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APEX Annual Report 2021

Nov 12, 2021

52284_rns_2021-11-12_506a2503-cdf8-4970-a5b6-5f04d5b6c8f1.pdf

Annual Report

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APEX SCIENCE & ENGINEERING CORP.

Parent Company Only Financial Statements and Independent Auditor’s Report

For the Years Ended December 31, 2021 and 2020 (Stock Code: 3052)

Company address: F4, No.112, Xinmin St., Zhonghe Dist., New Taipei City

Tel: (02) 2223-4099

-1-

-

APEX SCIENCE & ENGINEERING CORP.

Parent Company Only Financial Statements and Independent Auditor's Report for the years ended December 31, 2021 and 2020

Table of Contents

years ended December 31, 2021 and 2020
Table of Contents
Item Page
I.
Cover Page
II.
Table of Contents
III.
Independent Auditor's Report
IV. Parent Company Only Balance Sheet
V.
Parent Company Only Statements of Comprehensive Income
VI. Parent Company Only Statements of Changes in Equity
VII. Parent Company Only Statements of Cash Flows
VIII. Notes to Financial Statements
1
Company history and operating scope
2
Approval date and procedure of the financial report
3
Application of newly issued and revised standards and interpretations
4
Summary of significant accounting policies
5
Major sources of inaccuracies in significant accounting judgments,
estimates, and assumptions
6
Description of significant accounts
7
Related-party transactions
8
Pledged assets
9
Significant contingent liabilities and unlisted contractual commitments
10
Major disaster losses
11
Significant subsequent events
12
Others
13
Notes disclosure
14
Operation Department Information
IX. List of significant accounting items
1
2
3-6
7-8
9
10
11-12
13
13
13

13-14
15
27-28
28-57
58-60
61

61-62
62
62
62-71
72
72
73-87

-2-

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Independent Auditors’ Report

To the Board of Directors and Shareholders APEX SCIENCE & ENGINEERING CORP.:

Audit opinions

We have audited the accompanying financial statements of APEX SCIENCE & ENGINEERING CORP. (the Company), which comprise the balance sheet as of December 31, 2021 and 2020, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financing statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for audit opinions

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China in 2021 and 2020. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements Section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended Dec.31, 2021. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters of the Company’s parent company only financial statements for the year ended December 31 2021 are stated as follows:

-3-

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Recognition of construction revenue

Explanation of the matter

Please refer to Notes IV( y ), V(b) and VI(t) for explanation of the accounting policies of construction revenue recognition, significant accounting estimates and relevant items.

The Company’s main business items include the engineering-related business, and the construction revenue is recognized according to the stage of completion during the engineering contract period. The stage of completion is calculated according to the percentage of cost incurred from the date of signing of each engineering contract to the end date of the report period against the total cost under the contract, and all engineering costs to be invested in contract awarding, materials and labor is estimated on the basis of the owner’s planning by taking into account the works added or reduced due to changes in the scope of works and combining with the market condition fluctuations. As the total cost estimate would affect the stage of completion and recognition of construction revenue and it includes complicated items, usually involves subjective judgment and is highly uncertain, we considered the recognition of construction revenue as a key audit matter.

Audit Procedures

We performed the following audit procedures on the particular aspects indicated by key audit matters:

  1. We understood and evaluated the reasonableness of policies and procedures adopted for recognition of construction revenue.

  2. We obtained the newly-increased engineering contract, confirmed the consistency between the total price used to calculate the construction revenue and the contractual stipulation, sampled and inspected the preliminary project budget checklist approved by the project management department and confirmed the consistency in basis used for estimate of the total cost and calculation of the stage of completion.

  3. We verified the evidence documents of major works added or reduced in the corresponding period to confirm that changes in the estimate of the total cost have been recognized appropriately.

  4. We obtained the details of cost invested in the corresponding period, sampled and inspected relevant vouchers, checked them against the items listed in accounts to confirm that the amount of cost used for calculation of the stage of completion is appropriate, and checked the accuracy of the percentage of completion.

-4-

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Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

  1. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  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 Company’s internal control.

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

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

-5-

-
  1. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

PricewaterhouseCoopers Taiwan

Liao Fu-Ming CPA Chen Ching-Chang

Financial Supervisory Commission Approval document No.: Jin Guang Zheng Shen No. 1090350620 Jin Guang Zheng Shen No. 1060025060

Mar. 24, 2022

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APEX SCIENCE & ENGINEERING CORP. Parent Company Only Balance Sheet

December 31, 2021 and 2020

Unit: NT$1,000

Assets
Current assets
1100
Cash and cash equivalents
1140
Contract assets - current
1150
Notes receivable, net
1160
Notes receivable from related
parties, net
1170
Accounts receivable, net
1180
Accounts receivable from
related parties, net
1200
Other receivables
1210
Other receivables from related
parties
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Total current assets
Non-current assets
1517
Financial assets at fair value
through other comprehensive
income - non-current
1550
Investment accounted for using
the equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1760
Investment properties, net
1840
Deferred tax assets
1900
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
Notes
6(a)
6(t)
6(b)
7
6(b)
7
6(c) and 8
7
6(d) and 8
6(e)
6(f),7 and 8
6(g)
6(h)
6(i),7 and 8
6(j) and 8
6(aa)
8
December 31,2021
Amount
%
$ 223,550
3
175,401
2
3,298
-
-
-
150,036
2
19,882
-
3,293,268
45
226
-
566,638
8
104,543
1
1,751,532
24
6,288,374
85
7,044
-
659,254
9
99,769
1
4,630
-
65,259
1
113,398
2
164,186
2
1,113,540
15
$ 7,401,914
100
December 31,2020 December 31,2020
Amount

$ 223,550
175,401
3,298
-
150,036
19,882
3,293,268
226
566,638
104,543
1,751,532
6,288,374
7,044
659,254
99,769
4,630
65,259
113,398
164,186
1,113,540
$ 7,401,914

Amount

$ 178,897
215,441
1,578
39,830
484,349
19,882
1,910,130
-
806,588
90,751
1,701,283
5,448,729
6,400
607,962
100,181
4,360
65,670
123,595
13,815
921,983
$ 6,370,712
%
3
3
-
1
8
-
30
-
13
1
27
86
-
9
2
-
1
2
-
14
100

(Continued)

-7-

-

APEX SCIENCE & ENGINEERING CORP. Parent Company Only Balance Sheet December 31, 2021 and 2020

Unit: NT$1,000

Liabilities and equity
Current liabilities
2100
Short-term borrowings
2110
Short-term notes payable
2130
Contract liabilities - current
2150
Notes payable
2170
Accounts payable
2180
Accounts payable to related
parties
2200
Other payables
2230
Current tax liabilities
2280
Lease liabilities - current
2320
Long-term liabilities due within
one year or one business cycle
2399
Other current liabilities
21XX
Total current liabilities
Non-current liabilities
2530
Bonds payable
2570
Deferred tax liabilities
2580
Lease liabilities - non-current
2600
Other non-current liabilities
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Ordinary share capital
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
Other equity
3400
Other equity
3500 Treasury stock
3XXX
Total equity
Major contingent liabilities and
unrecognized contract
commitments
Major subsequent events
3X2X
Total liabilities and equity
December31,2021
December31,2020
Notes
Amount
%
Amount
%
6(k)
$ 295,600
4
$ 388,772
6
6(l)
90,000
1
25,000
-
6(t)
32,909
1
97,653
2
3,069
-
2,464
-
123,652
2
285,207
5
7
14,485
-
30,278
-
37,047
1
63,269
1
1,311
-
1,715
-
2,420
-
1,578
-
6(n) (o)
1,634,230
22
1,287,137
20
6(m)
1,646,169
22
1,115,070
18
3,880,892
53
3,298,143
52
6(n)
497,081
7
-
-
6(aa)
25,353
-
14,917
-
2,042
-
2,632
-
740
-
895
-
525,216
7
18,444
-
4,406,108
60
3,316,587
52
6(q)
2,287,135
31
2,287,135
36
6(r)
269,332
3
249,009
4
6(s)
279,960
4
248,440
4
22,686
-
25,337
-
441,778
6
548,857
9
(
23,118 )
- (
22,686)
-
6(q)
(
281,967 ) (
4) (
281,967) (
5)
2,995,806
40
3,054,125
48
9
11
$ 7,401,914
100
$ 6,370,712
100

The accompanying notes are an integral part of the financial report, please refer to it together.

President: KUO,KUO-HUA Manager: KUO,KUO-HUA

Accounting Manager: WU,HSIULIN

-8-

-

APEX SCIENCE & ENGINEERING CORP.

Parent Company Only Statements of Comprehensive Income For the years ended December 31, 2021 and 2020

Unit: NT$1,000 Except Earnings per Share

2021
Item
Notes
Amount

%

4000
Operating revenue
6(t)
$ 1,289,101
5000
Operating Costs
6(d) (y) (z)
(
1,144,246)(
5900
Gross Profit
144,855
Operating Expenses
6(y) (z)
6100
Selling and marketing expenses
(
36,979 ) (
6200
General and administrative
expenses
(
75,685 ) (
6300
Research and development
expenses
(
1,831 )
6450
Expected credit impairment loss
12(b)
(
97)
6000
Total operating expenses
(
114,592)(
6900
Operating profit
30,263
Non-operating Income and
Expenses
7100
Interest income
6(u)
61,263
7010
Other income
6(v)
7,602
7020
Other gains and losses
6(w)
(
1,084 )
7050
Finance costs
6(x)
(
14,842 ) (
7070
Share of profits and losses of
subsidiaries, affiliated enterprises
and joint ventures recognized by
using the equity method
6(h)
48,341
7000
Total non-operating income and
expenses
101,280
7900
Net income before tax
131,543
7950
Income tax (expenses) benefits
6(aa)
(
28,802)(
8200
Net income for the period
$ 102,741
Other comprehensive income
Items that will not be reclassified
subsequently to profit or loss
8316
Unrealized gain/(loss) on
investments in equity instruments
at fair value through other
comprehensive income
6(g)
$ 644
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on
translating the financial
statements of foreign operations
(
1,076)
8300
Other comprehensive income
(net)
($ 432)
8500
Total comprehensive income for
the period
$ 102,309
Basic earnings per share
6(bb)
9750
Basic earnings per share
$ Diluted earnings per share
6(bb)
9850
Diluted earnings per share
$
2021 2021 2020
Amount
%
100
$ 3,905,707
100
89)(
3,480,427)(
89)
11
425,280
11
3) (
76,032) (
2)
6) (
95,244) (
2)
- (
2,622)
-
- (
2,099)
-
9)(
175,997)(
4)
2
249,283
7
5
11,737
-
-
5,712
-
- (
2,487)
-
1) (
16,081)
-
4
52,286
1
8
51,167
1
10
300,450
8
2)
15,203
-
8
$ 315,653
8
-
$ 1,581
-
-
2,931
-
-
$ 4,512
-
8
$ 320,165
8
0.52
$ 1.59
0.51
$ 1.57
%

(
(
$

The accompanying notes are an integral part of the financial report, please refer to it together.

President: KUO,KUO-HUA Manager: KUO,KUO-HUA Accounting Manager: WU,HSIU-LIN

9-

-

In Thousands of New Taiwan Dollars

APEX SCIENCE & ENGINEERING CORP.

Parent Company Only Statements of Changes in Equity For the years ended December 31, 2021 and 2020

2020
Balance as of December 31, 2020
Net income for the period
Other comprehensive income for the period
Total comprehensive income for the period
Appropriation of earnings in 2019:
Provision for legal reserve
Provision of special reserve
Cash dividends
Number of cash dividends on the Company’s
shares held by its subsidiary as treasury stocks
Changes in percentage of ownership interests in
subsidiaries
Purchased treasury stocks
Disposal of equity instruments at fair value
through other comprehensive income
Differences between the price of actual
acquisition of shares of subsidiaries and the
book value
Balance as of December 31, 2020
2021
Balance as of January 1, 2021
Net income for the period
Other comprehensive income for the period
Total comprehensive income for the period
Appropriation of earnings in 2020:
Provision for legal reserve
Reversal of special reserve
Cash dividends
Number of cash dividends on the Company’s
shares held by its subsidiary as treasury stocks
Changes in percentage of ownership interests in
subsidiaries
Balance as of December 31, 2021
Notes

6(s)
6(q)
6(g)
6(s)
6(h)
6(h)
Ordinary share
capital

$2,287,135
-
-
-
-
-
-
-
-
-
-
-
$2,287,135
$2,287,135
-
-
-
-
-
-
-
-
$2,287,135
Capital s urplus Capital
surplus -
Others
$ 176
-
-
-
-
-
-
-
-
-
-
-
$ 176
$ 176
-
-
-
-
-
-
-
-
$ 176
R etained earnings
Special
reserve
Unappropriated
earnings
$ 16,115
$ 377,426
-
315,653
-
-
-
315,653
-
(
17,544 )
9,222
(
9,222 )
-
(
114,357 )
-
-
-
(
4,960 )
-
-
-
1,861
-
-
$ 25,337
$ 548,857
$ 25,337
$ 548,857
-
102,741
-
-
-
102,741
-
(
31,520 )
(
2,651 )
2,651
-
(
180,951 )
-
-
-
-
$ 22,686
$ 441,778
Other e quity
Unrealized
gains or losses
on financial
assets at fair
value through
other
comprehensive
income

($ 9,651 )
-
1,581
1,581
-
-
-
-
-
-
(
1,861 )
-
($ 9,931 )
($ 9,931 )
-
644
644
-
-
-
-
-
($ 9,287 )
Treasury stock Total
Capital
surplus -
Treasury stock
$ 234,462

-
-
-
-
-
-
12,192
-
-
-
-
$ 246,654

$ 246,654

-
-
-
-
-
-
20,370
-
$ 267,024
Capital
surplus -
Differences
between the
price of
acquisition or
disposal of
shares of
subsidiaries
and the book
value

$ 271
-
-
-
-
-
-
-
-
-
-
1,861
$ 2,132
$ 2,132
-
-
-
-
-
-
-
-
$ 2,132
Capital
surplus -
Changes in the
recognized
ownership
interests in
subsidiaries
$ -
-
-
-
-
-
-
-
47
-
-
-
$ 47
$ 47
-
-
-
-
-
-
-
(
47)
$ -
Legal reserve
$ 230,896
-
-
-
17,544
-
-
-
-
-
-
-
$ 248,440
$ 248,440
-
-
-
31,520
-
-
-
-
$ 279,960
Special
reserve

$ 16,115
-
-
-
-
9,222
-
-
-
-
-
-
$ 25,337
$ 25,337
-
-
-
-
(
2,651 )
-
-
-
$ 22,686
Exchange
differences on
translating the
financial
statements of
foreign
operations


($ 15,686)
-
2,931
2,931
-
-
-
-
-
-
-
-
($ 12,755)
($ 12,755)
-
(
1,076)
(
1,076)
-
-
-
-
-
($ 13,831 )
($ 255,837)
-
-
-
-
-
-
-
-
(
26,130 )
-
-
($ 281,967)
($ 281,967)
-
-
-
-
-
-
-
-
($ 281,967 )
$2,865,307
315,653
4,512
320,165
-
-
(
114,357)
12,192
(
4,913)
(
26,130)
-
1,861
$ 3,054,125
$ 3,054,125
102,741
(
432)
102,309
-
-
(
180,951)
20,370
(
47)
$2,995,806

The accompanying notes are an integral part of the financial report, please refer to it together.

President: KUO,KUO-HUA

Manager: KUO,KUO-HUA Accounting Manager: WU,HSIU-LIN

10-

-

Unit: NT$1,000

APEX SCIENCE & ENGINEERING CORP. Parent Company Only Statements of Cash Flows For the years ended December 31, 2021 and 2020

Cash flows from operating activities
Net income before tax for the period
Adjustments for
Losses of income and expenses
Depreciation expense
(including investment
properties)
Depreciation expenses of right-
of-use assets
Amortization expenses
Amortization expenses of
right-of-use assets
Conversion of deferred sales
expense into commission fee
Interest expenses
Interest income
Share of profits of subsidiaries,
affiliated enterprises and joint
ventures recognized by using
the equity method
Expected credit
impairment loss
Gain on disposal of property,
plant and equipment
Changes in operating assets and
liabilities
Net changes in operating assets
Contract assets
Notes receivable
Notes receivable from
related parties, net
Accounts receivable
Accounts receivable from
related parties, net
Other receivables
Other receivables from
related parties
Inventories
Prepayments
Other current assets
Net changes in operating
liabilities
Contract liabilities - current
Notes payable
Accounts payable
Accounts payable to related
parties
Other payables
Other current liabilities
Other non-current liabilities
Cash generated from/(used in)
operations
Cash collected from interest
income
Cash paid for interest expenses
Cash dividend payments of the
invested company evaluated with
the equity method
Income tax paid for the period
Net cash generated from
operating activities
Notes
6(i) (j) (y)
6(y)
6(y)
6(y)
6(x)
6(u)
(
6(h)
(
6(b)
6(w)
(
(
(
(
(
(
(
(
(
(
(
(
6(h)
(
For the year
ended December
31, 2021
$ 131,543
2,506
2,099
1,268
138
10
14,842

61,263
)
(

48,341
)
(
97

29
)
40,040

1,720
)
39,830
(
334,216
(
-

1,858,256
)
(

226
)
239,950

13,792
)
415,441
(

64,744
)
(
607
(

161,557
)

15,793
)
(

29,852
)
1,027,815

155
)

5,326
)
40,708

14,131
)
(
16,296

8,573
)
(
28,974
For the year
ended December
31, 2020
$ 300,450
2,782
487
1,373
70
28,016
16,081

11,737
)

52,286
)
2,099
-
203,391
2,884

39,830
)

150,630
)
3,630

956,618
)
-
1,597,750
252,561

124
)

316,073
)

10,999
)
48,041

28,185
)
6,301
60,200
262
959,896
1,003

14,147
)
5,202

889
)
951,065

(Continued)

11-

-

Unit: NT$1,000

APEX SCIENCE & ENGINEERING CORP. Parent Company Only Statements of Cash Flows For the years ended December 31, 2021 and 2020

Cash flows from investing activities
Increase in investments accounted for
using the equity method
Proceeds from disposal of property,
plant and equipment
Increase in restricted assets
Increase in other non-current assets
Proceeds from disposal of financial
assets at fair value through other
comprehensive income
Proceeds from disposal of property,
plant and equipment
Net cash used in investing
activities
Cash flows from financing activities
Proceeds from short-term borrowings
Repayments of short-term borrowings
Increase (decrease) in short-term notes
payable
Proceeds from long-term borrowings
Repayments of long-term borrowings
Issuance of corporate bonds
Repayments of corporate bonds
Repayment of the principal portion of
lease liabilities
Cash dividends distributed
Treasury stock repurchase
Net cash generated from (used
in) financing activities
Increase in cash and cash equivalents of
the period
Balance of cash and cash equivalents at
beginning of the period
Balance of cash and cash equivalents at
end of the period
Notes
6(h)
6(i)
(
(
(
(
6(cc)
(
(
(
6(s)
(
6(q)
For the year
ended
December 31,
2021
$ -
(

1,683
)
(

617,426
)
(
87
(
-
29

618,993
)
(
3,039,358

3,132,530
)
(
65,000
(
1,554,670

708,620
)
500,000

500,000
)

2,255
)
(

180,951
)
(
-
(
634,672
(
44,653
178,897
$ 223,550
For the year
ended
December 31,
2020
$ 34,260
)

91
)

38,530
)

5,401
)
5,264
-

73,018
)
2,489,892

2,658,126
)

1,281,400
)
788,180
-
-
-

707
)

114,357
)

26,130
)

802,648
)
75,399
103,498
$ 178,897

The accompanying notes are an integral part of the financial report, please refer to it together.

President: KUO,KUO-HUA

Manager: KUO,KUO-HUA

Accounting Manager: WU,HSIULIN

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APEX SCIENCE & ENGINEERING CORP.

Notes to Parent Company Only Financial Statements

For the years ended December 31, 2021 and 2020

Unit: NT$1,000 (unless otherwise specified)

1. Company history and operating scope

APEX SCIENCE & ENGINEERING CORP. (hereinafter referred to as "the company") was established on August 9, 1976, formerly known as "APEX Engineering Co., Ltd." and changed its name to "APEX SCIENCE & ENGINEERING CORP." in 2001. The main operating items are mechanical engineering, instrument, and electrical engineering, environmental engineering, manufacturing, trading of electronic-related products, and entrusting construction plants to build residential and commercial buildings. The company's shares have been traded on the Taiwan Stock Exchange since November 1995.

2. Approval date and procedure of the financial report

The independent auditors' report was passed by the Board of Directors on March 24, 2022.

3. Application of newly issued and revised standards and interpretations

a. The impact of adopting the newly issued and revised international financial reporting standards approved by the Financial Supervision Committee (hereinafter referred to as the "FSC")

The following table sets forth the standards and interpretations of the new issuance, amendment, and revision of the international financial reporting standards applicable in 2021 approved by the FSC:

Newlyissued /amended/revised standards andinterpretation The effective date of
issuance byIASB
Amendments to IFRS 4 "Extension of the Temporary Exemption
from Applying IFRS 9"
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16
“Interest Rate Benchmark Reform – Phase 2”
Amendments to IFRS 16 "COVID-19-Related Rent Concessions
beyond June 30, 2021"
January 1, 2021
January 1, 2021
April 01, 2021 (note)

Note: the FSC allows it to apply in advance on January 1, 2021.

The company has assessed that the above standards and interpretations have no significant impact on the company's financial position and financial performance.

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b. The impact of the new financial reporting standards not yet adopted by the FSC

The following table sets forth the standards and interpretations of the new issuance, amendment, and revision of international financial reporting standards applicable in 2022 approved by the FSC:

approved by the FSC:
Newlyissued /amended/revised standards andinterpretation The effective date of
issuance byIASB
Amendments to IFRS 3 "Deference to the Conceptual
Framework"
Amendments to IAS 16 "Property, Plant and Equipment: Proceeds
before Intended Use"
Amendments to IAS 37 "Onerous Contracts - tCost of Fulfilling a
Contract"
Annual Improvements to IFRS Standards 2018-2020
January 1, 2022

January 1, 2022
January 1, 2022
January 1, 2022

The Company has assessed that the above standards and interpretations have no significant impact on the financial position and financial performance of the Company.

c. Impact of international financial reporting standards issued by the international accounting standards board (IASB) but not yet endorsed by the FSC

The following table sets forth the standards and interpretations of the new issuance, amendment, and revision of international financial reporting standards issued by the IASB but not incorporated into the international financial reporting standards approved by the FSC:

Newly issued /amended/revised standards and interpretation The effective date of
issuance by IASB
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of
Assets between an Investors and Its Associate or Joint Venture"
IFRS 17 "Insurance Contracts"
Amendments to IFRS 17 "Insurance Contracts"
Amendments to IFRS 17 "Initial Application of IFRS 17 and IFRS
9 - Comparative Information"
Amendments to IAS 1 "Classification of Liabilities as Current or
Non-current"
Amendments to IAS 1 "Disclosure of Accounting Policies"
Amendments to IAS 8 "Definition of Accounting Estimates"
Amendments to IAS 12 "Deferred Tax related to Assets and
Liabilities arising from a Single Transaction"
To be decided by IASB
January 1, 2023
January 1, 2023

January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023

The Company has assessed that the above standards and interpretations have no significant impact on the Company's financial position and financial performance.

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4. Summary of significant accounting policies

It describes below the major accounting policies adopted for the preparation of this independent financial report. These policies apply consistently throughout all reporting periods unless otherwise stated.

a. Compliance statement

This independent financial report is prepared under the standards for the preparation of financial reports of securities issuers.

b. Preparation basis

  • 1) This independent financial report is prepared at historical cost except for the following important items:

Financial assets at fair value through other comprehensive income

  • 2) It requires the use of some significant accounting estimates in the preparation of financial reports that comply with the international financial reporting standards, international accounting standards, interpretation, and interpretation announcements ( hereinafter referred to as IFRSs) approved by the FSC. The management also needs to use its judgment in applying the company's accounting policies. Please refer to note 5 for details for items involving high judgment or complexity, or items involving major assumptions and estimates of individual financial reports.

c. Foreign currency exchange

The items listed in the financial report of each entity in the company are measured in the currency of the main economic environment in which the entity operates (i.e. functional currency). This independent financial report is presented in the company's functional currency "New Taiwan Dollar".

  • 1) Foreign currency transactions and balances

  • a) Foreign currency transactions convert into functional currencies at the spot exchange rate on the transaction date or measurement date. The conversion difference arising from the conversion of these transactions are recognized as current profit or loss.

  • b) The balance of foreign currency monetary assets and liabilities shall evaluate and adjust under the spot exchange rate on the balance sheet date. The translation difference arising from the adjustment are recognized as current profit or loss.

  • c) It shall evaluate and adjust under the spot exchange rate on the balance sheet date if the balance of foreign currency non-monetary assets and liabilities is measured

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at fair value through profit or loss, and the exchange difference arising from the adjustment are recognized as current profit or loss. The adjustment shall be evaluated at the spot exchange rate on the balance sheet date if it measures at fair value through other comprehensive profits and losses, and the exchange difference arising from the adjustment are recognizedin other comprehensive profits and losses. It shall be measured at the historical exchange rate on the initial trading day if it doesn't measure at fair value.

  • d) All other exchange gains and losses are reported in "other gains and losses" in the income statement.

  • 2) Conversion of foreign operating institutions

The operating results and financial position of the Company entities whose functional currency is different from the expressed currency will convert into the expressed currency in the following ways:

  • a) The assets and liabilities expressed in each balance sheet convert at the closing exchange rate on the balance sheet date;

  • b) The gains and losses expressed in each comprehensive income statement convert at the average exchange rate of the current period; and

  • c) All exchange differences arising from translation are recognized as other comprehensive income.

d. Classification criteria for distinguishing current and non-current assets and liabilities

  • 1) The Company’s operating cycle for its engineering projects and land development operations are usually more than one year.. The assets and liabilities related to construction and construction contracts are divided into current and non-current according to the operating period, and the other assets and liabilities are divided according to the one year benchmark.

  • 2) Assets that meet one of the following conditions are classified as current assets:

  • a) The asset expects to be realized in the normal operating period or intend to be sold or consumed.

  • b) Hold primarily for trading purposes.

  • c) Expected to be realized within 12 months after the balance sheet date.

  • d) Cash or cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the balance sheet date.

The company classifies all assets that do not meet the above conditions as non-current.

  • 3) Liabilities that meet one of the following conditions are classified as current-liabilities :

  • a) Expected to be paid off in the normal operating period.

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  • b) Hold primarily for trading purposes.

  • c) Expected to be repaid within 12 months after the balance sheet date.

  • d) It is impossible to unconditionally postpone the repayment period to at least 12 months after the balance sheet date. It doesn't affect classification if the terms of liabilities may be settled by issuing equity instruments under the choice of the counterparty.

The company classifies all liabilities that do not meet the above conditions as noncurrent.

e. Accounts receivable and notes

  • 1) It refers to the accounts and bills that have the right to unconditionally receive the amount of consideration in exchange for the transfer of goods or services under the contract.

  • 2) The discount has little impact on short-term accounts receivable and bills without interest payment, and the company measures them based on the original invoice amount.

f. Agency land development operations

  • 1) It is entrusted by the government to handle the development on its behalf, and some development cases are responsible for external sales.

  • 2) During the agency period, the company will advance land collection compensation fees, construction costs, supervision, acceptance, and other development costs. The entrusting unit will calculate interest to the company under the costs advanced. The accounting of the costs and expenses of each case of land development operating (industrial zone development, city land rezoning, and section Collection) shall record under the actual construction progress and the cost amount priced by the completion acceptance under the entrusted development agreement and the contract signed with the contractor. The service revenue from the agency shall list on a period-by-period basis in proportion to the input cost when entrusted to handle the operating of developing the industrial zone.

    • a) The cost attributable to the contract can be reasonably confirmed.

    • b) The remaining contract costs can be reasonably estimated in addition to determining the expenses that can be prepaid.

    • c) The cashability of the agency fee (service revenue) can be reasonably confirmed.

  • 3) The development cost is debited to "the land development funds receivable from the agent", while the land purchase price paid by the land purchasing manufacturer is credited to "other current liabilities - advance payment for the sale of industrial zone", which is offset with the land development funds receivable from the agent when the owner allocates the payment.

  • g. Impairment of financial assets

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The company measures the allowance loss under the amount of 12-month expected credit loss if the credit risk has not increased significantly since the original list on each balance sheet date, after considering all reasonable and verifiable information (including forwardlooking ones) on debt instrument investments at fair value through other comprehensive income and financial assets at amortized cost. The allowance loss shall be measured under the expected amount of credit loss during the duration when the credit risk has increased significantly since the original recognition. The allowance for loss is measured under the amount of expected credit loss during the duration for accounts receivable or contract assets that do not include significant financial components.

h. Financial assets at fair value through other comprehensive income

  • 1) It refers to making an irrevocable choice at the time of initial recognition to report the changes in the fair value of equity instrument investments not held for trading in other comprehensive income; or investment in debt instruments that meet the following conditions at the same time:

  • a) The financial asset holds to receive contract cash flow and selling under the operating model.

  • b) The contractual terms of the financial asset generate cash flow on a specific date, which is entirely the payment of principal and interest on the outstanding principal amount.

  • 2) The company adopts settlement date accounting for financial assets at fair value through other comprehensive income under trading practices.

  • 3) The company is measured at its fair value and transaction cost at the time of the initial list, and subsequently measured at fair value:

Changes in the fair value of equity instruments list in other comprehensive income. When delisting, the cumulative benefits or losses previously listed in other comprehensive income shall not be reclassified as income/(loss) and transferred to retained earnings. When the right to receive dividends is established, the economic benefits related to dividends are likely to flow in, and the number of dividends measure reliably, the company lists dividend income in income/(loss). The company lists dividend income in income/(loss) when the right to receive dividends is established, the economic benefits related to dividends are likely to flow in, and the number of dividends measures reliably.

  • i. Except for financial assets

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Financial assets will exclude when the company's contractual right to receive cash flows from financial assets expires.

j. Lease receivables / lease (lessor)

The lease income from the operating lease, deducting any inducement given to the lessee, amortize and list as current income/(loss) under the straight-line method during the lease period.

k. Inventory

Inventories are measured at the lower cost and net realizable value, and the costs confirm by the weighted average method. The cost of finished products and work in progress includes raw materials, direct service, other direct costs, and manufacturing expenses related to production, except for borrowing costs. It adopts the item-by-item comparison method when comparing the lower cost and net realizable value. Net realizable value refers to the balance of the estimated selling price in the normal course of operating after deducting the relevant variable selling expenses.

  • l. Investments accounted for using the equity method - subsidiaries and associated enterprises

  • 1) Subsidiaries refer to all independent (including special purpose independent) that the company has the right to dominate its financial and operating policies, generally holding more than 50% of its voting shares directly or indirectly. The company's investment in subsidiaries in independent financial reports evaluate with the equity method.

  • 2) It has been written of the unrealized income/(loss) between the company and its subsidiaries. The accounting policies of the subsidiaries have been adjusted as necessary and are consistent with the policies adopted by the company.

  • 3) The company lists the share of profit or loss of subsidiaries after the acquisition as current profit or loss, and the share of other comprehensive income after the acquisition as other comprehensive income. The company will continue to list the loss under the shareholding ratio if the loss share listed by the company for a subsidiary is equal to or exceeds the equity in the subsidiary.

  • 4) Affiliated enterprises refer to all independents over whom the company has significant influence but no control, generally holding more than 20% of the voting shares directly or indirectly. The company's investment in affiliated enterprises is treated by the equity method and listed at cost when obtained.

  • 5) The company lists the share of profits and losses obtained by related enterprises as current income/(loss), and the share of other comprehensive income obtained by related

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-

enterprises as other comprehensive income. The company will not list further losses if the loss share of the company to any affiliated enterprise is equal to or exceeds its rights and interests in the affiliated enterprise (including any other unsecured receivables) unless the company has legal obligations, constructive obligations to the affiliated enterprise or has paid money on its behalf.

  • 6) The company lists all equity changes as "capital surplus" under the shareholding ratio when there are equity changes in non-profit or loss and other comprehensive income of affiliated enterprises, and the shareholding ratio of affiliated enterprises is not affected.

  • 7) Unrealized income/(loss) arising from transactions between the company and affiliated enterprises have been written off under their proportion of equity in affiliated enterprises; Unrealized losses are also written off unless evidence shows that the assets transferred by the exchange have been impaired. The accounting policies of affiliated enterprises have been adjusted as necessary to be consistent with the policies adopted by the company.

  • 8) It is the same as that of the company for the accounting treatment of all amounts previously listed in other comprehensive income related to the related enterprise when the company disposes of a related enterprise if it loses its significant impact on the related enterprise, and if it directly disposes of relevant assets or liabilities, that is, if the benefits or losses previously list as other comprehensive income will be reclassified as profit or loss when disposing of relevant assets or liabilities, the interest or loss is reclassified from equity into profit of loss when the significant impact on the affiliated enterprise is lost. Only the amount previously listed in other comprehensive income shall transfer out in the above manner in proportion if it still has a significant impact on the affiliated enterprise.

  • 9) The current profit or loss and other comprehensive income of parent company only financial reports shall be the same as the apportionment of current profit or loss and other comprehensive income to the owners of the parent company in the financial report prepared based on consolidation under the "standards for the preparation of financial reports by securities issuers", and the sovereign interests of independent financial reports shall be the same as the interests attributable to the owners of the parent company in the financial report prepared based on consolidation.

m. Property, plant and equipment

  • 1) Property, plant, and equipment list based on the acquisition cost, and the relevant interest during the acquisition and construction period are capitalized.

  • 2) It is likely to flow into the company for subsequent costs are included in the carrying amount of assets or listed as a separate asset only when the future economic benefits

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related to the project and the project cost can measure reliably. The carrying amount of the replaced part shall exclude. All other maintenance costs list as current profits and losses when incurred.

  • 3) The subsequent measurement of property, plant, and equipment adopts the cost model. Others depreciate by the straight-line method under the estimated service life except that the land does not depreciate. It shall depreciate separately if the composition of property, plant, and equipment is significant.

  • 4) The company examines the residual value, useful life, and depreciation method of various assets at the end date of each financial year. It shall be handled under the accounting estimation change provisions of International Accounting Standard No. 8 "changes and errors in accounting policies and accounting estimates" from the date of change if the expected values of residual value and useful life are different from the previous estimates, or the expected consumption pattern of future economic benefits contained in the assets has changed significantly.

The service life of each asset is as follows:

Houses and buildings 50 ~ 55 years Building improvement 3 ~ 10 years Machinery equipment 3 ~ 8 years Transportation equipment 5 years Office equipment 3 years

n. Lessee's lease transactions - the right-of-use assets/lease liabilities

  • 1) Leased assets list as of right-of-use assets and lease liabilities on the date when they are available for use by the company. The lease payment lists as an expense using the straight-line method during the lease period when the lease contract is a short-term lease or a lease of low-value target assets.

  • 2) The lease liability lists the unpaid lease payments at the present value after discounting the interest rate of the group's increased borrowing on the lease commencement date. The lease payments include fixed payments, less any lease incentives that can collect.

The subsequent interest method is measured by the amortized cost method, and the interest expense accrues during the lease period. The lease liability will reassess and the re-measurement will be adjusted to the right-of-use assets when the lease term or lease payment changes due to non-contract modification.

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  • 3) The right-of-use assets list at cost on the lease commencement date, and the costs include the original measured amount of the lease liability.

The subsequent measurement is based on the cost model. The depreciation expense is accrued when the useful life of the right of use asset expires or the lease term expires, whichever is earlier. The right of use asset will adjust any remeasurement of the lease liability when the lease liability is revalued.

o. Investment property

Investment property lists at acquisition cost, and the subsequent measurement adopts the cost model. Depreciation provides by the straight-line method under the estimated service life except for land, which is 55 years.

p. Impairment of non-financial assets

The company estimates the recoverable amount of assets with signs of impairment on the balance sheet date. The impairment loss list is when the recoverable amount is lower than its book value. A recoverable amount refers to the fair value of an asset less the cost to sell or its value in use, whichever is higher. The impairment loss reverses when the impairment of listed assets in previous years does not exist or decreases except for goodwill, but the booking amount of the assets increased by the reversal of the impairment loss does not exceed the booking amount of the assets after deducting depreciation or amortization if the impairment loss does not list.

q. Loan

It refers to the long-term and short-term funds borrowed from banks. The company measures the amount after deducting the transaction cost from the fair value at the time of initial recognition. Subsequently, any difference between the price after deducting the transaction cost and the redemption value is measured within the borrowing period at the amortized cost with the effective interest method.

r. Accounts payable and notes

Accounts payable and notes are obligations payable for goods or services obtained from suppliers in the normal course of operating. It measures at fair value and subsequently measured at amortized cost with the effective interest method at the time of initial recognition. However, the subsequent measurement shall base on the original invoice amount for the short-term accounts payable without interest payment, due to the insignificant impact of discounting.

s. Ordinary corporate bonds payable

Ordinary corporate bonds payable issued by the company shall measure at the fair value

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fewer transaction costs at the time of initial recognition, and the difference between the fair value and the redemption value shall list as the excess or discount of corporate bonds payable, and shall list as an addition or deduction of corporate bonds payable; Subsequently, the effective interest method adopts to list the amortized cost as the current income/(loss) during the bond circulation period as the adjustment item of "finance costs".

t. Exclusion of financial liabilities

The company excludes financial liabilities when the obligations contained in the contract perform, cancel or expire.

  • u. Employee welfare

  • 1) Short term employee welfare

Short-term employee welfare measures by the non-discounted amount expected to pay and list as expenses when relevant services provide.

  • 2) Pension

Determination of welfare project

  • a) The net obligation under the defined welfare projects calculates by discounting the amount of future welfare earned by employees in the current or past service and deducting the fair value of project assets from the present value of defined welfare obligations on the balance sheet date. The net obligation to determine welfare calculate annually by the actuary with the projected unit benefit method and the discount rate base on reference to the market yield rate of high-quality corporate bonds consistent with the currency and period of the defined welfare projects on the balance sheet date. It shall apply the market yield of government bonds (on the balance sheet date) in countries where there is no deep market for high-quality corporate bonds.

  • b) Actuarial gains and losses arising from the determination of welfare projects list in other comprehensive income in the current period.

  • c) The relevant expenses shall list as profit or loss immediately if the initial service cost is immediately available; It shall list as profit or loss in the average acquired period by the straight-line method if it is not immediately acquired.

  • 3) Termination welfare

Termination welfare refers to the welfare provided when the employee terminates the employment before the normal retirement date or when the employee decides to accept the company's welfare offer in exchange for the termination of employment. The

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company lists expenses when it can no longer revoke the offer of termination welfare or list the relevant restructuring costs, whichever is earlier. It shall discount for the welfare not expected to be fully paid off within 12 months after the balance sheet date.

  • 4) Employee dividends and remuneration of directors and supervisors

The remuneration of employees and directors and supervisors list as expenses and liabilities when there are legal or constructive obligations and the amount can estimate reasonably. It shall treat as the change of accounting estimate if there is any difference between the actual allotment amount and the estimated amount. Furthermore, It shall be the closing price of the day before the date of the resolution of the Director of Board for the basis for calculating the number of shares in case of employee compensation is paid by shares.

v. Income tax

  • 1) Income tax expense includes current and deferred income tax. Income tax list in profit or loss, except that income tax related to items included in other comprehensive income or directly included in equity, is included in other comprehensive income or directly included in equity.

  • 2) The company calculates the current income tax under the tax rate that has been legislated or substantively legislated on the balance sheet date in the country where the operation and taxable income generate. The management shall regularly evaluate the status of income tax returns under the applicable income tax laws and regulations, and, where applicable, estimate the income tax liabilities under the taxes expected to be paid to the tax authorities. The income tax on unappropriated earnings shall be levied under the income tax law, and the income tax expense on unappropriated earnings shall list for the distribution of actual earnings after the year following the year in which the earnings generated are approved by the shareholders' meeting.

  • 3) Deferred tax adopts the balance sheet method and lists the temporary difference between the tax basis of assets and liabilities and their carrying amount in the independent balance sheet. Deferred tax liabilities arising from goodwill originally listed do not list. It does not list if the deferred tax originates from the original recognition of assets or liabilities in the transaction (excluding operating combination) and does not affect the accounting profit or taxable income (tax loss) at the time of the transaction. It will not list if the company can control the time point of the reversal of the temporary difference arising from the investment in subsidiaries and affiliated enterprises, and the temporary difference is likely not to be reversed in the foreseeable future. Deferred tax shall be subject to the tax rate (and tax law) that has been legislated or substantively legislated on the balance sheet date and is expected to apply when the relevant deferred tax assets

24-

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are realized or the deferred tax liabilities are settled.

  • 4) Deferred tax assets list to the extent that temporary differences are likely to be used to offset future taxable income, and unlisted and listed deferred tax assets reassess on each balance sheet date.

  • 5) The current tax assets and current tax liabilities shall be offset against each other when there is a legal enforcement right to offset the amount of the listed current tax assets and liabilities, and it intends to pay off on a net basis or realize the assets and liabilities at the same time; The deferred tax assets and liabilities are offset against each other only when there is a legal enforcement right to offset the current tax assets and liabilities, and the deferred tax assets and liabilities generate by the same taxpayer or different taxpayers who levy income tax by the same tax authority, but each entity intends to pay off on a net basis or realize assets and liabilities at the same time.

w. Share capital

  • 1) Ordinary shares are classified as equity. The incremental cost is directly attributable to the issuance of new shares or stock options listed as a price deduction in equity with the net amount of income tax deducted.

  • 2) The net amount of the equity that can purchase back by the company after tax is included in the net amount of the equity that can purchase back by the company. It lists as an adjustment to shareholders' equity for the difference between the consideration received and the book value after deducting any directly attributable incremental costs and income tax when the repurchased shares are reissues subsequently.

x. Dividend distribution

Dividends are distributed to the shareholders of the company list in the financial report when the shareholders' meeting of the company decides to distribute dividends, and cash dividends list as liabilities.

y. Revenue recognition

  • 1) Commodity sales

  • a) The company's sales list when the control of the product transfers to the customer, that is, when the product is delivered to the customer, the customer has discretion over the channel and price of product sales, and the company has no outstanding performance obligations that may affect the customer's acceptance of the product. The risk of obsolescence and loss has transferred to the customer when the products are transported to the designated place, and the customer accepts the products under the sales contract, or there is objective evidence that all acceptance standards have

25-

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been met, the delivery of goods occurs.

  • b) Accounts receivable list when the goods are delivered to the customer. Since the group has unconditional rights to the contract price from that time point, it can receive the consideration from the customer only after time.

  • 2) Land development and resale

  • a) The company operates land development and residential sales and lists income when the control of real estate transfers to customers. The property has no other use for the company for the signed residential sales contract, based on the restrictions of the contract terms, but the company has the enforceable right to the contract money until the legal ownership of the property is transferred to the customer. Therefore, the sales list when the legal ownership transfers to the customer.

  • b) The sales are measured by the amount agreed in the contract, and the customer pays the contract price when the legal ownership of the property is transferred. The company and customers agree on the deferred payment time point in rare cases, but the deferred repayment period is not more than 12 months. The consideration amount will not be adjusted it judges that there is no major financial component in the contract.

  • 3) Contract cost of obtaining customers

The incremental costs (mainly sales commissions) incurred by the company to obtain customer contracts list as assets (other non-current assets listed in the table) when they occur and are amortized on a systematic basis consistent with the transfer of goods or services related to the assets. The impairment loss is listed for the excess part of the booking amount of the asset if the expected consideration received minus the cost not listed as an expense is lower than the booking amount listed in the asset in subsequent periods.

  • 4) Construction revenue

  • a) The company provides engineering construction-related services. Service revenue list as income during the financial reporting period when services are provided to customers. Revenue from fixed-price contracts list and base on the proportion of services actually provided as of the balance sheet date to all services to be provided, and the completion proportion of services is determined based on the proportion of incurred costs to the estimated total transaction costs. The consideration of some contracts may change due to concessions or similar items. Only when the uncertainty in the future eliminates, is the part of the amount of listed cumulative income that is highly likely not to be significantly reversed included in the

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transaction price. The customer pays the contract price under the agreed payment schedule. It list as contract assets when the service provided by the company exceeds the customer's payable. It list as contract liabilities if the customer's payable exceeds the service provided by the company.

  • b) The company's estimates of income, cost, and degree of completion are revised as the situation changes. Any increase or decrease in estimated revenue and costs resulting from changes in estimates is reflected in income/(loss) during the period when the situation leading to the correction is known to the management.

  • 5) Service revenue

  • a) The company provides agency land development-related services. Service revenue list as income during the financial reporting period when services are provided to customers. The revenue from fixed-price contracts list and based on the proportion of the services provided as of the balance sheet date in the total services to be provided. The service content is determined based on the completion proportion of supervision services and the actual labor hours in the estimated total labor hours since the company handles the development, project, and management of industrial zones on behalf of government units.

  • b) The company provides agency land development services, which are mainly entrusted by government units to handle the development. Some development cases are responsible for external sales, which is identified as a performance obligation that will be gradually met over time. The company lists revenue on the base of a proportion of input cost to the estimated total cost.

  • c) The company's estimates of income, cost, and degree of completion are revised as the situation changes. Any increase or decrease in estimated revenue and costs resulting from changes in estimates is reflected in income/(loss) during the period when the situation leading to the correction is known to the management.

  • d) Please refer to note 4 (f) for the list of relevant revenue.

  • Major sources of inaccuracies in significant accounting judgments, estimates, and assumptions

When the company prepares this independent financial report, the management has used its judgment to determine the accounting policies adopted and made accounting estimates and assumptions based on the reasonable expectation of future events under the situation at the balance sheet date. The significant accounting estimates and assumptions made may differ from the actual results, which will be continuously evaluated and adjusted in the consideration of historical experience and other factors. These estimates and assumptions have the risk of causing significant adjustments to the carrying amounts of assets and liabilities in the next financial year.

27-

-

Please refer to the following description of the uncertainty of major accounting judgments, estimates, and assumptions:

a. Significant judgments on the adoption of accounting policies

b. Not applicable.Significant accounting estimates and assumptions

Revenue recognition

The company shall estimate the total cost of completion based on the characteristics of the project and various objective factors. The revenue confirmation is based on the estimation of the percentage of input cost, and the company regularly reviews the rationality of the estimation. It may cause changes in the estimated total cost of completion and affect the amount listed by the company affected by the changes in the industrial environment and construction conditions.

6. Description of significant accounts

a. Cash and cash equivalents

Cash on hand and working capital
Check deposit
Demand deposit
December 31, 2021
December 31, 2020
$ 1,555
40,028
137,314
$ 178,897
$ 1,407
25,351
196,792
$ 223,550
  • 1) There is a low probability of default since the financial institutions are deemed credit worthy and the company has dealings with multiple financial institutions to spread its credit risk.

  • 2) The company has appropriately reclassified the provision of cash as a pledge guarantee. Please refer to note 8 for details of the pledge guarantee.

28-

-

b. Notes and accounts receivable

Notes receivable
Accounts receivable
Less: allowance for bad debts
December 31, 2021 December 31, 2020
$ 3,298
153,099
( 3,063)
$ 1,578
491,366
( 7,017)
$ 153,334 $ 485,927
  • 1) The Company does not hold any collateral.

  • 2) Please refer to note 12 (b) for the credit risk information of relevant accounts receivable and notes receivable.

  • 3) The aging analysis of accounts receivable and notes receivable is as follows:

Not overdue
1-120 days overdue
More than 121 days overdue
December 31, 2021 December 31, 2020
$ 148,890
3,766
3,741
$ 485,512
1,779
5,653
$ 156,397 $ 492,944

The above is an aging analysis based on the number of overdue days.

  • 4) The balance of accounts receivable and notes receivable as of December 31, 2021, and December 31, 2020, were generated by customer contracts. As of January 1, 2019, the balance of receivables from customer contracts amounted to $340,280.

  • 5) The amounts that are most representative of the Company’s largest credit risk due to notes receivable are $3,298 and $1,578 respectively as of December 31, 2021, and 2020 regardless of the collateral or other credit enhancement held; The amounts that are most representative of the Company’s largest credit risk due to accounts receivable are $150,036 and $483,349 respectivel as of December 31, 2021, and 2020.

29-

-

c. Other receivables

Receivable from land development agent
Interest receivable
Other receivables - other
December 31, 2021 December 31, 2020
$ 1,908,352
31
1,747
$ 1,910,130
$ 3,291,127
57
2,084
$ 3,293,268
  • 1) The land development agent receivable was generated from the contract “Chiayi County Machouhou Industry Park Development Project Phase I ” which was entered into by the Company with Chiayi County Government in May 2013. The Company was commissioned to develop the industrial area and the expected development period was 4 years starting from the date entered into the contract. Additionally, in October 2018, the Company entered into a contract “Chiayi County Machouhou Industry Park 2nd Precision Development Project” with Chiayi County Government and was commissioned to develop industrial area. The development period was 6 years starting from the date entered into the contract; The Company signed a contract with the Tainan City Government on the "development, rental, sale and management of the Cigu Science and Technology Industrial Park" in January 2021, and was entrusted to develop the industrial park. The development period is expected to be six years from the date of notification of performance.

  • a) The details of land development agent receivable was as follows:

Machouhou industrial
Park Phase I
Machouhou Industry
Park 2nd Precision
Development Project
Development of Cigu
Science and
Technology Industrial
Park
December 31,
2021
December 31,
2020
Accumulated
service revenue
recognized on
December 31,
2021

Entrusting unit
$ 615,404
2,662,276
13,447
$ 587,269
1,321,083
-
$ 406,335
224,144
-

Chiayi County
Government

Tainan City
Government
$ 3,291,127 $ 1,908,352 $ 630,479

30-

-
  • b) The changes in land development receivables of the company in 2021 and 2020 are as follows:
Machouhou industrial
Park Phase I
Machouhou Industry
Park 2nd Precision
Development Project
Development of Cigu
Science and
Technology Industrial
Park
2021 Ending balance
$ 615,404

2,662,276
13,447

$3,291,127
Beginning
balance
Increase in the
current period
Current
recovery

$ 587,269
1,321,083

-
$ 398,823
2,174,798
13,447
($ 370,688)
( 833,605)
-
$1,908,352 $2,587,068 ($1,204,293)
Machouhou industrial
Park Phase I
Later stage I of
Machouhou industrial
Park Phase I
Beginning
balance

$ 556,117

374,023
$ 930,140
2020 2020
Increase in the
current period
Current
recovery
Ending balance
$ 31,152
947,060
$ -
-

$ 587,269

1,321,083
$ 978,212 $- $1,908,352
  • 2) The receivable land development funds have been pledged as collateral for bank loans. Please refer to note 8 for details.

  • 3) The Company listed the prepaid interest of the land development funds receivable from the agency in 2021 and 2020, and the amount of capitalized interest expense offset is $46,622 and $6,275 respectively. Please refer to note 6 (x) for details.

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-

d. Inventory

Merchandise inventory
Finished goods
Semi-finished goods
Work in process
Raw materials
Properties held for sale
Land to be built
Construction in progress
Prepayment for land purchases
Subtotal
Less: allowance for falling price loss
Total
December 31, 2021 December 31, 2020

$ 10,546
10,455
11,732
2,426
9,480
325,035
1,338
1,200
443,020
815,232
( 8,644)

$ 806,588
$ 14,309
9,199
10,774
3,981
10,434
74,841
1,338
386
450,020
575,282
( 8,644)
$ 566,638
  • 1) The cost of inventories listed by the company is:
Cost of inventories sold
Construction costs
Engineering costs
Total
2021 2020
$ 163,993
252,587
727,666

$ 114,698

2,243,037

1,122,692
$ 1,144,246
$ 3,480,427
  • 2) Some inventories were pledged as collateral for bank loans. Please refer to note 8 for details.

  • 3) For the years ended December 31, 2021 and 2020, the amounts of interest capitalization were $0 and $4,953 respectively. Please refer to note 6 (24) for details.

32-

-

e. Prepayments

Prepayments for construction in progress
Tax Overpaid Retained for Offsetting
Future Tax Payable
Others
December 31, 2021 December 31, 2020

$ 69,121
-
21,630

$ 90,751
$ 51,539
12,541
40,463
$ 104,543
  • f. Other current assets
Joint construction deposit
Project security deposit and a bid deposit
Restricted assets
Others
December 31, 2021 December 31, 2020
$ 415,000
4,831
1,280,599
853

$ 1,701,283
$ -
4,875
1,746,289
368
$ 1,751,532
  • 1) Joint construction deposit

  • a) The Company signed a joint construction contract with the land ownerof the Xinxing section in Banqiao District, New Taipei City in April 2015. The performance joint construction deposit paid to the land owner under the contract was $400,000 as of December 31, 2020. The joint construction contract was terminated after negotiation between the two parties fell through due to the failure to complete the land integration on schedule The joint construction deposit of $400,000 was recovered in 2021.

  • b) Please refer to note 7 (b) 8 for further details.

  • 2) Among the restricted assets, as of December 31, 2021 and 2020, the amounts of $1,257,958 and $769,531 were for land development agent operations, receiving the land bid bonds which were deposited in the trust account by the buyer and the price of land, the remaining amount was time deposits pledged as collaterals by the Company for the banks guarantees and borrowing facilities and reserve account.

33-

-
g. Financial assets are measured at fair value through other comprehensive income
Items
December 31, 2021 December 31, 2020
Non-current items:
Equity instruments
Unlisted, OTC, and emerging stocks
$ 14,727
$ 14,727
Evaluation adjustment
( 7,683)
( 8,327)
Total
$ 7,044
$ 6,400
Financial assets are measured at fair value through other comprehensive income
Items
December 31, 2021 December 31, 2020
Non-current items:
Equity instruments
Unlisted, OTC, and emerging stocks
$ 14,727
$ 14,727
Evaluation adjustment
( 7,683)
( 8,327)
Total
$ 7,044
$ 6,400

Items
Non-current items:
Equity instruments
Unlisted, OTC, and emerging stocks
Evaluation adjustment
Total

December 31, 2021
$ 14,727
( 7,683)
$ 7,044
  • 1) The Company elected to classify securities investment as a strategic investment as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $7,044 and $6,400 as at December 31, 2020 and 2019, respectively.

  • 2) Due to the adjustment of investment strategy, for the year ended December 31, 2020, the Company sold the security investment in the amount of $5,264, and transferred accumulated gain on disposal as retained earnings in the amount of $1,861.

  • 3) Financial assets at fair value through other comprehensive income recognized in profit or loss and comprehensive income are listed below:

Equity instruments at fair value
through other comprehensive income
Changes in fair value recognized in
other comprehensive income
Accumulated income/(loss) transfer
to retained earnings due to
derognition
December 31, 2021 December 31, 2020
$ 644 $1,581
$- $1,861
  • 4) Please refer to note 12 (b) for information on the credit risk of financial assets at fair value through other comprehensive income.

34-

-

h. Investments accounted for using the equity method

At January 1
Addition of investments accounted for using
the equity method
Earnings distribution of investments
accounted for using the equity method
Share of profit or loss of nvestments
accounted for using the equity method
The Company’s stocks held by subsidiaries
deemed as treasury shares acquiring cash
dividends
Changes in capital surplus
Changes in retained earnings
Changes in other equity
At December 31
2021 2020
$ 607,962
-
48,341
( 16,296)
20,370
( 47)
-
( 1,076)
$ 514,547
34,260
52,286
( 5,202)
12,192
1,908
( 4,960)
2,931
$ 659,254 $ 607,962

1) Details of subsidiaries listed by equity method are as follows:

Chang Ji Construction Co., Ltd.
REINFORCE ENERGY CO. LTD.
XINDIN ENGINEERING
CONSULTANTS CORP.
December 31, 2021 December 31, 2020
$ 428,293
209,988
20,973

$ 413,411
180,265
14,286
$ 659,254
$ 607,962

35-

-

2) Subsidiary

  • a) The basic information of the Company's major subsidiaries is as follows:
Company name Main operating
location
% %
Nature of
relationship
Measurement
method
Equity
method
December 31,
2021

December 31,
2020
Chang Ji
Construction Co.,
Ltd.
REINFORCE
ENERGY CO.
LTD.
Taiwan
British Virgin
Islands
90.53%
100%
90.53%
100%
Subsidiary
  • b) The summarized financial information of the Company's major subsidiaries is as follows:

Balance Sheets

Balance Sheets
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Total net assets
Share in net assets of affiliated
enterprises
Book value of affiliated enterprises
Chang Ji Construction Co., Ltd.
December 31, 2021 December 31, 2020
$ 1,221,408
329,059
( 719,388)
( 11,878)

$ 1,700,337

390,926

( 1,178,046)

( 42,957)
$ 819,201
$ 870,260
$ 741,623
$ 787,846

$ 428,293

$ 413,411
Current assets
Non-current assets
Total net assets
Share in net assets of affiliated
enterprises
Book value of affiliated enterprises
REINFORCE ENERGY CO. LTD. REINFORCE ENERGY CO. LTD.
December 31, 2021 December 31, 2020
$ 20,687
189,301

$ 245
180,020
$ 209,988
$ 180,265
$ 209,988
$ 180,265

$ 209,988

$ 180,265

36-

-

Statements of Comprehensive Income

Revenue
Current net income of continuing
operating unit
Other comprehensive income (net
after tax)
Total comprehensive income for
the period
Dividends received from affiliated
enterprises
Chang Ji Construction Co., Ltd. Chang Ji Construction Co., Ltd.
2021 2020
$ 2,300,394
$ 29,157
( 67,500)

$ 2,051,761

$ 52,413
-
($ 38,343) $ 52,413

$ 22,500

$ 14,062
Revenue
Current net income of continuing
operating unit
Other comprehensive income (net
after tax)
Total comprehensive income for
the period
REINFORCE ENERGY CO. LTD.
2021
2020
REINFORCE ENERGY CO. LTD.
2021
2020
2021
$- $-
$ 30,799
( 1,076)
$ 24,141
( 2,931)
$ 29,723 $ 21,210
  • 3) Please refer to note 4 (c) of the Company's consolidated financial statements in 2021 for information on the Company's subsidiaries.

  • 4) LINKPLUS OPTOELECTRONICS INC. was approved for dissolution and registered on August 13, 2019. The liquidation was completed in August 2020, and the proceeds of $9,820 has been recovered.

37-

-

i. Property, plant and equipment

January 1, 2021
Costs
Accumulated depreciation and
impairment
2021
January 1
Additions
Depreciation expenses
December 31
December 31, 2021
Costs
Accumulated depreciation and
impairment
January 1, 2020
Costs
Accumulated depreciation and
impairment
2020
January 1
Additions
Reclassification
Depreciation expenses
December 31
December 31, 2020
Costs
Accumulated depreciation and
impairment
Land Houses and
buildings
Machinery
equipment
Transportatio
n equipment
Office
equipment
Total
$ 124,900
( 24,719)
$ 100,181
$ 100,181

1,683
( 2,095)
$ 99,769
$ 125,843
( 26,074)

$ 99,769
Total

$106,759
( 16,416)

$ 90,343

$ 90,343
91

11,843
( 2,096)

$100,181

$124,900
( 24,719)

$100,181
$ 63,859
-
$ 54,032
( 19,371)
$ 435
( 396)
$ 3,264
( 3,146)
$ 3,310
( 1,806)
$ 63,859 $ 34,661 $ 39 $ 118 $ 1,504
$ 63,859
-
-
$ 34,661
-
( 1,133)
$ 39

-
( 39)
$ 118

1,462
( 209)
$ 1,504

221
( 714)
$ 63,859 $ 33,528
$-
$ 1,371 $ 1,011
$ 63,859
-
$ 54,032
( 20,504)
$ 435
( 435)

$ 4,548
( 3,177)
$ 2,969
( 1,958)
$ 63,859 $ 33,528
$-
$ 1,371
$ 1,011
Land Houses and
buildings
Machinery
equipment
Transportatio
n equipment
Office
equipment
$60,004
-
$ 38,750
( 11,214)

$ 435
( 331)

$ 4,184

( 3,852)

$ 3,386

( 1,019)
$60,004 $ 27,536
$ 104

$ 332

$ 2,367
$60,004
-
3,855
-
$ 27,536
-
7,988

( 863
)

$ 104
-

-
( 65)

$ 332

91

-

( 305)

$ 2,367

-

-

( 863)
$63,859 $ 34,661
$ 39

$ 118

$ 1,504
$63,859
-
$ 54,032
( 19,371)

$ 435
( 396)

$ 3,264

( 3,146)

$ 3,310

( 1,806)
$63,859 $ 34,661
$ 39

$ 118

$ 1,504

38-

-
  • 1) For the years ended December 31, 2021 and 2020, no interest expense of property, plant and equipment was capitalized.

  • 2) Please refer to note 6 (j) 3 for details of the transfer to property, plant, and equipment for the year ended December 31, 2020.

  • 3) Please refer to note 8 for details of property, plant, and equipment pledged as collateral.

j. Investment property

January 1
Land
Houses and buildings
Depreciation expenses
January 1
Reclassification
Depreciation expenses
December 31
December 31
Land
Houses and buildings
Depreciation expenses
2021 2020
$ 55,380
24,584
(14,294)
$ 59,235
40,008
(21,044)
$65,670 $78,199
$ 65,670
-
(411)
$ 78,199
( 11,843)
(686)
$65,259 $65,670
$ 55,380
24,584
(14,705)
$ 55,380
24,584
(14,294)
$65,259 $65,670
  • 1) Rental income and direct operating expenses arising from investment properties:
2021
Rental income from investment
properties
$1,831
Direct operating expenses arising from
investment property that generated
rental income in the current period
$411
2021 2020
$1,831
$1,511

$ 686
  • 2) The fair value of the investment property held by the Company as at December 31, 2021

39-

-

and 2020 was $102,327 and $99,520, respectively, which were based on the evaluation results of independent evaluation experts. The valuations were made by adopting the comparative method. Based on the comparison target price, compare, analyze and adjust the evaluated price under its situation, price date, region, and independent factors.

  • 3) For the year ended December 31, 2020, the Company transferred part of the investment property of $11,843 to property, plant, and equipment.

  • 4) Please refer to note 8 for the information on investment property pledged to others as collateral.

  • k. Short-term loan

Nature of loan December 31, 2021 Interest rate
range
Collateral
Bank loan
Guaranteed
loan
Credit loan
Nature of loan
$ 105,000
190,600

1.41%-1.80%

Interest rate
range
Inventory, land, houses and
buildings (listed property, plant
and equipment and investment
property)
None
Collateral
$ 295,600
December 31, 2020
Bank loan
Guaranteed
loan
Credit loan
$ 245,918
142,854
1.41%-2%
Inventory, land, houses and
buildings (listed property, plant
and equipment and investment
property)
None
$ 388,772

Please refer to note 8 for details of the collateral of the above short-term loan.

  • l. Short-term bills payable
Commercial paper payable
Interest rate range
December31,2021 December31,2020
$ 90,000 $25,000
0.44% 0.42%
  • 1) There is no pledged collateral for the short-term bills payable in 2021.

40-

-
  • 2) The above-mentioned short-term bills payable in 2020 are guaranteed and issued by financial institutions. Please refer to note 8 for details of thecollateral.

m. Other current liabilities

Deposit received in advance for sale of
industrial zone
Advance receipts
Others
December 31,2021 December 31,2020
$ 1,470,905
6
175,258
$ 1,046,789
-
68,281
$1,646,169 $1,115,070

The deposit received in advance for the sale of the industrial zone and the deposit for the auction of land is the land deposit won by external manufacturers when the company was entrusted by the Chiayi county government to auction the land in the "entrusted development, sale and management case of Chiayi County Machouhou industrial Park Phase I" and the " entrusted development, sale, and management case of a later stage of Chiayi County Machouhou industrial Park Phase I". Please refer to note 6 (c) for the details of the related land development funds receivable.

n. Bonds payable

Bonds payable
Less: discount of corporate bonds payable
Less: bonds maturing or exercising call
back rights within one year or one
operating period
December 31,2021 December 31,2020
$ 500,000
(2,919)
$ 500,000
(1,043)
497,081
-
498,957
(498,957)
$497,081 $-
  • 1) The Company raised and issued the first domestic secured ordinary bonds in 2016 with the approval of the competent authority, with a total issuance amount of $500,000 and a coupon rate of 1.15%. The issuance period is five years. It was listed and traded on the OTC market of the ROC on November 11, 2016, and the circulation period is from November 11, 2016, to November 11, 2021. The principal of the company's bonds is repaid in a lump sum at maturity, which has been paid off at maturity in 2021.

  • 2) The Company raised and issued the first domestic secured ordinary corporate bonds in 2021 with the approval of the competent authority, with a total issuance amount of 41-

-

$500,000 and a coupon rate of 0.56%. The issuance period is five years. It was listed and traded on the OTC market of the ROC on November 9, 2021, and the circulation period is from November 9, 2021, to November 9, 2026. The principal of the bonds shall be repaid in a lump sum upon maturity.

  • 3) The above-mentioned bonds payable are guaranteed and issued by financial institutions. Please refer to note 8 for details of the collateral.

o. Long-term loans

Nature of loan Loan period and repayment
method
Interest
rate range
Collateral December 31,2021
Long-term bank credit
loan
Taiwan Cooperative
Bank
Taiwan Business Bank
Co., Ltd.
Chang Hwa
Commercial Bank, Ltd.
Agricultural Bank of
Taiwan
Hua Nan Commercial
Bank, Ltd.
Land Bank of Taiwan
Less: long-term loans
due within one year or
one operating period
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment

From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
3.17%
3.17%
3.17%
3.17%
3.17%
3.17%
None




$ 472,410
349,520
349,520
231,400
115,690
115,690
1,634,230
(1,634,230)
$-

42-

-
Nature of loan Loan period and repayment
method
Interest
rate range
Collateral December 31,2020
Long-term bank credit
loan
Taiwan Cooperative
Bank
Taiwan Business Bank
Co., Ltd.
Chang Hwa
Commercial Bank, Ltd.
Agricultural Bank of
Taiwan
Hua Nan Commercial
Bank, Ltd.
Land Bank of Taiwan
Less: long-term loans
due within one year or
one operating period
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment

From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
From April 13, 2020, to
February 12, 2026, with
monthly interest payment
3.17%
3.17%
3.17%
3.17%
3.17%
3.17%
None




$ 227,830
168,580
168,580
111,610
55,790
55,790
788,180
(788,180)
$-

In October 2019, the Company entered into a contract for a syndicated loan with bank group, including Taiwan Cooperative Bank, Chang Hwa Commercial Bank, Ltd., and Taiwan Business Bank Co., Ltd. The borrowing was a execution fund for “Chiayi County Machouhou Industry Park 2nd Precision Development Project” which was signed in October 2018. The total syndicated facility was $6,780,000 (including guarantee amount of $780,000 and borrowing amount of $6,000,000). The credit term was 6 years starting from the date of first drawn. As of December 31, 2021, the Company has drawn performance guarantee amount of $755,800 and borrowing amount of $1,634,230. The Company’s chairman agreed individually to serve as joint guarantor of the credit borrowing. During the term of the credit borrowing, the Company’s primarily commitments were as follows:

  • 1) The financial ratios of the annual consolidated financial statements shall maintain as follows:

Tangible equity: that is, the deduction of intangible assets from shareholders' equity shall not be less than NT $2.5 billion.

43-

-
  • 2) The first announcement sale or registration shall complete within two years from the date of first drawn of this development case.

  • 3) The sales rate shall reach 25% (inclusive) within two years from the date of the first announcement or registration.

  • 4) The sales rate shall reach 35% (inclusive) within two years from the date of the first announcement or registration.

  • 5) During the term of the credit borrowing, if there are shareholder’s payment on behalf of the Company, the Company shall obtain the signed consent of the shareholder in document which agrees that if the credit borrowing has not been repaid, the Company shall not repay shareholder’s payment on behalf of the Company. The interest rate of shareholder’s payment on behalf of the Company shall not be higher than the interest rate of the credit borrowing at current or after. However, if shareholder’s payment on behalf of the Company is invested in the Company, this is not restricted.

The Company did not violate the above commitments in 2021 and 2020.

p. Pension

  • 1) Defined contribution plan Effective from 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 employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute a monthly 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.

  • 2) The pension costs recognized by the Company under the above pension regulations were $4,282 and $4,745 respectively, for the years ended December 31,2021 and 2020.

q. Share capital

  • 1) The authorized capital of the Company is $3,500,000 as of December 31, 2021, and the paid-in capital is $2,287,135, with a par value of $10 per share, totaling 228,714 thousand shares. The adjustment information of the number of outstanding shares of the company's common stock at the beginning and end of the period is as follows (unit: thousand shares):
At January 1
Treasury stock repurchase
At December 31
2021(note) 2020(note)
226,189
-
228,714
(2,525)
226,189 226,189

Note: the number of shares of the Company held by subsidiaries is not deducted.

44-

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  • 2) Treasury stock

  • a) Reasonsfor share reacquisition and movements in the number of the Company’s treasury shares are as follows:

Name of company
holding the shares
Reason for
reacquisition
December 31, 2021
Number of
shares
Account amount
2,525 thousand
shares
$ 26,130
28,125 thousand
shares
255,837
$ 281,967
Number of
shares
APEX Science &
Engineering Corp.
Subsidiary - Chang Ji
Construction Co., Ltd.
Transfer of shares to
employees
Safeguarding
shareholders' rights
and interests
2,525 thousand
shares
28,125 thousand
shares
Name of company
holding shares
APEX Science &
Engineering Corp.
Subsidiary - Chang Ji
Construction Co., Ltd.
Reason for
reacquisition
December 31, 2020
Number of
shares
Account amount
2,525 thousand
shares
$ 26,130
28,125 thousand
shares
255,837
$ 281,967
Number of
shares
Transfer of shares to
employees
Safeguarding
shareholders' rights
and interests
2,525 thousand
shares
28,125 thousand
shares
  • b) On March 27, 2020, the Company’s Board of Directors approved to repurchase 6,000 thousand treasury shares. As of May 29, 2020 (the expiration of the execution period), the Company repurchased 2,525 thousand treasury shares in total with a total amount of $26,130.

  • c) 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 realized capital surplus.

45-

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  • d) 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.

  • e) Pursuant to the R.O.C. Securities and Exchange Act, shares repurchaseddue to the transfer of shares to employees shall be transferred within three years from the date of repurchase. It shall deem that the Company has not issued shares if the shares are not transferred within the time limit, and the shares shall be registered for disposal. The repurchased shares shall be registered for disposal within six months from the date of repurchasing to protect the Company's credit and shareholders' rights and interests.

  • f) Please refer to note 8 (b) for details of the pledged collateral.

r. 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 capitalized mentioned above should not exceed 10% of the paid in capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

  • s. Retained earnings

  • 1) Under the Company’s Articles of Incorporation, the current year’s 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. The remainder, if any, to be retained or to be appropriated shall be resolved by the stockholders at the stockholders’ meeting.

  • 2) The company's dividend policy is as follows: the company's industrial life cycle is in the growth period. The company adopts the residual dividend policy to cooperate with the company's long-term financial planning for sustainable operation. Stock dividends shall distribute first to retain the required funds under the capital budget planning of the company. It shall distribute with cash dividends if there is any surplus.If cash dividend can be distributed in the current year, the cash dividend shall be adjusted to not lower than 5% of total dividend

  • 3) The legal reserve shall not be used except for making up the company's losses and issuing new shares or cash in proportion to the shareholders' original shares. It shall be limited to the part of the reserve that exceeds 25% of the paid-in capital except if new shares or cash are issued.

  • 4) Special Reserve

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  • a) It requires by law and order to set aside a special reserve for the debit balance of other equity items on the balance sheet date of the current year when the company distributes the surplus. Subsequently, the reversed amount may be included in the surplus available for distribution when the debit balance of other equity items reverse.

  • b) It shall handle under paragraph 1 of Article 41 of the securities and exchange law in line with the Order No. 1010047490 issued by the FSC stipulates that the accounting treatment of a public company's reinvested subsidiary holding shares of the parent company. Therefore, it shall calculate and set aside the same amount of special reserve for the listed, OTC, and emerging companies under the shareholding ratio for the difference between the market price of the parent company's shares held by the subsidiary at the end of the period and the book value. It may convert the amount into special reserve reserved under the shareholding ratio for the listed, OTC, and emerging companies if there is a subsequent rebound in the market price.

  • 5) Appropriation of earnings

The company resolved the following profit distributions for 2020 and 2019 by the resolution of the shareholders' meeting on July 20, 2021, and June 19, 2020:

Legal reserve
Special reserve
Special reserve reversed
Cash dividends
Total
2020 2019
Amount Dividend per
share(in dollars)
Amount Dividend per
share(in dollars)
$ 31,520
-
( 2,651)
180,951
$ 0.80 $ 17,544
9,222
-
114,357
$ 0.50
$209,820 $141,123
  • 6) On March 24, 2022, the company adopted the resolution of the Board of Directors on the distribution of surplus in 2021. However, the 2021 appropriation of earnings has yet to be decided by the 2022 shareholders' meeting.

The relevant surplus distribution is as follows:

Legal reserve
Special reserve
Cash dividends
Total
2021
Amount Dividend per share
(in dollars)
$ 10,274
432
56,547

$ 0.25
$67,253

The above earnings distribution proposal for 2021 has not been resolved by the shareholders' meeting as of March 24, 2022.

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t. Operating revenue

1) Partition of customer contract revenue

The revenue of the company comes from the provision of goods and services gradually listed over time and listed at a certain point in time. The revenue can divide into the following main product lines:

2021 Sales Building Construction Service Total
revenue revenue revenue
Revenue list time point
Revenue listed at a $ 216,503 $ 248,070 $ - $ -
$ 464,573
certain time point
Income listed
gradually over time -
-

648,084
176,444 824,528
$ 216,503 $ 248,070 $ 648,084 $ 176,444 $1,289,101
Building Construction Service
2020 Sales revenue revenue revenue Total
Revenue list time point
Revenue listed at a $ 131,713 $2,705,394 $ - $ - $2,837,107
certain time point
Income listed
gradually over time - - 989,344 79,256 1,068,600
$ 131,713 $2,705,394 $ 989,344 $ 79,256 $3,905,707
  • 2) Contract assets and Contract liabilities

  • a) The Company has recognized the following revenue-related contract assets and liabilities:

liabilities:
December 31,
2021
Contract assets
Contract assets-Construction
contract payment
$175,401
December 31,
2021
Contract liabilities:
Contract liabilities-
Construction contract payment $ 32,909
Contract liabilities-Sales
contract payment
-
Total
$32,909
December 31,
2021
December 31,
2020
January1,2020
$175,401 $215,441 $418,832
December 31,
2021
December 31,
2020
January1,2020
$ 96,123
1,530
$ 94,801
318,925
$32,909 $97,653 $413,726

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  • b) Recognized revenue of contract liabilities at the beginning of the period
Beginning balance of contract
liabilities listed income in the
current period
A pre-sale contract under
construction
2021 2020
$1,530 $302,756
  • c) As the company undertook the "partial replacement project of the second overseas oil unloading buoy submarine pipeline of Taoyuan refinery" of Taiwan CNPC Co., Ltd, both parties have a dispute over the project payment because the project is delayed due to factors that cannot attribute to climate, which has been established with Taiwan CNPC Co., Ltd. through mediation by the procurement appeal Review Committee of the Public Works Committee of the Executive Yuan, and the loss of $78,668 has been recognized in 2021.

  • u. Interest income

Bank deposit interest
Other interest income
2021 2020
$ 699
60,564

$ 865
10,872
$61,263
$11,737
  • v. Other income
Rental income
Other income
Total
2021 2020
$ 2,702
4,900

$ 2,211
3,501
$7,602
$5,712
  • w. Other gains and losses
Net foreign exchange loss
Gains on disposal of property, plant, and
equipment
Other losses
Total
2021 2020
($ 527)
29
(586)
($ 357)
-
(2,130)
($1,084) ($2,487)

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x. Finance costs

Interest expense:
Bank loan
Payment of corporate bond interest
Amortization of corporate bond discount
Others
Less: capitalization amount of assets
meeting the requirements
Total
2021 2020
$ 54,928
5,330
1,125
81
(46,622)

$ 20,270
5,766
1,250
23
(11,228)
$14,842
$16,081

y. Additional information on the nature of expenses

Employee welfare expenses
Depreciation expenses (Investment
properties included)
Depreciation expenses of Right-of-
use assets
Amortization expenses
Amortization expenses of Right-of-
use assets
Employee welfare expenses
Depreciation expenses (Investment
properties included)
Depreciation expenses of Right-of-
use assets
Amortization expenses
Amortization expenses of Right-of-
use assets
2021
Be attribute to
operatingcosts
Be attribute to
operating
expenses
Total
$ 46,659
-
-
-
-
$ 67,677
2,506
2,099
1,268
138
2020
$ 114,336
2,506
2,099
1,268
138
Be attribute to
operatingcosts
Be attribute to
operating
expenses
Total
$ 59,315
-
-
-
-
$ 81,982
2,782
487
1,373
70
$ 141,297
2,782
487
1,373
70

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z. Employee welfare expenses

Salary expenses
Labor and health insurance costs
Pension expenses
Remuneration paid to Directors
Other employment expenses
2021
Be attribute to
operatingcosts
Be attribute to
operating
expenses
Total
$ 39,231
3,769
2,053
-
1,606
$ 54,197
4,998
2,229
4,483
1,770
$ 93,428
8,767
4,282
4,483
3,376
$46,659 $67,677 $114,336
Salary expenses
Labor and health insurance costs
Pension expenses
Remuneration paid to Directors
Other employment expenses
2020
Be attribute to
operatingcosts
Be attribute to
operating
expenses
Total
$ 50,154
4,495
2,649
-
2,017
$ 65,685
4,255
2,096
8,237
1,709
$ 115,839
8,750
4,745
8,237
3,726
$59,315 $81,982 $141,297
  • 1) The company shall allocate 8% of the remuneration of employees and no more than 2% of the remuneration of Board of Directors under the articles of association of the company after deducting the accumulated losses under the profit status of the current year if the balance is still outstanding.

  • 2) The estimated amount of employee remuneration of the company in 2021 and 2020 is $11,693 and $26,707 respectively; The estimated amount of remuneration for Director of Board is $2,923 and $6,677 respectively, and the above amount is recorded in the salary expense account. It estimates at 8% and 2% respectively in 2021 under the profit of that year. The Board of Directors decided that the actual allotment amount was $11,693 and $2,923, of which the employee remuneration was paid in cash. The employee remuneration of $26,707 and the director's remuneration of $6,677 for 2020 as decided by the Director of Board are consistent with the amount listed in the financial report for 2020.

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Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • 3) As of December 31, 2021 and 2020, the Company had 118 and 128 employees respectively, excluding 5 directors for both years.

  • 4) The company's shares have been listed and traded on the stock exchange, the following information shall be added:

  • a) For the years ended December 31, 2021 and 2020 the Company’s average employee welfare expenses were $972 and $1,082.

  • b) For the years ended December 31, 2021 and 2020 the Company’s average employee salary expenses were $827 and $942.

  • c) Change in average employee salary expenses was -12.21%.

  • d) As the company has set up an audit committee, it does not apply to supervisor of board, and there is no need to disclose the remuneration information of supervisors.

  • 5) Salary and remuneration policy of the company

  • a) The overall salary level of employees takes external competitiveness and internal fairness as important considerations, and can effectively attract and retain talents.

    • i. It provides employee development motivation and drives the positive development of the company through the performance management system and employee compensation.

    • ii. It achieves the purpose of motivating employees in combination with the achievement of the company's long-term and short-term goals, the time invested by individuals, the positions held, and the overall work performance.

  • b) Director of Board: The remuneration of the rest of the directors only includes the meeting fare and the director's remuneration for annual surplus distribution except that the independent directors and Remuneration Committee of the company receive allowances. The director's remuneration is distributed under the articles of association and by the resolution of the director of board.

  • c) Managers: the payment standard and combination are divided into fixed salary and variable salary. It determines the responsibilities of the positions they hold, with reference to the level of similar positions in the industry, and is submitted to the Remuneration Committee and the director of board for approval.

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aa. Income tax

  • 1) Income tax expense (benefit)

Income tax expense (benefit) component:

Current income tax:
Income tax due to current income
Unappropriated earnings levy
Underestimation of income tax in previous
years
Total income tax of the current period
Deferred income tax:
Original generation and reversal of
temporary differences
Total deferred income tax
Income tax expense (benefit)
2021 2020
$ 2,784
5,385
-
$ 889
1,715
1,679
8,169 4,283
20,633
20,633
( 19,486)
(19,486)
$28,802 ($15,203)
  • 2) Reconciliation between income tax expense (benefit) and accounting profit
2021
Income tax on net profit before tax
calculated at legal tax rate (note)
$ 26,309
Expenses and income exempted from tax
under the tax law
( 7,525)
Land value-added tax
2,784
Temporary differences are not listed as
deferred income tax assets
( 318)
Tax losses are not listed as deferred income
tax assets
-
Changes in realizability assessment of
deferred income tax assets
2,167
Income tax underestimated in previous
years
-
Unappropriated earnings levy
5,385
Income tax expense (benefit)
$28,802
2021 2020
$ 60,090
( 115,030)
889
( 1,254)
( 34,895)
71,603
1,679
1,715
$28,802 ($15,203)

Note: the tax rate is based on the tax rate applicable to the ROC.

53-

-
  • 3) It is as follows for the amounts of deferred tax assets or liabilities arising from temporary differences and tax losses:
January1
Temporary differences:
-Deferred tax assets:
Unrealized bad debt loss
$ 677
Unrealized inventories write-
downs of inventories and
obsolescence losses
1,729
Unrealized impairment loss
84
Unrealized foreign
investment loss
317
Deferred recognized sales
expenses under construction
48
Tax-loss
120,740
Unpaid leave bonus
-
Sub-total
123,595
Deferred tax liabilities
Unrealized benefits of
foreign investment
( 11,781)
Exchange balance of foreign
operating institutions
( 3,136)
Unrealized exchange benefits
-
Sub-total
(14,917)
Total
$108,678
2021 December 31
$ 677
1,729
84
317
-
110,528
63
113,398
( 22,217)
( 3,136)
-
(25,353)
$88,045
January1 listed in
income/(loss)
listed in other
comprehensive
netprofit

$ -

-

-

-

( 48)
( 10,212)
63
$ -
-
-
-
-
-
-
123,595 (10,197) -

( 10,436)

-

-
-
-
-
(14,917) (10,436) -
$108,678
($20,633)
$-

54-

-
January 1
Temporary differences:
-Deferred tax assets:
Unrealized bad debt loss
$ 677
Unrealized inventories write-
downs of inventories and
obsolescence losses
2,004
Unrealized impairment loss
84
Unrealized foreign
investment loss
4,205
Deferred recognized sales
expenses under construction
7,400
Tax-loss
91,018
Sub-total
105,388
Deferred tax liabilities
Unrealized benefits of
foreign investment
( 11,229)
Exchange balance of foreign
operating institutions
( 3,136)
Unrealized exchange benefits ( 151)
Sub-total
( 14,516)
Total
$ 90,872
2020 December 31
$ 677
1,729
84
317
48
120,740
123,595
( 11,781)
( 3,136)
-
( 14,917)
$108,678
January 1 listed in
income/(loss)
listed in other
comprehensive
net profit

$ -

( 275)

-

( 3,888)

( 7,352)

29,722
$ -
-
-
-
-
-
105,388
18,207
-

( 552)

-
151
-
-
-
( 14,516) ( 401) -
$ 90,872
$ 17,806
$-
  • 4) The effective period of the company's unused tax losses and the related amount of unrecognized deferred tax assets are as follows:

December 31, 2021

Year of
occurrence
Declared
amount /
approved
amount
Amount not
deducted
Unrecognized
deferred tax
assets
Final deduction
year
2012
2013
2014
2015
2016
2018
2020
$ 47,167
131,026
47,655
37,887
10,737
165,745
175,349
$ -
115,268
47,655
37,887
10,737
165,745
175,349

$ -

-

-

-

-

-

-
2022
2023
2024
2025
2026
2028
2030
$ 615,566 $ 552,641
$-

55-

-

December 31, 2020

Year of
occurrence
Declared
amount /
approved
amount
Amount not
deducted
Unrecognized
deferred tax
assets
Final deduction
year
2012
2013
2014
2015
2016
2018
2020
$ 47,167
131,026
47,655
37,887
10,737
172,219
331,485
$ 47,167
131,026
47,655
37,887
10,737
172,219
331,485

$ -

-

-

-

-

-

174,476
2022
2023
2024
2025
2026
2028
2030
$ 778,176 $ 778,176
$ 174,476
  • 5) Deductible temporary differences not listed as deferred tax assets by the company in addition to tax losses above item 4 described:
Deductible temporary difference December 31, 2021 December 31, 2020

$ 6,311
$ 6,311
  • 6) The company's income tax return has been assessed and approved by the tax collection authority until 2018.

bb. Earnings per share

After-tax
amount
Basic earnings per share
Current net profit attributable to
shareholders of ordinary shares
$ 102,741
Diluted earnings per share
Impact of potential ordinary shares with
dilution effect
Employee dividends
-
Impact of current net profit and
potential ordinary shares belonging to
shareholders of ordinary shares
$102,741
2021
After-tax
amount
The weighted average
number of outstanding
shares (thousand shares)
Earnings per
share (in
dollars)

198,064

1,528

$ 0.52


$ 0.51
$102,741
199,592

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-
Basic earnings per share
Current net profit attributable to
shareholders of ordinary shares
Diluted earnings per share
Impact of potential ordinary shares
with dilution effect
Employee dividends
Impact of current net profit and
potential ordinary shares belonging
to shareholders of ordinary shares
2020
After-tax
amount
The weighted average
number of outstanding
shares (thousand shares)
Earnings per
share (in
dollars)
$ 315,653
-

198,925

2,468

$1.59

$1.57
$ 315,653 201,393

cc. Changes in liabilities arising from financing activities

January 1, 2021
Changes in financing
cash flows
Other non-cash
changes
December 31, 2021
January 1, 2020
Changes in financing
cash flows
Other non-cash
changes
December 31, 2020
Short term
loan
Short term bills
payable
Long-term loans
(including long-
term loans due
within one year
or one operating
period)

Corporate bonds
payable
(including
corporate bonds
due within one
year or one
operating period)

Total liabilities
from financing
activities
$ 388,772

( 93,172)
-
$ 25,000
65,000
-

$ 788,180

846,050

-

$ 498,957

-

(1,876)
$1,700,909
817,878
(1,876)
$295,600 $ 90,000
$1,634,230

$ 497,081
$2,516,911
Short term
loan
Short term bills
payable
Long-term loans
(including long-
term loans due
within one year
or one operating
period)

Corporate bonds
payable
(including
corporate bonds
due within one
year or one
operating period)

Total liabilities
from financing
activities
$557,006

(168,234)
-
$1,306,400
(1,281,400)
-

$ -

788,180

-

$ 497,707

-

1,250
$2,361,113
( 661,454)
1,250
$388,772 $ 25,000
$ 788,180

$ 498,957
$1,700,909

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7. Related-party transactions

a. Name and relationship of related person

Name of related party Relationship with the company

CHANG JI CONSTRUCTION CO., LTD. (Chang Ji) Subsidiaries of the company XINDIN ENGINEERING CONSULTANTS CORP. (XINDIN) Subsidiaries of the company

b. Major transactions with related parties

1) Operating revenue

  • a) The transaction price and collection terms of the company's sales to related parties are not significantly different from those of ordinary customers. The price of the project of the company's contracting relationship shall determine by both parties through negotiation; The collection terms are handled by monthly settlement, which is not significantly different from ordinary customers.

  • b) The project contract price and payment request of the Company's related parties are as follows:

Chang Ji December 31, 2021 December 31, 2021 December 31, 2020 December 31, 2020
Total contract
price
Contract
assets
Total contract
price
Contract
assets
$ 510,922 $ 95,787 $ 510,922 $ 95,787
  • 2) Goods purchased
Construction costs:
Chang Ji
Development cost of agent industrial zone:
Chang Ji
XINDIN
Total
2021 2020
$ 5,973 $186,988
$ 1,987,719
21,868
$ 408,704
-
$2,009,587 $408,704

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-

The transaction price and payment terms of the company's goods purchased from related parties are not significantly different from those of ordinary customers. The transaction price shall be determined by both parties through negotiation when the related party contracts the project of the company; Its payment terms are handled by monthly settlement, which is not significantly different from ordinary customers.

  • 3) Receivables from related parties
Notes receivable
Chang Ji
Accounts receivable
Chang Ji
Other accounts receivable:
Chang Ji
December31,2021 December31,2020
$- $ 39,830
$19,882
$19,882
$226 $-
  • 4) Accounts payable to related parties

December 31, 2021 December 31, 2020 Accounts payable: Chang Ji $ 14,485 $ 30,278

  • 5) Property transaction

Property, plant and equipment

Chang Ji
XINDIN
2021 2020
$ -
210
$ 90
-
$ 210 $ 90

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  • 6) Endorsements/commitments

  • a) Chang Ji provided endorsements and guarantees of $0 and $58,000 respectively for the short-term bills payable by the company as of December 31, 2021, and 2020.

  • b) The project contract awarded by the company to Chang Ji will still pay the project funds of $32,680 and $164,518 in future years respectively as of December 31, 2021, and 2020.

  • 7) Leasing and property transactions

  • a) The company leased the Zhonghe Xinmin Street office and Xingnan building office on Fuxing North Road to Chang Ji in 2021 and 2020. It was $840 and $980 respectively for the rental income recognized in 2021 and 2020.

  • b) The company leased the Zhonghe Xinmin Street office to XINDIN in 2021, and the rental income recognized in 2021 was $30.

  • 8) Other current assets

The company and Chang Ji purchased adjacent land respectively. The company paid Chang Ji joint construction performance bond of $15,000 to facilitate joint construction and sub-sale of projects. The bond was recovered in 2021 that was recognized as other current assets recognized because all projects had been sold.

c. Salary information of major management

Salary and other short-term employee welfare
Post-employment welfare
Total
2021 2020
$ 34,970
584
$ 35,554
$ 20,958
477
$ 21,435

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8. Pledged assets

  • a. The details of the pledged assets of the Company are as follows:
Assets item Book value Guaranteepurpose
December 31,
2021
December 31,
2020
Inventory - property for
sale
Other current assets
Pledged deposit
Reserve account
Special trust account
Joint construction deposit,
project deposit, and a bid
deposit
Property, plant and
equipment
Investment property
Other non-current assets
Refundable deposits
Reserve account
$ -
192,728
193,762
1,359,799

4,875
96,913
65,259
10,890
151,736
$ 286,575
24,305
414,383
841,911
419,831
97,921
65,670
12,150
-
Bank financing line
guarantee and short-term
bills payable guarantee
Project security,
performance security, and
bank financing line
guarantee
Performance bond, bank
financing line guarantee
Performance bond
A performance bond,
project bond, and bid
deposit
Bank financing limit
guarantee
Bank financing limit
guarantee
General deposit and golf
certificate
Bonds payable
$ 2,075,962 $ 2,162,746
  • b. Chang Ji has pledged loans by holding 28,125 thousand shares of the company's shares (listed as "treasury shares") as of December 31, 2021, and 2020.

  • Significant contingent liabilities and unlisted contractual commitments

Commitments

There are still major commitments and contingencies summarized as follows in addition to those mentioned in Notes 6 (f) and 7:

  • a. Guarantee

  • 1) The company shall sign the entrustment guarantee contract or provide the pledge guarantee of certificate of deposit if the company entrusts the bank to provide joint and several guarantees for the bid deposit, performance bond, advance payment guarantee, and other project guarantees required for project contracting. It is $1,416,443 for the guarantee amount as of December 31, 2021.

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  • 2) It was $185,315 the performance guarantee notes issued by the company due to the requirements of the project owner and the sale of land as of December 31, 2021.

  • b. As of December 31, 2021, It is $714,955 for the project payment still payable in the next year for the contracted project contract signed by the company.

  • c. As of December 31, 2021, it was $493,426 for the price of the land purchase contract signed by the group without transfer of ownership, and it was $450,020 for the amount paid under the contract.

10. Major disaster losses

None.

11. Significant subsequent events

On March 24, 2022, the Company’s Board of Directors resolved the appropriation of 2021 earnings and the amount of employees’ compensation and directors’ remuneration, please refer to Note 6(s) 6 and Note 6 (z) for details

12. Others

a. Capital management

The company's capital management objectives are to ensure the continued operation of the group, maintain the best capital structure, reduce capital costs, and provide remuneration to shareholders. The company may adjust the number of dividends paid to shareholders to maintain or adjust the capital structure, return capital to shareholders, issue new shares or sell assets to reduce debts. The company uses the debt to capital ratio to monitor its capital, which is calculated by dividing net debt by total capital. Net debt is calculated as total borrowings (including "current and non-current borrowings" reported in the independent balance sheet) less cash and cash equivalents. The total capital is calculated as the "equity" reported in the independent balance sheet and the net debt.

As of December 31, 2021, and 2020, the debt capital ratio of the company is as follows:

Total borrowings
Less: cash and cash equivalents
Net debt
Total equity
Total capital
Debt to capital ratio
December 31, 2021 December 31, 2020
$ 2,516,911
( 223,550)
2,293,361
2,995,806

$ 1,700,909

( 178,897)

1,522,012

3,054,125
$ 5,289,167
$ 4,576,137
43.36% 33.26%

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b. financial instruments

1) Types of financial instruments

Financial assets
Financial assets at fair value through other
comprehensive income
Select the designated equity instrument
investment
Financial assets at amortized cost
Cash and cash equivalents
Notes receivable
Notes receivable-Related person
Accounts receivable
Accounts receivable-Related person
Other receivables
Other accounts receivable-Related person
Refundable deposits
Other financial assets
Financial liabilities
Short term loan
Short term bills payable
Notes payable
Accounts payable
Accounts payable-Related person
Accounts payable
Bonds payable (including maturity within
one year or one operating period)
Long-term loans (including maturity
within one year or one operating period)
Deposit
December 31, 2021 December 31, 2020

$ 7,044
223,550
3,298
-
150,036
19,882
3,293,268
226
10,890
1,902,900
$ 6,400
178,897
1,578
39,830
484,349
19,882
1,910,130
-
12,150
1,700,430
$ 5,611,094 $ 4,353,646
$ 295,600
90,000
3,069
123,652
14,485
37,047
497,081
1,634,230
158,581
$ 388,772
25,000
2,464
285,207
30,278
63,269
498,957
788,180
60,912
$ 2,853,745 $ 2,143,039

2) Risk management policy

The financial risks of the company are mainly the risks associated with investing in financial products and the exchange rate risk of foreign currency transactions. The company has always adopted the most strict control standards for the financial risks of various financial commodity investments. All financial investments and operations have been comprehensively evaluated for their possible market risks, credit risks, liquidity risks, and cash flow risks, and must choose the one with the least risk. The company

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also seeks optimized risk positions and maintains appropriate liquidity positions based on policy risk management objectives to achieve the best hedging strategy for the exchange rate risk of foreign currency transactions.

  • 3) Nature and extent of significant financial risks

  • a) Market risk

Exchange-rate risks

  • i. As the company's operating involves several non-functional currencies, it is affected by exchange rate fluctuations. It is as follows for the information of foreign currency assets and liabilities with significant exchange rate fluctuations:

December 31, 2021

December 31, 2021
(foreign currency:
functional currency)
Financial assets
Monetary items
USD: NT$ Non-monetary items
USD: NT$ Financial liabilities
Monetary items
USD: NT$
Foreign
currency
(thousand
yuan)
Exchange
rate
Book amount
(NT $)
Sensitivity analysis
Range of
change
Income/(loss)
impact
Equity impact
2,298
7,586
234
27.68
27.68
27.68
$ 63,847
$209,988
$ 6,577
1%
1%
1%
$ 638
$ -
($ 658)
$ -
$2,100
$ -

December 31, 2020

December 31, 2020
(foreign currency:
functional currency)
Financial assets
Monetary items
USD: NT$ Non-monetary items
USD: NT$ Financial liabilities
Monetary items
USD: NT$
Foreign
currency
(thousand
yuan)
Exchange
rate
Book amount
(NT$)
Sensitivityanalysis
Range of
change
Income/(loss)
impact
Equityimpact
2,171
6,330
268
28.48
28.48
28.48
$ 62,377
$180,265
$ 7,615
1%
1%
1%
$ 624
$ -
($ 76)
$ -
$1,803
$ -

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  • ii. It is $527 and $357 respectively for the aggregate amount of all exchange losses (including realized and unrealized) listed by the company's monetary items in 2021 and 2020 due to the significant impact of exchange rate fluctuations.

Price risk

The equity instruments to which the company is exposed to price risk are financial assets at fair value through other comprehensive income. The company disperses its investment portfolio under the limit set by the company to manage the price risk of equity instrument investment.

Cash flow and fair value interest rate risk

The interest rate risk of the company comes from bank borrowings. Loans issued at floating interest rates expose the company to cash flow interest rate risk, which is partially offset by cash and cash equivalents held at floating interest rates. Loans issued at a fixed interest rate expose the company to fair value interest rate risk. The company's borrowings calculated at floating interest rates were denominated in New Taiwan dollars in 2021 and 2020, and the increased cash outflows were $20,198 and $12,020 respectively when the market interest rate increased by 1%.

b) Credit risks

  • i. Credit risk refers to the risk that the company will incur financial losses due to the failure of customers or counterparties of financial instruments to perform their contractual obligations. Each operating independent in the group shall conduct management and credit risk analysis under the company's internal explicit credit policy for each new customer before setting the terms and conditions for payment and delivery. Internal risk control is to assess the credit quality of customers by considering their financial status, experience, and other factors. Independent risk limits are set by the director of board based on internal or external ratings, and the use of credit limits is monitored regularly. The main credit risk comes from the deposits deposited in banks and financial institutions, as well as from the credit risk of wholesale and retail customers, including the uncollected accounts receivable.

  • ii. There were no cases of exceeding the credit limit in 2021 and 2020, and the management did not expect any significant losses due to the opposing party's failure to perform.

  • iii. The company adopts IFRS 9 to provide the following assumptions as to the basis for judging whether the credit risk of financial instruments has increased

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significantly since the original list:

it is deemed that the credit risk of financial assets has increased significantly since the original list when the contract payment is overdue for more than 30 days under the agreed payment terms.

  • iv. The company adopts IFRS9 to provide premise assumptions. It deems to have breached the contract when the contract payment is overdue for more than 90 days under the agreed payment terms.

  • v. The company groups the accounts receivable, contract assets, and lease receivables of customers under the characteristics of customer types, and adopts a simplified method to estimate the expected credit loss based on the reserve matrix and loss rate method.

  • vi. The company incorporated the prosperity observation report of the Taiwan Economic Research Institute into the consideration of future foresight and adjusted the loss rate established under the historical and current information of a specific period to estimate the allowance loss of accounts receivable. It is as follows for the preparation matrix and loss rate method as of December 31, 2021, and 2020:

Overdue
December 31,
2021
Expected loss
rate
0%-4.26%
Total book value $ 145,592
Allowance for
loss
113
Overdue
December 31,
2020
Expected loss
rate
0%-2.44%
Total book value $ 485,512
Allowance for
loss
37
Overdue 1-120 days
overdue
More than 121
days overdue
Total
4.26%-74..08%
$ 3,766
179
1-120 days
overdue
74.08%-100%
$ 3,741
2,771
More than 121
days overdue
$153,099
3,063
Total
2.44%-80.45%
$ 1,779
1,327
80.45%-100%
$ 5,653
5,653
$492,944
7,017

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  • vii. It is as follows for the statement of changes in the allowance for loss of receivables adopted by the company in a simplified way:
January 1
Provision for impairment losses
Amounts are written off due to irrecoverability
December 31
January 1
Provision for impairment losses
December 31
2021
Accounts receivable
$ 7,017
97
(4,051)
$3,063
2020
Accounts receivable
$ 4,918
2,099
$7,017
  • c) Liquidity risk

  • i. The cash flow forecast implements by each operating independent in the company and summarized by the financial department of the company. The Finance Department monitors the prediction of the company's working capital demand, ensures sufficient funds to meet the needs of the operation, and maintains sufficient unspent loan commitments at any time to prevent the company from violating the relevant loan limits or terms. Such prediction takes into account the company's debt financing project, compliance with the debt terms, compliance with the financial ratio target of the internal balance sheet, and the requirements of external regulatory laws and regulations.

  • ii. It is as follows for the details of the unused loan limit of the company:

Due within one year
Due within more than one
year
December 31,2021 December 31,2020
$ 550,085
4,365,770
$ 1,442,313
5,211,820
$4,915,855 $6,654,133
  • As of December 31, 2021, and 2020, The amount of $4,365,770 and $5,211,820 of the company's unused loan lines due for more than one year

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respectively are the executive capital loan lines of the "entrusted development, sale, and management case of a late stage of Chiayi County Machouhou industrial Park" described in Note 6 (o).

  • iii. The following table shows the non-derivative financial liabilities of the company, grouped under the relevant maturity date, and analyzed under the remaining period from the balance sheet date to the contract maturity date. The contract cash flow amount disclosed in the following table is the undiscounted amount.

Non-derivative financial liabilities:

Non-derivative financial liabilities:
December 31, 2021
Within one year
Short term loan
$ 298,203
Short term bills payable
90,000
Notes payable
3,069
Accounts payable ( including
related person)
89,620
Other payables
37,047
Lease liabilities
2,467
Bonds payable
3,985
Long-term loans (including maturity
within one year or one operating
period)
-
Deposit
155,703
Within one year Within one to five
years
$ -
-
-
48,517
-
2,059
515,470
1,767,579
2,878

Non-derivative financial liabilities:

Non-derivative financial liabilities:
December 31, 2020
Within one year
Short term loan
$ 391,497
Short term bills payable
25,000
Notes payable
2,464
Accounts payable ( including
related person)
244,285
Other payables
63,269
Lease liabilities
1,646
Bonds payable
506,004
Long-term loans (including maturity
within one year or one operating
period)
-
Deposit
-
Within one year Within one to five
years
$ -
-
-
71,200
-
2,682
-
910,552
60,912

c. Fair value information

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  • 1) As for the levels of evaluation techniques used to measure the fair value of financial and non-financial instruments, they are defined as follows:

  • Level 1: The quotation of the same assets or liabilities available to the enterprise on the measurement date in the active market (unadjusted). An active market refers to a market in which asset or liability transactions occur with sufficient frequency and quantity to provide pricing information continuously. The fair values of the OTC stocks and beneficiary certificates invested by the company belong to Level 1.

  • Level 2: Observable input values of assets or liabilities directly or indirectly, except those included in the quotation of level 1.

  • Level 3: Unobservable input value of assets or liabilities. All equity instrument investments without an active market invested by the company belong to level 3.

  • 2) Please refer to note 6 (j) for the fair value information of investment property measured by cost.

  • 3) Financial instruments not measured at fair value

The carrying amount of the company's cash and equivalent cash equivalents, notes receivable, accounts receivable, other receivables, short-term loans, notes payable, accounts payable and other payables is a reasonable approximation of the fair value.

  • 4) Financial and non-financial instruments measured at fair value are classified by the company under the nature, characteristics, risks, and fair value level of assets and liabilities. The relevant information is as follows:

  • a) The company classifies the assets and liabilities under their nature. The relevant information is as follows:

December 31, 2021
Assets
Repetitive fair value
Equity securities of financial
assets at fair value through
other comprehensive income
Level 1 Level 2 Level 3 Total
$- $- $7,044 $7,044
December 31, 2020
Assets
Level 1 Level 2 Level 3 Total

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Repetitive fair value Equity securities of financial assets at fair value through other comprehensive income $ - $ - $ 6,400 $ 6,400

  • b) As for the methods and assumptions used by the company to measure the fair value, they are described as follows:

  • i. The breakdown is as follows according to the characteristics of the instrument in the case of the company applying the market quotation as the fair price input value (i.e. the first level):

Stocks of listed (OTC) companies

Market quotation Closing price

  • ii. The fair value of other financial instruments is obtained with evaluation technology or by referring to the quotation of the counterparty except for the above-mentioned financial instruments with an active market. The fair value obtained through the evaluation technology can calculate by referring to the current fair value of other financial instruments with substantially similar conditions and characteristics, the discounted cash flow method, or other evaluation technologies, including applying the model based on the market information available on the balance sheet date (eg. the OTC center's reference yield curve and the average quotation of Reuters commercial promissory note interest rate).

  • iii. The company adopts the evaluation technology widely used by market participants when evaluating non-standardized and less complex financial instruments, such as debt instruments without the active market, interest rate exchange contracts, exchange contracts, and options. As for the parameters used in the evaluation model of such financial instruments, they are usually market observable information.

  • 5) There is no transfer between level 1 and level 2 in 2021 and 2020.

  • 6) The following table shows the changes in level 3 in 2021 and 2020:

January 1 2021 2020
$ 6,400 $ 8,156

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Gains or losses listed in other comprehensive income Unrealized evaluation loss through other comprehensive income 644 ( 1,756) December 31 $ 7,044 $ 6,400

  • 7) There was no transfer in and transfer out of level 3 in 2021 and 2020.

  • 8) The company's evaluation process for the fair value classified as level 3 makes the evaluation results close to the market state through independent source data, confirms that the data source is independent, reliable, consistent with other resources and represents the executable price, regularly calibrates the evaluation model, conduct backtracking test, update the input values and data required by the evaluation model and any other necessary fair value adjustment, which ensure that the evaluation results are reasonable. Investment property is appraised by external appraisers.

  • 9) The quantitative information of significant unobservable inputs and the sensitivity analysis of changes in significant unobservable inputs of the evaluation model used in the level 3 fair value measurement project are as follows:

Relationship Fair value on Significant Interval between the December 31, unobservable (weighted input value 2021 Evaluation Technology input value average) and fair value Non-derivative equity instruments: Venture capital $ 7,044 Net asset value method N/A - N/A company stock private equity fund investment Relationship Fair value at Significant Interval between the December 31, unobservable (weighted input value 2019 Evaluation Technology input value average) and fair value Non-derivative equity instruments: Venture capital $ 6,400 Net asset value method N/A - N/A company stock private equity fund investment

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13. Notes disclosure

a. Information related to major transactions

  • 1) Loan of funds to others:none.

  • 2) Endorsement and guarantee for others: none.

  • 3) Securities held at the end of the period (excluding investment in subsidiaries, affiliated enterprises, and joint venture control): Please see attached table 1 for details.

  • 4) Cumulative purchases or sales of the same securities amount to NT $300 million or more than 20% of the paid-in capital: none.

  • 5) The amount of property acquired reaches NT $300 million or more than 20% of the paid-in capital: none.

  • 6) The amount of property disposed of reaches NT $300 million or more than 20% of the paid-in capital: none.

  • 7) The number of goods purchased or sold with related parties reaches NT $100 million or more than 20% of the paid-in capital: none.

  • 8) Accounts receivable from related parties amount to NT $100 million or more than 20% of the paid-in capital: none.

  • 9) Engaging in derivative instrument transactions: none.

  • 10) The operating relationship and important transactions between the parent company and its subsidiaries and among its subsidiaries, as well as the amount: please see attached table 2 for details.

b. Information related to reinvestment

Name, location, and other relevant information of the invested company (excluding mainland invested companies): please see attached table 3 for details.

c. Mainland investment information

  • 1) Basic data: please see attached table 4 for details.

  • 2) Major transactions directly or indirectly between an enterprise in a third region and an investee company reinvested in the mainland: none.

d. Information on major shareholders

Information of major shareholders: please see attached table 5 for details.

14. Operation Department Information

N/A

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APEX SCIENCE & ENGINEERING CORP.

List of cash and cash equivalents

Dec. 31, 2021

Unit: NT$1,000

Item Summary Amount Amount
Cash on hand and
working capital
Bank deposits:
Check deposit
Demand deposit
- USD
- NT$ - others
US $1,233 (thousand yuan) with
exchange rate 27.68
$ 34,064
162,614
114
$ 1,407
25,351
196,792
$ 223,550

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APEX SCIENCE & ENGINEERING CORP.

List of notes receivable and accounts receivable

Dec. 31, 2021

Unit: NT$1,000

Customer name Summary
Amount
Remark
General customers
Company A
Company B
Others
Sub-total
Less: allowance for bad debts
Total
Relate person
Chang Ji Construction Co., Ltd.
$ 100,841
10,548
45,008
156,397
( 3,063)
$ 153,334



The balance of each
sporadic customer does not
exceed 5% of the balance of
this account



$ 19,882

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APEX SCIENCE & ENGINEERING CORP.

List of construction in progress January 1, 2021, to December 31, 2021

Unit: NT$1,000

Project case
no.
Beginning
balance
Construction
costs

Project
income/(loss)
Transfer out after
completion
Ending balance
ACONP02
AIW04
AIW05
ATY19
ATFC09
ATY21
ALNG19
ATU01
Others
$ 302,594
570,962
774,425
479,500
508,931
406,288
8,167
121,365
1,706,406
-
5,406
5,114
80,021
17,882
72,907
310,313
93,397
142,529
-
-
( 5,356)
( 68,315)
( 6,501)
( 29,038)
22,488
2,802
4,338

-

-

-

-

-

-

-

-
( 1,274,797)
$ 302,594
576,368
774,183
491,206
520,312
450,157
340,968
217,564
578,476
$ 4,878,638 $ 727,569 ($ 79,582) ($ 1,274,797) $ 4,251,828
Recognized as
contract assets
Recognized as
reduction of
contract liabilities
$ 3,334,490
$ 917,338

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APEX SCIENCE & ENGINEERING CORP.

List of Inventory

Dec. 31, 2021

Unit: NT$1,000

Item Summary Amount Amount
Remark

Costs
Net realizable value
Goods
Finished products
Partially Prepared
Products
Work in process
Raw material
property for sale
Land to be built
property under
construction
Advance payment for
land
Less: allowance for
falling price loss
Total
$ 14,309
9,199
10,774
3,981
10,434
74,841
1,338
386
450,020
$ 13,875
9,199
10,774
3,981
7,554
74,841
1,338
386
450,020

Note:

575,282
( 8,644)
$ 571,968
$ 566,638

Note: The market price listed in the table means that it is not lower than the cost due to the industry characteristics of the construction company, the market price of the property under construction is not easy to determine.

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APEX SCIENCE & ENGINEERING CORP.

  • List of long term equity investment January 1, 2021, to December 31, 2021

Unit: NT$1,000

Name Beginning balance Beginning balance Increase (decrease) in
current period
Increase (decrease) in
current period
Investment
income/(loss
)
Capital
surplus
Retained
earnings
Cash
dividends
Cumulative
translation
adjustment
Ending balance
Number of
shares (shares)
Percentage
of ownership
Ending balance
Number of
shares (shares)
Percentage
of ownership


Amount
Net equity Evaluation
basis

Provision
of
guarantee
or pledge
Number of
shares
(shares)
Amount Number of
shares
(shares)
Amount
Hsin Ting Engineering
Consulting Co., Ltd.
REINFORCE
ENERGY CO., LTD.
Chang Ji Construction
Co., Ltd.
800,000
2,810,000
54,320,000
$ 14,286
180,265
413,411

-

-

-
$ -
-
20,370
$ 6,687
30,799
10,855
$ -
-
( 47)
$ -
-
-
$ -
-
( 16,296)
$ -
( 1,076)
-
800,000
2,810,000
54,320,000
100%
100%
90.53%
$ 20,973
209,988
428,293
$ 20,973
209,988
819,201
Equity
method

None

$ 607,962 $ 20,370 $ 48,341 ($ 47) $- ($ 16,296) ($1,076) $ 659,254 $1,050,162

Note: The difference between the ending balance and the net equity value of each invested company includes the unrealized gross profit on sales and the amount of investment account for which the shares of the parent company

held by subsidiaries are regarded as treasury shares and reversed for using the equity method.

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APEX SCIENCE & ENGINEERING CORP.

Short term loan

Dec. 31, 2021

Unit: NT$1,000

Creditors Summary Ending balance Contract term Interest rate
range
Financing limit Mortgage or guarantee Remark
Mega International
Commercial Bank Jung
Shan Branch
Chang Hwa Commercial
BankJian Cheng Branch
TAIWAN COOPERATIVE
BANK Da Tung Branch
Bank of Panhsin Ruei
Guang Branch
Jih Sun International Bank
Tun Hua Branch
FIRST COMMERCIAL
BANK Tian Mu Branch
Guaranteed
loan
Guaranteed
loan
Credit loan
Credit loan
Credit loan
Credit loan
$ 85,000
20,000
129,600
10,000
50,000
1,000
$ 295,600
Nov. 24, 2021, - May 23,
2022

Sep.03, 2021, - Sep. 03,
2022

Sep.14, 2021, - Sep. 14,
2022

Nov.16, 2021, - Feb. 14,
2022

Dec.17, 2021, - March.
17, 2022

Dec.27, 2021, - June. 27,
2022
1.41%~1.8%




$ 190,000
100,000
144,000
50,000
80,000
90,000
$ 654,000
Pledge fixed deposit, special
account for provision and
compensation, inventory, land,
houses, and buildings (listed
property, plant and equipment,
and investment property)

None


Please refer to
note 8 for
details.

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APEX SCIENCE & ENGINEERING CORP.

List of short-term bills payable Dec. 31, 2021

Unit: NT$1,000

Interest rate Financing Mortgage or Creditors Summary Ending balance Contract term range limit guarantee Remark The Shanghai Commercial & Guaranteed loan $ 70,000 Dec.03, 2021, - January 03, 0.44% $ 150,000 Please refer to Savings Bank, Ltd Jenai 2022 note 8 for Branch None details. En Tie Commercial Bank Yan 12/15/2021-01/14/2021 “ “ Ping Branch Credit loan 20,000 50,000 $ 90,000 $ 200,000

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APEX SCIENCE & ENGINEERING CORP.

==> picture [486 x 314] intentionally omitted <==

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

List of accounts payable
Dec. 31, 2021
Unit: NT$1,000
Supplier name Summary Amount Remark
General supplier
Company A $ 14,303
The balance of each
sporadic manufacturer
does not exceed 5% of
the balance of this
Others 109,349 account
Sub-total $ 123,652
Relate person
Chang Ji Construction Co., Ltd. $ 14,485
----- End of picture text -----

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APEX SCIENCE & ENGINEERING CORP.

List of project funds received in advance January 1, 2021, to December 31, 2021

Unit: NT$1,000

Project case
no.
ACONP02
ALNG19
AIW04
AIW05
ATFC09
ATY19
ATY21
ATU01
Others
Beginning
balance
$ 265,604
74,284
570,962
766,959
484,014
467,447
365,212
150,352
1,614,485
$ 4,759,319
Increase (decrease) in
current period
-
297,763
5,448
7,224
-
23,759
80,540
66,119
143,961
$ 624,814
Transfer out after
completion

$ -
-
-
-

-
-
-
-
( 1,274,797)
($ 1,274,797)
Contract liabilities listed
- construction contract
payment
Deduction of contract
assets
Ending balance
$ 265,604
372,047
576,410
774,183
484,014
491,206
445,752
216,471
483,649
$ 4,109,336
$ 950,247
$ 3,159,089

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Unit: NT $1000

APEX SCIENCE & ENGINEERING CORP.

List of operating revenue

January 1, 2021, to December 31, 2021

Item
Sales
Less: sales return
sales allowances
Sub-total
Construction revenue
Less: sales allowances
Sub-total
Construction revenue
Service revenue
Total
Summary Amount
$ 217,400
( 681)
( 216)
216,503
248,662
( 592)
248,070
648,084
176,444
$1,289,101
Remark

82-

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APEX SCIENCE & ENGINEERING CORP.

List of Cost of goods sold

January 1, 2021, to December 31, 2021

Unit: NT$1,000

Item
Beginning raw materials
Add: current materials purchased
Others
Less: ending materials
Cost of raw materials sold
Transfer to operating expenses
Consumable materials
Direct labor
Manufacturing expenses
Manufacturing cost
Add: beginning WIP
Less: ending WIP
Cost of finished products
Add: beginning finished products
Outsourcing expenses
Other warehousing
Less: ending finished products
Transfer to operating expenses
Production and marketing cost
Beginning commodity
Add: goods purchased in current period
Others
Less: ending goods
Transfer to operating expenses
Inventory loss
Cost of goods sold
Add: the cost of selling raw materials
Inventory loss
Cost of goods sold
Summary Amount
$ 21,212
31,551
88
( 21,208)
( 2,006)
( 1,458)
28,179
7,606
1,832
37,617
2,426
( 3,981)
36,062
10,455
1,406
2
( 9,199)
( 1,353)
37,373
10,546
128,370
1,037
( 14,309)
( 1,030)
( 1,422)
123,192
2,006
1,422
$ 163,993

83-

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APEX SCIENCE & ENGINEERING CORP.

List of construction costs

January 1, 2021, to December 31, 2021

Unit: NT$1,000

Item
Beginning construction materials
Add: current materials purchased
Less: ending construction materials
Construction materials
Direct labor
Contract payment
Construction costs
Construction costs
Summary Amount
$ -
279,443
-
279,443
293,085
241
154,897
$ 727,666

84-

-

APEX SCIENCE & ENGINEERING CORP.

List of construction costs

January 1, 2021, to December 31, 2021

Unit: NT$1,000

`
Item
Land to be built
Beginning land to be built
Add: current goods purchased
Less: ending land to be built
property under construction
Beginning buildings under
construction
Add: current goods purchased
Less: transferred to property for sale
Ending buildings under
construction
Transfer to operating expenses
property for sale
Beginning property for sale
Add: transfer in from property under
construction
Less: ending property to be sold
Total construction costs
Amount Amount
Sub-total
$ 1,338
-
( 1,338)
1,200
2,397
( 2,393)
( 386)
( 818)
325,035
2,393
( 74,841)
Total
$ -
-
252,587
$ 252,587

85-

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APEX SCIENCE & ENGINEERING CORP.

List of operating expenses

January 1, 2021, to December 31, 2021

Unit: NT$1,000

Subject
Salary expenditure
Insurance premium
Labor cost
Miscellaneous expenses
Other operating
expenses
Selling and
marketing
expenses
$ 17,422
2,080
520
5,264
11,693
$ 36,979
General and
administrative
expenses
$ 43,487
3,886
5,478
12,003
10,831
$ 75,685
Research and
development
expenses
$ -
-
-
123
1,708
$ 1,831
Total
$ 60,909
5,966
5,998
17,390
24,232
$ 114,495

86-

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APEX SCIENCE & ENGINEERING CORP.

List of functional summary of employee welfare, depreciation, depletion, and amortization expenses incurred in the current period

Dec. 31, 2021

Unit: NT$1,000

Please refer to notes 6 (y) and (z) for additional information on the nature of expenses and employee welfare expenses.

87-

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APEX SCIENCE & ENGINEERING CORP. and its subsidiary

Securities held at the end of the period (except for investment in subsidiaries, affiliated enterprises, and joint venture control)

Dec. 31, 2021

Attached table I

Unit: NT $1000 (unless otherwise specified)

Holdingcompany
Types and names of
securities(Note 1)
Relationship with
securities issuers
(Note 2)
Ledger account
Endingterm
Remarks
(Note 4)
Number of shares
Book value(Note 3)
Percentage of
ownership
Fair value
APEX SCIENCE &
ENGINEERING
CORP.
HOLY STONE
ENTERPRISE CO.,
LTD...
-
Financial assets at fair value through
other comprehensive income- non-
current
Chang Ji
Construction Co.,
Ltd.
APEX SCIENCE &
ENGINEERING CORP.
APEX Science &
Engineering Corp.

Chang Ji
Construction Co.,
Ltd.
BIG SUN Group
-

2,648,106 $ 7,044 16.07 $ 7,044
28,124,802 302,342 12.29 302,342(Note 5)
517,789 285 0.26 285

Note 1. The term "securities" in this table refers to stocks, bonds, beneficiary certificates, and securities derived from the above items within the scope of IAS 9 "financial instruments". Note 2. It shall not fill in this column if the issuer of securities is not a related party.

Note 3. Please fill in the book balance after fair value evaluation adjustment and deduct accumulated impairment in column B of book amount if measured at fair value; Please fill in the book balance of original acquisition cost or amortized cost minus accumulated impairment in column B of book amount if it is not measured at fair value.

Note 4. It shall be indicated in the remarks column for the number of guaranteed or pledged shares, the amount of guaranteed or pledged loan, and the restricted use if the listed securities have restricted users due to the provision of a guarantee.

Note 5. As of December 31, 2021, Chang Ji company took 28,125 thousand shares of the company's shares held as a pledge guarantee to obtain the bank financing loan limit.

Attachment I Page 1

-

APEX SCIENCE & ENGINEERING CORP. and its subsidiary

operating relations and important transactions between the parent company and its subsidiaries and between subsidiaries

January 1 to December 31, 2021

Attached table II

Unit: NT $1000 (unless otherwise specified)

Transactions

Ratio to total
No. (Note Relationship with consolidated revenue or
1) Name of trader Transaction object traders(Note 2) Subject Amount Terms of transaction total assets(Note 3)
0 APEX SCIENCE &
ENGINEERING CORP.
Chang Ji Construction Co., Ltd. 1 Project funds received
in advance
$ 415,036
No significant
difference from general
5.08
manufacturers
1 Chang Ji Construction Co., Ltd. APEX SCIENCE &
ENGINEERING CORP.
2 Construction revenue 1,552
No significant
difference from general
0.04
manufacturers
1 Chang Ji Construction Co., Ltd. APEX SCIENCE &
ENGINEERING CORP.
2 Construction
receivables - invoiced
162
No significant
difference from general
0.00
manufacturers

Note 1. It shall indicate in the number column respectively for the operating transaction information between the parent company and its subsidiaries. The filling method of the number is as follows:

  • (1) The parent company fills in 0.

  • (2) it shall indicate sequentially starting from the Arabic numeral 1 under the company type for the subsidiaries.

  • Note 2. There are the following three types of relationships with traders, which can indicate ( there is no need to disclose it repeatedly if it is the same transaction between parent and subsidiary companies or between subsidiaries. For example, the subsidiaries need not repeatedly disclose if the parent company has disclosed the transactions between the parent company and its subsidiaries. The other subsidiaries need not repeatedly disclose if one of the subsidiaries of a subsidiary has been disclosed):

  • (1) Parent company to a subsidiary.

  • (2) Subsidiary to the parent company.

  • (3) Subsidiary to subsidiary.

  • Note 3. It shall calculate by the way that the ending balance accounts for the consolidated total assets for the ratio of the transaction amount to the consolidated total revenue or total assets if it is an asset-liability item. It shall calculate by the way that the cumulative amount in the interim accounts for the total consolidated revenue if it is an income/(loss) item.

Note 4. The company may decide whether to list the important transactions in this form under the principle of materiality.

Attachment II Page 1

-

APEX SCIENCE & ENGINEERING CORP. and its subsidiary

Name, location, and other relevant information of the invested company (except for the mainland invested companies)

January 1 to December 31, 2021

Attached table III

Unit: NT $1000 (unless otherwise specified)

Name of the investment
company
Name of invested
company (Note 1 and 2)
Location
Main
operating
items
Original investment amount
Held at the end of theperiod
Current
income/(loss) of
the invested
company (Note 2
(2))
Investment
income/(loss)
listed in the
current period
(Note 2(3))
Remark
End of current
period
At the end of last
year
Number of shares
%
Account amount
APEX SCIENCE &
ENGINEERING
CORP.
XINDIN ENGINEERING
CONSULTANTS CORP.
Taiwan
Engineering
and technical
consultant,
urban renewal
and
reconstruction,
management
consultant,
and other
consulting
services
APEX SCIENCE &
ENGINEERING
CORP.
REINFORCE ENERGY
CO.,LTD
British
Virgin
Islands
General
investment
industry
APEX SCIENCE &
ENGINEERING
CORP.
Chang Ji Construction Co.,
Ltd.
Taiwan
Civil
engineering,
construction,
water
conservancy,
and other
construction
businesses

$ 8,000
$ 8,000
800,000
100.00 $ 20,973
$ 6,687
$ 6,687
95,964
95,964
2,810,000
100.00 209,988
30,799
30,799
496,856
496,856
54,320,000
90.53 428,293
29,157
10,855
  • Note 1. The disclosure of information about the foreign-invested company may only disclose the relevant information of the holding company if a public company has a foreign holding company and takes the consolidated financial report as the main financial report under local laws and regulations.

Note 2. It shall fill in the following provisions if the situation is not described in note 1:

  • (1) It shall fill in order under the reinvestment of this (public offering) Company for the columns of "name of the invested company", "location", "main operating items", "original investment amount" and "shareholding at the end of the period" and the reinvestment of each invested company directly or indirectly controlled. It shall be indicated in the remarks column for the relationship between each invested company and this (public offering) Company (if it is a subsidiary or subsidiary).

  • (2) It shall fill in the current income/(loss) amount of each invested company in column B of "current income/(loss) of the invested company".

  • (3) It shall fill in column B of "investment income/(loss) listed in the current period" for the income/(loss) amount of each subsidiary listed by the (public offering) Company for direct reinvestment and each invested company evaluated by the equity method, and the rest may be omitted. It shall confirm that the current income/(loss) amount of each subsidiary has included the investment income/(loss) listed for reinvestment under the regulations when filling in the "current income/(loss) amount of each subsidiary listed for direct reinvestment".

Attachment III Page 1

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-

APEX SCIENCE & ENGINEERING CORP. and its subsidiary

Mainland investment information - basic information

January 1 to December 31, 2021

Attached table IV

Unit: NT $1000 (unless otherwise specified)

Name of mainland
invested company
Main operating
items
Paid-in capital
Investment
mode(Note 1)
Accumulated
investment
amount remitted
from Taiwan at
the beginning of
the current
period


Investment amount
remitted or recovered
in the currentperiod
Accumulated
investment
amount
remitted from
Taiwan at the
end of the
current
period
Current
income/(loss)
of the
invested
company
The shareholding
ratio of direct or
indirect
investment of the
company
Investment
income/(loss)
listed in the
current period
(Note 2)
Closing
investment
book value
Investment
income
remitted back
as of the
currentperiod
Remark
remitted
recovered
Zhejiang Guyue Longshan
Electronic Technology
Development Co., Ltd.
Engaged in the
production and
sales of other
LED displays
and LED
display indicator
panels
$ 197,100
2
$ 94,313
$ -
($20,564) $ 73,749
$ 67,126
46.00
$ 30,878 $ 189,301
$ 20,564 Note 2
(2) B
Accumulated investment amount The investment amount approved The investment quota in mainland
remitted from Taiwan to the by the investment examination China under the investment
mainland at the end of the current committee of the Ministry of examination commission of the
Companyname period economic affairs Ministryof economic affairs.
APEX SCIENCE & $ 73,749 $ 73,749 $ 1,797,484
ENGINEERING CORP.
  • Note 1. Investment methods can divide into the following three types, indicating the type:

  • (1) Direct investment in mainland China

  • (2) Reinvestment in mainland China through companies in the third region (investment through REINFORCE ENERGY CO.,LTD)

  • (3) Other ways

  • Note 2. It shall follow the methods for the column of investment income/(loss) listed in the current period:

  • (1) It shall note if there is no investment income/(loss) in preparation.

  • (2) The list basis of investment income/(loss) divides into the following three types, which shall be noted.

    • A. The financial report is audited and certified by an international accounting firm that has a cooperative relationship with an accounting firm of the ROC.

    • B. The financial report was audited by a certified public accountant of the Taiwan parent company.

    • C. It bases on a financial report that has not been audited by a CPA if the amount is not insignificant.

Note 3. Relevant figures in this table shall present in New Taiwan dollars.

Attachment IV Page 1

APEX SCIENCE & ENGINEERING CORP. and its subsidiary

Information on major shareholders

Dec. 31, 2021

Attached table V

Name of Major Shareholders Shares
Number of shares held(ordinaryshares)
Number of shares held(preference shares)
Percentage of ownership
Chang Ji Construction Co., Ltd.
KUO, KUO-HUA
CHIH, CHII-GUNG
LIN, CHIEN-CHIH
28,124,802
-
12.29%
16,124,177
-
7.04%
15,547,189
-
6.79%
13,465,000
-
5.88%
  • Note 1. (1) The information of major shareholders in this table is calculated by the centralized insurance company on the last business day at the end of each quarter, and the shareholders hold more than 5% of the company's ordinary shares and preferred shares that have been completed without entity registration and delivery (treasury shares included).

As for the share capital recorded in the company's financial report and the number of shares delivered without entity registration, there may be differences due to the preparation and calculation basis.

  • (2) It discloses in independent accounts of the trustor who opened a special trust account by the trustee if the above information is that the shareholders deliver their shares to the trust. As for the declaration of insider's equity of shareholders holding more than 10% under the Securities and Exchange Act, their shareholding includes their shareholding and the shares they have delivered to the trust and have the right to use the trust property. Please refer to the public information Observatory for the data on insider's equity declaration.

Attachment V Page 1