lack of Exchangeability"
The initial application of the Amendments to IAS 21 "Lack of Exchangeability" did not have a material impact on the accounting policies of the Group and entities controlled by the Group (collectively referred to as the "Group").
Amendments to IFRS 9 and IFRS 7 "Amendments to the Classification and Measurement of Financial Instruments" - the amendments to the application guidance of classification of financial assets.
The IFRS Accounting Standards endorsed by the FSC for application starting from 2026
New, Amended and Revised Standards and Interpretations
Effective Date
Announced by IASB
Amendments to IFRS 9 and IFRS 7 "Amendments to the Classification and Measurement of Financial Instruments"
Amendments to IFRS 9 and IFRS 7 "Contracts Referencing
Nature-dependent Electricity"
January 1, 2026
January 1, 2026
Annual Improvements to IFRS Accounting Standards - Volume 11 January 1, 2026
IFRS 17 "Insurance Contracts" (including the 2020 and 2021
amendments to IFRS 17)
January 1, 2023
As of the date the consolidated financial statements were authorized for issue, the Group has assessed that the application of other standards and interpretations will not have a material impact on the Group's financial position and financial performance.
The IFRS Accounting Standards in issue but not yet endorsed and issued into effect by the FSC
New, Amended and Revised Standards and Interpretations
Effective Date
Announced by IASB (Note 1)
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture"
To be determined by IASB
IFRS 18 "Presentation and Disclosure in Financial Statements" January 1, 2027 (Note 2)
IFRS 19 "Subsidiaries without Public Accountability: Disclosures"
(including the 2025 amendments to IFRS 19)
Amendments to IAS 21 "Translation to a Hyperinflationary Presentation Currency"
January 1, 2027
January 1, 2027
Note 1: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.
Note 2: On September 25, 2025, the FSC announced that IFRS 18 will take effect starting from January 1, 2028. Domestic entities could elect to apply IFRS 18 for an earlier period after the endorsement of IFRS 18 by the FSC.
IFRS 18 "Presentation and Disclosure in Financial Statements" and consequential amendments
IFRS 18 will supersede IAS 1 "Presentation of Financial Statements". The main changes comprise:
To classify items of income and expenses presented in the statement of profit or loss into the operating, investing, financing, income taxes and discontinued operations categories, the Group shall assess whether it has specified main business activities of investing in particular types of assets and providing financing to customers.
The statement of profit or loss shall present totals and subtotals for operating profit or loss, profit or loss before financing and income taxes and profit or loss.
Provides guidance to enhance the requirements of aggregation and disaggregation: The Group shall identify the assets, liabilities, equity, income, expenses and cash flows that arise from individual transactions or other events and shall classify and aggregate them into groups based on shared characteristics, so as to result in the presentation in the primary financial statements of line items that have at least one similar characteristic. The Group shall disaggregate items with dissimilar characteristics in the primary financial statements and in the notes. The Group labels items as "other" only if it cannot find a more informative label.
Disclosures on Management-defined Performance Measures (MPMs): When in public communications outside financial statements and communicating to users of financial statements management's view of an aspect of the financial performance of the Group as a whole, the Group shall disclose related information about its MPMs in a single note to the financial statements, including the description of such measures, calculations, reconciliations to the subtotal or total specified by IFRS Accounting Standards and the income tax and non-controlling interests effects of related reconciliation items.
In addition, the following consequential amendments have been made to IAS 7 "Statement of Cash Flows":
The Group shall use operating profit or loss as the starting point when presenting cash flows from operating activities under the indirect method.
Interest and dividends received by the Group shall be classified as investing activities, while interest and dividends paid shall be classified as financing activities. However, if, after assessment, the Group has a specific main operating activity, it shall determine how to classify dividends received, interest received and interest paid in the statement of cash flows by referring to how it classifies dividend income, interest income and interest expense in the statement of profit or loss. The total of each of these cash flows shall be classified in a single category in the statement of cash flows.
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the other impacts of the above amended standards and interpretations on the Group's financial position and financial performance and will disclose the relevant impact when the assessment is completed.
SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION
Statement of compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS Accounting Standards as endorsed and issued into effect by the FSC.
Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for the financial instruments which are measured at fair value.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
Level 3 inputs are unobservable inputs for an asset or liability.
Classification of current and non-current assets and liabilities Current assets include:
Assets held primarily for the purpose of trading;
Assets expected to be realized within 12 months after the reporting period; and
Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
Current liabilities include:
Liabilities held primarily for the purpose of trading;
Liabilities due to be settled within 12 months after the reporting period; and
Liabilities for which the Group does not have the substantial right at the end of the reporting period to defer settlement for at least 12 months after the reporting period.
Assets and liabilities that are not classified as current are classified as non-current.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Corporation and the entities controlled by the Corporation (i.e., its subsidiaries).
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those of the Corporation.
All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
Total comprehensive income of subsidiaries is attributed to the owners of the Corporation and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Corporation.
See Note 14, Tables 6 and 7 for detailed information on subsidiaries (including percentages of ownership and main businesses).
Foreign currencies
In preparing the financial statements of each individual entity in the Corporation, transactions in currencies other than the entity's functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise except for exchange differences on transactions entered into in order to hedge certain foreign currency risks.
Non-monetary items denominated in foreign currencies that are measured at fair value are retranslated at the rates prevailing at the date when the fair value is determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income; in which case, the exchange differences are also recognized directly in other comprehensive income.
Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.
For the purpose of presenting consolidated financial statements, the functional currencies of the Corporation and the Group's entities (including subsidiaries, associates, joint ventures and branches in other countries that use currencies which are different from the currency of the Corporation) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income and accumulated in equity attributed to the owners of the Corporation and non-controlling interests as appropriate.
Inventories
Inventories consist of raw materials, supplies and spare parts, work-in-process and finished goods and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.
Investment in associates
An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture.
The Group uses the equity method to account for its investments in associates.
Under the equity method, investment in an associate is initially recognized at cost and adjusted thereafter to recognize the Group's share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the Group's share of the equity of associates.
Any excess of the cost of acquisition over the Corporation's share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of investment and is not amortized.
When the Group subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group's proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus -changes in the Group's share of the equity of associates. If the Group's ownership interest is reduced due to its additional subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using equity method is insufficient, the shortage is debited to retained earnings.
The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment's fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities.
When an entity in the Group transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group's consolidated financial statements only to the extent of interests in the associate are not related to the Group.
Property, plant and equipment
Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment loss.
Depreciation of property, plant, and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in the estimates accounted for on a prospective basis.
On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.
Intangible assets
Intangible assets acquired separately
Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful lives, residual values, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in the estimates accounted for on a prospective basis.
Internally-generated intangible assets - research and development expenditures
Expenditures on research activities are recognized as expenses in the period in which they are incurred.
An internally-generated intangible asset arising from the development phase of an internal project is recognized if, and only if, all of the following have been demonstrated:
The technical feasibility of completing the intangible asset so that it will be available for use or sale;
The intention to complete the intangible asset and use or sell it;
The ability to use or sell the intangible asset;
How the intangible asset will generate probable future economic benefits;
The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and
The ability to measure reliably the expenditures attributable to the intangible asset during its development.
The amount initially recognized for internally-generated intangible assets is the aggregate of the expenditures incurred from the date when the intangible asset first meets the recognition criteria listed above. Subsequent to initial recognition, such intangible assets are measured on the same basis as intangible assets that are acquired separately.
Derecognition of intangible assets
On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
Impairment of property, plant and equipment, right-of-use asset, and intangible assets other than goodwill
At the end of each reporting period, the Group reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.
Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially recognized at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.
Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.
Measurement category
Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.
Financial assets at FVTPL
Financial assets are classified as at FVTPL when such financial assets are mandatorily classified or designated as at FVTPL. Financial assets mandatorily classified as at FVTPL include derivative financial assets.
Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Fair value is determined in the manner described in Note 35.
Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
The financial assets are held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
The contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, investment in debt instruments, notes and accounts receivables, other receivables, refundable deposits and other financial assets, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:
Purchased or originated credit-impaired financial asset, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and
Financial assets that are not credit impaired on purchase or origination but have subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.
Financial assets are credit impaired when the issuer or debtor experiences significant financial difficulties or default, and the debtor is likely to claim bankruptcy or undergoes financial reorganization, or the active market for financial assets disappears due to financial difficulties.
Cash equivalents include time deposits, commercial paper and bonds acquired under repurchase agreements, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.
Investments in equity instruments at FVTOCI
On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Group's right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
Impairment of financial assets
The Group recognizes a loss allowance for expected credit losses (ECLs) on financial assets at amortized cost (including trade receivables).
The Group always recognizes lifetime ECL for trade receivables. For all other financial instruments, the Group recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to expected credit loss resulting from possible default events of a financial instrument within 12 months after the reporting date.
Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECL represents the ECLs that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
For internal credit risk management purposes, the Group considers financial assets in default when internal or external information shows that the debtor will not be able to repay, without considering the collateral held by the Group.
The Group recognizes an impairment loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognized in other comprehensive income and does not reduce the carrying amount of the financial asset.
Derecognition of financial assets
The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.
On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.
Equity instruments
Equity instruments issued by the Group are classified as equity in accordance with the substance of the contractual arrangements and the definitions of an equity instrument.
Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.
Financial liabilities
Subsequent measurement
Except the following situation, all financial liabilities are measured at amortized cost using the effective interest method:
Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial liabilities are either held for trading or are designated as at FVTPL.
Financial liabilities held for trading are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest paid on the financial liability. Fair value is determined in the manner described in Note 35.
Derecognition of financial liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.
Derivative financial instruments
The Group enters into a variety of derivative financial instruments to manage its exposure to foreign exchange rate risks, including foreign exchange forward contracts and currency-swap contracts.
Derivatives are initially recognized are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument; in which event, the timing of the recognition in profit or loss depends on the nature of the hedging relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.
Derivatives embedded in hybrid contracts that contain financial asset hosts within the scope of IFRS 9 are not separated; instead, the classification is determined in accordance with the entire hybrid contract. Derivatives embedded in non-derivative host contracts that are not financial assets within the scope of IFRS 9 (e.g., financial liabilities) are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts, and the host contracts are not measured at FVTPL.
Hedge accounting
The Group designates certain hedging instruments, which include derivatives and non-derivative in respect of foreign currency risk, as cash flow hedges. Hedges of foreign exchange risk on firm commitments and forecasted transaction are accounted for as cash flow hedges.
Cash flow hedges
The effective portion of gains or losses on derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss.
The associated gains or losses that were recognized in other comprehensive income are reclassified from equity to profit or loss as a reclassification adjustment in the line item relating to the hedged item in the same period when the hedged items affect profit or loss. If a hedge of a forecasted transaction subsequently results in the recognition of a non-financial asset or a non-financial liability, the associated gains and losses that were recognized in other comprehensive income are removed from equity and included in the initial cost of the non-financial asset or non-financial liability.
The Group discontinues hedge accounting only when the hedging relationship ceases to meet the qualifying criteria; for instance, when the hedging instrument expires or is sold, terminated or exercised. The cumulative gain or loss on the hedging instrument that has been previously recognized in other comprehensive income from the period when the hedge was effective remains separately in equity until the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss.
Carbon fee provision
In accordance with the Regulations Governing the Collection of Carbon Fees and related regulations of the ROC, the carbon fee provision is recognized and measured on the basis of the best estimate of the expenditure required to settle the obligation for the current year.
Revenue recognition
The Group identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.
For contracts where the period between the date on which the Group transfers a promised good or service to a customer and the date on which the customer pays for that good or service is one year or less, the Group does not adjust the promised amount of consideration for the effects of a significant financing component.
Revenue from the sales of goods is mainly recognized when a customer obtains control of the promised assets, that is, at which time the goods are delivered to the designated location and the performance obligations are satisfied.
Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances.
The Group does not recognize revenue on materials delivered to subcontractors because this delivery does not involve a transfer of control.
Leasing
At the inception of a contract, the Group assesses whether the contract is, or contains, a lease.
The Group as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
When the Group subleases a right-of-use asset, the sublease is classified by reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. However, if the head lease is a short-term lease that the Group, as a lessee, has accounted for applying recognition exemption, the sublease is classified as an operating lease.
Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.
The Group as lessee
The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for by applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities.
Right-of-use assets are presented on a separate line in the consolidated balance sheets.
Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms. However, if leases transfer ownership of the underlying assets to the Group by the end of the lease terms or if the costs of right-of-use assets reflect that the Group will exercise a purchase option, the Group depreciates the right-of-use assets from the commencement dates to the end of the useful lives of the underlying assets.
Lease liabilities are initially measured at the present value of the lease payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the lessee's incremental borrowing rate will be used.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Group remeasures the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.
Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.
Government grants
Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached the grants and that the grants will be received.
Government grants are recognized as a reduction of the related costs/in other income on a systematic basis over the periods in which the Group recognizes expenses for the related costs that the grants are intended to compensate.
Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they are received.
Employee benefits
Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.
Retirement benefits
Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.
Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.
Net defined benefit liabilities represent the actual deficit in the Group's defined benefit plans.
Other long-term employee benefits
Other long-term employee benefits are accounted for in the same way as the accounting method required for defined benefit plans except that remeasurement is recognized in profit or loss.
Termination benefits
A liability for a termination benefit is recognized at the earlier of when the Group can no longer withdraw the offer of the termination benefit and when the Group recognizes any related restructuring costs.
Share-based payment arrangements
The fair value at the grant date of the restricted shares for employees is expensed on a straight-line basis over the vesting period, based on the Group's best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in other equity - unearned employee benefits.
When restricted shares for employees are issued, other equity - unearned employee benefits is recognized on the grant date, with a corresponding increase in capital surplus - restricted shares for employees. Dividends paid to employees on restricted shares that do not need to be returned if employees resign in the vesting period are recognized as expenses when the dividends are declared with a corresponding adjustment in retained earnings and capital surplus - restricted shares for employees.
At the end of each reporting period, the Group revises its estimate of the number of restricted shares for employees that are expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - restricted shares for employees.
The grant date of the issued ordinary shares for cash which are reserved for employees is the date on which the number of shares that the employees purchase is confirmed.
Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.
According to the Income Tax Act in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.
Adjustments of prior years' tax liabilities are added to or deducted from the current year's tax
provision.
Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized to the extent that it is probable that taxable profits will be available against which those deductible temporary differences and loss carryforwards can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are recognized only to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and such temporary differences are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liabilities are settled or the assets are realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current and deferred taxes for the year
Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity; in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.
MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group's accounting policies, management is required to make judgments, estimations and assumptions on the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
When developing material accounting estimates, the Group considers the possible impact of the inflation and interest rate fluctuations volatility in markets on the cash flows projection, growth rates, discount rates, profitability and other relevant material estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.
Material Accounting Judgments
Significant influence over associates
The Group has significant influence over an investee even though the Group holds less than 20% of the voting rights of the investee.
As stated in Note 15, several companies are associates of the Group although the Group holds less than 20% of the voting rights of each of these companies. The Group has significant influence over these companies by virtue of the right to appoint and remove directors from the board of directors of these companies.
Lease terms
In determining a lease term, the Group considers all facts and circumstances that create an economic incentive to exercise or not to exercise an option, including any expected changes in facts and circumstances from the commencement date until the exercise date of the option. Main factors considered include contractual terms and conditions for the optional periods, significant leasehold improvements undertaken over the contract term, the importance of the underlying asset to the lessee's operations, etc. The lease term is reassessed if a significant change in circumstances that are within control of the Group occurs.
Key Sources of Estimation Uncertainty
Estimated impairment of financial assets
The provision for impairment of trade receivables and investments in debt instruments is based on assumptions on probability of default and loss given default. The Group uses judgment in making these assumptions and in selecting the inputs to the impairment calculation, based on the Group's historical experience, existing market conditions as well as forward looking estimates at the end of each reporting period. For details of the key assumptions and inputs used, see Notes 10 and 12. Where the actual future cash inflows are less than expected, a material impairment loss may arise. Furthermore, the estimate of the probability of default is subject to greater uncertainties due to the impact on credit risk of financial assets arising from the uncertain impact and volatility in foreign currency markets.
CASH AND CASH EQUIVALENTS
December 31
2025
2024
Bank deposits
$ 28,205,829
$ 37,273,678
Cash equivalents
Commercial paper
5,210,391
15,298,700
Bonds acquired under repurchase agreements
5,659,920
5,247,327
$ 39,076,140
$ 57,819,705
The market rate intervals of cash and cash equivalents at the end of the reporting period were as follows:
December 31
2025
2024
Bank deposits
0%-4.30%
0%-4.96%
Commercial paper
1.60%-4.10%
1.76%-5.15%
Bonds acquired under repurchase agreements
3.95%-4.11%
1.55%-5.00%
As of December 31, 2025 and 2024, the amount of foreign currency bank deposits of $558,833 thousand and $2,875,507 thousand, respectively, are designated as a hedging instrument to avoid foreign currency risk and are classified as a hedging financial asset, refer to Note 11.
FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
December 31
2025 2024
Financial assets mandatorily classified as at FVTPL
Hybrid instruments
Credit linked notes (a)
$ -
$ 139,989
Derivative instruments (not designated for hedging)
Forward exchange contracts (b)
6,136
-
Financial assets at FVTPL - current
$ 6,136
$ 139,989
Financial liabilities held for trading
Derivative instruments (not designated for hedging) Forward exchange contracts (b)
$ 56,335
$ 1,098
Financial liabilities at FVTPL - current
$ 56,335
$ 1,098
The Group entered into structured investment contracts with the bank in 2024. The structured investment contracts included embedded derivative instruments which were not closely related to the host contracts. The entire contract should be assessed and mandatorily classified as at FVTPL since it contained a host that is an asset within the scope of IFRS 9.
At the end of the reporting period, outstanding forward exchange contracts that did not meet the criteria of hedge accounting were as follows:
Currency
Maturity Date
Contract Amount
(In Thousands)
December 31, 2025
Sell forward exchange contracts
USD to NTD
2026.01.02-2026.04.07
US$ 170,000
Sell forward exchange contracts
USD to SGD
2026.02.26-2026.04.06
US$ 10,500
Buy forward exchange contracts
USD to SGD
2026.01.12-2026.03.18
US$ 7,500
Buy forward exchange contracts
JPY to USD
2026.01.20
JPY 5,457,200
December 31, 2024
Sell forward exchange contracts
USD to SGD
2025.03.24
US$ 3,000
Sell forward exchange contracts
USD to NTD
2025.01.24-2025.02.03
US$ 20,000
FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
December 31
Equity Instruments 2025 2024
Domestic investments
Listed shares
$ -
$ 44,100
Emerging market shares
558,093
999,128
Unlisted shares
337,238
211,964
Foreign investments
Unlisted shares
897,803
914,767
Financial assets at FVTOCI - non-current $ 1,793,134 $ 2,169,959
These investments in equity instruments are not held for trading. Instead, they are held for medium- to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the Corporation's strategy of holding these investments for long-term purposes.
Dividends from equity investments held at the reporting date were $40,702 thousand and $34,785 thousand for the years ended December 31, 2025 and 2024, respectively.
FINANCIAL ASSETS AT AMORTIZED COST
December 31
2025 2024
Current
Foreign investments
Corporate bonds $ 2,075,368 $ 5,913,812
(Continued)
December 31
2025 2024
Non-current
Foreign investments
Corporate bonds $ 5,192,124 $ 2,717,337
(Concluded)
At the end of the date, corporate bonds bought by the Corporation were as follows:
December 31
2025
2024
Purchase amount (in thousands)
US$ 231,300
US$ 266,550
Coupon rate
1.25%-5.80%
0.75%-5.90%
Effective interest rate
4.00%-6.38%
4.40%-6.50%
Please refer to Note 10 for information impairment.
relating to their credit risk management
and assessment of
CREDIT RISK MANAGEMENT FOR INVESTMENTS IN DEBT INSTRUMENTS
Investments in debt instruments classified as at amortized cost were as follows:
December 31
2025
2024
Gross carrying amount
$ 7,267,492
$ 8,631,149
Less: Allowance for impairment loss
-
-
Amortized cost
$ 7,267,492
$ 8,631,149
The Group only invests in debt instruments that are rated the equivalent of investment grade or higher and have low credit risk for the purpose of impairment assessment. The credit rating information is supplied by independent rating agencies. The Group's exposure and the external credit ratings are continuously monitored. The Group continues to review the changes in bond yields and other publicly available information and makes an assessment whether there has been a significant increase in credit risk since the initial recognition to the reporting date.
In determining the 12-months ECLs for debt instrument investments, the Group considers the historical default rates of each credit rating supplied by external rating agencies, the current financial condition of debtors, and the future prospects of the industries.
The Group's current credit risk grading mechanism is as follows:
Basis for
Category Description Recognizing ECLs
Performing The counterparty has a low risk of default and a strong
capacity to meet contractual cash flows
12-month ECLs
The gross carrying amounts of debt instrument investments classified by credit category and the corresponding expected loss rates were as follows:
December 31
2025
2024
Category
Performing
Performing
Expected loss rate
0%
0%
Gross carrying amount
At amortized cost
$ 7,267,492
$ 8,631,149
HEDGING FINANCIAL ASSETS
December 31
2025 2024
Current hedging financial assets
Cash flow hedge
Hedging of foreign currency deposits $ 558,833 $ 2,875,507
In order to manage the cash flow risk resulting from exchange rate fluctuations of commitment to equipment purchasing, the Group designated the foreign currency deposits as hedging instruments. When forecast purchases actually take place, basis adjustments are made to the initial carrying amounts of hedged items.
As the hedge for commitment of equipment purchasing, the carry amount of the foreign currency deposits is based on the terms of relative hedged items. The Group qualitatively assessed the effectiveness and considered that the value of foreign currency deposits have a negative correlation with the value of the corresponding hedged items in response to the movements of the underlying exchange rates.
The source of hedge ineffectiveness in these hedging relationships is driven by the effect the counterparty's credit risk on the fair value of hedging instruments. This credit risk will not affect the fair value changes hedged transaction due to exchange rate changes and the changes in the timing of the hedged transaction. No other sources of ineffectiveness emerged from these hedging relationships.
The following tables summarize the information relating to the hedges of foreign currency risk: December 31, 2025
Hedging Instrument/
Amount (In
Line Item in
Carrying Amount
Hedged Item
Thousands)
Balance Sheet
Asset Liability
Cash flow hedge
Hedging of foreign currency deposits/committed
JPY 1,730,150 Current hedging
financial assets
$ 347,667 $ -
equipment purchase US$ 3,637 Current hedging
financial assets EUR 2,623 Current hedging
financial assets
114,361 -
96,805 -
Change in
Fair Value of Change in Hedging Value of
Instruments Hedged Items
Used for Calculating
Used for
Calculating Balance in Other Equity
Hedging Instrument/ Hedge Hedge Continuing Discontinuing Hedged Item Ineffectiveness Ineffectiveness Hedges Hedges
Cash flow hedge
Hedging of foreign currency deposits/committed equipment
purchase $ 114,544 $ (114,544) $ (16,050) $ 18,053
For the year ended December 31, 2025
Hedging Gain
Amount of Hedge
Amount from Equity
Reclassified to Profit and Loss
Due to Hedged Future Cash Flows No
Comprehensive Income
(Loss) Recognized in OCI
Ineffectiveness Recognized in Profit and Loss
Line Item of Ineffectiveness
Due to Hedged Item Affecting Profit and Loss
Longer Expected to Occur
Cash flow hedge
Committed equipment purchase $ 114,544 $ - - $ - $ -
December 31, 2024
Hedging Instrument/
Amount (In
Line Item in
Carrying Amount
Hedged Item
Thousands)
Balance Sheet
Asset Liability
Cash flow hedge
Hedging of foreign currency deposits/committed
JPY 1,755,770 Current hedging
financial assets
$ 367,962 $ -
equipment purchase US$ 31,259 Current hedging
financial assets EUR 26,265 Current hedging
financial assets SGD 24,350 Current hedging
financial assets
1,024,302 -
896,033 -
587,210 -
Change in
Fair Value of Change in Hedging Value of
Instruments Hedged Items
Used for Calculating
Used for
Calculating Balance in Other Equity
Hedging Instrument/ Hedge Hedge Continuing Discontinuing Hedged Item Ineffectiveness Ineffectiveness Hedges Hedges
Cash flow hedge
Hedging of foreign currency deposits/committed equipment
purchase $ (38,414) $ 38,414 $ (26,933) $ -
For the year ended December 31, 2024
Hedging Gain
Amount of Hedge
Amount from Equity
Reclassified to Profit and Loss
Due to Hedged Future Cash Flows No
Comprehensive Income
(Loss) Recognized in OCI
Ineffectiveness Recognized in Profit and Loss
Line Item of Ineffectiveness
Due to Hedged Item Affecting Profit and Loss
Longer Expected to Occur
Cash flow hedge
Committed equipment purchase $ (38,414) $ - - $ - $ -
NOTES AND ACCOUNTS RECEIVABLE, NET
December 31
2025
2024
Notes and accounts receivable
At amortized cost
Gross carrying amount
$ 6,369,629
$ 5,821,137
Less: Allowance for impairment loss
(731)
(731)
$ 6,368,898
$ 5,820,406
At Amortized Cost
The average credit period on sales of goods is 30 to 60 days after month closing. No interest was charged on notes and accounts receivable. Because the discounted effect of accounts receivable was not significant, it was measured by the original invoice amount. In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group's credit risk was significantly reduced.
The Group applies the simplified approach prescribed by IFRS 9 which permits the use of lifetime ECL as the provision loss of trade receivables. The lifetime ECLs are estimated using a provision matrix approach considering the debtors' past default experience, the debtors' current financial position, economic condition of the industry as well as the forecasted GDP and industry outlook. As the Group's historical experience shows no significant difference on individual customer, the Group's provision matrix does not distinguish different customer base. The expected credit loss rates are estimated based on past due days of the trade receivables.
The Group writes off a trade receivable when there is evidence indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g., when the debtor has been placed under liquidation, or when the trade receivables are past due, whichever occurs earlier. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of trade receivables based on the Group's provision matrix.
December 31, 2025
Item Not Past Due
Past Due Less
than 60 Days
Past Due
61 to 90 Days
Past Due
Over 90 Days
Total
Gross carrying amount
$ 6,291,570
$ 71,835
$ 3,201
$ 3,023
$ 6,369,629
Loss allowance (Lifetime ECL)
-
-
-
(731)
(731)
Amortized cost
$ 6,291,570
$ 71,835
$ 3,201
$ 2,292
$ 6,368,898
December 31, 2024
Past Due Less
Past Due
Past Due
Item Not Past Due
than 60 Days
61 to 90 Days
Over 90 Days
Total
Gross carrying amount
$ 5,800,283
$ 7,808
$ 110
$ 12,936
$ 5,821,137
Loss allowance (Lifetime ECL)
-
-
-
(731)
(731)
Amortized cost
$ 5,800,283
$ 7,808
$ 110
$ 12,205
$ 5,820,406
The movement of the loss allowance of accounts receivables were as follows:
For the Year Ended December 31 2025 2024
Balance at the beginning and at the end of year $ 731 $ 731
INVENTORIES
December 31
2025 | 2024 | |
Finished goods | $ 637,558 | $ 631,393 |
Work in process | 2,971,088 | 2,700,218 |
Raw materials | 1,353,609 | 1,372,120 |
Supplies and spare parts | 1,974,697 | 1,516,837 |
$ 6,936,952 | $ 6,220,568 |
Cost of revenue, (reversal of) write-downs of inventory and unallocated manufacturing overhead included in the cost of revenue, were as follows:
For the Year Ended December 31
2025 | 2024 | |
Cost of revenue | $ 34,937,406 | $ 32,121,848 |
Write-down of (reversal of) provision of inventory valuation and | ||
obsolescence loss | $ 214,821 | $ (213,096) |
Unallocated manufacturing overhead | $ 963,054 | $ 2,926,490 |
For 2024, provision of inventory valuation and obsolescence loss were reversed because factors causing net realizable value below cost were improved.
SUBSIDIARIES
Subsidiaries Included in the Consolidated Financial Statements
Proportion of Ownership
December 31
Investor Investee Nature of Activities 2025 2024
Vanguard International Semiconductor Corporation
Vanguard International Semiconductor Corporation
VIS Associates Inc. Investments 100% 100%
VIS Shanghai Company Limited Marketing services 100% 100%
Vanguard International
Semiconductor Corporation
Vanguard International Semiconductor
Singapore Pte. Ltd.
Manufacturing, selling and packaging
100%
100%
Vanguard International
VisionPower Semiconductor
Manufacturing, selling and packaging
60%
60%
Semiconductor Corporation
Manufacturing Company Pte. Ltd. (former name: Vanguard Power
Electronics Singapore Pte. Ltd.)
VIS Associates Inc.
VIS Investment Holding, Inc.
Investments
100%
100%
VIS Investment Holding, Inc.
VIS Micro, Inc.
Marketing services
100%
100%
On January 30, 2024, for the purpose of satisfying the demands of business expansion, the Corporation established a subsidiary, Vanguard Power Electronics Singapore Pte. Ltd. (VPES), in Singapore. On April 22, 2024, the Corporation injected US$3,000 thousand into VPES. Subsequently, on June 5, 2024, the Corporation announced the joint venture with NXP Semiconductors SINGAPORE PTE. LTD. and changed the name of VPES to VisionPower Semiconductor Manufacturing Company Pte. Ltd. (VSMC) to build a 300mm semiconductor wafer manufacturing facility. The joint venture fab will support mixed-signal, power management and analog products, targeting the automotive, industrial, consumer and mobile end markets. On September 4, 2024, the agreement was officially approved by relevant regulatory authorities became effective. As of December 31, 2025, the Corporation's cumulative investment amounted to US$970,800 thousand, of which US$24,000 thousand has not complete the registration process VSMC's paid-in capital amounted to US$1,578,000 thousand, and the Corporation holds 60% of equity intended.
INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
Investments in Associates
December 31
2025
2024
Material associate
Episil Technologies Inc.
$ 2,366,713
$ 2,456,121
Associates individually immaterial
Qromis, Inc.
68,011
104,890
Episil-precision Inc.
454
-
$ 2,435,178
$ 2,561,011
The market prices of the associates' ownership held by the Corporation in publicly traded stocks calculated by the closing price are summarized as follows:
The closing price represents the quoted price in active markets, the Level 1 fair value measurement.
December 31
Name of Associate
2025
2024
Episil Technologies Inc.
$ 2,590,000
$ 2,482,500
Episil-precision Inc.
$ 511
$ -
Material associate
Proportion of Ownership and
Voting Rights Principal Place of December 31
Name of Associate Nature of Activities P Business 2025 2024
Episil Technologies Inc. Epitaxy wafer and wafer foundry
services of power IC and analog IC
Taiwan 13% 13%
In September 2024, the Group subscribed for 50,000 thousand ordinary shares of Episil Technologies Inc. for a cash fee of $2,480,000 thousand, with a shareholding ratio of 13% after the private placement, making the Company the second largest shareholder of it and holding a seat on the board of directors, so it has a significant impact on the Company. The ordinary shares are not transferable for a period of three years in accordance with the relevant laws and regulations. Included in the cost of investment in associates is a goodwill of $1,349,769 thousand recognized from the acquisition of Episil Technologies Inc.
The summarized financial information below represents amounts shown in the associates' financial statements prepared in accordance with IFRS Accounting Standards adjusted by the Group for equity accounting purposes.
Episil Technologies Inc.
December 31
2025
2024
Current assets
$ 6,345,726
$ 8,188,524
Non-current assets
6,533,988
5,726,080
Current liabilities
(1,928,246)
(3,046,341)
Non-current liabilities
(1,785,811)
(1,242,342)
Equity
9,165,657
9,625,921
Non-controlling interests
(2,061,217)
(2,110,860)
$ 7,104,440
$ 7,515,061
Proportion of the Group's ownership
13%
13%
Equity attributable to the Group
$ 906,209
$ 980,715
Goodwill
1,349,769
1,349,769
Unamortized expenses
110,735
125,637
Carrying amount
$ 2,366,713
$ 2,456,121
For the Year Ended December 31
2025
2024
Revenue
$ 5,765,972
$ 5,816,920
Net loss attributable to Episil Technologies Inc.
$ (757,494)
$ (525,290)
Other comprehensive (loss) income attributable to Episil Technologies Inc.
(1,781)
13,962
Total comprehensive income attributable to Episil Technologies
Inc. $ (759,275) $ (511,328)
The group recognizes investment losses
$ (113,737)
$ (26,662)
The group recognizes other comprehensive income
$ 16
$ 2,419
Please refer to Table 6 "Information on Investees" for the nature of business, principal place of business and country of incorporation of the associates.
Aggregate information of associates that are not individually material
For the Year Ended December 31
2025
2024
The Group's share of
Net loss from continuing operations
$ (31,081)
$ (37,328)
Other comprehensive loss
-
-
Total comprehensive loss for the year ended December 31
$ (31,081)
$ (37,328)
On February 19, 2025, the Group additionally acquired 10 thousand shares of Episil-precision Inc., Ltd. (hereinafter referred to as "Episil-precision") for $454 thousand, with a shareholding ratio of approximately 0.0035%. Since Episil-precision is a subsidiary of Episil and the Group holds a board seat, the Group is considered to have significant influence over Episil-precision, therefore, accounts for the investment using the equity method.
PROPERTY, PLANT AND EQUIPMENT
Assets Used by the Group
Advance Payments and
Buildings | Machinery and Equipment | Other Equipment | Construction in Progress | Total | |
Cost | |||||
Balance at January 1, 2025 | $ 24,392,766 | $ 101,363,160 | $ 891,487 | $ 17,668,077 | $ 144,315,490 |
Additions | 209,479 | 2,696,992 | 25,726 | 74,532,631 | 77,464,828 |
Capitalization of expenses | - | - | - | 94,367 | 94,367 |
Disposal | - | (71,327) | (112) | - | (71,439) |
Reclassification | 471,525 | 2,481,174 | 50,453 | (2,984,235) | 18,917 |
Translation adjustments | 9,162 | 162,644 | 752 | 290,289 | 462,847 |
Balance at December 31, 2025 | $ 25,082,932 | $ 106,632,643 | $ 968,306 | $ 89,601,129 | $ 222,285,010 |
(Continued) |
Assets Used by the Group
Advance Payments and
Buildings | Machinery and Equipment | Other Equipment | Construction in Progress | Total | |
Accumulated depreciation | |||||
Balance at January 1, 2025 | $ 17,280,395 | $ 82,050,591 | $ 659,607 | $ - | $ 99,990,593 |
Depreciation | 1,024,903 | 7,039,113 | 87,550 | - | 8,151,566 |
Disposal | - | (71,327) | (112) | - | (71,439) |
Translation adjustments 7,104 | 154,005 | 285 | - | 161,394 | |
Balance at December 31, 2025 $ 18,312,402 Accumulated impairment | $ 89,172,382 | $ 747,330 | $ - | $ 108,232,114 | |
Balance at January 1, 2025 and December 31, 2025 $ - | $ 183,521 | $ - | $ - | $ 183,521 | |
Carrying amount at December 31, 2025 $ 6,770,530 | $ 17,276,740 | $ 220,976 | $ 89,601,129 | $ 113,869,375 | |
Cost | |||||
Balance at January 1, 2024 | $ 22,423,980 | $ 94,037,768 | $ 868,477 | $ 11,064,925 | $ 128,395,150 |
Additions | 1,363,848 | 2,320,727 | 25,630 | 11,747,193 | 15,457,398 |
Disposal | - | (31,939) | (5,752) | - | (37,691) |
Reclassification | 578,143 | 4,724,660 | 2,129 | (5,443,566) | (138,634) |
Translation adjustments | 26,795 | 311,944 | 1,003 | 299,525 | 639,267 |
Balance at December 31, 2024 | $ 24,392,766 | $ 101,363,160 | $ 891,487 | $ 17,668,077 | $ 144,315,490 |
Accumulated depreciation | |||||
Balance at January 1, 2024 | $ 16,342,100 | $ 74,686,391 | $ 579,261 | $ - | $ 91,607,752 |
Depreciation | 930,864 | 7,163,643 | 85,406 | - | 8,179,913 |
Disposal | - | (31,939) | (5,752) | - | (37,691) |
Translation adjustments | 7,431 | 232,496 | 692 | - | 240,619 |
Balance at December 31, 2024 | $ 17,280,395 | $ 82,050,591 | $ 659,607 | $ - | $ 99,990,593 |
Accumulated impairment | |||||
Balance at January 1, 2024 and | |||||
December 31, 2024 | $ - | $ 183,521 | $ - | $ - | $ 183,521 |
Carrying amount at December 31, 2024 | $ 7,112,371 | $ 19,129,048 | $ 231,880 | $ 17,668,077 | $ 44,141,376 |
(Concluded) | |||||
The Group did not recognize or reverse impairment loss for the years ended December 31, 2025 and 2024.
The above items of property, plant and equipment are depreciated on a straight-line basis over the estimated useful lives as follows:
Buildings
Main plants 20 years
Mechanical and electrical power equipment 10 years
Clean rooms 10 years
Machinery and equipment 5 years
Other equipment 5 years
17. | LEASE ARRANGEMENTS | |||||
a. Right-of-use assets | ||||||
Machinery and | Other | |||||
Land | Buildings | Equipment | Equipment | Total | ||
Cost | ||||||
Balance at January 1, 2025 | $ 3,512,420 | $ 1,837,156 | $ 4,289 | $ 23,102 | $ 5,376,967 | |
Additions | 606 | - | 947 | - | 1,553 | |
Lease expired | (633) | (33,447) | - | (7,398) | (41,478) | |
Lease revised | 300 | 3,778 | - | - | 4,078 | |
Reclassification | (18,917) | - | - | - | (18,917) | |
Translation adjustments | (45,156) | 16,651 | - | 56 | (28,449) | |
Balance at December 31, 2025 | $ 3,448,620 | $ 1,824,138 | $ 5,236 | $ 15,760 | $ 5,293,754 | |
Accumulated depreciation | ||||||
Balance at January 1, 2025 | $ 842,502 | $ 454,647 | $ 1,550 | $ 12,654 | $ 1,311,353 | |
Depreciation | 186,563 | 113,432 | 2,294 | 4,054 | 306,343 | |
Lease expired | (633) | (32,790) | - | (7,398) | (40,821) | |
Translation adjustments | 360 | 5,160 | - | 56 | 5,576 | |
Balance at December 31, 2025 | $ 1,028,792 | $ 540,449 | $ 3,844 | $ 9,366 | $ 1,582,451 | |
Carrying amount at | ||||||
December 31, 2025 | $ 2,419,828 | $ 1,283,689 | $ 1,392 | $ 6,394 | $ 3,711,303 | |
Cost | ||||||
Balance at January 1, 2024 | $ 2,055,836 | $ 1,806,463 | $ 586 | $ 18,641 | $ 3,881,526 | |
Additions | 1,400,627 | 25,215 | 4,289 | 6,255 | 1,436,386 | |
Lease expired | (627) | (37,882) | (586) | (1,935) | (41,030) | |
Lease revised | 13,253 | 8,546 | - | - | 21,799 | |
Translation adjustments | 43,331 | 34,814 | - | 141 | 78,286 | |
Balance at December 31, 2024 | $ 3,512,420 | $ 1,837,156 | $ 4,289 | $ 23,102 | $ 5,376,967 | |
Accumulated depreciation | ||||||
Balance at January 1, 2024 | $ 674,970 | $ 366,438 | $ 562 | $ 8,763 | $ 1,050,733 | |
Depreciation | 159,655 | 119,959 | 1,574 | 5,742 | 286,930 | |
Capitalization of expenses | 3,850 | - | - | - | 3,850 | |
Lease expired | (627) | (37,882) | (586) | (1,935) | (41,030) | |
Translation adjustments | 4,654 | 6,132 | - | 84 | 10,870 | |
Balance at December 31, 2024 | $ 842,502 | $ 454,647 | $ 1,550 | $ 12,654 | $ 1,311,353 | |
Carrying amount at | ||||||
December 31, 2024 | $ 2,669,918 | $ 1,382,509 | $ 2,739 | $ 10,448 | $ 4,065,614 | |
The Group did not have significant sublease or impairment of right-of-use assets during the years ended December 31, 2025 and 2024.
b. Lease liabilities
December 31
2025 | 2024 | |
Carrying amount | ||
Current | $ 236,508 | $ 245,456 |
Non-current | $ 3,322,195 | $ 3,426,154 |
