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BILLION Annual Report 2022

Nov 14, 2022

52260_rns_2022-11-14_ea0aa7a2-93b9-4330-baa3-a1b3b6700a6a.pdf

Annual Report

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Stock Code: 3027

Billion Electric Co., Ltd.

Parent Company Only 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) 29145665

1

Contents

Item **Page **
I.
Cover
II.
Table of Contents
III.
Independent Auditors’ Report
IV. Balance Sheet
V.
Comprehensive Income Statement
VI. Statement of Changes in Equity
VII. Cash Flow Statement
VIII. Notes to Parent Company Only 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
IX. Details of Important Accounting Items
1
2
3-6
7
8
9
10-11
12
12
12-13
13-32
32
32-68
69-71
71
72-73
73
73
74
74-78
78-79
79
79
79
80-90

2

Independent Auditor’s Report

To: Board of Directors of Billion Electric Co., Ltd. For general public information:

Audit opinions

We have audited the accompanying parent company only balance sheets of Billion Electric Co., Ltd. as at December 31, 2022, as well as the parent company only comprehensive income statements, parent company only statement of changes in equity, parent company only statement of cash flows, and notes to parent company only financial statements (including the summary of significant accounting policies) of for the periods from January 1 to December 31, 2022.

In our opinion, based on our audits and the reports of other auditors as described in the Other Matter section of our report, the parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers in all material respects, and are sufficient to express the financial position of Billion Electric Co., Ltd. as at December 31, 2022, as well as the parent company's financial performance and cash flow for the period from January 1 to December 31, 2022.

Basis of Audit Opinions

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards. Our responsibilities under those standards are further described in the Accountant's Responsibilities for the Audit of the Parent Company Only Financial Statements section of this report. We are independent of Billion Electric Co., Ltd. in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Other Matters

The 2021 parent company only financial statements of Billion Electric Co., Ltd. was audited by other auditors, and an unqualified opinion was issued on March 28, 2022.

Financial statements of certain subsidiaries accounted for using under equity method that are included in the 2022 parent company only financial statements are not audited by us, but by other auditors. Therefore, our opinions on this parent company only financial statements that is related to the financial statements of the said subsidiaries are based on audit report issued by other accountants. The investment accounted for using equity method amounted to NT$53,097 thousand as of December 31, 2022, accounting for 2.55% of total assets; the share of income of subsidiaries and associates recognized under the equity method amounted to NT$40 thousand for the year ended December 31, 2022, accounting for 0.09% of the net profit before tax.

Key Audit Matters

The key audit matters refers to the most important matters regarding the audit of the parent company only financial statements of Billion Electric Co., Ltd. for the year of 2022 according to our professional judgment. These matters have been addressed in the context of our audit of the Parent Company Only 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:

3

Income from sales and income from sales of subsidiaries accounted for using the equity method

For the accounting policies regarding the recognition of sales revenue, please refer to Note 4 (16) - - Income Recognition of the parent company only financial statements; for disclosure of relevant information about sales revenue, please refer to Note 6 (25) -- Revenue from Contracts with Customers of the parent company only financial statements.

Explanation of Key Audit Matters:

The principle source of income of Billion Electric Co., Ltd. and its subsidiaries accounted for using the equity method 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:

  1. Understand the aforementioned internal control of sales revenue for sales customers and evaluate and test the effectiveness of its design and execution.

  2. 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.

  3. 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.

  4. 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.

Responsibilities of management and governing body for the Parent Company Only Financial Statements

Management is responsible for the preparation and fair presentation of the accounting reports in accordance with “Regulations of Financial Treatment of Industrial and Commercial Groups” promulgated by Ministry of the Interior and Enterprise Accounting Standards and its interpretations, and for maintenance of necessary internal control in the preparation of the Parent Company Only Financial Statements, so as to ensure that the Parent Company Only Financial Statements are free from material misstatements, whether due to fraud or error.

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

Those charged with governance (including the audit committee) of Billion Electric Co., Ltd. are responsible for supervising the financial reporting process.

Auditor’s responsibilities for the audit of the parent company only financial statements

The purpose of our audit on the Parent Company Only Financial Statements is to obtain reasonable assurance as to whether the Parent Company Only Financial Statements as a whole contain material misstatement due to 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 Auditing Standards (GAAS) 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 users taken on the basis of the Parent Company Only Financial Statements.

4

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:

  1. Identified and evaluated the risk of material misstatements due to fraud or error in the Parent Company Only Financial Statements; designed and carried out appropriate countermeasures for the evaluated risks; obtained sufficient and appropriate 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.

  2. Obtain the necessary understanding of the internal controls involved in the audit to design an appropriate audit procedure under the circumstances, except that the purpose is not to express an opinion on the effectiveness of the internal controls of Billion Electric Co., Ltd.

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

  4. On the basis of the verification evidence obtained, it is concluded whether there is significant uncertainty about the appropriateness of the continuing operations accounting basis adopted by the management and the events or circumstances that may cause significant doubt about the ability of Billion Electric Co., Ltd. to continue its operations. 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 Parent Company Only 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 Electric Co., Ltd. to no longer be able to continue operating.

  5. Evaluated the overall presentation, structure and content of the Parent Company Only Financial Statements (including relevant notes), and whether it adequately represents the underlying transactions and events.

  6. Obtain sufficient and appropriate verification evidence of the financial information of subsidiaries accounted for using the equity method to express an opinion on the parent company only financial statements. We are responsible for directing, overseeing, and executing the audit of and forming the audit opinion on Billion Electric Co., Ltd.

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.

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 Electric Co., Ltd. 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.

5

KPMG

CPAs:

Competent authority approval : Taiwan Financial Certificate (6) No.
number 0930106739
Jin-Guan-Zheng-Shen-Zi No.
1040003949
March 14, 2023

6

Billion Electric Co., Ltd. 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))
1151
Notes receivable (Notes 6(5) and (25))
1170
Net accounts receivable (Notes 6(5) and (25))
1180
Net accounts receivable - related parties (Notes 6(5) and (25) and 7)
1200
Other receivables (Note 6(6))
1210
Other receivables - related parties (Notes 6(6) and 7)
1220
Income tax assets in the current period
1300
Net inventories (Note 6(7))
1470
Other current assets (Note 6(15))
1482
Contract performance costs - current (Note 6(25))
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), (9), (10) and (11))
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(21))
1900
Other non-current assets (Note 6(15))
Total non-current assets
Total assets
December 31,
2022
Amount
%
$ 149,111
7
25,645
1
61,460
3
955
-
31,418
2
17,804
1
12,008
-
20,132
1
160
-
139,807
7
24,335
1
55,704
3
December 31,
2022
Amount
%
$ 149,111
7
25,645
1
61,460
3
955
-
31,418
2
17,804
1
12,008
-
20,132
1
160
-
139,807
7
24,335
1
55,704
3
December
2021
31,
%
14
4
-
-
1
5
1
-
-
8
1
-
34

-
19
21
18
3
3
-
1
1
66
100
Liabilities and equity
Current liabilities:
2100
Short-term borrowings (Note 6(16))
2130
Contract liabilities - current (Note 6(25))
2170
Accounts payables
2200
Other payables
2220
Other payables - related parties (Note 7)
2230
Income tax liabilities for the current period (Note 6(21))
2250
Provision for liabilities - current (Note 6(19))
2280
Lease liabilities - current (Note 6(18))
2320
Long-term borrowings due within one year (Note 6(17))
2300
Other current liabilities
Total current liabilities
Non-current liabilities:
2540
Long-term borrowings (Note 6(17))
2570
Deferred income tax liabilities (Note 6(21))
2580
Lease liabilities - non-current (Note 6(18))
2640
Net defined benefit liabilities - non-current (Note 6(20))
2645
Guarantee deposits received
Total non-current liabilities
Total liabilities
Equity (Note 6(22)):
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
Total liabilities and equity
December 31,
2022
Amount
%
$ 217,000
10
23,613
1
32,336
2
35,975
2
1,238
-
2,554
-
9,585
1
5,783
-
23,483
1
10,671
1
December 31,
2022
Amount
%
$ 217,000
10
23,613
1
32,336
2
35,975
2
1,238
-
2,554
-
9,585
1
5,783
-
23,483
1
10,671
1
December
2021
31,
%
14
1
4
2
-
1
1
-
-
-
Amount
$ 149,111
25,645
61,460
955
31,418
17,804
12,008
20,132
160
139,807
24,335
55,704
Amount
296,296
85,002
3,700
46
27,441
114,389
10,837
42
379
164,773
23,835
-
Amount
$ 217,000
23,613
32,336
35,975
1,238
2,554
9,585
5,783
23,483
10,671
Amount
299,000
28,340
86,029
38,173
-
9,414
9,426
5,443
4,657
4,425
362,238 18 484,907 23
56,641
29,777
44,929
16,640
483
3
1
2
1
-
55,187
28,246
52,225
21,821
533
3
1
2
1
-
538,539 26 726,740
3,797
437,152
581,285
371,866
50,515
60,680
535
14,690
23,128

-
21
28
18
2
3
-
1
1
3,797
393,710
457,804
393,600
57,957
61,009
455
16,199
27,893
148,470 7 158,012 7
510,708 25 642,919 30
996,973
1,205
308,439
48
-
15
988,563
-
301,289
46
-
14
215,979
75,152
47,216
10
3
2
213,373
55,830
26,057
10
3
1
1,543,648 74 1,412,424
338,347 15 295,260 14
(6,080)
(41,492)

-
(2)
(24,358)

(41,492)

(1)
(2)

(25,913)

(1)


(23,017)

(1)
$
2,082,187
100
2,139,164
1,571,479 75 1,496,245 70
$
2,082,187
100
2,139,164
100

Chairman: Zhong-Ting Chen

(Please refer to the notes attached to this financial statement.) Manager: Hong-Zheng Chen

Accounting Supervisor: Ying-Hui Su

7

Billion Electric Co., Ltd. Comprehensive Income Statements January 1 to December 31, 2022 and 2021

Unit: Thousands NTD

4000
Operating income (Notes 6(25) and 7)
5000
Operating cost (Notes 6(7), (12), (13), (20) and 7)
Operating gross profit
5910
Less: unrealized gain on sale of goods
5920
Add: Realized sales profit
Realized operating gross profit
Operating expenses (Notes 6(12), (13), (18), (23) and (26)):
6100
Sales expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Reversal gain on expected credit impairment
Total operating expenses
Net amount of other income and expenses (Note 6(27))
6500
Net amount of other income and expenses
Net operating loss
Non-operating income and expenses (Notes 6(14), (28) and 7)
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(21))
8200
Net profit for the year
8300
Other comprehensive income (Note 6(21) and (22)):
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
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
Earnings per share (NTD) (Note 6(24))
9750
Basic earnings per share
9850
Diluted earnings per share
2022 %
100

81
2021 %
100

80
Amount
$ 480,746
388,801
Amount

578,699
461,819

91,945


19

116,880


20

23,229
19,094


5

4


18,954
17,586


3

3

87,810


18

115,512


20

39,979
45,353
76,814
-


8

10

16
-


57,143

40,456

86,068
(5,000)


10

7

15

(1)
162,146
34

178,667



31

16,739


4

105


-

(57,597)


(12)
(63,050)

(11)


5,886
18,108
70,471
(7,250)
14,795



1

4

15

(2)

3



3,709

19,418

56,210

(5,917)
35,094



1

3

10

(1)

6

102,010


21

108,514


19

44,413
4,508


9

1


45,464
18,460


8

3

39,905


8

27,004


5

3,978
796


1

-


1,613
323


-

-
3,182
1
1,290
-

22,848
4,570


5

1


42,720
8,115


7

1

18,278


4

34,605


6

21,460


5

35,895


6

$
61,365


13

62,899


11

$

0.41


0.28
$ 0.40 0.27

(Please refer to the notes attached to this financial statement.)

Chairman: Zhong-Ting Chen Manager: Hong-Zheng Chen

Accounting Supervisor: Ying-Hui Su

8

Billion Electric Co., Ltd. Statements of Changes in Equity January 1 to December 31, 2022 and 2021

Unit: Thousands NTD

Ordinary
shares capital
Balance as of January 1, 2021
$ 988,563
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
-
Balance as of December 31, 2021
988,563
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
8,410
Balance as of December 31, 2022
$
996,973
Ordinary
shares capital
Advance
receipts for
ordinary
shares
Capital
surplus
Retained earnings Other equity items Treasury
shares
Total equity

(2,145)
1,451,040
Exchange
differences on
translating
the financial
statements of
foreign
operations
Unrealized gain
(loss) on financial
assets measured
at fair value
through other
comprehensive
income
Total

(58,963)
(41,492)
(100,455)
Legal surplus
reserve
Special
surplus
reserves
Unappropriat
ed earnings
Total
$ 988,563
-
295,873
212,882

51,407

4,915

269,204

-
-

-
-

-
-


-
-


-
-


27,004
1,290



27,004

1,290





-
-
-

34,605
-
34,605



-
27,004

-
35,895
- - - - -
28,294



28,294




34,605
-
34,605



-
62,899
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,416
491
-
-
-

-

-
4,423
-
-
-

(491)

(4,423)
-
(2,238)
-



-

-
-

(2,238)
-



-
-
-
-
-
-
-
-
-

-
-
-
-
-
-


-
-
-
-
(39,169)
(39,169)
-
(2,238)
18,297
23,713
988,563
-

301,289


213,373

55,830

26,057

295,260

(24,358)
(41,492)
(65,850)



(23,017)
1,496,245

-
-

-
-

-
-


-
-


-
-


39,905
3,182



39,905

3,182





-
-
-

18,278
-
18,278



-
39,905

-
21,460
- - - - -
43,087



43,087




18,278
-
18,278



-
61,365
-
-
-
-
-
-

1,205
-
-
32
-
47
2,223

4,848
2,606
-

-
-

-

-

-

-
19,322
-
-
-
-
-

(2,606)

(19,322)
-
-
-
-
-



-

-
-
-
-
-
-



-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-


-
-
-
-
-
32
(3,181)
(3,181)
-
47
-
2,223
285
14,748

$
996,973



1,205



308,439


215,979

75,152

47,216

338,347

(6,080)
(41,492)
(47,572)


(25,913)
1,571,479

(Please refer to the notes attached to this financial statement.)

Chairman: Zhong-Ting Chen

Manager: Hong-Zheng Chen

Accounting Supervisor: Ying-Hui Su

9

Billion Electric Co., Ltd.

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
$ 44,413
45,464
Adjustments:
Adjustments to reconcile profit and loss
Depreciation expenses
21,529
20,079
Amortization expense
507
655
Reversal gain on expected credit impairment
-
(5,000)
Net loss (gain) on financial assets and liabilities measured at fair
value through profit or loss
16,393
(842)
Interest expenses
7,250
5,917
Interest income
(5,886)
(3,709)
Dividend income
(2,287)
(2,273)
Remuneration cost for share-based payment
1,911
5,358
Share of profit of subsidiaries and associates recognized under
equity method
(14,795)
(35,094)
Gains from disposal of property, plant and equipment
(16,895)
(105)
Disposal of investment income using the equity method
(22,166)
(63,404)
Loss from modification of lease contracts
156
-
Unrealized gain on sale of goods
23,229
18,954
Realized sales profit
(18,597)
(17,586)
Unrealized gain on foreign currency exchange
(6,787)
(4,354)
Total adjustments to reconcile profit and loss
(16,438)
(81,404)
Net changes related to operating assets/liabilities:
Financial assets at fair value through profit or loss
42,964
(18,123)
Notes receivable
(909)
(24)
Accounts receivable
(4,573)
22,744
Accounts receivable - related parties
97,045
(14,953)
Other receivables
(5,414)
(2,541)
Other receivables from related parties
(62)
15,678
Inventories
24,966
(17,036)
Other current assets
(500)
(16,498)
Contract performance costs
(55,704)
-
Contract liabilities - current
(4,727)
19,605
Accounts payables
(53,869)
29,223
Accounts payables - related parties
-
(13,075)
Other payables
(4,542)
(1,922)
Other payables to related parties
1,238
-
Other current liabilities
6,246
10,579
Net defined benefit liabilities
(1,203)
33
Adjustments:
24,518
(67,714)
(Please refer to the notes attached to this financial statement.)
Chairman: Zhong-Ting
Chen
Manager: Hong-Zheng
Chen
Accounting Supervisor:
Ying-Hui Su
2022
$ 44,413
2021
45,464
21,529
507
-
16,393
7,250
(5,886)
(2,287)
1,911
(14,795)
(16,895)
(22,166)
156
23,229
(18,597)
(6,787)
20,079
655
(5,000)

(842)
5,917
(3,709)
(2,273)
5,358

(35,094)
(105)
(63,404)
-
18,954
(17,586)
(4,354)
(16,438) (81,404)
42,964
(909)
(4,573)
97,045
(5,414)
(62)
24,966
(500)
(55,704)
(4,727)
(53,869)
-
(4,542)
1,238
6,246
(1,203)
(18,123)
(24)
22,744
(14,953)
(2,541)
15,678
(17,036)
(16,498)
-
19,605
29,223
(13,075)
(1,922)
-
10,579
33
24,518 (67,714)

10

Billion Electric Co., Ltd.

Statements of Cash Flows

January 1 to December 31, 2022 and 2021

Unit: Thousands NTD

Cash inflow (outflow) from operating activities
Interests received
Interests paid
Income tax paid
Net cash inflow (outflow) from operating activities
Cash flows from investing activities:
Acquisition of financial assets at amortized cost
Disposal of financial assets measured 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
Increase in other receivables - related parties
Acquisition of intangible assets
Increase in other non-current assets
Dividends received
Net cash (outflow) inflow from investment activities
Cash flows from financing activities:
Decrease in short-term loans
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
Acquisition of equity of subsidiaries
Disposal of equity of subsidiaries (no loss of control over the
subsidiaries)
Repayment of the lease principal amount
Net cash inflow (outflow) from financing activities
Effect of exchange rate changes on cash and cash equivalents
(Decrease) increase 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
2021
$ 68,931
(22,250)
4,524
3,851
(7,311)
(5,978)
(13,475)
(17,047)
52,669
(41,424)
(101,202)
-
-
48,497
(27,000)
(4,600)
23,452
267,426
(43,409)
(31,513)
83,582
105
-
(6,689)
5,575
8,000
(20,000)
(42)
(587)
(146)
(9,151)
(8,897)
11,603
13,183
(77,137)
285,324
(82,000)
(15,000)
87,925
1,000
(67,645)
(4,594)
(50)
(111)
12,115
-
(3,181)
(39,169)
285
18,297
(71,593)
(119,000)
260
-
(6,158)
(6,443)
(130,042)
(165,020)
7,325
2,477
(147,185)
81,357
296,296
214,939
$
149,111
296,296

(Please refer to the notes attached to this financial statement.)

Chairman: Zhong-Ting Manager: Hong-Zheng Accounting Supervisor: Chen Chen Ying-Hui Su

11

Billion Electric Co., Ltd.

Notes to Parent Company Only 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 for establishment on March 26, 1973. Its main business 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 parent company only financial statement 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 Company has applied the following newly amended IFRS since January 1, 2022, and this has not had a significant impact on parent company only financial statement.

  • 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 Company assesses that the application of the following newly amended IFRS effective as of January 1, 2023 will not have significant impacts on the parent company only financial statement.

  • 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

12

Notes to parent company only financial statement of Billion Electric Co., Ltd. (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 Company, are as follows:
New or revised guidelines
Amendment
to
IAS
1
Classification of Liabilities
as Current or Non-Current
Main changes
The current IAS 1 stipulates that liabilities
for
which
an
enterprise
has
not
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).
Effective date
issued by IASB
January
1,
2024

The company is continuously assessing the impact of the above-mentioned standards and interpretations on the company's financial position and operating results, and the relevant impact will be disclosed when the assessment is completed.

The Company expects that the following other unrecognized new and amended guidelines will not have significant impacts on parent company only financial statement.

  • 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 parent company only financial statement is as follows. The following accounting policies have been applied consistently for all periods of presentation of this parent company only financial statement.

  • (I) Statement of Compliance

  • This parent company only financial statement was prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • (II) Basis of Preparation

13

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Basis of Measurement

Except for the following important items in the balance sheet, this parent company only financial statement is prepared on the basis of historical costs:

Financial assets measured at fair value through profit or loss measured at fair value; Financial assets at fair value through other comprehensive income measured at fair value; Net defined benefit liabilities are determined by deducting the present value of benefit obligations from the fair value of pension fund assets.

  1. 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 Parent Company Only Financial Statements are presented in New Taiwan Dollars, Cleanaway's functional currency. All financial information expressed in NT$ is expressed in thousands of NT$.
  2. (III) Foreign currency

  3. 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.
  4. 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.

14

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (IV) 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:

  1. The liability is expected to be settled during the normal operating period;

  2. The liability is held primarily for the purpose of trading;

  3. The liability is expected to mature within twelve months after the reporting period; or

  4. 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.

  5. (V) Cash and cash equivalents

  6. 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.

  7. (VI) 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.

15

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Financial assets

Where the purchase or sale of financial assets conforms to customary transactions, the 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 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.

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 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.

16

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

Upon initial recognition, the 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-byinstrument 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 Company has the right to receive dividends (usually the ex-dividend date).

  • (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 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 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 Company considers:

17

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • 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 Company's right of claim is limited to the terms (e.g., non-recourse characteristics) of cash flows derived from a particular asset.

  • (5) Impairment of financial assets

The 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.), debt instrument investments measured at fair value through other comprehensive income, and expected credit losses on contract assets are recognized as allowance for losses. 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 Company considers reasonable and substantiated information (obtainable without excessive cost or investment), including qualitative and quantitative information, and analysis based on the Company's historical experience, credit assessment and forward-looking 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 Company, the 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 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.

18

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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 Company is exposed to credit risk.

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 Company would receive under the contract and the cash flows that the Company expects to receive. Expected credit losses are discounted at the effective interest rate on the financial asset.

The Company assesses whether financial assets measured at amortized cost and debt securities measured at fair value through other comprehensive income are creditimpaired 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 Company makes concessions to the borrower that would not otherwise be considered by the 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 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 company analyzes the timing and amount of write-offs individually on the basis of whether it is reasonably expected to be recoverable. The Company does not expect a significant reversal of the amount written off. However, written-off financial assets are still enforceable to comply with the Company's procedures for recovering overdue amounts.

19

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (6) Derecognition of financial assets

The 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 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.

  1. Financial Liabilities and Equity Instruments

  2. (1) Classification of Liabilities or Equity

The debts and equity instruments issued by the 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 Company's residual equity after deducting all of its liabilities from its assets. The equity instruments issued by the Company are recognized at the price obtained after deducting the direct issuance 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 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.

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.

20

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (VII) 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.

  • (VIII) Investment in Associates

An associate is a company that has a significant influence on its financial and operating policies but is not controlled or jointly controlled.

The 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 parent company only financial statement includes the amount of the profit and loss of each investment related company and other comprehensive income recognized by the 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 company's accounting policies. When changes in equity of an associate in non-profit or loss and other comprehensive income do not affect the Company's shareholding ratio, the Company will recognize the changes in equity attributable to the Company under the shares of the associate in the capital reserve according to the shareholding ratio.

Unrealized gains and losses arising from transactions between the Company and an associate are recognized in the financial statements of the associate only to the extent unrelated to the investor's interest in the associate. When the share of losses of an associate that shall be recognized proportionally by the Company is equal to or exceeds its interest in the associate, 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 Company ceases to use the equity method as of the date when it has no investment in an associate any longer, and the difference between the fair value of the retained 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

21

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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 Company's ownership interests in the associate decreases, but the equity method continues to apply,

then the 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 an associate issues new shares, if the 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 Company does not subscribe in proportion to its shareholding, thereby reducing its ownership interests in the associate, the amount previously recognized in other comprehensive income related to the associate 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 associate.

  • (IX) Investment in subsidiaries

In the preparation of the parent company only financial statement, the Company evaluates the equity method of the controlled invested company. Under the equity method, the current profit and loss and other comprehensive income of the parent company only financial statement and the current profit or loss and other comprehensive income of the consolidated financial statement are attributable to owners of the parent company, and the owner's equity of the parent company only financial statement and the equity attributable to the owners of the parent company in the consolidated financial statement are the same.

Changes in the Company's ownership interests in subsidiaries have not resulted in the loss of the controller, which is treated as an equity transaction with the owners.

  • (X) 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.

22

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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.

(XI) Property, plant, and equipment

  1. Recognition and measurement

Property, plant and equipment items are measured at cost (including capitalized borrowing costs) minus the accumulated depreciation and any accumulated impairment. 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.

  1. Subsequent costs

Subsequent expenditures are capitalized only when their future economic benefits are likely to flow into the Company.

  1. 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.

Land is not subject to depreciation.

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 equipment: 5 years.

  • (4) Office equipment and others: 2 to 8 years.

The depreciation method, service life and residual value are reviewed by the Company at each reporting date and adjusted as necessary.

  1. Reclassified to investment property

When the use of property is changed from own use to investment, the property is reclassified as investment property based on the carrying amount at the time of the change of use.

(XII) Rental

The 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.

23

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Lessee

The 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. 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 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 Company's incremental borrowing rate is used. In general, the 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.

24

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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.

The 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 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 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 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 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 decrease in lease payments only affects 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.

25

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Lessor

The transaction in which the 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 Company considers relevant specific indicators including whether the lease period covers the main part of the economic life of the underlying asset.

If the Company is a sublease lessor, it handles master lease and sublease transactions separately, and evaluates the classification of sublease transactions based on the right-ofuse 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.

Where the agreement includes lease and non-lease components, the Company shall apportion the consideration in the contract according to the provisions of IFRS 15.

(XIII) Intangible assets

  1. Recognition and measurement

  2. Goodwill arising on the acquisition of a subsidiary is measured at cost minus the accumulated impairment losses.

  3. 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 Company, and the 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 Company's acquisition of other intangible assets with a limited service life is measured at cost minus the accumulated amortization and accumulated impairment.

  1. 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.

  1. 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:

26

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (1) Computer System and Software 2 to 3 years

The amortization method, service life and residual value of intangible assets are reviewed by the Company at each reporting date and adjusted as necessary.

  • (XIV) Impairment of non-financial assets

  • At each reporting date, the Company assesses whether there is any indication that the carrying amount of non-financial assets (other than inventories, deferred income tax assets and investment property measured at fair value) may be impaired. If there is any indication, the recoverable amount of the asset is estimated. Goodwill is regularly tested for impairment every year.

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 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.

27

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (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 Company recognizes revenue when the control of goods or services is transferred to the customer and the performance obligations are met. The company's main revenues are explained as follows:

    • (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) Revenue from sale of electricity

Recognized when power is transferred to the electrical substation at Taiwan Power Company's terminal.

  1. Cost of customer contracts

  2. (1) 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 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.

28

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (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. Prepaid appropriations are recognized in assets to the extent that they will result in a return of cash or a reduction in future payments.
  • Defined Benefit Plans

The net obligation of the 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.

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 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 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.

  1. Other long-term employee benefits

The 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.

  1. Short-term employee benefits

Short-term employee benefit obligations are recognized in expense when services are provided. If the 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.

29

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(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.

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:

  1. 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.

30

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. 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; and

  2. Taxable temporary differences arising from the original recognition of goodwill.

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.

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 Company may only offset the deferred income tax assets and liabilities when the following conditions are met at the same time:

  1. It has the legally enforceable right to offset the current income tax assets against current income tax liabilities; and

  2. 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.

  3. (XX) Business merger

  4. The 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 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.

31

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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 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 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 noncontrolling 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. (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

The Company has disclosed department-specific information in the consolidated financial statement, so the parent company only financial statement does not disclose such information.

V. Significant Accounting Judgments, Estimates and Key Sources of Uncertainty over Assumptions

The Management must make judgments, estimates and assumptions in preparing the parent 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

(I) Cash and cash equivalents

Remarks on Material Accounts
Cash and cash equivalents
Petty cash
Bank deposits
Time deposits
2022.12.31
$ 70
102,946
46,095
2021.12.31

107

291,098
5,091

$
149,111

296,296

32

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

For disclosure of interest rate risk and sensitivity analysis of the Company's financial assets and liabilities, please refer to Note 6 (29).

(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
Shares of TWSE/TPEx listed companies
$ 3,297
59,587
Fund Beneficiary Certificate
22,348
25,415
Total
$
25,645
85,002
(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
$ 3,297
22,348
2021.12.31
59,587
25,415
$
25,645
85,002
$
3,797
3,797

These equity instrument investments held by the 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
$ -
61,460
2021.12.31
3,029
671
$
61,460
3,700
$
437,152
393,710

Please refer to Note 8 for the details of long-term and short-term borrowings and financing line guarantees on December 31, 2022 and 2021.

(V) Notes receivable, accounts receivable and accounts receivable - related parties

Notes receivable — arising from operations
Accounts receivable
Accounts receivable - related parties
Less: Loss allowance
2022.12.31
$ 955
31,630
17,804
(212)
2021.12.31
46
27,653
114,389
(212)
$
50,177
141,876

33

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

The 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 Company is as follows:

Not overdue
Overdue for more than 121 days
Not overdue
Overdue for more than 121 days
2022.12.31 Allowance
lifetime
expected
credit losses
-
212
Book amounts
of notes
receivable and
accounts
receivable
$ 50,177
212
Weighted
average
expected
credit loss
ratio

0%
100%
2021.12.31
$
50,389
212
Allowance
lifetime
expected
credit losses
-
212
Book amounts
of notes
receivable and
accounts
receivable
$ 141,876
212
Weighted
average
expected
credit loss
ratio

0%
100%
$
142,088
212

The movements of the loss allowance for notes and accounts receivable of the Company are as follows:

Beginning balance (i.e., ending balance) 2022
$
212
2021
212

On December 31, 2022 and 2021, no notes receivable and accounts receivable of the Company have been provided as collateral.

The Company enters into non-recourse accounts receivable sale agreements with financial institutions. Since the 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:

34

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

2022.12.31
Subject to sale Excluding
amount
$
7,753
Amount
still
available in
advance
-
Amount
advanced
-
Amount
transferred
to other
receivables
7,753
Interest Rate
Range
-
Other
Important
Matters
Export-Import
Bank
of
the
Republic of China
Note 1, Note 2,
Note 3 and Note
4

2021.12.31
Subject to sale Excluding
amount

$ 13
1,518
Amount
still
available in
advance

-
-
Amount
advanced
-
-
Amount
transferred
to other
receivables
13
1,518
Interest Rate
Range

-
-
Other
Important
Matters
Hua
Nan
Commercial Bank
Export-Import
Bank
of
the
Republic of China
Note 1, Note 2,
Note 3 and Note
4


$
1,531
- -
1,531

Note 1. Guarantee that the underwriting subject matter transferred is lawful and valid, and that no third party may claim any rights.

Note 2. 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 3. 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 4. 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 and other receivables - related parties

Other receivables
Receivables from payment on behalf of others
Advances receivable
Business tax refund receivable
Sales receivables
Miscellaneous
Less: Loss allowance
Other receivables - related parties
Other receivables - capital loans to subsidiaries
Other receivables - others
2022.12.31
$ 163,792
1,172
1,601
7,753
1,482
(163,792)
2021.12.31

147,455

6,689

2,430

1,531

187
(147,455)

$
12,008

10,837

$ 20,028
104


-
42
$
20,132
42

35

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

The movements of the loss allowance for other receivables of the Company in 2022 and 2021 are as follows:

2022
Beginning balance
$ 147,455
Foreign currency conversion gains and losses
16,337
Ending Balance
$
163,792
For other credit risk information, please refer to Note 6 (29).
(VII)
Inventory
2022.12.31
Raw materials
$ 91,866
Products in process
41,822
Finished products
6,119
Merchandise inventory
-
$
139,807
Detailed statement of operating costs is as follow:
2022
Transfer of inventory sales
$ 362,479
Loss on inventory write-down
17,486
Operating costs of solar power plant
8,836
Total
$
388,801
2022
$ 147,455
16,337
2021
149,747
(2,292)
$
163,792
147,455
2021.12.31

78,633

12,654

68,672
4,814
$
139,807

164,773

2022
$ 362,479
17,486
8,836

2021
453,106
-
8,713
$
388,801
461,819

On December 31, 2022 and 2021, no inventory of the Company has been provided as collateral. (VIII) Investment accounted for using equity method

The investments of the Company under the equity method on the reporting date are as follows:

Subsidiary
Subsidiary - long-term investment loan balance
Associates
2022.12.31
$ 555,642
(1,397)
27,040
2021.12.31
457,804
-
-
$
581,285
457,804

1. Subsidiary

Please refer to the Consolidated Financial Statement for the year 2022.

2. Associates

In December 2021, the Board of Directors approved to invest in Hsia Ching Co., Ltd., and in January 2022, the Company invested NT$ 27,000 and acquired 2,700,000 shares with a holding ratio of 20%.

Hsia Ching Co., Ltd. handled a cash capital increase of NT$ 380,286 in July 2022. The Company did not subscribe according to the shareholding ratio, so the Company's shareholding ratio was reduced from 20% to 5.24%, and the Company still serves as a director of Hsia Ching Co., Ltd.

36

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Guarantee

On December 31, 2022 and 2021, the Company's investments under the equity method are not provided as collateral.

(IX) Business merger

The 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:

  1. 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
Contractual 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
  1. The fair value of identifiable net assets acquired and liabilities assumed:

37

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. 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 Company's interest in subsidiaries in 2022 and 2021 transactions without changing control of subsidiaries are as follows:

    • The 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 shareholding ratio of the Company was reduced from 64.58% to 64.48% due to the disposal of its 0.1% shareholding in Billion Watts Technologies Co., Ltd.

The 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 64.48% to 60.26%.

  - In February 2021, the shareholding ratio of the Company decreased from 71.82% to 66.49% due to the 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.
  • (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 thousand, and lost control over Shengqun after the delivery date.

On July 22, 2021, the Company signed an agreement to dispose of (Hong Kong) EG-Billion Co., Ltd., and the Company completed the disposal in August 2021 and lost control over this subsidiary.

38

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

1. Consideration received
Cash and cash equivalents
2. Assets and liabilities out of control
Net assets disposed
3. Profit from disposal of subsidiary
Consideration received
Net assets disposed
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
4. Net cash inflow from disposal of subsidiary
Consideration received in cash
Less: The disposal of investment funds has been
received in advance
Less: Cash disposed of and cash in exchange
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.
$ 23,452
-
(155)
267,768
(182,902)
-
$
23,297

84,866

39

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(XII) Property, plant, and equipment

Changes in cost and depreciation of the Company's property, plant and equipment are detailed as follows:

Costs:
Balance on January 1, 2022
Addition
Reclassification
Disposal
Balance as of December 31, 2022
Balance on January 1, 2021
Addition
Reclassification
Disposal
Balance as of December 31, 2021
Depreciation:
Balance on January 1, 2022
Current Depreciation
Disposal
Balance as of December 31, 2022
Balance on January 1, 2021
Current Depreciation
Reclassification
Disposal
Balance as of December 31, 2021
Book value:
December 31, 2022
December 31, 2021
Land
$ 185,820
-
-
-
Building
104,225
1,675
(119)
-
Machiner
y and
equipment
166,904
6,881
-
(82,137)
Transport
ation
facilities
3,576
-
-
-
Office
equipment
24,176
1,412
1,031
(904)
Other
equipment
Constructio
n in
progress
and
equipment
to be
inspected

-

14,661

-

-
Total
558,193
46,976
12,570
(83,553)
73,492
22,347
11,658
(512)
$
185,820
105,781
91,648
3,576
25,715

106,985


14,661

534,186


$ 180,823
-
4,997
-

105,351
-
(1,126)
-

166,859
2,994
-
(2,949)

4,431
-
-
(855)

24,175
489
-
(488)

45,871
28,407
-
(786)



-

-
-

-

527,510
31,890
3,871
(5,078)
$
185,820
104,225
166,904

3,576

24,176

73,492


-

558,193


$ -
-
-

44,357
2,718
-

50,710
4,675
(15,450)

3,576
-
-

22,332
766
(904)

43,618
6,434
(512)


-

-

-

164,593
14,593
(16,866)
$
-
47,075
39,935
3,576
22,194

49,540


-

162,320

$ -
-
-
-

42,131
2,111
115
-

46,279
7,380
-
(2,949)

4,431
-
-
(855)

22,162
658
-
(488)

41,301
3,103
-
(786)


-

-
-

-

156,304
13,252
-
(5,078)
$
-
44,357
50,710

3,576

22,332

43,618


-

164,593

$
185,820

58,706

51,713

-

3,521

57,445


14,661

371,866

$
185,820

59,868

116,194
-
1,844

29,874



-

393,600

Please refer to Note 8 for the details of long-term borrowings and financing line guarantees on December 31, 2022 and 2021.

(XIII) Right-of-use assets

Changes in the cost and depreciation of land, housing and building, and transport equipment leased by the Company are as follows:

Costs of right-of-use assets:
Balance on January 1, 2022
Addition
Decrease
Balance as of December 31,
2022
Balance on January 1, 2021
Addition
Decrease
Land Housing and
building
Transportation
facilities


$
5,714
54,561
3,789
64,064




$ -
19,591
3,011
22,602
-
43,124
2,340
45,464
-
-
-
-

(Continued on next page)

40

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(Continued from previous page)

Housing and Transportation
Land building facilities Total
Balance as of December 31,
2021 $ - 62,715 5,351 68,066
Depreciation of right-of-use
assets:
Balance on January 1, 2022 $ - 8,094
2,015
10,109
Current Depreciation 406
4,971

1,111
6,488
Current Decrease - (1,486) (1,562) (3,048)
Balance as of December 31,
2022 $ 406 11,579 1,564 13,549
Balance on January 1, 2021 $ - 2,954
833
3,787
Current Depreciation - 5,140 1,182 6,322
Balance as of December 31,
2021 $ - 8,094 2,015 10,109
Book value:
December 31, 2022 $ 5,308 42,982 2,225 50,515
December 31, 2021 $ - 54,621 3,336 57,957
(XIV) Investment property
Investment property includes land, houses and buildings held by the 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
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
Land
$ 43,393
-
Housing and
building

25,015
119
Total
68,408
119
$
43,393
25,134 68,527

$ 48,390
-
(4,997)


23,889
1,126
-

72,279
1,126
(4,997)

$
43,393
25,015
68,408

$ -
-

7,399
448

7,399
448
$
-
7,847 7,847
$ -
-
-

7,009
505
(115)

7,009
505
(115)
$
-

7,399

7,399

(Continued on next page)

41

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(Continued from previous page)

Book amount:
December 31, 2022
December 31, 2021
Fair value:
December 31, 2022
December 31, 2021
Land
$
43,393
Housing and
building
17,287
Housing and
building
17,287
Total
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 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
Miscellaneous
Total
2022.12.31
$ 14,910
6,005
2,545
875
2021.12.31

17,165

6,670

-
-
$
24,335
23,835

$ 10,596
12,361
171
-


19,933

5,534

885
1,541
$
23,128

27,893

(XVI) Short-term loans

The short-term loans of the Company are detailed as follows:

Secured bank loans
Unused limit
Interest Rate Range
2022.12.31
$
217,000
2022.12.31
$
217,000
2021.12.31
299,000

$
335,000

222,000

1.78%-1.935%

1.33%-1.35%

Please refer to Note 8 for details of the Company's pledge of assets for bank loans.

42

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(XVII) Long-term loans

Secured bank loans
No secured bank loans
Less: Part due within one year
Total
Unused limit
Secured bank loans
Less: Part due within one year
Total
Unused limit
2022.12.31 2022.12.31 Amount
$ 58,124
22,000
(23,483)
Currency Interest Rate
Range (%)
Maturity
year
NTD
NTD
2.18%~4.03%
114-117
2.175%
118
2021.12.31
$
56,641
$
-
Amount
$ 59,844
(4,657)
Currency Interest Rate
Range (%)
Maturity
year
NTD 1.72%~1.85% 117-124
$
55,187
$
6,300

Please refer to Note 8 for details of the Company's pledge of assets for bank loans.

(XVIII) Lease liabilities

The book amounts of the Company's lease liabilities are as follows:

2022.12.31
Liquid
$
5,783
Non-current
$
44,929
For maturity analysis, please refer to Note 6 (29) Financial Instruments.
The amounts recognized to profit and loss are as follows:
2022
Interest expense on lease liabilities
$
1,105
Changes in lease not included in the measurement of lease
liabilities
$
490
Short-term rental expense
$
96
Charges on low-value leasehold assets (excluding low-
value leases on short-term leases)
$
66
The amounts recognized in the cash flow statement are as follows:
2022
Total cash outflows from leases
$
7,915
2022.12.31
$
5,783
2021.12.31
5,443

$
44,929

52,225

2021
558

$
490
675
$
96
151
$
66
178
2021
8,005

43

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

1. Rental of housing and building and transport equipment

The Company leases the land for energy storage project, and the lease period is ten years and six months.

The Company leases houses and building roofs for the construction of solar power plants for a period of twenty years.

The Company leases houses, buildings and transportation equipment for general operating activities, usually for a period of two to ten years.

  1. Other leases

The Company leases office equipment, etc., and such leases are short-term and low-value leases. The Company chooses to apply the exemption recognition provisions instead of recognizing the relevant right-of-use assets and lease liabilities.

(XIX) 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 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 EG-Billion 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. was completed in August 2021, so the change for equity transactions is borne by the Company.

(XX) Employee benefits

  1. Defined Benefit Plans

The adjustment between the present value of welfare obligations and the fair value of plan assets determined by the Company is as follows:

plan assets determined by the 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

44

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (1) Plan assets composition

The pension funds allocated by the Company under the Labor Standard Method shall be under the overall management of the Labor Fund Utilization Bureau of the Ministry of Labor (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 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.

  • (2) Changes in present value of defined benefit obligations

The present value changes of the 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 loss adjusted by experience
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 Company's defined benefit plan for 2022 and 2021 are as follows:

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

45

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (4) Expenses recognized as profit or loss

Costs and expenses reported by the Company for 2022 and 2021 are detailed as follows:

follows:
Current service cost
Net interest on net defined benefit liabilities
Operating costs
Sales expenses
Administrative expenses
Research and development expenses
2022
$ 227
124
2021

229
102
$
351
331
$ 50
46
71
184

42

55

65
169
$
351
331
  • (5) Remeasurement of net definable benefit liabilities admitted as other comprehensive gains and losses

The cumulative pre-tax remeasurement of the Company's net defined benefit

liabilities to other comprehensive income and loss is as follows:

2022
2021
Accumulated balance as of January 1
$ 11,026
9,413
Recognized in the current period
3,978
1,613
Accumulated balance as of December 31
$
15,004
11,026
Actuarial assumptions
The significant actuarial assumptions used by the Company to determine the present
value of its benefit obligations at the close of financial reporting date are as follows:
2022.12.31
2021.12.31
Discount rate
1.56%
0.58%
Rate of future wage increases
1.50%
1.50%
2022
$ 11,026
3,978
2021

9,413
1,613

$
15,004

11,026
  • (6) Actuarial assumptions

The significant actuarial assumptions used by the Company to determine the present

value of its benefit obligations at the close of financial reporting date are as follows:

The 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:

46

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

Implications for determining
the present value of welfare
obligations
Assumed
Assumed
reduction
addition
December 31, 2022
Discount rate (change 0.50%) $
1,634
(1,736)
Future salary (change 0.50%) (1,626)
1,711
December 31, 2021
Discount rate (change 0.50%) 2,085
(1,950)
Future salary (change 0.50%) (1,925)
2,036
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.

The methods and assumptions used in the preparation of sensitivity analysis in this period are the same as in the previous period.

2. Defined contribution plans

The defined contribution plan of the 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 pension expenses under the Company's determinate Pension Scheme for 2022 and 2021 are NT$ 4,735 and NT$ 4,850 respectively, which have been allocated to the Labour Insurance Bureau.

(XXI) Income tax

  1. Income tax expense

The Company's 2022 and 2021 income tax expense is detailed as follows:

Current income tax expense
Generated in the current period
Adjust the current income tax of the previous period
Deferred income tax
Occurrence and reversal of temporary differences
Income tax expense
2022 2021

26,719

(131)
$ 7,343

(509)

6,834



26,588

(2,326)



(8,128)

$
4,508



18,460

47

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

The income tax benefit (expense) of the 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 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
Non-deductible expenses
Income exemption
Capital gains tax on indirect equity transfer
Changes in temporary differences not recognized
Early overvaluation
Additional income tax on undistributed earnings
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
2022
$
44,413
2021
45,464

$ 8,883
(160)
-
(3,912)
-
-
(509)
206


9,093

-
1,130

(4,790)
14,158
(1,000)

(131)
-
$
4,508
18,460

2022
$ 159,960
13,234

2021

159,960
13,234

$
173,194

173,194

48

Notes to parent company only financial statement of Billion Electric Co., Ltd. (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
Ending
Balance
Defined retirement
benefit plan
$ 4,446
(237)
(796)
3,413
Exchange differences on
translating the
financial statements
of foreign operations
4,351
-
(4,351)
-
Unrealized gross margin
4,243
927
-
5,170
Loss on inventory write-
down
2,609
3,498
-
6,107
Unrealized loss on
exchange
550
(550)
-
-
$
16,199
3,638
(5,147)
14,690
2021
Beginning
balance
Debit/credit
income
statement
Debit/creditin
other
comprehensive
income
statements
Miscellaneous
Ending
Balance
Defined retirement
benefit plan
$ 4,755
14
(323)
-
4,446
Exchange
differences on
translating the
financial
statements of
foreign
operations
11,900
-
(8,115)
566
4,351
Unrealized gross
margin
3,970
273
-
-
4,243
Loss on inventory
write-down
2,609
-
-
-
2,609
Unrealized loss on
exchange
1,240
(690)
-
-
550
Unrealized loss on
financial
instruments
47
(47)
-
-
-
Loss deduction
26,638
(26,638)
-
-
-
$
51,159
(27,088)
(8,438)
566
16,199
2022
Beginning
balance
Debit/credit
income
statement
Debit/credit in
other
comprehensive
income statements
Ending
Balance
Defined retirement
benefit plan
$ 4,446
(237)
(796)
3,413
Exchange differences on
translating the
financial statements
of foreign operations
4,351
-
(4,351)
-
Unrealized gross margin
4,243
927
-
5,170
Loss on inventory write-
down
2,609
3,498
-
6,107
Unrealized loss on
exchange
550
(550)
-
-
$
16,199
3,638
(5,147)
14,690
2021
Beginning
balance
Debit/credit
income
statement
Debit/creditin
other
comprehensive
income
statements
Miscellaneous
Ending
Balance
Defined retirement
benefit plan
$ 4,755
14
(323)
-
4,446
Exchange
differences on
translating the
financial
statements of
foreign
operations
11,900
-
(8,115)
566
4,351
Unrealized gross
margin
3,970
273
-
-
4,243
Loss on inventory
write-down
2,609
-
-
-
2,609
Unrealized loss on
exchange
1,240
(690)
-
-
550
Unrealized loss on
financial
instruments
47
(47)
-
-
-
Loss deduction
26,638
(26,638)
-
-
-
$
51,159
(27,088)
(8,438)
566
16,199
2022 2022 2022 2022 Ending
Balance
3,413
-
5,170
6,107
-
Beginning
balance
Debit/credit
income
statement
Debit/credit in
other
comprehensive
income statements
$ 4,446
4,351
4,243
2,609
550
(237)
-
927
3,498
(550)
(796)
(4,351)
-
-
-
(5,147)
$
16,199
3,638 14,690

2021
Beginning
balance
Debit/credit
income
statement
Debit/creditin
other
comprehensive
income
statements
Miscellaneous
$ 4,755
14
(323)
11,900
-
(8,115)
3,970
273
-
2,609
-
-
1,240
(690)
-
47
(47)
-
26,638
(26,638)
-
$
51,159
(27,088)
(8,438)

49

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

Deferred income tax liabilities:

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
2022 Ending
Balance
28,706
219
852
Beginning
balance
Debit/credit
income
statement

460
-
852
Debit/credit in
other
comprehensive
income
statements
$ 28,246
-
-
$
28,246
1,312 29,777

Ending
Balance
28,246
Beginning
balance
Debit/credit
income
statement
(35,216)
Debit/credit in
other
comprehensive
income
statements
$
63,462
-
  1. 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.

  • (XXII) 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 12,350,000 shares are reserved for the use of certificates of interest at NT$ 10 each for 150,000,000 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 962,000 new shares at par value due to the exercise of the employee stock warrants, with a total amount of NT$9,615, of which 841,000 shares have completed the legal registration procedures, and all the shares issued have been collected.

50

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. 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.

  1. 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

51

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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 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 earnings distributions of the year 2021 and 2020 as approved by the Annual Shareholders' Meeting on June 9, 2022 and August 20, 2021 respectively.

52

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. 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)


1,191
$
25,913

1,038



23,017

The number of uncanceled Treasury shares of the Company on December 31, 2022 and 2021 is 1,191,000 and 1,038,000, 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.

  1. Other equity (net of tax)
January 1, 2022
The exchange difference resulting from the
conversion of the net assets of the foreign
operating institution
Balance as of December 31, 2022
January 1, 2021
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
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
Total
(65,850)
18,278
$ (24,358)
18,278
(41,492)
-
$
(6,080)

(41,492)

(47,572)

$ (58,963)
(12,656)
1,112
46,149


(41,492)

-

-
-


(100,455)
(12,656)
1,112
46,149

(65,850)
$
(24,358)

(41,492)

53

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

(XXIII) 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
  1. 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 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%
  1. 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
Transferred within the Group 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
2,086
-
-
12.60
(95)
12.60
(768)
13.97
(189)
13.51
1,034
12.60
97
2022
Weighted
average
performance
price (NTD)
Number of
warrants
$ 13.49
2,086
-
-
12.60
(95)
12.60
(768)
13.97
(189)
13.51
1,034
12.60
97
2021
Weighted
average
performance
price (NTD)
Number of
warrants
12.60
2,049
16.44
185
17.33
(148)
-
-
-
-
13.18
2,086
-
-
2021
Weighted
average
performance
price (NTD)
Number of
warrants
12.60
2,049
16.44
185
17.33
(148)
-
-
-
-
13.18
2,086
-
-
Weighted
average
performance
price (NTD)
Weighted
average
performance
price (NTD)
$ 13.49
-
12.60
12.60
13.97
13.51
12.60
12.60
16.44
17.33
-
-
13.18
-

1,034
2,086

97

-

54

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

The Company's outstanding stock options are as follows:

Execution price range (NTD)
Weighted average remaining contract period (years)
3. Employee expenses
Expenses incurred due to employee warrants
2022.12.31

On December 31, 2022 and 2021, the transfer of treasury shares based on the Company's share payment by employees is as follows:

  1. Measurement parameters of fair value at the date of grant
Stock price on date of granting
Execution price
Expected volatility
Expected duration
Risk-free interest rate
2022
$ 19.10
$ 19.02
42.370%
0.05 to 0.53
years
1.220%
2021

21.30

19.02

42.564%
22 days

0.132%
  1. Information on transfer of treasury shares

The Company transferred 40,000 and 962,000 treasury shares to employees of the Group

in 2022 and 2021 respectively, of which 40 thousand and 835 thousand treasury shares were transferred to employees of the Company.

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 2021 2021
Weighted
average
exercise
price
Number
of shares
(thousand
s)
Weighted
average
exercise
price
-
-
40
19.02
(15)
19.02
25
19.02
25
Weighted
average
exercise
price
Number
of shares
(thousand
s)
-
835
(835)
$ -
19.02
19.02
19.02
-
-

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.

55

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. The expenses incurred by the Company in 2022 and 2021 due to the transfer of treasury shares paid on a share basis were NT$ 73 and NT$ 2,029, respectively. Billion Watts Technologies Co., Ltd., a subsidiary of the Company, issued 700 employee share options by resolution of the Board of Directors in October 2022. Each unit of warrant is eligible for subscription of 1,000 common shares, and the target is limited to full-time regular employees of the Company and the companies of which the Company directly or indirectly hold more than 50% of the shares on the base date of subscription qualification. In 2022, 700 units were fully executed with a weighted average execution price of NT$ 23, and the cost incurred due to the share-based payment was NT$ 432. Billion Watts Technologies Co., Ltd., a subsidiary of the Company, completed the cash capital increase in February 2021 and reserved the shares for the Company and its own employees to subscribe for the special shares for cash capital increase . In 2021, the recognized expenses for share-based payments were NT$ 613.

(XXIV) Earnings Per Share

The Company's basic and diluted earnings per share are calculated as follows:

  1. Basic earnings per share

  2. (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

Unit: thousands
Weighted average number of common shares
outstanding
2022
$
98,038
2021
97,568
  1. Diluted earnings per share

  2. (1) Net income attributable to holders of common equity of the Company (Diluted)

Net income attributable to holders of common
equity of the Company (Diluted)
2022
$
39,905
2021
27,004
  • (2) Weighted average number of common shares outstanding (Diluted)

Unit: thousands

Weighted average number of common shares
outstanding (Basic)
Effect of dilutive potential common shares
Effect of employee stock options
Effect of employee stock compensation
Weighted average number of common shares
outstanding (Diluted)
2022
98,038
580
99
2021
97,568
937
113
98,717 98,618

56

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

Basic earnings per share
Diluted earnings per share
(XXV) Revenue from customer contracts
1. Subdivision of income
Key regional markets:
Taiwan
$ Americas
Other countries
$
Key products:
Product sales revenue
Power plant equipment
$ Communication electronic equipment
Power Supply Products
Revenue from sale of electricity
$
2. Contract balance
2022.12.31
Notes receivable
$ 955
Accounts receivable
31,630
Accounts receivable — related
parties
17,804
Less: Loss allowance
(212)
$
50,177
Contract performance costs
$
55,704
Contractual liabilities
$
23,613
Basic earnings per share
Diluted earnings per share
(XXV) Revenue from customer contracts
1. Subdivision of income
Key regional markets:
Taiwan
$ Americas
Other countries
$
Key products:
Product sales revenue
Power plant equipment
$ Communication electronic equipment
Power Supply Products
Revenue from sale of electricity
$
2. Contract balance
2022.12.31
Notes receivable
$ 955
Accounts receivable
31,630
Accounts receivable — related
parties
17,804
Less: Loss allowance
(212)
$
50,177
Contract performance costs
$
55,704
Contractual liabilities
$
23,613
2022
$
0.41
2022
$
0.41
2021
0.28
$
0.40
0.27
2022

148,265
231,414
101,067
2021
142,410
331,380
104,909
578,699
56,733
362,076
141,682
18,208
578,699
2021.1.1
22
49,657
98,228
(212)
147,695
-
8,735
$
$

480,746
$

9,253
249,165
206,152
16,176


$

480,746

2021.12.31
46
27,653
114,389
(212)
$
50,177
141,876
$
55,704
-
$
23,613
28,340

Please refer to Note 6 (5) for detailed disclosure of notes and accounts receivable and their impairments.

Contractual liabilities are primarily derived from proceeds received on product sales contracts, which the Company will carry forward when products are delivered to customers.

57

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (XXVI) 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. 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 parent company only financial statement for the years 2022 and 2021, and relevant information is available on the Open Information Observatory.

  • (XXVII) Net amount of other income and expenses

Other net income and expense details of the Company for 2022 and 2021 are as follows:

Gains from disposal of property, plant and equipment
Lease modification loss
2022
$ 16,895
(156)
2021

105
-

$
16,739
105

(XXVIII)Non-operating revenue and expenses

  1. Interest income

The Company's interest income in 2022 and 2021 are detailed as follows:

Bank interest
Other interest income
2022
$ 5,607
279
2021

2,050
1,659
$
5,886

3,709
  1. Other income

The Company's other income in 2022 and 2021 are detailed as follows:

Rental income
Dividend income
Client compensation income
Other income
2022
$ 6,355
2,287
1,852
7,614
2021

4,981

2,273

5,476
6,688

$
18,108

19,418

58

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Other gains and losses

The Company's other benefits (losses) in 2022 and 2021 are detailed as follows:

Disposal of investment interests
Gains (loss) on foreign currency exchange
Gain (loss) on financial assets at fair value through
profit or loss
Miscellaneous
2022
$ 22,166
65,146
(16,393)
(448)
2021

63,404

(7,531)

842
(505)

$
70,471

56,210
  1. Financial costs

The Company's financial costs in 2022 and 2021 are detailed as follows:

Interest on bank loans
Interest on lease liabilities
Interest on other loans
2022
$ 5,116
1,105
1,029
2021

5,359

558
-

$
7,250
5,917

(XXIX) Financial instruments

  1. Credit risk

  2. (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, 12% and 82% of the balance of accounts receivable of the Company are composed of the five customers before the 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 (6) for a description of how the Company determines low credit risk).

59

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

2. Liquidity risk

The following table shows the contractual maturity date of financial liabilities, including estimated interest but excluding the impact of netting agreements.

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

-

26,071

6,760

-
$ 69,549
50,712

185,895
111,229

69,549

57,298

189,700

114,385

69,329

6,932

167,546

77,430

220

24,295

15,394

36,955

$
417,385



430,932



321,237



76,864


32,831

$ 124,202
57,668
358,844



124,202

64,443

366,583



124,202

6,767

304,809



-

29,652

27,594


-

28,024

34,180

$
540,714



555,228



435,778



57,246



62,204

The 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.

60

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Foreign exchange risk

  2. (1) Exchange rate risk exposure

The financial assets and liabilities of the Company exposed to material foreign currency exchange rate risks are as follows:

Financial
assets
Monetary
items
USD
RMB
Non-
monetary
items
USD
Financial
liabilities
Monetary
items
USD
RMB
Financial
assets
Monetary
items
USD
RMB
Non-
monetary
items
USD
Financial
liabilities
Monetary
items
USD
RMB
2022.12.31 2021.12.31 NTD

620,640

9,955

187,861

27,205

4,478
Foreign
currency
Currency
exchange
rate
NTD Foreign
currency
Currency
exchange
rate
$ 24,969
-
-
402
3,300

30.730
-
-

30.730

4.417

767,296
-
-

12,366

14,575

22,434
2,292
7,432

983

1,031

27.665

4.344

27.665

27.665

4.344

items
USD
RMB
  • (2) Sensitivity analysis

The exchange rate risk of the monetary items of the 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 US dollar 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$ 37,018 and NT$ 29,945, 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 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$ 65,146 and (NT$ 7,531) respectively.

61

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. Interest Rate Analysis

Interest rate risks on the financial assets and financial liabilities of the 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$ 465 and NT$ 144, all other variables being held constant.

  1. 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
comprehensive
gains and
losses

Pre-tax profit
and loss

$
(380)
(330)
(380)
(5,959)
  1. Fair value and book amount

  2. (1) Types and fair values of financial instruments

The financial assets and liabilities of the 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:

62

Notes to parent company only financial statement of Billion Electric Co., Ltd. (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
Financial assets at
amortized cost
Cash and cash
equivalents
Financial assets at
amortized cost
Notes and accounts
receivable (including
related parties)
Other receivables
(including related
parties)
Subtotal
Total
Financial liabilities
measured at cost after
amortization
Short-term loans
Accounts payables
Other payables
(including related
parties)
Lease liabilities (including
maturity within one
year)
Long-term loans
(including maturity
within one year)
Total
2022.12.31 2022.12.31 Total
25,645
Carrying
Amount of
Investment
$ 25,645
Fair value
Level 1
25,645
Level 2
-
Level 3
-

3,797

-
- 3,797
3,797

149,111
498,612
50,177
32,140

-

-

-
-
-
-
-
-

-
-
-
-

-
-
-
-

730,040
- - - -

$
759,482
25,645 - 3,797 29,442

$ 217,000
32,336
37,213

50,712
80,124


-

-

-

-
-
-
-
-
-
-

-
-
-
-
-

-
-
-
-
-

$
417,385
- - - -

63

Notes to parent company only financial statement of Billion Electric Co., Ltd. (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
Financial assets at
amortized cost
Cash and cash
equivalents
Financial assets at
amortized cost
Notes and accounts
receivable (including
related parties)
Other receivables
(including related
parties)
Subtotal
Total
Financial liabilities
measured at cost after
amortization
Short-term loans
Accounts payables
Other payables
Lease liabilities
(including maturity
within one year)
Long-term loans
(including maturity
within one year)
Total
2021.12.31 2021.12.31 Total
85,002
Carrying
Amount of
Investment
$ 85,002
Fair value
Level 1
85,002
Level 2
-
Level 3
-

3,797

-
- 3,797
3,797

296,296
397,410
141,876
10,879

-

-

-
-
-
-
-
-

-
-
-
-

-
-
-
-

846,461
- - - -

$
935,260
85,002 - 3,797 88,799

$ 299,000
86,029
38,173
57,668
59,844


-

-

-

-
-
-
-
-
-
-

-
-
-
-
-

-
-
-
-
-

$
540,714
- - - -
  • (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

64

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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 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 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.

  • (3) Transfer between Level 1 and Level 2 There is no transfer in 2022 and 2021.

65

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  • (4) Schedule of changes to Level 3
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
comprehensive
gains and losses
No equity
instrument of
open offer
$
3,797
$
3,797
Measured at
fair value
through other
comprehensive
gains and losses
No equity
instrument of
open offer
  - (5) Quantitative information on fair value measurement of significant unobservable inputs (Level 3)

     - Level 3 of the fair value measurement of the 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-the-counter) 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.
  • (XXX) Financial risk management

  • Summary

The 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 Company and the objectives, policies, and procedures of the Company for measuring and managing risks. Please refer to the notes to this financial report for further quantitative disclosure.

  1. Risk Management Architecture

The Company's main financial instruments include equity and debt investments, accounts receivable, accounts payable, loans and lease liabilities. Cleanaway's finance administration department provides services to various business units, coordinating their operation to enter the domestic and international financial markets. By analyzing the internal risk exposure report according to the degree and breadth of risks, it supervises and manages the financial risks related to the operation of Cleanaway. These include market risk (including exchange rate risk, interest rate risk, and other price risks), credit

66

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

risk and liquidity risk.

  1. Credit risk

Credit risk is the risk of financial loss arising from the failure of the Company to meet its contractual obligations by its customers or counterparties to financial instruments, mainly from the Company's bank deposits, accounts receivable from its customers and investments in securities.

  • (1) Accounts receivable and other receivables

The policy adopted by the 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 Company's finance department. There is no material credit risk as the transaction parties and performance parties of the 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 7 for the endorsements/guarantees provided by the Company on December 31, 2022 and 2021.

  1. Liquidity risk

The Company manages and maintains sufficient cash and cash equivalents to support operations of the Company and mitigate the effects of fluctuations in cash flows. The management of the 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 Company is NT$ 335,000 and NT$ 429,717, respectively.

  1. 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 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 Company is exposed to exchange rate risks arising from sales, procurement and borrowing transactions denominated in non-functional currencies. The functional currency of the Company will be the NTD. The major currencies for transactions are NTD, USD and RMB.

  • (2) Interest rate risk

67

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

The Company holds floating rate assets and liabilities and thus generates cash flow interest rate risk. The Company's floating rate financial assets and financial liabilities are detailed in the Liquidity Risk Management section of this note.

(XXXI) Capital Management

The 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 Company's key management in the light of the economic environment and business considerations. The Company will balance its overall capital structure by paying dividends, repurchasing shares and financing, as advised by the key management and in accordance with the provisions of the Act.

As of December 31, 2022, there has been no change in the way the Company manages its capital.

(XXXII) Investment and financing activities in non-cash transactions

  1. Please refer to note 6 (13) for details on the acquisition of the right to use assets by means of lease.

  2. Reconciliation of liabilities from financing activities is shown below:

Short-term loans
Long-term loans (including
maturity within one year)
Lease liabilities (including
maturity within one year)
Total liabilities from financing
activities
Short-term loans
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
$ 299,000
(82,000)
59,844
20,280
57,668
(6,158)
Changes in non-cash
items
Increase
Decrease

-
-

-
-
6,019
(6,817)
6,019
(6,817)
Changes in non-cash
items
Increase
Decrease

-
-

-
-
45,464
-
45,464
-
2022.12.31
217,000
80,124
50,712


$
416,512
(67,878)

347,836


2021.1.1
Cash flow
$ 314,000
(15,000)
63,438
(3,594)
18,647
(6,443)

2021.12.31
299,000
59,844
57,668


$
396,085
(25,037)

416,512

68

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

VII. Related Party Transactions

(I) Name and Relationship of Related Parties

The parties involved in transactions with the Company during the period covered by this parent

company only financial statement are as follows:

Name of related party
BEC Technologies Inc.
Billion Sunpower Co., Ltd.
Billion Watts Technologies Co., Ltd.
Billion Energy Storage Technologies Inc.
(Hong Kong) EG-Billion Co., Ltd.
Chung-Ting Chen
EG-Billion Electronics (Dongguan) Co.,
Ltd.
Relations with the company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary (Note)
For the Chairman of the Board of Directors of
the Company (management level)
Associates (Note)

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.

  • (II) Major transactions with related parties

  • Operating revenue

The amount of the Company's major sales to related parties are listed below:

Related Party Type /Name
Subsidiary:
BEC Technologies Inc.
Billion Watts Technologies Co., Ltd.
Miscellaneous
2022
$ 186,171
48,539
739
2021
310,324
56,127
4
$
235,449
366,455

The price of goods sold to related parties is increased by cost depending on the item, and the payments are recovered about 3 to 4 months after the goods are shipped.

  1. Purchase

The purchase amount of the Company from related parties is as follows:

Related Party Type /Name
Associates:
EG-Billion Electronics (Dongguan) Co.,Ltd.
2022
$
-
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.

In 2021, the Company's purchase goods valued at NT$ 70,792 from related parties was sold by Weicheng Electronic Technology Limited who purchased the goods from EGBillion Electronics (Dongguan) Co., Ltd., and Weicheng is not a related party of the Company.

69

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

3. Receivables from related parties (excluding loans to related parties)
The Company's receivables from related parties are detailed as follows:
Accounting subject
Related Party Type /Name
2022.12.31
Subsidiary:
Accounts receivable -
related parties
BEC Technologies Inc.
$ 17,798
Accounts receivable -
related parties
Billion Watts
Technologies Co., Ltd.
-
Accounts receivable -
related parties
Miscellaneous
6
Subsidiary:
Other receivables -
related parties
Billion Energy Storage
Technologies Inc.
23
Other receivables -
related parties
BEC Technologies Inc.
81
$
17,908
Receivables from related parties (excluding loans to related parties)
The Company's receivables from related parties are detailed as follows:
Accounting subject
Related Party Type /Name
2022.12.31
Subsidiary:
Accounts receivable -
related parties
BEC Technologies Inc.
$ 17,798
Accounts receivable -
related parties
Billion Watts
Technologies Co., Ltd.
-
Accounts receivable -
related parties
Miscellaneous
6
Subsidiary:
Other receivables -
related parties
Billion Energy Storage
Technologies Inc.
23
Other receivables -
related parties
BEC Technologies Inc.
81
$
17,908
2021.12.31

102,783
11,606

-

42
-
$
17,908
114,431

The Company's outstanding receivables from related parties are not guaranteed. Accounts receivable from related parties as of December 31, 2022 and 2021 are assessed as not requiring recognition for impairment.

  1. Payables to related parties

The Company's payables to related parties are detailed as follows:

Accounting subject
Other payables to
related parties
Related Party Type /Name
Subsidiary:
Billion Watts Technologies
Co., Ltd.
2022.12.31
$
1,238
2021.12.31
-

The balances of outstanding payables to related parties are not guaranteed.

  1. Loans to related parties

The actual disbursements of the Company's capital loans to related parties are detailed as follows:

Related Party Type /Name
Subsidiary:
Billion Energy Storage Technologies Inc.
Accounting subject
Related Party Type /Name
Interest income
Billion Energy Storage
Technologies Inc.
Billion Watts Technologies
Co., Ltd.
2022.12.31
$
20,028
2021.12.31
-
2022
$ 202
-
2021
-
100
$
202
100

70

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

In 2022 and 2021, the Company provided unsecured loans due within one year to Billion Watts Technologies Co., Ltd. with interest rates of 2.0% and 2.1%, respectively. In 2022, the Company provided a one-year unsecured loan to Billion Energy Storage Technologies Inc., with an interest rate of 2.075%, which is similar to the market interest rate. These loans are expected to be recovered within one year, and there is no expected credit loss after assessment.

  1. Endorsement/guarantee
Related Party Type /Name
Billion Sunpower Co., Ltd.
Billion Energy Storage Technologies Inc.
Billion Watts Technologies Co., Ltd.
7. Other income
Related Party Type /Name
Client compensation income
BEC Technologies Inc.
Miscellaneous
BEC Technologies Inc.
(III)
Major management transactions
Compensation for major managers includes:
Short-term employee benefits
Post-employment benefits
Share-based payment
2022
$ 90,000
30,000
215,000
2021
190,000
12,600
128,500
$
335,000
331,100
2022
$ 1,852
3,881
2021
5,476
3,279
$
5,733
8,755

2022
$ 12,609
379
313

2021
11,556
359
409
$
13,301
12,324

VIII. Pledged Assets

The book value details of the assets pledged by the Company are as follows:

Pledge to secure the subject

Pledge to secure the subject
Asset Name **matter ** 2022.12.31
$
61,460
2021.12.31
671
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
Short-term loans
Repatriation of overseas
capital and matters agreed in
Note 9 (3)
Long-term loans
Long-term loans
Long-term loans
Long-term loans
Long-term loans
$
437,152
393,710
167,341 172,829
$
50,286
55,649
$
7,518
81,569
$
19,722
38,075
$
8,704
17,055

71

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

IX.
(I)
Significant Contingent Liabilities and Unrecognized Contract Commitments
Contingent liabilities:
2022.12.31
2021.12.31
Purchase of property, plant and equipment
$
9,600
24,035
Significant Contingent Liabilities and Unrecognized Contract Commitments
Contingent liabilities:
2022.12.31
2021.12.31
Purchase of property, plant and equipment
$
9,600
24,035

Contingent liabilities:
Purchase of property, plant and equipment

2022.12.31
$
9,600
  • (II) As of December 31, 2022, the Company had issued promissory notes for USD 500 thousand and NT$ 741,681 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 NTD148,442 (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 NT$ 435,776 (USD 14,370 thousand), and the payment advanced was NT$ 392,199 (USD 12,933 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.

72

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

In addition, according to the contract, the Company has charged USD 4,459 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 February 2023, 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 24, 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 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 15,000,000 shares in Sino-American Silicon Products Inc.

73

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

XII. Miscellaneous

(I) Employee benefits, depreciation and amortization expense functions are summarized as follows:

==> picture [450 x 234] intentionally omitted <==

----- 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 14,114 81,868 95,982 13,026 85,277 98,303
Labor health 1,337 7,998 9,335 1,177 8,137 9,314
insurance costs
Pension expenses 727 4,359 5,086 664 4,517 5,181
Remuneration paid - 7,527 7,527 - 5,054 5,054
to directors
Other employee 806 3,563 4,369 812 3,887 4,699
welfare expense
Depreciation expenses 14,030 7,051 21,081 13,106 6,468 19,574
Amortization expense - 507 507 - 655 655
----- End of picture text -----

Additional information on the number of employees and employee welfare expenses of the Company in 2022 and 2021 are as follows:

Company in 2022 and 2021 are as follows:
Number of employees
Number of directors who are not employees of the
Company
Average employee welfare expense
Average employee salary expense
Adjustment of average employee salary expense
Supervisor's remuneration
2022
122
2021
130
5 6
$
981
991
$
820
793
3.40%
$
-
3.80%
-

XIII. Notes to Disclosures

(I) Information on Significant Transactions:

In 2022, the Company shall disclose the following information related to the major transactions in accordance with the financial reporting standards of securities issuers:

74

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

1. Lending to Others:

Unit: Thousands NTD

==> picture [493 x 252] intentionally omitted <==

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

Loan Collateral Loan and
No. company Lending 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 Name Value individual funds to limit of Capital loan and total limit
(Note 2) objects
0 Billion Electric Billion Energy Other Yes 25,000 25,000 20,000 2.075% 2 - Build - - 78,574 314,296
Co., Ltd. Storage receivables Energy (Note 3) (Note 3)
Technologies Storage
Inc. Cases
0 Billion Electric Billion Other Yes 15,000 15,000 - - 2 - Operating - - 78,574 314,296
Co., Ltd. Sunpower Co., receivables turnover (Note 3) (Note 3)
Ltd.
0 Billion Electric Tai Chuang Other Yes 15,000 15,000 - - 2 - Build - - 78,574 314,296
Co., Ltd. Energy Co., Ltd. receivables Energy (Note 3) (Note 3)
Storage
Cases
0 Billion Electric Billion Watts Other Yes 28,000 - - - 2 - Operating - - 78,574 314,296
Co., Ltd. Technologies receivables turnover (Note 3) (Note 3)
Co., Ltd. such as
purchase of
materials,
etc.
1 BEC BEC Other Yes 18,438 18,438 11,063 - 2 - Repayment - - 25,147 50,293
Technologies International, receivables (Note 6) (Note 6) (Note 6) of bank (Note 4) (Note 4)
Inc. LLC loans
2 Billion Watts Shengda Energy Other Yes 5,000 5,000 - - 2 - Build - - 12,410 49,642
Technologies Storage Tech receivables Energy (Note 5) (Note 5)
Co., Ltd. Co., Ltd. Storage
Cases
----- 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.

  1. For those who have business transactions.

  2. Necessary for short-term financing.

  3. 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.

  4. (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 USD 600 thousand since January 2021. The actual amount spent was USD 360 thousand. The translation rate of USD to NTD at the end of the period was 1 : 30.73.

75

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

2. Endorsement/Guarantee Provided for Others:

Unit: Thousands NTD

==> picture [495 x 170] intentionally omitted <==

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

Subject of Ratio of
Endorsements/Guara Accumulated
ntees Endorsement/g Balance of Final Indorse Endorsement/ Endorsement/ Endorsement/ Endorsement/ Guarantee
No. Endorsement/Guarantee Provider Name Company Name Relation(Note 2) business (Note uarantee limit for a single 3) endorsement/guarantee for the current periodmaximum endorsement/guarantees balance DrawdownActual propertysecured ment by Net Equity per Guarantee to Financial Latest guarantee up to a limit (Note 4) guarantee by company for subsidiaryparent subsidiary for guarantee by company parent in Mainland Subsidiaries Provided to China
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
Technologi
es Inc.
0 Billion Electric Billion 2 314,296 215,000 215,000 23,027 - 13.68 471,444 Y N N
Co., Ltd. Watts %
Technologi
es 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.

  • Status of marketable securities held at the end of the period (excluding interests of investment subsidiaries, associates and joint ventures):

Unit: Thousands NTD

==> picture [439 x 172] intentionally omitted <==

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

Type and name of Relationship End of period
Securities holder marketable with issuers of Journal Accounts Number of Carrying Shareholdi
Amount of Fair value Remarks
securities securities Shares Investment ng ratio
Billion Electric Co., Ltd. Capital Money N/A Financial assets at 1,138 18,640 - % 18,640
Market Fund fair value through
profit or loss -
current
Billion Electric Co., Ltd. Allianz US Short N/A Financial assets at 285 2,939 - % 2,939
Duration High fair value through
Income Bond Fund profit or loss -
Type A current
(Cumulative)
Billion Electric Co., Ltd. NN (L) US Credit - N/A Financial assets at - 769 - % 769
Y Cap USD fair value through
profit or loss -
current
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76

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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Type and name of Relationship End of period
Securities holder marketable with issuers of Journal Accounts Number of Carrying Shareholdi
Amount of Fair value Remarks
securities securities Shares Investment ng ratio
Billion Electric Co., Ltd. Hon Hai Precision N/A Financial assets at 33 3,297 - % 3,297
Industry Co., Ltd. fair value through
profit or loss -
current
Billion Electric Co., Ltd. Ennova N/A Financial assets at 550 3,797 18.33 % 3,797
Technologies, Inc. fair value through
other
comprehensive
income - non-
current
Billion Electric Co., Ltd. EcoLumina N/A Financial assets at 30 - 0.37 % -
Technologies, Inc. fair value through
other
comprehensive
income - non-
current
Billion Electric Co., Ltd. MicroLinks N/A Financial assets at 100 - 1.32 % -
Technology Corp. fair value through
other
comprehensive
income - non-
current
Billion Electric Co., Ltd. Dajian Internet N/A Financial assets at 300 - 10.00 % -
Technology Co., fair value through
Ltd. other
comprehensive
income - non-
current
Pacific Solar Limited Works Systems, N/A Financial assets at 867 - 3.94 % -
Inc. fair value through
other
comprehensive
income - non-
current
BEC Technologies Inc. Invesco QQQ Tr N/A Financial assets at - 2,512 - % 2,512
Unit Ser 1 fair value through
profit or loss -
current
BEC Technologies Inc. Berkshire N/A Financial assets at - 4,234 - % 4,234
Hathaway Inc fair value through
profit or loss -
current
----- End of picture text -----

  1. Cumulative purchase or sale of the same securities amounting to NT$300 million or more than 20% of the paid-in capital: None.

  2. The amount of real estate acquired is NT$300 million or more than 20% of the paid-in capital: None.

  3. Disposal of real estate amounts to NT $300 million or more than 20% of the paid-in capital: None.

77

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

  1. The amount of imports and sales with related parties is NT$100 million or more than 20% of the paid-in capital:

Unit: Thousands NTD

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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
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  1. Amounts receivable from related parties amounting to NT$100 million or more than 20% of the paid-in capital: None.

  2. Engaged in derivative transactions: None.

  3. (II) Related Information on Investees:

Unit: Thousands NTD/thousands USD

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Initial Investment Holdings at the End of Period Investment
Profit and loss gains and
Name of the losses
Investment Name of investee Location Main Business Activities End of the Current Previous End of Number of Ratio Amount of Carrying of the investee in the current recognized Remarks
Company Period Year Shares Investment period current in the
period
Billion Electric BEC Technologies United Sales of ADSL- 69,257 69,257 2,294 91.76% 210,417 2,505 2,298
Co., Ltd. Inc. States related products
Billion Electric Billion Sunpower Taiwan Design, 100,000 100,000 10,000 100.00% 104,446 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 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 (6,281) (6,281)
Co., Ltd. Storage sales business
Technologies Inc.
Billion Electric Billion Energy Taiwan Energy storage - 3,600 - - % - (2,241) (2,241) Note 1
Co., Ltd. Storage sales business
Technologies Co.,
Ltd.
Billion Electric Pacific Solar Seychelles International - - 650 100.00% - - - Note 2
Co., Ltd. Limited investment
Billion Electric VGwatt Energy Co., Taiwan Design, 26,025 - 1,041 51.00% 26,057 912 32
Co., Ltd. Ltd. manufacturing,
construction and
sales business of
solar power plants
Billion Electric Tai Chuang Energy Taiwan Energy storage 949 - 100 100.00% (1,397) (2,346) (2,346)
Co., Ltd. Co., Ltd. sales business
Billion Electric Xiajing Co., Ltd. Taiwan Renewable energy 27,000 - 2,700 5.24% 27,040 391 8 Note 3
Co., Ltd. non-utility power
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78

Notes to parent company only financial statement of Billion Electric Co., Ltd. (Con't)

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

Initial Investment Holdings at the End of Period Investment
Profit and loss gains and
Name of the losses
Investment Name of investee Location Main Business Activities End of the Current Previous End of Number of Ratio Amount of Carrying of the investee in the current recognized Remarks
Company Period Year Shares Investment period current in the
period
generation
equipment
business
BEC Technologies BEC International, United International 40,996 40,996 - 100.00% 56,900 3,856 3,856
Inc. LLC States investment
BEC International, Avantek Systems Singapore Cloud Software 8,300 - 100 74.99% 7,862 (568) (425)
LLC PTE. LTD Hosting Services (USD270)
Billion Watts Shengda Energy Taiwan Energy storage 2,000 - 200 100.00% 1,838 (162) (162)
Technologies Co., Storage Tech Co., sales business
Ltd. Ltd.
Billion Watts Shengzhida Tech Taiwan EMC software 5,100 - 510 51.00% 5,066 (67) (34)
Technologies Co., Co., Ltd. development
Ltd. design and sales
Billion Energy Shengri Energy Taiwan Energy storage 2,000 - 200 100.00% 1,923 (77) (77)
Storage Storage Tech Co., sales business
Technologies Inc. Ltd.
----- End of picture text -----

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.

XIV. Segment Information

For details, please refer to the consolidated financial statement for 2022.

79

Billion Electric Co., Ltd.

Schedules of Cash and Cash Equivalents

December 31, 2022

Unit: Thousands NTD

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

Item Description Amount
Cash Cash on hand $ 70
Bank deposits Checks and demand deposits 43,933
Foreign currency demand deposit USD 1,904
thousand 58,498
Currency exchange rate
USD1=NT$30.73
Foreign currency demand deposit EUR 16
thousand 515
Currency exchange rate
EUR1=NT$32.726
Foreign currency time deposits USD 1,500 46,095
thousand
USD1=NT$30.73
Total $ 149,111
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80

Billion Electric Co., Ltd.

Detailed statement of financial assets measured at cost after amortization

December 31, 2022

Unit: Thousands NTD

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

Item Description Amount
Restricted bank deposits Overseas funds remitted in accordance with the $ 81,199
Management, Utilization, and Taxation of Repatriated
Offshore Funds Act
Restricted bank deposits Restricted deposits agreed with financial institutions 355,923
Restricted bank deposits Pledged as application for financing line by financial 61,490
institutions
$ 498,612
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81

Billion Electric Co., Ltd.

Detailed statement of notes and accounts

receivable

December 31, 2022

Unit: Thousands NTD

Item
Non-related parties:
Client A
Client B
Client C
Client D
Client E
Client F
Client G
Others (Note)
Less: allowance for
uncollectible accounts
receivable
Total
Related parties:
BEC Technologies Inc.
Billion Sunpower Co., Ltd.
Total
Description
Operating









Operating
Amount
$ 5,845
5,233
5,337
2,104
4,894
1,941
2,126
5,105
(212)

$
32,373

$ 17,798
6
$
17,804

Note: 5% of the balance of this account is not reached.

82

Billion Electric Co., Ltd.

Inventory details

December 31, 2022

Unit: Thousands NTD

Item
Raw materials
Products in process
Finished products
Goods
Subtotal
Less: allowance for inventory valuation and obsolescence losses
Net amount
Amount
Costs
Net realized
value
$ 116,214
96,104
6,228
6,626
43,195
56,274
4,700
-
Amount
Costs
Net realized
value
$ 116,214
96,104
6,228
6,626
43,195
56,274
4,700
-
Amount
Costs
Net realized
value
$ 116,214
96,104
6,228
6,626
43,195
56,274
4,700
-
Costs
$ 116,214
6,228
43,195
4,700

170,337
(30,530)

159,004

$
139,807

83

Billion Electric Co., Ltd.

Detailed statement of changes in investments using the equity method

December 31, 2022

Unit: Thousands NTD

Name Beginning balance Beginning balance Beginning balance Increase in the current
period
Increase in the current
period
Current Decrease Current Decrease Profit (loss)
on
investments
Conversion
adjustments
Realized
(unrealized)
gross profit
from sales
Others
(Note 1)
Amount
Ending Balance Ending Balance Provisions of
guarantee or
pledge
Amount

210,417
N/A

104,446
N/A

143,155
N/A

71,567
N/A

-
N/A

-
N/A

(1,397)
N/A

26,057
N/A

27,040
N/A
581,285
Number of
shares
(thousands)
% Amount Number of
shares
(thousands)
Amount
-
-

44,619
-
-
-

949

26,025
27,000
Number of
shares
(thousands)
Amount
-
-

(260)
-

(1,286)
-
-
-
-
Amount Amount Amount Number of
shares
(thousands)
%
Non-TWSE/TPEx-listed
companies
BEC Technologies Inc.
Billion Sunpower Co., Ltd.
Billion Watts Technologies Co.,
Ltd.
Billion Energy Storage
Technologies Inc.
Billion Energy Storage
Technologies Co., Ltd.
Pacific Solar Limited
Tai Chuang Energy Co., Ltd.
VGwatt Energy Co., Ltd.
Xiajing Co., Ltd.
2,294
10,000
4,742
8,000
360
650
-
-
-

91.76% $ 187,861

100.00%
103,183

66.49%
85,040

100.00%
78,193

100.00%
3,527

100.00%
-
-
-
-
-
-
-
$
457,804

-

-

1,716

-

-
-
100
1,041
2,700
-
-

(10)
-
(360)
-

-

-

-
2,298
5,232

18,093
(6,281)

(2,241)
-
(2,346)
32
8

22,848

-

-

-

-
-

-

-

-

(2,590)
133
(1,677)
(498)
-
-
-
-
-

-

(4,102)

(2,660)

153
-
-
-
-
32
2,294

10,000

6,448

8,000
-
650
100
1,041

2,700

91.76%

100.00%

60.26%

100.00%
-
%

100.00%

100.00%

51.00%

5.24%
$
457,804

98,593
(1,546)
14,795

22,848

(4,632)

(6,577)

Note 1: Receipt of cash dividends (NT$ 9,316) and adjustment of other equity net value by NT$ 2,739.

84

Billion Electric Co., Ltd.

Detailed statement of short-term loans

December 31, 2022

Unit: Thousands NTD

Type of loan Remarks
Taiwan
Cooperative
Bank
Shanghai
Commercial
Bank
Shanghai
Commercial
Bank
Taiwan Shin
Kong
Commercial
Bank Co., Ltd.
Taiwan Shin
Kong
Commercial
Bank Co., Ltd.
Ending
Balance
$ 95,000
38,000
30,000
27,000
27,000
Term of the contract
2022.10.27-2023.10.27
2022.07.21-2023.07.04
2022.08.19-2023.07.04
2022.12.26-2023.02.03
2022.12.28-2023.02.03
Interest
Rate Range
Financing
Limit
150,000
98,000
-
27,000
27,000
Pledge or
guarantee
Property
Property
Property
Certificate of
time deposit
Certificate of
time deposit
Guaranteed loan
Guaranteed loan
Guaranteed loan
Guaranteed loan
Guaranteed loan
1.801%
1.925%
1.925%
1.780%
1.780%

$
217,000

$
302,000

85

Billion Electric Co., Ltd.

Detailed statement of long-term loans

December 31, 2022

Unit: Thousands NTD

Type of loan Remarks
Shanghai
Commercial Bank
Bank SinoPac Co.,
Ltd.
Chailease Finance
Co., Ltd.
Ending
Balance
$ 22,000
895
57,229
Term of the contract Interest
Rate Range

Financing
Limit

22,000

938
70,000
Pledge or
guarantee
Unsecured
loan
Guaranteed
loan
Inventory
installments
2022.08.12-2029.08.12
2021.09.24-2029.09.22
2022.07.15-2025.07.15
2.18%
2.21%
3.95%
N/A
Property
Performance
bond

$
80,124

92,938

86

Billion Electric Co., Ltd.

Detailed statement of accounts payable

December 31, 2022

Unit: Thousands NTD

Item
Non-related parties:
Company A
Company B
Company C
Company D
Others (Note)
Total
Description
Payment for goods



Amount
$ 6,566
4,853
3,321
2,868
14,728

$
32,336

Note: 5% of the balance of this account is not reached.

87

Billion Electric Co., Ltd.

Detailed statement of operating income

January 1 to December 31, 2022

Unit: Thousands NTD

Item
LTE
Power supply unit
Renewable energy equipment
ADSL
LED Driver
Income from electricity fees of
solar power plant
Energy Storage
Miscellaneous
Minus: Return of sales
Sale discount
Quantity (in thousands of
KW)
44
503
2
10
57
1,992
-
542
Amount
$ 216,706
125,141
9,312
28,380
17,727
16,176
58,792
8,777
(258)
(7)

$
480,746

88

Billion Electric Co., Ltd.

Detailed statement of operating costs

January 1 to December 31, 2022

Unit: Thousands NTD

Item
Beginning amount of goods
Plus: purchase in the current period
Minus: ending amount of goods
Cost of purchase and sales
Beginning amount of raw materials
Plus: materials purchased in the current period
Raw material inventory profit
Minus: ending amount of raw materials
Transfer expense
Scrapped in the current period
Raw materials consumed in the current period
Direct labor
Production overheads
Total cost of manufacturing
Plus: beginning amount of work-in-progress
Minus: ending amount of work-in-progress
Cost of finished product
Plus: beginning amount of finished products
Purchase in the current period
Finished product inventory profit
Minus: ending amount of finished products
Transfer expense
Scrapped in the current period
Cost of sales of self-made products
Total cost of sales
loss on valuation of inventories and bad debts
Inventory profit
Miscellaneous
Other operating costs
Total operating cost
Amount
$ 11,957
45,027
(4,700)

52,284

82,911
139,416
46
(116,214)
(607)
(35)

105,517
8,574
21,427

135,518
12,737
(6,228)

142,027
70,178
143,345
1
(43,195)
(2,475)
(54)

309,827

362,111
17,486
(47)
415
8,836

$
388,801

89

Billion Electric Co., Ltd.

Detailed statement of operating expenses

January 1 to December 31, 2022

Unit: Thousands NTD

Item
Salaries and bonuses
Advertising expense
Labor expense
Insurance expense
Depreciation
Commission expense
Export expenses
Others (Note)
Total
Sales expenses
Administrative
expenses



$
39,979
45,353
76,814

Note: Each item does not exceed 5% of the balance of this account.

90