{"url_path":"/sec/gtmay/10-k/2026/item-8","section_key":"item-8","section_title":"Item 8 FINANCIAL INFORMATION","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-09-11","source_url":"https://www.sec.gov/Archives/edgar/data/1163560/0001140361-26-036215-index.html","accession_number":"0001140361-26-036215","cik":"0001163560","ticker":"GTMAY","issuer_name":"GRUPO TMM SAB","edgar_url":"https://www.sec.gov/Archives/edgar/data/1163560/0001140361-26-036215-index.html","primary_entity_key":"0001163560","primary_entity_name":"GRUPO TMM SAB"},"word_count":914,"has_tables":true,"body_markdown":"ITEM 8.\n\nFINANCIAL INFORMATION\n\nA.  Consolidated Statements and Other Financial Information\n\nSee Item 18 - “Financial Statements.”\n\nA.7  Legal Proceedings\n\n76\n\n[Table of Contents](#TABLEOFCONSENTS)\n\nRefined Product Services (“RPS”) Claim\n\nOn August 7, 2007, TMM filed a claim for arbitration against RPS for the amount of US$50,000 (approximately $0.9 million pesos) for various expenses incurred by TMM due to the delay\nof the delivery of the tanker vessel Palenque.\n\nOn October 19, 2007, RPS filed a countersuit for US$3.0 million (approximately $56.6 million pesos), alleging that TMM failed to maintain the tanker vessel Palenque, and also filed\na claim for consequential damages for losing a contract while the vessel was being repaired. No significant events occurred in the proceedings during 2023, 2024 and 2025, and as of the date of the consolidated financial statements\nincluded herein. TMM believes that its counterclaim is strong and that it has sufficient elements and arguments for its defense. Although it is impossible to predict the outcome of any legal proceeding, we believe this claim to be\nwithout merit and intend to defend this proceeding vigorously.\n\nTax Assessments Issued Against the Company\n\nOn March 25, 2025, TMM was notified of a court ruling denying the amparo relief sought by TMM, which upheld the validity of the resolution assessing various tax\ncredits for alleged omissions in connection with income tax and VAT withholding obligations with respect to foreign residents, corresponding to fiscal year 2014. In April 2025, a Motion for Review was filed against the ruling issued\nin the amparo proceeding, requesting the protection of the Federal Judiciary.\n\nOn April 7, 2025, TMM filed a Motion for Review (\"ADR\") against the ruling issued in direct amparo proceeding 763/2022, which was referred to the Supreme Court of\nJustice of the Nation for review and registered under docket number ADR 2892/2025. On May 12, 2025, the Supreme Court issued an order dismissing the motion.\n\nOn June 17, 2025, TMM filed an indirect amparo action challenging the constitutionality of Articles 61, Section II, 91 second paragraph, and 104, first and third\nparagraphs of the Amparo Law. Such constitutional challenge was brought on the basis of the first act of application of those provisions in the May 12 order, which was also challenged on its own merits. However, on June 26, 2025,\nthe Company was notified of the order dated June 19, 2025, through which the District Court resolved to dismiss the complaint.\n\nOn July 3, 2025, TMM filed an appeal (recurso de queja) against the ruling referred to in the preceding paragraph, issued by the Sixteenth District Judge in\nAdministrative Matters in Mexico City, by which the amparo claim filed by the Company was dismissed.\n\nBy judgment rendered in the ordinary session held on February 6, 2026, the Twentieth Collegiate Circuit Court in Administrative Matters of the First Circuit resolved\nthat the appeal filed was unfounded.\n\nNo legal remedy is available to revoke or modify the foregoing determination, and therefore the matter may be considered concluded. The contingency arising from this\nmatter amounts to the tax assessment determined, updated through the date of payment and increased by the corresponding accessories, taking into account that, as a general rule, surcharges are capped at five years.\n\nNullity Proceedings Against Various Tax Provisions\n\nDuring 2017 and 2016, Grupo TMM filed Nullity Lawsuits (Juicios de Nulidad)\nbefore the Federal Court of Administrative Justice (Tribunal Federal de Justicia Administrativa) against various resolutions issued by\nthe Mexican Tax Administration Service (Servicio de Administración Tributaria, or \"SAT\") regarding: (i) the disallowance of deductions\nand alleged underpayment of Value Added Tax (fiscal year 2007); (ii) modifications to the Tax Consolidation Regime with respect to controlled subsidiaries (fiscal year 2005); (iii) deferred income tax arising from tax\nconsolidation (fiscal year 2010); and (iv) the termination of the Tax Consolidation Regime (fiscal year 2013). As of the date of this report, these\nproceedings remain pending. Grupo TMM and its legal advisors are considering, as part of the legal remedies available against the authority's resolutions, the filing of a direct amparo proceeding (juicio de amparo directo), whose\narguments must be submitted for review and resolution to the Collegiate Circuit Court in Administrative Matters of the First Circuit (Tribunal Colegiado de Circuito en Materia Administrativa del Primer Circuito). Furthermore, if\nthe constitutional challenge regarding general legal provisions remains unresolved, the Company may file a petition for review of the direct amparo (recurso de revisión en amparo directo) against the judgment issued by such court,\nwhich petition must be submitted to the Mexican Supreme Court of Justice (Suprema Corte de Justicia de la Nación) for review and resolution on the merits. Management, together with its legal advisors, continues to pursue its legal\ndefense strategy and believes that there are legal grounds to obtain a resolution favorable to the Group's interests. \n\n77\n\n[Table of Contents](#TABLEOFCONSENTS)\n\n Other Legal Proceedings\n\nThe Company is involved in other legal and administrative proceedings of minor significance arising from its normal course of operations. Although the outcome of\nthese legal proceedings cannot be assured, it is the opinion of the Company's Management that the cases are being litigated and that no individual or combined pending judgment should have an adverse effect that would compromise its\nfinancial condition, results of operations or liquidity.\n\nA.8 Dividends\n\nAt shareholders’ meetings, shareholders have the ability, at their discretion, to approve dividends from time to time. No dividend has been declared since 1997.\n\nB.  Significant Changes\n\nSee Item 4. “Information on the Company - Business Overview - Recent Developments.”"}