14. COMMITMENT AND CONTINGENCIES

The Company’s principal shareholder was involved in 11 legal proceedings that proceeded to an initial trial. Six proceedings resulted in acquittals, and five proceedings were pending a second trial. The outcomes of the five pending proceedings cannot currently be reasonably estimated.

On May 29, 2026, the Company granted Mr. and Ms. Sham a first-priority security interest over substantially all of its assets, including the prepayment of approximately $13.1 million under the Forward Purchase Agreement, and pledged 100% of the shares of TP NEV. As disclosed in Note 4, the Company has an outstanding amount of $315,000 relating to amounts advanced on behalf of Aetherium Acquisition Corp. (“GMFI”), against which a full allowance for expected credit losses has been recognized. The Company commenced legal proceedings against GMFI in March 2025 to recover the outstanding amount and subsequently obtained a default judgment in its favor. Following the judgment, the Company pursued post-judgment enforcement procedures, including discovery in aid of execution. Despite these recovery efforts, no amounts had been recovered as of June 30, 2026.

Brown Neri, Smith & Khan LLP (“BNSK”) was engaged to represent the Company as a defendant in a lawsuit filed by Sam Yu (“Yu”) on or about June 11, 2025 (the “Lawsuit”). The Lawsuit relates to allegations against the Company and other individual defendants concerning a special purpose acquisition company, various securities purchase agreements, and related claims of fraud, breach of contract and negligence. Rather than oppose the Company’s initial demurrer and motion to strike, Yu filed a First Amended Complaint. The Company subsequently filed another demurrer and motion to strike, which were originally set for hearing in August 2026. Before the hearing date, the court sustained both the demurrer and the motion to strike in full, with leave to amend, without a hearing. On August 2, 2026, Yu filed a Second Amended Complaint, and the Company again filed a demurrer and motion to strike. The hearing on those motions is set for February 26, 2027. As of the reporting date, there were no active settlement discussions among the parties. It is too early to determine the amount of any potential damages or assess the likelihood of an outcome. BNSK intends to vigorously defend the matter while continuing to assess the possibility and advisability of an informal resolution.

D. Boral Capital LLC commenced an action against the Company in the Supreme Court of the State of New York seeking the Company’s payable of $1,310,625 under a Satisfaction and Discharge Agreement, by way of a motion for summary judgment in lieu of complaint. The Company did not file an opposition and the motion has been submitted to the court for decision. The amount of $1,310,625 was recorded in the account of “underwriter fee payable” upon the consummation of IPO. No additional amount has been accrued for interest or additional penalties relating to the action, which cannot presently be estimated.

From time to time, the Company may be subject to legal proceedings, claims and disputes arising in the ordinary course of business. Although the outcomes of these legal proceedings cannot be predicted, the Company does not believe these matters, in the aggregate, will have a material adverse effect on its financial position, results of operations or liquidity.