ACER - AGM Information 2021 | FinancialReports.eu

MINUTES OF 2021 ANNUAL SHAREHOLDERS’ MEETING OF ACER

INCORPORATED

(Translation)

The translation is intended for reference only and nothing else. The Chinese text of the Minutes of 2021 Annual Shareholders’ Meeting shall govern any and all matters related to the interpretation of the subject matter stated herein.

Time: 9:00 a.m., Friday, July 9, 2021

Venue: Aspire Resort

(No. 428, Kewang Rd., Longtan District, Taoyuan City)

Total outstanding shares of ACER (excluding the shares without voting right as stipulated in Article 179 of the Company Law): 3,026,044,833 shares

Total shares represented by shareholders present in person or proxy: 1,892,893,057 shares

Percentage of shares held by shareholders present in person or proxy: 62.55%

The attendance list of the directors: Jason Chen, Stan Shih, Hung Rouan Investment Corp. Legal Representative: Maverick Shih, Ching-Hsiang Hsu

Chairman: Jason Chen, the Chairman of the Board of Directors.

Recorder: Wayne Chang

The aggregate shareholding of the shareholders present in person or proxy constituted a quorum. The Chairman called the meeting to order.

1. Report Items

(1) Business Report for the Year 2020

Explanatory Notes: Please refer to Attachment 1.

(2) Audit Committee’s Review Report

Explanatory Notes: Please refer to Attachment 2.

(3) To Report the Execution of Employees' Profit Sharing Bonus and Board Directors' Compensation for the Year 2020

Explanatory Notes:

i. The Board of Directors approved the proposal of employees’ 2020 profit sharing bonus and Board Directors’ compensation on March 17, 2021. The employees’ profit sharing bonus and Board Directors’ compensation are to be distributed in cash.
ii. The total amount of employees’ 2020 profit sharing bonus is NT$480,000,000.
iii. The total amount of Board Directors’ 2020 compensation is NT$10,013,320.
(4) To Report on the Distribution of Cash Dividend for the Year 2020

Explanatory Notes:

i. Pursuant to Article 21 of the Article of Incorporation, the distributable dividends and bonuses in whole or in part will be paid in cash by this Company after a resolution has been adopted by a majority vote at a meeting of the Board of Directors attended by two-thirds of the total number of directors; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.
ii. The total accumulative earnings available for appropriation is NT$4,578,855,432, and plan to distribute the cash dividend of NT$4,571,780,742 to the shareholders whose names and respective shares are in the shareholders’ register on the record date for ex-dividend, at a preliminary ratio of NT$1.5 per share. (Rounded down to NT$1 and the residue will be calculated and booked as the Company’s other income).
iii. Prior to the ex-dividend date for the distribution, should the cash distribution ratio require any adjustment due to amendment of laws or regulations, request by competent authorities, or any change of the numbers of the issued and outstanding shares, it is to authorize the Chairman with full power to adjust the distribution ratio.
iv. The record date for ex-dividend is temporarily set on July 6, 2021, and the distribution date is set on August 5, 2021. Should the dates above be adjusted due to the amendment of laws or regulations, or request by competent authorities, the Chairman is authorized with full power to adjust accordingly.
(5) To Report on the Status of Shares-release of the Company's Certain Subsidiaries' Shares which will be Listed on Taiwan Stock Exchange or Taipei Exchange

Explanatory Notes: Please refer to Attachment 3.

(6) To Report on the Issuance of Unsecured Corporate Bonds

Explanatory Notes: Please refer to Attachment 4.

2. Proposed Items for Ratification and Discussion

Item 1

Proposal: Ratification Proposal of the Financial Statements and Business Report for the Year 2020. (Proposed by the Board of Directors)

Explanatory Notes:

(1) Acer’s Financial Statements for the year 2020, including Balance Sheets, Statements of Comprehensive Income, Statements of Changes in Equity and Statements of Cash Flow have been audited by CPA Huei-Chen Chang and CPA Tzu-Chieh Tang of KPMG.
(2) The Business Report for the year 2020 and the aforementioned financial statements are attached hereto as Attachment 1 and Attachment 5, which have been approved by the Audit Committee and by the Board of Directors via resolution.
(3) Please discuss.

Resolution: Shares present at the time of voting: 1,892,893,057 (votes casted electronically: 1,352,662,679 votes)

1,352,662,679 votes)
VotingResults*	% of the total represented sharepresent
Votes in favor: 1,545,281,342 votes (1,005,051,966 votes)	81.64%
Vote against: 942,516 votes (942,516 votes)	0.05%
Votes invalid or abstained: 346,669,199 votes (346,668,197 votes)	18.31%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

Item 2

Proposal: Discussion Proposal of Profit & Loss Appropriation for the Year 2020. (Proposed by the Board of Directors)

Explanatory Notes:

(1) The Statement of Profit & Loss Appropriation have been approved by the Audit Committee and resolved by the Board of Directors.
(2) The Statement of Profit & Loss Appropriation hereby are shown as follows.
(3) Please discuss.

Acer Incorporated 2020 Statement of Profit & Loss Appropriation

Beginning Balance of Un-appropriated Retained Earnings Plus: 2020 Net Income after Tax Deduct: the disposal loss of financial assets at fair value through other comprehensive income Deduct: Legal Reserve Deduct: Special Reserve Accumulative earnings available for appropriation Appropriation Items: Cash dividends to shareholders(Note) Ending Balance of Un-appropriated Retained Earnings	Unit`：`NT$ 13,167,658 6,029,286,797 (3,538,827) (602,574,797) (857,485,399) 4,578,855,432 (4,571,780,742) 7,074,690

Note:

Pursuant to Article 21 of the Company’s Article of Incorporation, the distributable dividends and bonuses in whole or in part will be paid in cash by this Company after a resolution has been adopted by a majority vote at a meeting of the Board of Directors attended by twothirds of the total number of directors; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.
The total amount of cash dividends to the shareholders is NT$4,571,780,742, which has been approved by the Board of Directors on March 17, 2021.

Chairman of Board: Corporate Officers: Accounting Officer: Jason Chen Jason Chen Sophia Chen Meggy Chen

Resolution: Shares present at the time of voting: 1,892,893,057 (votes casted electronically: 1,352,662,679 votes)

1,352,662,679 votes)
VotingResults*	% of the total represented sharepresent
Votes in favor: 1,544,587,416 votes (1,004,358,040 votes)	81.60%
Vote against: 8,506,716 votes (8,506,716 votes)	0.45%
Votes invalid or abstained: 339,798,925 votes (339,797,923 votes)	17.95%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

Item 3

Proposal: To Approve the Proposal of Amendments to Acer’s Internal Rule: (Proposed by the Board of Directors)
I. Procedures Governing Acquiring or Disposing of Assets
II. Procedures Governing Lending of Capital to Others

Explanatory Notes:

(1) To comply with the regulations and to cope with the business development, it is proposed to amend the Company’s Internal Rule:
I. Procedures Governing Acquiring or Disposing of Assets
II. Procedures Governing Lending of Capital to Others
Please refer to Attachment 6 and 7, for the “Before and Revision Chart of Acer
Incorporated Procedures Governing Acquiring or Disposing of Assets” and “Before and Revision Chart of Acer Incorporated Procedures Governing Lending of Capital to Others”
(2) Please discuss.

Supplementary Explanation Notes:

Shareholders’ meeting is postponed due to COVID-19, the date of enactment of Acer Incorporated Procedures Governing Acquiring or Disposing of Assets and Acer Incorporated Procedures Governing Lending of Capital to Others is adjusted to July 9, 2021.

Resolution: Shares present at the time of voting: 1,892,893,057 (votes casted electronically: 1,352,662,679 votes)

1,352,662,679 votes)
VotingResults*	% of the total represented sharepresent
Votes in favor: 1,543,577,177 votes (1,003,347,801 votes)	81.55%
Vote against: 519,161 votes (519,161 votes)	0.03%
Votes invalid or abstained: 348,796,719 votes (348,795,717 votes)	18.42%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby was approved as proposed.

3. Extemporary Motion

None.

4. Meeting Adjourned: 9:20 a.m.

Note: This document is extracted from the meeting; the details are subject to the audio and video recording.

Attachment 1

Business Report

Acer’s strategy to maintain momentum and secure long-term sustainability is to evolve continuously with the industry and changing lifestyles by pushing for innovation in existing businesses, while expanding to new territories. Our vigilance of the market dynamics and the macro economy, and the velocity of critical actions have enabled Acer to sustain during times of uncertainty and demonstrate the resilience of our organization. Our focus on securing materials to fulfil the urgent demand for our products, so that people could stay connected during the pandemic, helped Acer to achieve some success and resulted in FY2020 consolidated revenues of NT$277.11 billion, operating income of NT$8.94 billion with 190.3% in YoY growth, net income of NT$6.03 billion with 3.2% margin, and EPS of NT$2.01.

The COVID-19 pandemic has been the topic of concern for almost everyone due to its direct impact on people’s lives. In the ICT industry, it caused delays in global PC shipments and exposed the weaknesses of existing supply chains. Ultimately, it triggered new norms in lifestyles and required industries to rapidly adapt to high volatility and unexpected changes in order to continue operations. Despite the cancellation of most physical events due to the pandemic, Acer continued to host two global press conferences in 2020 by pushing creativity limits and announcing our new products to the world via online streaming.

Innovation and Intrapreneurship

In 2020, Acer ranked No. 5 for total PCs shipments worldwide with 22% YoY growth, exceeding the industry growth of 13% (Source: IDC). Our focus on industry bright spots yielded strong results with Chromebooks and the gaming line (desktops, notebooks, and monitors) gaining 95% and 31% in respective YoY revenue growth. We ranked No. 2 in Taiwan patent application with 523 filings.

In the PC and displays business, Acer is committed to strengthening foundations with technological innovations and offering unique product lines for the specific needs of gamers, creators, education, and more. At the same time, Acer is exploring new opportunities, expanding into adjacent territories, and cultivating multiple business engines through encouraging employees to think outside the box as intrapreneurs.

In the gaming field, Acer continued building on its comprehensive ecosystem that now includes hardware/accessories, esports tournaments, esports social platforms, and energy drinks. In hardware, Acer has stood out from the competition by introducing new generations of its advanced thermal cooling solutions to enable its gaming notebooks and desktops to run at peak performance. For PLANET9, a community-driven esports platform for gamers, Acer released a new in-game live AI translator service that’s trained with game jargon to facilitate communication among gamers. The latest addition to the ecosystem is the distribution of popular gaming consoles by Acer subsidiaries in Taiwan.

Multiple Growth Engines and New Initiatives

Our multiple business engines also kept their momentum and saw viable growth, steadily increasing their contribution to Ac-

er’s overall revenues. The strategy of listing our subsidiaries has progressed: in Q4’20 Acer Synergy Tech was listed on the Taipei Exchange; in Q1’21, Acer e-Enabling Service Business was listed on the emerging stock market of the Taipei Exchange, and Weblink International became listed on the Taiwan Stock Exchange.

Many of our new initiatives made notable developments. In medical artificial intelligence (AI), Acer Healthcare collaborated with Novartis Taiwan and the national Taiwan University Hospital and to receive the first AI-assisted diagnostic software ophthalmic medical device certification from the Taiwan Food & Drug Administration (TFDA approved license). Another exciting development of our AI-based technology is an indoor smart air monitoring solution developed in collaboration with experts in the field of air quality. The solution was installed in 3,000 locations in western Taiwan in 2020, representing 90% of the market share. Acer provided a one-stop shop air quality improvement solution starting from detection, data analytics, reporting, solution, to maintenance for schools, hospitals, and other commercial buildings. And we also launched an air quality improvement solution for consumers.

In the realm of smart cities, following the successful installation of Taiwan’s first roadside Smart Parking Meter BOT project in Tainan, Acer has won phase two of the project as the supplier of another 2,000 spaces and as operator for the next 20 years.

In addition, Acer e-Enabling Service Business developed an infection and antimicrobial resistance surveillance system in collaboration with Taiwan’s Centers for Disease Control. The system won the Global ICT Excellence Award for COVID-19 Best Industry Solution by WITSA (World Information Technology and Service Alliance), an encouraging sign that Acer’s efforts in applying information communication technology to pandemic prevention is bearing fruit.

Recognition for ESG Performance

Acer’s corporate responsibility efforts have consistently been recognized by global sustainability indices that benchmark environmental, social and governance (ESG) performance of organizations. For the first time we have been awarded with a Silver Class distinction in the S&P Global Sustainability Yearbook 2021 for the top ESG scoring companies. Also for the first time, Acer ranked among the “100 most sustainably managed companies in the world” by The Wall Street Journal from a study into 5,500 publicly traded businesses. For the seventh consecutive year we have been listed in the Dow Jones Sustainability Indices Emerging Markets Index.

2020 has been an exceptional year; with your support we’ve navigated through these challenging times with some success, and tested our resilience. As a stronger company, we will continue to push limits and continue bringing value to our customers, shareholders and employees. Thank you

Chairman of Board : Jason Chen

Corporate Officers : Jason Chen Meggy Chen

Accounting Officer : Sophia Chen

Attachment 2

Audit Committee's Review Report

The Board of Directors has prepared the Company’s 2020 Business Report, Financial Statements, and the Proposal for Profit & Loss Appropriation. The CPA Huei-Chen Chang and Tzu-Chieh Tang from KPMG were retained to audit Acer’s Financial Statements and have issued an audit report relating to the Financial Statements. The said Business Report, Financial Statements, and Proposal for Profit & Loss Appropriation have been reviewed and determined to be correct and accurate by the Audit Committee of Acer Incorporated in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, I hereby submit this Report.

Acer Incorporated

Convener of the Audit Committee: Ching-Hsiang, Hsu

March 17th, 2021

Attachment 3

The Status of Shares-release of the Company's Certain Subsidiaries' Shares Which Will Be Listed on Taiwan Stock Exchange or Taipei Exchange

[Acer E-Enabling Service Business Inc. (6811.TW, “AEB”)]

==> picture [483 x 23] intentionally omitted <==

----- Start of picture text -----

Date 2019.8 2020.7 2020.12
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				Purchased by recommend-
Purpose and Mode	Talents attraction and retention/ Employee stock option		To execute IPO plan/ Transfer shares	ed emerging market un- derwriter under relevant rules/ Sales and purchase of
				shares
Issue(Transfer)Price		NTD 17.2	NTD 43	NTD 72
Date of Audit Committee approved		-	2020.5.6	2020.11.4
Date of Board approved		-	2020.5.6	2020.11.4
Date of Shareholder meet-		-	-	-
ing approved
			AEB employees, Acer
Subscriber/Transferee	AEB and	Acer Employees	shareholders, Acer Group Employees, the specifc personnel who will subscribe within the scope that the aforesaid person abandon	Recommended emerging market underwriters, and Securities and Futures In- vestors Protection Center
			to subscribe.(Note)
Number of shares	4,449,000 shares		4,495,000 shares	1,101,000 shares
Acer’s Shareholdings before share-release		100%	87.79%	75.46%
Acer’s Shareholdings after share-release		87.79%	75.46%	72.44%
				1. The price will be deter-
				mined after the negotia-
				tion among recommend-
Bases of share price	CPA report to the share price		CPA report to the share price	ed emerging market underwriters, Acer and AEB
				2. CPA report to the share
				price
Impact on Acer	Not harm to shareholders’		Not harm to shareholders’	Not harm to shareholders’
shareholders	rights and interests		rights and interests	rights and interests

Note: The relevant matters has been approved by Acer General Shareholder Meeting on June 15th, 2018. The specific subscriber will be, in general, the employees of subsidiaries which plan to be offered by public market, the employees of group companies, and a strategy investor or a financial investor who will benefit the Company’s development.

Attachment 4

The Issuance of Unsecured Corporate Bonds

To comply with Article 246 of the Company Act.
At the meeting held on March 17, 2021, the Board of Directors of Acer approved the issuance of unsecured corporate bond in the domestic market for amounts not exceeding NT$10 billion to cope with the bank loans and to enrich working capital.
The Company has completed the offering of the 1st issue of unsecured corporate bond in 2021 totaling NT$5 billion. A summary of the major terms of the offering are as follows:
(a) Face Value Per Bond: NT$1 million
(b) Maturity Date: 5 years; issued on April 27, 2021 and due on April 27, 2026
(c) Coupon: 0.76% p.a.
(d) Coupon Frequency: Annually
(e) Principal Repayment: Bullet at maturity

Attachment 5

Independent Auditors’ Report

To the Board of Directors Acer Incorporated:

Opinion

We have audited the parent-company-only financial statements of Acer Incorporated (the “Company”), which comprise the parent-company-only balance sheets as of December 31, 2020 and 2019, and the parent-companyonly statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the parent-company-only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent-company-only financial statements present fairly, in all material respects, the parent-company-only financial position of the Company as of December 31, 2020 and 2019, and its parent-company-only financial performance and its parent-company-only 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 audit of the parent-company-only financial statements as of and for the year ended December 31, 2020 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, and the auditing standards generally accepted in the Republic of China. Furthermore, we conducted our audit of the parent-company-only financial statements as of and for the year ended December 31, 2019 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, Rule No. 1090360805 issued by the Financial Supervisory Commission, and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (the “Code”), and we have 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 of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent-company-only financial statements of the current period. These matters were addressed in the context of our audit of the parent-company-only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s parent-company-only financial statements for the year ended December 31, 2020 are stated as follows:

Revenue recognition

Refer to Note 4(p) for the accounting policies on recognizing revenue, and Note 5(a) for uncertainty of accounting estimations and assumptions for sales returns and allowances.

Description of key audit matter:

The Company engaged primarily in the sale of brand-name IT products. Revenue is recognized depending on the various trade terms agreed with customers. This exposes the Company to the risk that the sales transactions made close to the balance sheet date are not recorded in the appropriate period. Furthermore, the accrual of sales allowances and returns based on business practice is subject to management’s judgment, which involves significant uncertainty. Consequently, the revenue recognition and accrual of sales allowances and returns have been identified as one of the key audit matters.

How the matter was addressed in our audit:

In relation to the key audit matters above, we have performed certain audit procedures including, among others, testing the design and operating effectiveness of the Company’s internal controls over the timing of revenue recognition; performing a sample test of sales transactions taking place before and after the balance sheet date to ensure that revenue was recognized in the appropriate period; assessing the methodology used by management in estimating sales allowances and returns, including the reasonableness of key assumptions; and inspecting the historical payments of sales allowances and returns to evaluate the reasonableness of the sales allowances and returns estimated by management.

2. Valuation of inventories

Refer to Note 4(g) for the accounting policies on inventory valuation, Note 5(b) for uncertainty of accounting estimations and assumptions for inventory valuation and Note 6(f) for the details of related disclosures.

Description of key audit matter:

Inventories are measured at the lower of cost and net realizable value. Due to the rapid innovation of technology and fierce market competition, the Company’s product price may fluctuate rapidly. Furthermore, the stocks for products and components may exceed customers’ demands thus becoming obsolete. These factors expose the Company to significant level of uncertainty particularly in the area of estimating net realizable value, which is subject to management’s judgments. Therefore, the valuation of inventories has been identified as one of the key audit matters.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain audit procedures including, among others, evaluating whether valuation of inventories was accounted for in accordance with the Company’s accounting policies; obtaining the inventory aging report, analyzing the fluctuation of inventory aging and selecting samples to verify the accuracy of inventory aging classification; and testing the net realizable value of inventories to evaluate the reasonableness of inventory provisions.

3. Impairment of goodwill from investment in subsidiaries

Refer to Note 4(n) for the accounting policies on impairment of non-financial assets, Note 5(c) for uncertainty of accounting estimations and assumptions for goodwill impairment and Note 6(g) for the evaluation of goodwill impairment.

Description of key audit matter:

Goodwill arising from past acquisition of subsidiaries, which are included within the carrying amount of investments accounted for using the equity method, is subject to impairment test annually or at the time there are indications that goodwill may have been impaired. The assessment of the recoverable amount of goodwill involves management’s judgment and estimation with respect to the future cash flows and key assumptions which are complex and involve significant uncertainty. Accordingly, the assessment of impairment of goodwill has been identified as one of the key audit matters.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain audit procedures including, among others, assessing the basis used by management for identifying the cash-generating units and whether book value of assets belonging to respective cash-generating units have been completely covered; assessing the appropriateness of the valuation model and key assumptions (in particular projected sales growth rate and weighted-average cost of capital) used by the management in measuring the recoverable amount; assessing the historical reasonableness of management’s estimates of business forecasts, and performing a sensitivity analysis of key assumptions. In addition to the above audit procedures, we have also involved a valuation specialist to evaluate the appropriateness of the weighted-average cost of capital used and its underlying assumptions; and assessing the adequacy of the Company’ s disclosures of other related information on impairment of non-financial assets (including goodwill).

Responsibilities of Management and Those Charged with Governance for the Parent-Company-Only Financial Statements

Management is responsible for the preparation and fair presentation of the parent-company-only 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 parent-company-only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent-company-only 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 members of the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent-company-only financial statements, as a whole, are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or aggregated, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent-company-only financial statements.

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the parent-company-only 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.
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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, base 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 auditors’ report to the related disclosures in the parent-company-only 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 auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent-company-only financial statements, including the disclosures, and whether the parent-company-only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the investee companies accounted for using the equity method to express an opinion on the parent-company-only 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 parent-company-only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ 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.

The engagement partners on the audit resulting in this independent auditors’ report are Huei-Chen Chang and Tzu-Chieh Tang.

KPMG

Taipei, Taiwan (Republic of China) March 17, 2021

Notes to Readers

The accompanying parent-company-only financial statements are intended only to present the parent-company-only financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent-company-only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ report and the accompanying parent-company-only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent-company-only financial statements, the Chinese version shall prevail.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Balance Sheets

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2020 Assets Amount % Current assets: 1100 Cash and cash equivalents (note 6(a)) $ 15,999,824 12 1110 Financial assets measured at fair value through profit or loss－ current (note 6(b)) 156,738 - 1120 Financial assets measured at fair value through other comprehensive income－current (note 6(c)) 51,857 - 1140 Contract assets－current (note 6(t)) 250 - 1170 Notes and accounts receivable, net (notes 6(d) & (t)) 5,910,659 5 1180 Notes and accounts receivable from related parties (notes 6(d) & (t) and 7) 24,595,958 18 1200 Other receivables, net (note 6(e)) 206,551 - 1210 Other receivables from related parties (notes 6(e) and 7) 214,152 - 130X Inventories (note 6(f)) 13,657,588 10 1470 Other current assets 226,214 - Total current assets 61,019,791 45 Non-current assets: 1517 Financial assets measured at fair value through other comprehensive income－non-current (note 6(c)) 4,656,750 3 1550 Investments accounted for using the equity method (note 6(g)) 66,039,920 49 1600 Property, plant and equipment (note 6(h)) 1,844,520 1 1755 Right-of-use assets (note6(i)) 73,967 - 1760 Investment property (note 6(j)) 724,504 1 1780 Intangible assets (note 6(k)) 180,529 - 1840 Deferred income tax assets (note 6(q)) 1,911,708 1 1900 Other non-current assets 61,608 - 1980 Other financial assets－non-current (note 8) 88,955 - Total non-current assets 75,582,461 55 Total assets $ 136,602,252 100	December 31, 2019
	Amount % 4,083,583 4 58,355 - 51,181 - 2,008 - 3,864,880 3 21,963,643 19 187,273 - 130,046 - 12,718,463 11 248,829 - 43,308,261 37 3,628,790 3 65,760,877 57 1,310,885 1 133,049 - 1,276,865 1 207,915 - 973,841 1 50,899 - 91,717 - 73,434,838 63 116,743,099 100

December 31, 2020
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (note 6(a))
$ 15,999,824
12
1110
Financial assets measured at fair value through profit or loss－
current (note 6(b))
156,738
-
1120
Financial assets measured at fair value through other comprehensive
income－current (note 6(c))
51,857
-
1140
Contract assets－current (note 6(t))
250
-
1170
Notes and accounts receivable, net (notes 6(d) & (t))
5,910,659
5
1180
Notes and accounts receivable from related parties (notes 6(d) & (t)
and 7)
24,595,958
18
1200
Other receivables, net (note 6(e))
206,551
-
1210
Other receivables from related parties (notes 6(e) and 7)
214,152
-
130X
Inventories (note 6(f))
13,657,588
10
1470
Other current assets
226,214
-
Total current assets
61,019,791
45
Non-current assets:
1517
Financial assets measured at fair value through other comprehensive
income－non-current (note 6(c))
4,656,750
3
1550
Investments accounted for using the equity method (note 6(g))
66,039,920
49
1600
Property, plant and equipment (note 6(h))
1,844,520
1
1755
Right-of-use assets (note6(i))
73,967
-
1760
Investment property (note 6(j))
724,504
1
1780
Intangible assets (note 6(k))
180,529
-
1840
Deferred income tax assets (note 6(q))
1,911,708
1
1900
Other non-current assets
61,608
-
1980
Other financial assets－non-current (note 8)
88,955
-
Total non-current assets
75,582,461
55
Total assets
$ 136,602,252
100

December 31, 2019

Amount
%
4,083,583
4
58,355
-
51,181
-
2,008
-
3,864,880
3
21,963,643
19
187,273
-
130,046
-
12,718,463
11
248,829
-
43,308,261
37
3,628,790
3
65,760,877
57
1,310,885
1
133,049
-
1,276,865
1
207,915
-
973,841
1
50,899
-
91,717
-
73,434,838
63
116,743,099
100

(Continued)

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Balance Sheets (Continued)

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity Current liabilities: 2120 Financial liabilities measured at fair value through profit or loss－ current (note 6(b)) 2130 Contract liabilities－current (note 6(t)) 2170 Notes and accounts payable 2180 Accounts payable to related parties (note 7) 2200 Other payables (note 6(u)) 2220 Other payables to related parties (note 7) 2250 Provisions－current (note 6(n) and 9) 2230 Current tax liabilities 2280 Lease liabilities－current (note 6(m)) 2365 Refund liabilities－current 2399 Other current liabilities Total current liabilities Non-current liabilities: 2540 Long-term debt (note 6(l)) 2570 Deferred income tax liabilities (note 6(q)) 2580 Lease liabilities－non-current (note 6(m)) 2600 Other non-current liabilities (note 6(p)) 2622 Long-term payable to related parties (note 7) Total non-current liabilities Total liabilities Equity (note 6(r)): 3110 Common stock 3200 Capital surplus Retained earnings: 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity 3500 Treasury stock Total equity Total liabilities and equity	December 31, 2020		December 31, 2019 Amount % 194,318 - 107,298 - 28,022,101 24 122,620 - 15,813,420 14 1,519,594 1 716,840 1 388,906 1 73,195 - 2,816,912 2 374,774 - 50,149,978 43 5,800,000 5 2,183,773 2 60,833 - 576,321 - 130,721 - 8,751,648 7 58,901,626 50 30,749,338 26 28,152,962 24 587,602 1 2,940,572 3 2,668,082 2 (4,342,227) (4) (2,914,856) (2) 57,841,473 50 116,743,099 100

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

4000 Net revenue (notes 6(t) and 7) 5000 Cost of revenue (notes 6(f) & (n) and 7) Gross profit before realized gross profit on sales to subsidiaries, associates and joint ventures 5920 Realized gross profit on sales to subsidiaries, associates and joint ventures Gross profit Operating expenses (notes 6(d), (h), (i), (j), (k), (m), (n), (o), (p) & (u), 7 and 12): 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses Total operating expenses 6500 Other operating income and expenses, net (notes 6(o) & (v) and 7) Operating income Non-operating income and loss: 7100 Interest income (notes 6(w) and 7) 7010 Other income (note 6(w)) 7020 Other gains and losses (notes 6(w) and 7) 7050 Finance costs (notes 6(m) & (w) and 7) 7060 Share of profits of subsidiaries, associates and joint ventures (note 6 (g)) Total non-operating income and loss Income before taxes 7950 Income tax expenses (note 6 (q)) Net Income Other comprehensive income (loss) (notes 6 (g), (p), (q), (r) & (x)): 8310 Items that will not be reclassified subsequently to profit or loss 8311 Remeasurements of defined benefit plans 8316 Unrealized gains from investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive losses of subsidiaries and associates 8349 Income tax related to items that will not be reclassified subsequently to profit or loss Total items that will not be reclassified subsequently to profit or loss 8360 Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation of foreign operations 8399 Income tax related to items that may be reclassified subsequently to profit or loss Total items that may be reclassified subsequently to profit or loss Other comprehensive loss, net of taxes Total comprehensive income for the year Earnings per share (in New Taiwan dollars) (note 6(s)): 9750 Basic earnings per share 9850 Diluted earnings per share	2020	% 100 (95) 5 - 5 (1) (1) (1) (3) - 2 - - - - 2 2 4 (1) 3 - - - - - (1) - (1) (1) 2 2.01 1.99	2019 Amount 173,659,404 (165,923,911) 7,735,493 265 7,735,758 (2,663,797) (976,456) (1,954,062) (5,594,315) 158,473 2,299,916 95,624 164,104 186,829 (113,981) 632,043 964,619 3,264,535 (631,970) 2,632,565 (39,439) 653,124 (154,297) 7,888 467,276 (1,405,928) - (1,405,928) (938,652) 1,693,913	% 100 (96) 4 - 4 (2) - (1) (3) - 1 - - - - 1 1 2 - 2 - - - - - (1) - (1) (1) 1 0.87 0.87
	Amount $ 209,586,473 (199,065,721) 10,520,752 2,440 10,523,192 (3,034,971) (1,165,863) (1,986,440) (6,187,274) 154,916 4,490,834 50,577 185,228 178,477 (65,529) 2,524,675 2,873,428 7,364,262 (1,334,975) 6,029,287 (5,026) 716,961 (35,859) 1,005 677,081 (1,855,833) - (1,855,833) (1,178,752) $ 4,850,535 $ $

See accompanying notes to parent-company-only financial statements.

													Total equity	58,268,094	2,632,565	(938,652)	1,693,913		-	-	(2,367,699)	36,051	64,047	197,096		(57,583)	(126)	7,680		-	57,841,473	6,029,287	(1,178,752)	4,850,535		-	-	(1,352,971)	(1,014,728)	36,416	(361,943)	-	76,443	43,604	174,404	(12)	110		-	60,293,331
												Treasury	stock	(2,914,856)	-	-	-		-	-	-	-	-	-		-	-	-		-	(2,914,856)	-	-	-		-	-	-	-	-	(361,943)	361,943	-	-	-	-	-		-	(2,914,856)
													Total	(3,381,189)	-	(938,652)	(938,652)		-	-	-	-	-	-		-	-	7,680		(30,066)	(4,342,227)	-	(1,178,752)	(1,178,752)		-	-	-	-	-	-	-	-	-	-	-	-		3,527	(5,517,452)
(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)	ACER INCORPORATED	Parent-Company-Only Statements of Changes in Equity	For the years ended December 31, 2020 and 2019	(Expressed in Thousands of New Taiwan Dollars)	Retained earnings Other equity	Unrealized gain	(loss) from	financial assets	measured at	Foreign fair value	Unappropriated currency through other Remeasurements	Common Capital Legal Special retained translation comprehensive of defined	stock surplus reserve reserve earnings Total differences income benefit plans	30,749,338 27,913,351 281,559 2,534,028 3,085,863 5,901,450 (2,789,146) (522,226) (69,817)	- - - - 2,632,565 2,632,565 - - -	- - - - - - (1,405,928) 685,362 (218,086)	- - - - 2,632,565 2,632,565 (1,405,928) 685,362 (218,086)		- - 306,043 - (306,043) - - - -	- - - 406,544 (406,544) - - - -	- - - - (2,367,699) (2,367,699) - - -	- 36,051 - - - - - - -	- 64,047 - - - - - - -	- 197,096 - - - - - - -		- (57,583) - - - - - - -	- - - - (126) (126) - - -	- - - - - - 7,680 - -		- - - - 30,066 30,066 - (30,066) -	30,749,338 28,152,962 587,602 2,940,572 2,668,082 6,196,256 (4,187,394) 133,070 (287,903)	- - - - 6,029,287 6,029,287 - - -	- - - - - - (1,855,833) 632,065 45,016	- - - - 6,029,287 6,029,287 (1,855,833) 632,065 45,016		- - 266,250 - (266,250) - - - -	- - - 1,035,693 (1,035,693) - - - -	- - - - (1,352,971) (1,352,971) - - -	- (1,014,728) - - - - - - -	- 36,416 - - - - - - -	- - - - - - - - -	(270,800) (91,143) - - - - - - -	- 76,443 - - - - - - -	- 43,604 - - - - - - -	- 174,404 - - - - - - -	- - - - (12) (12) - - -	- 110 - - - - - - -		- - - - (3,527) (3,527) - 3,527 -	30,478,538 27,378,068 853,852 3,976,265 6,038,916 10,869,033 (6,043,227) 768,662 (242,887)
														$																																				$
														Balance at January 1, 2019	Net income for the year	Other comprehensive income (loss) for the year	Total comprehensive income (loss) for the year	Appropriation approved by the stockholders:	Legal reserve	Special reserve	Cash dividends	Adjustments of capital surplus for the cash dividends distributed to subsidiaries	Share of changes in equity of associates	Changes in ownership interests in subsidiaries	Difference between consideration and carrying amount of subsidiaries acquired or	disposed	Reorganization under common control	Disposal of subsidiaries	Disposal of financial assets measured at fair value through other comprehensive	income by subsidiaries	Balance at December 31, 2019	Net income for the year	Other comprehensive income (loss) for the year	Total comprehensive income (loss) for the year	Appropriation approved by the stockholders:	Legal reserve	Special reserve	Cash dividends	Cash distributed from capital surplus	Adjustments of capital surplus for the cash dividends distributed to subsidiaries	Purchase of treasury stock	Retirement of treasury stock	Share of changes in equity of associates	Changes in ownership interests in subsidiaries	Difference between consideration and carrying amount of subsidiaries disposed	Reorganization under common control	Stock option compensation cost of subsidiaries	Disposal of financial assets measured at fair value through other comprehensive	income by subsidiaries	Balance at December 31, 2020

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

2020
Cash flows from operating activities:
Income before income tax
$ 7,364,262
Adjustments for:
Adjustments to reconcile profit or loss:
Depreciation
154,282
Amortization
27,796
Net loss on financial assets measured at fair value through profit or
loss
1,268
Interest expense
65,529
Interest income
(50,577)
Dividend income
(185,228)
Share of profits of subsidiaries, associates and joint ventures
(2,524,675)
Gain on disposal of equipment and intangible assets
(1,181)
Gain on lease modification
-
Loss on disposal of investments accounted for using the equity
method
-
Realized profit on sales to subsidiaries, associates and joint ventures
(2,440)
Acquisition of financial assets by contribution of technical know-how
(17,421)
Total adjustments for profit or loss
(2,532,647)
Changes in operating assets and liabilities:
Changes in operating assets:
Derivative financial instruments measured at fair value through profit
or loss
650,016
Contract assets
1,758
Notes and accounts receivable
(2,045,779)
Notes and accounts receivable from related parties
(2,632,315)
Inventories
(980,229)
Other receivables and other current assets
3,436
Changes in operating assets
(5,003,113)
Changes in operating liabilities:
Notes and accounts payable
13,931,231
Payables to related parties
437,903
Refund liabilities
833,999
Other payables and other current liabilities
2,652,811
Provisions
25,313
Contract liabilities
(28,167)
Other non-current liabilities
(84,826)
Changes in operating liabilities
17,768,264
Cash provided by (used in) operations
17,596,766
Interest received
50,566
Income taxes paid
(13,457)
Net cash provided by (used in) operating activities
17,633,875

2019
3,264,535
154,529
29,758
-
113,981
(95,624)
(164,104)
(632,043)
(5,943)
(32)
6,538
(265)
-
(593,205)
208,252
82,442
(512,609)
1,111,461
860,860
295,369
2,045,775
(5,215,880)
(178,287)
205,689
269,600
(41,701)
107,298
(2,971)
(4,856,252)
(139,147)
95,811
(507,432)
(550,768)
(Continued)

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows (Continued)

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

2020
Cash flows from investing activities:
Purchase of financial assets measured at fair value through other
comprehensive income
(297,000)
Proceeds from capital return and liquidation of financial assets measured at
fair value through other comprehensive income
2,746
Proceeds from disposal of financial assets measured at fair value through
profit or loss
-
Additions to investments accounted for using the equity method
(43,365)
Proceeds from disposal of investments accounted for using the equity
method
29,930
Proceeds from capital return of investments accounted for using the equity
method
602,819
Proceeds from liquidation of investments accounted for using the equity
method
-
Additions to property, plant and equipment and investment property
(43,789)
Proceeds from disposal of property, plant and equipment
5,251
Increase in receivables from related parties
(84,106)
Additions to intangible assets
(410)
Proceeds from disposal of intangible assets
-
Cash outflows from business demerger
(27,718)
Decrease (Increase) in other non-current financial assets and other non-
current assets
(7,947)
Dividends received
333,191
Net cash flows provided by investing activities
469,602
Cash flows from financing activities:
Increase in short-term borrowings
5,233,942
Decrease in short-term borrowings
(5,233,942)
Increase in long-term debt
-
Repayment of long-term debt
(2,500,000)
Payment of lease liabilities
(78,575)
Increase (decrease) in loans from related parties
(813,000)
Cash dividends
(1,352,971)
Cash distributed from capital surplus
(1,014,728)
Purchase of treasury stock
(361,943)
Interest paid
(66,019)
Net cash flows provided by (used in) financing activities
(6,187,236)
Net increase in cash and cash equivalents
11,916,241
Cash and cash equivalents at beginning of period
4,083,583
Cash and cash equivalents at end of period
$
15,999,824

2019
(120,000)
15,062
11,249
(277,432)
455,910
424,870
4,210
(26,573)
1,523
(42,349)
(12,727)
9,360
-
35,748
272,627
751,478
-
-
5,800,000
(3,300,000)
(78,829)
320,000
(2,367,699)
-
-
(115,753)
257,719
458,429
3,625,154
4,083,583

See accompanying notes to parent-company-only financial statements.

Agenda of 2021 General Shareholders’ Meeting

Independent Auditors’ Report

To the Board of Directors Acer Incorporated:

Opinion

We have audited the consolidated financial statements of Acer Incorporated and its subsidiaries (the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and 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 the Group as of December 31, 2020 and 2019, 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”), and 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 audit of the consolidated financial statements as of and for the year ended December 31, 2020 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, and the auditing standards generally accepted in the Republic of China. Furthermore, we conducted our audit of the consolidated financial statements as of and for the year ended December 31, 2019 in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants, Rule No. 1090360805 issued by the Financial Supervisory Commission, and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (the “Code”), and we have 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 of our opinion.

Key Audit Matters

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.

Description of key audit matter:

How the matter was addressed in our audit:

2. Valuation of inventories

Description of key audit matter:

How the matter was addressed in our audit:

3. Impairment of goodwill from investment in subsidiaries

Description of key audit matter:

How the matter was addressed in our audit:

Responsibilities of Management and Those Charged with Governance for the Parent-Company-Only Financial Statements

Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements

Identify and assess the risks of material misstatement of the parent-company-only 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.
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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, base 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 auditors’ report to the related disclosures in the parent-company-only 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 auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent-company-only financial statements, including the disclosures, and whether the parent-company-only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the investee companies accounted for using the equity method to express an opinion on the parent-company-only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

The engagement partners on the audit resulting in this independent auditors’ report are Huei-Chen Chang and Tzu-Chieh Tang.

KPMG

Taipei, Taiwan (Republic of China) March 17, 2021

Notes to Readers

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Balance Sheets

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2020 Assets Amount % Current assets: 1100 Cash and cash equivalents (note 6(a)) $ 15,999,824 12 1110 Financial assets measured at fair value through profit or loss－ current (note 6(b)) 156,738 - 1120 Financial assets measured at fair value through other comprehensive income－current (note 6(c)) 51,857 - 1140 Contract assets－current (note 6(t)) 250 - 1170 Notes and accounts receivable, net (notes 6(d) & (t)) 5,910,659 5 1180 Notes and accounts receivable from related parties (notes 6(d) & (t) and 7) 24,595,958 18 1200 Other receivables, net (note 6(e)) 206,551 - 1210 Other receivables from related parties (notes 6(e) and 7) 214,152 - 130X Inventories (note 6(f)) 13,657,588 10 1470 Other current assets 226,214 - Total current assets 61,019,791 45 Non-current assets: 1517 Financial assets measured at fair value through other comprehensive income－non-current (note 6(c)) 4,656,750 3 1550 Investments accounted for using the equity method (note 6(g)) 66,039,920 49 1600 Property, plant and equipment (note 6(h)) 1,844,520 1 1755 Right-of-use assets (note6(i)) 73,967 - 1760 Investment property (note 6(j)) 724,504 1 1780 Intangible assets (note 6(k)) 180,529 - 1840 Deferred income tax assets (note 6(q)) 1,911,708 1 1900 Other non-current assets 61,608 - 1980 Other financial assets－non-current (note 8) 88,955 - Total non-current assets 75,582,461 55 Total assets $ 136,602,252 100	December 31, 2019
	Amount % 4,083,583 4 58,355 - 51,181 - 2,008 - 3,864,880 3 21,963,643 19 187,273 - 130,046 - 12,718,463 11 248,829 - 43,308,261 37 3,628,790 3 65,760,877 57 1,310,885 1 133,049 - 1,276,865 1 207,915 - 973,841 1 50,899 - 91,717 - 73,434,838 63 116,743,099 100

December 31, 2019

(Continued)

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Balance Sheets (Continued)

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity Current liabilities: 2120 Financial liabilities measured at fair value through profit or loss－ current (note 6(b)) 2130 Contract liabilities－current (note 6(t)) 2170 Notes and accounts payable 2180 Accounts payable to related parties (note 7) 2200 Other payables (note 6(u)) 2220 Other payables to related parties (note 7) 2250 Provisions－current (note 6(n) and 9) 2230 Current tax liabilities 2280 Lease liabilities－current (note 6(m)) 2365 Refund liabilities－current 2399 Other current liabilities Total current liabilities Non-current liabilities: 2540 Long-term debt (note 6(l)) 2570 Deferred income tax liabilities (note 6(q)) 2580 Lease liabilities－non-current (note 6(m)) 2600 Other non-current liabilities (note 6(p)) 2622 Long-term payable to related parties (note 7) Total non-current liabilities Total liabilities Equity (note 6(r)): 3110 Common stock 3200 Capital surplus Retained earnings: 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity 3500 Treasury stock Total equity Total liabilities and equity	December 31, 2020		December 31, 2019 Amount % 194,318 - 107,298 - 28,022,101 24 122,620 - 15,813,420 14 1,519,594 1 716,840 1 388,906 1 73,195 - 2,816,912 2 374,774 - 50,149,978 43 5,800,000 5 2,183,773 2 60,833 - 576,321 - 130,721 - 8,751,648 7 58,901,626 50 30,749,338 26 28,152,962 24 587,602 1 2,940,572 3 2,668,082 2 (4,342,227) (4) (2,914,856) (2) 57,841,473 50 116,743,099 100

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

4000 Net revenue (notes 6(t) and 7) 5000 Cost of revenue (notes 6(f) & (n) and 7) Gross profit before realized gross profit on sales to subsidiaries, associates and joint ventures 5920 Realized gross profit on sales to subsidiaries, associates and joint ventures Gross profit Operating expenses (notes 6(d), (h), (i), (j), (k), (m), (n), (o), (p) & (u), 7 and 12): 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses Total operating expenses 6500 Other operating income and expenses, net (notes 6(o) & (v) and 7) Operating income Non-operating income and loss: 7100 Interest income (notes 6(w) and 7) 7010 Other income (note 6(w)) 7020 Other gains and losses (notes 6(w) and 7) 7050 Finance costs (notes 6(m) & (w) and 7) 7060 Share of profits of subsidiaries, associates and joint ventures (note 6 (g)) Total non-operating income and loss Income before taxes 7950 Income tax expenses (note 6 (q)) Net Income Other comprehensive income (loss) (notes 6 (g), (p), (q), (r) & (x)): 8310 Items that will not be reclassified subsequently to profit or loss 8311 Remeasurements of defined benefit plans 8316 Unrealized gains from investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive losses of subsidiaries and associates 8349 Income tax related to items that will not be reclassified subsequently to profit or loss Total items that will not be reclassified subsequently to profit or loss 8360 Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation of foreign operations 8399 Income tax related to items that may be reclassified subsequently to profit or loss Total items that may be reclassified subsequently to profit or loss Other comprehensive loss, net of taxes Total comprehensive income for the year Earnings per share (in New Taiwan dollars) (note 6(s)): 9750 Basic earnings per share 9850 Diluted earnings per share	2020	% 100 (95) 5 - 5 (1) (1) (1) (3) - 2 - - - - 2 2 4 (1) 3 - - - - - (1) - (1) (1) 2 2.01 1.99	2019 Amount 173,659,404 (165,923,911) 7,735,493 265 7,735,758 (2,663,797) (976,456) (1,954,062) (5,594,315) 158,473 2,299,916 95,624 164,104 186,829 (113,981) 632,043 964,619 3,264,535 (631,970) 2,632,565 (39,439) 653,124 (154,297) 7,888 467,276 (1,405,928) - (1,405,928) (938,652) 1,693,913	% 100 (96) 4 - 4 (2) - (1) (3) - 1 - - - - 1 1 2 - 2 - - - - - (1) - (1) (1) 1 0.87 0.87
	Amount $ 209,586,473 (199,065,721) 10,520,752 2,440 10,523,192 (3,034,971) (1,165,863) (1,986,440) (6,187,274) 154,916 4,490,834 50,577 185,228 178,477 (65,529) 2,524,675 2,873,428 7,364,262 (1,334,975) 6,029,287 (5,026) 716,961 (35,859) 1,005 677,081 (1,855,833) - (1,855,833) (1,178,752) $ 4,850,535 $ $

See accompanying notes to parent-company-only financial statements.

													Total equity	58,268,094	2,632,565	(938,652)	1,693,913		-	-	(2,367,699)	36,051	64,047	197,096		(57,583)	(126)	7,680		-	57,841,473	6,029,287	(1,178,752)	4,850,535		-	-	(1,352,971)	(1,014,728)	36,416	36,416	(361,943)	(361,943)	-	76,443	76,443	43,604	43,604	174,404	174,404	(12)	110		-	60,293,331
												Treasury	stock	(2,914,856)	-	-	-		-	-	-	-	-	-		-	-	-		-	(2,914,856)	-	-	-		-	-	-	-	-		(361,943)		361,943	-		-		-		-	-		-	(2,914,856)
													Total	(3,381,189)	-	(938,652)	(938,652)		-	-	-	-	-	-		-	-	7,680		(30,066)	(4,342,227)	-	(1,178,752)	(1,178,752)		-	-	-	-	-		-		-	-		-		-		-	-		3,527	(5,517,452)
(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)	ACER INCORPORATED	Parent-Company-Only Statements of Changes in Equity	For the years ended December 31, 2020 and 2019	(Expressed in Thousands of New Taiwan Dollars)	Retained earnings Other equity	Unrealized gain	(loss) from	financial assets	measured at	Foreign fair value	Unappropriated currency through other Remeasurements	Common Capital Legal Special retained translation comprehensive of defined	stock surplus reserve reserve earnings Total differences income benefit plans	30,749,338 27,913,351 281,559 2,534,028 3,085,863 5,901,450 (2,789,146) (522,226) (69,817)	- - - - 2,632,565 2,632,565 - - -	- - - - - - (1,405,928) 685,362 (218,086)	- - - - 2,632,565 2,632,565 (1,405,928) 685,362 (218,086)		- - 306,043 - (306,043) - - - -	- - - 406,544 (406,544) - - - -	- - - - (2,367,699) (2,367,699) - - -	- 36,051 - - - - - - -	- 64,047 - - - - - - -	- 197,096 - - - - - - -		- (57,583) - - - - - - -	- - - - (126) (126) - - -	- - - - - - 7,680 - -		- - - - 30,066 30,066 - (30,066) -	30,749,338 28,152,962 587,602 2,940,572 2,668,082 6,196,256 (4,187,394) 133,070 (287,903)	- - - - 6,029,287 6,029,287 - - -	- - - - - - (1,855,833) 632,065 45,016	- - - - 6,029,287 6,029,287 (1,855,833) 632,065 45,016		- - 266,250 - (266,250) - - - -	- - - 1,035,693 (1,035,693) - - - -	- - - - (1,352,971) (1,352,971) - - -	- (1,014,728) - - - - - - -	- 36,416 - - - - - - -		- - - - - - - - -		(270,800) (91,143) - - - - - - -	- 76,443 - - - - - - -		- 43,604 - - - - - - -		- 174,404 - - - - - - -		- - - - (12) (12) - - -	- 110 - - - - - - -		- - - - (3,527) (3,527) - 3,527 -	30,478,538 27,378,068 853,852 3,976,265 6,038,916 10,869,033 (6,043,227) 768,662 (242,887)
														$																																									$
														Balance at January 1, 2019	Net income for the year	Other comprehensive income (loss) for the year	Total comprehensive income (loss) for the year	Appropriation approved by the stockholders:	Legal reserve	Special reserve	Cash dividends	Adjustments of capital surplus for the cash dividends distributed to subsidiaries	Share of changes in equity of associates	Changes in ownership interests in subsidiaries	Difference between consideration and carrying amount of subsidiaries acquired or	disposed	Reorganization under common control	Disposal of subsidiaries	Disposal of financial assets measured at fair value through other comprehensive	income by subsidiaries	Balance at December 31, 2019	Net income for the year	Other comprehensive income (loss) for the year	Total comprehensive income (loss) for the year	Appropriation approved by the stockholders:	Legal reserve	Special reserve	Cash dividends	Cash distributed from capital surplus		Adjustments of capital surplus for the cash dividends distributed to subsidiaries		Purchase of treasury stock Retirement of treasury stock			Share of changes in equity of associates		Changes in ownership interests in subsidiaries		Difference between consideration and carrying amount of subsidiaries disposed Reorganization under common control			Stock option compensation cost of subsidiaries	Disposal of financial assets measured at fair value through other comprehensive income by subsidiaries Balance at December 31, 2020

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

See accompanying notes to parent-company-only financial statements.

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows (Continued)

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

See accompanying notes to parent-company-only financial statements.

Attachment 6

Acer Incorporated

Procedures Governing Acquiring or Disposing of Assets

(Before and Revision Chart)

After Revision	Before Revision	Reason for Revision
Article 5Procedures for Approval of Ac- quisition or Disposal of Assets 1. Methods and the Reference Basis for the Decision on Price Amount and Level of Au- thorization (omit) 2. Amount and Level of Authorization In-charge department of the Company shall decide within its authority on the acquisition and disposal of assets in the following situations; provided, however, that matters governed by Article 185 of the Company Act shall be approved by the shareholders’ meeting in advance: (1) Unless otherwise provided below, the acquisition or disposal of securities shall be approved by the Board of Directors before its execution: (a) the Company’s Chairman is autho- rized by the Board of Directors to decide and execute project of which amount is within~~NT$50 million, and~~ ~~said matter is brought up to and~~ ~~ratified by the Board of Directors~~ ~~later~~ ~~(b) for acquisition or disposal of~~ ~~securities purchased and sold in the~~ ~~centralized exchange market or OTC~~ ~~exchange, the Company’s Chairman is~~ ~~authorized by the Board of Directors~~ ~~to decide and execute project of~~ ~~which amount is within~~ NT$300 mil- lion, and said matter is brought up to and ratifed by the Board of Directors later. ~~(c)~~ ~~(~~b) the finance manager is authorized to execute~~short-term~~ idle fund to invest in~~short-term securities such~~ ~~as~~ domestic and foreigngovernment bond,commercial paper,domestic bond fund, financial debentures, monetary fund,financial preferred stock trading in centralized securities exchange market and over-the- counter market, and corporate bond with investment grade above BBB~~US~~	Article 5Procedures for Approval of Ac- quisition or Disposal of Assets 1. Methods and the Reference Basis for the Decision on Price Amount and Level of Au- thorization (omit) 2. Amount and Level of Authorization In-charge department of the Company shall decide within its authority on the acquisition and disposal of assets in the following situations; provided, however, that matters governed by Article 185 of the Company Act shall be approved by the shareholders’ meeting in advance: (1) Unless otherwise provided below, the acquisition or disposal of securities shall be approved by the Board of Directors before its execution: (a) the Company’s Chairman is autho- rized by the Board of Directors to decide and execute project of which amount is within NT$50 million, and said matter is brought up to and rati- fed by the Board of Directors later (b) for acquisition or disposal of se- curities purchased and sold in the centralized exchange market or OTC exchange, the Company’s Chairman is authorized by the Board of Direc- tors to decide and execute project of which amount is within NT$300 mil- lion, and said matter is brought up to and ratifed by the Board of Directors later. (c) the finance manager is authorized to execute short-term idle fund to invest in short-term securities such as government bond, domestic bond fund, financial debentures, mone- tary fund, and US Treasury Bond with each single transaction or the daily total amount not exceeding NT$300 million; the approval of the head of treasury department is required for amount between NT300 million to	1. Considering that the system of stock ex- change becomes sound and we have already established Invest- ment Committee to take charge of relevant issue, we plan to adjust the authority for actual demand. 2. The capital market has successively developed other low-risk invest- ment targets which may match our invest- ment preference of idle funds. Furthermore, for strengthening man- agement control, we adjust the way of au- thorization from “sin- gle transaction or daily basis” to “total amount basis” to prevent the improper use of invest- ment split.

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After Revision Before Revision Reason for Revision
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	Before Revision	Before Revision

~~Treasury Bond~~ with~~each single~~ ~~transaction or the daily total~~ amount not exceeding NT$300 million; the approval of the head of treasury de- partment is required for amount be- tween NT300 million to 600 million; the approval of the chief fnancial of- fcer is required for amount between NT$600 million and NT1.2 billion; the approval of the chief executive officer(equivalent chief manager) is required for amount between NT 1.2 billion and NT 1.5 billion; and the approval of the Company’s Chairman is required for amount exceeding NT$1.5 billion. (2) (omitted below)	600 million; the approval of the chief financial officer is required for amount between NT$600 million and NT1.2 billion; the approval of the chief executive officer(equiva- lent chief manager) is required for amount between NT 1.2 billion and NT 1.5 billion; and the approval of the Company’s Chairman is required for amount exceeding NT$1.5 billion. (2) (omitted below)
Article 29 (Omitted) The eleventh amendment was enacted on June 11, 2021.	Article 29 (Omitted)	Added the date of ap- proval of shareholder’s meeting.

Attachment 7

Acer Incorporated Procedures Governing Lending of Capital to Others (Before and Revision Chart)

After Revision

Before Revision

Reason for Revision

Article 10[ Control Procedures for the] Company’s Subsidiaries

When the subsidiaries thereof that is not a public company in Taiwan propose to provide loans to others, the subsidiaries shall enact the “Procedures Governing Lending of Capital” and file with the Company’s Board of Directors for ratification. The said procedures of the subsidiaries shall be stipulated in accordance with these Procedures; provided, however, that the aggregate loan amount of the subsidiaries and the aggregate loan amount for each enterprise shall not exceed the following thresholds:
Article 10[ Control Procedures for the] Company’s Subsidiaries
1. When the subsidiaries thereof that is not a public company in Taiwan propose to provide loans to others, the subsidiaries shall enact the “Procedures Governing Lending of Capital” and file with the Company’s Board of Directors for ratification. The said procedures of the subsidiaries shall be stipulated in accordance with these Procedures; provided, however, that the aggregate loan amount of the subsidiaries and the aggregate loan amount for each enterprise shall not exceed the following thresholds:

Amended and issued, per “FAQ of Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” updated by Securities and Futures Bureau of the Financial Supervisory Commission in July, 2020.

(1) For the subsidiaries in which the Com(1) For the subsidiaries in which the Company directly or indirectly holds 100% pany directly or indirectly holds 100% of its total outstanding common shares, of its total outstanding common shares, the aggregate loan amount and the the aggregate loan amount and the agaggregate loan amount for each engregate loan amount for each enterprise terprise shall be calculated based on shall be calculated based on the net the net worth of such subsidiary and worth of such subsidiary and its Proceits Procedures ~~; provided, however,~~ dures; provided, however, that if Clause ~~that if Clause 3 of this Article applies,~~ 3 of this Article applies, the aforemen- ~~the aforementioned threshold shall be~~ tioned threshold shall be calculated ~~calculated based on the Company’s net~~ based on the Company’s net worth in- ~~worth instead~~ . stead.
(2) For the subsidiaries in which the Com-
(2) For the subsidiaries in which the Company did not directly or indirectly holds
pany did not directly or indirectly holds 100% of its total outstanding common
100% of its total outstanding common shares, the aggregate loan amount and
shares, the aggregate loan amount and the aggregate loan amount for each
the aggregate loan amount for each enterprise shall be calculated based on
enterprise shall be calculated based on the net worth of the subsidiaries and its
the net worth of the subsidiaries and its Procedures.
Procedures.
(3) Where funds are loaned between the (3) Where funds are loaned between the overseas companies in which the Com-
overseas companies in which the Company directly and indirectly holds 100%
pany directly and indirectly holds 100% voting shares or capital, or any overseas
voting shares or capital, or any overseas companies in which the Company di-
companies in which the Company directly and indirectly holds 100% voting
rectly and indirectly holds 100% voting shares or capital provides loans to the
shares or capital provides loans to the Company, such funds may be loaned
Company, such funds may be loaned free of the limitation of the aggregate
free of the limitation of the aggregate amount of short-term funding provided
amount of short-term funding provided

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After Revision Before Revision Reason for Revision
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	Before Revision	Before Revision

in Paragraph 1 of Article 3, the limits to each borrower provided in Paragraph 3 (1) of Article 3 and Article 4; provided, however, that the loan period shall not exceed three (3) years and the limit to lend to each borrower and the aggregate loan amount shall not exceed~~50~~ 120%of theborrower’s~~Company’s~~ net worth. 2. When the subsidiaries thereof that is a public company in Taiwan propose to pro- vide loans to others, the subsidiaries shall enact the “Procedures Governing Lending of Capital” in accordance with “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” and related regulations, and comply with those procedures.	in Paragraph 3 (1) of Article 3 and Article 4; provided, however, that the loan pe- riod shall not exceed three (3) years and the limit to lend to each borrower and the aggregate loan amount shall not exceed 50% of the Company’s net worth. 2. When the subsidiaries thereof that is a public company in Taiwan propose to provide loans to others, the subsidiaries shall enact the “Procedures Governing Lending of Capital” in accordance with “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” and related regula- tions, and comply with those procedures.
Article 18 (Omitted) The Fourteenth amendment was made on June 11, 2021.	Article 18 (Omitted)	Added the date of ap- proval of shareholder’s meeting.

AI assistant

ACER — AGM Information 2021

10414_rns_2021-07-27_e1b97057-6951-4e94-947b-7f26d50ce2f5.pdf

MINUTES OF 2021 ANNUAL SHAREHOLDERS’ MEETING OF ACER

INCORPORATED

1. Report Items

2. Proposed Items for Ratification and Discussion

Acer Incorporated 2020 Statement of Profit & Loss Appropriation

Note:

Item 3

Supplementary Explanation Notes:

3. Extemporary Motion

4. Meeting Adjourned: 9:20 a.m.

Attachment 1

Business Report

Innovation and Intrapreneurship

Multiple Growth Engines and New Initiatives

Recognition for ESG Performance

Attachment 2

Audit Committee's Review Report

Attachment 3

Attachment 4

The Issuance of Unsecured Corporate Bonds

Attachment 5

Independent Auditors’ Report

Opinion

Basis for Opinion

Key Audit Matters

Description of key audit matter:

How the matter was addressed in our audit:

2. Valuation of inventories

Description of key audit matter:

How the matter was addressed in our audit:

3. Impairment of goodwill from investment in subsidiaries

Description of key audit matter:

How the matter was addressed in our audit:

Responsibilities of Management and Those Charged with Governance for the Parent-Company-Only Financial Statements

Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements

KPMG

Notes to Readers

ACER INCORPORATED

Parent-Company-Only Balance Sheets

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

ACER INCORPORATED

Parent-Company-Only Balance Sheets (Continued)

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)

ACER INCORPORATED

Parent-Company-Only Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

ACER INCORPORATED

Parent-Company-Only Statements of Cash Flows (Continued)

For the years ended December 31, 2020 and 2019 (Expressed in Thousands of New Taiwan Dollars)

Independent Auditors’ Report

Opinion

Basis for Opinion

Key Audit Matters

Description of key audit matter:

How the matter was addressed in our audit:

2. Valuation of inventories

Description of key audit matter:

How the matter was addressed in our audit:

3. Impairment of goodwill from investment in subsidiaries

Description of key audit matter:

How the matter was addressed in our audit:

Responsibilities of Management and Those Charged with Governance for the Parent-Company-Only Financial Statements

Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements

KPMG

Notes to Readers

ACER INCORPORATED

Parent-Company-Only Balance Sheets

December 31, 2020 and 2019

(Expressed in Thousands of New Taiwan Dollars)

ACER INCORPORATED

ACER AGM Information 2021