Annual report
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TPC CONSOLIDATED LIMITED ABN 99 073 079 268 Current Reporting Period: Year Ended 30 June 2026 Previous Corresponding Period: Year Ended 30 June 2025 Results for Announcement to the Market Change Amount Up 1.7% To $196,312,766 Up 1246.7% To $4,084,231 Up 1246.7% To $4,084,231 Dividends Amount per Security Franked amount per Security Cents Cents 10.00 10.00 20.00 20.00 30.00 30.00 Record date for determining entitlements to final dividend: 4 September 2026 and payable on 12 October 2026 Review of Operations $000’s Year ended 30 June 2026 Year ended 30 June 2025 % Change Revenue 196,313 193,115 1.7% Underlying EBITDA (1) 8,763 3,675 138.4% Underlying Profit before income tax (1) 7,579 2,343 223.5% Year ended 30 June 2026 Year ended 30 June 2025 Profit for the year 4,084 303 Income tax expense 2,701 694 Non-recurring Costs (2) 794 1,346 Underlying Profit before income tax 7,579 2,343 Finance costs 725 822 Finance revenue (732) (719) Depreciation and amortisation 1,191 1,229 Underlying EBITDA 8,763 3,675 Appendix 4 E Final Report Profit from continuing operations after tax Net profit for the period attributable to members Revenue from ordinary activities (1)For consistency of financial reporting with other ASX listed energy retailers, TPC for this reporting period has adopted Underlying EBITDA as a key measure of financial performance. Underlying EBITDA is a non-IFRS measure and is used internally by management to assess the performance of the business. Underlying EBITDA has been extracted from the full financial report. The objective of measuring and reporting Underlying EBITDA is to provide a more meaningful and consistent representation of financial performance by removing items that distort performance or are non-recurring in nature. The use of Underlying EBITDA enhances comparability of results by excluding non-recurring events and transactions that materially affect the financial results of TPC for the reporting period. These items are determined after consideration of the nature of the item, the significance of the amount and the consistency in treatment from period to period. A detailed reconciliation and description of the items that contribute to the difference between Profit before income tax and Underlying EBITDA is provided in the table below. Final dividend for current reporting period Interim dividend for current reporting period Total dividend for current reporting period Reconciliation of profit to Underlying EBITDA $000’s
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Revenue: Gross Profit and Gain on Sale of Derivatives: Operating Expenses and Employee Benefit Expense: Underlying EBITDA and Underlying Profit Before Tax: Net Profit After Tax: Net Assets and Liabilities: Current and Non-Current Assets and Liabilities: Cash and Bank Deposits: Net Tangible Asset Backing 30 June 2026 30 June 2025 Cents Cents Net tangible assets per security 193.4 240.7 Controlled Entities Audit Report The financial report is based on consolidated financial statements which have been audited. Net profit after tax from operations in FY26 amounted to $4.1 million. This represented an increase of 1,246.7% from the PCP result of $0.3 million. The Group does not have any interests in associates or joint ventures outside the group. • Non-current assets for as at end-FY26 totalled $7.6 million, marking an increase of $1.8 million (31.4%) from the PCP. The increase was mainly attributed to a $2.9 million increase in deferred tax asset that offset the decrease in right of use assets $0.9million. • Non-current liabilities decreased to $0.8 million, marking a decrease of $0.8 million (51.3%) from the PCP. This decrease was mainly due to a $0.8 million decrease in lease liabilities. Underlying EBITDA from operations in FY26 was $8.8 million, an increase of $5.1 million (138.3%) from the PCP total of $3.7 million. Underlying profit before tax totalled $7.6 million in FY26, an increase of $5.3 million (223.5%) from the PCP figure of $2.3 million. As at end-FY26, TPC Group's net assets totalled $24.5 million, representing a decrease of $5.0 million (16.9%) from the PCP. This decrease was mainly attributed to current year's profit after tax of $4.1 million and the reported in the negative fair value movement on derivatives (net of tax) of $6.8 million and dividend paid $2.3 million during the year. • Current assets for the consolidated entity amounted to $64.6 million as at end-FY26, reflecting an increase of $1.8 million (2.9%) from the PCP. This increase was largely due to a $2.0 million increase in security deposit, a $0.5million increase in prepayments, a $2.3 million increase in cash and cash equivalents and a $0.9 million increase in trade and other receivable, offset by a $4.0 million decrease bank deposits. • Current liabilities for the consolidated group amounted to $46.9 million as at end-FY26, reflecting an increase of $9.4 million (25.2%) from the PCP. This increase was driven by higher derivatives held at value (up $9.8 million) and trade and other payable (up $3.4 million), partially offset by a $3.4 million decrease in borrowing. Cash and bank deposits as at end-FY26 totalled $22.6 million, which included an amount of $13.1 million held as security for bank facilities. This is a decrease of $1.8 million (6.9%) from the year-earlier figure. Revenue from operations for the consolidated entity in FY26 reached $196.3 million, reflecting a $3.2 million increase (1.7%) from the previous corresponding period. The consolidated entity reported a gross profit and gain on the sale of derivatives amounting to $37.8 million in FY26. This marked an increase of $8.5 million (28.9%) from the PCP, which included the gains realised on the sale of future derivative instruments as part of the TPC Group's strategic hedging realignment. Total operating expenses and employee benefit expenses for the consolidated entity increased to $29.8 million in FY26, reflecting a 9.8% rise from the PCP figure of $27.1 million. This increase primarily resulted from an increase in Expected Credit Losses of $0.3 million, Outsource Contractor Fee of $0.7 million, office administration cost $0.3m and employee benefit expenses $0.4m. The consolidated entity's efficiency ratio (expenses divided by revenue) increased to 15.2% in FY26, up from 14.0% in the prior year. (2)Non-recurring costs consist of transaction expenses related to the proposed scheme of arrangement (Scheme) between TPC Consolidated Limited and Wollar Solar Holding Pty Ltd (WSH). These expenses include legal and advisory fees specifically associated with the Scheme. Additionally, there are other non-recurring costs related to separate projects. These costs are not considered ongoing or necessary for the business's operational performance.
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TPC CONSOLIDATED LIMITED A.B.N. 99 073 079 268 Annual Report For the year ended 30 June 2026
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Contents Page Chairman's Letter 2 CEO and Managing Director's Review 3 Board of Directors 5 Directors' Report 7 Corporate Governance Statement 17 Auditor's Independence Declaration 18 Consolidated Statement of Profit or Loss and Other Comprehensive Income 19 Consolidated Statement of Financial Position 20 Consolidated Statement of Changes in Equity 21 Consolidated Statement of Cash Flows 22 Notes to the Consolidated Financial Statements 23 Consolidated Entity Disclosure Statement 58 Directors' Declaration 59 Independent Auditor's Report 60 Shareholder Information 64 Corporate Directory 66
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Chairman's Letter Dear Shareholder, Yours sincerely, Greg McCann Chairman Our ongoing objective is to position your Company to respond effectively to this still unfolding energy transition process. We will continue to pursue a strategy that ensures we remain a modern and flexible Company delivering strong, sustainable value for its shareholders. On behalf of the entire TPC Consolidated Board, I would like to thank our management team and staff members for their continued commitment to growing our CovaU energy business – a commitment that remained rock solid despite the distraction of the now defunct Wollar Solar Holding Pty Ltd’s bid for the Company. Finally, I want to take this opportunity to thank our loyal shareholders for their ongoing trust and support, as TPC Consolidated continues to evolve its retail energy product suite and grow its energy business. Looking ahead, we expect the energy transition to continue to be delivered at speed in the coming years. As this ongoing transformation of Australia’s energy market runs its course, the Board is confident TPC Consolidated is well positioned to deliver sustainable earnings growth over coming years, subject to wholesale market conditions and the pace of the transition. At the same time, we continue to look for inorganic growth opportunities which will contribute strategically to our business. On behalf of the TPC Consolidated Board of Directors, I am pleased to report that your Company has accomplished much over the 12 months ended 30 June 2026 financial year (FY26), headed by further growth in the revenue base of our electricity and gas retailer, CovaU. Our team was able to deliver this package of FY26 milestones despite the distraction of the proposed acquisition of TPC by Wollar Solar Holding Pty Ltd, a subsidiary of Beijing Energy International (Australia) Holding Pty Ltd, which after an extended negotiation period failed to materialise as the required FIRB approval was not obtained by the final sunset date and the Scheme Implementation Agreement subsequently lapsed. Though our operating environment remains in a transitional energy landscape, FY26’s energy market was pleasingly less volatile than that experienced in the previous 12-month period. The 2026 financial year marked a clear acceleration in the energy transition across Australia’s National Electricity Market (NEM). Wholesale electricity prices declined significantly, as renewable generation expanded. A seminal moment in Australia’s energy transition process was reached during our FY26 when, for the first time, renewables and storage supplied more than half of the NEM’s energy over a full quarter. Record rooftop solar output and a peak instantaneous renewable contribution further demonstrated the scale of change underway. While this progress delivered lower average prices, it also highlighted the ongoing challenges of managing a more variable system. Overall, our FY26 illustrated both the substantial progress of the energy transition and the continuing importance of firming capacity and system resilience. The more favourable operating conditions experienced by TPC Consolidated during its FY26, headed by less volatility in wholesale electricity and gas prices, contributed to higher profits by your Company compared to those reported in FY25. At the top line, we were able to grow revenues to over $196 million in FY26, an increase of 1.7% over the previous financial year. At the bottom line, our NPAT increased by 1,247% to over $4.08 million, as the wholesale prices were more settled. In the light of our FY26 performance, the TPC Consolidated Board has, after much consideration, decided to declare a fully franked final dividend of 10 cents per share for the company’s FY26. 2
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CEO and Managing Director’s Review Dear Shareholder, I am pleased to report that TPC Consolidated Limited’s 2026 financial year (FY26) has seen the Company successfully reposition its CovaU business for growth and realisation of target operating efficiencies via implementation of multiple transformation initiatives. This repositioning provides a runway for TPC Consolidated to grow its customer and revenue bases over coming years, in the process delivering improvements in returns and other performance metrics. With the development of AI in the enterprise space, we have completed a comprehensive review of our technology stack with a view to introducing AI capacity into our core platforms. When recommendations coming out of this review are implemented, we are confident that the combination of our corporate knowledge, business processes, and customer data will deliver industry-leading outcomes across multiple facets of our business, including customer service, customer acquisition, and financial management. As was noted in the above Chairman’s Letter, while TPC Consolidated reported satisfactory growth in revenues over FY26, the Company’s bottom-line performance was substantially improved during this period. I would like to outline some of the key factors that impacted our business performance over FY26. We have set up our own Virtual Power Plant platform in conjunction with the promotion and subsidy of residential Battery Energy Storage System (BESS) from the Government, The rapid development and deployment of the BESS mark a turning point of our energy supply market. BESS is already having a marked effect in easing the imbalance between peak and off-peak demand, resulting in materially less volatile spot prices. We will remain closely positioned to the BESS market to take advantage of this trend. Wholesale electricity prices declined significantly across the National Electricity Market (NEM) over FY26, as renewable generation volumes increased. Another significant milestone in Australia’s energy transition journey occurred in the Company’s FY26, when, for the first time, renewables and storage supplied more than half of the NEM’s energy over a full quarter. In our key market of New South Wales, we experienced moderating wholesale prices in line with the broader NEM trend, supported by continued growth in renewable generation from rooftop solar contribution during daylight hours. Victoria recorded solid renewable performance across the year as well, with wind and solar contributing meaningfully to that state’s generation mix, in the process supporting the NEM-wide shift toward lower average prices. While Victoria experienced fewer extreme price events than South Australia, it remained exposed to the same underlying dynamics of variable renewable output and the need for firming capacity. It was a similar story in Queensland, where periods of high solar output placed downward pressure on mid-day prices. In the evenings, this state continued to rely more on legacy sources such as coal and gas generation to manage evening peaks. South Australia remained the most volatile region, with prices reaching the market cap during both that state’s January 2026 heatwave and its June 2026 wind drought. East coast gas prices moderated over the course of TPC Consolidated’s FY26, as gas resources continued to play an important role in maintaining energy reliability during periods of low wind or high demand during Australia’s ongoing energy transition journey. With relatively high energy market prices still in place over FY26 (despite moderating over the period), we continued to proactively protect against unexpected price volatility. Following the Federal Government’s successful introduction of its Cheaper Home Batteries Program, we launched our Virtual Power Plant product to capture mass-market storage demand. We are continuing to add new product offerings in this area to support the growth in installations. On larger-scale storage opportunities, we are now engaged in numerous commercial discussions covering both physical and synthetic Battery Energy Storage System (BESS) opportunities. 3
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CEO and Managing Director’s Review While BESS will take some time to build critical capacity, we remain confident it will provide commercial benefits to TPC Consolidated over the medium term. I want to echo the thoughts of my Chairman and thank our management and staff for their loyalty and hard work over FY26. I also thank our shareholders for their patience and loyalty. Last, but not least, I want to thank the steadily growing client base at our CovaU energy business for their patronage over the past 12 months. Yours sincerely, Chiao-Heng (Charles) Huang CEO and Managing Director 4
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Board of Directors Greg McCann B Bus, FCA, FAICD Non-Executive Chairman Appointed 2 April 2007 Greg holds a Bachelor of Business (Accounting) degree and is a Fellow of the Institute of Chartered Accountants in Australia and the Australian Institute of Company Directors. He has had 24 years of financial consulting experience with Deloitte Touche Tohmatsu. During this time he held a variety of senior leadership positions including the roles of Managing Partner for Papua New Guinea (1987 to 1990), Managing Partner for Queensland (1990 to 1995), Managing Partner for New South Wales (1995 to 1997), Managing Director of Deloitte Consulting / ICS Australia (1979 to 2001) and most recently Associate Managing Director of Deloitte Consulting for Australia and New Zealand (1999 to 2004). Greg has extensive experience with boards and senior executives at CEO level. He is currently the Executive Chairman of the Executor Group of Companies, an independent software and consulting services supplier to the Asia Pacific region, employing over 1200 professionals. Greg has also chaired other ASX and NASDAQ listed companies and was on the board of the law firm, Lander & Rogers for ten years. He was also Chairman of NBN Tasmania and is currently Chair of TasPorts. He has not held any other directorships in the last 3 years. Chiao-Heng (Charles) Huang B Eng Managing Director and Chief Executive Officer Appointed 28 February 1996 Charles founded the Company in 1996 as an ISP whilst in his third year of studying towards a Bachelor of Mechanical Engineering degree at Sydney University. Following the deregulation of the telecommunications industry, Charles sought the opportunity to resell voice products in Australia and in 1999 he decided to transform the Company from a technology oriented ISP to a marketing and innovation-oriented player in the prepaid calling card sector. He has successfully steered TPC Consolidated Limited (formerly Tel.Pacific Limited) from a start-up company to a public company which was listed on the Australian Securities Exchange in 2007. He has not held any other directorships in the last 3 years. Jeffrey Ma B A, FCA, F Fin Executive Director and Company Secretary Appointed 22 November 2004 Jeffrey joined the Company in 2000 with more than 15 years financial services experience. He holds a Bachelor of Arts (Accounting and Financial Management) degree from the University of Sheffield, England and is a Fellow of the Institute of Chartered Accountants in England and Wales. He is also a Fellow of the Institute of Chartered Accountants in Australia and a Fellow of the Financial Services Institute of Australia. He has over 11 years of financial services experience gained with Credit Lyonnais Australia Limited, a merchant bank, where he held the position of Company Secretary and Head of Finance and Administration in his last five years and was a Member of the Management Committee. Jeffrey also worked for two years in Westfield Holdings Limited; a listed property management and development company. He has an extensive professional background, having also worked for Coopers and Lybrand (now PricewaterhouseCoopers) in Hong Kong and with a chartered accounting firm in London. He has not held any other directorships in the last 3 years. 5
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Board of Directors Steven Goodarzi B A Executive Director and Chief Strategy Officer Appointed 30 November 2015 Steven joined the Company as Chief Strategy Officer in 2013. Steven has extensive management and operational experience internationally in strategy, business development, sales and marketing across the telecommunications and IT industries. He has been involved in leading the development of strategy of the financial markets across the major financial centres of Asia, North America and Europe. Most recently, Steven was based in Tokyo with KVH, a Fidelity Investment company, as Director of Strategy and Business Development. Steven’s vision and leadership is the driver behind the establishment of the energy business. He has not held any other directorships in the last 3 years. 6
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Directors' Report Directors Greg McCann Chairman (Non-executive) Chiao-Heng (Charles) Huang Managing Director, Chief Executive Officer Jeffrey Ma Director, Company Secretary Steven Goodarzi Director, Chief Strategy Officer Principal Activities Review of Operations Year ended 30 June 2026 Year ended 30 June 2025 % Change on PCP Revenue 196,313 193,115 1.7% Underlying EBITDA (1) 8,763 3,675 138.4% Underlying Profit before income tax (1) 7,579 2,343 223.5% (1) For consistency of financial reporting with other ASX listed energy retailers, TPC for this reporting period has adopted Underlying EBITDA as a key measure of financial performance. Underlying EBITDA is a non-IFRS measure and is used internally by management to assess the performance of the business. Underlying EBITDA has been extracted from the full financial report. The objective of measuring and reporting Underlying EBITDA is to provide a more meaningful and consistent representation of financial performance by removing items that distort performance or are non-recurring in nature. The use of Underlying EBITDA enhances comparability of results by excluding non-recurring events and transactions that materially affect the financial results of TPC for the reporting period. These items are determined after consideration of the nature of the item, the significance of the amount and the consistency in treatment from period to period. A detailed reconciliation and description of the items that contribute to the difference between Profit before income tax and Underlying EBITDA is provided in the table below. $000’s Your directors present the Group's report on the consolidated entity consisting of TPC Consolidated Limited (the Company) and the entities it controlled during the year ended 30 June 2026. The names of the directors in office during the year and until the date of this report are as below. Other than as noted, directors were in office for this entire period. The principal activities of the consolidated entity during the year were the provision of retail electricity and gas services to residential and business customers in Australia. These activities have not changed during the period. Key Highlights: • Underlying earnings before interest expense, taxation, depreciation, amortisation, and impairment (Underlying EBITDA) from operations in FY26 stood at $8,763,004, an increase of 138.3% from the PCP total of $3,675,436. • In the year ended 30 June 2026 (FY26), TPC Group's consolidated operating revenue was $196,312,766, marking an 1.7% increase from the previous corresponding period (PCP) of $193,114,557. • Net profit after tax (NPAT) from operations in FY26 was $4,084,231 reflecting a 1,246.7% increase from the PCP result of $303,286. 7
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Directors' Report Year ended 30 June 2026 Year ended 30 June 2025 Profit for the year 4,084 303 Income tax expense 2,701 694 Non-recurring costs (2) 794 1,346 Underlying Profit before income tax 7,579 2,343 Finance costs 725 822 Finance income (732) (719) Depreciation and amortisation 1,191 1,229 Underlying EBITDA 8,763 3,675 Revenue: Gross Profit and Gain on Sale of Derivatives: Operating Expenses and Employee Benefit Expense: Underlying EBITDA and Underlying Profit Before Tax: Net Profit After Tax: Net Assets and Liabilities: Current and Non-Current Assets and Liabilities: Net profit after tax from operations in FY26 amounted to $4.1 million. This represented an increase of 1,246.7% from the PCP result of $0.3 million. Reconciliation of profit to Underlying EBITDA $000’s Revenue from operations for the consolidated entity in FY26 reached $196.3 million, reflecting a $3.2 million increase (1.7%) from the previous corresponding period. Total operating expenses and employee benefit expenses for the consolidated entity increased to $29.8 million in FY26, reflecting a 9.8% rise from the PCP figure of $27.1 million. This increase primarily resulted from an increase in Expected Credit Losses of $0.3 million, Outsource Contractor Fee of $0.7 million, office administration cost $0.3m and employee benefit expenses $0.4m. The consolidated entity's efficiency ratio (expenses divided by revenue) increased to 15.2% in FY26, up from 14.0% in the prior year. As at end-FY26, TPC Group's net assets totalled $24.5 million, representing a decrease of $5.0 million (16.9%) from the PCP. This decrease was mainly attributed to current year's profit after tax of $4.1 million and the reported in the negative fair value movement on derivatives (net of tax) of $6.8 million and dividend paid $2.3 million during the year. • Current assets for the consolidated entity amounted to $64.6 million as at end-FY26, reflecting an increase of $1.8 million (2.9%) from the PCP. This increase was largely due to a $2.0 million increase in security deposit, a $0.5million increase in prepayments, a $2.3 million increase in cash and cash equivalents and a $0.9 million increase in trade and other receivable, offset by a $4.0 million decrease bank deposits. • Current liabilities for the consolidated group amounted to $46.9 million as at end-FY26, reflecting an increase of $9.4 million (25.2%) from the PCP. This increase was driven by higher derivatives held at value (up $9.8 million) and trade and other payable (up $3.4 million), partially offset by a $3.4 million decrease in borrowing. • Non-current liabilities decreased to $0.8 million, marking a decrease of $0.8 million (51.3%) from the PCP. This decrease was mainly due to a $0.8 million decrease in lease liabilities. • Non-current assets for as at end-FY26 totalled $7.6 million, marking an increase of $1.8 million (31.4%) from the PCP. The increase was mainly attributed to a $2.9 million increase in deferred tax asset that offset the decrease in right of use assets $0.9million. Underlying EBITDA from operations in FY26 was $8.8 million, an increase of $5.1 million (138.3%) from the PCP total of $3.7 million. Underlying profit before tax totalled $7.6 million in FY26, an increase of $5.3 million (223.5%) from the PCP figure of $2.3 million. (2) Non-recurring costs consist of transaction expenses related to the proposed scheme of arrangement (Scheme) between TPC Consolidated Limited and Wollar Solar Holding Pty Ltd (WSH). These expenses include legal and advisory fees specifically associated with the Scheme. Additionally, there are other non-recurring costs related to separate projects. These costs are not considered ongoing or necessary for the business's operational performance. The consolidated entity reported a gross profit and gain on the sale of derivatives amounting to $37.8 million in FY26. This marked an increase of $8.5 million (28.9%) from the PCP, which included the gains realised on the sale of future derivative instruments as part of the TPC Group's strategic hedging realignment. 8
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Directors' Report Cash and Bank Deposits: Dividends Significant Changes in State of Affairs Events Subsequent to the End of the Financial Year Likely Developments and Expected Results Environmental Issues Directors' Securities Holdings Director Number of Ordinary Shares Greg McCann 135,000 Chiao-Heng (Charles) Huang 4,713,393 Jeffrey Ma 423,003 Steven Goodarzi 210,335 A fully franked final dividend of $1,200,286, equivalent to 10 cents per share (12,002,857 shares), was declared on 31 August 2026. The record date for this dividend was set as 4 September 2026, with the payment date scheduled for 12 October 2026. No matter nor circumstance, other than those referred to in the financial statements or notes thereto, has arisen since the end of the financial year that has significantly affected, or may significantly affect, the operations of the Group, the results of operations or the state of affairs of the Group in future financial years. A fully franked interim dividend of $2,268,571, equivalent to 20 cents per share (11,342,857 shares), was declared on 25 February 2026. The record date was set as 5 March 2026, and the payment was made on 20 March 2026. There were no significant changes in the state of affairs of the consolidated entity during the financial year ended 30 June 2026. The directors expect continued growth in the energy business and anticipate that the Group will remain profitable and cash- flow positive in the financial year ending 30 June 2027. Management is actively pursuing growth through strategic partnerships, acquisitions and organic initiatives. Our activities to invest in technology are aimed at strengthening compliance and customer service that can support growth. As a reseller of electricity and gas services, the energy entity is obligated to purchase renewable energy certificates and comply with regulatory surrender requirements. The consolidated entity's operations are generally not subject to significant environmental regulations under any law of the Commonwealth or a State or Territory. As at the date of this report, the interests of the directors in the shares of the Company were: See the Remuneration Report for further details. Cash and bank deposits as at end-FY26 totalled $22.6 million, which included an amount of $13.1 million held as security for bank facilities. This is a decrease of $1.8 million (6.9%) from the year-earlier figure. 9
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Directors' Report Directors' Meetings Board Meetings Audit and Risk Committee Number of Meetings Held (1) Held (1) Greg McCann 7/7 2/2 Chiao-Heng (Charles) Huang 7/7 2/2 Jeffrey Ma 7/7 n/a Steven Goodarzi 7/7 n/a Audit and Risk Committee Greg McCann (Chairman) Chiao-Heng (Charles) Huang Indemnification and Insurance of Directors and Officers and Auditors The number of directors' meetings (including meeting of committees of directors) held during the year and the number of meetings attended by each director were as follows: Members acting on the committee of the Board were: (1) Number of meetings held while a director or a member. n/a denotes director is not and was not a member of the committee during the year. As at the date of this report the Company had an Audit and Risk Committee and the functions of the previously established Remuneration and Nomination Committee were handled by the full Board. The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an auditor of the entity or of any related body corporate against a liability incurred as such an auditor. The entity has entered into a directors' & officers' insurance contract on 28 January 2026 for the purpose of insuring against any liability that may arise from the directors carrying out their duties and responsibilities in their capacity as officers of the Company. The amount of the premium was $110,514. 10
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Directors' Report Remuneration Report (Audited) Details of Directors and Executives Directors Greg McCann Chairman (Non-executive) Chiao-Heng (Charles) Huang Managing Director, Chief Executive Officer Jeffrey Ma Director, Company Secretary Steven Goodarzi Director, Chief Strategy Officer Executives Bing Zhou Chief Revenue Officer Anthony Neale Chief Financial Officer - appointed on 17 March 2026 Tony Marlin Chief Financial Officer - resigned on 2 January 2026 Remuneration Policy Employee Share Ownership Plan The Board of Directors of the Company is responsible for determining remuneration arrangements for the directors, the Managing Director and the senior management team. The Board assesses the appropriateness of the nature and amount of the remuneration of directors and senior executives on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team. The 2009 Employee Share Ownership Plan, which was implemented on 30 November 2009, was amended and approved by shareholders at the Annual General Meeting on 30 November 2015 (2009 ESOP). This plan replaced the previously approved Employee Option Plan instituted on 23 May 2007, which the Board believed was no longer as effective following changes to the taxation of options in recipients hands. The 2009 ESOP aims to motivate, retain and attract quality employees and directors of the Company to create a commonality of purpose between the employees and directors and the Company. The 2009 ESOP is operated by way of the Company issuing new shares to participants, with an amount equal to the subscription price for those shares being loaned to the participant by the Company. That loan is secured by the Company taking security over the shares which are subject to a holding lock period of five years, and is interest free with recourse only to the shares. The loan is to be repaid over time by the participant (whether through dividends, specific payments to reduce the loan, or on sale of the underlying shares). Shares issued under the 2009 ESOP will rank from the date of issue equally with the other shares in the Company then on issue. The names and positions of each director and executive in the Company who received the highest remuneration and having the greatest authority within the Company, along with the components of their remuneration are provided below. The remuneration report, which has been audited, outlines the key management personnel remuneration arrangements for the consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations. 11
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Directors' Report Non-executive Director Remuneration Executive Director and Executives Remuneration Voting and Comments made at the Company's 2025 Annual General Meeting ("AGM") Each non-executive director receives a fee for being a director of the Company. An additional fee may also be paid for each Board committee on which a director sits. The Company did not receive any specific feedback at the AGM regarding its remuneration practices. Remuneration granted to the executive directors and other executives has regard to the Company's financial and operational performance. Non-executive directors are eligible to be granted shares under the Employee Share Ownership Plan. The Board determines the base salary of the executive directors and will review their remuneration annually against the external market and individual contribution to the Company. Performance pay based on overall corporate performance may be made available to the executive team. At the 2025 AGM, shareholders voted to approve the adoption of the remuneration report for the year ended 30 June 2025. Each executive director and executive receives remuneration commensurate with their position and responsibilities within the Company. The Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided among the directors as agreed. The latest determination was at the Annual General Meeting held on 20 April 2007 when shareholders approved an aggregate remuneration of $350,000 per year payable to non-executive directors for their services as directors, including their services on a committee of directors. The Board determines payments to the non-executive directors and will review their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. 12
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Directors' Report Remuneration of Directors and Executives 2026 Variable Renumeration Equity Based Post Employme Long Term Benefits Short Term Benefits Long Term Benefits Total Salary and Fees Non-Cash Benefits Super- annuation Accrued Leave Entitlement Cash Bonus Share-based Payment (2) $ $ $ $ $ $ $ Chairman (Non-Executive Director) Greg McCann 72,765 - 8,732 - - 19,486 100,983 Executive Directors Chiao-Heng (Charles) Huang 525,877 - 30,000 15,594 - 97,431 668,902 Jeffrey Ma 299,095 1,406 30,000 8,556 - - 339,057 Steven Goodarzi 340,734 24,585 30,000 7,372 - - 402,691 Executives Bing Zhou 247,104 16,813 30,000 5,903 75,000 58,458 433,278 Anthony Neale (3) 111,332 - - - - - 111,332 Tony Marlin (4) 162,601 - - - - - 162,601 1,759,508 42,804 128,732 37,425 75,000 175,375 2,218,844 2025 Variable Renumeration Post Employment Long Term Benefits Short Term Benefits Total Salary and Fees Cash Benefits (1) Non-Cash Benefits Super- annuation Accrued Leave Entitlement Cash Bonus $ $ $ $ $ $ $ Chairman (Non-Executive Director) Greg McCann 72,765 - - 8,368 - - 81,133 Executive Directors Chiao-Heng (Charles) Huang 511,056 29,615 - 29,932 17,243 - 587,846 Jeffrey Ma 292,032 - - 29,932 9,382 - 331,346 Steven Goodarzi 352,872 4,434 2,504 29,932 7,402 - 397,144 Executives Bing Zhou 241,680 - 15,180 28,980 5,214 18,740 309,794 Tony Marlin 286,000 - - 29,932 - - 315,932 Gang Gu 199,317 - 6,643 34,278 5,799 - 246,037 1,955,722 34,049 24,327 191,354 45,040 18,740 2,269,232 Fixed Renumeration The following tables set out the remuneration received by the directors and executives of the Company during the financial years ended 30 June 2026 and 30 June 2025. Short Term Benefits (1) Cash benefits represented the payout of unused annual leave entitlements. Fixed Renumeration Short Term Benefits (2) This represents the value of shares that have been issued to the named directors and executives under the 2009 Employee Share Ownership Plan (2009 ESOP). The issue of shares under the 2009 ESOP has been treated as issue of share options and accounted for the Australian Accounting Standard AASB 2 Share-based Payment. (3) Anthony Neale was appointed as Chief Financial Officer on 17 March 2026 and his salary have been paid to EAN Chileanos Pty Ltd. EAN Chileanos Pty Ltd is responsible for Anthony Neale's employment expenses, including statutory superannuation. (4) Tony Marlin resigned as Chief Financial Officer on 2 January 2026. 13
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Directors' Report 2026 2025 2026 2025 Chairman (Non-Executive Director) Greg McCann 100% 100% 19% 0% Executive Directors Chiao-Heng (Charles) Huang 85% 100% 15% 0% Jeffrey Ma 100% 100% 0% 0% Steven Goodarzi 100% 100% 0% 0% Executives Bing Zhou 69% 94% 31% 6% Anthony Neale 100% N/A 0% N/A Tony Marlin 100% 100% 0% 0% Short Term Incentive Key Terms of Employment Agreements The proportion of remuneration linked to performance and the fixed proportion are shown above. As the STI was discretionary there have not been any changes to an STI scorecard or framework and some amount of the STI was forfeited. The FY26 STI metrics will be broadly maintained in FY27, however minor refinements to the STI criteria may be adjusted in the interest of the Company's stakeholders. The proportion of remuneration linked to performance and the fixed proportion are as follows: Reducing staff turnover and reduce costs - improving EBITDA Targeted metrics have been chosen that are critical to individual roles Metric Reason Focus of the group's growth strategy for the next 3 years Fixed Remuneration Performance Apart from the non-executive directors, all key management personnel are employed under standard Company employment agreements, except for the Chief Financial Officer, who is engaged under an independent contractor agreement and remains an officer and member of key management personnel of the Company. With the exception of the executive directors (where either party may terminate the agreement by giving three months’ notice to the other), the notice period under standard Company employment agreements is one month. Apart from the notice and payment-in-lieu arrangements described above, none of these agreements provide for specific termination conditions or payments. The Board considers that the significant equity holdings of the executive directors mitigate any risk associated with not having additional formal termination benefit provisions. Any additional termination entitlements payable to key management personnel would be considered in light of the relevant circumstances and determined after consideration of applicable common law rights. The Chief Financial Officer’s independent contractor agreement has an initial term of six months and may be extended by mutual written agreement. Either party may terminate the agreement by giving four weeks’ written notice during the initial term and, if extended, six months’ written notice thereafter. The Company may elect to pay the Service Fee for the unexpired portion of the applicable notice period in lieu of requiring the Chief Financial Officer to perform the services during that period. The Chief Financial Officer is remunerated under the independent contractor agreement and is not entitled to employee benefits. Underlying EBITDA Increase group's market share in both electricity and gas retail markets Develop and retain key talent Individual performance metrics Reflects improvements in both revenue and cost control Key Management Personnel were paid discretionary short-term incentives (STI) in FY26. This STI came in the form of cash and was based on the below criteria: 14
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Directors' Report Directors and Executives Share Holdings Total Shares Held at Beginning of Year Shares Issued under 2009 ESOP Total Shares Held at End of Year Greg McCann 85,000 50,000 135,000 Chiao-Heng (Charles) Huang 4,463,393 250,000 4,713,393 Jeffrey Ma 423,003 - 423,003 Steven Goodarzi 210,335 - 210,335 Bing Zhou 180,000 150,000 330,000 Anthony Neale - - - 5,361,731 450,000 5,811,731 Company Performance, Shareholder Wealth and Director and Executive Remuneration 2026 2025 2024 2023 2022 Revenue $196.31 m $193.11 m $159.76 m $137.33 m $122.98 m Profit after tax $4.08 m $0.30 m $5.39 m $16.85 m $5.27 m Share price at year end $3.50 $9.10 $11.04 $4.50 $1.51 Interim dividend 20 cents 20 cents 20 cents 10 cents 3 cents Final dividend 10 cents 0 cents 0 cents 30 cents 10 cents This concludes the Remuneration Report which has been audited. No director or key management personnel were issued options to acquire shares during the year, held any options at the end of the year or had any options that expired during the year. The number of ordinary shares in the Company held directly, indirectly or beneficially during the financial year by key management personnel and their related entities are as follows: Total shareholdings include shares held by key management personnel and their related entities. The remuneration policy has been tailored to increase goal congruence between shareholders, directors and executives. There have been two methods applied in achieving this aim, the first being a performance based bonus based on key performance indicators, and the second being the issue of equity to the majority of directors and executives to encourage the alignment of personal and shareholder interests. The following table shows gross revenue, profits and dividends over the last five years (including continuing and discontinued operations). 15
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Directors' Report Shares under Options Proceedings on Behalf of the Company Auditor's Independence Declaration Non-Audit Services Corporate Governance Statement Rounding of Amounts Greg McCann Chiao-Heng (Charles) Huang Chairman Managing Director Dated this 31 August 2026 Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in Note 7 to the financial statements. There were no ordinary shares of the company issued on exercise of options during the year (2025:Nil), nor are there any ordinary shares under option at the end of the financial year and the date of this report. On behalf of the Directors, No person has applied for leave of Court to bring proceedings on behalf of the consolidated entity or intervene in any proceedings to which the consolidated entity is a party for the purpose of taking responsibility on behalf of the consolidated entity for all or any part of those proceedings. The consolidated entity was not a party to any such proceedings during the year. A copy of the Auditor's independence declaration as required under section 307C of the Corporations Act 2001 has been provided to the directors and is set out immediately after this directors' report. The directors are of the opinion that the services as disclosed in Note 7 to the financial statements do not compromise the external auditor's independence requirements of the Corporations Act 2001 for the following reasons: The Company is of a kind referred to in Legislative Instrument 2026/183, issued by the Australian Securities and Investment Commission, relating to "rounding-off". Amounts in this report have been rounded off in accordance with that Class Order to the nearest dollar. Amounts could have been rounded off to nearest thousand, but management has selected not to do so at this point in time. This report is made in accordance with a resolution of Directors, pursuant to Section 298 (2) (a) of the Corporation Act 2001. The directors of the Company support and adhere to the principle of corporate governance, recognising the need for the highest standard of corporate behaviour and accountability. A review of the Company's corporate governance practices was undertaken during the year to ensure they remained optimal. Please refer to the corporate governance statement in this report. • all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and • none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor's own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and rewards. The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another person or firm on the auditor's behalf), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. 16
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Corporate Governance Statement The Company is committed to implementing standards of corporate governance consistent with the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations (4th Edition). Where the Company's corporate governance practices do not correlate with the Recommendations, the Company does not currently regard it appropriate to meet that specific Recommendation, due to the nature and size of the Company's operations. The Board's reasoning for any departure to the Recommendations is explained in the Corporate Governance Statement which is available on the Company website http://www.tpc.com.au/investor_reports.asp. 17
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Grant Thornton Audit Pty Ltd Level 26 Grosvenor Place 225 George Street Sydney NSW 2000 Locked Bag Q800 Queen Victoria Building NSW 1230 T +61 2 8297 2400 grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. 18 Auditor’s Independence Declaration To the Directors of TPC Consolidated Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of TPC Consolidated Limited for the year ended 30 June 2026, I declare that, to the best of my knowledge and belief, there have been: a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and b no contraventions of any applicable code of professional conduct in relation to the audit. Grant Thornton Audit Pty Ltd Chartered Accountants M R Leivesley Partner – Audit & Assurance Sydney, 31 August 2026
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Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2026 2026 2025 Note $ $ Revenue 2 196,312,766 193,114,557 Delivery of services (158,517,164) (166,016,969) Gross profit 37,795,602 27,097,588 Gain on sale of derivatives 2 53,264 2,254,420 Gross profit and gain on sale of derivatives 37,848,866 29,352,008 Other income 2 50,408 69,449 37,899,274 29,421,457 Operating expenses 3 (18,051,449) (15,763,282) Employee benefits expense 3 (11,703,876) (11,338,274) (Loss)/gain on fair value of derivatives (174,646) 9,973 Depreciation and amortisation 3 (1,191,383) (1,228,705) Finance income 731,966 718,484 Finance costs 3 (724,472) (822,527) Profit before income tax 3 6,785,414 997,126 Income tax expense 4 (2,701,183) (693,840) Profit for the year 4,084,231 303,286 Other comprehensive income for the year, net of tax Amounts that may subsequently be transferred to profit or loss Exchange differences on translating foreign operations (208,344) 60,346 Fair value movement on derivatives designated for Hedge Accounting (9,765,760) (3,647,540) Tax relating to loss in fair value of cash flow hedges 2,929,728 1,094,262 Other comprehensive income for the year, net of tax (7,044,376) (2,492,932) Total comprehensive income for the year (2,960,145) (2,189,646) Profit attributable to Members of TPC Consolidated Limited 4,084,231 303,286 Total comprehensive income attributable to Members of TPC Consolidated Limited (2,960,145) (2,189,646) Earnings per share for the year attributable to the members of TPC Consolidated Limited Cents Cents Earnings per share - Basic earnings per share 5 36.01 2.67 - Diluted earnings per share 5 36.00 2.67 The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. 19
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Consolidated Statement of Financial Position As at 30 June 2026 2026 2025 Note $ $ ASSETS Current Assets Cash and cash equivalents 8 9,511,532 7,185,495 Trade and other receivables 9 31,102,932 30,188,598 Derivatives held at fair value 23 - 165,776 Current tax receivables 4 260,043 - Bank deposits 10 13,051,311 17,051,297 Other assets 11 10,660,707 8,161,164 Total Current Assets 64,586,525 62,752,330 Non-Current Assets Property, plant and equipment 13 687,570 886,760 Right of use assets 14 1,302,512 2,184,503 Deferred tax assets 4 5,637,998 2,731,826 Total Non-Current Assets 7,628,080 5,803,089 TOTAL ASSETS 72,214,605 68,555,419 LIABILITIES Current Liabilities Trade and other payables 15 25,953,732 22,595,833 Borrowings 16 5,901,894 9,349,425 Derivatives held at fair value 23 9,774,631 - Lease liabilities 14 819,783 895,089 Current tax liabilities 4 - 312,142 Short term provisions 17 3,232,404 2,901,779 Contract liabilities 18 1,251,599 1,445,140 Total Current Liabilities 46,934,043 37,499,408 Non-Current Liabilities Long term provisions 17 123,259 103,538 Lease liabilities 14 640,029 1,463,700 Total Non-Current Liabilities 763,288 1,567,238 TOTAL LIABILITIES 47,697,331 39,066,646 NET ASSETS 24,517,274 29,488,773 EQUITY Issued capital 19 10,527,420 10,527,420 Reserves 20 (6,686,370) 100,789 Retained earnings 20,676,224 18,860,564 TOTAL EQUITY 24,517,274 29,488,773 The above consolidated statement of financial position should be read in conjunction with the accompanying notes. 20
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Consolidated Statement of Changes in Equity For the year ended 30 June 2026 Issued Retained Capital Reserves Earnings Total Note $ $ $ $ Balance at 1 July 2024 10,527,420 2,593,721 20,825,849 33,946,990 Profit for the year - - 303,286 303,286 Other comprehensive income - (2,492,932) - (2,492,932) Total comprehensive income for the year - (2,492,932) 303,286 (2,189,646) Transactions with Shareholders Dividend paid - - (2,268,571) (2,268,571) Balance at 30 June 2025 10,527,420 100,789 18,860,564 29,488,773 Balance at 1 July 2025 10,527,420 100,789 18,860,564 29,488,773 Profit for the year - - 4,084,231 4,084,231 Other comprehensive income - (7,044,376) - (7,044,376) Total comprehensive income for the year - (7,044,376) 4,084,231 (2,960,145) Transactions with Shareholders Dividend paid - - (2,268,571) (2,268,571) Employee equity benefits reserve - 257,217 - 257,217 Balance at 30 June 2026 10,527,420 (6,686,370) 20,676,224 24,517,274 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. 21
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Consolidated Statement of Cash Flows For the year ended 30 June 2026 2026 2025 Note $ $ CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers (inclusive of GST) 213,275,816 212,847,826 Payments to suppliers and employees (inclusive of GST) (205,027,385) (217,002,401) Proceeds from the sale of derivatives 53,264 2,254,420 Interest received 731,966 718,563 Interest and other financial costs paid (724,472) (822,527) Income tax paid (3,247,816) (932,140) NET CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES 8(b) 5,061,373 (2,936,259) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant & equipment (180,004) (105,966) Net proceeds from disposal of fixed assets 33,796 - Received from/(Payment to) bank deposits 3,999,986 (2,040,000) NET CASH PROVIDED BY/( USED IN) INVESTING ACTIVITIES 3,853,778 (2,145,966) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from borrowings 23,358,680 22,130,922 Repayment of borrowings (26,806,211) (12,781,497) Repayment of lease liabilities (873,012) (809,257) Dividends paid (2,268,571) (2,268,571) NET CASH (USED IN)/PROVIDED BY FINANCING ACTIVITIES (6,589,114) 6,271,597 Net increase in cash held 2,326,037 1,189,372 Cash held at the beginning of the financial year 7,185,495 5,996,123 CASH AT THE END OF FINANCIAL YEAR 8(a) 9,511,532 7,185,495 The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. 22
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Basis of Preparation Parent Entity Information Accounting Policies New, Revised or Amended Accounting Standards and Interpretations Adopted (a) Principles of Consolidation Note 1: Statement of Material Accounting Policies This financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and the Corporations Act 2001 as applicable to for-profit entities. The consolidated financial report of the Group also complies with International Financial Reporting Standards (IFRSs) and interpretations adopted by the International Accounting Standards Board (IASB). The following is a summary of the material accounting policies adopted in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated, with all balances being presented in Australian dollars. This financial report includes the consolidated financial statements and notes of TPC Consolidated Limited and the controlled entities (consolidated group or group). TPC Consolidated Limited is a company limited by shares, incorporated and domiciled in Australia, whose shares are publicly traded on the Australian Securities Exchange, under the ticker TPC. The financial report has been prepared on an accruals basis and is based on historical costs except where applicable as modified by the revaluation of financial assets and financial liabilities for which the fair value basis of accounting has been applied. The Group financial statements consolidate those of the Parent Company and all of its subsidiaries as of 30 June 2026. The Parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 30 June. Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the consolidated financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this financial report are presented below. They have been consistently applied unless otherwise stated. The financial report of TPC Consolidated Limited and its controlled entities for the year ended 30 June 2026 was authorised for issue in accordance with a resolution of the TPC Board of Directors on 31 August 2026. In accordance with Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in Note 28. The Company has applied the required amendments to the Standards that are relevant to its operations and effective for the current reporting period. The application of the amendments to Standards do not have a material impact on disclosure or amounts recognised in these financial statements. 23
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (a) Principles of Consolidation (continued) (b) Income Tax - the initial recognition of goodwill; or the accounting profit or taxable income at the time of the transaction. TPC Consolidated Limited, as the head entity in the tax consolidated group, recognises, in addition to its own, the current tax liabilities and the deferred tax assets arising from unused tax losses and tax credits of all entities in the group. The income tax expense or benefit represents the sum of current tax and deferred tax. Current tax is calculated on accounting profit after adjustment for any non-taxable and non-deductible items. Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. It is calculated using the tax rates that have been enacted or are substantially enacted at reporting date. Deferred tax liabilities are recognised for all taxable temporary differences, except to the extent that the deferred tax liabilities arises from: Effective 1 July 2003, for the purposes of income taxation, TPC Consolidated Limited and its 100% owned Australian subsidiaries formed a tax consolidated group. As part of the election to enter tax consolidation, the tax consolidated group is treated as a single entity for income tax purposes. The current tax and deferred tax is recognised as an expense in the consolidated statement of profit or loss and other comprehensive income, except when it relates to items directly charged or credited to equity, in which case the current and deferred tax is also recognised directly in equity. Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax base of assets and liabilities and their carrying amounts in the consolidated financial statements. - the initial recognition of an asset or liability in a transaction that is not a business combination and affects neither Note 1: Statement of Material Accounting Policies (continued) Deferred tax assets are recognised for all deductible temporary differences and for carrying forward of unused tax losses and tax credits to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carrying forward of unused tax losses and tax credits can be utilised. Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. Where temporary differences exist in relation to investments in subsidiaries, branches, associates and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will be occurring in the foreseeable future. Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable. All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group. 24
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (c) Inventories (d) Property, Plant and Equipment Plant and Equipment Plant and Equipment are measured on the cost basis less depreciation and impairment losses. Depreciation The depreciation rates used for each class of depreciable assets are: Motor Vehicles 20% Plant & Equipment 10% Office Fittings & Furniture 13% Office Equipment 20% - 33% Network Equipment 20% - 33% (e) Leases Measurement and recognition of leases as a lessee The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows which will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts. Inventories are initially measured and recorded at cost and are valued at the lower of cost and net realisable value. The depreciable amount of all fixed assets including buildings and capitalised lease assets, but excluding freehold land, is depreciated on a straight line basis over their useful lives to the consolidated entity commencing from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the improvements. Each class of property, plant and equipment is carried at cost less any accumulated depreciation and any provision for impairment loss. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future benefits associated with the item will flow to the group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the consolidated statement of profit or loss and other comprehensive income during the financial period in which they are incurred. An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the consolidated entity. Gains or losses between the carrying amount and the disposal proceeds are taken to profit or loss. Note 1: Statement of Material Accounting Policies (continued) • the contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being identified at the time the asset is made available to the Group • the Group has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use, considering its rights within the defined scope of the contract • the Group has the right to direct the use of the identified asset throughout the period of use. The Group assess whether it has the right to direct ‘how and for what purpose’ the asset is used throughout the period of use. At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received). A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for consideration’. To apply this definition the Group assesses whether the contract meets three key evaluations which are whether: 25
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (e) Leases (continued) Measurement and recognition of leases as a lessee (continued) (f) Financial Instruments Recognition and derecognition Classification and initial measurement of financial assets The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in profit or loss on a straight-line basis over the lease term. The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of- use asset for impairment when such indicators exist. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. In the periods presented the corporation does not have any financial assets categorised as FVOCI. The classification is determined by both: • the entity’s business model for managing the financial asset • the contractual cash flow characteristics of the financial asset. Note 1: Statement of Material Accounting Policies (continued) Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires. Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable). Financial assets, other than those designated and effective as hedging instruments, are classified into the following categories: • amortised cost • fair value through profit or loss (FVTPL) • fair value through other comprehensive income (FVOCI). All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses. At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the Group’s incremental borrowing rate. Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments. When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or profit and loss if the right-of-use asset is already reduced to zero. 26
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (f) Financial Instruments (continued) Subsequent measurement of financial assets Financial assets at amortised cost Financial assets at fair value through profit or loss (FVTPL) Financial assets at fair value through other comprehensive income (FVOCI) Impairment of financial assets Note 1: Statement of Material Accounting Policies (continued) Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. All derivative financial instruments fall into this category, except for those designated and effective as hedging instruments, for which the hedge accounting requirements apply. Assets in this category are measured at fair value with gains or losses recognised in profit or loss. The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation technique where no active market exists. The Group accounts for financial assets at FVOCI if the assets meet the following conditions: • they are held under a business model whose objective it is “hold to collect” the associated cash flows and sell and • the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding. After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL): • they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows • the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on Instead of identifying a credit loss event, the Group considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument. In applying this forward-looking approach, a distinction is made between: • financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk (‘Stage 1’) and • financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (‘Stage 2’). ‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date. ‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised for the second category. Any gains or losses recognised in other comprehensive income (OCI) will be recycled upon derecognition of the asset. AASB 9’s impairment requirements use more forward-looking information to recognise expected credit losses – the ‘expected credit loss (ECL) model’. Instruments within the scope of the requirements included loans and other debt-type financial assets measured at amortised cost and FVOCI, trade receivables, contract assets recognised and measured under AASB 15 and loan commitments and some financial guarantee contracts (for the issuer) that are not measured at fair value through profit or loss. 27
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (f) Financial Instruments (continued) Trade and other receivables and contract assets Classification and measurement of financial liabilities Derivative financial instruments and hedge accounting All derivative financial instruments used for hedge accounting are recognised initially at fair value and reported subsequently at fair value in the statement of financial position. The Group’s financial liabilities include borrowings, trade and other payables and derivative financial instruments. Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance costs or finance income. To the extent that the hedge is effective, changes in the fair value of derivatives designated as hedging instruments in cash flow hedges are recognised in other comprehensive income and included within the cash flow hedge reserve in equity. Any ineffectiveness in the hedge relationship is recognised immediately in profit or loss. The Group assess impairment of trade receivables on a collective basis as they possess shared credit risk characteristics they have been grouped based on the days past due. At the time the hedged item affects profit or loss, any gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss and presented as a reclassification adjustment within other comprehensive income. However, if a non-financial asset or liability is recognised as a result of the hedged transaction, the gains and losses previously recognised in other comprehensive income are included in the initial measurement of the hedged item. Note 1: Statement of Material Accounting Policies (continued) The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix. Derivative financial instruments are accounted for at fair value through profit and loss (FVTPL) except for derivatives designated as hedging instruments in cash flow hedge relationships, which require a specific accounting treatment. To qualify for hedge accounting, the hedging relationship must meet all of the following requirements: • there is an economic relationship between the hedged item and the hedging instrument • the effect of credit risk does not dominate the value changes that result from that economic relationship • the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity actually uses to hedge that quantity of hedged item. 28
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (f) Financial Instruments (continued) (g) Impairment of Assets (h) Foreign Currency Transactions and Balances Functional and Presentational Currency Transactions and Balances Group Companies - Assets and liabilities are translated at year end exchange rates prevailing at the reporting date; - Income and expenses are translated at average exchange rates for the period; and - Retained earnings are translated at the exchange rates prevailing at the date of the transaction. Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year end exchange rate. Non monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined. The financial results and position of foreign operations whose functional currency is different from the group's presentational currency are translated as follows: Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the consolidated statement of profit or loss and other comprehensive income. If a forecast transaction is no longer expected to occur, any related gain or loss recognised in other comprehensive income is transferred immediately to profit or loss. If the hedging relationship ceases to meet the effectiveness conditions, hedge accounting is discontinued and the related gain or loss is held in the equity reserve until the forecast transaction occurs. Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash generating unit to which the asset belongs. The functional currency of each group entity is measured using the currency of the primary economic environment in which the entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional and presentational currency. At each reporting date, the group reviews the carrying values of assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset's fair value less costs to sell and value in use, is compared to the asset's carrying value. Any excess of the asset's carrying value over its recoverable amount is charged to the consolidated statement of profit or loss and other comprehensive income. Note 1: Statement of Material Accounting Policies (continued) Exchange differences arising on translation of foreign operations are transferred directly to the group's foreign currency translation reserve in the consolidated statement of financial position. These differences are recognised in the consolidated statement of profit or loss and other comprehensive income in the period in which the operation is disposed. Exchange differences arising on the translation of monetary items are recognised in the consolidated statement of profit or loss and other comprehensive income. 29
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 (i) Employee Benefits Annual Leave/Long Service Leave Superannuation Share-based Payments (j) Cash and Cash Equivalents (k) Trade Receivables Trade and other receivables are stated at amortised cost less any provision for impairment loss. Expected Credit Loss Expected credit loss on trade receivables and contract assets (l) Trade and Other Payables Trade and other payables are stated at amortised cost. (m) Provisions For trade and other receivables, the Group applies the simplified approach, which requires expected lifetime losses to be recognised from initial recognition of the receivables. The Group uses an allowance matrix to measure expected credit losses of trade receivables and contract assets from its customers. Trade receivable amounts are disaggregated into customer segments. Loss rates are estimated in each age category and are based on the probability of a receivable progressing through to write-off. Factors to estimate the loss rate are based on risk assessment performed per customer segment and economic factors such as wholesale electricity forward curves. Provision is made for the consolidated entity's liability for employee benefits arising from services rendered by employees to reporting date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than one year have been measured at the present value of the future cash outflows to be made for those benefits. The Group uses an allowance matrix to measure expected credit losses of trade receivables and contract assets from its customers. Contributions are made by the consolidated entity to employee superannuation funds and are charged as expenses when incurred. The amount of the expected credit loss is recognised in profit or loss within other expenses. When a trade receivable for which an expected credit loss had been recognised becomes uncollectible in a subsequent period, it is written off against the provision account. Subsequent recoveries of amounts previously written off are credited against other expenses in profit or loss. Note 1: Statement of Material Accounting Policies (continued) Provisions are recognised when the group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. The group operates equity-settled share-based payment employee share and option schemes. The fair value of the equity to which employees become entitled is measured at grant date and is recognised as an expense over the vesting period, with a corresponding increase in equity. The fair value of shares is ascertained as the market bid price. The fair value of options (and ESOP awards accounted for as options) is ascertained using a Black-Scholes pricing model. The number of shares and options expected to vest is reviewed and adjusted at each reporting date such that the amount recognised for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest. Cash and cash equivalents include cash on hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less, and bank overdrafts. 30
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (n) Contract Liabilities (o) Revenue Recognition Costs that are incurred regardless of whether an energy contract is obtained are expensed as incurred, unless those costs are explicitly chargeable to the customer. Contract liabilities represents receipts in advance from customers of the energy business as at the reporting date. The Group’s primary revenue streams relate to the retail sale of electricity and gas to residential and business customers in Australia. Revenue from contracts with customers is recognised when control of the goods or services is transferred to a customer at an amount that reflects the consideration to which the Group expects to be entitled to receive in exchange for those goods or services. Note 1: Statement of Material Accounting Policies (continued) The majority of contractual energy supply arrangements with customers have no fixed duration, generally require no minimum consumption by the customer and are able to be terminated by either party at any time without incurring significant penalty. Given this, the enforceable contracts are considered short term (less than 12 months) in nature. The Group has generally concluded that it is the principal in its revenue arrangements because it controls the goods or services before transferring them to the customer. The Group’s primary performance obligations are the supply of energy (gas or electricity) over the contractual term. There are either individual contracts representing separate purchasing decisions of customers, or the units of supply of energy represent a series of distinct goods that are substantially the same and have the same pattern of transfer to the customer and hence is considered one performance obligation satisfied over time. For the shorter term contracts, the performance obligations are considered to be satisfied, and revenue is recognised, as and when the units of energy are delivered. Residential electricity and gas sales Residential energy sales relate to the sales of energy (gas and electricity) to retail customers. Residential sales are classified as individual, short term, day-by-day contracts and are recognised as revenue on a day-by-day basis upon delivery of energy to customers. The Group recognises revenue from contracts with its residential customers at the electricity and gas portfolio levels. Business electricity and gas sales Business sales represent the sale of energy to business customers. The nature and accounting treatment of this revenue stream is consistent with residential sales. Customer contract liabilities are recognised for cash received in advance and services not used yet. Costs to obtain and fulfil a contract 31
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (o) Revenue Recognition (continued) (p) Goods and Services Tax (q) Earnings per Share (r) Segment Reporting (s) Comparatives (t) Critical Accounting Estimates and Judgments Diluted earnings per share is calculated as adjusted net profit or loss attributable to ordinary equity holders of TPC Consolidated Limited divided by the weighted average number of shares outstanding adjusted for the effects of all dilutive potential ordinary shares during the period. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. Where required by accounting standards, comparative figures have been adjusted to conform to changes in the current year. Variable consideration and constraints The Group includes variable consideration in the transaction price as estimated at the inception of a contract. However, if it is considered 'highly probable' that a significant reversal of revenue recognised will occur in the future, the variable consideration is constrained and not included in the transaction price. The Group's contractual arrangements contain a number of variable pricing elements including discounts. Some of these variable elements are resolved during the reporting periods. Where they are not, management estimates the likelihood of the variable pricing element eventuating and recognises the variable pricing element to the extent it is not highly probable that it will reverse. Revenues and expenses are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of expense. Cash flows are presented in the cash flow statements on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows. Receivables and payables in the statement of financial position are shown inclusive of GST. The net amount of GST due, but not paid, to the Australian Taxation Office is included under payables. Interest income is recognised using the effective interest method. Note 1: Statement of Material Accounting Policies (continued) The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and consolidated data, obtained both externally and within the group. Basic earnings per share is calculated as net profit or loss attributable to ordinary equity holders of TPC Consolidated Limited divided by the weighted average number of ordinary shares outstanding during the period. 32
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Accounting Policies (continued) (t) Critical Accounting Estimates and Judgments (continued) Expected Credit Loss of Receivables Contract Assets Fair Value of Financial Instruments Accrued Network Costs Some of the assumptions and estimates include: • Average network cost of energy for past 3 months • Loss factors • Volume and timing of energy consumed by customers The Group makes uses of simplified approach in accounting for contract assets and records the loss allowance as lifetime expected credit losses. Management estimates energy consumption between the date of the last invoice from the energy distributor to the Group, and the end of the reporting period when estimating network expenses. Detailed calculations utilising estimates of the electricity and gas consumption of customers are used to determine the estimate of unbilled network expenses. The Group assesses on a forward looking basis the expected credit losses associated with its receivables and contract assets carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For trade receivables, the Group applies the simplified approach, which requires expected lifetime losses to be recognised from initial recognition of the receivables. The Group uses an allowance matrix to measure expected credit losses of trade receivables from its customers. Trade receivable amounts are disaggregated into customer segments. Loss rates are estimated in each age category and are based on the probability of a receivable progressing through to write-off. Factors to estimate the loss rate are based on risk assessment performed per customer segment and economic factors such as wholesale electricity forward curves. When the fair value of financial assets and financial liabilities recorded in the statement of financial position cannot be derived from active markets, the fair value is determined using valuation techniques including the discounted cash flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. The judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. See Note 26 for further discussion. Note 1: Statement of Material Accounting Policies (continued) The Group recognises revenue from gas and electricity sales once the gas and/or electricity has been consumed by the customer. Management estimates customer consumption between the last invoice date and the end of the reporting period when determining gas and electricity revenue for the financial period. Various assumptions and financial models are used to determine the estimated unbilled consumption. Some of the assumptions and estimates include: • Volume and timing of energy consumed by the customers • Various pricing plans and allocation of the estimated volume to such pricing plans • Loss factors • Behavioural discounts 33
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 2: Revenue 2026 2025 $ $ Disaggregated Revenue Services transferred over time - Electricity Service 122,195,694 123,747,497 - Gas Service 74,117,072 69,367,060 196,312,766 193,114,557 Gain on sale of derivatives (1) 53,264 2,254,420 Other Income - Sundry Income 50,408 69,449 50,408 69,449 Note 3: Profit Before Income Tax 2026 2025 $ $ Short Term Lease Expense 290,796 255,603 Advertising and Promotion Expense 559,058 526,253 Communication Expense 365,242 201,853 Professional Fees 2,189,232 2,020,405 Bank and Merchant Fees 1,259,144 1,265,359 Travel Expense 684,072 675,162 Expected Credit Losses 4,683,255 4,364,776 Foreign Exchange Losses 175,723 5,515 Other Expenses 7,844,927 6,448,356 Total Operating Expenses 18,051,449 15,763,282 Employee Benefits Expenses 10,767,080 10,436,054 Superannuation 936,796 902,220 Total Employee Benefits Expenses 11,703,876 11,338,274 Depreciation of Non-current Assets 1,191,383 1,228,705 Total Depreciation and Amortisation 1,191,383 1,228,705 Finance Costs 724,472 822,527 (1) This represents the gains recognised on the sale of energy derivatives to third parties. As detailed in note 26 (a) the group is exposed to energy price risks and manages these through entering into derivative instruments. The group strategically enters into these arrangements to manage this risk and the intention is not to trade their position to make a profit, however, from time to time there is a commercial rationale to exit the hedged position. Any material surplus / (loss) is recognised separately on the face of the profit and loss. AASB 15 requires entities to disaggregate revenue from contracts with customers into categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The Group has determined that a disaggregation of revenue using existing segments and the nature of revenue best depicts the Group's revenue. For 2026, revenue includes $1,445,140 (2025: $986,743) included in contract liability balance at the beginning of the period. 34
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 4: Income Tax Expense 2026 2025 $ $ (a) Income Tax Expense The major components of income tax expense are: Income tax payable for the year 2,605,845 2,142,950 Under provision in respect of prior years 71,782 92,795 23,556 (1,541,905) Income tax expense 2,701,183 693,840 2026 2025 $ $ 6,785,414 997,126 2,035,624 299,138 Effect of non-assessable income and non-deductible expenses 593,777 301,907 Under provision in respect of prior years 71,782 92,795 Income tax expense attributable to profit from ordinary activities 2,701,183 693,840 2026 2025 $ $ (c) Current Tax Balances Current tax assets/(liabilities) Income tax receivable/(payable) 260,043 (312,142) (b) The prima facie income tax expense on profit from ordinary activities differs from the income tax expense provided in the financial statements and is reconciled as follows: Profit before income tax expense Movement in deferred tax Prima facie tax expense on profit from ordinary activities at 30% (2025: 30%) 35
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 4: Income Tax Expense (continued) (d) Deferred Tax Balances Charged to Other Opening Charged to Comprehensive Closing Balance Income Income Balance $ $ $ $ Deferred tax liabilities Derivatives held at fair value 1,141,003 - (1,054,061) 86,942 Property, plant and equipment 247,648 (74,523) - 173,125 Right of use assets 799,241 (213,131) - 586,110 Accrued Income 3,966,076 (660,994) - 3,305,082 Others - 23,013 - 23,013 Balance as at 30 June 2025 6,153,968 (925,635) (1,054,061) 4,174,272 Derivatives held at fair value 86,942 (86,942) - - Property, plant and equipment 173,125 (49,430) - 123,695 Right of use assets 586,110 (213,131) - 372,979 Accrued Income 3,305,082 449,184 - 3,754,266 Others 23,013 984 - 23,997 Balance as at 30 June 2026 4,174,272 100,665 - 4,274,937 Charged to Other Opening Charged to Comprehensive Closing Balance Income Income Balance $ $ $ $ Deferred tax assets Provisions 776,260 126,685 - 902,945 Allowance of expected credit loss 1,444,443 647,864 - 2,092,307 Trade and other payables 2,847,569 (36,096) - 2,811,473 Others 1,181,354 (81,981) - 1,099,373 Balance as at 30 June 2025 6,249,626 656,472 - 6,906,098 Provisions 902,945 105,253 - 1,008,198 Derivatives held at fair value - 5,653 2,929,728 2,935,381 Allowance of expected credit loss 2,092,307 9,888 - 2,102,195 Trade and other payables 2,811,473 213,706 - 3,025,179 Others 1,099,373 (257,391) - 841,982 Balance as at 30 June 2026 6,906,098 77,109 2,929,728 9,912,935 2026 2025 $ $ Deferred tax assets 9,912,935 6,906,098 Deferred tax liability (4,274,937) (4,174,272) Net deferred tax assets 5,637,998 2,731,826 36
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 4: Income Tax Expense (continued) (e) Tax Consolidation Note 5: Earnings Per Share 2026 2025 Cents Cents Basic earnings per share 36.01 2.67 Diluted earnings per share 36.00 2.67 4,084,231 303,286 Number Number in the calculation of basic EPS 11,342,857 11,342,857 in the calculation of diluted EPS 11,344,499 11,342,857 Note 6: Dividends Paid and Proposed (a) Recognised Amounts Cents per Share Total Cents per Share Total $ $ (i) Dividends paid during the year: Final dividend (prior year) - fully franked - - - - Interim dividend - fully franked 20.0 2,268,571 20.0 2,268,571 Total 20.0 2,268,571 20.0 2,268,571 (ii) Dividends declared and not recognised as a liability: Final dividends - fully franked (1) & (2) 10.0 1,200,286 - - 20252026 (1) A final dividend $1,200,286 equivalent to 10 cents per share (12,002,857 shares) was declared on 31 August 2026 with a record date of 4 September 2026 and the payment date scheduled for 12 October 2026. (2) No final dividend was declared and was paid for the year ended 30 June 2025. Weighted average number of ordinary shares outstanding during the year Net earnings used in the calculation of basic and diluted EPS Effective 1 July 2003, for the purposes of income taxation, TPC Consolidated Limited and its 100% owned Australian subsidiaries formed a tax consolidated group. As part of the election to enter tax consolidation, the tax consolidated group is treated as a single entity for income tax purposes. TPC Consolidated Limited, as the head entity in the tax consolidated group, recognises, in addition to its own transactions, the current tax liabilities and the deferred tax assets arising from unused tax losses and tax credits of all entities in the group. 37
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 6: Dividends Paid and Proposed (continued) Franking Credit Balance 2026 2025 $ $ 12,889,600 10,681,875 12,889,600 10,681,875 (514,408) - 12,375,192 10,681,875 Note 7: Auditor's Remuneration 2026 2025 $ $ Audit services - Grant Thornton Audit Pty Limited Audit or Review of the Financial Reports 148,600 143,230 Other services - Related entity of Grant Thornton Audit Pty Limited Taxation Compliance Services 42,105 40,380 Total Remuneration of Grant Thornton Audit Pty Limited and related entities 190,705 183,610 Note 8: Cash and Cash Equivalents 2026 2025 $ $ (a) Cash Balance Cash at bank and in hand 9,511,532 7,185,495 9,511,532 7,185,495 (b) Reconciliation of Net Cash Flow from Operations with Profit after Income Tax 2026 2025 $ $ Profit after income tax 4,084,231 303,286 Non-cash flows in profit Depreciation and amortisation 1,191,383 1,228,705 Loss/(gain) on fair value of derivatives 174,646 (9,973) Expected credit loss of receivable recognised 1,503,861 2,177,947 Gain on disposal of fixed assets (5,796) - Changes in assets and liabilities Increase in prepayments (503,500) (130,727) (Increase)/decrease in trade & other receivables (2,418,195) 1,968,710 Increase/(decrease) in trade & other payables 3,784,110 (5,529,664) Decrease in contract liabilities (193,541) (1,786,219) Increase in other provisions 350,346 423,783 Increase in net deferred tax assets (2,906,172) (1,582,107) 5,061,373 (2,936,259) During the financial year the following fees were paid or payable for services provided by Grant Thornton Audit Pty Limited, the auditor of the Company: The amount of franking credits available for the subsequent financial year are: - Franking account balance as at the end of the financial year at 30% (2025: 30%) The amount of franking credits available for future reporting periods: - Impact on franking account balance of dividends proposed after the reporting date 38
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 9: Trade and Other Receivables 2026 2025 $ $ Current Trade Receivables 20,111,510 18,789,891 Expected Credit Losses of Receivables (8,487,043) (6,983,182) Contract Assets (a) 19,421,670 18,352,683 Other Receivables 56,795 29,206 31,102,932 30,188,598 (a) Contract Assets comprises of: - Contract Assets 19,421,670 18,352,683 19,421,670 18,352,683 Opening contract assets 18,352,683 20,052,204 Contract assets billed during the year (197,419,467) (182,686,759) Contract assets accrued for the year 198,488,454 180,987,238 Closing contract assets 19,421,670 18,352,683 The movement in the expected credit losses in respect of trade receivables and other receivables are detailed below: Opening balance (6,983,182) (4,805,235) - Expected credit losses recognised during the year (4,958,315) (4,387,510) - Expected credit losses reversed during the year 276,631 22,734 - Receivables written off during the year as uncollectible 3,177,823 2,186,829 Closing balance (8,487,043) (6,983,182) Credit Policy Ageing of trade receivables at the reporting date was: Not past due 8,214,099 8,906,811 Past due 0 - 30 days 2,420,452 2,236,641 Past due 31 - 60 days 1,171,316 1,029,270 Past due 61 - 90 days 997,707 935,679 Past due 90 days over 7,307,936 5,681,490 Total 20,111,510 18,789,891 Expected credit losses (8,487,043) (6,983,182) Trade receivables net of expected credit losses 11,624,467 11,806,709 The Group requires customers to pay in accordance with agreed terms. Trade receivables are non-interest bearing and are generally on 20-90 days terms. A provision for impairment is recognised based on expected credit loss model. All credit and recovery risk associated with trade receivables has been provided for in the consolidated statement of financial position. 39
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 9: Trade and Other Receivables (continued) The expected credit loss for trade receivables as at 30 June 2026 and 30 June 2025 was determined as follows: At 30 June 2026 Expected Credit Loss Rate Gross Carrying Amount Expected Credit Loss % $ $ Not past due 4.11% 8,214,099 337,683 Past due 0 - 30 days 15.79% 2,420,452 382,147 Past due 31 - 60 days 42.00% 1,171,316 491,953 Past due 61 - 90 days 69.00% 997,707 688,418 Past due 90 days over 90.13% 7,307,936 6,586,842 Total 20,111,510 8,487,043 At 30 June 2025 Expected Credit Loss Rate Gross Carrying Amount Expected Credit Loss % $ $ Not past due 4.28% 8,906,811 381,421 Past due 0 - 30 days 15.83% 2,236,641 353,989 Past due 31 - 60 days 42.00% 1,029,270 432,293 Past due 61 - 90 days 69.00% 935,679 645,619 Past due 90 days over 90.99% 5,681,490 5,169,860 Total 18,789,891 6,983,182 Note 10: Bank Deposits 2026 2025 $ $ Current Bank Deposits 13,051,311 17,051,297 Note 11: Other Assets 2026 2025 $ $ Current Prepayments 978,691 475,191 Security Deposits 9,682,016 7,685,973 10,660,707 8,161,164 Bank deposits include term deposits which are held as security for bank guarantees amounting to $13,051,311 (2025: $17,051,297). Security deposits include amounts of $9,309,920 (2025: $7,533,764) held by counterparties as credit support for electricity and gas hedges. 40
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 12: Controlled Entities Country of Incorporation 2026 2025 2026 2025 % % $ $ Parent Entity TPC Consolidated Limited Australia Controlled Entities Interest at Cost CovaU Pty Limited Australia 100% 100% 12 12 iGENO Pty Limited Australia 100% 100% 100 100 Tel.Pacific ESOP Pty Limited Australia 100% 100% 1 1 Gen Earth Pty Limited Australia 100% 100% 200 200 Kinect Inc. Philippines 100% 100% 577,996 577,996 Investment in controlled entities 578,309 578,309 Impairment losses - - Total investment in controlled entities 578,309 578,309 Note 13: Property, Plant and Equipment 2026 2025 $ $ Motor Vehicle 80,591 67,200 Less: Accumulated Depreciation (1,343) (25,760) 79,248 41,440 Network Equipment & Software 195,806 195,806 Less: Accumulated Depreciation (194,915) (188,932) 891 6,874 Office Equipment 1,955,640 1,910,149 Less: Accumulated Depreciation (1,753,684) (1,696,323) 201,956 213,826 Office Fittings & Furniture 1,705,347 1,735,251 Less: Accumulated Depreciation (1,299,872) (1,110,631) 405,475 624,620 687,570 886,760 Company's recorded amount of InvestmentEffective Interest 41
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 13: Property, Plant and Equipment (continued) Movement in Carrying Amount Motor Vehicle Network Equipment & Software Office Equipment & Software Office Fittings & Furniture Total $ $ $ $ $ 2026 Balance at the beginning of the year 41,440 6,874 213,826 624,620 886,760 Additions 80,591 - 98,216 1,197 180,004 Disposal (28,000) - - - (28,000) Depreciation expense (14,783) (5,983) (98,038) (219,947) (338,751) Foreign currency exchange difference - - (12,048) (395) (12,443) Balance at the end of the year 79,248 891 201,956 405,475 687,570 Motor Vehicle Network Equipment & Software Office Equipment & Software Office Fittings & Furniture Total $ $ $ $ $ 2025 Balance at the beginning of the year 54,880 18,886 224,312 830,017 1,128,095 Additions - - 86,450 19,516 105,966 Depreciation expense (13,440) (12,012) (103,529) (225,227) (354,208) Foreign currency exchange difference - - 6,593 314 6,907 Balance at the end of the year 41,440 6,874 213,826 624,620 886,760 42
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 14: Leases (a) Amounts recognised in the balance sheet 2026 2025 $ $ The balance sheet shows the following amounts relating to leases: Right-of-use asset - Properties At cost 3,978,767 4,040,941 Less: Accumulated depreciation (2,676,255) (1,856,438) 1,302,512 2,184,503 Balance at 1 July 2024 3,033,775 Depreciation (874,497) Foreign currency exchange difference 25,225 Balance at 30 June 2025 2,184,503 Balance at 1 July 2025 2,184,503 Depreciation (852,631) Foreign currency exchange difference (29,360) Balance at 30 June 2026 1,302,512 2026 2025 $ $ Lease liabilities Current 819,783 895,089 Non-current 640,029 1,463,700 1,459,812 2,358,789 Within 1 year 1-2 year 2-3 year 3-5 year Total $ $ $ $ $ At 30 June 2026 Lease payments 859,670 649,937 - - 1,509,607 Finance charges (39,887) (9,908) - - (49,795) Net present value 819,783 640,029 - - 1,459,812 At 30 June 2025 Lease payments 969,485 863,568 649,937 - 2,482,990 Finance charges (74,396) (39,897) (9,908) - (124,201) Net present value 895,089 823,671 640,029 - 2,358,789 (b) Amounts recognised in the statement of profit or loss 2026 2025 $ $ The statement of profit or loss shows the following amounts relating to leases: Depreciation charge of right-of-use asset Right-of-use asset 852,631 874,497 Interest expense (included in finance cost) 73,546 109,698 Expense relating to short-term leases 134,820 110,582 The lease liabilities are secured by the related underlying assets. Future minimum lease payments at 30 June 2025 were as follows: 43
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 15: Trade and Other Payables 2026 2025 $ $ Current Trade Payables 4,957,903 2,855,065 Accrued Expenses 20,396,982 19,269,262 Sundry Payables 284,376 288,006 Goods and Services Tax Payable 314,471 183,500 25,953,732 22,595,833 Note 16: Borrowings 2026 2025 $ $ Current Trade finance facility - Secured 3,762,514 7,045,740 Trade finance facility - Unsecured 2,139,380 2,303,685 5,901,894 9,349,425 Note 17: Provisions 2026 2025 $ $ Short Term Provisions Leave Entitlement (1) 3,232,404 2,901,779 3,232,404 2,901,779 Long Term Provisions Leave Entitlement (1) 123,259 103,538 123,259 103,538 (1) Leave Entitlement Provision represents provision for employee entitlements relating to annual leave and long service leave. In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken is based on historical data. The measurement and recognition criteria relating to employee benefits have been included in Note 1. Trade finance facilities are classified as current liabilities, as the borrowing terms range from 60 to 90 days. Interest rates range from 12.17% to 19.47% per annum. The weighted-average interest rate at 30 June 2026 was 14.13%. The secured trade finance facility is backed by trade receivables from energy customers and contract assets, with a limit of $15.0 million (2025: 7.5 million), subject to a maximum of 80% of eligible outstanding energy customer invoices plus 60% of contract assets. The unsecured trade finance facility has a limit of $6.0 million (2025: $6.5 million). 44
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 18: Contract Liabilities 2026 2025 $ $ Unearned revenue relating to energy services 1,251,599 1,445,140 1,251,599 1,445,140 Opening contract liabilities 1,445,140 3,231,359 Contract liabilities extinguished during the year (17,478,664) (25,711,894) Contract liabilities accrued for the year 17,285,123 23,925,675 Closing contract liabilities 1,251,599 1,445,140 Note 19: Issued Capital Number $ Number $ (a) Ordinary Shares Issued and Fully Paid 11,342,857 10,527,420 11,342,857 10,527,420 Issued and Unpaid (1) 660,000 - - - 12,002,857 10,527,420 11,342,857 10,527,420 (b) Movements in Ordinary Shares on Issue Balance at the beginning of the year 11,342,857 10,527,420 11,342,857 10,527,420 Issue of 660,000 ordinary ESOP shares at $3.20 per share on 12 June 2026 (2) 660,000 - - - Balance at the end of the year 12,002,857 10,527,420 11,342,857 10,527,420 (c) Capital Management The amounts recognised as a contract liability will generally be utilised within the next reporting period. (1) The issue of shares under the 2009 Employee Shares Ownership Plan (2009 ESOP) has been treated as issue of share options in accordance with the pronouncement of the International Financial Reporting Interpretations Committee. Where the company funds the acquisition of its own shares via a loan to employees with recourse only to the shares, it is treated as an option grant and accounted for under AASB 2 Share-based Payment. No loan or equity is booked initially. The Company has effectively given the employee an option exercisable sometime in the future to buy a share at a set price. For information relating to shares issued under the 2009 ESOP during the financial year, refer to Note 25(a). 2026 2025 The group's capital includes ordinary shares supported by financial assets, and structured debt facilities. (2) On 12 June 2026, a total of 660,000 shares were granted to the employees and directors of the company under the 2009 ESOP. Effective 1 July 1998, the Corporations legislation in place abolished the concepts of authorised capital and par value shares. Accordingly, the company does not have authorised capital nor par value in respect of its issued shares. Ordinary shares carry one vote per share and carry the right to dividends. Management controls the capital of the group in order to maintain a good debt to equity ratio, provide the shareholders with adequate returns and ensure that the group can fund its operations and continue as a going concern. 45
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 19: Issued Capital (continued) (c) Capital Management (Continued) Note 20: Reserves 2026 2025 $ $ Foreign Currency Translation Reserve Balance at the beginning of the year (8,274) (68,620) (Loss)/gain on translation of overseas controlled entities (208,343) 60,346 Balance at the end of the year (216,617) (8,274) Employee Equity Benefits Reserve Balance at the beginning of the year - - Share-based payment 257,217 - Balance at the end of the year 257,217 - Cash flow Hedge Reserve Balance at the beginning of the year 109,063 2,662,341 Cash flow hedge loss recognised in equity (net of tax) (6,836,033) (2,553,278) Balance at the end of the year (6,726,970) 109,063 Total Reserves (6,686,370) 100,789 Note 21: Contingent Liabilities Note 22: Related Party Transactions Apart from the above, there have been no changes in the strategy adopted by management to control the capital of the group since the prior year. Management effectively manages the group's capital by assessing the group's financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders, buy-back shares and share issues. There are no externally imposed capital requirements for the group. The Group had no related party transactions during the financial year. The foreign currency translation reserve records exchange differences arising on translation of foreign controlled The employee equity benefits reserve records the value of equity benefits provided to employees and directors as part of their remuneration. As at 30 June 2026 the consolidated entity has issued bank guarantees totalling $13,051,311 (2025: $17,051,297) for which term deposits are held to secure this amount. Apart from the bank guarantees, there are no contingent liabilities as at the date of signing of this report. Information relating to controlled entities is set out in Note 12. Transactions occurred between certain of these entities during the period, all of which are eliminated from the consolidated accounts. 46
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 23: Fair Value of Financial Instruments 2026 2025 $ $ Current Assets Derivative financial instruments - 165,776 - 165,776 Current Liabilities Derivative financial instruments 9,774,631 - 9,774,631 - Fair Value Carrying Amount $ $ Current Assets Derivative financial instruments Opening Balance - Designated as hedging instruments 155,803 155,803 - Non designated as hedging instruments 9,973 9,973 165,776 165,776 Acquired 9,774,630 9,774,630 Recognised in the statement of profit or loss and other comprehensive income (9,940,406) (9,940,406) Closing Balance - Designated as hedging instruments - - - Non designated as hedging instruments - - - - Current Liabilities Derivative financial instruments Opening Balance - Designated - - - Non designated - - - - Acquired 9,774,631 9,774,631 Closing Balance - Designated 9,609,958 9,609,958 - Non designated 164,673 164,673 9,774,631 9,774,631 At balance date, the Company has a number of derivative financial instruments which are recorded at fair value in the Statement of Financial Position. 47
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 23: Fair Value of Financial Instruments (Continued) Carrying Amount Level 2 Total $ $ $ 2026 Financial liabilities Derivative financial instrument - Energy derivatives - cash flow hedges 9,609,958 9,609,958 9,609,958 - Foreign currency derivatives - cash flow hedges 164,673 164,673 164,673 9,774,631 9,774,631 9,774,631 These financial instruments are classified as "Level 2" instruments per the fair value hierarchy in AASB 13. Level 2 refers to instruments where the fair value is determined using inputs other than quoted prices other than those traded on an active market. The fair value of the instruments has been determined by reference to comparable similar instrument prices as at the balance sheet date. The instruments include Swap and Cap agreements mitigating exposure to significant increases in energy prices over the next twelve months. 48
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 24: Directors and Executives Disclosures (a) Remuneration of Key Management Personnel 2026 2025 $ $ Short-term Employee Benefits 1,877,312 2,032,838 Long-term Employee Benefits 37,425 45,040 Post-employment Benefits 128,732 191,354 Equity Based Benefits 175,375 - 2,218,844 2,269,232 The remuneration paid to the key management personnel is detailed in the Directors' Report. Note 25: Employee Benefits (a) Employee Share Ownership Plan Number of Options on Issue 660,000 Exercise Price $3.200 Time to Maturity 5 years Underlying Share Price $3.400 Expected Share Price Volatility 16.58% Risk-free Interest Rate 4.98% Dividend Yield 5.88% The 2009 ESOP aims to motivate, retain and attract quality employees and directors of the company to create commonality of purpose between the employees and directors and the company. The ESOP is operated by way of the company issuing new shares to participants, with an amount equal to the subscription price for those shares being loaned to the participant by the company. That loan secured by the company taking security over the shares which are subject to a holding lock period of five years, is interest free with recourse only to the shares. The loan is to be repaid over time by the participant (whether through dividends, specific payments to reduce the loan, or on sale of the underlying shares). Shares issued under the 2009 ESOP will rank from the date of issue equally with the other shares in the company then on issue. The 2009 Employee Share Ownership Plan, which was implemented on 30 November 2009, was amended and approved by shareholders at the Annual General Meeting on 30 November 2015 (2009 ESOP). All shares issued pursuant to the 2009 ESOP are held by a trustee appointed by the company in trust for the participant until such time as the loan is repaid. The loan becomes immediately repayable in the event of dismissal, resignation, death or retirement of the participant. 60% of all dividends and distributions made in respect of the shares must be applied towards repayment of the loan. Voting rights attached to the shares may only be exercised by the trustee holder in the best interest of the participant. For accounting purposes, the share issue under the 2009 ESOP has been treated as option grant and the value of the options vested has been accounted for and included in the result of the FY 2026 period. Any repayment of the loan will be treated as partial payment to be applied towards the payment of shares issued under the 2009 ESOP. On 12 June 2026, a total of 660,000 shares were granted to an employee of the company under the 2009 ESOP. The fair value of the option grant relating to the 2009 ESOP is estimated at the date of grant using a Black-Scholes Options Pricing Model applying the following inputs: 49
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 25: Employee Benefits (continued) (a) Employee Share Ownership Plan (continued) Number of shares Exercise Price $ ESOP shares in issue - At started of year - - - Issued 660,000 3.20 - At year ended 660,000 3.20 (b) Expenses Arising from Share-based Payment Transactions 2026 2025 $ $ Payments related to 2009 ESOP Shares 257,217 - (c) Superannuation Plan 2026 2025 $ $ Defined contribution superannuation expense 936,796 902,220 The company contributes to employee superannuation plans in accordance with contractual and statutory The number of ESOP shares on issue represents the number of shares issued under the 2009 ESOP on 12 June 2026. The expected life of the shares is based on historical data, which may not eventuate in the future. The expected share price volatility reflects the assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual outcome. Details of options provided as remuneration and shares issued on the exercise of such options, together with terms and conditions of the options, can be found in the Remuneration Report on pages 11-15. Total expenses arising from share-based payment transactions recognised during the year as part of employee benefits expenses were as follows: 50
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies The group undertakes transactions in a range of financial instruments including: - Cash assets; - Trade and other receivables; - Trade and other payables; - Borrowing; - Bank Deposits; and - Derivative financial instruments. (a) Energy Price Risk The Group uses the following types of derivative instruments to mitigate energy price risk. Objective of hedging arrangement Effective hedge portion Hedge ineffectiveness Hedged item sold or repaid The Group currently uses Cashflow hedge accounting relationships as detailed below: To hedge our exposure to variability in the cash flows of a recognised asset or liability, or a highly probable forecast transaction caused by commodity price movements. The effective portion of changes in the fair value of derivatives designated as cash flow hedges are recognised in the hedge reserve. Certain determinants of fair value, such as credit charges included in derivatives, or mismatches between the timing of the instrument and the underlying item in the hedge relationship, can cause hedge ineffectiveness. Any ineffectiveness is recognised immediately in profit or loss as a change in the fair value of derivatives. Amounts accumulated in the hedge reserve are transferred immediately to profit or loss. The main risks arising from the group's financial instruments are energy price risk, interest rate risk, foreign currency risk and credit risk. The Board reviews and agrees policies for managing each of these risks. The group is exposed to energy price risk associated with the purchase and/or sale of electricity, gas and environmental products. The group manages energy risk through an established risk management framework consisting of policies to place appropriate risk limits on overall energy market exposures and transaction limits for approved energy commodities, requirements for delegations of authority on trading, regular reporting of exposures and segregation of duties. It is the group's policy to actively manage the energy price exposure arising from both forecast energy supply and retail customer energy load. The Group’s risk management policy for energy price risk is to hedge forecast future positions for up to 12 months into the future. Exposures to fluctuations in the wholesale market energy prices are managed through the use of various types of hedge contracts including derivative financial instruments, such as energy swaps, caps and options. - Forwards: A contract documenting the underlying reference rate (such as benchmark price or exchange rate) to be paid or received on a notional principal obligation at a future date. - Futures: An exchange-traded contract to buy or sell an asset for an agreed price at a future date. Futures are net- settled in cash without physical delivery of the underlying asset. - Swaps: A contract in which two parties exchange a series of cash flows for another. - Options: A contract in which the buyer has the right, but not the obligation, to buy (a call option) or sell (a put option) an instrument at a fixed price in the future. The seller has the corresponding obligation to fulfil the transaction if the buyer exercises the option. Derivatives are carried on the balance sheet at fair value. Movements in the price of the underlying variables, which cause the value of the contract to fluctuate, are reflected in the fair value of the derivative. 51
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (a) Energy Price Risk (continued) Hedging instrument expires, is sold, is terminated or no longer qualifies for hedge accounting Set out below are the fair values of derivatives designated in hedge accounting relationships at reporting date. Current Assets Current Liabilities $ $ Cashflow Hedge - 9,774,631 - 9,774,631 Electricity Gas FX Nominal hedge volume 674,832 MWh - PHP120M Hedge rates $6.56 - $125.00 - 36.65 - 43.75 Electricity Gas FX Total Carrying amounts $ $ $ $ Hedging instrument - assets/(liabilities) (9,609,958) - (164,673) (9,774,631) Hedge reserve (6,726,970) - - (6,726,970) Fair value increase/(decrease) Hedging instrument (11,134,261) 1,368,500 (174,646) (9,940,407) Hedged item 11,134,261 (1,368,500) - 9,765,761 Hedge ineffectiveness - - (174,646) (174,646) Reconciliation of hedge reserve Effective portion of hedge gains (11,134,261) 1,368,500 - (9,765,761) Tax relating to gain in fair value of cash flow hedges 6,585,088 627,396 - 7,212,484 Change in hedge reserve (4,549,173) 1,995,896 - (2,553,277) The amount previously deferred in the hedge reserve is only transferred to profit or loss when the hedged item is also recognised in profit or loss. A number of derivative contracts have been designated as cash flow hedges of the Group's exposure to foreign exchange, interest rate and commodity price fluctuations. Designated derivatives include swaps, options, futures and forwards. 52
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (b) Interest Rate Risk Total Average Effective Interest Rate Note $ 2026 Financial Assets Cash 8 9,511,532 0.61% Trade and other receivables (1) 9 31,102,932 0.00% Bank deposit (1) 10 13,051,311 4.18% 53,665,775 Financial Liabilities Trade and other payables (2) 15 25,639,261 0.00% Borrowing (2) 16 5,901,894 14.13% Lease liabilities (2) 14 1,459,812 3.72% 33,000,967 2025 Financial Assets Cash 8 7,185,495 0.71% Trade and other receivables (1) 9 30,188,598 0.00% Bank deposit (1) 10 17,051,297 3.97% 54,425,390 Financial Liabilities Trade and other payables (2) 15 22,412,333 0.00% Borrowing (2) 16 9,349,425 16.23% Lease liabilities (2) 14 2,358,789 3.81% 34,120,547 (1) Loans and receivables category (2) Financial liabilities at amortised cost category, excluding GST payable The group’s exposure to interest rate risk is the risk that the financial instrument's value will fluctuate as a result of changes in market interest rates. The effective weighted average interest rates on those financial assets is as follows: 53
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (c) Foreign Currency Risk Foreign exchange risk arises from future commercial transactions and net investments in foreign operations. 2026 2025 2026 2025 Consolidated Philippine Peso 793,528 505,989 37,254 41,426 793,528 505,989 37,254 41,426 (d) Credit Risk There are no significant concentrations of credit risk within the group. Trade receivables consist of residential and business customers. Prior to contracting, customers must agree to and successfully pass a credit check and all results are individually assessed for approval by our credit team under the credit risk management policy. In the event that a credit check result is declined by our credit team all offers of supply and sale are withdrawn from the customers. The group does not have any significant credit risk exposure to any single counter-party or any group of counter- parties having similar characteristics. In addition, receivable balances are monitored on an ongoing basis. The group operates internationally and is exposed to foreign currency risk arising from various currency exposures, primarily with respect to the Philippine Peso. The transactional currency exposure will be minimised by seeking economically favourable local suppliers. When it is required, the group will enter into forward exchange contracts to reduce and minimise its currency exposures. Foreign currency risk also arises on translation of the net assets of our non Australian controlled entities which have different functional currency. The foreign currency gains or losses arising from this risk are recorded through the foreign currency translation reserve. The group does not seek to hedge this exposure taking consideration of current net investment position. The carrying amount of the consolidated entity's foreign currency denominated financial assets and financial liabilities at the reporting date was as follows: Assets Liabilities The group's maximum exposure to credit risk at reporting date in relation to each class of recognised financial assets is the carrying amount of those assets as indicated in the consolidated statement of financial position. 54
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (e) Liquidity Risk Remaining contractual maturities 1 year or less Between 1 and 2 years Between 2 and 5 years Total $ $ $ $ 2026 Non-derivatives financial assets Non-interest bearing Trade and other receivables 31,102,932 - - 31,102,932 Interest-bearing Cash and cash equivalents 9,511,532 - - 9,511,532 Bank Deposits 13,051,311 - - 13,051,311 Non-derivatives financial liabilities Non-interest bearing Trade and other payables (25,953,732) - - (25,953,732) Interest-bearing Borrowing (5,901,894) - - (5,901,894) Lease Liabilities (819,783) (640,029) - (1,459,812) Total non-derivatives 20,990,366 (640,029) - 20,350,337 Derivatives financial liabilities Non-interest bearing Derivatives held at fair value (9,774,631) - - (9,774,631) Total derivatives (9,774,631) - - (9,774,631) The group's objective is to be self-funding by the generation of positive cash flow. The group manages liquidity risk by monitoring cash flow requirements on a continuing basis. The following tables detail the consolidated entity's remaining contractual maturity for its financial instrument liabilities. Both interest and principal cash flows are disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position. 55
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (e) Liquidity Risk (continued) 1 year or less Between 1 and 2 years Between 2 and 5 years Total $ $ $ $ 2025 Non-derivatives financial assets Non-interest bearing Trade and other receivables 30,188,598 - - 30,188,598 Interest-bearing Cash and cash equivalents 7,185,495 - - 7,185,495 Bank Deposits 17,051,297 - - 17,051,297 Non-derivatives financial liabilities Non-interest bearing Trade and other payables (22,595,833) - - (22,595,833) Interest-bearing Borrowing (9,349,425) - - (9,349,425) Lease Liabilities (895,089) (1,463,700) - (2,358,789) Total non-derivatives 21,585,043 (1,463,700) - 20,121,343 Derivatives financial assets Non-interest bearing Derivatives held at fair value 165,776 - - 165,776 Derivatives financial liabilities Non-interest bearing Derivatives held at fair value - - - - Total derivatives 165,776 - - 165,776 As at 30 June 2026, the group maintained a total $22,562,843 in cash balance and bank deposits. 56
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (f) Summarised Sensitivity Analysis Energy Price Risk +10% -10% +10% -10% +10% -10% +10% -10% $ $ $ $ $ $ $ $ Increase/(decrease) - Electricity 5,486,265 (4,189,907) 5,486,265 (4,189,907) 1,819,784 (1,819,784) 1,819,784 (1,819,784) - Gas (124,888) 862,032 (124,888) 862,032 (469,462) 473,208 (469,462) 473,208 5,361,377 (3,327,875) 5,361,377 (3,327,875) 1,350,322 (1,346,576) 1,350,322 (1,346,576) Interest Rate Risk +0.5% -0.5% +0.5% -0.5% +0.5% -0.5% +0.5% -0.5% $ $ $ $ $ $ $ $ Financial Assets 29,220 (29,220) 29,220 (29,220) 23,068 (23,068) 23,068 (23,068) 52,680 (52,680) 52,680 (52,680) 56,110 (56,110) 56,110 (56,110) Financial Liabilities Borrowings (26,690) 26,690 (26,690) 26,690 (16,361) 16,361 (16,361) 16,361 Increase/(decrease) 55,210 (55,210) 55,210 (55,210) 62,817 (62,817) 62,817 (62,817) The sensitivity analysis is based on energy price risk exposures arising from the electricity and gas prices from 10 per cent movement in the wholesale market with all other variables remaining constant. A sensitivity of 10 per cent has been selected as this is considered reasonable given the current level of market contract price and the volatility observed both on an historical basis and market expectations for future movements. Year Ended 30 June 2026 Year Ended 30 June 2025 Profit/Loss Equity Profit/Loss Equity Other assets - term deposit Cash and cash equivalents The following sensitivity analysis is based on interest rate exposures arising from the effect on interest income on net average balance of cash and cash equivalents and term deposits from 50 basis point (0.5%) movement in interest rates during the year. A sensitivity of plus or minus 50 basis point (0.5%) has been selected as this is considered reasonable given the current level of both short term and long term Australian interest rates. Profit/Loss Equity Profit/Loss Equity Year Ended 30 June 2026 Year Ended 30 June 2025 57
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 26: Financial Instruments and Financial Risk Management Objectives and Policies (continued) (f) Summarised Sensitivity Analysis (Continued) Foreign Exchange Risk +10% -10% +10% -10% +10% -10% +10% -10% $ $ $ $ $ $ $ $ (Decrease)/increase (50,584) 61,825 (50,584) 61,825 (32,226) 39,387 (32,226) 39,387 (50,584) 61,825 (50,584) 61,825 (32,226) 39,387 (32,226) 39,387 Note 27: Segment Reporting The consolidated entity has identified its operating segments based on the internal reports and that are reviewed and used by the chief operating decision makers in assessing performance and in determining the allocation of resources. The operating segments are identified by management based on revenue stream. Discrete financial information about each of those operating business is reported on a monthly basis. The consolidated entity operates in the provision of retail electricity and gas services to residential and businesses in Australia. Management evaluates the electricity and gas retail operations as a single unit. Therefore, management has concluded that the consolidated entity has one reportable segment, being the provision of retail electricity and gas services. Profit/Loss EquityProfit/Loss Equity The sensitivity analysis is based on foreign currency risk exposures on financial instruments and net foreign investment balances as at reporting date. Foreign currency risk arising from financial instruments represents a financial risk. A sensitivity of 10 per cent has been selected as this is considered reasonable given the current level of exchange rates and the volatility observed both on an historical basis and market expectations for future movements. Year Ended 30 June 2026 Year Ended 30 June 2025 58
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Notes to the Consolidated Financial Statements For the year ended 30 June 2026 Note 28: Parent Entity Disclosures 2026 2025 $ $ Current assets 24,640,607 23,489,737 Total assets 28,138,222 27,856,608 Current liabilities 3,545,354 4,681,962 Total liabilities 5,005,136 6,141,744 Issued capital 10,527,420 10,527,420 Retained earnings 12,348,449 11,187,444 Shareholders' equity 23,133,086 21,714,864 Profit for the year 3,429,576 3,600,515 Total comprehensive income 3,429,576 3,600,515 Parent entity contingencies The details of all contingent liabilities in respect to TPC Consolidated Limited are disclosed in Note 21. Note 29: Events Subsequent to the End of the Financial Year Note 30: Company Details The Company is incorporated and domiciled in Australia. The registered office and principal place of business of the Company is: Suite 2905, Level 29, 225 George Street, Sydney NSW 2000, Australia No matter nor circumstance, other than those referred to in the financial statements or notes thereto, has arisen since the end of the financial year that has significantly affected, or may significantly affect, the operations of the Group, the results of operations or the state of affairs of the Group in future financial years. Company The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in Note 1. 59
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Consolidated Entity Disclosure Statement Name of entity Type of entity Trustee, partner, or participant in joint venture % of share capital held Country of incorporation Australian resident or foreign resident (for tax purpose) Foreign tax jurisdiction(s) of foreign residents Parent Entity TPC Consolidated Limited Body corporate n/a n/a Australia Australia n/a Subsidiaries CovaU Pty Limited Body corporate n/a 100 Australia Australia n/a iGENO Pty Limited Body corporate n/a 100 Australia Australia n/a Tel.Pacific ESOP Pty Limited Body corporate n/a 100 Australia Australia n/a Gen Earth Pty Limited Body corporate n/a 100 Australia Australia n/a Kinect Inc. Body corporate n/a 100 Philippines Foreign Philippines Basis of Preparation Consolidated entity Determination of Tax Residency In determining tax residency, the consolidated entity has applied the following interpretations: Australian tax residency Foreign tax residency The consolidated entity has applied current legislation and where available judicial precedent in the determination of foreign tax residency. Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions to assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied with. Set out below is relevant information relating to entities that are consolidated in the consolidated financial statements at the end of the financial year as required by the Corporations Act 2001 (Cth). This Consolidated Entity Disclosure Statement (CEDS) has been prepared in accordance with the Corporations Act 2001 and includes required information for each entity that was part of the consolidated entity as at the end of the financial year. Section 295 (3A) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997. The determination of tax residency involves judgment as there are currently several different interpretations that could be adopted, and which could give rise to a different conclusion on residency. This CEDS includes only those entities consolidated as at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements (AASB 10). The consolidated entity has applied current legislation and judicial precedent, including having regard to the Tax Commissioner's public guidance in Tax Ruling TR 2018/5 Income tax: central management and control test of residency. 60
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Directors' Declaration 1. (a) (b) (c) 2. 3. 4. Greg McCann Chiao-Heng (Charles) Huang Chairman Managing Director Sydney, 31 August 2026 In the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by: The directors of the Company declare that: The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income, consolidated statement of financial position, consolidated statement of changes in equity, consolidated statement of cash flows, accompanying notes, are in accordance with the Corporations Act 2001 comply with Accounting Standards and the Corporations Regulations 2001; give a true and fair view of the consolidated entity’s financial position as at 30 June 2026 and of its performance for the year ended on that date; and The Company has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. the consolidated entity disclosure statement required by subsection 295(3A) of the Corporations Act 2001 (Cth) is true and correct as at 30 June 2026. 61
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Grant Thornton Audit Pty Ltd Level 26 Grosvenor Place 225 George Street Sydney NSW 2000 Locked Bag Q800 Queen Victoria Building NSW 1230 T +61 2 8297 2400 grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. 62 Independent Auditor’s Report To the Members of TPC Consolidated Limited Report on the audit of the financial report Opinion We have audited the financial report of TPC Consolidated Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2026, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a giving a true and fair view of the Group’s financial position as at 30 June 2026 and of its performance for the year ended on that date; and b complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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63 Grant Thornton Audit Pty Ltd Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How our audit addressed the key audit matter Contract asset recognition – Note 9 Contract assets of $19.4 million represent revenue for electricity and gas supplied to customers before 30 June 2026 for which billing had not occurred at year end. In accordance with AASB 15 Revenue from Contracts with Customers, revenue is recognised when control of the promised goods or services is transferred to customers. The determination of contract assets requires management to estimate customer energy consumption between the date of the last meter reading and the reporting date and apply the relevant pricing arrangements. This is a key audit matter due to the significant auditor judgement required in assessing the reasonableness of management’s estimates used to determine contract assets. Significant audit attention was required to assess the assumptions relating to estimated customer consumption and the pricing rates applied in calculating unbilled electricity and gas revenue at year end. Our procedures included: • obtaining an understanding of the processes for and evaluating the design and implementation of key controls management has in place around the estimate of contract assets; • comparing the Group’s previous estimates against subsequent billings to evaluate the historical accuracy of the Group’s estimates; • assessing management’s reconciliation of energy purchase volumes to volumes sold and investigating significant variances; • evaluating management’s calculations and assumptions, including comparing the average pricing rates used in the calculation to historical and current rates; • evaluating the reasonableness of the estimated physical energy loss levels applied in the calculation; and • evaluating the related disclosures against the requirements of Australian Accounting Standards. Accrued network expenses – Note 15 Accrued network expenses are recognised for electricity and gas distribution costs incurred prior to 30 June 2026 for which invoices have not been received from distributors. The determination of accrued network expenses requires management to estimate customer energy consumption between the date of the last distributor invoice and the reporting date and apply the relevant network rates. This is a key audit matter due to the significant auditor judgement required in assessing the reasonableness of management’s estimate of accrued network expenses. Significant audit attention was required to assess the assumptions relating to estimated customer consumption and the network rates applied in calculating unbilled electricity and gas distribution costs at year end. Our procedures included: • obtaining an understanding of the processes for and evaluating the design and implementation of key controls management has in place around the estimate of accrued network expenses; • for a sample of energy volume and cost of wholesale energy purchases, agreeing to relevant distributor and network invoices; • assessing management’s reconciliation of energy purchase volumes to consumption volumes recognised and investigating significant variances; • where invoices have been received after year end, comparing management’s estimates against these invoices; • evaluating the calculations and key assumptions used by management in determining the accrual; and • assessing the related disclosures against the requirements of Australian Accounting Standards.
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64 Grant Thornton Audit Pty Ltd Information other than the financial report and auditor’s report thereon The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2026, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the financial report The Directors of the Company are responsible for the preparation of: a) the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 (other than the consolidated entity disclosure statement); and b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: i) the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and ii) the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/media/bwvjcgre/ar1_2024.pdf. This description forms part of our auditor’s report.
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65 Grant Thornton Audit Pty Ltd Report on the remuneration report Responsibilities The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Grant Thornton Audit Pty Ltd Chartered Accountants M R Leivesley Partner – Audit & Assurance Sydney, 31 August 2026 Opinion on the remuneration report We have audited the Remuneration Report included in the Directors’ report for the year ended 30 June 2026. In our opinion, the Remuneration Report of TPC Consolidated Limited, for the year ended 30 June 2026 complies with section 300A of the Corporations Act 2001.
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Shareholder Information (a) Shares and Options as at 19 August 2026 Equity Security Number Shares on issue 12,002,857 (b) Distribution of Equity Securities as at 19 August 2026 Range Ordinary Shares Holders Ordinary Shares Units % of Issued Capital 1 - 1,000 277 200,284 1.67 1,001 - 5,000 84 201,704 1.68 5,001 - 10,000 24 172,049 1.43 10,001 - 100,000 30 918,402 7.65 100,001 and over 18 10,510,418 87.57 Total 433 12,002,857 100.00 There were 19 holders of less than a marketable parcel of 238 ordinary shares. (c) Substantial Shareholders as at 19 August 2026 Rank Shareholder Number of Shares % of Issued Capital 1 Mr Chiao Heng Huang 4,163,393 34.69 2 Citicorp Nominees Pty Ltd 1,389,251 11.57 3 Tel Pacific ESOP Pty Ltd 660,000 5.50 4 Mr Barry Christopher Chan 600,000 5.00 5 Mr Guonan Guan 440,809 3.67 Shareholder information required by the Australian Securities Exchange Limited and not shown elsewhere in this report is as follows. Class of Equity Securities 66
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Shareholder Information (d) Twenty Largest Shareholders as at 19 August 2026 Rank Shareholder Number of Shares % of Issued Capital 1 Mr Chiao Heng Huang 4,163,393 34.69 2 Citicorp Nominees Pty Ltd 1,389,251 11.57 3 Tel Pacific ESOP pty Limited 660,000 5.50 4 Mr Barry Christopher Chan 600,000 5.00 5 Mr Guonan Guan 440,809 3.67 6 Fortune Giant International Limited 424,924 3.54 7 Mr Bob Cheng 379,488 3.16 8 BNP Paribas Noms Pty Ltd 360,821 3.01 9 Mr Jeffrey Wu Kin Ma 340,000 2.83 10 Ms Wei-Chun Wu 301,200 2.51 11 Mr Maobin Guan 228,888 1.91 12 Mrs Xiaohong Xue 228,888 1.91 13 Mr Steven Goodarzi 210,335 1.75 14 Palm Beach Nominees Pty Limited 206,132 1.72 15 Mr Bing Zhou 180,000 1.50 16 Global Property Services Pty Limited <Global Property S PL SF A/C> 137,112 1.14 17 HSBC Custody Nominees (Australia) Limited 134,218 1.12 18 Mr Chiao Ting Huang 124,959 1.04 19 Mr Gang Gu 83,826 0.70 20 JMM Wealth Management Pty Ltd <Ma Superfund A/C> 83,003 0.69 Total 10,677,247 88.96 67
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Corporate Directory Directors Auditor Greg McCann Grant Thornton Audit Pty Ltd Chiao-Heng (Charles) Huang Level 26, George Street Jeffrey Ma Sydney NSW 2000 Steven Goodarzi Solicitor Baker & McKenzie Level 46, 100 Barangaroo Avenue Sydney NSW 2000 Company Secretary Jeffrey Ma Banker Commonwealth Bank 48 Martin Place Registered Office Sydney NSW 2000 Suite 2905, Level 29, 225 George Street Sydney NSW 2000 Westpac Banking Corporation Australia 425 Victoria Avenue Telephone (02) 9009 6888 Chatswood NSW 2067 Facsimile 1300 369 222 Web Site www.tpc.com.au Share Registry Computershare Investor Services Pty Limited Level 4, 44 Martin Place Sydney NSW 2000 Stock Exchange Listing Australian Securities Exchange Limited ASX Code: TPC 68