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Altek Annual Report 2017

Jul 2, 2018

52290_rns_2018-07-02_dd823bc1-f438-48f5-8f18-cb2e0f12a3f9.pdf

Annual Report

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Stock Code: 3059

==> picture [85 x 40] intentionally omitted <==

Altek Corporation

2017

Annual Report

Notice to readers

This English-version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

Taiwan Stock Exchange Market Observation Post System: http://mops.twse.com.tw 2017 Annual Report is available at: http://www.altek.com.tw Printed on May 5, 2018

Spokesperson Name: Belle Liang Title: Vice President & CFO. Tel: 886-3-578-4567 E-mail: [email protected]

Deputy Spokesperson Name: Eva Liang Title: Manager Tel: 886-3-578-4567 E-mail: [email protected]

Headquarters Address: No.12, Li-Hsin Rd., Hsinchu, Taiwan, R.O.C. Tel: 886-3-578-4567

Stock Transfer Agent Sino Pac Securities Corporation, Stock Transfer Agent Dept. Tel: 886-2-2381-6288 Website: http://www.sinotrade.com.tw

Auditors PricewaterhouseCoopers Accounting Firm Auditors: Mr. Dian-Yi Li and Mrs. Yu-Kuan Lin Address: 5F, No.2, Gong-Ye E. 3rd Rd., Hsinchu, Taiwan, R.O.C. Tel.: 886-3-578-0205 Website: http://www.pwc.com.tw

Overseas Securities Exchange: N.A.

Corporate Website http://www. altek.com.tw

Contents

I. Letter to Shareholders .......................................................................................................... 1 II. Company Profile ................................................................................................................... 3 2.1 Date of Incorporation ..................................................................................................... 3 2.2 Company History ............................................................................................................ 3 III. Corporate Governance Report ............................................................................................ 4 3.1 Organization ................................................................................................................... 4 3.2 Directors and Management Team ................................................................................. 6 3.3 Remuneration of Directors, Supervisors, President, and Vice President .................... 12 3.4 Implementation of Corporate Governance.................................................................. 20 3.5 Information of Audit Fee ............................................................................................. 46 3.6 Information of replacement of CPA ............................................................................. 47 3.7 Altek’s Chairman, President, Chief Financial Officer, or managers in charge of its finance and accounting operations hold any position in the Company’s independent auditing firm or its affiliates in 2017 ...................................................... 48 3.8 Equity Transfer and Changes in Equity Pledge of Directors, Supervisors, Managers and Shareholders Holding More than 10% of the Shares ........................................... 49 3.9 Relationship among the Top Ten Shareholders ........................................................... 50 3.10 Ownership of Shares in Affiliated Enterprises ........................................................... 51 IV. Capital Overview ............................................................................................................... 52 4.1 Capital and Shares ........................................................................................................ 52 4.2 Bonds ............................................................................................................................ 56 4.3 Preferred Stock. ............................................................................................................ 56 4.4 Global Depository Receipts. ......................................................................................... 56 4.5 Employee Stock Options .............................................................................................. 57 4.6 Restricted Employee Shares ......................................................................................... 59 4.7 Status of New Shares Issuance in Connection with Mergers and Acquisitions. .......... 60 4.8 Financing Plans and Implementation ........................................................................... 60 V. Operational Highlights ....................................................................................................... 61 5.1 Business Activities ........................................................................................................ 61 5.2 Market and Sales Overview .......................................................................................... 65 5.3 Human Resources ......................................................................................................... 71

5.4 Environmental Protection Expenditure ....................................................................... 71 5.5 Labor Relations ............................................................................................................. 72 5.6 Important Contracts ..................................................................................................... 75 VI. Financial Information ........................................................................................................ 76 6.1 Five-Year Financial Summary ....................................................................................... 76 6.2 Five-Year Financial Analysis .......................................................................................... 80 6.3 Audit Committee’s Review Report for the Most Recent Year ..................................... 83 6.4 Consolidated Financial Statements for the Years Ended December 31, 2017 and 2016 ............................................................................................................................. 84 6.5 Separate Financial Statements for the Years Ended December 31, 2017 and 2016 . 157 6.6 Difficulty in Financial Turnover of the Company and its Affiliated Companies ......... 158 VII. Review of Financial Conditions, Financial Performance, and Risk Management ......... 159 7.1 Analysis of Financial Status ........................................................................................ 159 7.2 Analysis of Financial Performance ............................................................................. 160 7.3 Analysis of Cash Flow ................................................................................................. 161 7.4 Major Capital Expenditure Items and Impact on Finance and Business. ................... 161 7.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year .............................. 161 7.6 Analysis of Risk Management .................................................................................... 161 7.7 Other Important Items ............................................................................................... 164 VIII. Special Disclosure ......................................................................................................... 165 8.1 Profile of Affiliated Companies .................................................................................. 165 8.2 Private Placement of Securities in the Most Recent Years ........................................ 172 8.3 Shares in the Company Held or Disposed of by Subsidiaries in the Most Recent Years........................................................................................................................... 172 8.4 Other Mentionable Items. .......................................................................................... 172 8.5 Any Event Having a Material Impact on Shareholders' Rights and Interests or Securities Prices stipulated in Subparagraph 2, Paragraph 3, Article 36 of the Securities and Exchange Act ...................................................................................... 172

I. Letter to Shareholders

The 2017 Business Report and the summary of the 2018 Business Plan are reported below:

1. 2017 Business Report

With the support of all shareholders and colleagues, Altek has been actively transformed into an intelligent vision solution provider to service customers with 3D-Depth Sensing Chip, dual camera module and image processing technology licensing. We have been recognized by world-class mobile phone companies and semiconductor manufacturers. Nonetheless, due to the fast change in wearable image product market and the effects of alternation of new and old products on chips and dual-lens camera modules, the consolidated revenue amounted to NT$10.6 billion in 2017, representing a decrease of approximately 9% from the previous year while the consolidated gross profit rate was 14%, the net income was NT$13.402 million, and the earnings per share was NT$0.05.

  1. Summary of 2018 Business Plan, Effects of External Competition, Laws, and Overall Business Environment, and Business Objectives

  2. (1)Summary of 2018 Business Plan, Operating Strategy, and Major Production/ Sales Policy

    • Business: Altek has been dedicated in depth computing and algorithm technology for years and has held plenty of patents in Taiwan, China and the United States. Altek’s 3D-Depth Sensing Chip, together with active IR (infrared) light will further enhance the real-time depth quality and computing to support a wide range of applications. In 2018, most mainstream models of smart phones will be equipped with dual camera functions that will substantially boost the penetration rate of dual-camera mobile phone. In addition, surveillance, self-driving vehicles, smart home assistant, drone, sweeping robot.., etc, will all feature 3D sensing and plus AI function soon. The application of imaging technology in relevant fields will become increasingly thriving and play key roles.

    • R&D: We’ve invested in research and development so many years for the innovative artificial pancreas that will be delivered in this year. The use of imagetechnology in the fields of 3D sensing, depth computing, artificial intelligence, virtual reality, IoT and self-driving car…etc., will become more vigorous and play the key roles. Altek will continue to adjust operating strategies and resources, recruit outstanding talents in research and development, and improve the capacity for technology innovation, so as to strengthen applications pertaining to 3D sensing, deep learning chips, IoT fields and medical related optical product applications and the acceleration of the product launches.

    • Management: Altek will continue to strengthen the production/sales, supply chain management, and manufacturing quality and efficiency, in the hope of reducing costs and maintaining a flexible customized production model, while improving systems and procedures for better operational efficiency.

1

  • (2)Effects of External Competition, Laws, and Overall Business Environment, and Business Objectives

We’re still facing the rapid changes in new technologies, new materials and business environments. Therefore, Altek’s telants need to overcome those challenges, deepen the core technology of intelligent vision, enhance product added value, and strengthen system, procedure so that we can expand the market share and strengthen Altek’s competitiveness, growth and profitability. Altek management team and employees will continue to pursue the best interests of all shareholders with the business philosophy of precision, promptness, innovation, quality, cost-saving, flexibility and efficiency.

We would like to thank our shareholders for your continuing supports and encouragement for Altek.

Sincerely yours,

Chairman & CEO Alex Hsia

2

II. Company Profile

2.1 Date of Incorporation

December 24, 1996.

2.2 Company History

  • 1996 Founded as “Asia Imagination corporation” to engage in the design, production and sales of digital cameras.

  • 1997 Renamed as “Altek Corporation” and established its first corporate headquarters located in 3F, No. 10 Li-Hsin Road, Science-Based Industrial Park, Hsinchu City, Taiwan.

  • 1998 Introduced Taiwan’s first 1.0 million pixels autofocus fixed lens digital camera.

  • 2002 Listed on the Taiwan Stock Exchange. 2003 Issued convertible bonds of US$60,000 thousands and listed on Luxembourg Stock Exchange.

  • 2006 Published domestic convertible bonds of NT$1,500,000 thousand and listed on Taiwan Stock Exchange.

  • 2007 Monthly DSC shipment achieved two million units, ranked No.1 in the digital camera ODM market with the 10% market share

  • 2008 Introduced the world's first GPS digital camera. 2010 The first smartphone/camera featuring communication, triple zooming lens and 12.2 million pixels received CommunicAsia’s Award of Ten Best Products in Singapore Telecom Show. Established the new headquarters at No.12, Li-Hsin Road, Science-Based Industrial Park, Hsinchu City, Taiwan.

  • 2013 Transforming itself to an image solution provider with focuses on smartphone camera and consumer image products.

  • 2014 Image signal processor and dual-camera solutions were applied to flagship smartphones of global manufacturers. Completed the capital decrease of NT$1,182,475 thousands.

  • 2015 More customers in China and India launched more smart phones with Altek imaging solutions.

  • 2016 Altek in-depth computing chips were applied to dual-camera smartphones and tablets of global manufacturers.

  • 2017 State-of-the-art 3D-Depth Sensing Chip AL6100 debuted at CES 2018. Altek became the first ODM to deliver reference designs based on the Qualcomm Vision Intelligence Platform.

3

III. Corporate Governance Report

3.1 Organization

3.1.1 Organizational Chart

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

Shareholders ’
Meeting
Audit Committee
Board of Directors
Compensation
Committee
Audit office
Chairman
Chief Executive
Officer
Product Planning
CEO office
Dividion
Research & Engineering Human
Business Purchasing Finance
Development Supporting Resources
Division Division Division
Division Division Division
3.1.2 Major Corporate Functions
Department Functions
Carry out the audit operation for the implementation of the internal
Audit Office control system and also for the performance evaluation and decision
making of management.
Product Planning Division Analyze market trends and plan product strategies.
1. Assist CEO in planning, integrating, and coordinating medium and
long-term business and operational strategies.
CEO Office 2. Engage in legal affairs related to contracts and intellectual property
rights.
3. Handle corporate and public relationhips.
Engage in sales of products and services, business development, and
Business Division
formulation and execution of sales strategies.
Research & Development
Design and develop competitive technologies and products.
Division
Purchasing Division Engage in group procurement
----- End of picture text -----

3.1.2 Major Corporate Functions

4

Department Functions
Engineering Supporting
Division
Engage in quality improvement, document management, product safety
and product testing engineering.
Product Management
Division
1. Engage in quality enhancement, safety regulations and product
testing.
2. Engage inproject management andproductprocurement.
Finance Division Plan, organize, and apply financial resources and management
information system in line with business and operational goals.
Human Resources Division Handle human resources planning.

5

3.2 Directors and Management Team

3.2.1 Directors

A.Profile of Directors

April 17,2018 April 17,2018 April 17,2018
Title Nationality/
Country of
Origin
Name Gender Date
Elected
Term
(Years)
Date
First
Elected
Shareholding
when Elected
Current
Shareholding
Current
Shareholding of
Spouse or Minor
Children
Shareholding
by Nominee
Arrangement
Experience
(Education)
Other
Position
Executives, Directors or
Supervisors Who Are Spouses or
within Two Degrees of Kinship
Shares %
(Note 1)
Shares %
(Note 1)
Shares %
(Note 1)
Shares %
(Note 1)
Title Name Relation
Chairman R.O.C Alex Hsia Male 2017.06.16 3 years 1996.12.20 757,934 0.28 1,007,934 0.37
943,051

0.34

0
0.00 (Note 2) Executive
Director of
Altek (Kunshan)
Co.,Ltd.
None None None
Director R.O.C Yitsang International Co.,
Ltd.
2017.06.16 3 years 2014. 06.19 13,946,100 5.09 13,946,100 5.09
-

-

-
- - - -
-

-
R.O.C Representative:
David Lin
Male 2017.06.16 3 years 2016. 03.19 520,790 0.19
559,790
0.20
0
0.00 0 0.00 (Note 3) Director of
Altek
Biotechnology
Corp.
None None None
Director R.O.C Yitsang International Co.,
Ltd.
2017.06.16 3 years 2014. 06.19 13,946,100 5.09 13,946,100 5.09
-

-

-
- - - -
-

-
R.O.C Representative:
Belle Liang

Female
2017.06.16 3 years 2017.06.16 20,000 0.01
20,000
0.01
0
0.00 0 0.00 (Note 4) Independent
Director of
eGalax_EMPIA
TechnologyInc.
None None None
Director R.O.C Sophia Chen Female 2017.06.16 3 years 2017.06.16 0 0.00
0
0.00
0
0.00 0 0.00 (Note 5) President, Gold
Jasper
Management
Co.,Ltd
None None None
Independent
Director
R.O.C Ching Jen Hu Male 2017.06.16 3 years 2017.06.16 0 0.00
0
0.00
0
0.00 0 0.00 (Note 6) - None None None

6

Title Nationality/
Country of
Origin
Name Gender Date
Elected
Term
(Years)
Date
First
Elected
Shareholding
when Elected
Shareholding
when Elected
Current
Shareholding
Current
Shareholding
Current
Shareholding of
Spouse or Minor
Children
Current
Shareholding of
Spouse or Minor
Children
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Experience
(Education)
Other
Position
Executives, Directors or
Supervisors Who Are Spouses or
within Two Degrees of Kinship
Executives, Directors or
Supervisors Who Are Spouses or
within Two Degrees of Kinship
Executives, Directors or
Supervisors Who Are Spouses or
within Two Degrees of Kinship
Shares %
(Note 1)
Shares %
(Note 1)
Shares %
(Note 1)
Shares %
(Note 1)
Title Name Relation
Independent
Director
R.O.C Ying Chih Hsieh Female 2017.06.16 3 years 2017.06.16 0 0.00
0
0.00 0 0.00 0 0.00 (Note 7) Executive
Director of First
Wealth
Management
Limited, Hong
KongBranch
None None None
Independent
Director
Japan Mori Shorei Male 2017.06.16 3 years 2017.06.16 0 0.00
0
0.00 0 0.00 0 0.00 (Note 8) - None None None

Note 1: Shareholding when elected is calculated based on 273,908,825 shares issued on June 16, 2017.Current shareholding is calculated based on 273,788,825 shares issued on April 17, 2018. Note 2: Alex Hsia: M.A. of Electronics Engineering, UCS; Vice President of Microtek Co.

Note 3: David Lin: Bachelor of Business Administration; Tam Kang University; Vice President of Microtek.

Note 4: Belle Liang: MBA of Finance, National Taiwan University; Special Assistant to Chairman of THSR Corporation.

Note 5: Sophia Chen: Bachelor of Rutgers University, State University of New Jersey; President of Gold Jasper Management Co., Ltd.

Note 6: Ching Jen Hu: M.A. of Mechanical Engineering, University of California; Senior Vice President of Etron Technology Inc, President of LED BU of Walsin Lihwa Corp. Note 7: Ying Chih Hsieh: MBA of The University of Dallas; President of Taiwan Securities Co., Ltd. Hong Kong Branch, Vice President of Securities, SinoPac Holdings Note 8: Mori Shorei: Researcher of Faculty of Engineering, University of Tokyo; Director of Fuji Film Corp. Japan

7

B. Director that is an institutional shareholder, its main shareholders

  • (1)Major shareholders of the institutional shareholders

April 17, 2018

April 17, 2018
Name of Institutional Shareholders Major Shareholders
Yitsang International Co., Ltd. Jingcai International Investment Co., Ltd. (74.74%) and
BaiyingCo.,Ltd.(24.97%)

(2)Major shareholders of Altek’s Major Institutional Shareholders

2)Major shareholders of Altek’s Major Institutional Shareholders 2)Major shareholders of Altek’s Major Institutional Shareholders
April 17,2018
Name of Institutional Shareholders Major Shareholders
Jingcai International Investment Co., Ltd. Yun-Hsing Lin and other shareholders (100%)
Baiying Co., Ltd. Jade Star Investment Co., Ltd (100%)

8

C.Professional Qualifications and Independence Analysis of Directors

April 18, 2017

Criteria
Name
Meet One of the Following Professional Qualification Requirements, Together with at Least Five Years
Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least Five Years
Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least Five Years
Work Experience
Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Number of
Other Public
Companies in
Which the
Individual is
Concurrently
Serving as an
Independent
Director
An Instructor or Higher
Position in a Department of
Commerce, Law, Finance, Accounting,
or Other Academic Department
Related to the Business Needs of the
Company in a Public or Private Junior
College, College or
University
A Judge, Public Prosecutor, Attorney,
Certified Public Accountant, or Other
Professional or Technical
Specialist Who Has Passed a National
Examination and Been
Awarded a Certificate in a Profession
Necessary for the Business of the
Company
Have Work Experience
in the Areas of
Commerce, Law,
Finance, or Accounting,
or Otherwise Necessary
for the Business of the
Company
1 2 3 4 5 6 7 8 9 10
Chairman
Alex Hsia
0
Director
David Lin
0
Director
Belle Liang
1
Director
Sophia Chen
0
Independent Director
Ching Jen Hu
0
Independent Director
Ying Chih Hsieh
0
Independent Director
Mori Shorei
0

Note: Please tick the corresponding boxes that apply to the directors or supervisors during the two years prior to being elected or during the term of office.

  1. Not an employee of the Company or any of its affiliates.

  2. Not a director or supervisor of the Company or any of its affiliates. Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50% of the voting shares.

  3. Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or ranking in the top 10 in holdings.

  4. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the persons in the preceding three subparagraphs.

9

  1. Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company or who holds shares ranking in the top five holdings.

  2. Not a director, supervisor, officer, or shareholder holding 5% or more of the shares, of a specified company or institution which has a financial or business relationship with the Company.

  3. Not a professional individual who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, or a spouse thereof. These restrictions do not apply to any member of the Remuneration Committee who exercises powers pursuant to Article 7 of the “Regulations Governing the Establishment and Exercise of Powers of Remuneration Committees of Companies whose Stock is Listed on the TWSE or Traded on the TPEx”.

  4. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

  5. Not been a person of any conditions defined in Article 30 of the Company Act.

  6. Not a governmental, juridical person or its representative as defined in Article 27 of the Company Act.

10

3.2.2 Management Team

April 17, 2018

April 17,2018 April 17,2018 April 17,2018
Title Nationality/
Country of
Origin
Name Gender Date
Effective
Shareholding Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Education/Experience Other Position Managers who are Spouses or
within Two Degrees of Kinship
Shares %
(Note 1)
Shares %
(Note 1)
Shares %
(Note 1)
Title Name Relation
CEO R.O.C. Alex Hsia Male 1996.12.28 1,007,934
0.37

943,051

0.34

0
0.00
M.A. of Electronics
Engineering, UCLA;
V.P. of Microtek Co.
Executive
Director of
Altek System
(Kunshan) Co.,
Ltd.
None None None
SVP USA Simon Law Male 2018.02.01 0
0.00

0
0.00
0
0.00
M.S. of UC Berkeley;
Design Manager of Xerox.
Director of
Altek
Semiconductor
Corp.
None None None
VP R.O.C. Vincent Kao Male 2014.11.10 61,747
0.02

707
0.00
0
0.00
B.A. of National Taiwan
University;
Deputy of A.V.P., of Teco
Image System
Director of
Altek Japan
None None None
VP R.O.C. Kenny Li Male 2014.11.10 0
0.00

0
0.00
0
0.00
M.S. of National Chiao Tung
University;
Special Assistant of Quanta
Computer
None None None None
VP R.O.C. Morgan Chiu Male 2014.11.10 133,017
0.05

0
0.00
0
0.00
M.B.A. of National Central
University;
A.V.P. of Lite-on IT
Corporation
None None None None
VP R.O.C. Belle Liang Female 2017.01.25 20,000 0.01
0
0.00
0
0.00
MBA of Finance, National
Taiwan University;
Special Assistant to Chairman
of THSR Corporation
Independent
Director of
eGalax_eMPIA
Technology
Inc.
None None None
Accounting
Manager
R.O.C. Peggy Hsu Female 2018.02.14 0 0.00
0
0.00
0
0.00
B.A. of Accounting, National
Chung Hsing University;
Finance Director and
Spokesperson of Tera Xtal
TechnologyCo.,Ltd.
None None None None

Note 1: Shareholding percentage is calculated based on 273,788,825 shares issued on April 17, 2018.

11

3.3 Remuneration of Directors, Supervisors, President, and Vice President

3.3.1Remuneration of Directors

Unit: NT$ thousand; Dec. 31, 2017

Remuneration of Directors Remuneration of Directors Remuneration of Directors Remuneration of Directors Remuneration of Directors Remuneration of Directors Remuneration of Directors Remuneration of Directors (%) (%)
Base Compensation (A) Severance Pay (B) Bonus to
Directors (C) (Note 3)
Allowances (D)
Title Name All
Comanies
All
Comanies in
All
Comanies in
All
Comanies in
All Companies in
The Company p
in the
Consolidated
Financial
Statements
The
Company
p
the
Consolidated
Financial
Statements
The Company p
the
Consolidated
Financial
Statements
The Company p
the
Consolidated
Financial
Statements
The Company the
Consolidated
Financial
Statements
Chairman Alex Hsia 1,625 1,625 0 0 329 329 280 280 16.67 16.67
Director Yitsang International
Co.,Ltd.
Representative
Director
Simon Law
(Note 1)
Representative
Director
David Lin
Representative
Director
Belle Liang
(Note 2)
Director Stan Hung
(Note 1)
Director Jason Lin
(Note 1)
Independent
Director
Jaime Tang
(Note 1)
Independent
Director
Wen-Hsieh Lai
(Note 1)
Director Sophia Chen
(Note 2)
Independent
Director
Ching Jen Hu
(Note 2)
Independent
Director
Ying Chih Hsieh
(Note 2)
Independent
Director
Mori Shorei
(Note 2)

12

Title Name Relevant Remuneration Received by Directors Who ar Relevant Remuneration Received by Directors Who ar Relevant Remuneration Received by Directors Who ar Relevant Remuneration Received by Directors Who ar e Also Employees e Also Employees e Also Employees e Also Employees Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Remuneration
from invested
companies
except for those
companies in the
consolidated
statement
Salary, Bonuses and Allowances
(E) (Note 4)
Severance Pay (F) Profit Sharing-Employee Bonus
(G) (Note 3)
The Company All Companies in
the
Consolidated
Financial
Statements
The Company All Companies
in the
Consolidated
Financial
Statements
The Company All Companies
in the
Consolidated
Financial
Statements
The
Company
All
Companies
in the
Consolidated
Financial
Statements
Cash Stock Cash Stock
Chairman Alex Hsia 9,774 18,387 167 324 0 0 0 0 90.84 156.28 0
Director Yitsang
International Co.,
Ltd.
Representative
Director
Simon Law
(Note 1)
Representative
Director
David Lin
Representative
Director
Belle Liang
(Note 2)
Director Stan Hung
(Note 1)
Director Jason Lin
(Note 1)
Independent
Director
Jaime Tang
(Note 1)
Independent
Director
Wen-Hsieh Lai
(Note 1)
Director Sophia Chen
(Note 2)
Independent
Director
Ching Jen Hu
(Note 2)
Independent
Director
Ying Chih Hsieh
(Note 2)
Independent
Director
Mori Shorei
(Note 2)

13

Note 1: Simon Law Stan Hung Jason Lin Wen-Hsieh Lai and Jaime Tang discharged on June 16, 2017. The information disclosed above is as of discharged date. Note 2: Belle Liang Sophia Chen Ching Jen Hu Ying Chih Hsieh and Mori Shorei were in charge on June 16,2018.

Note 3: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018.

Note 4: Salary, bonuses and allowances include employee stock option certificates and restricted stock award shares recognized by share-based payment in accordance with IFRS2.

Range of Remuneration

Range of Remuneration Name of Directors Name of Directors Name of Directors Name of Directors
Total of (A+B+C+D) Total of (A+B+C+D+E+F+G)
The Company Companies in the
Consolidated Financial
Statements
The Company Companies in the
Consolidated Financial
Statements
Under NT$ 2,000,000 Alex Hsia, Yitsang International
Co., Ltd., Simon Law, David Lin,
Belle Liang, Stan Hung, Jason Lin,
Jaime Tang, Wen-Hsieh Lai,
Sophia Chen, Ching Jen Hu, Ying
Chih Hsieh,Mori Shorei
Alex Hsia, Yitsang International
Co., Ltd., Simon Law, David Lin,
Belle Liang, Stan Hung, Jason
Lin, Jaime Tang, Wen-Hsieh Lai,
Sophia Chen, Ching Jen Hu, Ying
Chih Hsieh,Mori Shorei
Yitsang International Co., Ltd.,
Simon Law, David Lin, Belle Liang,
Stan Hung, Jason Lin, Jaime Tang,
Wen-Hsieh Lai, Sophia Chen, Ching
Jen Hu, Ying Chih Hsieh, Mori
Shorei

Yitsang International Co., Ltd.,
Simon Law, Belle Liang, Stan
Hung, Jaime Tang, Wen-Hsieh Lai,
Sophia Chen, Ching Jen Hu, Ying
Chih Hsieh, Mori Shorei
NT$2,000,001 ~ NT$5,000,000 David LinJason Lin
NT$5,000,001 ~ NT$10,000,000 Alex Hsia Alex Hsia
Over NT$10,000,000
Total 13 13 13 13

14

3.3.2 Remuneration of Supervisors

Unit: NT$ thousand; Dec. 31, 2017

Title Name Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Ratio of Total Remuneration
(A+B+C) to Net Income (%)
Ratio of Total Remuneration
(A+B+C) to Net Income (%)
Remuneration
from invested
companies except
for those
companies in the
consolidated
statement
Base Compensation (A) Bonus to Supervisors (B)
(Note 1)
Allowances (C)
The
Company
Companies in the
Consolidated
Financial
Statements
The
Company
Companies in the
Consolidated
Financial
Statements
The
Company
Companies in the
Consolidated
Financial
Statements
The
Company
Companies in the
Consolidated
Financial
Statements
Supervisor Tim Liou 0 0 92 92 50 50 1.06 1.06 0
Supervisor Amy
Chien
Supervisor Alex Liou

Note 1: Tim Liou Amy Chien and Alex Liou were discharged on June 16,2017. The information disclosed above is as of discharged date. Note 2: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018. Note 3: Altek set up Audit Committee from June 2017 to replace Supervisors.

Range of Remuneration

Range of Remuneration Name of Supervisors Name of Supervisors
Total of(A+B+C)
The Company Companies in the Consolidated Financial Statements
Under NT$2,000,000 Tim Liou,AmyChien,and Alex Liou Tim Liou,AmyChien,and Alex Liou
NT$2,000,001 ~ NT$5,000,000
NT$5,000,001 ~ NT$10,000,000
Over NT$10,000,000
Total 3 3

15

3.3.3 Remuneration of the President and Vice President

Unit: NT$ thousand; Dec. 31, 2017

Title Name Salary (A) (Note 5) Salary (A) (Note 5) Severance Pay (B) Severance Pay (B) Bonuses and
Allowances (C)
Bonuses and
Allowances (C)
Profit Sharing-Employee Bonus
(D) (Note 6)
Profit Sharing-Employee Bonus
(D) (Note 6)
Profit Sharing-Employee Bonus
(D) (Note 6)
Profit Sharing-Employee Bonus
(D) (Note 6)
Ratio of Total
Compensation
(A+B+C+D) to Net Income (%)
Ratio of Total
Compensation
(A+B+C+D) to Net Income (%)
Remuneration
from invested
companies
except for
those
companies in
the
consolidated
statement
The
Company
Companies in
the
Consolidated
Financial
Statements
The
Company
Companies in
the
Consolidated
Financial
Statements
The
Company
Companies in
the
Consolidated
Financial
Statements
The Company Companies in the
Consolidated
Financial
Statements
The Company Companies in the
Consolidated
Financial
Statements
Cash Stock Cash Stock
CEO Alex Hsia 15,214 18,571 614 621 8,522 8,522 0 0 0 0 181.68 206.78 0
SVP Jason Lin
(Note 1)
VP VincentKao
VP Kenny Li
VP Morgan Chiu
VP Belle Liang
(Note 2)
VP Rick Han
(Note 3)
VP Amy Yang
(Note 4)

Note 1: Jason Lin discharged on Jan. 25, 2017. The information disclosed above is as of his last day as SVP. Note 2: Belle Liang was in charge on Jan.25, 2017.

Note 3: Rick Han discharged on Sep. 06, 2017. The information disclosed above is as of his last day as VP. Note 4: Amy Yang discharged on Jan. 25, 2017. The information disclosed above is as of her last day as VP.

Note 5: Salary includes employee stock option certificates and restricted stock award shares recognized by share-based payment in accordance with IFRS2. Note 6: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018.

16

Range of Remuneration

Range of Remuneration Name of President and Vice President Name of President and Vice President
The Company Companies in the Consolidated
Financial Statements
Under NT$2,000,000 Jason LinAmyYang Jason LinAmyYang
NT$2,000,001 ~ NT$5,000,000 Vincent KaoKenny LiMorgan ChiuBelle Liang and Rick Han Vincent KaoKenny LiMorgan ChiuBelle Liang and Rick Han
NT$5,000,001 ~ NT$10,000,000 Alex Hsia Alex Hsia
Over NT$10,000,001 ~
Total 8 8

3.3.4Profit Sharing-Employee Bonus

Unit: NT$ thousand; Dec. 31, 2017

Unit: NT$thousand;Dec. 31,2017
Title Name Employee Bonus in Stock Employee Bonus in Cash Total Ratio of Total Amount to
Net Income(%)
CEO Alex Hsia 0 0 0 0%
VP Vincent Kao
VP Kenny Li
VP Morgan Chiu
VP Belle Liang

Note: The earning distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15 2018

17

  • 3.3.5 Comparison of Remuneration for Directors, Supervisors, Presidents and Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy for Directors, Supervisors, Presidents and Vice Presidents

  • A. The ratio of total remuneration paid by the Company and by all companies included in the consolidated financial statements for the two most recent fiscal years to directors, supervisors, presidents and vice presidents of the Company, to the net income

Title 2016 2016 2017(Note 1) 2017(Note 1)
The Company Companies in the Consolidated
Financial Statements
The Company Companies in the Consolidated
Financial Statements
Directors 55.60% 80.41% 209.74% 276.07%
Supervisors
President and
Vice Presidents

Note 1: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15 2018

Explanation:

  • (1).The directors and supervisors remunerated according to the Company Articles and profits.

  • (2).The remunerations of the directors and supervisors, President and Vice Presidents were reviewed and passed by the remuneration committee and the board of directors.

  • (3).The remunerations received by the Director's concurrent employee and President and Vice Presidents includes the salary costs recognized by IFRS2 "Share-based payment".

18

B. The policies, standards, and portfolios for the payment of remuneration, the procedures for determining remuneration, and the correlation with business performance

business performance business performance business performance
Directors and Supervisors Payment Policy for President and Vice
Presidents
Compensation Policy for Directors and
Supervisors
Remuneration Policy for Directors and
Supervisors
Allowance Policy for Directors and
Supervisors
According to the Articles of Incorporation, if
the Company has earnings after the annual
final accounts, after making up losses of the
previous years, no more than 2% of balance
of the earnings shall be distributed as
compensation to the Directors and
Supervisors.
The remuneration is paid for the services
Directors and Supervisors provided to the
Company subject to Article 21 of the
Articles of Incorporation. The
remuneration is measured based on the
personal achievements, contribution and
participation made to the business
operation with reference to the normal
standard of the industry.
The Company may pay the
allowance with reference to the
normal standard of the industry
and subject to the attendance rate.

(1) Altek has set up the Remuneration
Committee to evaluate the individual
performance and enact the policies,
standards and portfolios for the
payments.
(2) The payment portfolios include salary,
bonus and compensation. The payment
will be distributed according to the
individual experience, contribution and
performance as well as the liability
burdened with reference to the normal
standard of the industry.

19

3.4 Implementation of Corporate Governance

3.4.1 Board of Directors

A total of 5 meetings of the Board of Directors were held in 2017.

The attendances of director were as follows:

Title Name Attendance in
Person
By Proxy Attendance
Rate(%)
Note
Chairman Alex Hsia 5 0 100% 2017/06/16
re-elected
Director Yitsang International Co., Ltd.
Representative: David Lin
5 0 100% 2017/06/16
re-elected
Director Yitsang International Co., Ltd.
Representative: Belle Liang
3 0 100% 2017/06/16
newlyappointed
Director Sophia Chen 2 1 67% 2017/06/16
newlyappointed
Independent
Director
Ching Jen Hu 3 0 100% 2017/06/16
newlyappointed
Independent
Director
Ying Chih Hsieh 3 0 100% 2017/06/16
newlyappointed
Independent
Director
Mori Shorei 2 1 67% 2017/06/16
newlyappointed
Director Yitsang International Co., Ltd.
Representative: Simon Law
2 0 100% 2017/06/16
discharged
Independent
Director
Jaime Tang 1 0 50% 2017/06/16
discharged
Independent
Director
Wen-Hsieh Lai 2 0 100% 2017/06/16
discharged
Director Jason Lin 1 0 50% 2017/06/16
discharged
Director Stan Hung 0 2 0% 2017/06/16
discharged

Note: The 7[th] term of the Board of Directors expired on June 16[th] 2017, and reelects the 8[th] term of Board of Directors on the same day.

Other mentionable items:

A. Items listed in Article 14-3 in Securities and Exchange Act or Board resolutions independent directors have dissenting opinions or qualified opinions with notes in minutes of the directors meetings:

  • a. Item listed in Article 14-3
Date Resolutions Any Independent Director
had Dissenting opinion or
qualified opinions
2017.03.27
16thmeeting
of 7thBoard
1.Approval of appointment of Chief Finance officer and Chief
Accounting officer.
2.Approval of amendments to the Procedures for Acquisition
or Disposal of Assets.
3.Approval of amendments to the Procedures for Lending
Funds to Other Parties and Endorsement & Guarantee.
4.Approval of capital reduction through cancellation of RSA.
None
2017.05.05
17thmeeting
of 7thBoard
1. Approval of the short-form merger between Altek and its
100% owned Altek Autotronics.
None
2017.08.13
2ndmeeting
2. Approval of capital reduction through cancellation of RSA. None

20

Date Resolutions Any Independent Director
had Dissenting opinion or
qualified opinions
of 8thBoard
2017.11.13
3rdmeeting
of 8thBoard
1. Approval of the record date of capital increase through
execution of Employee Stock Option Plan
2. Approval of capital reduction through cancellation of RSA.
None
  • b. Other written or otherwise recorded resolutions on which independent directors had dissenting opinion of qualified opinion: none.

  • B. If there is directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for avoidance and voting should be specified: None.

  • C. Goals to enhance the Board’s operations:

  • a. This year, Altek set up an audit committee to assist the Board of Directors in fulfilling its supervisory duties.

  • b. Altek's Directors perform self-assessment of the overall board operation with respect to participation in company operations, enhancement of the quality of board decisions, composition and structure of the board of directors, appointment/election of directors and continuing education, and internal controls in accordance with the rule of Performance Assessment of Board of Directors. Members of the board also conduct self-assessment of their familiarity with Company goals and missions, knowledge of director's responsibilities, personal participation in company operations, internal relationship management and communications, professional knowhow and continuing education, and internal controls. The staff in charge of board meeting affairs compiled the self-assessment results and submits the results to the Board of Directors. According to the results of the overall assessment in the year of 2017, the overall operation of the board of directors of Altek is still considered to be sound and in line with corporate governance.

D. The attendance of the independent directors were as follows:

(V: Attend in Person © : By Proxy; #: Absence)

Year 2017 1st 2nd 3rd 4th 5th
16thof the
7thBoard
17thof the
7thBoard
1stof the
8thBoard
2ndof the
8thBoard
3rdof the
8thBoard
Jaime Tang
(Note1)
V #
Wen-Hsieh Lai
(Note 1)
V V
Ching Jen Hu
(Note 2)
V V V
Ying Chih Hsieh
(Note 2)
V V V
Mori Shorei
(Note 2)
© V V

Note 1: Jaime Tang and Wen-Hsieh Lai were the independent Directors of 7[th] Board, discharged on 2017/06/16.

Note 2: Ching Jen Hu Ying Chih Hsieh and Mori Shorei were the independent Directors of 8[th] Board, were in charge on 2017/06/16.

21

3.4.2 Audit Committee:

A total of 2 meetings of the Audit Committee were held in 2017.

The attendances of Independent director were as follows:

Title Name Attendance in
Person
By Proxy Attendance
Rate(%)
Note
Independent
Director
Ching Jen Hu 2 0 100% 2017/06/16
newlyappointed
Independent
Director
Ying Chih Hsieh 2 0 100% 2017/06/16
newlyappointed
Independent
Director
Mori Shorei 2 0 100% 2017/06/16
newlyappointed

Note: Altek set up Audit Committee from June 2017

Other mentionable items:

  • A. Any action regulated by Securities and Exchange Act 14-5, or any resolution not approved by the Audit Committee but approved by two thirds or more of all directors instead:

  • a. Item listed in Article 14-5

BOD Date BOD Resolutions The processing when Independent directors
hold the dissenting opinion or the
reservation, and the corporate handling the
Independent director’s opinion
2017.08.11
1stof 1st
Board
1. Approval of 2017Q2 financial statements
2. Approval of capital reduction through
cancellation of RSA.
None
2017.11.13
2ndof 1st
Board
1. Approval of the record date of capital
increase through execution of Employee
Stock Option Plan
2. Approval of capital reduction through
cancellation of RSA.
3. Approval of the internal control system and
internal audit operations of the “Audit
Committee's Operational Management
Operations”.
None
  • b. If there are resolutions not approved by the Audit Committee but approved by two thirds or more of all directors instead: None.

  • B. If there is independent directors’ avoidance of motions in conflict of interest, the independent directors’ names, contents of motion, causes for avoidance and voting should be specified: None.

  • C. Communications of Independent Directors with Internal Audit Supervisor and CPAs:

  • a. Other than submitting the audit reports to the independent directors every month, the Chief internal Auditor also reports to the Audit Committee in each quarter’s meeting according to the annual audit plan and actual implementation.

  • b. An accountant attends Audit Committee and communicates and interacts with independent directors on issues relating to the review or check of financial reports or on issues related to finance, taxation or internal control.

  • c. The independent directors can contact with internal audit and CPAs directly, and the communication is in good condition.

22

3.4.3 Attendance of Supervisors at Board Meetings

A total of 5 meetings of the Board of Directors were held in 2017. The attendance of supervisors was as follows:

Title Name Attendance
in Person
Attendance Rate (%) Note
Supervisor Tim Liou 1 50% 2017/06/16 discharged
Supervisor Amy Chien 1 50% 2017/06/16 discharged
Supervisor Alex Liou 2 100% 2017/06/16 discharged

Note 1. The 7[th] Board of Directors was expired on 2017/06/16.

  1. Since Altek set up an audit committee in June 2017 to exercise supervisory powers, there is no longer elected supervisors.

Other mentionable items:

  • A. Composition and responsibilities of supervisors:

  • a. Communications between supervisors and the Company's employees and shareholders:

The 3 supervisors had professional competence in the industry.

  - Through consulting the spokesperson, supervisors of finance department…, the supervisors communicated with employees and shareholders well, and that helps supervisors to exercise their supervisory function.
  • b. Communications between supervisors and the Company's chief internal auditor and CPA:

    • (i).Communications with the chief internal auditor: The company chief internal auditor summits the audit reports to supervisors every month. The supervisors have no opposite opinions on the reports.

    • (ii).The chief internal auditor attends the board meeting to brief the audit findings. The supervisors have no opposite opinions on the reports.

    • (iii).Communications with the CPA: CPAs communicate with Directors and Supervisors before submission of financial statements.

  • B. If a supervisor expresses an opinion during a meeting of the Board of Directors, the dates of the meetings, sessions, contents of motion, resolutions of the directors’ meetings and the company’s response to the supervisor’s opinion should be specified: None.

23

3.4.4 Corporate Governance Implementation Status and Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”

Assessment Item Status of Operation Status of Operation Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
1. Does Company follow
“Taiwan Corporate
Governance
Implementation” to
establish and disclose its
corporate governance
practices?
V 1. The Board of Directors has
established the Code of Best
Practice. All operations are
performance in accordance with
the Code. Up to now, there is no
significant difference.
None.
2. Shareholding Structure &
Shareholders’ Rights
(1) Does Company have
Internal Operation
Procedures for handling
shareholders’ suggestions,
concerns, disputes and
litigation matters. If yes,
has these procedures
been implemented
accordingly?
(2)Does Company possess a
list of major shareholders
and beneficial owners of
these major
shareholders?
(3) Has the Company built and
executed a risk
management system and
“firewall” between the
Company and its
affiliates?
V
V
V
(1) Altek has set up the spokesperson
and deputy spokesperson to
handle shareholders’ suggestions
or concerns. Altek has entrusted
the Stock Transfer Agent and has
set up the website to handle
shareholders’ suggestions or
disputes.
(2) In addition analysis the
shareholder status base on
shareholder list after book
clousure stating date, Altek handle
a list of major shareholders and
ultimate controllers. Altek
reported the changes in the data in
accordance with related laws.
(3) Altek and its affiliates perform the
operations and financial affairs
independently. Altek has set up
the written regulations to control
financial and operational
information.
None.
None.
None.

24

Assessment Item Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
(4) Has the Company
established internal rules
prohibiting insider trading
on undisclosed
information?
V (4) Altek has set up the procedures for
handling material Inside
Information to avoid the improper
leakage of information and to
establish proper information
handling and disclosure
mechanisms, so as to ensure the
consistence and correctness of
publication. The regulations are
disclosed on the Company’s
website.
None.
3. Composition and
Responsibilities of the Board
of Directors
(1) Has the Company
established a diversification
policy for the composition
of its Board of Directors and
has it been implemented
accordingly?
V (1)
A.Altek has specified in the “Code of
Best Practice for Corporate
Governance” that the composition
of the board of directors should be
considered diversified.
B. The implementation of the board
diversity policy of Altek is as follows:
a.There are three females of 7
directors.
b.There is one Japanese Of the
seven directors
c.Among the directors, Alex Hsia and
Mori shorei are good at Business
management, leadership
decision-making and industry
knowledge; Sophia Chen is good
at Business management,
leadership decision-making and
Financial AccountingYing Chih
Hsieh and Belle Liang are good at
Financial Accounting. David Lin
and Ching Jen Hu are good at
Industrial knowledge.
None.

25

Assessment Item Status of Operation Status of Operation Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
C. Altek has fully implemented the
board diversity policy.
(2) Other than the
Compensation Committee
and the Audit Committee
which are required by law,
does the Company plan to
set up other Board
committees?
(3) Has the Company
established methodology
for evaluating the
performance of its Board
of Directors, on an annual
basis?
(4) Does the Company
regularly evaluate its
external auditors’
independence?
V
V
V (2) Altek has established the
Compensation Committee and the
Audit Committee. Other functional
committees will be set up based
on the scale of operations and
business needs.
(3) Altek has published the Rule of
Performance Assessment of Board
of Directors, Altek's directors
perform self-assessment every
year and report to the Board,
please refer to 3.3.1 Board of
Directors for the assessment.
(4) Altek regularly assesses the CPA’s
independence each year in
accordance with the principles of
“Integrity, Objectivity and
Independence” in the Bulletin
No.10 of “The Norm of
Professional Ethics for Certified
Public Accountant of the Republic
of China” issued by the National
Federation of Certified Public
Accountant Associations of the
Republic of China (NFCPAAROC) to
verify whether the CPA is a
Company’s director, shareholder
or employee and confirm whether
the CPA is a non-stakeholder, and
then reports the assessment
results to the Board of Directors.
The results of the last two years
were submitted on March 27, 2017
and March 23, 2018 respectively.
Same as explanation.
None.
None.

26

Assessment Item Status of Operation Status of Operation Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
4. Does the Company
established a full- (or part-)
time corporate governance
unit or personnel to be in
charge of corporate
governance affairs
(including but not limited to
furnish information
required for business
execution by directors,
handle matters relating to
board meetings and
shareholders’ meetings
according to laws, handle
corporate registration and
amendment registration,
produce (or record?)
minutes of board meetings
and shareholders meetings,
etc.
V 4. Altek has appointed Finance Division
as the full-time corporate
governance unit to be in charge of
corporate governance affairs and
protect shareholders' rights and
strengthening the functions of the
Board of Directors. Its duties mainly
include providing the information
necessary for the directors to
execute their business, handling
matters related to board meetings
and shareholders’ meetings,
producing minutes of board
meetings and shareholders’
meetings, and conducting corporate
registration and registration
amendment.
In 2017, Altek's corporate
governance-related affairs are
handled and executed in accordance
with law. The main implementations
are as follows:
(1) 5 board meetings and 1
shareholders’ meeting were
organized.
(2) The amendments related to the
Company were made in
accordance with the latest laws
and regulations related to the
Company's operation and
corporate governance and
submitted it the Board for
discussion.
(3). According to the resolution of
each meeting, the change of
company registration was
completed.
None.

27

Assessment Item Status of Operation Status of Operation Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
5. Has the Company
established a means of
communicating with its
Stakeholders (including but
not limited to shareholders,
employees, customers,
suppliers, etc.) or created a
Stakeholders Section on its
Company website? Does
the Company respond to
stakeholders’ questions on
corporate responsibilities?
V 5. Depending on different situations,
Altek appoints the spokesperson,
deputy spokesperson, or stock
transfer unit to communicate with
stakeholders. The contact
information of the spokesperson,
deputy spokesperson, and related
business units is disclosed on the
Company’s website.
None.
6. Has the Company
appointed a professional
registrar for its
Shareholders’ Meetings?
V 6. Altek has appointed Sinopac
Securities to handle related affairs.
None.
7. Information Disclosure
(1) Has the Company
established a corporate
website to disclose
information regarding its
financials, business and
corporate governance
status?
(2) Does the Company use
other information
disclosure channels (e.g.
maintaining an
English-language website,
designating staff to
handle information
collection and disclosure,
appointing
spokespersons,
webcasting investor
conference etc.)?
V
V
(1) Altek has established a corporate
website(http://www.altek.com.tw)
to disclose information regarding
its financials, business and
corporate governance status.
(1) Altek maintains a multi-language
website (Traditional Chinese,
Simplified Chinese and English),
designates the staff to handle
information collection and
disclosure, and appoints the
spokesperson. Altek also sets up
its news contact and IC contact
information on the website to
provide the latest news and
channels of communication.
None.
None.

28

Assessment Item Status of Operation Status of Operation Status of Operation Deviations from “the
Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies” and
Reasons
Yes No Summary
8. Has the Company disclosed
other information to
facilitate a better
understanding of its
corporate governance
practices (e.g. including but
not limited to employee
rights, employee wellness,
investor relations, supplier
relations, rights of
stakeholders, directors’
training records, the
implementation of risk
management policies and
risk evaluation measures,
the implementation of
customer relations policies,
and purchasing insurance
for directors)?
V For more information on employee
rights, employee wellness, investor
relations, supplier relations, rights of
stakeholders, directors’ training
records, and purchasing insurance for
directors, please refer to Page 40~42.
None.
9.The improvement status for
the result of Corporate
Governance Evaluation
announced by Taiwan Stock
Exchange
V (1) Altek has reinforced the contents
of the corporate website to increase
information transparency.
(2) Improvements have been made
based on the requirements of the
competent authority.
None.

29

3.4.5 Composition, Responsibilities and Operations of the Remuneration Committee

A. Professional Qualifications and Independence Analysis of Remuneration Committee Members

Title Criteria
Name
Meet One of the Following Professional Qualification Requirements,
Together with at Least Five Years’ Work Experience
Meet One of the Following Professional Qualification Requirements,
Together with at Least Five Years’ Work Experience
Meet One of the Following Professional Qualification Requirements,
Together with at Least Five Years’ Work Experience
Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Independence Criteria (Note 1) Number of
Other Public
Companies in
Which the
Individual is
Concurrently
Serving as a
Remuneration
Committee
Member
An Instructor or Higher
Position in a
Department of
Commerce, Law,
Finance, Accounting, or
Other Academic
Department
Related to the Business
Needs of the Company
in a Public or Private
Junior College, College
or University
A Judge,
Public Prosecutor,
Attorney,
Certified Public
Accountant, or Other
Professional or Technical
Specialist Who Has
Passed a National
Examination and Been
Awarded a Certificate in
a Profession Necessary
for the Business of the
Company

Have Work Experience
in the Areas of
Commerce, Law,
Finance, or Accounting,
or Otherwise Necessary
for the Business of the
Company
1 2 3 4 5 6 7 8
Independent
Director
Ying Chih Hsieh 0
Independent
Director
Ching Jen Hu 0
Independent
Director
Mori Shorei 0
  • Note 1: Please tick the corresponding boxes that apply to a member during the two years prior to being elected or during the term(s) of office.

  • (1) Not an employee of the Company or any of its affiliates.

  • (2) Not a director or supervisor of affiliated companies. Not applicable in cases where the person is an independent director of the parent company, or any subsidiary set up in accordance with the act or local laws.

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company, or ranking in the top 10 in holdings.

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the persons in the preceding three sub-paragraphs.

  • (5) Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company, or who holds shares ranking in the top five holdings.

  • (6) Not a director, supervisor, officer, or shareholder holding 5% or more of the shares of a specified company or institution which has a financial or business relationship

30

with the Company.

  • (7) Not a professional individual, who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, or a spouse thereof.

  • (8) Not a person of any conditions defined in Article 30 of the Company Act.

B.There are 3 members in the Remuneration Committee.

C.Term of the Remuneration Committee is from Aug 11[th] , 2017 to June 15[th] , 2020.

D.A total of 2 meetings of the Remuneration Committee were held in 2017. The attendance record of the Remuneration Committee members was as follows:

follows:
Title Name Attendance in
Person
By Proxy Attendance Rate (%) Note
Convener Ying Chih Hsieh 1 0 100% 2017/08/11
newlyappointed
Committee Member Ching Jen Hu 1 0 100% 2017/08/11
newlyappointed
Committee Member Mori Shorei 1 0 100% 2017/08/11
newlyappointed
Convener Jaime Tang 1 0 100% 2017/06/16
discharged
Committee Member Sophia Chen 1 0 100% 2017/06/16
discharged
Committee Member Wen-Hsieh Lai 1 0 100% 2017/06/16
discharged
Other mentionable items:
1. If the Board of Directors declines to adopt or modifies a recommendation of the Remuneration Committee, it should specify the date of the meeting, session, content of
the motion, resolution by the Board of Directors, and the Company’s response to the Remuneration Committee’s opinion (e.g., the remuneration passed by the Board of
Directors exceeds the recommendation of the Remuneration Committee, the circumstances and cause for the difference shall be specified): None.
2. Resolutions of the Remuneration Committee objected to by members or subject to a qualified opinion and recorded or declared in writing, the date of the meeting,
session,content of the motion,all members’ opinions and the response to members’ opinion should be specified: None.

31

3.4.6 Social Responsibility Implementation Status as Required by the Taiwan Financial Supervisory Commission

Supervisory Commission
Assessment Item Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
1. Implementation of Corporate
Governance
(1) Does the Company have a corporate
social responsibility policy and
evaluate its implementation?
(2) Does the Company hold regular CSR
training?
(3) Does the Company have a dedicated
(or ad-hoc) CSR organization with
Board of Directors authorization for
senior management, which reports to
the Board of Directors?
(4) Does the Company set a reasonable
compensation policy, integrate
employee appraisal with CSR policy,
and set clear and effective incentive
and disciplinary policies?
V
V
V
V
(1) Altek has established the
Corporate Social
Responsibility (CSR) Code of
Practice and pays close
attention to the
development and changes of
international CSR systems.
(2) Altek holds CSR training from
time to time.
(3) The CEO Office is the
dedicated CSR unit
responsible to propose and
execute the CSR policies or
systems.
(4) Altek refers to the
professional salary surveys,
integrates employee
appraisal with CSR policy,
and implements the
performance evaluation
systems and incentive and
disciplinary policies on a
regular basis.
None.
None.
None.
None.
2. Environmentally Sustainable
Development
(1) Is the Company committed to
improving resource efficiency and to
the use of renewable materials with
low environmental impact?
V (1) The Group adopts the ERP
system and electronic
approval system to reduce
printed mails and official
letters. The messages and
policies are announced via
E-mail to reduce paper
consumption.
None.

32

Assessment Item Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
(2) Has the Company set an
Environmental management system
designed from its industry
characteristics?
(3) Does the Company track the impact
of climate change on operations,
carry out greenhouse gas inventories,
and set energy conservation and
greenhouse gas reduction strategy
V
V
(2) Altek mainly provides
customers with imaging
solutions, which cause no
waste or pollution. All
products are manufactured
and sold in accordance with
environmental laws and
regulations. In addition to
obtaining ISO certification,
Altek is the green partner of
its customers.
(3)
A. Altek implements
energy-saving policies and
green procurement
voluntarily and continuously
pays close attention to its
impact on environmental
changes and sets up
strategies for
environmental protection.
B. Altek's carbon emissions in
2017 were 1,080KG (K),
which was lower than
1,171KG (K) in 2016. Altek
continued to save energy
and reduce carbon, in order
to do its best to protect the
environment's social
responsibility.
None.
None.
3. Promotion of Social Welfare
(1) Does the Company set policies and
procedures in compliance with
regulations and internationally
recognized human rights principles?
V (1)Altek follows the regulations
of Labor Standards Act and
adheres to international
human rights conventions to
execute related operations,
attaching importance to labor
and human rights and
implementing human
resources management
policies without
discrimination of gender,
ethnicity,age,marital status,
None.

33

Assessment Item Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
family status, etc., installing
the employee mailbox, and
providing generous employee
benefits.
(2)Has the Company established
appropriately managed employee
appeal procedures?
(3) Does the Company provide
employees with a safe and healthy
working environment, with regular
safety and health training?
(4) Has the Company established a
mechanism for regular
communication with employees and
use reasonable measures to notify
employees of operational changes
which may cause significant impact
to employees?
(5) Has the Company established
effective career development
training plans?
V
V
V
V
(2)The employee mailbox is set
up as a channel of
communication
([email protected])
between the Company and
employees.
(3) Altek holds the employee
health check, occupational
safety and health seminars,
and fire management training
annually to improve the
safety and health
performance. Altek also
organizes various training
programs to improve
employees’ response to
emergency and awareness of
occupational safety.
(4) Altek has established the
Working Rules based on the
Labor Standards Act and
reported to the Science Park
Bureau. Altek also holds
employee communication
meetings from time to time
to facilitate communication.
Subsidiaries in mainland
China have established
mechanisms for
communication with
employees based on local
laws and labor contracts.
(5) Altek has set up the
complete career
development training system,
such as the annual training
plan that contains the
development priorities and
the organization’s focuses, to
maximize the effect of
trainingfor individuals,
None.
None.
None.
None.

34

Assessment Item Implementation Status Implementation Status Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
business operations, and the
organization.
(6) Has the Company set polices and
consumer appeal procedures in its
R&D, purchasing, production,
operations, and service processes?
(7) Does the Company follow regulations
and international standards in the
marketing and labelling of its
products and services?
(8) Does the company evaluate
environmental and social track
records before engaging with
potential suppliers?
(9) Do the Company’s contracts with
major suppliers include termination
clauses if they violate CSR policy and
cause significant environmental and
social impact?
V
V
V
V
(6)The Customer Service
Department has been
established to provide
immediate services for
customers.
(7)As Altek’s customers are
international manufacturers,
Altek provides products and
services in accordance with
related international
regulations and standards.
(8)Under the same conditions of
the transactions, Altek selects
suppliers fulfilling
environmental protection
and social responsibilities.
(9) Altek establishes long-term
partnerships with suppliers in
the supply chain. According
to the Supplier Management
Procedures and the
Regulations Governing
Management of
Environmental Substances,
Altek requests its partners to
abide by related international
laws and regulations, the
requirements of the world’s
top manufacturers (RoHS,
REACH, and GP), and the
commitment to corporate
social responsibility, so as to
facilitate environmental
protection, labor rights and
ethics, health and safety, risk
management, and the code
of ethics.
None.
None.
None.
None.

35

Deviations from “the
Assessment Item Implementation Status Corporate Social
Responsibility
Best-Practice Principles for
Yes No Summary TWSE/TPEx Listed
Companies” and Reasons
4. Enhanced Information Disclosure Altek has disclosed information None.
Does the Company disclose relevant on business and financial
and reliable CSR information on its V affairs and corporate activities
website and the Taiwan Stock on its website from time to
Exchange website? time.
5. If the company has established its corporate social responsibility code of practice according to “Listed
Companies Corporate Social Responsibility Code of Practice,” please describe the operational status and
differences.
Altek has established the Corporate Social Responsibility (CSR) Code of Practice and has disclosed the Code on
the website. We will implement the corporate social responsibility gradually to promote economic, social, and
environmental balance and development.
  1. Other important information to facilitate better understanding of the company’s implementation of corporate social responsibility:

  2. Altek is dedicated to corporate social responsibility, has won a number of environmental certifications and participated in various charitable activities in humanistic care:

  3. Environmental certification: Altek 's quality system has passed environmental certifications such as ISO9001, ISO13485, ISO/TS16949, ISO14001, OHSAS1800, and SONY Green Partner Certification. Altek is committed to environmental protection.

  4. Humanistic care and charitable activities: Altek upholds the purpose of giving back to the community and establishes the “Altek Charity Fund.” Since its establishment, through donations or in-kind donations and activities, Altek has accumulatively contributed over NTD 3 million and in hundreds cameras. There are more than 80 institutions and thousands people benefited.

  5. Other information regarding “Corporate Responsibility Report” which is verified by certifying bodies: None.

36

3.4.7 Corporate Conduct and Ethics Implementation as Required by the Taiwan Financial Supervisory Commission

Supervisory Commission
Assessment Item Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
1. Establishment of Corporate Conduct
and Ethics Policy and
Implementation Measures
(1) Does the company have bylaws and
publicly available documents
addressing its corporate conduct
and ethics policy and measures, and
the commitment regarding
implementation of such policy from
the Board of Directors and the
management team?
(2) Does the company establish
relevant policies which are duly
enforced to prevent unethical
conduct and provide
implementation procedures,
guidelines, consequence of
violation and complaint procedures
in such policies?

V
V
(1) The Board of Directors and
management perform their
duties in good faith based
on integrity and honesty.
The related policy or
system will be established
depending on business
needs or laws or
regulations.
(2) Altek has established
“Procedures for Ethical
Management and
Guidelines for Conduct” to
prevent infidelity.
Established the appeal
method and if there is any
violation, will be punished
in accordance with the rule
of rewards andpenalties.
None.
None.
(3) Does the company establish
appropriate compliance measures
for the business activities
prescribed in paragraph 2, article 7
of the Ethical Corporate
Management Best Practice
Principles for TWSE/GTSM Listed
Companies and any other such
activities associated with high risk
of unethical conduct?
V (3) Altek has established the
Procedures for Acquisition
or Disposal of Assets and
the Procedures for Lending
Funds to Other Parties and
Endorsement & Guarantee
against activities associated
with high risks of unethical
conduct. The accounting
and internal control
systems have also been
established for internal
auditors to check the
compliance andprevent
None.

37

Assessment Item Implementation Status Implementation Status Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
unethical conduct.
2. Ethic Management Practice
(1) Does the company assess the ethics
records of whom it has business
relationship with and include
business conduct and ethics related
clauses in the business contracts?
(2) Does the company set up a unit
which is dedicated to or tasked with
promoting the company’s ethical
standards and reports directly to
the Board of Directors with
periodical updates on relevant
matters?
(3) Does the company establish
policies to prevent conflict of
interests, provide appropriate
communication and complaint
channels and implement such
policies properly?
(4) To implement relevant policies on
ethical conducts, does the company
establish effective accounting and
internal control systems that are
audited by internal auditors or CPA
periodically?
(5) Does the company provide internal
and external ethical conduct
training programs on a regular
basis?
V
V
V
V
V
(1) Altek performs such
operations in accordance
with related laws and
regulations.
(2) The CEO Office is the unit
which is dedicated to or
tasked with promoting
Altek’s ethical standards
and reports directly to the
Board of Directors with
periodical updates on
relevant matters.
(3) Altek’s departments
perform such operations
based on their
responsibilities and report
to the head of the
department through
e-mail.
(4) Altek has established
effective accounting and
internal control systems
that are audited by internal
auditors or CPA
periodically. The internal
audit results will be
reported to the Audit
Committee and the Board
of Directors.
(5) Altek provides training
programs on its operating
principles from time to
time.
None.
None.
None.

None.
None.

38

Assessment Item Implementation Status Implementation Status Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
3. Implementation of Complaint
Procedures
(1) Does the company establish specific
complaint and reward procedures,
set up conveniently accessible
complaint channels, and designate
responsible individuals to handle
the complaint received?
(2)Does the company establish
standard operation procedures for
investigating the complaints
received and ensuring such
complaints are handled in a
confidential manner?
(3)Does the company adopt proper
measures to prevent a complainant
from retaliation for his/her filing a
complaint?

V
V
V
(1) Employees may report to
the head of unit or CEO
directly via e-mail.
(2) Altek has set up a reporting
mailbox and holds related
documents and data
confidential. If employees
find any violation of ethical
corporate management,
they may report to
supervisors and Audit
Office. If the violation is
verified to be true,
violators will be punished
in accordance with related
internal polices or laws.
(3) Altek holds the entire
reporting procedures
confidential to prevent a
complainant from
retaliation for his/her filing
a complaint.
None.
None.
None.
4. Information Disclosure
Does the company disclose its
guidelines on business ethics as well
as information about
implementation of such guidelines
on its website and Market
Observation Post System
(“MOPS”)?

V
The rules had been disclosed
on company’s website and
Market Observation Post
System.
None.
5. If the company has established corporate governance policies based on TSE Corporate Conduct and Ethics
Best Practice Principles, please describe any discrepancy between the policies and their implementation:
None.

39

Assessment Item Implementation Status Implementation Status Implementation Status Deviations from “the
Corporate Social
Responsibility
Best-Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons
Yes No Summary
6. Other important information to facilitate better understanding of the company’s corporate conduct and
ethics compliance practices: As disclosed above.

3.4.8 Corporate Governance Guidelines and Regulations

Major Internal Policies Disclosed at
Article of Incorporation
Rules and Procedures of Shareholders’ Meeting
Rules for Election of Directors
Rules and Procedures of Board of Director
Meetings
Procedures for Acquisition or Disposal of Assets
Procedures for Lending Funds to Other Parties
and Endorsement & Guarantee
Procedures for Handling Material Inside
Information
Compensation Committee Charter
Code of Best Practice for Corporate Governance
Corporate Social Responsibility (CSR) Code of
Practice
Regulation of the Scope and Responsibilities of
Independent Directors
Rule of Performance Assessment of Board of
Directors
Ethical Corporate Management Best Practice
Principles
Procedures for Ethical Management and
Guidelines for Conduct
Market Observation Post System/Corporate Governance:
http://mops.twse.com.tw/mops/web/index
Altek’s Website/Investors:
http://www.altek.com.tw/zh-tw/finance/detail/8

40

3.4.9 Other Important Information Regarding Corporate Governance

A. Employees’ rights and cares

Based on the people-oriented management, Altek fully respects and cares for employees through providing employees’ benefits, training programs, and a better working environment; the pension system is implemented based on the Labor Pension Act and the Labor Standards Act to protect employees’ rights. The group insurance policies for employees and their family members are also planned. The employee health check is held on a regular basis.

B. Investor relations

The investor relation department is set up and its contact information is disclosed on Altek’s website. The investor relation department is responsible to handle shareholders’ suggestions and respond to investors’ questions.

C. Supplier relation

Altek maintains a good relationship with suppliers and takes measures to reduce carbon dioxide emissions. According to the Supplier Management Procedures and the Regulations Governing Management of Environmental Substances, Altek requests its partners to abide by related international laws and regulations, the requirements of the world’s top manufacturers (RoHS, REACH, and GP) RoHS and REACH annex 17 for environmental protection and hygiene and the commitment to corporate social responsibility, so as to facilitate environmental protection, labor rights and ethics, health and safety, risk management, and the code of ethics.

41

D. Training record of directors and supervisors in 2017:

Title Name Date Institute course hours
Chairman Alex Hsia 2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Director Sophia Chen 2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Director David Lin 2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Director Belle Liang 2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Independent
Director
Ching Jen Hu 2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Independent
Director
Ying Chih
Hsieh
2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
Independent
Director
Mori
Shorei
2017.08.11 Securities and
Futures Institute
International and national anti-avoidance tax development and corporate response 3 hours
Non-accounting background Directors and supervisors how to review financial reports 3 hours
2017.11.14 Securities and
Futures Institute
Rule and practice of Audit Committee 3 hours
Discussion on Related Legal Problems of Inside Deal Cases 3 hours

E. Liability Insurance for directors and supervisors

Insured Insurance Company Insured
Amount
Period
All directors and
supervisors
Insurance Company
of North America
US$8 million April 30, 2018~April 30, 2019

F. Managers’ participation in training courses on corporate governance in 2017: None.

42

3.4.10 Internal Control Systems

A. Internal Control Declaration

Altek Corporation Internal Control Declaration

Date: March 23, 2018

The declaration of the internal control system from January 1, 2017 to December 31, 2017 is made below based on the result of self-inspection.

  1. The Company acknowledges that establishing, implementing, and maintain the internal control system is the responsibility of the Company’s Board of Directors and management. The Company has established the internal control system for the purpose of properly assuring the achievements of operational efficacy and efficiency (including profits, performance, and guarantee of asset safety) and reporting that reflect reliability, timeliness, and transparency as well as compliance.

  2. The internal control system has its congenital limitations; the effective internal control system, regardless how perfectly it is designed, may only provide proper assurance for the achievements of the above three goals; in addition, due to changes in the environment and the situation, the effectiveness of the internal control system may change as well. The Company’s internal control system is designed with a self-monitoring mechanism. Once a flaw is identified, the Company will take corrective actions immediately.

  3. The Company determines whether the design and implementation of the internal control system are effective based on the items stipulated in the Regulations Governing Establishment of Internal Control Systems by Public Companies (the Regulations). Items adopted by the Regulations are five components of the internal control system based on the control process: 1. Control environment; 2. Risk assessment; 3. Control operation; 4. Information and communication; and 5. Monitoring operation. Each component contains several items. For more information on the foregoing items, please refer to the Regulations.

  4. The Company has adopted the abovementioned items that determine the effectiveness of the design and implementation of the internal control system.

  5. Based on the result of evaluation mentioned above, the design and implementation of the internal control system (including supervision and management of the Company’s subsidiaries) as of December 31, 2017, such as the level of achievement of operational efficacy and efficiency and reporting that reflect reliability, timeliness, and transparency as well as compliance, are considered effective and properly assure the achievement of the above goals.

  6. The Declaration will constitute the major content of the Company’s annual report and prospectus and be disclosed. Any falseness or concealment of the abovementioned content will involve legal responsibilities stipulated in Articles 20, 32, 171, and 174 of the Securities and Exchange Act.

  7. The Declaration has been approved by the Board of Directors on March 23, 2018. All attended directors agreed on the contents of the Declaration.

Altek Corporation

Chairman & CEO: Alex Hsia

B. CPA’s Audit Report on the Company’s Internal Control System to be disclosed: N/A.

43

3.4.11 Punishments, Major Defects, and Improvements of Violation of the Company’s Internal Control System: None.

3.4.12 Major Resolutions of Shareholders’ Meeting and Board Meetings

A. Resolutions of 2017 general shareholders’ meeting:

Item Major Resolutions Implementation
1 Approval of the 2016 business report and
financial statements.
Performed in accordance with relevant laws and
regulations.
2 Approval of the distribution of earnings by
cash.
Completed on Sep. 08, 2017.
3 Approval of revising the Articles of
Incorporation
(1) Completed registration on June 30, 2017
(2) It was announced on the website of Altek on June
16, 2017 and was executed according with the
amended regulations.
4 Approval of revising the Procedures for
Acquisition or Disposal of Assets.
It was announced on the website of Altek on June 16,
2017 and was executed according with the amended
regulations.
5 Approval of revising the Regulations
Governing Loaning of Funds and Making of
Endorsements/Guarantees.
It was announced on the website of Altek on June 16,
2017 and was executed according with the amended
regulations.
6 Approval of revising the Procedures for
Election of Directors and Supervisors.
It was announced on the website of Altek on June 16,
2017 and was executed according with the amended
regulations.
7 To elect the board members for the 8th
term.
(1)Alex HsiaYitsang International Co., Ltd
Representative: David LinBelle LiangSophia Chen.
Ching Jen HuYing Chih Hsieh and Mori Shorei were
elected.
(2)Completed registration on June 30, 2017
8 To release the newly elected Directors from
the non-competition restrictions.
Performed in accordance with relevant laws and
regulations.

B. Resolutions of 2017 board meeting:

Date Major Resolutions
2017.06.16
1stmeeting
of 8thBoard
Altek Board of Directors unanimously re-elected Mr.Alex Hsia as Chairman
2017.08.12
2ndmeeting
of 8thBoard
Altek appointed the members of the 3rd Board's Remuneration Committee
2017.11.13
3rdmeeting
of 8thBoard
1. Approval of the amendment of “Rule of the Remuneration of Directors and Supervisors”.
2. Approval of the amendment of “Rule of the Remuneration and Performance evaluation of
Managers”.
3.Approve of the amendment of “Rules and Procedures of Board of Director Meetings”.
4. Approval of the amendment of “Audit Committee Charter”.
5.Approval of the amendment of “Rules Governing the Scope of Powers of Independent
Directors”.
6. Approval of the amendment of “Rule of Performance Assessment of Board of
Directors”.
7. Approval of the establishment of “Ethical Corporate Management Best Practice

44

Date Major Resolutions
Principles” and “Procedures for Ethical Management and Guidelines for Conduct”.
2018.03.23
4thmeeting
of 8thBoard
1. Approval of appointment chief accounting officer.
2. Approval of the distribution of employees’ compensation as well as the remuneration for the
Directors and Supervisors.
3. Approval of the 2017 business report and financial statements.
5.Approval of 2017 distribution of retained earnings.
6.Approve of issuance of Restricted Stock Awards ("RSA").
7.Approval of assembly of the 2018 general shareholders’ meeting.
8.Approval of the appointment of CPAs and CPAs’ remuneration.
9.Approval of investing in AI Science and Technology Innovation Fund (tentative name)through
the wholly-owned subsidiaryAltek EMS Kunshan Co.,Ltd.
2018.04.23
5thmeeting
of 8thBoard
Approval of the issuance of new common shares for cash and domestic or
overseas convertible bonds in private placement.
  • 3.4.13 Major Issues of Record or Written Statements Made by Any Director or Supervisor Dissenting to Important Resolutions Passed by the Board of Directors: None.

  • 3.4.14 Resignation or Dismissal of the Company’s Key Individuals, Including the Chairman, CEO, and Heads of Accounting, Finance, Internal Audit and R&D

Title Name Date
Effective
Date of
Resignation/Dismissal
Reason for
Resignation/Dismissal
Head of Accounting Seiko Chen 2017.03.27 2018.02.14 Job adjustment

45

3.5 Information of Audit Fee

3.5.1 Payment to the Audit:

Accounting Firm Name of CPA Name of CPA Period Covered by
CPA’s Audit
Note
PricewaterhouseCoopers Dian-Yi Li Yun-Kuan Lin 2017.01.01
2017.12.31
none

Unit: NT$ thousand

Range Range
Audit Fee Non-audit Fee Total
item
1 Under NT$ 2,000,000
2 NT$2,000,00 ~ NT$3,999,999 V
3 NT$4,000,00 ~ NT$5,999,999 V
4 NT$6,000,00 ~ NT$7,999,999 V
5 NT$8,000,00 ~ NT$9,999,999
6 NT$10,000,000 ~
  • 3.5.2Non-audit fee paid to auditors, the audit firm and its affiliates accounted for more than one-fourth of total audit fee, should disclose the details:

Unit: NT$ thousand

Unit: Unit: Unit: Unit: Unit: NT$ thousand
Accounting Firm Name of
CPA
Audit Fee Non-audit Fee Period
Covered by
CPA’s Audit
System of
Design
Company
Registration
Human
Resources
Others
(Note)
Subtotal
Pricewater-
houseCoopers
Dian-Yi
Li
5,210 0 415 0 1,810 2,225 2017.01.01~
2017.12.31
Yun-Kuan
Lin

Note: Consulting fee and Transfer Pricing Research Report.

  • 3.5.3 Replaced the audit firm and the audit fee paid to the new audit firm was less than the payment of previous year: Not applicable.

  • 3.5.4 Audit fee reduced more than 15% year over year: None.

46

3.6 Information of replacement of CPA:

3.6.1 Regarding the former CPA

Replacement Date 2018.03.23 2018.03.23 2018.03.23 2018.03.23
Reasons of replacement Due to the job rotation of PricewaterhouseCoopers,
the CPAs were replaced to Kwok-wah Tsang and
Dian-Yi Li. since 2018Q1.
Describe whether the Company
terminated or the CPA did not
accept the appointment
Parties
Status
CPA The Company
Termination of
appointment
No longer accepted
(continued)
appointment
V
Other issues (except for
unqualified issues) in the audit
reports within the last twoyears
NA
Differences with the company Yes Accounting principles or
practices
Disclosure of Financial
Statements
Audit scope or steps
Others
None V
Other Revealed Matters None

Note: There is no disclosure matters disclosures required by Article 10 Section 6Paragraph 1 Point 4&7 of the Standards.

3.6.2 Regarding the successor CPA

3.6.2 Regarding the successor CPA
Name of accounting firm Pricewater
houseCoopers
Name of CPA Kwok-wah Tsangand Dian-Yi Li.
Date of appointment 2018.03.23
Consultation results and opinions on
accounting treatments or
principles with respect to specified
transactions and the company's
financial reports that the CPA might
issueprior to the engagement.
None
Succeeding CPA’s written opinion of
disagreement toward the
former CPA
None

47

  • 3.6.3 The former CPA’s reply about the Article 10 Section 6 Paragraph 1 & Paragraph2-3 of the Standards: N/A.

  • 3.7 Altek’s Chairman, President, Chief Financial Officer, or managers in charge of its finance and accounting operations hold any position in the Company’s independent auditing firm or its affiliates in 2017. None.

48

  • 3.8 Equity Transfer and Changes in Equity Pledge of Directors, Supervisors, Managers and Shareholders Holding More than 10% of the Shares

3.8.1 Changes in shareholdings of directors, supervisors, managers and major shareholders

Title Name 2017.01.01~2017.12.31 2017.01.01~2017.12.31 2018.01.01~2018.04.17 2018.01.01~2018.04.17
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Chairman &
CEO
Alex Hsia 0 0 250,000 0
Director Yitsang International
Co.,Ltd.
0 (6,500,000) 0 0
Director Yitsang International
Co., Ltd.
Representative:
David Lin
0 0 39,000 0
Director &VP
(Note 1)
Yitsang International
Co., Ltd.
Representative:
Belle Liang
0 0 0 0
Director
(Note 2)
Sophia Chen 0 0 0 0
Independent
Director
(Note 2)
Ching Jen Hu 0 0 0 0
Independent
Director
(Note 2)
Ying Chih Hsieh 0 0 0 0
Independent
Director
(Note 2)
Mori Shorei 0 0 0 0
SVP
(Note 3)
Simon Law NA NA 0 0
VP Vincent Kao 0 0 60,000 0
VP Morgan Chiu (20,000) 0 20,000 0
VP Kenny Li 0 0 0 0
Head of
Accounting
(Note 4)
Peggy Hsu NA NA

Note 1: Belle Liang was on board as VP on Jan.25, 2017; as Director on June 16, 2017, the information disclosed above is from on duty date.

Note 2: New appointed Directors, The information disclosed above is from on duty date.

Note 3: Simon Law was on board as SVP on Feb.1, 2018, the information disclosed above is from on board date.

Note 4: Peggy Hsu was on board as Head of Accounting on Feb.14, 2018, the information disclosed above is from on board date.

3.8.2 Shares Trading with Related Parties: None.

3.8.3 Shares Pledge with Related Parties: None.

49

3.9 Relationship among the Top Ten Shareholders

April 17, 2018

Name Current Shareholding Current Shareholding Spouse’s/Minor’s
Shareholding
Spouse’s/Minor’s
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Name and Relationship
between the Company’s
Top Ten Shareholders, or
Spouses or Relatives
within Two Degrees
Name and Relationship
between the Company’s
Top Ten Shareholders, or
Spouses or Relatives
within Two Degrees
Remark
Shares % Shares % Shares % Name Relationship
Tung-Hsin Investment
Corp.
Representative:
Tong-Yi Chang
14,711,000 5.37 0 0.00 0 0.00 None None
0 0.00 0 0.00 0 0.00 None None
Yitsang International
Co., Ltd.
Representative:
Yun-Hsing Lin
13,946,100 5.09 0 0.00 0 0.00 None None
634 0.00 0 0.00 0 0.00 None None
Standard Chartered
Bank in custody fo
KGI
3,718,058 1.36 0 0.00 0 0.00 None None
Unique Technology
Co., Ltd.
Representative
Yu Lung Chang
3,097,304 1.13 0 0.00 0 0.00 None None
15,723 0.01 0 0.00 0 0.00 None None
JPMorgan Chase Bank
N.A., Taipei Branch in
custody for Vanguard
Total International
Stock Index Fund, a
series of Vanguard
Star Funds
2,908,353 1.06 0 0.00 0 0.00 None None
Vanguard Emerging
Markets Stock Index
Fund, a series of
Vanguard
International Equity
Index Funds
2,882,000 1.05 0 0.00 0 0.00 None None
Citibank in custody
for DFA
2,162,159 0.79 0 0.00 0 0.00 None None
Altek Employees’ RSA
Trust Account
1,837,500 0.67 0 0.00 0 0.00 None None
Citibank in custody
for SPC
1,606,000 0.59 0 0.00 0 0.00 None None
Altek Charity Fund 1,537,890 0.56 0 0 0 0 None None

50

3.10 Ownership of Shares in Affiliated Enterprises

December 31,2017 December 31,2017 December 31,2017 December 31,2017 December 31,2017 December 31,2017
Affiliated Enterprises Ownership by the
Company
Direct or Indirect
Ownership by
Directors, Supervisors,
Managers
Total Ownership
Shares % Shares % Shares %
Altek Japan Corporation 1,000
100.00

0

0.00

1,000

100.00
Altek International Investment Co., Ltd. 88,662,059
100.00

0

0.00

88,662,059

100.00
Altek Lab Inc. 0
0.00

(Note 1)

100.00

(Note 1)

100.00
Altek Imaging Technology (Cayman) Co., Ltd. 0
0.00

15,092,410

100.00

15,092,410

100.00
Altek (Kunshan) Precision Co., Ltd. 0
0.00

(Note 2)

100.00

(Note 2)

100.00
Leading Tech. Co., Ltd. 0
0.00

45,000,000

100.00

45,000,000

100.00
Altek (Kunshan) Co., Ltd. 0
0.00

(Note 2)

100.00

(Note 2)

100.00
Toptek Investment Cayman Co., Ltd. 0
0.00

1,400,000

100.00

1,400,000

100.00
Altek EMS (Kunshan) Co., Ltd. 0
0.00

(Note 2)

100.00

(Note 2)

100.00
Altek Trading (Cayman) Co., Ltd. 0
0.00

8,500,000

100.00

8,500,000

100.00
Altek Trading (Shanghai) Co., Ltd. 0
0.00

(Note 2)

100.00

(Note 2)

100.00
Altek Optical Technology (Cayman) Co., Ltd. 0
0.00

11,200,000

100.00

11,200,000

100.00
Altek (Kunshan) Optical Co., Ltd. 0
0.00

(Note 2)

100.00

(Note 2)

100.00
Altek Semiconductor (Cayman) Co., Ltd. 0
0.00

20,000,000

50.00

20,000,000

50.00
Altek Semiconductor Corp. 0
0.00

20,000,000

50.00

20,000,000

50.00
Altek Semiconductor (Shanghai) Co., Ltd. 0
0.00

(Note 2)

50.00

(Note 2)

50.00
Altek Optical (Cayman) Co., Ltd. 0
0.00

4,800,241

100.00

4,800,241

100.00
Altek Investment Co., Ltd. 5,000,000
100.00

0

0.00

5,000,000

100.00
Altek International Holding (BVI) Co., Ltd. 12,865,921
100.00

0

0.00

12,865,921

100.00
Altek Biotechnology Holding (Cayman) Co., Ltd. 0
0.00

12,865,921

100.00

12,865,921

100.00
Altek Biotechnology Corp. 0
0.00

40,100,000

100.00

40,100,000

100.00

Note 1: 9,311,875 common shares and 2,000,000 preferred stocks.

Note 2: No share was issued.

51

IV. Capital Overview

4.1 Capital and Shares

4.1.1 Source of Capital

A. Issued Shares

Unit: Share; NT$ thousand

Month/
Year
Par
Value
Authorized Capital Authorized Capital Paid-in Capital Paid-in Capital Remark Remark Remark
Shares Amount Shares Amount Source of Capital Capital
Increased by
Assets Other
than Cash
Other
2014.02 10 500,000,000 5,000,000 385,265,321 3,852,653 Cancellation of
TreasuryStock
None -
2014.08 10 500,000,000 5,000,000 394,158,321 3,941,583 Execution of ESOP None -
2014.10 10 500,000,000 5,000,000 275,910,825 2,759,108 Cash Capital Reduction None -
2014.10 10 500,000,000 5,000,000 270,135,825 2,701,358 Cancellation of
Treasury Stock
None -
2015.05 10 500,000,000 5,000,000 270,253,825 2,702,538 Execution of ESOP None -
2015.12 10 500,000,000 5,000,000 272,693,825 2,726,938 Issuance of RSA None -
2016.03 10 500,000,000 5,000,000 273,883,825 2,738,838 Issuance of RSA None -
2016.05 10 500,000,000 5,000,000 274,253,825 2,742,538 Issuance of RSA None -
2016.08 10 500,000,000 5,000,000 274,063,825 2,740,638 Cancellation of Issued RSA None -
2017.04 10 500,000,000 5,000,000 273,908,825 2,739,088 Cancellation of Issued RSA None -
2017.08 10 500,000,000 5,000,000 273,738,825 2,737,388 Cancellation of Issued RSA None -
2017.11 10 500,000,000 5,000,000 273,818,825 2,738,188 Cancellation of Issued RSA &
Execution of ESOP
None -
2018.04 10 500,000,000 5,000,000 273,788,825 2,737,888 Cancellation of Issued RSA None -

April 17, 2018; unit: Share

April 17, 2018; unit: Share
Type of Share Authorized Capital Remark
Issued Shares Un-issued
Shares
Total Shares
Common shares 273,788,825 226,211,175 500,000,000 Listed stock

B.Information for Shelf Registration: N/A.

52

4.1.2 Status of Shareholders

April 17,2018
Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions &
Natural Persons
Total

8
78
45,927
122
46,136

2,156,098
39,033,222
202,495,940
30,103,531
273,788,825

0.79
14.26
73.96
10.99
100.00
April 17,2018
Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions &
Natural Persons
Total

8
78
45,927
122
46,136

2,156,098
39,033,222
202,495,940
30,103,531
273,788,825

0.79
14.26
73.96
10.99
100.00
April 17,2018
Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions &
Natural Persons
Total

8
78
45,927
122
46,136

2,156,098
39,033,222
202,495,940
30,103,531
273,788,825

0.79
14.26
73.96
10.99
100.00
April 17,2018
Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions &
Natural Persons
Total

8
78
45,927
122
46,136

2,156,098
39,033,222
202,495,940
30,103,531
273,788,825

0.79
14.26
73.96
10.99
100.00
Item Government
Agencies
Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions &
Natural Persons
Number of
Shareholders
1
8

78

45,927

122
Shareholding
(shares)
34
2,156,098

39,033,222

202,495,940

30,103,531
Percentage 0.00
0.79

14.26

73.96

10.99

4.1.3 Shareholding Distribution Status

A. Common Shares

April 17, 2018

April 17,2018
Class of Shareholding Number of
Shareholders
Shareholding
(Shares)
Percentage (%)
1
999
18,881
3,624,946

1.32
1,000
5,000
20,228
44,465,342

16.24
5,001
10,000
3,701
29,451,881

10.76
10,001
15,000
1,052
13,454,375

4.91
15,001
20,000
712
13,384,795

4.89
20,001
30,000
577
14,943,409

5.46
30,001
50,000
452
18,456,576

6.74
50,001100,000 302
21,362,393

7.80
100,001200,000 127
18,318,790

6.69
200,001400,000 54
14,872,419

5.43
400,001600,000 14
6,840,059

2.50
600,001800,000 14
9,657,332

3.53
800,0011,000,000 3
2,738,217

1.00
1,000,001 or above 19
62,218,291

22.72
Total 46,136
273,788,825

100.00

B. Preferred Shares: None.

53

4.1.4 List of Major Shareholders

April 17, 2018

April 17,2018
Shares
Shareholder's Name
Shareholding (Shares) Percentage
Tung-Hsin Investment Corp. 14,711,000
5.37
Yitsang International Co., Ltd. 13,946,100
5.09
Standard Chartered Bank in custody fo KGI 3,718,058
1.36
Unique Technology Co., Ltd. 3,097,304
1.13
JPMorgan Chase Bank N.A., Taipei Branch in custody for
Vanguard Total International Stock Index Fund, a series
of Vanguard Star Funds
2,908,353
1.06
Vanguard Emerging Markets Stock Index Fund, a series
of Vanguard International EquityIndex Funds
2,882,000
1.05
Citibank in custody for DFA 2,162,159
0.79
Altek Employees’ RSA Trust Account 1,837,500
0.67
Citibank in custody for SPC 1,606,000
0.59
Altek Charity Fund 1,537,890
0.56

4.1.5 Market Price, Net Worth, Earnings, and Dividends per Share

Unit: NT$

Unit: NT$
Item Year
2016
2017 2018
(as of March 31)
Market Price
per Share
Highest Market Price 31.1 37.9 36.3
Lowest Market Price 19.05 22.10 27.35
Average Market Price 23.41 27.06 31.05
Net Worth
per Share
Before Distribution 33.06 32.75 32.76
After Distribution 32.26 (Note 1) (Note 1)
Earnings per
Share
Weighted Average Shares
(thousand shares)
265,840 265,928 267,996
Earnings Per Share 0.20 0.05 (0.10)
Dividends
per Share
Cash Dividends 0.8 (Note 1)
Stock
Dividends
Accumulated Undistributed
Dividends
Return on
Investment
Price/Earnings Ratio
(Note 2)
117.05 541.2
Price/Dividend Ratio
(Note 3)
29.26 (Note 1)
Cash Dividend Yield Rate (Note 4) 3.42 (Note 1)

Note 1: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018.

Note 2: Price / Earnings Ratio = Average Market Price / Earnings per Share.

Note 3: Price / Dividend Ratio = Average Market Price / Cash Dividends per Share.

Note 4: Cash Dividend Yield Rate = Cash Dividends per Share / Average Market Price.

54

  • 4.1.6 Dividend Policy and Implementation Status

  • A. Dividend Policy

Based on the Article of Incorporation, the amount of dividend distributed shall consider the surplus earnings of the year, the accumulated surplus earnings of the previous years and the capital structure as well as the future operation demand. The policy of dividend distribution will take funding demand and dilution of surplus earnings per share into account, and both the stock dividend as well as the cash dividend will be distributed together. The ratio of cash dividend distributed will not be lower than twenty percent (20%) of the total dividend distributed of the year. However, the actual amount of distribution will be determined by shareholders in the shareholders’’ meeting.

B. Proposed Distribution of Dividend

B. Proposed Distribution of Dividend B. Proposed Distribution of Dividend
Unit: NT$
Year Date for BoDs to Approve
Distribution of Dividend
Shareholders’ Meeting
Cash Dividend Capital Surplus
(in Cash)
Share Dividend
2017 2018.03.23 NT$135,177,913
(NT$0.5 per share)
0
(NT$0 per share)
0
(NT$0 per share)
  • Note: The ratio of distribution per share is calculated based on the outstanding stock on March 14[th] , 2018. It is 270,355,825 shares in total, and the 3,433,000 treasury stock has already been deducted. The distribution will be implemented subject to relevant rules after the resolution of the general shareholders’ meeting on June 15th, 2018.

  • C. Major Change in the Dividend Policy: None.

  • 4.1.7 Impact of Stock Dividend on Business Performance and Earnings per Share: N/A.

  • 4.1.8 Employee Bonus and Directors' and Supervisors' Remuneration

  • A. Information Relating to Employee Bonus and Directors’ and Supervisors’ Remuneration in the Articles of Incorporation

  • (1) 10 %~20% as a bonus for employees.

  • (2) Not exceeding 2% as compensation for directors and supervisors.

  • B. The Estimated Basis for Calculating the Employee Bonus and Directors’ and Supervisors’ Remuneration: None.

  • C. Profit Distribution for Employee Bonus and Directors’ and Supervisors’ Remuneration for 2017 Approved in Board of Directors Meeting

  • (1) The proposal of retained earnings distribution has been approved by the Board of Directors on March 23th, 2018, and the compensation for the employees is NT$3,159,426 and the compensation for the directors and supervisors is NT$421,256. It’s proposed to distribute the compensation by cash after the approval of the general shareholders’ meeting. The proposed amount of the compensation for the employees, directors and supervisors is the same as the estimated amount of recognition fees of the year.

  • (2) The Ratio of Employees’ Remuneration by Stock to Net Income after Tax and Employees’ Remuneration in Individual Financial Statements: N/A.

55

  • D. Information of 2015 Earnings Set Aside for Employee Bonus and Directors’ and Supervisors’ Remuneration: None.

  • 4.1.9 Buyback of Treasury Stock

There are no buying back treasury shares in 2017. Until the date of the annual report, Altek bought back total treasury shares 3,433,973 shares, and also it accumulates 1.25% of the Company outstanding shares.

  • 4.2 Bonds: None.

  • 4.3 Preferred Stock: None.

  • 4.4 Global Depository Receipts: None.

56

4.5 Employee Stock Options

4.5.1 Issuance of Employee Stock Options

April 18, 2017; unit: NT$

Type of Stock Option 3rdTranche 3rdTranche
Approval Date 2011.06.08
Issue Date 2011.10.28 2012.03.21
Units Issued
(Thousand Shares)
3,000
3,000
Shares of Stock Options to Be Issued as a
Percentage of Outstanding Shares
(Note 1)
0.77%
0.76%
Duration 2011.10.28~2020.12.31 2012.03.21~2020.12.31
Conversion Measures Issuing new shares Issuing new shares
Conditional Conversion
Periods and Percentages
2 years after issued: could exercise 40% of total outstanding shares;
3 years after issued: could exercise 70% of total outstanding shares;
4 years after issued: could exercise 100% of total outstanding shares;
Converted Shares
(Thousand Shares)
280
1,054
Exercised Amount
(NT$Thousand)
6,748
26,441
Number of Shares Yet to Be Converted
(Thousand Shares)
1,420
1,033
Adjusted Exercise Price for Those who
Have Yet to Exercise Their Rights(NT$)
30.7
30.5
Unexercised Shares as a
Percentage of Total Issued Shares
(Note 2)
0.52%
0.38%
Impact on Shareholders’ Equity Attract and retain professionals, improve employees’ coherence and
sense of belonging, and create the interests of the Company and
shareholders.

Note 1: Calculated according to issued shares on date of issuing the ESOP. Note 2: Calculated according to issued shares on April 17, 2018 (273,788,825 shares).

57

4.5.2 List of Executives Receiving Employee Stock Options and the Top Ten Employees with Stock Options

April 17, 2018; unit: thousand shares; NT$ thousand

Title Name Number
of
Stock
Options
Stock
Options
as a
Percentage
of Shares
Issued
(Note 1)
Exercised Exercised Exercised Exercised Unexercised Unexercised Unexercised Unexercised
Number of
Shares
Converted
Strike
Price
(NT$)
(Note 3)
Amount
(NT$ Thousand)
Converted
Shares as a
Percentage of
Shares Issued
(Note 1)
Number of
Shares
Converted
Strike Price
(NT$)
(Note 4)
Amount
(NT$ Thousand)
Converted
Shares as a
Percentage of
Shares Issued
(Note 1)
Management CEO Alex Hsia 840 0.31
136

23.9

3,250

0.05%

704

30.5~30.7

21,572

0.26%
SVP Simon Law
VP Vincent Kao
VP Morgan Chiu
VP Kenny Li
Top 10 Employees (Note 2) 1,860
0.68%
589 23.9~34.5
14,610

0.22%

1,271

30.5~30.7

38,950

0.46%

Note 1: Calculated according to issued shares on April 17, 2018 (273,788,825 shares).

  • Note 2: Top ten employees with stock options are: Kuo-Chang Chen, Shui-Lin Chen, Hung-Long Chou, Shi-Chang Han, Qin-Guo Li, Jie-Sheng Lin, Zong-Han Lin, Sheng-De Shih, Bo-Zheng Wu and Cheng-Tao Yang, (Arrange in last name’s alphabetical order)

  • Note 3: The subscription price upon execution shall be disclosed.

Note 4: The subscription price adjusted based on the issue regulations shall be disclosed.

58

4.6 Restricted Employee Shares

4.6.1 Issuance of New Restricted Employee Shares

April 17, 2018; unit: NT$

April 17, 2018; unit: NT$ April 17, 2018; unit: NT$ April 17, 2018; unit: NT$ April 17, 2018; unit: NT$
Type of New Restricted Employee
Shares
The first Tranche of 2015
Date of Effective Registration 2015.06.22
Issue Date 2015.12.08 2016.03.21 2016.05.05
Number of New Restricted Employee
Shares Issued(Thousand Shares)
2,440 1,190 370
Issued Price (NT$) 0 0 0
New Restricted Employee Shares as a
Percentage of Shares Issued(Note 1)

0.89%
0.43% 0.14%
Vesting Conditions of New Restricted
Employee Shares
If the employees are still on duty and the personal performance
of the year are at least B plus or more than B plus as well as the
employee has followed the relevant working rules of the
Company, the ratio for the employees to acquire new restricted
employee shares is as follows:
One year after issuance: 0% of acquired shares;
Two years after issuance: 50% of acquired shares;
Threeyears after issuance: 100% of acquired shares.
Restricted Rights of New Restricted
Employee Shares
1. If the employees have acquired new restricted employee shares before
the fulfillment of the conditions, new restricted employee shares are not
able to sell, pledge, transfer, offer as a gift, set the mortgage or dispose
in some other ways.
2. The attendance of shareholders’ meeting, voting rights and some other
rights of shareholders will be managed by the trust custodian institution.
Custody Status of New Restricted
Employee Shares
Trust custodian institution will take care of the shares before the
fulfillment of duration mentioned above.
Measures to be Taken When Vesting
Conditions Are Not Met
Except the trust custodian limitation mentioned above, the rights of the
new restricted employee shares are all the same as the issued common
shares of the Company.
Number of New Restricted Employee
Shares that Have Been Redeemed or
Bought Back(Thousand Shares)
525
0

70
Number of Released New Restricted
Employee Shares(Thousand Shares)
972.5
595

0
Number of Unreleased New
Restricted Shares(Thousand Shares)
942.5
595

300
Ratio of Unreleased New Restricted
Shares to Total Issued Shares (%)
(Note 1)
0.34%
0.22%

0.11%
Impact on Possible Dilution of
Shareholdings
The influence on the Company’s EPS is limited, hence there’s no material
impact on the shareholder’s equity.

Note 1: Calculated according to issued shares on April 17, 2018 (273,788,825 shares).

59

4.6.2 List of Executives Receiving New Restricted Employee Shares and the Top Ten Employees with New Restricted Employee Shares

April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
April 18,2017;unit: Thousand shares;NT$thousand
Released
Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
365
0
0
0.13%
365
0
0
0.13%

480
0
0
0.18%
630
0
0
0.23%
Title Name Number of
New
Restricted
Shares

New
Restricted
Shares as a
Percentage
of Shares
Issued
(Note 1)
Released Unreleased
Number
of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Released
Restricted Shares
as a Percentage
of Shares Issued
(Note 1)
Number of
Shares
Issued
Price
(NT$)
Amount
(NT$ Thousands)
Unreleased
Restricted
Shares as a
Percentage
of Shares Issued
(Note 1)
Management CEO Alex Hsia 730 0.27% 365 0 0 0.13%
365

0

0

0.13%
VP Vincent Kao
VP Morgan Chiu
VP Kenny Li
Top 10 Employees (Note 2) 1,110
0.41%

480

0

0

0.18%

630

0

0

0.23%

Note 1: Calculated according to issued shares on April 17, 2018 (273,788,825 shares).

  • Note 2: Top ten employees with new restricted employee shares are: Kuo-Chang Chen, Shui-Lin Chen, Shih-Chang Chia, Yong-Fei Chien, Hung-Long Chou, Shi-Chang Han, Kuo-Chun Hung, Qin-Guo Li, Jie-Sheng Lin, Zong-Han Lin, Sheng-De Shih, Bo-Zheng Wu and Cheng-Tao Yang, Yung-Neng Yu (Arrange in last name’s alphabetical order)

4.7 Status of New Shares Issuance in Connection with Mergers and Acquisitions: None.

  • 4.8 Financing Plans and Implementation: None

60

V. Operational Highlights

5.1 Business Activities

  • 5.1.1 Business Scope

  • A. Main Areas of Business Operations

As a digital imaging solution provider, Altek mainly delivers the research, development, manufacturing and sale of digital imaging-related applications and offers customers IP licensing, computing software, application-specific integrated circuits (ASIC), dual (multi-) lens camera module, and ODM for system products.

B. Revenue Distribution

Revenue Distribution Revenue Distribution Revenue Distribution
Unit: NT$ thousand
Major Divisions Total Sales in Year 2017 (%) of Sales
Digital Imaging-related Applications 10,552,773 100.00%

Note1: Digital imaging-related applications include imaging chips, dual lens camera modules, wearable cameras, automotive cameras, and medical electronics.

Note2: Consolidated base with IFRS.

  • C. New Product Development

  • (1) AI deep learning chips

  • (2) Automotive imaging chips

  • (3) Dual lens camera module and algorism software

  • (4) Home and industrial surveillance camera

  • (5) Wide-angle automotive camera (megapixels or more)

  • (6) Artificial pancreas

  • (7) New generation of glucose meter

  • (8) Disposable wide-angle endoscope

5.1.2 Industry Overview

  • A. Current Status, Development and Competition

As a digital imaging solution provider, Altek is aware that digital imaging has become a necessity with changes in consumers’ habits. In addition to the focus on the image quality of cameras and camcorders, Altek now approaches greater importance to home intelligence, personal safety, driving safety, and medical precision in response to IoT, Big Data, and vision intelligence.

The 2018 CES mainly focuses on AI, IoT, self-driving, home intelligence (smart assistants, sweeping robots, and housekeeping robots), and AR/VR. Machine vision is the common technology for different products, which further allows machines to read, learn, and increase intelligence.

In the market, Altek is one of the few solution providers that offer a full range of solutions from IP licensing, computing software, dual (multi-) lens camera modules, to ODM for

61

total solution providers. With the increasing importance of digital imaging, a diversity of competitors, including algorism software companies, fabless and camera module manufacturers, and top brands have started to develop their own technologies, leading to intense the competitions.

B. Relevance of Upstream, Midstream, and Downstream

There are a variety of digital imaging applications, especially the launch of multi-lens camera modules. Some end products, such as smart phones, with complicated supply chains also rely on camera modules developing trends. The following figure shows how the digital imaging industry operates in overall:

==> picture [441 x 178] intentionally omitted <==

C. Product Development Trend

With a change in consumers’ lifestyle, digital imaging has become the necessary for the daily life. From smart phones, automobiles, home and business surveillance to medical diagnosis, digital imaging is everywhere, and a variety of applications have sprung up.

For example, Apple took the lead to launch a dual-lens camera smart phone in 2016 and the image quality (such as blur background) is comparable to that of monocular cameras. In 2017, Apple added 3D sensing to offer face recognition, leading another trend in the market. With increasingly stricter requirements for driving safety, along with the trend of self-driving, the automotive imaging application has turned from viewing into sensing with a focus on intelligent judgments on the shape, volume, color, moving speed, and distance.

With the rapid development of the chip computing speed, AI has become a big trend. In 2018 CES, 3D sensing features the addition of cameras to different types of electronic products, including self-driving, drones, IoT products, and robots. Different from Apple Siri or Amazon Echo that features hearing, the introduction of vision will accelerate the development of AI.

62

5.1.3 Research and Development

  • A. Research and Development Expenses
Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Item 2017 2018 (as of March 31)
Total R&D Expense 874,826 195,691
% to Revenue 9% 8%

Note: Consolidated base with IFRS.

  • B. Technologies or Products Developed

  • (1) 3D sensing computer chips.

  • (2) Dual-camera module and computing software (featuring fast focus, refocus and bokeh).

  • (3) New-generation 360 degree VR camera.

  • (4) New-generation glucose meter.

  • (5) Insulin injection system (artificial pancreas).

  • (6) Disposable endoscope.

  • C. Ongoing Research and Development Projects and Expenses

In addition to developing extended products, Altek will continue to pay attention to the industrial trend and invest in technologies and applications with potential for development. The research and development expense is expected to grow steadily, and if there is no significant change, the annual consolidated R&D expense accounts for 8% of the consolidated revenue. In 2018, R&D plan and progress are described below:

below:
OngoingR&D Project Expected Completion time
AI Deep Learning Chips Before 2018 end
Active Dual-lens Module and algorism
Software
Before 2018 end
VR Camera Before 2018Q3
Safety Surveillance Camera Before 2018 end
Automotive Camera (Megapixels) Before 2018 end
Artificial Pancreas 2018Q1
New-generation Glucose Meter Before 2018 end
New-generation
Wide-range
Disposable
Endoscope
Before 2020 end

The expenses of the above R&D projects accounted for more than 80% of the total R&D expenses.

63

  • 5.1.4 Long-term and Short-term Development

  • A. Short-term Business Development Plan

    • (1) Strengthen partnership with existing customers, ensure quality and delivery, and further expand product lines.

    • (2) Form strategic alliances with international manufactures to develop new customers worldwide.

    • (3) Build visibility and reputation by participating in major exhibitions.

    • (4) Strengthen cooperation with the supply chains to develop cost-effective solutions.

  • B. Mid and Long-term Business Development Plan

    • (1) Continue to develop more competitive products for the next generation.

    • (2) Strengthen strategic alliances with top manufacturers worldwide to develop new business opportunities.

    • (3) Develop advanced products and technologies to increase differentials and barriers to entry.

    • (4) Strengthen strategies for international development, visibility and market share.

    • (5) Recruit and retain outstanding talents to reserve the capacity for product research and business development.

64

5.2 Market and Sales Overview

5.2.1 Market Analysis

  • A. Major Sales Region

In 2017, Altek’s major sales region is Asia, accounting for 89% of the consolidated sales, followed by Europe, accounting for 10% of the consolidated revenue, and North America accounted for 1% of the consolidated sales.

B. Market Share

Altek offers a full range of digital imaging solutions (including IP licensing, algorism software, chip design, dual (multi-) lens camera modules, and ODM for system products). Altek has no estimation for its market share.

  • C. Market Supply/Demand and Growth in the Future

With the increasing importance of digital imaging, other algorism software companies, fabless companies, camera module manufacturers and top brands have started to develop their own technologies. Competition among key component suppliers in China is also intense. Altek has to advance in terms of specifications and technologies and deliver more competitive services and costs.

According to the research institution’s estimation, the penetration rate of the dual-lens camera modules for smart phones will increase from 20% in 2017 to 42% in 2021, and the sales volume will increase from 320 million sets to 730 million sets. The global scale of 3D sensing software and hardware is estimated to increase from US$4.5 billion in 2017 to US$24.9 billion in 2024. Looking to the future, digital imaging products will maintain strong growth overall.

2014-2024 Global 3D Sensing Market Scale

Unit: USD million

==> picture [366 x 209] intentionally omitted <==

65

D. Competitive Niche

  • (1) In-depth algorism software

Altek has invested in in-depth algorism software for many years and obtained various patents in Taiwan, China, and the U.S. Our in-depth imaging technology has been highly recognized by smart phone manufacturers in China and semiconductor manufacturers in U.S.

  • (2) Imaging chips

Altek’s chip design team has developed more than 10 generation imaging chips successfully, including the latest 3D indepth sensing chips commissioned by semiconductor manufacturers in the U.S. More than 200 million end products have been equipped with our imaging chips.

  • (3) Optical processing technology and system integration

Altek has developed and produced cameras for international customers for over 20 years. Once the world’s largest DSC ODM, Altek has an optical team that delivers custom design with the strong capacity for technology development, system integration, and mass production.

  • (4) Complete digital imaging solution

Altek offers one-stop shopping service to customers and quickly responds to customers’ needs, from product development to mass production, in the shortest time to help customers lead in the market.

  • E. Advantages, Disadvantages and Countermeasures for Prospects

  • (1) Advantages

    • a. With the rapid development of digital imaging, Altek plays an important role with promising prospects.

    • b. With the development of 3D sensing and intelligent vision, Altek’s in-depth computing technology leads ahead of the industry.

    • c. Altek offers a full range of digital imaging solutions to customers, from product development to mass production, in the shortest time to help customers lead in the market.

  • (2) Disadvantages and Countermeasures

    • a. With the ever-changing development of technology, there are higher requirements for specifications and functions, leading to price reductions and shorter life cycles.

Countermeasure:

Altek will recruit and retain outstanding talents to strengthen its capacity for product research and resilience; Altek will also develop more technologies and products with a longer life time and higher barriers to entry.

  • b. Intense competition

With the increasing importance of digital imaging, other competitors have

66

started to develop their own technologies, and China also supports its local manufacturers, leading to intenser competition.

Countermeasure:

Altek will develop advanced products and technologies to increase differentials and barriers to entry.

5.2.2 Purpose and Production Process of Major Products

  • A. Digital Imaging Chip

  • (1) Major purpose

Digital imaging chips are applied to general consumer products, smartphone images, autotronic products, and medical imaging products ~~.~~

(2) Production process

The production process of each chip, from design to finish, is described below:

==> picture [423 x 122] intentionally omitted <==

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

Lead frame
Wafer
or substrate
CAD Wafer Wafer Packaging
Design Mask Packaging
CAE manufac testing & testing
-turing
----- End of picture text -----

a. Design procedure

Based on the product specifications, the design engineers convert the circuits into drawings for mass production using CAD and deliver drawings to wafer foundries.

==> picture [348 x 40] intentionally omitted <==

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

Computer
Circuit Circuit Layout CAD
data/tape
design simulation
----- End of picture text -----

b. Mask procedure

Circuits completed by IC designers are saved in tapes through database and delivered to the mask manufacturers. The production process includes four stages: Glass Process, Cr Film Coating, Resist Coating and Shipping. Completed masks will be delivered to wafer foundries for production.

  • c. Wafer production procedure

  • Wafers are manufactured by foundries. Wafers are processed through etching, photo, thin film, and diffusion in the module with masks. Completed wafers will be tested and qualified wafers will then be delivered.

  • d. Wafer testing procedure

Completed wafers should be tested to examine their functions. Wafers of good quality or of poor quality will be marked respectively.

67

e. Packaging procedure

Wafers of good quality will be sent for IC packaging. The packaging procedure is as follows:

==> picture [377 x 81] intentionally omitted <==

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

Label Cut Mount Wire Plastic
closures
Stamp
Electroplating Dam-bar/desmear Packaging Deliver
/tin
----- End of picture text -----

B. Dual-camera Module

(1) Major purpose

Dual-camera modules are applied to smartphones, tablets and cars.

(2) Production process

==> picture [457 x 98] intentionally omitted <==

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

Software /
Camera module Dispense integration firmware Focusing Calibration Quality testing Packaging/Deliver
----- End of picture text -----

C. Digital Imaging Solution

(1) Major purpose

Images recording, community sharing, webcast, virtual reality, and face recognition.

(2) Production process

==> picture [377 x 260] intentionally omitted <==

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

Specification and functional testing Deliver
Production tool integration Packaging
Module integration Environmental reliability test
Assembly Digital imaging processing
Software/firmware integration Structures & electronic reliability
integration
----- End of picture text -----

68

5.2.3 Major Suppliers

Altek has maintained a good relationship with major suppliers to control sources of materials, shorten delivery, improve material quality, and reduce risks. Altek also reaches an agreement with major suppliers and according the market supply and demand to review price in order to establish safe inventory for the optimization of quality, delivery, and costs.

.

69

5.2.4 Major Customers

A. Major Suppliers in the Last Two Calendar Years

Unit: NT$ thousand

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
2016 2017 2018 (as of March 31)
Name Amount Percentage (%) Relation
with
Issuer
Name Amount Percentage (%) Relation
with
Issuer
Name Amount Percentage (%) Relation
with
Issuer
a 1,406,584 14.66 None o 832,751 10.13 None p 220,443 11.08 None
Other 8,189,981 85.34 None Other 7,385,744 89.87 None Other 1,769,861 88.92 None
Total 9,596,564 100.00 Total 8,218,495 100.00 Total 1,990,305 100.00

The reason for the change: Altek has been actively transitioning to develop new products and cooperate with the new suppliers.

B. Major Customers in the Last Two Calendar Years

Unit: NT$ thousand

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
2016 2017 2018 (as of March 31)
Name Amount Percentage (%) Relation
with
Issuer
Name Amount Percentage
(%)
Relation
with
Issuer
Name Amount Percentage
(%)
Relation
with
Issuer
E 2,326,399
20.09

None
F 2,064,733
19.57

None
F 456,555
19.54
None
F 1,989,676
17.19

None
E 1,877,714
17.79

None
T 420,701
18.01
None
O 1,671,863
14.44

None
S 1,156,451
10.96

None
Other 5,589,108
48.28

None
Other 5,453,875
51.68

None
Other 1,459,057
62.45
None
Total 11,577,046
100.00

Total 10,552,773
100.00

Total 2,336,313
100.00

The reason for the change: Altek has been actively transitioning; due to different sales of products, the customer's ranking has changed slightly.

70

5.2.5 Production in the Last Two Years

Unit: Thousand; NT$ thousand

Unit: Thousand; NT$ thousand Unit: Thousand; NT$ thousand Unit: Thousand; NT$ thousand
Year 2016 2017
Output
Major Products

Capacity
Quantity Value Capacity Quantity Value
Digital Imaging-related Applications See Note See Note

Note: Such information is the Company’s business secret. To protect shareholder’s benefits, it’s not able to disclose herein.

5.2.6 Shipments and Sales in the Last Two Years

Unit: Thousand; NT$ thousand

Unit: Thousand; NT$ thousand Unit: Thousand; NT$ thousand Unit: Thousand; NT$ thousand Unit: Thousand; NT$ thousand
Year 2016(Note 1) 2017(Note 1)
Shipments
& Sales
Major Products
Local Export Local Export
Quantity Amount Quantity Amount Quantity Amount Quantity Amount
Digital Imaging-related
Applications
Note 2 439,930 Note 2 11,137,116 Note 2 11,431 Note 2 10,441,342

Note 1: Consolidated base with IFRS.

Note 2: Such information is the Company’s business secret. To protect shareholder’s benefits, it’s not able to disclose herein.

5.3 Human Resources

Human Resources Human Resources
Year 2016 2017 March 31, 2018
Number of
Employees
Direct and Indirect 245 192 206
Management 8 5 5
Total 253 197 211
Average Age 41.59 42.0 42.0
Average Years of Service 7.4 8.6 8.6
Education (%) Ph.D. 0.7 0.5 0.5
Master 48.8 46.7 49.2
Bachelor’s Degree 45.8 48.2 46.0
Senior High School 4.0 3.6 3.3
Below Senior High School 0.7 1.0 1.0

Note: Exposing only the number of employees in individual entity. Such information is the Company’s business secret. To protect shareholder’s benefits, it’s not able to disclose herein.

5.4 Environmental Protection Expenditure

5.4.1 Total Losses and Penalties

The loss or penalty caused by environmental pollution during the latest year and up to the printing date of this annual report: None.

71

5.4.2 Countermeasures and Possible Expenditure

Altek is a high-tech company located in Hsinchu Science Park, consuming very limited pollution. Altek strictly obeys environmental protection regulations. No environmental protection and safety penalty occurred from Altek and its subsidiaries.

5.5 Labor Relations

  • 5.5.1 Implementation and Maintenance of Employee Benefits, Training, and Pension System and Labor Agreements

  • A. Employee benefits

Since its establishment, Altek has implemented the people-oriented management by valuing and caring for employees and continuously providing comprehensive benefits based on the Labor Pension Act and the Labor Standards Act.

Altek employees enjoy a comprehensive benefits package and annualsick and maternity leave terms and flexible vacation rights that are significantly above the standard set in the Labor Law. Employees enjoy coverage under national Labor and Health Insurance schemes as well as group insurance coverage – well above Labor Law requirements.

Employees work flexible hours that fit in with their priorities and needs. Altek schedules regular employee health check and provides special monetary disbursements for weddings, births, hospitalization and funerals. Altek employees are also entitled to join in annually organized company outings, sports events and athletic competitions.

Special gifts or ‘red envelopes’ find their way to every employee to help celebrate his or her birthday. Special birthday discounts and awards are also provided by specially designated retailers.

B. Employee Training

Talents are the most important assets of the Company. Thus, developing employees’ knowledge and skills through properly planned resources and improving their productivity is the crucial task for the Company. Altek arranges annual training plans to address the professional needs of its employees, the professional skills training targets of management and the overall strategic objectives of the organization. Training for individuals, jobs and the organization strikes an optimal balance that gives every employee a tailored training schedule that is solid, well-rounded and targeted on enhancing and expanding skill sets. To provide better training quality, a feedback survey is conducted for the reference to subsequent training planning. Meanwhile, Altek also encourages employees to participate in external training programs, such as seminars, professional courses, and advanced study, by providing subsidies, so as to expand employees’ self-development and work potential.

72

The number of training programs held in 2017 totaled 4,361 hours, with 1,234 trainees and at the cost of NT$542,936. The results of training programs are shown below:

Unit: NT$

Unit: NT$
Item Number of
Trainees
Hours Expense
Professional Training 715 2,484 542,936
Employee Safety and Health
Training
98 294
QualityTraining 130 390
Generic Training 204 582
New Employee Orientation 54 162
External Training 33 449
Total 1,234 4,361

Training programs are divided into:

  • (1) Professional Training

Professional training courses are held to improve employee’s’ professional skills, productivity, and performance.

(2) Employee Safety and Health Training

Employee safety and health training courses are held in accordance with national industrial safety and health regulations to safeguard employees’ health and safety at workplaces.

  • (3) Quality Training

The quality training courses are held to improve all employees’ awareness of quality and promote the provision of products of the best quality that meets customers’ needs.

  • (4) Generic Training

The generic training courses are held to improve employees’ language and computer skills and develop their potentials for the purpose of achieving the Company’s overall business objectives.

  • (5) New Employee Orientation

The new employee orientation is held by Human Resource Division to help new recruits adapt to the Company’s systems, environment, and information security.

73

C. Pension System

The pension system is implemented in accordance with the Labor Pension Act and the Labor Standards Act. The labor retirement reserve is appropriated monthly. The pension systems of subsidiaries are implemented according to related local laws and regulations.

Pension System Old System New System
Applicable Law Labor Standards Act Labor Pension Act
Method of Appropriation 2% of the monthly salary is
appropriated and deposited
in the Bank of Taiwan in the
name of the Supervisory
Committee of Business
Entities’ Labor Retirement
Reserve.
At least 6% of the monthly
salary is appropriated to
the employee’s personal
account in Bureau of Labor
Insurance, Ministry of
Labor.
Amount of Appropriation The balance of the labor
retirement reserve is
NT$40,555 thousand.
The pension recognized in
2017 was NT$13,156
thousand.

D. Labor Agreement

The Company and its subsidiaries have established mechanisms and channels of regular communication with employees and hold employee communication meetings from time to time to ensure smooth communication. No labor-related dispute occurs.

The Company has established the Working Rules based on the Labor Standards Act and the Working Rules have been approved by the Hsinchu Science Park Bureau.

  • E. Code of Conduct or Code of Ethics

  • (1) Employees shall work in accordance with the Company’s policies and regulations, abide by supervisors’ proper guidance, and have strong willingness to work and deliver good quality; supervisors shall provide guidance for employees in a cordial manner. Employees shall report their duties to their superiors.

  • (2) Employees shall hold an active, gregarious, and enterprising attitude toward work with a proactive point of view. Employees shall perform their duties reliably without any delay or procrastination. During working hours, employees are not allowed to leave their posts without permission.

  • (3) Employees shall take self-esteem, self-respect, and self-discipline seriously, act honestly, thriftily, and politely, and show respect to others.

  • (4) Employees are not allowed to browse documents, letters, technologies, and business that are not under their management without permission.

  • (5) Employees shall not disclose, tell, deliver, or transfer, or publish or release trade secrets known or held by themselves at their posts; without the Company’s written consent, employees are not allowed to operate or participate in business of their own or any third party that is related or similar to the Company’s business. Rights and liabilities of employment and confidentiality are governed by the Company’s

74

Employment Contract and Confidentiality Contract separately.

  • (6) Employees shall not accept rebate or other illegal benefits due to convenience of duties or take advantage of their duties to make profit for themselves or others.

  • (7) Employees shall not disclose confidential information on personal salaries on purpose or inquire about salaries of others.

  • (8) Employees shall not bring ammunition, swords, and guns, dangerous goods, contraband or objects irrelevant to the public goods of production to the workplaces or carry away any public goods from the Company without permission.

  • (9) Employees shall keep the workplace and the surroundings safe and clean in accordance with the occupational safety and health laws and regulations and the Company’s policies and prevent burglary, fire, or other natural disasters from happening.

  • F. Safeguard for the Workplace and Employees’ Safety

  • (1) Environmental improvement and maintenance of environmental conditions

The maintenance of the facilities and equipment at the workplace will be designed from time to time to create a comfortable and safe working environment.

  • (2) Safety training

The training course on fire and emergency drills will be carried out annually to minimize the loss of property in case of emergency.

  • (3) Health management

Cleaning, disinfection, and garbage recycling are carried out at the workplace to avoid the growth of mosquitos and bacteria.

  • (4) Environment and safety management:

The visitor needs the ID card issued by the company in order to access the control door. The security guard will check the ID card then the visitor is able to enter the Company.

  • 5.5.2 Loss Caused by Labor-related Disputes, Estimations and Countermeasures: None.

5.6 Important Contracts

Agreement Counterparty Period Major Contents Restrictions
Land Lease Hsinchu Science
Park Bureau,
Ministry of
Science and
Technology
2018.09.19~
2027.12.31
Renting Scientific Park Land Need to comply
with related
management
Regulations

75

VI. Financial Information

6.1 Five-Year Financial Summary

6.1.1 Condensed Balance Sheet

A. Consolidated Condensed Balance Sheet – Based on IFRS

Unit: NT$ thousand Unit: NT$ thousand Unit: NT$ thousand Unit: NT$ thousand Unit: NT$ thousand
Year
Item

2013
2014 2015 2016 2017 March 31, 2018
(Note 2)
Current Assets 9,078,856 9,643,055 9,649,516 10,051,522 10,213,502 10,221,306
Property, Plant and
Equipment
5,656,784 5,603,692 5,211,143 4,657,848 4,426,156 4,408,104
Intangible Assets 110,413 103,447 93,713 92,917 121,538 113,574
Other Assets 872,407 502,017 445,806 424,845 287,775 322,219
Total Assets 15,718,460 15,852,211 15,400,178 15,227,132 15,048,971 15,065,203
Current
Liabilities
Before
Distribution
4,923,728 5,447,625 5,117,961 5,613,869 5,042,892 5,022,544
After
Distribution
4,923,728 5,717,879 5,386,241 5,829,465 (Note 2) (Note 2)
Non-current Liabilities 894,824 724,458 653,365 580,270 520,854 538,742
Total
Liabilities
Before
Distribution
5,818,552 6,172,083 5,771,326 6,194,139 5,563,746 5,561,286
After
Distribution
5,818,552 6,442,337 6,039,606 6,409,735 (Note 2) (Note 2)
Share Capital(Note 3) 3,902,653 2,701,358 2,726,938 2,739,788 2,738,188 2,737,888
Capital
Reserve
Before
Distribution
2,028,690 2,063,551 1,975,772 1,862,914 2,256,692 2,256,188
After
Distribution
2,028,690 1,928,424 1,841,632 1,862,914 (Note 2) (Note 2)
Retained
~~E~~arnings
Before
Distribution
4,374,704 4,426,902 4,536,749 4,462,922 4,259,236 4,255,564
Distribution 4,374,704 4,291,775 4,402,609 4,274,326 (Note 2) (Note 2)
Other EquityInterest 27,904 481,868 414,647 (25,521) (302,339) (299,786)
TreasuryStock (440,573) (129,393) (129,393) (96,138) (96,138)
Equity
Attributable
to Owners
of
the Parent

Before
Distribution
9,893,378 9,673,679 9,524,713 8,910,710 8,855,639 8,853,716
After
Distribution
9,893,378 9,403,425 9,256,433 8,695,114 (Note 2) (Note 2)
Non-controllingInterests 6,530 6,449 104,139 122,283 629,586 650,201
~~T~~otal Equity
Before
Distribution
9,899,908 9,680,128 9,628,852 9,032,993 9,485,225 9,507,917

After
Distribution
9,899,908 9,409,874 9,360,572 8,817,397 (Note 2) (Note 2)

Note 1: The annual financial statements have been audited by CPAs; financial statements as of March 31, 2018 have been reviewed by CPAs.

Note 2: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018.

Note 3: Mainly the capital decrease by cash at the amount of NT$1,182,475 thousand in 2014.

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B. Individual Condensed Balance Sheet – Based on IFRS

Unit: NT$ thousand

Year
Item
Year
Item

2013
2014 2015 2016 2017
Current Assets 2,773,391 3,560,652 3,342,969 2,545,463 1,710,815
Property, Plant and Equipment 2,252,204 2,195,459 2,151,402 2,132,812 2,179,758
Intangible Assets 7,135 3,892 3,866 2,505 1,754
Other Assets 11,083,223 10,308,292 10,217,278 9,766,424 9,630,848
Total Assets 16,115,953 16,068,295 15,715,515 14,447,487 13,523,175
Current
Liabilities
Before
Distribution

5,327,751
5,670,171 5,544,812 4,989,428 4,195,351
After
Distribution

5,327,751
5,940,425 5,813,092 5,205,024 (Note 2)
Non-current
Liabilities
894,824 724,445 645,990 547,349 472,185
~~T~~otal Liabilities Before
Distribution

6,222,575
6,394,616 6,190,802 5,536,777 4,667,536
After
Distribution

6,222,575
6,664,870 6,459,082 5,752,373 (Note 2)
Share Capital (Note 3) 3,902,653 2,701,358 2,726,938 2,739,788 2,738,188
~~C~~apital Reserve Before
Distribution

2,028,690
2,063,551 1,975,772 1,862,914 2,256,692
After
Distribution

2,028,690
1,928,424 1,841,632 1,862,914 (Note 2)
Retained
Earnings
Before
Distribution

4,374,704
4,426,902 4,536,749 4,462,922 4,259,236
After
Distribution

4,374,704
4,291,775 4,402,609 4,247,326 (Note 2)
Other Equity Interest 27,904 481,868 414,647 (25,521) (302,339)
Treasury Stock (440,573) (129,393) (129,393) (96,138)
Total
shareholders’
Equity

Before
Distribution

9,893,378
9,673,679 9,524,713 8,910,710 8,855,639
After
Distribution

9,893,378
9,403,425 9,256,433 8,695,114 (Note 2)

Note 1: The financial data have been audited by CPAs.

Note 2: The earnings distribution of Year 2017 is subject to approval of the shareholders’ meeting to be held on June 15, 2018.

Note 3: Mainly the capital decrease by cash at the amount of NT$1,182,475 thousand in 2014.

Note4: Altek made a simple merger with its subsidiary, Altek Autotronics, on June 30, 2017. The foregoing transaction belongs to the structural reorganization within the Group, where Altek Autotronics should be considered to be possessed by Altek from the very beginning and was consolidated. The 2016 individual financial statements were retrospectively renumbered when Altek prepared the 2017 individual financial statements. The 2016 financial ratio was calculated based on the reconstructed one.

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6.1.2 Condensed Statement of Comprehensive Income/Condensed Statement of Income

A. Consolidated Condensed Statement of Comprehensive Income–Based on IFRS

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Year
Item

2013
2014 2015 2016 2017 March 31,
2018
Operating Revenue 19,165,825 15,431,081 12,492,029 11,577,046 10,552,773 2,336,313
Gross Profit from
Operations
1,158,836 1,560,966 1,568,786 1,555,744 1,435,042 298,843
Net Operating Income
(Loss)
(63,840) 301,251 226,351 45,759 159,446 16,078
Non-operating Income
and Expense
(303,661) 9,631 56,160 144,816 (21,884) (3,172)
Income (Loss) before Tax (367,501) 310,882 282,511 190,575 137,562 12,906
Income (Loss) for
Continued Operations
(330,515) 276,175 274,380 100,108 49,587 3,582
Income (Loss) from
Discontinued
Operations
Net Income (Loss) (330,515) 276,175 274,380 100,108 49,587 3,582
Other Comprehensive
Income(Income after Tax)
368,703 458,362 (11,764) (438,440) (326,910) 9,258
Total Comprehensive
Income
38,188 734,537 262,616 (338,332) (277,323) 12,840
Net Income Attributable
to Owners of the Parent
(332,012) 275,335 273,643 53,800 13,402 (27,153)
Net Income Attributable
to
Non-controllingInterests
1,497 840 737 46,308 36,185 30,735
Comprehensive Income
Attributable to
Owners of the Parent
36,691 733,697 265,898 (382,446) (306,223) (7,775)
Comprehensive Income
Attributable to
Non-controllingInterests
1,497 840 (3,282) 44,114 28,900 20,615
Earnings (Loss) per Share
(NT$)
(0.88) 0.80 1.02
0.20
0.05 (0.10)

Note: The annual financial statements have been audited by CPAs; financial statements as of March 31, 2018 have been reviewed by CPAs.

78

B. Individual Condensed Statement of Comprehensive Income–Based on IFRS

Unit: NT$ thousand

Year
Item
2013 2014 2015 2016 2017
Operating Revenue 10,164,641
11,710,474
9,153,080 3,860,298 4,459,078
Gross Profit from Operations 1,079,436
1,249,827
1,011,509
650,252

438,319
Net Operating Income (Loss) 148,278
354,250

177,508

22,497

(193,822)
Non-operating Income and
Expense
(532,313)
(106,917)

72,180

51,557

211,304
Income (Loss) before Tax (384,035)
247,333

249,688

74,054

17,482
Income (Loss) for Continued
Operations
(332,012)
275,335

273,643

53,800

13,402
Income (Loss) from Discontinued
Operations
Net Income (Loss) (332,012)
275,335

273,643

53,800

13,402
Other Comprehensive Income
(Income after Tax)
368,703
458,362

(7,745)

(436,246)

(319,625)
Total Comprehensive Income 36,691
733,697

265,898

(382,446)

(306,223)
Earnings (Loss) per Share (NT$) (0.88)
0.80

1.02

0.20

0.05

Note 1: The financial data have been audited by CPAs.

Note 2: Altek made a simple merger with its subsidiary, Altek Autotronics, on June 30, 2017. The foregoing transaction belongs to the structural reorganization within the Group, where Altek Autotronics should be considered to be possessed by Altek from the very beginning and was consolidated. The 2016 individual financial statements were retrospectively renumbered when Altek prepared the 2017 individual financial statements. The 2016 financial ratio was calculated based on the reconstructed one.

6.1.3 Auditors’ Opinions from 2013 to 2017

Year CPA Accounting Firm Audit Opinion
2013 Guo-Hua Zeng and Wei-Chen Wang PricewaterhouseCoopers Unqualified opinion
2014 Yu-Kuan Lin and Fang-Yu Wun
(Note)
PricewaterhouseCoopers Unqualified opinion
2015 Yu-Kuan Lin and Dian-Yi Li
(Note)
PricewaterhouseCoopers Unqualified opinion
2016 Dian-Yi Li and Yu-Kuan Lin PricewaterhouseCoopers Unqualified opinion
2017 Dian-Yi Li and Yu-Kuan Lin PricewaterhouseCoopers Unqualified opinion

Note: CPAs have been changed based on the job rotation of PricewaterhouseCoopers.

79

6.2 Five-Year Financial Analysis

A. Consolidated Financial Analysis – Based on IFRS

Item Year 2013 2014 2015 2016 2017 March 31,
2018
Financial
Structure (%)
Debt Ratio 37.02
38.94

37.48

40.68

36.97

36.91
Ratio of Long-term Capital to
Property,Plant and Equipment
190.83
185.67

197.19

206.39

226.07

277.82
Solvency (%) Current Ratio (%) 184.39
177.01

188.30

179.05

202.53

203.51
Quick Ratio (%) 153.51
151.85

165.33

149.10

175.91

175.71
Interest Earned Ratio (Times) 19.00
14.88

8.39

6.12

3.35
Operating
Performance
Accounts Receivable Turnover
(Times)
5.80
5.60

5.30

4.57

4.08

4.08
Average Collection Period 62.93
65.17

68.86

79.86

89.46

89.46
Inventory Turnover (Times) 10.55
9.98

8.36

6.88

6.46

6.46
Accounts Payable Turnover
(Times)
6.37
5.10

4.08

4.14

4.01

3.88
Average Days in Sales 34.59
36.57

43.66

53.05

56.50

56.50
Property, Plant and Equipment
Turnover(Times)
3.50
2.74

2.31

2.35

2.32

0.53
Total Assets Turnover (Times) 1.19
0.98

0.80

0.76

0.70

0.16
Profitability Return on Total Assets (%) (2.00)
1.84

1.86

0.80

0.47

0.06
Return on Stockholders' Equity
(%)
(3.30)
2.82

2.84

1.07

0.54

0.04
Pre-tax Income to Paid-in
Capital(%)
(9.42)
11.51

10.36

6.96

5.02

0.47
Profit Ratio (%) (1.72)
1.79

2.20

0.86

0.47

0.15
Earnings per Share (NT$) (0.88)
0.80

1.02

0.20

(Note 2)

(Note 2)
Cash Flow Cash Flow Ratio (%) 21.2
6.16

16.29
Cash Flow Adequacy Ratio (%) 95.69
42.36

62.43

36.79
73.01
Cash Reinvestment Ratio (%) 9.33
0.36

4.96
Leverage Operating Leverage 8.39
10.88

44.05

11.65

26.68
Financial Leverage 0.85
1.06

1.10

2.33

1.20

1.60
The 20% changes in various financial ratios in recent two years:
1. Reduction in the interest protection ratio: Mainly due to the decrease in pre-tax net income in 2017.
2. Profitability ratios and the reduction in earnings per share: Mainly due to the decrease in pre-tax and after-tax
net income in 2017.
3. The increase in relative cash flow ratios: Mainly due to the operating positive net cash flows in 2017.
4. Reduced operating and financial leverage: Manly due to the increase of operating income in 2017.

Note: The annual financial information has been audited by the accountants, and the financial information for the first quarter of 2018 was reviewed by the accountants.

80

B. Individual Financial Analysis – Based on IFRS

B. Individual Financial Analysis – Based on IFRS
Item Year 2013 2014 2015 2016 2017
Financial
Structure (%)
Debt Ratio 38.61
39.80

39.39

38.32

34.52
Ratio of Long-term Capital to Property, Plant
and Equipment
479.01
473.62

472.75

443.40

427.93
Solvency (%) Current Ratio(%) 52.06
62.80

60.29

51.02

40.78
Quick Ratio(%) 51.44
61.98

60.12

49.91

40.30
Interest Earned Ratio (Times) 18.44
13.27

3.80

1.64
Operating
Performance
Accounts Receivable Turnover (Times) 3.84
5.80

5.30

3.48

5.31
Average Collection Period 95.02
62.93

68.86

104.89

68.74
InventoryTurnover(Times) 125.22
566.87

413.87

57.29

87.23
Accounts Payable Turnover(Times) 2.10
2.99

2.36

1.30

2.07
Average Days in Sales 2.91
0.64

0.88

6.37

4.18
Property, Plant and Equipment Turnover
(Times)
4.46
5.27

4.21

1.98

2.07
Total Assets Turnover (Times) 0.60
0.73

0.58

0.28

0.32
Profitability Return on Total Assets(%) (1.90) 1.78
1.83

0.50

0.25
Return on Stockholders' Equity (%) (3.31) 2.81
2.85

0.58

0.15
Pre-tax Income to Paid-in Capital(%) (9.84) 9.16
9.16

2.63

0.64
Profit Ratio(%) (3.27) 2.35
2.99

1.27

0.30
Earnings per Share (NT$) (0.88)
0.80

1.02

0.20

0.05
Cash Flow Cash Flow Ratio (%) 12.24
7.04

Cash Flow AdequacyRatio(%)
Cash Reinvestment Ratio(%) 6.55
1.15

Leverage OperatingLeverage 5.95
3.20

5.23

Financial Leverage 1.08
1.04

1.13

0.01

0.88
The 20% change in various financial ratios in the recent two years:
1. Decrease in current ratio: Mainly due to the reduction of cash and equivalent cash.
2. Reduction of the interest protection multiple: Mainly due to the decrease in pre-tax income in 2017.
3. The increase for the turnover rate of AR and AP: The difference caused by changes of product mix.
4. Profitability ratios and reduction in earnings per share: Mainly due to the reduction of pre-tax and after-tax
income.
5. Increased financial leverage: Mainly due to the decrease in operating income in 2017.

Note 1: Annual financial information is certified by accountants

Note 2: Altek made a simple merger with its subsidiary, Altek Autotronics, on June 30, 2017. The foregoing transaction belongs to the structural reorganization within the Group, where Altek Autotronics should be considered to be possessed by Altek from the very beginning and was consolidated. The 2016 individual financial statements were retrospectively renumbered when Altek prepared the 2017 individual financial statements. The 2016 financial ratio was calculated based on the reconstructed one.

81

International Financial Reporting Standards (IFRS)

Formula for Financial Ratios:

  1. Financial Structure

  2. (1) Debt Ratio Total Liabilities Total Assets.

  3. (2) Ratio of Long-term Capital to Property, Plant and Equipment (Total Shareholders’ Equity Non-current Liabilities) Net Property, Plant and Equipment.

  4. Solvency

  5. (1) Current Ratio Current Assets Current Liabilities.

  6. (2) Quick Ratio (Current Assets Inventory Prepaid Expenses) Current Liabilities.

  7. (3) Interest Earned Ratio Net Profit before Income Tax and Interest Expenses Current Interest Expenses.

  8. Operating Performance

  9. (1) Accounts Receivable Turnover (including Accounts Receivable and Notes Receivable arising from Business) Net Sales Average Accounts Receivable Balance (including Accounts Receivable and Notes Receivable arising from Business) in Each Period.

  10. (2) Average Collection Period 365 Accounts Receivable Turnover.

  11. (3) Inventory Turnover Cost of Sales Average Inventory.

  12. (4) Accounts Payable Turnover (including Accounts Payable and Notes Payable arising from Business) Cost of Sales Average Accounts Payable Balance (including Accounts Payable and Notes Payable arising from Business) in Each Period.

  13. (5) Average Days in Sales 365 Inventory Turnover.

  14. (6) Property, Plant and Equipment Turnover Net Sales Net Average Property, Plant and Equipment.

  15. (7) Total Assets Turnover Net Sales Average Total Assets.

  16. Profitability

  17. (1) Return on Total Assets =〔 Net Income Interest Expenses×(1 Tax Rate) 〕/ Average Total Assets.

  18. (2) Return on Stockholders' Equity Net Income Average Total Shareholders’ Equity.

  19. (3) Profit Ratio Net Income Net Sales.

  20. (4) Earnings per Share (Profits and Losses Attributable to the Owners of the Parent Company Preferred Dividend) Weighted Average Number of Shares Issued.

5. Cash Flow

  • (1) Cash Flow Ratio Net Cash Flow from Operating Activities Current Liabilities.

  • (2) Cash Flow Adequacy Ratio Net Cash Flow from Operating Activities over the Last Five Years (Capital Expenditures Increase in Inventory Cash Dividend) over the Last Five Years.

  • (3) Cash Reinvestment Ratio (Net Cash Flow from Operating Activities Cash Dividends) (Gross Property, Plant and Equipment Long-term Investment Other Non-current Assets Working Capital).

  • Leverage

  • = -

  • (1) Operating Leverage (Net Operating Income Variable Operating Costs and Expenses) Operating Income.

  • = -

  • (2) Financial Leverage Operating Income (Operating Income Interest Expenses).

82

6.3 Audit Committee’s Review Report for the Most Recent Year

Audit Committee’s Review Report

To: The 2018 Annual General Shareholders’ Meeting

The Board of Directors has prepared the Company’s 2017 Business Report, Financial Statements and proposal for allocation of earnings. The CPA firm of PricewaterhouseCoopers was retained to audit Altek’s Financial Statements and has issued an audit report relating to the Financial Statements. The Business Report, Financial Statements, and earnings allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of Altek Corporation. According to relevant requirements of the Securities Exchange Act and the Company Law, we hereby submit this report.

Altek Corporation

Chairman of the Audit Committee Ching Jen Hu

March 23, 2018

83

6.4 Consolidated Financial Statements for the Years Ended December 31, 2017 and 2016

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REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR 17000244

(In Thousands of New Taiwan Dollars) To the Board of Directors and Shareholders of Altek Corporation

Opinion

We have audited the accompanying consolidated balance sheets of Altek Corporation and its subsidiaries (the “Group”) as at December 31, 2017 and 2016, and the related consolidated statements of comprehensive income, of changes in equity and of 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 at December 31, 2017 and 2016, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparations of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Professional Ethics for Certified Public Accountants in the 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 for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the

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context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s consolidated financial statements of the current period are stated as follows:

Allowance for inventory valuation losses

Description

Please refer to Note 4(12) for description of accounting policy on inventory valuation. Please refer to Note 5(2) for accounting estimates and assumption uncertainty in relation to inventory valuation. Please refer to Note 6(4) for description of allowance for inventory valuation losses.

The Group is primarily engaged in manufacturing and sales of digital image application products. As the Group is in a rapidly changing industry and the short life cycle of electronic products and the highly competitive nature of the market, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Group measures inventories sold at the lower of cost and net realisable value. For inventory that is over a certain age and individually identified obsolete or damaged inventory, the company recognises losses at net realisable value. Aforementioned allowance for inventory valuation losses mainly arises from individually identified obsolete or damaged inventory. Since the value of inventories is significant, involves various types of inventory, and the individual identification of inventory usually involves management judgement which is an area that also needs to be assessed using our judgement during the audit process. Thus, we identified valuation of allowance for inventory losses as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  • A. Obtained an understanding and assessed the provision policy on inventory valuation losses.

  • B. Obtained the statement of individually identified obsolete inventory prepared by management and checked the accuracy of stock age analysis report and relevant information.

  • C. Checked the accuracy of net realisable value of inventory, assessed the consistency between valuation of market value decline and its provision policy, and assessed the reasonableness of allowance for valuation losses determined by the Group.

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Timing of sales revenue recognition

Description

Please refer to Note 4(27) for accounting policies of revenue recognition. The Company and its subsidiaries’ revenue mainly arises from export sales and the cash amounts are material. As the sales terms vary from customers who are located in Mainland China, Europe and America, the terms in customer orders and contracts needs to be properly assessed. Since this involves judgement in the determination of timing of ownership transfer, we consider the timing of revenue recognition as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  • A. Assessed the appropriation of policies on sales revenue recognition.

  • B. Assessed and tested the design of internal controls that are relevant to sales revenue recognition and the effectiveness of execution.

  • C. Performed cutoff test on sales revenue in specific period around balance sheet date.

  • D. Performed confirmation and substantive test on the balance of accounts receivable at the end of period to confirm accounts receivable and that relevant sales revenue have been recorded in the proper period.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of Altek Corporation as at and for the years ended December 31, 2017 and 2016.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparations of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, 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.

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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 are responsible for overseeing the Group’s financial reporting process.

Auditor’s responsibilities for the audit of the consolidated 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 ROC GAAS 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 ROC GAAS, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  1. 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.

  2. 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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  1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  2. 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 to cease to continue as a going concern.

  3. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  4. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group 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.

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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.

Li, Tien-Yi

[Lin, Yu-Kuan ]

For and on behalf of PricewaterhouseCoopers, Taiwan

March 23, 2018


The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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89

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3)
6(4)
6(5)
6(6)
6(7)
6(8)
6(9)
6(26)
6(10)
December 31, 2017
AMOUNT
%
$
5,874,982
39
584,799
4
30,335
-
2,342,369
16
18,976
-
3,339
-
1,165,926
8
176,696
1
16,080
-
10,213,502
68
138,011
1
-
-
3,648,788
24
777,368
5
121,538
1
82,415
1
67,349
-
4,835,469
32
$
15,048,971
100
December 31, 2016 December 31, 2016
AMOUNT
$
5,874,982
584,799
30,335
2,342,369
18,976
3,339
1,165,926
176,696
16,080
10,213,502
138,011
-
3,648,788
777,368
121,538
82,415
67,349
4,835,469
$
15,048,971
AMOUNT
$
4,849,989
693,709
349
2,783,145
19,943
3,628
1,470,971
210,016
19,772
10,051,522
147,834
126,757
4,657,848
-
92,917
69,782
80,472
5,175,610
$
15,227,132
%
Current assets
1100
Cash and cash equivalents
1110
Current financial assets at fair
value through profit or loss
1150
Notes receivable, net
1170
Accounts receivable, net
1200
Other receivables
1220
Current income tax assets
130X
Inventories, net
1410
Prepayments
1470
Other current assets
11XX
Current Assets
Non-current assets
1543
Non-current financial assets at
cost
1550
Investments accounted for using
equity method
1600
Property, plant and equipment,
net
1760
Investment property, net
1780
Intangible assets, net
1840
Deferred income tax assets
1900
Other non-current assets
15XX
Non-current assets
1XXX
Total assets
32
5
-
18
-
-
10
1
-
66
1
1
31
-
1
-
-
34
100

(Continued)

~7~

90

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December 31, 2017
December 31, 2016
Notes
AMOUNT
%
AMOUNT
%
6(11)
$
2,021,000
14
$
2,415,000
16
6(12)
199,797
2
-
-
30,335
-
-
-
2,097,254
14
2,417,239
16
420,452
3
445,206
3
62,053
-
79,253
1
6(15)
30,177
-
52,247
-
181,824
1
204,924
1
5,042,892
34
5,613,869
37
6(15)
93,818
-
121,819
1
6(26)
394,939
3
442,112
3
32,097
-
16,339
-
520,854
3
580,270
4
5,563,746
37
6,194,139
41
6(16)
2,738,188
18
2,739,788
18
6(17)
2,256,692
15
1,862,914
12
6(18)
1,379,754
9
1,374,374
9
142,456
1
142,456
1
2,737,026
18
2,946,092
19
6(19)
(
302,339) (
2) (
25,521)
-
6(16)
(
96,138)
- (
129,393) (
1)
8,855,639
59
8,910,710
58
6(28)
629,586
4
122,283
1
9,485,225
63
9,032,993
59
9
11
$
15,048,971
100
$
15,227,132
100
Current liabilities
2100
Short-term borrowings
2110
Short-term notes and bills payable
2150
Notes payable
2170
Accounts payable
2200
Other payables
2230
Current income tax liabilities
2250
Provisions for liabilities - current
2300
Other current liabilities
21XX
Current Liabilities
Non-current liabilities
2550
Provisions for liabilities -
noncurrent
2570
Deferred income tax liabilities
2600
Other non-current liabilities
25XX
Non-current liabilities
2XXX
Total Liabilities
Equity attributable to owners of
parent
Share capital
3110
Common stock
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
3500
Treasury stocks
31XX
Equity attributable to owners
of the parent
36XX
Non-controlling interest
3XXX
Total equity
Significant contingent liabilities
and unrecognised contract
commitments
Significant subsequent event
3X2X
Total liabilities and equity

The accompanying notes are an integral part of these consolidated financial statements.

~8~

91

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Year ended December 31
2017
2016
Notes
AMOUNT
%
AMOUNT
%
6(20)
$
10,552,773
100
$
11,577,046
100
6(4)(24)(25)
(
9,117,731 ) (
86) (
10,021,302) (
87)
1,435,042
14
1,555,744
13
6(24)(25)
(
69,687 ) (
1) (
93,892) (
1)
(
331,083 ) (
3) (
383,011) (
3)
(
874,826 ) (
9) (
1,033,082) (
9)
(
1,275,596 ) (
13) (
1,509,985) (
13)
159,446
1
45,759
-
6(21)
110,676
1
98,970
1
6(22)
(
105,995 ) (
1)
71,965
1
6(23)
(
26,565 )
- (
26,119)
-
(
21,884 )
-
144,816
2
137,562
1
190,575
2
6(26)
(
87,975 ) (
1) (
90,467) (
1)
$
49,587
-
$
100,108
1
4000
Sales revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General & administrative
expenses
6300
Research and development
expenses
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7010
Other income
7020
Other gains and losses
7050
Finance costs
7000
Total non-operating
income and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year

(Continued)

~9~

92

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Year ended December 31
2017
2016
Notes
AMOUNT
%
AMOUNT
%
($
1,798 )
-
$
7,847
-
6(26)
306
- (
1,334)
-
(
1,492 )
-
6,513
-
(
392,098 ) (
4) (
524,091) (
5)
1,520
- (
11,547)
-
6(26)
65,160
1
90,685
1
(
325,418 ) (
3) (
444,953) (
4)
($
326,910 ) (
3) ($
438,440) (
4)
($
277,323 ) (
3) ($
338,332) (
3)
$
13,402
-
$
53,800
1
36,185
-
46,308
-
$
49,587
-
$
100,108
1
($
306,223 ) (
3) ($
382,446) (
3)
28,900
-
44,114
-
($
277,323 ) (
3) ($
338,332) (
3)
6(27)
$
0.05
$
0.20
6(27)
$
0.05
$
0.20
Other comprehensive income
8311
Other comprehensive
income, before tax, actuarial
gains (losses) on defined
benefit plans
8349
Income tax related to
components of other
comprehensive income that
will not be reclassified to
profit or loss
8310
Components of other
comprehensive income
that will not be
reclassified to profit or
loss
8361
Currency translation
differences of foreign
operations
8370
Share of other
comprehensive income (loss)
of associates and joint
ventures accounted for uner
equity method
8399
Income tax relating to the
components of other
comprehensive income
8360
Components of other
comprehensive loss that
will be reclassified to
profit or loss
8300
Total other comprehensive
loss for the year
8500
Total comprehensive income
for the year
Profit (loss), attributable to:
8610
Owners of the parent
8620
Non-controlling interest
Profit for the year
Comprehensive (loss)
income attributable to:
8710
Owners of the parent
8720
Non-controlling interest
Total comprehensive loss for
the year
9750
Basic earnings per share
9850
Diluted earnings per share

The accompanying notes are an integral part of these consolidated financial statements.

~10~

93

ALTEK CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31

(Expressed in thousands of New Taiwan dollars)

2016
Balance at January 1, 2016
Appropriation of 2015
earnings
Legal reserve
Cash dividends and capital
surplus used to issue cash
to shareholders
Share-based payment
transactions
Restricted stock
Retirement of employee
restricted shares
Difference between
consideration and carrying
amount of subsidiaries
acquired
Profit for the year
Other comprehensive loss for
the year
Non-controlling interest
Balance at December 31, 2016
2017
Balance at January 1, 2017
Appropriation of 2016
earnings
Legal reserve
Cash dividends
Share-based payment
transactions
Retirement of employee
restricted shares
Sales of treasury shares
Changes in ownership interests
in subsidiaries
Profit for the year
Other comprehensive loss
for the year
Non-controlling interest
Balance at December 31, 2017
Notes Equity att ributable to owners of the parent the parent Non-controlling
interest
Total equity
Common stock Capital surplus Retained Earnings Other equityinterest Treasury stocks Total
Legal reserve Special reserve Unappropriated
retained earnings
Currency
translation
differences of
foreign
operations
Other equity -
others
6(18)
6(17)(18)
6(14)(17)
6(14)(16)(17)
6(14)(16)(17)
6(28)
6(19)
6(18)
6(14)(17)(19)
6(14)(17)(19)
6(16)(17)
6(17)(28)
6(19)
$ 2,726,938
-
-
-
15,600
(
2,750 )
-
-
-
-
$ 2,739,788
$ 2,739,788
-
-

1,300
(
2,900 )
-
-
-
-
-
$ 2,738,188
$ 1,975,772
-
(
134,140 )
236
25,713
(
4,620 )
(
47 )
-
-
-
$ 1,862,914
$ 1,862,914
-
-
2,404
(
4,609 )
209
395,774
-
-
-
$ 2,256,692
$ 1,347,010
27,364
-
-
-
-
-
-
-
-
$ 1,374,374
$ 1,374,374
5,380
-
-
-
-
-
-
-
-
$ 1,379,754



$
142,456
-
-
-
-
-
-
-
-
-
$
142,456
$
142,456
-
-
-
-
-
-
-
-
-
$
142,456
$
3,047,283
(
27,364 )
(
134,140 )
-
-
-
-
53,800
6,513
-
$
2,946,092
$
2,946,092
(
5,380 )
(
215,596 )
-
-
-
-
13,402
(
1,492 )
-
$
2,737,026
$
477,768
-
-
-
-
-
-
-
(
442,759 )
-
$
35,009
$
35,009
-
-
-
-
-
-
-
(
318,133 )
-
($
283,124 )
($
63,121 )
-
-
36,534
(
41,313 )
7,370
-
-

-
-
($
60,530 )
($
60,530 )
-
-
33,806
7,509
-
-
-

-
-
($
19,215 )
($
129,393 )
-
-
-

-
-
-
-
-
-
($
129,393 )
($
129,393 )
-
-
-
-
33,255
-
-
-
-
($
96,138 )
$ 9,524,713
-
(
268,280 )
36,770
-
-
(
47 )
53,800
(
436,246 )
-
$ 8,910,710
$ 8,910,710
-
(
215,596 )
37,510
-
33,464
395,774
13,402
(
319,625 )
-
$ 8,855,639
$
104,139
-

-
-
-
-

47
46,308
(
2,194 )
(
26,017 )
$
122,283
$
122,283
-

-
-
-
-
(
395,774 )
36,185
(
7,285 )
874,177
$
629,586
$
9,628,852
-
(
268,280 )
36,770
-
-
-
100,108
(
438,440 )
(
26,017 )
$
9,032,993
$
9,032,993
-
(
215,596 )
37,510
-
33,464

-
49,587
(
326,910 )
874,177
$
9,485,225

The accompanying notes are an integral part of these consolidated financial statements.

~11~

94

ALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation

Amortisation

Provision (reversal of) for doubtful accounts

Net loss (gain) on financial assets at fair value through profit or loss

Interest expense

Interest income

Cash dividends income

Share-based payment compensation cost

Gain on disposal of property, plant and equipment

Impairment loss on financial assets

Loss on disposal of investment

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or loss - current
Notes receivable
Accounts receivable
Other receivables
Inventories
Prepayments
Other current assets
Changes in operating liabilities
Notes payable
Accounts payable
Other payables
Provisions for liabilities
Other current liabilities
Other non-current liabilities
Cash inflow (outflow) generated from operations
Interest received
Cash dividends received
Interest paid
Income tax paid
Net cash flows from (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at cost
Loss on disposal of investments accounted for under the equity method
Proceeds from capital reduction of financial assets at cost
Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and equipment
Increase in intangible assets

Decrease in deposits received
Net cash flows from (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Proceeds from issuance of short-term notes and bills payable
Increase in deposits-in
Proceeds from sales of treasury shares
Cash dividends for capital surplus

Employee stock options exercised
Changes in non-controlling interest

Net cash flows from financing activities
Effect of exchange rate
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year
Notes
2017
2016
$
137,562 $
190,575
6(7)(8)(24)
264,329
340,366
6(9)(10)(24)
15,232
14,911
6(3)
(
672 )
9,093
6(2)(21)
206 (
761 )
6(23)
26,565
26,119
6(21)
(
76,647 ) (
52,135 )
6(21)
(
3,113 ) (
7,509 )
6(14)(25)
33,806
36,770
6(22)
(
470 ) (
2,405 )
6(5)(22)
17,050
-
6(22)
4,191
-
108,704 (
265,417 )
(
29,667 )
16,962
414,902 (
614,037 )
3,252 (
4,800 )
272,099 (
509,643 )
31,027 (
102,393 )
3,414 (
189 )
30,011
-
(
278,214 )
175,121
(
30,977 ) (
8,234 )
(
50,081 )
38,188
(
22,568 ) (
149,947 )
130 (
5,676 )
870,071 (
875,041 )
73,946
57,071
3,113
7,509
(
26,802 ) (
25,839 )
(
99,059 ) (
69,180 )
821,269 (
905,480 )
(
13,517 ) (
14,583 )
123,571
-
5,661
7,998
6(30)
(
92,123 ) (
99,656 )
21,339
22,248
6(30)
(
52,941 ) (
6,348 )
11,352
7,376
3,342 (
82,965 )
(
394,000 )
685,000
199,724
-
13,954
4,230
33,464
-
6(18)
(
215,596 ) (
268,280 )
3,704
-
6(28)
874,177 (
26,017 )
515,427
394,933
(
315,045 ) (
298,472 )
1,024,993 (
891,984 )
6(1)
4,849,989
5,741,973
6(1)
$
5,874,982 $
4,849,989

The accompanying notes are an integral part of these consolidated financial statements.

~12~ 95

ALTEK CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2017 AND 2016

(Expressed in thousands of New Taiwan dollars, unless stated otherwise)

1. HISTORY AND ORGANIZATION

Altek Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.). The Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in the development, manufacturing and sale of digital image technology application, and related export and import trade.

The Company was listed in the Taiwan Stock Exchange on December 24, 2002, as approved by the Tai-

Tz (91) Letter No. 024976 of the former Securities and Futures Commission, Ministry of Finance, R.O.C., dated September 27, 2002.

2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION

These consolidated financial statements were authorized for issuance by the Board of Directors on March 23, 2018.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRSs”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC effective from 2017 are as follows:

follows:
New Standards,Interpretations andAmendments Effective date by
International Accounting
StandardsBoard
Amendments to IFRS 10, IFRS 12 and IAS 28, ‘Investment entities:
applying the consolidation exception’
Amendments to IFRS 11, ‘Accounting for acquisition of interests in
joint operations’
IFRS 14, ‘Regulatory deferral accounts’
Amendments to IAS 1, ‘Disclosure initiative’
Amendments to IAS 16 and IAS 38, ‘Clarification of acceptable
methods of depreciation and amortisation’
Amendments to IAS 16 and IAS 41, ‘Agriculture: bearer plants’
Amendments to IAS 19, ‘Defined benefit plans: employee contributions’
Amendments to IAS 27, ‘Equity method in separate financial statements’
Amendments to IAS 36, ‘Recoverable amount disclosures for non-
financial assets’
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
July 1, 2014
January 1, 2016
January 1, 2014
~13~

96

New Standards,Interpretations andAmendments Effective date by
International Accounting
StandardsBoard
Amendments to IAS 39, ‘Novation of derivatives and continuation of
hedge accounting’
IFRIC 21, ‘Levies’
Annual improvements to IFRSs 2010-2012 cycle
Annual improvements to IFRSs 2011-2013 cycle
Annual improvements to IFRSs 2012-2014 cycle
January 1, 2014
January 1, 2014
July 1, 2014
July 1, 2014
January 1, 2016

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group

New standards, interpretations and amendments endorsed by the FSC effective from 2018 are as follows:

follows:
New Standards,Interpretations andAmendments
Amendments to IFRS 2, ‘Classification and measurement of share-based
payment transactions’
Amendments to IFRS 4, ‘Applying IFRS 9 Financial instruments with
IFRS 4 Insurance contracts’
IFRS 9, ‘Financial instruments’
IFRS 15, ‘Revenue fromcontracts with customers’
Amendments to IFRS 15, ‘Clarifications to IFRS 15 Revenue from
contracts with customers’
Amendments to IAS 7, ‘Disclosure initiative’
Amendments to IAS 12, ‘Recognition of deferred tax assets for unrealised
losses’
Amendments to IAS 40, ‘Transfers of investment property’
IFRIC 22, ‘Foreign currency transactions and advance consideration’
Annual improvements to IFRSs 2014-2016 cycle- Amendments to IFRS
1, ‘First-time adoption of International Financial Reporting Standards’
Annual improvements to IFRSs 2014-2016 cycle- Amendments to IFRS
12, ‘Disclosure of interests in other entities’
Annual improvements to IFRSs 2014-2016 cycle- Amendments to IAS
28, ‘Investments in associates and joint ventures’
Effective date by
International Accounting
StandardsBoard
January 1, 2018
January 1, 2018
January 1, 2018
January 1, 2018
January 1, 2018
January 1, 2017
January 1, 2017
January 1, 2018
January 1, 2018
January 1, 2018
January 1, 2017
January 1, 2018

Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. The quantitative impact will be disclosed when the assessment is complete.

~14~

97

  • A. IFRS 9, ‘Financial instruments’

  • (a) Classification of debt instruments is driven by the entity’s business model and the contractual cash flow characteristics of the financial assets, which would be classified as financial asset at fair value through profit or loss, financial asset measured at fair value through other comprehensive income or financial asset measured at amortised cost. Equity instruments would be classified as financial asset at fair value through profit or loss, unless an entity makes an irrevocable election at inception to present in other comprehensive income subsequent changes in the fair value of an investment in an equity instrument that is not held for trading.

  • (b) The impairment losses of debt instruments are assessed using an ‘expected credit loss’ approach. An entity assesses at each balance sheet date whether there has been a significant increase in credit risk on that instrument since initial recognition to recognise 12-month expected credit losses or lifetime expected credit losses (interest revenue would be calculated on the gross carrying amount of the asset before impairment losses occurred); or if the instrument that has objective evidence of impairment, interest revenue after the impairment would be calculated on the book value of net carrying amount (i.e. net of credit allowance). The Group shall always measure the loss allowance at an amount equal to lifetime expected credit losses for trade receivables that do not contain a significant financing component.

  • B. IFRS 15, ‘Revenue from contracts with customers’

  • IFRS 15, ‘Revenue from contracts with customers’ replaces IAS 11, ‘Construction contracts’, IAS 18 ‘Revenue’ and relevant interpretations. According to IFRS 15, revenue is recognised when a customer obtains control of promised goods or services. A customer obtains control of goods or services when a customer has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset.

  • The core principle of IFRS 15 is that an entity recognises revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognises revenue in accordance with that core principle by applying the following steps:

  • Step 1: Identify contracts with customer.

Step 2: Identify separate performance obligations in the contract(s).

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price.

Step 5: Recognise revenue when the performance obligation is satisfied.

Further, IFRS 15 includes a set of comprehensive disclosure requirements that requires an entity to disclose sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.

~15~

98

Under IFRS 15, depending on the nature of licences, they are either (1) a promise to provide a right to access to an entity’s intellectual property as it exists throughout the licence period, or (2) a promise to provide a right to use an entity’s intellectual property as it exists at the point in time when the licence is granted.

Licences that meet all of the following criteria provide access to an entity’s intellectual property, and revenue is recognised based on the performance obligation's progress towards completion:

  1. the contract requires, or the customer reasonably expects, that the entity will undertake activities that significantly affect the intellectual property to which the customer has rights;

  2. the rights granted by the licence directly expose the customer to any positive or negative effects of the entity’s activities identified above; and

  3. those activities do not result in the transfer of a good or service to the customer as those activities occur.

If licences cannot meet all criteria listed above, the entity provides a right to use the entity’s intellectual property. Revenue shall be recognised at the point in time at which the licence is granted to the customer.

  • C. Amendments to IFRS 15, ‘Clarifications to IFRS 15 Revenue from contracts with customers’ The amendments clarify how to identify a performance obligation (the promise to transfer a good or a service to a customer) in a contract; determine whether a company is a principal (the provider of a good or service) or an agent (responsible for arranging for the good or service to be provided); and determine whether the revenue from granting a licence should be recognised at a point in time or over time. In addition to the clarifications, the amendments include two additional reliefs to reduce cost and complexity for a company when it first applies the new Standard.

When adopting the new standards endorsed by the FSC effective from 2018, the Group will apply the new rules under IFRS 9 retrospectively from January 1, 2018, with the practical expedients permitted under the statement. Further, the Group expects to adopt IFRS 15 using the modified retrospective approach. The significant effects of applying the new standards as of January 1, 2018 are summarized below:

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Effect of
Consolidated balance sheet 2017 version adoption of 2018 version
Affected items IFRSs amount new standards IFRSs amount
January 1, 2018
Non-current financial assets at fair value
through profit or loss
$ -
$ 10,601
$ 10,601
Non-current financial assets at fair value
through other comprehensive income
127,410 127,410
Non-current financial assets at cost 138,011 ( 138,011) -
Total affected assets $ 138,011 $ - $ 138,011
Retained earnings $ 4,259,236
$ 23,600
$ 4,282,836
Other equity interest ( 302,339)
( 23,600) ( 325,939)
Total affected equity $ 3,956,897 $ - $ 3,956,897

Explanation:

In accordance with IFRS 9, the Group expects to reclassify non-current financial assets at cost in the amount of $138,011, by increasing non-current financial assets at fair value through profit or loss and non-current financial assets at fair value through other comprehensive income in the amount of $10,601 and $127,410, respectively; increasing retained earnings and decreasing other equity interest in the amount of $23,600 and $23,600, respectively.

(3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:

New Standards,Interpretations andAmendments Effective date by
International Accounting
StandardsBoard
January 1, 2019
To be determined by International
Accounting Standards Board
January 1, 2019
January 1, 2021
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
Amendments to IFRS 9, ‘Prepayment features with
negative compensation’
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution
of assets between an investor and its associate or joint
venture’
IFRS 16, ‘Leases’
IFRS 17, ‘Insurance contracts’
Amendments to IAS 19, ‘Plan amendment, curtailment
or settlement’
Amendments to IAS 28, ‘Long-term interests in
associates and joint ventures’
IFRIC 23, ‘Uncertainty over income tax treatments’
Annual improvements to IFRSs 2015-2017 cycle
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Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. The quantitative impact will be disclosed when the assessment is complete. IFRS 16, ‘Leases’

IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognise a ‘right-of-use asset’ and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(1) Compliance statement

The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”)

  • (2) Basis of preparation

  • A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:

    • (a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

    • (b) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.

  • B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.

(3) Basis of consolidation

  • A. Basis for preparation of consolidated financial statements:

  • (a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls and entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

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  • (b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

  • (c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.

  • (d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.

  • (e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss, on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.

(Blank below)

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B. Subsidiaries included in the consolidated financial statements:

Name of Investor Name of Subsidiaries Main Business Activities Ownership (%) Ownership (%) Note
December 31,2017 December 31,2016
Altek Corporation
Altek International Investment Co., Ltd.
Investments and general business operations
100
"
Altek Japan Corporation
Sales and design of optical instruments
100
"
Altek Investment Co., Ltd.
Investments
100
"
Altek Autotronics Corporation
Research design, manufacture and sales of car electronic
components
-
"
Altek International Holding (BVI) Co., Ltd.
Investments and general business operations
100
Altek International Investment Co., Ltd.
Altek Lab Inc.
Design service
100
"
Altek Optical (Cayman) Co., Ltd.
Investments and general business operations
100
"
Altek Semiconductor (Cayman) Co., Ltd.
Investments and general business operations
50
Note 2
Altek (Kunshan) Co., Ltd.
Manufacture and sales of digital still camera and its
accessories
100
Note 2
Altek EMS (Kunshan) Co., Ltd.
Manufacture and sales of related engineering services
100
Note 2
Altek Precision (Kunshan) Co., Ltd.
Manufacture and sales of digital camera parts
100
Note 2
Altek Trading (Shanghai) Limited
Wholesale, import and export of related electronic and
their associated accessories
100
Note 3
Altek Biotechnology Corporation
Research and development, manufacture and sales of
biotechnology
100
Altek Semiconductor (Cayman) Co., Ltd.
Altek Semiconductor Corporation
Research design and sales of ASIC
100
"
Altek Semiconductor (Shanghai) Co., Ltd.
Imaging technologies, electronic software and hardware
development, IC design and development, technology
service, and wholesale, import and export of related
products.
100
Note 2
Altek Optical Technology (Kunshan) Co., Ltd.
Manufacture and sales of related electronic services and its
accessories and optical components
100
Note 1: The Group did not participate in the subsidiary’s capital increase, thus, the share ownership was decreased.
Note 2: Invested by Leading Tech. Co., Ltd., Toptek Investment Cayman Co., Ltd., Altek Imaging Technology (Cayman) Co., Ltd., Altek Trading (Cayman) Co., Ltd.,
Altek Optical Technology (Cayman) Co., Ltd. , which are wholly owned by Altek International Investment Co., Ltd.
Note 3: Invested by Altek Biotechnology Holding (Cayman) Co., Ltd., which is wholly owned by Altek International Holding (BVI) Co., Ltd.
Note 5: It was invested by Altek Semiconductor (Cayman) Co., Ltd. and was incorporated in January 2017.
Note 6: On June 30, 2017, Altek Corporation consummated a short-form merger with Altek Autotronics Corporation and the former is the surviving company.
Note 4: In June 2016, the Group’s investment restructuring transferred the share holding of Altek Biotechnology Corporation to Altek Biotechnology Holding (Cayman) Co., Ltd. ,
which is a subsidiary of Altek International Holding (BVI) Co., Ltd.
100
100
100
100
100
100
100
71.43
100
100
100
100
100
100
-
100
-
-
-
Note 6
Note 4
-
-
Note 1
-
-
-
-
Note 4
-
Note 5
-
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  • C. Subsidiaries not included in the consolidated financial statements: None.

  • D. Adjustments for subsidiaries with different balance sheet dates: None.

  • E. Significant restrictions: None.

  • F. Subsidiaries that have non-controlling interests that are material to the Group: None.

  • (4) Foreign currency translation

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan dollars, which is the Company’s functional and the Group’s presentation currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

  • (c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss as part of the fair value gain or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • (d) All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within ‘other gains and losses’.

  • B. Translation of foreign operations

  • (a) The operating results and financial position of all the group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

    • ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

    • iii. All resulting exchange differences are recognised in other comprehensive income.

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  • (b) When the foreign operation partially disposed of or sold is an associate or joint arrangements, exchange differences that were recorded in other comprehensive income are proportionately reclassified to profit or loss as part of the gain or loss on sale. In addition, even when the Group still retains partial interest in the former foreign associate or joint arrangements after losing significant influence over the former foreign associate, or losing joint control of the former joint arrangements, such transactions should be accounted for as disposal of all interest in these foreign operations.

  • (c) When a foreign operation is partially disposed of or sold, exchange differences that were recorded in other comprehensive income are proportionately reclassified to profit or loss as part of the gain or loss on sale.

  • (d) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.

(5) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

  • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

  • (b) Assets held mainly for trading purposes;

  • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

  • (d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.

The Group classifies all assets that do not meet the above criteria as non-current assets.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

  • (a) Liabilities that are expected to be paid off within the normal operating cycle;

  • (b) Liabilities arising mainly from trading activities;

  • (c) Liabilities that are to be paid off within twelve months from the balance sheet date;

  • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

The Group classifies all liabilities that do not meet the above criteria as non-current liabilities.

(6) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

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(7) Financial assets at fair value through profit or loss

  • A. Financial assets at fair value through profit or loss are financial assets held for trading or financial assets designated as at fair value through profit or loss on initial recognition. Financial assets are classified in this category of held for trading if acquired principally for the purpose of selling in the short-term. Derivatives are also categorized as financial assets held for trading unless they are designated as hedges. Financial assets that meet one of the following criteria are designated as at fair value through profit or loss on initial recognition:

  • (a) Hybrid contracts; or

  • (b) They eliminate or significantly reduce a measurement or recognition inconsistency; or

  • (c) They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy.

  • B. On a regular way purchase or sale basis, financial assets held for trading are recognised and derecognised using trade date accounting.

  • C. Financial assets at fair value through profit or loss are initially recognised at fair value. Related transaction costs are expensed in profit or loss. These financial assets are subsequently remeasured and stated at fair value, and any changes in the fair value of these financial assets are recognised in profit or loss.

(8) Accounts receivable

Accounts receivable are loans and receivables originated by the entity. They are created by the entity by selling goods or providing services to customers in the ordinary course of business. Accounts receivable are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. However, short-term accounts receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(9) Impairment of financial assets

  • A. The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.

  • B. The criteria that the Group uses to determine whether there is objective evidence of an impairment loss is as follows:

  • (a) Significant financial difficulty of the issuer or debtor;

  • (b) A breach of contract, such as a default or delinquency in interest or principal payments;

  • (c) The Group, for economic or legal reasons relating to the borrower’s financial difficulty, granted the borrower a concession that a lender would not otherwise consider;

  • (d) It becomes probable that the borrower will enter bankruptcy or other financial reorganisation;

  • (e) The disappearance of an active market for that financial asset because of financial difficulties;

  • (f) Observable data indicating that there is a measurable decrease in the estimated future cash

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flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial asset in the group, including adverse changes in the payment status of borrowers in the group or national or local economic conditions that correlate with defaults on the assets in the group;

  • (g) Information about significant changes with an adverse effect that have taken place in the technology, market, economic or legal environment in which the issuer operates, and indicates that the cost of the investment in the equity instrument may not be recovered;

  • (h) A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost.

  • C. When the Group assesses that there has been objective evidence of impairment and an impairment loss has occurred, accounting for impairment is made as follows according to the category of financial assets:

  • (a) Financial assets measured at amortised cost

    • The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the financial asset’s original effective interest rate, and is recognised in profit or loss. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment loss was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the asset does not exceed its amortised cost that would have been at the date of reversal had the impairment loss not been recognised previously. Impairment loss is recognised and reversed by adjusting the carrying amount of the asset through the use of an impairment allowance account.
  • (b) Financial assets measured at cost

    • The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at current market return rate of similar financial asset, and is recognised in profit or loss. Impairment loss recognised for this category shall not be reversed subsequently. Impairment loss is recognised by adjusting the carrying amount of the asset through the use of an impairment allowance account.

(10) Derecognition of financial assets

The Group derecognises a financial asset when one of the following conditions is met:

  • A. The contractual rights to receive cash flows from the financial asset expire.

  • B. The contractual rights to receive cash flows from the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.

  • C. The Group neither retains nor transfers substantially all risks and rewards of ownership of the financial asset; however, it has not retained control of the financial asset.

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(11) Operating leases (lessor)

Lease income from an operating lease (net of any incentives given to the lessee) is recognised in profit or loss on a straight-line basis over the lease term.

(12) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labor, other direct costs and related production overheads which are allocated based on normal operating capacity. It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.

(13) Investments accounted for under the equity method / associates

  • A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost. The Group’s investments in associates include goodwill identified on acquisition, net of any accumulated impairment loss arising through subsequent assessments.

  • B. The Group’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  • C. When changes in an associate’s equity that are not recognised in profit or loss or other comprehensive income of the associate and such changes not affecting the Group’s ownership percentage of the associate, the Group recognises the Group’s share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.

  • D. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

  • E. In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.

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  • F. Upon loss of significant influence over an associate, the Group remeasures any investment retained in the former associate at its fair value. Any difference between fair value and carrying amount is recognised in profit or loss.

  • G. When the Group disposes its investment in an associate, if it loses significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it still retains significant influence over this associate, then the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.

  • H. When the Group disposes its investment in an associate, if it loses significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss. If it still retains significant influence over this associate, then the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss proportionately.

  • (14) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each balance sheet date. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change.

The estimated useful lives of property, plant and equipment are as follows: Buildings and structures 3 years ~ 40 years Machinery 3 years ~ 10 years Test equipment 3 years ~ 6 years Other equipment 2 years ~ 11 years

(15) Operating leases (lessee)

Lease income from an operation lease (net of any incentives given to the lessor) is recognised in profit or loss on straight-line basis over the lease term.

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(16) Investment property

An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 10 to 35 years.

(17) Intangible assets

Intangible assets consist of software and mask costs and they are amortized on a straight-line basis over theirs estimated useful life of 3 to 5 years.

(18) Impairment of non-financial assets

The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

(19) Borrowings

  • A. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

  • B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

(20) Accounts payable

Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. They are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. However, short-term accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(21) Provisions for other liabilities

Provisions (including warranties) are recognised when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated.

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Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognised as interest expense. Provisions are not recognised for future operating losses.

  • (22) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expenses in that period when the employees render service.

  • B. Pensions

  • (a) Defined contribution plans

For defined contribution plans, the contributions are recognised as pension expenses when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.

  • (b) Defined benefit plans

    • i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit net obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.

    • ii. Remeasurement arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.

    • iii. Past - service costs are recognised immediately in profit or loss.

  • C. Termination benefits

  • Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Group recognises expense as it can no longer withdraw an offer of termination benefits or it recognized relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.

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  • D. Employees’ compensation and directors’ and supervisors’ remuneration

  • Employees’ compensation and directors’ and supervisors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.

- (23) Employee share based payment

  • A. For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-market vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. And ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest.

  • B. Restricted stocks:

  • (a) Restricted stocks issued to employees are measured at the fair value of the equity instruments granted at the grant date, and are recognized as compensation cost over the vesting period.

  • (b) For restricted stocks where those stocks do not restrict distribution of dividends to employees and employees are not required to return the dividends received if they resign during the vesting period, the Group recognized the fair value of the dividends received by the employees who are expected to resign during the vesting period as compensation cost at the date of dividends declared.

  • (c) For restricted stocks where employees do not need to pay to acquire those stocks, if the Group will pay the employees who resign during the vesting period to repurchase the stocks, the Group estimates such payment that will be made and recognizes such amounts as compensation cost and liability at the grant date in accordance with the terms of restricted stocks.

(24) Income tax

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.
~29~

112

  • B. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional 10% tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred income tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit (loss). Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

  • D. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred income tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.

  • F. A deferred tax asset shall be recognized for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilised.

  • (25) Share capital

  • A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are

~30~

113

subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

(26) Dividends

Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities.

(27) Revenue recognition

  • A. Sales of goods

The Group manufactures and sells digital image technology application products. Revenue is measured at the fair value of the consideration received or receivable taking into account of value-added tax, returns, rebates and discounts for the sale of goods to external customers in the ordinary course of the Group’s activities. Revenue arising from the sales of goods should be recognised when the Group has delivered the goods to the customer, the amount of sales revenue can be measured reliably and it is probable that the future economic benefits associated with the transaction will flow to the entity. The delivery of goods is completed when the significant risks and rewards of ownership have been transferred to the customer, the Group retains either continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold, and the customer has accepted the goods based on the sales contract or there is objective evidence showing that all acceptance provisions have been satisfied.

  • B. Technical service revenue and royalty income

The Group provides and charges for technical service and royalty income. Revenue is recognised in accordance with the stage of completion of the transaction, and cost is recognised when incurred in the current period. The Group recognised losses immediately if any loss is expected to be incurred in the transaction. Revenue is recognised when the following conditions are met: (a) The amount of revenue can be measured reliably;

  • (b) It is probable that the economic benefits associated with the transaction will flow to the entity;

  • (c) The costs incurred or to be incurred in respect of the transaction can be measured reliably; and

  • (d) The stage of completion of the transaction at the end of the reporting period can be measured reliably.

(28) Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision - maker. The chief operating decision - maker is responsible for allocating resources and assessing performance of the operating segments.

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114

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY

The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:

  • (1) Critical judgements in applying the Group’s accounting policies: None.

  • (2) Critical accounting estimates and assumptions:

  • A. Evaluation of inventories

As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Group evaluates the amounts of obsolete inventories on balance sheet date, and writes down the cost of inventories to the net realisable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation. As of December 31, 2017, the carrying amount of inventories was $1,165,926.

  • B. Impairment assessment of financial assets without active markets

When there is an impairment indication that a financial instrument is impaired so that carrying amount of such investment may not be recoverable, the Group would assess the impairment loss of the investment accordingly. For a financial asset without an active market, the Group assesses its impairment based on the present value of estimated future cash flows from the expected cash dividends and disposal value discounted using the market rate of return at the balance sheet date for a similar financial instrument to determine its recoverable amount as well as by analysing the reasonableness of the related assumptions used.

  • As of December 31, 2017, the carrying amount of financial assets measured at cost, after the impairment loss, was $138,011.

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

impairment loss, was $138,011.
TAILS OF SIGNIFICANT ACCOUNTS
Cash and cash equivalents
Cash on hand
Checking accounts and demand deposits
Time deposits
Total
December31,2017
840
$ 411,191
5,462,951
5,874,982
$
December31,2016
1,319
$ 123,931
4,724,739
4,849,989
$
  • A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Group has no cash and cash equivalents pledged to others.

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115

(2) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss
Items
Current items:
Financial assets held for trading
Valuation adjustment
Total
December31,2017
581,745
$ 3,054
584,799
$
December31,2016
690,449
$ 3,260
693,709
$

The Group recognized net gain of $2,736 and $2,325 for the years ended December 31, 2017 and 2016, respectively.

(3) Accounts receivable

2016, respectively.
Accounts receivable
December 31,2017 December 31,2016
Accounts receivable $ 2,351,116
$ 2,792,622
Less: Allowance for bad debts ( 8,747)
( 9,477)
$ 2,342,369 $ 2,783,145
  • A. The credit quality of accounts receivable that were neither past due nor impaired was in the following categories based on the Group’s Credit Quality Control Policy:
Group 1
Group 2
December31,2017
2,070,650
$ 264,105
2,334,755
$
December31,2016
2,734,047
$ 36,239
2,770,286
$

Note:

Group 1: Including domestic and foreign listed companies and their affiliated companies. Group 2: Others.

  • B. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
Up to 30 days
31 to 90 days
91 to 180 days
Over 181 days
December31,2017
334
$ -
218
7,062
7,614
$
December31,2016
1,647
$ 6,291
-
4,921
12,859
$

The above ageing analysis was based on past due date.

  • C. Movements in the provision for impairment of accounts receivable are as follows:

2017

2017
Individualprovision
At January 1
9,477
$ Reversal of impairment
672)
(
Effects of foreign exchange
58)
(
At December 31
8,747
$
Group provision
Total
-
$ 9,477
$ -
672)
(
-
58)
(
-
$ 8,747
$
Total
8,747
$
~33~

116

Individualprovision
Group provision
Total
At January 1
-
$ 534
$ 534
$ Provision for impairment
9,627
534)
(
9,093
Effects of foreign exchange
150)
(
-
150)
(
At December 31
9,477
$ -
$ 9,477
$ 2016
2016
Total
9,477
$

D. The Group does not hold any collateral as security.

  • (4) Inventories
Inventories
Raw materials
Work-in-process
Finished goods
Total
Raw materials
Work-in-process
Finished goods
Total
December31,2017
Allowance for
Cost
valuation loss
737,657
$ 48,162)
($ 136,416
5,601)
(
355,434
9,818)
(
1,229,507
$ 63,581)
($ December31,2016
Bookvalue
689,495
$ 130,815
345,616
1,165,926
$
Allowance for
Cost
valuation loss
828,083
$ 59,076)
($ 203,734
24,153)
(
559,346
36,963)
(
1,591,163
$ 120,192)
($
Bookvalue
769,007
$ 179,581
522,383
1,470,971
$

The cost of inventories recognised as expense for the periods:

(5) Financial assets measured at cost
For the year ended
For the year ended
December31,2017
December31,2016
Cost of goods sold
9,278,614
$ 9,957,845
$ (Reversal of) loss on decline in market value
160,883)
(
63,457
Total
9,117,731
$ 10,021,302
$ Items
December31,2017
December31,2016
Non-current items:
Unlisted stocks
167,657
$ 160,430
$ Less: Accumulated impairment
29,646)
(
12,596)
(
Total
138,011
$ 147,834
$

A. As the Group’s investment in unlisted stocks are not traded in an active market, and no sufficient industry information of companies similar to these stocks financial information can be obtained, the fair value of the investment in unlisted stocks cannot be measured reliably. The Group classified those stocks as ‘financial assets measured at cost’.

~34~

117

  • B. Due to the impairment of the financial assets at cost, the Group assessed the recoverable value of the financial assets at cost was lower than its carrying amount, and recognised impairment loss by $17,050 for the year ended December 31, 2017.

  • C. As of December 31, 2017 and 2016, no financial assets measured at cost held by the Group were pledged to others.

(6) Investments accounted for under the equity method

pledged to others.
Investments accounted for under the equity
method
December 31,2017 December 31,2016
JinJing Optical Technology Co., Ltd. $ 44,028
$ 44,028
Phoenix Optical (Shanghai) Co., Ltd. - 139,971
44,028 183,999
Less: Accumulated impairment loss ( 44,028) ( 57,242)
$ - $ 126,757
  • A. On May 8, 2017, Phoenix Optical (Shanghai) Co., Ltd. has completed its liquidation.

  • B. The carrying amount of the Group’s interests in all individually immaterial associates and the Group’s share of the operating results are summarized below:

  • As of December 31, 2017 and 2016, the carrying amount of the Group’s individually immaterial associates amounted to $0 and $126,757, respectively.

For the year ended For the year ended
December31,2017 December31,2016
Loss for the year from continuing operations ($ 31,537)
($ 118,000)
Other comprehensive income (loss) - net of tax 3,847 ( 5,056)
Total comprehensive loss ($ 27,690) ($ 123,056)

(Blank below)

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118

(7) Property, plant and equipment

Construction in Construction in
progress and
Buildings and prepayment for
Land structures Machinery Test equipment equipment Others Total
At January 1, 2017
Cost $ 1,042,216
$ 3,522,603
$ 1,443,305
$ 199,899
$ 29,043
$ 678,217
$ 6,915,283
Accumulated depreciation - ( 643,506)
( 840,003)
( 178,950)
- ( 594,976)
( 2,257,435)
$ 1,042,216 $ 2,879,097 $ 603,302 $ 20,949 $ 29,043 $ 83,241 $ 4,657,848
2017
Opening net book amount $ 1,042,216
$ 2,879,097
$ 603,302
$ 20,949
$ 29,043
$ 83,241
$ 4,657,848
Additions - 83,646 547 819 - 12,603 97,615
Disposals - - ( 20,048)
( 186)
- ( 635)
( 20,869)
Reclassifications ( 573,532)
( 170,018)
- - ( 29,043)
- ( 772,593)
Depreciation charge - ( 87,469)
( 107,743)
( 9,760)
- ( 55,132)
( 260,104)
Net exchange differences - ( 37,744)
( 13,636)
( 255)
- ( 1,474)
( 53,109)
Closing net book amount $ 468,684 $ 2,667,512 $ 462,422 $ 11,567 $ - $ 38,603 $ 3,648,788
At December 31, 2017
Cost $ 468,684
$ 3,353,156
$ 1,366,032
$ 170,311
$ -
$ 533,260
$ 5,891,443
Accumulated depreciation - ( 685,644)
( 903,610)
( 158,744)
- ( 494,657)
( 2,242,655)
$ 468,684 $ 2,667,512 $ 462,422 $ 11,567 $ - $ 38,603 $ 3,648,788
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119

At January 1, 2016
Cost
Accumulated depreciation
2016
Opening net book amount
Additions
Disposals
Reclassifications
Depreciation charge
Net exchange differences
Closing net book amount
At December 31, 2016
Cost
Accumulated depreciation
Construction in
progress and
Buildings and
prepayment for
Land
structures
Machinery
Test equipment
equipment
Others
Total
1,042,216
$ 3,717,659
$ 1,868,136
$ 201,217
$ 15,343
$ 740,695
$ 7,585,266
$ -
584,318)
(
1,063,689)
(
177,229)
(
-
548,887)
(
2,374,123)
(
1,042,216
$ 3,133,341
$ 804,447
$ 23,988
$ 15,343
$ 191,808
$ 5,211,143
$ 1,042,216
$ 3,133,341
$ 804,447
$ 23,988
$ 15,343
$ 191,808
$ 5,211,143
$ -
131
375
12,173
26,592
6,206
45,477
-
-
15,929)
(
2,142)
(
-
1,772)
(
19,843)
(
-
-
-
3,006
12,513)
(
-
9,507)
(
-
92,360)
(
127,213)
(
14,833)
(
-
105,960)
(
340,366)
(
-
162,015)
(
58,378)
(
1,243)
(
379)
(
7,041)
(
229,056)
(
1,042,216
$ 2,879,097
$ 603,302
$ 20,949
$ 29,043
$ 83,241
$ 4,657,848
$ 1,042,216
$ 3,522,603
$ 1,443,305
$ 199,899
$ 29,043
$ 678,217
$ 6,915,283
$ -
643,506)
(
840,003)
(
178,950)
(
-
594,976)
(
2,257,435)
(
1,042,216
$ 2,879,097
$ 603,302
$ 20,949
$ 29,043
$ 83,241
$ 4,657,848
$

For the years ended December 31, 2017 and 2016, there was no capitalisation of borrowing interests attributable to the property, plant and equipment and the Group did not pledge any fixed asset as collateral.

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120

- (8) Investment acquisition Buildings and structures

At January 1, 2017
Cost
Accumulated depreciation
2017
Opening net book amount
Additions - from acquisitions
Reclassifications
Depreciation charge
Closing net book amount
At December 31, 2017
Cost
Accumulated depreciation
Land
Buildings and structures
Total
-
$ -
$ -
$ -
-
-
-
$ -
$ -
$ -
$ -
$ -
$ -
9,000
9,000
573,532
199,061
772,593
-
4,225)
(
4,225)
(
573,532
$ 203,836
$ 777,368
$ 573,532
$ 245,710
$ 819,242
$ -
41,874)
(
41,874)
(
573,532
$ 203,836
$ 777,368
$

At December 31, 2016 : None.

  • A. Rental income from investment property and direct operating expenses arising from investment property are shown below:
roperty are shown below:
Rental income from investment property
Direct operating expenses arising from
the investment property that generated
rental income during the year
Direct operating expenses arising from
the investment property that did not
generate rental income during the year
For the year ended
December31,2017
17,298
$ 4,752
$ -
$
For the year ended
December31,2016
-
$
-
$
-
$
  • B. As at December 31, 2017, the fair value of investment property held by the Group amounted to $886,343. The fair value was valuated with the technique that is widely adopted by market participants by referring to substantiating evidence such as transaction price of similar property.

  • C. There was no capitalisation of borrowing interests attributable to investment property.

  • D. The Group did not pledge any investment property as collateral.

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121

(9) Intangible assets

Intangible assets
2017 2016
At January 1
Cost $ 129,020
$ 130,369
Accumulated amortisation ( 36,103)
( 36,656)
$ 92,917 $ 93,713
For the year ended December 31
Opening net book amount $ 92,917
$ 93,713
Additions 48,637 15,415
Amortisation charge ( 14,319)
( 13,926)
Net exchange differences ( 5,697)
( 2,285)
Closing net book amount $ 121,538 $ 92,917
At December 31
Cost $ 165,921
$ 129,020
Accumulated amortisation ( 44,383)
( 36,103)
$ 121,538 $ 92,917
A. Details of amortisation on intangible assets are as follows:
For the year ended For the year ended
December31,2017 December31,2016
Operating costs $ 5,296
$ 5,861
Operating expense 9,023 8,065
$ 14,319 $ 13,926

B. The Group has no intangible assets pledged to others.

(10) Long-term prepaid rents ( shown as ‘Other non-current assets’)

December31,2017 December31,2016
Land-use right 33,296
$
34,929
$
The Group recognized amortisation expenses for the years ended December 31, 2017 and 2016
amounting to $913 and $985, respectively.

(11) Short-term borrowings

Short-term borrowings
Type ofborrowings
Bank borrowings
Unsecured borrowings
Type ofborrowings
Bank borrowings
Unsecured borrowings
December31,2017
2,021,000
$ December31,2016
2,415,000
$
Interestraterange
1% ~1.19%
Interestraterange
1.1%~1.2%
Collateral
None
Collateral
None
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122

(12) Short-term notes and bills payable

Short-term notes and bills payable
Commercial paper payable
Less: Discount on short-term notes and bills
payable
Interest rate ranges
December31,2017 December31,2016
200,000
$ 203)
(
199,797
$ 0.84%
-
$ -
-
$ -

(13) Pensions

A. (a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee.

(b) The amounts recognised in the balance sheet are as follows:

December 31,2017 December 31,2016
Present value of defined benefit obligations ($ 48,728)
($ 54,809)
Fair value of plan assets 40,554 48,564
Net defined benefit liability ($ 8,174) ($ 6,245)
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123

(c) Movements in net defined benefit liabilities are as follows:

Present value of Present value of Present value of Fair value Fair value of
defined benefit plan Net defined
obligations assets benefit liability
2017
Balance at January 1 ($ 54,809)
$ 48,564
($ 6,245)
Current service cost ( 58)
- ( 58)
Interest (expense) income ( 767)
679 ( 88)
( 55,634)
49,243 ( 6,391)
Remeasurements:
Return on plan assets
(excluding amounts included in
interest income or expense) - ( 163)
( 163)
Change in financial assumptions ( 1,605)
- ( 1,605)
Experience adjustments ( 30)
- ( 30)
( 1,635)
( 163) ( 1,798)
Pension fund contribution - 15 15
Pension payments 8,541 ( 8,541)
-
Balance at December 31 ($ 48,728) $ 40,554 ($ 8,174)
Present value of Fair value of
defined benefit plan Net defined
obligations assets benefitliability
2016
Balance at January 1 ($ 68,753)
$ 48,985
($ 19,768)
Current service cost ( 56)
- ( 56)
Previous service cost 6,056 - 6,056
Interest (expense) income ( 1,169)
833 ( 336)
( 63,922)
49,818 ( 14,104)
Remeasurements:
Return on plan assets
(excluding amounts included in
interest income or expense) - ( 371)
( 371)
Change in financial assumptions ( 1,866)
- ( 1,866)
Experience adjustments 10,084 - 10,084
8,218 ( 371) 7,847
Pension fund contribution - 12 12
Pension payments 895 ( 895) -
Balance at December 31 ($ 54,809) $ 48,564 ($ 6,245)
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124

  • (d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earning is less than aforementioned rates, government shall make payment for the deficit after authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2017 and 2016 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.

  • (e) The principal actuarial assumptions used were as follows:

Discount rate
Future salary increases
For the year ended
December31,2017
1.10%
3.00%
For the year ended
December31,2016
1.40%
3.00%

Assumptions regarding future mortality experience are set based on actuarial advice in accordance with published statistics and experience in each territory. Note: Using the age range as an assessment of classification.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

Discount rate Discount rate Future salaryincreases Future salaryincreases Future salaryincreases
. Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2017
Effect on present value of
defined benefit obligations ($ 1,342) $ 1,396 $ 1,245 ($ 1,206)
Discount rate Future salaryincreases
. Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2016
Effect on present value of
defined benefit obligations ($ 1,561) $ 1,624 $ 1,458 ($ 1,411)
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The sensitivity analysis above is based on other conditions that are unchanged but only one assumption is changed. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

The method and assumptions of analysing sensitivity are the same with the previous for the period.

  • (f) Expected contributions to the defined benefit pension plans of the Group for the year ending December 31, 2018 amounts to $12.

  • B. (a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly and amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. For the years ended December 31, 2017 and 2016, the Group had recognized pension costs of $31,847 and $36,056, respectively, under the above pension scheme.

  • (b) The subsidiaries provided defined contribution plans for its employees. Pursuant to local regulations, such employees and the subsidiaries each make contributions based on a certain percentage based of the salaries and wages to the pension funds. The subsidiaries had recognized pension costs of $26,924 and $33,303 for the years ended December 31, 2017 and 2016, respectively.

(14) Share-based payment

  • A. As of December 31, 2017 and 2016, the Company’s share-based payment arrangements were as follows:
follows:
Type ofarrangement Grant date Quantity
granted
Contract
period
Vesting
conditions
Employee stock options
"
"
"
First time issuance of restricted
shares to employees
"
"
June 13, 2008
October 31, 2008
October 28, 2011
March 21, 2012
November 13,
2015
March 18, 2016
May 5, 2016
8,000
1,000
3,000
3,000
2,440
1,190
370
9.6 years
9.2 years
9.2 years
8.9 yesrs
3 years
3 years
3 years
Note 1
Note 1
Note 1
Note 1
Note 2, Note 3
Note 2, Note 3
Note 2, Note 3
~43~

126

Note 1: 2 years’ service vest 40%, 3 years’ service vest 70%, 4 years’ service vest 100%.

  • Note 2: The restricted shares were issued at no consideration to the Company’s existing employees whose service years have reached 2 years and 3 years and who achieved the performance requirement. The vested ratio is 50% and 50%, respectively. If employees who are entitled to receive restricted stocks do not meet the vesting conditions, the Company will redeem at no consideration and retire those shares.

  • Note 3: The stocks and dividends distributed to employees during the vesting period shall be given by the Company at no consideration. Employees are not required to return the stocks and dividends if they resign during the vesting period.

  • B. Details of the share-based payment arrangements are as follows:

  • (a) For the years ended December 31, 2017 and 2016, the information on the share options and the weighted number of average exercise price of compensation plan employee stock options are as follows:

are as follows:
Weighted-average
exercise price
No. of options
(in dollars)(Note)
Options outstanding at
beginning of the year
5,155
31.30
$ Options expired
2,572)
(
27.74
Options exercised
130)
(
28.49
Options outstanding at end
of the year
2,453
30.62
Options exercisable at end
of the year
2,453
30.62
Approved and not yet issued
options at the end of the
year
-
2017
2016
No. of options
5,155
-
-
5,155
5,155
-
Weighted-average
exercise price
(in dollars)(Note)
32.80
$ -
-
31.30
31.30
  • Note: The exercise price of stock options was adjusted based on the cash dividends, stock dividends and cash capital reduction per share distributed.

  • (b) The weighted-average stock price of stock options at exercise dates for the year ended December 31, 2017 was $27.74 (in dollars). No stock options were exercised during the year ended December 31, 2016.

  • (c) The expiry date and exercise price of stock options outstanding at balance sheet date are as follows:

follows:
Issue date
approved
Expirydate
December 31, 2017
December 31, 2017
December 31, 2020
December 31, 2020
December Exercise price
(in dollars)
(Note)
$ -
-
30.7
30.5
31,2017
December 31,2016
No. of shares
(in thousands)
-
-
1,420
1,033
No. of shares
(in thousands)
1,400
30
2,320
1,405
Exercise price
(in dollars)
(Note)
June 13, 2008
October 31, 2008
October 28, 2011
March 21, 2012
$ 30.6
25.6
31.7
31.5
~44~

127

  • Note: The exercise price of stock options was adjusted based on the cash dividends, stock dividends and cash capital reduction per share distributed.

  • (d) The fair value of stock options granted is measured using the Black-Scholes option-pricing model. Relevant information is as follows:

Type of
arrangement
Grant date Stock
price
(in dollars)
Exercise
price
(Note)
(in dollars)
Expected
price
volatility
Expected
option
life
Expected
dividends
Risk-
free
interest
rate
Fair value
per unit
(in dollars)
Employee
stock
options
"
"
"
June 13, 2008
October 31, 2008
October 28, 2011
March 21, 2012
$ 45.50
32.60
30.65
27.85
29.6
$ 24.8
30.7
30.5
24.45%
22.11%
30.27%
33.54%
6 years
6 years
5 years
4.9 years
1.5%
1.5%
1.4%
1.4%
2.40%
1.88%
1.18%
1.08%
10.56
6.54
7.42
7.35
  - Note: The exercise price of stock options was adjusted based on the cash dividends, stock dividends and cash capital reduction per share distributed.
  • C. Restricted shares to employees:

  • (a) The information on restricted shares to employees is as follows:

2017 2016
(shareinthousands) (shareinthousands)
Outstanding beginning balance 3,725 2,440
Shares granted - 1,560
Restricted shares forfeited - retired ( 290)
( 190)
Restricted shares forfeited - not retired - ( 85)
Outstanding ending balance 3,435 3,725
  • (b) For the year ended December 31, 2017, the Company collected 290 thousand shares of restricted shares because certain employees did not meet the vesting condition, and the change of registration has been completed.

  • D. Expenses incurred on share-based payment transactions are shown below:

Equity-settled

For the year ended
December31,2017
33,806
$
For the year ended
December31,2016
36,770
$
~45~

128

(15) Provisions

At January 1, 2017
Additional provisions
Rreversed during the year
Exchange differences
At December 31, 2017
Current
Non-current
Warranty
174,066
$ 43,448
93,529)
(
10
123,995
$ December31,2017
December31,2016
30,177
$ 52,247
$ 93,818
$ 121,819
$

The Group gives warranties on digital image technology application products sold. Provision for warranty is estimated based on historical warranty data of digital image technology application products.

(16) Share capital

As of December 31, 2017, the Company’s authorized capital was $5,000,000, consisting of 500,000 thousand shares of ordinary stock, and the paid-in capital was $2,738,188 with a par value of $10 (in dollars) per share.

  • A. Movements in the number of the Company’s ordinary shares outstanding are as follows:
(Expressed in thousands of shares)
2017 2016
At January 1 269,565 268,280
Employee stock options exercised 130 -
Issuance of restricted stocks - 1,560
Retired restricted shares to employees that
did not meet the vesting conditions ( 290)
( 190)
Redeemed restricted shares to employees that
did not meet the vesting conditions - ( 85)
Sales of treasury shares 981 -
At December 31 270,386 269,565

B. Treasury shares

(a) As of December 31, 2017 and 2016, the reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:

~46~

129

Sharesheld by Reason for reacquisition
To be reissued to employees
December 31, 2017
(in thousands of shares)
December 31, 2017
(in thousands of shares)
(Expressedinthousands ofshares)
Number
ofshares
3,433
Bookvalue
Altek Corporation 96,138
$
Sharesheld by Reason for reacquisition
Repurchase shares under
the R.O.C. Company Law
Section 186 and the
Enterprises Mergers and
Acquisitions Act Section 12
To be reissued to employees
(inthousands ofshares)
December 31, 2016
(inthousands ofshares)
December 31, 2016
(Expressed in thousands of shares)
Number
ofshares
981
3,433
4,414
Bookvalue
Altek Corporation
Altek Corporation
33,255
$ 96,138
129,393
$
  • (b) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realised capital surplus.

  • (c) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and is not entitled to dividends before it is reissued.

  • (d) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should be reissued to the employees within three years from the reacquisition date and shares not reissued within the three-year period are to be retired. Treasury shares to enhance the Company’s credit rating and the stockholders’ equity should be retired within six months of acquisition.

  • C. Under the Enterprise Merger and Acquisition Act, in consideration of business strategies and division of services to increase competitiveness and operational performance, the Company decided to spin-off its medical electronics segment amounting to $400,000 to swap for common shares of Altek Biotechnology Corporation at $10 per share and obtained 40 million shares. The split was resolved by the shareholders on June 2, 2015. On September 8, 2015, the Board of Directors resolved to set the spin-off date as January 4, 2016. Below are the assets of the segment spun off.

~47~

130

Asset
Cash
Other prepaid expenses
Property, plant and equipment
January4,2016
399,272
$ 501
227
400,000
$
  • D. For the year ended December 31, 2017, the Company issued 130 thousands shares for employee stock options exercised and the registration for issuance will be completed pursuant to the regulation.

(17) Capital surplus

Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paidin capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

At January 1, 2017
Employee stock options
exercised
Retirement of employee
restricted shares
Proceeds from sale of treasury shares
Subsidiaries’ capital increase
not participated
proportionately to the original
shareholding ratio
At December 31, 2017
Share
Employee
stock
premium
options
1,746,566
$ 52,729
$ 3,657
1,253)
(
-
-
-
-
-
-
1,750,223
$ 51,476
$
Difference
between
consideration and
carrying amount
of subsidiaries
acquired or
disposed
1,534
$ -
-
-
-
1,534
$
Changes in
ownership
interests in
subsidiaries
-
$ -
-
-
395,774
395,774
$
Proceeds
from sales
of treasury
Restricted
shares to
shares
employees
Total
-
$ 62,085
$ 1,862,914
$ -
-
2,404
-
4,609)
(
4,609)
(
209
-
209
-
-
395,774
209
$ 57,476
$ 2,256,692
$
~48~

131

Share
premium
At January 1, 2016
1,880,706
$ Cash dividends from capital surplus
134,140)
(
Employee stock options expense
-
Issuance of restricted shares
to employees
-
Retirement of employee restricted
shares
-
Acquisition of ownership interests
in subsidiaries
-
At December 31, 2016
1,746,566
$
Employee
stock
Difference
between
consideration
and carrying
amount of
subsidiaries
acquired or
Restricted
shares to
options
disposed
employees
Total
52,493
$ 1,581
$ 40,992
$ 1,975,772
$ -
-
-
134,140)
(
236
-
-
236
-
-
25,713
25,713
-
-
4,620)
(
4,620)
(
-
47)
(
-
47)
(
52,729
$ 1,534
$ 62,085
$ 1,862,914
$
Total
1,862,914
$

(18) Retained earnings

  • A. According to the Company’s Articles of Incorporation, the annual earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. Special reserve shall be set aside in accordance with the rules set forth in the Securities and Exchange Act, and distributing the remaining amount as common stockholders’ dividends in accordance with the resolution adopted by the Board of Directors and approved at the stockholders’ meeting.

  • B. The amount of dividends appropriated is based on the Company’s current year’s net income and prior years’ retained earnings, taking into account the Company’s financial structure and future operating plans. The distribution ratio of cash dividends to stock dividends is based on the Company’s funding status, diluted earnings per share and other factors. According to the dividend policy adopted by the Board of Directors, cash dividends shall account for at least 20% of the total dividends distributed. Dividends appropriation shall be resolved by the stockholders at the stockholders’ meeting.

  • C. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.

  • D. (a) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

~49~

132

  • (b) The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Jin-Guan-Zheng-Fa-Zi Letter No. 1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently. Such amounts are reversed upon disposal or reclassified if the assets are investment property of land, and reversed over the use period if the assets are investment property other than land.

  • E. The appropriation of 2016 and 2015 earnings had been resolved at the stockholders’ meeting on June 16, 2017 and June 17, 2016, respectively. Details are summarized below:

For the year ended December 31, 2016 For the year ended December 31, 2015

Legal reserve
Cash dividends
Amount
5,380
$ 215,596
220,976
$
Dividends per share
(in NT dollars)
0.8
$
Amount
27,364
$ 134,140
161,504
$
Dividends per share
(in NT dollars)
0.5
$

The additional paid-in capital was returned to stockholders as resolved at the stockholders’ meeting on June 17, 2016, the shareholders resolved to return capital surplus amounting to $134,140 (approximately $0.5 per share) to shareholders in the nature of a capital contribution. The appropriation of 2016 and 2015 earnings were the same as that approved by the Board of Directors on March 27, 2017 and March 18, 2016, respectively.

  • F. The appropriation of 2017 earnings had been resolved at the Board of Directors meeting on March 23, 2018. Details are summarized below:
For the yearendedDecember31,2017 the yearendedDecember31,2017 the yearendedDecember31,2017
Dividends per share
Amount (inNTdollars)
Legal reserve $ 1,340
Special reserve 283,124 -
Cash dividends 135,178 $ 0.5
$ 419,642

Above-mentioned appropriation of 2017 earnings is yet to be resolved by the shareholders.

  • G. For the information relating to employees’ compensation and directors’ and supervisors’ remuneration, please refer to Note 6(25).
~50~

133

(19) Other equity items

Other equity items
Foreign currency Unearned
translationadjustment compensation Total
At January 1, 2017 $ 35,009
($ 60,530)
($ 25,521)
Currency translation differences:
Group ( 319,395)
- ( 319,395)
Associates 1,262 - 1,262
Retirement of restricted shares - 7,509 7,509
to employees
Share-based payment transactions - 33,806 33,806
At December 31, 2017 ($ 283,124) ($ 19,215) ($ 302,339)
Foreign currency Unearned
translation adjustment compensation Total
At January 1, 2016 $ 477,768
($ 63,121)
$ 414,647
Currency translation differences:
Group ( 433,174)
- ( 433,174)
Associates ( 9,585)
- ( 9,585)
Issuance of restricted shares - ( 41,313)
( 41,313)
to employees
Retirement of restricted shares - 7,370 7,370
to employees
Share-based payment transactions - 36,534 36,534
At December 31, 2016 $ 35,009 ($ 60,530) ($ 25,521)
Operating revenue
For the year ended
For
the year ended
December 31,2017
December31,2016
Sales revenue $ 10,167,892

$
11,013,353
Service revenue 186,854 450,916
Other revenue 198,027 112,777
Total $ 10,552,773
$
11,577,046

(20) Operating revenue

~51~

134

(21) Other income

Other income
Rental revenue
Interest income:
Interest income from bank deposits
Others
Dividend income
Other income - others
Total
For the year ended
December31,2017
12,546
$ 76,612
35
3,113
18,370
110,676
$
For the year ended
December31,2016
-
$ 52,076
59
7,509
39,326
98,970
$

(22) Other gains and losses

Other gains and losses
For the year ended For the year ended
December31,2017 December31,2016
Net gains on financial assets at
fair value through profit $ 2,736
$ 2,325
Net currency exchange (losses) gains ( 82,483)
67,791
Gains on disposal of property, plant
and equipment
470 2,405
Losses on disposal of investment ( 4,191)
-
Impairment loss ( 17,050)
-
Other expenses ( 5,477)
( 556)
Total ($ 105,995) $ 71,965
Finance costs
For the year ended For the year ended
December31,2017 December31,2016
Interest expense:
Bank borrowings $ 26,565 $ 26,119
Expenses by nature
For the year ended For the year ended
December31,2017 December31,2016
Employee benefit expenses $ 1,307,891
$ 1,470,077
Depreciation charges on property, plant
and equipment 264,329 340,366
Amortisation charges on intangible assets 14,319 13,926
Total $ 1,586,539 $ 1,824,369

(23) Finance costs

(24) Expenses by nature

~52~

135

(25) Employee benefit expenses

Wages and salaries
Employee stock options
Labour and health insurance fees
Pension costs
Other personnel expenses
Total
For the year ended
December31,2017
1,109,349
$ 33,806
62,549
58,917
43,270
1,307,891
$
For the year ended
December31,2016
1,245,514
$ 36,770
72,001
63,695
52,097
1,470,077
$
  • A. According to the Articles of Incorporation of the Company, when distributing earnings, the Company shall distribute compensation to the employees and pay remuneration to the directors that account for 10% to 20% and no higher than 2%, respectively, of distributable profit of the current period. If a company has accumulated deficit, earnings should be channeled to cover losses. Employees’ compensation can be distributed in the form of shares or in cash. Employees of subsidiaries that the Company holds more than 50% shareholding are entitled to receive aforementioned stock or cash.

Abovementioned distributable profit of the current period refers to the pre-tax profit before deduction of employees’ compensation and directors’ remuneration. A company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, have the profit distributed as employees’ compensation and directors’ remuneration; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

Before the establishment of the Audit Committee of the Company, the remuneration of the supervisors and the directors shall be pay no higher than 2% of distributable profit of the current period.

  • B. For the years ended December 31, 2017 and 2016, employees’ compensation was accrued at $3,159 and $13,383, respectively; directors’ and supervisors’ remuneration was accrued at $421 and $1,784, respectively. The aforementioned amounts were recognized in salary expenses.

  • C. Employees’ compensation and directors’ and supervisors’ remuneration for 2016 as resolved by the stockholders were in agreement with those amounts recognized in the 2016 financial statements.

Information about the appropriation of employees’ compensation and directors’ and supervisors’ remuneration by the Company as proposed by the Board of Directors and resolved by the stockholders will be posted in the Market Observation Post System at the website of the Taiwan Stock Exchange.

~53~

136

(26) Income tax

A. Income tax expense

  • (a) Components of income tax expense:
me tax
ncome tax expense
a) Components of income tax expense:
For the year ended For the year ended
December31,2017 December31,2016
Current tax:
Current tax on profits for the year $ 85,553
$ 101,118
Adjustments in respect of prior years ( 3,238)
( 16,025)
Total current tax 82,315 85,093
Deferred tax:
Origination and reversal of
temporary differences 5,660 5,374
Total deferred tax 5,660 5,374
Income tax expense $ 87,975 $ 90,467
b) The income tax charged to other comprehensive income as follows:
For the year ended For the year ended
December31,2017 December31,2016
Remeasurement of defined benefit
obligations ($ 306)
$ 1,334
Translation differences of foreign
operations ( 65,160)
( 90,685)
($ 65,466) ($ 89,351)
econciliation between income tax expense and accounting profit:
For the year ended For the year ended
December 31,2017 December31,2016
Tax calculated based on profit before
tax and statutory tax rate $ 84,250
$ 57,996
Expense disallowed by tax regulation ( 23,228)
11,400
Estimated 10% corporate income tax
on unappropriated earnings 2,915 10,849
Changes in reassessment of deferred
tax assets ( 3,743)
21,277
Effect from tax credit of investment 425 ( 7,955)
Adjustment of income tax expense in
prior years ( 3,238)
( 16,025)
Tax paid outside of the territory of
the Republic of China
32,129 22,975
Tax exempted income by
tax regulation
( 1,535)
( 17,723)
Effect from alternative minimum tax - 7,673
Income tax expense $ 87,975 $ 90,467

(b) The income tax charged to other comprehensive income as follows:

B. Reconciliation between income tax expense and accounting profit:

~54~

137

  • C. Amounts of deferred tax assets or liabilities as a result of temporary difference, tax losses and investment tax credit are as follows:
investment tax credit are as follows:
2017
Recognised
in other
Recognised in comprehensive
January1 profit or loss income December31
Temporary differences:
-Deferred tax assets:
Cost of after-sales service and
other estimated expenses $ 53,317
($ 14,150)
$ -
$ 39,167
Currency translation differences - - 28,498 28,498
Tax losses 280 ( 280)
- -
Tax credit of investment 16,185 ( 1,435)
- 14,750
Subtotal $ 69,782 ($ 15,865) $ 28,498 $ 82,415
-Deferred tax liabilities:
Gain on foreign investment under
the equity method ($ 404,469)
$ 13,597
$ -
($ 390,872)
Pension expense ( 980)
( 439)
306 ( 1,113)
Currency translation differences ( 36,662)
- 36,662 -
Others ( 1)
( 2,953)
- ( 2,954)
Subtotal ($ 442,112) $ 10,205 $ 36,968 ($ 394,939)
Total ($ 372,330) ($ 5,660) $ 65,466 ($ 312,524)
~55~

138

2016 2016 2016
Recognised
in other
Recognised in comprehensive
January1 profit or loss income December31
Temporary differences:
-Deferred tax assets:
Cost of after-sales service and
other estimated expenses $ 61,584
($ 8,267)
$ -
$ 53,317
Pension expense 858 ( 504)
( 354)
-
Tax losses - 280 - 280
Tax credit of investment 9,392 6,793 - 16,185
Subtotal $ 71,834 ($ 1,698) ($ 354) $ 69,782
-Deferred tax liabilities:
Gain on foreign investment under
the equity method ($ 399,995)
($ 4,474)
$ -
($ 404,469)
Pension expense - - ( 980)
( 980)
Currency translation differences ( 127,347)
- 90,685 ( 36,662)
Others ( 799)
798 - ( 1)
Subtotal ($ 528,141) ($ 3,676) $ 89,705 ($ 442,112)
Total ($ 456,307) ($ 5,374) $ 89,351 ($ 372,330)
  • D. According to the Act for Industrial Innovation, details of the amount the Group is entitled as investment tax credit and unrecognised deferred tax assets amount are as follows:
Qualifyingitems
Research and development
Research and development
Qualifyingitems
Research and development
Research and development
December31,2017
Unused taxcredits

6,944
$ 7,806
14,750
$
Unrecognised
deferred taxassets
-
$ -
-
$ December31,2016
Expiry year
2018
2019
Unused taxcredits

8,230
$ 7,955
16,185
$
Unrecognised
deferred taxassets
-
$ -
-
$
Expiry year
2017
2018
~56~

139

  • E. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows:

December 31, 2017: None.

December31,2016 December31,2016
Year incurred
2016
Amount
filed / assessed
1,650
$
Unused amount
1,650
$
Unrecognised
deferred taxassets
-
$
Expiry year
2026
  • F. The amounts of deductible temporary difference that are not recognized as deferred tax assets None.

  • G. As of December 31, 2017, the Company’s income tax returns through 2014 have been assessed and approved by the Tax Authority.

  • H. With the abolishment of the imputation tax system under the amendments to the Income Tax Act promulgated by the President of the Republic of China in February, 2018, the information on unappropriated retained earnings and the balance of the imputation credit account as of December 31, 2017, as well as the estimated creditable tax rate for the year ended December 31, 2017 is no longer disclosed.

Unappropriated retained earnings on December 31, 2016:

Earnings generated in and after 1998

December 31,2016
$ 2,946,092

As of December 31 2016, the balance of the imputation tax credit account was $279,476 and the creditable tax rate was 9.86% .

(27) Earnings per share

creditable tax rate was 9.86% .
Earnings per share
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Restricted shares to employees
Employees’ bonus
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion of
all dilutive potential ordinary
shares
For theyear ended December31,2017
Amount after tax
13,402
$ 13,402
$ 13,402
$
Weighted average number of
ordinary shares outstanding
(share in thousands)
265,928
2,712
228
268,868
Earnings per share
(in dollars)
0.05
$
0.05
$
~57~

140

Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Restricted shares to employees
Employees’ bonus
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion of
all dilutive potential ordinary
shares
For theyear ended December31,2016 For theyear ended December31,2016 For theyear ended December31,2016
Amount after tax
53,800
$ 53,800
$ 53,800
$
Weighted average number of
ordinary shares outstanding
(share in thousands)
265,840
1,019
958
267,817
Earnings per share
(in dollars)
0.20
$
0.20
$

(28) Transactions with non-controlling interest

  • A. Acquisition of additional equity interest in a subsidiary

During the year ended December 31, 2016, the Group acquired an additional 0.41% shares of its subsidiary - Altek Autotronics Corporation at the amount of $1,483. This transaction resulted in a decrease of $1,436 in the non-controlling interest and a decrease of $47 in the equity attributable to owners of the parent. The effect of the change in ownership interests on the equity attributable to owners of the parent for the year ended December 31, 2016 is shown below:

For the year ended For the year ended
December31,2016
Carrying amount of non-controlling interest acquired $ 1,436
Consideration paid to non-controlling interest ( 1,483)
Capital surplus
-Difference between proceeds on acquisition of or disposal of equity
interest in a subsidiary and its carrying amount ($ 47)

B. The Group did not acquire share increase proportionally to its interest to the second-tier subsidiary. Grandson Altek Semiconductor (Cayman) Co., Ltd., a second-tier subsidiary of the Group, increased capital by issuing new shares on June 9 and July 11, 2017. The Group did not acquire shares proportionally to its interest. As a result, the Group decreased its share interest by 21.43%. The transaction increased non-controlling interest by $513,046 and increased the equity attributable to owners of parent by $395,774. The effect of changes in interests in Altek Semiconductor (Cayman) Co., Ltd. on the equity attributable to owners of the parent as of 2017 is shown below:

~58~

141

For the year ended
December31,2017
Cash $ 908,820
Carrying amount of non-controlling interest ( 513,046)
Capital surplus - Changes in ownership interests in subsidiaries $ 395,774

(29) Operating leases

The Group leased part of the Taipei office building with operating leases. Contingent rents of $17,298 were recognized for these leases in profit or loss for the year ended December 31, 2017. The future aggregate minimum lease payments receivable under non-cancellable operating leases are as follows:

are as follows:
Not more than 1 year
More than 1 year but not more than 5 years
December31,2017
28,921
$ 38,561
67,482
$
December31,2016
-
$ -
-
$

The Group leases office buildings for operational needs under non-cancellable operating lease agreements. These lease terms are between 2017 and 2027. Most of the lease agreements are renewable at the market price at the end of the lease period. The future aggregate minimum lease payments receivable under non-cancellable operating leases are as follows:

Not more than 1 year
More than 1 year but not more than 5 years
Over 5 years
December31,2017
3,448
$ 13,794
17,243
34,485
$
December31,2016
7,289
$ 14,785
22,178
44,252
$

(30) Supplemental cash flow information

A. Investing activities with partial cash payments

For the year ended For the year ended
December31,2017 December31,2016
Acquisitions of property, plant, and
equipment $ 97,615
$ 45,477
Add: Property and equipment and
construction billings payable at
beginning of year 6,848 61,027
Less: Property and equipment and
construction billings payable at end
of year ( 12,340)
( 6,848)
Cash paid $ 92,123 $ 99,656
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142

For the year ended For the year ended
December31,2017 December31,2016
Acquisitions of intangible assets $ 48,637
$ 15,415
Add: Payable at beginning of year 9,067 -
Less: Payable at end of year ( 4,763)
( 9,067)
Cash paid $ 52,941 $ 6,348

7. RELATED PARTY TRANSACTIONS

  • (1) Names of related parties and relationship: None.

(2) Significant transactions and balances with related parties:

No significant related party transactions.

(3) Key management compensation

No significant related party transactions.
Key management compensation
Salaries and other short-term employee benefits
Post-employment benefits
Share-based payments
Total
For the year ended
December31,2017
24,649
$ 567
9,490
34,706
$
For the year ended
December31,2016
32,845
$ 647
9,067
42,559
$

8. PLEDGED ASSETS

None.

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS

Contingencies

  • (1) The GUC (General Unsecured Creditor Trustee) of Eastman Kodak Company (hereunder ‘Kodak’) filed a lawsuit against the Company in the United States Bankruptcy Court for the Southern District of New York, asserting certain payments in 49.2 million transactions prior to Kodak’s bankruptcy were out of ordinary course of business. After discussion, the GUC agreed to withdraw its claim on August 24, 2016, so the suit was dismissed. The Company neither needs to refund nor to make any payment to the GUC.

  • (2) On December 22, 2015, the Company filed a civil complaint against HTC Corporation with the Taiwan Taipei District Court, alleging HTC Corporation’s default in relation to the agreed upon Manufacturing and Supply Agreement and claiming damage of USD 11,126 thousand against HTC Corporation. As of March 23, 2018, the case is still under trial.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENT AFTER THE BALANCE SHEET DATE

Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China in February, 2018, the Company’s applicable income tax rate will be raised from 17% to 20% effective from January 1, 2018. This will increase the Company’s deferred tax assets and deferred tax

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143

liabilities by $11,941 and $69,695, respectively.

12. OTHERS

(1) Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends, return capital or issue new shares to achieve the optimal capital structure.

(2) Financial instruments

  • A. Fair value information of financial instruments

The carrying amounts of financial instruments including cash and cash equivalents, notes receivable, accounts receivable, other receivables, refundable deposits (shown as non-current assets), short-term borrowings, accounts payable, other payables, and guarantee deposits received (shown as non-current liabilities) are approximate to their fair value. The fair value information of financial instruments measured at fair value is provided in Note 12(3).

  • B. Financial risk management policies

  • (a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial position and financial performance.

  • (b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the Board of Directors. Group treasury identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating units, as well as provides written principles for overall risk management and policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the USD. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations.

  • ii. Management has set up a policy to require that group companies hedge their entire foreign exchange risk exposure with Group treasury. Foreign exchange risk arises when future commercial transactions or recognised assets or liabilities are denominated in a currency

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144

that is not the entity’s functional currency.

iii. The Group has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. Currency exposure arising from the net assets of the Group’s foreign operations is managed primarily through transactions denominated in the relevant foreign currencies.

  • iv. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

December 31, 2017

December31,2017 December31,2017 December31,2017 December31,2017 December31,2017
Foreign Currency
Amount
(In thousands)
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
82,628
USD
USD:RMB
58,286
USD
Financial liabilities
Monetary items
USD:NTD
79,594
USD
USD:RMB
48,656
USD
Foreign Currency
Amount
(In thousands)
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
USD 102,320
USD:RMB
USD 75,336
Non-monetary items
USD:NTD
USD 3,930
Financial liabilities
Monetary items
USD:NTD
USD 94,101
USD:RMB
USD 61,696
Effect on
Effect on
Other
Exchange Book Value
Extent of
Profit or
Comprehensive
Rate
(NTD)
Variation
(Loss)
Income(Loss)
29.760
2,459,009
$ 1%
24,590
$ -
$ 6.5342
1,734,591
1%
17,346
-
29.760
2,368,717
$ 1%
23,687)
($ -
$ 6.5342
1,448,003
1%
14,480)
(
-
SensitivityAnalysis
Effect on
Effect on
Other
Exchange Book Value
Extent of
Profit or
Comprehensive
Rate
(NTD)
Variation
(Loss)
Income(Loss)
32.25
3,299,820
$ 1%
32,998
$ -
$ 6.937
2,429,586
1%
24,296
-
32.25
126,757
$ 1%
-
$ 1,268
$ 32.25
3,034,757
$ 1%
30,348)
($ -
$ 6.937
1,989,696
1%
19,897)
(
-
December31,2016
SensitivityAnalysis
Foreign Currency
Amount
(In thousands)
Exchange
Rate
32.25
6.937
32.25
32.25
6.937
Book Value
(NTD)
3,299,820
$ 2,429,586
126,757
$ 3,034,757
$ 1,989,696
Effect on
Effect on
Other
Extent of
Profit or
Comprehensive
Variation
(Loss)
Income(Loss)
1%
32,998
$ -
$ 1%
24,296
-
1%
-
$ 1,268
$ 1%
30,348)
($ -
$ 1%
19,897)
(
-
-
$ -
1,268
$ -
$ -


~62~

145

  • v. Total exchange (loss) gain, including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2017 and 2016 amounted to ($82,483) and $67,791, respectively.

Interest rate risk

Interest risk arises from the changes of market interest rate causing fluctuation in financial instruments’ fair value or cash received and paid in the future.

The Group raised short-term borrowings at fixed rates during the years ended December 31, 2017 and 2016, and thus had no significant cash flow interest rate risk.

Price risk

The Group is exposed to price risk because of investments held by the Group. The Group sets limits to control the transaction volume and stop-loss amount to reduce its market risk.

  • (b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings, the utilization of credit limits is regularly monitored. Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, as well as credit exposures to customers, including outstanding receivables and committed transactions.

  • ii. No credit limits were exceeded during the reporting periods, and management does not expect any significant losses from non-performance by these counterparties for the years ended December 31, 2017 and 2016.

  • iii. The individual analysis of financial assets that had been impaired is provided in the statement for each type of financial asset in Note 6.

  • iv. The credit quality information of financial assets that are neither past due nor impaired or past due and not impaired is provided in the statement in Note 6(3).

  • (c) Liquidity risk

  • i. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. Group treasury monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities. Such forecasting takes into consideration the Group’s debt financing plans, and compliance with internal balance sheet ratio targets.

  • ii. Surplus cash held by the operating entities over and above the balance required for working capital management are transferred to the Group treasury. Group treasury invests

~63~

146

surplus cash in interest bearing current accounts, time deposits and marketable securities, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient head-room as determined by the above-mentioned forecasts.

  • iii. The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
December 31, 2017
Short-term borrowings
Short-term notes and bills payable
Notes payable
Accounts payable
Other payables
Guarantee deposits recevied
Non-derivative financial liabilities:
December 31, 2016
Short-term borrowings
Accounts payable
Other payables
Guarantee deposits recevied
Less than 1year
2,021,000
$ 199,797
30,335
2,097,254
420,452
-
Less than 1year
2,415,000
$ 2,417,239
445,206
-
Over 1year
-
$ -
-
-
-
23,923
Over 1year
-
$ -
-
10,094

(3) Fair value estimation

  • A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

  • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed beneficiary certificates, on-the-run derivative instruments with quoted market prices is included in Level 1.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  • Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.

  • B. The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities at December 31, 2017 and 2016 is as follows:

~64~

147

December 31, 2017
Assets
Recurring fair value
measurements
Financial assets at fair
value through profit or loss
Beneficiary certificate
December 31,2016
Assets
Recurring fair value
measurements
Financial assets at fair
value through profit or loss
Beneficiary certificate
Level 1
584,799
$ Level 1
693,709
$
Level 2
-
$ Level 2
-
$
Level3
-
$ Level3
-
$
Total
584,799
$
Total
693,709
$
  • C. The methods and assumptions the Group used to measure fair value are as follows:

The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:

Open-end fund Market quoted price Net asset value

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loans to others: None.

  • B. Provision of endorsements and guarantees to others: None.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) : Please refer to table 1.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding NT$300 million or 20% of the Company’s paid-in capital: None.

  • E. Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more: None.

  • F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more: Please refer to table 2.

  • H. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Please refer to table 3.

  • I. Trading in derivative financial instruments undertaken during the reporting periods: None.

  • J. Significant inter-company transactions during the reporting periods: Please refer to table 4.

~65~

148

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 5.

(3) Information on investments in Mainland China

  • A. The related information of investments in Mainland China: Please refer to table 6.

  • B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area:

For the significant purchases, sales, accounts payable and accounts receivable transactions between the Company and the investee companies in Mainland China through its subsidiaries, please refer to tables 2 and 4.

14. SEGMENT INFORMATION

(1) General information

The Group mainly operates in one segment. The Chief Operating Decision-Maker reviews the Group’s reporting to assess performance and allocate resources. The Group mainly has a single reportable segment.

(2) Measurement of segment information

The chief operating decision-maker assesses the segment performance through the consolidated financial statements which are prepared in accordance with the “Rules Governing the Preparation of Financial Statements by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC.

(3) Information about segment profit or loss, assets and liabilities

The Group has a single reportable segment. The revenue from external customers, the related gain or loss, and the assets correspond with the consolidated revenue, consolidated operating income, and consolidated assets.

(4) Reconciliation for segment income (loss), assets and liabilities None.

(5) Information on product and service

Revenues from external customers are derived from the sale of digital image technology application and related export and import trade.

~66~

149

(6) Geographical information

Geographical information for the years ended December 31, 2017 and 2016 is as follows:

Asia
Europe
America
Taiwan
Total
Revenue
Non-current assets
9,332,973
$ 2,307,520
$ 1,047,980
-
60,389
-
111,431
2,240,174
10,552,773
$ 4,547,694
$ Forthe yearendedDecember31,2017
Forthe yearendedDecember31,2016 Forthe yearendedDecember31,2016
Revenue
9,332,973
$ 1,047,980
60,389
111,431
10,552,773
$
Revenue
9,950,667
$ 1,118,838
67,611
439,930
11,577,046
$
Non-current assets
2,577,653
$ -
-
2,173,112
4,750,765
$
  • (7) For the years ended December 31, 2017 and 2016, $5,098,898 and $5,987,938 of the Group’s total revenue was from sales of digital image technology application, respectively.

(Blank below)

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150

Altek Corporation and subsidiaries

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)

December 31, 2017

Table 1

Expressed in thousands of NTD (Except as otherwise indicated)

Securities held by Marketable securities Relationship with the
securities issuer
General
ledger account
As of December31,2017 As of December31,2017
Number of shares Bookvalue Ownership (%) Fairvalue
Altek Corporation
"
"
Altek (Kunshan) Co., Ltd.
"
Altek Investment Co., Ltd.
Altek Biotechnology
Corporation
Gianta Co., Ltd. - Common stock
Yung Li Investments Inc. - Common
stock
Hua-chuang Automobile Information
Technical Center Co., Ltd. - Common
stock
Guangdong Kingding Optical Technology
Co., Ltd.
CPEC Huachuang Private Equity
(Kunshan) Enterprise (Limited
Partnership)
Money Market Fund
Money Market Fund
Director
None
None
None
None
None
None
Financial assets carried
at cost -non-current
"
"
"
"
Financial assets at fair value
through profit or
loss-current
"
762,876
633,483
10,000,000
1,200,000
N/A
2,487,654
28,530,618
10,312
$ 289
76,400
5,465
45,545
39,902
544,897
14.55%
4.84%
2.00%
6.45%
(Note)
N/A
N/A
10,312
$ 289
76,400
5,465
45,545
39,902
544,897

Note : 1% of CPEC Huachuang Private Equity (Kunshan) Enterprise (Limited Partnership)’s capital contribution.

Table 1, Page 1

151

Altek Corporation and subsidiaries

Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more

For the year ended December 31, 2017

Table 2
Purchaser/seller
Counterparty Relationship with the
counterparty
Transaction Transaction Differences in transaction terms
compared to third party
transactions
Notes/accounts
receivable(payable)
Expressed in thousands of NTD
(Except as otherwise indicated)
Differences in transaction terms
compared to third party
transactions
Notes/accounts
receivable(payable)
Expressed in thousands of NTD
(Except as otherwise indicated)
Differences in transaction terms
compared to third party
transactions
Notes/accounts
receivable(payable)
Expressed in thousands of NTD
(Except as otherwise indicated)
Differences in transaction terms
compared to third party
transactions
Notes/accounts
receivable(payable)
Expressed in thousands of NTD
(Except as otherwise indicated)
Purchases
(sales)
Amount Percentage of
total purchases
(sales)
Credit term Unitprice Credit term Balance Percentage of
total notes/accounts
receivable(payable)
Altek Corporation
Altek International
Investment Co.,
Ltd.
Altek Semiconductor
Corporation
Altek Biotechnology
Corporation
Altek (Kunshan) Co., Ltd.
Altek Trading (Shanghai)
Limited
"
Altek Semiconductor
(Shanghai) CO., Ltd.
Altek International
Investment Co., Ltd.
Altek (Kunshan) Co., Ltd.
Altek International
Investment Co., Ltd.
"
"
"
Altek (Kunshan) Co., Ltd.
"
Parent and affiliated
company
"
"
The same ultimate
parent company
Parent and affiliated
company
"
The same ultimate
parent company
"
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
3,903,935
$ 6,884,317
989,153
743,448
196,847
589,483
419,580
169,427
97%
100%
78%
100%
2%
54%
38%
100%
Net 120 days
Net 75 days
"
"
"
"
"
"
Approximately
the same price
with third
parties
"
"
"
"
"
"
"
Note
"
"
"
"
"
"
"
1,648,946)
($ 1,307,430)
(
400,901)
(
296,970)
(
-
68,704)
(
186,963)
(
163,266)
(
96%
98%
92%
100%
0%
27%
73%
100%

Note: The payment term with third parties was net 60~120 days.

Table 2, Page 1

152

Altek Corporation and subsidiaries

Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more

December 31, 2017

Table 3
Creditor
Counterparty Relationship
with the counterparty
Balance as at December31,2017 Turnover rate Overdue receivables Overdue receivables Amount collected
subsequent to the
balance sheet date
Allowance for
doubtful accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount collected
subsequent to the
balance sheet date
Allowance for
doubtful accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount Action taken
Altek International
Investment Co., Ltd.
"
"
Altek (Kunshan) Co., Ltd.
"
"
Altek Corporation
Altek Semiconductor
Corporation
Altek Biotechnology
Corporation
Alteck International Investment
Co., Ltd.
Altek Trading (Shanghai)
Limited
Altek Semiconductor
(Shanghai) Co., Ltd.
Parent company
Parent company
The same ultimate
parent company
Parent company
The same ultimate
parent company
The same ultimate
parent company
1,648,946
$ 400,901
296,970
1,307,430
186,963
163,266
2.39
3.50
4.70
5.05
5.50
4.58
-
$ -
-
-
-
-
N/A
N/A
N/A
N/A
N/A
N/A
850,152
$ 210,308
252,602
1,232,398
169,766
146,083
-
$ -
-
-
-
-

Table 3, Page 1

153

Altek Corporation and subsidiaries

Table 4

Expressed in thousands of NTD

Significant inter-company transactions during the reporting periods

For the year ended December 31, 2017

(Except as otherwise indicated)

Companyname Counterparty Relationship
(Note 1)
Transaction
General ledger account Amount Transaction terms Percentage of consolidated total operating
revenues or total assets(Note 2)
Altek Corporation
"
Altek International Investment Co., Ltd.
"
Altek Semiconductor Corporation
"
Altek Biotechnology Corporation
"
Altek (Kunshan) Co., Ltd.
"
Altek Trading (Shanghai) Limited
"
"
"
Altek Semiconductor (Shanghai) Co., Ltd.
"
Altek International Investment Co., Ltd.
"
Altek (Kunshan) Co., Ltd.
"
Altek International Investment Co., Ltd.
"
"
"
"
"
"
"
Altek (Kunshan) Co., Ltd.
"
"
"
(1)
(1)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
(3)
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
3,903,935
$ 1,648,946
6,884,317
1,307,430
989,153
400,901
743,448
296,970
196,847
-
589,483
68,704
419,580
186,963
169,427
163,266
Net 120 days
"
Net 75 days
"
"
"
"
"
"
"
"
"
"
"
"
"
37%
11%
65%
9%
9%
3%
7%
2%
2%
0%
6%
0%
4%
1%
2%
1%

Note 1: Relationship between transaction and counterparty is classified into the following categories:

  • (1) Parent company to subsidiary.

  • (2) Subsidiary to parent company.

  • (3) Subsidiary to subsidiary.

Note 2: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.

Note 3: The Company may decide to disclose or not to disclose transaction details in this table based on the Materiality Principle.

Table 4, Page 1

154

Altek Corporation and subsidiaries

Information on investees

Table 5

Expressed in thousands of NTD (Except as otherwise indicated)

For the year ended December 31, 2017

Investor Investee Location Main business activities Initial invest ment amount Shares he ld as at December 31,2017 Net profit (loss) of
the investee for the
year ended December 31,
2017
Investment income(loss)
recognised by the Company
for the year ended December
31,2017
Footnote
Balance
as at December 31,
2017
Balance
as at December 31,
2016
Number of shares Ownership (%) Book value
Altek Corporation
"
"
"
"
Altek International
Investment Co., Ltd.
"
"
Altek Semiconductor
(Cayman) Co., Ltd.
Altek Biotechnology
Holding (Cayman)
Co., Ltd.
Altek International
Investment Co., Ltd.
Altek Japan Corporation
Altek Investment Co.,
Ltd.
Altek Autotronics
Corporation
Altek International
Holding (BVI) Co, Ltd.
Altek Lab Inc.
JinJing Optical
Technology Co., ltd.
Altek Semiconductor
(Cayman) Co., Ltd.
Altek Semiconductor
Corporation
Altek Biotechnology
Corporation
British Virgin
Islands
Japan
Republic of China
Republic of China
British Virgin
Islands
U.S.A.
Samoa
Cayman Islands
Republic of China
Republic of China
Investment and general
business operations
Sale and design of optical
instruments
Investment
Research design,
manufacture and sales of
car electronic
components
Investment and general
business operations
Design service
Investment and general
business operations
Investment and general
business operations
Research design and sales
of ASIC
Research and
development,
manufacture
and sales of
biotechnology
2,910,046
$ 2,869
50,000
-
415,376
109,509
104,160
182,941
200,000
415,376
3,033,618
$ 2,869
50,000
184,080
415,376
109,509
104,160
182,941
200,000
415,376
88,662,059
1,000
5,000,000
-
12,865,921
11,311,875
3,500,000
20,000,000
20,000,000
40,100,000
100%
100%
100%
-
100%
100%
23.33%
50%
100%
100%
8,912,258
$ 10,923
39,894
-
496,717
58,637
-
627,237
317,938
496,717
165,669
$ 419)
(
4,750
92)
(
63,369
1,399
31,537)
(
62,978
92,634
63,369
165,669
$ 419)
(
54)
(
-
63,369
480
-
26,793
41,528
63,369
Note 1
Note 3
Note 2
Note 3

Note 1: On June 30, 2017, Altek Corporation consummated a short-form merger with Altek Autotronics Corporation and the former is the surviving company. Note 2: Common stock of 9,311,875 shares and preferred stock of 2,000,000 shares.

Note 3: In June 2016, The share holding of Altek Biotechnology Corporation was changed to be owned by Altek Biotechnology Holding (Cayman) Co., Ltd. , which is a subsidiary of Altek International Holding (BVI) Co., Ltd.

Table 5, Page 1

155

Altek Corporation and subsidiaries Information on investments in Mainland China For the year ended December 31, 2017

Table 6

Expressed in thousands of NTD (Except as otherwise indicated)

Investee in Mainland
China
Main business activities Paid-in capital Investment
method
Note 1
Accumulated amount
of remittance from
Taiwan to Mainland
China as of
January1,2017
Amount remitte
Mainland C
remitted back
theyear ended D
d from Taiwan to
hina/Amount
to Taiwan for
ecember 31,2017
Accumulated amount
of remittance from
Taiwan toMainland
China as of
December 31,2017
Net profit (loss) of investee for
the year ended December 31,
2017
Ownership held by
the Company
(direct or indirect)
Investment income
(loss) recognised
by the Company
for the year ended
December 31,2017
Book value of
investments in
Mainland China as of
December 31,2017
Accumulated amount
of investment income
remitted back to
Taiwan as of December 31,
2017
Remitted to Mainland China Remitted back to Taiwan
Altek (Kunshan) Co.,
Ltd. (Note 2)
Altek EMS (Kunshan)
Co., Ltd. (Note 3)
Altek Trading
(Shanghai) Limited
Kinko Optical (Suzhou)
Co., Ltd.
Phoenix Optical
(Shanghai) Co., Ltd.
(Note 4)
Altek Precision
(Kunshan) Co., Ltd.
Altek Optical
Technology
(Kunshan)
Co., Ltd.
Altek Semiconductor
(Shanghai) Co., Ltd.
Manufacture and sale of digital
still cameras and its accessories
Manufacture and sale of related
engineering services
Wholesale, import and export of
digital cameras, digital video
cameras and their
associated accessories
Manufacture and sale of
optical components
Manufacturing and marketing of
digital cameras and its key
components, photo sensor
and optoelectronic equipment
Design, manufacture and sales of
digital camera parts
Manufacture and sales of
digital camera and its
accessories and
optical components
Imaging technologies, electronic
software and hardware
development, IC design and
development, technology
service, and
wholesale, import and
export of related products.
1,476,096
$ 148,800
252,960
446,400
470,892
410,688
333,312
14,880
2
2
2
2
2
2
2
2
1,339,200
$ 270,310
252,960
104,160
263,805
410,688
446,400
-
-
$ -
-
-
-
-
-
-
-
$ -
-
-
( 123,572)
-
( 113,088)
-
1,339,200
$ 270,310
252,960
104,160
140,233
410,688
333,312
-
175,716
$ 1,311
26,546
( 27,354)
-
( 3,270)
( 10,643)
4,866)
(
100%
100%
100%
23.33%
40%
100%
100%
50%
175,716
$ 1,311
26,546
-
-
( 3,270)
( 10,643)
2,502)
(
3,960,196
$ 761,765
301,033
-
-
150,170
12,579
10,848
-
$ -
-
-
-
-
-
-

Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to: (1)Directly invest in a company in Mainland China. (2)Through investing in an existing company in the third area,which then investeed in the investee in Mainland China. (3)Others. Note 2: Including retained earnings capitalized of US$4,600 (In thousand of US dollars). Note 3: Including retained earnings capitalized of US$3,600 (In thousand of US dollars). Note 4: On May 8, 2017, Phoenix Optical (Shanghai) Co., Ltd. has completed liquidation.

Companyname Accumulated amount of remittance from Taiwan to
Mainland China as of December 31,2017
Investment amount approved by the Investment
Commission of the Ministryof Economic Affairs(MOEA)
Ceiling on investments in Mainland China imposed
bythe Investment Commission of MOEA
Altek Corporation 2,850,863
$
3,027,901
$
-
$

Note:According to “REGULATIONS GOVERNING THE APPROVAL OF INVESTMENT OR TECHNICAL IN MAINLAND CHINA”on August 29, 2008, Altek Corporation obtained the approval

from the Industrial Development Bureau of Ministry of Economics Affairs issued to Headquarters, so there is no need to compute the ceiling amount of the Company.

Table 6, Page 1

156

  • 6.5 Separate Financial Statements for the Years Ended December 31, 2017 and 2016

Please refer to page 128~187 of the 2017 Chinese Annual Report.

157

6.6 Difficulty in Financial Turnover of the Company and its Affiliated Companies: None

158

VII. Review of Financial Conditions, Financial Performance, and Risk Management

7.1 Analysis of Financial Status IFRS & Consolidated Base

Analysis of Financial Status
IFRS & Consolidated Base
Analysis of Financial Status
IFRS & Consolidated Base
Analysis of Financial Status
IFRS & Consolidated Base
Unit: NT$ thousand
Difference
Amount
%

161,980
1.61

(231,692)
(4.97)

28,621
30.80

(137,070)
(32,26)

(178,161)
(1.17)

(570,977)
(10.17)

(59,416)
(10.24)

(630,393)
(10.18)

(1,600)
(0.06)

393,778
21.14

(203,686)
(4.56)

(276,818)
1,084.67

33,255
(25.70)

507,303
414.86

452,232
5.01
Year
Item

December 31, 2016
December 31, 2017 Difference
Amount %
Current Assets 10,051,522
10,213,502

161,980

1.61
Property, Plant and
Equipment
4,657,848
4,426,156

(231,692)

(4.97)
Intangible Assets 92,917
121,538

28,621

30.80
Other Assets 424,845
287,775

(137,070)

(32,26)
Total Assets 15,227,132
15,048,971

(178,161)

(1.17)
Current Liabilities 5,613,869
5,042,892

(570,977)

(10.17)
Non-current Liabilities 580,270
520,854

(59,416)

(10.24)
Total Liabilities 6,194,139
5,563,746

(630,393)

(10.18)
Share Capital 2,739,788
2,738,188

(1,600)

(0.06)
Capital Reserve 1,862,914
2,256,692

393,778

21.14
Retained Earnings 4,462,922
4,259,236

(203,686)

(4.56)
Other Equity Interest (25,521)
(302,339)

(276,818)

1,084.67
Treasury Stock (129,393)
(96,138)

33,255

(25.70)
Non-controlling
Interests
122,283
629,586

507,303

414.86
Total Shareholders’ Equity
9,032,993

9,485,225

452,232

5.01

7.1.1 Analysis of the percentage of change exceeding 20%

  • A. The increase in intangible assets was mainly due to the cost of mask increases.

  • B. The decrease in other assets was mainly because the equity method of the investee company that has returned back the capital reduction.

  • C. The change in other interests was due to the exchange rate of translation of financial tatements of foreign operations.

  • D. The decrease in Treasury shares was mainly due to the sale of Treasury shares.

  • E. The increase in capital reserves and non-controlling equity was mainly due to the fact that the subsidiary’s cash increase was not subscribed based on the proportion of shares held.

  • 7.1.2 Effect of changes on the Company’s financial condition: No significant effect.

  • 7.1.3 Future response actions: N/A.

159

7.2 Analysis of Financial Performance IFRS & Consolidated Base

Analysis of Financial Performance
IFRS & Consolidated Base
Analysis of Financial Performance
IFRS & Consolidated Base
Analysis of Financial Performance
IFRS & Consolidated Base
Analysis of Financial Performance
IFRS & Consolidated Base
Analysis of Financial Performance
IFRS & Consolidated Base
Unit: NT$thousand
Year
Item

2016
2017 Amount of
Increase
(Decrease)
Percentage of
Change (%)
OperatingRevenue 11,577,046
10,552,773

(1,024,273)

(8.85)
Cost of Sales 10,021,302
9,117,731

(903,571)

(9.02)
Gross Profit from Operations 1,555,744
1,435,042

(120,702)

(7.76)
OperatingExpenses 1,509,985
1,275,596

(234,389)

(15.52)
Net OperatingIncome(Loss) 45,759
159,446

113,687

248.45
Non-operatingIncome and Expenses 144,816
(21,884)

(166,700)

(115.11)
Income before Tax 190,575
137,562

(53,013)

(27.82)
Income Tax Expense 90,467
87,975

(2,492)

(2.75)
Income after Tax 100,108
49,587

(50,521)

(50.47)
  • 7.2.1 Analysis of the percentage of change exceeding 20%

  • A. The increase in net operating profit was mainly due to the decrease in the cost of employing personnel and depreciation expenses.

  • B. The decrease of Non-operating income and expenses, pre-tax and the after-tax net profit is mainly due to the exchange rate fluctuations in the years of 2016 and 2017.

7.2.2 Effect of changes on the company’s future business

Faced with the rapid changes in the market, Altek will continue to explore the core technologies of smart vision, enhance the added value of products, provide customers with complete solutions and services, and constantly improve our market share and influence in the field of smart vision, while strengthening various systems, processes, and production and sales management to improve overall competitiveness, growth and profitability.

In addition, with the dramatic growth in the penetration rate of the dual-camera phones market, Altek’s related businesses was also significantly improved this year. In the future, mobile phones, security controls, autopilots, smart home assistants, drones, and sweeping robots will all be fitted with 3D sensing and even AI, and the use of imaging and intelligent vision technologies in related fields will become increasingly popular and plays a key role.

160

  • 7.3Analysis of Cash Flow

  • 7.3.1 Analysis of changes in cash flow in 2017

Analysis of Cash Flow
7.3.1 Analysis of changes in cash flow in 2017
Analysis of Cash Flow
7.3.1 Analysis of changes in cash flow in 2017
Analysis of Cash Flow
7.3.1 Analysis of changes in cash flow in 2017
Analysis of Cash Flow
7.3.1 Analysis of changes in cash flow in 2017
Unit: NT$thousand
Cash and Cash Equivalents,
Beginning of Year
(a)
Net Cash Flow from
Operating Activities
(b)
Cash
Inflows
(c)
Cash Surplus
(Deficit)
(a)+(b)+(c)
Leverage of Cash Deficit
Investment
Plan
Financing Plan
4,849,989 821,269 203,724 5,874,982
  • A. Operating activities: Net cash inflows from the business cycle.

  • B. Investment activities: Net cash inflows from receiving the refund from investee’s capital reduction.

  • C. Financing activities: Net cash inflows from the capital increasing of subsidiaries.

  • 7.3.2 The Improvement Program of Liquidity Insufficiency

    • Altek has no lack of liquidity. The financing activities will be organized based on the business needs.
  • 7.3.3 Analysis of cash flow for the coming year:

    • According to the balance of cash and the cash flows from operating activities, Altek has conducted prudent assessments, plans and controls related operating and investment cash expenses. The mandate is that Altek presupposes maintaining stable cash liquidity.
  • 7.4 Major Capital Expenditure Items and Impact on Finance and Business: None.

  • 7.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year

The recent investment policy is consistent with the Altek group's operating principles and continues to focus on the growth of its core business. In recent years, Altek’s profit has been transformed into a digital imaging solution provider as a result of the cutting into a number of mobile phone supply chains, and extending the use of digital imaging technology to other areas. Altek will continue to supervise and assist its subsidiaries in order to achieve profitability goals. In the future, Altek will focus on the future market trend and our product strategies will be adjusted to enhance investment returns.

  • 7.6 Analysis of Risk Management

  • 7.6.1 Effects of Changes in Interest Rates, Foreign Exchange Rates and Inflation on Corporate Finance, and Future Response Measures

    • A.the change of interest rate:

Altek’s financial status is good, and it has close relationship with the banks for a long time. We will be able to obtain better interest rate conditions to meet the needs of its operations, regularly assess the status of the cost of funding and pay attention to the trend of market interest rates, so it is estimated that the fluctuations of interest rate will have no major impact to us.

  • B. Change of Exchange rate:

Altek's purchases and sales of goods major quoted by the currency in US dollars,

161

through the balance of assets and liabilities, will be able to significantly reduce exchange rate risk and achieve a neutral hedge effect.

According to the procedures for acquisition or disposal of derivatives stipulated in the Procedures for Acquisition or Disposal of Assets, Altek collects information on interest rates and foreign exchange rates on a daily basis and refers to the opinions of experts in foreign exchange to reduce the effect of changes in foreign exchange rates on profit.

  • C. inflation effect:

Altek's quotations for customers and suppliers are adjusted by the market rates, and inflation has little effect for Altek. However, Altek will commit to the transformation of better production process and continue to save money to meet the uncertainty of inflation.

  • 7.6.2 Policies, Main Causes of Gain or Loss and Future Response Measures with Respect to High-risk, High-leveraged Investments, Lending or Endorsement Guarantees, and Derivatives Transactions

Altek did not engage in any high-risk or high-leveraged investments or any lending or endorsement to others. Altek has established the Procedures for Lending Funds to Other Parties and Endorsement & Guarantee and the Procedures for Acquisition or Disposal of Assets (including regulations for derivative transactions).

  • 7.6.3 Future Research & Development Projects and Corresponding Budget

Please refer to page 63 “Ongoing Research and Development Projects and Expenses”

  • 7.6.4 Effects of and Response to Changes in Major Policies and Laws Relating to Corporate Finance and Sales

Altek consistently pays close attention to any changes in local and foreign policies and makes appropriate amendments to our systems when necessary. Changes in related laws have not had a significant impact on our operations.

  • 7.6.5 Effects of and Response to Changes in Technology and the Industry Relating to Corporate Finance and Sales

The digital image applications have been widely used nowadays including mobile devices, medical devices and autotronic devices, regardless of the correction of DSC market. As the digital image applications and needs continue to grow, Altek will enhance the market share and influence in the digital image area to improve the overall competitiveness, growth and profitability.

  • 7.6.6 The Impact of Changes in Corporate Image on Corporate Risk Management, and the Company’s Response Measures

Altek has consistently maintained a professional and ethical business philosophy, emphasized the corporate image and risk management, and fulfilled its social responsibilities. With years of experience and transforming itself into a digital camera solution provider, Altek has also organized numerous public welfare activities, including establishing Altek Charity Fund, to fulfill the social responsibilities.

162

  • 7.6.7 Expected Benefits from, Risks Relating to and Response to Merger and Acquisition Plans

According to the resolution passed in the 17th meeting of the 7th Board of Directors on May 5, 2017, the short-form merger between Altek and its subsidiary Altek Autotronics Corp., with June 30, 2017 as the base date, will benefit the resource integration across the Group. As this merger is within the scope of the Group, which is considered reorganization, it has no impact on shareholders’ equity and generates no risk.

  • 7.6.8 Expected Benefits from, Risks Relating to and Response to Factory Expansion Plans

As of the date of this Annual Report, Altek has no ongoing factory expansion activities.

  • 7.6.9 Risks Relating to and Response to Excessive Concentration of Purchasing Sources and Excessive Customer Concentration

  • A. Purchase

In addition to maintaining a good relationship with major suppliers, Altek has consistently worked to diversify its supplier base in order to reduce the concentration of purchase.

  • B. Sales

In addition to traditional digital cameras, Altek also sells sports cameras and wearable cameras.auto camera. The smartphone imaging solutions, including chips, software, IP, and modules, can be customized and thus are highly recognized by global smartphone customers without excessive customer concentration. In the future, Altek will continue to strengthen the digital imaging core technologies and develop other related fields, in addition to reinforcing the relationship with existing customers, in order to increase both customers and the market share.

  • 7.6.10 Effects of, Risks Relating to and Response to Large Share Transfers or Changes in Shareholdings by Directors, Supervisors, or Shareholders with Shareholdings of over 10%

As of the date of this Annual Report, there have been no major transfers of shares.

  • 7.6.11 Effects of, Risks Relating to and Response to the Changes in Management Rights There was no change in management rights.

163

7.6.12 Litigation or Non-litigation Matters

Case Fact in Dispute Amount of Subject Start of Litigation Major Litigant Current
Progress
Civil complaint against
HTC
Corporation
HTC Corporation’s
default in the
agreed upon
Manufacturing and
Supply Agreement
US$11,126 thousand
against HTC Corporation
2015.12.22 HTC Corporation The case is still
under trial at
the Taiwan
Taipei District
Court.
Action against Q
Technology’s patent
infringement
Patent
infringement of
Xiaomi (model:
Hungmi PRO) using
Q Technology’s
dual-lens camera
module
RMB1,000 thousand 2017.01.09 Q Technology
Company
Limited.
The case is still
under trial at
the Beijing
Intellectual
Property Court.
Action against O Film’s
patent infringement
Patent
infringement of
Xiaomi (model:
Hungmi PRO) using
O Film’s dual-lens
camera module
RMB1,000thousand 2017.03.13 Shenzhen O-Film
Tech Co.,Ltd.

The case is still
under trial at
the Beijing
Intellectual
Property Court.

7.6.13Other Major Risks: None.

7.7 Other Important Items: None.

164

VIII. Special Disclosure

8.1 Profile of Affiliated Companies

8.1.1 Organizational Structure of Affiliated Companies

December 31, 2017

==> picture [704 x 201] intentionally omitted <==

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

Altek Corp.
100% 100% 100% 100%
Altek
Altek International Altek Investment
Altek Japan Corp. Investment Co. Ltd. Co., Ltd. International Holding
(BVI) Co., Ltd.
100% 100% 100% 100% 100% 100% 50% 100% 100%
Altek Lab Inc. Altek Imaging Technology Leading Tech Toptek Investment Altek Trading Technology (Cayman) Altek Optical Altek Semiconductor Altek Optical Altek Biotechnology Holding (Cayman)
Co., Ltd. Cayman Co., Ltd. (Cayman) Co. Ltd. (Cayman) Co., Ltd. (Cayman) Co., Ltd.
(Cayman) Co., Ltd. Co., Ltd. Co., Ltd.
100% 100% 100% 100% 100% 100% 100% 100%
Altek Precision Altek (Kunshan) Altek EMS Altek Trading Altek Optical Altek Semiconductor Altek Semiconductor Altek Biotechnology
(Kunshan) Co., Ltd. Co., Ltd. (Kunshan) Co., Ltd. (Shanghai) Co., Ltd (Kunshan) Co., Ltd. Corp. (Shanghai) Co., Ltd. Corporation
----- End of picture text -----

8.1.2 Scope of Business Engaged by Affiliated Companies

The scope of business engaged by affiliated companies is research, development, manufacturing and sale of digital imaging-related applications. With over 20 years of experience in digital imaging technologies including digital imaging processing, optical and imaging chip design, Altek and its affiliated companies provides customers with chips, software, IP, and module integration and has transformed itself into intelligent vision solutions provider. In addition to successfully entering the supply chain of smartphone, intelligent home,VR camera,robot and wearable camera customers, Altek also applies digital imaging technologies to the medical and automotive fields.

165

8.1.3 Profile of Affiliated Companies

8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies 8.1.3 Profile of Affiliated Companies
Unit: NT$ (foreign currency) thousand; December 31, 2017
Name of Company Date of Establishment Address Paid-in Capital Main Business or Production Division of Work
Altek Japan Corporation July 5, 2005 Japan JPY 10,000 Design of optical components Development and design of
camera optics components
Altek International
Investment Co., Ltd.
February 2, 2000 British Virgin Islands USD 88,662 Business operation and investment Business operation and
investment
Altek Lab Inc. July 15, 2000 U.S.A. USD 1,005 Special application integrated
circuit design
Special application integrated
circuit design
Altek Imaging Technology
(Cayman) Co., Ltd.
April 19, 2005 Cayman Islands USD 15,092 Business operation and investment Holding company indirectly
investing in mainland China
Altek (Kunshan) Precision
Co., Ltd.
October 27, 2010 Kunshan, China USD 13,800 Production/sales of plastic and
metal parts
Component supplier
Leading Tech. Co., Ltd. May 15, 2002 Cayman Islands USD 45,000 Business operation and investment Holding company indirectly
investingin mainland China
Altek (Kunshan) Co., Ltd. July 23, 2001 Kunshan, China USD 49,600 Manufacturing and sales of digital
cameras and phone cameras
related components
Manufacturing and sales of
digital cameras and phone
cameras
Toptek Investment Cayman
Co., Ltd.
March 3, 2004 Cayman Islands USD 1,400 Business operation and investment Holding company indirectly
investing in mainland China
Altek EMS (Kunshan) Co.,
Ltd.
March 3, 2004 Kunshan, China USD 5,000 Production/sales of electronic
product components
Component supplier
Altek Trading (Cayman) Co.,
Ltd.
June 7, 2005 Cayman Islands USD 8,500 Business operation and investment Holding company indirectly
investing in mainland China
Altek Trading(Shanghai)
Co., Ltd.
December 7, 2005 Shanghai, China USD 8,500 Wholesale and import/export of
electronic products and accessories
andpackageproducts
Import/export of electronic
products
Altek Optical Technology
(Cayman) Co., Ltd.
November 21, 2011 Cayman Islands USD 11,200 Business operation and investment Holding company indirectly
investing in mainland China
Altek (Kunshan) Optical November 21, 2011 Kunshan, China USD 11,200 Production/sales of electronic Production/sales of electronic

166

Name of Company Date of Establishment Address Paid-in Capital Paid-in Capital Main Business or Production Division of Work
Co., Ltd. product components product components
Altek Semiconductor
(Cayman) Co., Ltd.
November 26, 2009 Cayman Islands USD 100 Business operation and investment Holding company indirectly
investing in subsidiaries in
Taiwan
Altek Semiconductor Corp. November 26, 2009 Hsinchu City, Taiwan NTD 200,000 R&D and sales of integrated circuits
with special applications
Development and design of
integrated circuits with special
applications
Altek
Semiconductor(Shanghai)
Co., Ltd.
2016.11.21 Shanghai, China USD 500 Imaging technology and electronic
hardware and software
development, integrated circuit
design and development and
technical services
Imaging technology and
electronic hardware and
software development,
integrated circuit design and
development and technical
services
Altek Optical (Cayman) Co.,
Ltd.
May 19, 2006 Cayman Islands USD 4,800 Business operation and investment Holding company indirectly
investing in mainland China
Altek Investment Co., Ltd. July 20, 2004 Taipei City, Taiwan NTD 50,000 General investment Investment company
Altek International
Holding (BVI) Co., Ltd.
May 17, 2016 British Virgin Islands USD 12,866 Business operation and investment Holding company indirectly
investing in subsidiaries in
Taiwan
Altek Biotechnology
Holding (Cayman) Co., Ltd.
May 23, 2016 Cayman Islands USD 12,866 Business operation and investment Holding company indirectly
investing in subsidiaries in
Taiwan
Altek Biotechnology Corp.
(Note)
December 11, 2014 Hsinchu City, Taiwan NTD 401,000 R&D, manufacturing, and sales of
biotechnological and medical
electronic equipment
R&D of biotechnological and
medical electronic equipment

8.1.4 The Same Shareholders of Companies Controlled by or Subordinate to the Company: None.

167

8.1.5 Directors, Supervisors and Presidents of Affiliated Companies

.1.5 Directors, Supervisors and Presidents of Affiliated .1.5 Directors, Supervisors and Presidents of Affiliated Companies Companies Companies Companies
December 31, 2017
Name or Representative
Shareholding
Name
Corporate Representative
Number of Shares
Shareholding
Ratio
Altek Corporation
Alex Hsia
David Lin
Vincent Kao
Steve Shyr
1,000
100.00%
Altek Corporation
Alex Hsia
88,662,059
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
(Common stock)
9,311,875
(Preferred stock)
2,000,000
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
15,092,410
100.00%
Altek Imaging Technology
(Cayman)Co., Ltd.
Alex Hsia
Steven Su
N/A
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
45,000,000
100.00%
Leading Tech. Co., Ltd.
Alex Hsia
Steve Chou
N/A
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
1,400,000
100.00%
Toptek Investment Cayman
Co., Ltd.
Alex Hsia
Steve Shyr
N/A
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
8,500,000
100.00%
Altek Trading (Cayman) Co.,
Ltd.
Alex Hsia
Steven Su
N/A
100.00%
Altek International
Investment Co., Ltd.
Alex Hsia
11,200,000
100.00%
Name of Company Title Name or Representative Shareholding
Name Corporate Representative Number of Shares Shareholding
Ratio
Altek Japan Corporation Chairman
Director
Director
Supervisor
Altek Corporation Alex Hsia
David Lin
Vincent Kao
Steve Shyr
1,000 100.00%
Altek International Investment Co., Ltd. Director Altek Corporation Alex Hsia 88,662,059 100.00%
Altek Lab Inc. Director Altek International
Investment Co., Ltd.
Alex Hsia (Common stock)
9,311,875
(Preferred stock)
2,000,000
100.00%
Altek Imaging Technology (Cayman) Co.,
Ltd.
Director Altek International
Investment Co., Ltd.
Alex Hsia 15,092,410 100.00%
Altek (Kunshan) Precision Co., Ltd. Executive Director
Director
Altek Imaging Technology
(Cayman)Co., Ltd.
Alex Hsia
Steven Su
N/A 100.00%
Leading Tech. Co., Ltd. Director Altek International
Investment Co., Ltd.
Alex Hsia 45,000,000 100.00%
Altek (Kunshan) Co., Ltd. Executive Director
Director
Leading Tech. Co., Ltd. Alex Hsia
Steve Chou
N/A 100.00%
Toptek Investment Cayman Co., Ltd. Director Altek International
Investment Co., Ltd.
Alex Hsia 1,400,000 100.00%
Altek EMS (Kunshan) Co., Ltd. Executive Director
Director
Toptek Investment Cayman
Co., Ltd.
Alex Hsia
Steve Shyr
N/A 100.00%
Altek Trading (Cayman) Co., Ltd. Director Altek International
Investment Co., Ltd.
Alex Hsia 8,500,000 100.00%
Altek Trading(Shanghai) Co., Ltd. Executive Director
Supervisor
Altek Trading (Cayman) Co.,
Ltd.
Alex Hsia
Steven Su
N/A 100.00%
Altek Optical Technology (Cayman) Co.,
Ltd.
Director Altek International
Investment Co., Ltd.
Alex Hsia 11,200,000 100.00%

168

Name of Company Title Name or Representative Name or Representative Shareholding Shareholding
Name Corporate Representative Number of Shares Shareholding
Ratio
Altek (Kunshan) Optical Co., Ltd. Executive Director
Director
Altek Optical Technology
(Cayman)Co.,Ltd.
Alex Hsia
Steve Shyr
N/A 100.00%
Altek Semiconductor (Cayman) Co., Ltd. Chairman
Director
Director
Altek International
Investment Co., Ltd.
Alex Hsia
Jye-Sheng Lin
Tat On Lo
20,000,000 50.00%
Altek Semiconductor Corp. Chairman
Director
Director
Supervisor
Altek Semiconductor
(Cayman) Co., Ltd.
Alex Hsia
Jason Lin
Simon Law
James Wu
20,000,000 100.00%
Altek Semiconductor(Shanghai) Co.,
Ltd.
Executive Director
Director
Altek Semiconductor
(Cayman)Co.,Ltd.
Alex Hsia
Jonathan Shaw
N/A 100.00%
Altek Optical (Cayman) Co., Ltd. Director Altek International
Investment Co.,Ltd.
Alex Hsia 4,800,241 100.00%
Altek Investment Co., Ltd. Chairman
Director
Director
Supervisor
Altek Corporation Alex Hsia
Jason Lin
David Lin
Steve Shyr
5,000,000 100.00%
Altek International Holding BVI Co., Ltd. Director Altek Corporation Alex Hsia 12,865,921 100.00%
Altek Biotechnology Holding(Cayman)
Co., Ltd.
Director Altek International Holding
Co., Ltd.
Alex Hsia 12,865,921 100.00%
Altek Biotechnology Corp. (Note 2) Chairman
Director
Director
Supervisor
Altek Biotechnology
(Cayman) Co., Ltd.
Alex Hsia
Steve Shyr
Jason Lin
James Wu
40,100,000 100.00%

169

8.1.6 Operation of Affiliated Companies

Unit: NT$ (foreign currency) thousand; December 31, 2017

Name of Company Capital Capital Total Assets Total Assets Total Liabilities Total Liabilities Net Value Net Value
Altek Japan Corporation JPY 10,000 JPY 41,397 JPY 52 JPY 41,345
Altek International Investment Co., Ltd. USD 88,662 USD 345,237 USD 45,659 USD 299,578
Altek Lab Inc. USD 1,005 USD 2,043 USD 73 USD 1,970
Altek Imaging Technology (Cayman) Co., Ltd. USD 15,092 USD 5,046 USD 0 USD 5,046
Altek(Kunshan)Precision Co.,Ltd. USD 13,800 USD 5,046 USD 0 USD 5,046
Leading Tech. Co., Ltd. USD 45,000 USD 133,071 USD 0 USD 133,071
Altek (Kunshan) Co., Ltd. USD 49,600 USD 208,868 USD 75,797 USD 133,071
Toptek Investment Cayman Co., Ltd. USD 1,400 USD 25,598 USD 0 USD 25,598
Altek EMS (Kunshan) Co., Ltd. USD 5,000 USD 25,601 USD 4 USD 25,597
Altek Trading (Cayman) Co., Ltd. USD 8,500 USD 10,115 USD 0 USD 10,115
Altek Trading(Shanghai) Co., Ltd. USD 8,500 USD 18,901 USD 8,786 USD 10,115
Altek Optical Technology (Cayman)Co.,Ltd. USD 11,200 USD 423 USD 0 USD 423
Altek (Kunshan) Optical Co., Ltd. USD 11,200 USD 453 USD 30 USD 423
Altek Semiconductor (Cayman) Co., Ltd. USD 100 USD 42,311 USD 0 USD 42,311
Altek Semiconductor Corp. NTD 200,000 NTD 878,161 NTD 560,223 NTD 317,938
Altek Semiconductor(Shanghai) Co., Ltd. USD 500 USD 7,514 USD 7,150 USD 364
Altek Optical (Cayman) Co., Ltd. USD 4,800 USD 0 USD 0 USD 0
Altek Investment Co., Ltd. NTD 50,000 NTD 39,909 NTD 16 NTD 39,893
Altek International Holding (BVI) Co., Ltd. USD 12,866 USD 16,691 USD 0 USD 16,691
Altek Biotechnology Holding (Cayman) Co., Ltd. USD 12,866 USD 16,691 USD 0 USD 16,691
Altek Biotechnology Corp. NTD 401,000 NTD 987,564 NTD 490,846 NTD 496,718

Note 1: Altek is the headquarters of the Group. Operating revenue and operating income of subsidiaries are trade secrets. To protect shareholders’ equity, such information will not be disclosed. The current investment gain and loss has been disclosed in the notes of the financial statements.

170

8.1.7 Declaration of Consolidated Financial Statements of Affiliated Companies

Altek Corporation

Declaration of Consolidated Financial Statements of Affiliated Companies

In 2017 (January 1, 2017 to December 31, 2017), companies that shall be included in the consolidated financial statements of affiliated companies in accordance with the Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same companies that shall be included in the consolidated financial statements of the parent company and subsidiaries in accordance with IFRS 10. In addition, the related information that shall be disclosed in the consolidated financial statements of affiliated companies has been disclosed in the abovementioned consolidated financial statements of the parent company and subsidiaries. Accordingly, the consolidated financial statements of affiliated companies are not compiled separately.

Sincerely,

Altek Corporation

Chairman: Alex Hsia March 23, 2018

8.1.8 Affiliation Report

Altek is not the affiliated company of other companies as stipulated in “Chapter VI-I Affiliated Enterprises” of the Company Act, so no affiliation report is compiled.

  • 8.1.9 Endorsement/Guarantee, Lending Funds to Others, and Derivatives Transactions of Affiliated Companies: None.

171

  • 8.2 Private Placement of Securities in the Most Recent Years

To enrich working capital, repay borrowings, reinforce financial structures and support the Company’s development funding needs, the 5[th] of 8[th] term BoD approved raising funds through private placement within the limit of 60,000,000 common shares, and will proposed to the 2018 shareholders meeting.

  • 8.3 Shares in the Company Held or Disposed of by Subsidiaries in the Most Recent Years: None.

  • 8.4 Other Mentionable Items: None.

  • 8.5 Any Event Having a Material Impact on Shareholders' Rights and Interests or Securities Prices stipulated in Subparagraph 2, Paragraph 3, Article 36 of the Securities and Exchange Act: None

172