Bafang — Annual Report 2021

Nov 15, 2021

Stock code: 2753

Bafang Yunji International Co., Ltd. and subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditor’s Report

Address: 18th Floor, No. 27, Section 2, Zhongzheng East Road, Danshui District, New Taipei City TEL: (02)8809-8898

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§Table of Contents§

§Table of Contents§
Item Page I. Cover 1 II. Table of Contents 2 III. Representation Letter 3 IV. Independent Auditor’s Report 4～7 V. Consolidated Balance Sheets 8 VI. Consolidated Statements of Comprehensive Income 9～10 VII. Consolidated Statements of Changes in Equity 11 VIII. Consolidated Statements of Cash Flows 12～14 IX. Notes to consolidated financial statements (I) Company History 15 (II) Date and Procedure for Approval of Financial Statements 15 (III) Application of New and Revised Standards and Interpretation 15～19 (IV) Summary of Significant Accounting Policies 19～32 (V) Significant Accounting Judgments and Estimations, and Main Sources of Assumption Uncertainties 32～33 (VI) Summary of Significant Accounting Items 33～80 (VII) Related party transactions 80～84 (VIII) Pledged assets 84 (IX) Significant Contingent Liabilities and Unrecognized Contract Commitments 85 (X) Significant Subsequent Events 85 (XI) Others 85～86 (XII) Additional Disclosure 86～96 1. Information on Significant Transactions 86、90～93 2. Information on Investees 86、94 3. Information on investment in Mainland China 86～87、95 4. Information on major shareholders 87、96 (XIII) Segment information 87～89	Number of
	notes to financial statements - - - - - - - - 1 2 3 4 5 6~37 38 39 40 41 42 43 43 43 43 44

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REPRESENTATION LETTER

The entities to be included in the consolidated financial statements of affiliated enterprises in 2021 (from January 1, 2021 to December 31, 2021) pursuant to the “Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" are the same as those to be included in the consolidated financial statements pursuant to the International Financial Reporting Standard 10. Further, the related information to be disclosed in the consolidated financial statement of affiliated enterprises has been disclosed in the said consolidated financial statements. Accordingly, the Company did not prepare the consolidated financial statements of affiliated enterprises separately.

Declared by

Company Name: Bafang Yunji International Co., Ltd.

Chairperson: Lin, Hsin-Yi

March 22, 2022

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Independent Auditor’s Report

The Board of Directors and Shareholders

Bafang Yunji International Co., Ltd.

Audit Opinion

We have audited the accompanying consolidated balance sheet of Bafang Yunji International Co., Ltd. and its subsidiaries (the “Group”) as of December 31, 2021 and 2020, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2021 and 2020, and the notes to the consolidated financial statements, including the summary of significant accounting policies.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2021 and 2020, and its consolidated financial performance and cash flows for the years then ended, in conformity with the requirements of Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards, International Accounting Standards, and IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission.

The basis for opinion

We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of the Group in accordance with The Norms of Professional Ethics for Certified Public Accountants, 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 profession al judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31,2021. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters.

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Key audit matters of the consolidated financial statements for the ended December 31, 2021 is stated as follows:

Authenticity of sales revenues from shipments to specific customers

The Group is principally engaged in food processing, food ingredients trading and providing food and beverage services. Based on the materiality and the presumption of significant risk in revenue recognition in the Statement of Auditing Standards; Therefore, we believe that the authenticity of sales revenues from shipments to specific customers recognized by the Group has a significant impact on the financial statements. Therefore, the authenticity of the sales revenues from shipments to specific customers is listed as a key audit matter of this year. For a description of the revenue recognition policy, please refer to Note 4(13).

We conducted the following audit procedures:

1. Understand and test the design and implementation of internal control relevant to revenue recognition for specific customers.

2. Review a selected sample of the revenue details of the specific customers, review the supporting documentation and test the collection status to confirm that the sales transaction occurred.

3. Review whether significant sales returns and discounts have occurred for the specific customers since the balance sheet date to confirm whether there is any material misstatement of revenues.

Other Matters

We have also audited the parent company only financial statements of Bafang Yunji International Co., Ltd. as of and for the years ended December 31, 2021 and 2020 on which we have issued an unmodified opinion.

Responsibilities of Management and Those in Charge with Governance of the consolidated Financial Statements

The responsibility of management is to prepare fairly presented consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, and IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission, and maintain necessary internal control related to the preparation of consolidated financial statements in order to ensure material misstatement caused by fraud or error does not exist in the consolidated financial statements.

In preparing the consolidated financial statements, the managemen t is also responsible for assessing the Group’s ability to continue as a going concern,

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disclosing as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate the Group or to cease operations, or has no other realistic alternative but to do so.

Those in charge of governance (including member of The Audit Committee) are responsible for overseeing the reporting process of the financial statements of the Group.

Auditor’s Responsibilities for the Audit of the consolidated Financial Statements

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

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

1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error; design, and perform countermeasures for assessed risks; and obtain evidence that is sufficient and appropriate to provide a basis of audit 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 t o design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control effective in the Group.

3. Evaluate the appropriateness of accounting policies and the reasonabl eness of accounting estimates and related disclosures made by management.

4. Conclude the appropriateness of the use of the going concern basis of accounting by the management, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosure is inappropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our

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auditor’s report. However, future events or conditions may cause th e Group to cease as a going concern.

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

2. Obtain sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit of the Group. 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 signific ant audit findings (including any significant deficiencies in internal control that we identify during our audit).

We also provide those in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect on our independence, and other matters (including related protective measures).

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

Deloitte Taiwan
CPA Kuo, Nai-Hua	CPA Chen, Hui-Ming
Financial Supervisory Commission	Securities and Futures Commission approval
approval document	document
Jin-Guan-Zheng-Shen-Zi No.	Tai-Cai-Zheng (6) Zi No.
1070323246	0920123784

Date: March 22, 2022

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Bafang Yunji International Co., Ltd. and subsidiaries

Consolidated Balance Sheets

December 31, 2021 and 2020

Code 1100 1110 1140 1150 1170 1197 1200 1220 130X 1429 1470 11XX 1517 1600 1755 1780 1840 1915 194D 1920 15XX 1XXX Code 2100 2150 2170 2200 2230 2280 2322 2399 21XX 2540 2570 2580 2550 2640 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3410 36XX 3XXX	Assets Current assets Cash and cash equivalents (Notes 4, 6, 37 and 40) Financial assets at fair value through profit or loss - current (Notes 4, 7, 37 and 39) Financial assets measured at amortized cost - current (Notes 4, 8, 9 and 37) Notes receivable, net (Notes 4, 11, 27 and 37) Accounts receivable (Notes 4, 11, 27, 37 and 38) Lease receivables (Notes 4 and 12) Other receivables (Notes 4, 11, 37 and 38) Current income tax assets (Notes 4 and 29) Inventories (Notes 4 and 13) Other prepayments (Note 19) Other current assets (Notes 20 and 37) Total current assets Non-current assets Financial assets at fair value through other comprehensive income - non-current (Notes 4, 10 and 35) Property, plant and equipment (Notes 4 and 16, 35, 39 and 40) Right-of-use assets (Notes 4 and 17) Other intangible assets (Notes 4 and 18) Deferred income tax assets (Notes 4 and 29) Prepayments for equipment (Note 20) Long-term lease receivables (Notes 4 and 12) Refundable deposits (Notes 20, 37 and 38) Total non-current assets Total assets Liabilities and equity Current liability Short-term loans (Notes 21, 35, 37 and 39) Notes payable (Notes 22 and 37) Accounts payable (Notes 22 and 37) Other payables (Notes 23, 37 and 38) Current income tax liabilities (Notes 4 and 29) Lease liabilities - current (Notes 4, 17, 35, 37 and 38) Long-term loans due within one year (Notes 21, 35, 37 and 39) Other current liabilities (Note 23) Total current liabilities Non-current liabilities Long-term loans (Notes 21, 35, 37 and 39) Deferred income tax liabilities (Notes 4 and 29) Lease liabilities - non-current (Notes 4, 17, 35, 37 and 38) Provision for liabilities (Notes 4 and 24) Net defined benefit liabilities - non-current (Notes 4 and 25) Deposits received (Notes 23, 35 and 37) Total non-current liabilities Total liabilities Equity (Notes 14, 26, 33 and 34) Common stock Capital surplus Retained earnings Legal reserve Special reserve Undistributed earnings Total retained earnings Other equity Exchange differences on translation of financial statements of foreign operations Equity attributable to shareholders of the Company Non-controlling interests Total equity Total liabilities and equity		December 31,2021	December 31,2021	％ 24 2 8 - 2 1 - - 4 2 - 43 - 29 20 - 1 2 2 3 57 100 1 - 4 10 2 7 - 1 25 1 - 16 - - 1 18 43 12 18 7 1 19 27 1) 56 1 57 100		Unit: In thousands December 31,2020	Unit: In thousands December 31,2020	of NT$ ％ 25 - 1 - 3 - - - 4 2 - 35 - 33 26 - 1 1 - 4 65 100 2 - 4 10 2 9 2 1 30 1 - 17 - - 1 19 49 14 1 6 1 28 35 1) 49 2 51 100
			Amount $ 1,247,725 94,302 415,374 - 126,579 46,410 18,288 8,373 209,748 116,833 11,081 2,294,713 3,750 1,548,972 1,078,379 6,434 31,596 80,076 123,482 152,073 3,024,762 $ 5,319,475 $ 27,000 2,836 202,014 551,742 75,155 392,229 14,586 62,571 1,328,133 71,362 594 843,953 8,875 4,974 29,052 958,810 2,286,943 660,448 970,319 348,629 48,589 1,018,632 1,415,850 54,255) 2,992,362 40,170 3,032,532 $ 5,319,475				Amount $ 1,027,460 - 30,372 409 97,672 - 3,608 254 175,430 86,013 13,680 1,434,898 3,750 1,350,090 1,059,912 5,775 40,741 51,372 - 145,674 2,657,314 $ 4,092,212 $ 70,000 12,756 170,478 394,538 99,391 371,524 61,523 59,094 1,239,304 50,489 500 676,102 7,672 5,498 27,107 767,368 2,006,672 600,448 34,649 257,154 27,261 1,136,438 1,420,853 39,605) 2,016,345 69,195 2,085,540 $ 4,092,212
		(		(		(		(

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

President: Chang, Jui-Lien

Chairperson: Lin, Hsin-Yi

Accounting Officer: Huang, Lee-Chi

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Bafang Yunji International Co., Ltd. and subsidiaries Consolidated Statements of Comprehensive Income For the Years Ended December 31, 2021 and 2020

Unit: In thousands of NT$ But earnings per share are in NT$

Code 4000 Operating revenues (Notes 4, 27 and 44) 5000 Operating costs (Notes 13 and 25) 5900 Gross profit Operating expenses (Notes 25 and 28) 6100 Selling and marketing 6200 General and administrative 6300 Research and development 6000 Total operating expenses 6900 Net operating profit Non-operating income and expenses (Notes 28, 32 and 38) 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profits of associates 7000 Total non-operating income and expenses 7900 Net profit before tax 7950 Income tax expense (Notes 4 and 29) 8200 Net profit for the year Other comprehensive income 8310 Items that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plans (Notes 4 and 23)		2021

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Code 8349 Income tax related to items that will not be reclassified to profit or loss (Notes 4 and 29) 8360 Items that may subsequently be reclassified to profits or loss 8361 Exchange differences arising on translation of foreign operations (Note 4) 8399 Income tax related to items that may subsequently be reclassified to profit or loss (Notes 4, 25 and 29) 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Net profits attributable to 8610 Shareholders of the Parent 8620 Non-controlling interests 8600 Total comprehensive attributable to 8710 Shareholders of the Parent 8720 Non-controlling interests 8700 Earnings per share (Note 30) 9710 Basic 9810 Diluted	2021		％ - - - - 9 9 - 9 9 - 9	2020
	Amount ( $ 3 ) ( 19,353 ) 3,664 ( 15,674) $ 510,016 $ 541,341 ( 15,651) $ 525,690 $ 526,706 ( 16,690) $ 510,016 $ 8.74 $ 8.68			Amount $ 355 ( 15,431 ) 3,087 ( 13,766) $ 619,912 $ 633,611 67 $ 633,678 $ 619,845 67 $ 619,912 $ 10.55 $ 10.53		％
						- - - - 12 12 - 12 12 - 12

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

Chairperson: Lin, Hsin -Yi

President: Chang, Jui-Lien

Accounting Officer: Huang, Lee -Chi

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Bafang Yunji International Co., Ltd. and subsidiaries Consolidated Statements of Changes in Equity

For the Years Ended December 31, 2021 and 2020

Unit: In thousands of NT$

Equity attributable to shareholders of the Company

Code A1 Balance as of January 1, 2020 Appropriation and distribution of earnings B1 Legal reserve B3 Special reserve B5 Cash dividends to shareholders of the Company N1 Share-based payment transaction D1 Net profit for 2020 D3 Other comprehensive income after tax for 2020 D5 Total comprehensive income for 2020 O1 Non-controlling interests Z1 Balance as of December 31, 2020 Appropriation and distribution of earnings B1 Legal reserve B3 Special reserve B5 Cash dividends to shareholders of the Company E1 Cash capital increase N1 Share-based payment transaction M5 Actual acquisition of partial interests in a subsidiary D1 Net profits for 2021 D3 Other comprehensive income after tax for 2021 D5 Total comprehensive income for 2021 O1 Non-controlling interests Z1 Balance as of December 31, 2021	Share capital Number of shares (in thousands of shares) Share capital 60,045 $ 600,448 - - - - - - - - - - - - - - - - 60,045 600,448 - - - - - - 6,000 60,000 - - - - - - - - - - - - 66,045 $ 660,448	Share capital Number of shares (in thousands of shares) Share capital 60,045 $ 600,448 - - - - - - - - - - - - - - - - 60,045 600,448 - - - - - - 6,000 60,000 - - - - - - - - - - - - 66,045 $ 660,448		Capital surplus $ 28,895 - - - 5,754 - - - - 34,649 - - - 912,967 25,628 2,925 ) - - - - $ 970,319			Retained earnings		Undistributed earnings $ 723,433 24,747 ) 14,303 ) 180,134 ) - 633,611 1,422) 632,189 - 1,136,438 91,475 ) 21,328 ) 540,403 ) - - 5,956 ) 541,341 15 541,356 - $ 1,018,632	Other equity items Exchange differences arisingon translation of foreign operations ( $ 27,261 ) - - - - - ( 12,344) ( 12,344) - ( 39,605 ) - - - - - - - ( 14,650) ( 14,650) - ($ 54,255)		Total $ 1,570,880 - - 180,134 ) 5,754 633,611 13,766) 619,845 - 2,016,345 - - 540,403 ) 972,967 25,628 8,881 ) 541,341 14,635) 526,706 - $ 2,992,362	Non-controlling interests $ - - - - - 67 - 67 69,128 69,195 - - - - - 8,881 ( 15,651 ) ( 1,039) ( 16,690) ( 21,216) $ 40,170		Total equity
	Number of shares (in thousands of shares) 60,045 - - - - - - - - 60,045 - - - 6,000 - - - - - - 66,045					Legal reserve $ 232,407 24,747 - - - - - - - 257,154 91,475 - - - - - - - - - $ 348,629	Special reserve $ 12,958 - 14,303 - - - - - - 27,261 - 21,328 - - - - - - - - $ 48,589
			(					( ( ( ( ( ( ( (		( ( ( ( ( ( (	( ( ( ( (		( ( ( (	( ( ( ( (	$ 1,570,880 - - 180,134 ) 5,754 633,678 13,766) 619,912 69,128 2,085,540 - - 540,403 ) 972,967 25,628 - 525,690 15,674) 510,016 21,216) $ 3,032,532

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

Chairperson: Lin, Hsin-Yi

President: Chang, Jui-Lien Accounting Officer: Huang, Lee-Chi

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Bafang Yunji International Co., Ltd. and subsidiaries

Consolidated Statements of Cash Flows

For the Years Ended December 31, 2021 and 2020

Unit: In thousands of NT$

Code Cash flows from operating activities A10000 Net profits before tax for the year A20010 Adjustments for A20100 Depreciation expenses A20200 Amortization expenses A20400 Net losses on financial assets and liabilities measured at fair value through profit or loss A20900 Finance costs A21200 Interest income A21900 Share-based compensation A22300 Share of losses of affiliates and joint ventures accounted for using the equity method A22500 Gain on disposal and scrapping of property, plant and equipment A23100 Losses on disposal of subsidiaries A23200 Losses on disposal of investments accounted for using the equity method A23700 Loss on decline in value and obsolescence of inventories A29900 Lease modification losses and rent concession gain A30000 Net change in operating assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31180 Other receivables A31200 Inventory A31230 Prepayments A31240 Other current assets A32130 Notes payable A32150 Accounts payable A32180 Other payables A32230 Other current liabilities A32240 Net defined benefit liabilities A33000 Cash inflows from operations A33100 Interest received A33300 Interest paid	2021 $ 675,502 591,780 2,091 66 22,381 ( 3,402 ) 25,628 - ( 5,167 ) 4,456 - - ( 5,495 ) 409 ( 28,867 ) ( 5,163 ) ( 34,288 ) ( 30,820 ) ( 170 ) ( 9,920 ) 31,536 7,563 3,477 ( 506) 1,241,091 1,228 ( 2,028 )	2020
		$ 815,692 526,892 2,403 - 19,100 ( 1,114 ) 5,754 17,502 ( 2,022 ) 779 10,130 5,295 ( 13,812 ) 2,852 ( 3,639 ) 4,503 ( 13,572 ) ( 11,076 ) 81 ( 4,939 ) 27,736 39,225 1,785 ( 475) 1,429,080 1,114 ( 2,387 )

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Code A33500 Income tax paid AAAA Net cash inflows from operating activities Cash flows from investing activities B00010 Purchase of financial assets at fair value through other comprehensive income B00100 Purchase of financial assets at fair value through profit or loss B00200 Proceeds from disposal of financial assets at fair value through profit or loss B00040 Purchase of financial assets measured at amortized cost B02200 Purchase of subsidiaries (net of cash acquired) B02300 Proceeds from disposal of subsidiaries B02700 Payment for property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Increase in refundable deposits B04500 Payments of intangible assets B04600 Proceeds from disposal of intangible assets B05350 Acquisition of right-of-use assets. B06100 Decrease in lease receivables B06500 Increase in other financial assets B06600 Decrease in other financial assets B07100 Increase in prepayments for equipment BBBB Net cash outflows from investing activities Cash flows from financing activities C00200 Repayment of short-term loans C01600 Borrowing of long-term loans C01700 Repayment of long-term loans C03000 Increase in deposits received C03100 Decrease in deposits received C04020 Repayment of lease principals C04500 Distribution of cash dividends C04600 Cash capital increase C05400 Acquisition of equity in subsidiaries C05800 Change in non-controlling interests

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Code CCCC Net cash inflows (outflows) from financing activities DDDD Effect of change in exchange rate on cash and cash equivalents EEEE Increase in cash and cash equivalents for the period E00100 Cash and cash equivalents at the beginning of the year E00200 Cash and cash equivalents at the end of the year		2021 $ 39,486 11,506) 220,265 1,027,460 $ 1,247,725		2020
	(		( (	$ 775,691) 11,549) 371,565 655,895 $ 1,027,460

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

President: Chang, Jui-Lien

Chairperson: Lin, Hsin-Yi

Accounting Officer: Huang, Lee -Chi

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Bafang Yunji International Co., Ltd. and subsidiaries Notes to consolidated financial statements For the Years Ended December 31, 2021 and 2020

(Amounts in New Taiwan dollars thousands unless otherwise stated)

1. Company History

Bafang Yunji International Co., Ltd. (hereinafter referred to as "the Company") was established on January 19, 2000, and is currently engaged in restaurant business, wholesale of food and groceries, ret ail of beverages, manufacturing of processed bean products, and manufacturing of baked and steamed food products.

The Company's shares have been listed and traded on the Taiwan Stock Exchange since September 2021.

The consolidated financial statements are presented in NTD, which is the functional currency of the Company.

2. Date and Procedure for Approval of Financial Statements

The consolidated financial statements were approved by the Board of Directors on March 22, 2022.

3. Application of New and Revised Standards and Interpretation

• (1) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

The application of the amendments to the IFRSs endorsed and issued into effect by the FSC will not result in significant changes in the Consolidated Company's accounting policies.

• (2) Amendments to the IFRSs issued by International Accounting Standards Board (IASB) and endorsed by the FSC with effective date starting 2022

starting 2022
New, Amended or Revised Standards and Interpretations Annual Improvements to IFRS Standard 2018-2020 Amendment to IFRS 3 “Reference to the Conceptual Framework” Amendment to IAS 16 “Property, Plant and Equipment - Proceeds before Intended Use” Amendment to IAS 37 “Onerous Contracts - Cost of Fulfilling a Contracts”	Effective Date Issued by IASB
	January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3) January 1, 2022 (Note 4)

Note 1: The amendment to IFRS 9 will be applied to swaps or changes in the terms of financial liabilities that occur in annual reporting periods beginning after January 1, 2022; the

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amendment to IAS 41, “Agriculture”, will be applied to fair value measurements in annual reporting periods beginning after January 1, 2022; and the amendment to IFRS 1, “First-time Adoptions of IFRSs”, will be applied retrospectively to annual reporting periods beginning after January 1, 2022.

• Note 2: This amendment applies to business combinations for which the acquisition date falls within the annual reporting period after January 1, 2022.

• Note 3: This amendment applies to plant, property and equipment that begins to operate in the manner such as location and condition expected by management after January 1, 2021.

• Note 4: This amendment applies to contracts with unfulfilled obligations as of January 1, 2022.

The Consolidated Company will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the Consolidated Company to the date the consolidated financial statements are approved and released, and will make appropriate disclosure after the evaluation.

• (3) The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC

New, Amended or Revised Standards and Effective Date Issued by Interpretation IASB (Note 1) Amendment to IFRS 10 and IAS 28 “Sale or To be determined by IASB Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” January 1, 2023 Amendment to IFRS 17 January 1, 2023 Amendment to IAS 1 “Classification of Liabilities as January 1, 2023 Current or Noncurrent” Amendment to IAS 1 “Disclosure of Accounting January 1, 2023 (Note 2) Policies” Amendment to IAS 8 “Definition of Accounting January 1, 2023 (Note 3) Estimates” Amendment to IAS 12 “Deferred Tax related to January 1, 2023 (Note 4) Assets and Liabilities arising from a Single Transaction”

• Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

• Note 2: This amendment will be applicable for annual reporting periods beginning after January 1, 2023.

• Note 3: This amendment applies to changes in accounting estimates and changes in accounting policies that occur in annual reporting periods beginning after January 1, 2023.

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Note 4: The amendment applies to transactions occurring after January 1, 2022, except for the recognition of deferred income taxes on temporary differences for lease and ex-service obligations as of January 1, 2022.

• A. Amendment to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”

The amendment provides that if the Consolidated Company sells or contributes an asset to an affiliated party (or joint ventu re), or if the Consolidated Company loses control of a subsidiary but retains significant influence (or joint control) over the subsidiary, the Consolidated Company recognizes all of the gains or losses resulting from such transactions if the aforementioned asset or former subsidiary meets the definition of "business combinations" for "business" under IFRS 3.

In addition, if the Consolidated Company sells or contributes assets to affiliated companies (or joint ventures), or the Consolidated Company losses the control over a subsidiary but retains significant influence on the subsidiaries (or joint control), and if the aforementioned assets or subsidiary not in compliance with the definition of IFRS 3 “Business,” the Consolidated Company is to recognize the profit and loss of the transactions only within the equity scope of the affiliated companies (or joint ventures) irrelevant to the investors, in other words, the profit and loss attributable to the Consolidated Company should be offset.

B. Amendment to IAS 1 “Classification of Liabilities as Current or Noncurrent”

The amendment aims to clarify whether a liability is classified as noncurrent; the Consolidated Company should assess whether it has the right to defer settlement at the end of the reporting period for at least 12 months after the reporting period. If the Consolidated Company has such a right as of the end of the reporting period, the liability is classified as noncurrent whether or not the Consolidated Company exercises its right to defer settlement of a liability. The amendment aims to clarify if the Consolidated Company is required to comply with certain conditions in order to have the right to defer settlement of a liability. The Consolidated Company must have complied with specific conditions as of the end of the reporting period, even if the lender tests whether the Consolidated Company has complied with those conditions at a later date.

The amendment provides the purpose to clarify that settlement refers to the transfer to the counterparty of cash, other economic resources or equity instruments of the Consolidated Company that results in the extinguishment of the liability. However, if the terms of the liability may result in transferring the Consolidated Company’s equity instruments at the option of the counterparty, and if the option is separately recognized in equity in accordance with IAS 32, “Financial Instruments: Presentation” the

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above-mentioned provisions do not affect the classification of the liability.

• C. Amendment to IAS 1 "Disclosure of Accounting Policies”

The amendment specifies that the Consolidated Company shall determine the material accounting policy information to be disclosed based on the definition of materiality. Accounting policy information is considered material if it could reasonably be expected to affect the decisions of the primary users of the general-purpose financial statements based on those financial statements. The amendment also clarifies:

• Accounting policy information related to immaterial transactions, other events or circumstances is immaterial and the Consolidated Company is not required to disclose such information.

• The Consolidated Company may determine that related accounting policy information is material because of the nature of the transactions, other events or circumstances, even if the amount is not material.

• Not all accounting policy information related to significant transactions, other events or circumstances is material.

In addition, the amendment provides examples of accounting policy information that may be material if it relates to significant transactions, other events or circumstances and under the following circumstances, the information may be material:

• a. A change in the Consolidated Company's accounting policy during the reporting period that results in a material change in financial statement information;

• b. The Consolidated Company selects applicable accounting policies from among the options permitted by the standards.

• c. Due to the lack of specific standards, the Consolidated Company establishes accounting policies in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”;

• d. The Consolidated Company discloses the relevant accounting policies that require the application of significant judgments or assumptions; or

• e. that it involves complex accounting requirements when users of financial statements rely on such information to understand such significant transactions, other events or circumstances.

• D. Amendment to IAS 8 "Definition of Accounting Estimates”

The amendment explicitly specifies that accounting estimate represents the monetary amounts in the financial statements that are subject to measurement uncertainty. In applying accounting policies, the Consolidated Company may need to measure

• 18 -

financial statement items using monetary amounts that are not directly observable but must be estimated, and therefore measurement techniques and input values are required to create accounting estimates for this purpose. The effect of changes in measurement techniques or input values on accounting estimates that are not corrections of prior period errors are accounted for as changes in accounting estimates.

Except for the above impact, as of the date the consolidated financial statements are approved and released, the Consolidated Company will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the Consolidated Company, and will make appropriate disclosure after the evaluation.

4. Summary of Significant Accounting Policies

• (1) Statement of Compliance

The consolidated financial statements are prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC.

• (2) Basis of preparation

Except for the financial instruments on the basis of fair value and the recognition of net defined benefit liabilities on the basis of the present value of net defined benefit obligation net of the fair value of planned assets, this consolidated financial statement was compiled on the basis of historical cost.

The evaluation of fair value could be classified into Level 1 t o Level 3 by the observable intensity and importance of related input value:

• A. Level 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment).

• B. Level 2 input value: refers to the direct (the price) or indirect (inference of price) observable input value of asset or liability further to the quotation of Level 1.

• C. Level 3 input value: the unobservable input value of asset or liability.

• (3) Standards in differentiating current and noncurrent assets and liabilities

Current assets include:

• A. Assets held primarily for trading purposes;

• B. Assets expected to be realized within 12 months of the balance sheet date; and

• 19 -

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

• Current liabilities include:

• A. Liabilities held primarily for trading purposes;

• B. Liabilities due for settlement within 12 months after the balance sheet date, and

• C. Liabilities whose settlement deadline cannot be unconditionally deferred until at least 12 months after the balance sheet date.

Those that are not current assets or liabilities above are classified as noncurrent assets or liabilities.

• (4) Basis of consolidation

The consolidated financial statements include the financial statements of the Company and entities controlled by the Company (subsidiaries). The consolidated comprehensive income statements include the operating profits or losses of the acquired or disposed subsidiaries for the period from the date of acquisition or up to the date of disposal. The subsidiaries’ financial statements have been properly adjusted to make the accounting policies consistent with the accounting policies of the Consolidated Company. In preparing the consolidated financial statements, all inter-company transactions, account balances, income and expenses have been eliminated. The total comprehensive income of the subsidiaries is attributable to shareholders of the Company and non-controlling interests, even if the non-controlling interests become a loss balance as a result.

When a change in the Consolidated Company's ownership interest in a subsidiary does not result in a loss of control, it is treated as an equity transaction. The carrying amounts of the Consolidated Company and non-controlling interests have been adjusted to reflect the changes in their relative interests in subsidiaries. The difference between the adjustment of the non-controlling interests and the fair value of the consideration paid or received is recognized directly in equity attributable to shareholders of the Company.

For details of subsidiaries, shareholding percentage and business scope, see Note 14 and Exhibit 5 of Note 43.

• (5) Foreign currency

For the transactions conducted in a currency other than the business entity’s functional currency (foreign currency), it is to be translated to the functional currency in accordance with the exchange rate on the transaction date when each entity prepares its financial statements.

Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange differences arising from t he settlement of monetary items or translating monetary items are recognized in profit or loss in the period in which they occur.

• 20 -

The foreign non-currency items measured at fair value are translated in accordance with the exchange rate on the fair value determination date and the exchange difference is booked as profit or loss in the period. However, for the changes in fair value recognized in other comprehensive income, the exchange difference is recorded in other comprehensive income.

The foreign non-currency items measured at historical cost are translated in accordance with the exchange rate on the transaction date without the need for a retranslation.

Upon preparation of the consolidated financial reports, the assets and liabilities of overseas operating institutions (including the subsidiaries or affiliates in the countries of business operation or those using currencies different from the Company’s) were converted to NTD based on the exchange rate quoted on every balance sheet date. Income and expense items are translated at the average exchange rate for the period and the exchange differences are booked in other comprehensive income (and attributed to shareholders and non-controlling interests of the Company, respectively.)

If the Consolidated Company disposes of all interests in a foreign operation, or disposes of a portion of an interest in a subsidiary of a foreign operation but loses control, or disposes of a retained interest in an affiliate of a foreign operation that is a financial asset and is accounted for under the accounting policy for financial instruments, all cumulative translation differences attributable to shareholders of the Company and related to the foreign operations will be reclassified to profit or loss.

(6) Inventories

Inventories include raw materials, supplies, semi-finished goods, finished goods, and merchandise inventories. Inventories are valued in accordance with the lower of cost or net cash value. When comparing cost and net cash value, except for the homogeneous inventories, i t is based on the itemized lower of cost or net cash value. Net realizable value refers to the estimated sale price under normal circumstances net of the estimated cost needed to complete the project and the estimated expenses needed to complete the sale. The cost of inventories is calculated using the weighted-average method.

(7) Investments in Affiliates

The Consolidated Company has a significant influence on an affiliated company that is not a subsidiary or joint venture.

The Consolidated Company adopts the equity method for investment in affiliates.

Under the equity method, investments in the affiliated companies were originally recognized at cost; the book value after the acquisition date fluctuates along with the distribution of profit or loss from the affiliated company and other comprehensive profit or loss by the consolidated company. Additionally, the change in the interests the

• 21 -

Consolidated Company’ holds in the affiliates was recognized pro rata to the shareholding percentages.

The Consolidated Company assesses impairment by comparing the recoverable amount to the carrying amount of an investment as a whole (including goodwill) as a single asset. The impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of impairment loss can be recognized to the extent that the recoverable amount of the investment subsequently increases.

Gains or losses from upstream, downstream and side-stream transactions with affiliates and joint ventures are recognized in the consolidated financial statements only to the extent that they are not related to the Consolidated Company's equity interest in the affiliates and joint ventures

• (8) Property, plant and equipment

Property, plant, and equipment shall be recognized based on cost. Subsequent costing shall be measured on the cost net of accumulated depreciations and accumulated impairments.

Property, plant and equipment are depreciated separately over their useful lives on a straight-line basis for each significant component. If the lease period is shorter than the useful life, depreciation is provided over the lease period. The Consolidated Company reviews the estimated useful lives, residual values and depreciation methods at least at the end of each year and defers the effect of changes in applicable accounting estimates.

In removing property, plant, and equipment from book, the difference between the net proceeds of disposition and the book value shall be recognized as profit or loss.

• (9) Intangible assets

• A. Acquired separately

The intangible asset with limited useful life acquired separately was originally measured at cost and subsequently measured at cost, net of accumulated amortization. Depreciation is recognized using the straight-line method for intangible asset. The Consolidated Company reviews the estimated useful lives, residual values and depreciation methods at least at the end of each year and defers the effect of changes in applicable accounting estimates.

• B. Derecognition

In removing intangible assets from book, the difference between the net proceeds of disposition and the book value shall be recognized as profit or loss for the period.

• (10) Impairment of property, plant and equipment, right-of-use assets, intangible assets (except for goodwill) and assets related to contract costs

• 22 -

The consolidated company at each balance sheet date is to assess whether there is any indication of the impairment occurring to the tangible and intangible assets. If there is any indication of impairment occurring, the recoverable amount of the asset should be estimated. If the recoverable amount of an individual asset cannot be estimated, the consolidated company is to estimate the recoverable amount of the respective cash-generating unit.

The intangible asset with indefinite useful lives and not yet available for use should be tested for impairment at least annually or should be tested when there is an indication of impairment.

The recoverable amount is the fair value net of cost or the value in use whichever is higher. When the recoverable amount of an individual asset or cash-generating unit is less than its carrying amount, the carrying amount of the asset or cash-generating unit should be reduced to its recoverable amount. The impairment loss is recognized in the profit or loss.

An impairment loss is recognized for inventory, property, plant and equipment and intangible assets recognized under customer contracts in accordance with the inventory impairment rules and the above rules. Then, an impairment loss is recognized for the amount by which the carrying amount of the contract cost-related assets exceeds the remaining balance of the consideration expected to be received for the provision of the related goods or services, less directly related costs. Next, the carrying amount of the contract cost-related assets is included in the respective cash-generating unit for the purpose of assessing the impairment of the cash-generating unit.

When the impairment loss was reversed subsequently, the carrying amount of the asset or cash-generating unit is increased to the adjusted recoverable amount, but the increased carrying amount may not exceed the carrying amount of the asset or cash-generating unit without recognizing the impairment loss in prior periods (net of amortizati on or depreciation). The reversed impairment loss is recognized in the profit or loss.

(11) Financial instrument

When the Consolidated Company has become a party to the instrument contract, the financial assets and financial liabilities are to be recognized in the consolidated balance sheet.

For the initial recognition of the financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, it is measured at fair value plus transaction cost that is directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction cost directly attributable to the acquisition or issuance of financial assets or financial liabilities that are measured at fair value through profit or loss is immediately recognized in the profit or loss.

• 23 -

A. Financial instrument

The regular way of purchase or sale of financial assets are recognized and derecognized based on the accounting on the transaction date.

• a. Types of measurement

The types of financial assets held by the Consolidated Company are financial assets at fair value through profit or loss and financial assets measured at amortized cost and investments in equity instruments measured at fair value through other comprehensive income

• I. Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include financial assets that are mandatorily measured at fair value through profit or loss and those designated as at fair value through profit or loss. Financial assets mandatorily measured at fair value through profit or loss include investments in equity instruments investments not designated by the Consolidated Company as being measured at fair value through other comprehensive income, and investments in debt instruments not qualified for classification as being measured at amortized cost or at fair value through other comprehensive income.

Financial assets at fair value through profit or loss are measured at fair value, while dividends, interests and gains or losses arising from remeasurement are recognized in other gains and losses. Please refer to Note 37 for the determination of fair value.

• II. Financial assets measured at amortized cost

The Consolidated Company's financial assets, if meeting both of the following conditions, are classified as financial assets at amortized cost:

• i. The financial assets held under a particular mode of operation and the purpose of holding is for the collection of contractual cash flows; and

• ii. The terms of the contracts give rise to cash flows at specified dates that are solely for the payment of principal and interest on the outstanding principal amount.

Financial assets (including cash and cash equivalents, accounts receivable measured at amortized cost), after initial recognition, are measured at their total carrying amount determined using the effective interest method, less amortized cost of any impairment loss, with any foreign currency exchange gain or loss recognized in profit or loss.

• 24 -

Interest income is calculated by multiplying the effective interest rate by the total carrying amount of the financial assets, except for the following two cases.

• i. Interest income on financial assets that are credit-impaired upon acquisition or creation is calculated using the credit-adjusted effective interest rate multiplied by the amortized cost of the financial assets.

• ii. Interest income on financial assets that are not credit-impaired upon acquisition or creation but become credit-impaired subsequently is calculated using the effective interest rate multiplied by the amortized cost of the financial assets from the next reporting period after the impairment.

Cash equivalents include time deposits that are highly liquid, readily convertible into fixed amount of cash with minimal risk of changes in value within 3 months from the acquisition date and are used to meet short-term cash commitments.

• III.Investment in equity instruments at fair value through other comprehensive income

The Consolidated Company may make an irrevocable choice at the time of initial recognition for designating the investment of equity instruments not available-for-sale and not recognized by the acquirer under corporate combinations and acquisition or with consideration at fair value through other comprehensive income for measurement.

Investment in equity instruments at fair value through other comprehensive income is measured at fair value. Subsequent changes in fair value will be recognized as other comprehensive income and accumulated into other equity. In the disposition of assets, accumulated gains or loss shall be directly transferred to retained earnings without classification as profit or loss.

The dividend of the investment of equity instruments at fair value through other comprehensive income shall be recognized as income when the right of the Consolidated Company in the collection of dividends is ascertained, unless the dividend is obviously representing the recovery of the cost of investment in part.

b. Impairment of financial assets and contract assets

The Consolidated Company at each balance sheet date assesses the impairment loss of financial assets (includin g accounts receivable) at amortized cost and contract assets according to the expected credit loss.

• 25 -

An allowance is recognized for losses on accounts receivable and contract assets based on the expected credit losses over the duration other financial assets are first evaluated to determine whether there is a significant increase in credit risk since initial recognition. If there is no significant increase, an allowance for loss is recognized based on the expected credit loss over 12 months, and if there is a significant increase, an allowance for loss is recognized based on the expected credit loss over the duration.

Expected credit loss is a weighted average credit loss based on the risk of default. Expected credit loss in a 12-month period represents the expected credit loss arising from possible defaults of the financial instruments within 12 months after the reporting date, and the ongoing expected credit loss represents the expected credit loss arising from all possible defaults of the financial instruments during the expected duration of the financial instruments.

The carrying amount of all financial assets is reduced through an allowance account, except for the allowance for losses on investments in debt instruments measured at fair value through other comprehensive income, which is recognized in other comprehensive income and does not reduce the carrying amount.

c.

Derecognition of financial assets

The Consolidated Company has financial assets derecognized only when the contractual rights from the cash flows of a financial asset become invalid or when the financial assets are transferred, and almost all the risks and rewards of the asset ownership have been transferred to other enterprises.

IFRS9 describes when a financial asset is derecognized in its entirety, the difference between its carrying amount and the sum of the consideration received plus any cumulative gain or loss recognized in other comprehensive income is recognized in profit or loss. The difference between the carrying amount of a financial asset carried at amortized cost and the consideration received is recognized in profit or loss when the financial asset is derecognized as a whole. When an investment in an equity instrument that is measured at fair value through other comprehensive income is derecognized as a whole, the cumulative gain or loss is transferred directly to retained earnings and is not reclassified to profit or loss.

B. Financial liabilities

a. Subsequent measurement

All financial liabilities of the Consolidated Company are measured at amortized cost using the effective interest method.

• 26 -

b. Derecognition of financial liabilities

When derecognizing financial liabilities, the difference between the carrying amount and the consideration paid (including any transferred non-cash assets or assumed liabilities) is recognized as profit or loss.

C. Equity instruments

The debt and equity instruments issued by the Consolidated Company are classified as financial liabilities or equity pursuant to the contractual agreements and the definition of financial liabilities and equity instruments.

Equity instruments issued by the Consolidated Company are recognized for an amount after deducting the direct issuing cost from the proceeds collected.

The retrieval of the Company's own equity instruments is recognized and deducted under equity. The Company’s equity purchased, sold, issued, or cancelled is not recognized in the profit or loss.

(12) Provision for liabilities

The amount recognized as provision for liabilities (including contractual obligations under leases that specifically state that the leased assets are to be maintained or restored before being returned to the lessor) is the best estimate of the amount required to settle the obligation at the balance sheet date, taking into account the risk and uncertainty of the obligation. Provision for liabilities shall be measured based on the discount value of the estimated cash flow for the settlement of obligation.

(13) Recognition of revenue

The consolidated company, after identifying the performance obligations, had the transaction price amortized to each performance obligation and recognized as income when the performance obligations were fulfilled.

A. Revenue from merchandise sales

Revenue from merchandise sales is derived from sales of food ingredients to franchisees and from sales of food and beverage in self-operated stores.

The Consolidated Company recognizes revenue and accounts receivable at the point of delivery of the franchisee's food ingredients to the franchisee's designated location, when the franchisee has the right to set the price and use the merchandise and has the primary responsibility for the merchandise at the time of sale, and bears the risk of obsolescence of the merchandise. Revenue from the sale of food and beverages in self-operated stores is recognized at the time of customer purchase.

• B. Licensing revenue

• 27 -

Licensing revenue is generated from the licensing of franchisee chain. The business practice of the Consolidated Company is to continuously analyze consumers' preferences for products in order to launch new products, conduct pricing analysis and marketing activities, while the franchisee is required to launch new products. Since the aforementioned business practices do not transfer merchandises or services to the franchisee, the nature of the license is to provide the franchisee with access to intellectual property existing during the license period, and the original license fee is recognized as licensing revenue on a straight-line basis over the license period.

(14) Leases

The Consolidated Company assesses whether or not the arrangement is (or includes) a lease arrangement on the agreement date For contracts with lease and non-lease components, the Consolidated Company apportions the consideration in the contracts based on the relative individual prices and treats them separately. A. The Consolidated Company is the lessor A lease is classified as a capital lease when the terms of the lease transfer substantially all the risks and rewards incidental to the ownership of the asset to the lessee. All other leases are classified as operating leases. When the Consolidated Company subleases a right-of-use asset, the classification of the sublease is determined by the right-of-use asset (not the subject asset). If the primary lease is a short-term lease to which the Consolidated Company applies the recognition exemption, the sublease is classified as an operating lease.

Net investment in leases is measured at the sum of the present value of lease payments receivable and the unguaranteed residual value plus the original direct cost and expressed as finance lease receivables. Finance income is allocated to each accounting period to reflect the constant rate of return on the Consolidated Company's outstanding net lease investments in each period. For lease modifications that are not accounted for as separate leases, if the lease modification becomes effective on the inception date of the lease and the lease would be classified as an operating lease, the lease modification is accounted for as a new lease and the carrying amount is measured by the balance of the finance lease receivable before the effective date of the lease modification.

Lease payments for operating leases upon deduction of lease incentives are recognized as income on a straight-line basis in relevant lease periods. Initial direct costs generated in the acquisition of operating leases are added to the underlying asset carrying amount and recognized as expenses on a straight-line basis in lease periods.

• 28 -

B. The Consolidated Company is the lessee

Right-of-use assets and lease liabilities are recognized at the lease inception date, except for leases of low-value underlying assets to which the recognition exemption applies and short -term leases for which lease payments are recognized as expenses on a straight-line basis over the lease period.

Right-of-use assets are measured initially at cost (consisting of the original measurement amount of the lease liability, lease payments made before the inception date of the lease less lease incentives received, original direct cost and estimated cost of restoration of the subject asset) and subsequently at cost less accumulated depreciation and accumulated impairment, and the remeasurement of the lease liability is adjusted.

The right-of-use assets are depreciated on a straight-line basis over the period starting from the lease inception date to the end of their useful lives or the expiration of the lease period, whichever is sooner. If ownership of the subject asset will be acquired at the end of the lease period, or if the cost of the right-of-use asset reflects the exercise of a purchase option, depreciation is provided from the lease commencement date to the end of the useful life of the subject asset.

Lease liabilities are measured initially at the present value of lease payments (including fixed payments, effective fixed payments, variable lease payments dependent on indices or rates, and lease termination penalties reflected in the lease period, net of lease incentives received). If the implicit interest rate of the lease is readily determinable, the lease payments are discounted using that rate. If that rate is not readily determinable, the lessee's incremental borrowing rate is used.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, and interest expense is amortized over the lease period. If there is a change in future lease payments due to changes in the lease period, expected payments under the residual value guarantee, evaluation of the subject asset purchase option or changes in the index or rate used to determine the lease payments, the Company remeasures the lease liability and adjusts the right-of-use asset accordingly. However, if the carrying amount of the right-of-use asset is reduced to zero, the remaining remeasurement amount is recognized in profit or loss. For lease modifications that are not treated as separate leases, the remeasurement of the lease liability due to a reduction in the scope of the lease is accounted for as a reduction of the right-of-use asset and recognized as a gain or loss on partial or full termination of the lease; the remeasurement of the lease liability due to other modifications is accounted for as an adjustment to the right-of-use asset. The lease liabilities are expressed separately in the consolidated balance sheet.

• 29 -

The Consolidated Company entered into rent negotiations directly related to COVID-19 pandemic with the lessor to adjust the rent due before June 30, 2021, resulting in a decrease in the rent, which did not materially change other lease terms. The Consolidated Company has chosen to adopt the practical expedient approach for all rent negotiations that meet the aforementioned criteria. Instead of assessing whether the negotiations are lease modifications, the Consolidated Company recognizes the reduction in lease payments in profit or loss (recorded as a reduction of lease payment expense) when the reduction event or condition occurs, and reduces the lease liability accordingly.

(15) Borrowing costs

Borrowing costs directly belonging to acquiring, building or producing assets that meet the requirements are part of the costs of such assets until the completion of all necessary activities that the assets reaching the status of expected use or sale.

The income of a temporary investment with a specific loan that has not yet met the essential requirement of capital expenditure is deducted from the loan cost that meets the essential requirement of capitalization.

In addition to the transaction stated in the preceding paragraph, all other loan costs are recognized as profit and loss upon occurring.

(16) Government subsidies

Government subsidies are recognized as other incomes only when it is reasonably certain that the Consolidated Company will comply with the conditions attached to the government subsidies and that the subsidies will be received.

• (17) Employee benefits

A. Short-term employee benefits

Liabilities related to short-term employee benefits are measured at the non-discounted amount expected to be paid in exchange for employee services.

B. Retirement benefits

Under defined contribution pension plan, the pension amount appropriated during the service years of the employees is recognized as an expense.

The defined benefit cost (including service cost, net interest and remeasurement) of defined benefit pension plan is actuarially determined using the projected unit credit method. Service cost (including current and prior service cost) and net interest on net defined benefit liabilities (assets) are recognized as employee benefit expense as incurred. Remeasurements (including actuarial gains and losses and return on plan assets, net of interest) are recognized in other comprehensive income and included in

• 30 -

retained earnings as incurred and are not reclassified to profit or loss in subsequent periods.

The net defined benefit liability (asset) represents the deficit (remaining) of the defined benefit pension plan appropriation. The net defined benefit asset may not exceed the present value of refunds of appropriations from the plan or reductions in future appropriations.

• (18) Share-based payment agreement

- Equity Settled Share based Payment Agreement to Employees

For equity-settled share-based payment agreement, expenses are recognized on a straight-line basis over the vesting period based on the fair value of the equity instruments at the date of grant and the best estimate of the number of shares expected to be vested, with a simultaneous adjustment to capital surplus - employee stock options. If gain is realized as of the day of transfer, recognize as expenses in full amount as of the transfer day. The equity-settled share-based payment agreements granted to employees are recognized on the grant date when the number of shares subscribed by employees is determined.

• (19) Income tax

Income tax expense is the sum of the current income tax and deferred income tax.

• A. Current income tax

The Consolidated Company determines income (loss) for the period in accordance with the regulations enacted by the income tax reporting jurisdictions and calculates income tax payable (recoverable) accordingly.

Additional income tax on unappropriated earnings is calculated in accordance with the provisions of the Income Tax Act of the Republic of China, to be recognized in the year of the shareholder resolution meeting. The adjustment to prior period income tax payable is booked as current income tax.

• B. Deferred income tax

Deferred income tax is computed in accordance with the temporary differences between the book value of assets and liabilities and the tax bases of taxable income.

Deferred income tax liabilities are generally recognized in accordance with all taxable temporary differences. Deferred tax assets are recognized when there are likely to have taxable income available for deductible temporary difference or tax credit from loss carryforward.

All taxable provisional differences relevant to the investment in subsidiaries and affiliates were recognized as deferred income tax liabilities, except an event while the Consolidated Company’

• 31 -

could control the time point of recovery of the control over the provisional difference or while the said provisional difference would be very likely not recoverable in the foreseeable future. The deductible temporary differences related to such investments are recognized as deferred income tax assets when there is likely a sufficient taxable income available for realizing a temporary difference and within the expected reverse in the foreseeable future.

The carrying amount of deferred income tax asset must be reviewed at each balance sheet date. The carrying amount of those that no longer have any sufficient taxable income to recover all or part of the asset, should be adjusted down. Those that are not originally recognized as deferred income tax assets should also be reexamined at each balance sheet date. The carrying amoun t of those that are likely to generate taxable income in the future for the recovery of all or part of its assets should be adjusted up.

Deferred income tax assets and liabilities are measured in accordance with the expected liability liquidation or the tax rate in the period when the asset is realized. The tax rate is based on the tax rate and tax laws that are legislated or substantively legislated at the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequence resulted from the book value of the assets or liabilities expected to be recovered or liquidated on the balance sheet date.

C. Current and deferred income tax

Current and deferred income taxes are recognized in the profit or loss, except for the current and deferred income taxes related to the items recognized in other comprehensive profit or loss or directly included in the equity are recognized in the other comprehensive profit or loss or directly included in the equity.

If the current income tax or deferred income tax is resulting from a business combination, the income tax effect is included in the accounting process for business combinations

5. Significant Accounting Judgments and Estimations, and Main Sources of Assumption Uncertainties

When adopting accounting policies, the Consolidated Company’s management is required to make judgments, estimates and assumptions that are based on historical experience and other factors that are not readily apparent from other sources Actual results may differ fro m estimates.

The Consolidated Company included the economic impact of the COVID-19 outbreak in the consideration of significant accounting estimates, and management will review the estimates and underlying assumptions on an ongoing basis. If a revision of an estimate affects only the current period, it is recognized in the period in which the estimate is revised; if a revision of an accounting estimate affects both the current

• 32 -

and future periods, it is recognized in the period in which the estimate is revised and in the future period.

Estimations, and Main Sources of Assumption Uncertainties

Useful lives of property, plant and equipment

As described in Note 16, the Consolidated Company reviews the estimated useful lives of property, plant and equipment at each balance sheet date.

6. Cash and cash equivalents

Cash on hand and working capital Bank checking and demand deposits Cash equivalents (investments with original maturity of less than 3 months) Bonds with repurchase agreement Bank time deposit	December 31,2021 $ 11,436 778,609 257,680 200,000 $ 1,247,725	December 31,2020	December 31,2020
			$ 14,955 1,012,505 - - $ 1,027,460

The interest rate ranges at the balance sheet date for bank deposits and bonds with repurchase are as follows:

Bank deposits Bonds with repurchase agreement	December 31,2021 0.001%~0.03% 0.26%~0.3%	December 31,2020
		0.001%~0.03% -

7. Financial instruments at fair value through profit or loss

Mandatorily measured at fair value through profit or loss Mixed financial assets - Structured deposits	December 31,2021 $ 94,302	December 31,2020	December 31,2020
			$ -

In 2021, the Consolidated Company entered into structured time deposit contracts with financial institutions. The structured time deposi t includes an embedded derivative that is not closely related to the host contract. As the host contract included in the hybrid contract is an IFRS 9 asset, it is assessed as a mandatory classification at fair value through profit or loss for the entire hybrid contract.

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8. Financial assets measured at amortized cost

Current Time deposits with original maturity over 3 months	December 31,2021 $ 415,374	December 31,2020	December 31,2020
			$ 30,372

As of December 31, 2021 and 2020, the interest rate ranges for time deposits with original maturity over 3 months were 0.12% to 0.59% and 0.12% to 0.41% per annum.

9. Credit risk management of investments in debt instruments

The Consolidated Company's investments in debt instruments are classified as financial assets at amortized cost.

December 31, 2021

classified as financial assets at amortized cost. December 31, 2021
Total carrying amount Allowance for losses Amortized cost	Measured at amortized cost
		$ 415,374 - $ 415,374

December 31, 2020

December 31, 2020
Total carrying amount Allowance for losses Amortized cost	Measured at amortized cost
		$ 30,372 - $ 30,372

The credit risk of the Consolidated Company's bank deposits and other financial instruments is measured and monitored by the Consolidated Company's finance department. Since the Consolidated Company's trade counterpart and performing party are banks, financial institutions with investment grade or higher, and corporate organizations with good credit ratings, there is no significant doubt about the performance of the contracts and therefore no significant credit risk.

The Consolidated Company's current credit risk rating mechanism and the total carrying amounts of investments in debt instruments of each credit rating are as follows:

Credit rating Normal	Definition Debtors have low credit risk and sufficient ability to repay contractual cash flow obligations	Recognition basis for expected credit loss 12-month expected credit loss rate	Expected credit loss rate 0%~ 0.01%	Total carrying amount as of December 31,2021 $415,374	Total carrying amount as of December 31,2020	Total carrying amount as of December 31,2020
						$ 30,372

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10. Financial assets at fair value through other comprehensive income

December 31, 2021 December 31, 2020 Non-current Investment in equity instruments at fair value through other comprehensive income $ 3,750 $ 3,750

Investment in equity instruments at fair value through other comprehensive income December 31, 2021 December 31, 2020 Non-current Domestic investments Stocks of non-listed companies Common stock of La Fresh Information Co., Ltd. $ 3,750 $ 3,750

The Consolidated Company invested in the common stock of La Fresh Information Co., Ltd. for medium- and long-term strategic purposes and expects to earn profits from the long-term investment. The management of the Consolidated Company considers that it is inconsistent with the aforementioned long-term investment plan to include short-term fair value fluctuations of these investments in profit or loss, and therefore elects to designate these investments as measured at fair value through other comprehensive income or loss.

11. Notes receivable, accounts receivable and other receivables

Notes receivable Measured at amortized cost Total carrying amount Less: Allowance for losses Accounts receivable Total carrying amount measured at amortized cost Non-related party Related party Less: Allowance for losses	December 31,2021 $ - - $ - $ 128,022 1,140 ( 2,583) $ 126,579	December 31,2020	December 31,2020
	(	(	$ 409 - $ 409 $ 99,229 1,077 2,634) $ 97,672

• 35 -

December 31, 2020

December 31, 2021

Other receivables Receivables for disposal of equipment Receivables due from related parties Others	$ 9,517 1 8,770 $ 18,288	$ - 33 3,575 $ 3,608

• (1) Accounts and notes receivable

The Consolidated Company's sales of merchandises to franchise customers are based on the credit period agreed upon by both parties, and the credit period is 3 to 15 days. Cash (or EasyCard and mobile payment) is mostly used for collection and payment for food and beverage sales, except for accounts receivable from some locations in hypermarkets or department stores and those from conglomerate partnerships, which are mainly based on the credit period negotiated by both parties, with the credit period ranging from 30 to 90 days after the monthly cut-off date. In determining the collectibility of accounts receivable, the Consolidated Company considers any changes in the credit quality of accounts receivable from the original credit date to the balance sheet date.

To mitigate credit risk, the Consolidated Company's management assigns a dedicated team to determine credit limits, approve credit facilities and other monitoring procedures to ensure that appropriate actions are taken to collect overdue receivables. In addition, the Consolidated Company reviews the recoverable amounts of receivables on a case-by-case basis at the balance sheet date to ensure that appropriate impairment losses have been provided for uncollectible receivables. Accordingly, the Company's management believes that the credit risk of the Consolidated Company has been significantly reduced.

The Consolidated Company uses the simplified IFRS 9 method to recognize an allowance for losses on accounts receivable based on expected credit losses over the duration of the receivables. The expected credit losses for the duration of the period are calculated using an allowance matrix, which takes into account the customer's past default history and current financial condition, the economic situation of the industry, as well as the GDP forecast and industry outlook. Since the credit loss history of the Consolidated Company shows that there is no significant difference in the loss patterns of different customer groups, the allowance matrix does not further differentiate between customer groups and only uses the number of days to establish accounts receivable to determine the expected credit loss rate.

If there is evidence that the counterparty is in serious financial difficulty and the Consolidated Company cannot reasonably expect to recover the amount, for example, if the counterparty is in liquidation or

• 36 -

the debt has been outstanding for more than 120 days, the Consolidated Company directly writes off the related receivables, but continues the recovery activities, and the amount recovered from the recovery is recognized in profit or loss.

The Consolidated Company measures the allowance for losses on receivables based on the allowance matrix as follows: December 31, 2021

December 31, 2021	21
0～30 days Expected credit loss rate 0.01%～ 0.18% Total carrying amount $ 116,616 Allowance for losses (Lifetime ECLs) ( 1,361) Amortized cost $ 115,255 December 31, 2020	0～30 days	31～60 days 0.22%～ 29.43% $ 11,325 ( 1) $ 11,324	61～90 days 10.65%～ 65.39% $ 1,044 ( 1,044) $ -	91～120 days 43.93%～ 100% $ 96 ( 96) $ -		120 days or more		Total
		(	(	(	(	100% $ 81 81) $ -		$ 129,162 ( 2,583) $ 126,579

Expected credit loss rate Total carrying amount Allowance for losses (Lifetime ECLs) Amortized cost		0～30 days	31～60 days		61～90 days	91～120 days		120 days or more 100% $ 305 305) $ -		Total
	(	0%～0.1% $ 96,953 2,317) $ 94,636	0%～23.01% $ 2,272 ( 11) $ 2,261	(	3%～100% $ 1,131 1) $ 1,130	10%～100% $ 54 - $ 54	(		(	$ 100,715 2,634) $ 98,081

The above is an aging analysis based on the posting date.

The changes in the allowance for losses on accounts receivable were as follows:

Balance at the beginning of the period Less: Actual write-off for the period Acquisition through business combinations Foreign currency translation differences Balance at the end of the period	Year ended December 31,	Year ended December 31,	Year ended December 31,
	2021 $ 2,634 ( 11 ) - ( 40) $ 2,583		2020
		(	$ 2,649 - 16 31) $ 2,634

(2) Other receivables

The Consolidated Company does not accrue interest on other receivables. To mitigate credit risk, the Consolidated Company's management assigns a dedicated team to determine credit limits, approve credit facilities and other monitoring procedures to ensure that appropriate actions are taken to collect overdue receivables. In addition, the Consolidated Company reviews the recoverable amounts of other receivables on a case-by-case basis at the balance sheet date to ensure that appropriate impairment losses have been provided for uncollectible other receivables.

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12. Lease receivables

Current Non-current Undiscounted lease payments Year 1 Year 2 Year 3 Year 4 Year 5 More than 5 years Unrealized interest income receivable Lease receivables	December 31,2021 $ 46,410 123,482 $ 169,892 $ 48,790 46,833 34,933 24,561 9,506 11,107 175,730 ( 5,838) $ 169,892	December 31,2020	December 31,2020
	(		$ - - $ - $ - - - - - - - - $ -

The Consolidated Company subleases its leased stores to franchise owners. All leases are denominated in NTD and fixed annual lease payments are received. As the remaining period of the lease is fully covered by sublease, they are classified as lease receivables.

The implied interest rate for the lease period was decided not to change at the contract date and was 1.7% per annum as of December 31, 2021.

The Consolidated Company measures the allowance for losses on lease receivables based on expected credit losses over the duration of the lease. As of the balance sheet date, there were no overdue lease receivables, and considering the counterparty's past default record, the future development of the industry related to the subject matter of the lease and the value of the collateral, the Consolidated Company concluded that the above lease receivables were not impaired.

For all lease commitments entered into by the Consolidated Company as of December 31, 2021 and 2020, there were no lease agreements with lease periods beginning after the balance sheet date.

13. Inventories

Raw materials Semi-finished products Finished goods Merchandise inventories	December 31,2021 $ 148,262 9,939 16,932 34,615 $ 209,748	December 31,2020	December 31,2020
			$ 133,723 4,927 13,648 23,132 $ 175,430

The nature of cost of goods sold is as follows:

• 38 -

Cost of inventories sold Loss on decline in value of inventories		Year ended December 31,	Year ended December 31,	Year ended December 31,
		2021 $ 3,722,726 - $ 3,722,726		2020
				$ 3,131,704 5,295 $ 3,136,999

14. Subsidiary

• (1) Subsidiaries included in consolidated financial statements

Entities covered by the consolidated financial statements are as follows:

follows:
Name of investee	Name of subsidiary	Nature of business Food and beverage manufacturing and sales Holding International Trade Food and beverage manufacturing and sales Holding Food and beverage manufacturing and sales Holding Food and beverage manufacturing and sales Holding Food and beverage manufacturing and sales Food and beverage manufacturing and sales Holding Food and beverage manufacturing and sales Food and beverage manufacturing and sales Holding Transportation Food and beverage manufacturing and sales Food and beverage manufacturing and sales Transportation Food wholesale	Shareholding percentage		Explanati on
			December 31, 2021	December 31, 2020 100% 100% 100% 100% 100% 69.02% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji (Samoa) International Co., Ltd. Bafang Yunji (Samoa) International Co., Ltd. Bafang Yunji (Samoa) International Co., Ltd. Bafang Yunji Restaurant Group Limited Bafang Yunji Restaurant Group Limited Bafang Yunji Restaurant Group Limited Bafang Yunji Restaurant Group Limited Bafang Yunji International Company Limited Bafang Yunji International Company Limited Bafang Yunji International Company Limited Bafang Yunji International Company Limited Bafang Yunji International Company Limited Bafang Yunji International Company Limited Jiashide Limited	Bafang Yunji Restaurant Co., Ltd. Bafang Yunji (Samoa) International Co., Ltd. Fang Sin International Trading Co., Ltd. Bafang Co., Ltd. Bafang Yunji International (USA) Limited Dante Coffee & Foods Co., Ltd. Bafang Yunji Restaurant Group Limited Bafang Yunji International Company Limited Bafang Yunji (Samoa) Investment Company Limited Fujian Bafang Yunji Foods Co., Ltd. Fujian Bafang YunjiI Restaurant & Management Co., Ltd. Xiamen Fuyu Bafang Equity Investment Co., Ltd. Zhejiang Fuyu Restaurant & Management Co., Ltd. Bafang Yunji Foods (Shenzhen) Co., Ltd. Jiashide Limited Hsin Chiao International Co. Limited Long Success (HK) Industrial Limited Rich Grade Limited Wise Success Enterprise Limited Heng Yue Feng Trading (Shenzhen) Co., Ltd.		100% 100% 100% 100% 100% 85.29% 100% 100% 100% 100% 100% - - - 100% 100% 100% 100% 100% 100%		- - - - (7) (1) - - - - (2) (3) (4) - - - - - -

(Continued on next page)

• 39 -

(Continued from previous page)

from previous page)
Name of investee Name of subsidiary Nature of business	Shareholding percentage December 31, 2021 December 31, 2020 Explanati on
Bafang Yunji International (USA) Limited Bafang Yunji Foods LLC Food and beverage manufacturing and sales Bafang Yunji International (USA) Limited Bafang Yunji Restaurant Group LLC Food and beverage manufacturing and sales Dante Coffee & Foods Co., Ltd. Shichang Interior Design Co., Ltd Interior design Dante Coffee & Foods Co., Ltd. Sound Sino Group Limited Holding Dante Coffee & Foods Co., Ltd. Dante Creative CO., LTD. Food and beverage manufacturing and sales Sound Sino Group Limited Shanghai Dante Coffee Co., Ltd Food and beverage manufacturing and sales	60% 60% (7) 60% 60% (7) - 100% (5) 71% 71% - 100% - (6) 100% 100% -

Remarks:

• A. On November 3, 2020, the Consolidated Company acquired 69.02% of the shares of Dante Coffee & Foods Co., Ltd. with $65,704 thousand On July 15, 2021, the Consolidated Company acquired 16.27% of its shares for $21,216 thousand.

• B. Xiamen Fuyu Bafang Equity Investment Co., Ltd. was deregistered in February 2021.

• C. Zhejiang Fuyu Restaurant & Management Co., Ltd. was deregistered in March 2021.

• D. Bafang Yunji Foods (Shenzhen) Co., Ltd. was deregistered in March 2021.

• E. Shichang Interior Design Co., Ltd was deregistered in November 2021.

• F. In October 2021, the Consolidated Company invested $30,000 thousand in Dante Creative CO., LTD.

• G. In December 2020, the Consolidated Company invested $74,114 thousand in cash to establish Bafang Yunji International (USA) Limited, and then reinvested $35,575 thousand and $26,681 thousand in cash, respectively, to establish Bafang Yunji Foods LLC and Bafang Yunji Restaurant Group LLC, with 60% equity interest.

For information on the principal place of business and the country of incorporation, please refer to Note 43, Exhibit 5, "Information on investees, locations, etc." and Exhibit 6, "Information on investment in Mainland China".

The share of profit or loss and other comprehensive income of the subsidiaries included in the consolidated financial statements is recognized based on the subsidiaries' financial statements audited by CPAs for the same period.

• (2) Subsidiaries not included in the consolidated financial statements: None.

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(3) Information on subsidiaries with significant non-controlling interests

Information on subsidiaries with significant non-controlling interests	cant non-controlling interests	cant non-controlling interests	cant non-controlling interests	cant non-controlling interests	cant non-controlling interests
Percentage of equity and voting rights held bynon-controllinginterests Name of subsidiary Principal place of business December 31, 2021 December 31, 2020 Bafang Yunji Foods LLC United States 40% 40% Bafang Yunji Restaurant Group LLC United States 40% 40% Dante Coffee & Foods Co., Ltd. Taiwan 14.71% 30.98% Profit or loss allocated to non-controllinginterests Non-controllinginterests Year ended December 31, Name of subsidiary 2021 2020 December 31, 2021 December 31, 2020 Bafang Yunji Foods LLC ( $ 3,450 ) ( $ 73 ) $ 18,665 $ 22,713 Bafang Yunji Restaurant Group LLC ( 2,647 ) ( 21 ) 13,973 17,068 Dante Coffee & Foods Co., Ltd. and subsidiaries ( 9,554) 161 7,532 29,414 Total ($ 15,651) $ 67 $ 40,170 $ 69,195	Percentage of equity and voting rights held bynon-controllinginterests
			December 31, 2020
		December 31, 2021 $ 18,665 13,973 7,532 $ 40,170		December 31, 2020
					$ 22,713 17,068 29,414 $ 69,195

The following aggregated financial information for each subsidiary has been prepared using amounts before elimination of intercompany transactions.

December 31, 2021

transactions. December 31, 2021
Current assets Non-current assets Current liabilities Non-current liabilities Equity Equity attributable to: Shareholders of the Company Non-controlling interests	Bafang Yunji Foods LLC $ 22,879 73,656 ( 7,221 ) ( 42,652) $ 46,662 $ 27,997 18,665 $ 46,662	Bafang Yunji Restaurant GroupLLC $ 24,944 49,262 ( 2,785 ) ( 36,489) $ 34,932 $ 20,959 13,973 $ 34,932	Dante Coffee & Foods Co., Ltd. and subsidiaries
			$ 106,551 155,775 ( 121,544 ) ( 88,945) $ 51,837 $ 44,305 7,532 $ 51,837

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December 31, 2020

December 31, 2020
Bafang Yunji Foods LLC Current assets $ 56,903 Non-current assets 2,854 Current liabilities ( 2,974 ) Non-current liabilities - Equity $ 56,783 Equity attributable to: Shareholders of the Company $ 34,070 Non-controlling interests 22,713 $ 56,783 For the year ended December 31, 2021 Bafang Yunji Foods LLC Operating revenue $ - Net profit for the year from continuing operations ($ 8,626) Net profit for the year ( 8,626 ) Other comprehensive income ( 1,495) Total comprehensive income ($ 10,121) Net profit attributable to: Shareholders of the Company ( $ 5,176 ) Non-controlling interests ( 3,450) ($ 8,626) Total comprehensive attributable to: Shareholders of the Company ( $ 6,073 ) Non-controlling interests ( 4,048) ($ 10,121)	Bafang Yunji Restaurant GroupLLC $ 42,748 - ( 78 ) - $ 42,670 $ 25,602 17,068 $ 42,670 Bafang Yunji Restaurant GroupLLC $ - ($ 6,617) ( 6,617 ) ( 1,121) ($ 7,738) ( $ 3,970 ) ( 2,647) ($ 6,617) ( $ 4,643 ) ( 3,095) ($ 7,738)	Dante Coffee & Foods Co., Ltd. and subsidiaries
		$ 186,585 121,104 ( 132,556 ) ( 79,618) $ 95,515 $ 66,101 29,414 $ 95,515 Dante Coffee & Foods Co., Ltd. and subsidiaries
Operating revenue Net profit for the year from continuing operations Net profit for the year Other comprehensive income Total comprehensive income Net profit attributable to: Shareholders of the Company Non-controlling interests Total comprehensive attributable to: Shareholders of the Company Non-controlling interests
		$ 178,347 ($ 43,694) ( 43,694 ) 16 ($ 43,678) ( $ 34,140 ) ( 9,554) ($ 43,694) ( $ 34,131 ) ( 9,547) ($ 43,678)

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For the year ended December 31, 2020

Operating revenue Net profit for the year from continuing operations Net profit for the year Other comprehensive income Total comprehensive income Net profit attributable to: Shareholders of the Company Non-controlling interests Total comprehensive attributable to: Shareholders of the Company Non-controlling interests	Bafang Yunji Foods,LLC $ - ($ 184) ( 184 ) - ($ 184) ( $ 110 ) ( 74) ($ 184) ( $ 111 ) ( 73) ($ 184)	Bafang Yunji Restaurant Group. LLC $ - ($ 52) ( 52 ) - ($ 52) ( $ 31 ) ( 21) ($ 52) ( $ 31 ) ( 21) ($ 52)	Dante Coffee & Foods Co., Ltd. and subsidiaries (Note)	Dante Coffee & Foods Co., Ltd. and subsidiaries (Note)
				$ 44,514 $ 522 522 - $ 522 $ 360 162 $ 522 $ 361 161 $ 522

Note: The base date of business combinations with Dante Coffee & Foods Co., Ltd. and subsidiaries is November 3, 2020, therefore, only the profit and loss from November 3, 2020 to December 31, 2020 are disclosed.

15. Investments accounted for using the equity method

December 31, 2021 December 31, 2020 Affiliates of no materiality Dalian Bafang Tonglai Holdings Co., Ltd. $ - $ -

The Consolidated Company's 34% equity in Dalian Bafang Tonglai Holdings Co., Ltd. was disposed of in October 2020 and lost the significant influence. The amount recognized in profit or loss resulting from this transaction was calculated as follows:

• 43 -

Disposal price Less: Carrying amount of investment at the date of loss of significant influence Loss recognized		Amount
	( (	$ - 10,130) $ 10,130)

Investments accounted for using the equity method and the calculation of the Consolidated Company’s share of profit or loss and other comprehensive income of the investments are based on the financial statements of each of the affiliates for the same period attested by CPAs . The following aggregate financial information is based on the IFRSs consolidated financial statements of each affiliates and reflects the adjustments made when adopting the equity method.

Dalian Bafang Tonglai Holdings Co., Ltd

consolidated financial statements of each affiliates adjustments made when adopting the equity method. Dalian Bafang Tonglai Holdings Co., Ltd	and reflects the
Current assets Non-current assets Current liabilities Non-current liabilities Equity Shareholding percentage of the Consolidated Company Carrying amount of investments Operating revenue Net profit for the period Other comprehensive income Total comprehensive income Consolidated Company’s share	September 30, 2020 (Note)
	$ 22,063 72,488 ( 52,102 ) ( 12,655) $ 29,794 34% $ 10,130 $ 20,348 ( $ 51,477 ) - ($ 51,477) ($ 17,502)

Note: Net assets at the time of disposal when Dalian Bafang Tonglai Holdings Co., Ltd disclosed the disposal

16. Property, plant and equipment

Self-use	December 31,2021 $ 1,548,972	December 31,2020	December 31,2020
			$ 1,350,090

• 44 -

Self-use

Self-use
Cost Balance at January 1, 2021 Addition Reclassification Disposal Net exchange differences Balance at December 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Depreciation expenses Disposal Net exchange differences Balance at December 31, 2021 Net amount at December 31, 2021 Cost Balance at January 1, 2020 Addition Reclassification Disposal Business combinations Disposal of subsidiaries Net exchange differences Balance at December 31, 2020 Accumulated depreciation and impairment Balance at January 1, 2020 Depreciation expenses Disposal Business combinations Disposal of subsidiaries Net exchange differences Balance at December 31, 2020 Net amount at December 31, 2020	Land $ 419,429 - - - ( 6,568) $ 412,861 $ - - - - $ - $ 412,861 Land $ 419,374 - - - - - 55 $ 419,429 $ - - - - - - $ - $ 419,429	Building and construction $ 460,234 121,293 53,770 - ( 6,042) $ 629,255 $ 76,770 25,551 - ( 1,557) $ 100,764 $ 528,491 Building and construction $ 446,355 1,004 17,122 - - - ( 4,247) $ 460,234 $ 55,467 21,411 - - - ( 108) $ 76,770 $ 383,464	Transportation equipment $ 50,443 246 - ( 2,878 ) ( ( 468) ( $ 47,343 $ 26,903 6,271 ( 2,757 ) ( ( 399) ( $ 30,018 $ 17,325 Transportation equipment $ 51,514 94 2,438 ( 2,965 ) ( - - ( 638) ( $ 50,443 $ 23,872 6,505 ( 2,965 ) ( - - ( 509) ( $ 26,903 $ 23,540	Food and beverage equipment $ 243,007 129,796 5,926 75,608 ) ( 2,342) ( $ 300,779 $ 126,821 40,783 18,899 ) ( 1,965) ( $ 146,740 $ 154,039 Food and beverage equipment $ 187,096 81,492 8,093 89,993 ) ( 59,571 - ( 3,252) ( $ 243,007 $ 105,059 29,505 61,381 ) ( 56,436 - ( 2,798) ( $ 126,821 $ 116,186	Office equipment $ 18,057 3,061 152 2,991 ) ( 302) ( $ 17,977 $ 14,435 2,017 2,919 ) ( 271) ( $ 13,262 $ 4,715 Office equipment $ 13,545 493 1,180 29,039 ) ( 32,506 253 ) ( 375) ( $ 18,057 $ 10,888 1,460 28,972 ) ( 31,577 176 ) ( 342) ( $ 14,435 $ 3,622	Machinery equipment $ 437,395 42,968 19,982 3,029 ) ( 1,820) ( $ 495,496 $ 219,400 52,864 2,747 ) ( 1,747) ( $ 267,770 $ 227,726 Machinery equipment $ 389,647 6,963 49,212 6,382 ) ( 847 847 ) 2,045) ( $ 437,395 $ 176,132 46,457 1,044 ) ( 394 394 ) 2,145) ( $ 219,400 $ 217,995	Leasehold improvements $ 253,705 104,014 847 67,185 ) 2,924) $ 288,457 $ 153,999 39,807 32,082 ) 2,320) $ 159,404 $ 129,053 Leasehold improvements $ 204,949 66,583 1,361 125,366 ) 110,128 - 3,950) $ 253,705 $ 123,305 31,436 105,231 ) 107,644 - 3,155) $ 153,999 $ 99,706	O	ther equipment	c	Unfinished onstruction and equipment pending acceptance $ 43,840 50,400 55,742 ) - 301) $ 38,197 $ - - - $ - $ 38,197 Unfinished onstruction and equipment pending acceptance $ 16,682 41,764 14,606 ) - - - - $ 43,840 $ - - - - - - $ - $ 43,840	Total $ 2,010,224 454,790 26,970 ( 156,217 ) ( 20,909) $ 2,314,858 $ 660,134 177,541 ( 63,410 ) ( 8,379) $ 765,886 $ 1,548,972 Total $ 1,805,722 202,361 66,613 ( 254,740 ) 205,747 ( 1,100 ) ( 14,379) $ 2,010,224 $ 525,144 146,326 ( 200,241 ) 198,479 ( 570 ) ( 9,004) $ 660,134 $ 1,350,090
										( ( c
								O	$ 84,114 3,012 2,035 ( 4,526 ) ( 142) $ 84,493 $ 41,806 10,248 ( 4,006 ) ( 120) $ 47,928 $ 36,565 ther equipment
										(
									$ 76,560 3,968 1,813 ( 995 ) 2,695 - 73 $ 84,114 $ 30,421 9,552 ( 648 ) 2,428 - 53 $ 41,806 $ 42,308

The Consolidated Company's property, plant and equipment are depreciated on a straight-line basis over the following useful lives:

Building and construction
Plant main building	22 to 50 years
Wastewater treatment equipment	10 years
Renovation construction	4 to 5 years
Transportation equipment	1 to 7 years
Office equipment	1 to 10 years
Machinery equipment	1 to 7 years
Leasehold improvements	2 to 7 years
Other equipment	3 to 15 years

For property, plant and equipment pledged as collateral for loans by the Consolidated Company, please refer to Note 39.

• 45 -

17. Lease agreements

• (1) Right-of-use assets

Right-of-use assets
Carrying amount of right-of-use assets Land Building Transportation equipment Addition of right-of-use assets. Land Building Transportation equipment Depreciation expenses of right-of-use assets Land Building Transportation equipment Gain on sublease of right-of-use assets (recorded as other income - rental)	December 31,2021 December 31,2020 $ 58,186 $ 36,079 895,084 918,818 125,109 105,015 $ 1,078,379 $ 1,059,912 Year ended December 31,			December 31,2020
			2021 $ 24,515 703,297 58,521 $ 786,333 $ 2,409 373,404 38,426 $ 414,239 $ 3,571		2020
					$ 36,536 545,359 70,267 $ 652,162 $ 457 349,849 30,260 $ 380,566 $ 19,625

• (2) Lease liabilities

Lease liabilities
Carry amount of lease liabilities Current Non-current	December 31,2021 $ 392,229 $ 843,953	December 31,2020
			$ 371,524 $ 676,102

The discount rate range for lease liabilities is as follows

Land Building and construction Transportation equipment	December 31,2021 1.42% 1.25%～4.75% 1.25%～1.7%	December 31,2020
		1.42% 1.25%～4.75% 1.25%～1.7%

• (3) Significant lease activities and terms

The Consolidated Company leases certain land and buildings as plants and offices with lease periods from 2011 to 2041, upon

• 46 -

termination of which, the Consolidated Company has no bargain purchase option for the leased buildings.

The Consolidated Company incurred lease modification gains of $885 thousand and lease modification losses of $6 thousand for 2021 and 2020, respectively.

The Consolidated Company negotiated with some lessors on building leases in 2021 and 2020 due to the severe impact of the COVID-19 pandemic on the market economy, and the lessors agreed to unconditionally reduce the rental amounts in 2021 and 2020. The Consolidated Company recognized $4,610 thousand and $13,818 thousand (recorded as operating expenses - reduction in rental expense) in 2021 and 2020, respectively, for the effect of the aforementioned rental reduction.

(4) Sublease

The total future lease payments to be received under operating subleases are as follows:

subleases are as follows:
Year 1 Year 2 Year 3 Year 4 Year 5 More than 5 years	December 31,2021 $ 939 523 - - - - $ 1,462	December 31,2020
			$ 31,536 30,213 27,914 19,161 7,620 - $ 116,444

(5) Information on other leases

Information on other leases
Short-term lease expenses Lease expenses for low-value assets Variable lease payment expense not included in the measurement of lease liabilities Total cash (outflows) from leases		Year ended December 31,
		2021 $ 4,521 $ 447 $ 11,125 $ 471,384)		2020
	(		(	$ 11,356 $ 332 $ 5,558 $ 411,886)

The Consolidated Company elected to apply the exemption from recognition to certain office equipment leases that qualify as low -value asset leases and did not recognize the related right-of-use assets and lease liabilities for these leases.

All lease commitments with lease periods beginning after the balance sheet date are as follows:

• 47 -

Lease commitments

December 31, 2021 December 31, 2020 $ 121,800 $ -

18. Other intangible assets

Cost Balance at the beginning of the year Acquired separately Disposal in the period Reclassification Net exchange differences Balance at the end of the year	Year ended December 31,	Year ended December 31,
	2021 $ 20,112 3,656 ( 188 ) ( 1,190 ) ( 157) $ 22,233	2020
		$ 18,348 3,359 ( 1,366 ) - ( 229) $ 20,112

Accumulated depreciations Balance at the beginning of the year Amortization expenses Disposal in the period Reclassification Net exchange differences Balance at the end of the year Net amount at the end of the year	Year ended December 31,	Year ended December 31,
	2021 $ 14,337 2,091 ( 159 ) ( 330 ) ( 140) $ 15,799 $ 6,434	2020
		$ 12,486 2,403 ( 357 ) - ( 195) $ 14,337 $ 5,775

Amortization expense is provided on a straight-line basis over the following useful lives:

Computer software costs

5 to 10 years

19. Prepayments

Prepaid rental Prepaid insurance Prepayments for goods Supplies inventory Retained tax credits and input tax Others	December 31,2021 $ 7,746 1,656 84,080 9,067 2,559 11,725 $ 116,833	December 31,2020	December 31,2020
			$ 3,613 1,164 57,562 6,463 2,011 15,200 $ 86,013

Prepayments for goods

The Consolidated Company's prepayments mainly consist of prepayments made under purchase contracts for materials with domestic and foreign vendors.

• 48 -

20. Other assets

Current Temporary payments Other financial assets - current (1) Others Non-current Prepayments for equipment (2) Refundable deposits (3)	December 31,2021 $ 605 10,397 79 $ 11,081 $ 80,076 $ 152,073	December 31,2020	December 31,2020
			$ 508 13,166 6 $ 13,680 $ 51,372 $ 145,674

• (1) Other financial assets - restricted bank deposits

The Consolidated Company's other financial assets-restricted bank demand deposits are mainly trust lodgments for the issuance of stored value cards and gift certificates, as described in Note 39.

• (2) Prepayments for equipment

The Consolidated Company’s prepayments for equipment are advanced payments for the purchase of property, plant and eq uipment used in the production of products or services.

(3) Refundable deposits

The refundable deposits are cash pledges provided by the Consolidated Company under lease agreements to acquire the real estate right-of-use assets in its sales stores.

21. Loans

• (1) Short-term loans

Short-term loans
Secured loans (Note 39)	December 31,2021 $ 27,000	December 31,2020
			$ 70,000

The bank loans were secured by pledges of the Consolidated Company's own land and buildings (see Note 39), with effective interest rates ranging from 1.16% and 1.2% per annum as of December 31, 2021 and 2020. The amount drawn was used for short -term operating turnover and material purchases.

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(2) Long-term loans

Secured loans (Note 39) Hitachi Capital Corp. Mortgaged loans Hang Seng Bank Limited Mortgaged loans Mortgaged loans Mortgaged loans Bank of Taiwan Mortgaged loans Mega International Commercial Bank Mortgaged loans Less: current portion Long-term bank loans	Maturity date 2017.2.8- 2022.1.10 2016.11.28 -2031.11.2 8 2018.5.31- 2033.5.31 2021.6.1- 2031.6.1 2019.4.1 -2021.4.1 2018.7.5 -2025.7.4	Material terms The total borrowing amount is HK$600,035 and the principal is repayable in 60 equal installments from the date of borrowing (2017.2.8), with interest charged monthly. The total borrowing amount is HK$3,112,000 and the principal is repayable in 180 equal installments from the date of borrowing (2016.11.28), with interest charged monthly. The total borrowing amount is HK$2,280,000 and the principal is repayable in 100 equal installments from the date of borrowing (2018.6.30), with interest charged monthly. The total borrowing amount is HK$10,600,000 and the principal is repayable in 120 equal installments from the date of borrowing (2021.6.1), with interest charged monthly. The total borrowing amount is $50,000 thousand. The principal is repayable in one lump sum upon maturity and interest is charged monthly. The total borrowing amount is $70,000 thousand and the principal is repayable in 84 equal installments from the date of borrowing (2018.7.5), with interest charged monthly.	Effective interest rate 2.0% 2.2% 2.5% 2.5% 1.2% 1.17%	December 31, 2021 $ - 7,706 6,469 35,954 - 35,819 ( 14,586) $ 71,362	December 31, 2020	December 31, 2020
				(	(	$ 319 8,687 7,191 - 50,000 45,815 61,523) $ 50,489

Bank loans are secured by pledges of the Company's own land, buildings and machinery equipment.

22. Notes payable and accounts payable

Notes payable Incurred as a result of operations Accounts payable Incurred as a result of operations	December 31,2021 $ 2,836 $ 202,014	December 31,2020	December 31,2020
			$ 12,756 $ 170,478

• (1) Notes payable

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As of December 31, 2021 and 2020, the Consolidated Company had no notes payable to banks in its accounting book.

• (2) Accounts payable

The average credit period for accounts payable ranges from 7 to 30 days. The Consolidated Company has a financial risk management policy to ensure that all accounts payable are paid within the prearranged credit period.

23. Other liabilities

Current Other payables Non-related party Salaries payable and bonus Business tax payable Service expenses payable Social insurance & housing fund payable Remuneration payable to employees and directors and supervisors Insurance premiums payable Pension payable Equipment payables Dividends payable Others Related party (Note 38) Others Other liabilities Financial liabilities Advanced receipts Temporary receipts Receipts under custody Non-current Other liabilities Deposits received	December 31,2021 $ 214,873 10,879 4,052 15,960 15,000 15,092 9,360 32,401 150,112 83,753 551,482 260 $ 551,742 $ 40,774 1,253 2,385 18,159 $ 62,571 $ 29,052	December 31,2020	December 31,2020
			$ 206,722 25,472 2,918 16,606 19,200 13,576 8,499 32,872 - 68,533 394,398 140 $ 394,538 $ 40,504 3,170 120 15,300 $ 59,094 $ 27,107

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24. Provision for liabilities

Non-current Decommissioning liabilities Balance as of January 1, 2021 Provision for the year Disposal in the year Net exchange differences Balance as of December 31, 2021 Balance as of January 1, 2020 Provision for the year Disposal in the year Amount acquired through business combinations Net exchange differences Balance as of December 31, 2020	December 31,2021 $ 8,875	December 31,2020
		$ 7,672 Decommissioning liabilities
		$ 7,672 3,200 ( 1,897 ) ( 100) $ 8,875 $ 4,788 484 ( 463 ) 3,000 ( 137) $ 7,672

The provision for decommissioning liabilities is the estimated cost of restoring the original condition of the leased assets to the lessor when the Consolidated Company leases the stores from the owners.

25. Retirement benefit plans

(1) Defined contribution plan

The Consolidated Company’s pension plan under the Labor Pension Act is a government-administered defined contribution pension plan, which requires the Consolidated Company to contribute 6% of employees' monthly salaries to the individual accounts of the Bureau of Labor Insurance.

Within the Consolidated Company, including the Company and subsidiaries, Bafang Yunji Restaurant Co., Ltd., Dante Coffee & Foods Co., Ltd., and Dante Creative Co., Ltd. recognized $37,300 thousand and $28,935 thousand of expenses in the consolidated statements of comprehensive income for 2021 and 2020, respectively, in accordance with the specified contribution percentage of the defined contribution plan.

The employees of the Consolidated Company's subsidiaries in Mainland China and Hong Kong are subject to the retirement benefit plans operated by the local governments. The subsidiary is required to contribute a certain percentage of salary costs to the retirement benefit plan to fund the plan. The Consolidated Company's obligation to this government-operated retirement benefit plan is only to contribute a specific amount. The amount contributed in 2021 and 2020 was recognized as expenses in the consolidated statements of

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comprehensive income with a total of $9,775 thousand and $10,613 thousand, respectively.

Within the Consolidated Company, Fang Sin International Trading Co., Ltd., Bafang Co., Ltd., Bafang Yunji Restaurant Group LLC, Bafang Yunji Foods LLC, Shichang Interior Design Co., Ltd, and Shanghai Dante Coffee Co., Ltd do not have retirement plans for their employees, and are not applicable to the retirement benefit plans operated by the local governments because they do not have regular employees in their establishment.

(2) Defined benefit plan

The pension plan of the Company under the Labor Standards Act of the ROC is a government-administered defined benefit pension plan. Employees' pension payments are based on the average salary for the six months before the date of retirement. The companies contribute 4% of the employees' monthly salaries to the pension fund, which is deposited in the name of the Supervisory Committee of Labor Retirement Reserve in a dedicated account in the Bank of Taiwan. Before the end of the year, if the estimated balance in the account is not sufficient to pay the employees who are expected to meet the retirement criteria in the following year, the difference will be made up in one lump sum by the end of March of the following year. The Consolidated Company does not have the right to influence the investment management strategy as the dedicated account is entrusted to be administered by the Bureau of Labor Funds of the Ministry of Labor.

The amounts of defined benefit plan included in the balance sheet are shown as follows:

are shown as follows:
Present value of defined benefit obligations Fair value of plan assets Net defined benefit liabilities	December 31,2021 $ 13,034 ( 8,060) $ 4,974	December 31,2020
	(	(	$ 12,896 7,398) $ 5,498

Changes in net defined benefit liabilities are as follows:

January 1, 2020 Service costs Interest expenses (income) Recognized in profit or loss Remeasurement Actuarial gains (losses) from changes in demographic assumptions	Present value of defined benefit obligations $ 10,819 108 108 111		Fair value of plan assets $ 6,623) 69) 69) -	Net defined benefit liabilities	Net defined benefit liabilities
		( ( (			$ 4,196 39 39 111

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from previous page)
Return on planned assets (other than the amount included in net interest) Actuarial gains - changes in financial assumptions Actuarial gains - adjustments through experience Recognized in other comprehensive income Contribution from the employer December 31, 2020 January 1, 2021 Service costs Interest expenses (income) Recognized in profit or loss Remeasurement Actuarial gains (losses) from changes in demographic assumptions Return on planned assets (other than the amount included in net interest) Actuarial gains - changes in financial assumptions Actuarial gains - adjustments through experience Recognized in other comprehensive income Contribution from the employer December 31, 2021	Present value of defined benefit obligations $ - 965 893 1,969 - $ 12,896 $ 12,896 64 64 440 - ( 767 ) 401 74 - $ 13,034	Fair value of plan assets ( $ 192 ) - - ( 192) ( 514) ($ 7,398) ($ 7,398) ( 38) ( 38) - ( 92 ) - - ( 92) ( 532) ($ 8,060)	Net defined benefit liabilities
			( $ 192 ) 965 893 1,777 ( 514) $ 5,498 $ 5,498 26 26 440 ( 92 ) ( 767 ) 401 ( 18) ( 532) $ 4,974

The amounts recognized in profit or loss for defined benefit plan are summarized by function as follows:

Operating expenses		Year ended December 31,	Year ended December 31,	Year ended December 31,
		2021 $ 26		2020
				$ 39

The Consolidated Company is exposed to the following risks as a result of the pension system under the “Labor Standards Act”:

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• A. Investment risk: The Bureau of Labor Funds, Ministry of Labor invests the labor pension fund in domestic and foreign equity securities, debt securities, and bank deposits through its own management or entrusted third parties, but the amount allocated to the Consolidated Company's plan assets is based on the income at a rate no less than the local bank's 2-year time deposit rate.

• B. Interest rate risk: A decrease in interest rates on government bonds will increase the present value of the defined benefit obligation, but the return on debt investment in plan assets will also increase, which will have a partially offsetting effect on the net defined benefit obligation.

• C. Salary Risk: The present value of the defined benefit obligation is calculated by reference to the future salary of the plan member. Therefore, increases in plan member’s salary will result in an increase in the present value of the defined benefit obligation.

The present value of the Consolidated Company's defined benefit obligation was actuarially determined by a qualified actuary and the significant assumptions at the measurement date were as follows.

Discount rate Expected rate of salary increase	December 31,2021 0.875% 3%	December 31,2020
		0.5% 3%

The amount by which the present value of the defined benefit obligation would increase (decrease) if there are reasonable possible changes in significant actuarial assumptions, with all other assumptions held constant, is as follows:

Discount rate Increase by 0.25% Decrease by 0.25% Expected rate of salary increase Increase by 0.25% Decrease by 0.25%	December 31,2021 ($ 486) $ 513 $ 494 ($ 472)	December 31,2020	December 31,2020
	( (	( (	$ 495) $ 522 $ 501 $ 479)

The sensitivity analysis above may not reflect actual changes in the present value of the defined benefit obligation because the actu arial assumptions may be correlated and changes in only one assumption are not feasible.

not feasible.
The expected contributions to the plan for the next year Average duration to maturity of defined benefit obligations	December 31,2021 $ 550 17.6 years	December 31,2020
			$ 539 15.7 years

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26. Equity

(1) Share capital

Common stock

Share capital Common stock
Authorized number of shares (in thousands) Authorized share capital Number of issued and fully paid shares (in thousands) Issued share capital	December 31,2021 100,000 $ 1,000,000 66,045 $ 660,448	December 31,2020
			100,000 $ 1,000,000 60,045 $ 600,448

The issued common stock has a par value of $10 per share and each share has one voting right and is entitled to receive dividends.

On July 20, 2021, the Board of Directors of the Parent Company resolved to increase capital by cash with issuance of 6,000 thousand shares of common stock at a par value of $10 per share and at a premium of $155 per share, resulting in a paid-in capital of $660,448 thousand after the capital increase. The registration of the aforementioned cash capital increase was approved into effect by the Taiwan Stock Exchange Corporation on August 4, 2021, and the Board of Directors authorized the Chairperson to decide on September 7, 202 1 as the base date for the capital increase and the change registration was approved by the Department of Commerce, Ministry of Economic Affairs on September 30, 2021.

• (2) Capital surplus

Capital surplus
For loss make-up, payment in cash or capitalization as equity (A) Share issue premium Difference between the actual acquisition price and the book value of the subsidiary Employee share-based payment remuneration costs Lapsed employee stock options Not for any purpose Employee stock options	December 31,2021 $ 924,436 - 22,735 132 947,303 23,016 $ 970,319	December 31,2020
			$ 3,235 2,925 22,735 - 28,895 5,754 $ 34,649

• A. Such capital surplus may be used to make up for losses or, when the Company has no losses, to distribute cash or to capitalize equity, provided that the capitalization is limited to a certain percentage of the paid-in capital each year.

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(3) Retained Earnings and Dividend Policy

In accordance with the earnings distribution policy of the Company’s Articles of Incorporation, the surplus earning distribution or losses make-up proposal may be made after the end of each semi-annual fiscal year. The Board of Directors shall resolve the distribution of earnings in cash, and the shareholders' meetin g shall resolve the distribution of earnings by issuing new shares.

In accordance with the earnings distribution policy of the Company's Articles of Incorporation, if there are any surplus earnings as indicated in the final accounting results, the Company shall first pay tax and make up for the accumulated losses, and then set aside 10% as legal reserve, except when the accumulated legal reserve has reached the amount of the Company's paid-in capital, and the rest shall be set aside as special reserve or offset by reversal of special reserve as required by law; If there are still remaining earnings, the Board of Directors shall prepare a proposal for the distribution of the remainder together with the accumulated undistributed earnings, and submit it to the shareholders’ meeting for resolution on the distribution of dividends to shareholders In accordance with the earnings distribution policy of the Company’s Articles of Incorporation, the Board of Directors is authorized to distribute dividends and bonuses, or all or part of the legal reserve and capital surplus as provided in paragraph 1, Article 241 of the Company Act, to shareholders in cash by a resolution with the attendance of a majority of the directors and the approval of at least two-thirds of the directors present and report to the shareholders' meeting.

The Company's policy on the distribution of remuneration to employees and remuneration to directors as stipulated in the Company's Articles of Incorporation is described in Note 28(7) Remuneration to Employees, Directors and Supervisors

The Company is in a growth stage and its dividend policy is based on the different stages of Company's business development, profitability, medium- and long-term financial capital budget planning, and shareholders' interests, and other factors. Dividends are paid in the form of stock dividends or cash dividends as appropriate. No less than 20% of the available-for-distribution earnings is appropriated annually as stockholders' dividends, of which no less than 20% of the total dividends should be in cash.

The legal reserve should be appropriated until the balance reaches the total paid-in capital of the Company. The legal reserve may be used to make up for losses if the Company has no losses, the excess of legal reserve over 25% of the paid-in capital may be capitalized as equity or distributed in cash

The Company has provided and reversed the special reserve in accordance with the letter Jin-Guan-Zheng-Fa-Zi No. 1010012865 and the provisions of the "Questions and Answers on the Application of International Financial Reporting Standards (IFRSs) to the Provision of Special Reserve". Prior to the amendment of the Articles of

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Incorporation, the Company provided for special reserve from undistributed earnings from prior periods in accordance with the law.

The Board of Directors resolved the earnings distribution for 2021 and 2020 as follows:

and 2020 as follows:
Board of Directors' resolution date Legal reserve Special reserve Cash dividends Cash dividends per share (NT$)	January 1 to June 30,2021 August 10, 2021 $ 28,256 $ 8,983 $ 150,112 $ 2.27	July 1 to December 31, 2020 April 13, 2021 $ 63,219 $ 12,344 $ 390,291 $ 6.50	January 1 to June 30,2020
			August 13, 2020 $ - $ - $ - $ -

The Board of Directors' meeting on March 22, 2022 proposed the following earnings distribution for the second half of 2021.

following earnings distribution for the second half of	2021.	2021.
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$)	July 1 to December 31,2021
		$ 25,284 $ 5,666 $ 279,179 $ 4.23

The above cash dividends have been approved by the Board of Directors, and the rest are subject to the resolution of the shareholders' meeting scheduled to be held on June 15, 2022.

• (4) Special reserve

Special reserve
Balance at the beginning of the year Provision for special reserve Provision for deductions to other equity items Balance at the end of the year		Year ended December 31,
		2021 $ 27,261 21,328 $ 48,589		2020
				$ 12,958 14,303 $ 27,261

• (5) Other equity items

Exchange differences on translation of financial statements of foreign operations

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Balance at the beginning of the year Exchange differences on translation of financial statements of foreign operations Income tax related to translation of financial statements of foreign operations Balance at the end of the year	Year ended December 31,	Year ended December 31,
	2021 ( $ 39,605 ) ( 18,314 ) 3,664 ($ 54,255)	2020
		( $ 27,261 ) ( 15,431 ) 3,087 ($ 39,605)

The translation differences arising from the translat ion of the financial statements of foreign operations from their functional currencies to the Company's presentation currency (i.e., NTD) are recognized directly in the exchange differences on translation of financial statements of foreign operations under other comprehensive income.

• (6) Non-controlling interests

income. Non-controlling interests
Balance at the beginning of the year Share attributable to non-controlling interests Net profit (loss) for the year Other comprehensive income for the year Exchange differences on translation of financial statements of foreign operations Purchase of non-controlling interests in the subsidiary, Dantee (Note 34) Acquisition of additional non-controlling interests in the subsidiary, Dantee (Note 33) Increase in non-controlling interests in the newly established U.S. subsidiary (Note 14) Decrease in non-controlling interests due to disposal controlling interests of the subsidiary, Ke Yi Balance at the end of the year	Year ended December 31,
	2021 $ 69,195 ( 15,651 ) ( 1,039 ) ( 12,335 ) - - - $ 40,170		2020
			$ - 67 - - 29,114 39,875 139 $ 69,195

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27. Revenue

Revenue from customer contracts Revenue from merchandise sales Licensing revenue		Year ended December 31,	Year ended December 31,	Year ended December 31,
		2021 $ 5,943,455 11,665 $ 5,955,120		2020
				$ 5,180,816 3,218 $ 5,184,034

• (1) Description of customer contracts

• A. Revenue from merchandise sales

The revenue from merchandise sales is derived from the manufacturing and sale of products related to restaurant chains and the sale of food ingredients used by franchisees to manufacture and sell related products. The Consolidated Company recognizes revenue and accounts receivable at the point when the products are manufactured, sold and the food ingredients delivered to the franchisee's designated location, as the customer has the right to set the price and use the merchandise and has the primary responsibility for the merchandise at the time of resale, and bears the risk of obsolescence of the merchandise. Revenue from merchandise sales is based on contract agreements with fixed prices.

B. Licensing revenue

Licensing revenue is the licensing revenue received by the Consolidated Company from franchisees. The nature of licensing is to provide franchisees with access to intellectual property that exists during the licensing period.

• (2) Contract balance

Contract balance
Notes receivable and accounts receivable (Note 11)	December 31, 2021 $ 126,579	December 31, 2020 $ 98,081	January1,2020
				$ 81,288

• (3) Disaggregation of revenue from contracts with customers

Revenue from merchandise sales Licensing revenue				Year ended December 31,	Year ended December 31,	Year ended December 31,
				2021
		Taiwan $ 4,789,268 11,182 $ 4,800,450		HongKong $ 1,098,480 360 $ 1,098,840		China $ 55,707 123 $ 55,830		Total
								$ 5,943,455 11,665 $ 5,955,120

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Revenue from merchandise sales Licensing revenue				Year ended December 31,	Year ended December 31,	Year ended December 31,
				2020
		Taiwan $ 4,115,407 3,049 $ 4,118,456		HongKong $ 1,001,931 - $ 1,001,931		China $ 63,478 169 $ 63,647		Total
								$ 5,180,816 3,218 $ 5,184,034

1. Net profit from continuing operations

2. (1) Interest income

Interest income
Bank deposits Interest receivable on leases		Year ended December 31,
		2021 $ 1,228 2,174 $ 3,402			2020
					$ 1,114 - $ 1,114

• (2) Other income

Other income
Rental income Government subsidies (Note 32) Others Other gains and losses Gain on disposal of property, plant and equipment Loss on disposal of affiliates accounted for using the equity method Loss on financial assets at fair value through profit or loss Losses on disposal of subsidiaries Net foreign currency exchange gain Lease modification gain (loss) Other losses		Year ended December 31,
		2021 2020 $ 3,628 $ 19,682 20,132 67,590 25,194 19,839 $ 48,954 $ 107,111 Year ended December 31,		2020
			2020
			$ 2,022 ( 10,130 ) - ( 779 ) 67 ( 6 ) ( 9,929) ($ 18,755)

• (3) Other gains and losses

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(4) Financial costs

Financial costs
Interest on bank loans Interest on lease liabilities		Year ended December 31,
		2021 $ 2,028 20,353 $ 22,381		2020
				$ 2,387 16,713 $ 19,100

No interest was capitalized in 2021 and 2020 of the Consolidated Company.

• (5) Depreciation and amortization

Depreciation and amortization
Depreciation expenses summarized by function Operating costs Operating expenses Amortization expenses summarized by function Operating costs Selling expenses Administrative expenses		Year ended December 31,
		2021 $ 298,417 293,363 $ 591,780 113 365 1,613 $ 2,091		2020
				$ 274,703 252,189 $ 526,892 116 749 1,538 $ 2,403

• (6) Employee benefit expenses

Employee benefit expenses
Short-term employee benefits Retirement benefits Defined contribution plan Defined benefit plan (Note 25) Share-based payment Equity settlement Total employee benefit expenses Summarized by function Operating costs Operating expenses		Year ended December 31,
		2021 $ 1,149,003 47,075 26 25,628 $ 1,221,732 $ 517,442 704,290 $ 1,221,732		2020
				$ 1,023,307 39,548 39 5,754 $ 1,068,648 $ 456,603 612,045 $ 1,068,648

(7) Remuneration to employees, directors and supervisors

In accordance with the provision of the Articles of Incorporation, the Company shall use the current year's pre-tax profit before the distribution of the remuneration to employees and directors to make up

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for the accumulated loss, and if there is any remaining balance, the Company shall appropriate not less than 1% as employees' remuneration and not more than 1% as directors' remuneration. The remuneration to employees, directors and supervisors for 2021 and 2020 were resolved by the Board of Directors on March 22, 2022 and April 8, 2021, respectively, as follows:

Estimated percentage

Estimated percentage
Remuneration to employees Remuneration to directors and supervisors	Year ended December 31,
	2021 1.43% 0.71%	2020
		1.57% 0.82%

Amount

Amount
Remuneration to employees Remuneration to directors and supervisors	Year ended December 31,
	2021 Cash $ 10,000 5,000	2020
		Cash
		$ 12,600 6,600

If there is any change in the amount after the publication of the annual consolidated financial statements, it will be handled as a change in accounting estimate and the adjustment will be posted in the next year.

The actual amounts of remuneration to employees, directors and supervisors in 2020 and 2019 did not differ from the amounts recognized in the financial statements in 2020 and 2019.

For information on remuneration to employees, directors and supervisors resolved by the Board of Directors, please visit the Market Observation Post System.

1. Income tax for continuing operations

2. (1) Major components of income tax expense recognized in profit or loss

The major components of income tax expense are as follows

Income tax for the current year Generated in the current year Surtax on undistributed earnings Adjustments to prior years		Year ended December 31,	Year ended December 31,	Year ended December 31,
		2021 $ 144,883 8,317 16,288) 136,912		2020
	(		(	$ 172,678 3,428 1,626) 174,480

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from previous page)
Deferred income tax Generated in the current year Income tax expense recognized in profit or loss		Year ended December 31,
		2021 $ 12,900 $ 149,812		2020
				$ 7,534 $ 182,014

The reconciliation of accounting income to income tax expense for the period is as follows:

the period is as follows:
Net income before tax from continuing operations Income tax expense on net profit before tax at the rate applicable to income of the relevant country Non-deductible expenses for tax return Surtax on undistributed earnings Deduction by loss carryforward for the current period Adjustment to current income tax expense of prior years Income tax expense recognized in profit or loss		Year ended December 31,
				2020
			$ 815,692 $ 199,254 ( 7,738 ) 3,428 ( 11,304 ) ( 1,626) $ 182,014

(2) Income tax recognized in other comprehensive income

Income tax recognized in other	comprehensive income	comprehensive income	comprehensive income
Deferred income tax Generated in the current year －Remeasurement of defined benefit plan －Exchange differences from foreign operations Income tax recognized in other comprehensive income	Year ended December 31,
	2021 ( $ 3 ) 3,664 $ 3,661		2020
			$ 355 3,087 $ 3,442

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• (3) Current income tax assets and liabilities

Current income tax assets Tax refund receivable Current income tax liabilities Income tax payable	December 31,2021 $ 8,373 $ 75,155	December 31,2020	December 31,2020
			$ 254 $ 99,391

• (4) Deferred income tax assets and liabilities

Changes in deferred income tax assets and liabilities are as follows:

For the year ended December 31, 2021

For the year ended December 31, 2021	For the year ended December 31, 2021
Balance at the beginning of theyear Recognized in profit or loss Deferred income tax assets Temporary differences Unrealized loss on decline in value of inventories $ 1,714 $ - Unrealized doubtful accounts expense 22 - Undistributed earnings of subsidiaries 27,219 ( 13,004 ) Exchange differences from foreign operations 9,902 - Unrealized exchange losses 18 ( 15 ) Defined benefit plan 1,317 - Others 549 213 $ 40,741 ($ 12,806) Deferred income tax liabilities Temporary differences Payment differences of defined contribution plan ( $ 464 ) ( $ 102 ) Unrealized exchange gains ( 36) 8 ($ 500) ( $ 94) For the year ended December 31, 2020 Balance at the beginning of theyear Recognized in profit or loss Deferred income tax assets Temporary differences Unrealized loss on decline in value of inventories $ 655 $ 1,059 Unrealized doubtful accounts expense 22 -		Recognized in other comprehensive income $ - - - 3,664 - ( 3 ) - $ 3,661 $ - - $ - Recognized in other comprehensive income $ - -	Balance at the end of theyear
			$ 1,714 22 14,215 13,566 3 1,314 762 $ 31,596 ( $ 566 ) ( 28) ($ 594) Balance at the end of theyear
Deferred income tax assets Temporary differences Unrealized loss on decline in value of inventories Unrealized doubtful accounts expense	Balance at the beginning of theyear $ 655 22
			$ 1,714 22

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Undistributed earnings of subsidiaries Exchange differences from foreign operations Unrealized exchange losses Defined benefit plan Others Deferred income tax liabilities Temporary differences Payment differences of defined contribution plan Unrealized exchange gains	Balance at the beginning of theyear $ 36,253 6,815 - 962 - $ 44,707 ( $ 369 ) ( 5) ($ 374)	Recognized in profit or loss ($ 9,034 ) - 18 - 549 ($ 7,408) ( $ 95 ) ( 31) ($ 126)	Recognized in other comprehensive income $ - 3,087 - 355 - $ 3,442 $ - - $ -	Balance at the end of theyear
				$ 27,219 9,902 18 1,317 549 $ 40,741 ( $ 464 ) ( 36) ($ 500)

(5) Income tax assessment status

The income tax returns of the Company and its subsidiaries Bafang Yunji Restaurant Co., Ltd. and Fang Sin International Trading Co., Ltd. had been assessed by the tax authorities through 2019.

30. Earnings per share (EPS)

Basic earnings per share Diluted earnings per share		Unit: NT$ per share Year ended December 31,	Unit: NT$ per share Year ended December 31,	Unit: NT$ per share Year ended December 31,
		2021 $ 8.74 $ 8.68		2020
				$ 10.55 $ 10.53

Earnings attributable to shareholders of the Company and the weighted-average number of shares of common stock used to calculate earnings per share were as follows:

Net profit for the year

Net profit for the year
Net profit attributable to shareholders of the Company Impact of potential common stock with dilutive effect: Remuneration to employees Net profit used to calculate diluted earnings per share		Year ended December 31,
		2021 $ 541,341 - $ 541,341		2020
				$ 633,611 - $ 633,611

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Number of shares

Unit: In thousands of shares

Number of shares		Unit: In thousands of shares	Unit: In thousands of shares	Unit: In thousands of shares
Weighted-average number of shares of common stock used to calculate basic earnings per share Impact of potential common stock with dilutive effect: Remuneration to employees Employee stock options Weighted-average number of shares of common stock used to calculate diluted earnings per share		Year ended December 31,
		2021 61,952 98 302 62,352		2020
				60,045 155 - 60,200

If the Company has the option to pay remuneration to employees in stock or cash, the calculation of diluted earnings per share will adopt the assumption that employee remuneration will be paid in stock and is included in the weighted-average number of shares of common shares outstanding for the purpose of calculating diluted earnings per share when the potential common shares have a dilutive effect. The dilutive effect of these potential common shares will continue to be considered in the calculation of diluted earnings per share prior to the issuance of shares in the following year's resolution for remuneration to employees.

31. Share-based payment agreement

(1) The Company’s employee stock option plan

In September 2020, the Company granted 600 thousand units of stock options to employees, each unit of which is entitled to one share of common stock. The grant was made to employees of the Company and its subsidiaries who meet certain criteria. The stock options are granted for a duration of 5 years, and the holders of the stock options can exercise a certain percentage of the stock options granted after 2 years from the date of grant. The exercise price of the stock options is the closing price of the Company's common stock on the date of issuance. In the event of a change in the Company's common stock after the issuance of the stock options, the exercise price of the stock options shall be adjusted in accordance with the prescribed formula.

Information on employee stock options is as follows:

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Employee stock options Outstanding at the beginning of the year Granted in the year Outstanding at the end of the year Exercisable at the end of the year Weighted average fair value of options granted in the year (NT$)		Year ended December 31,	Year ended December 31,	Year ended December 31,	Year ended December 31,
		2021 Unit: (In thousands) Weighted average exercise price (NT$) 600 $ 30 - 600 - $ -		2020
		Unit: (In thousands) 600 - 600 - $ -		Unit: (In thousands) - 600 600 - $ 72.12	Weighted average exercise price (NT$)
					$ - 30

Information on employee stock options outstanding is as follows:

Range of exercise price (NT$) Weighted average remaining contract period (years)	December 31,2021 $ 30 3.67 years	December 31,2020
		$ 30 4.67 years

The Company used the Black-Scholes valuation model for all employee stock options granted in September 2020, and the input values used in the valuation model were as follows:

Share price on grant date Exercise price Expected volatility Duration Expected dividend yield Risk-free interest rate	September 2020
	124.2 years NT$30 19.74-20.76% 3.5/4/4.5 years 5.14% 0.24%/0.27%/0.29%

The Company recognized remuneration costs of $17,262 thousand and $5,754 thousand in 2021 and 2020, respectively, for share -based payment agreements.

• (2) Cash capital increase reserved for employee stock options in 2021

On July 20, 2021, the Board of Directors resolved to increase capital by cash with issuance of 6,000 thousand shares of common stock at $10 per share, amounting to $60,000 thousand. The employee stock options for the cash capital increase were granted on August 26, 2021. According to Article 267 of the Company Law, 15% of the stock options were reserved for employee stock options, with a total of 900 thousand shares and a recognized remuneration cost of $8,366 thousand.

• 68 -

32. Government subsidies

Bafang Yunji International Company Limited, received subsidies from the "Anti-Epidemic Fund" - Food License Holders Subsidy Scheme under the Anti-Epidemic Fund as a result of the financial assistance provided by the government of the Hong Kong Special Administrative Region to food license holders to alleviate the severe impact of the pandemic on the restaurant and food-related industries, respectively, which were included in non-operating income and expenses - other income in the consolidated statement of comprehensive income . The Consolidated Company recognized other income of $16,412 thousand and $67,590 thousand in 2021 and 2020, respectively.

Dante Coffee & Foods Co., Ltd. received a subsidy of $3,720 thousand from the Ministry of Economic Affairs of Taiwan in response to COVID-19 relief in June 2021, which was included in non-operating income and expenses - other income in the consolidated statement of comprehensive income.

1. Business combinations

2. (1) Acquisition of subsidiary

Dante Coffee & Foods Co., Ltd. and its subsidiaries	Principal business activities Food and beverage manufacturing and sales	Acquisition date November 3, 2020	Percentage of ownership interest with voting rights/acquisiti on(%)	Transfer consideration $ 65,704	Transfer consideration $ 65,704
			69.02%		$ 65,704

On November 3, 2020, the Consolidated Company acquired Dante Coffee & Foods Co., Ltd. and subsidiaries to increase the diversification of the Bafang Yunji Group.

• (2) Transfer consideration

Coffee & Foods Co., Ltd. and subsidiaries diversification of the Bafang Yunji Group. Transfer consideration	to increase the	to increase the
Cash Total	Dante Coffee & Foods Co., Ltd. and subsidiaries
		$ 65,704 $ 65,704

Acquisition-related costs of $65,704 thousand were excluded from the transfer consideration, and other gains and losses of $37 thousand were recognized in the year of acquisition.

• 69 -

(3) Assets acquired and liabilities assumed at the date of acquisition

Assets acquired and liabilities assumed at the date of	acquisition
Current assets Cash and cash equivalents Financial assets measured at amortized cost Notes receivable Accounts receivable Other receivables Current income tax assets Inventories Prepayments Other financial assets - current Other current assets Non-current assets Property, plant and equipment Right-of-use assets. Refundable deposits Current liabilities Short-term loans Notes payable Accounts payable Other payables Lease liabilities - current Contract liabilities - current Other current liabilities Non-current liabilities Lease liabilities - non-current Provision for liabilities - current Other non-current liabilities	Dante Coffee & Foods Co., Ltd. and subsidiaries
	$ 18,755 30,000 3,261 13,114 150,435 30 8,126 1,236 12,038 464 7,268 110,648 11,934 ( 45,004 ) ( 15,719 ) ( 8,983 ) ( 28,018 ) ( 39,210 ) ( 40,728 ) ( 9,764 ) ( 71,562 ) ( 3,000 ) ( 10,503) $ 94,818

• (4) Non-controlling interests

The non-controlling interest (30.98% ownership interest) in Dante Coffee & Foods Co., Ltd. and subsidiaries was measured at the fair value of the non-controlling interest of $29,114 thousand at the date of acquisition, which was estimated using the income method, and the main assumptions used to determine the fair value were as follows.

• A. Discount rate is 10.9%;

• B. Long-term sustainable growth rate of 2%; and

• C. Adjusted for factors considered by market participants, including the lack of control over Dante Coffee & Foods Co., Ltd. and subsidiaries and the lack of marketability of the stock.

• (5) Net cash outflows from subsidiaries acquired

• 70 -

Consideration paid in cash Less: Cash and cash equivalents acquired	Dante Coffee & Foods Co., Ltd. and subsidiaries	Dante Coffee & Foods Co., Ltd. and subsidiaries
	(	$ 65,704 18,755) $ 46,949

• (6) Impact of business combinations on operating results

The operating results from the acquired companies from the date of acquisition were as follows.

acquisition were as follows.
Operating revenue Net profit for the year	Dante Coffee & Foods Co., Ltd. and subsidiaries
		$ 44,554 $ 522

If the business combination had occurred at the beginning of the fiscal year in which the acquisition occurred, the pro forma operating revenue and net profit of the Consolidated Company for 2020 would have been $277,515 thousand and $44,150 thousand, respectively. These amounts do not reflect the actual revenue and operating results that would have been generated by the Consolidated Company had the business combination been completed at the beginning of the year in which the acquisition occurred, and should not be used as a projection of future operating results.

34. Equity transactions with non -controlling interests

On July 15, 2021, the Consolidated Company acquired the shares of Dante Coffee & Foods Co., Ltd., resulting in an increase in ownership from 69.02% to 85.29%.

Since the above transaction did not change the Consolidated Company's control over the subsidiary, the Consolidated Company treated it as an equity transaction.

it as an equity transaction.
Consideration paid for the acquisition Carrying amount of net assets of subsidiaries (transferred in) transferred out of non-controlling interests based on relative changes in equity Equity transaction difference	Dante Coffee & Foods Co.,Ltd.
	(	$ 21,216 12,335) $ 8,881

• 71 -

35. Non-cash transaction

(1) Non-cash transaction

Except as disclosed elsewhere in the notes, the Consolidated Company entered into the following non-cash transactions of investing activities in 2021 and 2020.

• A. Acquisition of property, plant and equipment

Increase in property, plant and equipment Add: Equipment payables at the beginning of the period Decrease in decommissioning liabilities for the period Less: Equipment payables at the end of the period Increase in decommissioning liabilities for the period Cash paid Disposal of property, plant and equipment Disposal price Add: Disposal price receivable at the beginning of the period Less: Disposal price receivable at the end of the period Cash received	Year ended December 31,	Year ended December 31,
	2021 $ 454,790 32,872 1,897 ( 32,401 ) ( 3,200) $ 453,958 $ 97,974 - ( 9,517) $ 88,457	2020
		$ 202,361 10,918 463 ( 32,872 ) ( 484) $ 180,386 $ 206,879 14,048 - $ 220,927

• B. The Consolidated Company reclassified prepayments for equipment to property, plant and equipment of $26,970 thousand and $66,613 thousand in 2021 and 2020, respectively.

• C. In 2021, the Consolidated Company reclassified intangible assets to right-of-use assets of $860 thousand.

• D. In 2021, the Consolidated Company reclassified right-of-use assets to lease receivables of $204,920 thousand.

• (2) Changes in liabilities from financing activities

• 72 -

For the year ended December 31, 2021

Short-term loans Long-term loans Lease liabilities Deposits received		January 1, 2021	Cash flow			Non-cash	changes	changes			December 31, 2021
				N	ew/amended contracts	Cumulative translation adjustments		Interest expenses	Rental concession
		$ 70,000 112,012 1,047,626 27,107 $ 1,256,745	( $ 43,000 ) ( 25,628 ) ( 455,291 ) 1,945 ($ 521,974)		$ - - 636,781 - $ 636,781	$ - ( 436 ) ( 8,677 ) - ($ 9,113)		$ - - 20,353 - $ 20,353	$ - - ( 4,610 ) - ($ 4,610)		$ 27,000 85,948 1,236,182 29,052 $ 1,378,182

For the year ended December 31, 2020

Short-term loans Long-term loans Lease liabilities Deposits received		January 1, 2020		Cash flow						Non-cash	c	hanges						December 31, 2020
						New/amended contracts		Cumulative translation adjustments		Interest expenses		Disposal of subsidiaries		Rental concession		Business combinations
		$ 70,000 124,504 801,777 19,967 $ 1,016,248		( $ 45,004 ) ( 12,492 ) ( 394,640 ) ( 3,163) ($ 455,299)		$ - - 537,860 - $ 537,860		$ - - ( 11,038 ) - ($ 11,038)		$ - - 16,713 - $ 16,713		$ - - - ( 200) ($ 200)		$ - - ( 13,818 ) - ($ 13,818)		$ 45,004 - 110,772 10,503 $ 166,279		$ 70,000 112,012 1,047,626 27,107 $ 1,256,745

36. Capital risk management

The Consolidated Company conducts capital management to ensure that the Group's businesses are able to maximize shareholder returns by optimizing debt and equity balances while continuing to operate.

The Consolidated Company's capital structure consists of the Consolidated Company's net debt (i.e., borrowings less cash and cash equivalents) and equity (i.e., share capital, capital surplus, retained earnings and other equity items).

The Consolidated Company is not subject to other external capital requirements.

The Group's capital structure is reviewed annually by the Consolidated Company's key management, which includes consideration of the cost of each type of capital and the related risks. The Consolidated Company will balance its overall capital structure by paying dividends, issuing new shares, buying back shares and issuing new debt or paying off old debt, as recommended by key management.

37. Financial instrument

• (1) Fair value information - financial instruments not measured at fair value

The Consolidated Company's management considers that the carrying amounts of financial assets and liabilities that are not measured at fair value approximate their fair values.

• (2) Fair value information - financial instruments measured at fair value on a repeated basis

• A. Fair value hierarchy

December 31, 2021

• 73 -

Financial assets at fair value through profit or loss Structured deposits Financial assets at fair value through other comprehensive income Investments in equity instruments Stocks of domestic non-listed companies December 31, 2020 Financial assets at fair value through other comprehensive income Investments in equity instruments Stocks of domestic non-listed companies	Financial assets at fair value through profit or loss Structured deposits Financial assets at fair value through other comprehensive income Investments in equity instruments Stocks of domestic non-listed companies December 31, 2020 Financial assets at fair value through other comprehensive income Investments in equity instruments Stocks of domestic non-listed companies	Level 1 $ - $ - Level 1 $ -		Level 2 $ 94,302 $ - Level 2 $ -		Level 3 $ - $ 3,750 Level 3 $ 3,750		$	Total 94,302 3,750 Total
								$
Financial assets at fair value through other comprehensive income Investments in equity instruments Stocks of domestic non-listed companies
								$	3,750

There were no transfers between Level 1 and Level 2 fair value measurements in 2021 and 2020.

B. The reconciliation of financial instruments measured at fair value in Level 3

For the year ended December 31, 2021

value measurements in 2021 and 2020. The reconciliation of financial instruments in Level 3 For the year ended December 31, 2021	measured at fair value	measured at fair value
Balance at the beginning of the year Balance at the end of the year Unrealized other gains and losses for the period	Financial assets at fair value through other comprehensive income
	Equityinstruments
		$ 3,750 $ 3,750 $ -

For the year ended December 31, 2020

For the year ended December 31, 2020
Balance at the beginning of the year Purchase Balance at the end of the year Unrealized other gains and losses for the period	Financial assets at fair value through other comprehensive income
	Equityinstruments
		$ - 3,750 $ 3,750 $ -

• 74 -

C. Level 2 fair value measurement valuation techniques and input values

Type of financial instruments Valuation techniques and input values Structured deposits The fair value is based on the discounted value mandatorily measured at of future cash flows using the discount rate fair value through profit curve derived from quoted prices in the open or loss market.

• D. Level 3 fair value measurement valuation techniques and input values

	values
	The fair value	of unlisted	(over-the-counter) equity
	instruments is based on an analysis of the			investee's financial
	condition and operating	results, recent	transaction prices, quoted
	prices in active markets for similar		instruments and valuation
	multipliers for comparable companies, and is not based on
	assumptions supported	by observable	market prices or interest
	rates. Significant unobservable input values			are as follows, and
	the fair value of these investments		would	increase when the
	liquidity discount is reduced.
	Type of financial instruments
		December 31,	2021	December 31,2020
	Financial assets
	Measured at amortized cost
	(Note 1)	$ 1,970,436		$ 1,318,361
	Measured at fair value through
	profit or loss
	Mandatorily measured at
	fair value through profit
	or loss	94,302		-
	Financial assets at fair value
	through other
	comprehensive income	3,750		3,750
	Financial liabilities
	Measured at amortized cost
	(Note 2)	939,366		786,891

• (3) Type of financial instruments

Note 1: The balances include financial assets measured at amortized cost such as cash and cash equivalents, notes receivable, accounts receivable, financial assets at amortized cost - current, other receivables, other financial assets - current, and refundable deposits.

• Note 2: The balances include financial liabilities measured at amortized cost such as short-term loans, notes payable, accounts payable, other payables, other financial liabilities - current, long-term loans and deposits received.

• 75 -

(4) Financial risk management objectives and policies

The Consolidated Company's major financial instruments include equity investments, accounts receivable and accounts payable. The Consolidated Company's financial management department provides services to each business unit, coordinates access to domestic and international financial markets, and monitors and manages the financial risks associated with the Consolidated Company's operations through internal risk reports that analyze the risk of violence according to the level and breadth of risk. These risks include market risk (including exchange rate risk and interest rate risk), credit risk and liquidity risk.

The Consolidated Company's finance department reviews the extent of each risk through annual budgeting and proposes financial planning measures in advance to effectively control each risk . We also regularly evaluate and review the development of each financial risk and adjust the risk countermeasures. When a significant risk is identified, the risk is reported to the management through the management meeting and the countermeasures are taken.

A. Market risk

The Company's major financial risks arising from its operating activities are foreign currency exchange rate risk (see a. below) and interest rate risk (see b. below).

a. Exchange rate risk

The carrying amounts of monetary assets and monetary liabilities denominated in non-functional currencies as of the balance sheet date are disclosed in Note 42.

Sensitivity analysis

The Consolidated Company is mainly affected by the fluctuation of the USD exchange rate.

The following table details the sensitivity analysis of the Consolidated Company when the exchange rate of the New Taiwan dollar (functional currency) changes 1% against each relevant foreign currency. 1% is the sensitivity ratio used by the Consolidated Company for internal reporting of exchange rate risk to key management and represents management's assessment of the reasonably possible range of changes in foreign currency exchange rates. The amounts disclosed below represent the effect of a 1% weakening (strengthening) of the NTD against the respective currencies that would increase (decrease) net profit before tax.

Profit or loss	Impact of	USD
	2021 $ 832	2020
		$ 106

• 76 -

b. Interest rate risk

Interest rate risk arises because entities in the Consolidated Company borrow funds at both fixed and floating interest rates and maintain bank deposits. However, because interest rates do not fluctuate significantly, the impact of changes in market interest rates on the Consolidated Company's revenue and operating cash flows is limited.

The carrying amounts of the Consolidated Company's financial assets and liabilities exposed to interest rate risk as of the balance sheet date were as follows:

Fair value interest rate risk - Financial assets - Financial liabilities Cash flow interest rate risk - Financial assets - Financial liabilities	December 31,2021 $ 967,356 - 789,006 112,948	December 31,2020
		$ 30,372 - 1,025,671 182,012

Sensitivity analysis

The following sensitivity analysis is based on the interest rate risk of derivative and non-derivative instruments as of the balance sheet date. For floating rate liabilities, the analysis assumes that the amount of the liability outstanding at the balance sheet date is outstanding at the reporting date. The rate of change used in reporting interest rates internally to key management of the Group is an increase or decrease in interest rates by 1%, which represents management's assessment of the range of reasonably possible changes in interest rates.

If interest rates had increased or decreased by 1%, with all other variables held constant, the Consolidated Company's net profit before tax would have increased by $6,761 thousand and $8,437 thousand for fiscal years 2021 and 2020, respectively, mainly due to the increase in the Consolidated Company's variable-rate bank deposits.

c.

Other price risks

The Consolidated Company had securities price risk due to investment in equity instruments. The Consolidated Company's management manages risk by holding a portfolio of different risky investments. In addition, the Consolidated Company assigns a specific team to monitor price risk and assesses when to increase the hedge of the hedged risk.

• 77 -

Sensitivity analysis

The following sensitivity analysis is based on the equity price exposure at the balance sheet date.

If equity prices had increased/decreased by 3%, consolidated income for fiscal years 2021 and 2020 would have increased/decreased by $113 thousand due to changes in fair value through other comprehensive income.

The sensitivity of the Consolidated Company to financial asset price risk did not change in 2021 and 2020 mainly because the Consolidated Company's holding of financial assets measured at fair value through other comprehensive income and loss did not change in the current year.

B. Credit risk

Credit risk refers to the risk of financial loss resulting from the default of contractual obligations by the counterpartie s. As of the balance sheet date, the maximum exposure to credit risk of the Consolidated Company to financial loss due to non-performance of counterparties' obligations and financial guarantees provided by the Consolidated Company mainly arises from the carrying amount of financial assets recognized in the Consolidated Balance Sheet.

The Consolidated Company's policy is to transact only with creditworthy counterparties and to obtain adequate guarantees, if necessary, to mitigate the risk of financial loss arising from default. The Consolidated Company continuously monitors credit risk and the creditworthiness of counterparties, and controls credit risk through credit limits on counterparties that are reviewed and approved by management on an annual basis. In addition, the Consolidated Company reviews the recoverable amounts of receivables on a case-by-case basis at the balance sheet date to ensure that appropriate impairment losses have been provided for uncollectible receivables. The Consolidated Company's customer base is large and unrelated, so the concentration of credit risk is not high.

C. Liquidity risk

The Consolidated Company manages and maintains sufficient cash and cash equivalents to support the Group's operations and mitigate the impact of cash flow fluctuations. The Consolidated Company's management monitors the use of bank financing facilities and ensures compliance with the terms of the loan agreements.

The ultimate responsibility for liquidity risk management rests with the Consolidated Company's Board of Directors, which has established an appropriate liquidity risk management framework to address the Consolidated Company's short-, medium- and long-term funding and liquidity management needs.

• 78 -

Bank loans are an important source of liquidit y for the Consolidated Company. As of December 31, 2021 and 2020, the Consolidated Company had unutilized financing facilities, as described in (2) Financing Facilities below.

a. Liquidity and interest rate risk of non-derivative financial liabilities

The analysis of the remaining contract maturities of non-derivative financial liabilities was prepared based on the undiscounted cash flows (including principal and estimated interest) of the financial liabilities based on the earliest possible date on which the Company could be required to make repayment. Accordingly, the Consolidated Company's bank loans that may be required to be repaid immediately are listed in the table below at the earliest possible date, without considering the probability that the bank will immediately enforce the right; the maturity analysis of other non-derivative financial liabilities is prepared based on the contractual repayment dates.

The undiscounted interest amount of interest cash flows paid at floating interest rates is derived from the yi eld rate at the balance sheet date.

December 31, 2021

Floating interest rate instrument Short-term loans Long-term loans Lease liabilities No interest-bearing liabilities Notes payable Accounts payable Other payables Deposits received	Less than 1year	Less than 1year		1 to 2years $ - 31,764 327,521 - - - - $ 359,285		2 to 5years $ - 17,437 447,058 - - - - $ 464,495	5years or more	5years or more
		$ 27,021 15,882 416,785 2,836 202,014 551,742 29,052 $ 1,245,332						$ - 27,612 110,331 - - - - $ 137,943

Further information on the maturity analysis of lease liabilities is as follows:

Lease liabilities		Less than 1 year		1～5years $ 774,579	5～10years	5～10years	10～15years	10～15years	15～20years	15～20years		20 years or more
		$ 416,785				$ 98,429		$ 7,134		$ 4,768		$ -

December 31, 2020

Floating interest rate instrument Short-term loans Long-term loans Lease liabilities No interest-bearing liabilities Notes payable Accounts payable Other payables Deposits received	Less than 1year	Less than 1year		1 to 2years $ - 12,082 248,651 - - - - $ 260,733		2 to 5years $ - 30,254 383,141 - - - - $ 413,395	5years or more	5years or more
		$ 70,254 63,024 386,584 12,756 170,478 394,538 27,107 $ 1,124,741						$ - 10,588 65,635 - - - - $ 76,223

• 79 -

Further information on the maturity analysis of lease liabilities is as follows:

Less than 1 20 years or year 1 ～ 5 years[5] [～][10 ][y][ears ][10] [～][15 ][y][ears ][15] [～][20 ][y][ears ] more Lease liabilities $ 386,584 $ 631,792 $ 54,325 $ 6,283 $ 5,027 $ -

The above non-derivative financial assets and liabilities with floating rate instruments are subject to change because the floating rate differs from the interest rate estimated at the balance sheet date.

b. Financing Facilities

December 31, 2021 December 31, 2020

Bank loan facilities (renewable by mutual consent) - Amount drawn - Amount undrawn Bank long-term loan facilities - Amount drawn - Amount undrawn	$ 27,000 $ 70,000 40,000 12,000 $ 67,000 $ 82,000 $ 85,948 $ 112,012 100,000 50,000 $ 185,948 $ 162,012

38. Related party transactions

All intercompany transactions, account balances, revenues and expenses between the Company and subsidiaries, which are related parties of the Company, are eliminated upon consolidation and are therefore not disclosed in the notes.

• (1) Name of related party and the relationship

Relationship with the Consolidated Name of related party Company Liu, Hsu-Chun Key management Hsuyi (Hong Kong) Co. Limited Substantive related party Worldway International Group Substantive related party Limited Meide Eatery Substantive related party Chengde Eatery Substantive related party Wuhua Eatery Substantive related party Taiyuan Eatery Substantive related party Yutingyuan Enterprise Substantive related party Taimanhan Diner Substantive related party Taimanji Diner Substantive related party

(Continued on next page)

• 80 -

(Continued from previous page)

Name of related party Su, Hsiao-Chi Lung, Chia-Hui New Taipei City Private Bafang Yunji Social Welfare Charitable Foundation (hereinafter referred to as Bafang Yunji Foundation)

Relationship with the Consolidated Company Substantive related party Substantive related party Substantive related party

• (2) Operating revenue

Account item Sales revenue Licensing revenue	Type of related party/Name Substantive related party Others Substantive related party Others		Year ended December 31,	Year ended December 31,	Year ended December 31,
			2021 $ 39,514 569 $ 40,083		2020
					$ 25,999 108 $ 26,107

The Consolidated Company's sales price and collection period to related parties are the same as those to regular customers.

• (3) Manufacturing expenses and operating expenses

Account Operating expenses Service expenses Others Donation	Type of related party/Name Substantive related party Others Others Bafang Yunji Foundation		Year ended December 31,	Year ended December 31,	Year ended December 31,
			2021 $ 3,090 $ - $ 3,000		2020
					$ 1,330 $ 790 $ 3,000

• (4) Receivables from related parties

Receivables from	related parties
Account Accounts receivable Other receivables	Type of related party/Name Substantive related party Others Substantive related party Others	December 31, 2021 $ 1,140 $ 1	December 31, 2020
				$ 1,077 $ 33

The outstanding receivables due from related parties were not guaranteed. No impairment loss on receivables due from related parties was recognized in 2021 and 2020.

• 81 -

• (5) Payable to related parties

Account Other payables	Type of related party/Name Substantive related party Others	December 31, 2021 $ 260	December 31, 2020	December 31, 2020
				$ 140

The outstanding payables due to related parties were not guaranteed.

• (6) Disposal of property, plant and equipment

Type of related party/Name Substantive related party Others		Disposalprice Gain on Year ended December 31, 2021 2020 2021 $ - $ 2,839 $ -	Gain on	Gain on	disposal	disposal
		2021				2020
		$ -		$ -		$ 365

• (7) Lease agreement - the Consolidated Company is lessee

		December 31,	December 31,	December 31,	December 31,	December 31,
Account	Type of relatedparty		2021		2020
Lease liabilities	Substantive related party
	Others	$	-		$	11,548
		Year	ended December		31,
Type of relatedparty		2021			2020
Interest expenses
Substantive related party
Others	$	32		$		432
Key management
Others		-				3
	$	32		$		435

	Year ended December 31,	Year ended December 31,
		2021
Type of related party Substantive related party Others Others	Lease subject matter 2304, Tsuen Wan Industrial Centre, Hong Kong 2302, Tsuen Wan Industrial Centre, Hong Kong	Leaseperiod 2021.1.1~2021.12.31 2021.1.1~2021.12.31	Rental determination	Monthlyrental $ 117 117
			Bargain Bargain

• 82 -

	Year ended December 31,	Year ended December 31,
		2020
Type of related party Substantive related party Others Others Others Others Others Others Key management Others Others	Lease subject matter 21F, JCDecaux Centre, Hong Kong 46A, Universal Bay, Hong Kong L09, Hong Kong Tak Fung Car Park 2304, Tsuen Wan Industrial Centre, Hong Kong 2302, Tsuen Wan Industrial Centre, Hong Kong L05, Hong Kong Tak Fung Car Park #22 Car Park, Tsuen Wan Industrial Centre, Hong Kong 31E, The Elegant House, Hong Kong	Leaseperiod 2020.1.1~2020.12.31 2019.2.1~2020.1.31 2019.12.1~2020.3.31 2020.1.1~2020.12.31 2020.1.1~2020.12.31 2019.8.1~2020.3.31 2020.1.1~2020.3.31 2020.1.1~2020.1.31	Rental determination	Monthlyrental $ 724 114 21 124 124 19 21 70
			Bargain Bargain Bargain Bargain Bargain Bargain Bargain Bargain

• (8) Lease agreement - the Consolidated Company is lessor Operating lease

The Consolidated Company leased its assets under an operating lease to the Bafang Yunji Foundation in 2021 and to the Chengde Eatery, the Yutingyuan Enterprise and the Bafang Yunji Foundation in 2020. As of December 31, 2021 and 2020, the total amount of future lease payments to be received was $338 thousand and $15,597 thousand, respectively. The lease income recognized in 2021 and 2020 were as follows:

follows:
Account Rental income	Type of related party/Name Substantive related party Others		Year ended December 31,
			2021 $ 57		2020
					$ 3,206

Capital sublease

The Consolidated Company subleased the formerly recorded right-to-use assets under capital leases to Chengde Eatery and Yutingyuan Enterprise in 2021. As of December 31, 2021, the balance of lease receivables was $10,380 thousand. No allowance for losses has been provided for capital lease receivables in 2021.

• (9) Refundable deposits

been provided for capital lease Refundable deposits	receivables in 2021.
Type of relatedparty Substantive related party Others	December 31,2021 $ -	December 31,2020
			$ 1,102

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• (10) Deposits received

Deposits received
Type of relatedparty Substantive related party Others	December 31,2021 $ 450	December 31,2020
			$ 450

• (11) Other income

Other income
Type of relatedparty Substantive related party Others		Year ended December 31,
		2021 $ 18		2020
				$ 28

• (12) Remuneration to key management

Salary and remuneration to directors and other key management for 2021 and 2020 was as follows:

2021 and 2020 was as follows:
Short-term employee benefits Retirement benefits Share-based payment Equity settlement		Year ended December 31,
		2021 $ 95,993 1,708 9,254 $ 106,955		2020
				$ 75,426 897 2,877 $ 79,200

Salary and remuneration to directors and other key management is determined by the Remuneration Committee based on individual performance and market trends.

39. Pledged assets

The following assets have been pledged as collaterals for loans from financial institutions, payments for Taipei Agricultural Products Marketing Corporation, and the issuance of stored-value cards, with the book value of each account as follows.

Financial assets measured at amortized cost - current Bank time deposit Other financial assets - current Property, plant and equipment Land Building and construction Machinery equipment	December 31,2021 $ 15,372 10,397 230,500 306,788 - $ 563,057	December 31,2020	December 31,2020
			$ 30,372 13,166 230,500 207,404 46,690 $ 528,132

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40. Significant Contingent Liabilities and Unrecognized Contract Commitments

In addition to those described in other notes, the Consolidated Company had the following significant commitments and contingencies as of the balance sheet date.

• (1) As a result of the plant expansion plan approved by the Board of Directors in September 2021, the Consolidated Company entered into contracts for the construction and purchase of related plant and equipment for a total amount of $64,289 thousand as of December 31, 2021, and paid $5,637 thousand, respectively.

• (2) Except for the plant expansion plan, the Consolidated Company had the following unrecognized contractual commitments:

Purchase of property, plant and equipment	December 31,2021 $ 16,782	December 31,2020	December 31,2020
			$ 68,128

1. Significant Subsequent Events : None.

42. Information on foreign currency assets and liabilities with significant effect

The following information is presented in foreign currencies other than the functional currency of the Consolidated Company, and the exchange rates disclosed are the rates at which the foreign currencies were translated into the functional currency. Information on foreign currency assets and liabilities with significant effect as follows

Unit: In thousands of each foreign currency

December 31, 2021

Financial assets Monetary items USD CNY (RMB) HKD Financial liabilities Monetary items USD	Foreign currency $ 3,148 45 4,520 143	Exchange rate 27.68 (USD: NTD) 4.344 (CNY: NTD) 3.549 (HKD: NTD) 27.68 (USD: NTD)	Total carrying amount $ 87,122 195 16,040 3,946

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December 31, 2020 Financial assets Monetary items USD CNY (RMB) HKD EUR	Foreign currency $ 373 45 1,779 135	Exchange rate 28.48 (USD: NTD) 4.377 (CNY: NTD) 3.673 (HKD: NTD) 35.02 (EUR: NTD)	Total carrying amount
			$ 10,617 197 6,534 4,733

The Consolidated Company's realized and unrealized foreign currency exchange gain or loss for 2021 and 2020 were exchange gain of $848 thousand and $67 thousand, respectively.

43. Additional Disclosure

• (1) Information on Significant Transactions

• A. Financing provided to others. (Exhibit 1)

• B. Endorsements/guarantees provided. (None)

• C. Marketable securities held at the end of the period. (Exhibit 2)

• D. Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital. (None)

• E. Acquisition of real estate amounting to NT$300 million or 20% of the paid-in capital. (None)

• F. Disposal of real estate amounting to NT$300 million or 20% of the paid-in capital. (None)

• G. Purchase or sale of goods from or to related parties amounting to NT100 million or 20% of the paid-in capital. (Exhibit 3)

• H. Receivables due from related parties amounting to NT$100 million or 20% of the paid-in capital. (None)

• I. Trading in derivative instruments. (Notes 7 and 37)

• J. Intercompany relationships and significant intercompany transactions. (Exhibit 4)

• (2) Information on Investees (Exhibit 5)

• (3) Information on investment in Mainland China:

• A. The name of the investees in Mainland China, principal business, paid-in capital, investment methods, capital outward and inward remittances, shareholding percentage, profit or loss for the period and investment income and loss recognized, investment carrying

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amount at the end of the period, repatriated investment income and losses, and investment limit for Mainland China. (Exhibit 6)

• B. Significant transactions with Mainland China investees directly or indirectly through third regions, as well as their prices, payment terms, and unrealized profits or losses: (Exhibit 6)

  • a. The amount and percentage of purchases and the related ending balance and percentage of payables.

  • b. The amount and percentage of sales and the related ending balance and percentage of receivables.

  • c. The amount of property transactions and the amount of resulting gains or losses.

  • d. The ending balance of endorsement guarantee of notes or the provision of collateral and its purpose.

  • e. The maximum balance, ending balance, interest rate range and total current interest amount of financial accommodation

  • f. Other transactions that have a significant effect on the current profit or loss or financial position, such as the provision or receipt of services.

• (4) Information on major shareholders: Name, number and percentage of shares held by shareholders with 5% or more of the shares. (Exhibit 7)

44. Segment information

Information provided to the key operating decision maker for the purpose of allocating resources and measuring departmental performance, with emphasis on the type of product or service delivered or provided.

Reportable department Operating brands Taiwan - Bafang Yunji

• Liang She-Han Pork Ribs

• FJ Veggie - Dante Coffee Hong Kong - Bafang Yunji - Bai Fung Bento - Bafang Noodles & More Mainland China - Bafang Yunji United States - Bafang Yunji

• (1) Segment Revenue and Operating Results

The revenue and operating results of the Consolidated Company's continuing operations, analyzed by reportable segment, are as follows :

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Revenue from external customers Inter-segment revenue Segment revenue Internal eliminations Consolidated revenue Segment profit or loss Interest income Rental income Gain on disposal of property, plant and equipment Exchange gain Financial costs Other gains and losses Net income before tax from continuing operations Revenue from external customers Inter-segment revenue Segment revenue Internal eliminations Consolidated revenue Segment profit or loss Share of profits and losses of affiliates and joint ventures accounted for using the equity method Interest income Rental income Gain on disposal of property, plant and equipment Exchange gain Financial costs Other gains and losses Net income before tax from continuing operations				Year ended December 31,2021	Year ended December 31,2021	Year ended December 31,2021	Year ended December 31,2021
		Taiwan $ 4,800,450 69,739 $ 4,870,189 $ 591,428		HongKong China United States $ 1,098,840 $ 55,830 $ - - - - $ 1,098,840 $ 55,830 $ - $ 80,823 ($ 4,879) ($ 14,009) Year ended December 31,2020					Total
								$ 5,955,120 69,739 6,024,859 ( 69,739) $ 5,955,120 $ 653,363 3,402 3,628 5,167 848 ( 22,381 ) 31,475 $ 675,502
		Taiwan $ 4,118,456 48,936 $ 4,167,392 $ 721,813		HongKong $ 1,001,931 - $ 1,001,931 $ 49,399		China $ 63,647 - $ 63,647 $ 8,152)	United States $ - - $ - ($ 236)		Total
					(		(	$ 5,184,034 48,936 5,232,970 ( 48,936) $ 5,184,034 $ 762,824 ( 17,502 ) 1,114 19,682 2,022 67 ( 19,100 ) 66,585 $ 815,692

The revenues reported above were generated from transactions with external customers. Inter-segment sales were fully eliminated in 2021 and 2020.

Segment profit represents the profit earned by each segment, excluding the share of headquarters management costs and directors' remuneration , share of profit or loss of affiliated companies using the equity method, profit or loss on disposal of affiliated companies, rental income, interest income, profit or loss on disposal of property, plant and equipment, profit or loss on financial assets at fair value through profit or loss (valuation gain or loss on financial instruments), net (gain) loss on foreign currency exchange, finance costs, and income tax expense. and income tax expense. This measure is provided to the key

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operating decision maker for the purpose of allocating resources to the segment and measuring its performance.

• (2) Segment total assets

Segment total assets
Taiwan Hong Kong Mainland China United States Total segment assets Unallocated assets Total consolidated assets	December 31,2021 $ 4,287,341 763,074 55,784 181,680 5,287,879 31,596 $ 5,319,475	December 31,2020
			$ 3,230,864 626,279 80,430 113,898 4,051,471 40,741 $ 4,092,212

For the purpose of monitoring segment performance and allocating resources to segments:

All assets, other than those of equity-method affiliates and current and deferred income tax assets are allocated to reportable segments. Assets used jointly by reportable segments are allocated on the basis of the revenue earned by each reportable segment.

• (3) Revenue from major products and services

The Consolidated Company is principally engaged in the manufacturing and sale of products related to restaurant chains and the sale of food ingredients used in the manufacturing and sale of related products by franchisees as a single product category; therefore, information by product category is not required.

• (4) Regional information

The Consolidated Company operates primarily in four regions - Taiwan, Hong Kong, Mainland China and the United States.

Information on the Consolidated Company's revenue from external customers from continuing operations by region and non-current assets by region of assets is presented below..

by region of	assets is presented below..	assets is presented below..	assets is presented below..
Taiwan Hong Kong Mainland China United States	Revenue from external customers 2021 2020 $ 4,800,450 $ 4,118,456 1,098,840 1,001,931 55,830 63,647 - - $ 5,955,120 $ 5,184,034			Non-current assets(Note)
				December 31, 2021 $ 2,213,804 520,552 12,411 122,917 $ 2,869,684	December 31, 2020
		2021 $ 4,800,450 1,098,840 55,830 - $ 5,955,120
						$ 2,193,475 398,765 21,479 2,854 $ 2,616,573

• Note: Non-current assets do not include deferred income tax assets.

• (5) Information on major customers

For 2021 and 2020, there was no single customer whose revenue amounted to 10% or more of the Consolidated Company's total revenue.

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Bafang Yunji International Co., Ltd. and subsidiaries Financing provided to others For the year ended December 31, 2021

Exhibit 1	Exhibit 1	Exhibit 1											Unit: In	Unit: In	thousands of NT$/foreign currency	thousands of NT$/foreign currency	thousands of NT$/foreign currency
No. (Note 1)	Lender	Borrower	Financial statement account	Related party or not	Maximum amount for the period	Ended Balance	Actual amount drawn	Interest rate range	Nature of Financing (Note 2)	Amount of business transactions	Reasons for short-term financing	allowance for doubtful accounts	Collaterals		Financing limit for each borrower (Note 3)	Aggregate financing limit (Note 3)	Note
													Irem	Value
0 0 1 2	Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd. Bafang Yunji International Company Limited Fujian Bafang Yunji Foods Co., Ltd.	Fang Sin International Trading Co., Ltd. Dante Coffee & Foods Co., Ltd. Bafang Yunji Foods (Shenzhen) Co., Ltd. Fujian Bafang YunjiI Restaurant & Management Co., Ltd.	Other receivables - related parties Other receivables - related parties Other receivables - related parties Other receivables - related parties	Yes Yes Yes Yes	$ 60,000 50,000 4,223 HKD 1,150,752 6,725 RMB 1,540,722	$ 30,000 50,000 - 3,976 RMB 915,918	$ 25,000 - - 3,976 RMB 915,918	0% 1.165% 0% 0%	the need for short-term financing the need for short-term financing the need for short-term financing the need for short-term financing	$ - - - -	Operating turnover Operating turnover Operating turnover Operating turnover	$ - - - -	－ － － －	$ - - - -	$ 598,472 598,472 151,141 17,965	$ 598,472 598,472 151,141 17,965

• Note 1: The number column is filled out as follows:

• (1) Fill in 0 for the issuer.

• (2) Each invested company is numbered in sequential order starting from 1.

• Note 2: For nature of funds lending, fill in if it is for business transaction or there is a need for short -term financial accommodation

• Note 3: The limit of funds lent to individual recipients is $2,992,362 thousand * 20% of the net worth of the company that lends fund s (Bafang Yunji International Co., Ltd.) = $598,472 thousand; the total limit of funds lent is $2,992,362 thousand * 20% of the net worth of the company that lends fu nds (Bafang Yunji International Co., Ltd.) = $598,472 thousand.

The limit of funds lent to individual recipients is $377,852 thousand * 40% of the net worth of the company that lends funds ( Bafang Yunji International Company Limited) = $151,141 thousand; the total limit of funds lent is $377,852 thousand * 40% of the net worth of the company that lends funds ( Bafang Yunji International Company Limited ) = $151,141 thousand.

The limit of funds lent to individual recipients is $44,913 thousand * 40% of the net worth of the company that lends funds ( Fujian Bafang Yunji Foods Co., Ltd.) = $17,965 thousand; the total limit of funds lending is $44,913 thousand * 40% of the net worth of the company that lends funds ( Fujian Bafang Yunji Foods Co., Ltd.) = $17,965 thousand.

• 90 -

Bafang Yunji International Co., Ltd. and subsidiaries Marketable securities held at the end of the period December 31, 2021

Exhibit 2

Unit: In thousands of NT$, unless otherwise specified

Holding company name	Type and name of marketable securities	Relationship with the issuers of the marketable securities	Financial statement Account		End of theperiod	End of theperiod	End of theperiod			Note
				Number of shares	Carrying amount		Shareholding percentage		Fair value
Bafang Yunji International Co., Ltd. Fang Sin International Trading Co., Ltd.	Structured deposits President DSU USD 100% Capital Protected Structured Instrument President DSU NTD 100% Capital Protected Structured Instrument Bonds with repurchase agreement Reliance Industries India Formosa Chemicals And Fibre Corporation EVA Air Highwealth Construction Corp. Formosa Plastics SUPCON Group Chinese Petroleum Corporation Nan Ya Plastics Corporation Fubon Financial Holding HSBC Bank Taipower Cathay Financial Holding Stocks of domestic non-listed companies Fresh Information Co., Ltd.	- - - - - - - - - - - - - - -	Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Financial assets at fair value through other comprehensive income - non-current	- - - - - - - - - - - - - - 150,000		$ 44,297 50,005 $ 94,302 $ 27,680 60,000 32,000 6,000 20,000 14,000 17,000 14,600 15,400 14,400 24,100 12,500 $ 257,680 $ 3,750	- - - - - - - - - - - - - - - - 3.7%		$ 44,297 50,005 $ 94,302 $ 27,680 60,000 32,000 6,000 20,000 14,000 17,000 14,600 15,400 14,400 24,100 12,500 $ 257,680 $ 3,750

Note: For information on investment in subsidiaries, affiliates and joint venture interests, please refer to Exhibits 5 and 6 .

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Bafang Yunji International Co., Ltd. and subsidiaries

Purchase or sale of goods from or to related parties amounting to NT100 million or 20% of the paid-in capital For the year ended December 31, 2021

Exhibit 3

Unit: In thousands of NT$, unless otherwise specified

Purchaser/Seller	Counterparty	Relationship		Transaction	Transaction		Difference in transaction terms compared to thirdpartytransactions	Difference in transaction terms compared to thirdpartytransactions	Notes and accounts receivable (payable)	Notes and accounts receivable (payable)	Note
			purchases (sales)	Amount	percentage of total purchases (sales)	Credit period	Unit price	Credit period	Balance	percentage of total notes and accounts receivable (payable)
Bafang Yunji International Co., Ltd. Bafang Yunji International Co., Ltd.	Bafang Yunji Restaurant Co., Ltd. Fang Sin International Trading Co., Ltd.	subsidiary subsidiary	Sales Purchases	$ 567,074 239,490	14.12% 10.20%	Semi-monthly settlement Semi-monthly settlement	Same transaction price as with regular customers Same transaction price as with regular vendors	Same credit term as with regular customers Same payment terms as with regular vendors	$ 28,411 ( 3,072 )	28.48% 1.85%	Note 1 Note 1

Note 1: The above transactions have been eliminated in the consolidated financial statements.

• 92 -

Bafang Yunji International Co., Ltd. and subsidiaries Intercompany relationships and significant intercompany transactions For the year ended December 31, 2021

Exhibit 4

Unit: In thousands of NT$, unless otherwise specified

Serial No. (Note 1)	Company name	counterparty	Relationship (Note 2)		Historyof transaction	Historyof transaction
				Financial statement Accounts	Amount	Trading term	As a percentage of total consolidated revenue or total assets (Note 3)
0 1 2	Bafang Yunji International Co., Ltd. Fang Sin International Trading Co., Ltd. Fujian Bafang Yunji Foods Co., Ltd.	Bafang Yunji Restaurant Co., Ltd. 〃 〃 〃 〃 Fang Sin International Trading Co., Ltd. 〃 〃 Bafang Yunji International Company Limited Fujian Bafang YunjiI Restaurant & Management Co., Ltd. 〃 〃	1 1 1 1 1 1 1 1 3 3 3 3	Sales revenue Accounts receivable Training expenses Advertising expenses Miscellaneous expenses - marketing incentive payments Purchases Accounts payable Other receivables Sales revenue Sales revenue Accounts receivable Other receivables	$ 567,074 28,411 21,005 43,099 39,667 239,490 3,072 25,000 67,866 4,882 1,805 3,976	Same as regular transaction price Same as regular transaction price Same as regular transaction price Same as regular transaction price Same as regular transaction price Same as regular transaction price Same as regular transaction price Excluding interest received Same as regular transaction price Same as regular transaction price Same as regular transaction price Same as regular transaction price	10 1 - 1 1 4 - - 1 - - -

• Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:

• (1) Parent company is ‘0’.

• (2) The subsidiaries are numbered in order starting from ‘1’.

• Note 2: Relationship between transaction company and counterparty is classified into the following Six categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.): (1) Parent company to subsidiary

• (2) Subsidiary to parent company.

• (3) Subsidiary to subsidiary

• Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount during the year to consolidated total operating revenues for income statement accounts.

• Note 4: The Company may determine discretionally whether to have the material transactions in the Exhibit illustrated according to its materiality.

• 93 -

Bafang Yunji International Co., Ltd. and subsidiaries Information on investees, loca tions, etc For the year ended December 31, 2021 Exhibit 5

Exhibit 5									Unit: In thousands of NT$, unless otherwise specified Profit or loss of investee for the period Investment income or loss recognized in the period Note $ 75,305 USD 2,688,599 $ 75,305 USD 2,688,599 Note 1 27,198 27,198 Note 1 2,825 2,825 Note 1 ( 1,001 ) ( JPY 3,918,386 ) ( 1,001 ) ( JPY 3,918,386 ) Note 1 ( 9,281 ) ( USD 331,353 ) ( 9,281 ) ( USD 331,353 ) Note 1 ( 43,836 ) ( 34,140 ) Note 1 ( 9,000 ) ( USD 321,335 ) ( 9,000 ) ( USD 321,335 ) Note 1 - - Note 1 87,151 HKD 24,188,367 87,151 HKD 24,188,367 Note 1 ( 1,764 ) ( RMB 406,295 ) ( 1,764 ) ( RMB 406,295 ) Notes 1, 2 ( 2,779 ) ( RMB 640,089 ) ( 2,779 ) ( RMB 640,089 ) Notes 1, 2 ( 298 ) ( RMB 68,566 ) ( 298 ) ( RMB 68,566 ) Notes 1, 2 ( 1 ) (RMB 196 ) ( 1 ) (RMB 196 ) Notes 1, 2 139 RMB 31,993 139 RMB 31,993 Notes 1, 2 10,765 HKD 2,987,761 10,765 HKD 2,987,761 Note 1 13,564 HKD 3,764,516 13,564 HKD 3,764,516 Note 1 612 HKD 169,935 612 HKD 169,935 Note 1 ( 43 ) ( HKD 11,956 ) ( 43 ) ( HKD 11,956 ) Note 1 - - Note 1 - - Notes 1, 2 ( 8,626 ) ( USD 308,020 ) ( 5,176 ) ( USD 184,812 ) Note 1 ( 6,617 ) ( USD 236,245 ) ( 3,970 ) ( USD 141,747 ) Note 1 ( 211 ) ( 211 ) Note 1 491 USD 17,536 349 USD 12,451 Note 1 ( 99 ) ( 99 ) Note 1 491 RMB 113,131 491 RMB 113,131 Notes 1, 2	Unit: In thousands of NT$, unless otherwise specified Profit or loss of investee for the period Investment income or loss recognized in the period Note $ 75,305 USD 2,688,599 $ 75,305 USD 2,688,599 Note 1 27,198 27,198 Note 1 2,825 2,825 Note 1 ( 1,001 ) ( JPY 3,918,386 ) ( 1,001 ) ( JPY 3,918,386 ) Note 1 ( 9,281 ) ( USD 331,353 ) ( 9,281 ) ( USD 331,353 ) Note 1 ( 43,836 ) ( 34,140 ) Note 1 ( 9,000 ) ( USD 321,335 ) ( 9,000 ) ( USD 321,335 ) Note 1 - - Note 1 87,151 HKD 24,188,367 87,151 HKD 24,188,367 Note 1 ( 1,764 ) ( RMB 406,295 ) ( 1,764 ) ( RMB 406,295 ) Notes 1, 2 ( 2,779 ) ( RMB 640,089 ) ( 2,779 ) ( RMB 640,089 ) Notes 1, 2 ( 298 ) ( RMB 68,566 ) ( 298 ) ( RMB 68,566 ) Notes 1, 2 ( 1 ) (RMB 196 ) ( 1 ) (RMB 196 ) Notes 1, 2 139 RMB 31,993 139 RMB 31,993 Notes 1, 2 10,765 HKD 2,987,761 10,765 HKD 2,987,761 Note 1 13,564 HKD 3,764,516 13,564 HKD 3,764,516 Note 1 612 HKD 169,935 612 HKD 169,935 Note 1 ( 43 ) ( HKD 11,956 ) ( 43 ) ( HKD 11,956 ) Note 1 - - Note 1 - - Notes 1, 2 ( 8,626 ) ( USD 308,020 ) ( 5,176 ) ( USD 184,812 ) Note 1 ( 6,617 ) ( USD 236,245 ) ( 3,970 ) ( USD 141,747 ) Note 1 ( 211 ) ( 211 ) Note 1 491 USD 17,536 349 USD 12,451 Note 1 ( 99 ) ( 99 ) Note 1 491 RMB 113,131 491 RMB 113,131 Notes 1, 2	Unit: In thousands of NT$, unless otherwise specified Profit or loss of investee for the period Investment income or loss recognized in the period Note $ 75,305 USD 2,688,599 $ 75,305 USD 2,688,599 Note 1 27,198 27,198 Note 1 2,825 2,825 Note 1 ( 1,001 ) ( JPY 3,918,386 ) ( 1,001 ) ( JPY 3,918,386 ) Note 1 ( 9,281 ) ( USD 331,353 ) ( 9,281 ) ( USD 331,353 ) Note 1 ( 43,836 ) ( 34,140 ) Note 1 ( 9,000 ) ( USD 321,335 ) ( 9,000 ) ( USD 321,335 ) Note 1 - - Note 1 87,151 HKD 24,188,367 87,151 HKD 24,188,367 Note 1 ( 1,764 ) ( RMB 406,295 ) ( 1,764 ) ( RMB 406,295 ) Notes 1, 2 ( 2,779 ) ( RMB 640,089 ) ( 2,779 ) ( RMB 640,089 ) Notes 1, 2 ( 298 ) ( RMB 68,566 ) ( 298 ) ( RMB 68,566 ) Notes 1, 2 ( 1 ) (RMB 196 ) ( 1 ) (RMB 196 ) Notes 1, 2 139 RMB 31,993 139 RMB 31,993 Notes 1, 2 10,765 HKD 2,987,761 10,765 HKD 2,987,761 Note 1 13,564 HKD 3,764,516 13,564 HKD 3,764,516 Note 1 612 HKD 169,935 612 HKD 169,935 Note 1 ( 43 ) ( HKD 11,956 ) ( 43 ) ( HKD 11,956 ) Note 1 - - Note 1 - - Notes 1, 2 ( 8,626 ) ( USD 308,020 ) ( 5,176 ) ( USD 184,812 ) Note 1 ( 6,617 ) ( USD 236,245 ) ( 3,970 ) ( USD 141,747 ) Note 1 ( 211 ) ( 211 ) Note 1 491 USD 17,536 349 USD 12,451 Note 1 ( 99 ) ( 99 ) Note 1 491 RMB 113,131 491 RMB 113,131 Notes 1, 2
Name of investor	Name of investee	Location	Principal business	Original investment amount		Holdingat the end of theperiod			Profit or loss of investee for the period	Investment income or loss recognized in the period	Note
				End of the period	End of last year	Number of shares	Ratio	Carrying amount
Bafang Yunji International Co., Ltd. Bafang Yunji (Samoa) International Co., Ltd. Bafang Yunji Restaurant Group Limited Bafang Yunji International Company Limited Jiashide Limited Bafang Yunji International (USA) Limited Dante Coffee & Foods Co., Ltd. Sound Sino Group Limited	Bafang Yunji (Samoa) International Co., Ltd. Bafang Yunji Restaurant Co., Ltd. Fang Sin International Trading Co., Ltd. Bafang Co., Ltd. Bafang Yunji International (USA) Limited Dante Coffee & Foods Co., Ltd. Bafang Yunji Restaurant Group Limited Bafang Yunji (Samoa) Investment Company Limited Bafang Yunji International Company Limited Fujian Bafang Yunji Foods Co., Ltd. Fujian Bafang YunjiI Restaurant & Management Co., Ltd. Zhejiang Fuyu Restaurant & Management Co., Ltd. Xiamen Fuyu Bafang Equity Investment Co., Ltd. Bafang Yunji Foods (Shenzhen) Co., Ltd. Hsin Chiao International Co. Limited Long Success (HK) Industrial Limited Rich Grade Limited Wise Success Enterprise Limited Jiashide Limited Heng Yue Feng Trading (Shenzhen) Co., Ltd. Bafang Yunji Foods LLC Bafang Yunji Restaurant Group LLC Shichang Interior Design Co., Ltd Sound Sino Group Limited Dante Creative CO., LTD. Shanghai Dante Coffee Co., Ltd	Samoa Taiwan Taiwan Japan United States Taiwan Hong Kong Samoa Hong Kong Mainland China Mainland China Mainland China Mainland China Mainland China Hong Kong Hong Kong Hong Kong Hong Kong Hong Kong Mainland China United States United States Taiwan Samoa Taiwan Mainland China	Investment management Food and beverage services Food trading Food processing and food and beverage services Investment management Food and beverage services Investment management Investment management Food processing and food and beverage services Food processing Food and beverage services Food and beverage services Investment management Food processing Transportation Food and beverage services Food and beverage services Transportation Investment management Food trading Food processing Food and beverage services Interior design Investment management Food processing Food and beverage services	$ 522,568 USD 16,691,980 150,727 40,000 81,621 JPY 300,000,000 74,114 USD 2,500,000 86,920 408,301 USD 13,290,438 - 140,000 USD 4,280,035 105,941 USD 3,500,000 113,129 USD 3,700,000 - - - - HKD 1 - HKD 1 - HKD 1 - HKD 1 6,891 RMB 1,500,000 6,891 RMB 1,500,000 35,575 USD 1,200,000 26,681 USD 900,000 - 23,034 USD 710,000 30,000 43,797 USD 1,350,000	$ 522,568 USD 16,691,980 150,727 40,000 81,621 JPY 300,000,000 74,114 USD 2,500,000 65,704 408,301 USD 13,290,438 - 140,000 USD 4,280,035 105,941 USD 3,500,000 113,129 USD 3,700,000 92,305 USD 3,000,000 63,878 RMB 13,700,000 27,062 HKD 7,000,000 - HKD 1 - HKD 1 - HKD 1 - HKD 1 6,891 RMB 1,500,000 6,891 RMB 1,500,000 35,575 USD 1,200,000 26,681 USD 900,000 1,000 23,034 USD 710,000 - 43,797 USD 1,350,000	16,691,980 15,000,000 4,000,000 30,000 500 8,120,000 5,250,000 - 17,500,000 - - - - - 1 1 1 1 10,000 - - - - 710,000 3,000,000 -	100 100 100 100 100 85.29 100 100 100 100 100 - - - 100 100 100 100 100 100 60 60 - 71 100 100	$ 420,472 USD 15,190,475 192,468 43,960 59,035 JPY 245,469,985 59,896 USD 2,163,863 44,305 42,310 USD 1,528,528 - 377,852 HKD 106,467,444 44,913 RMB 10,345,118 ( 14,389 ) ( RMB 3,314,278 ) - - - 12,850 HKD 3,620,686 50,259 HKD 14,161,554 9,046 HKD 2,548,879 685 HKD 193,133 - - 27,997 USD 1,011,462 20,959 USD 757,195 - ( 267 ) ( USD 9,653 ) 29,901 67 RMB 15,434	$ 75,305 USD 2,688,599 27,198 2,825 ( 1,001 ) ( JPY 3,918,386 ) ( 9,281 ) ( USD 331,353 ) ( 43,836 ) ( 9,000 ) ( USD 321,335 ) - 87,151 HKD 24,188,367 ( 1,764 ) ( RMB 406,295 ) ( 2,779 ) ( RMB 640,089 ) ( 298 ) ( RMB 68,566 ) ( 1 ) (RMB 196 ) 139 RMB 31,993 10,765 HKD 2,987,761 13,564 HKD 3,764,516 612 HKD 169,935 ( 43 ) ( HKD 11,956 ) - - ( 8,626 ) ( USD 308,020 ) ( 6,617 ) ( USD 236,245 ) ( 211 ) 491 USD 17,536 ( 99 ) 491 RMB 113,131	$ 75,305 USD 2,688,599 27,198 2,825 ( 1,001 ) ( JPY 3,918,386 ) ( 9,281 ) ( USD 331,353 ) ( 34,140 ) ( 9,000 ) ( USD 321,335 ) - 87,151 HKD 24,188,367 ( 1,764 ) ( RMB 406,295 ) ( 2,779 ) ( RMB 640,089 ) ( 298 ) ( RMB 68,566 ) ( 1 ) (RMB 196 ) 139 RMB 31,993 10,765 HKD 2,987,761 13,564 HKD 3,764,516 612 HKD 169,935 ( 43 ) ( HKD 11,956 ) - - ( 5,176 ) ( USD 184,812 ) ( 3,970 ) ( USD 141,747 ) ( 211 ) 349 USD 12,451 ( 99 ) 491 RMB 113,131	Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Notes 1, 2 Notes 1, 2 Notes 1, 2 Notes 1, 2 Notes 1, 2 Note 1 Note 1 Note 1 Note 1 Note 1 Notes 1, 2 Note 1 Note 1 Note 1 Note 1 Note 1 Notes 1, 2

Note 1: The above investment income or loss of the investee for 2021 was recognized based on the investee's financial statements for the same period audited by CPAs. Note 2: Please refer to Exhibit 6 for the information on investees in Mainland China.

• 94 -

Unit: In thousands of NT$, unless otherwise specified

Bafang Yunji International Co., Ltd. and subsi diaries Information on investment in Mainland China For the year ended December 31, 2021

Exhibit 6

1. The name of the investees in Mainland China, main business, paid-in capital, investment methods, capital outward and inward remittances, shareholding, investment income and losses, investment book value, rep atriated investment income and loss.

Name of investee in Mainland China	Main business	Paid-in capital	Investment method (Note 1)	Accumulated investment amount remitted from Taiwan at the beginning of the period	Amount of investment remitted or recovered duringtheperiod	Amount of investment remitted or recovered duringtheperiod	Accumulated investment amount remitted from Taiwan at the end of the period	Profit or loss of investee for the period	Shareholdi ng percentage of the Company's direct or indirect investment	Investment income or loss recognized in the period	Carrying amount of investments at the end of the period	Investment income remitted back as of the end of the period	Note
					Remittance	Recovery
Fujian Bafang Yunji Foods Co., Ltd. Fujian Bafang YunjiI Restaurant & Management Co., Ltd. Zhejiang Fuyu Restaurant & Management Co., Ltd. Xiamen Fuyu Bafang Equity Investment Co., Ltd. Bafang Yunji Foods (Shenzhen) Co., Ltd. Heng Yue Feng Trading (Shenzhen) Co., Ltd. Shanghai Dante Coffee Co., Ltd.	Food processing Food and beverage services Food and beverage services Investment management Food processing Food trading Food and beverage services	$ 105,941 113,129 92,305 63,878 27,062 6,891 43,797	(2) (2) (2) (2) (2) (2) (2)	$ 105,941 USD 3,500,000 113,129 USD 3,700,000 92,305 USD 3,000,000 63,878 RMB 13,700,000 27,062 HKD 7,000,000 6,891 RMB 1,500,000 31,096 USD 958,500	$ - - - - - - -	$ - - - - - - -	$ 105,941 USD 3,500,000 113,129 USD 3,700,000 - - - 6,891 RMB 1,500,000 31,096 USD 958,500	( $ 1,764 ) ( RMB 406,295 ) ( 2,779 ) ( RMB 640,089 ) ( 298 ) ( RMB 68,566 ) ( 1 ) (RMB 196 ) 139 RMB 31,993 - 491 RMB 113,131	100 100 - - - 100 71	( $ 1,764 ) ( RMB 406,295 ) ( 2,779 ) ( RMB 640,089 ) ( 298 ) ( RMB 68,566 ) ( 1 ) (RMB 196 ) 139 RMB 31,993 - 349 RMB 80,323	$ 44,913 RMB 10,345,118 ( 14,389 ) ( RMB 3,314,278 ) - - - - 48 RMB 10,958	$ - - - - - - -

1. Investment q uota for Mainland China.

Investmentquota for Mainland China.
Accumulated amount of investment from Taiwan to mainland China at the end of theperiod	Amount of investment approved by the Investment Commission,MOEA	Investment quota for mainland China as stipulated by the Investment Commission,MOEA
$ 502,428 (USD 16,341,534)	$ 502,428 (USD 16,341,534)	$ 1,819,519

Note 1: The investment methods ca n be divided into the following three types, and just indicate as such.

• (1) Invest in mainland China directly.

(2) Invest in Mainland China through companies in third regions. (Please specify the investment company of the third region).

• (3) Other methods

Note 2: In the column of investment income or loss recognized in the current period.

• (1) If the investment is under preparation and there is no investment income or loss, it should be noted.

• (2) The basis for recognizing investment income or losses is divid ed into the following three categories, which should be specified.

A. The financial statements have been audited by an international CPA firm with which CPA firms in the ROC. has a cooperative re lationship.

B. The financial statements have been audited by the attesting CPA of the parent company in Taiwan.

• C. Others

• Note 3: In accordance with the "Regulations Governing the Examination of Investment or Technical Cooperation in Mainland China" of th e Investment Commission dated 2008.8.29, the higher of 60% of the net worth of the investor company or the consolidated net worth shall be the limit.

Note 4: Including the deregistration of Zhejiang Fuyu Foods Co., Ltd. in July 2020, Xiamen Fuyu Bafang Equity Investment Co., Ltd. in February 2021, and Zhejiang Fuyu Foods Co., Ltd. and Zhejiang Fuyu Restaurant & Management Co., Ltd. in March 2021, the accumulated investment amount of $253,433 thousand remitted from Taiwan was not repatriated back.

1. Significant transactions with investees in Mainland China directly or indirectly through third-region businesses: None.

2. Endorsement, guarantee or provision of collaterals provided to investees in Mainland China directly or indirectly through thi rd-region businesses: None.

3. For financial accommodation provided to invest ees in Mainland China directly or indirectly through third -region businesses, please see Exhibit 1 for details of the relevant circumstances.

4. Other transactions that have a significant effect on the current profit or loss or financial position: None.

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Bafang Yunji International Co., Ltd. Information on major shareholders December 31, 2021

Exhibit 7

Name of major shareholders	Shares	Shares
	Shareholding	Shareholding percentage
Fu Yu Investment Co., Ltd. Lin, Chia-Yu Su, Suh-Hsing Dedicated account for the investment in Adept Capital Holdings Limited entrusted to Cathay United Bank for custody	9,304,966 5,095,963 4,031,784 3,323,000	14.08% 7.71% 6.10% 5.03%

• Note 1: The information on major shareholders in this Exhibit is compiled by Taiwan Depository & Clearing Corporation based on the last business day of the quarter in which the shareholders held 5% or more of the Company's common shares and preferred shares whose registration and delivery have been completed in non-physical form (including treasury shares). The number of shares recorded in the Company's consolidated financial statements and the actual number of shares registered and delivered in non-physical form may differ depending on the basis of preparation of the calculations.

• Note 2: If a shareholder delivers his or her shares to a trust, the above information shall be disclosed by the individual trustor account opened by the trustee. As for the shareholder’s declaration of insider’s equity in accordance with the Securities and Exchange Act, the shareholding of the shareholder includes his or her own shares plus the shares that he or she has delivered to a trust and has the right to decide the use of the trust property, etc. Please refer to the Market Observation Post System for information on insider's equity declaration.

• 96 -