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BILLION — Annual Report 2022
Nov 14, 2022
52260_rns_2022-11-14_9a3b1bf0-3d05-4ad1-9971-96c0c5a7b1ef.pdf
Annual Report
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Stock Code: 3027
Billion Electric Co. Ltd. and Subsidiaries
Consolidated Financial Statements with Independent Auditors’ Report
2022 and 2021
Address: 8th Floor, No. 192, 2nd Section, Zhongxing Road Xindian District, New Taipei City Tel.: (02)2914-5665
1
Table of Contents
| Item | **Page ** |
|---|---|
| I. Cover II. Table of Contents III. Statements IV. Independent Auditors’ Report V. Consolidated Balance Sheets VI. Consolidated Statements of Comprehensive Income VII. Consolidated Statements of Changes in Equity VIII. Consolidated Statements of Cash Flows IX. Notes to Consolidated Financial Statements (I) Company History (II) Date and Procedures of Authorization of Financial Statements (III) Applicability of Newly Issued and Revised Standards and Interpretations (IV) Summarized Remarks on Significant Accounting Policies (V) Significant Accounting Judgments, Estimates and Key Sources of Uncertainty over Assumptions (VI) Remarks on Material Accounts (VII) Related Party Transactions (VIII) Pledged Assets (IX) Significant Contingent Liabilities and Unrecognized Contract Commitments (X) Significant Catastrophe Losses (XI) Major events after the reporting period (XII) Miscellaneous (XIII) Notes to Disclosures 1. Information on Significant Transactions 2. Related Information on Investees 3. Information on Investments in Mainland China 4. Main Shareholder Information (XIV) Segment Information |
1 2 3 4-7 8 9 10 11 13 13 13-14 14-37 37 37-77 77-78 79 79-81 81 81 81 81-85 86-87 87 87 88-89 |
2
Statements
The Company's Consolidated Financial Statements for the Financial Year of 2022 (commencing from January 1, 2022 to December 31, 2022), which companies to be disclosed under the Consolidated Financial Statements of Affiliates in accordance with the “Standards for the Preparation of Business Report, Consolidated Financial Statements and Relationship Reports of Affiliates Enterprises”, are the same as the companies to be disclosed under the Consolidated Financial Statements of the Parent Company and the Subsidiaries in accordance with International Financial Reporting Standard 27, approved and ratified by the Financial Supervisory Commission. Further, the information which shall be disclosed in the Consolidated Financial Statements of Affiliates has been disclosed in the aforementioned Consolidated Financial Statements of the Parent Company and the Subsidiaries, hence the Consolidated Financial Statements of Affiliates will not be prepared separately. It is hereby declared.
Company name: Billion Electric Co. Ltd. Chairman: Zhong-Ting Chen Date: March 14, 2023
3
Independent Auditors’ Report
To: Board of Directors of Billion Electric Co., Ltd. For general public information:
Audit opinions
The Consolidated Balance Sheets of Billion Electric Co., Ltd. and its Subsidiaries (the Billion Group) as of December 31, 2022, and the Consolidated Statement of comprehensive income, Consolidated Statement of Changes in Equity, Consolidated Cash Flow Statement, and the Notes to the Consolidated Financial Statements (including the Summary of significant accounting policies) for the period from January 1 to December 31, 2022 have been completely audited by the Certified Public Accountant.
In our opinion, based on our audits and the reports of other auditors as described in the Other Matter section of our report, the Consolidated Financial Statements were prepared in all material aspects in accordance with the Standards for the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards and the International Accounting Standards, Interpretation and Standing Interpretations, approved and ratified by the Financial Supervisory Commission, which are sufficient to present the consolidated financial position of the Billion Group as at 31 December 2022 and the consolidated financial results and consolidated cash flows for the periods from 1 January to 31 December 2022.
Basis of Audit Opinions
We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards. Our responsibilities under the aforementioned standards are further described in the Auditors' Responsibilities Section of this Audited Consolidated Financial Statements and Reports. The personnel from our Certified Public Accountant Firm who are subject to the independence norms have maintained their superior independence from the Billion Group in accordance with the ethical norms of the profession of Certified Public Accountant and have fulfilled the other responsibilities under the norms. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.
Other Matters
The 2021 consolidated financial report of the Billion Group was audited by other auditors, and an unqualified opinion and report of other matters were issued on March 28, 2022.
Financial statements of certain subsidiaries that are included in the Billion Group's 2022 consolidated financial statements are not audited by us, but by other auditors. Therefore, our opinions on these consolidated financial statements that is related to the financial statements of the said subsidiaries are based on audit report issued by other auditors. The total assets of the said subsidiaries amounted to NT$83,286 thousand as of December 31, 2022, accounting for 2.52% of the total consolidated assets; the total net revenue amounted to NT$8,510 thousand for the period from December 1 to December 31, 2022, accounting for 0.70% of the total consolidated net revenue.
An unqualified audit report and report for other matters have been issued by us and other auditors on the parent company only financial statements for the years 2022 and 2021 prepared by Billion Electric Co., Ltd., and is on file for reference.
4
Key Audit Matters
The key audit matters refer to the most important matters regarding the audit of the Consolidated Financial Statements of the Billion Group for the year of 2022 according to our professional judgment. These matters have been addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our audit opinion. As such, we do not express a separate opinion on these matters. The key audit matters of the Consolidated Financial Statements of Billion Group for the year of 2022 are as follows:
Authenticity of recognition of sales revenue from top ten new customer
For the accounting policies regarding the recognition of sales revenue, please refer to Note 4 (16) - - Income Recognition of the Consolidated Financial Statements; for disclosure of relevant information about sales revenue, please refer to Note 6 (26) -- Revenue from Contracts with Customers of the Consolidated Financial Statements.
Explanation of Key Audit Matters:
The principal source of income of Billion Group is income from sales of products. A portion of the income is derived from primary customers added in the current year, which has a significant impact on the overall financial statement and its main risk is whether the income actually occurs. Thus, we prioritize sales revenue in the audit of the financial statements.
How the matter was addressed in our audit:
-
Understand the aforementioned internal control of sales revenue for sales customers and evaluate and test the effectiveness of its design and execution.
-
Obtain the aforementioned list of sales customers and assess whether the relevant background, transaction amount and credit limit are reasonable for the size of the company.
-
Take a copy of sales invoice of the above sales customer as reference and select an appropriate sample, verify the external shipping documents, investigate the recipient, receivable condition and transaction condition, whether there are no significant abnormalities, to ensure the authenticity of the sales revenue.
-
The details of the income after the accounting period shall be checked for significant depreciation to confirm whether there are any significant abnormalities in revenue recognition.
Responsibility of the Management and the Governing Body for the Consolidated Financial Statements
The responsibility of Management is to prepare the Consolidated Financial Statements in accordance with the Financial Reporting Standards for Securities Issuers, and the International Financial Reporting Standards, International Accounting Standards, Interpretations and Standing Interpretations, as approved and ratified by the Financial Supervisory Commission, and to maintain necessary internal control in connection with the preparation of the Consolidated Financial Statements, to ensure that the Consolidated Financial Statements are free from material misrepresentation due to fraud or error.
During the preparation of the Consolidated Financial Statements, the Management has the responsibilities to assess the ability of Billion Group to continue operation, disclosing relevant matters and adopting a going concern basis of accounting, unless the Management intends to liquidate Billion Group or cease operations, or there is no practicable alternative save for liquidation or cease operation.
The governance bodies (including the Audit Committee) of the Billion Group are responsible in overseeing the process of the financial reporting.
5
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
The purpose of our audit on the Consolidated Financial Statements is to obtain a reasonable assurance as to whether the Consolidated Financial Statements as a whole contain material misstatement resulted from fraud or error, and to provide an audit report. Reasonable assurance is high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted accounting standards (GAAP) will always detect a material misstatement when it exists. Misstatements could be resulted from fraud or error. The misstated amounts are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of the users of this Consolidated Financial Statements.
As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We have also executed the following tasks:
-
Identify and evaluate the risk of material misstatements due to fraud or error in the Consolidated Financial Statements; design and carry out appropriate countermeasures for the evaluated risks; obtain sufficient and appropriate audit evidence to provide a basis for our audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain the necessary understanding of the internal controls relevant to the audit to design appropriate audit procedures under the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal controls of the Billion Group.
-
Evaluate the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and related disclosures made by management.
-
On the basis of the verified evidence obtained, it is concluded whether there is significant uncertainty as to the appropriateness of adopting a continuing operating accounting basis for management and the events or circumstances that may cause material doubt as to the ability of Billion Group to continue operating. If we reckon that material uncertainties exist in the events or conditions, we are obliged to include in our audit report, a reminder that draws the attention of users of the Consolidated Financial Statements to relevant disclosures contained therein, or to modify our audit opinion when such disclosures are considered inappropriate. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or circumstances may cause Billion Group to no longer be able to continue operating.
-
Evaluate the overall presentation, structure and content of the Consolidated Financial Statements (including relevant notes), and its fair representation of the underlying transactions and events.
-
Obtain sufficient and appropriate verification evidence of the financial information of the group's constituent entities to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit and the preparation of an audit opinion on the Billion Group.
We communicate with the governing body regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal control that we identified during our audit).
We also provide the governing body with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
6
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of Billion Group for the year 2022. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
KPMG
CPAs:
Competent authority : Taiwan Financial Certificate (6) No. approval number 0930106739 Jin-Guan-Zheng-Shen-Zi No. 1040003949 March 14, 2023
7
Billion Electric Co. Ltd. and Subsidiaries Consolidated Balance Sheets December 31, 2022 and 2021
Unit: Thousands NTD
| Assets Current assets: 1100 Cash and cash equivalents (Note 6(1)) 1110 Financial assets at fair value through profit or loss - current (Note 6(2)) 1136 Financial assets at amortized cost - current (Note 6(4)) 1140 Contract assets - current (Note 6(26)) 1151 Notes receivable (Notes 6(5) and (26)) 1170 Net accounts receivable (Notes 6(5) and (26)) 1200 Other receivables (Note 6(6)) 1220 Income tax assets for the current period (Note 6(22)) 130X Inventories (Note 6(7)) 1470 Other current assets (Note 6(15)) 1482 Contract performance costs - current (Note 6(26)) Total current assets Non-current assets 1517 Financial assets at fair value through other comprehensive income - non- current (Note 6(3)) 1535 Financial assets at amortized cost - non-current (Note 6(4)) 1550 Investments using the equity method (Note 6(8)) 1600 Property, plant and equipment (Note 6(12)) 1755 Right-of-use assets (Note 6(13)) 1760 Investment property (Note 6(14)) 1780 Intangible assets 1840 Deferred income tax assets (Note 6(22)) 1900 Other non-current assets (Note 6(15)) Total non-current assets Total assets |
December 31, 2022 December 31, 2021 Amount % Amount % $ 578,738 18 618,117 24 32,391 1 102,330 4 79,559 2 18,006 1 7,576 - - - 7,601 - 4,239 - 137,234 4 154,162 6 13,618 - 11,347 - 160 - 379 - 326,343 10 401,471 16 57,332 2 33,801 1 382,897 12 16,818 1 1,623,449 49 1,360,670 53 3,797 - 3,797 - 439,902 13 463,265 18 27,040 1 - - 706,814 22 578,560 22 392,999 12 67,059 3 60,680 2 61,009 2 6,177 - 636 - 14,932 - 16,292 1 30,651 1 35,733 1 1,682,992 51 1,226,351 47 $ 3,306,441 100 2,587,021 100 Liabilities and equity Current liabilities: 2100 Short-term borrowings (Note 6(17)) 2130 Contract liabilities - current (Note 6(26)) 2110 Short-term promissory notes payable (Note 6(16)) 2150 Notes payable 2170 Accounts payable (Note 7) 2200 Other payables (Note 6(21)) 2230 Income tax liabilities for the current period (Note 6(22)) 2250 Provision for liabilities - current (Note 6(20)) 2280 Lease liabilities - current (Note 6(19)) 2320 Long-term borrowings due within one year (Note 6(18)) 2300 Other current liabilities Total current liabilities Non-current liabilities: 2540 Long-term borrowings (Note 6(18)) 2570 Deferred income tax liabilities (Note 6(22)) 2580 Lease liabilities - non-current (Note 6(19)) 2640 Net defined benefit liabilities - non-current (Note 6(21)) 2645 Guarantee deposits received Total non-current liabilities Total liabilities Equity (Note 6(23)): 3110 Ordinary shares capital 3140 Advance receipts for ordinary shares 3200 Capital surplus Retained earnings: 3310 Legal surplus reserve 3320 Special surplus reserves 3350 Unappropriated earnings Other equity: 3410 Exchange differences on translating the financial statements of foreign operations 3420 unrealized gain or loss on financial assets measured at fair value through other comprehensive income 3500 Treasury shares Total equity attributable to owners of the Company 36XX Non-controlling interest Total equity Total liabilities and equity |
December 31, 2022 Amount % $ 262,619 8 538,209 16 6,176 - 1,166 - 89,755 3 88,097 3 17,036 1 9,585 - 18,186 1 30,152 1 10,917 - |
December 31, 2022 Amount % $ 262,619 8 538,209 16 6,176 - 1,166 - 89,755 3 88,097 3 17,036 1 9,585 - 18,186 1 30,152 1 10,917 - |
December 31, 2021 |
|---|---|---|---|---|
| Amount $ 262,619 538,209 6,176 1,166 89,755 88,097 17,036 9,585 18,186 30,152 10,917 |
Amount % 327,360 13 169,133 7 - - 72 - 207,570 8 81,218 3 24,493 1 9,426 1 6,955 - 8,841 - 4,614 - |
|||
| 1,071,898 | 33 | 839,682 33 |
||
| 86,175 30,532 376,607 16,640 707 |
2 1 11 1 - |
78,356 3 28,246 1 59,943 2 21,821 1 734 - |
||
| 510,661 | 15 | 189,100 7 |
||
| 1,582,559 | 48 | 1,028,782 40 |
||
| 996,973 1,205 |
30 - |
988,563 38 - - |
||
| 998,178 | 30 | 988,563 38 |
||
| 308,439 | 9 | 301,289 12 |
||
| 215,979 75,152 47,216 |
7 2 1 |
213,373 8 55,830 2 26,057 1 |
||
| 338,347 | 10 | 295,260 11 |
||
| (6,080) (41,492) |
- (1) |
(24,358) (1) (41,492) (1) |
||
(25,913) |
(1) |
(23,017) (1) |
||
| 1,571,479 152,403 |
47 5 |
1,496,245 58 61,994 2 |
||
| 1,723,882 | 52 | 1,558,239 60 |
||
| $ 3,306,441 |
100 | 2,587,021 100 |
Chairman: Zhong-Ting Chen
(Please refer to the notes attached to this consolidated financial statement.) Manager: Hong-Zheng Chen Accounting Supervisor: Ying-Hui Su
8
Billion Electric Co. Ltd. and Subsidiaries
Consolidated Statements of Comprehensive Income
January 1 to December 31, 2022 and 2021
Unit: Thousands NTD
| 4000 Operating income (Notes 6(26) and 7) 5000 Operating cost (Notes 6(7), (12), (13), (21) and 7) Operating gross profit Operating expenses (Notes 6(12), (13), (19), (21), (24) and (27)) 6100 Sales expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Expected credit impairment loss (reversal gain) Total operating expenses Net amount of other income and expenses (Note 6(28)) 6500 Net amount of other income and expenses Net operating profit Non-operating income and expenses (Notes 6(14) and (29)) 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Financial costs 7060 Share of profit or loss of subsidiaries and associates recognized under equity method Total non-operating income and expenses 7900 Net profit before tax 7951 Less: Income tax expense (Note 6(22)) 8200 Net profit for the year 8300 Other comprehensive income (Note 6(22) and (23)): 8310 Items that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plan 8349 Less: Income tax related to non-reclassified items Total of items that will not be reclassified to profit or loss 8360 Items that may be subsequently reclassified to profit or loss 8361 Exchange differences on translating the financial statements of foreign operations 8370 Share of other comprehensive income of associates recognized under equity method 8399 Less: Income tax related to items that may be reclassified to profit or loss Total of items that may be subsequently reclassified to profit or loss 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Net profit attributable to: Owners of the parent company Non-controlling interest Total comprehensive income attributable to: Owners of the parent company Non-controlling interest Earnings per share (NTD) (Note 6(25)) 9750 Basic earnings per share 9850 Diluted earnings per share |
2022 | % 100 75 |
2021 | % 100 70 |
|---|---|---|---|---|
| Amount $ 1,211,418 914,214 |
Amount 1,048,947 726,881 |
|||
297,204 |
25 |
322,066 |
30 |
|
78,754 141,463 86,540 1,425 |
7 12 7 - |
80,922 147,155 92,872 (4,336) |
8 14 9 (1) |
|
308,182 |
26 |
316,613 |
30 |
|
16,739 |
1 |
132 |
- |
|
5,761 |
- |
5,585 | - |
|
7,416 14,994 48,451 (9,961) 8 |
1 1 4 (1) - |
5,948 24,182 46,727 (6,977) (507) |
1 2 5 (1) - |
|
| 60,908 | 5 |
69,373 |
7 |
|
66,669 15,803 |
5 1 |
74,958 39,434 |
7 4 |
|
50,866 |
4 |
35,524 |
3 |
|
3,978 796 |
- - |
1,613 323 |
- - |
|
| 3,182 | - |
1,290 | - |
|
24,895 - 4,570 |
2 - - |
41,339 1,112 8,115 |
4 - - |
|
20,325 |
2 |
34,336 |
4 |
|
23,507 |
2 |
35,626 |
4 |
|
$ 74,373 |
6 |
71,150 |
7 |
|
$ 39,905 10,961 |
3 1 |
27,004 8,520 |
2 1 |
|
$ 50,866 |
4 |
35,524 |
3 |
|
$ 61,365 13,008 |
5 1 |
62,899 8,251 |
6 1 |
|
$ 74,373 |
6 |
71,150 |
7 |
|
$ |
0.41 |
0.28 |
||
| $ | 0.40 | 0.27 |
(Please refer to the notes attached to this consolidated financial statement.)
Chairman: Zhong-Ting Chen Manager: Hong-Zheng Chen
Accounting Supervisor: Ying-Hui Su
9
Billion Electric Co. Ltd. and Subsidiaries Consolidated Statements of Changes in Equity January 1 to December 31, 2022 and 2021
Unit: Thousands NTD
| Balance as of January 1, 2021 Net profit for the year Other comprehensive income for the year Total comprehensive income for the year Earnings appropriation and distribution: Provision of legal reserve Provision of special surplus reserve Repurchase of treasury shares Changes in ownership interests in subsidiaries Share-based payment Non-controlling interests Balance as of December 31, 2021 Net profit for the year Other comprehensive income for the year Total comprehensive income for the year Earnings appropriation and distribution: Provision of legal reserve Provision of special surplus reserve Share of changes in associates and joint ventures recognized under equity method Repurchase of treasury shares Difference between actual acquisition or disposal of equity interest in a subsidiary and its carrying value Changes in ownership interests in subsidiaries Share-based payment Non-controlling interest Balance as of December 31, 2022 |
Equity attributable to owners of the parent company | Equity attributable to owners of the parent company | Equity attributable to owners of the parent company | Equity attributable to owners of the parent company | Equity attributable to owners of the parent company | Non- controlling interest |
Total equity 1,483,020 |
||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital | Capital surplus |
Retained | earnings | Other equity items Treasury shares Exchange differences on translating the financial statements of foreign operations Unrealized gain (loss) on financial assets measured at fair value through other comprehensive income (58,963) (41,492) (2,145) |
Total equity attributabl e to owners of the Company |
||||||||
| Ordinary shares capital |
Advance receipts for ordinary shares |
Legal surplus reserve |
Special surplus reserves |
Unappropria ted earnings |
Total | ||||||||
| $ 988,563 | - | 295,873 | 212,882 | 51,407 | 4,915 | 269,204 | 1,451,040 | 31,980 8,520 (269) 8,251 - - - 21,948 1,727 (1,912) 61,994 |
|||||
| - - |
- - |
- - |
- - |
- - |
27,004 1,290 |
27,004 1,290 |
- - - 34,605 - - |
27,004 35,895 |
35,524 35,626 |
||||
| - | - | - | - | - | 28,294 | 28,294 | 34,605 - - |
62,899 | 71,150 | ||||
| - - - - - - |
- - - - - - |
- - - - 5,416 - |
491 - - - - - |
- 4,423 - - - - |
(491) (4,423) - (2,238) - - |
- - - (2,238) - - |
- - - - - - - - (39,169) - - - - - 18,297 - - - |
- - (39,169) (2,238) 23,713 - |
- - (39,169) 19,710 25,440 (1,912) |
||||
| 988,563 | - | 301,289 | 213,373 | 55,830 | 26,057 | 295,260 | (24,358) (41,492) (23,017) |
1,496,245 | 1,558,239 | ||||
| - - |
- - |
- - |
- - |
- - |
39,905 3,182 |
39,905 3,182 |
- - - 18,278 - - |
39,905 21,460 |
10,961 2,047 |
50,866 23,507 |
|||
| - | - | - | - | - | 43,087 | 43,087 | 18,278 - - |
61,365 |
13,008 |
74,373 |
|||
| - - - - - - 8,410 - |
- - - - - - 1,205 - |
- - 32 - 47 2,223 4,848 - |
2,606 - - - - - - - |
- 19,322 - - - - - - |
(2,606) (19,322) - - - - - - |
- - - - - - - - |
- - - - - - - - - - - (3,181) - - - - - - - - 285 - - - |
- - 32 (3,181) 47 2,223 14,748 - 1,571,479 |
- - 32 (3,181) 47 2,223 14,748 - |
- - - - 213 48,725 1,401 27,062 |
- - 32 (3,181) 260 50,948 16,149 27,062 |
||
| $ 996,973 |
1,205 |
308,439 |
215,979 |
75,152 |
47,216 |
338,347 |
(6,080) (41,492) (25,913) |
152,403 |
1,723,882 |
(Please refer to the notes attached to this consolidated financial statement.)
Chairman: Zhong-Ting Chen
Manager: Hong-Zheng Chen
Accounting Supervisor: Ying-Hui Su
10
Billion Electric Co. Ltd. and Subsidiaries
Consolidated Statements of Cash Flows
January 1 to December 31, 2022 and 2021
Unit: Thousands NTD
| 2022 2021 Cash flows from operating activities: Net profit before tax for the year $ 66,669 74,958 Adjustments: Adjustments to reconcile profit and loss Depreciation expenses 40,261 31,378 Amortization expenses 1,132 959 Expected credit impairment loss (reversal gain) 1,425 (4,336) Net loss (gain) on financial assets and liabilities measured at fair value through profit or loss 20,172 (2,632) Interest expenses 9,961 6,977 Interest income (7,416) (5,948) Dividend income (2,375) (2,319) Remuneration cost for share-based payment (12,673) 16,529 Property, plant, and equipment transferred to expenses 75 - Share of (profit) loss of subsidiaries and associates recognized under equity method (8) 507 Gains from disposal of property, plant and equipment (16,895) (132) Net profit from disposal of investment (22,166) (63,404) Loss from modification of lease contracts 156 - unrealized gain on foreign currency exchange (6,327) (2,246) Total adjustments to reconcile profit and loss 5,322 (24,667) Net changes related to operating assets/liabilities: Financial assets at fair value through profit or loss 51,196 (25,783) Contract assets (7,576) - Notes receivable (3,362) 19,912 Accounts receivable 23,731 (59,595) Other receivables (5,971) (91) Inventories 103,209 (135,976) Other current assets (19,751) (23,892) Contract performance costs (366,079) (14,602) Contract liabilities - current 360,196 142,239 Notes payable 1,094 (52) Accounts payables (121,182) 116,529 Accounts payables - related parties - (11,732) Other payables 8,317 3,179 Other current liabilities 6,272 (9,842) Net defined benefit liabilities (1,203) 33 Adjustments: 34,213 (24,340) (Please refer to the notes attached to this consolidated financial statement.) Chairman: Zhong-Ting Chen Manager: Hong-Zheng Chen Accounting Supervisor: Ying-Hui Su |
2022 $ 66,669 |
2021 74,958 |
|---|---|---|
40,261 1,132 1,425 20,172 9,961 (7,416) (2,375) (12,673) 75 (8) (16,895) (22,166) 156 (6,327) |
31,378 959 (4,336) (2,632) 6,977 (5,948) (2,319) 16,529 - 507 (132) (63,404) - (2,246) |
|
5,322 |
(24,667) |
|
51,196 (7,576) (3,362) 23,731 (5,971) 103,209 (19,751) (366,079) 360,196 1,094 (121,182) - 8,317 6,272 (1,203) |
(25,783) - 19,912 (59,595) (91) (135,976) (23,892) (14,602) 142,239 (52) 116,529 (11,732) 3,179 (9,842) 33 |
|
34,213 |
(24,340) |
11
Billion Electric Co. Ltd. and Subsidiaries
Consolidated Statements of Cash Flows
January 1 to December 31, 2022 and 2021
Unit: Thousands NTD
| Cash inflow from operating activities Interests received Interests paid Income tax paid Net cash inflow from operating activities Cash flows from investing activities: Acquisition of financial assets at amortized cost Acquisition of investments using the equity method Disposal of subsidiaries Acquisition of properties, plants and equipments Disposal of properties, plants and equipments Increase in other receivables Decrease in other receivables Acquisition of intangible assets Cash inflow from merger Increase in other non-current assets Dividends received Net cash (outflow) inflow from investment activities Cash flows from financing activities: Increase in short-term borrowings Decrease in short-term loans Increase in short-term promissory notes payable Proceeds from long-term borrowings Repayment of long-term borrowings Decrease in guarantee deposits received Employee stock options exercised Cost of repurchase treasury shares Treasury shares acquired by employees Disposal of equity of subsidiaries (no loss of control over the subsidiaries) Repayment of the lease principal amount Changes in non-controlling interests Net cash inflow (outflow) from financing activities Effect of exchange rate changes on cash and cash equivalents Decrease in cash and cash equivalents for the period Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year |
2022 $ 100,882 5,556 (10,054) (27,562) |
2021 50,618 6,405 (7,014) (31,485) |
|---|---|---|
68,822 |
18,524 |
|
(38,190) (27,000) 23,297 (181,125) 83,582 - 5,575 (5,496) 24,964 (18,277) 2,375 |
(25,035) - 84,524 (39,249) 655 (7,199) 8,000 (148) - (14,582) 2,319 |
|
(130,295) |
9,285 |
|
- (64,741) 6,200 92,885 (71,988) (27) 12,115 (3,181) 285 260 (9,355) 51,089 |
13,360 - - 1,000 (36,632) (112) - (39,169) 18,297 - (8,401) 17,798 |
|
13,542 |
(33,859) |
|
8,552 (39,379) 618,117 |
(1,103) (7,153) 625,270 |
|
$ 578,738 |
618,117 |
(Please refer to the notes attached to this consolidated financial statement.) Chairman: Manager: Accounting Supervisor: Zhong-Ting Chen Hong-Zheng Chen Ying-Hui Su
12
Billion Electric Co. Ltd. and Subsidiaries Notes to Consolidated Financial Statements
2022 and 2021
(In Thousands of New Taiwan Dollars, Unless Otherwise Specified)
I. Company History
Billion Electric Co. Ltd. (hereinafter referred to as the Company) was approved to be established on March 26, 1973. The main business of the Company and its subsidiaries (hereinafter referred to as the "Consolidated Company") covers the manufacture of electronic components, design, manufacture and sales of integrated digital service network (ISDN), broadband communication network terminal equipment and systems (ADSL) and broadband routers (Router), renewable energy power generation for self-use and energy technology services.
II. Date and Procedures of Authorization of Financial Statements
This consolidated financial report was approved by the Board of Directors on March 14, 2023.
III. Applicability of Newly Issued and Revised Standards and Interpretations
- (I) Effect of the adoption of new and revised standards and interpretations endorsed by the Financial Supervisory Commission (hereinafter referred to as the "FSC")
The Consolidated Company has applied the following newly amended IFRS since January 1, 2022, and this has not had a significant impact on consolidated financial report.
-
Amendment to IAS 16, Property, Plant and Equipment - Proceeds before Intended Use
-
Amendment to IAS 37, Onerous Contracts — Cost of Fulfilling a Contract
-
Improvement to IFRS 2018-2020
-
Amendment to IFRS 3, Reference to the Conceptual Framework
-
(II) Impact of not yet adopting FSC-approved IFRS
-
The Consolidated Company assesses that the application of the following newly amended IFRS effective as of January 1, 2023 will not have a material impact on the financial position and financial performance.
-
Amendment to IAS 1, Disclosure of Accounting Policies
-
Amendment to IAS 8, Definition of Accounting Estimates
-
Amendment to IAS 12, Deferred Tax related to Assets and Liabilities arising from a Single Transaction
13
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (III) New and Revised Guidelines and Interpretations Not Endorsed by FSC Standards and interpretations issued and amended by the IASB but not yet endorsed by FSC, which may be of interest to the Consolidated Company, are as follows:
Effective date New or revised guidelines Main changes issued by IASB Amendment to IAS 1 The current IAS 1 stipulates that liabilities January 1, Classification of Liabilities for which an enterprise has not 2024 as Current or Non-Current unconditionally deferred the repayment period to at least twelve months after the reporting period shall be classified as current. The amendment deletes the requirement that the right should be unconditional and instead requires that the right must exist and be substantial at the end of the reporting period. The amendment clarifies how enterprise should classify the liabilities paid off by issuing its own equity instruments (such as convertible corporate bonds).
The Consolidated Company continues to assess the impact of the amendments to the above standards and interpretations on the financial position and financial performance, and the relevant impact will be disclosed upon completion of the assessment.
The Consolidated Company expects that the following other unrecognized new and amended guidelines will not have significant impacts on Consolidated Financial Reports.
-
Amendment to IFRS 10 and IAS 28, Sale or Contribution of Assets between an Investor and Its Associate or Joint Venture
-
IFRS 17 Insurance Contracts and Amendment to IFRS 17
-
Amendment to IAS 1, Non-current liabilities with Covenants
-
Amendment to IFRS 17, Initial Application of IFRS 17 and IFRS 9 ― Comparative Information
-
Amendments to IFRS 16, Lease Liability in a Sale and Leaseback
IV. Summarized Remarks on Significant Accounting Policies
The summary of significant accounting policies used in this Consolidated Financial Report is as follows. The following accounting policies have been applied consistently for all periods of presentation of this Consolidated Financial Report.
14
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (I) Statement of Compliance
This Consolidated Financial Report has been prepared in accordance with the Financial Reporting Standards for Securities Issuers (hereinafter referred to as the “Standards”) and the International Financial Reporting Standards, International Accounting Standards, Interpretations and Interpretations (hereinafter referred to as the “IFRSs”) endorsed and issued by the Financial Supervisory Commission.
-
(II) Basis of Preparation
-
Basis of Measurement
-
Except for the following important items in the balance sheet, this consolidated financial report is prepared on the basis of historical costs:
-
(1) Financial assets measured at fair value through profit or loss measured at fair value;
-
(2) Financial assets at fair value through other comprehensive income measured at fair value;
-
(3) Net defined benefit liabilities are determined by deducting the present value of benefit obligations from the fair value of pension fund assets.
-
-
Functional Currency and Presentation Currency
- Each entity of the Company uses the currency of the primary economic environment in which it operates as its functional currency. The consolidated financial reports are presented in NT$, the functional currency of the Company. All financial information expressed in NT$ is expressed in thousands of NT$.
-
(III) Basis of Consolidation
-
Principles of consolidated financial reports
- The Consolidated Financial Reports are prepared by the Company and entities controlled by the Company (i.e., subsidiaries). When the Company is exposed to or entitled to variable returns from participation in an investee and has the ability to influence such returns through its power over such Investee, the Company controls such individual. The financial reports of the subsidiary shall be included in the consolidated financial reports from the date on which control of the subsidiary is acquired until the date on which the control is lost. Transactions, balances and any unrealized gains and losses between consolidated companies have been completely eliminated in the preparation of consolidated financial reports. The total consolidated profit and loss of a subsidiary is attributable to the owner of the Company even if it becomes a loss balance. Changes in the Consolidated Company's ownership interests in subsidiaries have not resulted in the loss of the controller of the subsidiaries, which is treated as an equity transaction with the owners. The difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributable to the owners of the Company.
15
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
When the Consolidated Company loses control of the subsidiary, the assets (including goodwill), liabilities and non-controlling interests of the former subsidiary will be excluded in the consolidated financial report according to the book amount of the loss of control date, and the retained investment of the former subsidiary will be re-measured at the fair value of the loss of control date. Profit or loss on disposal is the difference between (1) the sum of the fair value of the consideration received and the fair value of the retained investment in the former subsidiary at the date of loss of control, and (2) the sum of the book amounts of the subsidiary's assets (including goodwill) and liabilities and noncontrolling interests at the date of loss of control. All amounts related to the subsidiary previously recognized in other comprehensive income and loss are accounted for on the same basis as the Consolidated Company would be required to apply if it were to dispose of the related assets or liabilities directly.
- List of subsidiaries in the Consolidated Financial Statements
The subsidiaries included in this consolidated financial report are:
| Name of the Investment Company The Company The Company The Company The Company The Company The Company The Company The Company BEC Technologies Inc. |
Subsidiary | Nature of business | % of Ownership 2022.12.31 2021.12.31 Remarks |
% of Ownership 2022.12.31 2021.12.31 Remarks |
|---|---|---|---|---|
| 2022.12.31 | ||||
| BEC Technologies Inc. (hereinafter referred to as BEC Technologies) Billion Sunpower Co., Ltd. Billion Watts Technologies Co., Ltd. (hereinafter referred to as Billion Watts) Billion Energy Storage Technologies Inc. Billion Energy Storage Technologies Co., Ltd. (hereinafter referred to as Billion Energy Storage) Pacific Solar Limited VGwatt Energy Co., Ltd. (hereinafter referred to as VGwatt) Tai Chuang Energy Co., Ltd. (hereinafter referred to as Tai Chuang) BEC International, LLC |
Sales of ADSL-related products Design, manufacturing, construction and sales business of solar power plants Distribution services of solar power plant equipment and provision of power plant maintenance services Energy storage sales business Energy storage sales business International investment Design, manufacturing, construction and sales business of solar power plants Energy storage sales business International investment |
91.76% 100.00% 60.26% 100.00% - % 100.00% 51.00% 100.00% 100.00% |
91.76% 100.00% 66.49% Note 1 100.00% 100.00% Note 2 100.00% Note 3 - % Note 4 - % Note 5 100.00% |
16
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| Name of the Investment Company BEC Technologies Inc. Billion Watts Technologies Co., Ltd. Billion Watts Technologies Co., Ltd. Billion Energy Storage Technologies Inc. |
Subsidiary | Nature of business | % of Ownership 2022.12.31 2021.12.31 Remarks |
% of Ownership 2022.12.31 2021.12.31 Remarks |
|---|---|---|---|---|
| 2022.12.31 | ||||
| Avantek Systems PTE. LTD (hereinafter referred to as AVANTEK SYSTEMS) Shengda Energy Storage Tech Co., Ltd. (hereinafter referred to as Shengda) Shengzhida Tech Co., Ltd. (hereinafter referred to as Shengzhida) Shengri Energy Storage Tech Co., Ltd. (hereinafter referred to as Shengri) |
Cloud Software Hosting Services Energy storage sales business EMC software development design and sales Energy storage sales business |
74.99% 100.00% 51.00% 100.00% |
- % Note 6 - % Note 7 - % Note 8 - % Note 9 |
- Note 1. The Company acquired 1,716 thousand new shares and disposed of 10 thousand shares in 2022, the shareholding proportion of the Company was reduced from 66.49%to 60.26% as the cash capital increase of Billion Watts has not been subscribed according to the shareholding ratio and the employees of the merged company subscribed.
- Note 2. In October 2022, the Company transferred all of its shares to Houju Energy Tech Co., Ltd., and the relevant transaction procedures have been completed.
- Note 3. Pacific Solar Limited was incorporated in November 2020. As of December 31, 2022, no capital has been invested in the company.
- Note 4. VGwatt was established in June 2019, and the Company acquired a 51.00% stake in December 2022, which was consolidated in the consolidated financial reports.
- Note 5. Tai Chuang was established in March 2022, and the Company acquired 100.00% of its shares in December 2022 and consolidated in the consolidated financial reports.
- Note 6. AVANTEK SYSTEMS was established in August 2022, and BEC Technologies invested a total of USD270 thousand to acquire 74.99% of its shares, which were incorporated in the consolidated financial reports.
- Note 7. Shengda was established and completed in July 2022, and Billion Watts acquired 100.00% of the shares, which were incorporated in the consolidated financial reports.
- Note 8. Shengzhida was established and completed in November 2022, and Billion Watts acquired 51.00% of the shares, which were incorporated in the consolidated financial reports.
- Note 9. Shengri was established and completed in June 2022, and Billion Energy Storage Technologies Inc. acquired 100.00% of the shares, which were incorporated in the consolidated financial reports.
-
Subsidiaries not listed in consolidated financial reports: None.
-
(IV) Foreign currency
-
Foreign Currency Transactions
- Foreign currency transactions are converted into functional currency at the exchange rate of the trading day. At the end of each subsequent reporting period (hereinafter referred to as the reporting date), monetary items in foreign currencies are converted into functional currency at the exchange rate on that day. The exchange differences arising from conversion are usually recognized in profit or loss.
17
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
2. Foreign operating institutions
The assets and liabilities of foreign operating institutions are converted into NT$ at the exchange rate on the reporting date; the amount of income and expenses are converted into NT$ at the average exchange rate for the current period, and the resulting exchange difference is recognized in other comprehensive income.
When the disposal of a foreign operating institution results in loss of control or significant impact, the cumulative exchange difference associated with the foreign operating institution is fully reclassified as profit or loss. When part of the disposal includes subsidiaries of foreign operating institutions, the relevant cumulative exchange difference is pro rata re-attributed to non-controlling interests.
Foreign currency exchange gains or losses arising on monetary receivables or payables of foreign operating institutions are considered to be part of the net investment in the foreign operating institutions and are considered to be other comprehensive gains or losses if there is no repayment plan and it is not possible to repay it in the foreseeable future. For the monetary receivable or payable items of foreign operating institutions, if there is no settlement plan and it is impossible to pay off in the foreseeable future, the exchange gains and losses arising therefrom shall be regarded as part of the net investment in the foreign operating institution and recognized in other comprehensive income.
(V) Criteria for classification of current and non-current assets and liabilities Assets that meet one of the following conditions are classified as current assets, and all other assets that are not current assets are classified as non-current assets:
-
The asset is expected to be realized in its normal operating period or is intended to be sold or consumed;
-
The asset is held primarily for the purpose of trading;
-
The asset is expected to be realized within twelve months after the reporting period; or
-
The asset is cash or cash equivalents, unless there are other restrictions on the exchange or use of the asset to meet liabilities at least twelve months after the reporting period.
Liabilities that meet one of the following conditions are classified as current liabilities, and all other liabilities that are not current liabilities are classified as non-current liabilities:
-
The liability is expected to be settled during the normal operating period;
-
The liability is held primarily for the purpose of trading;
-
The liability is expected to mature within twelve months after the reporting period; or
-
Liabilities for which there is no unconditional right to defer repayment to at least twelve months after the reporting period. The terms of the liability, which may, at the option of the counterparty, result in its liquidation through the issuance of equity instruments do not affect its classification.
18
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
-
(VI) Cash and cash equivalents
-
Cash includes cash on hand and demand deposits. Cash equivalents refer to short-term and highly liquid investments that can be converted into fixed amounts of cash at any time and have an insignificant risk of value change. Time deposits that meet the aforementioned definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes are listed in the cash equivalents.
-
(VII) Financial instruments
-
Accounts receivable are originally recognized at the time of generation. All other financial assets and financial liabilities are recognized initially when the Company becomes a party to the contractual terms of the financial instrument. Financial assets (other than accounts receivable that do not include significant financial components) or financial liabilities that are not measured at fair value through profit or loss are originally measured at fair value plus transaction costs that are directly attributable to the acquisition or issue. Accounts receivable, excluding significant financial components, are originally measured at the transaction price.
-
Financial assets
- Where the purchase or sale of financial assets conforms to customary transactions, the Consolidated Company shall consistently adopt the accounting treatment on the transaction date or delivery date for all purchases and sales of financial assets classified in the same manner.
Financial assets at the time of initial recognition are classified as: financial assets measured at the amortized cost, equity instruments measured at fair value through other comprehensive income, or financial assets measured at fair value through profit or loss. Only when the Consolidated Company changes its business model for managing financial assets, it will reclassify all affected financial assets from the first day of the next reporting period.
-
(1) Financial assets at amortized cost
-
Financial assets are measured at amortized cost when they meet the following conditions at the same time and are not designated as measured at fair value through profit or loss:
-
The financial asset is held under the operating model for the purpose of collecting contractual cash flows.
-
The contractual terms of the financial asset give rise to cash flows on a specific date, which are exclusively the payment of principal and interest on the principal amount outstanding.
19
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
These assets are subsequently measured at amortized cost by the original recognized amount plus or minus the accumulated amortization amount calculated using the effective interest method, adjusting for any allowance for losses. Interest income, exchange gains and losses on impairment are recognized in profit or loss. When derecognized, the gain or loss is included in the profit or loss.
-
(2) Financial assets at fair value through other comprehensive income
-
Debt instrument investments that meet the following conditions at the same time, and are not designated as measured at fair value through profit or loss, are measured at fair value through other comprehensive income:
-
The financial asset is held under the operating model for the purpose of collecting contractual cash flows and selling.
-
The contractual terms of the financial asset give rise to cash flows on a specific date, which are exclusively the payment of principal and interest on the principal amount outstanding.
The Consolidated Company holds part of the accounts receivable under the business model for the purpose of collecting contractual cash flow and selling, so these accounts are measured at fair value through other comprehensive income. However, it is listed under the accounts receivable.
Upon initial recognition, the Consolidated Company may make an irrevocable choice to report the subsequent fair value of investment in equity instruments not held for trading in other comprehensive income. The aforementioned choices are made on an instrument-by-instrument basis.
Investments in debt instruments are subsequently measured at fair value. Interest income calculated using the effective interest method, exchange gains and losses and impairment losses are recognized in profit or loss, and the remaining net gains or losses are recognized in other comprehensive income. At the time of derecognition, the accumulated other comprehensive income amount is reclassified to profit and loss. Investments in equity instruments are subsequently measured at fair value. Dividend income (unless it clearly represents the recovery of part of the investment cost) is recognized in profit or loss. The remaining net profit or loss is recognized as other comprehensive income and is not reclassified to profit or loss.
Dividend income from equity investments is recognized on the date when the Consolidated Company has the right to receive dividends (usually the ex-dividend date).
20
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (3) Financial assets at fair value through profit or loss Financial assets that are not measured at amortized cost or at fair value through other comprehensive income are measured at fair value through profit or loss, including derivative financial assets. At the time of original recognition, in order to eliminate or significantly reduce the improper accounting ratio, the Consolidated Company may irrevocably designate financial assets that meet the conditions of measuring at amortized cost or at fair value through other comprehensive income as the financial assets measured at fair value through profit or loss.
These assets are subsequently measured at fair value and their net profit or loss (including any dividend and interest income) is recognized in profit or loss.
- (4) Assess whether the contractual cash flows are exclusively payment of principal and interest on the outstanding principal amount
For the purpose of evaluation, the principal is the fair value of a financial asset at the time of initial recognition, and the interest is composed of the following considerations: the time value of money, the credit risk related to the principal amount outstanding in a specific period, other basic lending risks and costs and profit margin. To evaluate whether the contractual cash flow is exclusively the payment of the principal and the interest on the principal amount outstanding, the Consolidated Company considers the terms of the financial instrument contract, including evaluating whether the financial asset contains a contractual term that can change the timing or amount of the contractual cash flow such that it does not meet this condition. In the evaluation, the Consolidated Company considers:
-
Any contingencies that change the timing or amount of contractual cash flow;
-
The terms of the contractual coupon rate that may be adjusted, including the characteristics of the variable rate;
-
Prepayment and deferral features; and
-
The Consolidated Company's right of claim is limited to the terms (e.g., nonrecourse characteristics) of cash flows derived from a particular asset.
-
(5) Impairment of financial assets
The Consolidated Company's financial assets measured at amortized cost (including cash and cash equivalents, financial assets measured at amortized cost, notes receivable and accounts receivable, other receivables, deposits and other financial assets, etc.), contract assets, debt instrument investments measured at fair value through other comprehensive income, and expected credit losses on contract assets are recognized as allowance for losses.
21
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The following financial assets are measured in terms of the amount of expected credit losses for 12 months, and the rest are measured in terms of the amount of expected credit losses for the duration:
-
Debt securities are determined to have low credit risk at the reporting date; and
-
The credit risk of other debt securities and bank deposits (i.e., the risk of default during the expected duration of the financial instrument) has not increased significantly since the original recognition.
The allowance for losses on accounts receivable and contract assets is measured by the amount of expected credit losses during the duration.
When determining whether the credit risk has increased significantly since the original recognition, the Consolidated Company considers reasonable and substantiated information (obtainable without excessive cost or investment), including qualitative and quantitative information, and analysis based on the Consolidated Company's historical experience, credit assessment and forwardlooking information.
If the contract payment is overdue for more than 120 days, or the borrower is unlikely to fulfill its credit obligations and pay the full amount to the Consolidated Company, the Consolidated Company considers the financial asset to be in default. unless there is reasonable and probative information showing that a later benchmark for default is more appropriate.
If the credit risk rating of a financial instrument is equivalent to the "Investment Grade" defined globally (the investment grade BBB- of Standard & Poor's, the investment grade Baa3 of Moody's, or the investment grade twA of Taiwan Ratings, or higher), the credit risk of the debt security is considered low by the Consolidated Company.
Expected credit losses during the duration refers to expected credit losses arising from all possible defaults during the expected duration of a financial instrument.
The 12-month expected credit loss refer to expected credit losses arising from possible default events of a financial instrument within twelve months after the reporting date (or a shorter period, if the expected duration of the financial instrument is shorter than twelve months).
The longest period for measuring expected credit losses is the longest contractual period over which the Consolidated Company is exposed to credit risk.
22
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The expected credit loss is a probability-weighted estimate of credit loss during the expected duration of a financial instrument. Credit losses are measured as the present value of all cash shortfalls, which is the difference between the cash flows that the Consolidated Company would receive under the contract and the cash flows that the Consolidated Company expects to receive. Expected credit losses are discounted at the effective interest rate on the financial asset.
The Consolidated Company assesses whether financial assets measured at amortized cost and debt securities measured at fair value through other comprehensive income are credit-impaired at each reporting date. A financial asset is credit-impaired when one or more events that have an adverse effect on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes observable information on the following matters:
-
Significant financial difficulties of the borrower or issuer;
-
Default, such as delay or overdue for more than 120 days;
-
The Consolidated Company makes concessions to the borrower that would not otherwise be considered by the Consolidated Company for economic or contractual reasons related to the borrower's financial difficulties;
-
The borrower is likely to file for bankruptcy or other financial reorganizations; or
-
Disappearance of an active market for the financial asset as a result of financial difficulties.
An allowance for losses on financial assets carried at amortized cost is deducted from the asset's carrying amount. The allowance for losses on investments in debt instruments at fair value through other comprehensive income is adjusted in profit or loss and recognized in other comprehensive income (without reducing the carrying amount of the asset).
When the Consolidated Company cannot reasonably expect to recover all or part of the financial assets, it will directly reduce the total book value of its financial assets. For corporate accounts, the Consolidated Company analyzes the timing and amount of write-offs individually on the basis of whether it is reasonably expected to be recoverable. The Consolidated Company does not expect a significant reversal of the amount written off. However, written-off financial assets are still enforceable to comply with the Consolidated Company's procedures for recovering overdue amounts.
23
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (6) Derecognition of financial assets
The Consolidated Company will derecognize the financial assets only when the contractual rights derived from the cash flows of the assets terminate, or when the financial assets have been transferred and almost all the risks and rewards of ownership of the assets have been transferred to other enterprises, or when almost all the risks and rewards of ownership have neither been transferred nor retained and control of the financial assets has not been retained.
If the Consolidated Company enters into transactions to transfer financial assets, if it retains all or substantially all the risks and rewards of ownership of the transferred assets, it will continue to be recognized them in the balance sheet.
-
Financial Liabilities and Equity Instruments
-
(1) Classification of Liabilities or Equity
The debts and equity instruments issued by the Consolidated Company are classified as financial liabilities or equity according to the substance of the contractual agreement and the definition of financial liabilities and equity instruments.
- (2) Equity Transactions
An equity instrument is any contract that recognizes the Consolidated Company's residual equity after deducting all of its liabilities from its assets. Equity instruments issued by the Consolidated Company are recognized at the amount equal to the consideration received less the direct issue costs.
- (3) Treasury shares
When repurchasing the equity instruments recognized by the Company, the consideration paid (including the direct attributable cost) is recognized as a decrease in equity. Repurchased shares are classified as treasury shares. Subsequent sales or reissue of treasury shares, the amount received is recognized as an increase in equity, and the surplus or loss resulting from the transaction is recognized in capital reserve or retained earnings (if the capital reserve is insufficient to offset).
- (4) Financial liabilities
Financial liabilities are classified as amortized cost.
- (5) Derecognition of financial liabilities
The Consolidated Company derecognizes financial liabilities when the contractual obligations have been fulfilled, cancelled or expired. When the terms of a financial liability are modified and there is a significant difference in the cash flow of the modified liability, the original financial liability shall be derecognized, and a new financial liability shall be recognized at fair value based on the modified terms.
24
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
When a financial liability is derecognized, the difference between its carrying amount and the total consideration paid or payable (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
-
(VIII) Inventory
-
Inventories are measured at cost or net realizable value, whichever is lower. Costs include acquisition, production or processing costs and other costs incurred to bring them to the location and state where they are available, and are calculated using the weighted average method.
Net realizable value is the balance of the estimated selling price under normal operating conditions less the estimated cost to complete the required investment and the estimated cost to complete the sale.
- (IX) Investment in Associates Associates are Consolidated companies that have significant influences on their financial and operating policies but are not controlled or jointly controlled.
The Consolidated Company adopts the equity method for the equity of associates. By using the equity method, the original acquisition is recognized on the basis of cost, and the investment cost includes the cost of the transaction. The carrying amount of an investment in an associate includes the goodwill identified at the time of the original investment, less any accumulated impairment losses.
- The consolidated financial report includes the amount of the profit and loss of each investment associates and other comprehensive income recognized by the Consolidated Company based on the proportion of equity from the date of significant influence to the date of loss of significant influence, after making adjustments consistent with the Consolidated company's accounting policies. When changes in equity of associates in non-profit or loss and other comprehensive income do not affect the Consolidated Company's shareholding ratio, the Consolidated Company will recognize the changes in equity attributable to the Consolidated Company under the shares of the associates in the capital reserve according to the shareholding ratio.
Unrealized gains and losses arising from transactions between the Consolidated Company and associates are recognized in the financial statements of the associates only to the extent unrelated to the investor's interest in the associates. When the share of losses of an affiliate that shall be recognized proportionally by the Consolidated Company is equal to or exceeds its interest in the affiliate, it ceases to recognize its losses, and only recognizes additional losses and related liabilities to the extent that statutory obligations, presumptive obligations or payments have been made on behalf of the invested company.
The Consolidated Company ceases to use the equity method as of the date when it has no investment in associates any longer, and the difference between the fair value of the retained
25
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
equity and the disposal price measured at fair value and the carrying amount of the investment on the date when the equity method is ceased is recognized in the current profit or loss. For all amounts previously recognized in other comprehensive income related to the investment, the basis of accounting treatment is the same as that must be followed if the related assets or liabilities are directly disposed of by the associate, that is, if the gains or losses previously recognized in other comprehensive income are reclassified as gain or loss (or retained earnings) when the relevant assets or liabilities are disposed of, when the enterprise stops using the equity method, the profit or loss is reclassified from equity to gain or loss (or retained earnings). If the Consolidated Company's ownership interests in associates decreases, but the equity method continues to apply, the Consolidated Company will reclassify the profit or loss related to the reduction of the ownership interests that have previously been recognized in other comprehensive income according to the above-mentioned reduction.
When the associates issue new shares, if the Consolidated Company fails to subscribe in proportion to its shareholding, thereby causing a change in the shareholding ratio and an increase or decrease in the net equity value of the investment, its capital reserve and the investment using the equity method shall be adjusted based on the increase or decrease; if this adjustment is to offset the capital reserve, but the balance of the capital reserve generated by the investment using the equity method is insufficient, its difference will be debited to retained earnings. However, if the Consolidated Company does not subscribe in proportion to its shareholding, thereby reducing its ownership interests in the associates, the amount previously recognized in other comprehensive income related to the associates is reclassified in proportion to the reduction, and its accounting treatment is based on the same basis as that required for the direct disposal of related assets or liabilities by the associates.
(X) Property, plant, and equipment
-
Recognition and measurement
-
Property, plant and equipment items are measured at cost minus the accumulated depreciation and any accumulated impairment. Costs include expenditures that can be directly attributable to the acquisition of assets, as well as purchases of real estate, plant and equipment denominated in foreign currency, and software purchased to integrate the functions of related equipment as part of the capitalization of such equipment. When the service life of a material component of property, plant and equipment is different, it is treated as a separate item (the main component) of property, plant and equipment.
Gain or loss on disposal of property, plant and equipment is recognized in profit or loss.
- Subsequent costs
Subsequent expenditures are capitalized only when their future economic benefits are likely to flow into the Company.
26
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Depreciation
Depreciation is calculated based on the cost of an asset minus its residual value and is recognized in profit or loss using a straight-line method within the estimated service life of each component.
The estimated service life for the current period and the comparative period is as follows:
-
(1) Auxiliary equipment of housing and building: 5 to 55 years.
-
(2) Machinery: 3 to 20 years.
-
(3) Transportation facilities: 5 to 10 years.
-
(4) Office equipment: 3 to 10 years.
-
(5) Other equipment: 2 to 15 years.
The depreciation method, service life and residual value are reviewed by the Consolidated Company at each reporting date and adjusted as necessary.
- (XI) Investment property
Investment properties refers to properties held for rent-earning or asset appreciation or both, rather than for normal business sale, production, provision of goods or services, or administrative purposes. The investment property is originally measured at cost, and subsequently measured at cost minus accumulated depreciation and accumulated impairment, and its depreciation method, service life and residual value shall be handled according to the regulations for property, plant and equipment.
Gain or loss on disposal of investment property (calculated as the difference between the net disposal price and the carrying amount of the item) is recognized in profit or loss.
Rental income from investment property is recognized in other income on a straight-line basis during the lease period. The lease incentive given is also recognized in the lease income during the lease period.
- (XII) Rental
The Consolidated Company evaluates whether a contract is or contains a lease on the date of its conclusion, and if the contract transfers control over the use of the identified assets for a period of time in exchange for consideration, the contract is or contains a lease.
- Lessee
The Consolidated Company recognizes the right-of-use assets and lease liabilities on the lease commencement date, and the right-of-use assets are initially measured at cost, which includes the original measured amount of the lease liability, adjusts any lease payments made on or before the lease commencement date, and adds up the original direct costs incurred and the estimated costs of dismantling and removing the underlying asset and restoring the underlying asset and its location, minus any lease incentives collected.
27
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The right-of-use asset is subsequently depreciated by the straight-line method from the beginning of the lease to the expiration of the service life of the right-of-use asset or the expiration of the lease term. In addition, the Consolidated Company periodically assesses whether the right-of-use assets are impaired and disposes of any impairment losses that have occurred, and adjusts the right-of-use assets in the event that the lease liabilities are re-measured.
Lease liabilities are original measurements of the present value of lease benefits unpaid on the date of commencement of the lease. If the implied interest rate of the lease is easy to determine, the discount rate is the interest rate, and if it is not easy to determine, the Consolidated Company's incremental borrowing rate is used. In general, the Consolidated Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability include:
-
(1) Fixed payments, including in-kind fixed payments
-
(2) For variable lease payments that depend on an index or rate, the index or rate on the lease commencement date is used for the original measurement;
-
(3) The amount of the residual value guarantee expected to be paid; and
-
(4) The exercise price or penalty payable when it is reasonably certain that the purchase option or lease termination option will be exercised.
The lease liability is subsequently accrued interest using the effective interest method, and its amount is remeasured when:
-
(1) There is a change in future lease payments due to changes in the index or rate used to determine lease payments;
-
(2) There is a change in the amount of residual value margin expected to be paid;
-
(3) There is a change in the valuation of the underlying asset purchase option;
-
(4) There is a change in the estimate of whether to exercise the extension or termination option, which changes the assessment of the lease term;
-
(5) There are modifications of the subject, scope or other terms of the lease.
When the lease liability is remeasured due to the aforementioned change in the index or rate used to determine the lease payment, change in the residual value guarantee amount, and change in the evaluation of the purchase, extension or termination options, the book value of the right-of-use asset is adjusted accordingly, and when the carrying amount of the right-of-use asset has been reduced to zero, the remaining remeasured amount is recognized in profit or loss.
For lease modifications that reduce the scope of the lease, the carrying amount of the rightof-use asset is reduced to reflect the partial or full termination of the lease, and the difference between it and the remeasurement amount of the lease liability is recognized in profit or loss.
28
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The Consolidated Company presents the right-of-use assets and lease liabilities that do not meet the definition of investment property in the balance sheet as separate items. Where an agreement contains lease and non-lease components, the Consolidated Company allocates the consideration in the contract to the individual lease components on a relative stand-alone price basis. However, when leasing land and buildings, the Consolidated Company chooses to treat the lease component and the non-lease component as a single lease component without distinguishing the non-lease components.
For short-term leases and low-value asset leases for office and other equipment leases, the Consolidated Company chose not to recognize the right-of-use assets and lease liabilities, but to recognize the relevant lease payments in expenses based on a straight-line basis during the lease period.
The Consolidated Company chooses to adopt a practical expedient approach for all rental concessions that meet all of the following conditions, and does not evaluate whether it is a lease modification:
-
(1) Rent concessions incurred as a direct result of the COVID-19 epidemic;
-
(2) The change in the lease payment results in the modified lease consideration being almost the same or smaller than the lease consideration before change;
-
(3) Any reduction in lease payments will only affect payments that were due before June 30, 2021; and
-
(4) No other terms and conditions of the lease have materially changed.
Under the practical expedient method, when rental concessions lead to changes in lease payments, the changes are recognized in profit or loss when the event or circumstance that initiates rental concessions occurs.
- Lessor
The transaction in which the merged company is the lessor is to classify the lease contract on the date of conclusion according to whether it transfers almost all the risks and rewards attached to the ownership of the underlying asset. If so, it is classified as a finance lease, otherwise it is classified as an operating lease. At the time of evaluation, the Consolidated Company considers relevant specific indicators including whether the lease period covers the main part of the economic life of the underlying asset.
If the Consolidated Company is a sublease lessor, it handles master lease and sublease transactions separately, and evaluates the classification of sublease transactions based on the right-of-use assets generated by the master lease. If the master lease is a short-term lease and a recognized exemption applies, the sublease transaction should be classified as an operating lease.
29
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
Where the agreement includes lease and non-lease components, the Consolidated Company shall apportion the consideration in the contract according to the provisions of IFRS 15.
-
(XIII) Intangible assets
-
Recognition and measurement
-
Goodwill arising on the acquisition of a subsidiary is measured at cost minus the accumulated impairment losses.
-
Expenditures related to research activities are recognized as profit or loss when incurred. Development expenditures are capitalized only when they are reliably measurable, the technical or commercial feasibility of the product or process has been achieved, future economic benefits are likely to flow to the Consolidated Company, and the Consolidated Company intends and has sufficient resources to complete the development and use or sell the asset. Other development expenses are recognized in profit or loss when incurred. After initial recognition, the capitalized development expenditure is measured at its cost minus the accumulated amortization and accumulated impairment.
-
The Consolidated Company's acquisition of other intangible assets with a limited service
life is measured at cost minus the accumulated amortization and accumulated impairment.
- Subsequent expenditures
Subsequent expenditures are capitalized only to the extent that they increase the future economic benefits of the related specific asset. All other expenditure is recognized in profit or loss as incurred, including internally developed goodwill and branding.
- Amortization
Except for goodwill, amortization is calculated as the cost of the asset minus the estimated residual value and is recognized in profit or loss using the straight-line method from the time the intangible asset is ready for use over its estimated service life.
The estimated service life for the current period and the comparative period is as follows: (1) Computer System and Software 2 to 3 years
The amortization method, service life and residual value of intangible assets are reviewed by the Consolidated Company at each reporting date and adjusted as necessary.
-
(XIV) Impairment of non-financial assets
-
At each reporting date, the Consolidated Company assesses whether there is any indication that the carrying amount of non-financial assets (other than inventories, contract assets, and deferred income tax assets) may be impaired. If there is any indication, the recoverable amount of the asset is estimated.
30
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
For the purposes of impairment testing, a group of assets whose cash inflows are largely independent of those of other individual assets or groups of assets is the smallest identifiable group of assets. The goodwill acquired by business merger is apportioned to each cashgenerating unit or group of cash-generating units that are expected to benefit from the synergies of the merger.
The recoverable amount is the higher of an individual asset's or cash-generating unit's fair value minus costs of disposal and its value in use. In assessing the use value, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or cash-generating unit.
Impairment losses are recognized if the recoverable amount of an individual asset or cashgenerating unit is lower than its carrying amount.
Impairment losses are recognized immediately in profit or loss for the current period, and firstly reduce the carrying amount of the cash-generating unit's apportioned goodwill, and then reduce the carrying amount of each asset in proportion to the carrying amount of other assets in the unit.
Goodwill impairment losses shall not be reversed. Non-financial assets other than goodwill are reversed only to the extent that they do not exceed the carrying amount (less depreciation or amortization) determined when the asset is not recognized in the impairment loss in the previous year.
- (XV) Provisions
The recognition of liability provision means that there is a current obligation due to past events, so that the Consolidated Company will likely need the outflow of resources with economic benefits in the future to pay off the obligation, and the amount of the obligation can be reliably estimated. The liability provision is discounted at a pre-tax discount rate that reflects the current market's evaluation of the time value of money and the specific risk of the liability, and the amortization of the discounted amount is recognized in interest expenses.
The reserve for guaranteed liabilities is recognized at the time of sale of goods or services and is weighted according to the probability associated with historical warranty information and all possible outcomes.
-
(XVI) Recognition of revenues
-
Revenue from customer contracts
- Revenues are measured by the consideration to which goods or services are transferred and to which they are expected to be entitled. The Consolidated Company recognizes revenue when the control of goods or services is transferred to the customer and the performance obligations are met. The Consolidated Company's main revenues are explained as follows:
31
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(1) Product sales revenue
Product sales revenue comes from the sale of products such as electronic components, power supply units, transformers, ISDN cards, ADSL cards and solar power plant equipment. Except that the solar plant equipment is recognized as revenue when the products arrive at the location designated by the customer, the Company recognizes the remaining products as revenue and accounts receivables at the time of shipment, when the customer has the right to fix the price and use of the products and has the primary responsibility for resale of such products, and bears the risk of obsolescence of the products. Advance receipts for product sales are recognized as contractual liabilities before the product is shipped or delivered to the customer's designated location.
No revenue is recognized during material processing as control of the processed products is not transferred.
- (2) Project income
The Consolidated Company is engaged in the site development business of solar photovoltaic power system and the engineering contracting business of solar photovoltaic power system construction and other related services. As the assets are gradually controlled by the customer during the construction process, the revenue is gradually recognized over time based on the proportion of the cost incurred to date to the estimated total contract cost. The contract is a fixed consideration in which the client pays a fixed amount of money over an agreed period of time. The Consolidated Company recognises revenues only to the extent that there is a high probability that no material reversal will occur in the cumulative revenues; If the amount of recognized revenue has not been requested, it is to recognize the contract assets and transfer the contract assets to accounts receivable when there is no unconditional right to the consideration.
If it is not possible to reasonably measure the degree of completion of the performance obligations of the works contract, the contract income is recognized only to the extent of expected recoverable costs.
A liability reserve for a loss making contract shall be recognized when the Consolidated Company anticipates that the cost of fulfilling the obligations of a construction contract will inevitably exceed the economic benefits expected from the contract.
If circumstances change, the estimates of revenue, costs and degree of completion will be revised, and the resulting changes will be reflected in profit or loss during the period when management is made aware of the changes.
32
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (3) Service income
The Consolidated Company provides project management consultancy and maintenance services and recognises related income in the financial reporting period for the provision of services. Fixed-price contracts recognize revenue based on the proportion of services actually rendered to the total services as of the reporting date, which is determined by the percentage of services performed to the total services due to be performed. Under a fixed price contract, the client pays a fixed amount of money over an agreed period of time.
- (4) Revenue from sale of electricity
Recognized when power is transferred to the electrical substation at Taiwan Power Company's terminal.
-
Cost of customer contracts
-
Contract performance costs
If the costs incurred in fulfilling a customer contract are not covered by other standards (IAS 2 “Inventory”, IAS 16 “Property, Plant and Equipment” or IAS 38 “Intangible Assets”), the Consolidated Company will only recognize such costs in assets when they are directly related to the contract or a clearly identifiable prospective contract, will generate or strengthen resources that will be used to meet (or continue to meet) performance obligations in the future, and are expected to be recoverable.
General and administrative costs, costs of wasted materials, labor or other resources used to perform the contract but not reflected in the contract price, costs associated with fulfilled (or partially satisfied) performance obligations, and costs related to the situation that is indistinguishable from non-fulfilled performance obligations or fulfilled (or partially satisfied) performance obligations are recognized in expenses when incurred.
-
(XVII) Employee benefits
-
Defined contribution plans
- Contribution obligations to defined contribution pension plan is recognized in expenses during the period of service performed by the employee.
-
Defined Benefit Plans
The net obligation of the Consolidated Company to the defined benefit plan is calculated by converting the future benefit amount earned by the employee's service in the current or previous period into the present value of each benefit plan, and deducting the fair value of any plan assets.
33
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The defined benefit obligation is actuarialized annually by a qualified actuary using the estimated unit benefit method. When the results of the calculation may be beneficial to the Consolidated Company, the recognized assets are limited to the present value of any economic benefits that can be obtained in the form of returning contributions from the plan or reducing future contributions to the plan. The calculation of the present value of economic benefits takes into account any minimum funding requirements.
The remeasurement of net defined benefit liabilities, including actuarial gains and losses, return on plan assets (excluding interest), and any changes in the asset cap impact (excluding interest) are recognized immediately in other comprehensive income and accumulated in retained earnings. The Consolidated Company determines the net interest expense of net defined benefit liabilities using the net defined benefit liabilities and discount rate determined at the beginning of the annual reporting period. The net interest expense and other expenses of the defined benefit plan are recognized in profit or loss. Changes in benefits associated with prior service costs or curtailment benefits or losses arising from plan modifications or curtailments are recognized immediately in profit or loss. The Company recognizes the repayment gains and losses of the defined benefit plan at the time of the repayment.
- Other long-term employee benefits
The Consolidated Company's net obligations for other long-term employee benefits are calculated by converting the future benefits earned by employees for providing services in the current or previous periods into the present value. The re-measured amount is recognized in profit or loss as it arises.
-
Short-term employee benefits
- Short-term employee benefit obligations are recognized in expense when services are provided. If the Consolidated Company has a current statutory or constructive payment obligation due to the past service provided by the employee, and the obligation can be reliably estimated, the amount is recognized in liabilities.
-
(XVIII) Share-based payment transactions
In the share-based payment agreement for equity delivery, the fair value on the date of grant is used to recognize the expense and increase the relative equity during the vesting period of the reward. The recognized expenses are adjusted according to the amount of rewards that are expected to meet the service conditions and non-market vesting conditions; and the final recognized amount is measured based on the amount of rewards that meet the service conditions and non-market vesting conditions at the vesting date.
The non-vesting conditions of the share-based payment rewards have been reflected in the measurement of the fair value of the share-based payment date, and the difference between the expected and actual results does not need to be verified and adjusted.
34
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The fair value amount of the cash-delivered share appreciation rights that should be paid to employees is recognized in expenses and increases the relative liability during the period when the employee can obtain compensation unconditionally. The liability is remeasured against the fair value of the share appreciation rights at each reporting date and delivery date, and any changes are recognized in profit or loss.
Employee stock options granted by the Company to employees of its subsidiaries for settlement of the Company's equity instruments are treated as capital contributions to the subsidiaries and are measured at the fair value of the equity instruments at the date of grant and recognized as an increase in the carrying amount of the investment in the subsidiary during the vesting period, with a corresponding adjustment to capital surplus - employee stock options. (XIX) Income tax
The income tax includes the current income tax and the deferred income tax. Current income tax and deferred income tax shall be recognized in profit or loss, except for those related to business merger, directly recognized in equity or other items related to comprehensive income. The current income tax includes the estimated income tax payable or tax refund receivable calculated based on the taxable income (loss) of the current year, and any adjustment to the previous year's income tax payable or tax refund receivable.
The amount is the best estimate of the amount expected to be paid or collected at the statutory or substantive legislative rates at the reporting date.
The deferred income tax is recognized by measuring the temporary difference between the carrying amount of assets and liabilities for financial reporting purposes and their tax base. Temporary differences arising from the following situations are not recognized in deferred income tax:
-
Assets or liabilities originally recognized in a transaction that is not a business merger, and that does not affect accounting profit and taxable income (loss) at the time of the transaction.
-
Temporary differences arising from investment in subsidiaries, associates and joint venture equity, in which case the Company can control the timing of the reversal of the temporary difference and it is very likely that the reversal will not occur in the foreseeable future;
The unused tax loss and unused income tax deduction carried forward and the deductible temporary differences are recognized in deferred income tax assets to the extent that there is a high probability that future taxable income will be available for use. They shall be re-evaluated at each reporting date, and the relevant income tax benefit shall be reduced within the scope where it is not likely to be realized; or the original reduced amount shall be reversed within the scope where it is very likely that there will be sufficient taxable income.
35
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The deferred income tax is measured at the tax rate when the temporary difference is expected to reverse, and is based on the statutory tax rate or substantive legislative tax rate at the reporting date.
The Consolidated Company may only offset the deferred income tax assets and liabilities when the following conditions are met at the same time:
-
It has the legally enforceable right to offset the current income tax assets against current income tax liabilities; and
-
The deferred income tax assets and liabilities are related to one of the following taxpayers whose income tax is levied by the same tax authority:
-
(1) The same taxpayer; or
-
(2) Different taxpayers, but each subject intends to settle current income tax liabilities and assets on a net basis, or realize assets and settlement simultaneously, in each future period in which the significant amount of deferred income tax assets is expected to be recovered and deferred income tax liabilities are expected to be settled.
-
-
(XX) Business merger
-
The Consolidated Company adopts the acquisition method for each business merger, and the goodwill is measured at the fair value of the consideration transferred on the acquisition date, including the amount attributable to any non-controlling interests in the acquiree, minus the net amount of identifiable assets acquired and assumed measured (usually fair value). If the balance after deduction is negative, the Consolidated Company will reassess whether all acquired assets and all assumed liabilities have been correctly identified before recognizing the bargain purchase benefit in profit or loss.
Except for those related to the issuance of debt or equity instruments, the transaction costs related to the business merger shall be recognized in expenses of the Consolidated Company when incurred.
Among the non-controlling interests of the acquiree, if they belong to the current ownership interests and the holders are entitled to enjoy the net assets of the enterprise on a pro rata basis when the liquidation occurs, the Consolidated Company chooses the fair value on the acquisition date or at the proportional share of the recognized amount of the net assets identifiable to the acquiree by the current ownership instrument on a transaction-by-transaction basis. Other non-controlling interests are measured at their fair value as of the date of acquisition or on other bases as prescribed by the International Financial Reporting Standards as endorsed by the FSC.
36
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(XXI) Earnings Per Share
The Company presents basic and diluted earnings per share attributable to holders of ordinary shares of the Company. The basic earnings per share of the Company are the profit or loss attributable to the holders of ordinary shares of the Company, divided by the weighted average number of ordinary shares outstanding in the current period. Diluted earnings per share are calculated after adjusting for the effect of all potential diluted ordinary shares by the gain or loss attributable to holders of the Company's ordinary shares and the weighted average number of ordinary shares outstanding.
(XXII) Segment Information
An operating division is an integral part of a consolidated company engaged in activities that may generate revenue and incur expenses. The results of all operating divisions are periodically reviewed by the main operating decision maker of the Consolidated Company to determine the allocation of resources to the division and to evaluate its performance. Separate financial information is provided for each operating division.
V. Significant Accounting Judgments, Estimates and Key Sources of Uncertainty over Assumptions
The Management must make judgments, estimates and assumptions in preparing the Consolidated Company only financial statement that will have an impact on the adoption of accounting policies and the reported amounts of assets, liabilities, income and expenses. The actual results may differ from the estimates.
Estimates and underlying assumptions are reviewed by management on an ongoing basis, and changes in accounting estimates are recognized in the period in which the change is made and in the affected future periods.
VI. Remarks on Material Accounts
| VI. Remarks on Material Accounts |
||
|---|---|---|
| (I) Cash and cash equivalents Petty cash Bank deposits Time deposits Re-Purchase Bonds |
2022.12.31 $ 70 371,220 76,825 130,623 |
2021.12.31 202 612,824 5,091 - |
$ 578,738 |
618,117 |
For disclosure of interest rate risk and sensitivity analysis of the Consolidated Company's financial assets and liabilities, please refer to Note 6 (30).
37
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| (II) Financial assets at fair value through profit or loss - current 2022.12.31 2021.12.31 Financial assets at fair value through profit or loss: Non-derivative financial assets Foreign Listed Stock $ 4,234 3,458 Shares of TWSE/TPEx listed companies 3,297 59,587 Fund Beneficiary Certificate 24,860 39,285 Total $ 32,391 102,330 (III) Financial assets at fair value through other comprehensive income - non-current 2022.12.31 2021.12.31 Equity instruments measured at fair value through other comprehensive income: Shares of domestic unlisted companies Ennova Technologies, Inc. $ 3,797 3,797 EcoLumina Technologies, Inc. - - MicroLinks Technology Corp. - - Dajian Internet Technology Co., Ltd. - - Total $ 3,797 3,797 |
2022.12.31 $ 4,234 3,297 24,860 |
2021.12.31 3,458 59,587 39,285 |
|---|---|---|
| $ 32,391 |
102,330 | |
| $ 3,797 |
3,797 |
These equity instrument investments held by the Consolidated Company are long-term strategic investments and are not held for trading purposes, so they have been designated to be measured at fair value through other comprehensive income. (IV) Financial assets at amortized cost
| Liquid Time deposits Restricted bank deposits - current Non-current Restricted bank deposits - non-current |
2022.12.31 $ - 79,559 |
2021.12.31 3,029 14,977 |
|---|---|---|
| $ 79,559 |
18,006 | |
| $ 439,902 |
463,265 |
Please refer to Note 8 for the details of long-term and short-term borrowings and financing line guarantees by the Consolidated Company on December 31, 2022 and 2021. (V) Notes receivable and accounts receivable
| Notes receivable — arising from operations Accounts receivable Less: Loss allowance |
2022.12.31 $ 7,601 138,527 (1,293) |
2021.12.31 4,239 154,538 (376) |
|---|---|---|
$ 144,835 |
158,401 |
38
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The Consolidated Company adopts a simplified approach to the estimate the expected credit losses for all notes and accounts receivable, that is, it is measured using the expected credit losses during the lifetime, and for this purpose, these notes and accounts receivable are grouped according to the common credit risk characteristics representing the ability of customer to pay all amounts due under the terms of contract, and the loss rate established by historical and realistic information for a specific period is considered forward-looking.
Analysis of expected credit losses of notes and accounts receivable of the Consolidated Company is as follows:
2022.12.31
| 2022.12.31 | |||
|---|---|---|---|
| Not overdue Overdue for more than 121 days Not overdue Overdue for more than 121 days |
Book amounts of notes receivable and accounts receivable |
Weighted average expected credit loss ratio |
Allowance lifetime expected credit losses - 1,293 |
| $ 144,835 0% 1,293 100% $ 146,128 2021.12.31 |
|||
1,293 |
|||
Allowance lifetime expected credit losses - 376 |
|||
| Book amounts of notes receivable and accounts receivable |
Weighted average expected credit loss ratio |
||
| $ 158,401 0% 376 100% $ 158,777 |
|||
| 376 |
The statement of loss changes in allowance for notes and accounts receivable of the Consolidated Company is as follows:
| Beginning balance Admitted impairment loss The amount written off during the year because it is not recoverable Foreign currency conversion gains and losses Ending Balance |
2022 $ 376 1,425 (552) 44 |
2021 356 664 (642) (2) |
|---|---|---|
| $ 1,293 |
376 |
On December 31, 2022 and 2021, no notes receivable and accounts receivable of the Consolidated Company have been provided as collateral.
39
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The Consolidated Company enters into non-recourse accounts receivable sale agreements with financial institutions. Since the Consolidated Company has transferred virtually all risks and rewards to the ownership of the accounts receivable and has no ongoing participation in them, it is eligible for the exclusion of financial assets. When accounts receivable claims are derecognized, claims against financial institutions are reported to other receivables. Information relating to the accounts receivable for sale that are not due as of the reporting date is as follows:
2022.12.31
| 2022.12.31 | ||||||
|---|---|---|---|---|---|---|
| Subject to sale | Excluding amount |
Amount still available in advance |
Amount advanced |
Amount transferred to other receivables |
Interest Rate Range |
Other Important Matters |
| Export-Import Bank of the Republic of China |
$ 7,753 - |
- | 7,753 - |
Note 1, Note 2, Note 3 and Note 4 |
||
| 2021.12.31 | ||||||
| Subject to sale | Excluding amount |
Amount still available in advance |
Amount advanced |
Amount transferred to other receivables |
Interest Rate Range |
Other Important Matters |
| Hua Nan Commercial Bank Export-Import Bank of the Republic of China |
$ 13 - 1,518 - |
- - |
13 - 1,518 - 1,531 |
Note 1, Note 2, Note 3 and Note 4 |
||
$ 1,531 - |
- |
-
Note 1. Guarantee that the underwriting subject matter transferred is lawful and valid, and that no third party may claim any rights.
-
Guarantee that none of the underwriting subject matter is subject to set-off, pledge or transfer prohibition, and the amount is determined as a receivable claim.
-
Note 2. Guarantee that the transactions of the sales contract, labor contract or other debt contracts are effected in a normal and lawful manner. And that there are in no sufficient grounds or defences to extinguish or impede the exercise of the rights of the financial institutions that undertake the acquisition to which the accounts receivable are addressed.
-
Note 3. Guarantee that there will be no control over the subordinate relationship or other improper commercial interests during the validity period of the current and future contracts to which the accounts receivable are addressed.
(VI)
Other receivables
| Receivables from payment on behalf of others Advances receivable Business tax refund receivable Sales receivables Miscellaneous Less: Loss allowance |
2022.12.31 $ 163,792 1,624 1,601 7,753 2,640 (163,792) |
2021.12.31 147,455 7,199 2,430 1,531 187 (147,455) |
|---|---|---|
| $ 13,618 |
11,347 |
40
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The movements of the loss allowance for other receivables of the Consolidated Company in 2022 and 2021 are as follows:
| 2022 and 2021 are as follows: | ||
|---|---|---|
| Beginning balance Foreign currency conversion gains and losses Ending Balance |
2022 $ 147,455 16,337 |
2021 149,747 (2,292) |
$ 163,792 |
147,455 |
For additional credit risk information, please refer to Note 6 (30).
(VII)
| Inventory Raw materials Products in process Finished products Merchandise inventory Detailed statement of operating costs is as follow: Transfer of inventory sales Loss on inventory write-down Operating costs of solar power plant Total |
2022.12.31 $ 91,864 6,119 41,822 186,538 |
2021.12.31 78,633 12,654 68,672 241,512 |
|---|---|---|
$ 326,343 |
401,471 |
|
2022 $ 871,857 18,790 23,567 |
2021 708,270 46 18,565 |
|
$ 914,214 |
726,881 |
On December 31, 2022 and 2021, no inventory of the Consolidated Company has been provided as collateral.
(VIII) Investment accounted for using equity method
The investments of the Consolidated Company under the equity method on the reporting date are as follows:
| Associates | 2022.12.31 $ 27,040 |
2021.12.31 - |
|---|---|---|
1. Associates
In December 2021, the Board of directors approved to invest in Xiajing Co., Ltd., and in January 2022, the newly invested capital of NT$27,000 acquired 2,700 thousand shares, with a shareholding ratio of 20%.
Xiajing Co., Ltd. applied for a cash capital increase of NT$380,286 in July 2022. As the
Consolidated Company did not subscribe according to its shareholding ratio, the shareholding ratio of the Consolidated Company was reduced from 20% to 5.24%, and the Consolidated Company is still a director of Xiajing Co., Ltd.
41
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Guarantee
On December 31, 2022 and 2021, the Consolidated Company's investments under the equity method are not provided as collateral.
(IX)
Business merger
The Consolidated Company acquires the following companies to develop its solar energy and energy storage related business.
| Company Name |
Major operating activities | Date of Acquisition |
Acquisitio n Ratio |
Transfer consideration fair value $ 26,025 949 |
|---|---|---|---|---|
| VGwatt Energy Co., Ltd. Tai Chuang Energy Co., Ltd. |
Design, manufacturing, construction and sales business of solar power plants Energy storage sales business |
2022.12.09 2022.12.23 |
51.00% 100.00% |
The main types of transfer consideration, assets acquired and liabilities assumed on the acquisition date and the amounts admitted are as follows:
- The fair values of the major types of transfer consideration at the acquisition date are as follows:
2022:
| VGwatt Energy Co., Ltd. Tai Chuang Energy Co., Ltd. Transfer Consideration Cash $ 26,025 949 The fair value of identifiable net assets acquired and liabilities assumed: VGwatt Energy Co., Ltd. Tai Chuang Energy Co., Ltd. Cash and cash equivalents $ 24,977 936 Accounts receivable and other receivables 4,438 - Inventory 21,103 - Other current assets 3,798 - Property, plant, and equipment 549 - Other non-current assets 580 14 Contract liabilities - current (9,520) - Accounts payable and other payables (7,050) (1) Current tax liabilities (3,670) - Other current liabilities (51) - Long-term loans (8,233) - Total $ 26,921 949 |
VGwatt Energy Co., Ltd. |
Tai Chuang Energy Co., Ltd. |
|---|---|---|
| $ 26,025 |
949 |
- The fair value of identifiable net assets acquired and liabilities assumed:
42
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
3. Goodwill
The goodwill recognized as a result of the acquisition is as follows:
| Transfer Consideration More: Non-controlling interest Less: Fair value of identifiable net assets |
VGwatt Energy Co., Ltd. |
Tai Chuang Energy Co., Ltd. |
|---|---|---|
| $ 26,025 26,921 (52,946) |
949 - (949) |
|
$ - |
- |
-
(X) Change of ownership interest in subsidiaries
-
The changes in the Consolidated Company's interest in subsidiaries in 2022 and 2021 transactions without changing control of subsidiaries are as follows:
-
The Consolidated Company did not subscribe for the cash capital increase equity of Billion Watts Technologies Co., Ltd. in accordance with the shareholding ratio in May 2022, resulting in the shareholding ratio decreasing from 66.49% to 64.58%.
-
In September 2022, the Consolidated Company reduced its shareholding from 64.58% to 64.48% by disposing of 0.1% of its shareholding in Billion Watts Technologies Co., Ltd. The Consolidated Company did not subscribe for the cash capital increase equity of Billion Watts Technologies Co., Ltd. in accordance with the shareholding ratio in October 2022, resulting in the shareholding ratio decreasing from 76.88% to 74.99%. In February 2021, the shareholding ratio of the Consolidated Company decreased from 71.82% to 66.49% due to the Consolidated Company's failure to subscribe for the cash capital increase option of Billion Watts Technologies Co., Ltd. according to the shareholding ratio and the recognition of cash capital increase new shares of Billion Watts Technologies Co., Ltd. by the subsidiaries' employees.
-
BEC Technologies Inc., a subsidiary of the Combined Company, did not subscribe to Avantek Systems PTE on a pro rata basis in October and November 2022. LTD cash increase equity, resulting in a reduction in shareholding ratio from 76.88% to 74.99%.
-
-
(XI) Loss of control over subsidiary
-
The Company signed an equity transfer contract with Hou Ju Energy Technology Corporation in September 2022 and the transfer was completed on October 3, 2022. The Company sold all the equity of its subsidiary Shengqun Energy Storage Technology Co., Ltd. for NT$ 23,452 and lost control over Shengqun after the delivery date.
The Company entered into an agreement on July 22, 2021 to become a subsidiary (Hong Kong) EG-Billion Co., Ltd. The Company completed the disposal in August 2021 and lost control of the subsidiary.
43
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| 1. Consideration received 2022 Billion Energy Storage Technologies Co., Ltd. Cash and cash equivalents $ 23,452 2. Assets and liabilities out of control Billion Energy Storage Technologies Co., Ltd. Net assets disposed $ 1,286 3. Profit from disposal of subsidiary Billion Energy Storage Technologies Co., Ltd. Consideration received $ 23,452 Net assets disposed (1,286) Cumulative exchange difference of reclassification of net assets of subsidiaries from equity to profit or loss due to loss of control over subsidiary - Profit from disposal of subsidiary $ 22,166 4. Net cash inflow from disposal of subsidiary Billion Energy Storage Technologies Co., Ltd. Consideration received in cash $ 23,452 Less: The disposal of investment funds has been received in advance - Less: Cash disposed of and cash in exchange (155) $ 23,297 |
2022 | 2021 (Hong Kong) EG-Billion Co., Ltd. 267,768 (Hong Kong) EG-Billion Co., Ltd. |
|---|---|---|
| Billion Energy Storage Technologies Co., Ltd. |
||
| $ 23,452 |
||
Billion Energy Storage Technologies Co., Ltd. |
||
| $ 1,286 |
157,873 |
|
Billion Energy Storage Technologies Co., Ltd. |
(Hong Kong) EG-Billion Co., Ltd. |
|
| $ 23,452 (1,286) - |
267,768 (157,873) (46,149) |
|
| $ 22,166 |
63,746 |
|
Billion Energy Storage Technologies Co., Ltd. |
(Hong Kong) EG-Billion Co., Ltd. |
|
267,768 (182,902) - |
||
$ 23,297 |
84,866 |
44
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(XII) Property, plant, and equipment
The cost and depreciation changes of the Consolidated Company's real estate, plant, and equipment are detailed as follows:
| Costs: Balance on January 1, 2022 Addition Reclassification Disposal Effect of changes in currency exchange rate Consolidation subject change Balance as of December 31, 2022 Balance on January 1, 2021 Addition Reclassification Effect of changes in currency exchange rate Disposal Balance as of December 31, 2021 Depreciation: Balance on January 1, 2022 Current Depreciation Reclassification Disposal Effect of changes in currency exchange rate Balance as of December 31, 2022 Balance on January 1, 2021 Current Depreciation Reclassification Effect of changes in currency exchange rate Disposal Balance as of December 31, 2021 Book value: December 31, 2022 December 31, 2021 |
Land | Building | Machinery and equipment |
Transportation facilities Office equipment |
Other equipment |
Construction in progress and equipment to be inspected |
|---|---|---|---|---|---|---|
| $ 200,300 164,788 289,762 7,565 33,721 217,878 14,661 928,675 |
||||||
$ 194,062 158,364 313,082 7,215 31,341 46,303 - 750,367 - 926 9,084 886 489 28,599 - 39,984 4,997 (1,126) - - - - - 3,871 (202) (820) - (16) (107) - - (1,145) - - (2,949) (1,805) (488) (786) - (6,028) |
||||||
$ 198,857 157,344 319,217 6,280 31,235 74,116 - 787,049 |
||||||
$ - 52,303 78,312 5,066 28,968 43,840 - 208,489 - 4,188 13,369 398 811 9,826 - 28,592 - - - - - (117) - (117) - - (15,450) - (904) (512) - (16,866) - 928 - 116 719 - - 1,763 |
||||||
$ - 57,419 76,231 5,580 29,594 53,037 - 221,861 |
||||||
$ - 48,840 66,494 5,991 28,823 41,383 - 191,531 - 3,463 14,767 373 733 3,243 - 22,579 - 115 - - - - - 115 - (115) - (16) (100) - - (231) - - (2,949) (1,282) (488) (786) - (5,505) |
||||||
$ - 52,303 78,312 5,066 28,968 43,840 - 208,489 |
||||||
$ 200,300 107,369 213,531 1,985 4,127 164,841 14,661 706,814 |
||||||
$ 198,857 105,041 240,905 1,214 2,267 30,276 - 578,560 |
Please refer to Note 8 for the details of long-term and short-term borrowings and financing line guarantees by the Consolidated Company on December 31, 2022 and 2021.
45
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(XIII) Right-of-use assets
Changes in the cost and depreciation of land, housing and building, and transport equipment leased by the Consolidated Company are as follows:
| Costs of right-of-use assets: Balance on January 1, 2022 Addition Decrease Consolidation subject change Balance as of December 31, 2022 Balance on January 1, 2021 Addition Decrease Balance as of December 31, 2021 Depreciation of right-of-use assets: Balance on January 1, 2022 Current Depreciation Current Decrease Consolidation subject change Balance as of December 31, 2022 Balance on January 1, 2021 Current Depreciation Current Decrease Balance as of December 31, 2021 Book value: December 31, 2022 December 31, 2021 |
Land | Housing and building |
Machinery and equipment |
Transportation facilities Office equipment |
Total |
|---|---|---|---|---|---|
| $ 1,723 69,692 466 7,709 - 79,590 372,168 2,556 - 3,041 251 378,016 - (8,870) - (1,877) - (10,747) (34,403) - - - - (34,403) |
|||||
$ 339,488 63,378 466 8,873 251 412,456 |
|||||
$ - 26,567 114 6,005 - 32,686 1,723 43,125 352 3,682 - 48,882 - - - (1,978) - (1,978) |
|||||
$ 1,723 69,692 466 7,709 - 79,590 |
|||||
$ 69 9,396 100 2,966 - 12,531 3,263 5,465 155 2,268 70 11,221 - (1,897) - (1,877) - (3,774) (521) - - - - (521) |
|||||
$ 2,811 12,964 255 3,357 70 19,457 |
|||||
$ - 3,713 3 2,499 - 6,215 69 5,683 97 2,445 - 8,294 - - - (1,978) - (1,978) |
|||||
$ 69 9,396 100 2,966 - 12,531 |
|||||
$ 336,677 50,414 211 5,516 181 392,999 |
|||||
$ 1,654 60,296 366 4,743 - 67,059 |
(XIV) Investment property
Investment property includes land, houses and buildings held by the Consolidated Company. The lease period of investment property under lease is from two to five years and the lessees do not have a preferential purchase right at the expiration of the lease period.
| Costs or deemed costs: Balance on January 1, 2022 Reclassification roll-in Balance as of December 31, 2022 Balance on January 1, 2021 Reclassification roll-in Reclassification roll-out Balance as of December 31, 2021 |
Land $ 43,393 - |
Housing and building 25,015 119 |
Total 68,408 119 68,527 72,279 1,126 (4,997) 68,408 |
|---|---|---|---|
| $ 43,393 |
25,134 |
||
$ 48,390 - (4,997) |
23,889 1,126 - |
||
$ 43,393 |
25,015 |
(Continued on next page)
46
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(Continued from previous page)
| Depreciation: Balance on January 1, 2022 Current year depreciation Balance as of December 31, 2022 Balance on January 1, 2021 Current year depreciation Reclassification Balance as of December 31, 2021 Book amount: December 31, 2022 December 31, 2021 Fair value: December 31, 2022 December 31, 2021 |
Land $ - - |
Housing and building 7,399 448 |
Housing and building 7,399 448 |
Total 7,399 448 |
|---|---|---|---|---|
| $ - |
7,847 | 7,847 | ||
| $ - - - |
7,009 505 (115) |
7,009 505 (115) |
||
| $ - |
7,399 |
7,399 |
||
| $ 43,393 |
17,287 |
60,680 |
||
$ 43,393 |
17,616 |
61,009 |
||
$ 90,254 |
||||
$ 91,006 |
The fair value of investment properties has not been evaluated by independent evaluators, and is only evaluated by the management of the Company with reference to the existing lease contracts and the market evidence of the transaction price of neighbouring similar property. As of December 31, 2022 and 2021, the above investment property has been provided as a guarantee for the financing line. Please refer to Note 8 for details.
(XV) Other current assets and other non-current assets
Other current and non-current assets of the Consolidated Company are detailed as follows:
| Liquid Prepayment Prepaid fees Overpaid tax retained for offsetting future tax payable Miscellaneous Total Non-current Prepaid equipment Refundable deposits Long-term prepaid fees Total |
2022.12.31 $ 27,460 8,629 20,157 1,086 |
2021.12.31 25,995 7,156 650 - |
|---|---|---|
$ 57,332 |
33,801 | |
$ 10,951 19,530 170 |
28,362 6,399 972 |
|
| $ 30,651 |
35,733 |
47
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (XVI) Short-term notes and bills payable
Details of short-term notes payable by the Consolidated Company are as follows:
2022.12.31
| Commercial paper payable Less: discount on short-term notes and bills payable Total |
Guaranty or acceptance institution |
Interest Rate Range |
Amount $ 6,200 (24) |
|---|---|---|---|
| International Bills Finance Co., Ltd. |
1.78% | ||
| $ 6,176 |
No short-term notes payable on December 31, 2021.
- (XVII) Short-term loans
The short-term loans of the Consolidated Company are detailed as follows:
| Secured bank loans Unused limit Interest Rate Range |
2022.12.31 $ 262,619 |
2022.12.31 $ 262,619 |
2021.12.31 327,360 |
|---|---|---|---|
$ 692,323 |
366,500 |
||
1.78%-2.325% |
1.33%-1.85% |
Please refer to Note 8 for details of the Consolidated Company's pledge of assets for bank loans.
(XVIII) Long-term loans
| No secured bank loans Secured bank loans Less: Part due within one year Total |
2022.12.31 | 2022.12.31 | Amount $ 22,000 94,327 (30,152) |
|
|---|---|---|---|---|
| Currency | Interest Rate Range (%) |
Maturity year |
||
| NTD NTD |
2.175% 2.18%~3.95% |
118 114-120 |
||
| $ 86,175 |
| Secured bank loans Less: Part due within one year Total |
2021.12.31 | 2021.12.31 | Amount $ 87,197 (8,841) |
|
|---|---|---|---|---|
| Currency | Interest Rate Range (%) |
Maturity year |
||
| NTD | 1.72%~1.85% | 117-124 | ||
| $ 78,356 |
Please refer to Note 8 for details of the Consolidated Company's pledge of assets for bank loans.
48
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(XIX) Lease liabilities
| Lease liabilities | Lease liabilities | Lease liabilities |
|---|---|---|
| The book amounts of the Consolidated Company's lease liabilities are as follows: 2022.12.31 2021.12.31 Liquid $ 18,186 6,955 Non-current $ 376,607 59,943 For maturity analysis, please refer to Note 6(30) Financial Instruments. The amounts recognized to profit and loss are as follows: 2022 2021 Interest expense on lease liabilities $ 2,115 741 Changes in lease not included in the measurement of lease liabilities $ 1,747 1,639 Short-term rental expense $ 3,031 1,883 Charges on low-value leasehold assets (excluding low- value leases on short-term leases) $ 315 580 The amounts recognized in the cash flow statement are as follows: 2022 2021 Total cash outflows from leases $ 16,563 13,244 |
||
$ 376,607 |
59,943 |
|
2021 741 |
||
$ 1,747 |
1,639 | |
$ 3,031 |
1,883 |
|
$ 315 |
580 |
|
| 2021 13,244 |
-
Rental of housing and building and transport equipment
-
The Consolidated Company leases the land for energy storage project, and the lease period is ten to sixteen years and six months.
The Consolidated Company leases houses and building roofs for the construction of solar power plants for a period of twenty years.
The Consolidated Company leases houses, buildings and transportation equipment for general operating activities, usually for a period of two to ten years.
- Other leases
The Consolidated Company leases office equipment, etc., and such leases are short-term and low-value leases. The Consolidated Company chooses to apply the exemption recognition provisions instead of recognizing the relevant right-of-use assets and lease liabilities.
49
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(XX) Provision for liabilities - current
| Subsidy for equity transaction | 2022.12.31 $ 9,585 |
2021.12.31 9,426 |
|---|---|---|
Due to operational needs and for the purpose of revitalizing asset utilization, on August 3, 2017, the Board of Directors approved the resolution for the Consolidated Company to sell 70% of its shares in EG-Billion Electronics (Dongguan) Co., Ltd. to HCR Technology (Hong Kong) Ltd. The equity disposal transaction was completed in November 2018, except that EGBillion Electronics (Dongguan) Co., Ltd. was still in negotiations with Shizuo Town Industrial Development Co., Ltd. over the integrated service fees.
In December 2019, (Hong Kong) EG-Billion Co., Ltd. and HCR Technology (Hong Kong) Ltd. reached a supplementary agreement on the contents of the above agreement. The maximum amount of the above compensation shall not exceed RMB 2,170 thousand. The disposal of (Hong Kong) EG-Billion Co., Ltd. will be completed by the Company in August 2021, so the change for equity transactions will be borne by the Company.
(XXI) Employee benefits
- Defined Benefit Plans
The adjustment between the present value of welfare obligations and the fair value of plan assets determined by the Consolidated Company is as follows:
| Present value of defined benefit obligations Fair value of plan assets Net defined benefit liabilities |
2022.12.31 $ 38,773 (22,133) |
2021.12.31 40,812 (18,991) |
|---|---|---|
$ 16,640 |
21,821 |
- (1) Plan assets composition
The pension funds allocated by the Consolidated Company under the Labor Standard Method shall be under the overall management of the Labor Fund Utilization Bureau of the Ministry of Labor (hereinafter referred to as Labor Fund Bureau). According to the "Measures for the Preservation and Utilization of the Income and Expenditure of the Labor Pension Fund", the minimum return of the annual distribution of the final accounts of the fund shall not be less than the return calculated on the two-year fixed deposit rate of the local bank.
As of the reported date, the balance of the special account of the Bank of Taiwan for labor retirement reserve of the Consolidated Company is NT$22,135. For information on the asset management of the Labour Pension Fund, including the fund yield and fund asset allocation, please refer to the website of the Labor Fund Utilization Bureau of the Ministry of Labour.
50
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (2) Changes in present value of defined benefit obligations
The present value changes of the Consolidated Company's benefit obligations in 2022 and 2021 are determined as follows:
| The present value of the benefit obligation is determined as of January 1 Current service cost and interest Long-service bonuses Net defined benefit liability remeasure - Actuarial losses arising from changes in financial assumptions - Actuarial benefit of experience adjustment Benefits to be paid The present value of the benefit obligation is determined as of December 31 |
2022 $ 40,812 462 9 (3,370) 885 (25) |
2021 41,765 412 35 (313) (1,012) (75) |
|---|---|---|
$ 38,773 |
40,812 |
|
- (3) Changes in fair value of plan assets
The changes in the fair value of the assets of the Consolidated Company's defined benefit plan for 2022 and 2021 are as follows:
| Fair value of plan assets as of January 1 Interest income Net defined benefit liability remeasure - Return on planned assets (excluding current interest) Amount already allocated to the plan Fair value of plan assets as of December 31 |
2022 $ 18,991 111 1,493 1,538 |
2021 18,364 81 288 258 |
|---|---|---|
$ 22,133 |
18,991 |
- (4) Expenses recognized as profit or loss
Details of costs and expenses reported by the Consolidated Company for 2022 and 2021 are as follows:
| Current service cost Net interest on net defined benefit liabilities |
2022 $ 227 124 |
2021 229 102 |
|---|---|---|
| $ 351 |
331 |
51
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (5) Remeasurement of net definable benefit liabilities admitted as other comprehensive gains and losses
The cumulative pre-tax remeasurement of the Consolidated Company's net defined
benefit liabilities to other comprehensive income and loss is as follows:
| Accumulated balance as of January 1 Recognized in the current period Accumulated balance as of December 31 |
2022 $ 11,026 3,978 |
2021 9,413 1,613 |
|---|---|---|
$ 15,004 |
11,026 |
- (6) Actuarial assumptions
The significant actuarial assumptions used by the Consolidated Company to determine the present value of its benefit obligations at the close of financial reporting date are as follows:
| Discount rate Rate of future wage increases |
2022.12.31 1.56% 1.50% |
2021.12.31 |
|---|---|---|
0.58% 1.50% |
The Consolidated Company expects to make a provision of NT$1,549 to the defined benefit plan for one year after the reporting date of 2022.
The weighted average duration of defined benefit plans was 8.9 years.
- (7) Sensitivity Analysis
The impact of changes in the major actuarial assumptions applicable on December 31, 2022 and 2021 on the determination of the present value of benefit obligations is as follows:
| December 31, 2022 Discount rate (change 0.50%) Future salary (change 0.50%) December 31, 2021 Discount rate (change 0.50%) Future salary (change 0.50%) |
Implications for determining the present value of welfare obligations Assumed reduction Assumed addition $ 1,634 (1,736) (1,626) 1,711 2,085 (1,950) (1,925) 2,036 |
|---|---|
| Assumed reduction $ 1,634 (1,626) 2,085 (1,925) |
The above sensitivity analysis is based on the analysis of the effect of changes in a single hypothesis when other hypotheses remain constant. In practice, many assumptions may change in tandem. The sensitivity analysis is consistent with the method used to calculate the net defined benefit liability of the balance sheet.
52
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The methods and assumptions used in the preparation of sensitivity analysis in this period are the same as in the previous period.
-
Defined contribution plans
-
The defined contribution plan of the Consolidated Company shall be made to the employees' pension Individual account of the Labour Insurance Bureau at the rate of 6% of the employees' monthly wages as stipulated in the employees' Pension Ordinance. There is no statutory or constructive obligation to pay any additional amount after the amount drawn by the Company under this plan has been paid to the Bureau of Labour Insurance.
The subsidiary of the Consolidated Company, BEC Technologies Inc. has a defined contribution retirement plan that provides for a percentage of employees' salaries to be contributed to their pensions.
Subsidiaries located in other regions make their contributions in accordance with the local laws and regulations.
The pension expenses under the Consolidated Company's determinate Pension Scheme for 2022 and 2021 are NT$7,623 and NT$7,058 respectively, which have been allocated to the Labour Insurance Bureau.
(XXII) Income tax
- Income tax expense
The Consolidated Company's 2022 and 2021 income tax expense details are as follows:
| Current income tax expense Generated in the current period Additional income tax on undistributed earnings Tax refund for overseas funds returned to Taiwan Adjust the current income tax of the previous period Deferred income tax Occurrence and reversal of temporary differences Income tax expense |
2022 | 2021 47,919 12 - (131) |
|---|---|---|
| $ 17,553 598 (160) (468) |
||
17,523 |
47,800 |
|
(1,720) |
(8,366) |
|
$ 15,803 |
39,434 |
53
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The income tax expense of the Consolidated Company for 2022 and 2021 as recognized under other comprehensive income and loss is as follows:
| Items not classified to profit or loss: Re-measurement of defined benefit plan Items that may be subsequently reclassified to profit or loss: Exchange differences on translating the financial statements of foreign operations |
2022 $ (796) |
2021 (323) |
|---|---|---|
| $ (4,570) |
(8,115) | |
Adjustment of the relationship between income tax expense and pre-tax net profit of the Consolidated Company in 2022 and 2021 is as follows:
| Net profit before tax Income tax based on the domestic tax rate of the Company's location The return of overseas funds to Taiwan is subject to separate taxation Current taxable loss on deferred income tax assets not recognized Income exemption Capital gains tax on indirect equity transfer Changes in temporary differences not recognized Early overvaluation Additional income tax on undistributed earnings Effect of different tax rates on the consolidated entities Income tax expense 2. Deferred income tax assets and liabilities (1) Deferred income tax assets are not recognized Deductible temporary difference Expected credit impairment losses Impairment losses Loss carry forward |
2022 $ 66,669 |
2022 $ 66,669 |
2021 74,958 14,992 - 397 (4,790) 14,158 14,755 (131) 12 41 39,434 2021 159,960 13,234 1,984 |
|
|---|---|---|---|---|
$ 13,334 (160) 1,782 (3,873) - 4,819 (509) 598 (188) |
||||
$ 15,803 |
||||
2022 |
||||
$ 184,091 |
175,178 |
54
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(2) Recognized deferred tax assets and liabilities
Changes in deferred tax assets and liabilities for 2022 and 2021 are as follows:
Deferred income tax assets:
| 2022 Beginning balance Debit/credit income statement Debit/credit in other comprehensive income statements Defined retirement benefit plan $ 4,446 (237) (796) Exchange differences on translating the financial statements of foreign operations 4,351 - (4,351) Unrealized gross margin 4,243 927 - Loss on inventory write- down 2,700 3,649 - Unrealized loss on exchange 552 (552) - $ 16,292 3,787 (5,147) 2021 Beginning balance Debit/credit income statement Debit/credit in other comprehensive income statements Miscellaneous Defined retirement benefit plan $ 4,755 14 (323) - Exchange differences on translating the financial statements of foreign operations 11,900 - (8,115) 566 Unrealized gross margin 3,970 273 - - Loss on inventory write-down 2,609 91 - - Unrealized loss on exchange 1,240 (688) - - Unrealized loss on financial instruments 47 (47) - - Loss carry forward 26,638 (26,638) - - $ 51,159 (26,995) (8,438) 566 |
2022 Beginning balance Debit/credit income statement Debit/credit in other comprehensive income statements Defined retirement benefit plan $ 4,446 (237) (796) Exchange differences on translating the financial statements of foreign operations 4,351 - (4,351) Unrealized gross margin 4,243 927 - Loss on inventory write- down 2,700 3,649 - Unrealized loss on exchange 552 (552) - $ 16,292 3,787 (5,147) 2021 Beginning balance Debit/credit income statement Debit/credit in other comprehensive income statements Miscellaneous Defined retirement benefit plan $ 4,755 14 (323) - Exchange differences on translating the financial statements of foreign operations 11,900 - (8,115) 566 Unrealized gross margin 3,970 273 - - Loss on inventory write-down 2,609 91 - - Unrealized loss on exchange 1,240 (688) - - Unrealized loss on financial instruments 47 (47) - - Loss carry forward 26,638 (26,638) - - $ 51,159 (26,995) (8,438) 566 |
2022 | 2022 | 2022 | 2022 | Ending Balance 3,413 - 5,170 6,349 - |
||
|---|---|---|---|---|---|---|---|---|
| Beginning balance |
Debit/credit income statement |
Debit/credit in other comprehensive income statements |
||||||
| $ | 4,446 4,351 4,243 2,700 552 |
(237) - 927 3,649 (552) |
(796) (4,351) - - - (5,147) |
|||||
| $ | 16,292 | 3,787 |
14,932 | |||||
2021 |
||||||||
| Beginning balance |
Debit/credit income statement |
Debit/credit in other comprehensive income statements |
Miscellaneous | Ending Balance 4,446 4,351 4,243 2,700 552 - - |
||||
| $ 4,755 14 (323) 11,900 - (8,115) 3,970 273 - 2,609 91 - 1,240 (688) - 47 (47) - 26,638 (26,638) - |
- 566 - - - - - |
|||||||
$ 51,159 (26,995) (8,438) |
566 | 16,292 |
55
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
Deferred income tax liabilities:
| Income from foreign investment Exchange differences on translating the financial statements of foreign operations Unrealized gain on exchange Income from foreign investment Unrealized gain on exchange |
2022 | 2022 | Ending Balance 28,706 219 1,607 |
||
|---|---|---|---|---|---|
| Beginning balance |
Debit/credit income statement 460 - 1,607 |
Debit/credit in other comprehensive income statements |
|||
| $ 28,246 - - |
|||||
| $ 28,246 |
2,067 |
30,532 |
|||
Ending Balance 28,246 - |
|||||
| Beginning balance |
Debit/credit income statement (35,216) (145) |
Debit/credit in other comprehensive statements |
|||
| $ 63,462 145 |
- - - |
||||
| $ 63,607 |
(35,361) |
28,246 |
- Income Tax Approval
The income tax settlement declaration of the Company's profit-making business has been approved by the tax collecting authority until 2020.
(XXIII) Capital and other equity
- Issue of common stock
On December 31, 2022 and 2021, the total rated capital stock of the Company is NT$1,500,000 and 12,350 thousand shares are reserved for the use of certificates of interest at NT$10 each for 150,000 thousand shares. The aforementioned total rated capital stock includes 99,697 thousand and 98,856 thousand ordinary shares issued respectively. All issued shares have been received.
In 2022, the Company will issue 962 thousand new shares at par value due to the exercise of the employee stock warrants, with a total amount of NT$9,615, of which 841 thousand shares have completed the legal registration procedures, and all the shares issued have been collected.
56
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
2. Capital surplus
The balance of the Company's capital reserve is as follows:
| Premium on issuance of shares Treasury share transactions Treasury share transactions (transfer of employee stock options) Difference between actual acquisition or disposal of equity interest in a subsidiary and its carrying value Recognition of changes in all equity in subsidiaries The number of changes in the net equity value of subsidiaries and associates Consolidated overdraft Employee stock options Income received from gifts |
2022.12.31 $ 245,628 5,929 18,851 21,747 2,336 32 8,173 3,853 1,890 |
2021.12.31 240,271 5,929 18,839 21,700 - - 8,173 4,487 1,890 |
|---|---|---|
$ 308,439 |
301,289 |
According to the Company Law, after the capital reserve is required to cover the loss preferentially, the realized capital reserve may be issued to new shares or cash in proportion to the original shares of the shareholders. The realized capital reserve referred to in the preceding paragraph includes the excess from issuing shares in excess of par value and the income from receiving gifts. In accordance with the guidelines for the treatment of issuers' offering and issuance of marketable securities, the total amount of the capital reserve appropriated for replenishment shall not exceed 10% of the paid-in capital.
3. Retained earnings
According to the Articles of Incorporation of the Company, after paying all taxes and dues according to law and making up for accumulated losses, 10% of the remaining profit of the Company after annual closing of the books shall be appropriated as the legal surplus reserve; where such legal surplus reserve amounts to the total paid-in capital of the Company, this provision shall not apply; the remainder shall be used to appropriate or reverse the special surplus reserve. If there is still remaining balance, the board of directors shall draw up an earnings distribution proposal on the balance and the accumulated undistributed earnings, and submit it to the shareholders’ meeting.
The Company's dividend policy, in line with the current and future development plan, the investment environment, capital needs and domestic and foreign competition, and taking into account the shareholders' interests and other factors, is that the annual allocation of distributable earnings shall not be less than 10% of the distribution of shareholders' dividends, except that when the accumulated distributable earnings is less than 5% of the paid-in share capital, it may not be distributed; at the time of distribution of shareholders' dividends, the proportion of cash dividends in the shareholders' dividends distributed in
57
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
the current year shall be not less than 5% of the total annual distribution of dividends, and the remaining cash dividends shall be distributed in the form of share dividends, but the actual distribution ratio shall be adjusted according to the actual profit and operating conditions of the current year.
- (1) Legal surplus reserve
If the Company has no losses, it may, by resolution of the shareholders' meeting, issue new shares or cash out of the statutory surplus, provided that the surplus exceeds 25% of the paid-in capital.
- (2) Special surplus reserves
When the Company first adopted IFRs approved by the Financial Regulatory Commission, the unrealised revaluation appreciation under shareholders' equity, the cumulative conversion adjustment (interest) and the classification of the assets in the accounts as "investment real estate" on the conversion date due to the selection of the exempted items under IFRS No. 1 "First Adoption of IFRS", If the fair value of the conversion date is taken as the recognized cost to increase the retained surplus, the same amount of special surplus reserve may be set aside in accordance with the Financial Regulatory Commission's Order No. 1010012865 issued on April 6, 2012, and surplus may be redistributed in proportion to the original special surplus reserve when the relevant assets are used, disposed of or reclassified.
In accordance with the regulations of the Financial Regulatory Commission, when distributing distributable surplus, the Company shall set aside a special surplus reserve from the current profit and loss and the undistributed surplus of the previous period for the net deduction of other shareholders' equity in the accounts of the current year; The amount of other shareholders' equity deduction accumulated in the previous period shall not be distributed the special surplus reserve of the same amount drawn from the undistributed surplus of the previous period. If there is any subsequent reversal of the amount of other shareholders' equity reduction, the surplus may be distributed in the reversal.
- (3) Earnings Distribution
No dividend will be distributed to owners in the 2021 and 2020 earnings distributions as approved by the Annual Shareholders' Meeting on June 9, 2022 and August 20, 2021 respectively.
58
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
4. Treasury shares
The changes of the Company's Treasury shares in 2022 and 2021 are detailed as follows:
| Beginning balance Repurchase in the current year Transferred to Group's employees in the current year Ending Balance |
2022 Transfer of shares to employees (thousand shares) Transfer of shares to employees (thousand NTD) 1,038 $ 23,017 168 3,181 (15) (285) |
2021 Transfer of shares to employees (thousand shares) Transfer of shares to employees (thousand NTD) 100 2,145 1,900 39,169 (962) (18,297) |
2021 Transfer of shares to employees (thousand shares) Transfer of shares to employees (thousand NTD) 100 2,145 1,900 39,169 (962) (18,297) |
|---|---|---|---|
| Transfer of shares to employees (thousand shares) 100 1,900 (962) |
|||
2,145 39,169 (18,297) |
|||
1,191 $ 25,913 |
1,038 |
23,017 |
The number of uncancelled Treasury shares of the Company on December 31, 2022 and 2021 is 1,191 thousand and 1,038 thousand, respectively. The Treasury shares held by the Company shall not be pledged in accordance with the provisions of the Securities Exchange Law, and shall not enjoy the rights of shareholders before transfer.
- Other equity (net of tax)
| January 1, 2022 Net profit of the term The exchange difference resulting from the conversion of the net assets of the foreign operating institution Difference between actual acquisition or disposal of equity interest in the Company and its carrying value Change of ownership interest in subsidiaries Share-based payment transactions Cash capital increase Cash dividends Miscellaneous |
Exchange differences on translating the financial statements of foreign operations |
Unrealized appraisal gains and losses on financial assets measured at fair value through other comprehensive gains and losses |
Non- controlling interest |
Total (3,856) 10,961 20,325 213 48,725 1,401 7,670 (2,629) 22,021 |
|---|---|---|---|---|
| $ (24,358) - 18,278 - - - - - - |
(41,492) - - - - - - - - |
61,994 10,961 2,047 213 48,725 1,401 7,670 (2,629) 22,021 |
(Continued on next page)
59
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries
(Con't)
(Continued from previous page)
| Balance as of December 31, 2022 January 1, 2021 Net profit of the term The exchange difference resulting from the conversion of the net assets of the foreign operating institution Share of the conversion difference between associates using the equity method Dispose of foreign operating institutions Change of ownership interest in the Company Share-based payment transactions Cash dividends Balance as of December 31, 2021 |
Exchange differences on translating the financial statements of foreign operations |
Unrealized appraisal gains and losses on financial assets measured at fair value through other comprehensive gains and losses |
Non- controlling interest |
**Total ** |
|---|---|---|---|---|
| $ (6,080) |
(41,492) |
152,403 |
104,831 |
|
$ (58,963) - (12,656) 1,112 46,149 - - - |
(41,492) - - - - - - - |
31,980 8,520 (269) - - 21,948 1,727 (1,912) |
(68,475) 8,520 (12,925) 1,112 46,149 21,948 1,727 (1,912) |
|
| $ (24,358) |
(41,492) |
61,994 |
(3,856) |
|
(XXIV) Share-based payment
- As of December 31, 2022, the Company had the following three share base payment transactions:
| Grant date Grant quantity Execution price (NTD) Contract Period Vesting Conditions |
First employee stock option |
Second employee stock option |
Third employee stock option |
|---|---|---|---|
| 2020.08 2,559 12.6 5 years At the end of two years, according to the specific schedule and proportion |
2021.03 130 23.45 5 years At the end of two years, according to the specific schedule and proportion |
2021.06 111 22.65 5 years At the end of two years, according to the specific schedule and proportion |
60
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
Measurement parameters of fair value at the date of grant
The Company adopts the option evaluation model to estimate the fair value of employee stock options at the date of grant, the assumptions and fair value are summarized as follows:
| First employee stock option Stock price on date of granting $ 12.60 Execution price 12.60 Expected price volatility 39.54% Expected duration (years) 3.5~4.5 Expected dividend rate - % Risk-free interest rate 0.5130% |
Second employee stock option 23.45 23.45 50.02% 3.5~4.5 - % 0.0970% |
Third employee stock option 22.65 22.65 52.06% 3.5~4.5 - % 0.1320% |
|---|---|---|
Information about the employee stock option plan
(in thousand of units)
| Shares outstanding as of January 1 Amount granted in the current period Amount lost in the current period Amount executed in the current period Shares outstanding as of December 31 Executable quantity as of December 31 |
2022 Weighted average performance price (NTD) Number of warrants $ 13.49 2,579 - - 12.60 (100) 12.60 (962) 14.11 1,517 12.60 159 |
2022 Weighted average performance price (NTD) Number of warrants $ 13.49 2,579 - - 12.60 (100) 12.60 (962) 14.11 1,517 12.60 159 |
2022 Weighted average performance price (NTD) Number of warrants $ 13.49 2,579 - - 12.60 (100) 12.60 (962) 14.11 1,517 12.60 159 |
2021 | 2021 | 2021 |
|---|---|---|---|---|---|---|
| Weighted average performance price (NTD) $ 13.49 - 12.60 12.60 14.11 12.60 |
Weighted average performance price (NTD) 12.60 23.08 13.70 - 13.49 - |
Number of warrants |
||||
2,554 241 (216) - |
||||||
1,517 |
2,579 | |||||
159 |
- |
|||||
The Company's outstanding stock options are as follows:
| Execution price range (NTD) Weighted average remaining contract period (years) |
2022.12.31 | 2021.12.31 |
|---|---|---|
| $12.60~$23.45 2.61~3.47 |
$12.60~$23.45 3.61~4.47 |
61
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| Employee expenses Expenses incurred due to employee warrants |
2022 $ 2,658 |
2021 3,352 |
|---|---|---|
| 2. | The Company's stock payment basis Treasury stock transfer employee | The Company's stock payment basis Treasury stock transfer employee | The Company's stock payment basis Treasury stock transfer employee | information in |
|---|---|---|---|---|
| August 2022 and August 2021 is as follows: | ||||
| Measurement parameters of fair value at the date of grant | ||||
| 2022 | 2021 | |||
| Stock price on date of granting | $ | 19.10 | 21.30 | |
| Execution price | 19.02 | 19.02 | ||
| Expected volatility | 42.370% | 42.564% | ||
| Expected duration | 0.05 to 0.53 | |||
| years | 22 days | |||
| Risk-free interest rate | 1.220% | 0.132% | ||
| Information on transfer of treasury shares | ||||
| The Company transferred 40 thousand Treasury shares and 962 thousand | Treasury shares | |||
| to employees in 2022 and 2021, respectively. |
| Shares outstanding as of January 1 Amount granted in the current period Amount executed in the current period Shares outstanding as of December 31 Executable quantity as of December 31 |
2022 | 2022 | 2022 |
|---|---|---|---|
| Weighted average exercise price |
Number of shares (thousands) |
Weighted average exercise price |
The weighted average share price of treasury stocks transferred by the Company in 2022 and 2021 was NT$1.81 and NT$2.43, respectively.
The expenses incurred by the Consolidated Company in 2022 and 2021 due to the transfer of treasury shares paid on a share basis were NT$72 and NT$2,338 respectively.
62
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- In October 2022 and February 2021, the following two share base payment transactions occurred in the consolidated subsidiary Billion Watts Technologies Co., Ltd.:
| Grant date Grant quantity Execution price (NTD) Contract Period Vesting Conditions |
First employee stock option warrants |
The second cash seasoned equity offering is reserved for employee subscription |
|---|---|---|
| 2022.10 700 $23 1 year Immediate acquisition |
2021.2 914 15 5 years Immediate acquisition |
Measurement parameters of fair value at the date of grant
The consolidated subsidiary Billion Watts Technologies Co., Ltd. uses the Black-Scholes option evaluation model to estimate the fair value of the payment to the daily share basis, assuming that the information and fair value are summarized as follows:
| Expected price volatility Risk-free interest rate Weighted average fair value per share of stock options (NT$) |
First employee stock option warrants 41.34% 1.35% $ 1.456 |
The second cash seasoned equity offering is reserved for employee subscription 38.73% 0.632% 1.59 |
|---|---|---|
Expected volatility is based on the weighted average historical volatility adjusted for changes expected as a result of publicly available information; The duration of the stock option shall be stipulated in each of the Company's issuing measures; The risk-free rate is based on government bonds.
| Employee expenses Expenses incurred due to employee warrants |
2022 $ 1,019 |
2021 |
|---|---|---|
| 1,453 |
63
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- The consolidated subsidiary, BEC Technologies Inc. has resolved to adopt the Phantom Stock plan to reward key employees, and to pay the employees in cash as the employee reaches a certain period of service in the future, the amount of which is measured based on the fair value of BEC Technologies Inc. shares on the delivery date.
The expenses incurred by the consolidated company for 2022 and 2021 due to employee virtual stock will be (NT$16,422) and NT$9,386 respectively.
(XXV) Earnings Per Share
The Company's basic and diluted earnings per share are calculated as follows:
-
Basic earnings per share
-
(1) Net income attributable to holders of common equity of the Company
| Net income attributable to the Company for the period |
2022 $ 39,905 |
2021 27,004 |
|---|---|---|
- (2) Weighted average number of common shares outstanding
| Unit: thousands | |||
|---|---|---|---|
| 2022 | 2021 | ||
| Weighted average number of common shares | $ | 98,038 | 97,568 |
| outstanding | |||
| Diluted earnings per share | |||
| (1) Net income attributable to holders of common | equity of the Company (Diluted) | ||
| 2022 | 2021 | ||
| Net income attributable to holders of common | $ |
39,905 | 27,004 |
| equity of the Company (Diluted) | |||
| (2) Weighted average number of common shares outstanding (Diluted) | |||
| Unit: thousands | |||
| 2022 | 2021 | ||
| Weighted average number of common shares | |||
| outstanding (Basic) | 98,038 | 97,568 |
|
| Effect of dilutive potential common shares | |||
| Effect of employee stock options | 580 | 937 |
|
| Effect of employee stock compensation | 99 | 113 |
|
| Weighted average number of common shares | |||
| outstanding (Diluted) | 98,717 | 98,618 | |
| 2022 | 2021 | ||
| Basic earnings per share | $ | 0.41 | 0.28 |
| Diluted earnings per share | $ | 0.40 | 0.27 |
- Diluted earnings per share
64
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- (XXVI) Revenue from customer contracts
| 1. Subdivision of income 2022 Key regional markets: Asia $ 818,278 Americas 363,216 Other countries 29,924 $ 1,211,418 Key products: Product sales revenue Power plant equipment $ 416,078 Communication electronic equipment 385,885 Energy storage equipment 180,390 Power supply equipment 186,152 Revenue from sale of electricity 42,913 $ 1,211,418 2. Contract balance 2022.12.31 2021.12.31 Notes receivable $ 7,601 4,239 Accounts receivable 138,527 154,538 Less: Loss allowance (1,293) (376) $ 144,835 158,401 Contract performance costs $ 382,897 16,818 Contract asset- flow $ 7,576 - Contractual liabilities - current $ 538,209 169,133 |
1. Subdivision of income 2022 Key regional markets: Asia $ 818,278 Americas 363,216 Other countries 29,924 $ 1,211,418 Key products: Product sales revenue Power plant equipment $ 416,078 Communication electronic equipment 385,885 Energy storage equipment 180,390 Power supply equipment 186,152 Revenue from sale of electricity 42,913 $ 1,211,418 2. Contract balance 2022.12.31 2021.12.31 Notes receivable $ 7,601 4,239 Accounts receivable 138,527 154,538 Less: Loss allowance (1,293) (376) $ 144,835 158,401 Contract performance costs $ 382,897 16,818 Contract asset- flow $ 7,576 - Contractual liabilities - current $ 538,209 169,133 |
2022 $ 818,278 363,216 29,924 |
2022 $ 818,278 363,216 29,924 |
2021 493,859 516,308 38,780 |
|---|---|---|---|---|
$ 1,211,418 |
1,048,947 |
|||
$ 416,078 385,885 180,390 186,152 42,913 |
347,496 532,585 799 130,089 37,978 |
|||
$ 1,211,418 |
1,048,947 |
|||
2021.12.31 4,239 154,538 (376) |
2021.1.1 24,151 95,452 (356) |
|||
| $ 144,835 |
158,401 | 119,247 | ||
| $ 382,897 |
16,818 | 2,216 | ||
| $ 7,576 |
- | - | ||
| $ 538,209 |
169,133 | 26,990 |
Please refer to Note 6 (5) for detailed disclosure of accounts receivable and their impairments.
Contractual liabilities are primarily derived from proceeds received on product sales contracts, which the Consolidated Company will carry forward when products are delivered to customers.
(XXVII) Remuneration to employees and directors
In accordance with the Articles of Incorporation of the Company, if there is any profit in a year, the compensation of employees and directors shall be set aside at a rate of no less than 2% and no more than 3% respectively according to the pre-tax profit of the year before deducting the compensation of employees and directors. However, if the Company still has accumulated losses, it shall reserve the compensatory amount in advance. To whom stock or cash is paid, including employees of affiliated companies who meet certain conditions.
65
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
The estimated compensation for employees of the Company in 2022 and 2021 is NT$2,500 and NT$2,577 respectively, and the estimated compensation for directors is NT$360 and NT$486 respectively, based on the amount of the Company's net profit before tax deducting employee and director compensation for each period multiplied by the allocation of employee and director compensation as stipulated in the Articles of Incorporation. Operating expenses for 2022 and 2021 are reported side by side. The employee and director compensation as determined by the foregoing Board of Directors does not differ from the estimated amount in the Company's consolidated financial reports for 2022 and 2021, and relevant information is available on the Open Information Observatory.
(XXVIII)Net amount of other income and expenses
Other net income and expense details of the Consolidated Company for 2022 and 2021 are as follows:
| Gains from disposal of property, plant and equipment Lease modification loss |
2022 $ 16,895 (156) |
2021 132 - |
|---|---|---|
$ 16,739 |
132 |
(XXIX) Non-operating revenue and expenses
- Interest income
The Consolidated Company's 2022 and 2021 interest income details are as follows:
| Bank interest Other interest income |
2022 $ 7,335 81 |
2021 5,948 - |
|---|---|---|
| $ 7,416 |
5,948 |
- Other income
The Consolidated Company's 2022 and 2021 other income details are as follows:
| Rental income Dividend income Government subsidy income Other income |
2022 $ 7,644 2,375 - 4,975 |
2021 5,766 2,319 11,766 4,331 |
|---|---|---|
$ 14,994 |
24,182 |
66
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
3. Other gains and losses
The Consolidated Company's 2022 and 2021 other benefits and losses details are as follows:
| follows: | ||
|---|---|---|
| Disposal of investment interests Gains (loss) on foreign currency exchange Profit (loss) on financial assets measured at fair value through profit and loss Miscellaneous |
2022 $ 22,166 50,763 (20,172) (4,306) |
2021 63,404 (18,772) 2,632 (537) |
$ 48,451 |
46,727 |
- Financial costs
The Consolidated Company's 2022 and 2021 financial costs details are as follows:
| Interest on bank loans Interest on lease liabilities Interest on other loans Interest on short-term notes and bills payable |
2022 $ 6,723 2,115 1,029 94 |
2021 6,236 741 - - |
|---|---|---|
| $ 9,961 |
6,977 |
(XXX) Financial instruments
-
Credit risk
-
(1) The amount of the maximum credit risk
The book amount of financial assets and contractual assets represents the maximum credit storm risk amount.
- (2) Concentration of credit risk
As of December 31, 2022 and 2021, 2.00% and 54.00% of the balance of accounts receivable of the Consolidated Company are composed of the five customers before the Consolidated Company, respectively, resulting in a significant concentration of credit risk of the Company.
- (3) Credit risk of receivables
Please refer to Note 6 (5) for detailed credit risk storm information on notes receivable and accounts receivable.
Other financial assets measured at amortized cost include other receivables, restricted deposits and certificates of deposit.
The above are financial assets with low credit risk, and therefore the allowance for losses for the period is measured by the amount of expected credit loss for the twelvemonth period (please refer to Note 4 (7) for a description of how the Consolidated Company determines low credit risk).
67
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Liquidity risk
The following table shows the contract maturity dates of financial liabilities, including the impact of estimated interest.
| December 31, 2022 Non-derivative financial liabilities Non-interest-bearing liabilities Lease liabilities Floating rate instrument Fixed-rate instrument Total December 31, 2021 Non-derivative financial liabilities Non-interest-bearing liabilities Lease liabilities Floating rate instrument Total |
Carrying Amount of Investment |
Contract cash flow |
Within 12 months |
1-5years | More than 5years - 308,087 11,426 - |
|---|---|---|---|---|---|
| $ 179,018 394,793 267,717 117,429 |
179,018 454,841 274,377 120,585 |
178,389 25,216 221,000 83,630 |
629 121,538 41,951 36,955 |
||
$ 958,957 |
1,028,821 |
508,235 |
201,073 |
319,513 |
|
$ 288,860 66,898 414,557 |
288,860 74,866 428,681 |
288,264 8,404 342,456 |
596 32,989 45,494 |
- 33,473 40,731 |
|
$ 770,315 |
792,407 |
639,124 |
79,079 |
74,204 |
The Consolidated Company does not anticipate that the cash flows from the maturity analysis will occur significantly earlier or that the actual amounts will be significantly different.
68
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
-
Foreign exchange risk
-
(1) Exchange rate risk exposure
The financial assets and liabilities of the Consolidated Company exposed to material
foreign currency exchange rate risks are as follows:
| Financial assets Monetary items USD RMB Financial liabilities Monetary items USD RMB |
Financial assets Monetary items USD RMB Financial liabilities Monetary items USD RMB |
2022.12.31 | 2021.12.31 | NTD 677,009 9,955 27,194 4,478 |
|||
|---|---|---|---|---|---|---|---|
| Foreign currency |
Currency exchange rate |
NTD | Foreign currency |
Currency exchange rate |
|||
| $ 31,081 - 1,612 3,300 |
30.730 - 30.730 4.417 |
955,114 - 66,612 14,575 |
24,472 2,292 983 1,031 |
27.665 4.344 27.665 4.344 |
|||
USD RMB |
(2) Sensitivity analysis
The exchange rate risk of the monetary items of the Consolidated Company is mainly due to cash and equivalent cash denominated in foreign currency, accounts receivable and other receivables, borrowings, accounts payable and other payables, etc., resulting in foreign currency exchange gains and losses upon conversion. When the New Taiwan Dollar depreciates or revalues by 5% against the USD and the RMB on December 31, 2022 and 2021, all other factors being held constant, the net profit before tax in 2022 and 2021 will increase or decrease by NT$43,696 and NT$32,765, respectively. The two analyses are based on the same basis.
(3) Exchange gains and losses on monetary items
Due to the variety of functional currencies of the Consolidated Company, the exchange profit and loss information of monetary items is disclosed by means of integration. The profit (loss) of foreign currency exchange in 2022 and 2021 (including realized and unrealized) is NT$50,763 and (NT$18,772) respectively.
69
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Interest Rate Analysis
Interest rate risks on the financial assets and financial liabilities of the Consolidated Company are described in the Liquidity Risk Management section of this note. The following sensitivity analysis is based on the interest rate risk of derivative and nonderivative instruments as of the reporting date. For floating rate liabilities, the analysis assumes that the amount of liabilities outstanding on the reported date is outstanding for the whole year. The rate of change used internally by the Company to report interest rates to key management is a 0.25% increase or decrease in interest rates, which also represents the management's assessment of the range of reasonably possible changes in interest rates. If interest rates increase or decrease by 0.25%, the Company's 2022 and 2021 pre-tax net income will decrease or increase by NT$669 and NT$1,036 , all other variables being held constant.
- Other price risks
If daily price changes of equity securities are reported (the analysis of the two periods is based on the same basis, and other changing factors are assumed to remain unchanged), the impact on the comprehensive income and loss items is as follows:
| Securities prices on the reporting day Increase by 10% Decrease by 10% |
2022 | 2022 |
|---|---|---|
| Pre-tax amount of other comprehensi ve gains and losses |
Pre-tax profit and loss |
|
$ (380) (753) (380) (6,305) |
-
Fair value and book amount
-
(1) Types and fair values of financial instruments
The financial assets and liabilities of the Consolidated Company measured at fair value through profit and loss and the financial assets measured at fair value through other comprehensive profit and loss are measured at fair value on a recurring basis. Book amount and fair value of various types of financial assets and financial liabilities (including fair value grade information, but the book amount of financial instruments not measured by fair value is a reasonable approximation of fair value, and leasing liabilities, according to the provisions of the fair value information is not required to disclose) are listed as follows:
70
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Domestic unlisted (over- the-counter) shares Cash and cash equivalents Financial assets at amortized cost Notes and accounts receivable Other notes and accounts receivable Subtotal Total Short-term loans Short-term notes and bills payable Notes and accounts payable Other payables Lease liabilities (including maturity within one year) Long-term loans (including maturity within one year) Subtotal Total |
2022.12.31 | 2022.12.31 | Total 32,391 |
||
|---|---|---|---|---|---|
| Carrying Amount of Investment $ 32,391 |
Fair value | ||||
| Level 1 32,391 |
Level 2 - |
Level 3 - |
|||
3,797 |
- |
- | 3,797 | 3,797 |
|
578,738 519,461 144,835 13,618 |
- - - - |
- - - - |
- - - - |
- - - - |
|
1,256,652 |
- | - | - | - | |
$ 1,292,840 |
32,391 | - | 3,797 | 36,188 | |
$ 262,619 6,176 90,921 88,097 394,793 116,327 |
- - - - - - |
- - - - - - |
- - - - - - |
- - - - - - |
|
958,933 |
- | - | - | - | |
$ 958,933 |
- | - | - | - |
71
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Domestic unlisted (over- the-counter) shares Cash and cash equivalents Financial assets at amortized cost Notes and accounts receivable Other notes and accounts receivable Subtotal Total Short-term loans Notes and accounts payable Other payables Lease liabilities (including maturity within one year) Long-term loans (including maturity within one year) Subtotal Total |
2021.12.31 | 2021.12.31 | Total 102,330 |
||
|---|---|---|---|---|---|
| Carrying Amount of Investment $ 102,330 |
Fair value | ||||
| Level 1 102,330 |
Level 2 - |
Level 3 - |
|||
3,797 |
- |
- | 3,797 | 3,797 |
|
618,117 481,271 158,401 11,347 |
- - - - |
- - - - |
- - - - |
- - - - |
|
1,269,136 |
- | - | - | - | |
$ 1,375,263 |
102,330 | - | 3,797 | 106,127 | |
$ 327,360 207,642 81,218 66,898 87,197 |
- - - - - |
- - - - - |
- - - - - |
- - - - - |
|
770,315 |
- | - | - | - | |
$ 770,315 |
- | - | - | - |
72
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
-
(2) Fair value evaluation technique for measuring financial instruments at fair value
-
(2.1) Non-derivative financial instruments
If a financial instrument has an open quotation on the active market, the fair value shall be the open quotation on the active market. The market prices announced by the major exchanges and the Central Government Bond Counter trading centres judged to be hot bonds are the basis for the fair value of listed equity instruments and debt instruments quoted in active markets.
A financial instrument is publicly quoted in an active market if it is promptly and frequently obtained from an exchange, broker, underwriter, industry association, pricing service or authority and the price represents an actual and frequent fair market trader. If the above conditions are not met, the market is deemed to be inactive. In general, a wide bid-ask spread, a significant increase in bid-ask spread or very little trading volume are indicators of an inactive market.
The fair value of the financial instruments held by the Consolidated Company in an active market is shown by class and attribute as follows:
The fair value of financial assets and liabilities, such as redeemable bonds, TWSE/TPEx listed companies shares, bills of exchange and bonds, which are subject to standard terms and conditions and are traded in the active market, shall be determined by reference to market quotations respectively.
Besides the above mentioned financial instruments with active markets, the fair value of the remaining financial instruments is obtained by means of appraisal techniques or by reference to counterparty quotations. The fair value obtained through the evaluation technique may be calculated by reference to the current fair value of other financial instruments with similar material conditions and characteristics, the discounted cash flow method or by other evaluation techniques, including the use of models based on market information available at the reported date (e.g., the counter buying center reference yield curve, the Reuters commercial note rate average quote).
The fair value of the financial instruments held by the Consolidated Company in an inactive market is shown by class and attribute as follows:
Equity instrument without public quotation: The fair value is estimated using the market comparable company law, and its main assumption is based on the estimated earnings before interest, depreciation and amortization of investors and the earnings multiplier derived from the market quotation of comparable TWSE/TPEx listed companies. This estimate has been adjusted for the effect of the discount on the lack of market liquidity of the equity securities.
73
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
-
(3) Transfer between Level 1 and Level 2 There is no transfer in 2022 and 2021.
-
(4) Schedule of changes to Level 3
| Transfer between Level 1 and Level 2 There is no transfer in 2022 and 2021. Schedule of changes to Level 3 |
|
|---|---|
| January 1, 2022 (i.e., closing balance) January 1, 2021 (i.e., closing balance) |
Measured at fair value through other consolidated gains and losses No equity instrument of open offer $ 3,797 |
$ 3,797 |
-
(5) Quantitative information on fair value measurement of significant unobservable inputs (Level 3)
-
Level 3 of the fair value measurement of the Consolidated Company mainly refers to the financial asset-equity securities investment measured by the fair value of other comprehensive profit and loss, while the domestic and foreign unlisted (over-thecounter) equity investments are calculated using the comparable listed company method to calculate the fair value of the investment bid, and the comparable listed and over-the-counter companies method refers to companies engaged in the same or similar business whose shares are traded at the transaction price of an active market, the value multipliers implied by those prices, and considers the liquidity discount to determine the value of the target company.
(XXXI) Financial risk management
- Summary
The Consolidated Company is exposed to the following risks as a result of the use of financial instruments:
-
(1) Credit risk
-
(2) Liquidity risk
-
(3) Market risks
This note provides critical information about the risks of the Consolidated Company and the objectives, policies, and procedures of the Consolidated Company for measuring and managing risks. Please refer to the notes to this financial report for further quantitative disclosure.
74
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Risk Management Architecture
The main financial instruments of the Consolidated Company include equity and debt investments, accounts receivable, accounts payable, borrowings and lease liabilities. The Financial Administration Department of the Consolidated Company provides services to various business units, organise and coordinates access to domestic and international financial markets, supervises and manages financial risks related to the operations of the Consolidated Company through analysis of the internal risk reporting according to the risk degree and breadth. These include market risk (including exchange rate risk, interest rate risk, and other price risks), credit risk and liquidity risk.
- Credit risk
Credit risk is the risk of financial loss arising from the failure of the Consolidated Company to meet its contractual obligations by its customers or counterparties to financial instruments, mainly from the Consolidated Company's bank deposits and accounts receivable from its customers.
- (1) Accounts receivable and other receivables
The policy adopted by the Consolidated Company is to deal only with reputable counterparties and to obtain, where necessary, adequate guarantees to mitigate the risk of financial loss arising from defaults.
- (2) Investments
The credit risk of bank deposits, fixed income investments and other financial instruments is measured and monitored by the Consolidated Company's finance department. There is no material credit risk as the transaction parties and performance parties of the Consolidated Company are banks with good credit standing and financial institutions, corporate organizations and government agencies with investment grade or above.
- (3) Warranty
Please refer to Note 13 for the endorsement guarantee provided by the Consolidated Company on December 31, 2022 and 2021.
- Liquidity risk
The Consolidated Company supports its business operations and reduces cash flow fluctuation through appropriate management and the maintenance of sufficient cash and cash equivalents. The management of the Consolidated Company supervises the use of credit facility from the Banks and ensures compliance with the terms of the loan contracts. On December 31, 2022 and 2021, the unutilized bank loan facility of the Consolidated Company is NT$692,323 and NT$366,500, respectively.
75
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Market risks
Market risk refers to the risk that changes in market prices, such as changes in exchange rates, interest rates, and the price of equity instruments, may affect the earnings or value of the financial instruments held by the Consolidated Company. The objective of market risk management is to control the degree of market risk within an acceptable range and to optimize the return on investment.
- (1) Foreign exchange risk
The Consolidated Company is exposed to exchange rate risks arising from sales, procurement and borrowing transactions denominated in non-functional currencies. The functional currency of the Consolidated Company will be the NTD. The major currencies for the transactions are NTD, USD, and RMB.
- (2) Interest rate risk
The Consolidated Company holds floating rate assets and liabilities and thus generates cash flow interest rate risk. The Consolidated Company's floating rate financial assets and financial liabilities are detailed in the Liquidity Risk Management section of this note.
(XXXII) Capital Management
The Consolidated Company carries out capital management to ensure that it is able to continue operating by optimising its debt and equity balances to maximize shareholders' compensation. The capital structure of the Company is reviewed from time to time by the Consolidated Company's key management in the light of the economic environment and business considerations. The Consolidated Company will balance its overall capital structure by methods such as paying dividends, repurchasing shares, financing and etc., as advised by the key management and in accordance with the provisions of the laws.
As of December 31, 2022, there has been no change in the way the Consolidated Company manages its capital.
(XXXIII)Investment and financing activities in non-cash transactions
- Please refer to note 6 (13) for details on the acquisition of the right to use assets by means of lease.
76
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Reconciliation of liabilities from financing activities is shown below:
| Short-term loans Short-term notes and bills payable Long-term loans (including maturity within one year) Lease liabilities (including maturity within one year) Total liabilities from financing activities |
2022.1.1 Cash flow $ 327,360 (64,741) - 6,200 87,197 20,897 66,898 (9,355) |
Non-cash changes and other Increase Decrease - - - (24) 8,233 - 378,016 (40,766) |
2022.12.31 |
|---|---|---|---|
| 262,619 6,176 116,327 394,793 |
|||
$ 481,455 (46,999) |
386,249 (40,790) |
779,915 |
|
| Short-term loans Long-term loans (including maturity within one year) Lease liabilities (including maturity within one year) Total liabilities from financing activities |
2021.1.1 Cash flow $ 314,000 13,360 122,829 (35,632) 26,417 (8,401) |
Non-cash changes and other Increase Decrease - - - - 48,882 - |
2021.12.31 |
|---|---|---|---|
| 327,360 87,197 66,898 |
|||
$ 463,246 (30,673) |
48,882 - |
481,455 |
|
VII. Related Party Transactions
(I) Name and Relationship of Related Parties
The parties involved in transactions with the Consolidated Company during the period covered by this consolidated financial report are as follows:
Name of related party Relationship with the Consolidated Company
Chung-Ting Chen For the Chairman of the Board of Directors of the Company (management level) EG-Billion Electronics (Dongguan) Associates (Note) Co.,Ltd. Xiajing Co., Ltd. Associates
Note: In August 2021, the Company disposed of the subsidiary (Hong Kong) EG-Billion Co., Ltd., so it also lost significant influence over EG-Billion Electronics (Dongguan) Co., Ltd.
77
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(II) Major transactions with related parties
- Operating revenue
The Consolidated Company's material sales to related parties are as follows:
| Related Party Type /Name Associates: Xiajing Co., Ltd. |
2022 $ 39,891 |
2021 - |
|---|---|---|
Sales are made on the basis of general market conditions, and the price and payment period are not materially different from those of other manufacturers.
- Purchase
The purchase amount of the Consolidated Company from related parties is as follows:
| Related Party Type /Name Associates: EG-Billion Electronics (Dongguan) Co., Ltd. |
2022 $ - |
From January 1 to August 9, 2021 70,792 |
|---|---|---|
Purchases are made on the basis of general market conditions, and the price and payment period are not materially different from those of other manufacturers.
The aforesaid goods purchased between January 1 to September 30, 2021 and those include the goods sold to the Consolidated Company by Weicheng Electronics Technology Ltd. purchased from EG-Billion Electronics (Dongguan) Co., Ltd. through intermediary in NT$70,792. The Consolidated Company was not related to Weicheng Electronics Technology Ltd.
- Contractual liabilities
| Related Party Type /Name Associates: Xiajing Co., Ltd. |
2022.12.31 $ 137,522 |
2021.12.31 - |
|---|---|---|
(III) Major management transactions Compensation for major managers includes:
| Short-term employee benefits Post-employment benefits Share-based payment |
2022 $ 16,438 411 816 |
2021 19,631 431 372 |
|---|---|---|
| $ 17,665 |
20,434 |
78
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
VIII. Pledged Assets
| VIII. Pledged Assets |
|||
|---|---|---|---|
| The book value Asset Name |
details of the assets pledged by the Consolidated Company are as follows: Pledge to secure the subject matter 2022.12.31 2021.12.31 Short-term loans and performance guarantees $ 79,559 14,977 Repatriation of overseas funds, Notes 9 (3) agreed matters and loans $ 439,902 463,265 Long-term loans $ 167,341 172,829 Long-term loans $ 50,286 55,649 Long-term loans $ 77,015 134,273 Long-term loans $ 19,722 38,075 Long-term loans $ 8,704 17,055 Short-term notes $ 350 - |
||
| Financial assets at amortized cost - current Financial assets at amortized cost - non- current Property, plant, and equipment Property, plant, and equipment Property, plant, and equipment Investment property Investment property Refundable deposits |
Short-term loans and performance guarantees Repatriation of overseas funds, Notes 9 (3) agreed matters and loans Long-term loans Long-term loans Long-term loans Long-term loans Long-term loans Short-term notes |
||
$ 439,902 |
463,265 |
||
$ 167,341 |
172,829 |
||
$ 50,286 |
55,649 |
||
$ 77,015 |
134,273 |
||
$ 19,722 |
38,075 |
||
$ 8,704 |
17,055 |
||
$ 350 |
- |
- IX. Significant Contingent Liabilities and Unrecognized Contract Commitments (I) Contingent liabilities:
| Purchase of property, plant and equipment | 2022.12.31 $ 9,600 |
2021.12.31 24,035 |
|---|---|---|
-
(II) As of December 31, 2022, the Consolidated Company had issued promissory notes for USD500 thousand and NT$1,149,222 under a consolidated line of credit from financial institutions.
-
(III) The Company purchases on behalf of its customers, and all receivable for payment on behalf have been insured. Insurance receivable for NT$148,442 (USD5,330 thousand) with Cathay Century Products Insurance Company on February 22, 2017, for one year, The coverage is Protracted for debtors of the company in cases of Insolvency, Protracted Default and Political risks, in which the product insurance company will bear losses incurred by the company in a ratio of 90%. The maximum liability is USD10,000 thousand each. Cathay Century Products Insurance Company declined to pay the insurance proceeds on the grounds that the payments receivable on behalf of others were disputed and did not meet the policy claims requirements. In addition, in order to mitigate the risk of accounts receivable and consider the benefits of fund utilization, the Company entered into accounts receivable purchase contracts with financial institutions and sold the accounts receivable to the financial institutions (CTBC Bank and Taishin International Bank) without recourse conditions. The amount of sale in 2017 was
79
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
NT$435,776 (USD14,370 thousand), and the payment advanced was NT$392,199 (USD12,933 thousand). The Company appointed a lawyer from Tong-li Attorneys-at-Law to assess that the content of the aforementioned accounts receivable purchase contracts. The content of the purchase contract is the terms common to the debt transfer contracts of general financial institutions. It is consistent to the normal content of assignment of debt in terms of the purchase price and accounts receivable, the transfer method and risk liability. However, there is still room for the definition and determination in commercial disputes of purchase contract; This is common in domestic financial cases, which will allow financial institutions to have a large space for interpretation and play. The Company has agreed with the financial institution that as of December 31, 2022, demand deposits of NT$12,168 and time deposits of NT$343,755 as agreed shall not be used, and promissory notes of USD13,556 thousand and NT$10,000 have been issued.
As above, all of the Company's above-mentioned claims have been insured or sold to financial institutions on a non-recourse basis, and the Company has continued to discuss with appointed lawyers to conduct relevant legal proceedings and litigation.
In addition, according to the contract, the Company has charged USD4,459 thousand in livery to Potevio Co Ltd and Potevio International Company Limited (hereinafter referred to as "Potevio Group") for late payment to the Company. After sending several letters urging Potevio Group to delay the payment of the account for various reasons. In June 2018, the Company appointed a lawyer to initiate arbitration against the Potevio Group for breach of contract. However, the opposing party submitted a counter-arbitration request to the South China International Economic and Trade Arbitration Commission, requesting the Company to double the refund of the performance bond paid by Potevio Group amounting to USD 469 thousand. In July 2018, the lawyer appointed by the Company assessed that the Company had fulfilled the delivery obligation, and Potevio Group should pay the balance of the goods to the Company and assume the liability for breach of contract, and the Company has no obligation to return the advance payment (called "performance bond" by Potevio Group) to Potevio Group. In December 2022, the Company was notified by the South China International Economic and Trade Arbitration Commission that the award period would be extended to March 31, 2023.
In October 2022, the lawyer appointed by the Company has assessed that the Company has sufficient evidence and arguments based on the existing evidence, and the evidence submitted by the Potevio Group has insufficient relevance to this case. In the opinion of the Company's appointed lawyers, there is a greater likelihood of success in this case.
(IV) On April 29, 2019, the prosecution and investigation unit dispatched personnel to the Company to search and investigate the transactions between the Company with Potevio Co Ltd and Potevio International Company Limited. This case is still in the investigation stage so far. The
80
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
Company has fully cooperated with the investigation request and provided relevant documents and information on the aforementioned transactions.
X. Major disaster losses: None.
XI. Major events after the reporting period
On March 14, 2023, the Board of Directors approved that in order to increase the working capital, repay bank borrowings, and meet the needs of the company's future diversification and operational planning, the Company intends to conduct a private placement of 15,000 thousand shares in Sino-American Silicon Products Inc.
XII. Miscellaneous
Employee benefits, depreciation and amortization expense functions are summarized as follows:
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----- Start of picture text -----
By Feature 2022 2021
Classified Classified Classified Classified
Total Total
By property as as as as
operating operating operating operating
costs expenses costs expenses
Employee benefit
expenses
Salary expenses 41,198 144,058 185,256 37,663 150,588 188,251
Labor health 3,620 12,869 16,489 2,943 12,244 15,187
insurance costs
Pension expenses 1,580 6,394 7,974 1,298 6,091 7,389
Remuneration paid - 8,107 8,107 - 5,223 5,223
to directors
Other employee 1,581 5,046 6,627 1,262 4,784 6,046
welfare expense
Depreciation expenses 26,257 13,556 39,813 20,831 10,042 30,873
Amortization expense - 1,132 1,132 - 959 959
----- End of picture text -----
XIII. Notes to Disclosures
(I) Information on Significant Transactions:
In 2022, the Consolidated Company shall disclose the following information related to the
major transactions in accordance with the financial reporting standards of securities issuers:
81
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
1. Lending to Others:
Unit: Thousands NTD
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----- Start of picture text -----
Loan Loan and
No. companyLending Borrower AccountsCurrent Related StatusParty maximum Current amount BalanceEnding DrawdownActual Interest RangeRate nature of funds and transactionsAmount of business Short-term Reason for Financing Provision amountsfor loss NameCollateral Value individual funds to limit of Capital loan and total limit
(Note 2) objects
0 The Billion Energy Other Yes 25,000 25,000 20,000 2.075% 2 - Build - - 78,574 314,296
Company Storage receivables Energy (Note 3) (Note 3)
Technologies Inc. Storage
Cases
0 The Billion Sunpower Other Yes 15,000 15,000 - - 2 - Operating - - 78,574 314,296
Company Co., Ltd. receivables turnover (Note 3) (Note 3)
0 The Tai Chuang Energy Other Yes 15,000 15,000 - - 2 - Build - - 78,574 314,296
Company Co., Ltd. receivables Energy (Note 3) (Note 3)
Storage
Cases
0 The Billion Watts Other Yes 28,000 - - - 2 - Operating - - 78,574 314,296
Company Technologies Co., receivables turnover (Note 3) (Note 3)
Ltd. such as
purchase of
materials,
etc.
1 BEC BEC International, Other Yes 18,438 18,438 11,063 - 2 - Repayment - - 25,147 50,293
Technolo LLC receivables (Note 6) (Note 6) (Note 6) of bank (Note 4) (Note 4)
gies Inc. loans
2 Billion Shengda Energy Other Yes 5,000 5,000 - - 2 - Build - - 12,410 49,642
Watts Storage Tech Co., receivables Energy (Note 5) (Note 5)
Technolo Ltd. Storage
gies Co., Cases
Ltd.
----- End of picture text -----
Note 1. The remarks for the serial number column is as follows:
-
(1) For Issuer, write 0.
-
(2) The investees are numbered sequentially starting with Arabic numeral 1according to each entity.
Note 2.
-
For those who have business transactions.
-
Necessary for short-term financing.
-
Note 3. The limits prescribed by the Company's operating procedures for capital lending are as follows: (1) The capital lending line for individual object shall be limited to no more than 5% of the net current value of Billion Electric Co., Ltd., which belongs to the owner of the Company.
-
(2) The total amount of foreign capital lending shall be limited to no more than 20% of the net current value of Billion Electric Co., Ltd., which belongs to the owner of the Company.
-
Note 4. The limits prescribed by BEC Technologies Inc.'s operating procedures for capital lending are as follows:
-
(1) The capital lending line for individual object shall be limited to no more than 10% of the net current value of BEC Technologies Inc., which belongs to the owner of the Company.
-
(2) The total amount of foreign capital lending shall be limited to no more than 20% of the net current value of BEC Technologies Inc., which belongs to the owner of the Company.
-
Note 5. The limits of capital loan and operation procedure stipulated by Billion Watts Technologies Co., Ltd. are as follows:
-
(1) The capital lending line for individual object shall be limited to no more than 5% of the net current value of Billion Watts Technologies Co., Ltd., which belongs to the owner of the Company.
-
(2) The total amount of foreign capital lending shall be limited to no more than 20% of the net current value of Billion Watts Technologies Co., Ltd., which belongs to the owner of the Company.
-
Note 6. BEC Technologies Inc., a subsidiary of the Company has lent a new capital to BEC International LLC, a second-tier subsidiary, in the amount of USD600 thousand since January 2021. The actual amount spent was USD360 thousand. The translation rate of USD to NTD at the end of the period was 1: 30.73.
Note 7. The above transactions between the parent and subsidiary companies have been written off at the time of preparing this consolidated financial report.
82
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
2. Endorsement/Guarantee Provided for Others:
Unit: Thousands NTD
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----- Start of picture text -----
No. Endorsement/ Subject of Endorsement/ Balance of Final Actual Indorsement Ratio of Endorsement Endorsement Endorsement Guarantee
Guarantee Endorsements/ guarantee limit maximum endorsement/ Drawdown secured by Accumulated /guarantee /guarantee /guarantee Provided to
Provider Name Guarantees for a single endorsement/ guarantees property Endorsement/ up to a limit by parent by subsidiary Subsidiaries
Company Relation business (Note 3) guarantee for balance Guarantee to Net (Note 4) company for for parent in Mainland
Name (Note 2) the current Equity per Latest subsidiary company China
period Financial
Statements
0 Billion Electric Billion 2 314,296 190,000 90,000 51,519 - 5.73% 471,444 Y N N
Co., Ltd. Sunpower
Co., Ltd.
0 Billion Electric Billion 2 314,296 30,000 30,000 22,229 - 1.91% 471,444 Y N N
Co., Ltd. Energy
Storage
Technologies
Inc.
0 Billion Electric Billion Watts 2 314,296 215,000 215,000 23,027 - 13.68% 471,444 Y N N
Co., Ltd. Technologies
Co., Ltd.
----- End of picture text -----
Note 1. The remarks for the serial number column is as follows:
-
(1) For Issuer, write 0.
-
(2) The investees are numbered sequentially starting with Arabic numeral 1according to each entity.
Note 2. The relationship between the endorser and the object endorsed is as follows:
-
(1) A company that has business transactions with the Cleanaway.
-
(2) Companies in which the Company directly and indirectly holds more than 50% of the voting shares.
-
(3) Companies that directly or indirectly hold more than 50% of the voting shares of the Company.
-
(4) Intercompanies where the Company directly or indirectly holds more than 90% of the voting shares.
-
(5) Companies that are mutually guaranteed by the contract between peers or co-contractors based on the needs of the underwriting project.
-
(6) Companies to which all investing shareholders endorse a guarantee based on its shareholding ratio as a result of the joint investment relationship.
-
(7) Joint and several guarantees of performance bonds for pre-sale housing sales contracts with peers in the same industry in accordance with the regulations of the Consumer Protection Act.
Note 3. The amount of endorsement/guarantee for a single enterprise shall not exceed 20% of the current net value of the owner of the Company.
Note 4. The total amount of an endorsement/guarantee shall not exceed 30% of the current net value of the owner of the Company.
83
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- Status of marketable securities held at the end of the period (excluding interests of investment subsidiaries, associates and joint ventures):
Unit: Thousands NTD
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----- Start of picture text -----
Type and name of Relationship with End of period Interim
Securities holder marketable issuers of Journal Accounts Number of Amount of Carrying Shareholding Fair value maximum Remarks
securities securities Shares Investment ratio holding ratio
Billion Electric Co., Capital Money N/A Financial assets at fair 1,138 18,640 - % 18,640 -%
Ltd. Market Fund value through profit or loss
- current
Billion Electric Co., Allianz US Short N/A Financial assets at fair 285 2,939 - % 2,939 -%
Ltd. Duration High value through profit or loss
Income Bond Fund - current
Type A
(Cumulative)
Billion Electric Co., NN (L) US Credit - N/A Financial assets at fair - 769 - % 769 -%
Ltd. Y Cap USD value through profit or loss
- current
Billion Electric Co., Hon Hai Precision N/A Financial assets at fair 33 3,297 - % 3,297 -%
Ltd. Industry Co., Ltd. value through profit or loss
- current
Billion Electric Co., Ennova N/A Financial assets at fair 550 3,797 18.33 % 3,797 18.33%
Ltd. Technologies, Inc. value through other
comprehensive income -
non-current
Billion Electric Co., EcoLumina N/A Financial assets at fair 30 - 0.37 % - 0.37%
Ltd. Technologies, Inc. value through other
comprehensive income -
non-current
Billion Electric Co., MicroLinks N/A Financial assets at fair 100 - 1.32 % - 1.32%
Ltd. Technology Corp. value through other
comprehensive income -
non-current
Billion Electric Co., Dajian Internet N/A Financial assets at fair 300 - 10.00 % - 10.00%
Ltd. Technology Co., value through other
Ltd. comprehensive income -
non-current
Pacific Solar Limited Works Systems, N/A Financial assets at fair 867 - 3.94 % - 3.94%
Inc. value through other
comprehensive income -
non-current
BEC Technologies Invesco QQQ Tr N/A Financial assets at fair - 2,512 - % 2,512 -%
Inc. Unit Ser 1 value through profit or loss
- current
BEC Technologies Berkshire N/A Financial assets at fair - 4,234 - % 4,234 -%
Inc. Hathaway Inc value through profit or loss
- current
----- End of picture text -----
-
Cumulative purchase or sale of the same securities amounting to NT$300 million or more than 20% of the paid-in capital: None.
-
The amount of real estate acquired is NT$300 million or more than 20% of the paid-in capital: None.
-
Disposal of real estate amounts to NT $300 million or more than 20% of the paid-in capital: None.
84
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
- The amount of imports and sales with related parties is NT$100 million or more than 20% of the paid-in capital:
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----- Start of picture text -----
Unit: Thousands NTD
----- End of picture text -----
==> picture [493 x 121] intentionally omitted <==
----- Start of picture text -----
Circumstances and
reasons for the
Transaction Details difference between the Notes and Accounts
terms of transaction and Receivable (Payable)
Supplier (Buyer) Name of Trading Partner Relation ordinary transactions Proportion of
Company Proportion total notes and
of total
Purchase/Sale Amount Credit period Unit Price Credit period Balance accounts
purchase receivable
(sales) (payable)
Billion Electric BEC Technologies Subsidiaries of the Sales 186,171 38.73% Collect about 3 to - - 17,798 35.32%
Co., Ltd. Inc. Company 4 months after
shipment
----- End of picture text -----
Note 1. The above transactions have been written off at the time of preparation of the consolidated financial report.
-
Amounts receivable from related parties amounting to NT$100,000 thousand or more than 20% of the paid-in capital: None.
-
Engaged in derivative transactions: None.
-
Business relations and important transactions between the parent and subsidiary companies:
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----- Start of picture text -----
No. Company Name Transacting Relationship Transaction status
counterparty with Accounts Amount Terms Proportion of
counterparty consolidated revenues
or assets
0 Billion Electric Co., Ltd. BEC Technologies Inc. 1 Sales revenue 186,171 Mark-up from the cost 15.37%
according to the item type
0 Billion Electric Co., Ltd. BEC Technologies Inc. 1 Accounts 17,798 Collect about 3 to 4 months 0.54%
receivable - related after shipment
parties
0 Billion Electric Co., Ltd. Billion Watts 1 Sales revenue 45,839 Mark-up from the cost 3.78%
Technologies Co., Ltd. according to the item type
0 Billion Electric Co., Ltd. Billion Energy Storage 1 Other receivables -related 20,028 Capital lending 0.61%
Technologies Inc. parties
1 BEC Technologies Inc. BEC International, 3 Other receivables -related 11,063 Capital lending 0.33%
LLC parties
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Note 1. The number should be filled in as follows:
-
1.0 represents the parent company.
-
Subsidiaries are numbered sequentially starting with the Arabic numeral 1.
Note 2. The type of relationship with the trader is indicated as follows:
-
Parent company to subsidiary.
-
Subsidiary to parent company.
-
Subsidiaries to subsidiaries
Note 3. The business relationship and important transactions between the parent company and the subsidiary company are only disclosed in terms of sales and accounts receivable, while the relative purchase and accounts payable are not mentioned here.
Note 4. The above transactions have been written off at the time of preparation of the consolidated financial table.
85
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
(II) Related Information on Investees:
Unit: Thousands NTD/thousands USD
==> picture [493 x 655] intentionally omitted <==
----- Start of picture text -----
Initial Investment Holdings at the End of Period Investment
Interim Profit and gains and
Name of the loss of the losses
Investment Company Name of investee Location [Main Business ] Activities End of the Current Period Previous End of Year of SharesNumber Ratio InvestmentAmount of Carrying maximum holding ratio the current investee in recognized in the Remarks
period current
period
Billion Electric BEC United Sales of ADSL- 69,257 69,257 2,294 91.76% 210,417 91.76% 2,505 2,298
Co., Ltd. Technologies Inc. States related products
(Note)
Billion Electric Billion Sunpower Taiwan Design, 100,000 100,000 10,000 100.00% 104,446 100.00% 5,232 5,232
Co., Ltd. Co., Ltd. manufacturing,
construction
and sales
business of
solar power
plants
Billion Electric Billion Watts Taiwan Distribution 122,100 77,671 6,448 60.26% 143,155 66.49% 33,795 18,093
Co., Ltd. Technologies Co., services of solar
Ltd. power plant
equipment and
provision of
power plant
maintenance
services
Billion Electric Billion Energy Taiwan Energy storage 80,000 80,000 8,000 100.00% 71,567 100.00% (6,281) (6,281)
Co., Ltd. Storage sales business
Technologies Inc.
Billion Electric Billion Energy Taiwan Energy storage - 3,600 - - % - 100.00% (2,241) (2,241) Note 1
Co., Ltd. Storage sales business
Technologies Co.,
Ltd.
Billion Electric Pacific Solar Seychelles International - - 650 100.00% - 100.00% - - Note 2
Co., Ltd. Limited investment
Billion Electric VGwatt Energy Taiwan Design, 26,025 - 1,041 51.00% 26,057 51.00% 912 32
Co., Ltd. Co., Ltd. manufacturing,
construction
and sales
business of
solar power
plants
Billion Electric Tai Chuang Taiwan Energy storage 949 - 100 100.00% (1,397) 100.00% (2,346) (2,346)
Co., Ltd. Energy Co., Ltd. sales business
Billion Electric Xiajing Co., Ltd. Taiwan Renewable 27,000 - 2,700 5.24% 27,040 20.00% 391 8 Note 3
Co., Ltd. energy non-
utility power
generation
equipment
business
BEC BEC United International 40,996 40,996 - 100.00% 56,900 100.00% 3,856 3,856
Technologies International, States investment
Inc. LLC
BEC Avantek Systems Singapore Cloud Software 8,300 - 100 74.99% 7,862 76.88% (568) (425)
Technologies PTE. LTD Hosting
Inc. Services (USD270)
Billion Watts Shengda Energy Taiwan Energy storage 2,000 - 200 100.00% 1,838 100.00% (162) (162)
Technologies Storage Tech Co., sales business
Co., Ltd. Ltd.
Billion Watts Shengzhida Tech Taiwan EMC software 5,100 - 510 51.00% 5,066 51.00% (67) (34)
Technologies Co., Ltd. development
Co., Ltd. design and sales
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86
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries
(Con't)
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----- Start of picture text -----
Initial Investment Holdings at the End of Period Investment
Interim Profit and gains and
Name of the loss of the losses
Investment Company Name of investee Location [Main Business ] Activities End of the Current Period Previous End of Year of SharesNumber Ratio InvestmentAmount of Carrying maximum holding ratio the current investee in recognized in the Remarks
period current
period
Billion Energy Shengri Energy Taiwan Energy storage 2,000 - 200 100.00% 1,923 100.00% (77) (77)
Storage Storage Tech Co., sales business
Technologies Ltd.
Inc.
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-
Note 1. The Company signed an equity transfer contract with Houju Energy Tech Co., Ltd. in September 2022, and the equity delivery date is October 2022.
-
Note 2. Pacific Solar Limited was incorporated in Seychelles in November 2020. As of December 31, 2022, no capital has been invested in the Company.
-
Note 3. It is an investee company evaluated by the equity method.
-
(III) Information on investment in Mainland China: None.
-
(IV) Main Shareholder Information:
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----- Start of picture text -----
Shares Number of
%
Name of Main Shareholder shares held
Chung-Ting Chen 17,690,971 17.72%
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Note:
-
(1) The main shareholder information in this schedule is calculated by the depository company using the information of the shareholders holding 5% of more of the total number of ordinary shares and special shares of the Company that have completed the script-less registration and delivery (including treasury shares) on the last business day at the end of the quarter. The share capital recorded in the financial statements of the Company and the number of shares for which dematerialized registration and delivery has completed may differ as a result of the different prepartions of calculation bases.
-
(2) If the above information belongs to the shareholders handing over their holdings to the trust, it shall be disclosed by the individual branches of the principal whose trust account is opened by the trustee. For insider share declaration of shareholders holding more than 10% in accordance with the Securities Exchange Act, the shareholding includes the shareholding of the shareholder plus the shares that the shareholder has paid into the trust and has the right to use the trust property. For insider share declaration information, please refer to the MOPS.
87
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
XIV. Segment Information
(I) General Information
The information provided by the Consolidated Company to key operational decision makers for allocating resources and evaluating the performance of the division is focused on the regions. The reporting departments of the Consolidated Company are Taiwan, relevant regions of Mainland China and the United States. The regional departments are mainly engaged in the design, manufacturing and sales of products such as electronic components and power supply, transformers, ISDN cards and ADSL cards, as well as the sales of equipment for renewable energy power generation for own use, solar power plant equipment, energy technology services and etc.
The main operational decision makers regarded the subsidiaries engage in the design, manufacturing and sales businesses of electronic components and power supply equipment, transformers, ISDN cards and ADSL cards, as well as the sale of equipment for renewable energy power generation for self-use, solar power plant equipment and energy technology services in various regions as separate operational departments. However, when preparing the consolidated financial reports, the Consolidated Company considered the following factors and regarded these operational departments as a single operational department:
-
Nature and process of the products are similar;
-
Pricing strategy and sales model of the products are similar;
-
Delivery methods to customers are identical.
-
(II) Departmental profit and loss, assets, liabilities and their measurement basis and reconciliation information should be reported
The information and adjustment of the Company's operating departments are as follows:
| Revenue from external customers Interdepartmental income Total revenue Departmental profit and loss should be reported Share of associates' profit and loss under equity method Net profit before tax Total department assets and liabilities |
2022 | ||||
|---|---|---|---|---|---|
| Taiwan $ 861,558 248,464 $ 1,110,022 $ 33,990 $ - |
Taiwan (Solar Power Plant) |
United States 317,973 - 317,973 3,098 - |
Adjustments and write off - (248,464) (248,464) - - |
Total | |
31,887 - 31,887 29,573 - |
1,211,418 - |
||||
| 1,211,418 | |||||
66,661 8 |
|||||
| $ 66,669 |
|||||
- |
|||||
88
Notes to the Consolidated Financial Reports of Billion Electric Co. Ltd. and Subsidiaries (Con't)
| Revenue from external customers Interdepartmental income Total revenue Departmental profit and loss should be reported Share of associates' profit and loss under equity method Net profit before tax Total department assets and liabilities |
2021 | ||||||
|---|---|---|---|---|---|---|---|
| Taiwan $ 538,166 311,859 $ 850,025 $ 18,350 $ - |
Taiwan (Solar Power Plant) |
Mainland China - - - (9,309) - |
United States 472,803 - 472,803 49,015 - |
Adjustments and write off - (311,859) (311,859) - - |
Total | ||
37,978 - 37,978 17,409 - |
1,048,947 - |
||||||
| 1,048,947 | |||||||
75,465 (507) |
|||||||
$ 74,958 |
|||||||
- |
|||||||
The measurement of total assets and liabilities of the Consolidated Company segment information is not provided to the operating decision makers.
(III) Geographical Information
The breakdown of the Consolidated Company is shown below, where revenue is classified on the basis of the geographic location of operations.
| (IV) | Geographical 2022 Revenue from external customers: Americas $ 363,216 Asia 818,278 Europe 20,003 Oceania 4,350 Africa 5,571 $ 1,211,418 Non-current assets: Taiwan $ 1,102,322 United States 64,348 Total $ 1,166,670 Primary Client Information: Clients with sales of more than 10% of the Consolidated Company's revenue 2022 Client A $ - |
2022 $ 363,216 818,278 20,003 4,350 5,571 |
2022 $ 363,216 818,278 20,003 4,350 5,571 |
2021 516,308 493,859 26,622 9,330 2,828 1,048,947 648,639 58,625 707,264 are as follows: 2021 110,006 |
|---|---|---|---|---|
$ 1,211,418 |
||||
$ 1,102,322 64,348 |
||||
$ 1,166,670 |
||||
| $ - |
No client with sales of more than 10% of the Consolidated Company's revenue in 2022.
89