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Abnova — AGM Information 2025
Jun 3, 2025
52384_rns_2025-06-03_a0fb51d2-cb89-447a-8ba6-f0e478935cab.pdf
AGM Information
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(This translated document is prepared in accordance with the Chinese version and is for reference only. In theevent of any inconsistency between the English version and the Chinese version, the Chinese version shall prevail.)
Abnova ( Taiwan ) Corporation Meeting Minutes of General Shareholders’ Meeting 2025
Type of Meeting: Physical shareholders’ meeting
Time: 9 a.m. on Thursday, May 29, 2025
Place: 1F., No. 207, Sec. 2, Tiding Blvd., Neihu Dist., Taipei City, Taiwan (R.O.C.)
(XUE XUE Foundation Building)
Total outstanding shares of Abnova ( Taiwan ) Corporation : 60,553,594 shares
Total shares represented by shareholders present (including the shares with e-voting rights 2,604,561 shares) : 36,213,812 shares
Percentage of shares held by shareholders present : 59.80%
Direct Present: Wilber Huang (Chairperson), Chiu Chi Ching (Representative of Harmony Investment
Co., Ltd.), Jih Pei Ju (Representative of Pan Pacific Investment Corp.), Cha Anna (Convener of Audit Committee), Su Jin Jun
Attendees: Chang Ya Ping (Accounting Officer), Chiang Hsiao Ling (KPMG Certified Public Accountant) Chairperson: Wilber Huang, the chairperson of Board of Directors
Secretary: Tung I Ling
1. Call the Meeting to Order:
The aggregate shareholding of the shareholders present constituted a quorum. The Chairperson called the meeting to order.
2. Chairperson Remarks: (omitted)
3. Reported Matters
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(1) 2024 Business Report (please refer to Appendix 1)
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(2) Audit Committee’s Review Report on the 2024 Financial Statements (please refer to
Appendix 2)
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(3) Remuneration Distribution Report for Employees and Directors of 2024 (please refer to MEETING HANDBOOK Page 2)
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(4) 2024 Remuneration report of directors (please refer to MEETING HANDBOOK Page 2~5)
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(5) 2024 Profit Distribution Report (please refer to Appendix 4)
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4. Matters for Ratification
No. 1 (Proposed by the Board)
Proposal: Adoption of 2024 Business Report and Financial Statements Explanation:
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2024 Financial statements (including individual and consolidated statements) have been audited by KPMG Certified Public Accountants, Chiang Hsiao Ling and Wu Tsao Jen, and issued an audit report, which has been reviewed by the Audit Committee.
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2024 Business Report, 2024 Inspection Report of Audit Committee, 2024 Annual Financial Statements and CPA's Audit Report, please refer to Appendix 1-3.
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Please adopt.
Resolution:
The proposal was approved by the votes of shareholders present. The voting results are as follows.
Shares represented at the time of voting: 36,213,812
| . Please adopt. olution: The proposal was approved by the votes of shareholders present. follows. Shares represented at the time of voting: 36,213,812 |
The voting results are as |
|---|---|
| Voting Results | % of the total represented sharepresent |
| Votes in favor: 34,673,279 votes (including1,064,028 votes casted electronically) |
95.74% |
| Votes against: 29,616 votes (including29,616 votes casted electronically) |
0.08% |
| Votes invalid: 0 vote | 0.00% |
| Votes abstained: 1,510,917 votes (including1,510,917 votes casted electronically) |
4.17% |
※The percentage of shareholders' voting rights is unconditionally rounded to the second decimal place, which may result in
a fractional difference, resulting in the total number of percentages not equal to 100%.
No.2
(Proposed by the Board)
Proposal: Adoption of 2024 Profit Distribution
Explanation:
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The accumulated unappropriated retained earnings are NTD 59,786,746, added the net profit after tax in 2024 is NTD 61,606,617 and NTD 465,128 earnings due to remeasurements of the net defined benefit plan and set aside NTD 6,207,175 legal reserve and reversal of NTD 4,607,378 special reserve, the distributable net profit is NTD 120,258,694. The proposed dividend to shareholders is NTD 54,498,235. The distribution of shareholder dividends is planned to be distributed preferentially from the 2024 profit. To learn more about the 2024 Profit distribution statement, please refer to Appendix 4.
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This cash dividend will be calculated based on the shareholding ratio recorded in the shareholder register on the ex-dividend base date (rounded down to the nearest dollar).
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The total amount of odd lots (less than one full share) will be purchased by people designated by the chairperson as authorized by the board of directors.
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After the proposal is approved by the shareholders' regular meeting, the chairperson is authorized to determine the ex-dividend base date and other relevant matters.
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If, before the distribution record date, the proposed profit distribution is affected by a buyback of shares or issuance of new shares for transferring treasury shares, cancellation or capital reduction, etc. causing changes in the number of outstanding shares, it is proposed that the chairperson be authorized to adjust the cash to be distributed to each share.
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Please adopt.
Resolution:
The proposal was approved by the votes of shareholders present. The voting results are as follows.
Shares represented at the time of voting: 36,213,812
| . Please adopt. olution: The proposal was approved by the votes of shareholders present. follows. Shares represented at the time of voting: 36,213,812 |
The voting results are as |
|---|---|
| Voting Results* | % of the total represented sharepresent |
| Votes in favor: 34,673,805 votes (including1,064,554 votes casted electronically) |
95.74% |
| Votes against: 29,431 votes (including29,431 votes casted electronically) |
0.08% |
| Votes invalid: 0 vote | 0.00% |
| Votes abstained: 1,510,576 votes (including1,510,576 votes casted electronically) |
4.17% |
※The percentage of shareholders' voting rights is unconditionally rounded to the second decimal place, which may result
in a fractional difference, resulting in the total number of percentages not equal to 100%.
5. Matters for Discussion
No.1 (Proposed by the Board)
Proposal: Amendment to the Company's "Articles of Incorporation"
Explanation:
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Pursuant to 8 November 2024 Directive FSC-Issuance-Zi-No. 1130385442 of the Financial Supervisory Commission (FSC), partial provisions of the Company’s “Articles of Incorporation” has been amended by addition of matters concerning care for non-executive employees for compliance. For the comparison table of the Company’s “Articles of Incorporation” before and after amendment, please refer to Appendix 5.
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For your discussion.
Resolution:
The proposal was approved by the votes of shareholders present. The voting results are as
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follows.
Shares represented at the time of voting: 36,213,812
| follows. Shares represented at the time of voting: 36,213,812 |
|
|---|---|
| Voting Results* | % of the total represented sharepresent |
| Votes in favor: 34,613,363 votes (including1,004,112 votes casted electronically) |
95.58% |
| Votes against: 31,218 votes (including31,218 votes casted electronically) |
0.08% |
| Votes invalid: 0 vote | 0.00% |
| Votes abstained: 1,569,231 votes (including1,569,231 votes casted electronically) |
4.33% |
※The percentage of shareholders' voting rights is unconditionally rounded to the second decimal place, which may result
in a fractional difference, resulting in the total number of percentages not equal to 100%.
6. Questions and Motions: None
7. There was no question raised by shareholders at the shareholders' meeting regarding the Reported Matters, Matters for Ratification, Matters for Discussion and Questions and Motions.
8. Adjournment
On Thursday, May 29, 2025, the Chairperson declared the meeting adjourned at 9:20 a.m.
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The meeting minutes only specify the gist of the meeting, and the contents and procedures of the meeting are subject to the audio and video of the meeting.
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Appendix 1
Abnova ( Taiwan ) Corporation 2024 Business Report
Appreciate the shareholders’ support of Abnova. The following is Abnova's 2024 achievement sharing and 2025 outlook report:
I. 2024 Operating Results: (Consolidated Financial Statements)
- Implementation overview and business plan implementation results:
The operating revenue in 2024 was NTD 355,257 thousand, which is 7.01% lower than the 2023 operating income of NTD 382,052 thousand. The net income after tax in 2024 was NTD 61,607 thousand, which is an increase of 41.05% compared with the net profit after tax of NTD 43,678 thousand in 2023. EPS for 2024 was NTD 1.02.
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Analysis of financial balance and profitability: Please refer to the attached financial statements for the financial overview of 2024.
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Research Development Overview: The expenses invested in research and development in 2024 were NTD 40,025 thousand, which is 4.24% higher than the 2023 expenses of NTD 38,396 thousand. The company’s R&D efforts primarily focused on nano-antibodies, mRNA-related applications, and technology platform development.
II. 2025 Business Plan:
1. Business Marketing:
Since January 2025, Abnova has partnered with CiteAb, an AI-powered academic literature search engine, to enhance market penetration and sales conversion rates of products through CiteAb’s advanced AI technology platform and extensive citation database. The CiteAb AI Citation Widget has been integrated into Abnova’s official website, providing real-time displays of academic citation counts and experimental data. This offers clients credible scientific evidence, significantly boosting their trust in the products and increasing market appeal.
By leveraging CiteAb’s AI-driven citation services, Abnova can accurately highlight the scientific value of its products, validated by peer-reviewed literature. Additionally, the newly redesigned website further improves user experience, encourages purchasing decisions, and serves as a powerful driver of performance growth in 2025.
2. Product Development:
(1) NanoAb™ :
NanoAb™, with a molecular mass of just one-tenth that of conventional antibodies, exhibits excellent solubility and tissue penetration. Its high antigen affinity ensures stable binding, while low immunogenicity reduces the risk of immune responses. Since 2024, Abnova has specialized in large-scale production, establishing a diversified catalog of mouse and human gene-derived NanoAb™ products. Flow cytometry is employed during the early screening phases to perform functional validation, ensuring product quality and efficacy. These rigorously validated NanoAb™ catalog products lay the foundation for developing next-generation therapeutic tools, such as bispecific antibodies.
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In Q4 2024, Abnova launched customized services for VHH Bispecific Antibodies and VHH nanoBiTE™, leveraging advanced NanoAb™ technologies at their core. These innovations focus on cutting-edge bispecific therapy applications. In addition to the precise antigen recognition provided by nanobodies, they enable highly efficient cell binding and activation. By modularly assembling VHH antibody modules, tumor cell cytotoxicity becomes more targeted and effective, offering groundbreaking solutions for cancer immunotherapy. Furthermore, nanobodies can serve as targeted carriers in cell and gene therapy strategies, enhancing the specificity and efficiency of drug delivery.
Abnova’s NanoAb™ technologies not only support preclinical and clinical research but also extend to the design and development of innovative cancer therapies. The flexible Abnova NanoAb™ technology platform meets diverse therapeutic needs—from precise diagnostic marker screening to versatile multi-target immunotherapy designs. This drives innovation in next-generation antibody therapies, including bispecific treatments, immunotherapy, cell and gene therapies, cancer vaccines, and drug delivery systems. Anchored by its high-quality NanoAb™ catalog products, Abnova offers convenient options for both research and therapeutic strategies, continually expanding the frontiers of cancer treatment.
- ⚫ NanoAb™ catalog products:
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- ⚫ NanoAb™ customized service:
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- ⚫ VHH Bispecific Ab customized service:
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- ⚫ VHH nanoBiTE™ customized service:
(2) nanoCAR-T mRNA Services
Abnova has launched its innovative nanoCAR-T mRNA service by integrating the NanoAb™ technology platform, mRNA IVT vector design, and LNP delivery technology. This service leverages the compact structure and superior tissue penetration capabilities of NanoAb™ to enable the efficient application of recombinant nanobodies in cell therapy—particularly in hard-to-reach regions such as brain tissues and the tumor microenvironment. By combining mRNA IVT with LNP delivery technology, Abnova offers a non-viral vector system as an alternative to traditional, high-cost, and difficult-to-scale lentiviral ex vivo CAR-T systems. This novel approach provides a more flexible and scalable solution for cell therapy, significantly enhancing CAR-T cell expression, persistence, and therapeutic efficacy.
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Abnova's nanoCAR-T mRNA service integrates three core technologies:
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(I) NanoAb™ Technology:
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Abnova employs its proprietary NanoAb™ technology to enhance the antigen recognition capabilities of CAR-T cells. Compared to conventional single-chain variable fragments (scFvs), NanoAb™ are smaller and more stable, improving CAR-T affinity, specificity, and stability while reducing the risk of antigen-binding aggregation and minimizing the potential for T cell exhaustion.
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(II) mRNA CAR-T Vector Technology:
Traditional ex vivo CAR-T therapies often rely on lentiviral vectors. Abnova replaces these with mRNA vectors, which not only enhance CAR-T cell expression and persistence but also improve cytotoxic activity against tumors—resulting in more effective cellular therapies.
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(III) LNP Delivery Technology:
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To minimize the risk of chromosomal integration and enable in vivo CAR-T therapy, Abnova utilizes LNP technology for mRNA vector delivery. This approach reduces the risks associated with viral vectors and eliminates the need for complex ex vivo cell culture and reinfusion processes, offering a more streamlined and safer therapeutic strategy.
The integration of these cutting-edge technologies allows Abnova's nanoCAR-T mRNA service to overcome the limitations of traditional ex vivo CAR-T therapies in treating hematologic malignancies, solid tumors, and autoimmune diseases. Abnova’s nanoCAR-T mRNA technology enhances therapeutic efficacy, broadens the scope of CAR-T applications, and drives progress in cancer and autoimmune disease treatments—opening new frontiers in the cell therapy market.
⚫ nanoCAR-T mRNA customized service:
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(3) CellTx™ Cell Therapy Reagents
As the cell therapy market continues to grow—especially driven by advances in cancer treatment—Abnova integrated its CellTx™ product line in 2024 and launched five major categories of cell therapy reagents:
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(I) Human and Mouse CD3/CD28 ActiveBeads™
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In cell therapy, isolating specific cell types from blood for ex vivo activation and expansion is essential. Suitable activation reagents are therefore critical for the development of cell-based therapies. Abnova has focused on T-cell activation, beginning with the development and humanization of monoclonal CD3 and CD28 antibodies, which are then conjugated to magnetic beads to produce Human CD3/CD28 ActiveBeads™. These beads simulate the natural T-cell activation process by delivering two key signals required for ex vivo activation: Signal 1 (TCR-antigen engagement) and co-stimulatory
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Signal 2. Together, these signals promote T-cell activation, proliferation, and differentiation. The CD3 and CD28 antibodies coated on the bead surface provide sustained signaling, ensuring robust T-cell expansion.
To support early-stage development in murine models, Abnova also introduced Mouse CD3/CD28 ActiveBeads™, enabling efficient activation of mouse T cells. Whether used for human or murine systems, Abnova’s CD3/CD28 ActiveBeads™ offer flexible and effective activation solutions tailored to research and development needs.
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(II) Human CD3/CD28 IsoActiveBeads™
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Human CD3/CD28 IsoActiveBeads™ is an innovative product that integrates T-cell isolation and activation into a single step, simplifying workflows and improving experimental efficiency. Equipped with humanized antibodies, this reagent enables high-efficiency T-cell isolation while simultaneously triggering their activation and expansion—offering researchers a streamlined and flexible solution for T-cell-based research and therapy development.
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(III) GMP and RUO grade Recombinant Proteins for Cell Therapy
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Leveraging years of expertise in recombinant protein development, Abnova introduced the GMP grade and RUO grade recombinant proteins to meet the needs of different stages in cell therapy development. GMP grade proteins are designed specifically for the manufacturing needs in cell therapy, offering high stability, safety, and traceability while minimizing contamination risks and ensuring cell quality and manufacturing efficiency to support clinical applications. RUO grade proteins encompass a wide variety of key elements such as CD proteins, MHC proteins, and immune checkpoints. They feature high purity and bioactivity, making them ideal for early-stage cell therapy research. Abnova offers a one-stop solution that addresses the needs of every stage, supporting the entire process from research to production and driving the advancement of cell therapy technologies.
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(IV) Humanized Monoclonal Antibodies for Cell Therapy Abnova offers high-quality humanized monoclonal antibodies that retain the sequence of complementarity-determining regions of mouse antibodies to maintain superior affinity and specificity. The reformed humanized antibody sequence can also reduce immunological rejections and improve safety. These antibodies are highly specific and low in immunogenicity, giving them key roles in cancer research and the development of new drugs for treating autoimmune diseases. With extensive experience in antibody production, Abnova provides flexible, high-quality support to meet the rapidly growing demands of the cell therapy field.
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(V) Cell Culture Medium for Cell Therapy
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Abnova’s CellTx™ cell therapy reagent catalog includes a complete set of cell culture media designed for various mammalian cell types and applications. These media support the ex vivo expansion of immune cells and stem cells. Their high efficiency, stability, and ease of use make them suitable for both the development and manufacturing of cell therapy products.
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As the cell therapy market continues to grow, Abnova remains committed to providing comprehensive solutions that address the needs of cancer therapy and related fields. The CellTx™ product line encompasses T cell activation reagents, recombinant proteins, monoclonal antibodies, and cell culture media, offering support for both scientific research and clinical development. With a strong emphasis on technological innovation and product quality, Abnova is dedicated to driving progress in the field of cell therapy.
⚫ CellTx™ cell therapy reagent catalog products:
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(4) RNAFlex™ Automated System
In recent years, the rapid advancement of mRNA vaccines has propelled RNA IVT (in vitro transcription) technology to the forefront of biomedical innovation. Its applications now extend beyond vaccine development to include cancer, rare diseases, chronic conditions, and autoimmune disorders, leading to a sharp increase in demand for RNA IVT reagents and production capabilities.
Despite strong market demand, current RNA IVT workflows still rely heavily on manual operations. This creates several challenges for the industry, including RNA degradation in open environments, batch-to-batch variability, and human errors during processing. These issues compromise data reliability and reproducibility, increase production costs, and hinder the progress of RNA-based therapeutic development. As a result, the integration of automation technologies has become essential.
Since 2019, Abnova has invested in RNA IVT technology platforms. Building on the capabilities developed during the COVID-19 mRNA vaccine initiative, Abnova launched the RNAFlex™ Automated System, a first-in-class platform that integrates RNA in vitro transcription and RNA purification into a single, fully automated workflow. Equipped with a precision XYZ robotic arm, RNAFlex™ ensures consistent operation and stable output. Its 8-channel high-throughput pipetting system supports volumes from 1 to 1000 μL, offering flexibility to meet a wide range of experimental needs.
The system features a 7-inch LED touchscreen for intuitive operation and is designed to support production capacities from early-stage research through to preclinical rat model studies. With RNAFlex™, laboratories can achieve fully automated RNA production with cost-efficiency and enhanced reliability. The system reduces error rates and improves consistency across batches, offering a practical and scalable solution for RNA manufacturing.
Scheduled for launch in Q1 2025, the RNAFlex™ Automated System is expected to address key challenges in RNA production and accelerate the development of RNA-based therapeutics.
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III. The effect of external competition, the legal environment, and the overall business environment
1. External Competition:
In recent years, the health of humankind and the global economy has been impacted by the outbreak of various infectious diseases, leading to increasing attention to the biotechnology and medicine industry.
Various countries have introduced incentive policies, which will attract many competitors to join, but also promote the vigorous development of the biotechnology and medical industry, cultivating more outstanding talents, which is expected to contribute to the long-term development of the whole industry.
2. Legal Environment:
Abnova strictly controls product quality and has ISO9001 certification of Neihu Plant. In response to the needs of different products and countries, relevant laws and regulations of various countries shall be followed. Meeting the above specifications will increase the management and application costs, but at the same time, it can also guarantee product quality and improve customer recognition.
3. Overall Business Environment:
About 96% of Abnova's products are exported, and the main sales areas are America, Europe, Japan, etc. The transaction currency is mainly USD, followed by Euro. Since the recent uncertainty in the international political and economic situation, fluctuations in the US dollar exchange rate have had an impact on the Company, the financial department closely observes the exchange rate trend and timely assesses whether to conduct hedging derivative financial transactions to reduce the exchange rate risk.
In 2025, Abnova will adhere to the original intention of professionalism, focus, and quality, and continue to push itself for deeper technological innovation. Looking forward to the future, it may face variable operational opportunities and challenges. Abnova will continue to strengthen its competitive strength and accumulate more growth momentum to create better operating results.
Chairperson: Wilber Huang
General Manager: Jih Pei Ju
Accounting Officer: Chang Ya Ping
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Appendix 2
Abnova ( Taiwan ) Corporation Inspection Report of Audit Committee
The Board of Directors prepared the Company's business report, financial statements, and profit distribution proposal for 2024. The financial statements have been audited by KPMG accounting firm and an audit report has been issued. The above business report, financial statements, and profit distribution proposal have been audited by the Audit Committee and there is no nonconformity, so the feedback is reported as above in accordance with the relevant provisions of the Securities and Exchange Act and the Company Act, please proceed to the certificate.
Abnova ( Taiwan ) Corporation Convener of Audit Committee: Cha Anna February 26, 2025
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Appendix 3
Independent Auditors’ Report
To the Board of Directors of Abnova (Taiwan) Corporation:
Opinion
We have audited the consolidated financial statements of Abnova (Taiwan) Corporation and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2024 and 2023, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Abnova (Taiwan) Corporation and its subsidiaries as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statement section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matter
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters we judge that shall be communicated in the audit report are as follows:
1. Inventory valuation
Please refer to Note 4(8) “Inventories”; Note 5(1) “Significant accounting assumptions and judgments, and major sources of estimation uncertainty”, and Note 6(5) “Inventories”.
Description of key audit matter:
The major business of Abnova (Taiwan) Corporation is the manufacturing and sales of antibody, protein, test reagents and testing instruments. Inventories are measured at the lower of cost and net realizable value. Due to the longer life cycle of the products, the management considers factors such as product circulation, exposure, preservation and industry information to evaluate the net realizable value of inventories. As Abnova (Taiwan) Corporation has large amount of inventories and a large number of items, and the net realizable value used in the above-mentioned evaluation involves subjective judgment, the evaluation of loss allowance for inventory valuation has been listed as the key audit matter of the year.
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Our principal audit procedures included:
The key audit procedures for the above-mentioned key audit matter based on the understanding of the industrial characteristics of Abnova (Taiwan) Corporation include obtaining statistical information on the sales time and sales status of the products on the shelves in each year provided by the management in the subsequent years to evaluate the rationality of the policy used to recognize the inventory valuation loss; understanding Abnova (Taiwan) Corporation‘s inventory management process, reviewing the annual inventory plan and participating in the annual inventory check to evaluate the effectiveness of the management’s inventory control; obtaining the inventory net realizable value calculation sheet, and spot check the correctness of the calculation.
Other matter
Abnova (Taiwan) Corporation has prepared its parent-company-only financial statements as of and for the years ended December 31, 2024 and 2023, on which we have issued an unqualified opinion.
Responsibilities of management and those charged with governance for the financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including the Audit Committee) are responsible for overseeing the Group’s financial reporting process.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 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 these consolidated financial statements.
As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:
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A. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group’s to cease to continue as a going concern.
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E. Evaluate the overall presentation, structure and content of the consolidated financial reports, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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F. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
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We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
KPMG
Auditors:
Securities : Financial-Supervisory-Securitie Competent s-Auditing-1080303300 Authority Financial-Supervisory-Securitie Approved-certi s-Auditing-1070304941 fied No. February 26, 2025
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Abnova (Taiwan) Corporation and Subsidiaries
Consolidated Balance Sheets
December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: 1100 Cash and cash equivalents (Note 6(1)) 1170 Accounts and notes receivable, net (Note 6(3)) 1200 Other receivables (Note 6(4)) 130X Inventories (Note 6(5)) 1479 Other current assets (Note 8) Total current assets Non-current assets: 1517 Non-current financial assets measured at fair value through other comprehensive income (Note 6(2)) 1550 Investments accounted for using equity method (Note 6(6)) 1600 Property, plant and equipment (Note 6(7)) 1755 Right-of-use assets (Note 6(8)) 1780 Intangible assets (Note 6(9)) 1840 Deferred tax assets (Note 6(12)) 1900 Other non-current assets (Note 6(11) and 8) Total non-current assets Total assets |
December 31, 2024 Amount % $ 448,545 32 43,066 3 6,803 1 451,886 32 16,940 1 967,240 69 - - 64 - 252,207 18 23,936 2 62,687 4 91,258 7 3,656 - 433,808 31 $ 1,401,048 100 |
December 31, 2023 Amount % 423,515 32 39,923 3 31,099 2 408,302 30 16,983 1 919,822 68 - - 251 - 257,863 19 7,649 1 69,640 5 95,274 7 5,244 - 435,921 32 1,355,743 100 |
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| Amount $ 448,545 43,066 6,803 451,886 16,940 967,240 - 64 252,207 23,936 62,687 91,258 3,656 433,808 $ 1,401,048 |
| Liabilities and equity Current liabilities: 2130 Contract liability-current (Note 6(15)) 2170 Accounts payable 2200 Other payables 2280 Current lease liabilities (Note 6(10)) 2300 Other current liabilities Total current liabilities Non-current liabilities: 2570 Deferred tax liabilities (Note 6(12)) 2580 Non-current lease liabilities (Note 6(10)) 2600 Other non-current liabilities (Note 6(6) and 7) Total non-current liabilities Total liabilities Equity attributable to owners of parent (Note 6(13)) :3110 Ordinary share 3200 Capital surplus Retained earnings: 3310 Legal reserve 3320 Unappropriated retained earnings 3350 Special reserve 3400 Other equity interest Total equity Total liabilities and equity |
December 31, 2024 Amount % $ 2,483 - 18,982 1 32,338 2 5,508 1 5,406 - 64,717 4 8,006 1 18,498 1 427 - 26,931 2 91,648 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,048 100 |
December 31, 2024 Amount % $ 2,483 - 18,982 1 32,338 2 5,508 1 5,406 - 64,717 4 8,006 1 18,498 1 427 - 26,931 2 91,648 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,048 100 |
**December 31, ** | **December 31, ** | 2023 % - 2 3 - - |
|---|---|---|---|---|---|
| Amount 2,349 14,935 34,423 5,105 5,790 |
|||||
64,717 4 |
62,602 |
5 | |||
8,006 1 18,498 1 427 - |
3,783 2,601 438 |
- - - |
|||
| 26,931 2 |
6,822 |
- | |||
91,648 6 |
69,424 |
5 | |||
605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) |
605,536 474,527 98,565 11,907 107,983 (12,199) |
45 35 7 1 8 (1) |
|||
1,309,400 94 |
1,286,319 |
95 |
|||
$ 1,401,048 100 |
1,355,743 |
100 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 15 -
Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Comprehensive Income For the years ended December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| 4000 Operating revenue (Note 6(15) and 7) 5000 Operating costs (Note 6(5)) 5900 Net gross profit Operating expenses: 6100 Marketing expenses 6200 Administrative expenses 6300 R&D expenses 6450 Gains on reversal of expected credit loss (Note 6(3)) Total operating expenses 6900 Net operating income Non-operating income and expenses (Note 6(17)) :7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance cost 7060 Share of associates and joint ventures income accounted for using equity method (Note 6(6)) Total non-operating income and expenses 7900 Profit from continuing operations before tax 7950 Tax expense (Note 6(12)) 8200 Profit Other comprehensive income: 8310 Components of other comprehensive income that will not be reclassified to profit or loss 8311 Remeasurements of defined benefit plans (Note 6(11)) 8349 Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8360 Components of other comprehensive income (loss) that may be reclassified to profit or loss 8361 Exchange differences on translation of foreign financial statements (Note 6(13)) 8399 Less: Income tax related to components of other comprehensive income that may be reclassified to profit or loss Components of other comprehensive income (loss) that may be reclassified to profit or loss 8300 Other comprehensive income, net of tax 8500 Total comprehensive income Earnings per share (NT dollars) (Note 6(14)) 9750 Basic earnings per share (NT dollars) 9850 Diluted earnings per share (NT dollars) |
2024 | % 100 (54) 46 (12) (13) (11) (36) 10 5 - 6 - - 11 21 3 18 - - - 1 - 1 1 19 1.02 1.02 |
2023 | % 100 (55) |
||
|---|---|---|---|---|---|---|
| Amount $ 355,257 (191,998) |
Amount 382,052 (208,137) |
|||||
163,259 |
173,915 |
45 |
||||
(42,220) (47,431) (40,025) 687 (128,989) |
(45,261) (46,117) (38,396) 3,053 (126,721) |
(12) (12) (10) (33) |
||||
34,270 |
47,194 |
12 |
||||
17,315 44 21,883 (118) (205) |
10,528 152 (8,976) (142) (239) |
3 - (2) - - |
||||
38,919 |
1,323 |
1 |
||||
73,189 11,582 |
48,517 4,839 |
13 1 |
||||
61,607 |
43,678 |
12 |
||||
465 - |
(618) - (618) (292) - (292) (910) |
- - - - - - - |
||||
| 465 | ||||||
| 4,607 - |
||||||
| 4,607 | ||||||
5,072 |
||||||
$ 66,679 |
42,768 |
12 |
||||
$ $ |
0.72 | |||||
| 0.72 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju Accounting Officer: Chang Ya Ping
Chairperson: Wilber Huang
- 16 -
(Expressed in Thousands of New Taiwan Dollars)
Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2024 and 2023
Equity attributable to owners of parent
| Balance at January 1, 20223 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Effect on equity of disposal of subsidiaries Balance at December 31, 2023 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Cash dividends on ordinary shares Balance at December 31, 2024 |
Shares Ordinary shares $ 605,536 - - |
Capital surplus 474,527 - - |
Retained earnings | Retained earnings | Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945) |
Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945) |
Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945) |
Total equity 1,291,994 43,678 (910) |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchange differences on translation of foreign financial statements |
|||||||||||
| Legal reserve | Special reserve - - - |
Unappropriated retained earnings |
|||||||||
| 85,642 - - |
138,196 43,678 (618) |
(6,962) - (292) |
|||||||||
| - | - | - | - | 43,060 |
(292) |
- | 42,768 | ||||
| - - - |
- - - |
12,923 - - |
- 11,907 - |
(12,923) (11,907) (48,443) |
- - - |
- - - |
- - (48,443) |
||||
| 605,536 - - |
474,527 - - |
98,565 - - |
11,907 107,983 - 61,607 - 465 |
(7,254) - 4,607 |
(4,945) - - |
1,286,319 61,607 5,072 |
|||||
| - | - | - | - 62,072 |
4,607 |
- | 66,679 | |||||
| - - - |
- - - |
4,306 - - |
- (4,306) 292 (292) - (43,598) 12,199 121,859 |
- - - |
- - - |
- - (43,598) |
|||||
| $ 605,536 |
474,527 | 102,871 | (2,647) | (4,945) | 1,309,400 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 17 -
Abnova (Taiwan) Corporation and Subsidiaries Consolidated Statements of Cash Flows For the years ended December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss) Depreciation expenses Amortization expenses Expected credit reversal gains Interest expense Interest income Share of associates and joint ventures losses accounted for using equity method Gain from disposal of property, plant and equipment Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Accounts and notes receivable Other receivables Inventories Other current assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Accounts payable Other payables Other current liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows used in investing activities: Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Other receivables Acquisition of intangible assets Other financial assets Other non-current assets Other non-current liabilities Net cash flows used in investing activities Cash flows from financing activities: Repayment of lease principles Cash dividends paid Net cash flows from financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
2024 $ 73,189 19,913 10,050 (687) 118 (17,315) 205 - |
2023 48,517 21,491 10,820 (3,053) 142 (10,528) 239 3,453 |
|---|---|---|
| 12,284 | 22,564 |
|
(2,456) (166) (45,584) 217 |
23,375 7,819 (14,548) (7,827) |
|
| (47,989) | 8,819 |
|
134 4,047 (2,208) (384) |
(273) (60) (7,033) 1,231 |
|
1,589 |
(6,135) |
|
(46,400) |
2,684 |
|
(34,116) |
25,248 |
|
39,073 17,329 (118) (5,432) |
73,765 10,072 (142) (7,476) |
|
50,852 |
76,219 |
|
(6,620) - 27,597 (1,097) (11) (81) (11) |
(19,566) 160 59,760 (9,320) 786 5,059 (88) |
|
19,777 |
36,791 |
|
(5,494) (43,598) |
(7,177) (48,443) |
|
(49,092) |
(55,620) |
|
3,493 25,030 423,515 |
(940) 56,450 367,065 |
|
$ 448,545 |
423,515 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 18 -
Independent Auditors’ Report
To the Board of Directors of Abnova (Taiwan) Corporation:
Opinion
We have audited the financial statements of Abnova (Taiwan) Corporation (“the Company”), which comprise the balance sheets as of December 31, 2024 and 2023, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statement section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matter
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters we judge that shall be communicated in the audit report are as follows:
1. Inventory valuation
Please refer to Note 4(7) “Inventories”; Note 5(1) “Significant accounting assumptions and judgments, and major sources of estimation uncertainty”, and Note 6(5) “Inventories”.
- 19 -
Description of key audit matter:
The major business of the Company is the manufacturing and sales of antibody, protein, test reagents and testing instruments. Inventories are measured at the lower of cost and net realizable value. Due to the longer life cycle of the products, the management considers factors such as product circulation, exposure, preservation and industry information to evaluate the net realizable value of inventories. As the Company has large amount of inventories and a large number of items, and the net realizable value used in the above-mentioned evaluation involves subjective judgment, the evaluation of loss allowance for inventory valuation has been listed as the key audit matter of the year.
Our principal audit procedures included:
The key audit procedures for the above-mentioned key audit matter based on the understanding of the industrial characteristics of the Company include obtaining statistical information on the sales time and sales status of the products on the shelves in each year provided by the management in the subsequent years to evaluate the rationality of the policy used to recognize the inventory valuation loss; understanding the Company’s inventory management process, reviewing the annual inventory plan and participating in the annual inventory check to evaluate the effectiveness of the management’s inventory control; obtaining the inventory net realizable value calculation sheet, and spot check the correctness of the calculation.
Responsibilities of management and those charged with governance for the financial statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are 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 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 these financial statements.
As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:
-
A. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
20 -
-
B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
-
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company’s to cease to continue as a going concern.
-
E. Evaluate the overall presentation, structure and content of the financial reports, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
F. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
KPMG
Auditors:
Securities : Financial-Supervisory-Securitie Competent s-Auditing -1080303300 Authority Financial-Supervisory-Securitie Approved-certi s-Auditing-1070304941 fied No. February 26, 2025
- 21 -
(Expressed in Thousands of New Taiwan Dollars)
Abnova (Taiwan) Corporation
Balance Sheets
December 31, 2024 and 2023
| Assets Current assets: 1100 Cash and cash equivalents (Note 6(1)) 1170 Accounts and notes receivable, net (Note 6(3)) 1200 Other receivables (Note 6(4) and Note 7) 130X Inventories (Note 6(5)) 1479 Other current assets (Note 8) Total current assets Non-current assets: 1517 Non-current financial assets at fair value through other comprehensive income (Note 6(2)) 1550 Investments accounted for using equity method (Note 6(6)) 1600 Property, plant and equipment (Note 6(7)) 1755 Right-of-use assets (Note 6(8)) 1780 Intangible assets (Note 6(9)) 1840 Deferred tax assets (Note 6(12)) 1900 Other non-current assets (Note 6(11) and Note 8) Total non-current assets |
December 31, 2024 Amount % $ 439,796 31 43,066 3 6,803 1 451,886 32 16,746 1 958,297 68 - - 8,994 1 252,184 18 23,936 2 62,687 4 91,258 7 3,651 - 442,710 32 |
December 31, 2024 Amount % $ 439,796 31 43,066 3 6,803 1 451,886 32 16,746 1 958,297 68 - - 8,994 1 252,184 18 23,936 2 62,687 4 91,258 7 3,651 - 442,710 32 |
**December 31, ** | **December 31, ** | 2023 % 27 3 - 30 1 61 - 7 19 1 5 7 - 39 Liabilities and equity Current liabilities: 2130 Contract liability-current (Note 6(15)) 2170 Accounts payable 2200 Other payables 2280 Current lease liabilities (Note 6(10)) 2300 Other current liabilities Total current liabilities Non-current liabilities: 2570 Deferred tax liabilities (Note 6(12)) 2580 Non-current lease liabilities (Note 6(10)) 2600 Other non-current liabilities (Note 6(6) and Note 7) Total non-current liabilities Total liabilities Equity (Note 6(13)) 3110 Ordinary share 3200 Capital surplus Retained earnings: 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest Total equity Total liabilities and equity |
December 31, 2024 Amount % $ 2,483 - 18,982 1 32,300 2 5,508 1 5,403 - 64,676 4 8,006 1 18,498 1 427 - 26,931 2 91,607 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,007 100 |
December 31, 2024 Amount % $ 2,483 - 18,982 1 32,300 2 5,508 1 5,403 - 64,676 4 8,006 1 18,498 1 427 - 26,931 2 91,607 6 605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) 1,309,400 94 $ 1,401,007 100 |
December 31, 2023 Amount % 2,349 - 14,935 2 31,630 3 5,105 - 5,787 - 59,806 5 3,783 - 2,601 - 438 - 6,822 - 66,628 5 605,536 45 474,527 35 98,565 7 11,907 1 107,983 8 (12,199) (1) 1,286,319 95 1,352,947 100 |
December 31, 2023 Amount % 2,349 - 14,935 2 31,630 3 5,105 - 5,787 - 59,806 5 3,783 - 2,601 - 438 - 6,822 - 66,628 5 605,536 45 474,527 35 98,565 7 11,907 1 107,983 8 (12,199) (1) 1,286,319 95 1,352,947 100 |
|---|---|---|---|---|---|---|---|---|---|
| Amount 360,329 39,849 4,825 408,302 16,661 |
Amount 2,349 14,935 31,630 5,105 5,787 |
||||||||
958,297 68 |
829,966 |
64,676 4 |
59,806 |
||||||
- - 8,994 1 252,184 18 23,936 2 62,687 4 91,258 7 3,651 - |
- 87,431 257,749 7,649 69,640 95,274 5,238 |
8,006 1 18,498 1 427 - |
3,783 2,601 438 |
||||||
| 26,931 2 |
6,822 |
||||||||
91,607 6 |
66,628 |
||||||||
605,536 43 474,527 34 102,871 8 12,199 1 121,859 9 (7,592) (1) |
605,536 474,527 98,565 11,907 107,983 (12,199) |
||||||||
442,710 32 |
522,981 |
||||||||
1,309,400 94 |
1,286,319 |
||||||||
$ 1,401,007 100 |
1,352,947 |
Total assets
$ 1,401,007 100 1,352,947 100
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 22 -
Abnova (Taiwan) Corporation Statements of Comprehensive Income For the years ended December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| 4000 Operating revenue (Note 6(15) and Note 7) 5000 Operating costs (Note 6(5)) 5900 Net gross profit Operating expenses: 6100 Marketing expenses 6200 Administrative expenses 6300 R&D expenses 7055 Gains on reversal of expected credit loss (Note 6(3)) Total operating expenses 6900 Net operating income Non-operating income and expenses (Note 6(17)): 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance cost 7060 Share of associates and joint ventures income accounted for using equity method (Note 6(6)) Total non-operating income and expenses 7900 Profit from continuing operations before tax 7950 Tax expense (Note 6(12)) 8200 Profit Other comprehensive income: 8310 Components of other comprehensive income that will not be reclassified to profit or loss 8311 Remeasurements of defined benefit plans (Note 6(11)) 8349 Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8360 Components of other comprehensive income (loss) that may be reclassified to profit or loss 8361 Exchange differences on translation of foreign financial statements (Note 6(13)) 8399 Less: Income tax related to components of other comprehensive income that may be reclassified to profit or loss Components of other comprehensive income (loss) that may be reclassified to profit or loss 8300 Other comprehensive income, net of tax 8500 Total comprehensive income Earnings per share (NT dollars)(Note 6(14)) 9750 Basic earnings per share (NT dollars) 9850 Diluted earnings per share (NT dollars) |
2024 | % 100 (54) |
2023 | % 100 (55) |
|---|---|---|---|---|
| Amount $ 354,700 (191,998) |
Amount 380,593 (208,137) |
|||
162,702 |
46 |
172,456 |
45 |
|
(42,220) (46,212) (40,025) 687 |
(12) (13) (11) - |
(45,261) (43,437) (38,396) 3,053 |
(12) (11) (10) 1 |
|
| (127,770) | (36) |
(124,041) |
(32) |
|
34,932 |
10 |
48,415 |
13 |
|
16,852 44 22,017 (118) (577) |
5 - 6 - - |
10,332 152 517 (140) (10,799) |
3 - - - (3) |
|
38,218 |
11 |
62 |
- |
|
73,150 11,543 |
21 3 |
48,477 4,799 |
13 1 |
|
61,607 |
18 |
43,678 |
12 |
|
465 - |
- - |
(618) - |
- - |
|
| 465 | - |
(618) | - |
|
| 4,607 - |
1 - |
(292) - |
- - |
|
| 4,607 | 1 |
(292) |
- |
|
5,072 |
1 |
(910) |
- |
|
$ 66,679 |
19 |
42,768 |
12 |
|
$ |
1.02 |
0.72 |
||
| $ | 1.02 | 0.72 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 23 -
Abnova (Taiwan) Corporation Statements of Changes in Equity For the years ended December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2023 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Cash dividends on ordinary shares Balance at December 31, 2023 Profit Other comprehensive income Total comprehensive income Appropriation and distribution of retained earnings: Legal reserve Special reserve Cash dividends on ordinary shares Balance at December 31, 2024 |
Shares Ordinary shares $ 605,536 - - - - - - 605,536 - - - - - - $ 605,536 |
Capital surplus 474,527 - - - - - - 474,527 - - - - - - 474,527 |
Legal reserve 85,642 - - - 12,923 - - 98,565 - - - 4,306 - - 102,871 |
Retained earnings | Retained earnings | Unappropriated retained earnings 138,196 43,678 (618) 43,060 (12,923) (11,907) (48,443) 107,983 61,607 465 62,072 (4,306) (292) (43,598) 121,859 |
Other equity interest Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Exchange differences on translation of foreign financial statements (6,962) (4,945) - - (292) - (292) - - - - - - - (7,254) (4,945) - - 4,607 - 4,607 - - - - - - - (2,647) (4,945) |
Total equity 1,291,994 43,678 (910) |
|---|---|---|---|---|---|---|---|---|
| Special reserve - - - 11,907 - 11,907 - 292 - 12,199 |
||||||||
42,768 |
||||||||
- - (48,443) |
||||||||
1,286,319 61,607 5,072 |
||||||||
66,679 |
||||||||
- - (43,598) |
||||||||
1,309,400 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
- 24 -
Abnova (Taiwan) Corporation Statements of Cash Flows
For the years ended December 31, 2024 and 2023
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss) Depreciation expenses Amortization expenses Expected credit reversal gains Interest expense Interest income Share of subsidiaries, associates and joint ventures losses accounted for using equity method Gains on disposals of property, plant and equipment Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Accounts and notes receivable Other receivables Inventories Other current assets Total changes in operating assets Changes in operating liabilities: Contract liabilities Accounts payable Other payables Other current liabilities Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows used in investing activities: Acquisition of investments accounted for using equity method Disposal of investments accounted for using equity method Cash refund from capital reduction of investees accounted for using equity method Acquisition of property, plant and equipment Disposal of property, plant and equipment Acquisition of intangible assets Other financial assets Other non-current assets Other non-current liabilities Net cash flows (outflows) used in investing activities Cash flows from financing activities: Repayment of lease principles Cash dividends paid Net cash flows from financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
2024 $ 73,150 19,825 10,050 (687) 118 (16,852) 577 - |
2023 48,477 20,744 10,820 (3,053) 140 (10,332) 10,799 (160) |
|---|---|---|
| 13,031 | 28,958 |
|
(2,530) 93 (45,584) (74) |
23,449 (317) (14,548) (7,811) |
|
(48,095) |
773 |
|
134 4,047 670 (384) |
(273) (60) (4,911) 1,232 |
|
4,467 |
(4,012) |
|
(43,628) |
(3,239) |
|
(30,597) |
25,719 |
|
42,553 16,866 (118) (5,389) |
74,196 9,878 (140) (7,433) |
|
53,912 |
76,501 |
|
- - 82,467 (6,620) - (1,097) (11) (81) (11) |
(1,300) 342 - (19,566) 160 (9,320) 791 5,059 (88) |
|
74,647 |
(23,922) |
|
(5,494) (43,598) |
(6,778) (48,443) |
|
(49,092) |
(55,221) |
|
79,467 360,329 |
(2,642) 362,971 |
|
$ 439,796 |
360,329 |
(See accompanying notes to financial statements.) General Manager: Jih Pei Ju
Chairperson: Wilber Huang
Accounting Officer: Chang Ya Ping
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Appendix 4
Abnova ( Taiwan ) Corporation 2024 Profit Distribution Statement
| Unit: NTD | Unit: NTD | Unit: NTD |
|---|---|---|
| Items | Amount | |
| **Beginning retained earnings ** | 59,786,746 | |
| Add: 2024 netprofit after tax | 61,606,617 | |
| Add: Remeasurements of the net defined benefit plan recognized in retained earnings (Note1) |
465,128 | |
| Net profit after tax of the current period plus the amount of items other than net profit after tax of the current period included in the unappropriated retained earnings of the current year |
62,071,745 | |
| Less: legal reserve(Note2) | (6,207,175) | |
| Add: Reversal of special reserve - Deduction from Other Equity | 4,607,378 | |
| Distributable netprofit | 120,258,694 | |
| Distributable items | ||
| Dividend to shareholders- Cash(NTD 0.9/share) | (54,498,235) | |
| **Unappropriated retained earnings ** | 65,760,459 |
Note 1: Other comprehensive profits and losses are recognized according to the pension actuarial report. Note2: It is listed with a net amount of NTD 62,071,745, and its sum of 2024 net profit after tax is NTD 61,606,617, add other comprehensive profits and losses are recognized according to the pension actuarial report NTD 465,128.
Chairperson: Wilber Huang General Manager: Jih Pei Ju Accounting Officer: Chang Ya Ping
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Appendix 5
Abnova ( Taiwan ) Corporation Comparison table between the revision and the original of "Articles of Incorporation"
| **Revision ** | **Original ** | **Explanation ** |
|---|---|---|
| Article 24 If the company makes a profit in the year (the so-called profit means after deducting the profit before the distribution of employee compensation and directors' compensation from the annual pre-tax profit), no less than 1% shall be allocated for employee compensation(among which a portion no less than 0.5% of the said profit shall be distributed to non-executive employees)and no more than 3% for directors' compensation. However, if the company still has accumulated losses (including adjusting the amount of undistributed earnings), the amount of compensation shall be retained in advance. The employees’ compensation in the preceding paragraphs shall be distributed in the form of shares or cash; The distribution objects may include employees of affiliated companies who meet the conditions prescribed by the board of directors. The compensation of the directors referred to in the preceding paragraph may only be paid in cash. The preceding two paragraphs shall be implemented byspecialresolution of the board of directors and shall be submitted to the shareholders’ meeting. Definition and Scope of the Non-executive |
Article 24 If the company makes a profit in the year (the so-called profit means after deducting the profit before the distribution of employee compensation and directors' compensation from the annual pre-tax profit), no less than 1% shall be allocated for employee compensation and no more than 3% for directors' compensation. However, if the company still has accumulated losses (including adjusting the amount of undistributed earnings), the amount of compensation shall be retained in advance. The employees’ compensation in the preceding paragraphs shall be distributed in the form of shares or cash; The distribution objects may include employees of affiliated companies who meet the conditions prescribed by the board of directors. The compensation of the directors referred to in the preceding paragraph may only be paid in cash. The preceding two paragraphs shall be implemented by the resolution of the board of directors and shall be submitted to the shareholders’ meeting. |
This Article has been amended in accordance with 8 November 2024 Directive FSC-Issuance-Zi -No. 1130385442 of the Financial Supervisory Commission (FSC) and Article 14 of the Securities and Exchange Act for future compliance. |
Employees of the Company: The non-executive |
||
employees refer to entry-level employees not |
||
covered under the“managerial officer”defined by |
||
the FSC, who are compensated at the salary level |
||
lower than that defined in the“Regulations for Tax |
||
Preferences Provided to Small and Medium |
||
| Enterprise on Wage Payment Raising”. | ||
| Article 29 These Articles of Incorporation were agreed to and signed on December 19, 2001. 1st Amendment was made on April 29, 2002; 2nd Amendment was made on July 4, 2002; 3rd Amendment was made on November 28, 2003; 4th Amendment was made on March 1,2004; |
Article 29 These Articles of Incorporation were agreed to and signed on December 19, 2001. 1st Amendment was made on April 29, 2002; 2nd Amendment was made on July 4, 2002; 3rd Amendment was made on November 28, 2003; 4th Amendment was made on March 1,2004; |
Added revision date. |
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| **Revision ** | **Original ** | **Explanation ** |
|---|---|---|
| 5th Amendment was made on March 1, 2004; 6th Amendment was made on June 29, 2007; 7th Amendment was made on February 29, 2008; 8th Amendment was made on June 30, 2008; 9th Amendment was made on June 17, 2010; 10t Amendment was made on June 15, 2012; 11th Amendment was made on June 23, 2014; 12th Amendment was made on June 20, 2016; 13th Amendment was made on June 23, 2017; 14th Amendment was made on June 26, 2019; 15th Amendment was made on May 31, 2022; 16th Amendment was made on May 29, 2025. |
5th Amendment was made on March 1, 2004; 6th Amendment was made on June 29, 2007; 7th Amendment was made on February 29, 2008; 8th Amendment was made on June 30, 2008; 9th Amendment was made on June 17, 2010; 10t Amendment was made on June 15, 2012; 11th Amendment was made on June 23, 2014; 12th Amendment was made on June 20, 2016; 13th Amendment was made on June 23, 2017; 14th Amendment was made on June 26, 2019; 15th Amendment was made on May 31, 2022. |
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