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CCSB Audit Report / Information 2023

Nov 13, 2023

51917_rns_2023-11-13_2ff9f3b7-3f8c-4145-b944-cb1012ee5ae3.pdf

Audit Report / Information

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Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Consolidated financial statements and Auditor's

Report

2023 and 2022 (Stock Code: 1762)

Address: No.1, Dongxing St., Shulin Dist., New Taipei City

Tel: (02) 8684-3318


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

~1~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries The 2023 and 2022 Consolidated Financial Report and Independent Auditors’ Report

Table of Contents

Item
I.
Cover
II.
Table of Contents
III.
Declaration
IV.
Auditor's Report
V.
Consolidated Balance Sheet
VI. Consolidated comprehensive income statements
VII. Consolidated statement of changes in equity
VIII. Consolidated cash flow statement
IX. Notes to consolidated financial statement
(I)
Organization and operations
(II)
Financial reporting date and procedures
(III)
Application of new and revised standards and interpretation
(IV)
Summary of significant accounting policies
(V)
Main source of significant accounting judgment, estimates and
assumptions uncertainty
(VI)
Summary of significant accounting titles
(VII) Related party transactions
Page
1
2 ~ 3
4
5 ~ 9
10 ~ 11
12 ~ 13
14
15 ~ 16
17 ~ 62
17
17
17 ~ 18
18 ~ 27
28
28 ~ 48
48 ~ 50

~2~

Item
(VIII) Pledged assets
(IX)
Significant contingent liabilities and unrecognized contractual
commitments
(X)
Significant disaster loss
(XI)
Major post-balance sheet events
(XII) Others
(XIII) Notes of disclosure
(XIV) Segment information
Page
50
50
50
50
50 ~ 59
59 ~ 60
60 ~ 62

~3~

Chunghwa Chemical Synthesis & Biotech Co., Ltd.

The Affiliate’s Declaration of Consolidated Financial Statements

In 2023 (from January 1, 2023 to December 31, 2023), the companies that should be included in the consolidated financial reports of affiliated companies based on the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" and the companies that should be included in the consolidated financial reports of subsidiaries based on the "Consolidated and separate financial statements" of Section 10 of International Financial Reporting Standards were the same. The related information that should be disclosed in the consolidated financial statements of affiliated companies are also already disclosed in the consolidated financial reports for subsidiaries, so that the consolidated financial statements of affiliated companies would not be published separately.

Declared by:

Company name: Chunghwa Chemical Synthesis & Biotech Co., Ltd.

March 21, 2024

~4~

Auditor's Report

(2024) Cai-Shen-Bao-Zi No. 23003410 To Chunghwa Chemical Synthesis & Biotech Co., Ltd.,

We have audited the accompanying proprietary consolidated balance sheet of Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries (hereinafter referred to as Chunghwa Group) as of December 31, 2023 and 2022 and the related consolidated statements of income, of changes in shareholders’ equity and of cash flows and Notes to consolidated financial statement (including significant accounting policies) for the years then ended.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Chunghwa Group as of December 31, 2023 and 2022, and the results of its operations and its cash flows for the years then ended in conformity with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers,” and International Financial Reporting Standards (IFRS) that was approved and announced effective by the Financial Supervisory Commission, International Accounting Standards, Interpretations, and Notices (IFRS), International Accounting Standards (IAS), Interpretation (IFRIC) and Interpretative Announcement (SIC).

We conducted our audit of the financial statements in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Auditing Standards. The responsibilities of the independent auditor under these standards will be further explained in the paragraph of “independent auditor’s responsibility for consolidated financial statements.” The personnel of the CPA Firm subject to the independence requirement have acted independently from the business operations of Chunghwa Group in accordance with the Code of Ethics and with other responsibilities of the Code of Ethics performed. We believe that our audit provides a reasonable basis for our opinion.

Key Audit Matters

The “key audit matters” means that the independent auditor has used their professional judgment to audit the most important matters on the 2023 consolidated financial statements of Chunghwa Group. The key audit matters have been responded to in the process of auditing the consolidated financial statements as a whole and forming an audit opinion; therefore, the independent auditor does not express an opinion on these matters separately.

The key audit items from the 2023 consolidated financial statement of Chunghwa Chemical Synthesis and Biotech Co., Ltd. are presented below:

~5~

Accounting assessment of inventory valuation

Description of the matter

See Note 4 (12) in the consolidated financial report regarding the accounting policy on inventory valuation, Note 5 (2) for the accounting assessment and hypothetical uncertainty on inventory valuation, and Note 6 (4) for the description of the inventory account.

Chunghwa Group is engaged mainly in the production and sale of active pharmaceutical ingredients. Since active pharmaceutical ingredients are in a severely competitive market and sensitive to shelf life, the risk of losses from inventory devaluation or obsolescence is higher. Since the inventories involve large amounts of money and large numbers of items that require laborious work by human beings to identify expired or damaged goods, we regard the assessment of allowance to reduce inventory to market as a key audit item.

The responsive auditing process

Our key audit procedures performed in respect of the above area included the following:

  1. Assessing the policy on allowance to reduce inventory to market in accordance with our understanding of the Company's operations and the nature of the business.

  2. Performing sampling tests to examine if the market price of net realized value is consistent with the Company's policy, and randomly examining the accuracy of the selling price of individual inventory parts and the way net realized value is calculated.

  3. Obtain out-of-date inventory details that are identified by the management, check the related information and verify the account records.

Checking whether the time point of sales income recognition is appropriate

Description of the matter

For the accounting policy on the recognition of income, please refer to Note 4 (26) of the consolidated financial statement. For information on income accounts, please refer to Note 6 (15) of the consolidated financial statement. As stated in the accounting policies, the sales revenue is recognized when products are delivered to customers who have discretionary power in channels and prices of products sold and Chunghwa Chemical Synthesis and Biotech has no outstanding performance obligations which may affect customers’ acceptance of products. As exports are the main source of income for Chunghwa Chemical Synthesis & Biotech Co., Ltd., the terms of business agreed upon between the Company and its customers are the basis of income assessment. However, such a process often involves a lot of manpower for verification and may lead to inappropriate income recognition time points. Therefore, we regard the sales income recognition time points as a key audit item.

~6~

The responsive auditing process

Our key audit procedures performed in respect of the above area included the following:

  1. The group's operating procedure for and internal control on income recognition time points were examined and assessed, while the Company's internal control on sales deadlines was tested to verify the correctness of the income recognition time points.

  2. The execution of sales and income over a certain period before and after the time periods covered in the financial report were examined with the packing lists, customer orders and declaration forms in order to confirm that income was recognized at appropriate periods.

Other matters - individual financial report

Chunghwa Group has compiled its 2023 and 2022 individual financial statements, for which we issued unqualified opinion.

The responsibility of the management and management units to the consolidated financial statements

The responsibility of the management is to have the consolidated financial statements presented fairly, in all material respects, in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, and International Financial Reporting Standards (IFRS) that was approved and announced effective by the Financial Supervisory Commission, International Accounting Standards, Interpretations, and Notices (IFRS), International Accounting Standards (IAS), Interpretation (IFRIC) and Interpretative Announcement (SIC); also, maintain the necessary internal controls related to the consolidated financial statements in order to ensure that the consolidated financial statements are free of any material misstatement arising from fraud or errors.

While preparing the consolidated financial statements, the management’s responsibility also includes assessing the continuing operation of Chunghwa Group, the disclosure of the relevant matters, and the adoption of the accounting base for continuing operation, unless the management intends to liquidate Chunghwa Group or cease the business operation, or there is lack of any alternative except for liquidation or suspension.

The governance units (including the Audit Committee) of Chunghwa Group are responsible for supervising the financial reporting process.

The responsibilities of the independent auditor to the consolidated financial statements

The purpose of the independent auditor’s auditing the consolidated financial statements is to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement arising from fraud or errors and with an audit report issued. Reasonable assurance means a high degree of assurance. However, the audit conducted in accordance with auditing standards of the R.O.C. does not guarantee having any material misstatement in the consolidated financial statements detected. Material misstatement could arise from fraud or errors. If the misstated amount or aggregated amount is reasonably expected to affect the economic decisions made by the users of the consolidated financial statements, it is considered significant.

~7~

We used professional judgment and suspicion during the audit in accordance with the auditing standards of the Republic of China. The independent auditor also performs the following tasks:

  1. Identify and evaluate the risk of material misstatement arising from fraud or errors of the consolidated financial statements; design and implement proper responsive measures to the risk assessed; also, obtain sufficient and adequate audit evidences for forming an audit opinion. The risk of fraud may involve conspiracy, forgery, deliberate omission, false declaration, or violating internal control; therefore, the risk of material misstatement arising from the undetected fraud is higher than that caused by errors.

  2. Obtain necessary understanding on the internal control related to the audit in order to design appropriate audit procedures under the circumstance, but the purpose is not to express an opinion on the effectiveness of the internal control of Chunghwa Group.

  3. Assess the appropriateness of the accounting policies adopted by the management; also, the reasonableness of the accounting estimates and related disclosures made.

  4. Base on the audit evidence obtained to make conclusions on the suitability of the accounting base for continuing operation base adopted by the management and whether or not the events or circumstances causing significant doubts to the continuing operation ability of Chunghwa Group are with significant uncertainties. If the independent auditor believes that such events or circumstances are with significant uncertainties, it is necessary to remind the users of the consolidated financial statements in the audit report to pay attention to the relevant disclosure or to revise the audit opinion when such disclosures are inappropriate. The conclusion of the independent auditor is based on the audit evidence obtained as of the audit report date. However, future events or circumstances may result in the inability of Chunghwa Group to continue operating.

  5. Assess the overall expression, structure, and content of the consolidated financial statements (including the relevant notes) and whether or not the relevant transactions and events in the consolidated financial statements are presented fairly.

  6. Obtain sufficient and appropriate audit evidence on the financial information of business entities within the Group in order to express an opinion on the consolidated financial statements. The independent auditor is responsible for guiding, supervising, and implementing the audit of the Group; also, is responsible for forming an opinion on the audit of the Group.

The matters communicated by the independent auditor to the governing unit include the scope and timing of the planned audit, and the significant findings (including the major nonconformities of internal controls identified in the auditing process).

The independent auditor has provided the declaration of independence of the CPA Firm personnel subject to the Code of Ethics to the governing unit; also, it has communicated with the governing unit regarding the relationship and other matters (including the relevant protection measures) that may affect the independence of the independent auditor.

~8~

The independent auditor has based on the communications with the governing unit to determine the key audit matters to be performed on the 2023 consolidated financial statements of Chunghwa Group. The independent auditor shall state the key audit matters in the audit report except for the specific matters prohibited by law from being disclosed, or, in rare cases; the independent auditor decides not to have specific matters communicated in the audit report since the negative effect of such disclosure can be reasonably expected to be greater than the increase of public interest.

PricewaterhouseCoopers, Taiwan

March 21, 2024

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the ROC. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

~9~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated Balance Sheet December 31, 2023 and 2022

Assets Additional notes
6 (1)
6 (15)
6(3)
6(3)
7
6 (4)
6 (2)
6 (5)
6 (6) and 7
6 (7)
6 (21)
6 (11), 7 and 8
December31,2023

Amount

%
$ 269,569
5
275
-
-
-
234,933
5
13,161
-
8,697
-
307
-
1,211,026
24
49,815
1
1,787,783
35
32,856
1
961,625
19
2,284,333
44
7,781
-
10,700
-
5,559
-
20,440
-
60,574
1
3,383,868
65
$ 5,171,651
100
Unit: NTD thousand
December31,2022
Amount

%
$ 300,614
7
88
-
132
-
292,676
7
8,593
-
10,037
-
818
-
819,953
18
16,080
-
1,448,991
32
33,317
1
964,937
21
1,960,581
43
3,234
-
10,700
-
7,533
-
20,135
-
114,716
3
3,115,153
68
$ 4,564,144
100
Amount

$ 269,569
275
-
234,933
13,161
8,697
307
1,211,026
49,815
1,787,783
32,856
961,625
2,284,333
7,781
10,700
5,559
20,440
60,574
3,383,868
$ 5,171,651
Amount

$ 300,614
88
132
292,676
8,593
10,037
818
819,953
16,080
1,448,991
33,317
964,937
1,960,581
3,234
10,700
7,533
20,135
114,716
3,115,153
$ 4,564,144
Current assets
1100
Cash and cash equivalents
1140
Contract assets - Current
1150
Notes receivable-net
1170
Net accounts receivable
1180
Account receivables-Related Parties-
net
1200
Other receivable
1220
Current income tax assets
130X
Inventory
1410
Prepayments
11XX
Total of Current Assets
Non-Current assets
1510
Financial assets that are measured at
fair value through profit or
loss-non-current
1550
Investments accounted for by the
equity method
1600
property , plant, and equipment
1755
Right-of-use assets
1760
Real property for investment- net
1780
Intangible assets
1840
Deferred income tax assets
1900
Other current non-assets
15XX
Total of Non-Current Assets
1XXX
Total assets

(Continued next page)

~10~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated Balance Sheet December 31, 2023 and 2022

Liabilities and equity Unit: NTD thousand
December 31,2023
December 31,2022
Additional notes
Amount

%
Amount

%
6 (8)
$ 500,000
10
$ 100,000
2
6 (15)
15,908
-
53,948
1
1,283
-
1,283
-
103,081
2
143,046
3
6 (9) and 7
194,567
4
260,338
6
10,593
-
49,980
1
3,362
-
2,541
-
2,618
-
3,047
-
831,412
16
614,183
13
6 (15)
26,995
-
-
-
6 (10)
700,000
14
500,000
11
6 (21)
258,541
5
256,221
6
4,468
-
721
-
990,004
19
756,942
17
1,821,416
35
1,371,125
30
6 (12)
775,600
15
775,600
17
6 (13)
334,526
7
334,323
7
6 (14)
322,152
6
273,613
6
229,344
4
183,296
4
1,744,089
34
1,672,050
37
(
55,476) (
1) (
46,049) (
1)
3,350,235
65
3,192,833
70
-
-
186
-
3,350,235
65
3,193,019
70
9
11
$ 5,171,651
100
$ 4,564,144
100
Current liabilities
2100
Shot-term borrowings
2130
Contract liabilities - Current
2150
Payable notes
2170
Accounts payable
2200
Other payable
2230
Current Income Tax Liability
2280
Lease liabilities – Current
2399
Other current liabilities- other
21XX
Total of current liabilities
Non-current liabilities
2527
Contract liabilities – Non-current
2540
Long-term borrowings
2570
Deferred income tax liabilities
2580
Lease liabilities – Non-current
25XX
Total of non-current liabilities
2XXX
Total liabilities
Attributable to owners of the parent
company
Share capital
3110
Ordinary shares capital
Capital reserve
3200
Capital reserve
Retained earnings
3310
Legal earnings reserve
3320
Special earnings reserve
3350
Undistributed earnings
Other equity
3400
Other equity
31XX
Equity attributable to owners of
the parent Company
36XX
non-controlling interests
3XXX
Total equity
Significant contingent liabilities and
unrecognized contractual commitments
Major post-balance sheet events
3X2X
Total liabilities and equity

Please refer to the notes enclosed in the consolidated financial reports that are an integral part of the consolidated financial statements.

~11~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated comprehensive income statements January 1 to December 31, 2023 and 2022

Unit: NTD thousand (except EPS in NTD)

Item 2023
2022
Additional notes
Amount
%
Amount
%
6 (15) and 7
$ 2,086,441
100
$ 2,117,144
100
6(4)(20) and
7
(
1,329,133) (
64)(
1,155,387)(
55)
757,308
36
961,757
45
6 (20) and 7
(
129,176) (
6) (
162,468 ) (
8 )
(
104,627) (
5) (
109,313 ) (
5 )
(
242,696) (
12) (
244,789 ) (
11 )
12 (2)
-
-
18,345
1
(
476,499) (
23)(
498,225)(
23)
280,809
13
463,532
22
6 (16)
7,271
-
4,507
-
6 (17)
10,694
1
9,324
1
6 (18)
17,646
1
64,554
3
6 (19)
(
19,439) (
1) (
9,712 )
-
6 (5)
36,506
2
51,100
2
52,678
3
119,773
6
333,487
16
583,305
28
6 (21)
(
68,578) (
3)(
117,165)(
6)
$ 264,909
13
$ 466,140
22
4000
Operating revenues
5000
Operating cost
5900
Operating gross profit
Operating expenses
6100
Marketing expenses
6200
Administrative expenses
6300
Research and development
expenses
6450
Expected gain on credit
impairment
6000
Total operating expenses
6900
Operating profit
Non-operating revenues and
expenses
7100
Interest revenue
7010
Other revenue
7020
Other profits and losses
7050
Financial costs
7060
Shareholding in the affiliated
companies and joint ventures
under the equity method
7000
Total non-operating revenues
and expenses
7900
Earnings before tax
7950
Income tax expense
8200
Current period net profit

(Continued next page)

~12~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated comprehensive income statements January 1 to December 31, 2023 and 2022

Unit: NTD thousand (except EPS in NTD)

Item 2023
Additional notes
Amount
6 (11)
($ 840)
(
1,774)
6 (21)
168
(
2,446)
(
19)
(
4,400)
(
4,419)
($ 6,865)
$ 258,044
$ 264,909
$ -
$ 258,044
$ -
6 (22)
$ $
2023 2022
%
Amount
%
-
$ 16,849
1
- (
82,306 ) (
4 )
- (
3,370 )
-
- (
68,827 )(
3 )
-
1,408
-
(
1)
1,131
-
(
1)
2,539
-
(
1)($ 66,288) (
3 )
12
$ 399,852
19
13
$ 465,865
22
-
$ 275
-
12
$ 399,577
19
-
$ 275
-
3.42
$ 6.01
3.39
$ 5.93
Other comprehensive income
(net)
Items not re-classified under
profit or loss
8311
Defined benefit plan revaluation
amount and volume
8320
The proportion of other
comprehensive incomes from
associates, and equity
joint-ventures accounted for
under the equity method – not
reclassified as profit and loss
8349
Income tax related to accounts
not being reclassified
8310
Total amount of items not
reclassified to profit or income
Items that may be re-classified
subsequently under profit or loss
8361
Exchange differences arising
from translating the financial
statements of foreign operations
8370
The proportion of other
comprehensive incomes from
associates, and equity
joint-ventures accounted for
under the equity method – may
be reclassified as profit and loss.
8360
Total amount of items
probably reclassified to profit
or loss subsequently
8300
Other comprehensive income
(net)
8500
Total comprehensive income for
the period
Profit attributable to:
8610
Owners of parent
8620
non-controlling interests
Total comprehensive income
attributable to:
8710
Owners of parent
8720
non-controlling interests
Earnings per share
9750
Base earnings per share
9850
Diluted earnings per share
$

Please refer to the notes enclosed in the consolidated financial reports that are an integral part of the consolidated financial statements.

~13~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated statement of changes in equity January 1 to December 31, 2023 and 2022

Unit: NTD thousand

2022
Balance at January 1, 2022
Current period net profit
Current other comprehensive income
Total comprehensive income for the period
The 2021 appropriation and distribution of
earnings:
Legal earnings reserve
Cash dividend
The reinvested company(ies) disposed of equity
instruments measured at the fair value through
other comprehensive profits and losses
Change in non-controlling interests
Balance at December 31, 2022
2023
Balance at January 1, 2023
Current period net profit
Current other comprehensive income
Total comprehensive income for the period
The 2022 appropriation and distribution of
earnings:
Legal earnings reserve
Special earnings reserve
Cash dividend
The reinvested company(ies) disposed of equity
instruments measured at the fair value through
other comprehensive profits and losses
Gifts and donation
Balance at December 31, 2023
Additional
notes
Attributa bleto owners of the parentcompany bleto owners of the parentcompany bleto owners of the parentcompany bleto owners of the parentcompany non-controlling
interests
Totalequity
Ordinary shares
capital
Capital r es erve Retained earnings Other equity Total
Issuance
premium
Others Legal
earnings
reserve
Special earnings
reserve
Undistributed
earnings
Exchange
differences
arising from
translating the
financial
statements of
foreign
operations
Unrealized gain
or loss on
financial assets
at fair value
through other
comprehensive
profitor loss
6 (14)
6 (14)



$ 775,600
-
-
-
-
-
-
-
$ 775,600
$ 775,600
-
-
-
-
-
-
-
-
$ 775,600
$ 333,746
-
-
-
-
-
-
-
$ 333,746
$ 333,746
-
-
-
-
-
-
-
-
$ 333,746
$ 577
-
-
-
-
-
-
-
$ 577
$ 577
-
-
-
-
-
-
-
203
$ 780
$ 226,015
-
-
-
47,598
-
-
-
$ 273,613
$ 273,613
-
-
-
48,539
-
-
-
-
$ 322,152
$ 183,296
-
-
-
-
-
-
-
$ 183,296
$ 183,296
-
-
-
-
46,048
-
-
-
$ 229,344
$ 1,335,088
465,865
15,082
480,947
(
47,598 )
(
100,828 )
4,441
-
$ 1,672,050
$ 1,672,050
264,909
(
552 )
264,357
(
48,539 )
(
46,048 )
(
100,828 )
3,097
-
$ 1,744,089
($ 4,032 )
-
2,539
2,539
-
-
-
-
($ 1,493 )
($ 1,493 )
-
(
4,419 )
(
4,419 )
-
-
-
-
(
17 )
($ 5,929 )
$ 43,794
-
(
83,909 )
(
83,909 )
-
-
(
4,441 )
-
($ 44,556 )
($ 44,556 )
-
(
1,894 )
(
1,894 )
-
-
-
(
3,097 )

-
($ 49,547 )
$ 2,894,084
465,865
(
66,288 )

399,577
-
(
100,828 )

-
-
$ 3,192,833
$ 3,192,833
264,909
(
6,865 )

258,044
-
-
(
100,828 )

-
186
$ 3,350,235
$ 190
275
-
275
-
-
-
(
279 )
$ 186
$ 186
-
-
-
-
-
-
-
(
186 )
$ -
$ 2,894,274
466,140
(
66,288 )
399,852
-
(
100,828 )
-
(
279 )
$ 3,193,019
$ 3,193,019
264,909
(
6,865 )
258,044
-
-
(
100,828 )
-

-
$ 3,350,235

Please refer to the notes enclosed in the consolidated financial reports that are an integral part of the consolidated financial statements.

~14~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated cash flow statement January 1 to December 31, 2023 and 2022

Unit: NTD thousand

Cash flow from operating activities
Pre-tax profit for the current period
Adjustments
Income, expense, and loss
Depreciation

Amortization

Expected gain (loss) on credit impairment

Net profit from financial assets and liabilities
at fair value through profit and loss

Dividend income

Interest revenue

Shareholding in the affiliated companies and
joint ventures under the equity method

Loss on disposal of property, plant and
equipment

Interest expenses

Changes in assets/liabilities relating to
operating activities
Net changes in assets relating to operating
activities
De-capitalization refunded monies of
financial assets at fair value through profit
or loss

Contract assets-Current
Notes receivable-net
Net accounts receivable
Accounts receivable-related parties (net)
Other receivable
Inventory
Prepayments
Net defined benefit assets
Net changes in liabilities relating to operating
activities
Contract liabilities - Current
Payable notes
Accounts payable
Other payable
Other current liabilities-others
Net cash provided by operating activities
Interest received
Dividends received
Interest paid
Income tax paid
Net cash inflow (outflow) from
operating activities
Additional notes
January 1 to
December 31, 2023
January 1 to
December 31, 2022
$ 333,487 $ 583,305
6 (20)
189,478
167,257
6 (20)
3,527
1,792
12 (2)
- (
18,345 )
6 (2) (18)
(
10,768 ) (
9,591 )
6 (17)
(
978 )
-
6 (16)
(
7,271 ) (
4,507 )
6 (5)
(
36,506 ) (
51,100 )
6 (18)
-
695
6 (19)
19,439
9,712
6 (2)
11,229
3,000
(
187 ) (
88 )
132
348
57,743
81,592
(
4,568 )
14,884
1,340
6,090
(
391,073 ) (
66,103 )
(
33,735 ) (
4,109 )
278
704
(
11,045 ) (
20,040 )
-
68
(
39,965 )
65,496
(
53,410 )
31,884
(
429 )
538
26,718
793,482
7,269
4,507
34,621
37,848
(
29,617 ) (
10,210 )
(
105,265 ) (
91,848 )
(
66,274 )
733,779

(Continued next page)

~15~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Consolidated cash flow statement January 1 to December 31, 2023 and 2022

Unit: NTD thousand

Cash flow from investing activities
Costs of property, plant and equipment acquired

Acquisition of Intangible assets
Increase in guarantee deposits paid
Net cash outflow from investing
activities
Cash flow from financing activities
Increase (decrease) in Shot-term borrowings

Proceeds from long-term loan

Re-payments of long-term borrowings

Lease principal repayment

Cash dividend distribution

Cash dividends paid by subsidiaries - Changes in
non-controlling interests
Net cash inflow (outflow) from
financing activities
Effects of exchange rate fluctuation on cash
Increase (decrease) in cash and cash equivalents for
the current period
Opening balance of cash and cash equivalents
Closing balance of cash and cash equivalents
Additional notes
January 1 to
December 31, 2023
January 1 to
December 31, 2022
6 (23)
( $ 449,997 ) ( $ 374,664 )
(
1,554 ) (
1,520 )
(
9,773 )
-
(
461,324 ) (
376,184 )
6 (24)
400,000 (
50,000 )
6 (24)
400,000
1,600,000
6 (24)
(
200,000 ) (
1,700,000 )
6 (24)
(
2,598 ) (
2,211 )
6 (14)
(
100,828 ) (
100,828 )
- (
279 )
496,574 (
253,318 )
(
21 )
1,087
(
31,045 )
105,364
300,614
195,250
$ 269,569 $ 300,614

Please refer to the notes enclosed in the consolidated financial reports that are an integral part of the consolidated financial statements.

~16~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries Notes to consolidated financial statement

2023 and 2022

Unit: NTD thousand (Except where otherwise stated)

1. Organization and operations

Chunghwa Chemical Synthesis and Biotech Co., Ltd. (hereinafter referred to as the Company) was established in Taiwan on May 19, 1964. Originally named as China Chemical Synthesis Industry Co., Ltd., the company was renamed to the current name at the shareholder meeting in 2003. The main areas of business of the Company and the subsidiaries (collectively referred to as the Group) include research, development, manufacturing and sales of active pharmaceutical ingredients. The Company was officially listed in the Taiwan Stock Exchange on December 20, 2010.

2. Financial reporting date and procedures

The Board of Directors approved the consolidated financial statements for publication on March 11, 2024.

3. Application of new and revised standards and interpretation

(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

The following table summarizes the applicable newly released, corrected and amended standards and interpretations of the International Financial Reporting Standards approved and announced effective by the Financial Supervisory Commission in 2023.

The effective date
announced by the
International
New releases / amendments / revisions of the Standards and Accounting Standards
Interpretations Board
Amendment to International Financial Reporting Standards (IAS) January 1, 2023
#1 “Disclosure of accounting policies.”
Amendment to International Financial Reporting Standards (IAS) January 1, 2023
#8 “Definition of accounting estimate.”
Amendment to International Accounting Standard 12 “Deferred Tax
January 1, 2023
related to Assets and Liabilities arising from a Single Transaction”
Amendment to IAS 12 “International Tax Reform - Pillar Two May 23, 2023
Model Rules”

The Group has assessed the aforementioned standards, interpretations, and interpretative announcements and has concluded that they have no material impact on the Group’s financial position and financial performance.

  • (2) Effect of new issuances of or amendments to IFRS as endorsed by the FSC but not yet adopted by the Company and subsidiaries

The following table summarizes the applicable newly released, corrected and amended standards and interpretations of the International Financial Reporting Standards recognized by

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the Financial Supervisory Commission in 2024.

the Financial Supervisory Commission in 2024.
The effective date
announced by the
International
New releases / amendments / revisions of the Standards and Accounting Standards
Interpretations Board
Amendments to IFRS 16, “Lease Liability in a Sale and Leaseback” January 1, 2024
Current or non-current classification of liabilities (Amendments to January 1, 2024
IAS 1)
Amendments to IAS 1 “Non-current Liabilities with Covenants” January 1, 2024
Amendments to IAS 7 and IFRS 7 "Supplier Finance January 1, 2024
Arrangements"

The Group has assessed the aforementioned standards, interpretations, and interpretative announcements and has concluded that they have no material impact on the Group’s financial position and financial performance.

(3) IFRS issued by IASB but not yet endorsed by the FSC

The newly released, revised and amended IFRS standards and interpretations by the IASB but not yet recognized by the FSC are summarized as follows:

New releases / amendments / revisions of the Standards and
Interpretations
Amendment to IFRS 10 and IAS 28 “The Assets Sales or Purchase
between Investors and Their Affiliates or Joint Ventures”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17 “Insurance Contracts”
Amendment to International Financial Reporting Standard 17:
"Initial Application of IFRS 17 and IFRS 9―Comparative
Information"
Amendments to IAS No. 21 "Lack of Exchangeability"
The effective date
announced by the
International
Accounting Standards
Board
To be determined by the
International
Accounting Standards
Board (IASB).
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2025

The Group has assessed the aforementioned standards, interpretations, and interpretative announcements and has concluded that they have no material impact on the Group’s financial position and financial performance.

4. Summary of significant accounting policies

The principal accounting polices applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the period presented, unless otherwise stated.

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(1) Compliance Statement

These consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Statements by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs).

(2) Basis of preparation

  1. Except for the following items, these consolidated statements have been prepared under the historical cost convention:

  2. (1) Financial assets at fair value through other comprehensive Income

  3. (2) The ascertained welfare assets recognized as the net amount of the pension fund assets minus the current value of the ascertained welfare obligations.

  4. The preparation of financial statements in conformity with IFRS requires the use of certain critical estimates. It also requires management to exercise its judgment in the process of applying the accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumption and estimates are significant to the consolidated financial statements are disclosed in Note 5.

(3) Basis of consolidation

  1. The basis of preparation for consolidated financial statements

  2. (1) The Group incorporates all subsidiaries for the preparation of the consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are incorporated into the consolidated financial statements from the date they are controlled by the Group and cease to be consolidated on the date it is no longer controlled by the Group.

  3. (2) Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated from the consolidated financial statements. Subsidiaries’ financial statements are adjusted to align the accounting policies with those of the Group.

  4. (3) The components of profit and loss and other comprehensive income are attributable to the owner of the parent company and non-controlling interests. The total comprehensive income is also attributable to the owner of the parent company and non-controlling interests, even if it results in a loss of non-controlling interests.

  5. (4) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.

  6. (5) When the Group loses control of a subsidiary, the Group re-measures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss, on the same basis as

~19~

would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.

  1. Subsidiaries included in the financial statements:
Percentage of shareholdings Percentage of shareholdings
Nature of
the December 31,
December 31,
Investor Subsidiary name operation 2023 2022 Description
Chunghwa PHARMAPORTS, Trading of 100.00% 98.00% Note
Chemical LLC API drugs
Synthesis &
Biotech Co., Ltd.
  - Note: The shareholder of the minor interests donated the Company a 2% stake of PHARMAPORTS, LLC on January 1, 2023.
  1. Subsidiary company not included in the consolidated financial statements are as follows: None

  2. Adjustments on subsidiary companies with different accounting periods: None.

  3. Significant limitations: None

  4. Subsidiaries of the Group with significant non-controlling interests: None.

  5. (4) Foreign currency translations

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan Dollars, which is the Company’s functional currency.

  1. Foreign Currency Transactions and Balances

  2. (1) Transactions denominated in foreign currency are translated into a functional currency at the spot exchange rate on the date of the transaction or measurement. Foreign currency differences arising from translating such transactions are recognized in current profit or loss.

  3. (2) The foreign currency asset or liability balances are revaluated based on spot exchange rate of the balance sheet date, and any exchange difference arising from the adjustment is included in the profit and loss for the year.

  4. (3) Non-monetary assets and liabilities denominated in foreign currency held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in current profit or loss ; Non-monetary assets and liabilities denominated in foreign currency held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currency that are not measured at fair value are translated using the historical exchange rates at the date of the initial transaction.

~20~

  • (4) All foreign exchange gains and losses are presented in the statement of comprehensive income within “Other gains and losses”.

  • Translation of the financial statements of foreign operations

  • (1) The operating results and financial position of all the subsidiaries that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • A. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet.

    • B. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

    • C. All resulting exchange differences are recognized in other comprehensive income.

  • (2) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. However, if the Group retains partial interest in the former subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interests in the foreign operation.

(5) Criteria for distinguishing Current or Non-Current on the Balance Sheet

  1. Assets that meet one of the following criteria are classified as current assets:

  2. (1) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle.

  3. (2) Held mainly for the purpose of trading.

  4. (3) Assets that are expected to be realized within twelve months from the balance sheet date.

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

The Group classifies assets that do not meet any of the above criteria as non-current assets.

  1. Liabilities that meet one of the following criteria are classified as current liabilities:

  2. (1) Liabilities that are expected to be paid off within the normal operating cycle.

  3. (2) Held mainly for the purpose of trading.

  4. (3) Expected to be repaid within 12 months of the balance sheet date

  5. (4) Liabilities for which the repayment date cannot be extended unconditionally to more than 12 months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

The Group classifies liabilities that do not meet any of the above criteria as non-current liabilities.

(6) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

~21~

(7) Financial assets at fair value through profit and loss

  1. Refer to the financial assets that are not measured at amortized cost or are measured at fair value through other comprehensive income.

  2. A regular way purchase or sale of financial assets is recognized and derecognized using either trade date or settlement date accounting.

  3. The Group measures financial assets at fair value in initial recognition. The related transaction costs are recognized in profit and loss. These financial assets are subsequently re-measured and stated at fair value, and any changes in the fair value of these financial assets are recognized in profit or loss.

  4. Once the right to receive dividends is confirmed, the Group recognizes the dividend income in profit or loss if the future economic benefits are expected to flow to the entity and the dividend can be measured reliably.

(8) Accounts receivable and notes

  1. Refers to accounts and notes that have been unconditionally charged for the right to exchange the value of the consideration due to the transfer of goods or services.

  2. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(9) Impairment of Financial Assets

Financial assets measured at amortized cost, the Group, on each balance sheet date, considers all reasonable and supportable information (including forward-looking ones) and measures the loss allowance based on the 12-month expected credit losses for those that do not have their credit risk increased significantly since initial recognition. For those that have increased significantly since initial recognition, the loss allowance is measured based on the full lifetime expected credit losses. A loss allowance for full lifetime expected credit losses is also required for trade receivables that do not constitute a financing transaction.

(10) The de-recognition of financial assets

A financial asset is derecognized when the Group’s rights to receive cash flows from the financial assets have expired.

(11) The lessor’s lease transaction/business lease

Income from under an operating lease (net of any incentives given to the lessee) are recognized in profit or loss on a straight-line basis over the lease term.

(12) Inventory

Inventories are measured at the lower of cost or net realizable value, and the cost is determined by weighted-average method. The costs of finished and work in process goods include raw materials, direct labor, other direct costs and manufacturing-related expenses, excluding borrowing costs. At the end of year, inventories are evaluated at the lower of cost or net realizable value. The item by item approach is used in applying the lower of cost and net realizable value. The net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale.

~22~

- (13) Investments in equity method associate companies

  1. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for under the equity method and are initially recognized at cost.

  2. The Group’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss in the current period, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate (including any other unsecured receivables), the Group does not recognize further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  3. When there is equity change in non-profit and loss and other consolidated profit and loss occurring to the affiliated enterprises that do not affect the shareholding of the affiliated enterprises, the Group will have the equity change recognized as “additional paid-in capital” proportionally to the shareholding ratio.

  4. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the polices adopted by the Group.

  5. When the Group disposes of its investment in an associate and loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are accounted for on the same basis as direct disposal of related assets or liabilities, that is, profit or loss previously recognized in other comprehensive income are reclassified to profit or loss when related assets or liabilities are disposed of. When the Group loses significant influence over the associate, the aforesaid profit or loss is reclassified from retained earnings to profit or loss. If it still retains significant influence over the associate, then the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.

(14) Property , plant, and equipment

  1. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.

  2. Subsequent costs are included in the asset’s carrying amount or recognized as a spate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the period in which they are incurred.

  3. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

  4. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each balance sheet date. If expectations for the assets’ residual values and

~23~

useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, “Accounting Policies, Changes in Accounting Estimates and Errors”, from the date of change. The estimated useful lives of property, plant and equipment are as follows:

Buildings and structures 2 years ~ 60 years Machinery equipment 2 years ~ 20 years Transport equipment 3 years ~ 5 years Other equipment 2 years ~ 40 years

(15) The lessee’s lease transaction-right-of-use assets/lease liabilities.

  1. Lease assets are recognized on the day of the available for use by the Group as right-of-use assets and lease liabilities. If the lease contract is a short-term lease or a lease of an underlying asset with low-value, lease payment is recognized using the straight-line method as an expense during the period of lease based.

  2. The lease liability on the first day of lease is recognized at the present value after unpaid lease payments are converted into cash according to the Group’s incremental borrowing interest rate. Lease payments include fixed payments deducted by any lease incentives received. According to the follow-up interest method and measurements by the amortized cost method, interest incurring during the period of lease is provisioned. In case of changes in the period of lease or lease payments not attributed to contract modifications, the lease liability will be re-evaluated, and the remeasurement will be used to readjust the right-of-use asset.

  3. The right-of-use asset is recognized by cost on the starting day of lease. The costs include:

  4. (1) The original measured amount of lease liability;

  5. (2) Any original direct costs incurred;

The cost model is adopted for subsequent measurements. Either the end of the durability of right-of-use assets or the end of the period of lease incurring earlier will be provisioned as depreciation fees. When re-evaluating lease liability, the right-of-use asset will readjust any remeasurements of lease liability.

(16) Investment property

Investment properties are initially measured at cost and may be subsequently measured using a cost model.

(17) Intangible assets

Based on the acquisition cost as the accounting basis; computer software, patent rights and specialized technology are amortized based on their economic life or contractual term, whichever is shorter.

(18) Losses in non-financial asset

The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount refers to an asset’s fair value less the cost of disposal or the useful value, whichever is the

~24~

higher. Except for goodwill, when the impairment of assets recognized in prior period is non-existent or reduced, the impairment loss should be reversed. However, the increased book value of the asset due to the reversed impairment loss may not exceed the book value net of depreciation or amortization before recognizing impairment loss.

(19) Loans

Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.

(20) Notes and accounts payable

  1. Refers to debts incurred as a result of the purchase of raw materials, goods or services and the notes payable due to business and non-business purposes.

  2. The short-term accounts and notes payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(21) De-recognition of financial liabilities

The Group derecognizes a liability when the obligation under the liability specified in the contract is discharged or cancelled or expires.

(22) Financial assets and liabilities written-off against each other

Recognized financial liabilities and assets are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

(23) Employee benefits

1. Short-term employee benefits

Short-term employee benefits are measured at the discounted amount of the benefits expected to be paid in respect of service rendered by employees and are recognized as expenses in the period when the employees render service.

  1. Pension

  2. (1) Defined contribution plan

For defined contribution plans, the contributions are recognized as pension expenses when they are due on an accrual basis. Prepaid contributions are recognized to the extent of a cash refund or a reduction in the future payments.

  • (2) Defined benefit plan

  • A. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date)

~25~

instead.

  • B. Re-measurements arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recoded as retained earnings.

  • C. The expense associated with prior service cost is recognized immediately as a profit or loss.

  • Remunerations for employees and directors

Remunerations for employees and directors are recognized as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. If the accrued amounts for employees’ compensation and remuneration to directors and supervisors are different from the actual distributed amounts, the differences should be recognized based on the accounting for changes in estimates. If employee compensation is distributed by shares, the Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.

(24) Income tax

  1. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.

  2. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Group operates and generates taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with the applicable tax regulations. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  3. Deferred income tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. A deferred tax liability is not recognized for liabilities arising from initial recognition of goodwill or arising from the initial recognition of an asset/liability other than in a business combination which, at the time of the transaction, does not affect either the accounting or the taxable profit (taxable loss) and at the time of the transaction, does not give rise to equal taxable and deductible temporary differences. Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted as of the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.

  4. Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognized and recognized deferred income tax assets are reassessed.

  5. Current income tax and liabilities are offset and the net amount is reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is

~26~

an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.

(25) Dividends

Dividends distributed to shareholders of the Company are recognized in the financial statements when the shareholder meeting resolves to distribute dividends, and the cash dividends are recognized as liabilities.

(26) Recognition of revenue

1. Product sales

  • (1) The Group manufactures and sells API-related products. The sales revenue is recognized when products are delivered to customers who have discretionary power in channels and prices of products sold and the Group has no outstanding performance obligations which may affect customers’ acceptance of products. The delivery of products is considered occurs when the products are shipped to the designated locations and the risks of obsolescence and loss have been transferred to customers who accept the products under sales contracts, or when there is objective evidence showing that all acceptance criteria have been met.

  • (2) Account receivables are recognized when goods are delivered to customers. Since the Group has unconditional rights to the contract price from that point in time, only the passage of time is required before the payment is due.

2. Labor revenue

  • (1) The Group provides commissioned bio drug testing and other related services. Labor service income is recognized as income during the period of financial reporting on services provided to customers. Revenues from fixed price contracts are recognized based of the proportion of services provided in all services provided as of the balance sheet date. The percentage of service completion is based on the proportion of actual costs incurred in the total costs. The customer shall pay contract prices according to the payment time agreed. When services provided by the company exceed the customer’s accounts payable, they are recognized as contract assets; if the customer’s accounts payable exceeds the services provided by the company, they are recognized as contract liability.

  • (2) The Group’s estimates of revenues, costs, and degree of work completion are subject to amendments as circumstances change. Any increase or decrease in estimated income or cost due to changes in estimates shall be reflected in profit or loss during the period in which the circumstances leading to the amendments are known to management.

(27) Operating segments

The operating segment information and the internal management reports submitted to the mainly operational decision makers are consistent in the way of reporting. The chief operating decision-maker is responsible for allocating resources and assessing performance of the operating segments.

~27~

5. Main source of significant accounting judgment, estimates and assumptions uncertainty

The preparation of these consolidated financial statements requires management to make critical judgments in applying the Group’s accounting policies and make critical assumptions and estimates based on the expectation of future events that are believed to be reasonable under the circumstances at the end of the reporting period. The resulting accounting estimates might be different from the related actual results, the judgments and estimates are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. Critical accounting judgments, estimates and key sources of assumption uncertainty are explained as follows:

(1) Critical judgments concerning the application of accounting policies

None.

  • (2) Critical accounting estimates and assumptions

Evaluation of inventory

The Group measures the normal sales of inventories by the lower of cost and net realizable value. For inventories that have existed longer than a certain period of time and are obsolete and damaged, net realizable value of each inventory is identified to be recognized as a loss. Therefore, the Group must use its best judgments and estimates to determine the net realizable value of inventory at the balance sheet date. Due to the stricter verification of active pharmaceutical ingredients and the lengthening time required to obtain drug licenses, the disposal of inventory is below expectation, resulting in the loss from inventory depreciation or the higher risk of inventory obsolescence. The Group assesses on the balance sheet date the inventory due to normal wear and tear, obsolescence or without market sales value and reduces the inventory cost to net realizable value. The inventory assessment may experience significant changes due to fluctuations in the net realizable value of future products. As of December 31, 2023, the book balance of the Group’s inventories is $1,211,026.

6. Summary of significant accounting titles

(1) Cash and cash equivalents

mary of significant accounting titles
Cash and cash equivalents
Cash on hand and petty cash
Checking accounts and demand deposits
December 31,2023
$ 630
268,939
$ 269,569
December 31,2022
$ 624
299,990
$ 300,614
  1. The financial institutions that the Group deals with are with good credit quality; also, the Group deals with a number of financial institutions to diversify credit risk; therefore, the possibility of default is very unlikely.

  2. None of the Group’s cash and cash equivalents pledged to others as collateral.

~28~

(2) Financial assets at fair value through profit and loss

Item
Non-current items:
Financial assets mandatorily measured at fair
value through profit or loss
China Development Biomedical Venture
Capital (limited company)
Evaluation adjustment

December 31,2023
$ 6,771
26,085
$ 32,856
December 31,2022
$ 18,000
15,317
$ 33,317

  1. Financial assets at fair value through profit and loss is detailed as follows:
Financial assets mandatorily measured at fair
value through profit or loss
Equity instruments
$ 2023
10,768
$ 2022
9,591
  1. In January 2023, June 2023 and April 2022, the Group's investment in financial assets at fair value through profit or loss was reduced and the share capital of $3,060, $8,169 and $3,000 was returned, respectively.

(3) Note receivable and accounts receivable

Notes receivable
Accounts receivable
Less: Allowance for losses
December 31,2023
$-

$ 235,199
( 266)
$ 234,933
December 31,2022
$ 132
$ 292,942
( 266)
$ 292,676
  1. Aging of notes receivable and accounts receivable is as follows:

  2. (1) Notes receivable

Notes receivable
Not overdue December 31,2023
$-
December 31,2022
$ 132

~29~

(2) Accounts receivable

Not overdue
Up to 30 days
31 to 60 days
December 31,2023 December 31,2022
$ 197,349
37,850
-
$ 235,199
$ 256,722
1,182
35,038
$ 292,942

The aforementioned aging analysis is based on the overdue days.

  1. The accounts receivables and bills receivable balance in December 31, 2023 and 2022 were generated from the client contract. The accounts receivables balance and allowance loss in the client contract as of January 1, 2022 amount to $375,014 and $18,611 respectively.

  2. While not considering the collaterals or other credit enhancements, the notes and accounts receivable held by the Group had the maximum exposure of credit risk at $234,933 and $292,808, respectively, as of December 31, 2023 and 2022.

  3. The Group does not hold any collaterals.

  4. Please see Note 12 (2) for the credit quality of the notes receivable and accounts receivable.

(4) Inventory

Raw materials
Work in process
Finished products
Raw materials
Work in process
Finished products
Cost
$ 498,721
136,496
658,053
$ 1,293,270
Cost
$ 289,037
168,141
439,639
$ 896,817
December 31, 2023
Price loss allowance
($ 18,557)
-
( 63,687)
($ 82,244)
December 31, 2022
Price loss allowance
($ 27,365)
( 427)
( 49,072)
($ 76,864)
December 31, 2023
Price loss allowance
($ 18,557)
-
( 63,687)
($ 82,244)
December 31, 2022
Price loss allowance
($ 27,365)
( 427)
( 49,072)
($ 76,864)

Book value
$ 480,164
136,496
594,366
$ 1,211,026

Book value
$ 261,672
167,714
390,567
$ 819,953
($ 27,365)
( 427)
( 49,072)
($ 76,864)

~30~

The Group’s current inventory cost recognized as expenses:

Cost of inventory sold
Loss of price decline of inventory and obsolescence
loss

Proceeds from sale of scraps.
$
(
2023
1,319,316
12,232
2,687)
1,328,861
$
(
2022
1,125,660
29,630
3,868)
1,151,422

$

$

(5) Investments accounted for by the equity method

Affiliate business:
China Chemical & Pharmaceutical Co., Ltd.
December 31,2023 December 31,2022
$ 961,625 $ 964,937

1. Affiliate business

  • (1) The basic information of the Group’s main affiliates is shown as follows:
Main Ratio of Ratio of
places of Shareholding Shareholding
business Type of
Company name operations
December 31, 2023

December 31, 2022
affiliation
Measurement
China Chemical &
Pharmaceutical Co., Ltd.Taiwan
14.11% 14.11% Strategic
investment
Equity method
  • (2) The aggregated information of the Group’s main affiliates is shown as follows:

Balance Sheet

Current assets
Non-Current assets
Current liabilities
Non-current liabilities
Total net assets
Book value of affiliates
China Chemical &
Pharmaceutical Co., Ltd.

December 31,2023
$ 5,583,096
7,281,735
( 3,392,902)
( 2,001,513)
$ 7,470,416
$ 961,625
China Chemical &
Pharmaceutical Co., Ltd.
December 31,2022
$ 5,938,797
6,883,766
( 3,299,537)
( 2,093,449)
$ 7,429,577
$ 964,937

~31~

Comprehensive income statement

Income
Current net profits from continuing
operations
Other comprehensive income (net after
tax)
Total comprehensive income for the
period
Stock dividends collected from
affiliates
China Chemical & Pharmaceutical Co., Ltd.
2023
2022
$ 8,574,720
$ 8,456,512
$ 323,573
$ 479,298

( 44,747)
( 571,301)
$ 278,826
($ 92,003)
$ 33,643
$ 37,848
China Chemical & Pharmaceutical Co., Ltd.
2023
2022
$ 8,574,720
$ 8,456,512
$ 323,573
$ 479,298

( 44,747)
( 571,301)
$ 278,826
($ 92,003)
$ 33,643
$ 37,848
China Chemical & Pharmaceutical Co., Ltd.
2023
2022
$ 8,574,720
$ 8,456,512
$ 323,573
$ 479,298

( 44,747)
( 571,301)
$ 278,826
($ 92,003)
$ 33,643
$ 37,848

$

2023
8,574,720
323,573
44,747)
278,826
33,643

$

$
(

$ (

$

($

$

$
  1. Profit and loss of associates recognized by using equity method:
China Chemical & Pharmaceutical Co.,
Ltd.

$
2023
36,506
$
2022
51,100
  1. The Company’s investment in China Chemical & Pharmaceutical has a public offer of which the fair value were $1,023,994 and $1,398,267 as of December 31, 2023 and 2022, respectively.

  2. The Company holds a 14.11% stake of China Chemical & Pharmaceutical Co., Ltd. and sits on one seat of its Board of Directors, so it has significant influence. In addition, the Company is the shareholder holding the largest stake of the said company. Given the fact that the Group has no substantial power to direct the said company’s relevant activities evidenced by the history of other shareholders’ degree of participation and number of votes on major agendas in the shareholders meetings of the said company, it is determined that the Group does not have control over the said company, but significant influence.

~32~

(6) Property , plant, and equipment

2023

2023
January 1
Cost
Accumulated
depreciation and
impairment
2023
January 1
Additions
Reclassification
Depreciation
Net exchange
differences
December 31
December 31
Cost
Accumulated
depreciation and
impairment
Land Buildings and
structures
$ 900,616
( 508,739)

$ 391,877
$ 391,877
10,431
25,046
( 47,190)
-

$ 380,164
$ 936,092
( 555,928)

$ 380,164
Machinery
equipment
$1,648,682
( 1,028,690)
$ 619,992
$ 619,992
9,041
54,690
100,727)
-
$ 582,996
$1,708,513
( 1,125,517)
$ 582,996
Transport
equipment
$ 8,121
( 6,791)
$ 1,330
$ 1,330
-
-
( 570)
-
$ 760
$ 7,731
( 6,971)
$ 760
Other
equipment
$ 639,064
( 460,933)
$ 178,131
$ 178,131
19,043
21,633
( 38,371)
1
$ 180,437
$ 673,096
( 492,659)
$ 180,437
$ 741,400
-
$ 741,400

$ 741,400
350,183
-
-
-
$1,091,583
$1,091,583
-
$1,091,583
(

~33~

2022

2022
January 1
Cost
Accumulated
depreciation and
impairment
2022
January 1
Additions
Reclassification
(Note)
Disposition
Depreciation
Net exchange
differences
December 31
December 31
Cost
Accumulated
depreciation and
impairment
Land
$ 741,400
-
$ 741,400
$ 741,400
-
-
-
-
-
$ 741,400
$ 741,400
-
$ 741,400
Buildings and
structures
$ 826,107
( 470,694)
$ 355,413
$ 355,413
11,990
63,419
-
( 38,945)
-
$ 391,877
$ 900,616
( 508,739)
$ 391,877

(
Machinery
equipment



Transport
equipment
$ 8,121
( 6,220)
$ 1,901
$ 1,901
-
-
-
( 571)
-

$ 1,330
$ 8,121
( 6,791)
$ 1,330
Other
equipment
$ 608,850
( 441,167)
$ 167,683
$ 167,683
29,005
17,446
( 695)
( 35,319)
11
$ 178,131
$ 639,064
( 460,933)
$ 178,131
Uncompleted
construction
and
equipment
pending
inspection
$ 126,443
-
$ 126,443
$ 126,443
205,299
( 303,891)
-
-
-
$ 27,851
$ 27,851
-
$ 27,851
Total
$3,725,884
( 1,859,732)
$1,866,152
$1,866,152
270,073
9,913)
695)
165,047)
11
$1,960,581
$3,965,734
( 2,005,153)
$1,960,581
$1,414,963
941,651)
$ 473,312
$ 473,312
23,779
213,113
-
90,212)
-
$ 619,992
$1,648,682
( 1,028,690)
$ 619,992




(
(
(

(


Note: The term reclassification is an act to transfer out onto “intangible assets” and “operating cost”.

~34~

(7) Investment property

Land cost December 31,2023 December 31,2022
$ 10,700 $ 10,700
  1. Rental income and direct operating expenses of investment properties:
Rental income of investment properties
Direct operating expenses incurred in
investment properties that have rental
income in the current period
$ 2023
743
56
$ 2022
767
$ $ 53
  1. The fair value of investment properties held by the Group for the years ended December 31, 2023 and 2022 was NTD 70,305 and NTD 70,305, respectively, based on the transaction prices of the adjacent lands.

(8) Shot-term borrowings

The short-term borrowings of the Group as of December 31, 2023 and 2022 are as follows:

Loans nature
Bank loan
Credit loan
Loans nature
Bank loan
Credit loan
December 31, 2023
$ 500,000
December 31, 2022
$ 100,000
Interest rate collars
Collateral
1.62%~1.85%
None
Interest rate collars
Collateral
1.50%
None

(9) Other payable

December 31, 2023
Salary and bonus payables
$ 79,513
Equipment payables
27,683
Remuneration to employees and directors payable 27,670
R&D expenses payable
19,625
Commission payable
10,620
Repair fees payable
4,414
Others
25,042
$ 194,567
December 31, 2022
$ 90,542
29,867
60,627
15,310
20,769
6,307
36,916
$ 260,338
December 31, 2022

~35~

- (10) Long term borrowings

Bank loan
Credit loan
Interest rate collars
December 31,2023 December 31,2022

The one-time repayment of credit loan is due in 2025.

  • (11) Pension

  • (1) The Company has a defined benefit pension plan in accordance with the “Labor Standards Act”, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. When an employee meets the requirements of retirement, the payment of pension is based on service years and the average salary of the six months prior to retirement, with services within 15 years accumulating 2 basis points per year, and service years beyond 15 years accumulating 1 basis point per year up to a maximum of 45 basis points. The company provisions 5% of total monthly salary to the pension fund in the name of the Pension Supervisory Committee at the Bank of Taiwan. In addition, the Company has the labor pension reserve account balance referred to in the preceding paragraph estimated at the end of each fiscal year. If the account balance is insufficient to pay pension benefit to the employees who qualify for retirement within next year for the pension benefit calculated in the preceding paragraph, the Company will have the spread amount appropriated in a lump sum before the end of March next year.

    • (2) The amounts recognized in the balance sheet are as follows:
Present value of the defined benefit
obligations
The fair value of plan assets
Net defined benefit assets
(Recognized as Other non-current assets)
December 31,
2023
($ 104,900)
143,904
December 31,
2023
($ 104,900)
143,904
December 31,
2022
($ 105,279)

145,401
December 31,
2022
($ 105,279)

145,401

$

39,004



$

40,122

  • (3) Changes in net defined benefit assets are as follows:
Present value of the
defined benefit
obligations
2023
Balance at January 1 ($ 105,279)
Current service cost ( 775)
Present value of the Present value of the
The fair value of plan
defined benefit
obligations
105,279)
775)


$

~36~

Interest (expense)
income
2023
Revaluation amount:
Return on plan assets
(excluding amounts
included in interest
income or expense)
The effect of changes
in financial
assumptions
Experience
adjustments
Pension payment
Balance at December
31
2022
Balance at January 1
Current service cost
Interest (expense)
income
Revaluation amount:
Return on plan assets
(excluding amounts
included in interest
income or expense)
The effect of changes
in financial
assumptions
Experience
adjustments
Pension payment
Balance at December
31
Present value of the
defined benefit
obligations

( 1,222)
( 107,276)

-

( 335)
( 1,882)
( 2,217)
4,593

($ 104,900)
Present value of the
defined benefit
obligations
($ 117,792)
( 882)
( 789)

( 119,463)

-

3,767
2,096
5,863
8,321

($ 105,279)
Present value of the
defined benefit
obligations

( 1,222)
( 107,276)

-

( 335)
( 1,882)
( 2,217)
4,593

($ 104,900)
Present value of the
defined benefit
obligations
($ 117,792)
( 882)
( 789)

( 119,463)

-

3,767
2,096
5,863
8,321

($ 105,279)
The fair value of plan
assets
1,719

147,120
1,377
-
-
1,377
( 4,593)
$ 143,904
The fair value of
plan assets
$ 141,770
-
966

142,736
10,986
-
-
10,986
( 8,321)
$ 145,401
The fair value of plan
assets
1,719

147,120
1,377
-
-
1,377
( 4,593)
$ 143,904
The fair value of
plan assets
$ 141,770
-
966

142,736
10,986
-
-
10,986
( 8,321)
$ 145,401
The fair value of plan
assets
1,719

147,120
1,377
-
-
1,377
( 4,593)
$ 143,904
The fair value of
plan assets
$ 141,770
-
966

142,736
10,986
-
-
10,986
( 8,321)
$ 145,401
Net defined benefit
assets
497
39,844
1,377
( 335)
( 1,882)
( 840)
-
$ 39,004
Net defined benefit
assets
$ 23,978
( 882)
177
23,273
10,986
3,767
2,096
16,849
-
$ 40,122
Net defined benefit
assets
497
39,844
1,377
( 335)
( 1,882)
( 840)
-
$ 39,004
Net defined benefit
assets
$ 23,978
( 882)
177
23,273
10,986
3,767
2,096
16,849
-
$ 40,122






(
$



defined benefit
obligations
117,792)
882)
789)

119,463)
-
3,767
2,096
5,863
8,321
105,279)


$
assets
23,978
882)
177
23,273
10,986
3,767
2,096
16,849
-
40,122

(
























(
$



($

$

(4) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined

~37~

benefit pension plan in accordance with the Fund’s annual investment and utilization plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund” (Article 6: The scope of utilization for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). For the use of this fund, the minimum earnings distribution every year shall not be for an amount less than the income calculated in accordance with the local bank’s two-year time deposit rate; also, the insufficient fund, if any, should be made up by the National Treasury with the approval of the competent authorities. Since the Company is not entitled to participating in the operation and management of the Fund, the classification of the fair value of plant asset cannot be disclosed in accordance with International Accounting Standards No. 19, paragraph 142. The composition of fair value of plan assets as of December 31, 2023 and 2022 is given in the Annual Labor Retirement Fund Utilization Report announced by the government.

(5) Assumptions for the actuation of pension funds are summarized as follows:

Discounted rate
Future salary increases rate
2023
1.15%
2.00%
2022
1.20%
2.00%

Assumptions regarding future mortality experience are set based on actuarial advice in accordance with the published statistics and experience in the 6th Taiwan Standard Ordinary Experience Mortality Table.

The present value of the defined benefit obligations affected by the changes in the actuarial assumptions is analyzed as follows:

December 31, 2023
The impact on the present
value of the defined benefit
obligations
December 31, 2022
The impact on the present
value of the defined benefit
obligations
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,660)
$ 1,706
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,804)
$ 1,856
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,660)
$ 1,706
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,804)
$ 1,856
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,660)
$ 1,706
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,804)
$ 1,856
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,660)
$ 1,706
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,804)
$ 1,856
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,660)
$ 1,706
Discounted rate
Increase by
0.25%
Decrease by
0.25%
($ 1,804)
$ 1,856
Future salary increases rate
Increase by
0.25%
Decrease by
0.25%
$ 1,688
($ 1,650)
Future salary increases rate
Increase by
0.25%
Decrease by
0.25%
$ 1,837
($ 1,795)
Future salary increases rate
Increase by
0.25%
Decrease by
0.25%
$ 1,688
($ 1,650)
Future salary increases rate
Increase by
0.25%
Decrease by
0.25%
$ 1,837
($ 1,795)

0.25%
1,804)

$

0.25%
1,856

0.25%
1,795)

The sensitivity analysis above analyzes the impact from changing one of the assumptions while others remain constant. In practice, many changes in assumptions may be mutually interactive. The sensitivity analysis is consistent with the method adopted for calculating the net pension liability on the balance sheet.

~38~

  • (6) The Company applied for a suspension of the allocation of labor pension reserve on December 15, 2022 and December 9, 2021, which was approved to suspend the allocation of labor pension reserve in 2023 and 2022.

  • (1) The Company has a retirement policy with a defined pension contribution plan regulated in accordance with the “Labor Pension Act” for the employees of Taiwan nationality since July 1, 2005. The Company has established a defined contribution pension plan (the “New Plan”) under the “Labor Pension Act” covering all regular employees. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to an employee’s individual pension account at the Bureau of Labor Insurance. The payment of pension benefits is based on an employee’s individual pension fund account and the cumulative profit in such account, and employees can choose to receive such pension benefits monthly or in one lump sum.

  • (2) Pharmaports, LLC follows the retirement insurance system in the US and has an internal policy determining the allocation of pensions. Every month, a certain percentage of the local employees’ salary is allocated to the pension fund.

  • (3) The pension costs under the defined contribution pension plans of the Group for the 2023 and 2022 were $11,328 and $10,726, respectively.

(12) Share capital

  1. As of December 31, 2023, the Company’s authorized capital was $1,600,000, consisting of 160,000 thousand shares of ordinary stock, and the paid-in capital was $775,600 with a par value of $10 (in dollars) per share. All issued capital of the Company were paid up.

  2. The number of the Company’s outstanding ordinary shares was 77,560 thousand as of 2023 and 2022.

  3. The affiliation of the Company held 21,575 thousand shares and 21,575 thousand shares, respectively of the Company as of December 31, 2023 and 2022.

  4. On May 30, 2023, the Company’s shareholders' meeting adopted a resolution to issue ordinary shares or domestic convertible corporate bonds (including secured or unsecured convertible corporate bonds) through private placement. The board of directors is authorized to decide on the number of shares to be actually issued or converted within the limit of 20% of the total number of ordinary shares issued (i.e., not exceeding 15,512,000 shares), depending on the capital market conditions.

(13) Capital reserve

According to the Company Act, capital reserves from premium income for issuing shares over face values and gift income, not only can offset losses, it can also issue new shares or cash according to the original shareholding when there is no accumulated losses in the company. Further, the Securities and Exchange Act requires that the amount of capital surplus to be capitalized, as above, should not exceed 10% of paid-in capital each year. When the retained earnings of a company is not enough to offset capital losses, the capital reserves cannot be applied.

(14) Retained earnings

  1. According to the Company’s articles of incorporation, the dividend policy considers the Company’s future capital needs and long-term financial planning and meets the

~39~

shareholders’ demand for cash inflows. The current year’s earning, if any, shall first be used to offset prior years’ operating losses and pay all taxes, and then 10% of the remaining amount shall be set aside as legal reserve. Special reserve shall also be allocated. If there is still surplus, it can be put together with the accumulated undistributed surplus of the previous year as the surplus available this year for distribution. Part of it can be retained, depending on the Company’s business needs for the year, before being distributed to shareholders. Cash dividends shall not be less than 50% of the shareholder dividend given, but when the cash dividend is calculated to be less than $0.1 per share, it can be given in the form of stock dividend.

  1. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of the legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.

  2. (1) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

  3. (2) When adopting IFRSs for the first time on special reserve. The Company will conduct a reversal of the originally allocated special reserve when using, disposing of or reclassifying assets.

  4. (1) The appropriations of 2022 and 2021 earnings had been resolved at the shareholders’ meeting on May 30, 2023 and May 25, 2022, respectively. Details are summarized below:

Legal earnings
reserve
Special earnings
reserve
Cash dividend
$
Amount
48,539
46,048
100,828
2022
Dividends per
share ($)



$ 1.3
$
Amount
47,598
-
100,828
2021
Dividends per
share ($)



$ 1.3
2021
Dividends per
share ($)



$ 1.3

share ($)
1.3

$

195,415

$

148,426

~40~

  • (2) The appropriations of 2023 earnings had been proposed by the Board of Directors on March 11, 2024. Details are summarized below:
Legal earnings
reserve
Special earnings
reserve
Cash dividend
$
Amount
26,745
9,427
62,048
2023
Dividends per
share ($)



$ 0.8
2023
Dividends per
share ($)



$ 0.8

share ($)
0.8

$

98,220

The aforementioned distribution of earnings of 2023 has not been passed in the shareholders’ meeting.

(15) Operating revenues

Revenue from Contracts with Customers 2023
$ 2,086,441
2022
$ 2,117,144

1. Segmentation of revenue from contracts with customers

The Group’s revenues are generated from goods and labor services gradually transferred with time and transferred at a specific time. Revenues can be subdivided into the following geographic areas:

2023
Revenue from contracts with external
customers
$ Time point of sales income recognition
Revenues recognized at a specific time $ Revenues gradually recognized with
time

$ 2022
Revenue from contracts with external
customers
$ Time point of sales income recognition
Revenues recognized at a specific time
$ Revenues gradually recognized with time
$
$ Taiwan
588,045
586,851
1,194
588,045
Taiwan
675,779
669,364
6,415
675,779
United States
$ 1,498,396
$ 1,498,396
-
$ Total
2,086,441

$

$

2,085,247
1,194

$
$ 1,498,396
United States
$ 1,441,365
$ 1,441,365
-

$

2,086,441

$

$

Total
2,117,144

$

2,110,729
6,415
$ 1,441,365
$

2,117,144

~41~

  1. Contract assets and contract liabilities

  2. (1) The contract assets and contract liabilities of customer contract revenue recognized by the Group are shown as follows:

Contract assets
-Labor services
Contract liabilities:
-Drug sale contracts
-Labor services
Total
December 31,
2023
$ 275
$ 40,370
2,533
$ 42,903
December 31,
2022
$ 88
$ 51,411
2,537
$ 53,948
January 1, 2022
$-
$ 70,299
3,689
$ 73,988
$ $

$

$
  • (2) The initial contract liabilities arising from sales and labor contracts recognized as revenues in 2023 and 2022 total $11,350 and $72,619 respectively.

  • (16) Interest revenue

Interest from bank deposits
Other interest incomes

$
2023
7,269
2
7,271

$
2022
4,507
-
4,507
$ $

(17) Other revenue

Insurance claim income
Dividend income
Rent revenue
Other Revenue- other
$


$
2023
4,275
978
743
4,698
10,694
$

2022
-
-
5,767
3,557
9,324

$

(18) Other profits and losses

Net profit from financial assets at fair value
through profit and loss
Net gain on foreign currency exchange
Loss on disposal of property, plant and
equipment
Miscellaneous income
$

2023
10,768
6,878
-
-
17,646
$
(
(
$
2022
9,591
56,819
695)
1,161)
64,554
$

~42~

(19) Financial costs

Financial costs
Bank loan
Other financial expenses
$ 2023
17,971
1,468
19,439
$ 2022
9,675
37

$
$ 9,712

(20) Employee benefit expense, depreciation and amortization

  1. Employee benefit expense, depreciation and amortization:
Functionality
~~C~~haracteristics
2023
Allocated as
operating cost
Employee
expenses
Total
Employee benefits expenses
Salaries and wages $ 145,971 $ 186,019 $ 331,990
Labor insurance and national
health insurance
15,273 15,086 30,359
Pension expenses 4,689 6,917 11,606
Other employee expenses 10,602 10,932 21,534
Depreciation 152,333 37,145 189,478
Amortization 1,756 1,771 3,527
health insurance
Pension expenses
Other employee expenses
Depreciation
Amortization
15,273
4,689
10,602
152,333
1,756
15,086
6,917
10,932
37,145
1,771
30,359
11,606
21,534
189,478
3,527
Functionality
Characteristics
2022
Allocated as
operating cost
Employee
expenses
Total
Employee benefits expenses
Salaries and wages $ 161,293 $ 219,647 $ 380,940
Labor insurance and national
health insurance
13,944 14,034 27,978
Pension expenses 4,596 6,835 11,431
Other employee expenses 8,834 12,577 21,411
Depreciation 133,406 33,851 167,257
Amortization 146 1,646 1,792
  1. Remunerations for employees and directors:

  2. (1) According to the articles of incorporation of the Company, a portion of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The percentage shall be 1% to 15% for employees’ compensation and shall not be higher than 3% for directors’ remuneration.

  3. (2) A. For the 2023, employees’ compensation was accrued at $23,449 while directors’

~43~

remuneration was accrued at $4,221. The aforementioned amounts were recognized in salary expenses.

  • B. For the 2022, employees’ compensation was accrued at $51,292 while directors’ remuneration was accrued at $$9,335. The aforementioned amounts were recognized in salary expenses.

  • C. The employees’ compensation and directors’ remuneration were estimated and accrued based on 6.58% and 1.18% of profit of current year distributable for the 2023, respectively.

  • D. The employees’ compensation and directors’ remuneration resolved by the Board of Directors for 2022 were $51,292 and $9,335, respectively, consistent with the amount recognized in the 2022 financial report.

  • E. Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors and shareholders will be posted in the “Market Observation Post System”.

(21) Income tax

  1. Income tax expense

  2. (1) Components of income tax expense:

Current income tax:
Current income tax
Additional levy on undistributed
earnings
Underestimate (overestimated) income
tax of prior years
Total Current income tax
Deferred income tax:
Origin and reversal of temporary
differences
Income tax expense
$
(
2023
59,866
9,879
3,350)
66,395
2,183
68,578
$
2022
104,205
4,700
1,363
110,268
6,897
117,165





$

$
  • (2) Income tax amounts relating to other comprehensive profit and loss:
Defined benefit obligation revaluation
amount and volume

$
2023
168
($ 2022
3,370)

~44~

2. Reconciliation between income tax expense and accounting profit:

Income tax derived by applying the
statutory tax rate to pre-tax net profit
Tax-free income by Income Tax Law
Impact on income tax from items excluded
according to the tax law
Realizable changes from deferred income
tax assets
Additional levy on undistributed earnings
Underestimate (overestimated) income tax
of prior years
Foreign dividend withholding tax rate
difference
Income tax expense
$ (

(

(
2023
70,984
10,172)
173
27)
9,879
3,350)
1,091
68,578
$ (

(


2022
121,849
12,138)
-
112)
4,700
1,363
1,503
117,165

$

$

3. Deferred income tax assets or liabilities arising from temporary differences:

Temporary differences:
- Deferred income tax assets:
Falling price of inventory
Unrealized exchange loss
Impairment loss of fixed assets
Bonus payable for paid leave
not taken
Unrealized profit from sales of
inventories in transit
Subtotal
- Deferred income tax liabilities
Profit and loss recognized by
using equity method
Determined benefit obligation
Reserve for land revaluation
increment tax (“LRIT”)
Subtotal
Total
January 1
$15,372
811
89
1,577
2,286
20,135

( 8,032)
( 8,025)
(240,164)
(256,221)
($236,086)
2023
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
$ 1,076
$ -
1,273
-
( 63)
-
133
-
( 2,114)
-
305
-
( 2,543)
-
55
168
-
-
( 2,488)
168
($ 2,183)
$ 168
2023
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
$ 1,076
$ -
1,273
-
( 63)
-
133
-
( 2,114)
-
305
-
( 2,543)
-
55
168
-
-
( 2,488)
168
($ 2,183)
$ 168
2023
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
$ 1,076
$ -
1,273
-
( 63)
-
133
-
( 2,114)
-
305
-
( 2,543)
-
55
168
-
-
( 2,488)
168
($ 2,183)
$ 168
December

in

the profit

or loss
$ 1,076
1,273
( 63)
133
( 2,114)
305
( 2,543)
55
-
( 2,488)
($ 2,183)
31
$16,448
2,084
26
1,710
172
20,440
( 10,575)
( 7,802)
(240,164)
(258,541)
($238,101)


$

~45~

Temporary differences:
- Deferred income tax assets:
Falling price of inventory
Excess losses from bad debts
Unrealized exchange loss
Impairment loss of fixed assets
Bonus payable for paid leave
not taken
Unrealized profit from sales of
inventories in transit
Subtotal
- Deferred income tax liabilities
Profit and loss recognized by
using equity method
Determined benefit obligation
Reserve for land revaluation
increment tax (“LRIT”)
Subtotal
Total
January 1
$16,214
2,868
245
243
1,530
3,380
24,480
( 5,339)
( 4,796)
(240,164)
(250,299)
($225,819)

2022
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
($ 842)
$ -
( 2,868)
-

566
-
( 154)
-
47
-
( 1,094)
-
( 4,345)
-
( 2,693)
-
141
( 3,370)
-
-
( 2,552)
( 3,370)
($ 6,897)
($ 3,370)
2022
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
($ 842)
$ -
( 2,868)
-

566
-
( 154)
-
47
-
( 1,094)
-
( 4,345)
-
( 2,693)
-
141
( 3,370)
-
-
( 2,552)
( 3,370)
($ 6,897)
($ 3,370)
2022
Recognized in
other
comprehensive
net loss
Recognized
in the profit
or loss
($ 842)
$ -
( 2,868)
-

566
-
( 154)
-
47
-
( 1,094)
-
( 4,345)
-
( 2,693)
-
141
( 3,370)
-
-
( 2,552)
( 3,370)
($ 6,897)
($ 3,370)
December
31
$15,372
-
811
89
1,577
2,286
20,135
( 8,032)
( 8,025)
(240,164)
(256,221)
($236,086)

$




net loss
-
-

-
-
-
-
-
-
3,370)
-
3,370)
3,370)

(
(
($
  1. The Company's filings of profit-seeking enterprise business income tax returns had been certified by the tax authority up till 2021.

(22) Earnings per share

Base earnings per share
Net income attributable to the
parent company
Diluted earnings per share
Net income attributable to the
parent company
Effect of dilutive potential
ordinary shares: Employees’
compensation
Net income attributable to the
parent company
Potential effect on ordinary shares
After-tax amount
$ 264,909
$ 264,909
-
$ 264,909

2023
Weighted average
outstanding shares
(thousand shares).
77,560
77,560
532
78,092
Earnings per Earnings per

$

share
(NTD)
3.42
3.39


$

~46~

Base earnings per share
Net income attributable to the
parent company
Diluted earnings per share
Net income attributable to the
parent company
Effect of dilutive potential
ordinary shares: Employees’
compensation
Net income attributable to the
parent company
Potential effect on ordinary shares
After-tax amount
2022
Weighted average
outstanding shares
(thousand shares).
77,560
77,560
940
78,500
Earnings per Earnings per

$

share
(NTD)
6.01
5.93
$ 465,865
$ 465,865
-
$ 465,865


$

(23) Supplemental cash flow information

Investing activities partially funded with cash:

(23) Supplemental cash flow information
Investing activities partially funded with cash:
(24) Purchase of property, plant, and equipment
$ Add: Opening balance of payable on equipment

Prepayments for land and equipment at the end of the
period

Less: Ending balance of payable on equipment
(
Prepayments for land and equipment at the beginning
of the period
(
Cash Paid for the Period
$ Changes in liabilities arising from financing activities
2023
510,609
29,867
7,204
27,683)
70,000)
449,997
$

(
(
2022
270,073
94,544
70,000
29,867)
30,086)
374,664


$

January 1
Addition
Repayment
Other non-cash
changes
Impact from change
in exchange rate
December 31
Shot-term
borrowings
$ 100,000
1,550,000
( 1,150,000)
-
-
$ 500,000

Long-term
borrowings
2023
Lease
liabilities
Total liabilities
arising from
financing
activities
$ 500,000
400,000
( 200,000)
-
-
$ 700,000
$ 3,262
-
( 2,598)
7,150
16
$ 7,830

$ 603,262
2,399,341
( 1,801,939)
7,150
16
$ 1,207,830

~47~

2022

January 1
Addition
Repayment
Other non-cash
changes
Impact from
change in
exchange rate
December 31
Shot-term
borrowings
Long-term
borrowings
Lease
liabilities
Total liabilities
arising from
financing
activities
$ 150,000
2,300,000
( 2,350,000)
-
-
$ 100,000
$ 600,000
1,600,000
( 1,700,000)
-
-
$ 500,000
$ 2,338
-
( 2,211)
2,965
170
$ 3,262
$ 752,338
4,269,577
( 4,421,788)
2,965
170
$ 603,262

7. Related party transactions

(1) Name and relationship of related parties

Name of related parties Relationship with the Group China Chemical & Pharmaceutical Co., Ltd. (CCPC) The Group’s main affiliates Chunghwa Yuming Healthcare Co., Ltd. (CYH) The Group’s main affiliates Chunghwa Senior Care Co., Ltd. The Group’s main affiliates Tairung Development Co., Ltd. The Group’s main affiliates Sino-Japan Chemical Co., Ltd. Other related parties The Mr. Wang Min-ning Memorial Foundation Other related parties

(2) Major transactions with related parties

1. Operating revenues

Product sales:
Affiliate business
$ 2023
32,173
$ 2022
39,225
  • (1) The transaction price of the Group for related parties is based on the price agreed upon by both parties, which is similar to the sales price for general customers.

  • (2) The Group’s payment period is 30–120 days (monthly) for non-stakeholders and 120 days (monthly) for stakeholders after shipment.

  • (3) The Group signed a raw material production and sales contract with China Chemical &

~48~

Pharmaceutical Co., Ltd. in 2016 and renewed the contract in 2019. The Group sold raw materials to the said party at the net cost +30% profit for processing into goods; the Group is entitled to a differential profit ratio of 50% profit from actual sales (China Chemical & Pharmaceutical Co., Ltd. gross profit and the Group’s sales gross profit).

2. Purchase

Purchase of goods:
Affiliate business
Account receivable from related parties
Accounts receivable:
CCPC
Less: Allowance for losses
Other accounts payable to related parties
Other payable:
Affiliate business
$ $ $
$ 595 $ 2

3. Account receivable from related parties

4. Other accounts payable to related parties

  1. The Group’s business supplies purchased in 2023 and 2022 totaled $2,564 and $3,653, respectively, and are listed as operating cost and miscellaneous fees.

  2. The Group donated $1,500 and $1,500 respectively to Mr. Min-Ning Wang Foundation, a related party, in 2023 and 2022, respectively, in order to award professionals for engagement in academic research and development.

  3. The Group signed a land purchase contract with its related party, Sino-Japan Chemical Co., Ltd. on December 23, 2022. The transaction price was $350,000, which was determined with reference to the appraisal reports of Dawaland and Yeshome Real Estate Appraisers. According to the contract, as of December 31, 2022, the deposit paid was $70,000. The Group paid off the remaining amount of purchase price in 2023, and the ownership was transferred on February 18, 2023.

  4. The dividends received from the Group’s affiliates for the years 2023 and 2022 were $33,643 and $37,848, respectively.

~49~

(3) Remuneration to key management

Salaries and other short-term employee benefits $ Retirement benefits

$
Salaries and other short-term employee benefits $ Retirement benefits

$
2023
30,767
566
31,333
$ 2022
39,807
553
40,360
$ $

8. Pledged assets

The assets of the Group are offered as collateral as follows:

Book Value

Book Value
Asset Item
Deposits paid
(Recognized as Other
non-current assets)
December 31,2023 December 31,2022
$ 4,594
Purpose of
guarantee
Customs
guarantees, lease
deposits, etc.
$ 14,367

9. Significant contingent liabilities and unrecognized contractual commitments

(1)Contingencies

None.

(2) Commitments

Capital expenditures that have been signed but not yet incurred

Property , plant, and equipment December 31,2023 December 31,2022
$ 47,290 $ 302,592

10. Significant disaster loss

None.

11. Major post-balance sheet events

Please refer to Note 6 (14) for a description on distribution of surplus for 2023.

12. Others

(1) Capital management

The Group’s capital risk management objectives are to ensure that the Group is capable of continuing operations, to maintain the most appropriate capital structure in order to reduce cost of capital and to maximize returns for shareholders. The Group may make adjustments to dividends paid to shareholders, refund capital to shareholders, issue new shares or sell assets to reduce the level of debts in order to maintain or adjust the Group’s capital structure. The Group uses the debt-to-equity ratio to monitor its capital. The ratio is calculated by dividing

~50~

net debts by total capital. Net debts are calculated as total debts (including “current and non-current borrowings” presented in the consolidated balance sheet) less cash and cash equivalents. Total capital is calculated as “equity” presented in the consolidated balance sheet plus net debts.

The strategy of the Group in 2023 remained the same as in 2022 to be committed to maintaining a debt to capital ratio below 40%.

(2) Financial instruments

1. Types of financial instrument

Financial assets
Financial assets at fair value through
profit and loss
Financial assets mandatorily measured
at fair value through profit or loss
Cash and cash equivalents
Notes receivable
Accounts receivable (including
related parties)
Other receivable
Deposits paid (Recognized as Other
non-current assets)
Financial liabilities
Financial liability measured at the
amortized cost
Shot-term borrowings
Payable notes
Accounts payable
Other payable
Long-term borrowings
Deposits received (Recognized as
other current liabilities-others)
Lease liabilities (including current and
non-current)
December 31,2023

$ 32,856
269,569
-
248,094
8,697

14,367
$ 573,583
December 31,2023
$ 500,000
1,283
103,081
194,567
700,000
266
$ 1,499,197

$ 7,830
December 31,2022
$ 33,317
300,614
132
301,269
10,037
4,594
$ 649,963
December 31,2022
$ 100,000
1,283
143,046
260,338
500,000
266
$ 1,004,933
$ 3,262
  1. Risk management policies

  2. (1) The Group’s activities expose it to a variety of financial risks, including market risk

~51~

(exchange rate, interest rate and price), credit risk and liquidity risk. The Group’s overall risk management policy focuses on unpredictable events in the financial market, and the Group seeks to mitigate potential adverse effect on the financial position and performance.

  • (2) The Group’s Finance Department identifies and assesses financial risks in close collaboration with the Group’s other operating units.

  • The nature and extent of significant financial risks

  • (1) Market risk

Exchange rate risk

  • A. The Group is a multinational operation and therefore is subject to exchange rate risk arising from transactions between the different currencies of the Company and its subsidiaries, mainly in US dollars. The related exchange risk from future operating activities have been recognized in assets and liabilities.

  • B. The Finance Department of the Group conducts hedging for the overall exchange rate risk. In order to manage the exchange rate risk from future commercial transactions and recognized assets and liabilities, companies within the Group take on the natural hedging approach for general imports and exports to reduce the foreign exchange risk.

  • C. The Group’s operations involve certain non-functional currencies (the Company’s functional currency is the New Taiwan dollar (NTD), and subsidiary's functional currency is the USD), so it is subject to the impact of exchange rate fluctuation. The details of assets and liabilities denominated in foreign currencies whose values would be materially affected by exchange rate fluctuations are as follows:

(Foreign currency: Functional
currency)
Financial assets
Monetary items
USD: NTD
Financial liabilities
Monetary items
USD: NTD
EUR: NTD
December 31, 2023
Foreign currency
(thousand dollars)
Exchange rate
$ 12,969
30.71
$ 1,793
30.71
70
33.98
Book value
(NTD)
$ 398,213
$ 55,054
2,379

~52~

December 31, 2022 Foreign currency Book value (thousand dollars) Exchange rate (NTD)

(Foreign currency: Functional currency) Financial assets Monetary items USD: NTD $ 14,616 30.71 $ 448,857 Financial liabilities Monetary items USD: NTD $ 3,082 30.71 $ 94,648

  • D. Total exchange gain, including realized and unrealized gains from significant foreign exchange variations on monetary items held by the Group amounted to a gain of $6,878 and $56,819 for the 2023 and 2022, respectively.

  • E. The analysis of foreign currency risk due to significant exchange rate fluctuation is as follows:

(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD: NTD
Financial liabilities
Monetary items
USD: NTD
EUR: NTD
(Foreign currency:
Functional currency)
Financial assets
Monetary items
USD: NTD
Financial liabilities
Monetary items
USD: NTD
2023
Sensitivity analysis
Magnitude
changes
Profit and loss
affected
Other comprehensive
profit and loss affected
1%
$ 3,982
$ -
1%
$ 551 $ -
1%
24 -
2022
Sensitivity analysis
Magnitude
changes
Profit and loss
affected
Other comprehensive
profit and loss affected
1%
$ 4,489
$ -
1%
$ 946
$ -
2023
Sensitivity analysis
Magnitude
changes
Profit and loss
affected
Other comprehensive
profit and loss affected
1%
$ 3,982
$ -
1%
$ 551 $ -
1%
24 -
2022
Sensitivity analysis
Magnitude
changes
Profit and loss
affected
Other comprehensive
profit and loss affected
1%
$ 4,489
$ -
1%
$ 946
$ -

Magnitude
changes
1%
1%

$ -
$ -

~53~

Price risk

  • A. The equity instruments of the Group that are exposed to price risks are those financial assets held at fair value through profit and loss. To manage the price risk of equity instruments, the Group diversifies its investment portfolio in a manner that is based on the limits set by the Group.

  • B. The Group invests primarily in equity instruments issued by domestic companies. The price of such equity instrument is subject to the uncertainty of the future value of investment target. In case the price of the said equity instrument rises or drops by 10% while the other factors remain unchanged, the after-tax net profit for 2023 and 2022 due to the profit or loss of the equity instrument measured from fair value through profit and loss will increase or decrease by $3,286 and $3,332 respectively.

Cash flow and fair value interest rate risk

  • A. The Group’s interest rate risk mainly comes from short-term borrowings issued at floating rates and long-term borrowing, which exposes the Group to cash flow interest rate risk. For 2023 and 2022, the Group’s borrowings issued at floating rates were mainly denominated in New Taiwan dollars.

  • B. B. If the interest rates of borrowing NTD and USD increases or decreases by 1%, while all other factors remain constant, the net profit after tax for 2023 and 2022 is an increase of $9,600 and $4,800, respectively, mainly due to the interest expense changes caused by the floating interest rate.

  • (2) Credit risk

  • A. Credit risk refers to the risk of financial loss of the Group arising from default by the clients or counterparties of financial instruments under contract obligations, and the defaults are accounts receivable.

  • B. The management of credit risk is established with a Group perspective. According to the Company’s credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Office of the General Manager. The utilization of credit limits is regularly monitored.

  • C. The Group uses IFRS 9 to provide an assumption that if a contract payment is overdue for more than 90 days in accordance with the agreed payment terms, it is considered a breach of contract.

  • D. The Group uses IFRS 9 to provide the following assumption as a basis for determining whether there is a significant increase in the credit risk of financial instruments after the original recognition:

If the contract payment is overdue for more than 30 days in accordance with the agreed payment terms, the credit risk of the financial asset is significantly increased since the original recognition.

  • E. The Group categorizes the accounts receivable from customers based on their nature. The provision matrix and the loss ratio method are adopted as the basis for estimating the expected credit loss.

~54~

  • F. The Group may write off the amount of financial assets that cannot be reasonably expected to be recovered after recourse. However, the Group will still continue the recourse to protect the rights of the claims. For the year ended December 31, 2023 and 2022, the Group has no creditor’s rights that have been written off but are involved in recourse.

  • G. The Group has included the global economic indicators and signals and estimated the loss allowance for notes receivable and accounts (including the interested parties) based on the loss rates built according to historic and current data. The provision matrix and loss rate as of December 31, 2023 and 2022 are show as follows:

December 31, 2023
Expected rate of
loss
Not overdue
0.01%~0.13%
Overdue within 30
days
0.16%~1.62%
Overdue 31 to 60 days 0.17%~1.65%
Overdue 61 to 90 days 0.99%~9.91%
Overdue 91
10.00%~100.00%
December 31, 2022
Expected rate of
loss
Not overdue
0.01%~0.15%
Overdue within 30
days
0.18%~1.83%
Overdue 31 to 60 days 0.19%~1.86%
Overdue 61 to 90 days 1.11%~11.14%
Overdue 91
10.00%~100.00%
Expected rate of Total book value
$ 45,507
-
-
-
-
$ 45,507
Total book value
$ 76,460
-
-
-
-
$ 76,460
Allowance for losses
$ 294
-
-
-
-
$ 294
Allowance for losses
$ 294
-
-
-
-
$ 294

The customers of Pharmaports, LLC, one of the Company’s subsidiaries, prove very sound in credit standing. The previous experiences show no default record at all. The anticipated loss rate is, therefore, at 0.2%. As of December 31, 2023 and 2022, the total receivable book value and the allowance for loss amounted to $202,899 and $18 and $225,253 and $18.

  • H. The Group adopts a simplified method in which the loss allowance for the accounts receivable is shown below:

2023

Note receivable and accounts receivable

(including related parties)

January 1 (December 31)

$ 312

~55~

2022

January 1
Impairment loss reversal
December 31
Note receivable and accounts receivable
(including related parties)
$ 18,657
( 18,345)
$ 312

The amount recognized above is based on other credit enhancements held, so the unrecognized loss allowance as of December 31, 2023 and 2022 are $365 and $470. Among the reversed loss in 2023 and 2022, $0 and $18,345 were originally the impairments on accounts receivable from contracts with customers.

  • (3) Liquidity risk

  • A. Cash flow forecasting is performed by the operating entities of the Group and aggregated by the Group’s finance department. It monitors rolling forecasts of liquidity requirements to ensure the Group has sufficient cash to meet operational needs and maintain sufficient unencumbered loan commitments at all times. Such forecasting takes into consideration the Group’s debt financing plans, covenant compliance, and compliance with internal balance sheet ratio targets.

  • B. The Group’s unutilized borrowings are shown as follows:

Maturing in one year or less
Mature beyond one year
December 31,2023 December 31,2022
$ 570,000
450,000
$ 1,020,000
$ 920,000
500,000
$ 1,420,000
  • C. The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.

Non-derivative financial

liabilities:

December 31, 2023
Shot-term borrowings
Payable notes
Accounts payable
Other payable
Lease liabilities
Long-term borrowings
Deposits received
(Recognized as other
current
liabilities-others)
Within 1 year
$ 500,000
1,283
103,081
194,567
3,469
13,240
266
1 to 2 years
$ -
-
-
-
2,601
709,026
-
2 to 5 years
$ -
-
-
-
1,938
-
-

~56~

Non-derivative financial
liabilities:
December 31, 2022
Shot-term borrowings
Payable notes
Accounts payable
Other payable
Lease liabilities
Long-term borrowings
Deposits received
(Recognized as other
current
liabilities-others)
Within 1 year
$ 100,000
1,283
143,046
260,338
2,137
8,820
266
1 to 2 years
$ -
-
-
-
1,012
506,170
-
2 to 5 years
$ -
-
-
-
144
-
-
  • (3) Fair value information

  • The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

    • Level 1: The quotation (unadjusted) of the same assets or liabilities that can be acquired by the company in an active market on the measurement date A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in publicly traded or OTC stocks is included.

    • Level 2: It refers to the directly or indirectly observable input value of asset or liability, except for those quotations included in Level 1.

    • Level 3: The unobservable inputs of assets or liabilities.

  • Please refer to Note 6 (7) for the fair value of investment property carried at cost.

  • Financial instrument not measured at fair value:

Include the book value of cash and cash equivalents, notes receivable, accounts receivable (including the interested parties), other receivable, short-term borrowings, long-term borrowings, notes payable, accounts payable, other accounts payable and lease liabilities as reasonable approximation of fair value.

  1. The related information for financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities is as follows:

~57~

  • (1) The Group classifies them based on the nature of assets and liabilities, and the information is as follows:
December 31, 2023
Assets
Repeatable fair value
Financial assets at fair value
through profit and loss
Equity securities
December 31, 2022
Assets
Repeatable fair value
Financial assets at fair value
through profit and loss
Equity securities
Level 1
$-
Level 1
$-
Level 2
$-
Level 2
$-
Level 3
$ 32,856
Level 3
$ 33,317
Total
$ 32,856

Total
$ 33,317
  • (2) The methods and assumptions adopted by the Group to measure fair value are as follows:

    • A. The fair value of other financial instruments is obtained by valuation or reference to quotation from counterparties.

    • B. When assessing non-standardized and less complex financial instruments, the Group adopts valuation techniques widely used by other market participants. The parameters used in the valuation models for this type of financial instruments are usually observable market information.

    • C. The output of valuation models are estimates, and the valuation techniques may not reflect all factors affecting the financial instruments and non-financial instruments held by the Group. Therefore, the estimates of valuation models will be adjusted according to additional parameters, such as model risk or liquidity risk. Based on the management policies of the Group’s valuation model at fair value and the related control procedures, the management believes that to fairly present the fair value of financial and non-financial instruments in the consolidated balance sheet, adjusting valuation may be appropriate and necessary. Price information and parameters used in valuation are carefully assessed and they are appropriately adjusted according to the current market conditions.

  • There were no transfers between Level 1 and 2 in 2023 and 2022.

  • The following table shows the changes in Level 3 in 2023 and 2022:

~58~

January 1
Income recognized in profit or loss (Note)
Payment on shares refunded by capital
decrease
December 31
Note: Other gains and losses listed.
2023
Equity instruments
$ 33,317
10,768
( 11,229)
$ 32,856
2022
Equity instruments

$ 26,726
9,591
( 3,000)
$ 33,317
  1. There were no transfers in and/or out of Level 3 in 2023 and 2022.

  2. With respect to the valuation of fair value classified as Level 3, the Finance Department is responsible for the independent verification of fair value of financial instruments. Based on independent information, the valuation results can be closer to the market conditions. The independence and reliability of information and the consistency with other sources, as well as other necessary adjustments to the fair value, can ensure that the results are reasonable.

In addition, the Finance Department develops valuation policies and procedures for fair value of financial instruments and ensure that they comply with the requirements of the International Financial Reporting Standards.

  1. The quantitative and sensitivity analysis of significant and unobservable input of valuation models used for measuring Level 3 fair value is shown as follows:
Shares of venture
capital
Shares of venture
capital
December 31,
2023
Significant
unobservable
input value
Relationship
between input
value and fair
value
Fair value
Valuation
technique
$ 32,856
Net asset value
method
Not applicable Not applicable
December 31,
2023
Significant
unobservable
input value
Relationship
between input
value and fair
value
Fair value
Valuation
technique
$ 33,317
Net asset value
method
Not applicable Not applicable
Relationship
between input
value and fair
value
  1. The Group conducts careful assessment before determining the valuation model and parameters to be used, and the use of different valuation models or parameters may lead to different valuation results.

13. Notes of disclosure

(1) Information about important transactions

In accordance with the provisions of the Regulations Governing the Preparation of Financial

~59~

Reports by Securities Issuers. the major transactions related to the Group in 2023 are as follows:

  1. Loans to others: None

  2. Provision of endorsements and guarantees to others: None

  3. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to Attached table 1.

  4. The cumulative purchase or sale of the same security for an amount exceeding NTD 300 million or 20% of paid-in capital: None.

  5. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: Pease refer to Attached table 2.

  6. Disposition of real estate properties amounting to more than NTD 300 million or 20% of paid up capital: None.

  7. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Attached table 3.

  8. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Attached table 4.

  9. Engaged in derivatives trading: None.

  10. Significant inter-company transactions during the reporting periods: Please refer to Attached table 5.

(2) Information regarding investees

Names, locations and other information of investee companies (not including investees in China): Please refer to Attached table 6.

(3) Information regarding investment in the territory of mainland china

  1. Basic information: None.

  2. Significant transactions, either directly or indirectly through a third area, with investee companies in China: None.

(4) Information of major shareholders

Information of major shareholders: Please refer to Attached table 7.

14. Segment information

(1) General information

Management has determined the reportable operating segments based on reports reviewed by the general manager and used to make strategic decisions. The general manager operates the business from a geographical perspective, with the production and sales of active pharmaceutical ingredients being the main sources of income. Taiwan is mainly responsible for sales and research and development, and the US mainly is involved in sales. The Group provides the operating results of entities in the consolidated statements to the chief operating decision-maker for review and uses the information to evaluate performance of the departments.

~60~

(2) Evaluation of department information

The Group presents the chief operating decision-maker with the pre-tax net profit or loss of each region which uses consistent measurement for revenue and expense in the income statements, and the performance of each operating department is evaluated based on the pre-tax net profit or loss.

The Group did not provide the chief operating decision-maker with total assets and liabilities for operational decisions.

(3) Segment profit/loss

Information on the reporting segments provided to the chief operating decision maker is shown as follows:

2023
Revenue from external clients
Revenue from internal
transactions
Department income
Segment profit/loss
Segment profit and loss
include:
Depreciation and amortization
Taiwan
$ 588,045
1,450,585
$ 2,038,630
United States
$1,498,396

-

$1,498,396

$ 17,435

$ 1,149
Adjustment
and write-off
$ -
( 1,450,585)
($1,450,585)
$-
$-
Total
$ 2,086,441
-
$ 2,086,441
$ 333,487
$ 193,005

$ 316,052

$ 191,856
2022
Revenue from external clients
Revenue from internal
transactions
Department income
Segment profit/loss
Segment profit and loss
include:
Depreciation and amortization
Taiwan
$ 675,779
1,389,416
$ 2,065,195
United States
$1,441,365

-

$1,441,365

$ 19,134

$ 1,194
Adjustment
and write-off
$ -
( 1,389,416)
($1,389,416)
$-
$-
Total
$2,117,144
-
$2,117,144
$ 583,305
$ 169,049

$ 564,171

$ 167,855

(4) Reconciliation of segment profit and loss

The reports provided to the chief operating decision-maker for the segments’ operating decision are not different from the segments’ profit and loss statement, so no adjustment is required.

(5) Information on types of product and labor service

The income from external customers is mainly in the forms of manufacturing and sales of APIs, and the breakdown of income balance is shown as follows:

~61~

Sales revenue of biotechnology products
Sales revenue of non-biotech products
Labor revenue
2023
$ 764,923
1,320,324
1,194
$ 2,086,441
2022
$ 1,041,449
1,069,280
6,415
$ 2,117,144

(6) Information by areas

Information by region for the Group in 2023 and 2022:

Taiwan
U.S.
India
Ireland
Japan
Others
Total
Income (Note)
$ 43,615
1,418,331
197,237
171,820
114,974
140,464
2023
Non-Current assets
Income (Note)

$ 2,307,789
$ 76,776
584
1,441,365

-
228,525

-
49,686

-
173,160

-
147,632

$ 2,308,373
$ 2,117,144
2023
Non-Current assets
Income (Note)

$ 2,307,789
$ 76,776
584
1,441,365

-
228,525

-
49,686

-
173,160

-
147,632

$ 2,308,373
$ 2,117,144
2023
Non-Current assets
Income (Note)

$ 2,307,789
$ 76,776
584
1,441,365

-
228,525

-
49,686

-
173,160

-
147,632

$ 2,308,373
$ 2,117,144
2022
Non-Current assets

$ 1,980,378
1,670

-

-

-

-

$ 1,982,048
2022
Non-Current assets

$ 1,980,378
1,670

-

-

-

-

$ 1,982,048












$ 2,307,789
584
-
-
-
-
$ 2,308,373
$ 1,980,378
1,670
-
-
-
-
$ 1,982,048

$ 2,086,441

$ 2,117,144

Note: Revenue is categorized by country customers were located in.

(7) Information about important customers

Major clients who accounted for more than 10% of the sales in 2023 and 2022:

2023 2022 Income Department Income Department Client A $ 874,189 United States $ 1,101,947 United States Client B 486,462 " 201,151 "

~62~

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) January 1 to December 31, 2023

Attached table 1 Unit: NTD thousand (Except where otherwise stated) At ending Type and name of marketable securities Book value Shareholding Holding company (Note 1) Relationship with the securities issuer Account titles in book Quantity (Note 2) percentage Fair value Remarks Chunghwa Chemical Synthesis & Common shares None Financial assets at fair value 677,143 $ 32,856 1.71% $ 32,856 None Biotech Co., Ltd. China Development Biomedical through profit and loss Venture Capital (limited company)

Note 1: Securities as stated in this table are the stocks, bonds, beneficiary certificates and the securities deriving from the above items within the scope of IFRS 9, “Financial Instruments”. Note 2: Book value is determined based on fair value less accumulated impairment for marketable securities measured at fair value. For those not measured at fair value, the book value is determined based on the acquisition cost or amortized cost less accumulated impairment.

Page 1 of Table 1

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Acquisition of real estate reaching $300 million or 20% of paid-in capital or more January 1 to December 31, 2023

Attached table 2

ttached table 2
Companies that acquire
real estate
Chunghwa Chemical
Synthesis & Biotech Co.,
Ltd.
Asset title Date of occurrence
Trade value
Payment situation

$ 350,000
Paid off in February
2023
Counterparties
Sino-Japan
Chemical Co.,
Ltd.
If the trading partner is a related party, their previous transfer
information
Relation
Owner
Relationship
with the issuer
Transfer date
Amount
Other
related
parties
Chunghwa
Chemical Synthetic
Industry Co., Ltd.
(note 3)
The Company
April 6, 1971
$ 313
(Except
Reference basis
(Except
Reference basis
Unit: NTD thousand
where otherwise stated)
Purpose of
Other
stipulations
Unit: NTD thousand
where otherwise stated)
Purpose of
Other
stipulations

acquisition



of the
transaction
(Note 2)
November 8, 2022
(board resolution
date)
for price
Note 1

and usage
For the
purpose of
building
additional
production
lines.
Land
None

Note 1: The price is determined with reference to the appraisal reports issued by Dawaland and Yeshome Real Estate Appraisers. Note 2: The event date refers to the transaction date, payment date, commission date, account transfer date, board resolution date, or other dates when the trade counterparty and trade amount is confirmed, whichever is sooner. Note 3: Formerly known as Chunghwa Chemical Synthetic Industry Co., Ltd., and later renamed as Chunghwa Chemical Synthesis & Biotech Co. Ltd. with the consent of the shareholders' meeting in 2003.

Page 1 of Table 2

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Purchase from or sale to related parties for an amount exceeding NTD 100 million or 20% of paid-in capital

January 1 to December 31, 2023

Attached table 3
Purchase (sale) company
Name of counterparty
Relation
Chunghwa Chemical Synthesis
& Biotech Co., Ltd.
PHARMAPORTS, LLC
Subsidiaries
Purchase (sale)
Sale
Transactions
Amount
Percentage of
total purchase
(sale)
$ 1,450,585
71%
The credit period
Collection period
is 60 to 90 days
after delivery.
Trading t Trading t

trade and r
Unit price
The agreed amount
of the two parties

trade and r

Note: The disclosure is made by the income and corresponding transactions will not be disclosed additionally.

Page 1 of Table 3

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Receivables from related parties reaching $100 million or 20% of paid-in capital or more

January 1 to December 31, 2023

Attached table 4
The company booked in the
receivables
Name of
counterparty
Relation
Chunghwa Chemical Synthesis &
Biotech Co., Ltd.
PHARMAPORTS,
LLC
Subsidiaries
"
"
"
Receivables from related party
$ 198,029
1,165 (Note)
Overdue Receivables from related parties
Turnover rate
Amount
Disposal Method
6.95 $ -
-

- -
-
Unit: NTD thousand
(Except where otherwise stated)
Receivables amount
collected from related
parties subsequently
Provision for loss
allowance
$ 114,910
$ -
1,165
-

Note: As other receivables.

Page 1 of Table 4

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Significant inter-company transactions during the reporting periods

January 1 to December 31, 2023

Attached table 5

Unit: NTD thousand

(Except where otherwise stated)

Transactions

Number
(Note 1)
Trader’s name
Counterparty
0
Chunghwa Chemical Synthesis & Biotech
Co., Ltd.
PHARMAPORTS, LLC
0
Chunghwa Chemical Synthesis & Biotech
Co., Ltd.
PHARMAPORTS, LLC
0
Chunghwa Chemical Synthesis & Biotech
Co., Ltd.
PHARMAPORTS, LLC
0
Chunghwa Chemical Synthesis & Biotech
Co., Ltd.
PHARMAPORTS, LLC
Relationship (Note 2)
Item
1
Sales revenue
$ 1
Accounts receivable

1
Other revenue

1
Other receivable
Amount
1,450,585
198,029
3,329
1,165
Terms and conditions
Note 4
Note 4
Note 4
Note 4
Percentage of consolidated total

operating re

venues or total assets

(Note 3)
70%
4%
0%
0%

Note 1: The information about transactions between parent company and subsidiaries shall be numbered and noted in the following manner in the box of numbers:

  • (1) Fill in “0” for parent company.

  • (2) Subsidiaries are numbered from number 1.

  • Note 2: The relationship with the traders is classified into three categories, which should be specified (the transaction conducted between the parent company and its subsidiaries or between two subsidiaries need not be disclosed in duplication). Such as: if the parent company has the transaction with the subsidiaries disclosed, the subsidiaries need not to have it disclosed in duplication. If one of the two subsidiaries has the transaction disclosed, the other subsidiary needs not to have it disclosed in duplication).

  • (1) Parent company vs. subsidiaries.

  • (2) Subsidiaries vs. parent company.

  • (3) Subsidiaries vs. subsidiaries.

  • Note 3: For computing the ratio of trade amount to total sales revenue or total assets, if it is for asset and liability account, the computation is based on the ratio of ending balance to total consolidated assets; however, if it is for income and expense account, the computation is based on the ratio of interim cumulative amount to total consolidated revenue.

Note 4: Payment collection terms for sales and service provided to related parties are 60 to 90 days after shipment and provision of service, respectively.

Page 1 of Table 5

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Names, locations and other information of investee companies (not including investees in China)

January 1 to December 31, 2023

Attached table 6

Unit: NTD thousand (Except where otherwise stated)

Investor
Name of investee
Location
Principal business
Chunghwa Chemical
Synthesis & Biotech Co.
Ltd.
PHARMAPORTS, LLC
U.S.
Trading of API drugs
$ Chunghwa Chemical
Synthesis & Biotech Co.
Ltd.
China Chemical &
Pharmaceutical Co., Ltd.
Taiwan
Manufacturing and sales of
pharmaceuticals and health care
products and import of the
related medical equipment.
Sum of initial investment
Ending shareholding
Current
period-end
The end of last
year
Quantity
Ratio
Book value
4,925
$ 4,925
-
100.00% $ 11,100
863,602
863,602
42,053,137
14.11% 961,625
Current period
profit / loss of
the investee
Recognized
investment
Income
Remarks
$ 12,713
$ 12,713 Subsidiaries
323,573
36,506
Affiliate
business

Page 1 of Table 6

Chunghwa Chemical Synthesis & Biotech Co., Ltd. and its subsidiaries

Information of major shareholders January 1 to December 31, 2023

Attached table 7

Shares of Stock Name of main shareholder Number of shares held Shareholding percentage China Chemical & Pharmaceutical Co., Ltd. 21,575,064 27.81

Page 1 of Table 7