A.History and Development of the Company We are a real estate developer and operator, and we mainly conduct business in Chinese mainland. Formerly known as Nam Tai Electronics, Inc., we were founded in 1975 and engaged in the business of production and sales of electronic parts. In August 1987, we were reincorporated as a limited liability international business company under the laws of the British Virgin Islands, and re-registered as a business company under the BVI Act in 2007. In 1988, we successfully listed our shares on the NASDAQ. In 1990, we moved our electronics manufacturing facilities to China to take advantage of lower overhead costs, lower material costs and competitive labor rates available. In 2003, we transferred our shares to the NYSE under the symbol NTE. In 2007, we established facilities in Wuxi City, Jiangsu Province, and expanded our operations in the Yangtze River Delta region of China. In 2014, we underwent a strategic business transformation, exited the electronic manufacturing business, and transformed into a developer of technology parks. In April 2014, we announced the change of company name to Nam Tai Property Inc. with the symbol NTP. On July 12, 2017, Kaisa, in a private secondary transaction, purchased 6,504,355 common shares of our company from our former chairman, Mr. Ming Kown Koo, and his wife, at a price of $17.00 per share. Subsequently, Kaisa continued to purchase common shares of our company in the open market. Following Kaisa’s initial purchase in July 2017, Kaisa-affiliated management began certain strategic cooperation arrangements with Kaisa, including hiring a number of engineers and real estate professionals from Kaisa to join us as officers and employees. In May 2018, Nam Tai Inno Park, our first technology park project, commenced its construction of the main structure and it opened for lease in March 2019. In July 2019, we began the construction of the main structure of our second project, Nam Tai Technology Center, which used to be Phase I of Nam Tai Inno City but was later re-named to better reflect its positioning as a premier future center for leading technology enterprises. In September and December 2019, through an asset-light operation model, we rented an industrial building in Bao’an District, Shenzhen, and some office spaces in Pudong New District, Shanghai, respectively, and transferred them to be Nam Tai • Tang Xi Technology Park and Nam Tai • U-Creative Space (Lujiazui), respectively. In March 2020, Kaisa-affiliated management acquired a land parcel in Machong Town, Dongguan City, through public auction, and planned to develop it into high-quality residential and commercial properties under the name of Nam Tai • Longxi. In addition, in the same month, we filed the construction acceptance record for Nam Tai Inno Park. In May 2020, we obtained property ownership certificates for 11 buildings within Nam Tai Inno Park. In the second quarter of 2020, we submitted the application of urban renewal for Nam Tai Inno Valley to the City Renewal and Land Development Bureau of Shenzhen Bao’an District. In the third quarter of 2020, we started to deliver units in Nam Tai Inno Park to our tenants and we had obtained the foundation work construction permit for Nam Tai • Longxi project. 46 Table of Contents In September 2020, the previous Board of Directors appointed Mr. Lai Ling Tam as our Executive Chairman of the Board, together with the appointment of Mr. Jiabiao Wang as our Chief Executive Officer and Mr. Wai Hang Wan as our Chief Financial Officer. Mr. Wan resigned as our Chief Financial Officer in March 2021. On March 18, 2021, the Board appointed Mr. Terrence Lu as Interim Chief Financial Officer of the Company, succeeding Mr. Wan, the former Chief Financial Officer, effective immediately. On November 30, 2021, the special meeting of shareholders (hereinafter referred to as the “Special Meeting”) completed the reorganization of the Board of Directors of the Company. At this Special Meeting, shareholders holding nearly 60% of the Company’s issued shares voted to pass the resolution proposed by IsZo Capital Management Co., Ltd. The following resolutions were adopted at the special meeting: the immediate removal of the Kaisa-affiliated directors, and the appointment of six new directors, including the appointment of Michael Cricenti as the new chairman. On December 9, 2021, the Board of Directors appointed Chunhua Yu as an Executive Director, legal representative and signatory of Nam Tai Investment (Shenzhen) Co., Ltd. The appointment of new management members has significantly strengthened our leadership and laid the foundation for a new stage of the Company’s growth and development. On January 11, 2022, we provided an update on local affairs and efforts to preserve social stability and announced agreements with IAT Insurance Group and IsZo Capital Management, which provided unsecured loan facilities to support the Company with immediate capital and liquidity without equity dilution. On March 3, 2022, the Board of Directors appointed Chunhua Yu as Interim Chief Executive Officer and subsequently the CEO on January 1, 2023. On November 18, 2022, we commenced quotation on the OTC Expert Market under the ticker NTPIF, since the NYSE suspended the trading of our common shares on November 17, 2022. On December 5, 2022, our common shares were delisted from the NYSE following the filing of a Form 25—Notification of Delisting by the NYSE staff. On June 5 and 9, 2023, it is announced that the reconstituted Board and the new management team of the Company have lawfully obtained the corporate seals (more commonly known as chops) and business licenses for all of the Company’s subsidiaries in the People’s Republic of China without full control over the on-shore subsidiaries or their records. On March 1, 2024, the Board appointed Yuhua (Lillian) Zhang as Chief Financial Officer of the Company. On October 23, 2024, the Company appointed current Board member Bo Hu to the role of Chief Executive Officer, and Mr. Hu will continue to serve on the Board. In December 2024, the Company announced that its reconstituted Board of Directors and new management had lawfully obtained full control over the Company’s assets in the PRC, and had completed the registration of the new legal representative for each of its PRC subsidiaries with the relevant local Administrations for Market Regulation. Additionally, the Company has reached a global settlement with GSL, a wholly owned subsidiary of Kaisa Holdings Limited, to amicably resolve all outstanding disputes among the parties. In December 5, 2025, Bo Hu was appointed as the legal representative of Nam Tai Investment (Shenzhen) Co., Ltd., succeeding Chunhua Yu. In January 6, 2026, Bo Hu was appointed as the legal representative of Zastron Electronic (Shenzhen) Co., Ltd., succeeding Chunhua Yu. On January 30, 2026, the Company’s quotation moved from OTC Expert Market to the OTC Pink Limited Market. Nam Tai Property Inc. is a business company limited by shares incorporated in the British Virgin Islands. Our principal executive offices are located at, No. 2, Namtai Road, Gushu Community, Xixiang Township, Bao’an District, Shenzhen City, Guangdong Province, People’s Republic of China and the telephone number at this address is + (86755) 2749-0666. For a discussion of our capital expenditures, see “Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Capital Expenditures.” The SEC maintains an Internet website that contains electronically submitted reports, proxy documents, statements and other information about our company at www.sec.gov. Our official website is https://www.namtai.com/. The information contained on our website does not form part of this annual report. 47 Table of Contents Recent Development Disposal of Wuxi Property On March 15, 2025, the Company entered into an agreement relating to the sale of its Wuxi property to the local government of Wuxi (the “Buyer”) for RMB224.8 million, or approximately $32.0 million. The Buyer paid 50% of the purchase price upon signing and paid the remaining balance at closing in May 2025. Mortgage Loan On January 3, 2025, we secured a mortgage loan with Shenzhen Rural Commercial Bank in an aggregate amount of RMB110.0 million, maturing in eight years. The blended all-in rate of this loan is approximately 4.4% per year, based on the LPR published by the PBOC. This loan is secured by our Nam Tai Inno Valley property. Refinancing for Nam Tai Technology Center On March 17, 2025, we refinanced our loan relating to Nam Tai Technology Center property through a construction loan from Shenzhen Rural Commercial Bank (the “Shenzhen Rural Commercial Bank Loan”), as we expected to restart construction on this high-potential and valuable project in the near term. The Shenzhen Rural Commercial Bank Loan has a 10-year term and, when fully drawn (based on a draw schedule), will total RMB700 million. As of December 31, 2025, RMB497 million had been drawn. The blended all-in rate (five-year LPR, plus 110 basis points) is approximately 4.6% per year, based on the LPR published on February 20, 2025 and updated on June 21, 2025, by PBOC. Upon certain events, such as a partial sale, we may partially repay the Shenzhen Rural Commercial Bank Loan according to a release schedule without penalty. We may also prepay this loan in part or in full, subject to a prepayment penalty equal to three months of interest on the remaining balance. This refinancing replaces our previous loan with Bank of Guangzhou, which had a total facility amount of RMB450 million at an approximate interest rate of 6.0% per year (one-year LPR plus 265 basis points), and a maturity date of March 1, 2026. In connection with the refinancing, the Company had to incur a penalty of RMB13.7 million to Bank of Guangzhou for early repayment. Refinancing of Nam Tai Inno Park On July 4, 2025 (the “Signing Date”), the Company entered into a new loan relating to Nam Tai Inno Park from China CITIC Bank Corporation Limited (the “CITIC Bank Loan”). The CITIC Bank Loan has a total facility amount of RMB600 million. The first tranche of RMB400 million was drawn on July 11, 2025, and the second tranche of RMB200 million was drawn on July 31, 2025. The CITIC Bank Loan matures on July 4, 2040, 15 years from the signing date. The blended all-in rate (five-year LPR, plus 80 basis points) is approximately 4.3% per annum (based on the LPR published on June 20, 2025, as reported by the Central Bank of the People’s Republic of China). The principal repayment schedule, based on the RMB600 million balance, requires repayments of RMB12 million within one year and RMB54 million within three years from the full drawdown (i.e. July 31, 2025). The CITIC Bank Loan replaces our previous loan with Bank of China (the “BOC Loan”) with improved terms. The BOC Loan had an original maturity date of November 7, 2028, and an outstanding balance of RMB405 million as of July 21, 2025 (the “Repayment Date”). The interest rate on the BOC Loan was 5.022% per annum (based on the five-year LPR published on November 20, 2024, plus 142.2 basis points). The principal repayment schedule under the BOC Loan required RMB93 million within one year and RMB316 million within three years. There was no prepayment penalty for the BOC Loan. Nam Tai • Longxi General Contractor Dispute In July 2025, we received a notice from Shenzhen Guangshengda Construction Co., Ltd. (“Guangshengda”) regarding the assignment of claims for Nam Tai • Longxi project under its general construction contract to Shenzhen Weiyueda Mechanical & Electrical Installation Engineering Co., Ltd. (“Weiyueda”). We responded in August 2025, disputing and refusing to acknowledge the validity of such assignment. We believe the assignment is invalid due to, among other reasons, Guangshengda’s failure to fully perform its post-warranty maintenance obligations, which has led to customer complaints and potential group disputes, the ongoing and unresolved final project settlement process, which includes potential claims for liquidated damages against Guangshengda for project delays, and Guangshengda’s failure to issue the full amount of required invoices for the project. In late August 2025, 54 residential units of the project were frozen by a court order following a pre-litigation asset preservation application filed by Weiyueda. 48 Table of Contents In September 2025, we filed a jurisdictional challenge, arguing that the case should be heard by a court in Shenzhen, which is currently under review by the court. We have also applied to substitute the frozen assets, specifically the pre-sold properties, with other unencumbered assets. Such application has not been approved as the plaintiff, Weiyueda, objected. In October 2025, Weiyueda’s legal counsel proposed a potential settlement involving the transfer of properties in lieu of cash payment. This proposal is under preliminary review and no agreement has been reached. In January 2026, the court held the first hearing, but no judgment was rendered. The court provided both parties additional time to finalize settlement calculations. A second hearing was held in April 2026, and no judgment has been issued as of the date of this report. This litigation remains pending before the court, and the timing and outcome remain uncertain. The freezing of properties has impeded their sale, which could adversely affect our project sales and cash flow if not resolved in a timely manner. As of the date of this report, no provision has been recorded in respect of this matter. Nam Tai • Longxi Property Services Dispute The Company is involved in litigation with Dongguan Kaisa Property Management Co., Ltd. (“Dongguan Kaisa Property”), the initial property management service provider for Nam Tai • Longxi project, which was substantially completed in 2022. In October 2024, as part of the Global Settlement with GSL, the Company entered into a settlement agreement with Dongguan Kaisa Property to terminate the property management contract for Nam Tai • Longxi project and change the property management company with the assistance of Dongguan Kaisa Property. However, Dongguan Kaisa Property did not vacate, and filed a lawsuit against the Company later in 2025 (the “Dongguan Litigation”). In August 2025, Dongguan Kaisa Property obtained a pre-litigation preservation order from the court, freezing two residential units of the Nam Tai • Longxi project and approximately RMB0.2 million in the Company’s bank accounts. In October 2025, the Company obtained Dongguan Kaisa Property’s statement of claim, which seeks payment of approximately RMB1.1 million in property management fees for vacant residential units and parking units from November 2024 to May 2025, plus fees of approximately RMB2.2 million for vacant commercial units from September 2023 to May 2025, totaling approximately RMB3.4 million, inclusive of late payment interest. In November 2025, in response to Dongguan Kaisa Property’s actions, the Company initiated arbitration with the International Chamber of Commerce (“ICC”) against GSL and Kaisa. On January 21, 2026, the Company and the Kaisa-affiliated parties executed a supplemental agreement to the Global Settlement. Pursuant to this supplemental agreement, the parties have submitted applications to withdraw the Dongguan Litigation, to lift all related preservation measures, and to withdraw the ICC arbitration. Dongguan Kaisa Property has also undertaken that it will not pursue any claims for property management service fees incurred on or before December 31, 2025. Based on consultation with legal counsel, management believes that the supplemental agreement has fully resolved the disputes. All litigation, arbitration proceedings and related preservation measures have been formally withdrawn. As the Company no longer faces a probable loss, no provision has been recorded. B.Business Overview Nam Tai Property Inc. is a British Virgin Islands–incorporated company with roots dating back to its founding in Hong Kong in 1975. Originally engaged in manufacturing, the Company pivoted in April 2014 to focus on industrial real-estate development and operations. Today, it is primarily an owner, developer, and operator of high-quality technology and industrial parks in Mainland China’s Greater Bay Area. The Company uses the term “Mainland China” (or “PRC”) in its disclosures to refer to the People’s Republic of China, excluding Taiwan, Hong Kong and Macao. The Company’s core portfolio includes (i) Nam Tai Inno Park in Guangming District, Shenzhen, (ii) Nam Tai Inno Valley in Bao’an District, Shenzhen, (iii) Nam Tai Technology Center in Bao’an District, Shenzhen, each designed to foster next-generation industrial ecosystems that integrate production, office, commercial, incubation, and service spaces, as well as (iv) Nam Tai • Longxi in Machong Town, Dongguan, a for-sale residential property representing the Company’s expansion from commercial properties into residential properties. 49 Table of Contents Over the past four years, the Company has faced significant challenges, including Shareholders Dispute, strategic transitions, and legacy management issues. Looking ahead, the Company’s strategy is to generate sustainable, long-term value by enhancing its existing property portfolio and pursuing strategic opportunities particularly in high-tech sectors and investments related to the industrial-property ecosystem. The Company’s future success will depend on the effective execution of its development plans and the continued stabilization of its corporate leadership. •In April 2025, the Shenzhen Guangming District Bureau of Industry and Information Technology officially inaugurated the “Nam Tai Artificial Intelligence Makerspace.” As a specialized incubation platform developed by the Company, the Makerspace provides approximately 2,500 square meters of zero-rent space along with comprehensive AI services to support innovation in artificial intelligence and life sciences industries. •In April 2025, Nam Tai Technology Center resumed full construction operations. •In the second half of 2025, the Company introduced a selective “equity-for-rent” arrangement at Nam Tai Inno Park, pursuant to which the Company may exchange a portion of rental payments for minority equity interests in high-potential tenant companies. This approach allows the Company to align interests with selected tenants while participating in their potential future upside. In the first transaction under this model, relevant business registration was completed in February 2026, and the Company exchanged rental consideration for a minority equity stake in a qualifying tenant enterprise. •From October 23 to October 25, 2025, Nam Tai Inno Park hosted the “AI for Science Innovation Week” event. Co-organized by the Company and Nam Tai Inno Park, with guidance and support from Guangming District’s Bureau of Industry and Information Technology, Bureau of Science and Technology Innovation, and Bureau of Commerce, the event featured three days of high-profile forums, innovation training, collaborative research initiatives, and commercial launch activities. The event highlighted the cutting-edge achievements and development potential of Guangming District's “AI + Life & Health” industrial integration. Project Portfolio – Summary The following two stages are the principal stages for our properties: •Properties Completed, comprising the properties held for sale or leasing for which the completion acceptance has been filed and the construction has been completed and the internal acceptance criteria are met. •Properties Under Development, comprising properties for which the foundation work construction permits have been obtained and property that is under construction and has not yet completed acceptance. Projects Nam Tai Inno Park Nam Tai TechnologyCenter Nam Tai Inno Valley Nam Tai Longxi Location Guangming District,Shenzhen Bao’an District,Shenzhen Bao’an District,Shenzhen Machong Town,Dongguan Residential and Type Industrial buildings and supporting dormitory buildings Commercial Property Site Area (sq. m.) 103,739 22,364 26,313 33,763 Capacity GFA (sq.m.) 265,139 139,746 N/A 84,408 Total GFA (sq. m.) 331,701 194,595 41,927 114,520 Under Development (sq. m.) — 194,595 — — Total GFA Completed (sq. m.)(3) 331,701 — 41,927 114,520 Interest attributable to us 100 % 100 % 100 % 100 % Our Projects and Properties Projects in Operation Nam Tai Inno Park Nam Tai Inno Park is the Company’s first factory-to-industrial-park redevelopment project located in Guangming District, Shenzhen. Developed between 2018 and 2020, the project has a site area of 103,739 square meters and a total GFA of 331,701 square meters. The for-rent project reached approximately 75% occupancy as of December 31, 2025. It consists of five industrial R&D buildings, two industrial service centers, and three supporting dormitory buildings, designed to accommodate tenants primarily in the information technology and life sciences sectors. 50 Table of Contents To enhance tenant retention and create potential long-term value in a competitive leasing environment, the Company introduced a selective “equity-for-rent” arrangement at Nam Tai Inno Park in the second half of 2025. Under this model, the Company may, on a case-by-case basis and subject to strict commercial evaluation, exchange a portion of rental payments for minority equity interests in high-potential tenant companies. This approach allows the Company to align interests with selected tenants while participating in their potential future upside. In the first transaction under this model, relevant business registration was completed in February 2026, and the Company exchanged rental consideration for a minority equity stake in a qualifying tenant enterprise. The Company intends to apply this tool selectively to support occupancy stability and diversify revenue sources beyond traditional rental income, while maintaining disciplined valuation and risk management. This initiative is part of the Company’s ongoing efforts to strengthen its competitive position in the Greater Bay Area industrial property market. Nam Tai Inno Valley Nam Tai Inno Valley is located in Bao’an District, Shenzhen. The project has a site area of 26,313 square meters with an existing GFA of 41,927 square meters. This project is positioned for redevelopment, at which time (i.e., after obtaining approval from the regulators) it is expected to have a different entitlement/use and have increased FAR. The property currently consists of the original “factory buildings” (constructed in 2005 and refurbished in 2018). Currently, it is leased to short-term tenants, with occupancy of 71% in 2025. The Company is evaluating the property’s highest and best use, which may involve redevelopment. Nam Tai • Longxi Nam Tai • Longxi is the Company’s only residential development project which is located in Machong Town, Dongguan. The project includes 59,147 square meters of saleable residential space, 4,180 square meters of saleable commercial space, and 455 saleable parking spaces. Its construction began in 2020, presales started in August 2021, and its first batch of units was delivered in December 2022. 51 Table of Contents As of December 31, 2021, 2022, 2023, 2024 and 2025, the project recorded sales of 85, 65, 28, 63 and 252 residential units, respectively. The Company is implementing targeted actions to enhance sales velocity and clear the remaining inventory. Projects Under Construction Nam Tai Technology Center Nam Tai Technology Center is the Company’s second factory-turned-industrial-park redevelopment project, located in Bao’an District, Shenzhen, , adjacent to Nam Tai Technology Center, Currently under construction, the project has a site area of 22,364 square meters and a total GFA of 194,595 square meters. It consists of three R&D office buildings and a combined dormitory and retail podium. In January 2026, our management revisited the development plan of this project and determined to put Tower C of Nam Tai Technology Center for sale, instead of for lease, upon completion of the project. The construction of the project started in July 2019, but has been suspended for approximately two and a half years due to the Shareholders Dispute and related financial challenges. Under the current management, construction resumed in February 2025, and is expected to be completed by June 2026, with the acceptance inspection by July 30, 2026. In December 2025, the Company entered into a six-year master lease agreement with Shenzhen Anju Leyu Development & Construction Co., Ltd. (“Shenzhen Anju”), a state-owned enterprise that manages the rental housing program for the Futian District Government, covering approximately 456 dormitory units across approximately 24,000 square meters of facilities at our Nam Tai Technology Center project in Bao’an District. However, the master lease agreement with Shenzhen Anju may be subject to termination risk in accordance with terms in the event of the Futian District Government’s termination of its cooperation with Shenzhen Anju, or any change in governmental policies. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—Cancellations of leasing agreements could have an adverse effect on our business.” The Company is actively exploring alternative leasing arrangements with other prospective tenants, including, among others, large-scale hotel groups and other institutional operators, with a view to ensuring the continued utilization of the relevant facilities in the event that the master lease agreement with Shenzhen Anju is terminated. (NOTE: Conceptual rendering for illustration purposes only.) 52 Table of Contents Projects Disposed and Terminated Wuxi Facilities The Wuxi Facilities are located in Wuxi, Jiangsu. The project has a land area of 43,698 square meters. The plant has ceased production in 2013. In October 2018, former management entered into a 12-year lease agreement (with a 10-month rent-free period) with a third party to lease the entire facility. On May 22, 2025, the Company completed the sale of the Wuxi facilities to the local government for total proceeds of RMB224.8 million. Summary of Appraisal Value of Our Properties The following table summarizes the appraised value of the Company’s four properties as of December 31, 2025, as determined by two accredited asset appraisal firms independently: 1.Cushman & Wakefield Land and Real Estate Appraisal Co., Ltd (Shenzhen) (“Cushman & Wakefield”) 2.Shenzhen Guoyu Asset Appraisal Real Estate and Land Appraisal Consultant Co., Ltd. (“Guoyu”) Appraisal Value Appraisal Value in original currency on appraisal report (RMB) after translated to our reportingcurrency (USD) (1) Project Location by Cushman& Wakefield by Guoyu by Cushman & Wakefield by Guoyu Nam Tai Inno Park Shenzhen 2,167,781,816 2,279,502,944 308,361,567 324,253,619 Nam Tai Inno Valley Shenzhen 213,877,819 204,302,595 30,423,587 29,061,536 Nam Tai Technology Center Shenzhen 2,366,320,000 2,310,675,192 336,603,129 328,687,794 Nam Tai • Longxi Dongguan 119,888,395 109,945,143 17,053,826 15,639,423 Total GAV 4,867,868,030 4,904,425,874 692,442,109 697,642,372 Note: (1)The exchange rate used in the above translation is RMB7.03 to US$1.00, which is consistent with the one used in our audit report. The Process of PRC Real Estate Development Projects The following flow chart summarizes the technical process of typical real estate development projects in the PRC: Planning and Design Our project planning and design process includes concept and architectural design, construction and engineering design, budgeting, financial analysis and projections, as well as securing financing. We believe that careful planning is essential to controlling the costs, quality, and timing of our projects. We outsource our design work to reputable third-party design firms. Our planning and development team works closely with project managers, as well as external designers, and architects to ensure that our designs comply with PRC laws and regulations, and meet our design and other project objectives as part of our design management process. Our senior management is also actively involved in the process, especially in the master planning and architectural design of our projects. We conduct preliminary planning and scheduling for each stage of the development project, including planning our outsourcing requirements for the construction stage. 53 Table of Contents We seek to integrate technology in our projects by incorporating various sensors to our building automation systems with designs that focus on the comfort and convenience of the tenants. In determining the architectural designs of our projects, we consider the proposed type of products to be developed in light of the surrounding environment and neighborhood. In selecting external design firms, we consider, among other things, their reputation for reliability and quality, their track record in the market, the design proposed and the price quoted. Design firms can participate in the tender process by our invitation only. Our planning and design team monitors the progress and quality of the design firms to ensure that they meet our requirements. Construction and Management We outsource all of our construction work to independent construction companies that are selected mainly through our invitation to tender bids for a project. We generally hire one or more main contractors for each of our projects with a number of subcontractors. The main contractors are responsible for a designated portion of the project. We have established a selection procedure in order to ensure compliance with our quality and workmanship standards. We take into account the construction companies’ professional qualifications, reputation, track record, financial condition and resources when inviting candidates to bid. We also review the qualifications and performance of our construction contractors periodically. We closely supervise and manage the construction process of the entire project to monitor and analyze information regarding quality of the construction and material purchased on a real-time basis. We collect information throughout the development cycle on the entire project, including information from our third-party contractors, to avoid unanticipated delays and cost overruns. Our construction contracts typically provide for limited flexible payments, which provide for adjustments for some types of excess, such as design changes during construction or changes in government-suggested steel and cement prices, as well as labor costs. The contractors are typically responsible for procuring the necessary raw materials, as well as providing engineering and construction services. We procure certain ancillary fixtures for installation, such as elevators, windows and entrance doors. For our purchases of such fixtures, we use a centralized procurement process to help increase our negotiating power and lower our unit costs. We maintain good relationships with our suppliers and have not encountered any significant supply shortages or disruptions in the past. Marketing, Sales and Leasing We maintain an internal marketing team for our development projects and will adjust our own sales force and operating team. We may also use outside agencies on our projects when appropriate. Our marketing teams survey the demographics of each project area to determine the appropriate unit sizes and design features. They also work with the sales force and outside agencies to prepare the advertising, promotion, and selling plans for each project. The sales force at each project is responsible for following through on the entire sales and leasing process, including setting monthly sales or leasing targets, controlling prices, implementing special promotions, monitoring external agency performance, and processing customer feedback. Delivery, After-Sale Services and Property Management Operation We assist customers in obtaining financing and provide related information. We also have set up a specific service office to assist our customers in various title registration procedures and agreement execution. We offer various communication channels for customers to give their feedback about our properties or services. We also cooperate with third party property management companies to better manage our properties and ancillary facilities, such as clubhouses, and to handle customer feedback. We endeavor to deliver the units to our customers on a timely basis. We closely monitor the construction progress of our property projects and conduct pre-delivery property inspections to ensure timely delivery. Once a property development has passed the requisite government inspections and is ready for delivery, we will notify our customers and hand over keys and possession of the properties. To ensure smooth operation and high-quality management service of our property, we also provide various property management services for each of our properties, including security, landscaping, building management and management of public facilities and equipment, cultural activities, housekeeping, repair and so on. 54 Table of Contents Quality Control We emphasize quality control to ensure that our properties meet our standards and provide high quality service. We engage third-party contractors to provide various services, including design, pile setting, foundation digging, construction, equipment installation, interior decoration, electromechanical engineering, pipeline engineering and elevator installation. We endeavor to employ contractors with good reputations, strong track records, and adequate financial resources. We also adopt and follow our own quality control procedures and routinely monitor works performed by third-party contractors. We require our contractors to comply with relevant laws and regulations in China and the cities we operate, as well as our own standards and specifications. We also employ independent surveyors to supervise the construction progress. In addition, the construction of real estate projects is regularly inspected and supervised by PRC governmental authorities. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—We may be adversely affected by the performance of third-party contractors.” Competition The property industry in the PRC is highly competitive. In recent years, the total floor area and the vacancy rate of office properties in Shenzhen have increased while the rental rate has declined. There has also been an increase in the number of competing projects in our proximity, which could intensify competition among property developers, and force us to reduce prices or incur additional costs to make our properties more attractive. Moreover, as Shenzhen transforms from a labor-intensive electronic manufacturing hub to a research and innovation center, many factories located on industrial lands are being converted to technology parks similar to Nam Tai Inno Park, Nam Tai Technology Center and Nam Tai Inno Valley. Other financially distressed Chinese real estate developers and competitors may disrupt the market by initiating price wars and conducting fire sales of assets at deep discounts to address their liquidity issues or massive debt maturities. This would significantly erode the company’s operating margins and profitability. Some of our competitors have competitive advantages over us, including greater economies of scale, more well-known brands, new and different business models, lower costs, larger customer bases, more experience in real estate development and greater financial, marketing, technology, human resources, as well as other expertise and resources. Furthermore, property developers that are better capitalized than we are may be more competitive in acquiring land through the auction process. In addition, competition among property developers may result in increased costs, shortage of raw materials, oversupply of properties, and difficulty in hiring or retaining qualified personnel. In particular, the occupancy and rental income at Nam Tai Inno Park are also subject to competition from other industrial parks in the Guangming District, including newly completed projects in its adjacency. Increased supply in the local market has contributed to heightened competition for tenants. The Company continues to focus on differentiating its offerings through location, facilities, and tenant services to maintain stable occupancy in this competitive environment. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—We may face intense competition from other developers. Other Chinese troubled real estate companies and competitors may disrupt the market by engaging in price wars, or conducting fire sales of assets at deep discounts to address liquidity or debt maturity issues. This may severely impact the company’s operating margin and profitability.” Seasonality Our operating results have been, and may continue to be subject to seasonality. Our occupancy and revenues have been generally higher during the spring (i.e. from March to May) and fall (i.e. from September to November) seasons than during the summer (i.e. from June to August) and winter (i.e. from December to February) seasons of each year, because of several factors, including the hometown travelling in Spring Festival period, hot weather in summer and cold weather in winter. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—Our financial condition and results of operations may fluctuate significantly due to seasonality, and our periodic financial results may not fully reflect the underlying performance of our business.” Intellectual Properties We own trademarks for “Nam Tai Inno Park”, “Nam Tai”, Company logo , and in the form of Chinese character in the PRC and Hong Kong. We rely on the country and region’s intellectual property and anti-unfair competition laws, as well as contractual restrictions, to protect our brand name and trademarks. We believe our brand, trademarks and other intellectual property rights are important to our success. Any unauthorized use of our brand, trademarks and other intellectual property rights could harm our competitive advantages and business. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business— Failure to protect our brand or trademark may adversely affect our business.” 55 Table of Contents Insurance We maintain property and liability insurance policies with coverage and insured limits that we believe are consistent with market practice in the property development sector in Shenzhen, China. We have bought third-party insurance and property damage liability insurance for some of our operating projects and properties. We also maintain directors and officers liability insurance. Nonetheless, the scope of insurance coverage that we can obtain may be limited as we have to consider the commercial reasonableness of the insurance cost. There are also certain types of losses that are currently uninsurable in China. Our contractors may not be sufficiently insured themselves or have the financial ability to absorb any losses that arise with respect to our projects or settle any claims we may have against them. We generally do not maintain business disruption insurance policies or key-man insurance. As such, certain types of losses, generally of an unforeseen or catastrophic nature, such as fires, natural disasters, terrorist acts, the outbreak of infectious disease or any resulting losses causing disruptions to our business operations, may not be sufficiently, or at all, covered by insurance. See also “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—Insurance may not cover all potential losses from damage affecting our assets and business.” Environmental Matters We are subject to a variety of laws and regulations concerning the protection of health and the environment. Environmental laws and regulations that apply to any given development site vary significantly according to the site’s location, environmental condition, the present and former uses of the site and the nature of the adjoining properties. Although we have received environmental assessments by the local PRC environmental regulatory authorities that we are permitted to proceed with our projects, it is possible that these reviews did not reveal all environmental liabilities and the PRC environmental regulatory authorities could in the future curtail our operations. In addition, we also cannot assure you that the PRC government will not change the existing laws and regulations or impose additional or stricter laws or regulations. See “Item 3. Key Information—D. Risk Factors—Risks Related to Our Business—We are subject to potential environmental liability.” The laws and regulations governing the environmental protection requirements for real estate development in China include the PRC Environmental Protection Law, the PRC Law on the Prevention and Control of Noise Pollution, the PRC Environmental Impact Assessment Law and the PRC Administrative Regulations on Environmental Protection for Development Projects. Pursuant to these laws and regulations, depending on the impact of the project on the environment, an environmental impact report, an environmental impact analysis table or an environmental impact registration form must be submitted by a developer before the relevant authorities grant approval for the commencement of construction of the property development. In addition, upon completion of the property development, the project company (other than the environmental authorities) should conduct environmental protection inspection of the completed project to ensure compliance with the applicable environmental protection standards and regulations before the property can be delivered. The project company shall formulate an environmental protection inspection report, disclose the report to the public, and submit the relevant data and information through the online platform of environmental protection inspection on completion of construction projects. See “Item 4. Information on the Company—B. Business Overview—PRC Regulations on Real Estate Development and Management.” PRC Regulations on Real Estate Development and Management The PRC government regulates the real estate sector. The following discussion summarizes the principal laws, regulations, policies and administrative directives relating to our business. Non-compliance with PRC regulations could subject us to penalties and other adverse consequences. The PRC legal system is based on the PRC Constitution and is made up of written laws, regulations, directives and local laws, and laws resulting from international treaties entered into by the PRC government. Court verdicts do not constitute binding precedents. However, they are used for the purposes of judicial reference and guidance. The National People’s Congress of the PRC (“National People’s Congress”) and the SCNPC are empowered by the PRC Constitution to exercise the legislative power of the State. The State Council is the highest organ of the State administration and has the power to enact administrative rules and regulations. Several ministries and agencies are under the State Council’s authority, including the MOHURD, the Ministry of Natural Resources (MNR), the Ministry of Commerce (“MOFCOM”), NDRC, the State Administration for Market Regulation, the State of Taxation Administration, and SAFE, and their respective authorized local counterparts. 56 Table of Contents Regulations on Foreign-Invested Real Estate Enterprise The Foreign Investment Law of the PRC, which was promulgated on March 15, 2019 and came into effect on January 1, 2020, sets out the regulatory framework for foreign investments and pursuant to which (i) foreign natural persons, enterprises or other organizations (collectively, the “foreign investors”) shall not invest in any sector forbidden by the negative list for access of foreign investment, (ii) for any sector restricted by the negative list, foreign investors shall conform to the investment conditions provided in the negative list, and (iii) sectors not included in the negative list shall be managed under the principle of treating domestic investments and foreign investments equally. It, together with its implementation rules, also sets forth necessary mechanisms to facilitate, protect and manage foreign investments and proposes to establish a foreign investment information report system where foreign investors or foreign-funded enterprises shall submit investment information to the competent departments of commerce through the enterprise registration system and the enterprise credit information publicity system. The Measures for Reporting Foreign Investment Information, which was promulgated on December 30, 2019 and came into effect on January 1, 2020, sets out the details of the foreign investment information report system. Since January 1, 2020, with respect to foreign investors carrying out investment activities directly or indirectly in the PRC, the foreign investors or foreign-funded enterprises shall submit investment information to the commerce authorities in accordance with these measures. According to the Special Administrative Measures for Access of Foreign Investment (Negative List) (2024 Edition) promulgated on September 6, 2024, the business of real estate development and property management does not fall under such categories where foreign investment is restricted or prohibited. Pursuant to the Urban Real Estate Administration Law, real estate development enterprise means “an enterprise that engages in the development and operation of real estate for the purposes of making profits.” Under the Regulations on Administration of Development and Operation of Urban Real Estate promulgated by the State Council on July 20, 1998 and last amended on November 29, 2020, a real estate development enterprise must satisfy the following requirements: •it must have a registered capital of not less than RMB1.0 million; and •it must have four or more full-time qualified real estate/construction professionals and two or more full-time qualified accountants. To be a qualified real estate development enterprise, a property developer shall apply for registration with the Department of Administration of Industry and Commerce (now known as the State Administration for Market Regulation). A developer must also report its establishment to the relevant real estate administration authority within 30 days upon receipt of its business license. In 2019 and 2020, respectively, the project subsidiaries which hold Nam Tai Technology Center and Nam Tai • Longxi have been qualified as real estate development enterprises. Shenzhen City Zoning Measures Our three development projects, Nam Tai Inno Park, Nam Tai Technology Center and Nam Tai Inno Valley, are located within the municipality of Shenzhen. Accordingly, our developments must be made in compliance with the relevant Shenzhen rules and regulations. Historically, the Urban Planning Standards and Guidelines, promulgated by Shenzhen Municipal People’s Government (the “Shenzhen Government”) in 2014, and amended in 2021, classified zoning of urban land into nine categories, including “residential”, “commercial and service”, “government and community”, “industrial”, “logistics and warehouse” “transportation utilities”, “municipal utilities”, “green spaces and squares “and other land. However, as part of China’s nationwide “multi-plan integration” reform, Shenzhen has transitioned to a unified territorial spatial planning system. The Shenzhen Territorial Spatial Master Plan (2021–2035) was officially approved in September 2024 and formally implemented in 2025. This plan now serves as the primary legal basis for all new development, land use, and zoning decisions in the city. Within the M zone category, “M-1” refers to common industrial land that is mainly zoned for factory buildings for production and manufacturing activities, but also encompasses uses including warehouses, small businesses, staff dormitories, attachable public facilities, attachable transportation facilities and other auxiliary facilities. “M-0” refers to a new type of industrial zone that combines research, originality, design, test pilot production, pollution-free production, other innovative industry and relevant supporting services. Land zoned as “M-0” is mainly used for factory buildings (pollution-free production) and research and development buildings and can also be used for associated commercial and staff dormitory, attachable public facilities, attachable transportation facilities and other auxiliary facilities. 57 Table of Contents On January 26, 2025, the Industry and Information Technology Bureau and Planning and Natural Resources Bureau of Shenzhen Municipality released the Shenzhen Industrial Block Line Management Measures (Draft for Comments), which proposed an increase in the minimum unit area for industrial space from 300 square meters to 500 square meters. This proposal has since been formally adopted and is now in effect as part of the General Design Rules for New-type Industrial Land (M0) Buildings (SJG 193-2025), effective July 1, 2025. Consequently, the minimum unit size for M-0 zones is now 500 square meters, which will impact the subdivision and transfer strategy for our future M-0 projects. The unit allowed for subdivision and transfer in M-0 zone has a lower minimum size of 500 square meters as compared to the unit in M-1 zone, which is 1,000 square meters. We believe smaller minimum sizes are more favorable to us with respect to permitting us to sell smaller subdivided units. Further, buildings in M-0 zone must follow certain legal planning construction index allocations that mandate percentages of the buildings that are required to be designated as research and development offices, commercial uses, dormitories, while index allocations for buildings in M-1 zone must be designated as factory buildings, small commercial uses or dormitories. In addition, the permitted floor area ratio for the “M-0” is generally higher than that for “M-1” zone which means M-0 zone has larger permitted building areas and potentially higher development value. As a result, we believe the planning construction index for the “M-0” zone offers us greater commercial advantages because we can build complexes with larger floor plans. Our three development projects in Shenzhen, Nam Tai Inno Park, Nam Tai Technology Center and Nam Tai Inno Valley, are located on industrial lands. Nam Tai Inno Park has an “M-1” designation with 50-year land use right that commenced in 2007. If the land use right holder does not renew the land use rights on maturity, the land will be reverted back to being state-owned. Nam Tai Technology Center has a 50-year of land use right that commenced in 1993. We renewed its land use right with a “M-0” designation on October 25, 2018, which means its land use right has been restarted from the date of the renewal for 50 years. Nam Tai Inno Valley currently has an “M-1” designation with 50 years of land use rights that commenced in 1999. If the land use right holder does not renew the land use rights on maturity, the land will be reverted back to being state-owned. Urban Renewal Measures of Shenzhen On December 30, 2020, the Standing Committee of the Shenzhen Municipal People’s Congress formulated and promulgated the Regulations on Urban Renewal of the Shenzhen Special Economic Zone (the “Renewal Regulations”), which became effective from March 1, 2021. The Renewal Regulations improved and modified the Urban Renewal Measures of Shenzhen. Urban renewal refers to comprehensive improvement and resettlement activities within specified old urban areas, including old industrial zones, old commercial districts, old residential districts, “town-in-city”, and old villages. Pursuant to the Renewal Regulations, all urban renewal projects in Shenzhen shall follow the key guidelines listed below: •Urban renewal should promote the public interest and follow the principles of government co-ordination, overall planning, public welfare, market operation and public participation. •The land use rights assignment contract shall specify the urban renewal unit planning and include the contents of project implementation supervision agreement. In case of industrial projects, the developer shall also sign an industrial development supervision agreement with the competent authority to clarify the regulatory requirements. Any failure to comply with the regulatory requirements may result in penalty on the developer. •Where the urban renewal project involves changes to land use rights contracts, such as re-starting the term from the signing date or changing the proposed use of the land, the party conducting the project is generally required to pay an additional land premium, as such changes are considered granting more favorable terms to the users under current regulations. Our Nam Tai Technology Center project is the urban renewal project for demolition and reconstruction, and can be subdivided and transferred, after obtaining approval documentation and payment of certain additional land premiums. The amount of land premiums differs based on the specific property usage or future transfer method. Our land was obtained at a relatively low cost, so we may be subject to significant additional land premiums when we renew the land use right contracts. For Nam Tai Technology Center, we have received necessary approvals for urban renewal project and already paid additional land premiums of $21.0 million in 2018 and $49.0 million in 2019. Our payment of additional land premiums will increase the cost basis of Nam Tai Technology Center for the purpose of calculating land appreciation taxes (“LAT”), if we choose to sell the developed units. 58 Table of Contents In addition, pursuant to the Measures to Speed Up Urban Renewal issued by the government of Bao’an District, the industrial supervision agreement shall be signed before pre-sale of industrial real estate development project, and if there is no pre-sale, the industrial supervision agreement shall be signed before obtaining plan acceptance certificate. As projects are on industrial sites, the Company shall sign a strict industrial development supervision agreement with authorities in compliance with specific regulatory indicators such as investment intensity, output efficiency and energy conservation and environmental protection. The Company has signed such agreement for Nam Tai Technology Center in September 2021. Under the Renewal Regulations, a building in an old industrial or commercial area is generally eligible for demolition and reconstruction as part of an urban renewal project if it has been completed for at least 15 years. Buildings that have been completed between 10 and 15 years may also qualify if they meet specific conditions, such as alignment with industrial upgrading policies or public interest requirements approved by the Shenzhen Municipal Government. The buildings located on the site of Nam Tai Technology Center have satisfied the 15-year requirement. The floor area ratio of Nam Tai Technology Center has greatly increased from 2.3 to 6 after the renewal of land use rights and the achievement of “M-0” approval. As a result of this substantial increase, relevant regulations may impose certain usage limitations and may also restrict us from selling the project. The Measures on Administration for Industrial Block of Shenzhen promulgated by the Shenzhen Government on August 2, 2018, among other things, provide that: •the Shenzhen government shall strictly implement the re-designation of industrial zones from “M-1” to “M-0” within the designated block line, and the proportion of such re-designation in several districts, shall not exceed 20% of the aggregate land lots within the industrial block; and •if a transferor transfers property zoned as industrial land within the designated first-tier industrial block line or partially transfers an industrial building, the transferee must be an enterprise that has been engaged in manufacturing, research and design of products for more than three years, and has paid all taxes. Regulations on Development of a Real Estate Project The following is a summary of the relevant permits and certificates required to be obtained to complete our projects, together with the applicable regulations. Regulations on Land and Land Use Right Certificate The Law of Land Administration of the PRC, promulgated on June 25, 1986 and amended on August 26, 2019, distinguishes between ownership of land and the right to use land. All land in the PRC is either state-owned or collectively-owned, depending on location. Generally, land in urban areas within a city or town is state-owned and land in rural areas of a city or town and rural land are collectively-owned. Although all land in the PRC is owned by the governments or by the collectives, individuals and enterprises are permitted to hold, lease and develop land for a specified term without ever owning the land, the duration of which depends on the specific use purpose of the land. A system of assignment and transfer of the right to use state-owned land was adopted pursuant to the Interim Regulations on Grant and Transfer of the Right to Use State-Owned Land in Urban Areas of PRC, which is promulgated on and effective as of May 19, 1990 and last amended on November 29, 2020, by the State Council. Enterprises, and other organizations who intend to hold, lease and develop land, shall pay a land premium to the government as consideration for the grant of the land use rights on terms of use prescribed by the government. Land users may transfer, lease, mortgage or otherwise commercially exploit the land use rights within the terms of use. After payment of the land premiums in full, their land user registers the land use rights with the natural resources authority and obtains a “land use rights certificate”. The maximum terms with respect to the land use rights are: (a) 70 years for residential purposes; (b) 50 years for industrial purposes; (c) 50 years for the purposes of education, science, culture, health and sport facilities; (d) 40 years for commercial, tourist and recreational purposes; and (e) 50 years for other designated uses. The PRC Civil Code effective from January 1, 2021 provides for automatic renewal of residential land use rights upon expiry, but non-residential rights (including industrial) require application for renewal and payment of additional land premiums in accordance with local regulations. Unless it is otherwise prescribed by any law, the owner of construction land use rights has the right to transfer, exchange, and use such land use rights as equity contributions or collateral for financing. If the state takes the premises owned by entities or individuals, it must compensate the property owners in accordance with laws and protect the lawful rights and interests of the property owners. 59 Table of Contents Construction Land Use Planning Permit Under the Urban and Rural Planning Law of PRC promulgated by the SCNPC on October 28, 2007 as amended on April 23, 2019, a developer that has acquired state-owned land use rights through grant must, after signing the land grant contract and obtaining approval for a construction project, apply to the natural resources authority for a construction land use planning permit. Pursuant to the renewed land use rights assignment contract dated October 8, 2018 for Nam Tai Inno Park, the authority required us to complete the construction of the main structures by April 25, 2023. If we fail to complete such construction before this date, the Shenzhen Planning and Land Resources Committee may impose a penalty on us as a condition for us to receive the construction acceptance certificate. If the delay is within three months, the penalty could be 1.5% of the original land acquisition price; We have not yet been ordered to pay penalty and have not applied for an extension. If the completion is overdue but no application for extension is made, liquidated damages shall be paid according to the provisions of the preceding paragraph within two years from the date of expiration. Where the expiration is over two years (including two years), the Shenzhen Planning and Land Resources Committee may collect liquidated damages at 20% of the contract land price. If actual expiration period is calculated according to the provisions of the preceding paragraph and the proportion of the liquidated damages payable is higher than 20%, the actual calculated proportion shall be levied. The Shenzhen Planning and Land Resources Committee (now known as Shenzhen Planning and Natural Resources Bureau) may also recover the land use right and the buildings and other attachments on the ground free of charge. Construction Works Planning Permit Under the Urban and Rural Planning Law of PRC, a property developer who has a proposed construction project within the planning area of a city or town must, after obtaining a land use right certificate, a construction land use planning permit and completing the detailed architectural design in compliance with planning conditions, submit the construction plans, together with the land use rights certificate, to the planning and natural resources authority of the city or county people’s government or the town people’s government designated by the provincial government, and apply for a construction works planning permit. A construction works planning permit is different from a construction land use planning permit. Construction land use planning permits prove that the land use corresponds with the applicable urban planning requirements, while construction works planning permits prove that the design, construction and engineering satisfy the urban planning requirements. The Urban and Rural Planning Law of PRC also provides regulations with respect to the formulation, implementation, modification, control, supervision of, and related legal liabilities associated with, measures aimed at curbing conflicts during urban and rural construction developments. The scope of the measures includes the planning, layout and construction of cities, towns with administrative status and villages. The Urban and Rural Planning Law stipulates that where any construction project is commenced without a construction works planning permit, or where such permit has been obtained but construction has not proceeded in accordance with that permit, the Urban and Rural Planning Department at the county level or above may issue an order to cease the construction works. In the case that the construction can be remedied to conform to the relevant planning rules, an order can be made to rectify the construction in a prescribed period and a fine totaling between 5% and 10% of the total construction cost may be imposed. Where the construction cannot conform to relevant planning rules, an order for its demolition will be issued or, where demolition is not possible, the property and/or illegal income derived from the property will be confiscated and a fine totaling less than 10% of the construction cost will be imposed. Construction Permit According to the Measures for the Administration of Construction Permits for Construction Projects, which was promulgated by the MOHURD on June 25,2014 and last amended on March 30,2021, when a construction site has been properly prepared and is ready for the commencement of construction, the developer must apply for a construction permit from the construction authorities at or above the county level. According to the Notice Regarding Strengthening and Regulating the Administration of Newly-Commenced Projects issued by the General Office of the State Council on November 17, 2007, before commencement of construction, all projects shall fulfill certain conditions, including, among other things, compliance with national industrial policies, submission of development plans, compliance with land supply policies and market access standards, completion of all approval and filing procedures, compliance with zoning plans, completion of proper land use procedures and obtaining proper environmental valuation approvals and construction permits or reports. Nam Tai Inno Park, Nam Tai Technology Center and Nam Tai • Longxi have already obtained construction permits. 60 Table of Contents Construction Acceptance Certificate According to the Regulation on the Quality Management of Construction Projects promulgated by the State Council on January 30, 2000, as amended on April 23, 2019, and the Provisions on Inspection and Acceptance Upon Completion of Buildings and Municipal Infrastructure promulgated by MOHURD in December 2013, after the completion of the construction and achievement of the construction acceptance report, the property must undergo further inspection and receive relevant approvals from local authorities including planning bureaus, fire safety authorities and environmental protection authorities. Thereafter, the property developer shall apply for a construction acceptance certificate at the property development authority. Failure to obtain such acceptance certificate may affect our ability to deliver units to third parties. If we fail to deliver units on time, our customers may bring breach of contract and commence litigation against us. Property Ownership Certificate Under the Measures for Administration of Sale of Commodity Properties, developers must submit an application for property ownership certificates to local real estate administration authorities within 60 days after the delivery of property to customers. Developers are required to assist customers in applying for subdivision amendments in the procedures for land use rights and registration procedures for property ownership. In accordance with the Measures for Administration of Pre-Sale of Commodity Properties promulgated by Ministry of Construction on November 15, 1994 and amended on August 15, 2001 and July 20, 2004, purchasers must apply for individual property ownership certificates with local real estate administration authorities within 90 days after the delivery of pre-sale property. Developers are required to assist and provide purchasers with necessary verifying documents. Where purchasers fail to obtain the individual Property Ownership Certificates within the required period due to the fault of the developer, the developer will be liable for breach of contract unless the parties agree otherwise. Property developers, including us, usually specify a deadline for the delivery of the individual property ownership certificates in the sale agreements to allow sufficient time for the application and approval processes. Nevertheless, delays by the various administrative authorities in reviewing the application, granting approvals and certain other factors may affect timely delivery of the property ownership certificates. Accordingly, we may not be able to deliver individual real property certificates to purchasers on time as a result of delays in the administrative approval processes or for any other reason beyond our control, which may result in us having to pay liquidated damages. Or in the case of a prolonged delay, the customers may terminate the sales agreement. Regulations on Transfer of Property Interest According to the Urban Real Estate Administration Law promulgated by the SCNPC on July 5, 1994, as amended on August 26, 2019, “transfer of real estate” means to transfer the title of property from the original owner to another owner through sale, donation or other lawful means. When transferring a building, the title of the building and the land use rights to the site on which the building is situated are transferred together. Where the land use rights are originally obtained through assignment, the real property may only be transferred on the conditions that: (a) the assignment price has been paid and a land use rights certificate has been obtained; and (b) development has been carried out according to the land use rights assignment contract and, in the case of a project in which buildings are being developed, development representing more than 25% of the total investment has been completed. The title of each unit of Nam Tai • Longxi can be transferred to the buyers, and we will help each of our buyers to obtain property ownership certificates. The Measures on the Transfer of Industrial Building and Supporting Building promulgated by the Shenzhen Government on January 19, 2020, provide that legally built industrial buildings and their public facilities in Shenzhen may be transferred as whole, or can be divided and transferred in accordance with the relevant approval documents on land use or the land use rights assignment contract. Transferees of industrial buildings must be registered enterprises. In particular, the transferee of the supporting dormitory shall be the registered enterprise who holds office space in the same industrial project. Besides, the assignee of the industrial buildings shall not transfer the title to any third party within 5 years. The property of Nam Tai Technology Center project can only be partially subdivided and transferred. However, we are limited to selling office and dormitory units to enterprises, as the buildings are still considered as industrial nature. 61 Table of Contents Our Nam Tai Inno Park project is not an urban renewal project and it is stipulated in the relevant land use rights contract that the land may not be subdivided or transferred. We intend to conduct leases for the remainder of the land use rights period with respect to the properties in our Nam Tai Inno Park so as to not run afoul of the prohibition on partial subdivisions and transfers. Under the current PRC regulations, there are certain restrictions placed on individuals purchasing residential units in a residential building. On February 27, 2021, the Housing and Urban-Rural Construction Bureau, the Municipal Natural Resources Bureau and other five departments of Dongguan jointly issued a Notice on the Further Regulating the Real Estate Market Regulation, to firmly curb speculation and excessive price increases. Regulations in the notice include an increase in the ratio of initial down payment, strengthening the new housing record price guidance and others. On September 30, 2024, Dongguan’s Housing and Urban-Rural Development Bureau issued the Notice on Adjusting Policy Measures for the Stable and Healthy Development of Our City’s Real Estate Market, which abolished the previous restrictions on commodity housing transfer timelines and optimized personal housing loan policies, including, among other things, lowering the minimum down payment ratio for first-time homebuyers. Our Nam Tai • Longxi, a residential and commercial project, will be affected by continuously evolving PRC housing market regulatory policies. Since our Nam Tai Technology Center is an industrial building and the major purchasers or tenants of units in the project are required to be enterprises as described above, the aforementioned restrictions applicable to residential properties, such as initial down-payment ratios and purchase quotas, do not apply, and our target enterprise purchasers or tenants may purchase any number of units. Nevertheless, as each successive owner of units in an industrial building must be enterprises, not individuals, except for special circumstances, this may affect the transferability of both our office and dormitory units. Regulations on Leases The Administrative Measures for Commodity House Leasing promulgated by the MOHURD on December 1, 2010 and implemented on February 1, 2011, require that parties to a leasehold arrangement of a property shall register the leasing agreement with property administrative authorities within 30 days after entering into such leasing agreement. In addition, enterprises may be imposed fines between RMB1,000 and RMB10,000 and individuals may be imposed fines of less than RMB 1,000 if the parties fail to comply with such requirement. In addition, the PRC Civil Code imposes a maximum leasing term of 20 years. MOHURD, NDRC, Ministry of Public Security, China Quality Certification Center, the China Banking and Insurance Regulatory Commission and CAC also issued the Opinions on Rectifying and Regulating the Order of the Housing Rental Market (the “Opinions”) in December 2019. The Opinions stipulate requirements for the management of lease registration and the control of rent financing business. Regulatory requirements for the business of rent financing became more stringent. Rent financing loans shall be made based on the leasing contract signed and filed online, and the term of the loans shall not exceed the term of the contract. Stricter control imposed in the leasing industry may increase our costs to comply with the requirements and adversely affect our business operations and financial position. Regulations on Receipt of Lease Prepayments by Commercial Enterprises Under PRC laws and regulations, there are various restrictions applicable to real estate development enterprises accepting prepayments for presale of units in commercial and residential buildings. However, the units in Nam Tai Inno Park are offered for lease since we are not permitted to subdivide. As a result, these restrictions do not directly apply to the subsidiary who owns Nam Tai Inno Park. For Nam Tai Technology Center, the subsidiary owning the project has already possessed the qualifications for real estate development. Therefore, the above project may be subject to these restrictions. Regulations on Pre-sale of Units According to the Urban Real Estate Administration Law, a commodity unit may be sold before completion if: (a) all payment under the land use right assignment contract has been paid and a land use rights certificate has been obtained; (b) the construction works planning permit has been obtained; (c) the funds invested in the development of the buildings are more than 25% of the total investment in the project, and the work progress and completion and delivery dates have been ascertained; and (d) the pre-sale has been registered and a pre-sale permit has been obtained. The pre-sale seller shall report the pre-sale contracts for record-filing to the real estate administration and land administration departments of the people’s government above the county level. The pre-sale proceeds of commodity units must be used to develop the relevant pre-sold project until the completion of the construction. 62 Table of Contents According to the Measures for the Management of Pre-Sale of Urban Commercial and Residential Buildings promulgated by Ministry of Construction on November 15, 1994 and as amended on August 15, 2001 and July 20, 2004, the term “pre-sale of commodity units” refers to the act of real estate development enterprises selling houses under construction to purchasers and the purchasers paying the earnest money or the prices of houses. The pre-sale of commodity units is subject to a licensing system where the real estate development enterprise shall apply to the real estate administrative department for pre-sale approval so as to obtain the pre-sale permit. Real estate development enterprises must register contracts of pre-sale of commercial and residential buildings with the competent real estate authority and the relevant land administration within 30 days after the date of execution of the contract. Purchasers shall register their individual property ownership within 90 days after delivery of a pre-sold property and obtain the individual property ownership certificates. Prior to the completion of Nam Tai • Longxi, we had obtained the necessary pre-sale permits. Pre-sales commenced in August 2021, and the first batch of units was delivered in December 2022. Measures on Property Price Pursuant to the Notice on Optimizing the Management of Sales Price Declaration of Newly-Built Commercial Housing, which became effective on November 9, 2022, and the Notice on Optimizing the Declaration of Sales Prices for Newly-built Commercial Housing, which became effective on November 4, 2023, both issued by Dongguan Housing and Urban-Rural Development Bureau, for the first batch of new commercial and residential property projects applying for pre-sale permits or existing-sale filing, the real estate development enterprise shall reasonably determine the sales prices based on factors such as product positioning, construction quality, overall costs, and market supply and demand, and shall file the prices with the Municipal Bureau of Housing and Urban-Rural Development prior to applying for the pre-sale permit or existing-sale filing. The real estate development enterprise shall strictly mark the prices in accordance with the filed prices for sales, and the contracted online transaction price shall not be higher than the filed price, nor more than 15% (inclusive) lower than the filed price. For new commercial housing units that have been granted a pre-sale permit (or existing-sale filing certificate) but remain unsold, if a change in the sales price is required, such change may only be made after 30 days have elapsed from the date of obtaining the pre-sale permit (or existing-sale filing certificate) or from the date of the last price adjustment filing. If any illegal and irregular behaviors are found in real estate development enterprise, they will be strictly investigated and dealt with in accordance with laws and regulations. Major Taxes Applicable to Property Developers Land Appreciation Tax Under the PRC Interim Regulations on Land Appreciation Tax of 1993 and its implementation rules of 1995, as amended in 2011, LAT applies to both corporate entities and individuals. The LAT is payable by a taxpayer on the appreciation value derived from the transfer of land use rights, buildings or other facilities on such land, after deducting the following “deductible items”: •payments made to acquire land use rights; •costs and charges incurred in connection with the land development, which costs include demolition fees, pre-project fees, construction and installation engineering fees, infrastructure fees, and indirect development costs such as organizing and management fees, employees’ salaries, office expenses, water and electricity charges and interior furnishing fees, as well as charges for marketing, operation, financial expenses including interest payments; •construction costs and charges, in the case of newly constructed buildings and facilities; •the assessed value in the case of old buildings and facilities; •taxes paid or payable in connection with the transfer of real property; and •other items allowed by the Ministry of Finance of the PRC. The tax rate is progressive and ranges from 30% to 60% of the appreciation value as compared to the “deductible items” as follows: Appreciation value LAT rate Portion not exceeding 50% of deductible items 30 % Portion over 50% but not more than 100% of deductible items 40 % Portion over 100% but not more than 200% of deductible items 50 % Portion over 200% of deductible items 60 % 63 Table of Contents In order to assist the local tax authorities in the collection of LAT, the Ministry of Finance, the State Taxation Administration, the Ministry of Construction and the State Land Administration Bureau separately and jointly issued several notices to reiterate that, after the assignments are signed, the taxpayers should declare the LAT to the local tax authorities where the real estate is located, and pay the LAT in accordance with the amount as calculated by the tax authority and within the time period as required. For those who fail to acquire proof as regards to the tax paid or the tax exemption from the tax authorities, the real estate administration authority will not process the relevant title change procedures and will not issue the property ownership certificates. We will be subject to the LAT if we choose to sell, instead of lease, our units. Value-Added Tax The Interim Regulation of the People’s Republic of China on Value-Added Tax, amended on November 19, 2017, stipulates that all enterprises and individuals engaged in the sales of goods, provision of processing, repairs and replacement services, and the importation of goods within the territory of the PRC are taxpayers of value-added tax, and shall pay value-added tax. For taxpayers selling transportation, postal, basic telecommunication, construction, or real estate leasing services, selling real estate, transferring land use rights, or selling or importing low-tax goods, the value-added tax rate is 11%. For taxpayers selling or importing goods, or providing services, the tax rate shall be 17%. For taxpayers selling or importing the goods, such as food grains and edible vegetable oils, the tax rate shall be 11%. The value-added tax rate for taxpayers exporting goods and domestic units and individuals selling services and intangible assets within the scope prescribed by the State Council shall be zero. In other cases, the tax rate applicable to taxpayers selling services and intangible assets is 6%. Pursuant to the Notice on the Adjustments of Value-Added Tax Rates issued by the Ministry of Finance and the State Administration of Taxation on April 4, 2018 and implemented on May 1, 2018, the original value-added tax rates of 17% and 11% applicable to taxable sales of goods and services were adjusted to 16% and 10%, respectively. Pursuant to the Announcement of the Ministry of Finance, the State Taxation Administration and the General Administration of Customs on Relevant Policies for Deepening the Value-Added Tax Reform made on March 21, 2019 and effective on April 1, 2019, the authority further lowered the value-added tax rates of 16% and 10% applicable to taxable sales of goods and services to 13% and 9%, respectively. Pursuant to the Interim Measures for the Collection of Value-Added Tax on the Sale of Self-Developed Real Estate Projects by Real Estate Developers issued on March 31, 2016 and implemented on May 1, 2016 by the State Administration of Taxation, in the event that a real estate developer recognized as a general taxpayer sells a self-developed real estate project, the general tax calculation method shall be adopted, and the total consideration and other charges after the deduction of the corresponding land price shall be the sales amount. On December 25, 2024, the SCNPC published the PRC Value-Added Tax Law, which will come into effect on January 1, 2026, replacing the Provisional Regulations on Value-Added Tax of the PRC. The new law reaffirms the provisions of the PRC Interim Regulations on Value-Added Tax and makes changes in the areas of taxable acts, tax jurisdiction, deemed sales, non-taxable items, simplified taxation, withholding agents, input taxes, non-deductible input taxes, mixed sales, and excess VAT credit refunds. Pursuant to the new law, value-added tax rate for sales and leasing of real estate and for transfer of land use rights remains to be 9%. Enterprise Income Tax In 2007, the PRC government adopted the EIT Law and the related implementation rules, which became effective on January 1, 2008 and was amended in 2018. Under the EIT Law, a unified income tax rate of 25% is applied to all PRC enterprises, including foreign-invested enterprises. In addition, according to the EIT Law, dividends from PRC subsidiaries to their foreign corporate shareholders are subject to a withholding tax at a rate of 10% unless any lower treaty rate is applicable. Urban Land Use Tax Pursuant to the PRC Interim Regulations on Land Use Tax in respect of Urban Land promulgated by the State Council in September 1988, as amended on December 31, 2006, January 8, 2011, December 7, 2013 and March 2, 2019, the land use tax on urban land is levied according to the area and location of relevant land. The annual tax on urban land is between RMB0.6 and RMB30 per square meter. Our projects, including Nam Tai Inno Park and Nam Tai Technology Center, are located in an urban area, the annual tax on urban land is RMB2.0 per square meter. 64 Table of Contents Property Tax Under the PRC Interim Regulations on Property Tax promulgated by the State Council in September 1986, and amended on January 8, 2011, the property tax applicable to domestic enterprises is 1.2% if it is calculated on the basis of the residual value of a building and 12% if it is calculated on the basis of the rental income. According to the Notice on Issues Relating to Assessment of Buildings Tax against Foreign-invested Enterprises and Foreign Individuals issued by the Ministry of Finance and State Administration of Taxation in January 2009, foreign-invested enterprises, foreign enterprises and foreign individuals are to be levied in the same manner as domestic enterprises. According to Article 5 of the Measures for the Implementation of Real Estate Tax in the Shenzhen Special Economic Zone promulgated by the Shenzhen Municipal People’s Government on May 4, 1987, the real estate tax shall be calculated and paid based on 70% of the original value of the property. Property tax for our existing buildings located at the site of Nam Tai Inno Valley is calculated on the basis of residual value of the buildings. Stamp Duty Under the PRC Stamp Duty Law promulgated by the SCNPC in June 10, 2021, and effective on July 1, 2022, for property transfer instruments, including those in respect of property ownership transfers, the duty rate is 0.05% of the amount stated therein. For house lease contracts, the stamp duty shall be calculated at a rate of 0.1% based on the rental amount. For loan contracts, the stamp duty shall be calculated at a rate of 0.005% based on the loan principal. Municipal Maintenance Tax Under the PRC Municipal Maintenance Tax Law promulgated by the SCNPC on August 11, 2020, and effective on September 1, 2021, any taxpayer of value added tax or consumption tax is required to pay municipal maintenance tax calculated on the basis of value added tax and consumption tax. The tax rate is 7% for a taxpayer whose domicile is in an urban area, 5% for a taxpayer whose domicile is in a county or a town, and 1% for a taxpayer whose domicile is not in any urban area or county or town. As our projects, including Nam Tai Inno Park, Nam Tai Technology Center and Nam Tai Inno Valley, are located in an urban area, the tax rate of 7% is applicable to us. Nam Tai • Longxi is located in Machong town, the tax rate is 5%. According to the Circular Concerning Unification of Municipal Maintenance Tax and Education Surcharge for Foreign Investment and Domestic Enterprises and Individuals issued by the State Council on October 18, 2010, municipal maintenance taxes are applicable to FIEs, foreign enterprises and foreign individuals. Education Surcharge Under the Interim Provisions on Imposition of Education Surcharge promulgated by the State Council in April 1986 and amended on June 7, 1990, August 20, 2005 and January 8, 2011, any taxpayer of VAT, business tax or consumption tax is liable for an education surcharge unless such taxpayer is required to pay a rural area education surcharge as provided by the Notice of the State Council on Raising Funds for Schools in Rural Areas. The education surcharge rate is 3% of the sum of consumption tax, value added tax and business tax. According to the Circular Concerning Unification of Municipal Maintenance Tax and Education Surcharge for Foreign Investment and Domestic Enterprises and Individuals issued by the State Council on October 18, 2010, the education surcharge is applicable to FIEs, foreign enterprises and foreign individuals. Regulations on Property Management The Property Management Rules, amended by the State Council in 2018, provide that property owners have the right to appoint and dismiss property service enterprises. The rules also establish a regulatory system for property service enterprises, which encompasses the following regulations: •the Provisional Measures on the Administration of Initial Property Management Bid-Inviting and Bidding, promulgated on June 26, 2003 by the MOHURD, provide that prior to the selection of the property owners’ committee (the “POC”), the property developer must select a property service enterprise to provide property management services; and •the NDRC and the MOHURD jointly promulgated the Rules on Property Management Service Fees on November 13, 2003, which provide that property management fees shall be determined by mutual consent between the POC and the property service enterprise, and must be set forth in writing in the property management service contract. 65 Table of Contents Regulations on Construction Safety Under relevant laws and regulations such as the Law on Safe Production in the PRC promulgated by the SCNPC in June 2002 and as amended in June 2021, property development enterprises should apply to the Supervisory Department on Safety for the Registration of Supervision for Work Safety in Construction before the commencement of construction. Construction conducted without registration will not be granted a construction permit. Contractors must establish objectives and measures for work safety and improve the working environment and conditions of workers in a planned and systematic way. A work safety responsibility system requires the implementation of certain work safety protection scheme. At the same time, contractors must adopt corresponding site work safety protective measures according to the work protection requirements in different construction stages and such measures shall comply with the labor safety and hygiene standards of the province. Non-compliance with these provisions may subject offenders to tiered financial penalties. Under the Construction Law of PRC, amended in 2019, a contractor assumes responsibility for the safety of the construction site. The general contractor will take overall responsibility for the site, and the subcontractors are required to comply with the protective measures adopted by the general contractor. Regulations on Environmental Protection in Construction Projects Under the Regulations on the Administration of Environmental Protection in Construction Project promulgated by the State Council on November 29, 1998 and effective as of the same date, as amended on July 16, 2017 (the “Environmental Regulations”), each construction project is subject to an environmental impact assessment by the relevant authorities. Pursuant to the Environmental Regulations, where a construction project may have significant impact on the environment, a developer is required to submit an environmental impact report to the relevant environmental protection administration for approval during the project’s feasibility analysis stage. In the meantime, if any ancillary environmental protection facilities are necessary in the construction project, such facilities are required to be designed, constructed and used in conjunction with the main project. After completion of the project, the developer is required to apply to the relevant environmental protection administrations for a final acceptance examination in respect of any ancillary environmental protection facilities. Projects are approved for use after passing the acceptance examination. The Environmental Impact Assessment Law of the PRC (effective September 1, 2003, as amended in 2016 and 2018) requires that no construction may commence on a project unless its environmental impact assessment documents have been submitted and either approved by the competent ecology and environment authority (for projects with significant or moderate environmental impacts) or registered via the national online filing system (for projects with minimal impacts). On July 6, 2006, the State Environmental Protection Administration issued its Circular on Strengthening the Environmental Protection Examination and Approval and Strictly Controlling New Construction Project, which provides for stringent examination and approval procedures for various real estate development projects. It also stipulates that no approvals may be issued for new residential projects or extensions in industry development zones, areas impacted by industrial enterprises or areas where such development poses potential harm to residents’ health. Insurance There is no mandatory provision under PRC laws, regulations and government rules that requires a property developer to take out insurance policies for its real estate developments. According to the common practice of the property development industry in China, construction companies are usually contractually obligated to submit insurance proposals to the developer in the course of tendering and bidding for construction projects. Construction companies must pay for the insurance premiums and take out insurance to cover their liabilities. Insurance coverage for all these risks will cease immediately after the completion and acceptance upon inspection of construction. Our company may bear joint liability for work-related insurance accidents arising from the contractor’s failure to timely renew project insurance coverage. Regarding our under-construction Nam Tai Technology Center project, the construction company has purchased work-related injury insurance for the personnel, and we are responsible for procuring all other insurance policies. 66 Table of Contents Regulatory Developments on Data Privacy In November 2016, the SCNPC promulgated the Cyber Security Law of the PRC (“Cyber Security Law”), which took effect on June 1, 2017. The Cyber Security Law was later amended on December 28, 2025 and took effect on January 1, 2026. In accordance with the Cyber Security Law, network operators must comply with applicable laws and regulations and fulfill their obligations to safeguard network security in conducting business and providing services. For the further purposes of regulating data processing activities, safeguarding data security, promoting data development and utilization, protecting the lawful rights and interests of individuals and organizations, and maintaining national sovereignty, security, and development interests, on June 10, 2021, the SCNPC published the Data Security Law of the People’s Republic of China, or the PRC Data Security Law, which took effect on September 1, 2021. Entities carrying out data processing activities shall establish a sound data security management system, organize data security education and training, and take corresponding technical measures and other necessary measures to ensure data security, in accordance with the provisions of laws and regulations. The PRC Data Security Law and the Regulations on Security Protection of Critical Information Infrastructure promulgated by the State Council on July 30, 2021, among others, provide for a security review procedure for the data activities conducted by critical information infrastructure operators that may affect national security. As of the date of this annual report, we are not aware of detailed rules or implementation measures specific to the real estate industry in the PRC and we have not been informed to be a critical information infrastructure operator by any government authorities. Furthermore, the exact scope of “critical information infrastructure operators” under the current regulatory regime remains unclear, and the PRC government authorities may have wide discretion in the interpretation and enforcement of these laws. Therefore, it is uncertain whether we would be deemed as a critical information infrastructure operator under PRC law. On December 28, 2021, the CAC amended the Measures for Cybersecurity Review, or the “Cybersecurity Review Measures,” which became effective on February 15, 2022. The scope of review under the Cybersecurity Review Measures extends to critical information infrastructure operators that intend to purchase internet products and services and data processing operators engaging in data processing activities which affect or may affect national security. According to Article 7 of the Cybersecurity Review Measures, operators who possess the personal information of over a million users must apply to the Cybersecurity Review Office to conduct cybersecurity review procedures before listing in a foreign country. Additionally, the Cybersecurity Review Measures also provide that if the relevant authorities consider certain network products and services, data processing activities or listings in foreign countries to affect or potentially affect national security, then the authorities may initiate a cybersecurity review even if the operators do not have an obligation to independently perform a cybersecurity review under such circumstances. On March 22, 2024, the CAC issued the long-awaited Provisions on Facilitating and Regulating Cross-Border Data Transfers, effective as of the same date. The CAC simultaneously updated the Guidelines to Applications for Security Assessment of Outbound Data Transfers and the Guidelines for Filing the Standard Contract for Outbound Cross-Border Transfer of Personal Information to harmonize the current rules applicable to cross-border data transfers. These regulations benefit many multinational companies that are involved in the activity of transferring personal information and other data out of China. The essence of these regulations consists of exceptions to existing data compliance requirements (such as the need to conduct “security assessments” and to complete “standard contracts”) set out under pre-existing laws and regulations concerning outbound cross-border data transfers. As of the date of this annual report, we have not been involved in any formal investigations on cybersecurity review made by the CAC on such basis, and are not required to go through cybersecurity review by the CAC. On August 20, 2021, the SCNPC of China promulgated the Personal Information Protection Law, which became effective on November 1, 2021, and which integrates various scattered rules with respect to personal information rights and privacy protection. The Personal Information Protection Law stipulates that, among other requirements, (i) all processing of personal information should have a clear and reasonable purpose which should be directly related to the processing purpose and should be conducted in a method that has the minimum impact on personal rights and interests, and (ii) collection of personal information should be limited to the minimum scope that is necessary to achieve the processing purpose and should avoid any excessive collection of personal information. Personal information processors are required to adopt necessary measures to safeguard the security of the personal information they handle. Any offending entities could be ordered to undertake corrective measures, or to suspend or terminate their provision of services, and to potentially face confiscation of unlawful income, fines or other penalties. Our business activities, primarily focused on real estate development and sales, involve processing limited personal information collected from homebuyers and tenants. This data collection is strictly confined to defined business purposes, including contract execution, after-sales services, and property management. Nonetheless, the Personal Information Protection Law raises the protection requirements for processing personal information, and many specific requirements of the Personal Information Protection Law remain to be clarified by the CAC, other regulatory authorities, and courts in practice. We may be required to make further adjustments to our business practices to comply with the personal information protection laws and regulations. 67 Table of Contents C.Organizational Structure The chart below describes the organizational structure of our company and principal subsidiaries as of December 31, 2025. Notes: (1)Nam Tai Property Inc., or NTP, was founded in 1975, and reincorporated as a limited liability international business company under the laws of the British Virgin Islands in August 1987, and is a holding company for the subsidiaries shown in the chart above and discussed below. (2)Nam Tai Group Limited, or NTG, changed its name from Nam Tai Electronic & Electrical Product Limited to Nam Tai Group Limited in January 2020, was incorporated in June 2003 in the Cayman Islands. Shares of NTG were listed on the Hong Kong Stock Exchange from April 28, 2004 until November 12, 2009, when NTP completed the privatization of NTG by tendering for, and acquiring, the 25.12% of NTG that NTP did not previously own. After completing the privatization of NTG in 2009, NTG became a wholly-owned subsidiary of Nam Tai Property Inc. (3)Nam Tai Investment (Shenzhen) Co., Ltd., or Nam Tai Investment, was originally established as Bao’an (Nam Tai) Electronic Co., Ltd. in June 1989 as a contractual joint venture company with limited liability pursuant to the laws of China. Nam Tai Investment was transformed into an investment holding company in the PRC in April 2011. Nam Tai Investment currently serves as the holding company for our land in Gushu, Shenzhen, China, designated for the development of our Nam Tai Inno Valley and Nam Tai Technology Center. (4)Triumph Commitment Group Limited, was established in the British Virgin Islands in 2019 as a limited liability business company. (5)Treasure Champion Group Limited, was established in the British Virgin Islands in 2019 as a limited liability business company. (6)Zastron Electronic (Shenzhen) Co., Ltd., or Zastron Shenzhen, was established in the PRC in 1992 as a company with limited liability. Zastron Shenzhen currently serves as the holding company for our land in Guangming, Shenzhen, China, designated for the development of our Nam Tai Inno Park project. 68 Table of Contents (7)Wuxi Zastron Precision-Flex Co., Ltd., or Wuxi Zastron Flex, was established in the PRC in November 2006 as a wholly owned foreign investment enterprise with limited liability and pursuant to the relevant laws of the PRC. Wuxi Zastron Flex now serves as the holding company for our parcels of land in Wuxi, Jiangsu, China. (8)Inno Consultant Company Limited, was established in Hong Kong in 2017 as a wholly-owned subsidiary of Nam Tai Investment (Shenzhen) Co., Ltd. (9)Nam Tai (Shenzhen) Technology Park Operations Management Co., Ltd., was established in the PRC in 2018 as a company with limited liability with a focus on marketing, operation and management services of technology parks. (10)Shanghai Nam Tai Business Incubator Co., Ltd., was established in the PRC in May 2019 as a limited liability company with a focus on scientific research and technology services, business incubator management and business management consulting services. (11)Triumph Commitment (Hong Kong) Limited, was established in Hong Kong in 2019 as a wholly-owned subsidiary of Triumph Commitment Group Limited. (12)Nam Tai (Shenzhen) Consulting Co., Ltd., was established in the PRC in September 2019 as a limited liability company with a focus on leasing and business consulting services. (13)Shenzhen Kaicheng Architecture and Decoration Co., Ltd., was established in the PRC in 2019 as a limited liability company with a focus on architecture and decoration. (14)Nam Tai (Dongguan) Real Estate Development Co., Ltd., was established in the PRC in March 2020 as a limited liability company with a focus on real estate development. Nam Tai (Dongguan) Real Estate Development Co., Ltd. is indirectly wholly owned by NTP through Zastron Electronic (Shenzhen) Co., Ltd. and Nam Tai (Shenzhen) Consulting Co., Ltd. (15)Nam Tai Property Management (Shenzhen) Co., Ltd., was established in the PRC in March 2024 as a limited liability company with a focus on property management. (16)Nam Tai Property Management (Dongguan) Co., Ltd., was established in the PRC in March 2024 as a limited liability company with a focus on property management. D.Land Use Rights and Properties Used in Principal Operations The table below lists the locations, square meters, principal use and the expiration dates of land use rights (for properties owned) or the expiration dates of leases (for properties leased) of the facilities used in our principal operations fiscal year ended December 31, 2025: Location ApproximateSquare Meters Principal or PresentlyContemplated Use Ownership expiration date Shenzhen, China Guangming District 103,739 Nam Tai Inno Park Owned until 2057 Gushu Community 26,313 Nam Tai Inno Valley and First Corporate Headquarters Owned until 2049 Gushu Community 22,364 Nam Tai Technology Center Owned until 2068 Bao’an District 1,207 Qianhai Office Owned until 2054 Dongguan, China Machong Town 33,763 Nam Tai • Longxi Owned until 2090 (unless sold to purchasers)