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BLG Audit Report / Information 2022

Nov 9, 2022

51925_rns_2022-11-09_4ccdf443-5c50-474c-8958-4a8a5296669f.pdf

Audit Report / Information

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Stock Code: 1805

Better Life Group Co., Ltd.

Parent Company Only Financial Statements and Independent Auditors' Report

For the Years Ended December 31, 2022 and 2021

Address: 4F, No. 303, Xinhu 1st Road, Neihu District, Taipei City Tel.: (02)2791-5688

~1~

Table of Contents

Item
I. Cover
II. Table of Contents
III. Independent Auditors’ Report
IV. Balance Sheets
V. Statements of Comprehensive Income
VI. Statements of Changes in Equity
VII. Statements of Cash Flows
VIII. Notes to Parent Company Only Financial Statements
(I) Organization and Operations
(II) The Authorization of Financial Statements
(III) Application of New and Revised International Financial Reporting Standards
(IV) Summary of Significant Accounting Policies
(V) Critical Accounting Judgments and Key Sources of Estimation and Uncertainty
(VI) Summary of Significant Accounting Items
(VII) Related Party Transactions
(VIII) Assets Pledged
(IX) Significant Contingent Liabilities and Unrecognized Commitments
(X) Major Disaster Loss
(XI) Material Events After the Balance Sheet Date
(XII) Others
(XIII) Additional Disclosures
1. Information on significant transactions
2. Information on investees
3. Information on investments in mainland China
4. Information on major shareholders
(XIV) Information on Operating Segments
IX. Statements of Significant Accounting Items
Page No.

1
2
3
4
5
6
7
8
8
89
921
21
2143
4345
46
4647
47
47
4748
4849
49
4950
50
50
5155
~2~

Independent Auditors’ Report

To Better Life Group Co., Ltd.,

Audit opinion

We have audited the accompanying balance sheets of Better Life Group Co., Ltd., (the “Company”) for the years ended December 31, 2022 and 2021 and the relevant statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (collectively referred to as the “parent company only financial statements”).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021 and for the years then ended, and its financial performance and cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for the audit opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards of the Republic of China. Our responsibility under those standards are further described in the paragraph “Auditor's responsibilities for the audit of the parent company only financial statements”. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the parent company only financial statements of the Company for the year ended December 31, 2022, based on our professional judgment. These matters were addressed in our audit of the parent company only financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters. Key audit matters of the parent company only financial statements of the Company are stated as follows:

I. Revenue recognition

Please refer to Note 4 (15) “income recognition” to the parent company only financial statements for the accounting policy for the recognition of revenue; please refer to Note 6 (18) “income from costumer contracts” to the parent company only financial statements for the details of income. Description:

The main source of revenue from the Company’s operations in 2022 was revenue from the sale of property, and the risk of material misstatement lies in the authenticity of revenue recognition. Because the operating income is related to the Company’s operational performance, the management may recognize the revenue early or in a deferred manner in violation of the regulations to achieve the expected net income, resulting in a material misstatement of the operating income. Therefore, the test of income recognition is one of our key audit matters during the audit of the Company’s financial statements.

~3~

Audit procedures

The audit procedures we have implemented for the specific aspects described in the above-mentioned key audit matters include:

  • ‧ Performed a control test on sales and payment collection cycles to evaluate how the control prevents and detects errors and fraud in income recognition;

  • ‧ Performed a cut-off test on income from the sale of property to assess whether the income in the preceding paragraph is recognized in an appropriate period.

  • ‧ Performed a verification test on income recognition, randomly verified the relevant documents, such as property sales contracts and property transfer registration, and checked the sales system data with the general ledger entries to evaluate whether the Company’s income recognition policy was handled in accordance with the relevant bulletins of norms.

  • II. Inventory values

Please refer to Note 4 (7) “inventories” to parent company only financial statements for the accounting policy of the inventory values; please refer to Note 5 to the parent company only financial statements for the uncertainty of accounting estimates and assumptions for the inventory values; please refer to Note 6(5) to parent company only financial statements for details of inventories. Description:

The Company’s inventories are an important asset for operations, accounting for about 45% of its total assets; inventory values are handled in accordance with the International Accounting Standards (IAS) 2. As the net realizable value of the Company's inventory based on Management's estimates of future sales prices and construction costs are susceptible to political and economic circumstances. if the net realizable value is not properly appraised, the financial statements will be misstated. Therefore, the test of inventory values is one of our key audit matters during the audit of the Company’s financial statements.

Audit procedures

The audit procedures we have implemented for the specific aspects described in the above-mentioned key audit matters include: Obtained the assessment data of the net realizable value of the Company’s inventories and randomly examined the contracts related to property sold, referred to the latest property prices registered with the Ministry of the Interior or obtained the information on transactions of nearby property to evaluate the net realizable value of the property held for sale. In addition, for the net realizable value of the property under construction, obtained and randomly examined the Company's return of investment analysis, compared it with the market conditions, and obtained appraisal reports, if necessary, to evaluate whether the net realizable value of inventories was appropriate.

Responsibilities of the management and the governing bodies for the parent company only financial statements

The responsibilities of the management are to prepare the parent company only financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and to maintain necessary internal control associated with the preparation in order to ensure that the financial statements are free from material misstatement arising from fraud or error.

In preparing the parent company only financial statements, the management is responsible for assessing the ability of the Company in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Company or cease the operations without other viable alternatives.

The Company’s governing bodies (including the Audit Committee) are responsible for supervising the financial reporting process.

~3-1~

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

Our objectives are to obtain reasonable assurance on whether the parent company only financial statements as a whole are free from material misstatement arising from fraud or error and to issue an independent auditors' report. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the auditing standards will always detect a material misstatement when it exists. Untruthful expressions might have been caused by frauds or errors. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the parent company only financial statements, they are considered material.

We have utilized our professional judgment and professional doubt when performing the audit work in accordance with the auditing standards of the Republic of China. We also performed the following tasks:

  1. Identified and assessed the risks of material misstatement arising from fraud or error within the parent company only financial statements; designed and executed countermeasures in response to said risks, and obtained sufficient and appropriate audit evidence to provide a basis for our opinion. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Therefore, the risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error.

  2. Understood the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

  3. Evaluated the adequacy of accounting policies adopted by the management and the legitimacy of accounting estimates and related disclosures made.

  4. Concluded on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt over the Company's ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the parent company only financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need to modify our opinion. Conclusions made by the CPAs are based on the audit findings obtained as of the date of audit report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  5. Evaluated the overall presentation, structure, and content of the parent company only financial statements (including relevant notes), and whether the parent company only financial statements adequately present the relevant transactions and events.

  6. Obtained sufficient and appropriate audit evidence concerning the financial information of investees using the equity method, to express an opinion on the parent company only financial statements. We were responsible for guiding, supervising, and performing the audit and forming an audit opinion about the Company.

The matters communicated between us and the governing bodies included the planned scope and times of the audit and material audit findings (including any material defects in internal control identified during the audit).

We also provided the governing bodies with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence and communicated with them all relations and other matters that may possibly be regarded as detrimental to our independence (including relevant protective measures).

~3-2~

From the matters communicated with the governing bodies, we determined the key audit matters for the audit of the Company's parent company only financial statements for the year ended December 31, 2022. We have clearly indicated such matters in the auditors' report. Unless legal regulations prohibit the public disclosure of specific matters, or in extremely rare cases, where we decided not to communicate over specific items in the auditors' report for it could be reasonably anticipated that the negative effects of such disclosure would be greater than the public interest it brings forth.

KPMG Taiwan

CHANG SHU YING

CPA:

TZENG GUO YANG

Competent Security Authority Jin-Guan-Zheng-VI No. 0940100754 Approval Document No. : Jin-Guan-Zheng-VI No. 0940129108 March 16, 2023

Notes to Readers

The accompanying parent company only financial statements are intended only to present the financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.

~3-3~

(English Translation of Balance Sheets Originally Issued in Chinese) Better Life Group Co., Ltd. Balance Sheets

For the Year Ended December 31, 2022 and 2021

Unit: In Thousand New Taiwan Dollars

Assets
Current assets:
1100
Cash and cash equivalents (Note 6(1))
1150
Notes receivable, net (Notes 6(4) and (18))
1170
Accounts receivable, net (Notes 6(4) and (18))
1320
Inventories (for construction industry) (Notes 6(5), 7, 8, and 9)
1410
Prepayments (Notes 6(6) and 7)
1424
Excess business tax paid
1476
Other financial assets - current (Note 8)
1478
Construction deposits paid (Notes 7 and 9)
1480
Incremental cost of obtaining contracts - current (Note 7)

Non-current assets:
1510
Financial assets at fair value through profit or loss - non-current
(Notes 6(2) and 8)
1517
Financial assets at fair value through other comprehensive income - non-current
(Note 6(3))
1550
Investments using the equity method (Note 6(7))
1600
Property, plant and equipment (Notes 6(8) and 7)
1755
Right-of-use assets (Note 6(10))
1760
Net investment property (Notes 6(9), 8, and 9)
1780
Intangible assets
1980
Other financial assets - non-current (Note 7)
Total assets
2022.12.31

4

-

-

45

5

1

4

17

4
2021.12.31
Amount

34,481
2
394
-
43,050
3
836,516
58
61,716
4
20,996
2
29,063
2
219,817
15
15,472
1
2021.12.31
Amount

34,481
2
394
-
43,050
3
836,516
58
61,716
4
20,996
2
29,063
2
219,817
15
15,472
1
Amount Amount
$ 53,148
5,490
171
599,528
67,141
17,595
55,424
223,305
39,244
34,481
394
43,050
836,516
61,716
20,996
29,063
219,817
15,472

1,061,046


80

1,261,505


87

87,780
19,718
57,200
4,056
10,590
84,464
107
1,617


7

2

4

-

1

6

-

-

-
17,944
53,686
196
13,549
83,047
163
1,154


-

2

4

-

1

6

-

-

265,532


20

169,739


13

$
1,326,578


100

1,431,244


100
~4~

(English Translation of Balance Sheets Originally Issued in Chinese)

Better Life Group Co., Ltd.

Balance Sheets (Continued)

For the Year Ended December 31, 2022 and 2021

Unit: In Thousand New Taiwan Dollars

Liabilities and equity
Current liabilities:
2100
Short-term borrowings (Note 6(11))
2130
Contract liabilities - current (Notes (18) and 9)
2150
Notes payable (Note 7)
2170
Accounts payable (Note 7)
2200
Other payables
2280
Lease liabilities - current (Notes 6 (14) and 7)
2305
Other financial liabilities - current
2322
Long-term borrowings due within one year or one operating cycle (Note 6(12))
2399
Other current liabilities - other (Note 9)

Non-current liabilities:
2530
Corporate bonds payable (Note 6 (13))
2540
Long-term borrowings (Note 6(12))
2580
Lease liabilities - non-current (Notes 6 (14) and 7)
Total liabilities
Equity (Note 6(16)):
3110
Common stock
3200
Capital surplus
3310
Legal reserve
3350
Undistributed earnings (or deficit to be compensated)
3400
Other equity interests
Total equity
Total liabilities and equity
2022.12.31
Amount

$ 315,782
25
90,290
7
6,561
-
43,217
3
9,746
1
3,094
-
3
-
2,000
-
13,941
1
2021.12.31
Amount

423,053
30
48,776
3
6,100
-
32,142
2
7,870
1
2,919
-
3
-
-
-
26,925
2

484,634
37

547,788
38

284,786
21
45,000
3
7,674
1


276,030
19
-
-
11,100
1

822,094
62

834,918
58

1,002,654
76
22,097
2
4,320
-
(513,769)
(39)
(10,818)
(1)

1,002,654
70
21,938
2
4,320
-
(416,218)
(29)
(16,368)
(1)


504,484
38


596,326
42

$
1,326,578
100

1,431,244
100

(Please refer to the notes to parent company only financial statements) Manager: Lin, Jui-Shan

Chairman: Chung, Hsi-Chi

Accounting Manager: Huang, Wen-Cheng

4-1

(English Translation of Statements of Comprehensive Income Originally Issued in Chinese)

Better Life Group Co., Ltd.

Statements of Comprehensive Income

For the Years Ended December 31, 2022 and 2021

Unit: NTD thousands

4000
Operating income (Note (18))
5000
Operating costs(Note 6(5))
Gross profit
6000
Operating expenses(Notes 6 (14) and 7):
6100
Selling expenses
6200
General and administrative expenses
Net operating loss
Non-operating income and expenses(Notes 6(14), (20), and 7):
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Financial costs
7070
Share of profit or loss of subsidiaries, associates, and joint ventures
recognized using equity method
(Note 13)
Total non-operating income and expenses
7900
Net loss before tax
7950
Less: Income tax expenses(Note 6(15)
8200
Net loss for the period
8300
Other comprehensive income(Note 6(16))
8310
Items that will not be reclassified subsequently to profit or loss
8316
Unrealized gains or losses on equity instrument investments at fair value
through other comprehensive income
8349
Less: Income tax related to items not reclassified
Total items that will not be reclassified subsequently to profit or
loss
8360
Items that may subsequently be reclassified to profit or loss
8380
Share of other comprehensive income of subsidiaries, associates, and
joint ventures recognized using equity method - items that may be
reclassified to profit or loss
8399
Less: Income tax related to items that may be reclassified to profit or
loss
Total items that may subsequently be reclassified to profit or loss
8300
Other comprehensive income for the current period
Total comprehensive income for the current period
Loss per share (Note 6(17))
9750
Basic loss per share (NTD)
9850
Diluted loss per share (NTD)
2022

100

103
2021

100

96

4

12

27

39

(35)

2

3

7

(11)

9

10
(25)
1
(26)
3
-
3
-
-
-
3
(23)
(0.34)
(0.34)
Amount
$ 317,970
327,783
Amount
136,378
130,332

(9,813)


(3)

8

13

6,046

26,585
40,663

16,112
36,976

67,248



21
53,088

(77,061)


(24)

1

2

(2)

(5)

1

(47,042)

3,667
5,051
(6,930)
(17,221)
3,397
(12,036)

3,197
4,301
9,611
(14,776)
12,154


(3)
(27)
2

14,487

(89,097)
5,531

(32,555)
1,122

(94,628)
(29)
(33,677)

2,510
-
2,510

1
-

3,414
-
1 3,414

117
-
117
-
-

(76)
-
- (76)
2,627 1
3,338

$
(92,001)
(28)
(30,339)

$

(0.94)
$
(0.94)

(Please refer to the notes to parent company only financial statements)

Chairman: Chung, Hsi-Chi Manager: Lin, Jui-Shan

Accounting Manager: Huang, Wen-Cheng

5

(English Translation of Statements of Changes in Equity Originally Issued in Chinese)

Better Life Group Co., Ltd.

Statements of Changes in Equity

For the Years Ended December 31, 2022 and 2021

Unit: In Thousand New Taiwan Dollars

Balance on January 1, 2021
Net loss for the period
Other comprehensive income for the current period
Total comprehensive income for the current period
Due to recognition of equity component- (warrants
of convertible bonds (preference shares) issued
Balance on December 31, 2021
Net loss for the period
Other comprehensive income for the current period
Total comprehensive income for the current period
Changes in other capital surplus
Disposal of equity instrument at fair value through
other comprehensive income
Balance on December 31, 2022
Share capital Capital surplus Retained earnings Other equity items Other equity items Total equity
Exchange
difference on
translation of
financial
statements of
foreign operations
Unrealized gain
(loss) on financial
assets at fair value
through other
comprehensive
income
Common stock Legal reserve Undistributed
earnings
$ 1,002,654
110

4,320

(382,541)

90

(19,796)

604,837

-

-

-
-

-
-


(33,677)
-


-
(76)

-

3,414


(33,677)

3,338

-
- - (33,677)

(76)



3,414



(30,339)
)
-
21,828
-

-


-


-


21,828

1,002,654
-

-


21,938
-
-


4,320
-
-

(416,218)
(94,628)
-

14

-
117

(16,382)
-

2,510


596,326
(94,628)

2,627

-
- - (94,628)
117


2,510



(92,001)
-
-
159
-

-
-

-
(2,923)

-

-

-
2,923


159

-
$
1,002,654

22,097

4,320


(513,769)


131


(10,949)


504,484

(Please refer to the notes to parent company only financial statements) Manager: Lin, Jui-Shan

Chairman: Chung, Hsi-Chi

Accounting Manager: Huang, Wen-Cheng

6

(English Translation of Statements of Cash Flows Originally Issued in Chinese)

Better Life Group Co., Ltd.

Statements of Cash Flows

For the Years Ended December 31, 2022 and 2021

Unit: NTD thousands

2022
Cash flow from operating activities:
Net loss before tax for the current period
$ (89,097)
Adjustments:
Income and expenses
Depreciation expense
4,263
Amortization expense
140
Net loss on financial assets and liabilities at fair value through profit or loss
6,930
Interest expense
17,221
Interest income
(3,667)
Dividend income
(294)
Share of profit of subsidiaries, associates, and joint ventures recognized using equity
method
(3,397)
Loss on disposal and scrapping of property, plant and equipment
-
Gain on reversal of property, plant and equipment
-
Gain on lease modifications
-
Total income and expenses
21,196
Changes in assets/liabilities related to operating activities:
Net change in assets related to operating activities:
Financial assets at fair value through profit or loss
(94,710)
Notes receivable
(5,096)
Accounts receivable
42,879
Inventories
240,022
Prepayments
(2,024)
Other financial assets
(29,845)
Construction deposits paid
(3,488)
Incremental cost of obtaining contracts
(23,772)
Total net change in assets related to operating activities
123,966
Net change in liabilities related to operating activities:
Contract liabilities
41,514
Notes payable
461
Accounts payable
11,075
Other payables
1,979
Non-current liabilities
(12,984)
Other financial liabilities - current
-
Total net change in liabilities related to operating activities
42,045
Total net change in assets and liabilities related to operating activities
166,011
Total adjustments
187,207
Cash generated (used) in operating activities
98,110
Interest received
3,667
Dividend received
294
Interest paid
(11,602)
Income tax paid
(5,531)
Net cash generated (used) in operating activities
84,938
2022
Cash flow from operating activities:
Net loss before tax for the current period
$ (89,097)
Adjustments:
Income and expenses
Depreciation expense
4,263
Amortization expense
140
Net loss on financial assets and liabilities at fair value through profit or loss
6,930
Interest expense
17,221
Interest income
(3,667)
Dividend income
(294)
Share of profit of subsidiaries, associates, and joint ventures recognized using equity
method
(3,397)
Loss on disposal and scrapping of property, plant and equipment
-
Gain on reversal of property, plant and equipment
-
Gain on lease modifications
-
Total income and expenses
21,196
Changes in assets/liabilities related to operating activities:
Net change in assets related to operating activities:
Financial assets at fair value through profit or loss
(94,710)
Notes receivable
(5,096)
Accounts receivable
42,879
Inventories
240,022
Prepayments
(2,024)
Other financial assets
(29,845)
Construction deposits paid
(3,488)
Incremental cost of obtaining contracts
(23,772)
Total net change in assets related to operating activities
123,966
Net change in liabilities related to operating activities:
Contract liabilities
41,514
Notes payable
461
Accounts payable
11,075
Other payables
1,979
Non-current liabilities
(12,984)
Other financial liabilities - current
-
Total net change in liabilities related to operating activities
42,045
Total net change in assets and liabilities related to operating activities
166,011
Total adjustments
187,207
Cash generated (used) in operating activities
98,110
Interest received
3,667
Dividend received
294
Interest paid
(11,602)
Income tax paid
(5,531)
Net cash generated (used) in operating activities
84,938
2021

(32,555)

3,610

179

-

14,776

(3,197)

-

(12,154)
205
(11,787)
(400)

(8,768)

-

875

(43,050)

55,329

13,184

(20,531)

(27,647)

(12,116)

(33,956)

26,842

(4,037)

(8,218)

765

6,342
3

21,697

(12,259)

(21,027)

(53,582)

3,197

-

(13,087)

(1,122)

(64,594)
21,196

(94,710)
(5,096)
42,879
240,022
(2,024)
(29,845)
(3,488)
(23,772)

123,966

41,514
461
11,075
1,979
(12,984)
-
42,045

166,011

187,207

98,110
3,667
294
(11,602)
(5,531)

84,938
~7~

(English Translation of Statements of Cash Flows Originally Issued in Chinese)

Better Life Group Co., Ltd.

Statements of Cash Flows (Continued)

For the Years Ended December 31, 2022 and 2021

Unit: NTD thousands

2022
Cash flow from investing activities:
Financial assets (payment returned due to capital reduction) at fair value through other
comprehensive income - non-current
736
Acquisition of property, plant and equipment
(4,910)
Guarantee deposits paid
(463)
Acquisition of intangible assets
(84)
Acquisition of investment property
(1,417)
Other financial assets
3,484
Net cash generated (used) in investing activities
(2,654)
Cash flow from financing activities:
Decrease in short-term borrowings
(107,271)
Increase (decrease) in short-term notes payable
-
Corporate bonds issued
-
New long-term borrowings
47,000
Lease principal repaid
(3,505)
Other financing activities
159
Net cash generated (used) in financing activities
(63,617)
Increase in cash and cash equivalents in the current period
18,667
Balance of cash and cash equivalents at the beginning of the period
34,481
Balance of cash and cash equivalents at the end of the period
$
53,148
2022
Cash flow from investing activities:
Financial assets (payment returned due to capital reduction) at fair value through other
comprehensive income - non-current
736
Acquisition of property, plant and equipment
(4,910)
Guarantee deposits paid
(463)
Acquisition of intangible assets
(84)
Acquisition of investment property
(1,417)
Other financial assets
3,484
Net cash generated (used) in investing activities
(2,654)
Cash flow from financing activities:
Decrease in short-term borrowings
(107,271)
Increase (decrease) in short-term notes payable
-
Corporate bonds issued
-
New long-term borrowings
47,000
Lease principal repaid
(3,505)
Other financing activities
159
Net cash generated (used) in financing activities
(63,617)
Increase in cash and cash equivalents in the current period
18,667
Balance of cash and cash equivalents at the beginning of the period
34,481
Balance of cash and cash equivalents at the end of the period
$
53,148
2021

4,098

(205)

570

-

-

3,147

(2,654)



7,610

(107,271)
-
-
47,000
(3,505)
159



(183,631)
(27,304)
295,000

-

(3,032)

-
(63,617)
81,033

18,667
34,481



24,049

10,432

$
53,148



34,481

(Please refer to the notes to parent company only financial statements) Chairman: Chung, Hsi-Chi Manager: Lin, Jui-Shan

Accounting Manager: Huang, Wen-Cheng

7-1

Better Life Group Co., Ltd. Notes to Parent Company Only Financial Statements For the Years Ended December 31, 2022 and 2021

(NTD thousands unless otherwise specified)

I. Organization and Operations

Better Life Group Co., Ltd. (the “Company”) was established on June 30, 1978 after approved by the Ministry of Economic Affairs. Its registered address is 4F, No. 303, Xinhu 1st Road, Neihu District, Taipei City. In October 1989, its stock was approved for being listed on the Taiwan Stock Exchange for trading. The Company's original name was Kaiju Co., Ltd. and it was renamed Better Life Group Co., Ltd. as approved by the shareholders' meeting on June 26, 2009, referenced Letter Shou-Shang No. 09801153160 from the Ministry of Economic Affairs on July 24.

The Company’s principal business is to contract construction companies to build public housing projects and commercial buildings for lease out and sales.

II. The Authorization of Financial Statements

The parent company only financial statements have been approved and released by the Board of Directors on March 16, 2023.

III. Application of New and Revised International Financial Reporting Standards

  • (I) Impact of adoption of new and revised standards and interpretations endorsed by the FSC

The Company has adopted the new and revised IFRS since January 1, 2022, which has not caused a material impact on the standalone financial statements.

  • ‧Amendments to IAS 16 (Property, Plant and Equipment — Proceeds before Intended Use)

  • ‧Amendments to IAS 37 (Onerous Contracts — Cost of Fulfilling a Contract)

  • ‧Annual Improvements to IFRSs 2018-2020 Cycle

  • ‧ Amendments to IFRS 3 (Reference to the Conceptual Framework)

  • (II) Impact of not adopting the IFRSs endorsed by the FSC

The Company has assessed the application of the newly revised IFRS that have taken effect on January 1, 2023, which will not cause a material impact on the standalone financial statements.

  • ‧Amendments to IAS 1, “Disclosure of Accounting Policies”

  • ‧Amendments to IAS 8, “Definition of Accounting Estimates”

  • ‧Amendments to IAS 12, “Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction”

~8~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(III) New and revised standards and interpretations not yet endorsed by the FSC

The standards and interpretations that have been issued and revised by the International Accounting Standards Board (IASB) but have not yet been endorsed by the FSC and may be relevant to the Company are as follows:

New and revised standards
Amendments to IAS 1
(Classification of Liabilities as
Current or Non-current)
Amendments to IAS 1
“Non-current Liabilities with
Covenants”
Major revisions
As per the existing IAS 1 requirements,
companies classify a liability as current when
they do not have an unconditional right to
defer settlement for at least 12 months after
the reporting date. In the amendments, the
requirement for a right to be unconditional has
been removed, and instead now IASB requires
that a right to defer settlement must exist at the
reporting date and have substance.
The amendments also clarify how a company
classifies a liability that can be settled in its
own equity instruments (such as convertible
corporate bonds).
After certain aspects of the 2020 amendments
to IAS 1 were reconsidered, the new
amendments reconfirmed that only covenants
with which a company must comply on or
before the balance sheet date affect the
classification of a liability as current or
non-current.
Covenants with which the company must
comply after the balance sheet date (i.e. future
covenants)
do
not
affect
a
liability’s
classification at that date. However, when
non-current liabilities are subject to future
covenants, companies will now need to
disclose information to help users understand
the risk that those liabilities could become
repayable within 12 months after the balance
sheet date.
Effective date
announced by
IASB
January 1, 2024
January 1, 2024

The Company is currently evaluating the impact of the above standards and interpretations on the Company's financial position and operating results and will disclose relevant impacts when completing the evaluation.

The Company does not expect that other new and revised standards that have not yet been endorsed below will have a material impact on the parent company only financial statements. ‧Amendments 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 Amendments to IFRS 17

‧Amendments to IFRS 16, “Lease Liability in a Sale and Leaseback”

IV. Summary of Significant Accounting Policies

A summary of the significant accounting policies adopted in the parent company only financial statements is as follows. Except for the description of accounting changes in Note 3, the accounting policies below have been applied consistently throughout the reporting period presented in the parent company only financial statements. (I) Statement of compliance

The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

~9~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  • (II) Basis of preparation

  • Basis for measurement

The parent company only financial statements were prepared at historical cost except the important items in the balance sheet below:

  • (1) Financial assets at fair value through profit or loss that are measured at fair value;

  • (2) Financial assets at fair value through other comprehensive income that are measured at fair value.

  • Functional currency and currency presented

The Company adopts the currency used in the main economic environment in which it operates as its functional currency. The parent company only financial statements are presented in the Company's functional currency, namely New Taiwan dollars (NTD). All financial information presented in NTD is in the unit of thousands of NTD.

  • (III) Foreign currency

  • Foreign currency transactions

Foreign currency transactions are translated into functional currency at the exchange rate prevailing on the transaction date. On the end date of each reporting period (hereinafter referred to as the “balance sheet date”), foreign currency monetary items are translated into the functional currency at the exchange rate prevailing on the balance sheet date, and foreign currency non-monetary items measured at fair value are translated into the functional currency at the exchange rate prevailing on the day of measurement. Foreign currency non-monetary items measured at historical cost are translated at the exchange rate prevailing on the transaction date.

Foreign currency translation differences arising from a translation are normally recognized in profit or loss, except for the circumstances below where such differences are recognized in other comprehensive income:

  • (1) Equity instrument designated at fair value through other comprehensive income;

  • (2) Financial liabilities designated as net investment hedge for foreign operations, which are within the effective scope of hedging; or

  • (3) Qualified cash flow hedge, which within the effective scope of hedging.

  • Foreign operations

Assets and liabilities of foreign operations, including goodwill arising from acquisition and fair value adjustments, are translated into NTD at the exchange rate prevailing on the balance sheet date; income and expense items are translated into NTD at the average exchange rate in the current period. Resulting exchange differences are recognized in other comprehensive income

When the disposal of a foreign operation results in the loss of control, joint control, or material impact, the cumulative exchange differences related to the foreign operation are fully reclassified to profit or loss. In the event of a partial disposal of a subsidiary with foreign operations, the relevant cumulative exchange differences are re-attributed to non-controlling interests on a pro-rata basis. In the event of a partial disposal of an investment involving an associate or a joint venture of a foreign operation, the relevant cumulative exchange differences are reclassified to profit or loss on a pro rata basis.

If there is no repayment plan for the monetary receivables or payables of an foreign operation and it is impossible to settle the receivables or payables in the foreseeable future, the foreign exchange gains and losses incurred shall be regarded as a part of the net investment in the foreign operation and recognized in other comprehensive income.

~10~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  • (IV) Criteria for classification of current and non-current assets and liabilities

Assets that meet one of the following criteria are classified as current assets; all other assets that are not current assets are classified as non-current assets:

  1. Assets expected to be realized in the ordinary course of business (usually longer than one year for the construction industry), or intended to be sold or consumed;

  2. Assets held primarily for the purpose of trading;

  3. Assets expected to be realized within 12 months after the balance sheet date; or

  4. Assets that are cash or cash equivalents, excluding assets restricted from being exchanged or used to settle a liability for at least 12 months after the balance sheet date.

Liabilities that meet one of the following criteria are classified as current liabilities; all other liabilities that are not current liabilities are classified as non-current liabilities:

  1. Liabilities expected to be settled in the ordinary course of business (usually longer than one year for the construction industry);

  2. Liabilities held primarily for the purpose of trading;

  3. Liabilities expected to be settled within 12 months after the balance sheet date; or

  4. Liabilities with a repayment deadline that cannot be unconditionally deferred for at least 12 months after the balance sheet date. However, the terms of a liability that could, at the option of the counterparty, result in its settlement by issue of equity instruments do not affect its classification.

  5. (V) Cash and cash equivalents

Cash includes cash on hand and demand deposits. Cash equivalents refer to short-term and highly liquid investments that can be converted into a certain amount of cash at any time and the risk of value changes is very small. Time deposits that meet the aforementioned definition and whose purpose is to satisfy short-term cash commitments in operations are classified as cash equivalents.

  • (VI) Financial instruments

Accounts receivable and debt securities issued are initially recognized when incurred. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual terms of the financial instruments. Financial assets (except receivables that do not contain significant financial components) or financial liabilities that are not measured at fair value through profit or loss are initially measured at fair value plus transaction costs directly attributable to the acquisition or issuance. Accounts receivable that do not contain significant financial components are initially measured at transaction prices.

  1. Financial assets

If the purchase or sale of financial assets conforms to the regular way purchase or sale , the Company shall adopt trade date accounting or settlement date accounting consistently to recognize the purchase or sale of the financial assets in the same category.

Financial assets are classified as financial assets at amortized cost, financial assets at fair value through profit or loss, and equity instrument investments at fair value through other comprehensive income upon initial recognition. The Company only reclassifies all affected financial assets from the first day of next reporting period when changing the financial assets management model.

~11~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  • (1) Financial assets at amortized cost

If the financial assets are in alignment with the following criteria and not designated as at fair value

through profit or loss, such assets are measured at amortized cost:

  • ‧ Held under a certain business model, of which the objective is to collect contractual cash flows by holding the financial assets3

  • ‧ The cash flows on specific dates specified in the contractual terms are solely payments for the principal and interest on the principal amount outstanding.

Such assets are subsequently amortized by the effective interest method plus or less the initially recognized amount using the effective interest method, adjusted for the allowance for losses measured at amortized cost. Interest income, foreign exchange gains or losses, and impairment losses are recognized in profit or loss. Upon derecognition, the gain or loss is included in profit or loss.

  • (2) Financial assets at fair value through other comprehensive income

The investment in debt instruments meeting the following conditions and not designated at fair value through profit or loss are measured at fair value through other comprehensive income.

  • ‧ Financial assets are held for the purpose of collecting contracted cash flows and for sale.

  • ‧ The cash flows on specific dates specified in the contractual terms are solely payments for the principal and interest on the principal amount outstanding.

Upon initial recognition, the Company may make an irrevocable election to recognize subsequent changes in fair value of equity instrument investments not held for trading in other comprehensive income. The foregoing election is made as per each instrument.

Equity instrument investments are subsequently measured at fair value. Dividend income (unless it clearly represents a recovery of part of the investment) is recognized in profit or loss. The remaining net gain or loss is recognized in other comprehensive income and is not reclassified to profit or loss.

Dividend income from equity investments is recognized on the date when the Company is entitled

to receive dividends (usually the ex-dividend date).

  • (3) Financial assets at fair value through profit or loss

Financial assets, which are not measured at amortized cost or are measured at fair value through other comprehensive income as above, are measured at fair value through profit or loss. Upon initial recognition, to eliminate or significantly reduce accounting mismatch, the Company may irrevocably designate the financial assets that meet the criteria for being measured at amortized cost or at fair value through other comprehensive income as at fair value through profit or loss.

Such assets are subsequently measured at fair value, and the gain or loss from remeasurement (including any dividend and interest income) is recognized in profit or loss.

  • (4) Impairment of financial assets

The Company recognizes an allowance for losses on financial assets measured at amortized cost (including cash and cash equivalents), note receivables, accounts receivables, other receivables, refundable deposits and other financial assets) and expected credit losses on contract assets.

~12~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The allowance for losses for the financial assets below are measured at 12-month expected credit losses, and the allowance for losses for the rest are measured at the lifetime expected credit losses:

‧ Debt securities are judged to be of low credit risk on the balance sheet 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 instruments) has not increased significantly since the initial recognition.

Allowance for losses on accounts receivable and contract assets are measured at lifetime expected credit losses.

When determining whether the credit risk has increased significantly since the initial recognition, the Company takes into account reasonable and corroborative information (obtainable without undue cost or effort), including qualitative and quantitative information, and analyzes it based on the Company's historical experience, credit assessments, and forward-looking information.

If the credit risk rating of a financial instrument is equivalent to the globally defined "investment grade" (BBB -in Standard & Poor's, Baa3 in Moody's, or twA in Taiwan Ratings, or higher than such levels), the Company regards that the credit risk of the debt securities is low.

If a contract payment is overdue for more than 30 days, the Company assumes that the credit risk of an financial asset has increased significantly.

If a contract payment is overdue for more than 360 days, or the borrower is unlikely to fulfill its credit obligations and pay the full amount to the Company, the Company will deem the financial asset in default.

Lifetime expected credit losses refer to the expected credit losses arising from all possible default events during the expected duration of a financial instrument.

Twelve-month expected credit losses are expected credit losses on a financial instrument arising from possible default events within 12 months after the balance sheet date (or a shorter period if the expected duration of the financial instrument is less than 12 months).

The maximum period over which expected credit losses are measured is the maximum contract period over which the Company is exposed to credit risk.

Expected credit losses are an estimate of weighted probability of credit losses over the expected lifetime of a financial instrument. Credit losses are measured at the present value of all cash shortfalls, that is the difference between the cash flows that the Company can receive as per 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 at amortized cost are credit-impaired on each balance sheet date. A financial asset is credit-impaired when one or more events have occurred with an adverse effect on the estimated future cash flows of the financial asset. Evidence that indicates a financial asset is credit-impaired includes the observable information below:

  • ‧ The borrower or issuer encountered significant financial difficulties;

  • ‧ Default, such as delayed or overdue payment for more than 360 days;

  • ‧ The Company, for financial or contractual reasons related to the borrower's financial difficulties, grants the borrower a concession that the borrower would not otherwise consider

  • ‧ The borrower is likely to file for bankruptcy or other financial restructuring; or

  • ‧ The active market for the financial asset disappears due to financial difficulties.

The allowance for losses for a financial asset measured at amortized cost is deducted from the carrying amount of the asset.

~13~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

When the Company cannot reasonably expect to recover the whole or part of an financial asset, it directly reduces the total carrying amount of the financial asset. For individuals, the Company's policy is to write off the total carrying amount of an financial asset when it is overdue for more than 360 days based on the past experience of similar assets. For companies, the Company analyzes the timing and amount of write-off for each company on the basis of whether it can reasonably expect to recover the financial asset. The Company does not expect a material reversal of an amount written off. However, financial assets that have been written off are still enforceable to be aligned with the Company's procedures for recovering overdue amounts.

  • (5) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash inflow from the financial asset expire, when it transfers the financial assets and substantially all the risks and rewards of ownership of the asset to another party, or when it has not transferred, retained substantially all the risks and rewards of ownership, and retained control over the financial asset

For transfer of transfer financial assets, if the Company has retained all or substantially all the risks and rewards of ownership of the asset to be transferred, it continues to recognize the asset on the balance sheet.

  1. Financial liabilities and equity instruments

  2. (1) Classification of liabilities and equity

Debt and equity instruments issued by the Company are classified as financial liabilities or equity as per the substance of a contractual agreement and the definition of financial liabilities and equity instruments.

  • (2) Equity transactions

Equity instrument refers to any contract that demonstrates the Company's remaining interest in assets less all of its liabilities. Equity instruments issued by the Company are recognized at the acquisition price less direct issue costs.

  • (3) Financial liabilities

Financial liabilities are classified as those at amortized cost or at fair value through profit or loss. Financial liabilities are classified at fair value through profit or loss if they are held for trading, derivatives, or designated upon initial recognition. Financial liabilities at fair value through profit or loss are measured at fair value and the relevant net gain and loss, including any interest expense, is recognized in profit or loss.

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and exchange gains or losses are recognized in profit or loss. Any gain or loss is also recognized in profit or loss upon derecognition.

  • (4) Derecognition of financial liabilities

The Company derecognizes financial liabilities when contractual obligations have been fulfilled, cancelled, or expired. When the terms of financial liabilities are revised and the cash flow of the revised liabilities is significantly different, the initial financial liabilities are derecognized, and new financial liabilities are recognized at fair value as per the revised 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.

~14~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(5) Offset of financial assets and liabilities

Financial assets and financial liabilities are offset and presented in an net amount on the balance sheet only when the Company has legally enforceable rights to offset financial assets and financial liabilities and intends to settle on a net basis or to realize assets and settle liabilities simultaneously .

  • (VII) Inventories

The initial cost of inventories is the expenditure necessary to bring inventories to a condition and location

ready for sale or construction. Development costs of property include construction, land, borrowing, and project costs incurred during the development period. Upon completion, the construction in progress will be reclassified to the buildings and land held for sale, and the operating costs will be reclassified as per the proportion of sales to the development costs of the property. Subsequently, it will be measured at the lower of cost or net realizable value. When the cost of inventory is higher than the net realizable value, the cost should be written down to the net realizable value, and the amount written down should be recognized in cost of sales in the current period. The methods for determining the net realizable value are as follows:

  1. Construction land: Net realizable value is calculated based on replacement cost or estimated selling price (as per the market condition at the time) less estimated selling expenses.

  2. Construction in progress: The net realizable value is calculated based on the estimated selling price (according to the market condition at the time) less the costs and selling expenses required till completion.

  3. Buildings and land held for sale: Net realizable value is calculated based on estimated selling price (as per the market condition at the time) less estimated selling expenses.

  4. (VIII) Investment in subsidiaries

When preparing the standalone financial statements, the Company adopts the equity method to valuate the investees over which the Company has control. With the equity method, the current profit or loss and other comprehensive income in the standalone financial statements are the same as the current profit or loss and other comprehensive income attributable to the owners of the parent company in the consolidated financial statements. The owner's equity in the standalone financial statements is the same as the equity attributable to the owners of the parent company in the consolidated financial statements.

Changes in the Company's ownership interests in subsidiaries that do not result in the loss of its control over them are treated as equity transactions with the owners.

  • (IX) Investment property

Investment property refers to property held for earning rents or asset appreciation or both, but not for sale in normal business activities, production, provision of goods or services, or for administrative purposes. Investment properties are measured initially at costs and subsequently with costs less accumulated depreciation and accumulated impairments. The depreciation methods, service lives and residuals are accounted for in the same way as for property, plant and equipment.

Gains or losses on the disposal of investment property (calculated as the difference between the net proceed from the disposal and the carrying amount of the property) are recognized in profit or loss.

Rent income from investment property is recognized in operating income on a straight-line basis over the lease term. The lease incentives are recognized as part of the rent income over the lease term.

~15~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(X) Property, plant and equipment

  1. Recognition and measurement

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

When the useful lives of material components of property, plant and equipment are different, they are

treated as separate items (major components) of property, plant and equipment.

Gain or loss on disposal of property, plant and equipment is recognized in profit or loss.

2. Subsequent cost

Subsequent expenditures are capitalized only when it is probable that the future economic benefits will flow to the Company.

  1. Depreciation

Depreciation is calculated at the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful life of each component.

Land is not depreciated.

The estimated useful life for the current and comparative periods are as follows:

Leasehold improvement 5 years

The Company reviews the depreciation method, useful life, and residual value on each balance sheet date and makes appropriate adjustments if necessary.

  1. Reclassification to investment property

When the property for self-use is changed into investment property, the property is reclassified as investment property at the carrying amount upon the change of use.

  • (XI) Lease

The Company assesses whether a contract is or contains a lease on the date of the establishment the contract and determines a contract is or contains a lease if the contract transfers control over the use of the identified asset for a period of time in exchange for consideration.

1. Lessee

The Company recognizes the right-of-use asset and lease liability on the lease commencement date. The right-of-use asset is initially measured at cost, which includes the initially measured amount of the lease liability, adjusted for any lease payments paid on or before the lease commencement date, plus the initial direct costs incurred and the estimated costs for dismantling, removing the asset, or restoring its location or the asset, and less any lease incentives received.

The right-of-use asset is subsequently depreciated on a straight-line basis from the lease commencement date to the end of the useful life of the right-of-use asset or the end of the lease term, whichever is earlier. In addition, the Company regularly assesses whether the right-of-use asset is impaired and accounts for any impairment loss that has occurred, and adjusts the right-of-use asset if the lease liability is remeasured.

The lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. If the interest rate implicit in a lease is easy to be determined, the discount rate is said rate; if it is not easy to determine such a rate, the Company's incremental borrowing rate is adopted. Generally speaking, the Company adopts its incremental borrowing rate as the discount rate.

~16~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

Lease payments included in the lease liability measurement include:

  • (1) Fixed payments, including substantive fixed payments;

  • (2) The lease payment depends on the change in an index or rate, and the index or rate on the lease commencement date is adopted for the initial measurement;

  • (3) The residual value guarantee amount expected to be paid; and

  • (4) The exercise price or penalty to be paid when it is reasonably ascertain that the purchase or lease termination will be executed.

Interest on lease liabilities is subsequently accrued using the effective interest method, and the amount is re-measured under each of the circumstances below:

  • (1) Changes in the index or rate used to determine lease payments result in changes in future lease payments;

  • (2) There is a change in the residual value guarantee amount expected to be paid;

  • (3) There is a change in the evaluation of the option of purchasing the asset;

(4) A change in the evaluation of whether to extend or terminate a lease has resulted in a change in the evaluation of the lease term;

  • (5) The subject leased, scope of lease, or other terms are modified.

When the lease liability is re-measured due to the aforementioned changes in the index or rate used to

determine the lease payment, changes in the residual value guarantee amount, and changes in the evaluation of the purchase, extension, or termination, the carrying amount of the right-of-use asset is adjusted accordingly. 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 with a reduced scope of the lease, the carrying amount of the right-of-use asset is reduced to reflect the partial or full termination of the lease, and the difference between said amount and the remeasured amount of the lease liability is recognized in profit or loss.

The Company presents right-of-use assets and lease liabilities not in alignment with the definition of investment property on a separate line in the balance sheet.

For short-term leases of buildings and transportation equipment and leases of low-value assets, the Company elects not to recognize right-of-use assets and lease liabilities and recognizes relevant lease payments in expenses on a straight-line basis over the lease term instead.

  1. Lessor

Transactions in which the Company is the lessor are classified on the lease commencement date as per whether a lease contract is with substantially all risks and rewards attached to the ownership of the asset transferred; if so, such a contract is classified as a finance lease, otherwise it is classified as an operating lease. During evaluation, the Company considers relevant specific indicators, including whether the lease term covers a major part of the economic life of the asset.

If the Company is a sublessor, it accounts for headlease and sublease transactions separately and classifies sublease transactions based on the right-of-use assets derived from a headlease. If a headlease is a short-term lease to which recognition exemption applies, the sublease transaction derived therefrom should be classified as an operating lease.

If an agreement contains lease and non-lease components, the Company allocates the consideration in the agreement as per IFRS 15.

~17~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(XII) Intangible assets

  1. Recognition and measurement

The Company acquires other intangible assets with finite useful life, including computer software, which are measured at the cost less accumulated amortization and accumulated impairment.

  1. Subsequent expenditure

Subsequent expenditure is capitalized only to the extent that the future economic benefits of a specific asset will increase. All other expenditures are recognized in profit or loss as incurred.

  1. Amortization

Amortization is calculated at the cost of the asset less the estimated residual value and is recognized in profit or loss using the straight-line method over the estimated useful life from when an intangible asset becomes available for use.

The estimated useful life for the current and comparative periods are as follows:

Computer software 3 years

The Company reviews the amortization method, useful life, and residual value of intangible assets on each balance sheet date and makes appropriate adjustments if necessary.

  • (13) Impairment of non-financial assets

The Company evaluates if there is any sign of impairment of non-financial assets at the balance sheet date. The Company estimates the recoverable amount of such assets with a sign of impairment. The Company test the impairment of good will.

Impairment testing aims at the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Goodwill acquired in a business combination is allocated to each cash-generating unit or group of cash-generating units that is expected to benefit from the synergies of the combination.

The recoverable amount is the higher of the individual asset or the air value of the cash-generating unit less cost of disposal and its value in use. In assessing value in use, estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects present market assessments of the time value of money and the risks specific to the asset or cash-generating unit.

An impairment loss is recognized when the recoverable amount of an individual asset or cash-generating unit is lower than the carrying amount thereof.

Impairment losses are recognized immediately in current profit or loss with the carrying amount of the cash-generating unit's amortized goodwill reduced first; then the carrying amount of each asset in proportion to the carrying amount thereof in the unit reduced.

Goodwill impairment losses are not reversed. Non-financial assets other than goodwill are reversed only

when it does not exceed the carrying amount (less depreciation or amortization) that would have been determined if such assets had not been recognized for impairment losses in prior years.

(XIV) Provision for warranty liability

The recognition of provision is a present obligation due to past events, which makes it probable that the economic resources may flow out from the Company to settle the obligation in the future and the amount of the obligation can be estimated reliably. The provision is discounted at a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the liability, and the amortization of the discount is recognized in interest expense.

Provision for warranty liability is recognized when goods or services are sold and is measured based on historical warranty information and all probable outcomes weighted by respective probabilities.

~18~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  • (XV) Revenue recognition

1. Revenue from customer contracts

Revenue is measured as the consideration to which the transfer of goods or services is expected to be entitled. The Company recognizes revenue when the control over goods or services is transferred to customers and its performance obligations are fulfilled. The Company’s main revenue items are described as follows:

  • (1) Land development and property sales

The Company develops and sells residential property and often launches pre-sale property projects during or before construction. The Company recognizes revenue when control over property is transferred. Due to contractual restrictions, property usually has no other uses for the Company. However, after the legal ownership of property is transferred to a customer, the Company has an enforceable right to receive a payment for the contract performed so far. Therefore, the Company recognizes revenue when the legal ownership of property is transferred or handed over to a customer.

Revenue is measured at the transaction price in the contractual agreement. If it is a sale of a finished property project, the consideration, in most cases, can be collected when the legal ownership of property is transferred. In a few cases, the payment can be deferred as per the contractual agreement but cannot be deferred for over 12 months. Thus, transaction prices are not adjusted to reflect the effect of significant financial components. In the case of a pre-sale property project, the payment is usually collected in installments during the period from when the contract is signed to when the property is transferred to a customer. If the contract contains a significant financial component, the transaction price is adjusted as per the borrowing rate for the project during said period to reflect the effect of time value of money. Advance receipts are recognized in contract liabilities, and interest expenses and contract liabilities are recognized when it is determined that the effect of the time value of money needs to be adjusted. The cumulative contract liabilities are reclassified to revenue when the property is transferred to a customer.

Some contracts include multiple items to be delivered, such as the sale of residential property and interior design services, which are regarded as a separate performance obligation and the transaction price is amortized on a stand-alone selling price basis. If no directly observable price is available, the stand-alone selling price is estimated based on expected cost plus margin. The interior design service is recognized in revenue when the service is completed.

  • (2) Significant financial components - advance receipts for property

Revenue is measured at the transaction price in the contractual agreement. If it is a sale of a finished property project, the consideration, in most cases, can be collected when the legal ownership of property is transferred. In a few cases, the payment can be deferred as per the contractual agreement but cannot be deferred for over 12 months. In the case of a pre-sale property project, the payment is usually collected in installments during the period from when the contract is signed to when the property is transferred to a customer. The Company evaluates whether the contract consideration is different from the current selling price and whether the aforementioned advance consideration received includes financing factors per contract. The advance consideration received by the Company is mainly to provide protection for contract performance by customers, thereby reducing the resale price risk and subsidy caused by any customer's non-performance of the contract to the Company. Therefore, it is not a significant financial component of obtaining financial financing from customers. Thus, the time value of money of the transaction consideration is not adjusted.

~19~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. Cost of customer contracts

  2. (1) Incremental cost of obtaining contracts

If the Company expects to recover its incremental costs of obtaining customer contracts, it recognizes such costs in assets. Incremental costs of obtaining a contract are costs incurred when a customer contract is obtained that would not have been incurred if the contract had not been obtained. Costs of obtaining a contract that will be incurred regardless of whether the contract is obtained are recognized in expenses when incurred, unless such costs are clearly chargeable to customers regardless of whether a contract has been obtained.

The Company recognizes in assets the incremental costs incurred in obtaining customer contracts, which are expected to be recovered through the sale of property and amortizes them on a systematic basis consistent with that adopted for the transfer of pre-sale property to customers.

  • (XVI) Employee benefits

  • Defined contribution plan

Contribution obligations to the defined contribution plan are recognized in expenses in the period during which the employee provides service.

  1. Short-term employee benefits

Short-term employee benefits are recognized as expenses when the relevant services are provided. If the Company has a present legal or constructive payment obligation due to an employee's past services and the obligation can be estimated reliably, the amount of benefits is recognized in liabilities.

  • (XVII) Income tax

Income tax includes current income and deferred taxes. Current income tax and deferred tax are recognized in profit or loss, except in relation to business combinations or items directly recognized in equity or other comprehensive income.

Current income tax includes the expected income tax payable or tax refund receivable based on the taxable income (loss) for the year and any adjustments to income tax payable or tax refund receivable in prior years. The amount is the best estimate of the amount expected to be paid or received based on tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date.

Deferred tax is recognized based on the temporary differences between the carrying amounts of an asset and liability for financial reporting purposes and its tax base. Temporary differences arising from the circumstances below are not recognized in deferred tax:

  1. Assets or liabilities are initially recognized for a transaction that is not a business combination, and such assets or liabilities does not affect accounting profit and taxable income (loss) at the time of the transaction;

  2. For temporary differences arising from investments in subsidiaries, associates, and joint venture interests, the Company can control the timing of the reversal of such temporary differences and it is likely that they will not be reversed in the foreseeable future; and

  3. Taxable temporary differences arises from the initial recognition of goodwill.

Unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be

available against which the unused tax losses and unused tax credits can be utilized, as well as deductible temporary differences are recognized in deferred tax assets. It is reassessed at each balance sheet date to reduce the relevant income tax benefits to the extent that it is not probable that they will be realized; or to reverse the previously reduced amount to the extent that it becomes probable that sufficient taxable income will be available.

Deferred tax is measured at the tax rate at which the temporary difference is expected to reverse, based on tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date, with tax-related uncertainties reflected.

~20~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The Company will offset deferred tax assets and deferred tax liabilities only when the criteria below are met at the same time:

  1. Has the statutory enforcement power to offset current income tax assets and current income tax liabilities; and

  2. Deferred tax assets and deferred tax liabilities are related to one of the following taxpayers with income tax levied by the same tax authority:

  3. (1) The same taxpayer; or

  4. (2) Different taxpayers but each taxpayer intends to settle the current tax liabilities and assets on a net basis or to realize both in each future period, in which significant amounts of deferred tax assets are expected to be recovered and deferred tax liabilities are expected to be settled.

  5. (XVIII) Earnings per share

The Company presents basic and diluted earnings per share attributable to holders of the Company’s ordinary shares. The Company’s basic earnings per share is calculated by dividing the profit or loss attributable to the equity holders of the Company's ordinary shares by the weighted average number of ordinary shares outstanding in the current period. Diluted earnings per share is calculated by having the profit or loss attributable to the equity holders of the Company's ordinary shares and the weighted average number of ordinary shares outstanding adjusted for the effect of all potential dilutive ordinary shares.

(XIX) Segment information

The Company has disclosed segment information in the consolidated financial statements, so does not disclose such information in the parent company only financial statements.

V. Critical Accounting Judgments and Key Sources of Estimation and Uncertainty

When preparing these parent company only financial statements, management must make judgements, estimates and assumptions. Such judgements, estimates and assumptions have influence on the adoption of accounting policies and the reported numbers of assets, liabilities, Income and expenses. Actual results may differ from estimates.

The management continues to review estimates and basic assumptions, and changes in accounting estimates are recognized in the period in which they are changed and future periods affected.

The accounting policies involve significant judgement, and the information with a material impact on the amounts recognized in this parent company only financial statements: None.

The uncertainties in the following assumptions and estimates with significant risks of causing the carrying amount of assets and liabilities to be adjusted significantly in the next fiscal year and the impact of the COVID-19 pandemic has been reflected. The relevant information is as follows:

  • ˙Inventory valuation

As inventories should be measured at the lower of cost or net realizable value, the Company's assessment of the net realizable value of inventories on the balance sheet date is an estimate based on future selling prices in the market and construction costs. Being susceptible to political and economic environments, the net realizable value may undergo significant changes. Please refer to Note 6(5) for details of inventory valuation.

VI. Summary of Significant Accounting Items

  • (I) Cash and cash equivalents
ry of Significant Accounting Items
sh and cash equivalents
Cash on hand
Demand deposit
Checking deposit
Cash and cash equivalents listed in the statements of cash flows
2022.12.31 2021.12.31
$ 142
53,002
4
142
34,321
18
$
53,148
34,481
~21~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

Please refer to Note 6 (21) for interest rate risks and the sensitivity analysis of the Company’s financial assets and liabilities.

(II) Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss:
Non-derivative financial assets
TWSE/TPEx listed stocks
2022.12.31
$
87,780
  1. The Company participated in Falcon Machine Tools Co., Ltd.’s public offering to acquire 5.01% of its shares, or a total of 3,850,000 shares, in August 2022 in the amount of NT$94,710 thousand, and the transfer of shares was completed on August 19, 2022.

  2. Please refer to Note 8 for details of the financial assets at fair value through profit or loss, which were pledged by the Company as collateral as of December 31, 2022.

(III) Financial assets at fair value through other comprehensive income (FVTOCI)

Equity instrument at fair value through other comprehensive
income:
Domestic unlisted stock - Eastern Electronics Co., Ltd.
Domestic unlisted stock - Technology Associates Corporation
Domestic unlisted stock - Tech Alliance Corp.
Domestic unlisted stock - Shin Kong Real Estate Management
Co., Ltd.
Foreign unlisted stock - World Join International Ltd.
Total
2022.12.31

$ 5,715
-
-
1,890
12,113
2021.12.31

-
3,667
274
1,890

12,113

17,944
$
19,718
  1. Equity instrument investments at fair value through other comprehensive income:

These equity instrument investments held by the Company are for long-term strategic investment and are not held for trading purposes, so they have been designated as measured at fair value through other comprehensive income.

Tech Alliance Corp. and Technology Associates Corporation invested by the Company were dissolved and liquidated per resolution rendered by the annual shareholders meeting on November 9, 2021. Meanwhile, May 24, 2022 was set as the date of completion of the liquidation and distribution of residual property. As a result, the stock payments, NT$410 thousand and NT$326 thousand, were returned to the consolidated company, and the consolidated company received 391,000 shares allocated from Eastern Electronics Co., Ltd. The fair value of said liquidated and derecognized financial assets was measured as NT$6,451 thousand based on the cash and stocks as allocated. The accumulated liquidation losses totaled NT$2,923 thousand. Therefore, the liquidation losses have been transferred from other equity interests to retained earnings.

  1. Please refer to Note 6 (21) for market risk information.

  2. The Company’s above financial assets have not been pledged as collateral.

~22~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(IV) Notes and accounts receivable
Notes receivable - from operations
Accounts receivable at amortized cost
Less: Allowance for losses
2022.12.31 2021.12.31

394

47,262

(4,212)
$ 5,490
4,383
(4,212)

$
5,661



43,444

The Company adopts a simplified approach to estimate expected credit losses for all notes and accounts receivables, which are measured at lifetime expected credit losses. To this end, such notes and accounts receivables are grouped by common credit risk characteristics that represent a customer's ability to pay all amounts due as per the contract terms with forward-looking information incorporated. The Company's expected credit loss analysis for the notes and accounts receivable is as follows:

Not past due
Overdue for more than 360 days
Not past due
Overdue for more than 360 days
2022.12.31 Allowance for
lifetime expected
credit losses
-
4,212
Carrying amounts
of notes and
accounts
receivable
$ 5,661
4,212
Weighted
average expected
credit loss rate

-

100%

2021.12.31

$
9,873

4,212

Allowance for
lifetime expected
credit losses
-
4,212
Carrying amounts
of notes and
accounts
receivable
$ 43,444
4,212
Weighted
average expected
credit loss rate

-

100%

$
47,656

4,212

The changes in allowances for losses on the Company’s notes and accounts receivable are as follows:

Opening balance (ending balance) 2022
$
4,212
2021
4,212

None of the Company’s notes receivable and accounts receivables was pledged for collateral as of December 31, 2022 and 2021.

(V) Inventories

Construction business:
Buildings and land held for sale
Construction in progress
Inventory expected to be recovered after more than 12 months
2022.12.31 2021.12.31

622,620

213,896
$ 311,027
288,501

$
599,528



836,516

$
288,501



441,049
~23~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The details of operating costs are as follows:

etails of operating costs are as follows:
Buildings and land held for sale reclassified after sold
Loss on inventory price decline
2022
$ 315,267
12,516
2021
130,332
-

$
327,783
130,332
  1. In 2022 and 2021, please refer to Note 6(20) for information on the Company’s interest capitalization.

  2. Please refer to Note 8 for the Company’s pledges on inventory as collateral as of December 31, 2022 and 2021.

(VI) Prepayments

Construction business - Sample house interior design cost
Construction business - Pre-construction development costs
Others
2022.12.31
$ 8,124
57,249
1,768
2021.12.31
7,029
52,422
2,265

$
67,141

61,716
  • (VII) Investment using the equity method

The Company's investments using the equity method at the balance sheet date are listed below:

Subsidiaries

2022.12.31
$
57,200
2021.12.31
53,686
  1. Please refer to the 2022 consolidated financial statements for information on subsidiaries.

  2. As of December 31, 2022 and 2021, the Company's investments using the equity method were not pledged as collateral.

(VIII) Property, plant and equipment

The details of the changes in cost, depreciation, and impairment losses of the Company’s property, plant and equipment in 2022 and 2021 are as follows:

Cost or deemed cost:
Balance on January 1, 2022
Addition
Balance on December 31, 2022
Land

$ 5,382
-
$
5,382
Leasehold
improvements


-
4,910

Other
equipment

205
-
Total

5,587
4,910


4,910
205
10,497
~24~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

Land
Balance on January 1, 2021
$ 82,029
Addition
-
Disposal
-
Reclassification to investment
property
(76,647)
Balance on December 31, 2021
$
5,382
Depreciation and impairment losses:

Balance on January 1, 2022
$ 5,382
Depreciation for the current
period
-
Balance on December 31, 2022
$
5,382
Balance on January 1, 2021
$ 17,169
Depreciation for the current
period
-
Impairment loss reversed
(11,787)
Disposal
-
Balance on December 31, 2021
$
5,382
Book value:

December 31, 2022
$
-
December 31, 2021
$
-
January 1, 2021
$
64,860
Land
$ 82,029
-
-
(76,647)
Leasehold
improvements
632
-
(632)
-
Other
equipment
-
205
-
-
Total
82,661
205
(632)
(76,647)

$
5,382
- 205
5,587

-
982

9
68


5,391
1,050
$
5,382
982 77
6,441

$ 17,169
-
(11,787)
-
323
104
-
(427)
-
9
-
-

17,492
113
(11,787)
(427)
$
5,382

-
9
5,391


$
-

3,928

128


4,056
$
-

-
196
196
$
64,860
309 - 65,169
  1. Please refer to Note 8 for details of the collateral for bank loans and financing facilities as of December 31, 2022 and 2021.

  2. As part of the land is agricultural land, and the land use should be changed before the ownership can be obtained, such a part of the land was registered in the name of an individual. At present, the protection measures, including an entrustment contract and a trust deed have been signed with said individual, and the land parcel will be transferred to the Company at an appropriate time. Said agricultural land has been reclassified to investment property.

  3. Reclassification to investment property

The Company signed a land lease agreement with the lessee on November 25, 2021 to establish a solar power zone, and reclassified the property as investment property at the carrying amount upon change of use. As the fair value was higher than the book value on the date of change of use, the initially recognized impairment loss reversed amounted to NT$11,787,000. The comparative method was mainly adopted, supplemented by the land development analysis method, to compare the price and analyze and adjust the fair value, which belongs to Level 3.

~25~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(IX) Investment property

Investment property includes land leased out by the Company to lessees under operating leases. The initial period of the leased investment property is 20 years. At the end of a lease term, the Company will negotiate subsequent lease terms with a lessee.

The change in the Company’s investment properties is as follows:

Cost or deemed cost:
Balance on January 1, 2022
Addition
Balance on December 31, 2022
Balance on January 1, 2021
Transferred from property, plant and equipment
Balance on December 31, 2021
Depreciation and impairment losses:
Balance (i.e. opening balance) as at December 31, 2022
Balance (i.e. opening balance) as at December 31, 2021
Carrying amount:
December 31, 2022
December 31, 2021
January 1, 2021
Fair value:
December 31, 2022
December 31, 2021
Land and
improvements

$ 83,047
1,417

$
84,464

$ -
83,047

$
83,047


$
-
$
-

$
84,464

$
83,047

$
-
$
208,099

$
208,099

The fair value of investment property is based on independent appraisers’ valuation (who possess relevant recognized professional qualifications and recent experience related to the investment property valuated in terms of location and type). The input used in the fair value valuation technique is level 3 input.

To improve the use efficiency of land, the Company decided to lease the land to others to set up solar power system facilities, so it was reclassified from property, plant and equipment to investment property (please refer to Note 6(8) for details). Said lease contract includes the initial lease term, and the subsequent lease term is negotiated with the lessee, and no contingent rent is charged.

Please refer to Note 8 for details of the Company's investment property pledged as collateral.

~26~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(X) Right-of-use assets

The details of cost and depreciation of the Company’s leased land, buildings, machinery and equipment, and transportation equipment are as follows:

Cost of right-of-use assets:
Balance on January 1, 2022
Addition
Balance on December 31, 2022
Balance on January 1, 2021
Addition
Decrease
Balance on December 31, 2021
Depreciation and impairment losses of
right-of-use assets:
Balance on January 1, 2022
Depreciation
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation for the current period
Decrease
Balance on December 31, 2021
Book value:
December 31, 2022
December 31, 2021
January 1, 2021
Land
$ -
-
Buildings

13,198
-
Transportation
equipment
1,107
254
Office
equipment
225
-
Total
14,530
254
$
-
13,198 1,361 225 14,784
$ 547
-
(547)

16,317
13,198
(16,317)

1,107
-
-
225
-
-

18,196
13,198
(16,864)

$
-

13,198
1,107 225
14,530
$ -
-


460
2,640

384
530
137
43

981
3,213
$
-

3,100
914 180
4,194
$ 221
45
(266)

7,310
3,038
(9,888)
15
369
-
92
45
-

7,638
3,497
(10,154)

$
-

460
384 137
981
$
-

10,098
447 45 10,590
$
-

12,738
723 88
13,549
$
326

9,007
1,092 133
10,558

(XI) Short-term borrowings

The details of the Company's short-term borrowings are as follows:

Secured bank borrowings
Facilities not yet drawn
Interest rate range
2022.12.31
$
315,782
2022.12.31
$
315,782
2021.12.31
423,053

$
352,028

415,207

2.51%~2.94%

1.85%~2.09%

Please refer to Note 8 for the details of the Company's assets pledged for bank borrowings.

~27~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(XII) Long -term borrowings

The Company’s long-term borrowings are as follows:

ng -term borrowings
The Company’s long-term borrowings are as follows:
Secured bank loan- Due in August2025
Less: Current portion
Total
Facilities not yet drawn
Interest rate range
2022.12.31
$ 47,000
(2,000)

$
45,000

$
-
2.03%~2.19%

Please refer to Note 8 for the details of the Company's assets pledged for bank borrowings.

(XIII) Corporate bonds payable

The information on the Company’s corporate bonds payable is as follows:

Amount of ordinary corporate bonds issued
Unamortized balance of discounted corporate bonds payable
Cumulative amount of redemption
Cumulative amount of conversion
Balance of corporate bonds payable at the end of the period
2022.12.31
$ 300,000
(15,214)
-
-
2021.12.31
300,000
(23,970)
-
-
$
284,786
276,030

Equity components - conversion right (recognized in capital surplus- stock options): Please refer to Note 6(16) for details.

Interest expenses: Please refer to Note 6(20) for details.

The main rights and obligations attached to the Company's issued and outstanding secured convertible

corporate bonds are as follows:

The main
corporate bonds
rights and obligations attached to the Company's issued and outstanding secured convertible
are as follows:
Item The first issue of secured convertible corporate bonds in 2021
Total issue
amount
NT$300,000,000
Issue date 2021.9.24
Issue period 2021.9.24~2024.9.24
Coupon rate 0%
Trustee Land Bank of Taiwan Co., Ltd.
Repayment
method
Unless the bondholders apply for conversion into the Company’s ordinary shares as per the
Company's conversion method, or the Company redeems them in advance as per the conversion
method, or securities firms buy back and cancel them, the Company will redeem the bonds in cash in
a lump sum upon maturity.
Redemption
method
From the day following the full three months after the issue of the convertible corporate bonds (December 25,
2021) to 40 days before the end of the issue period (August 15, 2024), if the closing price of the Company's
ordinary shares exceeds the current conversion price by 30% or higher for 30 consecutive business days, or when
the balance of the outstanding convertible corporate bonds is lower than 10% of the initial total issue amount, the
Company may redeem the bonds in advance.
Conversion
method
Conversion period
From the day following the full three months after the issue date of the convertible corporate bonds (December 25,
2021) to the maturity date (September 24, 2024), the bondholders shall convert the bonds into the Company’s
ordinary shares as per the conversion method.
Conversion
price
NT$15.8
~28~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(XIV) Lease liabilities

The Company's lease liabilities are as follows:

Current

Non-current
2022.12.31
$
3,094
2021.12.31
2,919

$
7,674

11,100

Please refer to Note 6 (21) Financial Instruments for maturity analysis.

The amounts recognized in profit or loss are as follows:

Please refer to Note 6 (21) Financial Instruments for maturity analysis.
The amounts recognized in profit or loss are as follows:
nalysis.
2022
Interest expense on lease liabilities
$
244
Expense on short-term leases
$
328
Amounts recognized in the statements of cash flows are as follows:
2022
Total cash outflow from leases
$
4,077
2022
$
244
2021
329
$
328
412
2021

3,773

The Company leases in buildings as offices, and the lease terms of the offices range from one to five years. In addition, the Company leases in parking space, machinery, and transportation equipment, with the lease terms ranging from one to three years.

The above lease contracts contain an option for lease extension, which is only enforceable by the Company and not by the lessor. When it is not reasonably certain that an option to extend the lease term will be exercised, payments related to the period covered by the option are not included in the lease liabilities.

(XV) Income tax

1. Income tax expense

The details of the Company's income tax expenses for 2022 and 2021 are as follows:

Current income tax expense
Land value increment tax
2022

$
5,531
2021
1,122

The adjustments of the Company’s income tax expenses and earnings before tax for 2022 and 2021 are

as follows:
Net loss before tax
Income tax calculated at the domestic tax rate where the Company is
located
Land value increment tax
Book-tax difference
Tax-exempt income
Book-tax difference in capitalized interest
Current tax losses on unrecognized deferred tax assets
Changes in unrecognized temporary differences
Total
2022 2021

(32,555)
$ (89,097)

(17,819)
5,531
748
(679)
947
12,788
4,015
$
5,531



(6,735)

1,122

639

(2,431)

1,109

7,505

(87)



1,122
~29~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

2. Deferred tax assets

Unrecognized deferred tax assets

Items not recognized in deferred tax assets by the Company are as follows:

Deductible temporary differences
Tax loss
2022.12.31
$ 4,762
110,091
2021.12.31
747
95,464

$
114,853

96,211

Taxable losses are determined in accordance with the Income Tax Act, and the losses for the previous ten years may be deducted from the net income for the year after being approved by the tax authority before the income is taxed. Such an item is not recognized in deferred tax assets because it is not highly probable that the Company will have sufficient taxable income in the future for the temporary differences.

As of December 31, 2022, the deadlines for using the tax losses that the Company has not recognized in deferred tax assets are as follows:

in deferred tax assets are as follows:
Year Losses not yet used Last valid year
Approved amount in 2013
Approved amount in 2014
Approved amount in 2015
Approved amount in 2016
Approved amount in 2018
Approved amount in 2019
Approved amount in 2020
Amount filed in 2021
Estimated amount in 2022
$ 62,773
2023
53,343
2024
78,675
2025
75,403
2026
80,915
2028
48,108
2029
40,580
2030
46,718
2031
63,942
2032
$
550,457

3. The Company’s business income taxes were assessed by the tax authority up to the year 2020.

(XVI) Capital and other interests

The total amount of the Company's authorized capital as of December 31, 2022 and 2021 was both NT$6,750,000,000, divided into 675,000,000 shares in both years, with a par value of NT$10 per share. The paid-in capital is NT$1,002,654,000, with a par value of NT$10 per share, and all the capital funds for the outstanding shares have been received.

~30~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

1. Issue of ordinary shares

On June 30, 2022, the Company’s shareholders' meeting passed a resolution to conduct capital increase in cash through a private placement to increase its working capital and enhance future development and authorized the Board of Directors, within a scope of not more than 30,000,000 shares, to conduct capital increase in cash by issuing ordinary shares in one or two tranches through private placement within one year after the resolution was adopted by the shareholders' meeting. Further, the shareholders’ meeting dated August 4, 2021 resolved that the amount of capital increase in cash through a private placement which has not yet been executed would not be executed any longer.

2. Capital surplus

he balance of the Company's capital surplus is as follows:

Capital surplus
he balance of the Company's capital surplus is as follows:
Gain on disposal of assets
Stock options - issue of convertible corporate bonds
Others
2022.12.31
$ 110
21,828
159
2021.12.31
110
21,828
-
$
22,097
21,938

Pursuant to the Company Act, the Company shall issue new shares or pay out cash in proportion to the existing shareholders' shares from the realized capital surplus after the capital surplus is used to compensate the deficit first. The realized capital surplus referred to in the preceding paragraph includes the premium from the shares issued at par and the income from gifts. Pursuant to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, the total amount of capital surplus to be used as capital shall not exceed 10% of the paid-in capital.

The Company recalled the stock dividends which shareholders failed to claim within the specific time limit and recognized the capital surplus, NT$159 thousand, in May 2022.

3. Retained earnings

Under the earnings distribution policy as set forth in the Company’s Articles of Incorporation, where the Company made a profit in a fiscal year, the profit shall be first used for paying taxes, offsetting the cumulative deficit, setting aside 10% of the remaining profit as a legal reserve unless it has reached the total amount of the Company’s paid-in capital, setting aside an amount for or reversing a special reserve in accordance with operational needs and the laws and regulations, and then any remaining profit, together with any undistributed retained earnings at the beginning of the period, shall be adopted by the Company’s Board of Directors as the basis for making a distribution proposal, which shall then be submitted to the shareholders’ meeting for a resolved before distribution.

(1) Legal reserve

When the Company suffers no losses, it may, upon a resolution by the shareholders' meeting, issue new shares or pay out cash from the legal reserve, but only to the extent that such reserve exceeds 25% of the paid-in capital.

(2) Earnings distribution

The shareholders’ meeting of the Company was resolved on June 30, 2022 and August 4, 2021 to offset the losses for 2021 and 2020, respectively.

~31~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. Other interests (net of tax)
Balance on January 1, 2022
Share of exchange difference on
translation from subsidiaries using the
equity method
Unrealized profit or loss from financial
assets measured at fair value through
other comprehensive income
Realized loss on disposal of equity
instrument at fair value through other
comprehensive income
Balance on December 31, 2022
Balance on January 1, 2021
Share of exchange difference on
translation from subsidiaries using the
equity method
Unrealized profit or loss from financial
assets measured at fair value through
other comprehensive income
Balance on December 31, 2021
Exchange
difference on
translation of
financial
statements of
foreign operations
Unrealized gain
(loss) on financial
assets at fair
value through
other
comprehensive
income

(16,382)

-
2,510
2,923
Total
(16,368)
117
2,510

2,923
$ 14
117
-
-
$
131


(10,949)

(10,818)
$ 90
(76)

-


(19,796)

-

3,414

(19,706)
(76)

3,414
$
14


(16,382)

(16,368)
  • (XVII) Loss per share

The Company’s basic loss per share in 2022 and 2021 were calculated based on the net loss attributable

to the equity holders of the Company's ordinary shares and the weighted average number of outstanding ordinary shares. The relevant numbers are as follows:

  1. Basic loss per share

  2. (1) Net loss attributable to equity holders of the Company’s ordinary shares

Net loss attributable to equity holders of the Company’s ordinary
shares for the current period
(2) Weighted average number of outstanding ordinary shares
Weighted average number of outstanding ordinary shares
Basic loss per share (NTD)
2022
2021
$
(94,628)
(33,677)


2022
2021
100,265
100,265


$
(0.94)
(0.34)
~32~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

2. Diluted loss per share

The Company’s diluted loss per share in 2022 and 2021 were calculated based on the net loss attributable to the equity holders of the Company's ordinary shares and the weighted average number of outstanding ordinary shares, adjusted for the effect of all potential dilutive ordinary shares. The relevant numbers are as follows:

  • (1) Net loss attributable to equity holders of the Company’s ordinary shares (diluted)
2022
Net loss attributable to equity holders of the Company’s
ordinary shares (basic)
$ (94,628)
Interest expense on convertible corporate bonds
(Note)
Net loss attributable to equity holders of the Company’s
ordinary shares (diluted)
$
(94,628)
Weighted average number of outstanding ordinary shares (diluted)
2022
Weighted average number of outstanding ordinary shares (basic)
100,265
Effect of conversion of convertible corporate bonds
(Note)
Weighted average number of outstanding ordinary shares
(diluted)
100,265
Diluted loss per share (NTD)
$
(0.94)
2021
(33,677)
(Note)
(33,677)

2021
100,265
(Note)
100,265

(0.34)

(2) Weighted average number of outstanding ordinary shares (diluted)

Note: It is not included in the calculation of diluted earnings per share due to its anti-dilution effect. (XVIII) Revenue from customer contracts

  1. Details of revenue
Revenue from customer contracts recognized
Rent income
Details of revenue
Main region/market:
Taiwan
Main product/service line:
Product sales (sales of property)
Contract type:
Fixed-price contract
Time point of revenue recognition:
Goods and services transferred at a point in time
2022
$ 317,353
617
2021
136,276
102
$
317,970
136,378

2022

$
317,353

2021
136,276
136,276
136,276
136,276


$
317,353


$
317,353


$
317,353
  1. Details of revenue
~33~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. Contract balance
Notes receivable
Accounts receivable
Less: Allowance for losses
Contract liabilities -Sales of property
2022.12.31
$ 5,490
4,383
(4,212)
2021.12.31
394
47,262
(4,212)
2020.1.1
1,269
4,212
(4,212)

$
5,661

43,444

1,269

$
90,290

48,776

21,934

Please refer to Note 6(4) for the information on notes receivable, accounts receivable, and impairment thereof.

The opening balances of contract liabilities of NT$30,203 thousand and NT$0 at January 1, 2022 and 2021 were recognized as income in 2022 and 2021, respectively.

The change in contract liabilities is mainly due to the timing difference between the time of the Company's transfer of goods or services to customers to fulfill its contractual obligations (i.e., recognizing contract liabilities as revenue) and the time of payment made by the customers.

(XIX) Remuneration to employees, directors, and supervisors

According to the Company’s Articles of Incorporation, no less than 4% and no more than 4% of any profits for the year should be distributed as employees’ remuneration and directors’ remuneration, respectively. However, when the Company still has a cumulative deficit, it shall reserve an amount in advance to compensate it. The subjects for the issuance of remunerations may include employees of a holding or subordinate company satisfy certain criteria, and the board of directors is authorized to specify such criteria.

The Company reported losses before tax in both 2022 and 2021 and hence there was no need to distribute remunerations to employees or directors. Relevant information is available at the Market Observation Post System.

(XX) Non-operating income and expenses

1. Interest income

The details of the Company's interest income for 2022 and 2021 are as follows:

Interest income
Interest on bank deposits
Imputed interest on security deposits
Guarantee deposits paid
Other interest income
2022
$ 167
8
3,488
4
2021
11
9
3,147
30
$
3,667
3,197

2. Other income

The details of the Company's other income for 2022 and 2021 are as follows:

Management fees income
Dividend income
Rent income
Others
2022
$ 3,714
294
-
1,043
2021
4,024
-
50
227
4,301

$
5,051
~34~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

3. Other gains and losses

The details of the Company's other gains and losses for 2022 and 2021 are as follows:

Foreign currency exchange gain
Gain on lease modifications
Net loss on financial assets at fair value through profit or loss
Gain on reversal of impairment of property, plant and equipment
Others
2022
$ -
-
(6,930)
-
-
2021
1
400
-
11,787
(2,577)
$
(6,930)

9,611

4. Financial costs

The details of the Company's financial costs for 2022 and 2021 are as follows:

Interest expense
Interest on bank borrowings
Interest on lease liabilities
Financial costs
Discounted and amortized convertible corporate bonds
Less: Capitalized interest

Capitalized interest rate
2022

$ 7,576
244
3,679
8,756
(3,034)
2022

$ 7,576
244
3,679
8,756
(3,034)
2021
11,841
329
1,374
2,858
(1,626)

$
17,221

14,776

1.85%~2.78%

1.85%~2.01%

(XXI) Financial instruments

1. Credit risk

(1) Maximum exposure to credit risk

The carrying amount of financial assets represents the maximum exposure to credit risk.

(2) Credit concentration risk

As the Company has a large customer base and does not have significant customer concentration in

transactions, there is no significant credit concentration risk of accounts receivable.

(3) Credit risk of receivables and debt securities

Please refer to Note 6 (4) for credit risk exposure of notes receivable and accounts receivable.

Other financial assets at amortized cost include other receivables (listed in other financial assets - current). Allowances for overdue receivables for 2022 and 2021 have been provided.

Said financial assets are with low credit risk, so the allowance for losses for the periods was measured at the amount of 12-month expected credit loss (please refer to Note 4(6) for information on how the Company determines the credit risk as low).

~35~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

2. Liquidity risk

The table below shows the maturity dates of contractual financial liabilities, including estimated interest but excluding the effect of netting arrangement.

December 31, 2022
Non-derivative financial liabilities
Floating-rate instruments
Fixed-rate instruments
Non-interest bearing liabilities
Lease liabilities
December 31, 2021
Non-derivative financial liabilities
Floating-rate instruments
Fixed-rate instruments
Non-interest bearing liabilities
Lease liabilities
Carrying
amount
Contractual
cash flow
Within 6
months
6–12 months 1–2years 2–5years More than 5
years


$ 362,782
284,786
59,527
10,768



373,575

300,000

59,527

11,134

5,861

-

59,527

1,669



229,485
-

-

1,602



94,649
300,000
-

2,779
43,580
-
-
5,084

-
-
-

-

$
717,863



744,236



67,057



231,087



397,428

48,664


-



$ 423,053
276,030
46,115
14,019





434,835

300,000

46,115

14,625



139,195

-

46,115

1,523





2,736
-

-

1,604





201,655
-
-

3,193

91,249
300,000
-
8,305


-

-
-

-

$
759,217



795,575



186,833



4,340



204,848

399,554


-

The Company does not expect that the timing of the cash flows for the maturity analysis will occur significantly earlier or that the actual amounts will be significantly different.

3. Interest rate analysis

The exposure of the Company's financial assets and financial liabilities to interest rate risk is described in liquidity risk management in this note.

The sensitivity analysis below is based on the exposure of derivative and non-derivative instruments to interest rate risk at the balance sheet date. For floating-rate liabilities, the analysis is based on an assumption that the amount of a liability outstanding at the balance sheet date is outstanding throughout the year. The sensitivity to a 1% change in interest rate is used when reporting the interest rate risk internally to key management personnel and also represents the management’s assessment of the reasonably possible change in interest rates.

If the interest rate increased/decreased by 1% and all other variables remain unchanged, the Company’s net income before tax for 2022 and 2021 would have decreased/increased by NT$2,553 thousand and NT$3,615 thousand, respectively, mainly due to the Company’s borrowings at variable interest rates.

4. Other price risks

If the price of equity securities changes on the reporting date (the same basis is adopted for the analysis of the two periods with an assumption that other factors remain unchanged), the impact on the comprehensive income items is as follows:

Security price on the 2022.12.31 2022.12.31 2021.12.31 2021.12.31

Other
comprehensive
income after tax
Profit or loss after
tax
Other
comprehensive
income after tax
Profit or loss after
tax
-

reporting date
Up by 1%
Down by 1%
$
173
878 155
$
(173)

(878)

(155)

-
~36~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. Information on fair value

  2. (1) Valuation process of fair value of financial instruments

The Company's accounting policies and disclosures include the adoption of fair value to measure its financial and non-financial assets and liabilities. The Company has established relevant internal control systems for fair value measurement. Of them, a valuation team has been established to be responsible for reviewing all significant fair value measurements (including Level 3 fair value) and reporting directly to the Chief Financial Officer. The team regularly reviews significant unobservable inputs and adjustments. If an input used to measure fair value is based on external third-party information (such as a broker or pricing service institution), the valuation team will assess the evidence provided by the third party in support of the input to confirm that the valuation and its fair value level are aligned with the requirements of IFRS.

The Company adopts observable inputs in the market wherever possible when measuring its assets and liabilities. The fair value levels are based on the inputsused in the valuation techniques and are classified as follows:

  • ‧Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • ‧Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).

  • ‧Level 3 inputs are not based on observable inputs (unobservable inputs) for the asset or liability.

  • (2) Types and fair values of financial instruments

The Company measures recurring fair values of the financial assets at fair value through profit or loss and at fair value through other comprehensive income. The carrying amounts and fair values of various types of financial assets and financial liabilities (including fair value level information, but the carrying amounts of financial instruments not measured by fair value is a reasonable approximation of fair value, and the fair values of lease liabilities, as per regulations, are not required to be disclosed) are listed below:

isted below:
Financial assets at fair value through profit or loss
Non-derivative financial assets mandatorily at
fair value through profit or loss
Financial assets at fair value through other
comprehensive income
Domestic and foreign unlisted stocks
Financial assets at fair value through other
comprehensive income
Domestic and foreign unlisted stocks
2022.12.31 Total
87,780
Carrying
amount
$
87,780
Fair value
Level 1
87,780
Level 2

-
Level 3
-

$
19,718

-

-
19,718
19,718
2021.12.31
Total
17,944
Carrying
amount
$
17,944
Fair value
Level 1
-
Level 2

-
Level 3
17,944
~37~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  • (3) Fair value valuation techniques for financial instruments not at fair value

The methods and assumptions adopted by the Company to estimate instruments not at fair value are as follows:

  • (3.1) Financial assets and liabilities at amortized cost

If there is information on quoted prices from transactions or market makers, the latest transaction price and quoted price should be adopted as the basis for valuating the fair value. If there is no information on market prices for reference, the valuation method is adopted for estimation. The estimates and assumptions used in the valuation method are the discounted value of cash flows to estimate the fair value.

  • (4) Fair value valuation techniques for financial instruments at fair value

  • (4.1) Non-derivative financial instruments

When a financial instrument is quoted in an active market, the quoted price in the active market is the fair value. The market prices announced by major exchanges and Taipei Exchange that sells popular bonds are the basis for the fair value of listed equity instruments and debt instruments with quoted prices in the active markets.

A financial instrument is deemed to be with quoted prices in the active markets if its quoted prices can be obtained from exchanges, brokers, underwriters, industry associations, pricing services institutions, or competent authorities in a timely and regular manner, and the prices represent the prices in actual fair market transactions that occur frequently. If the above criteria are not met, the market is deemed inactive. Generally speaking, a large bid-ask spread, a significant increase in the bid-ask spread, or a low trading volume are all indicators of an inactive market.

If there is an active market for financial instruments held by the Company, their fair values are determined with reference to the quoted prices in the market.

Except for the above financial instruments with active markets, the fair values of other financial instruments are obtained through valuation techniques or with reference to the quoted prices by counterparties. The fair value obtained through valuation techniques may be calculated and obtained with reference to the present fair value of other financial instruments with substantively similar criteria and characteristics, discounted cash flow method, or other valuation techniques, including the use of models based on market information available at the balance sheet date.

If a financial instrument held by the Company is with no active market and its fair value is in the category of equity instruments without quoted prices based on the type and attribute, its fair value is measured using the asset method with the main assumption based on the balance sheet of the investee. The estimate has been adjusted for the effect of the discount on the control premium and liquidity of the equity securities.

(5) Transfer between Levels 1 and 2: None.

~38~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(6) Details of changes in Level 3

Details of changes in Level 3
January 31, 2022
Recognized in other comprehensive income
Stocks allocated due to liquidation of investee
Liquidation
December 31, 2022
January 1, 2021
Recognized in other comprehensive income
Capital refunded for capital reduction
December 31, 2021
At fair value through
other comprehensive
income
Equity instruments
without quoted prices
$ 17,944
2,510
5,715
(6,451)

$
19,718

$ 18,628
3,414
(4,098)

$
17,944

(7) Quantitative information on measurement of significant unobservable fair value input (Level 3)

The Company's fair value classified as Level 3 mainly includes financial assets at FVTOCI - equity securities investment.

Most of the Company's fair values are classified as Level 3 (with only a single significant unobservable input), and there are multiple, significant unobservable inputs only in investments in equity instruments without active markets. Significant unobservable inputs for investments in equity instruments with no active market are independent of each other and therefore do not correlate.

Quantitative information on significant unobservable inputs is listed as follows:

Item
Financial assets at
FVTOCI – investments in
equity instruments
without active markets
Valuation
technique
Asset method
Significant unobservable
input
Significant unobservable
input and relations with
fairvalue
‧Discount on liquidity
(32.30% on both
December 31, 2022 and
2021)
‧Discount on non-controlling
interests (6.45% on
December 31, 2022 and
2021)
‧The higher the liquidity disco
the lower the fair value
‧The higher the non-controllin
interest discount, the lower
the fair value
Significant unobservable
input and relations with
**fairvalue **
~39~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(8) Analysis of sensitivity of Level 3 fair value to reasonably possible alternative assumptions

The measurement of fair values of financial instruments by the Company is reasonable, but the use of different valuation models or valuation parameters may result in different valuation results. For financial instruments classified as Level 3, if the valuation parameters change, the effect on the current profit or loss or other comprehensive income is as follows:

December 31, 2022
Financial assets at fair value through other comprehensive income
Investment in equity instruments without active markets
December 31, 2021
Financial assets at fair value through other comprehensive income
Investment in equity instruments without active markets
Input Up/down
movements
Changes in fair value reflected in other
comprehensive income
Favorable change
Unfavorable change
-
(2,108)
2,108
-
-
(2,913)
2,913
-
-
(1,870)
1,870
-
-
(2,583)
2,583
-
Favorable change
Non-controlling
interest discount
Non-controlling
interest discount
Liquidity discount
Liquidity discount
Non-controlling
interest discount
Non-controlling
interest discount
Liquidity discount
Liquidity discount
+10%
-10%
+10%
-10%
+10%
-10%
+10%
-10%
-
2,108
-
2,913
-
1,870
-
2,583

The Company’s favorable and unfavorable changes refer to the fluctuations of fair values, and fair values are calculated with the valuation techniques based on different unobservable inputs. If the fair value of a financial instrument is affected by more than one input, the above table only reflects the effect of changes in a single input without taking into account the correlation and variability between the inputs

(XXII) Financial risk management

1. Summary

The Company is exposed to the risks below due to the use of financial instruments:

  • (1) Credit risk

(2) Liquidity risk

(3) Market risk

This note indicates the Company's exposure to each of the above risks and its objectives, policies, and procedures for risk measurement and management. Please refer to the notes to the parent company only financial statements for more quantitative information.

2. Risk management framework

The Board of Directors is responsible for establishing and supervising the Company’s risk management structure at its discretion. The Board of Directors has fully delegated the management to be responsible for the development and management of the Company's risk management policy, and it shall regularly report on the operations to the Board of Directors.

The formulation of the Company's risk management policy aims to identify and analyze the risks faced by the Company, set appropriate risk limits and control, and monitor risks and observance of risk limits. The risk management policy and system are regularly reviewed to reflect changes in market conditions and the Company's operations. The Company develops a disciplined and constructive control environment through training, management guidelines, and operating procedures, enabling all employees to understand their roles and responsibilities.

~40~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The Company's Audit Committee supervises how the management monitors compliance with the Company's risk management policy and procedures and reviews the appropriateness of the Company's risk management framework governing the risks faced. Internal auditors assist the Company's Audit Committee with its supervisory role. These personnel conduct regular and exception reviews of risk management controls and procedures and report the review results to the Board and Audit Committee.

3. Credit risk

The Company’s credit risk is the risk of financial loss suffered by the Company arising from the failure of customers or counterparties of financial instruments to fulfill contractual obligations, mainly from the Company's accounts receivable from customers.

(1) Accounts receivable and other receivables

The credit policy has been established in the Company's internal control system, according to which the Company should analyze the credit rating of each new customer before making a standard payment or formulating shipping terms and conditions. The Company's review and control mechanism includes customers’ historical transaction records and external credit ratings. Maximum procurement amounts are set on a customer-by-customer basis and represent the maximum outstanding amount that does not require the management team’s approval. Such maximum amounts are under regular review.

As the Company has a large customer base for the construction business with customers distributed over different areas, there is no significant customer concentration and the credit concentration risk of accounts receivable is not likely to be significant. As most of the counterparties engaging in real estate development and sales business are generally individuals, the funds received are mainly paid by remittance, bills or notes, and mortgage, so the relevant credit risk is relatively low.

In addition, the Company's construction projects are based on its operating regulations on project contracting. Its contracting and construction technology conforms to the regulations with a positive reputation. Therefore, it can ensure the quality and progress of its construction projects. When necessary, it requires the construction companies to make a security deposit to ensure the construction quality. Other receivables are mainly from landowners, other joint construction partners, and subsidiaries. After assessment, the debtors should be able to repay the debts, so the credit risk of the Company's other receivables is not significant.

  • (2) Investment

The credit risk of bank deposits, fixed-income investments, and other financial instruments is measured and monitored by the Company’s finance department. As the Company's transaction counterparties and contract counterparties are all creditworthy banks, financial institutions rated at investment grade and above, corporate organizations, and government agencies, there is no significant doubts over contract performance, hence no significant credit risk.

  • (3) Guarantee

As of the end of 2022 and 2021, the Company and other co-builders, in joint investment in construction projects or joint construction projects, provide endorsements and guarantees to each other. Please refer to Note 13 for details of such endorsements and guarantees.

  1. Liquidity risk

Liquidity risk is the risk arising when the Company cannot deliver cash or other financial assets to settle financial liabilities and fails to fulfill relevant obligations. The Company's approach to managing liquidity is to ensure, as much as possible, that the Company, under normal circumstances and pressure, has sufficient liquidity to cover its liabilities as they fall due, without resulting in a risk of incurring unacceptable losses or causing damage to the Company's reputation.

~41~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The Company calculates the funds required for the cost of each development and construction project, payments that can be collected from customers during the sales period, and the construction loans from banks and properly plans the times of receipts of funds to ensure that it has sufficient working capital to cover the liabilities that are due. As part of the funds required for the development and construction projects can be financed by banks, and customers can also obtain mortgages from banks to cover most of the payment when housing units are handed over to customers; thus, the Company is not susceptible to the risk of material losses or reputational damage.

5. Market risk

Market risk refers to the risk that affects the Company's revenue or the value of financial instruments held due to changes in market prices, such as changes in exchange rates, interest rates, or equity instrument prices. The purpose of market risk management is to control the exposure to market risks within a range of tolerance and optimize return on investment. The Company does not engage in transactions in financial instruments (including derivative financial instruments) for the main purpose of speculation.

  • (1) Exchange rate risk

The Group’s functional currency is mainly in NTD. The Company's main business transactions (including receivables, payables, loans, or financing) are mainly denominated in NTD, so there is no risk of significant fluctuations in foreign exchange rates.

  • (2) Interest rate risk

The Company's policy is to have the management review and control the optimal interest rate portfolio of financial liabilities, in order to control the risk of interest rate fluctuations in the Company's finance.

The Company’s interest rate risk mainly comes from bank borrowings. As per the Company’s assessment, the interest rate level is stable in its operating environment in recent years, and there should not be significant interest rate risk.

(XXIII) Capital management

The Company's capital management aims to ensure the ability to continue as a going concern, continue to provide bonuses to shareholders and interests to other stakeholders, and maintain an optimal capital structure to reduce capital costs.

To maintain or adjust the capital structure, the Company may adjust the dividends paid to shareholders, reduce capital and refund capital to shareholders, issue new shares, or sell assets to settle liabilities.

The Company controls capital based on the debt-to-equity ratio. The ratio is calculated with net debt divided by total capital. Net debt is the total debt on the balance sheet less cash and cash equivalents. Total capital refers to all components of equity (i.e. share capital, capital surplus, retained earnings, and other equity) plus net debt.

The Company’s capital management strategy in 2022 was largely consistent with 2021: maintenance of the debt to capital ratio to ensure financing at a reasonable cost.

The debt-to-equity ratios as of December 31, 2022 and 2021 were as follows:

Total liabilities
Less: Cash and cash equivalents
Net liability
Total equity
Adjusted capital
Debt-to-equity ratio
2022.12.31
$ 822,094
(53,148)
2022.12.31
$ 822,094
(53,148)
2021.12.31
834,918
(34,481)

768,946
504,484

800,437
596,326

$
1,273,430

1,396,763

60.38%

57.31%
~42~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(XXIV) Non-cash transactions and investments and financing activities

The Company's non-cash transactions and investments and financing activities in 2022 and 2021 are as follows:

  1. Please refer to Note 6(10) for details of the right-of-use assets obtained through leases.

  2. The reconciliation of liabilities from financing activities is as follows:

Short-term borrowings
Long -term borrowings
Corporate bonds payable
Lease liabilities
Total amount of liabilities from financing
2022.1.1
$ 423,053
-
276,030
14,019

$
713,102
Cash flows
(107,271)
47,000
-

(3,505)
(63,776)
Non-cash
movement
Others
-
-
(Note 1) 8,756
(Note 2) 254
2022.12.31
315,782
47,000
284,786
10,768

9,010

658,336

activities

Short-term borrowings
Short-term notes payable
Corporate bonds payable
Lease liabilities
Total amount of liabilities from financing
2021.1.1
$ 606,684
26,989
-
10,964

$
644,637
Cash flows
(183,631)
(27,304)
295,000
(3,032)
81,033
Non-cash
movement
Others
-
(Note 3) 315
(Note 1) (18,970)
(Note 4) 6,087
2021.12.31
423,053
-
276,030
14,019

(12,568)

713,102

activities

Note 1: It refers to the stock options and discounting and amortization of convertible corporate bonds. Note 2: New lease liabilities arising from the period.

Note 3: It is the discounted amortized short-term notes payable.

Note 4: An increase of NT$13,198 thousand and a reduction in rents by NT$7,111 thousand.

VII. Related Party Transactions

  • (I) Name of related party and relations

During the periods covered by the standalone financial statements, the Company’s subsidiaries and other

related parties with transactions with the Company are as follows:

Name of related party

Better Life Green Energy Technology Co., Ltd.

Better Life Real Estate Co., Ltd.

Better Life Jinxia (Xiamen) Tourism Management Service Co., Ltd.

Better Life Group Travel Service Co., Ltd.

Puyuan Development Co., Ltd.

Puyuan Advertising Co., Ltd.

Puqun Advertising Co., Ltd.

Relations with the Company

Subsidiary of the Company

Subsidiary of the Company

Subsidiary of the Company

Subsidiary of the Company

  • A supervisor at the company is a member of the key management personnel of the Company

  • A director at the company is a member of the key management personnel of the Company

  • A director at the company is a member of the key management personnel of the Company

~43~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

Name of relatedparty Relations with the Company
Puyuan Construction Co., Ltd. A director at the company is a member of the key
management personnel of the Company
Puxu Advertising Co., Ltd. A director at the company is a member of the key
management personnel of the Company
Pushi Construction Co., Ltd. A director at the company is a member of the key
management personnel of the Company
Puquan Advertising Co., Ltd. A director at the Company
Pucheng Construction Co., Ltd. Substantive related party
Chang, Chun-Kuei A relative within first degree of kinship of a director at
the Company

(II) Significant transactions with related parties

1. Purchase of goods from related parties

The amount of goods purchased by the Company from other related parties for contracting of projects is as follows:

follows:
Pucheng Construction Co., Ltd.
Belongs to other related parties
Purchases
2022
2021
$ 67,945
28,108
1,572
2,286

$
69,517



30,394

The price of a project outsourced by the Company to a related party is determined through price comparison and negotiation between both parties, and the payment is made as per the agreed payment terms. Please refer to Note 9 for the engineering contracts entered into by the Company and related parties as of December 31, 2022 and 2021.

2. Payables to related parties

The details of the Company's payables to related parties are as follows:

Account Relatedparty category 2022.12.31
$ 6,561
8,536
12,014
-
8,812
6,452
847
2021.12.31
6,100
-
-
10,361
3,154
6,400
200
Notes payable

Accounts payable
Accounts payable
Accounts payable
Accounts payable
Accounts payable
Accounts payable
Pucheng Construction Co., Ltd.
Pucheng Construction Co., Ltd.
Puquan Advertising Co., Ltd.
Puqun Advertising Co., Ltd.
Subsidiary - Better Life Real Estate Co.,
Ltd.
Subsidiary - Better Life Green Energy
Technology Co., Ltd.
Belongs to other related parties
$
43,222
26,215

3. Leases

(1) Lease-out

The Company leased an office to its subsidiary in 2022 and 2021 and signed a two-year lease contract as per the rental market in nearby areas. The rental income in 2022 and 2021 was NT$100 thousand and NT$91 thousand, respectively.

~44~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

(2) Lease-in

The Company rented the headquarter office building from Puyuan Advertising Co., Ltd. and Puxu Advertising Co., Ltd. in June 2018 and November 2021 by signing a two-year lease contract and a five-year lease contract, respectively and in reference to rentals for offices in the neighborhood area. The interest expenses recognized for 2022 and 2021 were NT$0 and NT$215 thousand as well as NT$256 thousand and NT$40 thousand , respectively. As of December 31, 2022 and 2021, the balances of lease liabilities were NT$9,805 thousand and NT$12,612 thousand, respectively In addition, the guarantee deposits paid due to the above leases as of December 31, 2022 and 20201 were NT$463 thousand and NT$0, respectively.

4. Others

  • (1) The Company signed an marketing agency contract with its subsidiary Better Life Real Estate Co., Ltd. for the sale of the Kang ChiaoAsahi Villa project. See Note 9. During 2022 and 2021, the Company paid the marketing agency service fee to the subsidiary, in the amounts of NT$19,457 thousand and NT$7,993 thousand, respectively, recognized in operating expenses, and the incremental cost of obtaining contracts was recognized in the amounts of NT$8,392 thousand and NT$5,605 thousand, respectively.

  • (2) The Company signed an marketing agency contract with Puqun Advertising Co., Ltd. and Puquan Advertising Co., Ltd., respectively, for the sale of property. See Note 9. During 2022 and 2021, the Company paid the marketing agency service fee to the related parties, in the amount of NT$0 and NT$0, respectively, recognized in operating expenses, and the incremental cost of obtaining contracts was recognized in the amounts of NT$30,852 thousand and NT$9,867 thousand, respectively.

  • (3) The Company obtained from Pucheng Construction Co., Ltd. a guarantee check of NT$28,612 thousand as of December 31, 2022 and 2021 for construction and engineering works.

  • (4) The Company provided the related party Chang Chun-Kuei with interest subsidies of NT$3,261 thousand and NT$0 (recognized in prepayments), a guarantee deposits paid of NT$24,500 thousand, and guarantee notes submitted of NT$24,500 thousand, respectively, as of December 31, 2022 and 2021, for the joint development and separate sale of the project on the land at Guishan Hwa-Ya. In addition, it engaged in a joint investment in this construction project with Puyuan Development Co., Ltd. and Pushi Construction Co., Ltd.

  • (5) The Company and Puyuan Construction Co., Ltd. jointly invested in a construction project in the Mei-Ren section, Songshan District, and jointly integrated and developed an urban renewal project in the Shitan section, Neihu District.

  • (6) The company and its subsidiary, Better Life Green Energy Technology Co., Ltd., signed a solar power management contract in 2021. It is agreed that the Company has to pay a monthly management service fee of NT$60,000 to the subsidiary and the necessary costs for the construction of a solar power zone in a solar power project till a development permit is obtained and the category of land use is changed. As of December 31, 2022 and 2021, the estimated accounts payable amounted to NT$6,400 thousand and NT$6,400 thousand, respectively.

  • (7) The Company entered into a renovation contract with Puxu Advertising Co., Ltd., a related party, for office renovation, and the price was fully paid as of December 31, 2022. The leasehold improvements were recognized as $4,733 thousand.

  • (III) Transactions with key management personnel Key management personnel’s remuneration includes:

[Short-term employee benefits]

2022 2021 $ 9,824 9,824

~45~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

VIII. Assets Pledged

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

**Name of asset ** **Asset pledged as collateral ** 2022.12.31 2021.12.31

836,516

5,890

21,347

83,047

-
Inventories -Construction industry
Other financial assets-current
Other financial assets-current
Investment property
Financial assets at fair value through
profit or loss -non-current
Short-term borrowings and
short-term notes payable
Reserve account
Trust account
Short-term borrowings and
corporate bonds payable
Long -term borrowings
$ 599,528
2,406
52,104
84,464
87,780

$
826,282

946,800

IX. Significant Contingent Liabilities and Unrecognized Commitments

  • (I) Significant unrecognized commitments:

  • The information on the sales contracts signed between the Company and the customers for the projects launched is as follows:

Total contract price
Advance receipts
2022.12.31
$
756,113
2021.12.31
304,292
48,776

$
90,290
2. The construction contracting contracts signed and payments made by the Company
projects it invests are as follows:
2022.12.31
Payables not yet priced as per contract
$
206,703
Payables to related parties that have not been priced as per
contract
$
204,362
2. The construction contracting contracts signed and payments made by the Company
projects it invests are as follows:
2022.12.31
Payables not yet priced as per contract
$
206,703
Payables to related parties that have not been priced as per
contract
$
204,362
for the construction
2021.12.31
225,247
221,999

$
204,362
  1. The situation of joint construction contract and joint investment contract on construction projects signed by the Company and the landlords is as follows:
Project name or land lot Joint construction method Joint construction deposits paid
(construction deposits paid)
Joint construction deposits paid
(construction deposits paid)
2022.12.31
$ 198,805
24,500
-
-
-
2021.12.31
Xinyi Section, Xinyi District
Hwa-Ya Section, Guishan
District
Zhongshan Section, Zhongshan
District
Meiren Section, Songshan
District
Shitan Section, Neihu District
Joint investment in construction
and joint construction and
allocation of housing units
Joint investment in construction
and joint construction and
separate sale
Joint investment in construction
and joint construction and
allocation of housing units
Joint investment in construction
and joint construction and
allocation of housing units
Urban renewal project
195,317
24,500
-
-
-
$
223,305
219,817
  1. The Company’s guarantee notes submitted amounted to NT$24,500 thousand and NT$24,500 thousand as of December 31, 2022 and 2021, respectively, for business requirements.
~46~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. The Company paid a net amount of NT$48,509 thousand and recognized this as prepayment as of December 31, 2022 and 2021, respectively, for authorizing third parties in the integration and disposal of projects under development as well as other relevant matters. In addition, the advance receipts were NT$20,000 thousand as of December 31, 2021, which were recognized as other current liabilities.

  2. The Company leased a parcel of land in Miaoli to a non-related party on November 25, 2021 to install a solar power system. As per the contract, the Company will charge a special business commission fee of NT$36,000,000 when the project is completed and will charge a monthly rent at the agreed rate. The aforesaid land was transferred from “property, plant and equipment” to “investment property”. Please refer to Note 6 (9).

X. Major Disaster Loss: None.

XI. Material Events After the Balance Sheet Date

The board of directors resolved a decision on March 16, 2023 to change the accounting policy for subsequent measurement of investment property from a cost model to a fair value model.

XII. Others

The statement of employee benefits, depreciation, depletion, and amortization expenses of the year by function is as follows:

is as follows:
By function
By nature
2022 2021
Operating
costs
Operating
expenses
Total Operating
costs
Operating
expenses
Total
Employee benefit expenses
Salary and wages
Labor and health
insurance
Pension
Directors’ remuneration
Other employee benefit
expenses
Depreciation expense
Depletion expense
Amortization expense

-
-
-
-
-
-
-
-


20,837
1,517
820
3,960
777
4,263
-
140



20,837

1,517

820

3,960

777

4,263
-

140








-
-
-
-
-
-
-
-


18,764
1,358
698
3,960
634
3,610
-
179



18,764

1,358

698

3,960

634

3,610
-

179
Additional information on the Company’s number of employees and
2021 is as follows:
Number of employees
Number of directors who do not serve as employees concurrently
Average employee benefit expenses
Average employee salary and wages
Average adjustment to employee salary and wages
Supervisors’ remuneration
employee benefit expenses for 2022 and
2022
2021
25
25
7
7
$
1,331
1,192
$
1,158
1,042
11.13%
(13.67)%
$
-
-
25
7 7
$
1,331
1,192

$
1,158

1,042

11.13%
$
-

11.13%

(13.67)%

-
~47~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

The Company's remuneration policy (including directors, supervisors, managers, and employees) information is as follows:

  • (I) The Company's remuneration policy for directors and supervisors is that when directors and supervisors perform their duties at the Company, the Company may pay them remuneration when either making a profit or suffering a loss. Please refer to Note 6(19) for the rules of the remuneration to directors and supervisors.

  • (II) The employees’ salary and remuneration is determined based on their regular performance evaluation results, which serve as the basis for the amounts of their salaries, bonuses, and annual salary adjustments or promotions. Please refer to Note 6(19) for the rules of the remuneration to employees.

XIII. Additional Disclosures

  • (I) Information on significant transactions

In 2022, the relevant information on significant transactions that the Company shall disclose in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as follows:

  1. Loans to others: None.

  2. Endorsements/Guarantees provided to others:

In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
In 2022, the relevant information on significant transactions that the Company shall disclose in
accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers is as
follows:
1. Loans to others: None.
2. Endorsements/Guarantees provided to others:
Unit: In Thousand New Taiwan Dollars
Code Endorser/
Guarantor
Endorsed/
Guaranteed party
Maximum
endorsement/
guarantee
amount to a
single
enterprise

Maximum
endorsement/
guarantee
balance for
the current
period

~~E~~ndorsement/
Guarantee
balance at the
end of the
period

Amount
drawn
~~E~~ndorsement/
Guarantee
amount with
assets
pledged
Ratio of
cumulative
endorsement/
guarantee to
net worth as
in the latest
financial
statements

Maximum
endorsement/
guarantee
amount

Endorsement/
guarantee
form parent
to subsidiary

~~E~~ndorsement/
guarantee
form
subsidiary to
parent
~~E~~ndorsement/
guarantee to
entity in
mainland
China


Company
name
Relations
0 The
Company
Yunpeng
Construction
Co., Ltd.

5
504,484 388,800 388,800 242,177 - 77.07% 1,008,968 N N N
0 The
Company
Tianyi
Construction
Co., Ltd.

5
504,484 453,600 453,600 282,541 - 89.91% 1,008,968 N N N

Note 1: The Company is coded “0”.

Note 2: There are 7 types of relations between the endorser/guarantor and the endorsed/guaranteed party as follows;

just indicate the type:

  • (1) Companies with business dealings.

  • (2) A company in which the Company directly or indirectly holds more than 50% of the voting shares.

  • (3) A company directly or indirectly holds more than 50% of the voting shares of the Company.

  • (4) A company in which the Company directly or indirectly holds more than 90% of the voting shares.

  • (5) Companies that need to purchase insurance for each other in the same industry or as co-builders in accordance with contractual provisions based on the needs for contracting construction projects.

  • (6) A company that is endorsed and guaranteed by all shareholders of the Company based on their ownership percentage due to a joint investment relationship.

  • (7) The companies that are engaged in joint and several guarantees for the performance of a pre-sale property contract in accordance with the Consumer Protection Act.

  • Note 3: The maximum amount of all endorsements/guarantees shall not exceed 40% of the net worth as in the most recent financial statements; the maximum amount of the endorsement/guarantee to a single enterprise shall not exceed 10% of the net worth as in the most recent financial statements except for subsidiaries that directly hold more than 90% of the Company’s ordinary shares, to which the maximum amount of the endorsement/guarantee shall not exceed 20% of the net worth of the net worth as in the most recent financial statements. The net worth in the most recent financial statements audited or reviewed by the CPAs shall prevail.

  • Note 4: For joint investment in construction or joint construction, the Company and co-builders should provide endorsements and guarantees to each other as per contracts; mutual endorsements and guarantees are required for contracting of construction projects as per contracts; however, for a joint-and-several guarantor engaging in the performance of a pre-sale housing project contract with a partner as per the Consumer Protection Act, when the total amount of endorsement/guarantee may not exceed 200% of the net worth in the current period and the total amount of endorsement/guarantee to a single enterprise may not exceed 100% of the net worth in the current period, the restrictions in the preceding paragraph does not apply.

~48~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

  1. Securities held at the end of the period (excluding investment in subsidiaries, associates, and joint ventures):

Unit: In Thousand New Taiwan Dollars

Holding
company
Type and name of securities Relations
with
holding
company
Account End of period End of period End of period End of period Remarks
Number of
shares
Carrying
amount
Shareholding Fair value
The Company
The Company
The Company
The Company
The Company
The Company
Stock - Eastern Electronics Co., Ltd.
Stock - Nexcell Battery Co., Ltd.
Stock - Umay International
Developmemt Co., Ltd
Stock - World Join International Ltd.
Stock -Shin Kong Real Estate
Management Co., Ltd.
Stock - Falcon Machine Tools Co.,
Ltd.
-
-
-
-
-
Financial assets at fair value through other
comprehensive income - non-current




Financial assets at fair value through profit or
loss -non-current

390,921
200,000
15
547,103
500,000
3,850,000
5,715
-
-
12,113
1,890
87,780
0.58 %
0.20 %
-
%
7.50 %
1.67 %
5.01 %
5,715
-
-
12,113
1,890
87,780



Pledge
  1. Securities acquired or sold amounting to at least NT$300 million or 20% of the paid-in capital: None.

  2. Acquisition of real estate amounting to at least NT$300 million or 20% of the paid-in capital: None.

  3. Disposal of real estate amounting to at least NT$300 million or 20% of the paid-in capital:

Unit: In Thousand New Taiwan Dollars

Companies
disposing of
property
Name of
property
Date of
occurrence
Initial date of
acquisition
Book
value
Amount of
transaction
Payment
collection

Gain or
loss on
**disposal **
Transaction
counterparty
Relations Purpose of
disposal

Basis for price
determination
Other
agreed
matters
The Company

Inventories -
Construction in
progress
2022.09.01

It is a presale
property, so it
does not apply.

Note
applicable
431,769
(before tax)

41,377
Note
applicable
Natural person
N
p
on-related
arty
Profit
gained
Appraisal report
  1. Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.

  2. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.

  3. Trading in derivative instruments: None.

  4. (II) Information on investees:

Information on the Company’s investees in 2022 is as follows (excluding the investees in mainland China):

Unit: In Thousand New Taiwan Dollars

Investor Investee Region
Principal
business
Initial investment
amount
Initial investment
amount
Holdings at the end of period Holdings at the end of period Holdings at the end of period Profit or loss on
investee for the
current period
Profit or loss
recognized for
the current
period
Remarks
End of the
current
period
Last year Number of
shares
Percentage Carrying
amount
The
Company
The
Company
The
Company
Better Life Green
Energy Technology
Co., Ltd.
Better Life Real Estate
Co., Ltd.
Better Life Group
Travel Service
Co., Ltd.
Taiwan

Taiwan
Taiwan
Trade
Marketing
agency for the
sale of real
estate
Travel agency
91,000
110,000
9,000
91,000
110,000
9,000

9,100,000
11,000,000

-
100.00%
100.00%
100.00%

9,503

39,129

1,730

(34)

7,664

(10)
(34)
5,796
(10)
Subsidiaries
Subsidiaries
Subsidiaries

(III) Information on investments in mainland China

  1. The name of the investee in mainland China, principal business, and other relevant information:

Unit: In Thousand New Taiwan Dollars

Investee Principal
business
Paid-in
capital
Investment
method

Cumulative
investment
remitted from
Taiwan at the
beginning of
period
Cumulative amount of
investment remitted or
recovered in current
period
Cumulative amount of
investment remitted or
recovered in current
period
Cumulative
outward
remittance from
Taiwan at the end
of current period

Profit or loss
on investee for
the current
period
Shareholding
in direct or
indirect
investment
Profit or loss
recognized for
the current
period
Carrying
amount of
investment at
the end of
period
Cumulative
repatriation of
investment
income at the
end of current
period
Outward
remitted
Repatriated
Better Life
Jinxia
(Xiamen)
Tourism
Management
Service Co.,
Ltd.


s
r
l
Tourism
management
ervice and
eal estate
easing
32,246
(USD1,050)


(Note 1)
32,246
(Note 2)
(USD1,050)



-
- 32,246
(Note 2)
(USD1,050)


(2,355)
(RMB538)
100.00% (2,355)
(Note 3)
(RMB538)
6,838
(RMB1,551)
-
~49~

Notes to Parent Company Only Financial Statements of Better Life Group Co., Ltd. (Continued)

Note 1: The investment method used is direct investment in Mainland China.

Note 2: It is translated with the investment amount in subsidiary in the original currency multiplied by the exchange rate at the end of the period.

Note 3: The basis for recognition of investment income and losses is the financial statements audited by CPAs appointed by the parent company in Taiwan.

2. Maximum investment amount in mainland China:

**Company name ** Cumulative outward remittance for
investment in mainland China at the
end of current period

Investment amount authorized
by Investment Commission,
MOEA

Maximum investment
amount stipulated by
Investment Commission,
MOEA
The Company 32,246
(USD1,050)
275,622
(USD8,975)
302,690
(Note 4)

Note 4: Maximum amount: Net worth of equity for current period × 60% = NT$504,484 thousand × 60% = NT$302,690 thousand.

  1. Significant transactions with investees in mainland China: None.

  2. (IV) Information on major shareholders:

Unit: Shares

nformation on major shareholders: Unit: Shares
Shares
Name of major shareholder
Number of shares
held
Shareholding
Puquan Advertising Co., Ltd. 9,067,200
9.04%
Sant Law International Corporation 8,626,910
8.60%
Tsai, Hung-Chien 8,458,744
8.43%
Liao, Heng-I 6,882,000
6.86%

XIV. Information on Operating Segments

Please refer to the 2022 consolidated financial statements for information on subsidiaries.

~50~

Better Life Group Co., Ltd.

Statement of Cash and Cash Equivalents

Balance on December 31, 2022

Unit: In Thousand New Taiwan Dollars

Item
Cash on hand
Demand deposit
Checking deposit
Summary Amount
$ 142
53,002
4
$
53,148

Statement of Inventories

Remarks
Item Summary Amount Net realizable value (pledge)
Buildings and land Qingpu BetterLife $ 34,997 Short-term notes payable
held for sale Garden
Buildings and land Kang ChiaoAsahi Villa 288,546 Bank borrowings
held for sale
Construction in Song Yong 146,234 Bank borrowings
progress
Construction in Pauian Pau-Garden 142,267 Bank borrowings
progress
Less: Allowance for (12,516)
inventory valuation
losses
Total $ 599,528 874,694
~51~

Better Life Group Co., Ltd.

Statement of Construction Deposits Paid

Balance on December 31, 2022

Unit: In Thousand New Taiwan Dollars

Please refer to Note 9(1) for relevant information.

Statement of Movement in Investment Property For the Years Ended December 31, 2022 and 2021

Please refer to Note 6(9) for relevant information.

~52~

Better Life Group Co., Ltd.

Statement of Movement in Investment Under Equity Method

For the Years Ended December 31, 2022 and 2021

Unit: In Thousand New Taiwan Dollars

Name Opening balance Increase in c urrentperiod Decrease in c urrentperiod Ending balance Ending balance Market price or net worth of
equity
Market price or net worth of
equity
Collateral or
**pledge **
Remarks
Number of
shares
Amount
Number of
shares
Amount
-
5,796
-
-
Number of
shares
Amount
(34)
-
(10)
(2,238)
Number of
shares
Shareholding Amount

9,503

39,129

1,730

6,838
Unitprice Totalprice

9,503

44,236
1,730
6,838
5,796 (2,282) 57,200 62,307
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Better Life Group Co., Ltd. Statement of Short-Term Borrowings

Balance on December 31, 2022

Unit: In Thousand New Taiwan Dollars

==> picture [511 x 115] intentionally omitted <==

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

Type of Ending Financing
borrowings Lender balance Contract period Interest rate range facility Mortgage or collateral Remarks
Secured bank Financial $ 90,000 2020.09.01~2024.09.01 2.51%~2.56% 239,810 Construction in progress and
borrowings institution A buildings and land held for sale
〃 Financial 225,782 107.09.18~112.08.09 2.84%~2.94% 378,000 Construction in progress
institution B
Unsecured Financial
borrowings institution C - 2022.05.29~2023.05.28 2.86% 50,000
Total $ 315,782 667,810
----- End of picture text -----

Statement of Corporate Bonds Payable

Please refer to Note 6(13) for relevant information.

Statement of Operating Income

For the Years Ended December 31, 2022 and 2021

Please refer to Note 6(18) for relevant information.

~54~

Better Life Group Co., Ltd.

Statement of Operating Costs

For the Years Ended December 31, 2022 and 2021

Unit: In Thousand New Taiwan Dollars

Please refer to Note 6(5) for relevant information.

Statement of Operating Expenses

Item
Salary and wages (including directors'
remuneration and pensions)
Commission expense
Depreciation
Advertisement
Other expenses
Total
Selling expenses
$ 96
10,008
-
14,329
2,152
General and
administrative
expenses
25,521
-
4,263
24
10,855
Remarks
Note

$
26,585

40,663

Note: Those who did not reach 10% or more of the amount

Statement of Non-Operating Income and Expenses

Please refer to Note 6(20) for relevant information.

~55~