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CHUN YU Annual Report 2023

Jun 14, 2024

51943_rns_2024-06-14_d505fdda-e59a-410a-9fde-bf4b3e1641b2.pdf

Annual Report

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Stock Code: 2012 Annual Report (Mops): http://mops.twse.com.tw Company Annual Report Website: http://www.chunyu.com.tw

2023 Annual Report

Published on May 09, 2024

  • I. Spokesperson and deputy spokesperson

  • Spokesperson : General manager CHANG, HSING-YA

  • Deputy Spokesperson: Vice President YAN, JIA-DE Tel : (07)621-4121

Email : [email protected]

  • II. Headquarters, branches and plant

  • Headquarters, branches and plant : NO.100, TAPAO ST., KANGSHAN DIST., KAOHSIUNG CITY 820, TAIWAN Tel : (07)621-4121

  • III. Stock Transfer Agency

  • Name : The Share Transfer Agency of Yuanta Securities Co., Ltd. Address : B1, No. 210, Section 3, Chengde Road, Datong District, Taipei

Website : www.yuanta.com.tw/eYuanta/

Tel : (02)2586-5859

  • IV. CPAs certifying the latest financial statements

  • Name of CPA : Tien, Chung-Yu 、 Hsu, Huei-Yu

  • Name of CPA Firm : PricewaterhouseCoopers

  • Address : 12F,395 Linsen Rd.,Sec.1 Tainan, Taiwan

  • Website : www.pwc.tw Tel : (06)234-3111

  • V. Name of exchanges in foreign countries where the Company is listed for securities trade and the means of access to information on overseas securities : None

  • VI. Company website : http: //www.chunyu.com.tw

Table of Contents

Table of Contents
Page
Chapter ILetter to Shareholders------------------------------------------------------- 1
Chapter IICompany Profile------------------------------------------------------------- 6
I. Date of Incorporation ----------------------------------------------------------------------- 6
II. A brief history of the company ----------------------------------------------------------- 6
Chapter IIICorporate Governance---------------------------------------------------- 10
I. Organization --------------------------------------------------------------------------------- 10
II. Profiles of the directors, president, vice presidents, assistant vice presidents,
departments, branches and subsidiaries heads ----------------------------------------- 13
III. Compensations of Directors, President and Vice Presidents ------------------------ 33
IV. Implementation of Corporate Governance -------------------------------------------- 41
V. Information on CPA Fees ----------------------------------------------------------------- 107
VI. Replacement of Certified Public Accountant ----------------------------------------- 108
VII. Information on the Company's Chairman, President or Managements Having
Served in a CPA's Accounting Firm or Its Affiliated Companies in the Most
Recent Year ------------------------------------------------------------------------------- 109
VIII. Changes in Shareholding Transfer or Shareholding Pledge by Directors, or
Managers, and Major Shareholders Who Holds 10% of the Company Shares
or More during the Most Recent Fiscal Year up to the Date of Publication of
the Annual Report ---------------------------------------------------------------------- 109
IX. Information on the Relationship of the 10 Largest Shareholders Any One Is a
Related Party ------------------------------------------------------------------------------ 111
X. The Total Number of Shares and Total Equity Stake Held in Any Single
Enterprise by the Company, its Directors, Managers, and Any Companies
Controlled Either Directly or Indirectly by the Company ---------------------------- 112
Chapter IVCapital Overview----------------------------------------------------------- 113
I. Capital and Shares -------------------------------------------------------------------------- 120
II. Issuance of Corporate Bonds ------------------------------------------------------------- 122
III. Issuance of Preferred Stock -------------------------------------------------------------- 122
IV. Issuance of Global Depositary Receipts ----------------------------------------------- 123
V. Issuance of Employee Stock Options --------------------------------------------------- 123
VI. The section on new restricted employee shares --------------------------------------- 123
VII. Issuance of New Shares in Connection with Mergers or Acquisitions or
with Acquisitions of Shares of Other Companies ----------------------------------- 123
VIII. The Implementation of the Company’s Capital Allocation Plans ---------------- 123
Chapter VOperational Highlights------------------------------------------------------ 124
I. Business Activities -------------------------------------------------------------------------- 124
II. Market and Sales Overview -------------------------------------------------------------- 131
III. The number of employees employed for the 2 most recent fiscal years, and
during the current fiscal year up to the date of publication of the annual report,
their average years of service, average age, and education levels ------------------ 138
IV. Environmental Expenditure Information ---------------------------------------------- 139
V. Labor Relations ---------------------------------------------------------------------------- 144
VI. Information Security Management ----------------------------------------------------- 146
VII. Important Contracts --------------------------------------------------------------------- 147

Table of Contents

Table of Contents
Page
Chapter VIFinancial Information----------------------------------------------------- 148
I. Consolidated Balance Sheet and Income Statement for the Last Five Fiscal Years
Statement ------------------------------------------------------------------------------------- 148
II. Financial Analysis for the Last Five Fiscal Years -------------------------------------- 153
III. Audit Committee’s Review Report for the Most Recent Year’s Financial
Statement ----------------------------------------------------------------------------------- 156
IV. Consolidated Financial Statements for the Most Recent Year ---------------------- 157
V. The parent company only financial statement for the most recent fiscal year,
certified by a CPA -------------------------------------------------------------------------- 157
VI. The company or its affiliates have experienced financial difficulties in the most
recent fiscal year or during the current fiscal year up to the date of publication
of the annual report ----------------------------------------------------------------------- 157
Chapter VIIReview of Financial Conditions, Financial Performance, and
Risk Management--------------------------------------------------------- 158
I. Financial position --------------------------------------------------------------------------- 159
II. Financial performance --------------------------------------------------------------------- 159
III. Cash flow analysis ---------------------------------------------------------------------- 160
IV. Major capital expenditures during the most recent fiscal year ---------------------- 160
V. The company's reinvestment policy for the most recent fiscal year, the main
reasons for the profits/losses generated thereby, the plan for improving
re-investment profitability, and investment plans for the coming year ------------- 160
VI.Risk analysis and other important matters----------------------------------------- 161
VII. Other important matters ----------------------------------------------------------------- 163
Chapter VIIIOther Special Notes------------------------------------------------------ 164
I. Information related to the company's affiliates ----------------------------------------- 164
II. Transaction about the company’s private placement of securities during the most
recent fiscal year or during the current fiscal year up to the date of publication
of the annual report ---------------------------------------------------------------------- 171
III. Holding or disposal of shares in the company by the company's subsidiaries
during the most recent fiscal year or during the current fiscal year up to the
date of publication of the annual repor ----------------------------------------------- 171
IV. Other required supplementary notes --------------------------------------------------- 172
V. If any of the situations listed in Article 36, Paragraph 3, Item 2 of the
Securities and Exchange Act, which might materially affect shareholders'
equity or the price of the company's securities, has occurred during the most
recent fiscal year or during the current fiscal year up to the date of publication
of the annual report, such situations shall be listed one by one ------------------- 172
Appendix I:Consolidated Financial Statements of Chun Yu Works & Co., Ltd. And
Subsidiaries 2023 and Auditor’s Report. ----------------------------------- 173
Appendix II:Separate Financial Statements of Chun Yu Works & Co., Ltd. 2023
and Auditor’s Report -------------------------------------------------------- 255

CHUN YU WORKS & CO., LTD.

Chapter ILetter to Shareholders

  • I. Report on the Operations of 2023 :

2023 was the year of high inflation and high interest rate worldwide, to the extent that demand dropped and inventory level stayed high. Customers tended to be conservative in placing their purchase orders, which resulted in undesirable performance for Chun Yu in this year. As such, the Company faced decline in revenue and profit.

  • Albeit the pressure of high interest rate in 2024, inflation seemed to be kept under control that recovery is at sight. The demand for interest rate cut becomes prevalent. Under the rising price of steel and demand for steel material, inventory level of the customers felt almost to the bottom, which dictated for refilling. The improving economy helps to boost up demand. Chun Yu will continue to strengthen its management capacity and focus on niche products, replace obsolete equipment to remove the bottleneck in production capacity, advocate energy saving and carbon reduction in full effort, development low carbon products, bolster its competitive power and gain a larger share in market.

  • (I) Performance in production and marketing :

In the Year 2023, our Company's consolidated operating revenue came to NT$8,460,641,000, a decrease by 23.43% from NT$11,049,641,000 in 2022. In terms of consolidated gross profit, in the Year 2023, it came to NT$1,319,064,000 down by 26.82% as compared with NT$1,802,493,000 in 2022. In addition, the Company's consolidated net profit after tax came to NT$360,678,000 in 2023, a decrease by 45.61% when compared with NT$663,116,000 in 2022.

(II) Implementation of budget :

Here at the Company, we did not work out a financial forecast for the Year 2023.

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CHUN YU WORKS & CO., LTD.

(III) Analyses into the capability in financial revenues and expenditures :

(III) Analyses into the capa (III) Analyses into the capa bility in financ ial revenues and expenditures: ial revenues and expenditures:
Expressed in Thousand NT Dollars
Items Year 2023 Year 2022 Annual increase/
decrease rate
Operating revenues 8,460,641 11,049,641 -23.43
Net profit before tax 519,554 881,201 -41.04
Net profit after tax 360,678 663,116 -45.61
The net profit is
attributable to:
The Proprietor of the
parent company
253,625 537,503 -52.81
Non-controlled
equity
107,053 125,613 -14.78

(IV) Analysis of profitability :

(IV)Analysis ofprofitability:
Items Year 2023 Year 2022
Asset return rate (%) 3.70 6.01
Return rate on shareholder’s equity (%) 7.11 13.62
Percentage of net profit before tax to the paid-in capital (%) 17.19 29.16
Net profit rate (%) 4.26 6.00
Earnings per share (EPS) (NT$) 0.91 1.93

(V) Performance in research & development :

In fiscal 2023, we spent $62,903 thousand on research and development, mainly to continue to refine technology, develop new products, and research and develop new processes and green materials to cut down the costs of product manufacturing. In addition, we also develop new products to meet the needs of operation in the future to the best of our effort with the use of steel billets from electric furnace for the development of low carbon products. This will help to upgrade our competitive power in market and reduce carbon emission. We will take action to perform our corporate social responsibility.

Chairman : Chen, Chi-Tai General Manager : Chang,Hsing-Ya Accounting Head : Su, Hsien-Ming

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CHUN YU WORKS & CO., LTD.

  • II. 2023Business Plan Overview

(I) Business philosophy :

As global inflation still remains high in 2023, according to the forecast of the International Monetary Fund (IMF), global economic growth is expected at 1.9% only this year. Likewise, the World Steel Association (WSA) projected that the global demand for iron and steel in 2023 will increase by 2.3% to 1,850 million metric tons. With the global slowdown, the demand for iron and steel will still have the rise space.

ESG has emerged as an international trend. Accordingly, Taiwan also proposed the substantive action plan of “Sustainable Development Action Plans for TWSE - and TPEx - Listed Companies” thereby sustainability. Report is required for the full disclosure of ESG related information, Environment (E) is the vital element of all. Accordingly, greenhouse gas inspection and the schedule for verification must be reported to the Board for supervising the implementation.

Owing to the quest for the reduced emission of greenhouse gas and advocacy of carbon neutrality in most countries, the cost of iron and steel is bound to rise further. The EU is the first of the whole world to launch the Carbon Border Adjustment Mechanism (a.k.a carbon tariff) with pilot runs in place in 2023. In Taiwan, carbon duty is also planned to be levied on big carbon emission enterprises.

In responding to the thriving demand for iron and steel and the issues of environmental protection, the business policy for the future is specified as follows :

  • i. Strengthening at core products and upgrading management effici-

  • ency. i. Initiation of market distribution and reduction of operating risks.

  • ii. Advocacy of energy saving and carbon reduction and pursuit of cyclical economics.

(II) Development strategy of the future :

( i ) Sales :

Further to the continued expansion of the Company into different export markets for segmentation to diversify risk, the Company will expand the development of the US region, with the subsidiary Chun Yu Works, Inc. (USA) as the sales center, add sales locations for accentuating the sales of fasteners for construction supplied by Chun Yu (Taiwan) with competitive quality and price, which in turn improve the sale and market share in the USA. In addition, the Com

  • 3 -

CHUN YU WORKS & CO., LTD.

-pany has also been accredited by JIS on a few items, which will be helpful in penetrating the market of Japan.

  • ( ii ) Production :

  • Highlight categories of the products for selling and position core items on the basis of the specific feature of the equipment and production capacity on hand and upgrade management efficiency. In order to upgrade the overall capacity and performance, the Com pany lower the cost by mass-produce, purchase equipment and implement projects remove obstacles for processes with insuffi-

  • cient production capacity.

  • ( iii ) Environmental Protection :

  • Sustainability is vital to corporate development. We are about to transcend to the age of carbon for a price. In supporting the policy of energy saving and carbon reduction, we planned to launch the low carbon emission production process improvement program. Examples are the switching of fuel to electricity to drive the equipment of high energy consumption (sphereroidizing furnace and heating range) to reduce carbon reduction. We also recycle and reuse the waste acid and waste water from the production process after proper treatment. This helps to reduce the cost of production and also pave the way for circular economy. In addition, we also spare no effort in supporting banks to launch green time deposits and sustainable financial products and encourage industry peers to join the cause of sustainability with a view to yield positive influence and ongoing effect to the environment.

  • (III) The influence from the macro-economic environment :

  • High inflation and the war between Russia and Ukraine remained uncertain in 2023. As such, the cost in the industrial sector and livelihood of people surged to the extent that demand in market remained slow. Customers tended to pursue the policy of low inventory level at the post-pandemic time that purchase orders are in small quantity but placed frequently as rush orders. Customers are also conservative in placing their orders. Demand in Q4 rebounded as customers refilled their inventory, but the high inflation and high interest rate and other forms of uncertainty have affected the customers in buying. As such, the overall performance of Chun Yu in 2023 was not ideal.

  • Global economic recovery in 2024 is still uncertain, but inflation seems to be mitigated. In the wake of the quest for interest rate cut

  • 4 -

CHUN YU WORKS & CO., LTD.

and the final stage of inventory adjustment, global economic performance will likely be improved. Chun Yu will strengthen its management effort to focus on construction use fasteners and also improve process efficiency in full effort, and to replace obsolete equipment so as to remove the bottleneck of production capacity. Nonetheless, the Company will also spare no effort in the advocacy of energy saving and carbon reduction, bolster its core competence and increase its market share.

The above is the business results of 2023 and the summary of the business plan in 2024. I wish for the continued support and assistance from all shareholders. I expect to create the best profit for the shareholders with the supervision of the Board and the effort of all in Chun Yu.

We wish all shareholders Happiness and success

Chairperson : Chen, Chi-Tai

  • 5 -

CHUN YU WORKS & CO., LTD.

Chapter IICompany Profile

I. Date of Incorporation :

  • (I) Establishment Date : 1949.12.

(II) Date of Incorporation : 1965.03.27.

II. A brief history of the company :

1949 The late Chairman Lee Chun-Yu founded the “Chun Yu Factory.” at
his own residence in Jiafeng Li of Gangshan Township. The firm
was later relocated to No. 1-1 JiaXing Roade, Gangshan Township,
a site occupied an area of 8,000 Pings. At the initial stage of
operation, the firm was primarily engaged in the manufacturing of
sewing machines and metrical instruments, and converted to the
manufacturing of stamping iron plate into screw nuts later.
1965 Renamed as“Chun Yu Works & Co., Ltd.”.
1972 Establishment of subsidiary, “PT. Moonlion Industries Indonesia” of
the Group in Indonesia.
1974 Established subsidiary“Chun Zu Machinery Industry Co., Ltd.”.
1980 Established subsidiary“Hi-Ace Trading Co., Ltd.”.
1983 Chairman Lee passed away due to prolonged exhaustion from work.
1986 1. Introduced one set of the “Continuous Radiant Tubular
spheroidizing thermal processing furnace” from Japan to produce
various kinds of high quality spheroidizing annealed iron wire
materials in conformity to international standard.
2. The plant at Gangshan was established performing 5 major
functions of spheroidization, wire extension, acid wash, water
and airpollutant treatment,andpacking.
1988 Raised capital to NT$286,400,000 and officially pronounced as a
publicly-traded company.
1989 Introduced the second set of continuous processing furnace from
Japan at the end of 1988.
1991 The stocks issued by the Company was approved by the Securities
and Futures Commission of Ministry of Finance for listing at
TWSE. The stock of the Company was officially listed at TWSE for
tradingon October 17.
1993 1. Established sale locations in the USA, and invested to found the
“Chun Yu Works (U.S.A.) Inc.”.
2. Accredited with the ISO 9002 International Quality Assurance
System by the Merchandise Inspection Bureau of the Ministry of
Economic Affairs.
1994 1. Completed the installation of the third set of continuous
spheroidized thermal processing furnace and the-state-of-the-art
acid wash equipment from Germany and launched to service.
2. Introduced the equipment for the recycling of sulfuric acid wastes
to upgrade anti-pollution know-how in Taiwan.
1995 1. Invested to found the “Scholar Holdings Ltd.” at BVI.
2. Accredited with ISO 9002 by RWTUV of Germany.
3. “Chun Zu Machinery Industry Co., Ltd.” of the Group was
accredited with ISO 9001.
  • 6 -

CHUN YU WORKS & CO., LTD.

1996 The proposal for investment in Dongguan, Guangdong, Mainland
China, was officially approved by the Investment Commission of
the Ministry of Economic Affairs.
1998 1. Invested to found the “Chun Yu (Dongguan) Metal Products Co.,
Ltd.”.
2. The Company was accredited by the A2LA Lab of the USA in
conformityto the FQA “ScrewQualityBill” requirement.
1999 Accredited with the QS 9000 Quality Assurance System, which
helps the expansion of automobile screw business.
2000 Accredited with the ISO 14001 in environmental management
system by SGS.
2003 Accredited with the ISO/TS 16949 and qualified as a supplier of
automotive parts and component at international standard.
2004 In the Shareholders Meeting, former Chairman Lee Chun-Tang
retired,and the Shareholders’ Meeting resolved to elect Mr.Deh-Pin
Sun as the Chairman thereafter.
2006 PT. Moonlion Industries Indonesia of the Group was accredited with
the ISO 9001-2000 quality system.
2007 Established subsidiary“Chun Yu Bio-Tech Co.,Ltd.”.
2008 Chun Yu Works (U.S.A.) Inc. of the Group was accredited with the
ISO 2000qualitysystem.
2009 1. The only firm of Taiwan accredited with the quality system of
IRIS.
2. Invested jointly with Hi-Ace Trading to establish the ”Sunny
City International Ltd.” at Samoa.
3. Chun Yu Bio-Tech Co., Ltd. of the Group was granted the
“Pharmaceutical Manufacturing License” “pharmaceutical
manufacturinglicense”.
2010 1.The tenure of the Directors for this term of the Board expired
with a new Board elected by the Shareholders’ Meeting. Mr.
Chien-Fu Kan assumed office as the Chairman.
2.The high-strength bolts and nuts manufactured by the Company
passed the CE product inspection of the EU Construction
Directive by TUV Rheinland. The shearing studs manufactured
by the Company also passed the CE product inspection of the EU
Construction Directive by TUV Taiwan.
3.Established the “Shanghai Uchee Hardware Products Co., Ltd.”
and “Chun Yu (Anshan) Metal Products Co., Ltd.”.
4.Shanghai Uchee Hardware Products of the Group was accredited
with the ISO 9001 - quality assurance system.
5.Chun Yu Bio-Tech Co., Ltd. of the Group was granted the “Class
A Medical Devices Permit” bythe then Department of Health.
2012 1. “Chun Yu (DongGuan) Metal Products Co., Ltd.,” the subsidiary
of the Group, was accredited with the following:
(1)Accredited with the ISO 9001:2008, ISO/TS 16949:2009,
ROHS, CE, and ISO 14001:2004 systems, etc.
(2)Accredited by ”China National Accreditation Service for
ConformityAssessment”(CNAS)with the certification of an
  • 7 -

CHUN YU WORKS & CO., LTD.

accredited test laboratory.
(3)Accredited by international enterprise with the certification as
following:
①Passed as the only qualified supply of railway fasteners in
Asia-Pacific for Bombardier of Canada.
②Qualified as a supplier of railway fasteners for Pandrol of
France and the quality assurance system of HKMTR.。
1. Obtained the Product Certification of ROHS.
2. “Chun Zu Machinery Industry Co., Ltd.” of the Group was
approved to list at the EmergingStock Market.。
2013 1. The previous registered company address: No. 1-1, JiaXing Road,
Gangshan District, Kaohsiung City. New address effective April 5
2013: No. 100, DaBao Street, Gangshan District, Kaohsiung City.
2. The tenure of the Directors in office expired, the Shareholders
Meeting elected a new Board of Directors and Supervisors. The
Directors nominated Mr. Lin Huei-Cheng, the representative of
Chin Chi Fu Asset Management Co., Ltd., as the Chairman.
2015 Accredited with the JIS Mark (JIS B 1176 Socket Screw and JIS B
1180 hexagonal screws) of Japan.
2016 1. Granted the patent for the new model of “Thermal Tooth Shaping
Machine”.
2. The Shareholders Meeting elected a new Board with 9 Directors
(including 3 Independent Directors), and the Directors nominated
Mr. Lin Huei-Cheng, representative of Taiwan Steel Corporation
as the Chairman. Also, the Audit Committee was established.
3. Subsidiaries “Chun Chan Investment Co., Ltd.”, “Fu Deng
Investment Co., Ltd.”, and “Chiao Hsin Investment Co., Ltd.”
merged to form the Chu Yu Investment Co., Ltd.
2017 Accredited with high-strength bolts for wind power structure
(M24~M36)byTUV.
2018 The Group disposed 100% of the equity of Chun Yu (Anshan) Metal
Products Co., Ltd. in December 2018 in consideration of the scale
of operation.
2019 1. Chun Yu Group adjusted its organizational structure thereby
bought back the remainder shares of Scholar Holdings Ltd. And
Sunny City International Ltd. from Hi-Ace Trading for holding
100% of the equities of these companies.
2. The Company celebrated its 70th Anniversary and the completion
ceremony of the Chun Yu Memorial Museum in December. The
“Here Goes the Lion for a Hundred Years” was taken as the
theme to achieve the goals of the two primary visions of “World
-Class Construction Fasteners Giant” and “World-Class High-End
Fasteners Giant”, and vowed to emerge as a centennial enterprise.
2020 Subsidiary Hi-Ace Trading Co., Ltd. has transformed from a trading
company into a mold-making company and renamed Chun Bang
Precision Co., Ltd.
2021 Issuance of the 1st issue of secured corporate bonds in 2021
amountingto NT$3 billion with a maturityof 7years on 10.15.
  • 8 -

CHUN YU WORKS & CO., LTD.

2022 1. Issuance of the 1st, 2nd, and 3rd issue of domestic secured con-
vertible bonds totaling NT$1.6 billion with a maturity of 3 years
on 03.25.
2. The tenure of the Directors in office expired, the Shareholders
Meeting elected a new Board of Directors and Supervisors. The
Directors nominated Mr. Lin Huei-Cheng, the representative of
Bai Jia Yuan Investment Co., Ltd. as the Chairman.
  • 9 -

CHUN YU WORKS & CO., LTD.

==> picture [448 x 749] intentionally omitted <==

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

Environmental Protection &
Industrial Safty Department
Accounting
Department
Financial Department
Management
Department
IT Department
Procurement
Department
Quality Assurance
Department
Technology
Department
Steel & Wire
Production Control
Department
Fastener
Production Control
Department
Packaging Department
Steel&Wire
Manufacturing Department
Fastener
Manufacturing Department
Steel & Wire
Sales Department
Fastener
Sales Department
Finance Division
Sustainable Development Committee Administration Division
Secretariat
Corporate Planning Office
Board of Directors General Manager
Shareholders Meeting
Factory Management Division
Audit Office

Audit Committee
Manufacturing Division
Corporate Governance Remuneration Committee

(I) The company's structure
Chapter III I. Organization
Sales Division
----- End of picture text -----

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CHUN YU WORKS & CO., LTD.

(II) Duties and functions of the departments :

Department Duties And Functions
Audit Office 1. Declaration required by law.
2. Subsidiary audit.
3. International audit implementation.
4. Establishment of internal control systems and operation.
5. Audit and report to the Audit Committee and Board of
Directorsperiodically.
Secretariat 1. Arrangement of meeting affairs for executives.
2. Communication, integration and planning of administrative
affairs processes.
3. The contact person responsible for external organizations.
Corporate Planning
Office
1. Involved in the compilation of ESG Report.
2. Implementation of theprojects.
Steel/Wire
& Fastener
Sales Department
1. Marketing affairs.
2. Product shipment management.
3. Payment collection.
4. Customer relation maintenance and service.
5. Productpricingandprojection ofprofit.
Steel & Wire
Manufacturing
Department
1. In charge of production and manufacturing including wire
processing, surface treatment, and conversion coating.
2. In charge of equipment maintenance of the Manufacturing
Division.
3. In charge of acid wash and the treatment of reprocessed
acid waterpollutants.
Fastener
Manufacturing
Department
1. Cementie process.
2. Thermal refinement process.
3. Manufacturing equipment and device maintenance.
4. Tapping, thread rolling, nut die casting and tapping, screw
head and thread making.
Packaging
Department
1. Packing scheduling and operation.
2. Machinery equipment maintenance.
Fastener
Production Control
Department
1. Mechanical capacity scheduling and monitoring.
2. Tracking and control of outsourcing (procurement).
3. Packing capacity scheduling and monitoring.
4. Shipment of in-house product lines, semi-finished items
and finishedgoods.
Steel & Wire
Production Control
Department
1. In-house transportation.
2. Outsourcing tracking and monitoring.
3. Material warehousing.
4. Automatic capacity scheduling and monitoring.
5. Steel material mechanical capacity scheduling and
monitoring.
6. Shipment and warehouse management of steel products.
  • 11 -

CHUN YU WORKS & CO., LTD.

Department DutiesAndFunctions
Technology
Department
1. Existing products and processes improvement.
2. New product development。
3. Patent application and assessment.
4. Assessment and follow-up with new types of steel.
5. Assistance in the assessment of product price inquiry.
6. Product prototyping design and tooling design.
7. Assistance to the sale department in post-sale technical
service and customer complaint.
Quality Assurance
Department
1. Quality system accreditation。
2. Quality System Process.
3. Internal and external products accreditation。
4. Manufacture procedure arrangement, commission, finished
products inspection.
Procurement
Department
1. Management of tender offer for purchase.
2. Purchase request and purchase order processing.
3. Development, assessment and supervision of suppliers.
4. Outsourcing cost control of the whole factory, and avoid-
ance of the risk of supply interruption.
5. Planning of the coordination of mechanical capacity and
shipment of vendors.
IT Department 1. Information security management.
2. System design and installation.
3. Information security strategy and planning for the company.
Management
Department
1. Personnel administration and human resources planning.
2. Planning, implementation and review of miscellaneous
duties.
Financial
Department
1. General affairs of finance.
2. Banking transactions.
3. Plan and implement capital affairs.
4. Shareholder service, share related declaration.
5. Board and corporategovernance matters.
Accounting
Department
1. Accounting processing.
2. Business analysis、budgetplanningand management.
Environmental
Protection
&
Industrial Safty
Department
1. Declaration, implementation and audit of occupational
safety work.
2. Declaration, implementation and audit of hygiene.
3. Declaration, implementation and audit of environment.
  • 12 -

CHUN YU WORKS & CO., LTD.

CHUN YU WO CHUN YU WO RKS&CO., RKS&CO., LTD. LTD.
subsidiaries heads
(I) Information on Directors�
Note
Other managers,
Directors who is
this person’s
spouse or
relative(s) within
the second degree
ofkinshi
Relation - - - - - -
Name - - - - - -
Title - - - - - -
Positio
ns held
concur
rently
in the
Compa
ny and
other
compa
nies
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1
Education
and/or
experiences
National Tainan
Commercial
Vocational
Senior High
School
Department of
Commerce
Master of
Accountancy,
NTU
PhD.,
Shipbuilding
Engineering,
NTU
Department of
Law, NCHU
Department of
Industrial
Engineering and
Systems
Management,
FCU
Department of
Business
Administration,
Shareholding
by nominee
arrangement
Ratio - - - - - -
Number
of shares
- - - - - -
Spouse and
minor
Shareholding

Ratio
- - - - - 0.44%
Number of
shares
- - - - - 1,320,624
Current
Shareholding
Ratio 27.87% - 27.87% - 0.16% 0.003% 0.16% - 0.16% - 1.11%
Number of
shares
84,219,450 - 84,219,450 - 469,350 9,450 469,350 - 469,350 - 3,352,397
Shareholding
upon
appointment
Ratio 27.87% - 27.87% - 0.16% 0.003% 0.16% - 0.16% - 1.31%
Number of
shares
80,209,000 - 80,209,000 - 447,000 9,000 447,000 - 447,000 - 3,767,998
Date of
first
appointm
en
2013.06.26 2018.10.01 2013.06.26 2013.06.26 2022.06.22 1986.08.09
Term
(years)
3 3 3 3 3 3
Date of
appointm
ent
2022.06.22 2022.06.22 2022.06.22 2022.06.22 2022.06.22 2022.06.22
Gender
Age
Male
71~80
Male
61~70
Male
61~70
Male
61~70
Male
61~70
Male
61~70

Name
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Chen, Chi-Tai
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wong, Chung-Chun
Taiwan Steel Group
United Co., Ltd.
Representative�
Lin, Huei-Jeng
Taiwan Steel Group
United Co., Ltd.
Representative�
Wang, Chiung-Fen
Taiwan Steel Group
United Co., Ltd.
Representative�
Yan, Cing-Li
Lee, Shih-Ho
Nation
ality or
registr
ation
area
R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C
Title President Vice
President
Director Director Director Director
  • 13 -

CHUN YU WORKS & CO., LTD.

CHU CHU N YU WORK N YU WORK S&CO., LTD.
Note Note 1�Position(s) held concurrently in the company and/or in any other company: Table 1
Note 2�Major Shareholders of Corporate Shareholders: Table 2
Note 3�Major shareholders listed in Table 2 is a Corporate/JuristicPerson�Table 3
Note 4�Where the Chairman, President or person holds an equivalent position (the highest level management) of the Company are the same person, spouses, or
relatives within the first degree of relationship, an relevant explanation shall be given regarding the information onthe reason for, reasonableness, necessity
thereof,and the measures adopted in response thereto (including methods such as increasing the number of seats for Independent Directors and more than half of
Other managers,
Directors who is
this person’s
spouse or
relative(s) within
the second degree
ofkinshi
Relation - - - - -
Name - - - - -
Title - - - - -
Positio
ns held
concur
rently
in the
Compa
ny and
other
compa
nies
Note 1
Note 1
Note 1 Note 1 Note 1
Education
and/or
experiences
FCU DBA , Alliant
International
University
Doctoral
Candidate of
Finance, Xiamen
University
PhD.,
Accounting,
Rutgers,
The State
University of
New Jersey

Master of
Business
Administrati,
NSYSU
LLD., National
Taiwan Normal
University
Shareholding
by nominee
arrangement
Ratio - - - - - -
Number
of shares
- - - - -
Spouse and
minor
Shareholding

Ratio
- - - - -- -
Number of
shares
- - - - - -
Current
Shareholding
Ratio 27.87% - 27.87% 0.0002% - - -
Number of
shares
84,219,450 - 84,219,450 604 - - -
Shareholding
upon
appointment
Ratio 27.87% - 27.87% 0.0002% - - -
Number of
shares
80,209,000 - 80,209,000 576 - - -
Date of
first
appointm
en
2022.06.22 2022.06.22 2022.06.22 2022.06.22 2019.06.05
Term
(years)
3 3 3 3 3
Date of
appointm
ent
2022.06.22 2022.06.22 2022.06.22 2022.06.22 2022.06.22
Gender
Age
Female
41~50
Female
51~60
Male
61~70
Male
41~50
Male
71~80

Name
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wu, Yi-Ching
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wu, Mei-Huei
Jian, Jin-Cheng Fang, Jhen-Ming Lee, Chin-Chang
Nation
ality or
registr
ation
area
R.O.C R.O.C
R.O.C

R.O.C

R.O.C
Title Director Director Independent
Director
Independent
Director
Independent
Director
  • 14 -

CHUN YU WORKS & CO., LTD.

Concurrent Posts Quintain Steel Co., Ltd. Director
OFCO Industrial Corporation Director
Shanghai Uchee Hardware Products Co., Ltd. Director
Shanghai Chun Zu Machinery Industry Co., Ltd. Director
Taiwan Styrene Monomer Corporation Director
Chun Yu (Dong Guan) Metal Products Co., Ltd. Director
Chun Yu Works, Inc. (USA) Director
PT MOON Lion Industries Indonesia Director
Yung-Fu Co.,Ltd. Director
Tong Horng Metal Industrial Co., Ltd. Supervisor
TSG Sport Marketing Co., Ltd. Supervisor
TSG Hawks Baseball Co., Ltd. Supervisor
Chun Zu Machinery Industry Co., Ltd. Chairman
Jade Rich Grain CO.,Ltd. Director
Chun Bang Precision Co., Ltd. Supervisor
Chun Yu Bio-Tech Co., Ltd. Supervisor
Chun Yu Investment Co., Ltd. Company Supervisor
PT MOON Lion Industries Indonesia Supervisor
Shanghai Uchee Hardware Products Co., Ltd. Director
PT MOON Lion Industries Indonesia Director
Shanghai Chun Zu Machinery Industry Co., Ltd. Supervisor
CSBC Corporation, Taiwan. Independent Director
Taiwan Steel University of Science and Technology Chairman
BVI Lai Mong City Development Ltd. Chairman
Chun Zu Machinery Industry Co., Ltd. Director
Chun Bang Precision Co., Ltd. Chairman
Chun Yu Bio-Tech Co., Ltd. Chairman
Chun Yu Investment Co., Ltd. Chairman
Li-Chiao Investment Co., Ltd. Chairman
Bai Jia Yuan Investment Co., Ltd. Chairman
Shanghai Tongseng Trading Co., Ltd. Chairman
Shanghai Uchee Hardware Products Co., Ltd. Chairman
Shanghai Chun Zu Machinery Industry Co., Ltd. Chairman
Chun Yu (Dong Guan) Metal Products Co., Ltd. Chairman
Chun Yu Works, Inc. (USA) Chairman
Scholar Holdings Ltd. Chairman
Sunny City International Ltd. Chairman
Chun Yu Investment Co., Ltd. Company Director
Chun Bang Precision Co., Ltd. Director
Chun Yu Bio-Tech Co., Ltd. Director
Chun Zu Machinery Industry Co., Ltd. Director
S-Tech Corporation Director
Name Chairman
Chen, Chi-Tai
Vice Chairman
Wong,
Chung-Chun
Director
Lin, Huei-Jeng
  • 15 -

CHUN YU WORKS & CO., LTD.

Soft-World International Corporation Director
D-Link Corporation Director
Chun Bang Precision Co., Ltd. Director
Chun Yu Bio-Tech Co., Ltd. Director
Chun Yu Investment Co., Ltd. Company Director
UFC GYM TAIWAN Ltd. Director
Shanghai Chun Zu Machinery Industry Co., Ltd. Director
Taiwan Styrene Monomer Corporation Director
Shanghai Uchee Hardware Products Co., Ltd. Supervisor
Chun Yu (Dong Guan) Metal Products Co., Ltd. Supervisor
Dongying Management Consulting Co., Ltd. Chairman
Dong Ying Enterprise Co., Ltd. Chairman
Taiwan Steel University of Science. and Technology Directo
Taiwan Steel Group Ferrous Material Co., Ltd. Chairman
Quintain Steel Co., Ltd. Director
OFCO Industrial Corporation Director
Taiwan Steel University of Science. and Technology Director

Zenith Good Enterprise Co., Ltd. Supervisor
Yu Jing Ltd. Company Chairman
Na Neng Co., Ltd. Chairman
Taiwan Steel Group United Co., Ltd. Chairman
Ho Yang Investment Co., Ltd. Chairman
Rong Yang Investment Co., Ltd. Chairman
Gathershine Enterprise Ltd. Chairman
Ouying Enterprise Ltd. Chairman
Huei Sian Enterprise Ltd. Chairman
Gloria Material Technology Corporation Chairman
S-Tech Corporation Chairman
TSG Sport Marketing Co., Ltd. Chairman
TSG Hawks Baseball Co., Ltd. Chairman
Kings Asset Management Co., Ltd. Chairman
Taiwan Network Communication Investment and Financial
Guangzhou Goldway Special Metal Corporation Chairman
Tianjin Goldway Special Metal Corporation Chairman
Xian Goldway Special Metal Corporation Chairman
Jiaxing Goldway Special Metal Corporation Chairman
Jiaxing Xiangyang Metal Materials Technology Co., Ltd.
Chairman
Alloy Tool Steel Inc. Chairman
Gloria Material Technology Japan Co., Ltd. Chairman
Tai Yu Investment Co., Ltd. Chairman
E-Sheng Steel Co., Ltd. Chairman
E-Top Metal Co., Ltd. Chairman
TMP Steel Corporation Chairman

Chun Zu Machinery Industry Co., Ltd. Director
Shanghai Chun Zu Machinery Industry Co., Ltd. Director
Director
Wang
Chiung-Fen
Director
Yan,Cing-Li
Director
Lee, Shih-Ho
  • 16 -

CHUN YU WORKS & CO., LTD.

Star Travel Corp. Director
Gloria Material Technology Corporation Director
Kuei Tien Cultural & Creative Entertainment CO., LTD
President
Department of Journalism Adjunct Assistant Professor, Ming Chuan University
OFCO Industrial Corporation Director
D-LINK Corporation Directo
Gloria Material Technology Corporation Independent Director
Taiwan Styrene Monomer Corporation Independent Director
Hong Jing No.5 Energy Co., Ltd. Director
Hong Gong No.5 Energy Co., Ltd. Director
Hong Gong No.6 Energy Co., Ltd. Director
Hong Ding Holding Co., Ltd. Director
National Tsing Hua University Director
UFC Gym Taiwan Limited CEO
Ho-He International Development Co., Ltd. President
Yangmingshan Tien Lai Resort & Spa Director

Soft-World International Corporation Director
Shang Yuan Consultant Ltd. Director
Maohong Power Co., Ltd. Director
Hong Sian No.3 Energy Co., Ltd. Director
Hong Luo No.5 Energy Co., Ltd. Director
Director
Wu, Yi-Ching
Director
Wu, Mei-Huei
Independent
Director
Jian,
Jin-Cheng
Independent
Director
Fang,
Jhen-Ming
Independent
Director
Lee,
Chin-Chang
  • 17 -

CHUN YU WORKS & CO., LTD.

【 Table 2 】 Major Shareholders of Corporate Shareholders :

April 1, 2024 Name of corporate Major shareholders of the corporate shareholder Shareholder Bai Jia Yuan Prominent Sino Holdings Ltd. (100%) Investment Co., Ltd. Taiwan Steel Group Chin Chi Fu Asset Management Co., Ltd. (100%) United Co., Ltd.

【 Table 3 】 Major shareholders listed in Table 2 is a Corporate/Juristic Person :

【Table 3】Major shareholders listed in Table 2 is a Corporate/Juristic
Person:
【Table 3】Major shareholders listed in Table 2 is a Corporate/Juristic
Person:
April 1, 2024
Name of corporate/juristic
person
Major shareholders of the corporate/juristic person
Prominent Sino
Holdings Ltd.
Innovative Advisors Ltd. (100%)
Chin Chi Fu Asset
Management Co.,Ltd.
Huang,Jyun-Yi(45%)、Wang Chiung-Fen(36%)、
E-TopMetal Co.,Ltd.(19%)
  • 18 -

CHUN YU WORKS & CO., LTD.

and the Independence of Independent Directors: Nil Nil
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis Not an Independent Director,
not applicable.
Not an Independent Director,
not applicable.
Professional qualifications and experience (1)Graduated from National Tainan Commercial Vocation Senior
High School, the incument chairman of Bai Jia Yuan Investment
Co., Ltd., Chun Zu Machinery Industry Co., Ltd., and serve as
Director and Supervisor of a number of companies listed at
TWSE and TPEx.
(2)With more than 10 years of experience in industry knowledge,
leadership in operation, and well-seasoned in corporate planning,
financial analysis and the practice of marketing. Specialized in
market strategy and business promotion.
(3)Nothing in connection with Article 30 of the Company Act.
(1)Graduated from the Institute of Accounting, National Taiwan
University, former Executive Vice Chairman of the Company
and Independent Director of OFCO Industrial Corp. Currently
Chairman of Shanghai Tongseng Trading Co., Ltd., represent-
ative of Institutional Director and Supervisor of a number of
other companies.
(2)With more than 5 years of experience pertinent to the operation
of the Company, with analysis and management capacity in
corporate governance, finance and accounting, and business, and
requires the management team to map out business strategy for
implementation.
(3)Nothing in connection with Article 30 of the Company Act.
Criteria
Name
Chairman
Chen, Chi-Tai
Vice Chairman
Wong,
Chung-Chun
  • 19 -

CHUN YU WORKS & CO., LTD.

1 Nil Nil
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis Not an Independent Director,
not applicable.
Not an Independent Director,
not applicable.
Not an Independent Director,
not applicable.
Professional qualifications and experience (1)PhD, Shipbuilding Engineering, National Taiwan University.
Former President of National Penghu University of Science and
Technology, Professor at National Taiwan University. Currently
the Director of S-Tech Corporation and representative of Institu-
tional Director in a number of companies, or Independent Direct
-or of other companies.
(2)Professional experience as university professor in business and
the subjects related to corporate management. Seasoned with
industry knowledge, international market, international view,
judgement in competition of the global professional market and
innovative leadership for more than 5 years.
(3)Nothing in connection with Article 30 of the Company Act.
(1)Graduated from Department of Law, National Chung Hsing
University, currently Chairman or Director of Taiwan Steel Gro-
up, Gloria Material Technology Corp., and other companies list-
ed at TWSE and TPEx.
(2)A licensed practicing lawyer with expertise in law that could give
advice in risk management and legal strategy, compliance and
management decision. Expertise in law and finance.
(3)Diversification in operation to different industries. The wealth of
experience in corporate management will lead the Company to
sustainable development.
(4)Nothing in connection with Article 30 of the Company Act.
(1)Graduated from Department of Industrial Engineering and
Systems Management, Feng Chia University. Currently President
or Director of E-Sheng Steel Co., Ltd., Taiwan Steel Group Ferr-
Criteria
Name
Director
Lin, Huei-Jeng
Director
Wang
Chiung-Fen
Director
Yan, Cing-Li
  • 20 -

CHUN YU WORKS & CO., LTD.

Nil Nil Nil
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis Not an Independent Director,
not applicable.
Not an Independent Director,
not applicable.
Not an Independent Director,
not applicable.
Professional qualifications and experience ous Material Co., Ltd., Quintain Steel Co., Ltd. etc.
(2)Have capacity and experience in business, law, finance, corporate
managemen, etc. that eligible for the Company requirements.
(3)Nothing in connection with Article 30 of the Company Act.
(1)Graduated from Department of Business Administration, Feng
Chia University, former Vice President of the Company, curr-
ently Supervisor of Zenith Good Enterprise Co., Ltd., Director
of Chun Zu Machinery Ind. Co., Ltd.
(2)Concentration in screw manufacturing and related domains for
many years and well-seasoned in industry knowledge and busin-
ess promotion.
(3)Nothing in connection with Article 30 of the Company Act.
(1)DBA, Alliant International University, former President of
Taiwan Styrene Monomer Corporation, currently Director of the
Company, President of Hohe International Development Co.,
Ltd., President of Kuei Tien Cultural & Creative Entertainment
CO., LTD and Director of Tien Lai Resort & Spa.
(2)Experienced in the practice of corporate governance, corporate
planning, and related management capacity, able to upgrade the
quality and function of corporate governance of the Board。
(3) Nothing in connection with Article 30 of the Company Act.
(1)Graduated from the Institute of Mass Conminication, Ming
Chuan University Doctoral Candidate of Finance, Xiamen Unive
-rsity. Former General Manager of CredereMedia, Editor-in-chief
of Wealth Bulletin, Deputy Editor-in-chief of Business Today and
Business Weekly, Editor-in-chief and Director of New Media
Criteria
Name
Director
Lee, Shih-Ho
Director
Wu, Yi-Ching
Director
Wu, Mei-Huei
  • 21 -

CHUN YU WORKS & CO., LTD.

1
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis (1)The person, spouse and kindred
within the 2ndtier has not held the
position as Director, Supervisor or
employee of the Company or its
affiliates.
(2)The person, spouse and kindred
within the 2ndtier does not hold any
shares issued by the Company.
(3)The chairperson, general manager,
or person does not hold an
equivalent position of the company
and a person in any of those
positions at another company or
institution are not the same person
or spouses.
(4)A director, supervisor, officer, or
shareholder does not hold five
percent or more of the shares, of a
specified company or institution
that has a financial or business
Professional qualifications and experience Division of Wealth Magazine. Currently Director and Chief of
Staff of Taiwan Steel Group United Co., Ltd.
(2)Have capacity and experience in corporate management, leader-
ship in operation, etc., which eligible for the Company require-
ments.
(3)Nothing in connection with Article 30 of the Company Act.
(1)PhD., Accounting, Rutgers, the State University of New Jersey.
Currently Director of Soft-World International Corporation,
Independent Director of Taiwan Styrene Monomer Corp.
(2)Experienced in business, finance, corporate management, etc.,
that eligible for the Company requirements. Which could super-
vise the operation of the Board and Functional Committee of
the Company, and provide professional consultant.
(3)Nothing in connection with Article 30 of the Company Act.
Criteria
Name
Independent
Director
Chien,
Chin-Chen
  • 22 -

CHUN YU WORKS & CO., LTD.

Nil
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis relationship with the company.。
(5)The
person
did
not
provide
commercial, legal, financial and
accounting service to the Company
or its affiliates in the past 2 years
that has received compensation
exceeding NT$500,000.
(1)The person, spouse and kindred
within the 2ndtier has not held the
position as Director, Supervisor or
employee of the Company or its
affiliates.
(2)The person, spouse and kindred
within the 2ndtier does not hold any
shares issued by the Company.
(3)The chairperson, general manager,
or person does not hold an
equivalent position of the company
and a person in any of those
positions at another company or
institution are not the same person
or spouses.
(4)A director, supervisor, officer, or
shareholder does not hold five
percent or more of the shares, of a
specified company or institution
Professional qualifications and experience (1)Master of Business Administrati, NSYSU, former Assistant Man-
ager of Legal Dept.of Motech Industries, Inc., Vice President of
KHL Capital, etc. Currently Independent Director of the Com-
pany and Shang Yuan LLC., Independent Director and Chief
Legal Officer of Maohong Power Co., Ltd.
(2)Experienced in business, legal affairs, corporate management,
etc that eligible for the Company requirements. Which could
supervise the operation of the Board and Functional Committee
of the Company, and provide professional consultant.
(3)Nothing in connection with Article 30 of the Company Act.
Criteria
Name
Independent
Director
Fang,
Chen-Ming
  • 23 -

CHUN YU WORKS & CO., LTD.

Nil
No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis that has a financial or business
relationship with the company.
(5)The person did not provide
commercial, legal, financial and
accounting service to the Company
or its affiliates in the past 2 years
that has received compensation
exceeding NT$500,000.
(1)The person, spouse and kindred
within the 2ndtier has not held the
position as Director, Supervisor or
employee of the Company or its
affiliates.
(2)The person, spouse and kindred
within the 2ndtier does not hold any
shares issued by the Company.
(3)The chairperson, general manager,
or person does not hold an
equivalent position of the company
and a person in any of those
positions at another company or
institution are not the same person
or spouses.
(4)A director, supervisor, officer, or
shareholder does not hold five
percent or more of the shares, of a
Professional qualifications and experience (1)LLD, National Taiwan Normal University, former President of
National Kinmen University, currently Independent Director and
member of the Audit Committee and Remuneration Committee
of the Company and Supervisor of National Tsing Hua
University.
(2)Professional experience as university professor in law and the
subjects required for the operation of the Company, specialized
in in the advocacy of industry-academe collaborative research
and education, and able give professional advice in the launch of
business at the Company.
(3)Nothing in connection with Article 30 of the Company Act.
Criteria
Name
Independent
Director
Lee,
Chin-Chang
  • 24 -

CHUN YU WORKS & CO., LTD.

No. of other
public companies
where the person
concurrently
serves as an
Independent
Director
Independence Analysis specified company or institution
that has a financial or business
relationship with the company.
(5)The person did not provide
commercial, legal, financial and
accounting service to the Company
or its affiliates in the past 2 years
that has received compensation
exceeding NT$500,000.
Professional qualifications and experience
Criteria
Name
  • 25 -

CHUN YU WORKS & CO., LTD.

  • 26 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS CHUN YU WORKS &CO. , LTD.
-holders' Meetings. The members of the board of directors are all outstanding figures in industry and acade-
mia, boasting mutually complemented industrial experience, as well as expertise in finance, economics
, accounting and law, meeting the diversified board management goal. In addition, we aim at increasing a
num ber of female directors (more than one-third) because of the emphasis on gender equality issue. The
Company includes 9 male Directors (accounted for 82% of theBoard’s numbers), 2 female Directors (accoun
-ted for 18% of the Board’s numbers).
The Company will raise the seats of female Directors depending on operations plan. Implementation of the
policy of diversity in the borad as shown below:
Legal
Finance and
accounting
Industry
knowledge
Leadership
decision
Operations
management
Term of independent directors 6 - 9
years
3 - 6
years
Less than
3 years

Age
Over
70
61-70
51-60

41-50
Also
serves
as an
emplo
yee of
the
Comp
any
Ge
nd
er
M M M M M M F
Natio
nality
R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C
Name Chen, Chi-Tai Wong,
Chung-Chun
Lin, Huei-Jeng Wang,
Chiung-Fen
Wang
Chiung-Fen
Lee, Shih-Ho Wu, Yi-Ching
Title Chairman Vice
Chairman
Director Director Director Director Director
  • 27 -

CHUN YU WORKS & CO., LTD.

Legal Legal
Finance and
accounting
Industry
knowledge
Leadership
decision
Operations
management
Term of independent directors 6 - 9
years
3 - 6
years
Less than
3 years

Age
Over
70
61-70
51-60

41-50
Also
serves
as an
emplo
yee of
the
Comp
any
Ge
nd
er
F
M
M M
Natio
nality
R.O.C R.O.C R.O.C R.O.C
Name Wu, Mei-Huei Chien,
Chin-Chen
Fang,
Chen-Ming
Lee,
Chin-Chang
Title Director Independent
Director
Independent
Director
Independent
Director
  • 28 -

CHUN YU WORKS & CO., LTD.

  • 29 -

CHUN YU WORKS & CO., LTD.

CHUN YU W ORKS&C O., LTD .
April 1, 2023
Note
Note 1�Please refer to Table 1 for more details of the company's managers currently holding positions in other companies.

Managers who are
Spouses or Within
Two Degrees of
Kinship
Relati
on
Nil Nil Nil Nil Nil Nil Nil Nil Nil
Name Nil Nil Nil Nil Nil Nil Nil Nil Nil
Title Nil Nil Nil Nil Nil Nil Nil Nil Nil
Other
Position

(Note 1)
(Note 1) - - - - -
Experience
(Education)
Department of Commerce,
National Tainan
Commercial Vocational
Senior High School

Master of Accountancy,
NTU
Master of Business
Administration, National
Yunlin University of
Science and Technology

Department of Chemistry,
NCKU
Department of
Accounting, NTCUST
Master of Business
Management, KUAS
Department of
Accounting, THU
Department of
Accounting, MCU
Shareholding by
nominee
arrangement
Ratio - - - - - - -
Shares - - - - - - -
Spouse and minor
Shareholding
Ratio - - - - - - -
Shares - - - - - - -
Present
Shareholding
Ratio - - - - 0.0007 0.0018 - -
Shares - - - - 2,100 5,536 - -
Date of
appointment
2019.07.01 2019.07.01 2023.10.01 2022.06.30 2022.06.30 2023.08.01 2023.09.01 2022.08.11 2023.11.09
Gender M M M M F M M M F
Name Chen, Chi-Tai Wong, Chung-
Chun
Chang,Hsing-Ya Yan,Jia-De You,Bei-Di He,Mao-Ji Li, Ming-Jheng Su, Hsien
Ming
Yang Chien
Yi
Nation
ality
R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C R.O.C
Title
(Note 1)
CEO of domestic
subsidiary
business group
CEO of overseas
subsidiary
business group
General Manager Vice President Asst
Vice President
Asst
Vice President
Asst
Vice President
Financial and
Accounting
Manager
Corporate
govemance officer
  • 30 -

CHUN YU WORKS & CO., LTD.

Concurrent Posts Quintain Steel Co., Ltd. Director
OFCO Industrial Corporation Director
Shanghai Uchee Hardware Products Co., Ltd. Director
Shanghai Chun Zu Machinery Industry Co., Ltd.
Director Taiwan Styrene Monomer Corporation Director
Chun Yu (Dong Guan) Metal Products Co., Ltd.Director
Chun Yu Works, Inc. (USA) Director
PT MOON Lion Industries Indonesia Director
Tong Horng Metal Industrial Co., Ltd. Supervisor
TSG Sport Marketing Co., Ltd. Supervisor
TSG Hawks Baseball Co., Ltd. Supervisor
Chun Zu Machinery Industry Co., Ltd. Chairman
Chun Bang Precision Co., Ltd. Supervisor
Chun Yu Bio-Tech Co., Ltd. Supervisor
Chun Yu Investment Co., Ltd. Company Supervisor
PT MOON Lion Industries Indonesia Supervisor
BVI Lai Mong City Development Ltd. Chairman
Chun Zu Machinery Industry Co., Ltd. Director
Chun Bang Precision Co., Ltd. Chairman
Chun Yu Bio-Tech Co., Ltd. Chairman
Chun Yu Investment Co., Ltd. Chairman
Jing Gang Investment Co., Ltd. Chairman
Li-Chiao Investment Co., Ltd. Chairman
Bai Jia Yuan Investment Co., Ltd. Chairman
Shanghai Tongseng Trading Co., Ltd. Chairman
Shanghai Uchee Hardware Products Co., Ltd. Chairman
Shanghai Chun Zu Machinery Industry Co., Ltd.
Chairman
Chun Yu (Dong Guan) Metal Products Co., Ltd.
Chairman
Chun Yu Works, Inc. (USA) Chairman
Scholar Holdings Ltd. Chairman
Sunny City International Ltd. Chairman
Name CEO of domestic
subsidiary business group
Chen, Chi-Tai
CEO of overseas
subsidiary business group
Wong, Chung-Chun
  • 31 -

CHUN YU WORKS & CO., LTD.

  • 32 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD.
Year 2023 / Unit�NTD thousands Remune
ration
from
re-invest
ed
business
es other
than
subsidiar
ies
Nil
The sum of A, B, C,
D, E, F and G as a
percentage of
after-tax net profit
(%)(Note 4)
All
companies
in the
consolidate
d financial
statements
4.80 2.98 2.62 0.56 0.47 0.80
The
Company
3.26 1.71 1.96 0.54 0.47 0.58
Remuneration from other jobs Employee remuneration
(G)
(Note 6)
All companies in
the consolidated
financial
statements
Stock - - - - - -
Cash 169 169 - - - -
The Company Stock - - - - - -
Cash 169 169 - - - -

Retirement
pension
(F)
All
companies
in the
consolidate
d financial
statements
- - - - - -
The
Company
- - - - - -
Remuneration,
bonus and
special fees
(E)
(Note 5)

All
companies
in the
consolidate
d financial
statements
7,880 4,233 3,416 - - -

The
Company
5,700 2,736 3,416 - - -
The sum of A, B, C and D
as a percentage
of after-tax net
profit
(%)(Note 4)
All
companies in
the
consolidated
financial
statements
1.62 1.25 1.27 0.56 0.47 0.80
The
Company
0.95 0.57 0.61 0.54 0.47 0.58
Director remuneration Business
execution
expenses
(D)
(Note 3)

All
companies
in the
consolidated
financial
statements
1,663 1,663 1,626 755 690 1,245

The
Company
690 690 690 690 690 690
Director
remuneration
(C)
(Note 2)
All
companies
in the
consolidated
financial
statements
1,758 1,251 1,251 507 507 507
The
Company
1,014 507 507 507 507 507
Retirement
pension
(B)
All
companies
in the
consolidated
financial
statements
- - - - - -
The
Company
- - - - - -
Remuneration
(A)
(Note 1)
All
companies
in the
consolidated
financial
statements
698 246 349 166 - 285
The
Company
698 246 349 166 - 285
Name Bai Jia Yuan
Investment Co., Ltd.
Representative�
Chen, Chi-Tai
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wong, Chung-Chun
Taiwan Steel Group
United Co., Ltd.
Representative�
Lin, Huei-Jeng
Taiwan Steel Group
United Co., Ltd.
Representative�
Wang, Chiung-Fen
Taiwan Steel Group
United Co., Ltd.
Representative�
Yan, Cing-Li
Lee, Shih-Ho
Title Chairman Vice
Chairman
Director Director Director Director
  • 33 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&C CHUN YU WORKS&C CHUN YU WORKS&C CHUN YU WORKS&C CHUN YU WORKS&C O., LTD.
Remune
ration
from
re-invest
ed
business
es other
than
subsidiar
ies
Nil Note 1�It refers to the directors’ compensation received for the recent year (including salaries of the directors, special responsibility allowance, severance pay,
various bonuses, incentives, etc.). In addition, specify the policy, system, standard, and structure of remunerations to the Directors and Independent
Directors of Chun Yu Works, and association between the amount of remuneration and the duties, risks, and time input of the Directors�
(1) According to the Articles of Incorporation of the Company, the remunerations to the Directors will commensurate with the level of participation of the
Directors in the operation and their contribution value with reference to industry standard.
(2) It is explicitly stated in the Articles of Incorporation that the remuneration to the Directors shall be no more than 2% of the earnings of the year.
Note 2�The remuneration to the Directors for rendering services to all companies included in the financial statements in the previous fiscal period (such as consul-
tants of parent company, all companies in the consolidated financial statements, etc.)�Nil
Note 3�It refers to the relevant expenses for business operations paid to directors for the recent year (including transportation allowance, special allowance, various
allowances and the provision of dormitory and vehicle, etc.).
Note 4�It refers to the net income in the parent company only financial reports or individual financial reports of the recent year.
Note 5�It refers to the salaries, special responsibility allowance, severance pay, various bonuses, incentives, transportation allowance, special allowance, and the
provision of dormitory and vehicle received by the directors who concurrently serve as employees (including President, Senior Vice President, and other
managerial officers and employees) in the recent year.
Note 6�It refers to the employee compensation (including stock and cash) received by the directors who concurrently serve as employees (including concurrent
President, Senior Vice President, and other managerial officers andemployees) in the recent year.
Note 7�The Company opts to disclose aggregate remuneration information, with the names indicated for each remuneration range, because it is not any of the
Article 10 of “Regulations Governing Information to be Published in Annual Reports of Public Companies” applies to the Company.
The sum of A, B, C,
D, E, F and G as a
percentage of
after-tax net profit
(%)(Note 4)
All
companies in
the
consolidated
financial
statements
0.47 0.47 0.56 0.54 0.49
The
Company
0.47 0.47 0.56 0.54 0.49
Remuneration from other jobs Employee remuneration
(G)
(Note 6)
All companies in the
consolidated financial
statements
Stock - - - - -
Cash - - - - -
The Company Stock - - - - -
Cash - - - - -

Retirement
pension
(F)
All
companies
in the
consolidate
d financial
statements
- - - - -
The
Company
- - - - -
Remuneration,
bonus and
special fees
(E)
(Note 5)

All
companies
in the
consolidate
d financial
statements
- - - - -

The
Company
- - - - -
The sum of A, B, C and D
as a percentage
of after-tax net
profit
(%)(Note 4)
All
companies in
the
consolidated
financial
statements
0.47 0.47 0.56 0.54 0.49
The
Company
0.47 0.47 0.56 0.54 0.49
Director remuneration Business
execution
expenses
(D)
(Note 3)

All
companies
in the
consolidated
financial
statements
690 690 905 855 735

The
Company
690 690 905 855 735
Director
remuneration
(C)
(Note2)

All
companies
in the
consolidated
financial
statements
507 507 507 507 507
The
Company
507 507 507 507 507
Retirement
pension
(B)
All
companies
in the
consolidated
financial
statements
- - - - -
The
Company
- - - - -
Remuneration
(A)
(Note1)
All
companies
in the
consolidated
financial
statements
- - - - -
The
Company
- - - - -
Name Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wu, Yi-Ching
Bai Jia Yuan
Investment Co., Ltd.
Representative�
Wu, Mei-Huei

Chien, Chin-Chen

Fang, Chen-Ming

Lee, Chin-Chang
Title Director Director Independent
Director
Independent
Director
Independent
Director
  • 34 -

CHUN YU WORKS & CO., LTD.

Range of Remuneration
Director name
Total amount of the first seven remunerations
(A+B+C+D+E+F+G)
Companies in the
consolidated financial
statements

Taiwan Steel Group United Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd.
Representative:Yan, Cing-Li、Bai Jia
Yuan Investment Co., Ltd.
Representative:
Wu, Yi-Ching、Bai Jia Yuan
Investment Co., Ltd. Representative:
Wu, Mei-Huei、Chien, Chin-Chen
、Fang, Chen-Ming、Lee,
Chin-Chang
Lee, Shih-Ho Bai Jia Yuan Investment Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd
Representative:Lin, Huei-Jeng
Bai Jia Yuan Investment Co., Ltd.
Representative:Chen, Chi-Tai
The Company
Taiwan Steel Group United Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd.
Representative:Yan, Cing-Li、Lee,
Shih-Ho 、Bai Jia Yuan Investment
Co., Ltd. Representative:
Wu, Yi-Ching、Bai Jia Yuan
Investment Co., Ltd. Representative:
Wu, Mei-Huei
、Chien, Chin-Chen、Fang,
Chen-Ming、Lee, Chin-Chang
Bai Jia Yuan Investment Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd
Representative:Lin, Huei-Jeng
Bai Jia Yuan Investment Co., Ltd.
Representative:Chen, Chi-Tai
Total amount of the first four remunerations
(A+B+C+D)
Companies in the
consolidated financial
statements

Taiwan Steel Group United Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd.
Representative:Yan, Cing-Li、Bai Jia
Yuan Investment Co., Ltd.
Representative:
Wu, Yi-Ching、Bai Jia Yuan
Investment Co., Ltd. Representative:
Wu, Mei-Huei、Chien, Chin-Chen
、Fang, Chen-Ming、Lee,
Chin-Chang
Bai Jia Yuan Investment Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd
Representative:Lin, Huei-Jeng、Lee,
Shih-Ho
Bai Jia Yuan Investment Co., Ltd.
Representative:Chen, Chi-Tai、
The Company Bai Jia Yuan Investment Co., Ltd.
Representative:Wong, Chung-Chun、
Taiwan Steel Group United Co., Ltd
Representative:Lin, Huei-Jeng、
Taiwan Steel Group United Co., Ltd.
Representative:Wong,
Chung-Chun、Taiwan Steel Group
United Co., Ltd.
Representative:Yan, Cing-Li、
Lee, Shih-Ho、Bai Jia Yuan
Investment Co., Ltd. Representative:
Wu, Yi-Ching、Bai Jia Yuan
Investment Co., Ltd. Representative:
Wu, Mei-Huei、Chien, Chin-Chen
、Fang, Chen-Ming、Lee,
Chin-Chang
Bai Jia Yuan Investment Co., Ltd.
Representative:Chen, Chi-Tai
Range of Remuneration Lower than 1,000,000 1,000,000 (inclusive) ~ 2,000,000 (exclusive) 2,000,000 (inclusive) ~ 3,500,000 (exclusive) 3,500,000 (inclusive) ~ 5,000,000 (exclusive) 5,000,000 (inclusive) ~ 10,000,000 (exclusive) 10,000,000 (inclusive) ~ 15,000,000 (exclusive) 15,000,000 (inclusive) ~ 30,000,000 (exclusive)
  • 35 -

CHUN YU WORKS & CO., LTD.

30,000,000 (inclusive) ~ 50,000,000 (exclusive)
50,000,000 (inclusive) ~100,000,000 (exclusive)
100,000,000 or more
Total
11
11
11
11
Note 1�The contents of the remuneration disclosed in this table are different from those in the Income Tax Law. Therefore, this statement is for the purpose of dis-
closure but not for taxation.
(II)Remunerations of the management team�
Year 2023 / Unit�NTD thousands�%
Remuneration
from
re-invested
businesses
other than
subsidiaries or
parent
company
Remuneration
from
re-invested
businesses
other than
subsidiaries or
parent
company
Remuneration
from
re-invested
businesses
other than
subsidiaries or
parent
company
Nil Nil Nil Nil Nil Nil Nil
The sum of A, B, C and
D as a percentage of
after-tax net profit (%)

Companies in
the consolidated
financial
statements
3.17 1.74 0.33 1.06 0.30 0.21 0.78

The
Company
2.31 1.15 0.33 1.06 0.30 0.21 0.78

Employee remuneration (D)
Companies in the
consolidated financial
statements
Stock - - - - - - -
Cash 169 169 169 140 - - 131

The
Company
Stock - - - - - - -
Cash 169 169 169 140 - - 131
Bonus and special
fees (C)
Companies in
the
consolidated
financial
statements
1,520 698 - 450 - - 367
The
Company
1,140 547 - 450 - - 367
Retirement
pension (B)
Companies
in the
consolidated
financial
statements
- - - - - - -

The
Company
- - - - - - -
Salary (A) Companies in
the
consolidated
financial
statements
6,360 3,535 660 2,100 750 540 1,468
The
Company
4,560 2,188 660 2,100 750 540 1,468
Name Chen, Chi-Tai Wong,
Chung-Chun
Chang,
Hsing-Ya
Yan, Jia-De He,Mao-Ji Li, Ming-Jheng You, Bei-Di
Title CEO of
domestic subsidiary
business group

CEO of
overseas subsidiary
business group
General Manager Vice President Vice President Vice President Vice President
  • 36 -

CHUN YU WORKS & CO., LTD.

Range of Remuneration
Name of Presidentand Vice Presidents
Compensation Paid to Directors from Parent
Company and Invested Companies
Chang, Hsing-Ya、He,Mao-Ji、Li, Ming-Jheng You, Bei-Di Yan, Jia-De Wong, Chung-Chun Chen, Chi-Tai 7 Note 1:The contents of the remuneration disclosed in this table are different from those in the Income Tax Law. Therefore, this statement is for the purpose of dis-
closure but not for taxation.
The company Chang, Hsing-Ya、He,Mao-Ji、Li, Ming-Jheng You, Bei-Di Wong, Chung-Chun、Yan, Jia-De Chen, Chi-Tai 7
Range of Remuneration Lower than 1,000,000 1,000,000 (inclusive) ~ 2,000,000 (exclusive) 2,000,000 (inclusive) ~ 3,500,000 (exclusive) 3,500,000 (inclusive) ~ 5,000,000 (exclusive) 5,000,000 (inclusive) ~ 10,000,000 (exclusive) 10,000,000 (inclusive) ~ 15,000,000 (exclusive) 15,000,000 (inclusive) ~ 30,000,000 (exclusive) 30,000,000 (inclusive) ~ 50,000,000 (exclusive) 50,000,000 (inclusive) ~100,000,000 (exclusive) 100,000,000 or more Total
  • 37 -

CHUN YU WORKS & CO., LTD.

(III)Employee Compensation of Managers(disclose aggregate remuneration information) :

Year 2023 / Unit:NTD thousands Year 2023 / Unit:NTD thousands Year 2023 / Unit:NTD thousands
Managers Title Name Employee
Compensation
-in Stock
Employee
Compensation
-in Cash
Total Ratio of
Total
Amount to
Net Income
(%)
CEO of domestic
subsidiary business
group
Chen, Chi-Tai - 2,180 2,180 0.41
CEO of overseas
subsidiary business
group
Wong, Chung-Chun
CEO Lin, Huei-Jeng
(Removed on
2022.06.30)
General Manager
and Corporate
Governance Officer
Chou, Bo-Wei
(Removed on
2023.10.01)
Vice President Yan, Jia-De
Vice President You ,Bei-Di
Financial and
Accounting Officer
Su, Hsien-Ming
  • Note 1 : It refers to the employee remuneration (including stock and cash) received by the managerial officers that is distributed in accordance with the proposal for distributing the recent year’s earnings adopted at a meeting of Board of Directors. If such amount is unable to be estimated, the amount can be determined in accordance with the actual distribution ratio for last year. It refers to the net income of the recent year. After the adoption of IFRS, it refers to the net income in the parent company only financial reports or individual financial reports of the recent year.

  • Note 2 : The scope of application for managers is defined in accordance with the Tai-Tsai-Cheng-San No. 0920001301 Letter dated 2003.3.27 by the Securities and Future Commission as follows : (1) President and the equals.

  • (2) Vice President and the equals.

  • (3) Assistant managers and the equals.

  • (4) Head of Department of Finance.

  • (5) Head of Accounting Department.

  • (6) Other people handling corporate affairs and signature rights.

  • 38 -

CHUN YU WORKS & CO., LTD.

  • (IV) Comparison of Remuneration for Directors, President and Vice - Presidents in the Two Most Recent Fiscal Years and Remuneration Policy for Directors, President and Vice Presidents

  • i. The ratio of total remuneration paid by the Company and by all companies included in the consolidated financial statements for the two most recent fiscal years to directors, president and vice presidents of the Company, to the net income :

Unit : NTD thousands

Unit:NTD thousands Unit:NTD thousands
Year Total amount of remuneration to
the Directors, General Manager,
and DeputyGeneral Manager
The total amount in proportion to
the net income (%)
The Company Companies in
the consolidated
financial report
The Company Companies in
the consolidated
financial report
2022 47,465 58,246 8.83 % 10.84 %
2023 38,555 49,932 15.20% 13.84%
  • ii. The policies, standards, and portfolios for the payment of remuneration, the procedures for determining remuneration, and the correlation with risks and business performance

    1. The policy and standard of remuneration of the Company :
  • (1) Directors : Remuneration will be determined in accordance with the Articles of Incorporation and be commensurate with the overall operation performance, evaluation of per-

  • sonal performance, and personal contribution with reference to the industry standard. The proposal will be discussed and resolved by the Compensation Committee and presented to the Shareholders’ Meeting for final approval. The monthly traveling allowance and the subsidy for attending meetings of the Board and functional committees were disbursed on a regular basis, which is not associated with corporate performance.

     - (2) General Manager and Deputy General Manager :
    
        - The remuneration to the General Manager and Vice General Managers of the Company will be commensurate with the function performed, scope of authority and responsibility, personal contribution and professional knowledge, and the contribution to the Company with reference to industry standard.
    
    • (II)The procedure for setting the remuneration :

      • Pursuant to Article 39 of the Articles of Incorporation,
  • 39 -

CHUN YU WORKS & CO., LTD.

If the Company makes a profit in a year, the Company shall allocate no less than 2% of the profit for the year as employee's remuneration, and may set aside no more than 2% as directors' remuneration. However, if the Company still has accumulated losses, it should first reserve an amount to offset losses.

  • (III)The association between the operation performance and risk inthe future :

The remuneration to the Directors and Managers of the Company will be determined with reference to the industry standard. The state of operation and the operation risk in the future will also be taken into account. The aforementioned reasons will be highly associated with the responsibilities, contribution and work performance of the individuals in the operation. The Com -pensation Committee will give regular assessment or review in this matter.

  • 40 -

CHUN YU WORKS & CO., LTD.

(IV)Implementation of Corporate Governance

(I) Operation of the Board of Directors

Five board meetings were held in 2023, the attendance of Directors is as follows :


ors is as follows:
Title Name Actual No.
of meetings
attended (B)
No. of
meetings
with
entrusted
attendance
Actual
attendance
rate (%)
【B/A】
Remarks
Chairman Representative Of Bai Jia Yuan
Investment Co., Ltd.:
Chen, Chi-Tai
5 0 100% Nil
Vice
Chairman
Representative Of Bai Jia Yuan
Investment Co., Ltd.:
Wong, Chung-Chun
5 0 100% Nil
Director Representative Of Taiwan Steel
Group United Co., Ltd.:
Lin, Huei-Jeng
5 0 100% Nil
Director Representative Of Taiwan Steel
Group United Co., Ltd.:
Wang, Chiung Fen
5 0 100% Nil
Director Representative Of Taiwan Steel
Group United Co., Ltd.:
Yan, Cing-Li
5 0 100% Nil
Director Lee, Shih-Ho 5 0 100% Nil
Director Representative Of Bai Jia Yuan
Investment Co., Ltd.:Wu,
Yi-Ching
5 0 100% Nil
Director Representative Of Bai Jia Yuan
Investment Co., Ltd.:Wu,
Mei-Huei
5 0 100% Nil
Independent
Director
Chien, Chin-Chen 5 0 100% Nil
Independent
Director
Fang, Chen-Ming 5 0 100% Nil
Independent
Director
Lee, Chin-Chang 5 0 100% Nil
Other matters to be recorded:
I. If any of the following circumstances occurs in the operation of the board meeting, please
indicate the date of the board meeting, the session number, the contents of the motion, the
opinions of all independ- ent directors and the Company’s handling of the opinions of the
Independent Directors:
(I) Matters referred to in Article 14-3 of the Securities and Exchange Act: The Company is not
applied to Article 14-3 of the Securities and Exchange Act, because it had set up audit
committee. The state-ments about Article 14-5 of the Securities and Exchange Act refer to
“3.4.2 Audit Committee Meet-ing Status”.
(II) Other matters involving objections or expressed reservations by independent directors that
were recorded or stated in writingthat require a resolution bythe Board of Directors:None.

Other matters to be recorded :

I. If any of the following circumstances occurs in the operation of the board meeting, please indicate the date of the board meeting, the session number, the contents of the motion, the opinions of all independ- ent directors and the Company ’ s handling of the opinions of the Independent Directors :

(I) Matters referred to in Article 14-3 of the Securities and Exchange Act: The Company is not applied to Article 14-3 of the Securities and Exchange Act, because it had set up audit committee. The state-ments about Article 14-5 of the Securities and Exchange Act refer to “3.4.2 Audit Committee Meet-ing Status”.

(II) Other matters involving objections or expressed reservations by independent directors that were recorded or stated in writing that require a resolution by the Board of Directors : None.

  • 41 -

CHUN YU WORKS & CO., LTD.

II. If there are directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for avoidance and voting should be specified

Board of
Directors
Resolution Content Name of Director Reasons for the
avoidance of interests
Voting Results
2023.01.12 Year-end bonus
payment case in
2022.
Chen, Chi-Tai
Wong, Chung-Chun
Lin, Huei-Jeng
The above-mentioned
Directors were the
case in discussion.
The directors were
recused from the
discussion and voting
2023.03.09 Donation Chen, Chi-Tai
、Wang, Chiung Fen
The content is related
to related parties, and
should be recused.
The directors were
recused from the
discussion and voting
2023.08.10 The proposal on
reward for
employees in 2022.
Chen, Chi-Tai
Wong, Chung-Chun
Lin, Huei-Jeng
The above-mentioned
Directors were the
case in discussion.
The directors were
recused from the
discussion and voting
2023.08.10 The monthly
traveling allowance
for the functional
committee members
and the subsidy for
attending
committee meeting
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
This motion involves
the traveling
expenses and subsidy
for attending meeting
of the aforementioned
Directors.
The directors were
recused from the
discussion and voting
  • III. TWSE-listed or TPEx-listed companies shall disclose information on the frequency and duration of Self (peer)- Evaluation, the scope, means and content of evaluation, and fill in the Form (below) on the pursuit of Self-Evaluation :
Evaluation
cycle
Evaluation
period
Evaluation
scope
Evaluation
method
Evaluation content
Once
annually
2023.01.01
to
2023.12.31
Board of
Directors
Director
self-assessment
i. Participation level in the Company's
operations.
ii. Improvement of the quality of the
board of directors’ decision making.
iii. Composition and structure of the
Board of Directors.
iv. Election of the directors and their
continuing professional education.
v.Internal control.
Once
annually
2023.01.01
to
2023.12.31
Directors Director
self-assessment
i. Alignment of the goals and missions
of the Company.
ii. Awareness of the duties of a director
iii. Participation in the operation of the
Company.
iv. Management of internal relationship
and communication.
v. The director's professionalism and
continuing education.
vi. Internal control.
Once
annually
2023.01.01
to
2023.12.31
Functional
Committee:
Audit Committee,
Remuneration
Committee,
Sustainable
Development
Committee
Director
self-assessment
i. Participation in the operation of the
Company.
ii. Awareness of the duties of the
functional committee.
iii. Improvement of quality of decisions
made by the functional committee.
iv. Makeup of the functional committee
and election of its members.
v. Internal control.
  • 42 -

CHUN YU WORKS & CO., LTD.

  • IV. TWSE-listed or TPEx-listed companies shall disclose information on the frequency and duration of Self (peer)- Evaluation, the scope, means and content of evaluation, and fill in the Form (below) on the pursuit of Self-Evaluation :
Evaluation
cycle
Evaluation
period
Evaluation
scope
Evaluation
method
Evaluation content
Once annually 2023.01.01
to
2023.12.31
Board of
Directors
Director
self-assessment
vi. Participation level in the Company's
operations.
vii. Improvement of the quality of the
board of directors’ decision making.
viii. Composition and structure of the
Board of Directors.
ix. Election of the directors and their
continuing professional education.
x. Internal control.
Once annually 2023.01.01
to
2023.12.31
Directors Director
self-assessment
vii. Alignment of the goals and
missions
of the Company.
viii. Awareness of the duties of a
director
ix. Participation in the operation of the
Company.
x. Management of internal relationship
and communication.
xi. The director's professionalism and
continuing education.
xi. Internal control.
Once annually 2023.01.01
to
2023.12.31
Functional
Committee:
Audit Committee,
Remuneration
Committee,
Sustainable
Development
Committee
Director
self-assessment
vi. Participation in the operation of the
Company.
vii. Awareness of the duties of the
functional committee.
viii. Improvement of quality of
decisions
made by the functional committee.
ix. Makeup of the functional committee
and election of its members.
x. Internal control.

IV. The goals for strengthening the board's functions in the current and the previous year and assessment of the implementation :

  • (I) The operations of the Board of Directors of the Company are exercised in accordance with the provisions of the laws and regulations, the Articles of Association, and the resolutions of the Shareholders’ Meetings. All Directors, in addition to the professional knowledge and skills necessary to perform their duties, should strive for the best shareholder interests based on the principles of loyalty and integrity for which the pursuit of corporate social responsibility and sustainable development.

  • (II) The Company has elected 3 Independent Directors. In order to establish a good board governance system, sound supervision function and strengthen management functions, the Board of Directors agreed to establish Remuneration Committees. In order to implement corporate governance, Remuneration Committee held the meeting to report the standard of year-end bonus of manager, and evaluate the Chairman, Directors, and manager salary, and remuneration policy and rules. Respectively, and submit the suggestions to Board of Director for discussing.

  • (III) In accordance with the provisions of the security’s regulatory authority, the Board of Directors approved to set up an Audit Committee in order to replace the Supervisors. Audit Committee will hold the regular meeting annually, respectively, and resolutions were submitted to the ~~44~~

  • 43 -

CHUN YU WORKS & CO., LTD.

Board of Directors to implement corporate governance.

  • (IV) The Sustainable Development Committee is established for vitalizing the mechanism of corporate governance and the advocacy of corporate social responsibility and materialization of the idea of corporate sustainability in full effort. The committee convenes regularly in the year and report to the Board.

  • (V) In addition to conducting the annual assessment of the board to strengthen its functions, the internal auditors also monitor the performance of the board, and make an audit report which will present to the Board at regular intervals for review.

  • (VI) The Company persists with the principle of operation transparency, and thereby vital information will be released to the MOPS website after each session of the Board for the protection of the rights and privileges of the shareholders.

(II) Operation of the Audit Committee :

The Audit Committee of the Company is constituted by four independent directors according to Article 14-4 of Securities and Exchange Act. Also, operated under the “Audit Committee Organization Code” Of the Company whereby one Independent Director will be nominated among the members of the committee as the convenor. The Company’s Audit Committee is composed of three people whose term of office is from 2022.06.22 to 2025.06.21.

  • i. Duty and annual highlight of Audit Committee in 2023 :

  • Deliberate/Review on financial statements.

  • Adoption or amendment of an internal control system.

  • Assessment of the effectiveness of the internal control system.

  • Adoption or amendment of handling procedures for financial or operational actions of material significance, such as procedures for acquisition or Disposal of assets,articles of Incorporation.

  • Examination on matters involving the private interest of the Director.

  • Examination on matters involving monetary loan, endorsement, or provision of guarantee.

  • Examination on matters involving the hiring or dismissal of an attesting CPA, or the compensation given thereto.

  • 44 -

CHUN YU WORKS & CO., LTD.

ii. In 2023 the Audit Committee held five meetings (A), and the member qualifications and attendance are as follows :

Title Name Name Actual no.
of meetings
attended (B)
No. of
meetings
with
entrusted
attendance
Actual
attendance
rate (%)
【B/A】
Actual
attendance
rate (%)
【B/A】
Remarks Remarks
Independent
Directors
Chien,
Chin-Chen
5 0 100% Convener
Independent
Directors
Fang,
Chen-Ming
5 0 100%
Independent
Directors
Lee,
Chin-Chang
5 0 100%

Other items required for reporting:
I. If any of the following applies to the operations of the Audit Committee, specify the date, the session
of the committee meeting, the content of the motion, the adverse opinion, qualified opinion of the
Independent Directors, or the content of important recommendation, the resolution of the Audit
Committee and the response of the Company to the opinion of the Audit Committee:
(I) Items stated in Article 14-5 of the Securities and Exchange Act:More details are as follows.
(II) Further to the aforementioned issues, other issues not passed by the Audit Committee but require
the decision of at least 2/3 of the Directors for approval:None.
Board
meetings
Proposal content and handling
Article 14-5 of
the Securities
and Exchange
Act
Resolutions
unapproved by the
Audit Committee but
approved by over
two thirds of the
directors
2023.03.09
The 4th
meeting of the
3th term
Review of the business report, individual
financial statements, and consolidated
financial statements of 2022.

None
Advance approval of the motion for
certified public accountants serving as
independent auditors and the non-audit
service to the Company and subsidiaries
in 2023.

None
Approval of evaluation of the
effectiveness of internal control system
and “Statement of Internal Control
System for the Year 2022”.

None
Amendment of the Company’s
“self-assessment of its internal control
systems”

None
Approval of the donation

None
Audit Committee Resolution (2023.03.09):Approved by all Audit Committee
members.
Board
meetings
Proposal content and handling Article 14-5 of
the Securities
and Exchange
Act
Resolutions
unapproved by the
Audit Committee but
approved by over
two thirds of the
directors
2023.03.09
The 4th
meeting of the
3th term
Review of the business report, individual
financial statements, and consolidated
financial statements of 2022.
None
Advance approval of the motion for
certified public accountants serving as
independent auditors and the non-audit
service to the Company and subsidiaries
in 2023.
None
Approval of evaluation of the
effectiveness of internal control system
and “Statement of Internal Control
System for the Year 2022”.
None
Amendment of the Company’s
“self-assessment of its internal control
systems”
None
Approval of the donation None
Audit Committee Resolution (2023.03.09):Approved by all Audit Committee
members.
  • 45 -

CHUN YU WORKS & CO., LTD.


The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
2023.05.11
The 5th
meeting of the
3th term
Passed the Company’s 2023Q1
Consolidated Financial Statement.
None
Audit Committee Resolution (2023.05.11):Approved by all Audit Committee
members.
The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
2023.08.10
The 6th
meeting of the
3th term
Passed the Company’s 2023Q2
Consolidated Financial Statement.
None
Amendment of the Company’s “ Internal
audit implementation rules”
None
Amendments to the Company’s “Articles
of Association”.
None
Evaluation of the independence of the
certified public accountants retained by
the Company as independent auditor.
None
Audit Committee Resolution (2023.08.10):Approved by all Audit Committee
members.
The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
2023.11.09
The 7th
meeting of the
3th term
Passed the Company’s 2023Q3
Consolidated Financial Statement.
None
Map out the 2024 Audit Program of the
Company.
None
Passed the endorsements/guarantees for
subsidiaries.
None
The motion of the regulations governing
“The Procedure for the Compilation of
Sustainability Report”.
None
Amendments to the Company’s
“Procedures for Handling Material Inside
Information”.
None
Audit Committee Resolution (2023.11.09):Approved by all Audit Committee
members.
The Company’s response to the Audit Committee’s opinions: Approved by all
present directors.
  • 46 -

CHUN YU WORKS & CO., LTD.



status and overall operating results of the Company and its subsidiaries at home and abroad,
and internal audit status. They also fully communicate any influence on accounting resulted
from the changes in regulations.
ii. The Audit Committee appointed certified public accountants to audit the book for keeping
shares registration and transaction records. The certified public accountants issued an Audit
or’s Report in accordance with applicable rules and regulations.
(II) Communication between Independent Directors and internal audit officer:
i. The revision of the “Internal Control Systems”, “Internal Audit Implementation Rules” and “
Statement of Internal Control” of the Company shall be submitted to the Board of Directors
for resolution after the approval of the Audit Committee.
ii. The Auditing Office of the Company issues an internal audit report to the Independent Dir-
ectors for review at regular intervals.
iii. The internal audit plans for the next year prepared by the internal auditing office will be
submitted to the Board of Directors for resolution before the end of fiscal year.
iv. The Independent Directors and the internal audit officer shall communicate on the internal
audit execution status and internal control operation status of the Company at least once a
quarterly regular meeting. In addition to the audit report on the status of correction of de-
fects and irregularities of internal control systems, the report shall be continued and follow
up reminders to determine relevant units to take appropriate improvement measures in time.
(III) Communication and status between Independent Directors, CAP and internal audit officer in
2023:
Date
Communication
Member
Content
Result
2022.03.09
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Auditor’s Report on 2022 Consolidated and
Separate Financial Statements.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Statement of Internal Control for 2022.
Reviewed
Reviewed and passed
by the Audit
Committee and the
Board.
Amendment of the Company’s
“self-assessment of its internal control
systems”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.05.11
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q1
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
2023.08.10
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
Report on the Company’s 2023Q2
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
status and overall operating results of the Company and its subsidiaries at home and abroad,
and internal audit status. They also fully communicate any influence on accounting resulted
from the changes in regulations.
ii. The Audit Committee appointed certified public accountants to audit the book for keeping
shares registration and transaction records. The certified public accountants issued an Audit
or’s Report in accordance with applicable rules and regulations.
(II) Communication between Independent Directors and internal audit officer:
i. The revision of the “Internal Control Systems”, “Internal Audit Implementation Rules” and “
Statement of Internal Control” of the Company shall be submitted to the Board of Directors
for resolution after the approval of the Audit Committee.
ii. The Auditing Office of the Company issues an internal audit report to the Independent Dir-
ectors for review at regular intervals.
iii. The internal audit plans for the next year prepared by the internal auditing office will be
submitted to the Board of Directors for resolution before the end of fiscal year.
iv. The Independent Directors and the internal audit officer shall communicate on the internal
audit execution status and internal control operation status of the Company at least once a
quarterly regular meeting. In addition to the audit report on the status of correction of de-
fects and irregularities of internal control systems, the report shall be continued and follow
up reminders to determine relevant units to take appropriate improvement measures in time.
(III) Communication and status between Independent Directors, CAP and internal audit officer in
2023:
Date
Communication
Member
Content
Result
2022.03.09
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Auditor’s Report on 2022 Consolidated and
Separate Financial Statements.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Statement of Internal Control for 2022.
Reviewed
Reviewed and passed
by the Audit
Committee and the
Board.
Amendment of the Company’s
“self-assessment of its internal control
systems”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.05.11
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q1
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
2023.08.10
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
Report on the Company’s 2023Q2
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
status and overall operating results of the Company and its subsidiaries at home and abroad,
and internal audit status. They also fully communicate any influence on accounting resulted
from the changes in regulations.
ii. The Audit Committee appointed certified public accountants to audit the book for keeping
shares registration and transaction records. The certified public accountants issued an Audit
or’s Report in accordance with applicable rules and regulations.
(II) Communication between Independent Directors and internal audit officer:
i. The revision of the “Internal Control Systems”, “Internal Audit Implementation Rules” and “
Statement of Internal Control” of the Company shall be submitted to the Board of Directors
for resolution after the approval of the Audit Committee.
ii. The Auditing Office of the Company issues an internal audit report to the Independent Dir-
ectors for review at regular intervals.
iii. The internal audit plans for the next year prepared by the internal auditing office will be
submitted to the Board of Directors for resolution before the end of fiscal year.
iv. The Independent Directors and the internal audit officer shall communicate on the internal
audit execution status and internal control operation status of the Company at least once a
quarterly regular meeting. In addition to the audit report on the status of correction of de-
fects and irregularities of internal control systems, the report shall be continued and follow
up reminders to determine relevant units to take appropriate improvement measures in time.
(III) Communication and status between Independent Directors, CAP and internal audit officer in
2023:
Date
Communication
Member
Content
Result
2022.03.09
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Auditor’s Report on 2022 Consolidated and
Separate Financial Statements.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Statement of Internal Control for 2022.
Reviewed
Reviewed and passed
by the Audit
Committee and the
Board.
Amendment of the Company’s
“self-assessment of its internal control
systems”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.05.11
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q1
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
2023.08.10
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
Report on the Company’s 2023Q2
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
status and overall operating results of the Company and its subsidiaries at home and abroad,
and internal audit status. They also fully communicate any influence on accounting resulted
from the changes in regulations.
ii. The Audit Committee appointed certified public accountants to audit the book for keeping
shares registration and transaction records. The certified public accountants issued an Audit
or’s Report in accordance with applicable rules and regulations.
(II) Communication between Independent Directors and internal audit officer:
i. The revision of the “Internal Control Systems”, “Internal Audit Implementation Rules” and “
Statement of Internal Control” of the Company shall be submitted to the Board of Directors
for resolution after the approval of the Audit Committee.
ii. The Auditing Office of the Company issues an internal audit report to the Independent Dir-
ectors for review at regular intervals.
iii. The internal audit plans for the next year prepared by the internal auditing office will be
submitted to the Board of Directors for resolution before the end of fiscal year.
iv. The Independent Directors and the internal audit officer shall communicate on the internal
audit execution status and internal control operation status of the Company at least once a
quarterly regular meeting. In addition to the audit report on the status of correction of de-
fects and irregularities of internal control systems, the report shall be continued and follow
up reminders to determine relevant units to take appropriate improvement measures in time.
(III) Communication and status between Independent Directors, CAP and internal audit officer in
2023:
Date
Communication
Member
Content
Result
2022.03.09
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Auditor’s Report on 2022 Consolidated and
Separate Financial Statements.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Statement of Internal Control for 2022.
Reviewed
Reviewed and passed
by the Audit
Committee and the
Board.
Amendment of the Company’s
“self-assessment of its internal control
systems”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.05.11
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q1
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
2023.08.10
Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
Report on the Company’s 2023Q2
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Date Communication
Member
Content Result
2022.03.09 Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Auditor’s Report on 2022 Consolidated and
Separate Financial Statements.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Statement of Internal Control for 2022.
Reviewed
Reviewed and passed
by the Audit
Committee and the
Board.
Amendment of the Company’s
“self-assessment of its internal control
systems”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.05.11 Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Tien, Chung-Yu
Fang-Ting, Yeh
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q1
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
2023.08.10 Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
Report on the Company’s 2023Q2
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
  • 47 -

CHUN YU WORKS & CO., LTD.

CAP:
Tien, Chung-Yu
Huei-Yu, Hsu
Auditor Officer:
Jhang, Jing-Ping
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
Amendment of the Company’s “sInternal
audit implementation rules.”
Reviewed and passed
by the Audit
Committee and the
Board.
2023.11.09 Independent Directors:
Chien, Chin-Chen
Fang, Chen-Ming
Lee, Chin-Chang
CAP:
Lin, Tzu-Yu
Tien, Chung-Yu
Auditor Officer:
Jhang, Jing-Ping
Report on the Company’s 2023Q3
Consolidated Financial Statement.
Understood. No other
suggestions in this
session.
Report on the execution status of the
Company’s internal audit plan.
Understood. No other
suggestions in this
session.
To formulate the Company’s internal audit
plan in 2024.
Understood. No other
suggestions in this
session.
  • 48 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed Companies
” and Reasons
In compliance
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companie.
Consistent with
the Corporate
Governance Best
Practice
Principles for
TWSE/TPEx.
And the Company
will reinforce the
corporate
governance of the
Company
incrementally.
Implementation Status Abstract Illustration The Company passed the resolution of the Board of
Directors on 2018.11.07 and set Principles of Corporate
Governance, which was disclosed on the information
reporting website designated by the securities authority
and the Company’s website.
i. The Company has established the parliamentary
procedure for the Shareholders Meeting, and has
established the system of spokesman and acting
spokesman with the appointment of designated
persons to handle investor relation, suggestions,
queries, disputes, or litigations from the shareholders.
A special section on investor relation has also been set
up at the official website of the Company. Investors
may liaise with the Company through this section or
via E-mail.
ii. The Company has commissioned an investor service
agent to update the shareholders roster and the list of
dominant shareholders at regular intervals of time for
the proper control of the dominant shareholders of the
Company and the ultimate controlling parties of these
dominant shareholders.
No
Yes
Evaluation Item I. Does the Company follow the Corporate Governance
Best Practice Principles for TWSE/GTSM Listed
Companies, and has the Company established and
disclosed its own Corporate Governance Best Practice
Principles?
II. The Company's shareholding structure and share-
holders' equity
i. Has the Company set up internal operating proce-
dures to handle shareholder proposals, doubts,
disputes and litigation matters and followed the
procedures?
ii. Does the Company have a list of its major share-
holders and the ultimate controllers of the major
shareholders?
iii. Has the Company established and implemented
risk management and firewall mechanisms with
its affiliates?
iv. Has the Company set up an internal standard to
prohibit the insiders’ use of private information to
trade securities?
  • 49 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
In compliance
with the
Corporate
Governance Best
Practice
Principles for
Implementation Status Abstract Illustration iii. The Company and its affiliates run the financial and
business operation independent of one another with
the institution of “Regulations Governing the Super-
vision of Subsidiaries”, “Regulations Governing
Financial and Business Matters Between this
Corporation and its Affilliated Enterprises.”, “Inter-
nal Control System”, and “Internal Audit System”
for the establishment of risk control among the affili-
ates and the firewall mechanisms.
iv. The Company has institute ” Procedures for Hand-ling
Material Inside Information and Procedures for the
Prevention of Insider Trading”, “The Adoption of
Codes of Ethical Conduct”, “Ethical Corporate
Management”, and the use of undisclosed infor-
mation for trading securities is not permitted.
i. The Company pursues the policy of the diversity of
membership of the Board properly, and sets the policy
of the diversity of Board members under the
“Corporate Governance Best-Practice Principles”. It is
preferable that the members of the Board shall include
No
Yes
Evaluation Item III. The composition and duties of the Board of
Directors
i.Has the Board mapped out its policy of diversity,
substantive management objectives and properly
pursued the policy and objective?
  • 50 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
TWSE/TPEx
Listed Companie.
Implementation Status Abstract Illustration without limitation to the following 2 standards in
running the operation:
1. Basic conditions and values: gender, age,
nationality, race and culture, etc.
2. Professional knowledge and skills: professional
background (such as law, accounting, industry,
finance, marketing or technology), professional skills
and industry experience, etc.
ii. The company established Sustainable Development
Committee through the resolution of the Board on
2022.11.10. The Committee is mainly comprised of
three independent directors who responsible for
promoting and supervising the company's sustainable
management policy.
iii. The Company has instituted the "Rules for Perform-
ance Evaluation of Board of Directors" through the
resolution of the Board on 2020.01.15. Performance
evaluation was accomplished by the end of March in
each year and submit the evaluation results to the
board of directors。
iv. The Audit Committee of the Company evaluates the
independence and competence of the independent
No
Yes
Evaluation Item ii. Has the Company set up other types of functional
committees voluntarily in addition to the Remun-
eration Committee and the Audit Committee
according to law?
iii.Has the Company set up a performance appraisal
method and an assessment method for the Board
of Directors, conducted performance appraisal on
a regular basis every year, submit the results of
performance assessments to the Board of Direct-
ors and use them as reference in determining
compensation for individual directors, their
nomination and additional office term?
iv.Does the Company regularly evaluate the
in-dependence of its certifying accountants?
  • 51 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
In compliance
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed
Companie.
Implementation Status Abstract Illustration auditors regularly every year, and report the evaluation
result to the Board. The last evaluation has been passed
by the Audit Committee on 2024.03.07, and reported to
the Board for finalization on 2024.03.07. We requested
the independent auditors to provide the audit quality
indicators (AQIs), and proceeded to evaluation in
accordance with the standard set forth in Table 1. We
have confirmed that there is no other financial interest
and business relation between these independent
auditors and the Company other than the payment for
the financial auditing and tax auditing services and
related certification. We also introduced digital audit
tools lately to improve audit quality. The Independent
Auditor Evaluation Sheet.【Form I】.
i. The Board of the Company resolved on 2023.11.09 to
appoint theFinance Supervisor as the Corporate
Governance Officer who have to execute and supervise
corporate governance business of the Company and for
mulate relevant operating guidelines.
ii. Major function of the corporate governance officer:
1. Assist directors in complying with the law and
regulations.
No
Yes
Evaluation Item IV. Has the TWSE/TPEx listed company have ana dequ
-ate number of corporate governance personnel with
appropriate qualifications, and appoint a chief corp-
orate governance officer, responsible for corporate
governance related matters (including but not limit-
ed to providing the directors and supervisors with
required information to carry out their business,
assisting directors and supervisors with legal com-
  • 52 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Implementation Status Abstract Illustration 2. Assist directors in coming to office and continue
training.
3. Keep and compile the minutes of Board meeting
and Shareholders Meeting on record.
4. Providing Directors relevant information for opera-
tions.
5. Handling Board of Directors and shareholders
meetings.
6. Report to the board of directors the results of its
review of whether the independent directors’
qualifications comply with relevant laws and
regulations at the time of nomination, election and
during their term of office.
7. Handle matters related to director changes.
8. Others are performed in compliance with applicable
legal rules of the government or as appointed by the
Board
iii. Performance of the Corporate Governance Body in
2023:
1.Handled matters related to the board of directors,
shareholder meetings, and institutional investors'
No
Yes
Evaluation Item pliance, handling corporate registration and change
of corporate registration related matters and taking
the minutes of board meetings and shareholders'
meetings)?
  • 53 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
In compliance
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed
Companie.
Implementation Status Abstract Illustration conference. Prepare relevant materials for the
meeting punctually and assist directors in comply-
ing with the law and regulations.
2.Assisted directors in executing business and pro-
viding related information for operations, and
arranged continuing education.
3. Conduct the annual “corporate governance evalu-
ation” and assist related departments to comply
with applicable legal rules and regulations promu-
lgated by the competent authority
4.Timely disclosure of information in materiality
and related announcement under law.
5.The training records of Corporate Governance
Officer refers to【FormⅡ】.
i. The Group has been listed at TWSE and the Emerging
Stock Market, and has appointed a spokesman for
communication with the stakeholders.
ii. The Company set up the stakeholder area on the Com
-pany website to provide detailed contact infor-
mation for the dedicated personnel. Hence, the Com-
pany could properly respond to the issues that the
stakeholders concern.
No
Yes
Evaluation Item V. Has the Company established a communication
channel with interested parties (including but not
limited to shareholders, employees, customers and
suppliers), set up an interested party page on the
Company’s website, and responded appropriately to
interested parties concerning important corporate
social responsibility issues?
  • 54 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
In compliance
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed
Companie.
In compliance
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed
Companie.
Implementation Status Abstract Illustration The Company has commissioned the Investors Service
Department of Yuanta Securities as the agent for provid-
ing investor service and share registration.
i. The Company has installed its official website with
disclosure of financial and business information as
well as information on corporate governance. The
Company’s website is:
https://www.chunyu.com.tw/TW/index.aspx
ii. The Company has a spokesperson and a deputy spok-
esperson. A dedicated person has been appointed in
the President Office to collect and disclose Company
information.
iii. The company has announced and issued the annual
financial statement (within three months), Q1, Q2,
Q3 financial statement (within 45 days) and monthly
operations (on the 10th day in each month) punc-
No
Yes
Evaluation Item VI. Does the Company appoint a professional stock
agency to handle shareholders’ meeting related
affairs?
VII. Information disclosure
i. Has the Company set up a website to disclose
fin-ancial and corporate governance
information?
ii. Does the Company adopt other information dis-
closure methods (such as setting up an English
website, appointing a dedicated person respon-
sible for the collection and disclosure of com-
pany information, implementing the spokesman
system, and posting the Company’s corporate
briefing process on the website, etc.)?
iii. Has the Company publish and report annual
financial report within two months after the end
  • 55 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Consistent with
the Corporate
Governance Best
Practice
Principles for
TWSE/TPEx.
And the
Company will
reinforce the
corporate
governance of
the Company
incrementally.
Implementation Status Abstract Illustration tually in accordance with Article 36 of the Securities
and Exchange Act.
The Group and its separate subsidiaries are unable to
disclose and declare the financial reports within 2
months after the end of the fiscal year.
i. Employees’ rights:
1.The Company holds Labor-Management Meetings
as scheduled for proper communication and co-
ordination of both sides. The Company also spares
no effort in keeping labor-management harmony
and assuring reasonable organizational structure of
the enterprise and people first management with the
setup of an employee mail box to hear the vices of
the employees. In addition, the Company values the
opinions and concerns for the needs of the employ-
ees on the systems and policies of the Company
through random sampling for survey so that the
No
Yes
Evaluation Item of a fiscal year, and publish and report financial
reports for the first, second and third quarters as
well as its operating status for each month before
the specified deadline?
VIII. Has the Company disclosed other information to
facilitate a better understanding of its corporate
governance (including but not limited to employee
’s rights, employee wellness, investor relations,
supplier relations, stakeholders’ rights, Directors
and Supervisors training records, implementation
of risk management policies and measurement
standards, implementation of customer policies
and purchase of liability insurance for the Direc-
tors and Supervisors of the Company)?
  • 56 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Implementation Status Abstract Illustration employees could have the channels for expression
of opinions.
2.The company has established the welfare commit-
tee to promote various welfare measures, thereby
improving work performance and optimizing the
workplace environment.
ii. Employee wellness:
The Company has arranged health examination for all
employees to care for their psychological and phy-
sical health. In addition, the Company also seeks to
assure food safety and hygiene for the employees
through the scrutiny of the food suppliers in their
supply of food to the employees. Furthermore, the
Company also conducts a survey questionnaire for
the concern of the employees to keep positive com-
munication. Also, the counseling personnel could also
provide both advice and care when employees face
difficulties with work or life
iii. Investor relations:
The Company has established the Share Registrar
function and the spokesman system. The Company
will continue to enhance information transparency
No
Yes
Evaluation Item
  • 57 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Implementation Status Abstract Illustration further to the routine disclosure of vital information
on the operation. In addition, the Company also
established the feedback mechanisms for the invest-
ors to express opinions and give comments.
iv. Supplier relations:
The very purpose of the Company in outsourcing for
purchase is the creation of a fair competition environ
-ment for trading, and cultivates positive partnership
relation with vendors on the basis of supplier evalu-
ation.
v. Social relation:
The Company complies with applicable legal rules of
the government and the rules and regulations govern
-ing ethical corporate management, and also values
the topics on environmental protection in the direct-
ion of economic development, advocacy of green
industry and regenerated energy. In addition, the
Company also pays close attention to social issues, to
implement ESG.
vi. The implementation of continuing education for Dir-
ectors:For additional information, visit the MOPS
website.
No
Yes
Evaluation Item
  • 58 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Implementation Status Abstract Illustration vii. Risk management policy and implementation:
The Company designs its audit plan in accordance
with applicable legal rules and the internal control
regulations to monitor, control, and follow up with
matters of related risks.
viii. Implementation of Customer Policy:
The Company seeks to provide customers with pro-
ducts of high p/p ratio and good quality. Through
the customer service hotline, onsite visit, and post-
sale service, the Company seeks to understand
the needs of the customers in order to upgrade
customized services and meet the expectations of
the customers.
ix. The company purchases directors' and officers' liabi-
lity insurance:
The Company has taken liability insurance for the
protection of the Directors and Supervisors since
2016.12.01, and arranges for policy renewal at the
end of each year.
No
Yes
Evaluation Item
  • 59 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
(IX)Please state the improvements made to the items in the corporate governance evaluation results issued by the Corporate Governance Center
of the Taiwan Stock Exchange Co., Ltd., and indicate the enhancement and improvement measures for the items not yet improved:
The Company participated in the 9th Corporate Governance Evaluation in 2023.The following is a description on improvements the Com-
pany has undertaken, and the prior reinforcement of matters and measures:
Improvement Status The Company will include the report
on remuneration to the Directors in
2023 in the 2024 Shareholders
Meeting in regular session.
The Board of the Company has
resolved to institute the “Regulations
Governing Financial and Business
Transactions with Related Parties” and
posted at the official website of the
Company.
The Shareholders Meeting of the
Company has convened in regular
session on May 26 2023.
The Company has disclosed the
information on the remuneration to
each Director in the 2023 Annual
Implementation Status Abstract Illustration
Evaluation Indicator No. 1.1:
Has the Company report to the Shareholders Meeting in regular session on the
remuneration to the Directors, including the remuneration policy, the content and
amount of remuneration to individual Directors?
No. 1.2:
Has the Company instituted documented rules governing the financial and business
transactions between the Company and the related parties, and the content of
which has covered purchase and sale, the procedure for the acquisition or disposal
of assets, and the requirement of reporting to the Board for resolution on material
transactions and presenting to the Shareholders Meeting for approval or reporting?
No. 1.6:
Will the Company call for the regular session of the Shareholders Meeting by the
end of May?
No.3.13:
Will the Company voluntarily disclose the information on the remuneration to each
Directors?
No
Yes
Evaluation Item
Category Items
Improved
Items
Improved
Items
Improved
Items
Improved
  • 60 -

CHUN YU WORKS & CO., LTD.

Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Deviations from
“the Corporate
Governance
Best-Practice
Principles for
TWSE/TPEx
Listed
Companies
” and Reasons
Report. Refer to the 2023 Annual
Report for detail.
The Company has disclosed the
information on the remuneration to the
President and each Vice President in
the 2023 Annual Report. Refer to the
2023 Annual Report for detail.
The Company will conduct external
evaluation in 2024.
The Company will disclose TCFD
related information in the 2024
Sustainability Report and official
website of the Company.
Implementation Status Abstract Illustration
No. 3.21:
Will the Company voluntarily disclose the remuneration to the President and each
Vice President?
No. 2.23:
Has the Regulations Governing the Evaluation of Board Performance been passed
by the Board with the requirement of external evaluation conducted once every 3
years explicitly stated therein? Is the information on the evaluation, and pursuit of
evaluation and result of evaluation in the year of evaluation or the evaluation over
the last 2 years available at the official website or the annual report of the
Company?
No. 4.18:
Has the Company disclosed information on the state of governance, strategy, risk
management, indicators, and goals pertinent to climate-related risk and opportunity
under the Task Force on Climate-Related Financial Disclosures (TCFD)
framework?
No
Yes
Evaluation Item
Items
Improved
Improvement
And Measures
Set as a
Priority
Improvement
And Measures
Set as a
Priority
  • 61 -

CHUN YU WORKS & CO., LTD.

Mo
Yes V V V V V V V V
Evaluation Item 1. CPAs are free of any direct and indirect financial interest with the Company. 2. CPAs are not in any borrowing or guarantee arrangement with the Company
and directors/supervisors of the company.
3. CPAs remain unaffected by the risk of customer loss while performing audits. 4. CPAs are not in a close business or potential employment relationship with
the company.
5. CPAs do not charge any contingent fee relating to the audit. 6. CPAs or members of the audit team are not or were not within the last two
years a director, supervisor or officer of this Company or involved in any
duty that will substantially affect the audit.
7. The non-audit service provided by CPAs does not contain important items
with direct impact on the audit.
8. CPAs do not promote or sell the stock issued by this Company or other
  • 62 -

CHUN YU WORKS & CO., LTD.

V V V V V V V
securities. 9. CPAs do not defend for this Company or represent this Company in conflict
mediation with a third party.
10.CPAs are free of any relationship with the Company’s directors, supervisors,
officers, or any staff having significant influence on the audit.
11.CPAs do not have partners who are directors, supervisors, officers, or any
staff having significant influence on the audit of this Company within one
year after resignation from the firm.
12.CPAs do not undertake regular work duty at the Company or receive fixed
salary from the Company.
13.CPAs are not involved in the management of this Company’s
decision-making.
14.CPAs are reappointed at least once every 7 years as of the most recent audit. 15.CPAs are free of penalties and occurrences that may compromise
independence so far.
  • 63 -

CHUN YU WORKS & CO., LTD.

3 3 3 3
Education
Hours
Name of Course Industry 4.0 and Initiation
of the Industrial Sector in
Innovation and
Transformation
Controlled Foreign
Corporations & Global
Anti-Tax Avoidance
Directors and Supervisors
in the Monitoring of
Corporate Risk
Management and Crisis
Management
ESG New Economy and
New Opportunity for
Corporate Transformation
Organizer Taiwan Corporate
Governance Association
Taiwan Investor
Relations Institute
Securities and Futures
Institute
Taiwan Corporate
Governance Association
Date 2023.08.10 2023.08.17 2023.08.23 2023.11.09
Name Chou, Bo-Wei Yang,Chien-Yi
Title Corporate
Governance
Officer
  • 64 -

CHUN YU WORKS & CO., LTD.

(IV) Component And Operation Status of Remuneration Committee
i. Remuneration Committee Member Information:
Number of other
public companies in
which the individual is
concurrently serving
as an independent
director




Nil




1




Nil
Independence Criteria



An Independent Director of the Company. For
additional information, refer to P.23 on dis-
closure of the professional designation and
status of independence of Independent
Directors.




An Independent Director of the Company. For
additional information, refer to P.22 on dis-
closure of the professional designation and
status of independence of Independent
Directors.




An Independent Director of the Company. For
additional information, refer to P.24 on dis-
closure of the professional designation and
status of independence of Independent
Directors.

Professional Qualification and
Work Experience
An Independent Director of the Company. For
additional information, refer to P.23 on dis-
closure of the professional designation and
status
of
independence
of
Independent
Directors.
An Independent Director of the Company. For
additional information, refer to P.22 on dis-
closure of the professional designation and
status
of
independence
of
Independent
Directors.
An Independent Director of the Company. For
additional information, refer to P.24 on dis-
closure of the professional designation and
status
of
independence
of
Independent
Directors.
Criteria
Identity
And Name
Fang,
Chen-Ming
Chien,
Chin-Chen
Lee,
Chin-Chang
Independent
Director
(convenor)
Independent
Director
Independent
Director
  • 65 -

CHUN YU WORKS & CO., LTD.

  • ii. Remuneration Committee Operation Status :

  • The current number of members : Three people.

  • Duty of Remuneration Committee :

    • (1) Evaluate and monitor the remuneration to the Directors and Managers of the Company.

    • (2) Periodically reviewing remuneration committee charter and 。

    • making recommendations for amendments.

  • 3.Current member’s tenure : 2022.06.30 to 2025.06.21. In 2023 the

Remuneration Committee held four meetings (A), and the mem ber qualifications and attendance are as follows :

Title Name Name Actual
no. of
meetings
attended
(B)
No. of
meetings
with
entrusted
attendance
No. of
meetings
with
entrusted
attendance
Actual
attendance
rate (%)
(B/A)
(Note)
Remarks Remarks
Independent
Director
Fang,
Chen-Ming
4 0 100% Convenor.
Independent
Director
Chien,
Chin-Chen
4 0 100%
Independent
Director
Lee,
Chin-Chang
4 0 100%



Other items required for reporting:
I. If the Board of Directors did not adopt or amend the suggestion of the Remuneration Committee,
please indicate the date and session number of the board meeting, the contents of the motion, the
result of the resolution and the Company’s handling of the suggestion of the Remuneration Comm-
ittee (if the remuneration passed by the board is better than the suggestion of the Remuneration Com-
mittee, please state the difference and the reasons):None.
II. If any member had objections or reservations about the resolution of the Remuneration Committee
and there is a record or a written statement, please indicate the date and session number of the Rem-
uneration Committee meeting, the contents of the motion, all the opinions of the members and how
the opinions were handled:None.
III. The operation Status of Remuneration Committee duringthe most recent fiscalyear:
Remuneration
Committee
Contents
Result
The Company’s
response to the
Remuneration
Committee’s opinions
2023.01.12
The 3th
meeting of the
6th term
Motion for the release of
the year-end bonus in 2022
Passed by committee
members in session in
common consent and
reported to the Board for
final approval.
Passed by the Directors
in session in common
consent.
2023.03.09
The 4th
meeting of the
6th term
Motion for the
remuneration to the
Directors and employees
in 2022.
Passed by committee
members in session in
common consent and
reported to the Board for
Passed by the Directors
in session in common
consent.
Remuneration
Committee
Contents Result The Company’s
response to the
Remuneration
Committee’s opinions
2023.01.12
The 3th
meeting of the
6th term
Motion for the release of
the year-end bonus in 2022
Passed by committee
members in session in
common consent and
reported to the Board for
final approval.
Passed by the Directors
in session in common
consent.
2023.03.09
The 4th
meeting of the
6th term
Motion for the
remuneration to the
Directors and employees
in 2022.
Passed by committee
members in session in
common consent and
reported to the Board for
Passed by the Directors
in session in common
consent.
  • 66 -

CHUN YU WORKS & CO., LTD.

The company's personnel
promotion and salary
suggestions.
final approval.
2023.08.10
The 5th
meeting of the
6th term
Motion for the
remuneration to the
Directors in 2022.
Passed by committee
members in session in
common consent and
reported to the Board for
final approval.
Passed by the Directors
in session in common
consent.
Motion for the
remuneration to the
managers in 2022.
Set the amount of monthly
traveling allowance and
subsidy for attending
committee meetings for
the functional committees.
Appointment case of Vice
President
2023.11.09
The 6h
meeting of the
6th term
The company's personnel
salary suggestions.
Passed by committee
members in session in
common consent and
reported to the Board for
final approval.
Passed by the Directors
in session in common
consent.
Appointment case of
subsidiary general
manager
  • (V) Component And Operation Status of Sustainable Development Committee

  • 1.Sustainable Development Committee Operation Status :

  • (1)The current number of members : Three people.

  • (2)Duty of Sustainable Development Committee :

  • ①Advocate and reinforce the organization and system of corporate governance.

  • ②Map out the sustainable development strategy and supervise the schedules of the projects.

  • ③Educate and materialize the works on ethical corporate management.

  • ④Establish ad hoc task force to coordinate human resources allocation among the functional departments.

  • ⑤Administer and supervise matters of corporate governance and risk management.

  • ⑥Carry out the assignments given under the resolution of the Board.

  • (3)Current member’s tenure : 2022.11.10 to 2025.06.21. In 2023 the Sustainable Development Committee held two meetings (A), and

  • 67 -

CHUN YU WORKS & CO., LTD.

the member qualifications and attendance are as follows :

Title Name Actual
no. of
meetings
attended
(B)
No. of
meetings
with
entrusted
attendance
Actual
attendance
rate (%)
(B/A)
(Note)
Remarks
Independent
Director
Chien,
Chin-Chen
2 0 100% Convenor.
Independent
Director
Fang,
Chen-Ming
2 0 100%
Independent
Director
Lee,
Chin-Chang
2 0 100%

(4)The dates of meetings, contents of motion, resolutions of the Sustainable Development Committee during the most recent fiscal year and the Company’s response to the Sustainable Development Committee’s opinion:

Date
2023/08/10
The 1th meeting
of the 1th term
2023/11/09
The 2th meeting
of the 1th term
Content Handling of the Opinions
Organizational structure and division of

labor plan of Sustainable Development

No other opinions at this meeting
Committee
Signed a letter of intent for cooperation

with Kaoyuan University of Kao Yuan

No other opinions at this meeting
University
  • 68 -

CHUN YU WORKS & CO., LTD.

(VI) The pursuit of sustainable development and Variation from the Sustainable Development Best Practice Principles of
TWSE-Listed and TPEx-Listed Companies and the reason:
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
No significant
difference from
the Sustainable
Development Best
Practice
Principles for
TWSE/TPEx
Listed Companies
And, the
Company will
reinforce the
Sustainable
Development of
the Company
incrementally.
Status of implementation Abstract Explanation (I)The Board of the Company resolved on 2022.11.10
to institute the Sustainable Development Committee
Organization Code and the establishment of the Sus-
tainable Development Committee. This committee
is staffed by Independent Directors and the General
Manager and senior executives of the departments
are authorized to supervise the function of the com-
mittee in concerted effort in the advocacy and mon-
itoring of the sustainability policy of the Company.
(II)The Sustainable Development Committee of the
Company convenes at least twice a year, and is res-
ponsible for the study and design of the corporate
governance system and policy, the action plans for
corporate governance with regular reporting to the
Board.
(III)The Company will introduce or adjust related inter-
nal rules and regulations and organizations as dict-
ated by applicable legal rules and the actual situ-
ation of operation.
No
Yes
Item of implementation I. Has the Company built up a governance framework
for the advocacy of sustainable development, and
established a full-time (part-time) body for the advoc-
acy of sustainable development led by a senior officer
with the authorization of the Board and under the
supervision of the Board?
  • 69 -

CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
No significant
difference from
the Sustainable
Development Best
Practice
Principles for
TWSE/TPEx
Listed Companies
And, the
Company will
reinforce the
Sustainable
Development of
the Company
incrementally.
Status of implementation Abstract Explanation (I) The content disclosed in the Annual Report covers
the information on corporate management, environ-
mental protection, social participation and the state
of implementation, and the result. Disclosure outside
the organization includes the supply chain and vend-
ors, client, Community, Investors and government.
The Company identified the material topics of sus-
tainability in accordance with the GRI Standards (
sustainability reporting standard), and the AS 1000
SES stakeholder engagement under the principles of
identification, analysis, confirmation and impacts as
the foundation for the design of the sustainability stra
-tegy of the Company.
(II) For more analysis of relevant major issues, please
refer to the ESG Report of the Company.
No
Yes
Item of implementation II. Has the Company conducted assessment on the risks
inherent to the operation environment, social
context, and issues of corporate governance under
the principle of materiality, and mapped out the
risk management policy or strategy?
  • 70 -

CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
No significant
difference from
the Sustainable
Development Best
Practice
Principles for
TWSE/TPEx
Listed Companies
And, the
Company will
reinforce the
Sustainable
Development of
the Company
incrementally.
Status of implementation Abstract Explanation (I) Environmental management:
i. The Company introduced the ISO 14001:2015
environmental management system and accredited
with the OHSAS 18001 system, and successfully
converting to ISO 45001 in 2021.
(Period of Validity:2024/04/16-2027/03/25)
ii. The Company made effort in environmental pro-
tection, prevention of pollution, establishment of
the EHS Office on the basis of ethical corporate
management and in conformity with applicable
legal rules of the government in order to establish
related procedures and rules for operation safety to
avert occupational hazards.
(II) Energy, Resource Management:
i. The Company will continue to advocate and bol-
ster energy saving and carbon reduction and cir-
cular economy and proceed with cross-factory in-
tegration for enhancing the efficiency of energy
and resource use.
No
Yes
Item of implementation (III) Environmental issues
i.Has the Company established an appropriate
environmental management system according to
its industrial characteristics?
ii.Has the Company made effort in upgrading ene-
rgy efficiency and using regenerated materials
for mitigating the impact on the environment?
iii.Is the Company aware of the impact of climate
change on its operations, and has it implement-
ed greenhouse gas checking and developed a
strategy for reduction of energy consumption
and carbon emission as well as greenhouse gas
reduction?
iv.Has the Company kept statistical data on the
greenhouse gas emission volume, water con-
sumption capacity and weight of solid wastes
and made policies on energy saving and carbon
reduction, greenhouse gas reduction, efficient
use of water or the management of solid
wastes?
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
No significant
difference from
the Sustainable
Development Best
Practice
Principles for
TWSE/TPEx
Listed Companies
And, the
Company will
gradually
implement the
measures of
climate change
Status of implementation Abstract Explanation ii. The Company has set up the facilities for the
treat-ment of waste sulfuric acid and water pollutants
and provided solutions for the industry in hand- ling
solid wastes and pollutants to achieve the goal of
environmental protection.
(III) Greenhouse Gas Management:
In responding to the issue of global climate Change
the Company has established a sustainable
deve-lopment committee in 2022 and set up a
sustainable environmental development team to assist
the Com pany in formulating relevant policies. With
the use of the TCFD risk analysis framework as the
stand-ard for evaluation to calculate possible
financial im-pact caused by climate change, and
proposed re-lated management plans.
(IV) Water Consumption, Solid Waste Management:
The Company compiled statistical data on the em-
ission volume of greenhouse gas, water consum-
ption volume, and total weight of solid waste. For
additional information and the policy, refer to VII
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Status of implementation Abstract Explanation onother important information that helps to un-
derstand sustainable development in action.”, the
ESG Report and the website of the Company.
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
In compliance
with the
Sustainable
Development Best
Practice
Principles for
TWSE/GTSM
Listed Companie
Status of implementation Abstract Explanation (I) In order to guarantee the human right of employees,
the Company complies with relevant employment
relations acts such “UN Universal Declaration of Hu-
man Rights”, “The United Nations Global Compact
”, “ILO Convention”, to formulate and implement
relevant management systems and procedures.
(II) The Company has established the Employee Wel-
fare Committee as required by law and implemented
the pension fund system, and also gives reward and
bonus to the employees in line with the business
performance of the Company. For information on
the benefit policies, visit the official website of the
Company.
(III) For many years, the Company based on the result
of assessment of the impact on the environment
and risk on safety to set up workplace in conform-
ity to related legal requirements, and provide train-
ing on environmental protection, occupational hea-
lth and safety regularly or irregularly, and provide
the health inspection.
No
Yes
Item of implementation (IV)Social issues
(I) Has the Company formulated relevant manage-
ment policies and procedures in accordance with
relevant laws and regulations and international
human rights conventions?
(II) Does the Company formulate and implement rea
-sonable policies of staff welfare (including com
-pensation, vacation and other welfares), and refl
ect the operating performance or achievement in
the compensation of the employees properly?
(III) Does the Company provide a safe and healthy
working environment for employees and regul-
arly carry out safety and health education for
employees?
(IV) Has the Company developed an effective train
-ing program for employees?
(V) Regarding customer health and safety, customer
privacy, marketing and labeling of product and
services, has the Company complied with app-
licable legal rules and international standards
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Status of implementation Abstract Explanation (IV) Staff Training Program:
i. New employee orientation:
Practical training is designed with the orientation
for new employees for their easy adaptation to
the new working environment. Through the train-
ing, they can learn about the organization and
rules and regulations, remuneration and benefits
system of the Company. Designated personnel
were appointed to supervise the new employees
and assist them to adapt to the content of the
duties.
ii. The Company spares no effort in collaborating
with academic and professional institutions, and
design related training on the basis of the corp-
orate operation strategy, and corporate manage-
ment objective to bolster the knowledge and
skills of the employees.
iii. Job Rotation:
The Company seeks to upgrade the work exp-
erience and skills of the employees through
No
Yes
Item of implementation (VI) Did the Company formulate supplier manage-
ment policies and require suppliers to follow
relevant standards on environmental protection,
occupational safety and health, or labor rights,
as well as specify the implementation
process?
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Status of implementation Abstract Explanation cross-function, cross-specialization and over-
seas rotation in order to strengthen their compe-
titive power, which in turn helps to fortify the
overall operation of the Company.
(V) The Policy Of Client Management:
i. Since most of the products produced by the Com-
pany are not directly sold to general consumers,
marketing products and services comply with re-
levant laws and international standards. To protect
customer privacy, the Company has established
the “Personal Data Management Procedures” to
strictly limit the use and control on any queries
into personal data. In order to understand the valu-
able opinions of customers, the Company has clear
-ly defined the customer complaints pipeline as
well as return and compensation application proce
-dures etc., which provide a wide array of chan-
nels for communication, appoint designated per-
sonnel to aggregate and respond to the issues app-
oint designated personnel to aggregate and res-
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Status of implementation Abstract Explanation pond to the issues.
ii. The Company holds special topic meetings at re-
gular intervals to review the opinions and prob-
lems of the customers and map out corrective
action plans.
(VI) The Policy Of Supplier Management:
i. The Company has made policies for the manage-
ment of suppliers for ensuring that cooperative
suppliers (vendors) can continuously improve
operating procedures and comply with the prin-
ciples of fair trade to reduce operational risks.
ii. For the preservation of public interest, the Com-
pany explicitly stated in the agreements with
the suppliers of its right to terminate the agree-
ments at any time and claim for the damage in
case of cheating of the suppliers.
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
Variation from the
Sustainable
Development Best
Practice
Principles of
TWSE Listed and
TPEx Listed
Companies, and
the reason
No significant
difference from
the Sustainable
Development Best
Practice
Principles for
TWSE/TPEx
Listed
Companies. The
Company will
pursue third-party
accreditation.
Status of implementation Abstract Explanation The Company compiles its Sustainability Report in
accordance with the GRI standards and the directions
and framework under the standard. Also, exposes the
Company’s main sustainability issues, strategies, goals,
objectives, and measures.
No
Yes
Item of implementation V. Did the Company follow internationally recognized
guidelines in preparing and publishing reports; i.e.,
Sustainability Report to disclose non-financial in-
formation about the Company?Did the Company
hire a third-party verification or assurance provider
for such reports?
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CHUN YU WORKS & CO., LTD.

VI. Where the Company has established its own Best Practices on sustainable development according to the Sustainable Development Best
Practice Principles for TWSE/TPEx Listed Companies, please describe any differences between the prescribed best practices and actual
implementations taken by the Company:The company has formulated the "Organizational Regulations of the Sustainable Development
Committee" to set up a sustainable development committee to assist the overall operation of the Company. Although the Company’s practice
has been slightly revised, the established code and the “the Sustainable Development Best Practice Principles for TWSE/GTSM Listed
Companies” comply with the same spirit. For the operation of the Company’s sustainable development, please refer to the ESG Report and
the website.
VII. Other important and helpful information in understanding sustainable development operation:
(I) Environmental Safety and Health Policy:
i. Conduct routine inspection on greenhouse gas emission and advocate the prevention of pollution.
ii. Create a supply chain of circular economy.
iii. Review control of source to achieve pollution prevention regularly, etc.
iv. Implement hazard identification and risk assessment to ensure workplace safety and a healthy working environment, and prevent
occupational accidents.
v. In order to enhance employees' awareness of industrial safety and health and implement the concept of environmental protection,
the Company will hold education and training. The performance in education and training of industrial safety and health aware-
ness in 2023:
14 12 16
Number of
Trainees
Training Hours 2 1 2
1 2 2
Actual number of
courses
Training Category Prevention of Occupational Hazards and
Diseases
Implementation of the Base Year for GHG
inspection and advocacy of waste
reduction and pursuit of anti-pollution
Strengthening of the In-House
Self-Defense Fire Fighting Capacity of the
factory
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CHUN YU WORKS & CO., LTD.

Strengthening of the ability of personnel in
the legal aspect of environmental
protection
2
2
4
Enhancement of the awareness of the
employees in environmental protection
1
2
4
Assuring occupational safety and health at
workplace, and prevention of occupational
hazards and diseases.
5
3
635
Pursuit of environmental protection and
establishment of pollution risk indicators
1
2
34
Advocacy of the energy efficiency
1
1
4
vi. Execute management system of industrial safety and health, and establish complete operating procedures.
vii. When developing products and investing in business, the Company will give priority to the safety of working environment and eco-
logical impact.
(II) Environmental Conservation:
i. Chun Yu is the only firm among its industry peers which has established an acidic wastes recycling plant for the sustainable use of
resources. The following shows the performance of the total weights of wastes and the recycling for treatment of acidic wastes over
the last 2 years:
1. Waste Disposal:
Unit:mt
Year
Waste Acid
Sludge
Total Weight of
Waste
2023
4,777.81
1,530.04
6,307.85
2022
7,907.86
1,595.05
9,502.91
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CHUN YU WORKS & CO., LTD.

2. Performance of recycling acidic wastes:
Unit:mt
Year
Gross Weight
Reuse
Outsourcing
Recycling Rate
2023
4,777.81
4,360
417.81
91%
2022
7,907.86
6,900.00
1,007.86
87%
ii. Chun Yu has installed wastewater treatment facility in 1990, and release the water after treatment into the water body of the natural
environment for the sustainable use of water resources. The following shows the performance of the total weight of wastewater over
the last 2 years:
Wastewater Treatment:
Unit:mt
Year
Wastewater
Emissions
The Recycling
Volume of Water
Recycling Rate
2023
120,502
26,735
22.18%
2022
166,562
42,322
25.41%
iii. Chun Yu commits its effort to improve the efficient use of energy with a view to reducing the emission of greenhouse gases with the
help of the inspection result and mitigate global warming. The following shows the emission of green-house gases over the last 2
years by volume:
Greenhouse Gas Emissions:
Unit:mt
Year
Category 1
Direct
Emissions
Category 2
Indirect
Emissions
Category 3
Transportation
Category 4
Product
Total
2023
15,337
17,961
2,953
258,713
294,964
2022
19,821
19,412
5,145
409,055
453,434
Note:
(II)The Company has been verified by a third-party verification in 2022.
(III)Category 3 only provides existing data in 2023.
(III)Folk Culture:
Taiwan is known as the kingdom of screws where 70% of the screws made in Taiwan are concentrated at Gangshan District. As such,
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CHUN YU WORKS & CO., LTD.

CH UN Y U WORKS&CO., LTD.
Kaohsiung City Government proposed the construction of a screw museum of Taiwan to exhibit the development of the screw industry
of Taiwan and the record of screw production. Chun Yu seeks to feedback to the local community by providing narrative history, pro-
duction process of screws, and exhibition of cultural objects with a view to keeping the root of the screw making industry in Taiwan
while telling the whole world of the achievement.
(IV)Charitable event:
The Company has donated NT$30,000,000 to Taiwan Steel University of Science and Technology in supporting the national policy of education
for the effective improvement of the competitive power of the domestic fastener industry and the support of research and development
innovation and filling the human resources gap in industrial development.
(V)Other Matters:For more details, please refer to the company's ESG Report.
VIII.Climate-related information on TWSE/TPEx Listed Companies
1The pursuit of climate-related information
Execution situation The Board is the supreme body of climate governance in the Company, and is responsible for the
advocacy, decision-making of climate-related policies. It also plays the role of supervisor of all
actions pertinent to climate-related matters. The Board plays a critical role in deciding the
commitment and goals related to climate, and discusses the latest trend of the risk and opportunity
deriving from climate development from time to time so as to map out the overall strategy of the
group to tackle with key climate risks to keep corporate sustainable development stable.
The Company has established the Sustainable Development Committee (a functional committee
under the direct supervision of the Board) in 2022 to fortify the management and ability to identify
climate-related risks and opportunities. This committee is seated by Independent Directors under the
supervision of the Board. A convenor is elected under the nomination of the members. The committee
convenes at least twice a year to discuss topics on key climate-related risks and opportunities, review
the result of the pursuit of the sustainability strategy and projects, and report the findings to the
Kaohsiung City Government proposed the construction of a screw museum of Taiwan to exhibit the development of the screw industry
of Taiwan and the record of screw production. Chun Yu seeks to feedback to the local community by providing narrative history, pro-
duction process of screws, and exhibition of cultural objects with a view to keeping the root of the screw making industry in Taiwan
while telling the whole world of the achievement.
(IV)Charitable event:
The Company has donated NT$30,000,000 to Taiwan Steel University of Science and Technology in supporting the national policy of education
for the effective improvement of the competitive power of the domestic fastener industry and the support of research and development
innovation and filling the human resources gap in industrial development.
(V)Other Matters:For more details, please refer to the company's ESG Report.
Item 1.Specify the monitoring and governance
of the Board and the management on
climate-related risks and opportunity.
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Board.
The Sustainable Development Committee is responsible for assisting the Board in decision-making of
climate risk management policy and the pursuit of related goals, and review the plan in response to
climate risks and the result of implementation by the “Sustainable Environment Development Team”.
The committee also assists the supervision of the goals of the Company and the plant sites set in
response to climate change and the result of the action plans, communication, and integration of all
resources of the group pertinent to climate governance.
Material topics of the Company on climate-related risks and opportunities from the short-term to
long-term in 2023:
(1) Risks
1. Short-term risks:
1-1 The upward adjustment of GHG emission price will push up the cost of operation.
In 2023, the government charged the corporations in Taiwan with annual carbon emission of more
than 25,000 tons a carbon fee for the first time under the Climate Change Response Act. Chun Yu is
on the list of the fee payment and also regulated by new laws governing carbon fees and related taxes
(e.g.: the CBAM of the EU, and the CCA). As such, the cost of operation was up.
1-2 The cost of carbon technology transformation will pushy up the cost of operation.
In responding the low carbon development trend, the Company spares no effort in the research and
development of frontier technology, which in turn pushed up the cost.
1-3 The change in consumer (customer) behavior will hamper revenue.
Climate change and the increasing awareness of the change give risk th a change in the preference of
the customers over products, which may cause a change in the purchase policy in response to the
2. Specify the ways identified
climate-related risk and opportunity
affect the business, strategy and financial
performance of corporations (short, mid,
and long-term).
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CHUN YU WORKS & CO., LTD.

  • 84 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
the customers. In the future, the Company will seek to achieve carbon footprint accreditation of its
products, and will support the trend and applicable laws in full effort to respond to market need, bring
in better opportunity of product sale and higher revenue.
Extreme weather (tropical storms, floods, torrential rain) inflicted damage to the plant sites and
interrupted the operation. The cut off of material supply cause the discontinuation of production. The
damages to roads or other climate problem caused interruption of road traffic and marine transport
that shipment cannot be affected as scheduled. Climate-related disasters of this kind will intensify the
risk of discontinuation of operation and impact the actual financial position of the Company.
For getting the grip of the critical climate-related opportunity and risk to the Company, the
Sustainable Development Committee gather information on the Sustainability Reports of the industry
peers and topics on risks and opportunity in the CDP climate questionnaire at regular intervals every
year, and convenes with the ESG task force at regular intervals. The Sustainable Environment
Development Team will collect information on climate-related risks from the plant sites and the
functional departments, and conduct interviews with relevant functional units on climate-related
topics, the intensity of the impact, and possibility of occurrence. The views of the the departments
will be taken into consideration as reference for identifying key climate-related risks and
opportunities to the Company of the year. The findings will be reported to the Sustainable
Development Committee for discussion, and finalized by the Board for mapping out the strategy of
the group.
The identification of the risks and opportunities deriving from climate change was made by related
function heads in consideration of the current state of operation and available resources to the
Company and targeted at significant risks items for customizing substantive, workable and effective
risk management policy addressing to the risks deriving from climate change. The Company has
3.Specify the effect of extreme climate
incidents and action of transformation on
financial position
4. Specify the identification, assessment,
and management process of
climate-related risks, and the integration
into the overall risk management system.
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
incrementally kicked off the strategy and actions addressing to climate change, including the low
carbon and energy saving policy, GHG inspection and recycling and reuse of energy in order to sort
out the opportunity for energy saving and carbon reduction of the enterprises among all products. In
the future, the Company will plan for the influence on the financial position in concrete term for the
effective control of the impact inflicted by climate change.
None
5. Evaluate the resilience in response to
the risk of climate change under scenario
analysis, specify the scenarios,
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CHUN YU WORKS & CO., LTD.

None None None
parameters, hypothesis, factors of
analysis and the major influence on
financial position.
6. If there is a transformation plan
addressing to the management of
climate-related risks, elaborate the plan
and related indicators and goals for the
identification and management of risks
and the risk deriving from
transformation.
7. If internal carbon pricing is adopted as
the planning tool, specify the basis of the
pricing system.
8. If climate-related goals have been set,
explain the activities covered, the scope
of GHG emission, and the schedule and
the annual attainment level. If carbon
offset or renewable energy system
certificate (RECs) was adopted to achieve
related goals, specify the sources of the
carbon offset limit and quantity and the
quantity under RECs.
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD. CHUN YU WORKS&CO., LTD.
Assurance of GHG emission by volume in 2023 is shown in the table below. 1-1GHG inspection and assurance of the Company in the last 2 years
1-1-1Information on GHG inspection
emission volume
(CO2e in metric ton)
density (Metric ton of
CO2e/million dollar)
emission volume
(CO2e in metric ton)
density (Metric ton of
CO2e/million dollar)
Scope 1: Direct
Emission
15,337.5579
53.84
13,215.5833
96.08
Scope 2: Indirect
emission
17,961.9560
15,875.1995
Scope 3: Other kinds
of emissions
261,667.2930
295,865.2790
Note 1: Direct emission volume (Scope 1, from all emission sources owned or controlled by the Company), emission volume from energy
sources (Scope 2, GHG emitted from indirect sources like power supply, heat or steam), and other indirect sources of emission (Scope 3,
emission deriving from corporate activities beyond energy sources, from the emission sources owned or controlled by other companies).
Note 2: The scope of the data on direct emission and emission from energy sources shall be subject to the schedule under Paragraph 2 of
Specify the emission volume (CO2e in metric ton), the density (Metric ton of CO2e/million dollar) of of GHG in the last 2 year and
the scope of the data.
2023 density (Metric ton of
CO2e/million dollar)
96.08
emission volume
(CO2e in metric ton)
13,215.5833 15,875.1995 295,865.2790
2022 density (Metric ton of
CO2e/million dollar)
53.84
emission volume
(CO2e in metric ton)
15,337.5579 17,961.9560 261,667.2930
9. GHG inspection and assurance, and the
goals, strategy, and action plans of carbon
reduction (Fill in form 1-1 and 1-2)
Item Scope 1: Direct
Emission
Scope 2: Indirect
emission
Scope 3: Other kinds
of emissions
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CHUN YU WORKS & CO., LTD.

Article 10 under this standard and the emission volume could be disclosed voluntarily.
Note 3: GHG Inspection Standard: the Greenhouse Gas Protocol (GHG Protocol) or ISO 14064-1 released by the International Organization
for Standardization (ISO).
Note 4: The density of the volume of GHG emission shall be calculated by unit product/service or business revenue but the data for the
calculation of revenue (in TWD million) shall be specified.
1-1-2Information on GHG assurance
Specify the status of assurance in the last two years to the day this report was printed, including the scope, accreditation institution, and
standard of assurance, and opinions on assurance.
2023 TAF&ARES Plan:The planning and conduct of
verification and validation of GHG emission will be
based on the assurance levels of the emission sources
of all types of GHG and the level of assurance
required under the GHG plan and the expectation of
the users in the emission. At the planning stage of this
plan, Scope 1 and Scope 2 (type 1, 2) will be planned
on the basis of the reasonable assurance levels. The
result will be based on the supporting evidence
obtained in the course of the implementation in order
to grade the level. Type 3~6: inspection will be
conducted in accordance with the agreed-upon
procedure (AUP) of the parties.
Bottom line for verification:5%.
The calculation of the volume of emission of all GHG
emission sources of concerned on the site will be
2022 EPA Plan: Reasonable assurance level for Scope 1 and
Scope 2.
TAF & DNV Plan: The planning and conduct of
verification and validation of GHG emission will be based
on the assurance levels of the emission sources of all types
of GHG and the level of assurance required under the GHG
plan and the expectation of the users in the emission. At the
planning stage of this plan, Scope 1 and Scope 2 (type 1, 2)
will be planned on the basis of the reasonable assurance
levels. The result will be based on the supporting evidence
obtained in the course of the implementation in order to
grade the level. Type 3~6: inspection will be conducted in
accordance with the agreed-upon procedure (AUP) of the
parties. The assurance levels of all types of GHG emission
sources is based on the GHG plan and the expected
assurance grade of the users, and
Item Verification
Content
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CHUN YU WORKS & CO., LTD.

subject to sampling under level 1 data chain(the
record on total sampling of the concerned sources of
GHG emission shall cover 100% of the emission
volume).
The remainder of the GHG emission sources will be
subject to sampling on the original data (the record on
total sampling of all GHG emission sources shall
cover 80% of the emission volume).
The emission volume of the total emission volume under
verification must be able to prove the verification
result entailing no actual error (greater than 95%.
Accreditation by third party, TAF.
Standard
Code
Plant Name
Address
EPA Plan
ARES ISO
14064-3:2019
S1601203
Chun Yu Works & Co., Ltd.
No. 100, Dabao Street, Gangshan District,
Kaohsiung City
ARES ISO
14064-3:2019
-
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 1
No. 77, Dabao Street, Gangshan District,
Kaohsiung City
ARES ISO
14064-3:2019
E1609697
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 2
No. 100-1, Dabao Street, Gangshan
District, Kaohsiung City
ARES ISO
14064-3:2019
E1609704
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 3
No. 100-2 Dabsao Street, No. 169,
Xinle Street, Gangshan District,
Kaohsiung City
ARES ISO
14064-3:2019
-
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 5
No. 191, Xinle Street, Gangshan District,
Kaohsiung City
ARES ISO
14064-3:2019
E1609713
Chun Yu Works & Co.,
Ltd.-Jiaxing Plant
No. 279, Jiahua Road, Jiaxing Li,
Gangshan District, Kaohsiung City
Bottom line for verification:5%
The calculation of the volume of emission of all GHG
emission sources of concerned on the site will be
subject to sampling under level 1 data chain (the
record on total sampling of the concerned sources of
GHG emission shall cover 100% of the emission
volume).
The remainder of the GHG emission sources will be
subject to sampling on the original data (the record on
total sampling of all GHG emission sources shall
cover 30% of the emission volume).
The emission volume of the total emission volume under
verification must be able to prove the verification result
entailing no actual error (greater than 95%).
Standard
Code
Plant Name
Address
EPA Scheme
DNV Scheme
S1601203
Chun Yu Works & Co., Ltd.
No. 100, Dabao Street, Gangshan District,
Kaohsiung City
DNV Scheme
-
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 1
No. 77, Dabao Street, Gangshan District,
Kaohsiung City
DNV Scheme
E1609697
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 2
No. 100-1, Dabao Street, Gangshan
District, Kaohsiung City
DNV Scheme
E1609704
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 3
No. 100-2 Dabsao Street, No. 169,
Xinle Street, Gangshan District,
Kaohsiung City
DNV Scheme
-
Chun Yu Works & Co.,
Ltd.-Gangshan Plant No. 5
No. 191, Xinle Street, Gangshan District,
Kaohsiung City
DNV Scheme
E1609713
Chun Yu Works & Co.,
Ltd.-Jiaxing Plant
No. 279, Jiahua Road, Jiaxing Li,
Gangshan District, Kaohsiung City
DNV Scheme
-
Chun Yu Works & Co.,
Taipei Office
No. 132, Section 3, Chengde Road,
Datong District, Taipei City
DNV Scheme
-
Chun Yu Works & Co.,
Welfare committee
The first and second floors of No. 76,
Lane 61, Xinzhong Street, Lixinzhong
Street, Gangshan District, Kaohsiung
City, the first and second floors of No. 78,
and the first and second floors of No. 80
Scope of
Verification
  • 90 -

CHUN YU WORKS & CO., LTD.

ARES International Certification Co., Ltd. ISO 14064-1:2018
Climate Change Response Act, Regulations Governing
the Inspection and Registration of GHG, GHG
Emission Volume Inspection Guide
Normative reference of verification:
EPA Plan: ISO 14066:2011, ISO 14065:2013, ISO
14064-3:2006
TAF & Ares Plan: ISO/IEC 17029:2019, ISO
14065:2020, ISO 14064-3:2019
According to the opinions of this review, the evidence
results show that the greenhouse gas claims made by
Chunyu Factory Co., Ltd. comply with the regulations, do
not violate the material difference threshold of 8%, and
meet the reasonable assurance level (category 1~2) and the
limited assurance level (category 3-6) , the original
DNV Business Assurance Co., Ltd. ISO 14064-1:2018
Climate Change Response Act, Regulations Governing
the Inspection and Registration of GHG, GHG
Emission Volume Inspection Guide.
Rules under the GHG Inspection Guide and GHG
Emission Volume Information Platform of the
Environmental Protection Administration
Bottom line for verification:
EPA Plan: ISO 14066:2011, ISO 14065:2013, ISO
14064-3:2006
TAF & DNV Plan: ISO/IEC 17029:2019, ISO 14065:2020,
ISO 14064-3:2019
The procedure of the accreditation body in the verification
process fully indicated that there is no substantial
difference from the claim of Chun Yu in the emission of
GHG. Preparation has been made in accordance with the
standard of inspection under the protocol on the
quantification of GHG, and the standard of monitoring and
Accreditation
Body
Accreditation
standard
Verification
opinion
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CHUN YU WORKS & CO., LTD.

testing, and reporting with fair presentation of the data on
inventory base year was 110, and its emissions were
GHG and related issues.
451,927.442 tonCO2e. This inventory was due to the
addition of category four raw materials. Note 1: Proceed with the schedule stated in Paragraph 2 under Article 10 of this standard. If the Company cannot obtain the opinion from assurance by the day the annual report was printed, please specify that “complete information on assurance will be disclosed in the Sustainability Report”. If the Company has not yet compiled the Sustainability Report, specify “complete information on assurance will be disclosed at Market Observation Post Service website”, and disclose complete information on assurance in the annual report of the coming year. Note 2: the assurance provider shall be conforming to the rules and regulations of Taiwan Stock Exchange Corporation and Taipei Exchange in the Sustainability Report Assurance Providers. Note 3: For information on the content of disclosure, refer to the best practice principle examples posted at the official website of the Corporate Governance Center at Taiwan Stock Exchange Corporation. 1-2The goals, strategy and concrete action plan of GHG emission reduction Specify the base year of GHG emission reduction, related data and the goals, strategy, and concrete action plan of reduction, and attainment of the goals of reduction. 1. We set the base year in 2021and the standard annual emission volume is 451,927.442 tonCO2e. 2. The reduction goals of the Company are set for the short-term, mid-term and long-term and the goals of reduction and strategy are specified below: (1) Short-term (1~3 years): Reduced by 6% in 2025 from the base year with carbon density down by 16%. (2) Mid-term (3~5 years): Reduced by 12% in 2030 from the base year with carbon density down by 30%. (3) Long-term (over 5 years):
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CHUN YU WORKS & CO., LTD.

==> picture [453 x 685] intentionally omitted <==

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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
(VII) Fulfillment of Ethical Corporate Management Deviations from the “Ethical Corporate Management Best Practice
Principles for TWSE/GTSM Listed Companies:
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
No significant
difference from
the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
And, the
Company will
reinforce the
integrity
management
system of the
Company
incrementally.
Status of implementation bstract Explanation (I) The company has formulated the “Ethical Corporate
Management Best Practice Principles” and “the Adop
-tion of Codes of Ethical Conduct”. The board of
directors and managers have signed the statement of
integrity to proactively implement the commitment
of integrity management and reveal it on the com-
pany’s website besides the disclosure of “Ethical
Corporate Management Best Practice Principles”.
(II) The Company seeks to regulate the conduct of
business through the “Ethical Corporate Management
Best Practice Principle” and the “Ethic Code of
Conduct” with important notice specified, including
the prohibition of availing or accepting unjustified
benefit and political donation. In addition, all
personnel of the Company shall explain to the
counterparties of trade the ethical corporate
management policy of the Company and related rules
in business transactions, and explicitly refuse any
direct or indirect offering, promise, request, or
No
Yes
Item of implementation I.Setting business Ethical Corporate Management pol-
icies and programs
(I) Does the Company develop business integrity pol-
icies to be passed by the Board, and express its
commitment to the policies and practices of Ethical
Corporate Management in its regulations and in the
external documents, and do the Board of Directors
and the management actively implement the busin-
ess policies?
(II) Has the Company establish a risk assessment me-
chanism against unethical conduct, analyze and
assess on a regular basis business activities within
their business scope which are at a higher risk of
being involved in unethical conduct, and establish
prevention programs accordingly adopted precau
-tionary measures in respect of business activities
with a high risk of dishonesty and at least include
preventive measure in Article 7 (2) of the Ethical
Corporate Management Best Practice Principles
for TWSE/TPEx Listed Companies?
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
Status of implementation bstract Explanation acceptance of unjustified benefit in any form and in
any mean. For the proper pursuit of the rules
governing ethical corporate management, the
Company provides education and training regularly in
the year and has instituted and announced the
regulations governing grievance redressing
mechanism and reporting. For addition information,
refer to the area of corporate social responsibility in
the official website of the Company.
(III) The Company promises to observe applicable legal
rules of the government and business ethics and pursue
its corporate social responsibility thereby instituted the
“Ethical Corporate Management Procedure and Code of
Conduct”, the “Ethic Code of Conduct”, and the
regulations governing grievance redressing mechanism.
If the complaint involves a Director or a senior executive,
or entails material damage to the Company, the case will
be presented the the competent authority of the Company
and the Audit Committee and handled in accordance with
the internal code of the Company and applicable laws.
The aforementioned internal code will be reviewed
regularly to meet actual need.
No
Yes
Item of implementation (III) Has the Company established action plans to
prevent unethical conduct?Has the Company
clearly prescribed procedures, code of conduct,
punitive measures for violations and appeal
systems within the said plan?Did the action
plans be implemented accordingly?
  • 95 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
No significant
difference from
the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed
Companies.
The operation of
the Sustainable
Development
Committee will
be gradually
revealed in 2023.
Status of implementation bstract Explanation (I) The contract signed by the Company for commercial
activities is subject to the terms of good faith. Also,
the Company conduct inquiries such as honesty in-
vestigations for customers, suppliers, and other stake
-holders.
(II) The Board of the Company resolved to establish the
Corporate Governance and Ethical Corporate
Management Team in a session dated 2022.11.10. This
team is under the direct coordination and supervision
of the Sustainable Development Committee of the
Board. The Corporate Governance Officer of the
Company will support the execution and management
of related activities in ethical corporate management.
The Auditing Office will audit the activities at regular
intervals for assuring the activities are justifiable and
lawful. The advocating body of ethical corporate
governance shall report to the Board at least once a
year.
(III) Implementation of Integrity Management
1. Integrity Policy:
i.Rules of Procedure for Board of Directors
Meetings:The Company’s standards for the
Board of Directors meetings has clearly
No
Yes
Item of implementation II.Implementation of Ethical Corporate Management
(I) Does the Company assess the integrity record of
its business partner, and stipulate the terms of
conduct on integrity in the contract with the busin
-ess partner?
(II) Has the Company designated an exclusively (or
concurrently) dedicated unit reports its ethical
business management policy, action plans to
prevent unethical conduct, and implementation
status of supervisory measures to the Board of
Directors?
(III) Has the Company established policies preven-
ting conflict of interests, provided proper chan-
nels of appeal, and enforced these policies and
channels accordingly?
(IV) Has the Company established effective
accounting systems and internal control systems
for enforcing ethical corporate management?
Did internal auditors establish relevant audit
plan to verify the status of compliance with un-
ethical conduct prevention action plans based
on the result of risk assessment on unethical
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
Status of implementation bstract Explanation states that if Directors or the juridical persons
they represented have a personal interest,
they shall state the key aspects of the interest
in the meeting. If their interest may prejudice
ii.The policy of the avoidance of the conflict of
interest explicitly states that Directors or
managers of the Company shall handle
Company business objectively and fairly, and
shall not take advantage of the function
performed for private interest.
iii.The Company has instituted the “Regulations
Governing the Reporting on Corruption” and
established the channels for reporting to prevent
illicit acts such as corruption and seeking private
interest. The accused will be granted the
opportunity for expressing opinion or complaint.
(IV) The Company has established a viable accounting
system and internal control mechanism, and proceed
with management of nonconformity through
operation procedure. In addition, the internal audit
function will map out the annual audit plan on the
No
Yes
Item of implementation conduct?Did the Company entrust audits to
to a CPA?
(V) Does the Company regularly organize internal
and external training for ethical corporate mana-
gement?
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
Status of implementation bstract Explanation basis if risk assessment and conduct related audits.
The audit findings will be gathered and reported to
the Board.
(V) The Company provides education and training for the
Directors, managers, employees, appointees, and the
de facto controlling parties at regular intervals. Other
stakeholders will also be invited to participate. In
2023, the Company has provided training in topics on
ethical corporate management (with briefing on the
compliance with applicable laws governing ethical
corporate management and strengthening corporate
governance). There were
17 participants in the training by head count.
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
Comply with the
requirements of
the "Code of
Integrity
Management for
Listed Overseas
Companies".
Status of implementation bstract Explanation (I)The Company has instituted the “Regulations Governing
the Reporting on Corruption” and established the channels
for reporting to regulate prohibited behavior, specify the
channels for filing complaint, and related protective
measures explicitly. The Auditing Office of the Company
is responsible for answering to complaints and reporting
the result of investigation to the Board.
(II)The channels for reporting, handling procedure and the
mechanism of confidentiality were explicitly stated in the
“Regulations Governing the Reporting on Corruption” of
the Company. The Company will handle the whistle
blowers or the personnel involved in the investigation, and
the investigation content in accordance with the
regulations.
(III)The mechanism for the protection of whistle blowers is
explicitly stated in the “Regulations Governing the
Reporting on Corruption” of the Company. The Company
will protect the whistle blowers or the personnel involved
in the investigation, and the investigation content,and
strictly prohibit any form of unfair treatment or revenge
against the honest whistle blower or personnel assisting in
the investigation.
No
Yes
Item of implementation III.Status for enforcing whistle-blowing systems in the
Company
(I)Has the Company established concrete whistle-
blowing and reward systems as well as accessible
whistle-blowing channels?Does the Company
assign a suitable and dedicated individual for
the case being exposed by the whistle- blower?
(II)Has the Company established standard operating
procedures (SOP) for whistleblowing cases,
follow-up measures and relevant systems of
confidentiality after the investigation?
(III)Has the Company adopted protection measures
against inappropriate disciplinary actions for
the whistle-blower?
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
Status of implementation bstract Explanation The company has set up the Chinese website and dis-
closed relevant information such as integrity manage
-ment on the website.
No
Yes
Item of implementation IV.Improvement of information disclosure
Does the Company disclose its ethical corporate
management policies and the results of its imple-
mentation on the Company’s website and MOPS?
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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS&CO., LTD.
Differences with
Ethical Corporate
Management Best
Practice
Principles for
TWSE/GTSM
Listed Companies
and reasons
V.If the Company has established the Code of Ethics and Business Conduct based on the “Ethical Corporate Management Best Practice Principles
for TWSE/GTSM Listed Companies”, please describe any deviations between the Code of Ethics and Business Conduct and their
implementations:
The Company has instituted the “Ethical Corporate Management Operation Procedure and Code of Conduct”, and has posted it at the official
website, with no significant variation from the “Ethical Corporate Management Best Practice Principle for TWSE and TPEx Listed Companies”
VI.Other information helpful for understanding the principle of integrity of the Company's operations (e.g., the Company's amendment of its
principles of integrity)
The Company duly observes the Company Act, Securities and Exchange Act, rules and regulations governing TWSE and TPEx listed companies,
and other applicable legal rules, and will pay attention to the origins of related rules and regulations for the timely adjustment of the ethical
corporate management policy of the Company.
Status of implementation bstract Explanation
No
Yes
Item of implementation
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CHUN YU WORKS & CO., LTD.

  • (VIII)If the Company has instituted the Corporate Governance Best Practice Principles and related rules and regulations, disclose the method for inquiry :

  • The Corporate Governance Best Practice Principles are disclosed at the official website of the Company.

  • (IX)Other important information to enhance the understanding of the corporate governance of the Company :

  • i. The company's important information is disclose at MOPS in accordance with the regulations.

  • ii. Directors' training status : For more details, please visit MOPS.

  • iii. Procedures for Handling Material Inside Information and Pre-

  • vention of Insider Trading :

    1. According to the “Procedures for Handling Material Inside Information and the Prevention of Insider Trade” with reference to the “Procedures for Handling Material Inside Information” announced by Taiwan Stock Exchange Corporation, related training and education should be arranged for the current Directors, Managers and Employees at least once a year. In addition, training should be organized for newly appointed Directors and Managers within 3 months after their assumption of office. Education should also be provided for the new employees in the orientation.

    2. The Company has distributed the brochure to the Directors and managers on October 30 for 2023. The content covers the operation procedure for ethical corporate management, the code of conduct, and the procedure for processing of inside material information and the prevention of insider trade, and the corporate governance best practice principles. Education on insider trade and the response, and the causes of insider trade has been given to the Directors and managers in office for one hour with 9 participants by head count on November 9. In the training of the prohibition of insider trade, the Company reminds the Directors not to transfer their shares in holding in the period of 30 days prior to the financial reporting date and the period of 15 days for the closure for trading prior to the announcement of the quarterly financial report. In the education briefing on October 30 2023, the Company has informed the Directors of the rules under the corporate governance best practice principles:the Company shall institute related internal code for the protection of the rights of the shareholders and assuring fair treatment of all shareholders thereby prohibit the use of undisclosed

  • 102 -

CHUN YU WORKS & CO., LTD.

information in market for securities trade, including (without limitation to) the prohibition of securities transfer in the period of 30 days prior to the announcement of annual financial report and 15 days prior to the announcement of the quarterly financial report.

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CHUN YU WORKS & CO., LTD.

  • (X)Implementation of the internal control system

  • i. Internal Control Statement :

CHUN YU WORKS AND CO., LTD Statement of Internal Control System

Date : 2024.03.07

With respect to the results of the 2023 self-assessment of the internal control system, we hereby declare as follows :

  • I. We acknowledge and understand that it is the responsibility of our Board of Directors and officers to establish, implement and maintain an internal control system and we have already establish -ed such a system. The purpose is to fairly ensure the effect and efficiency of operations (including profitability, performance and security of assets); the reliability, timeliness and transparency of financial reporting; and the achievement of legal compliance.

  • II. There is a limitation inherent to each internal control system, however perfect the design is. As such, an effective internal control system can only fairly ensure the achievement of the aforementioned goals. Furthermore, the effectiveness of an internal control system may vary as the macro environment and situation change. By equipping our internal control system with a selfmonitoring mechanism, we can take immediate corrective actions against any defects once identified.

  • III. Referring to the criteria for determining the effectiveness of an internal control system as specified in the “Regulations Governing Establishment of Internal Control Systems by Public Companies” (hereinafter referred to as the “Criteria”), we judge the effectiveness of design and implementation of our internal audit system. With respect to the management control process, the Criteria divide an internal control system into five elements : a) control environment, b) risk evaluation, c) control operation, d) information and communication and e) monitoring. Each element in turn contains certain audit items, and the Criteria shall be referred to for details.

  • IV. We have assessed the effectiveness of design and implementation of our internal control system with such criteria.

  • V. With respect to the findings from the above assessment, we hold that the design and implementation of our internal control system (including the supervision and management of subsidiaries) as of 2023.12.31, were effective to achieve the above goals in terms

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CHUN YU WORKS & CO., LTD.

of the effect and efficiency of operations; the reliability, timeliness, and transparency of financial reporting; and the achievement of legal compliance.

  • VI. This statement shall form an integral part of the Annual Report and the prospectus of this Company and will be disclosed to the public. If there is any fraud, concealment or unlawful practice found in the above contents, we shall be liable for the legal consequences under Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchange Act.

  • VII. This statement of declaration was approved unanimously by the Board Meeting on 2024.03.07 with the presence of eight dir -ectors attending the meeting.

CHUN YU WORKS AND CO., LTD.

Chairman : Chen, Chi-Tai

General Manager : Chang, Hsing-Ya

  • ii. If a CPA has been commissioned to conduct special audit of the inter nal control system, disclose the Auditor’s Report : None.

  • (XI) The punishment to the Company and its employees in accordance with the law, the Company’s punishment to its employees for vio-

  • lation of the provisions of its internal control system, the major defects and the improvements made in the latest year and as of the date of publication of the annual report : None.

  • (XII) Important resolutions of the shareholders’ meeting and the board meetings in the latest year and as of the date of publication of the annual report :

  • i. Shareholders’ meeting :【 Form I 】 .

  • ii. Board of Directors :【 Form II 】 .

  • 105 -

CHUN YU WORKS & CO., LTD.

【 Form I 】 Important Resolutions of the Shareholders' Meeting :

Date Resolutions ImplementationSatus
2023.05.26 Recognition of the 2022 Business Report and Financial
Statements.
The proposal has been
adopted.
Recognition of the Proposal for the Distribution of
Earnings in 2022.
Released on 2023.07.20.
(Cash dividend of 1 per
share)

【 Form II 】 Important Resolutions of Board of Directors :

Date Resolutions Implementation Satus
2022.03.9 Motion for the remuneration to the Directors and
employees in 2022.
Submitted for report to the
2023 AGM.
Review of the business report, individual financial
statements, and consolidated financial statements of
2022.
Submitted for ratification
to the 2023 AGM.
Proposal for the distribution of earnings of the Company
in the 2nd half of 2022
Released (Cash dividend
of 1 per share)
Approval of evaluation of the effectiveness of internal
control system and “Statement of Internal Control
System for the Year 2022”.
Announcement was
completed according to the
regulations.
Amendment of the Company’s “self-assessment of its
internal control systems”
It has been executed
Donation It has been executed
2023.05.11 Motion for the Company’s 2023Q1 Consolidated
Financial Statement.
Reported according to the
regulations.
2023.08.10 Motion for the Company’s 2023Q2 Consolidated
Financial Statement.
Reported according to the
regulations.
Amendments to the Company’s “Articles of
Association”.
Submitted for report to the
2024 AGM.
Amendments to the Company’s “Internal Audit
Implementation Rules”.
Submitted for report to the
2024 AGM.
2023.11.09 Motion for the Company’s 2023Q3 Consolidated
Financial Statement.
Reported according to the
regulations.
Resolution by company not to distribute dividends for
the first half of 2023
Reported according to the
regulations.
Motion for the endorsements/guarantees for
subsidiaries.
It has been executed
The appointment of Corporate Governance Officer of
the company.
Reported according to the
regulations.
2024.03.07 Motion for the remuneration to the Directors and
employees in 2023.
Submitted for report to the
2023 AGM.
Review of the business report, individual financial
statements, and consolidated financial statements of
2023.
Submitted for report to the
2023 AGM.
Proposal for the distribution of earnings of the Company
in the 2st half of 2023.
Not release yet (Cash
dividend of 0.91per share)
Approval of evaluation of the effectiveness of internal
control system and “Statement of Internal Control
Reported according to the
regulations.
  • 106 -

CHUN YU WORKS & CO., LTD.

Date Resolutions Implementation Satus
System for the Year 2023”.
Amendments to the Company’s “Procedures for
Acquisition or Disposal of Assets”.
Submitted for report to the
2024 AGM.

(XIII) If the directors or supervisors have different opinions about important resolutions adopted by the board in the latest year and as of the date of publication of the annual report, and there are records or written statements : None.

  • (XIV) Table showing the relief of the Chairman, General Manager, Accounting Manager, Chief Financial Officer, Chief Internal Auditor, Chief Governance Officer and Chief R&D Officer from office in the previous year to the date this report was printed :
2023.12.31
Title Name Date of
appointment
Date of
resignation
Reason for resignation
General
Manager
Chou, Bo-Wei 2022.07.01 2023.10.01 Adjustment.
Corporate
Governance
Officer
Chou, Bo-Wei 2021.05.12 2023.10.01 Adjustment.
Chief of
internal
auditor
Chang,Jing-Ping 2022.10.17 2023.12.29 Resignation for personal career
planning.

V. Information of CPA audit fee

  • (I) The company shall disclose the amounts of the audit fees and non-

  • audit fees paid to the attesting certified public accountants and to the accounting firm to which they belong and to any affiliated enter -prises as well as the details of non-audit services (see Table 2-4) , and given any of the following conditions :

Uuit : Thousands

Accounting firm
CPA name
Audit period Audit fee Non-audit fee
(Note)
Total Remarks
Pricewaterhouse
Coopers
Tien, Chung-Yu
Hsu, Huei-Yu

2023.01.01 to
2023.12.31
4,733 1,809 6,542

Note : tax audit and certificationamounted to NT$803, 000,stransfer pricing report amounted to NT$300,000, translation of financial statements amounted to NT$200,000,CFCclaim tax NT$180,000, service for the business in Ecuador amounted to NT$184,000, business registration amounted to NT$12,000, Annual Report review amounted to NT$47,000, con-current business owner certification amounted to NT$27,000, declaration and audit of full-time employee payroll amounted to

  • 107 -

CHUN YU WORKS & CO., LTD.

、 。 NT$27,000, ARE Investment Tax Credit.NT$9,000 direct deduction method20,000

  • (II) If there is a change of the accounting firm, and in the year of the change the audit fee is lower than that in the previous year, please disclose the audit fees before and after the change and the reasons : None.

  • (III) If the audit fee is reduced by more than 10% over that in the

previous year, please disclose the amount of audit fee reduced, the proportion and reason for the reduction : The review and audit of the 2023 financial report indicating a decrease of NT$682,000.

  • VI. Replacement of Certified Public Accountan :

  • (I)Regarding the former CPA

Replacement Date 2023.6.30 2023.6.30 2023.6.30 2023.6.30 2023.6.30
Replacement reasons and
explanations
According accounting firm internal job adjustment from
2023
Describe whether the Company
terminated or the CPA did not
accept the appointment
Parties
Status

CPA
Appointer
Take the initiative to
terminate the
appointment
Not applicable Not applicable
No longer accepted
(continued)
appointment
Not applicable Not applicable
Other issues (except for
unqualified issues) in the audit
reports within the last twoyears
None
The disagreement opinion with
the issuer or not
Yes Accounting principles or
practices
Disclosure of financial reports
Check the scope or step
Other
None v
Description
  • 108 -

CHUN YU WORKS & CO., LTD.

Other disclosed items (Items which should be disclosed according to item None 6-1-4~6-1-7 , article 10 of the criteria)

(II)Regarding the successor CPA

(Items which should be
disclosed according to item
6-1-4~6-1-7 , article 10 of the
criteria)
None
(II)Regarding the successor CPA
Name of accounting firm PricewaterhouseCoopers
Name of CPA Hsu, Huei-Yu
Date of appointment 2023.6.30
Consultation results and opinions on accounting
treatments or principles with respect to specified
transactions and the company's financial reports
that the CPA might issue prior to the engagement
None
Succeeding CPA’s written opinion of
disagreement toward the former CPA
None

(III)Reply of former CPA to item 6-1 and item 6-2-3, article 10 of the criteria : None.

  • VII. The Employment of the Company’s Chairman, General Manager, Financial or Accounting Manager with the Firm of the Auditing CPA or Its Affiliated Businesses in the Past Year : None.

  • VIII. Equity transfer or pledge under lien by the Directors, Supervisors, Managers, and shareholders holding more than 10% of the outstand -ing shares in the previous year to the date this report was printed :

Title Name 2023 2023 2024.04.01 2024.04.01
Shareholding
Increase/
(Decrease)
Pledged share
Increase/
(Decrease)
Shareholding
Increase/
(Decrease)
Pledged share
Increase/
(Decrease)
President Bai Jia Yuan Investment Co.,
Ltd.
- (13,600, 000) - -
Representative:
Chen, Chi-Tai
- - - -
Vice
President
Bai Jia Yuan Investment Co.,
Ltd.
- (13,600, 000) - -
Representative:
Wong, Chung-Chun
- - - -
Director Taiwan Steel Group United
Co., Ltd.
- - - -
  • 109 -

CHUN YU WORKS & CO., LTD.

Representative:
Lin, Huei-Jeng
- - - -
Director Taiwan Steel Group United
Co., Ltd.
- - - -
Representative:
Wang, Chiung-Fen
- - - -
Director Taiwan Steel Group United
Co., Ltd.
- - - -
Representative:
Yan,Cing-Li
- - - -
Director Lee, Shih-Ho - - (604,000) -
Director Bai Jia Yuan Investment Co.,
Ltd.
- (13,600, 000) - -
Representative:
Wu, Yi-Ching
- - - -
Director Bai Jia Yuan Investment Co.,
Ltd.
- (13,600, 000) - -
Representative:
Wu, Mei-Huei
- - - -
Independent
Director
Jian, Jin-Cheng - - - -
Independent
Director
Fang, Jhen-Ming - - - -
Independent
Director
Lee, Chin-Chang - - - -
Manager Chang, Hsing-Ya - - - -
Chou, Bo-Wei(Note1) - - - -
Yen,Chua-Te - - - -
He,Mao-Ji - - - -
Li, Ming-Jheng - - - -
Chen, Yi-Jhen(Note2) - - - -
Liao, Jin-Yi(Note3) - - - -
You ,Bei-Di - - - -
Su, Hsien-Ming - - - -
Yang,Chien-Yu
  • 110 -

CHUN YU WORKS & CO., LTD.

Remarks
Company name/name and relationship
of related parties, spouse, or relatives
in the second degree to top ten
shareholders
Relationship Same representative Nil Same representative Director Note Note Director Relatives in the
second degree
Relatives in the
second degree
Nil
Name Chun Yu Investment
Co., Ltd.
Nil Bai Jia Yuan
Investment Co., Ltd.
Chang, Ching-Chi Sheng
Shang
Investment
Co., Ltd.
Representative of Yi
Tai Shen Co., Ltd.
Yi Tai Shen Co., Ltd Chang, Yu-Chi Chang, Ching-Chi Nil
Shareholding in
other people’s names
Rate - - - - - -
Shareholding - - - - - -
Shareholdings of the
spouse and minor
children
Rate - - - - - -
Shareholding - - - - - -
Own shareholding Rate 27.87% 9.43% 7.75% 4.89% 4.22% 2.51% 2.51% 1.60%
Shareholding 84,219,450 28,491,850 23,430,172 14,790,300 12,737,500 7,580,100 5,804,450 4,820,400
Name Representative of Bai Jia Yuan
Investment Co., Ltd.:
Chen, Chi-Tai
Representative of Chin Chi Fu
Asset Management Co., Ltd:
Wang, Chiung-Fen
Representative of Chun Yu
Investment Co., Ltd.:
Chen, Chi-Tai
Representative of Yi Tai Shen
Co., Ltd.:
Wang, Chang-Ping
Sheng Shang Investment
Co., Ltd.:
Huang, Li-Rong
Chang, Ching-Chi Chang, Yu-Chi E-Sheng Steel Co.,Ltd.
Yan, Cing-Li
  • 111 -

CHUN YU WORKS & CO., LTD.

Remarks Note: Representative of Sheng Shang Investment Co., Ltd is supervisor of Representative of Yi Tai Shen Co., Ltd..
X. Total comprehensive shareholding ratio for the number of shares held by the Company, the Company's directors,
managers and the Company directly or indirectly controlled by the Company in the same investment business:
Unit: thousand share;%;2023.12.31
Total investment Rate 48.08% Note:The investment of the Company based on the equity method.
Company name/name and relationship
of related parties, spouse, or relatives
in the second degree to top ten
shareholders
Relationship Nil Nil
Shareholding 28,985,031
Name Nil Nil
Investment by directors, supervisors,
managers or directly or indirectly
controlled businesses
Rate 0.27%
Shareholding in
other people’s names
Rate - -
Shareholding 163,092
Shareholding - -
Shareholdings of the
spouse and minor
children
Rate 0.44 -
The Company’s investment Rate 47.81%
Shareholding 1,320,624 -
Own shareholding Rate 1.11% 1.04 Shareholding 28,821,939
Shareholding 3,352,397 3,150,108
Re-invested businesses Chun Zu Machinery Industry
Co., Ltd.
Name Lee, Shih-Ho Sun ,De-Bin
  • 112 -

CHUN YU WORKS & CO., LTD.

SharesAmount Others Others 77.10.22(77)Tai-Tsai -Tzeng(1)No.09217 78.08.29(78) Tai-Tsai -Tzeng(1)No.01769 79.04.04(79) Tai-Tsai -Tzeng(1)No.00643 79.10.30(79) Tai-Tsai -Tzeng(1)No.02928 80.10.07(80)Tai-Tsai -Tzeng(1)No.02901 81.04.18(81) Tai-Tsai -Tzeng(1)No.00737 82.10.16(82) Tai-Tsai -Tzeng(1)No.36680 83.11.03(83) Tai-Tsai -Tzeng(1)No.40896 84.06.29(84) Tai-Tsai -Tzeng(1)No.38010 85.07.20(85) Tai-Tsai -Tzeng(1)No.40902 86.07.03(86) Tai-Tsai -Tzeng(1)No.52461 87.07.10(87) Tai-Tsai -Tzeng(1)No.58505 88.07.12(88) Tai-Tsai -Tzeng(1)No.63130 Ching-Shou-Shang-Tzu No. 11101206400
Capital Increased
by Assets Other
than Cash
Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil
Source of Capital
Additional
paid-in capital
7,535,250 24,000,000 11,169,600 53,856,800 92,902,980 147,000,000 141,120,000 136,896,000 191,654,400 236,118,230 109,637,040

Increase of
earnings
3,000,000 2,100,000 3,465,000 7,969,500 18,750,000 20,250,000 16,026,750 19,938,000 12,000,000 8,100,000 78,400,000 74,750,400 38,568,000 26,928,400 30,967,660 49,000,000 94,080,000 68,448,000 38,330,880 64,402,490 27,406,960 143,887,000

Capital
increase
3,000,000 15,000,000 2,965,500 6,000,000 6,900,000 19,000,000 12,000,000 13,360,000 114,320,000 236,776,160 300,000,000 293,646,000
Paid-in Capital Amount 3,000,000 18,000,000 21,000,000 23,100,000 26,565,000 37,500,000 56,250,000 76,500,000 100,062,000 120,000,000 162,000,000 177,000,000 196,000,000 286,400,000 385,680,000 500,000,000 538,568,000 619,353,200 980,000,000 1,176,000,000 1,711,200,000 1,916,544,000 2,146,529,280 2,447,050,000 2,740,696,000 2,877,740,000 3,021,627,000
Shares 300,000 1,800,000 2,100,000 2,300,000 2,656,500 3,750,000 5,625,000 7,650,000 10,006,200 12,000,000 16,200,000 17,700,000 19,600,000 28,640,000 38,568,000 50,000,000 53,856,800 61,935,320 98,000,000 117,600,000 171,120,000 191,654,400 214,652,928 244,705,000 274,069,600 287,774,000 302,162,700
Approved Capital Amount 3,000,000 18,000,000 21,000,000 23,100,000 26,565,000 37,500,000 56,250,000 76,500,000 100,062,000 120,000,000 162,000,000 177,000,000 196,000,000 286,400,000 385,680,000 500,000,000 538,568,000 619,353,200 980,000,000 1,176,000,000 1,711,200,000 1,916,544,000 2,146,529,280 3,347,050,000 2,740,696,000 3,920,696,000 3,920,696,000
Shares 300,000 1,800,000 2,100,000 2,300,000 2,656,500 3,750,000 5,625,000 7,650,000 10,006,200 12,000,000 16,200,000 17,700,000 19,600,000 28,640,000 38,568,000 50,000,000 53,856,800 61,935,320 98,000,000 117,600,000 171,120,000 191,654,400 214,652,928 334,705,000 392,069,600 392,069,600 392,069,600
Value (NT$) 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10
Year/ Month 1965/03 1966/03 1967/04 1970/05 1971/05 1973/05 1974/07 1974/07 1979/07 1980/07 1985/07 1986/09 1987/06 1989/01 1989/11 1990/06 1990/12 1991/12 1992/08 1993/12 1995/02 1995/08 1996/08 1997/09 1998/09 1999/09 2022/10
  • 113 -

CHUN YU WORKS & CO., LTD.

2024.04.01 Total 38,458 302,162,700 100%
Authorized Capital
Remarks
Un-issued Shares
Total
89,906,900
392,069,600
Other Juridical
Persons
Domestic
Natural Persons
Foreign Institutions and
Foreigners
184
38,199
74
176,032,589
120,838,453
5,291,504
58.26%
39.98%
1.76%
Share Type Issued Shares Common Stock
302,162,700
(II) Status of Shareholders: Shareholder
structure
Holding
Government
Agencies
Financial
Institutions
Number
1
0
Shareholding
154
0
Rate
0%
0%
  • 114 -

CHUN YU WORKS & CO., LTD.

(III) Shareholding Distribution Status :

2024.04.01
Face value NTD 10 per share
2024.04.01
Face value NTD 10 per share
2024.04.01
Face value NTD 10 per share
ShareholdingTiers No., of Shareholders Shareholding Rate(%)
1 to 999 29,915
1,644,571

0.54
1,000 to 5,000 6,567
12,220,024

4.04
5,001 to 10,000 962
6,278,227

2.08
10,001 to 15,000 402
4,649,328

1.54
15,001 to 20,000 119
2,084,993

0.69
20,001 to 30,000 160
3,751,759

1.24
30,001 to 40,000 71
2,418,168

0.80
40,001 to 50,000 30
1,334,724

0.44
50,001 to 100,000 78
5,272,551

1.74
100,001 to 200,000 40
5,224,771

1.73
200,001 to 400,000 41
11,528,651

3.82
400,001 to 600,000 26
12,924,695

4.28
600,001 to 800,000 7
4,679,550

1.55
800,001 to 1,000,000 10
8,807,150

2.91
1,000,001 or more 30
219,343,538

72.60
Total 38,458 302,162,700
100.00

(IV) Shareholding Distribution Status :

2024.04.01

(IV) Shareholding Distribution Sta tus: 2024.04.01
Shares
Name
Shareholding Rate(%)
Representative of Bai Jia Yuan Investment
Co.,Ltd.:Chen,Chi-Tai
84,219,450 27.87
Representative of Chin Chi Fu Asset
Management Co.,Ltd:Wang,Chiung-Fen
28,491,850 9.43
Representative of Chun Yu Investment Co.,
Ltd.:Chen,Chi-Tai
23,430,172 7.75
Representative of Yi Tai Shen Co., Ltd.:
Wang, Chang-Ping
14,790,300 4.89
Sheng Shang InvestmentCo., Ltd.:
Huang, Li-Rong
12,737,500 4.22
Chang,Ching-Chi 7,580,100 2.51
Chang,Yu-Chi 5,804,450 1.92
E-Sheng Steel Co.,Ltd.
Yan, Cing-Li
4,820,400 1.60
Lee, Shih-Ho 3,352,397 1.11
Sun ,De-Bin 3,150,108 1.04
  • 115 -

CHUN YU WORKS & CO., LTD.

(V) Market price, net value, earnings, dividend per share and related information over the last 2 years :

Item Year Year
2022
2023 Current year as
of 2024.03.31
(Note 5)
Market
price per
share
(Note1)
Highest 33.50 28.80 25.00
Lowest 21 21.85 22.10
Average 26.33 24.88 23.33
Net
worth per
share
Before distribution 15.38 15.35 14.77
After distribution 13.88 14.36 -
Earnings
per share


Weighted
average
number of shares

278,733
278,733 278,733

Earnings per share
1.93 0.91 0.23
Dividend
per share
Cash dividend 1.5 0.91 -


Bonus
shares
Stock Dividends
from Retained
Earning
- - -
Stock Dividends
from Capital
Surplus
- - -
Accumulated
undistributed dividends
- - -
Investme
nt return
analysis
Price / Earnings ratio
(Note2)
13.64 27.34 -
Price / Dividend ratio
(Note3)
17.55 27.34 -
Cash dividend yield
rate (Note4)
5.70% 3.66% -

Note 1 : Denotes the common shares with highest and lowest market value for each year, calculated for the average annual market value for the trading value of each year and the trading volume. Note 2 : Price / Earnings Ratio = Average Market Price / Earnings per Share

Note 3 : Price / Dividend Ratio = Average Market Price / Cash Dividends per Share Note 4 : Cash Dividend Yield Rate = Cash Dividends per Share / Average Market Pric

Note 5 : As of the publication date of the annual report, the company has’s had the financial report for 2024 that haven’t been audited or reviewed by CPAs.

(VI) The dividend policy of the Company and the pursuit of the policy i. Dividend policy :

  • 1.The Company may proceed to pay out its earnings or appropriate for covering loss carried forward after the end of each semi-annual fiscal period. The Company shall, at the time of paying out earnings, estimate and retain for the payment of applicable taxes, covering loss carried forward, and for legal reserve. The appropriation for legal reserve is no longer necessary if the amount is equivalent to the paid-in capital of the Company. If earnings is paid in cash, the resolution of the Board will be necessary. If earnings is paid by issuing new shares, the resol -ution of the General Meeting of Shareholders will be necessary.

  • 116 -

CHUN YU WORKS & CO., LTD.

  • 2.The Company shall appropriate its earnings after account settle-

  • ment for each fiscal year for the payment of applicable taxes and covering loss carried forward, followed by the appropriation of 10% as legal reserve and other reversals as required, or as special reserve. The undistributed earnings accumulated in the previous period shall be pooled up with the remainder of the earnings of current period as distributable income, which will be paid at the proposal of the Board and the resolution of the General Meeting of Shareholders.

  • 3.Our dividend policy is made taking into account the earnings, funds required for current and future development, and the interests of shareholders. The dividends will not be lower than 50% of the distributable earnings, with cash dividends not lower than 50% of the total dividends. However, the board of directors any apply for adjustment to the AGM in response to changes in the industrial environment or the needs of business operations. The dividend policy of the Company was made on the basis of its earnings and in consideration of the capital requirement for development at present and in the future, and also the interest of the shareholders. Cash dividend payable to the shareholders shall not fall below 50% of the total dividend for payment. In the event of changes in the industry environment or there is a need for corporate planning, the Board shall request the General Meeting of Shareholders for proper adjustment.

  • 4.Legal reserve shall be utilized only for covering loss of the Company carried forward and paid out as new shares or cash dividend to the shareholders in accordance with the proportions of their shareholding. If new shares or cash was paid, only the portion of the legal reserve in excess of 25% of the amount of paid-in capital may be utilized for such purpose.

  • ii. The proposal for distribution of dividend to be resolved in this General Meeting of Shareholders :

  • The 2023 earnings distribution proposal was approved at the boardmeeting. The amount of cash dividend paid NT$0.91 per share.

  • iii. No significant change in the dividend policy of the Company is anticipated.

  • (VII) The influence of paying stock dividend as discussed in this General Meeting of Shareholders on the operation performance and earnings per share of the Company : None.

  • 117 -

CHUN YU WORKS & CO., LTD.

  • (VIII) Bonuses of Employees, Directors and Supervisors

  • i. The percentage or scope of remunerations to the employees and the Directors as stated in the Articles of Incorporation According to Article 39 of the Articles of Incorporation, the Company makes a profit in a year, the Company shall allocate no less than 2% of the profit for the year as employee's remuneration, and may set aside no more than 2% as directors' remuneration. However, if the Company still has accumulated losses, it should first reserve an amount to offset losses.

  • ii. The accounting of the difference between the estimation of the amount of remuneration to the employees, Directors and Super -visors and the basis of estimate, the basis for the payment of stock as remuneration to the employees and the actual amount of payment: In the event of discrepancy between the estimated amount and the actual amount of payment, the difference will be treated under change in accounting estimate and entered in book as adjustment of the year of payment.

  • iii. Employees are entitled to variable incomes such as performance bonus

The policy of corporate governance and corporate management of the Company not only aims at the achievement of operation but also the design of a reward system for motivating the employees on the basis of the objectives of the departments in operation and personal performance of the employees as reward to their hard work.

  • iv. Remuneration as resolved by the Board :

  • Amount of reward for employees, directors and supervisors in cash or stock :

    • (1) The proposed amount of reward for employees for 2023 is NT$6,095,000 all payable in cash.

    • (2) The proposed amount of reward for directors for 2023 is NT$6,085,000.

  • The proportion of the amount of reward for employees distributed in stock in the net profit after tax this year and in the total amount of rewards for employees : None.

  • v. When there is a difference in the actual status of reward (includ -ing number of shares, amount and stock price) distributed to employees, directors, and supervisors in the previous year (2022), state the amount, causes, and settlement of such diff-

  • 118 -

CHUN YU WORKS & CO., LTD.

erence : With respect to the board resolution, the reward for both employees and directors consistent with the amout ratified in the 2022 financial statements.

(IX) Status of stock buyback : None.

  • 119 -

CHUN YU WORKS & CO., LTD.

II. Corporate Bonds (including overseas bonds) :

(I) Information on Corporate Bond :

Tranche/Category Tranche/Category The 1st secured
corporate bonds in
2021

The 1st, the
domestic secured
convertible bond
The 2nd domestic
secured
convertible bond
The 3rd domestic
secured
convertible bond
Date of Issuance October 15, 2021 March 25, 2022 March 25, 2022 March 25, 2022
Face Value 1,000,000 100,000 100,000 100,000
Place of issuance and
exchange
R.O.C R.O.C R.O.C R.O.C
Issue Price Issued at full face
value
111.31% of the
face value
111.51% of the
face value
111.25% of the
face value
Total Issuance Amount
3,000,000,000
700,000,000 500,000,000 400,000,000
Coupon Rate (Fixed Rate)0.65% 0% 0% 0%
Duration 7 years,expiry date:
October 15,2028
3 years,expiry date:
March 25,2025
3 years,expiry date:
March 25,2025
3 years,expiry date:
March 25,2025
Corporate guarantors First Commercial
Bank Co., Ltd.
Chang Hwa
Commercial Bank
Co.,Ltd.
Hua Nan Commercial
Bank Co., Ltd.

The Shanghai
Commercial &
SavingsBank Ltd.
Trustee Bank SinoPac Bank SinoPac Bank SinoPac Bank SinoPac
Underwriter First Securities Inc. IBF Securities Co., Ltd. IBF Securities Co., Ltd. IBF Securities Co., Ltd.
Lawyer Dinghe Law Firm Hanchen law firm Hanchen law firm Hanchen law firm
CPAs Pricewaterhouse-
Coopers
Pricewaterhouse-
Coopers
Pricewaterhouse-
Coopers
Pricewaterhouse-
Coopers
Principal Payment Simple interest from
at coupon rate from
the day of offering at
the calculated and
payable annually.
Repayment of
principal and payment
of interest at one time
atmaturity.
In accordance with
Article 6 of the
Regulations
Governing the
Issuance and
Conversion of the
Company's 1rst
Domestic Secured
ConvertibleBonds
In accordance with
Article 6 of the
Regulations
Governing the
Issuance and
Conversion of the
Company's 2nd
Domestic Secured
ConvertibleBonds
In accordance with
Article 6 of the
Regulations
Governing the
Issuance and
Conversion of the
Company's 3rd
Domestic Secured
ConvertibleBonds
Outstanding balance 3,000,000,000 700,000,000 500,000,000 400,000,000
Terms and conditions
for early redemption or
repayment

NA
In accordance with
Article 17 and 18 of
the Regulations
Governing the
Issuance and
Conversion of the
Company's 1rst
Domestic Secured
ConvertibleBonds
In accordance with
Article 17 and 18 of
the Regulations
Governing the
Issuance and
Conversion of the
Company's 2nd
Domestic Secured
ConvertibleBonds
In accordance with
Article 17 and 18 of
the Regulations
Governing the
Issuance and
Conversion of the
Company's 3rd
Domestic Secured
ConvertibleBonds
Restrictive clauses NA NA NA NA
Name of credit rating
agency, dates of
rating, and ratings
awarded
NA NA NA NA
Attached
with
other

Amount of
common
stock,
NA NA NA NA
  • 120 -

CHUN YU WORKS & CO., LTD.

rights GDR/ADR
or other
securities
already
converted
until the date
of
publication
of the annual
report
(swapped or
subscribed
for)

Regulations
for Issuance
and
Conversion
(Swap or
Subscription)
NA In accordance with
the Regulations
Governing the
Issuance and
Conversion of the
Company's 1rst
Domestic Secured
ConvertibleBonds
In accordance with
the Regulations
Governing the
Issuance and
Conversion of the
Company's 2nd
Domestic Secured
ConvertibleBonds
In accordance with
the Regulations
Governing the
Issuance and
Conversion of the
Company's 3rd
Domestic Secured
ConvertibleBonds
Status of potential
dilution of equity by
the Regulations for
Issuance and
Conversion, Swap or
Subscription, and the
issuing terms and
conditions, and impact
thereof on the existing
shareholders’equity.
NA No significant
influence so far.
No significant
influence so far.
No significant
influence so far.
Name of custody
institute
NA NA NA NA

Note : For additional information on the offering of domestic secured convertible bonds of the Company for the 1st, 2nd, and 3rd issue, refer to the Listing of Convertible Bonds (with subscription warrants) posted on the MOPS website.

  • 121 -

CHUN YU WORKS & CO., LTD.

(I) Information on convertible bonds :

i. CHUNYU 1

i. CHUNYU 1
Tranche/Category The 1st, the domestic secured convertible bond
Item \ Year 2023 Current year as of
2024.03.31
Market value of
convertible bonds
Highest 108 106
Minimum 100 101
Average 103.12 102.74
Conversion price $32.5
Issue (transaction) date and
conversion price at the time of
issue
2022.03.25 / $37.5
Fulfillment of conversion
obligations
Offering new shares

ii. CHUNYU 2

ii. CHUNYU 2
Tranche/Category The 2st, the domestic secured convertible bond
Item \ Year 2023 Current year as of
2024.03.31
Market value of
convertible bonds
Highest 107.5 104.6
Minimum 100 101
Average 103.24 102.1
Conversion price $32.5
Issue (transaction) date and
conversion price at the time of
issue
2022.03.25 / $37.5
Fulfillment of conversion
obligations
Offering new shares

iii. CHUNYU 3

iii. CHUNYU 3
Tranche/Category The 3st, the domestic secured convertible bond
Item \ Year 2023 Current year as of
2024.03.31
Market value of
convertible bonds
Highest 108 104
Minimum 100 101
Average 103.58 102.79
Conversion price $32.5
Issue (transaction) date and
conversion price at the time of
issue
2022.03.25 / $37.5
Fulfillment of conversion
obligations
Offering new shares

III. Preferred Shares : None.

IV. Global Depository Receipts (GDR): : None.

  • 122 -

CHUN YU WORKS & CO., LTD.

  • V. Employee Stock Options : None.

  • VI. New restricted employee shares : None.

  • VII. Issuance of New Shares for Merger, Acquisition or Exchange of Other Companies’ Shares : None.

  • VIII. Financing Plans and Implementation : None.

  • 123 -

CHUN YU WORKS & CO., LTD.

Chapter VOperations Profile

  • I. Business Activities

  • (I) Business scope

    • i. Main businesses :

      1. Manufacturing and trading of various kinds of iron and steel, machinery, and tools.

      2. Manufacturing and trading of various kinds of screws, nuts, wood screws, polished steel bar, cold coils, spheroidized steel materials, and iron wire.

      3. Thermal processing and acid wash, surface treatment, and finishing of the products.

      4. Manufacturing and trading of automotive and bicycle parts and components.

      5. The design, manufacturing, and undertaking of contracts for ant -i-pollution and water treatment work machine and equipment.

      6. The removal and treatment of acidic wastes and solid wastes.

      7. The manufacturing and trading of acidic wastes and oxidized iron.

ii. Business weighting :

Unit : NTD thousand

Year
Product
2023 2023
Amount %
Screws 1,554,352 18.37
Nuts 498,284 5.89
Self-tapping
screws
3,094,708 36.58
Polished wires 600,003 7.09
Spheroidized
annealing wire
1,394,475 16.48
Equipment 1,005,270 11.88
Steel 29,902 0.35
Others 283,647 3.36
Total 8,460,641 100

iii. The company’s current products (services) and new products to be developed :

  1. Current products (services) :

Spheroidized annealing wires, polished wire rods, hex-head screws, high-tensile bolts, torque-control high-strength bolts and nuts, shear studs, crews and nuts for construction, various anchor bolts, carriage bolts, hex-head cap screws, nuts, nylon screws, stainless steel nuts, self-tapping screws, hard wood screws, self-drill screws, stain -less steel self-tapping screws, collated screws, railway fastener

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CHUN YU WORKS & CO., LTD.

system and the design and undertaking of various pollution control and water treatment machinery and equipment.

  1. New products and services to be developed :

  2. (1) Development of specialty screws and nuts for various electric vehicles.

  3. (2) Development of various pollution control and heat treatment processing technologies.

  4. (3) Development of technologies to enhance annealing product quality.

  5. (4) Development of screws for green energy generation systems.

  6. (5) Development of specialty screws for the high-speed railway and rapid-transit railway systems.

  7. (6) Development of the surface treatment technology free of heavy metal pollution.

  8. (7) Precision machining parts.

  9. (8) Railway fastener and assembly systems.

  10. (9) Hot-forging assemblies and surface treatment.

  11. (II) Industry overview

  12. i. Industry overview and development :

Taiwan is the 3rd largest exporting country of screws in the world and has sold the products to more than half of the countries worldwide. Of all the export-oriented industries, screws could be regarded as a symbolic item for export. There are more than one thousand screw manufacturers in Taiwan with more than half located at pivotal sites of iron and steel, transportation and industry south of Guiren and Rende of Tainan, and north of Gangshan and Luzhu of Kaohsiung.

The screw industry of Taiwan started as an industry for domestic sale. It was not until the outbreak of the Vietnam War that the massive purchase of nuts and bolts from Taiwan helped to lay down the foundation for the transformation of the industry to export-oriented mode. Yet, the rise of the “Red Supply Chain” in China and the rapid advancement of the production and refinery technology in Southeast Asia posed a challenge to the industry of Taiwan. It was echoed with the surge of land prices and labor costs in Taiwan. The result was the massive displacement of the manufacturing sector of Taiwan overseas. Accordingly, the leading position of the screw industry of Taiwan declined. In the wake of the increasingly acute competition in the market, Taiwan redesigned her manufacturing strategy with a focus on professional division of labor, upgrade of production lines, concentration on

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R&D and innovation, and targeted automobiles, aeronautics and medical services so as to expand the sale market and produce fastener products with high added value. This could allow Taiwan to maintain her dominant position in the international market of the screw industry.

Macroeconomic performance in 2023 was generally slow due to the war between Russia and Ukraine, high inflation and interest rate. Demand was weak. The pandemic also affected Mainland China that insolvency was common among property corporations that the performance in the real estate market was not good, which in turn affected the demand in the steel and fasteners market. In 2024, inflation will likely be mitigated. With the quest for interest rate cut and the final stage of inventory adjustment, echoed with the recovery of the screws market, the performance of the Company is expected to be better than the previous year.

  • ii. Upstream, midstream and downstream of the industrial :

There is the saying that the iron and steel industry is the “mother of industry” while fasteners are “the rice of industry.” Fasteners are an indispensable part in the manufacturing sector. The screw industry chain includes the wire rod and wire at upstream where screw manufacturers will purchase raw material and deliver the materials to professional processing plants for processing and treatment. It will be followed by the preliminary processing at screw plants, and finally enter the finishing stage of processing, such as heat treatment into high-hardness screws or electroplating processing to enhance anti-rust and anti-corrosion functions, and then surface coating procedures such as baking or spraying, to complete the production of a small, sturdy and durable screw. Economic development and industrialization upgrade intensified the scope of use of screws downstream in almost every industry, like machinery, aeronautics, medical service, construction and architecture. The following chart is compiled by the Department of Industrial Technology at the Ministry of Economic Affairs :

  • iii. Development trends of products :

Taiwan is known as the “Kingdom of Screws,” given the production technology of the country is well developed. Indeed, nuts and bolts remain an essential part of export of Taiwan. In the wake of technology advancement, industrial upgrading, and keen competition in the international market, Taiwan is confronted by a war of two

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fronts. As a result, industrial upgrading, manufacturing overhaul, and strategic adjustment will be the pressing topics. In response to market trends, the development strategy of the Company is specified below :

  1. Product certification

  2. With the maturity of product development, any countries made efforts in the development of customized service and conformity to local rules and regulations governing product safety. Through certification, enhance customers' awareness of product confidence and stickiness, and build the brand value.

  3. Product innovation

  4. International and domestic market trends are changing rapidly. As the government promotes sustainable development of enterprises Development and industrial precision, each fastener manufacturer should have a keen industrial insight, with stakeholders to carry out research and innovation, such as special fasteners. The product ion of screws and nuts is fine, environmentally friendly, etc., in order to achieve a higher level of industrial development.

  5. Industrial upgrading

  6. The Ministry of Economic Affairs has entered into agreements with a number of fastener manufacturers on “Nuts and Bolts Industry NICE Upgrade and Transformation Consulting Program” to assist the nuts and bolts industry of Taiwan to transform and upgrade and resist the impacts from the low-price products from Mainland China. And starts with Niche Product, Intelligent equip -ment, Competent Workers, Eco-friendly process strategies to supervise the enterprises to achieve ”Industry 4.0.” Chun Yu will follow the steps of the government and orient towards smart production and high added value products.

  7. Globalization

  8. Affected by globalization, information development, and supply chain restructuring, fasteners manufacturers tended to establish other production bases and sale locations elsewhere lately to create the combination of production and sale.

  9. iv. Competition situation of the product :

The sustainable upgrading of the forging manufacturing technology of fasteners in China and Southeast Asia, the increasing awareness of environmental protection in many countries, and the upward adjustment of basic salaries push up the cost of production year after year. This narrowed the gap between the domestic industry and overseas competitors. Furthermore, the quality of fasteners in Korea is as good as Taiwan, and Korea has entered into an FTA with the EU and the USA. Even though there is no direct competition between Korea and Taiwan, given the market segmentation and product differentiation

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between the two countries, once Korea makes an effort to penetrate the main market of Taiwan, the competitive advantage of Taiwan in the international market will be affected.

(III) Overview of Technology and R&D

i. Amount of R&D funds in the previous year :

Unit:NTD thousand
Year 2023 By 2024.03 2024 projection
Amount 62,903 17,497 76,987

In 2023, the Company committed its effort mostly in the continued refinement of technology for speeding up the yield rate of products, the research and development of new production process and materials in order to cut down the cost of manufacturing on different products. The Company has also made improvement of its recycled acid equipment to increase the proportion of using recycled acid, to reduce carbon emission through the procurement or replacement of equipment as key items for assessment to perform its corporate social responsibility through actions.

ii. R&D Expenditure and Outcomes :

ii. R&D Expenditure and Outcomes:
Item Content
Product 1. The screw forming method was granted the invention patent certificate (No. I576180)
by the Intellectual Property Office, Ministry of Economic Affairs.
2. Screw bolt has been recognized by the Intellectual Property Right Bureau of the PRC
with the issuance of invention patent certificate no. CN 111120487 B.
3. The bolt was granted the invention patent certificate (No. I673438) by the Intellectual
Property Office, Ministry of Economic Affairs.
4. The torque-control high-strength bolts and nuts were granted the certificate of
compliance (Guo-Chan-Fa-Zi No. 7411-0112) by Taiwan Power Company.
5. Success in the R&D of high-strength heavy nuts
The torque-control high-strength bolts and nuts are characterized by the breakthrough
in quality control, quick precision processing, surface treatment and heat treatment
difficulty.
6. Success in the R&D and mass-production of the arc-welded stud for shear and
concrete connection
7. Completion and gradual delivery of the specialty screws for use on the Taiwan High
Speed Railway and Kaohsiung Metro.
8. Development of fasteners for heavy machinery.
9. Specialty wall plugs/anchors.
10. Specialty screws, nuts and rivets for cars and motorcycles.
11. Collated screws.
12. Screws and nuts for car and motorcycle engines.
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Item Content
13. Precision machining parts
14. Stamping parts
15. Railway fastener system
16. Stainless steel self-drill screws.
17. Specialty screws for bicycle transmission mechanisms and brake systems.
18. Self-drill screws
19. Long self-tapping screws.
Quality 1. Establish a viable quality assurance system and accredited with ISO 9001 quality
management system.
2. Established and implemented the statistical process control (SPC) quality control
system.
3. Established a product quality base to ensure stable product quality in production.
4. Recognized by the BSMI of Ministry of Economic Affairs in 5 products with the
issuance of the brand-honored certificate (high strengthen bolt with torque control,
hexagonal nuts and flat grommet set, arc welding shearing stud, hexagonal screws,
hexagonal nuts, and bore screws).
5. Accredited with the A2LA 17025 of USA.
6. Accredited with the IATF-16949, AS 9100 qualify systems.
7. Accredited with CE Making EN14399-1, 15048-1, 14566 and 14592 certifications.
8. Accredited with JIS Making JISB1176 ST12.9 hex socket head bolt, JIS B1180
ST4.8. ST8.8, ST10.9 hex socket head bolt, JISB1186 F10T high-strength hexagon
bolts, JIS B1125 self-tapping screws certifications.
9. Accredited with the US ICC-ES (AWS D1.1/D1.1M for shearing studs.
Equipment
1. Success in the development of the screw quality auto-checker It is progressively
equipped on production equipment to reduce labor expenses, lower quality costs and
enhance work efficiency.
2. LPG steam equipment to reduce energy costs.
3. Purchase of optical screeners to ensure 100% yield of automotive screws.
4. 2D and 3D measuring instruments, materials spectrometer, computer tapping
machine.
5. Purchase of head forming machines for long screws under gauge M6.
6. Purchase of screw die re-headers
7. Purchase of self-drilling screw tail forming machines
8. Purchase of screw high-speed tail cutters
9. Modification of equipment and machine to enhance the precision capacity in
manufacturing.
Pollution
Control
1. Renewal of wastewater and sludge equipment.
2. Completion of air pollution source change and smoothly acquired the operation
permit.
3. Establishment of the complete environmental management system and pass the SGS
evaluation Passed ISO14001 and ISO45001 certifications

(IV)Long-term and short-term business development plans i. Short term business development plan

  1. Business strategy :

(1) Deepen overseas business, and strengthen international management.

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  - (2) Layout global channels, and expand sales market.

  - (3) Concentrate on R&D and innovation, produce a wider array of products.

  - (4) Integrate resources of the Group, wield corporate synergy.

  - (5) Strengthen the management of capital, upgrade operation performance.

  - (6) Provide comprehensive training and establish a culture of integrity.
  1. Production strategy :

    • (1) Planning the manufacturing process to improve production efficiency.

    • (2) Reinforce critical capacity, upgrade production performance.

    • (3) Allocate inter-plant resources, bolster utilization rate of the 。

    • production lines

  2. (4) Establish an information contact channel with cooperative manufacturers to ensure the immediacy and smooth com-

  3. munication.

  4. Product strategy :

    • (1) Develop customized items to meet market needs.

    • (2) Assist in strengthening the value and innovation of products.

    • (3) Reduce the operational risk of products and strive for the principle of balanced production.

(4) Marketing strategy :

     - (1) Strengthen customer service and business.

     - (2) Refine the content of the Company website and enhance media exposure.
  • (3) Develop new market and customers and establish diversified marketing channels and mode of sale for a diversified mark-

  • eting channels and mode of sale for a larger market share and better profit.

  • ii. Long-term business development plan

    1. Net Zero transformation :

Support the policies of international institutions and the competent authorities through the incremental optimization of the production process and inception of smart production of the Company. Map out the plan for carbon footprint management through process improvement and energy conversion to upgrade and transform the know-how on hand. Respond to envir -onmental protection and advancing the net zero emission objective in 2050.

  1. Circular economy :

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Technological development and the refinement of manufacturing know-how dictated for higher consumption of water, materials, and energy. Further to the treatment of water poll -utants and waste acid, the Company seeks to enhance the efficient use of energy and resources through routine update of procedure to reduce pollution and generation of solid waste in order to create a green economy.

II. Market and Sales Overview

(I) Market Analysis :

i. Sales Regions and Proportion of Major Projects :

Unit : NTD thousand

Market Analysis:
i. Sales Regions and
Proportion of Major Projects:
Unit:NTD thousand
Proportion of Major Projects:
Unit:NTD thousand
Year
Region
2023
AMT %
Taiwan 2,332,587 27.57
Hong Kong China 2,263,517 26.75
USA 688,121 8.13
Other countries 3,176,416 37.55
Total 8,460,641 100

ii. Market share :

According to the data released by Global Information, the size of global fastener market is expected to grow from USD89.7 billion in 2022 to 127.3 billion in 2030 with CAGR at 4.5%. The automotive, aviation and aerospace, and construction industries will be the prime force driving for the growth. Regionally, Asia-Pacific will be the biggest market for the fastener industry. In 2023, inflation, interest rate surge, and the recession of the property market in China made resulted in the decline in purchase orders for the fasteners firms where the demand in for construction use fasteners was affected significantly. The demand for fasteners in the aviation and aerospace, EV, photovoltaic energy, railway transportation industries turned strong, as border quarantine lifted, the net carbon emission policy, and the proactive effort of China and the USA in launching the infrastructure building projects. The shipment volume in 2024 will be optimistic. The demand in the industries is specified below:

1.Construction industry :

High inflation and the surging interest rate interfered with the market, to the effect that related enterprises elected to down-ward adjust their inventory level. This is particularly

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the case in China. Under the pandemic control policy in China, purchase orders and sale were both on the decline. It is expected that interest rate surge will slow down and the pandemic control policy will be eased in 2023 such that recovery will be imminent under the resumption of demand. In Europe and the USA, the demand for construction of new houses dropped and the customers tended to downward adjust their inventory level. As a result, sales were slow. With the downward adjustment of inventory level of customers coming to an end, and the influence of the levy of anti-dumping tax of the EU on fasteners from China, purchase orders previously placed by the EU to the fastener man-

  • ufacturers in China are expected to decline and shift to ROC. 2.Aerospace Industry :

Border blockade in many countries was lifted as COVID-19 was kept under control. It was echoed with the continued growth of demand for new models. It is expected that busin-ess in the future will resume to the level before the outbreak of the pandemic.

  • 3.Solar industry :

The ongoing advocacy of sustainability through energy sav-ing and carbon reduction worldwide, coupled with the energy crisis triggered by climate change and armed conflicts that compelled all countries to search for substitute energy as the urgent task. It is expected that the demand for fasteners used in the photovoltaic energy sector will be skyrocketing in 2 to years.

  1. Competitive edge

Chun Yu has the following competitive edges to tackle with the unanticipated change in the industry and keen competition among the industry peers:

  • (1) Production capability:

Screws are manufacturing under the production process including forging, shaping, heat processing, and rust-proof. Chun Yu seeks to expand its production capacity, refinement of equipment, and establishment of an information system to meet operation need and the effective control of production process and delivery deadline. Group resources and operation strategy will also be integrated in the manufacturing chain.

  • (2) R&D capability:

Chun Yu spares no effort in the development of the

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performance and enhanced precision of its screw products, and makes ceaseless effort to improve the forging process in response to customer feedback and test result to meet the needs of high quality, diversity in specification and delivery in short notice.

  • (3) Marketing capacity:

Chun Yu has successfully penetrated into the markets in America, Europe, and Asia for the time being. Further to serving the customers in existence, the Company will also broaden its visibility and develop new customers through the Internet and media in marketing.

  • (4) Corporate management:

The management team of Chun Yu is well-seasoned and in possession of related industry knowledge, and can get the grip of the changes in the industry at any time with proper adjustment of the operation strategy. The team also integrates the resources of the group and optimize the overall capacity in production and sale.

  1. Factors favorable and unfavorable for development in the long run, and the policy in response to the situations: (1)Favorable factors:

  2. ① Deployment of sale channels worldwide.

  3. ②Economy and resource sharing among group members.

  4. ③Smart production.

  5. ④High added value of products in great variety of products.

  6. ⑤With an edge in production scale and market share.

⑥In-depth cultivation of the domestic and overseas market with the creation of brand value.

  • (2) Unfavorable factors:

  • ①Industrial dislocation and human resources draining

out.

②Acute competition in price among domestic and overseas industry peers that affects product price and gross margin.

  • ③The levy of carbon emission tax and fee worldwide pushed up the cost of operation.

(3)Responses:

  • ①Focus on niche products to reduce the cost of

  • production.

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②Integrate group resources to improve production performance.

③Invest in innovative research and development and make high quality products.

  • ④Align with the global trend and commit to the

  • development of green energy.

⑤Develop and training professionals and keep the foundation of technology in Taiwan.

  • ii. Important applications and manufacturing processes of major products :

i. Wire (annealing and polished) :

Wires are widely used for manufacturing screws, nuts, hand tools, steel wires, auto parts and electronic components.

==> picture [425 x 74] intentionally omitted <==

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

Wire IQC Pickling and Wire FQC
Packaging and
----- End of picture text -----

  • ii. Metal fittings (screws, nuts, tapping) :

Metal fittings are widely used on automatic fasteners, railway system fasteners, construction fasteners, and electronic fasteners.

==> picture [425 x 83] intentionally omitted <==

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

Wire Heav Spher Pickli Fine Head Tread
Pack Scree Surface Heat
----- End of picture text -----

iii. Supply of major ingredients :

The steel price was expected to be stable in the first half of 2024. Currently, most steel is purchased domestically. We will import materials when there is domestic supply shortage.

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CHUN YU WORKS & CO., LTD.

i. Major Suppliers in the past two years:
Unit:NTD thousand
By Q1 in 2024
Relations
with
issuers
- - - -
Percentage in
annual net
purchase
amount by
the previous
quarter (%)

20.92

15.54

10.86

52.68

100.00
Amount 268,861 199,715 139,614 676,896
1,285,086
Name Company A Company B Company C Other Net purchase
2023
Relations
with
issuers

-

-
-
-

-
Annual net
purchase
ratio (%)

17.06

15.68
-
67.26

100.00
Amount 815,709 749,537 - 3,215,118
4,780,364
Name Company A CompanyB - Other Net purchase
2022
Relations
with
issuers
- - - - -
Annual net
purchase
ratio (%)

15.56
- -
84.44

100.00
Amount 1,091,029 - - 5,922,311
7,013,340
Name Company A Company B - Other Net purchase
No. 1 2 3
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CHUN YU WORKS & CO., LTD.

Unit:NTD thousand By Q1 in 2024
Relations
with
issuers

-

-
Percentage in
annual net
sale amount
by the
previous
quarter (%)

100%

100%
Amount 2,018,250 2,018,250
Name Other Net Sale
2023
Relations
with
issuers

-

-
Annual net
sale ratio
(%)

100.00

100.00
Amount 8,460,641 8,460,641
Name Other Net Sale
2022
Relations
with
issuers

-

-
Annual net
sale ratio
(%)

100.00

100.00
Amount 11,049,641 11,049,641
Name Other Net Sale
No.
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(V) Production value of the last two years :

Unit : MT/NTD thousand

(V) Production value of the last two years: value of the last two years: value of the last two years: Unit:MT/NTD thousand Unit:MT/NTD thousand Unit:MT/NTD thousand
Year
production
Value
Major
commodity
(sector)

2022
2023
Major commodity Capacity Yield Value Capacity Yield Value
Screws 39,580 15,074 744,614 39,580 14,742 674,751
Nuts 11,960 5,241 368,212 11,960 3,615 248,147
Self-tapping screws
42,190
19,584 1,388,541 42,190 28,605 2,029,649
Polished wires 101,100 51,196 961,672 101,100 22,760 591,059
Spheroidized
annealingwire
134,706 76,112 1,794,003 134,706 48,369 1,426,405
Equipment - - 814,694 - 886,076
Steel - - - -
Other - - 229,934 313,259
Total 329,536 167,207 6,301,670 329,536 118,091 6,169,346
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(VI) Sales value of the last two years :

Unit : MT/NTD thousand

(VI) Sales value of the last two years: Sales value of the last two years: Sales value of the last two years: Sales value of the last two years: Unit:MT/NTD thousand Unit:MT/NTD thousand Unit:MT/NTD thousand Unit:MT/NTD thousand
Sale Year
Value
Major
commodities
(sector)

2022
2023
Import Export Import Export
Volume Value Volume Value Volume Value Volume Value
Major commodity 28,030 1,791,396 779 85,402 26,507 1,492,939 737 61,413
Screws 7,120 500,086 770 77,758 7,534 468,615 162 29,669
Nuts 22,348 1,926,002 15,502 1,524,680 26,966 2,035107 10,272 1,059,601
Self-tapping
screws
36,635 1,003,893 1,119 37,598 22,923 582,049 595 17,954
Polished wires 55,410 1,765,941 3,683 181,023 42,126 1,205,252 4,123 189,223
Spheroidized
annealingwire
78 187,472 212 896,319 - 701,120 - 304,150
Equipment 34,411 688,600 - - 1,683 29,902 - -
Steel 64,772 221,288 17,520 162,183 - 181,036 - 102,611
Other 248,804 8,084,678 39,585 2,964,963 127,739 6,696,020 15,889 1,764,621

III. The number of employees employed for the 2 most recent fiscal years, and during the current fiscal year up to the date of publication of the annual report, their average years of service, average age, and education levels :

Year Year 2022 2023 2024 as of the date of
publication of the
Annual Report
(2024.03.31)
Number of employees 423 377 347
Average age 41.39 42.28 42.9
Average service year 10.21 10.91 11.5
Academic
distribution
(%)
Ph.D. 0.71% 0.53% 0.30%
Master’s degree 4.73% 4.24% 4.30%
College 52.25% 41.12% 54.2%
High school 34.75% 46.15% 33.4%
Below
highschool
7.57% 7.96% 7.80%
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  • IV. Environmental Expenditure Information :

  • (I)Any losses (including compensations and violations of environmental protection laws found in environmental audits with information regarding the date of punishment, ticket number, regulations breached , contents of breach and contents of punishment) due to pollution in the last two years and by the date of report publication and disclose the estimated amount at present and in the future and counter-

  • measures or the reasons preventing estimation :

Date of
punishment
Items of punishment Items of punishment
2023/1/13 Punishment
Letter No.
Fine Notification No. 20-112-010024
Regulations
Violated
Air Pollution Control Act Article 34, paragraph
4.
Content of
Regulations
Violated
The personnel designated to the position cannot
hold other positions in environmental
protection works.
Content of
Punishment
A fine of NT$200,000
2023/1/13 Punishment
Letter No.
Fine Notification 20-112-010025
Regulations
Violated
Air Pollution Control Act Article 34, Item 4
Content of
Regulations
Violated
In case of a change in the air pollution
representative, apply with the competent
authority within 15 days for approval.
Content of
Punishment
A fine of NT$200,000
2022 There was not punished by any agency.
  • (II)Measure : Education and training will be provided to relevant personnel.

(III)Environmental protection capital expenditure in the next three years

Year
Contents
2023 2024 2025
Air pollution control equipment
to be purchased or contents of
expenditure
Enhance the
performance of
air pollution
control equipment
Setup of sewage
and discharged
water recycling
equipment
Low-carbon
intelligent
monitoring of
relevant prevention
equipment.
Amount 20,000,000 5,000,000 8,000,000
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CHUN YU WORKS & CO., LTD.

  • i. Expected Improvement :

  • The spheroidization furnace of the spheroidization class is equipped with nitrogen oxide treatment equipment.

  • Wastewater treatment discharge water recycling, improve the quality of recycled water, and increase the efficiency of water recycling.

  • The entire factory is equipped with energy resource equipment settings and monitoring to achieve energy control and achieve low carbon and intelligence.

ii. Effects after improvement :

Year
Contents
2024 2025 2026
Effects on net
income
Not significant
effect.
Not significant effect. Not significant
effect.
Effects on
environment
Reduce pollutant
emissions
Improve the recovery
rate of discharged
water and reduce
environmental load
Reduce pollutant
emissions and
monitor them in real
time
Effects on
competitive
position
Continuous innovation and efforts to reduce environmental load,
create a carbon-reducing supply chain, invest in circular economy,
take
sustainable
development
as
the
cornerstone, improve
environmental
quality,
fulfill
social
responsibilities,
enable
enterprises to operate sustainably, and establish a green image to set
an example.
  • (IV)Working environment and employee personal safety protection measures:

1. Occupational Safety and Health Policy

The Company has made its occupational and safety and health policy in accordance with the Occupational Safety and Health Act and the requirements of the customers and related groups with due respect to the requirement of related stakeholders’ groups on occupational safety and health in order to build a happy and healthy workplace.

The Company is conceived with the notion of disaster prevention as its core value to provide a friendly work environment for the protection of the safety of its employees and the employees of the contractors. The Company also adopts appropriate management tools or well-developed technology and available resources to integrate the issues of occupational safety and health at the plants with the proposal of improvement policies

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at regular intervals. The Company will continue to refine and advocate the culture of safety at workplace, and strengthen the protection management of the operation staff. In addition, the Company also commits resources to fortify the prevention of occupational diseases in order to create a zero-disaster workplace. Quantified indicator system has been established with the extension of occupational safety and health activities to products and related services for the overall upgrade of occupational safety and health performance and effective risk control.

2.Disaster Control

The Company compiles its statistics on occupational hazards in accordance with the FSI promulgated by the Occupational Safety and Health Administration of the Ministry of Labor. With a complete reporting procedure and accident investigation mechanism, the investigation result will be sent as feedback to relevant functional units with the commencement of corrective action and prevention action to reduce the probability of accident. This will help to continue improvement and upgrade occupational safety at workplace. The Company compiled the statistics of occupational hazards over the last 3 years of which the PSI in 2022 and 2023 was held below 0.2 (target value).

value).
Statistics on
Occupational
Hazards
2021 2022 2023
Total injury of the year
byhead count(person)
6 2 3
Total loss of working
daysyear(day)
277 5 6
Total work hours of the
year(hour)
1,664,760 1,664,760 995,394
Disability Severity
Frequency (FR)
3.6 1.2 3.01
Disability Severity Rate
(SR)
166.39 3.00 6.03
Frequency Severity
Indicator(FSI)
0.77 0.06 0.13

Remark:

FR= Disability fatality by head count ×1,000,000 / Total work hours. SR= Disability fatality by day loss ×1,000,000 / Total work hours. FSI = √ ((SR×FR)/1000)

The Company review and study on improvement options and revise

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related rules and regulations governing the items of inspection, machine safety interactive component inspection, and reiteration of safety and life protection from time to time. The executives express their concern for the physical and psychological state of minds of the employees for assuring their safety in the duration of work performance.

Monitoring of the work environment of labor

The Company conducts work environment monitoring twice a year under law to protect the workers from the hazards of hazardous substances and provide them a safe and comfortable work environment. The monitoring result will be disclosed so that the workers can understand the state of exposure of their workplace to hazards.

Occupational safety inspection

The Environmental Protection and Occupational Safety Department of the Company will map out the Occupational Safety Inspection Plan with the President acting as the chief convenor. The defects detected from the inspection and the action plan for improvement will be loaded to the website as reference for related functional departments in making improvement. The items of recommendation for improvement in each month will be followed up in the quarterly occupational safety and health committee meeting for review and discussion, and map out the best solution.

Occupational Safety Inspection Occupational Safety Inspection Team Inspection from time to time in Special Audit the week Security patrol inside and outside the workplace.

Equipment safety management

The Company classified the machines into different categories and exercises strict control over machine and equipment with danger and conduct thorough inspection as required by law for assuring safe operation of equipment. In 2020, the Company had 177 machines classified as dangerous and must be operated with caution. Routine inspection on these machines is carried out in accordance with the

  • 142 -

CHUN YU WORKS & CO., LTD.

“Regulations Governing the Inspection on the Safe Use of Dangerous Machine and Equipment” for assuring the safe use of these equipment and machines.

“Regulations Governing the Inspection on the Safe Use of Dangerous
Machine and Equipment” for assuring the safe use of these equipment
and machines.
“Regulations Governing the Inspection on the Safe Use of Dangerous
Machine and Equipment” for assuring the safe use of these equipment
and machines.
“Regulations Governing the Inspection on the Safe Use of Dangerous
Machine and Equipment” for assuring the safe use of these equipment
and machines.
Occupational SafetyEducation and Trainingof the Companyin the last 3years
Year Participants in training by head
count
Training by person/hour
2012 609 3.38
2022 729 3.96
2023 719 3.97

Company verification situation

The Company has been accredited with the ISO 45001 Occupational Safety and Health Management System, and also the OHSAS 18001 system, and has completed the version change of ISO 45001 (by validity period 2024/04/16-2027/03/25 ) successfully in 2021. Action has been taken under the PDCA cycle for the pursuit of occupational safety and health management for assuring the safety and health of the employees at workplace. The Company also expects to provide employees a safe and healthy work environment through the identification of hazards, assessment and control of risk, and external verification and validation.The occupational safety function shall be responsible for the education of occupational safety at the plant sites and assessment of operation risk, and strictly demands contractors to duly observe applicable legal rules governing occupational safety and health at workplace in the course of work performance. The Company will visit the work sites from time to time to conduct inspection without notice to prevent occupational accident and protect the safety of personnel.

  • 143 -

CHUN YU WORKS & CO., LTD.

(V)Labor Relations

  • (I) The company’s various employee welfare measures, further edu-

  • cation, training, retirement system and their implementation, as well as labor-management agreements and the measures to main-

  • tain the rights and interests of employees :

  • Employee benefits :

    • (1) Group insurance.

    • (2) Bonuses or gifts on Labor Day, Dragon Boat Festival, MidAutumn Festival and birthday.

    • (3) Quality and production incentives.

    • (4) In-house and external education and training.

    • (5) Year-end bonus and employee profit-sharing.

    • (6) Free uniform, safety shoes and helmet.

    • (7) Scholarship for employees’ children with outstanding acade -mic performance.

    • (8) Employee meals.

    • (9) Various recreational activities and employee tours organized through the staff welfare committee.

    • (10) Company cars and mobiles.

    • (11) Employee health checkup.

    • (12) Gold medal reward for senior employees.

    • (13) Year-end party lucky draw and bonuses.

    • (14) Social group activites like yoga session, handcrafts and different kinds of ball games.

(II) Further education

  1. Plan training courses according to the operational strategies and annual targets to equip employees with the required knowledge and skills every year.

  2. Education and training will be organized for the employee at regular intervals to promote ethical corporate management and integrity at the workplace.

  3. Arrange practical training for new employees to help them adapt to the work environment and get familiar with their jobs.

  4. Statistics of Employee Further Training Courses in 2023 :

Training Type Actual Number of
Courses
Total Training
Hours
Number of
Trainees
New Employee
Training
28 365 214
Quality Control 12 1049.5 778
Production,Materials 24 553.5 265
Manufacturing 28 1678.5 372
  • 144 -

CHUN YU WORKS & CO., LTD.

Marketing 2 49 22
EHS 9 254 68
IT, Management,
Procurement
5 30 30
Finance,Accounting 4 64 12
Audit,InternalControl 3 30 5
Technology,R&D 3 9 9
Total 118 4082.5 1775

(III) Retirement system and implementation :

The Company cares about the physical and psychological health of the employees, and provides coupons for access to recreational and fitness facilities and sports games every year. The Company also instituted the “Regulations Governing Employee Retirement ” for the protection of employees after retirement. An Employee Pension Fund Supervision Committee was established where 4% of the total monthly salaries payable to the employees is allocat -ed to the fund monthly. Pension reserve is also allotted to the special trust account at the Bank of Taiwan for the protection of the rights and privileges of the employees. With effect on 2005.07.01, for employees who elected to go with the new retirement system established by the government, 6% of the total salaries of the employees will be appropriated to their respective personal pension account. For employees who elected to appropriate a higher percentage of the total salaries to the pension account, the Company will withhold the percentage as they wished and deposit to their personal pension accounts of the Labor Insurance Bureau.

  • (IV) Labor-management negotiations :

We hold the labor-management meeting regularly to fully communicate and coordinate with employees to ensure a reasonable organization and humanized management to achieve mutual trust and understanding and fusion with employees.

We have also established the “Employee Service Station” and “

  • (1)Suggestion Box” and senior officers often discuss with employeeor union representatives face to face to understand the doubts anddifficulties of employees at any time.

  • (2)Our labor union was established in 1972. Besides maintaining mutual trust, mutual understanding and mutual respect with the union in a rational and harmonious attitude, we have established the “collective bargaining agreement” to state the rights oblig- ations between labor and management, protect the rights and interests of labor, promote labor-management

  • 145 -

CHUN YU WORKS & CO., LTD.

co-prosperity, and pursue business development together.

  • (V) Measures to protect employees' rights and interests :

    • Comply with relevant laws and regulations.
  • (II) Losses arising from labor-management disputes (including the violation of the Labor Standards Act found in the labor inspection, with information regarding the date of punishment, ticket number, regulations breached, contents of breach and contents of punishment) in the last year up and by the date of annual report publication; and the estimated amounts that may occurred at present and in the future and countermeasures :

  • Violation of the Labor Standards Act found in the labor inspection : None.

  • Countermeasures : we have handled related matters by law.

  • VI. Information Security Management

  • (I) Framework of Information security risk management :

    • Information Security Specialist→IT Manager→General Manager /Vice Manager→The Board
  • (II) Potential risks :

    • The Company made related information security policies and management regulations with reference to the laws of the government and international standards to assure security and stability of the information network, protect the business information or data of the Company from unauthorized access, use, control, leak, sabotage, modification, damage, or other forms of violations, and to safeguard the confidentiality, integrity, availability of information or data, and the normal running of the core business and production of the Company. The Company has appointed designated personnel as the chief of information security and staff in 2023 in supporting the policy of the government and pursuit of information security governance.
  • (III) Substantive management options:

    1. Requirement of routine change in access password and the sophistication of password combination for fortifying the identity authentication of the users in access to the system.

    2. Installation of firewall and intrusion prevention system (IPS), screening of malicious website, and the safeguard against advance persistent threat (APT) to prevent malicious attack from external networks.

    3. The IT Department will conduct online and offline, alternate backup of the core system at regular intervals, and also hold

  • 146 -

CHUN YU WORKS & CO., LTD.

exercise drill in the recovery of the system after disaster annually.

  1. Training, education, and evaluation of the information security staff at regular intervals of the year and reinforcement of the awareness and skills of the personnel in information security.

  2. Setup of the control mechanism for Internet surfing, e-mail, personal information of the employees and data leak.

  3. Uninterrupted power system (UPS) has been installed at the information machine room and the backup power supply system has also been connected to maintain normal operation of information.

  4. (IV) Resources committed to information and communication security management:

  5. Routine maintenance, update all information security systems and equipment.

  6. Procurement of firewall for the intranet and design to set up the secure zone for server operation.

  7. Education and training: all new employees must complete the training program in information security.

  8. (V) List any losses suffered by the company in the most recent fiscal year and up to the annual report publication date due to signifi-

  9. cant information security incidents, the possible impacts therefrom, and measures being or to be taken: The Company had no major information security events in the latest year and up to the printing date of this Annual Report.

VII. Important contracts :

Nature of the
agreement
Parties concerned Perpetuity of
the agreement
Summary of content Restriction
clause
Mid to long-term
syndicated loans
agreements
The First Bank and others, a
total of 10 financial institutions.
2010.03.30 to
2025.03.30
Retirement of old financial
liabilities and pooling up as
mid-term working capital
Nil
  • 147 -

CHUN YU WORKS & CO., LTD.

Chapter VIFinancial Profile

I. Condensed Balance Sheet and Consolidated Income statement for the Past Five Years

(I) Concise Consolidated Balance Sheet – Adopting International Reporting Standards:

Unit:NTD thousand Unit:NTD thousand
Year
Item
Financial analysis for the past five years Financial data
March 31, 2024
2019 2020 2021 2022 2023
Current assets 6,456,492
6,355,790

8,479,764

8,707,949

8,142,602

8,201,689
Property, plant and
equipment
3,232,528
3,146,059

3,090,561

3,055,795

2,879,339

2,856,183
Intangible assets 10,626
10,646

7,855

7,343

7,747

7,027
Other assets 1,266,680
1,232,978

1,113,325

839,986

1,138,648

1,181,664
Total assets 10,966,326
10,745,473

12,691,505

12,611,073

12,168,336

12,246,563
Current
liabilities
Before
distributi
on
3,373,664
3,723,194

3,789,447

2,343,256

1,900,329

3,628,877
After
distributi
on
3,718,993
3,895,858

4,077,221

2,645,419

2,175,297

-
Non-current
liabilities
3,257,541
2,890,822

4,234,147

5,198,887

5,188,921

3,694,340
Total
liabilities
Before
distributi
on
6,631,205
6,614,016

8,023,594

7,532,789

7,089,250

7,323,217
After
distributi
on
6,976,534
6,786,680

8,311,368

7,844,306

7,364,218

-
Interests attributable
to parent company
owner
3,684,062
3,484,420

3,943,477

4,287,612

4,277,736

4,118,205
Capital stock 2,877,740
2,877,740

2,877,740

3,021,627

3,021,627

3,021,627
Capital reserve 129,373
157,969

222,103

477,923

501,353

522,676
Retained
earnings
Before
distributi
on
1,061,417
900,268

1,318,785

1,386,333

1,416,591

1,205,235
After
distributi
on
716,088
727,604

1,031,011

1,084,170

1,141,623

-
Other interests (95,558)
(162,647)

(207,956)

(331,076)

(394,640)

(364,138)
Treasury stock (288,910)
(288,910)

(267,195)

(267,195)

(267,195)

(267,195)
  • 148 -

CHUN YU WORKS & CO., LTD.

Non-controlling
interests
Non-controlling
interests
651,059
647,037

724,434

781,318

801,350

805,141
Total equity Before
distributi
on
4,335,121
4,131,457

4,667,911

5,068,930

5,079,086

4,923,346
After
distributi
on
3,989,792
3,958,793

4,380,137

4,766,767

4,804,118

-

Note 1 : The financial information is audited by CPAs, except the information of 2024 Q1 reviewed by CPA.

Note 2 : The 2023 earnings distribution proposal was approved by the board meeting on 2024.3.7.

(II) Concise Individual Balance Sheet - Adopting International Financial Reporting Standards:

Unit:NTD thousand

Year
Item
Year
Item
Financial analysis for the past Financial analysis for the past five years
2019 2020 2021 2022 2023
Current assets 2,561,517
2,383,801

4,135,421

4,357,596

3,854,809
Property, plant and
equipment
1,944,904
1,862,787

1,850,334

1,818,677

1,756,109
Intangible assets 3,219
3,284

2,731

2,057

1,860
Other assets 3,080,427
3,236,402

3,629,942

3,576,247

4,051,377
Total assets 7,590,067
7,486,274

9,618,428

9,754,577

9,664,155
Current
liabilities
Before
distributi
on
1,120,607
1,550,040

1,723,154

548,743

468,570
After
distributi
on
1,465,936 1,722,704
2,010,928

850,906

743,538
Non-current
liabilities
2,785,398
2,451,814

3,951,797

4,918,222

4,917,849
Total
liabilities
Before
distributi
on
3,906,005
4,001,854

5,674,951

5,466,965

5,386,419
After
distributi
on
4,251,334 4,174,518
5,962,725

5,769,128

5,661,387
Interests attributable
to parent
company owner
- - - -
Capital stock 2,877,740
2,877,740

2,877,740

3,021,627

3,021,627
Capital reser ve 129,373
157,969

222,103

477,923

501,353
Retained
earnings
Before
distributi
on
1,061,417
900,268

1,318,785

1,386,333

1,416,591
  • 149 -

CHUN YU WORKS & CO., LTD.

After
distributi
on
716,088 727,604
1,031,011

1,084,170

1,141,623
Other interests (95,558) (162,647)
(207,956)

(331,076)

(394,640)
Treasury stock (288,910) (288,910)
(267,195)

(267,195)

(267,195)
Non-controlling
interests
- - - -
Total equity Before
distributi
on
3,684,062
3,484,420

3,943,477

4,287,612

4,277,736
After
distributi
on
3,338,733 3,311,756
3,655,703

3,985,449

4,002,768

Note 1 : The financial information is audited by CPAs. Note 2 : The 2023 earnings distribution proposal was approved by the board meeting on 2024.3.7.

(III) Concise Consolidated Income Statement - Adopting International Financial Reporting Standards:

Unit:NTD thousand

Year
Item
Financial analysis for the past five years Financial analysis for the past five years Financial analysis for the past five years Financial analysis for the past five years Financial analysis for the past five years Financial data
March 31, 2024
2019 2020 2021 2022 2023
Operating
revenue
9,333,591 8,054,615
11,810,242
11,049,641 8,460,641 2,018,250
Gross profit 1,500,379 1,149,281
2,065,823
1,802,493 1,319,064 313,139
Operating
gains/losses
595,666 350,461
1,101,333
863,739 456,288 109,296
Non-operating
income and
expenses
(16,937) (4,496)
17,739
17,462 63,266 14,619
Income before
tax
578,729 345,965
1,119,072
881,201 519,554 123,915
Net income of
continuing
operations
533,743 263,036
874,177
663,116 360,678 90,011
Losses of
discontinued
- - - - - -
Net income (loss) 533,743 263,036
874,177
663,116 360,678 90,011
Other
comprehensive
income (net after
tax)
(93,617) (91,014)
(61,730)
333 10,531 46,589
Total
comprehensive
440,126 172,022
812,447
663,449 371,209 136,600
~~i~~
  • 150 -

CHUN YU WORKS & CO., LTD.

Net income
attributed to
owners of the
parent
owners of the
parent
423,111 197,147
744,730
537,503 253,625 63,612
Net profit
attributed to
non-controlling
interests
110,632 65,889
129,447
125,613 107,053 26,399
Total profit and
loss attributed to
the owners of the
parent
338,965 117,091
689,759
527,170 268,857 94,114
Total profit and
loss attributed to
non-controlling
interests
101,161 54,931
122,688
136,279 102,352 42,486
EPS 1.60 0.75
2.68
1.93 0.91 0.23

Note 1 : The financial information is audited by CPAs, except the information of 2024 Q1 reviewed by CPA.

(IV) Condensed Statement of Financial Position-IFRS (Individual):

Unit:NTD thousand

Unit:NTD thousand Unit:NTD thousand Unit:NTD thousand Unit:NTD thousand Unit:NTD thousand
Year
Item
Financial Information of the Last Five Years
2019 2020 2021 2022 2023
Operating
revenue
3,889,527 3,352,716
5,978,369
5,478,958 3,381,977
Gross profit 344,887 168,144
691,681
561,945 175,072
Operating
gains/losses
73,614 (61,642)
377,347
259,288 (66,808)
Non-operating
income and
311,591 257,215
437,755
368,038 358,900
Income before
tax
385,205 195,573
815,102
627,326 292,092
Net income of
continuing
operations
423,111 197,147
744,730
537,503 253,625
Losses of
discontinued
- - - - -
Net income (loss) 423,111 197,147
744,730
537,503 253,625
  • 151 -

CHUN YU WORKS & CO., LTD.

Other
comprehensive
income (net after
tax)
(84,146) (80,056)
(54,971)
(10,333) 15,232
Total
comprehensive
338,965 117,091
689,759
527,170 268,857
~~i~~
Net income
attributed to
owners of the
parent owners of
the parent
- - - - -
Net profit
attributed to
non-controlling
interests
- - - - -
Total profit and
loss attributed to
the owners of the
parent
- - - - -
Total profit and
loss attributed to
non-controlling
interests
- - - - -
EPS 1.60 0.75
2.68
1.93 0.91

Note: The above financial data has been audited by an accountant.Capitalized interest:

(V) Names and Audit Opinions of CPAs of the Last Five Years:

(V)Names and Audit Opinio ns of CPAs of the Last Five Years:
Year Names of CPAs Audit opinions of CPAs Reason for change of
accountant
2019 Lin, Tzu-Yu;Liu,Tzu-Meng Unqualified Opinion plus the audit
report of the other matter paragraph
by otherCPAs
-
2020 Lin, Tzu-Yu;Liu,Tzu-Meng Unqualified Opinion plus the audit
report of the other matter paragraph
by otherCPAs
-
2021 Lin, Tzu-Yu;Liu,Tzu-Meng Unqualified Opinion plus the audit
report of the other matter paragraph
by otherCPAs
-
2022 Lin, Tzu-Yu;Tien, Chung-Yu Unqualified Opinion plus the audit
report of the other matter paragraph
by otherCPAs
Internal job rotation in
accounting firms
2023 Tien, Chung-Yu;Hsu, Huei-Yu Unqualified Opinion plus the audit
report of the other matter paragraph
byother CPAs
Internal job rotation in
accounting firms
  • 152 -

CHUN YU WORKS & CO., LTD.

II. Financial Analysis in the Past Five Years-IFRS (I) Financial analysis ( Consolidated financial report ):

Year
Analysis Item
Year
Analysis Item

Financial Information of the Last Five Years

Financial Information of the Last Five Years

Financial Information of the Last Five Years

Financial Information of the Last Five Years

Financial Information of the Last Five Years
Financial
data
March 31, 2024
2019 2020 2020 2022 2023
Fina
ncial
Struc
ture
(%)
Liabilities to Assets
Ratio
60.4 7
61.55

63.22

59.80
58.26 59.80
Long-term Capital to
PP&E Ratio

234.88

223.21

288.04

336.01
356.61 301.72
Solv
ency
(%)
Current Ratio 191.38
170.71

223.77

371.61
428.48 226.01
Quick Ratio 81.58
78.19

101.12

195.53
247.17 126.23
Debt Service
Coverage Ratio
5.87
4.12

12.99

9.16
5.28 15.92
Utilit
y
Average Collection
Turnover (times)
4.28
3.75

4.77

4.54
4.28 4.44
Average Collection
Days
85.28
97.33

76.52

80.39
85.28 82.21
Average Inventory
Turnover (times)
2.19
1.95

2.41

2.09
1.85 1.92
Average Payable
Turnover (times)
9.54
9.89

11.29

11.61
13.56 13.86
Average Day(s) of
Sales
166.66
187.18

151.45

174.64
197.29 190.10
PP&E Turnover
(times)
2.87
2.53

3.79

3.59
2.85 2.80
Total Assets
Turnover (times)
0.86
0.74

1.01

0.87
0.68 0.68
Profi
tabili
ty
Return on Assets
(%)
5.83
3.23

8.13

6.01
3.70 0.92
Return on Equity
(%)
12.37
6.21

19.87

13.62
7.11 1.80
Profit Before Tax to
Capital Stock(%)
20.11
12.02

38.89

29.16
17.19 4.10
Profit Margin (%) 5.72
3.27

7.40

6.00
4.26 4.46
EPS 1.60
0.75

2.81

1.93
0.91 0.23
Cash
Flow
Cash Flow Ratio(%) 5.88
19.69

5.64

68.86
73.43 (2.57)

Cash Flow
Adequacy Ratio (%)
85.40
71.36

44.19

60.15
112.44 122.57

Cash Re-investment
Ratio (%)
(3.46) 3.37 (0.54)
7.56

11.20

(0.64)
Degr
ee of
Leve
rage
Degree of Operating
Leverage
3.61
5.20

2.50

2.85
4.28 4.32
Degree of Financial
Leverage
1.26
1.45

1.10

1.16
1.36 1.33
  • 153 -

CHUN YU WORKS & CO., LTD.

Reasons for changes in various financial ratios in the last two years and the quarter before the publication date of the annual report : 1. Increase in current ratio : Mainly due to the decrease in current liabilities compared to 2021, resulting in an increase in this ratio. 2. Increase in quick ratio : mainly due to the decrease in current liabilities compared with 2021, resulting in an increase in this ratio. 3. Decrease in interest coverage ratio : Mainly due to the decrease in pre-tax net profit in 2022, resulting in a decrease in the cost ratio. 4. Decrease in profitability : Mainly due to the decrease in net profit after tax in 2022 resulting in a decrease in the cost ratio. 5. Increase in cash flow ratio : mainly due to the increase in cash inflow from operating activities, resulting in an increase in this ratio.

(II) Financial analysis(Individual financial report):

(II)Financial analy (II)Financial analy sis(Individual financial report): sis(Individual financial report): sis(Individual financial report): sis(Individual financial report): sis(Individual financial report):
Year
Analysis Item
Financial Information of the Last Five Years
2019 2020 2021 2022 2023
Financial
Structure
(%)

Liabilities to Assets
Ratio
51.46 6
53.46

59.00

56.04
55.74
Long-term Capital to
PP&E Ratio
332.64
318.67

426.69

506.18
523.63
Solvency
(%)
Current Ratio 228.58
153.79

239.99

794.10
822.67

Quick Ratio
85.06
55.13

99.56

476.03
536.88
Debt Service
Coverage Ratio
8.85
5.50

15.86

9.94
5.11
Utility Average Collection
Turnover (times)
6.13
5.82

5.99

5.28
5.08
Average Collection
Days
59.54
62.71

60.93

69.12
71.85
Average Inventory
Turnover (times)
2.24
2.05

2.70

2.39
2.08
Average Payable
Turnover (times)
19.46
26.33

17.59

16.32
24.95
Average Day(s) of
Sales
162.95
178.05

135.19

152.71
175.48
PP&E Turnover
(times)
1.99
1.76

3.22

2.98
1.89
Total Assets
Turnover (times)
0.52
0.44

0.70

0.56
0.35
Profitabil
ity
Return on Assets
(%)
6.17
3.08

9.26

6.22
3.35
Return on Equity
(%)
11.49
5.50

20.05

13.06
5.92
Profit Before Tax to
Capital Stock (%)
13.39
6.80

28.32

20.76
9.67
Profit Margin (%) 10.88
5.88

12.46

9.81
7.50
EPS 1.60
0.75

2.81

1.93
0.91
Cash
Flow
Cash Flow Ratio(%) 12.32
17.13

(30.38)
290.09 132.61
Cash Flow Adequacy
Ratio (%)
58.88
36.89

22.11

63.88
85.41
Cash Re-investment
Ratio (%)
(3.46) (1.29) (10.71)
12.64

3.54
  • 154 -

CHUN YU WORKS & CO., LTD.

Degree
of
Leverage

Degree of Operating
Leverage
Degree of Financial
Leverage
9.09
3.01

(8.05)

0.58

2.68

1.18

3.29

1.46
(6.64)
0.43

Reasons for changes in various financial ratios in the last two years and the quarter before the publication date of the annual report:

  1. Decrease in interest coverage ratio: Mainly due to the decrease in pre-tax net profit in 2023, resulting in a decrease in the cost ratio.

  2. Decrease in Average Payable Turnover (times): Mainly due to the decrease in average payable. 3. Decrease in PP&E Turnover (times) Mainly due to decrease in net operating revenue in 2023..

4..Decrease in profitability : mainly due to the decrease in Net income (loss).

5.Decrease in cash flow:Mainly due to the decrease in net cash flow from operation.

6..Decrease in degree of leverageMainly due to the decrease in Operating Income.

1.Financial structure

(1)Liabilities to assets ratio = Total Liabilities/Total Assets

(2)Long-term capital to PP&E ratio = (Total Equity + Non-Current Liabilities) /Net PP&E 2.Solvency

(1)Current ratio = Current Assets/ Current Liabilities

(2)Quick ratio = (Current Assets – Inventory – Pre-paid Expenses) / Current Liabilities

(3)Interest coverage ratio = Net Income Before Income Tax and Interest Expense / InterestExpenses 3.Utility

(1)Balance of Receivables (including accounts receivable and notes receivable due to business) Turnover = net sales/average receivables for each period (including accounts receivable and notes receivable due to business).

(2)Average Collection Days = 365/receivables turnover.

(3)Inventory Turnover = cost of goods sold/average inventory amount.

(4)Balance of Payables (including accounts payable and notes payable due to business) Turnover = cost of goods sold/average payables for each period (including accounts payable and notes payable due to business).

(5)Average Sales Days = 365/inventory turnover.

(6)PP&E Turnover = net sales/ net average PP&E

(7)Total Asset Turnover = net sales/average total assets.

4.Profitability

(1)Return on Assets = [after-tax profit (loss) + interest expense × (1 - tax rate)]/average total assets.

(2)Return on Equity = after-tax profit (loss)/average equity.

(3)Net Profit Rate = after-tax profit (loss)/net sales.

(4)EPS = (Equity attributable to owners of the parent – dividend from preferred shares)/weighted average number of outstanding shares.

5.Cash Flow

(1)Cash Flow Ratio = net cash flow from operation– current liabilities (2)Net Cash Flow Adequacy Ratio = net cash flow from operation over the past five years/(capital expense +addition to inventory + cash dividend) over the past five years.

(3)Cash Reinvestment Ratio = (net cash flow from operation – cash dividend)/(gross PP&E + long-term investment + other non-current assets + working capital). 6.Leverage (1)Degree of operating leverage = (net income – variable cost and expenses from operation)/operating profit.

(2)Financial Leverage = operating income/(operating income-interest expenses).

  • 155 -

CHUN YU WORKS & CO., LTD.

  • III. Audit Committee’s Review Report for the Most Recent Year’s Financial Statement

Audit Committee Review Report

The Board of Directors have prepared the Business Report, Financial Statements (including consolidated and separate financial statements), and the proposal for the distribution of earnings for the year 2023. The said financial statements have been audited by PwC Taiwan with the issuance of Auditors’ Report. We have reviewed the said Business Report, Financial Statements, and Proposal for the Distribution of Earnings, which are appropriately prepared. We hereby present this report in accordance with the Securities and Exchange Act for your attention.

Chun Yu Works & Co., Ltd.

Convener of Audit Committee : CHIEN, CHIN-CHENG

March 07, 2024

  • 156 -

CHUN YU WORKS & CO., LTD.

IV. Financial statements of the previous year certified by a CPA. Please refer to Appendix I.

V. Individual financial statement of the previous year certified by a CPA. Please refer to Appendix II.

VI. Insolvency that occurs in the Company and affiliates in the previous year and by the date of annual report publication : NA.

  • 157 -

CHUN YU WORKS & CO., LTD.

Chapter VIIReview of Financial Conditions, Financial Performance, and Risk Management

I. Financial position

The main reasons and impacts of major changes in assets, liabilities and equity in the last two years:


equity in the last two years:

equity in the last two years:

equity in the last two years:
Unit:NTD thousand
Year
Item

2023
2022 Difference
Amount %
Current assets 8,142,602
8,707,949

(565,347)

(6.49)
Property, plant,
and equipment
(PP&E)
2,879,339
3,055,795

(176,456)

(5.77)
Intangible assets 7,747
7,343

404

5.50
Other assets 1,138,648
839,986

298,662

35.56
Total assets 12,168,336
12,611,073

(442,737)

(3.51)
Current
liabilities
1,900,329
2,343,256

(442,927)

(18.90)
Non- current
liabilities
5,188,921
5,198,887

(9,966)

(0.19)
Total liabilities 7,089,250
7,542,143

(452,893)

(6.00)
Capital 3,021,627
3,021,627

0

0.00
Capital reserve 501,353
477,923

23,430

4.90
Retained
earnings
1,416,591
1,386,333

30,258

2.18
Other equities (394,640)
(331,076)

(63,564)

19.20
Treasury stock (267,195)
(267,195)

0

0.00
non-controlling
interest
801,350
781,318

20,032

2.56
Total equity 5,079,086
5,068,930

10,156

0.20
Account for changes in two periods are up to 20% and the amount of changes is up to NT$10 million:
1. Other assets:mainly due to the increase in financial assets at fair value through profit or loss –
current and financial assets at fair value through other comprehensive income - noncurrent non-current
  • 158 -

CHUN YU WORKS & CO., LTD.

II. Financial Performance

The main reasons for major changes in operating income, operating profit and pre-tax net profit in the last two years, the expected sales volume and its basis, the possible impact on the company's future financial business and the response plan :

II. Financial Performance
The main reasons for major changes in operating income, operating
profit and pre-tax net profit in the last two years, the expected sales
volume and its basis, the possible impact on the company's future
financial business and the response plan:
II. Financial Performance
The main reasons for major changes in operating income, operating
profit and pre-tax net profit in the last two years, the expected sales
volume and its basis, the possible impact on the company's future
financial business and the response plan:
II. Financial Performance
The main reasons for major changes in operating income, operating
profit and pre-tax net profit in the last two years, the expected sales
volume and its basis, the possible impact on the company's future
financial business and the response plan:
II. Financial Performance
The main reasons for major changes in operating income, operating
profit and pre-tax net profit in the last two years, the expected sales
volume and its basis, the possible impact on the company's future
financial business and the response plan:
II. Financial Performance
The main reasons for major changes in operating income, operating
profit and pre-tax net profit in the last two years, the expected sales
volume and its basis, the possible impact on the company's future
financial business and the response plan:
Unit:NTD thousand
Year
Item
2023 2022 Amount
Difference
Change
Ratio%
Operating
revenue
8,460,641 11,049,641 (2,589,000) -23.43%
OperatingCost (7,141,577) (9,247,148) 2,105,571 -22.77%
Grossprofit 1,319,064 1,802,493 (483,429) -26.82%
Operating
Expense
(862,776) (938,754) 75,978 -8.09%
Operating
Income
456,288 863,739 (407,451) -47.17%
Non-operating
income and
expenses
63,266 17,462 45,804 262.31%
Income (loss)
before tax
519,554 881,201 (361,647) -41.04%
Income tax
expense
(158,876) (218,085) 59,209 -27.15%
Net income
(loss)
360,678 663,116 (302,438) -45.61%
Profit
attributable to
owners of the
parent
253,625 537,503 (283,878) -52.81%
EPS 0.91 1.93 (1.02) -52.85%
The changes between the 2 periods accounted for 20% and amounted to NT$10,000,000, and the
causal analysis:
1.Operating revenue、Operating costs and Gross profit:The decrease in the current period is mainly due
to the unsatisfactory steel market conditions, the slowdown in revenue, and the decline in operating
income greater than operating costs.
2.Operating income: Same as the description of Operating revenue、Operating costs and Gross profit.
3.Non-operating income and expenses: The increase in net sales,mainly due to increase in gain on
valuation of financial asset.
4.Income(loss)before tax、Net income(loss)、Profit attributable to owners of the parent : Same as the
description of Operatingrevenue、Operatingcosts and Grossprofit.
  • 159 -

CHUN YU WORKS & CO., LTD.

III.Cash flow analysis

(I) Analysis of liquidity in the past two years:

Year
Item
2023 2022 Increase/reduction ratio
Cash flow ratio 73.43% 68.86% 6.64%
Cash flow
adequacy ratio
112.44% 60.15% 86.93%
Cash reinvestment
ratio
11.20% 7.56% 48.15%
Ratio change analysis:
Cash flow adequacy ratio:This ratio is the impact figure for the five years ,and the increase in the ratio is
mainly due to the increase in net cash inflows from operating activities.
2. Cash reinvestment ratio:Mainlydue to the increase in net cash inflows from operatingactivities.

(II) Analysis of cash liquidity in the next year:

Unit:NTD thousand

Unit:NTD thousand Unit:NTD thousand
Beginning cash
balance (1)
Annual net cash
flow from own
business
activities
Annual net cash
outflow
(3)
Cash balance<
(1)+(2)-(3)
Remedyfor cash shortage
Investment
Plans
Investment
Plans
2,552,936 600,000 (600,000) 2,552,936 - -
Analysis of cash flow in the year:
1. Business activities:In 2024, the collection situation and the purchase of raw materials and the payment terms of various
payables have not changed much. It is estimated that the net cash inflow from business activities will be 400,000 thousand.
2. Investment activities:The net cash outflow of 200,000,000 is expected to be paid for the purchase of fixed assets and other
investment activities in 2024.
3. Financing activities:In 2024, it is estimated that the net cash outflow of 400,000,000 will be generated by repaying loans
and issuing cash dividends.
4. Remedial measures and flow analysis of estimated cash insufficiency:Not applicable.

IV. Major capital expenditures during the most recent fiscal year:None

  • V. The company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving reinvestment profitability, and investment plans for the coming year

  • (I) Reinvestment policy in the past year:

    • Product quality improvement, competitiveness enhancement, and projection of future market development are the aims of our reinvestment policy, hoping to expand the scale of operations and increase overall profit.

(II) Major causes of profit or loss and improvement plans, and invest-ment plans in the next year:NA

  • 160 -

CHUN YU WORKS & CO., LTD.

VI. Risk analysis and other important matters:

  • (1)The impact of interest rate, exchange rate, and inflation rate changes on the Company’s revenue, as well as corresponding

1. Interest rate:

The Company evaluates the interest rates offered by banks in borrowing, and assesses the situation of the financial market with caution. The Company also keep close contact with banks for access to preferential interest rate.

2. Exchange rate fluctuation:

The Company has its strategy in operating foreign exchange and strictly control the process for responding to the changes in foreign exchange.

  • 3.Inflation:

The Company pays close attention to the fluctuation of price in market from time to time and maintain positive relation with the suppliers and customers. The Company assesses its financial and business operation carefully to mitigate the impact of inflation on the Company.

  • (2)Policies on high risk, highly leveraged investments, loans to other parties, endorsements, and derivative trading policies, main reasons for profits or losses, and future response measures:

  • Investment under high risks and leverage:The principal investment of the Company is in the steel and iron related industries. The steel and iron industry is a mature industry that entails low risk. In addition, the Company keeps a conservative in operation and sound financial position, and never make high leverage investment.

    1. Lending of Capital:None.

    2. Endorsement:

The Company only endorses and guarantees subsidiaries, Affiliated companies or where all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages. The endorsement is mostly for funding.The endorsement is in accordance with Procedures for Providing Endorsements and Guarantees to other Parties of the Company and granted with the approval of the Board of Directors. 4.Derivative product transactions:None.

  • 161 -

CHUN YU WORKS & CO., LTD.

  • (3) Future Research & Development (R&D) Plans and Expected R&DExpenses:

    1. In 2024, the Company expects ti invest NT$76,987 thousand in research and development.

    2. R&D Plan in the future :

      • (a) Step up the training and development of good people.

      • (b) Upgrade the capacity in the tapping speed of screws.

      • (c) Improve the machine and equipment in service and build up the automation function.

      • (d) Intensify environmental protection to meet the requirements of environmental protection under related laws.

      • (e) Improve the molding tools for high tenacity screws to reduce the loss of materials and molding tools.

      • (f) Research and develop new products in alignment with business and market needs, and prompt for industrial upgrading.

  • (4) Effect on the Company’s financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response: None.

  • (5) Effect on the Company’s financial operations of developments in science and technology (including cyber security risks) as well as industrial change, and measures to be taken in response: None.

  • (6) Effect on the Company’s crisis management of changes in the company’s corporate image, and measures to be taken in response: None.

  • (7) Expected benefits and possible risks associated with any merger and acquisitions, and mitigation measures being or to be taken: None.

  • (8) Expected benefits and possible risks associated with any plant expansion, and mitigation measures being or to be taken: None.

  • (9) Risks associated with any consolidation of sales or purchasing operations, and mitigation measures being or to be taken:

  • (a)Purchases: Although most raw materials are purchased from domestic steel companies, we sign a long-term supply contract with them to maintain steady materials supply. Product sales are adjusted in accordance with the operating conditions of customers, and transactions with customers remain stable.

  • (b)Sales: The fasteners of the Company are mostly for export sale to regions and counties like the USA, the EU, China, and others for diversification of market risk. In addition, the products of the Company also assess the state of operation of the customers and

  • 162 -

CHUN YU WORKS & CO., LTD.

make proper adjustment to product sale for reducing operation risk.

  • (10) Effect upon and risk to the Company in the event a major quantity of shares belonging to a director, or shareholder holding greater than a 10 percent stake in the Company has been transferred or has otherwise changed hands, and mitigation measures being or to be taken: None.

  • (11) Effect upon and risk to company associated with any change in governance personnel or top management, and mitigation measures being or to be taken: None.

  • (12) If there is any litigation or non-litigation, please list the significant litigation, non-litigation or administrative litigation with its judgment already made or pending which is related to the Company or the Company’s Directors, Supervisors, General Manager, actual person in charge, shareholders holding more than 10% of the Company's shares or affiliates. If the result may have a significant impact on the shareholders' equity or the price of the Company’s shares, please disclose the fact of the dispute, the claim amount, the date of commencement of the litigation, the principal litigants and the handling of the situation as of the date of publication of the annual report: None.

  • (13) Other important risks and counter measures : None.

VII. Other important matters : None.

  • 163 -

CHUN YU WORKS & CO., LTD.

==> picture [313 x 626] intentionally omitted <==

  • 164 -

CHUN YU WORKS & CO., LTD.

C C HUN YU WORKS&C HUN YU WORKS&C O., LTD. O., LTD.
Major scope of business Manufacturing and sales
of screws and nuts
Manufacturing and sales
of machinery
Mould making and
trading
Import and export trade
of metal products
Reinvestment and import
and export trade
Manufacturing and sales
of screws and nuts
Professional investment Manufacturing and sales
of machinery
Sales of screws and nuts Professional investment Powder metallurgy
Paid-in Capital 39,600
20,000,000
602,900 150,000 116,679
3,800
1,018,890 33,183 1,979,889
64,482
61,410
2,000
260,993
8,500
8,169
2,000
748,880 100,000
TWD RP TWD TWD TWD USD TWD USD TWD USD TWD USD TWD USD TWD RMB TWD TWD
Address JL.RAWA BALI 1/NO.8 INDUSTRIAL EST
ATE PULOGADUNG JAKARTA, INDONE
SIA
No.50, Tapao St., Kangshan Dist., Kaohsiung
City 820, Taiwan.
No.28, Tapao St., Kangshan Dist., Kaohsiung
City 820, Taiwan.
1037 WALNUT AVENUE POMONA, CA
91766, USA.
PORTCULLIS CHAMBERS, 4TH FLOOR,
ELLEN SKELTON BUILDING, 3076 SIR
FRANCIS DRAKE HIGHWAY, ROAD
TOWN, TORTOL, BRITISH VIRGIN
ISLANDS VG1110
Songmushan Administration Zone, Dalang,
Dongguan City 523795, Guangdong Province,
China.
P.O. Box 438 Road Town Tortola British Vigrin
Island.
No. 6639, Jihe Highway, Bahe Town, Qingpu
District, Shanghia City, China.
No. 5, Mingying Road, Luojing Town, Baoshan
District, Shanghai City, China.
No.100, Tapao St., Kangshan Dist., Kaohsiung
City 820, Taiwan.
No. 269, Jiahua Road, Gangshan Dist.,
Kaohsiung City 820, Taiwan.
Establishment
Date
1972/02/23 1974/06/01 1980/08/22 1993/01/31 1995/07/24 1995/09/10 1998/01/05 1998/05/11 1998/07/24 1998/11/13 2008/01/10
Name of Enterprise PT Moon Lion Industries
Indonesia
Chun Zu Machinery Industry
Co.,Ltd.
Chun Bang Precision Co., Ltd. Chun Yu Works (USA) Lnc. SCHOLAR HOLDINGS LTD. ChunYu (Dong Guan) Metal
Products Co., Ltd.
Bvilaimongcity Development
Limited Company
Shanghai Chun Zu Machinery
Industry Co., Ltd.
Shanghai Tongseng Trading
Co., Ltd.
Chun Yu Investment (Shares)
Company
Chun Yu Bio-Tech Co., Ltd.
  • 165 -

CHUN YU WORKS & CO., LTD.

Reinvestment and import
and export trade
Reinvestment and import
and export trade
Sales of screws and nuts Sales of screws and nuts
30,705 1,000 30,705
1,000
TWD USD TWD USD
VISTRA CORPORATE SERVICES CENTRE,
GROUND FLOOR NPF BUILDING, BEACH
ROAD,APIA,SAMOA.
No. 5, Mingying Road, Luojing Town, Baoshan
District, Shanghai City, China.
2010/03/23 2010/03/23
SUNNY CITY
INTERNATION
AL LTD.
Shanghai Uchee Hardware
Products Co., Ltd.
  • 166 -

CHUN YU WORKS & CO., LTD.

  • 3.Shareholders presumed to have control and subordinate relationship with the same information: N/A.

  • 4.Relationship between the directors, supervisors and general manager of the enterprise:

(As of December 31,2023)

Unit:shares/%

Unit:shares/% Unit:shares/%
Name of Enterprise Job Title Name or Representative Shareholding
Number of
shares
%
Chun Zu Machinery Industry
Co.,Ltd.
Chairperson Chi-Tai, Chen Chun Yu Works &
Co., Ltd.
28,821,939 47.81
Vice President Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
28,821,939 47.81
Director Huei-Jeng, Lin Chun Yu Works &
Co., Ltd.
28,821,939 47.81
Director Shi-He Li Chun Yu Works &
Co.,,Ltd.
28,821,939 47.81
Director Ming-Shen, Sun SPOT Inc 859,377 1.43
Director Chung-Hsien, Li 317,538 0.53
Independent
Directors
Xing-Chao ,Tan - -
Independent
Directors
Zhao-Song ,Lin - -
Independent
Directors
Ya-Hong, Wang - -
President Wu-Jian, Jia - -
Bvilaimongcity Development
Limited Company
Chairperson Chi-Tai, Chen Chun Zu Machinery
Industrial Co., Ltd.
USD 2,000,000 100
Shanghai Chun Zu
Machinery Industry Co., Ltd.
Chairperson Chung-Chun, Wong Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Director Chi-Tai, Chen Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Director Shi-He Li Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Director Shi-He Li Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Director Wu-Jian, Jia Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Director and
CEO
Chan-Fei, Hu Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Supervisor Huei-Jeng, Lin Laiwangcheng
Development Co.,
USD 8,500,000 100
  • 167 -

CHUN YU WORKS & CO., LTD.

Ltd.
Supervisor Ming-Shen, Sun Laiwangcheng
Development Co.,
Ltd.
USD 8,500,000 100
Chun Bang Precision Co.,
Ltd.
Chairperson Chi-Tai, Chen Chun Yu Works &
Co., Ltd.
15,000,000 100
Director Huei-Jeng, Lin Chun Yu Works &
Co., Ltd.
15,000,000 100
Director Chiung-Fen, Wang Chun Yu Works &
Co., Ltd
15,000,000 100
Supervisor Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
15,000,000 100
President Ying-Mei, Ciou - -
PT Moon Lion Industries
Indonesia
Chairperson
and CEO
Lien-Tuei, Lin Chun Yu Works &
Co., Ltd.
14,370,000 71.85
Director Xin-Jie, Cheng Chun Yu Works &
Co.,,Ltd.
14,370,000 71.85
Director Vincent Hartono - -
Chairman of
the Board
Rahman Tamin 960,667 4.80
Director Chen Chi-Ta Chun Yu Works &
Co., Ltd.
14,370,000 71.85
Director Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
14,370,000 71.85
Director Huei-Jeng, Lin Chun Yu Works &
Co., Ltd.
14,370,000 71.85
Director Mintarto Halim 600,000 3
Chun Yu Works (USA) Lnc. Chairperson Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
3,800,000 100
Director Chi-Tai, Chen Chun Yu Works &
Co., Ltd.
3,800,000 100
Director Hsing-Ya ,Chang Chun Yu Works &
Co., Ltd.
3,800,000 100
SCHOLAR HOLDINGS
LTD.
Chairperson Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
33,183,211 100
ChunYu (Dong Guan) Metal
Products Co., Ltd.
Chairperson Chung-Chun, Wong Scholar Holdings Ltd. USD 64,482,000 100
Director Chi-Tai, Chen Scholar Holdings Ltd. USD 64,482,000 100
Director Wu-Jian, Jia Scholar Holdings Ltd. USD 64,482,000 100
Supervisor Chiung-Fen, Wang Scholar Holdings Ltd. USD 64,482,000 100
Chun Yu Investment
(Shares) Company
Chairperson Chi-Tai, Chen Chun Yu Works &
Co., Ltd.
74,888,032 100
Director Huei-Jeng, Lin Chun Yu Works &
Co., Ltd.
74,888,032 100
Director Chiung-Fen, Wang Chun Yu Works &
Co., Ltd.
74,888,032 100
Supervisor Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
74,888,032 100
Chun Yu Bio-Tech Co.,
Ltd.
Chairperson Chi-Tai, Chen Chun Yu Works &
Co., Ltd.
10,000,000 100
Director Huei-Jeng, Lin Chun Yu Works & 10,000,000 100
  • 168 -

CHUN YU WORKS & CO., LTD.

Co., Ltd.
Director Chiung-Fen, Wang Chun Yu Works &
Co., Ltd.
10,000,000 100
Supervisor Chung-Chun, Wong Chun Yu Works &
Co., Ltd.
10,000,000 100
President Ting-Yuen, Cheng - -
SUNNY CITY
INTERNATION
AL LTD.
Chairperson Chung-Chun, Wong Chun Yu Works &
Co.,Ltd.
USD 1,000,000 100
Shanghai Uchee
Hardware Products Co.,
Ltd
Chairperson Chung-Chun, Wong Sunny City
International Limited.
USD 1,000,000 100
Director Chi-Tai, Chen Sunny City
International Limited.
USD 1,000,000 100
Director Huei-Jeng, Lin Sunny City
International Limited.
USD 1,000,000 100
Supervisor Chiung-Fen, Wang Sunny City
International Limited.
USD 1,000,000 100
Shanghai Tongsheng
Trading Co., Ltd
Chairperson Chung-Chun, Wong Shanghai Uchee
Hardware Products
Co., Ltd.
RMB 2,000,000 100
Supervisor Chiung-Fen, Wang Shanghai Uchee
Hardware Products
Co., Ltd.
RMB 2,000,000 100
  • 169 -

CHUN YU WORKS & CO., LTD.

December 31,2023
Unit: NT$ thousand
EPS 12.26 1.23 0.38 12.40 (0.29) (0.15) 26.83 6.08 0.04 0.72 (1.43) 28.70 4.20
Current
profit/loss
245,288 74,265 5,640 47,137 (9,523) (9,404) 53,665 51,699 86 53,940 (14,334) 28,702 28,762
Operating
Income
330,297 2,911 5,139 64,776 (127) 2,473 (88) 54,047 (444) (103) (19,968) (89) 35,935
Operating
revenue
1,710,738 472,543 137,310 510,234 0 1,331,734 0 744,123 0 0 93,096 0 760,498
Net Worth 1,011,932 1,063,743 191,148 411,850 995,470 1,022,525 525,010 511,817 (3,818) 731,692 108,888 252,386 250,195
Total
liabilities
318,636 517,120 65,750 85,139 27,592 228,692 0 420,539 34,624 27 79,257 0 114,772
Total assets 1,330,568 1,580,863 256,898 496,989 1,023,062 1,251,217 525,010 932,356 30,806 731,719 188,145 252,386 364,967
Authorized
Capital
39,600 602,900 150,000 116,679 1,018,890 1,979,889 61,410 260,993 8,169 748,880 100,000 30,705 30,705
Name of Enterprise PT Moon Lion Industries
Indonesia
Chun Zu Machinery Industry
Co.,Ltd.
Chun Bang Precision Co., Ltd. Chun Yu Works (USA) Lnc. SCHOLAR HOLDINGS LTD. ChunYu (Dong Guan) Metal
Products Co., Ltd.
Bvilaimongcity Development
Limited Company
Shanghai Chun Zu Machinery
Industry Co., Ltd.
Shanghai Tongsheng Trading
Co., Ltd
Chun Yu Investment (Shares)
Company
Chun Yu Bio-Tech Co., Ltd. SUNNY CITY INTERNATION
AL LTD.
Shanghai Uchee Hardware
Products Co., Ltd
  • 170 -
CHUN YU WOR
(II) Consolidated financial statements of related companies: A statement of consolidated financial statements of related
companies has been issued, stating that the company that prepares the consolidated financial statements of related
companies and the company that prepares the consolidated financial statements of parent and subsidiary companies are
the same, and that it will no longer prepare separate consolidated financial statements of related companies.
(III)Relational Report: NA
II. Transaction about the company’s private placement of securities during the most recent fiscal year or during the current
fiscal year up to the date of publication of the annual report: None.
III. Holding or disposal of shares in the company by the company's subsidiaries during the most recent fiscal year or during the
current fiscal year up to the date of publication of the annual repor
Stocks of this Company held and disposed of by subsidiaries in the previous fiscal year
and by the date of annual report publication
April 30, 2024
Unit: NT$ thousand; shares
KS&CO., LTD.
Amount of
loan for
e

subsidiari
s
NA Note: no significant influence on the Company’s financial performance and financial status.
Amount of
endorsement/
guarantee for
subsidiaries
NA
and by
the date
of annual
report
publicatio
n
NA

Pledge
creation in
the
previous
fiscal year
23,430,172
shares
565,839
thousand
Investment profit/loss -
Number of
shares and
amount
Disposed
acquired
-
Number of
shares and
amount
acquired
23,430,172
shares
267,195
thousand
(1) Acquisition
or

(2) Disposition
date
(1)88.05〜96.10
(2)110.07
Sharehold
ing
Of this
Company

100.00%


Fund
sources
Shareholder
investment
Paid-in
Capital
748,880
Subsidiary
Name
Chun Yu
Investment
(Shares)
Company
  • 171 -

CHUN YU WORKS & CO., LTD.

  • 172 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD.

Declaration of Consolidated Financial Statements of Affiliated Enterprises

For the year ended December 31, 2023, pursuant to Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises, the entities that are required to be included in the consolidated financial statements of affiliates, are the same as the entities required to be included in the consolidated financial statements under International Financial Reporting Standard No. 10. Also, if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare consolidated financial statements of affiliates.

Hereby declare,

Chun Yu Works & Co., Ltd.

March 7, 2024

  • 173 -

CHUN YU WORKS & CO., LTD.

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Chun Yu Works & Co., Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of Chun Yu Works & Co., Ltd. and subsidiaries (the “Group”) as of December 31, 2023 and 2022, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

  • 174 -

CHUN YU WORKS & CO., LTD.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2023 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2023 consolidated financial statements are stated as follows:

Cut-off of revenue from export sales

Description

Refer to Note 4(29) for accounting policy on revenue recognition and Note 6(20) for details of operating revenue.

The Group derives its revenues from the sales of screws, nuts, wire rods and fastener forming machines, etc., and revenues from export sales account for a high percentage of total revenue. Export sales are recognized as revenues when control of the goods has been transferred according to the terms specified in the contracts. The revenue recognition requires that the products are delivered to the customer, the customer has full discretion over the products, and there is no unfulfilled obligation that could affect the customer’s acceptance over the products, but delivery time may vary for each sales transaction. The determination as to when products are transferred to customers involves manual process and judgement. Given that there is a risk of material misstatement from improper revenue recognition for transactions that occur near the balance sheet date and the transaction amounts are usually material to the financial statements, we considered the cut-off of revenue from export sales a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained an understanding and assessed the accounting policies of revenue recognition on export sales.

  2. 175 -

CHUN YU WORKS & CO., LTD.

  1. Obtained an understanding and assessed the internal controls over revenue recognition on export sales, and tested the effectiveness of internal controls including the delivery process and the timing of revenue recognition.

  2. Performed cut-off tests on export sales transactions that took place during a certain period before and after the balance sheet date to ascertain whether sales revenues were recognized when control of goods has been transferred to the customer and revenues were recorded in the proper period.

Valuation of inventories

Description

Refer to Note 4(10) for accounting policy on inventory valuation, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to inventory valuation, and Note 6(4) for details of inventories. As of December 31, 2023, the inventories and allowance for inventory valuation losses amounted to NT$3,544,040 thousand and NT$188,458 thousand, respectively.

The Group is primarily engaged in the manufacture and sales of screws, nuts, wire rods and fastener forming machines, etc. Due to the market demand, technology innovation and other factors, there is a risk of inventories losing value or becoming obsolete. The inventories are measured at the lower of cost and net realisable value. For inventory over a certain age and individually identified as obsolete or slow-moving, the net realisable values are determined by management based on periodic inventory clearance information. Given that the net realisable value used when assessing the inventories individually identified as obsolete or slow-moving involves subjective judgement, we considered the valuation of inventories a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Assessed the reasonableness of policies and procedures in relation to the provision of allowance for inventory valuation losses based on the accounting principles and our understanding of the nature of the business and the industry.

  2. Obtained an understanding of the warehouse management processes, reviewed the annual physical inventory count plan and participated in the annual inventory count in order to evaluate the effectiveness of procedures used by the management to identify

  3. 176 -

CHUN YU WORKS & CO., LTD.

and control obsolete inventories.

  1. Verified the appropriateness of net realisable value used in inventory valuation and the logic used in the inventory aging report to ascertain the adequacy of allowance for inventory valuation losses.

Other matter – Reference to the reports of other auditors

We did not audit the financial statements of consolidated subsidiaries, Chun Yu Works (USA) Inc. and Pt Moon Lion Industries Indonesia, which were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in respect of these subsidiaries, is based solely on the reports of the other auditors. Total assets of these subsidiaries amounted to NT$1,827,557 thousand and NT$1,777,370 thousand, constituting 15% and 14% of the consolidated total assets as of December 31, 2023 and 2022, respectively, and the operating revenue amounted to NT$2,220,972 thousand and NT$2,190,541 thousand, constituting 26% and 20% of the consolidated total operating revenue for the years then ended, respectively.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion with an other matter paragraph on the parent company only financial statements of Chun Yu Works & Co., Ltd. as of and for the years ended December 31, 2023 and 2022.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

  • 177 -

CHUN YU WORKS & CO., LTD.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.

Auditors’ responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of

  4. 178 -

CHUN YU WORKS & CO., LTD.

accounting estimates and related disclosures made by management.

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

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

  3. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

  • 179 -

CHUN YU WORKS & CO., LTD.

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

Tien, Chung-Yu

Independent Accountants

Hsu, Huei-Yu

PricewaterhouseCoopers, Taiwan Republic of China March 7, 2024


The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

  • 180 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(1)
6(3) and 7
6(3) and 7
7
6(27)
5(2), 6(4)(6) and 8
6(1) and 8
6(2)
6(5)
6(1)
6(6)(10), 7 and 8
6(7) and 8
6(8)
6(27)
6(6)(8)
6(9)
December 31, 2023
AMOUNT
%
$
2,552,936
21
3,177
-
298,027
2
324,961
3
1,496,591
12
20,269
-
1,164
-
3,355,582
28
80,928
1
8,967
-
8,142,602
67
127,050
1
681,311
6
-
-
2,879,339
24
123,068
1
7,747
-
168,233
1
11,959
-
24,763
-
-
-
2,264
-
4,025,734
33
$
12,168,336
100
December 31, 2022 December 31, 2022
AMOUNT
$
2,552,936
3,177
298,027
324,961
1,496,591
20,269
1,164
3,355,582
80,928
8,967
8,142,602
127,050
681,311
-
2,879,339
123,068
7,747
168,233
11,959
24,763
-
2,264
4,025,734
$
12,168,336
AMOUNT
$
2,436,550
50,411
-
420,299
1,665,188
6,889
2,623
3,997,588
116,626
11,775
8,707,949
-
439,249
44,100
3,055,795
137,409
7,343
164,086
23,088
21,957
3,317
6,780
3,903,124
$
12,611,073
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss - current
1136
Financial assets at amortised cost -
current
1150
Notes receivable, net
1170
Accounts receivable, net
1200
Other receivables
1220
Current income tax assets
130X
Inventories
1410
Prepayments
1476
Other current financial assets
11XX
Total current assets
Non-current assets
1510
Financial assets at fair value through
profit or loss - non-current
1517
Financial assets at fair value through
other comprehensive income - non-
current
1535
Financial assets at amortised cost -
non-current
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1915
Prepayments for equipment
1920
Guarantee deposits paid
1930
Long-term notes and accounts
receivable
1990
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
19
1
-
3
13
-
-
32
1
-
69
-
4
1
24
1
-
1
-
-
-
-
31
100

(Continued)

  • 181 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December 31, 2023
December 31, 2022
Notes
AMOUNT
%
AMOUNT
%
6(11) and 8
$
478,186
4
$
780,846
6
6(20) and 7
481,924
4
470,653
4
438
-
388
-
7
494,133
4
558,651
5
7
378,577
3
440,435
4
6(27)
40,973
-
45,169
-
6(13)
6,401
-
6,265
-
6(7)
13,114
-
24,728
-
6(14) and 8
6,583
-
16,121
-
1,900,329
15
2,343,256
19
6(12) and 8
4,578,558
38
4,563,605
36
6(14) and 8
23,123
-
22,915
-
6(27)
457,693
4
467,513
4
6(7)
30,310
-
27,534
-
6(15)
98,780
1
116,863
1
457
-
457
-
5,188,921
43
5,198,887
41
7,089,250
58
7,542,143
60
6(16)
3,021,627
25
3,021,627
24
6(12)(16)(17)
501,353
4
477,923
4
6(5)(16)(18)
336,485
3
302,397
2
430,610
4
430,610
3
649,496
5
653,326
5
6(5)(19)
(
394,640) (
4) (
331,076) (
2 )
6(16)
(
267,195) (
2) (
267,195) (
2 )
4,277,736
35
4,287,612
34
4(3)
801,350
7
781,318
6
5,079,086
42
5,068,930
40
9
11
$
12,168,336
100
$
12,611,073
100
Current liabilities
2100
Short-term borrowings
2130
Current contract liabilities
2150
Notes payable
2170
Accounts payable
2200
Other payables
2230
Current income tax liabilities
2250
Provisions for liabilities - current
2280
Current lease liabilities
2320
Long-term liabilities, current portion
21XX
Total current liabilities
Non-current liabilities
2530
Bonds payable
2540
Long-term borrowings
2570
Deferred income tax liabilities
2580
Non-current lease liabilities
2640
Net defined benefit liabilities - non-
current
2645
Guarantee deposits received
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity attributable to owners of
parent
Share capital
3110
Common stock
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
3400
Other equity interest
3500
Treasury stocks
31XX
Equity attributable to owners of
the parent
36XX
Non-controlling interest
3XXX
Total equity
Significant Contingent Liabilities and
Unrecognized Contract Commitments
Significant Events after the Balance
Sheet Date
3X2X
Total liabilities and equity

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

  • 182 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

Items Year ended December 31
2023
2022
Notes
AMOUNT
%
AMOUNT
%
6(20) and 7
$
8,460,641
100
$
11,049,641
100
6(4)(7)(8)(15)(25
)(26) and 7
(
7,141,577) (
85) (
9,247,148) (
84)
1,319,064
15
1,802,493
16
6(7)(8)(15)(25)(2
6), 7 and 12
(
289,537) (
3) (
357,854) (
3)
(
506,152) (
6) (
516,002) (
5)
(
62,903) (
1) (
66,419)
-
(
4,184)
-
1,521
-
(
862,776) (
10) (
938,754) (
8)
456,288
5
863,739
8
6(3)(21)
36,475
1
15,975
-
6(2)(5)(22) and 7
32,300
-
42,635
-
6(2)(7)(23) and
12
115,955
1
80,383
1
6(7)(24)
(
121,464) (
1) (
121,531) (
1)
63,266
1
17,462
-
519,554
6
881,201
8
6(27)
(
158,876) (
2) (
218,085) (
2)
$
360,678
4
$
663,116
6
4000
Operating revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit (losses) gains
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year

(Continued)

  • 183 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

Items Year ended December 31
2023
2022
Notes
AMOUNT
%
AMOUNT
%
6(15)
$
6,755
-
$
42,634
-
6(5)(19)
38,056
- (
89,882) (
1)
6(27)
(
1,279)
- (
8,476)
-
(
35,166)
-
58,903
1
6(27)
2,165
- (
2,846)
-
$
10,531
-
$
333
-
$
371,209
4
$
663,449
6
$
253,625
3
$
537,503
5
107,053
1
125,613
1
$
360,678
4
$
663,116
6
$
268,857
3
$
527,170
5
102,352
1
136,279
1
$
371,209
4
$
663,449
6
6(28)
$
0.91
$
1.93
$
0.82
$
1.81
Other comprehensive income
(loss)
Components of other
comprehensive income (loss) that
will not be reclassified to profit
or loss
8311
Actuarial gains on defined
benefit plans
8316
Unrealised gain (loss) on
valuation of investments in
equity instruments measured at
fair value through other
comprehensive income
8349
Income tax related to
components of other
comprehensive loss that will not
be reclassified to profit or loss
Components of other
comprehensive income (loss) that
will be reclassified to profit or
loss
8361
Financial statements translation
differences of foreign operations
8399
Aggregated income tax relating
to components of other
comprehensive income (loss)
8300
Total other comprehensive
income for the year
8500
Total comprehensive income for
the year
Profit attributable to:
8610
Owners of the parent
8620
Non-controlling interest
Comprehensive income attributable
to:
8710
Owners of the parent
8720
Non-controlling interest
Earnings per share (in dollars)
9750
Basic
9850
Diluted

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

  • 184 -

CHUN YU WORKS & CO., LTD.

Total equity ��������� ������� ��� ������� �������� �������� ������� ������ ������� ��������� ��������� ������� ������ ������� �������� ������ ������� ���������
Non-controlling interest
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CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (Expressed in thousands of New Taiwan dollars) Equity attributable to owners of the parent Retained Earnings
Other Equity Interest
Unrealised losses from financial assets Financial statements
measured at fair
translation
value through other
Unappropriated
differences of foreign
comprehensive
Legal reserve
Special reserve
retained earnings
operations
income

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Notes For the year ended December 31, 2022 Balance at January 1, 2022 Profit for the year Other comprehensive income (loss) for the year 6(5)(19) Total comprehensive income (loss) Distribution of second half of 2021 net income: Legal reserve Cash dividends
6(18)
Stock dividends
6(16)(18)
Distribution of first half of 2022 net income: Legal reserve Cash dividends
6(18)
Disposal of financial assets at fair value through
6(5)(19)
other comprehensive income Issuance of convertible bonds
6(12)(17)
The Company's dividends received by
6(16)(17)
subsidiaries Decrease in non-controlling interest Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year 6(5)(19) Total comprehensive income (loss) Distribution of second half of 2022 net income: Legal reserve Cash dividends
6(18)
Disposal of financial assets at fair value through
6(5)(19)
other comprehensive income The Company's dividends received by
6(16)(17)
subsidiaries Decrease in non-controlling interest Balance at December 31, 2023
  • 185 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Net (gains) losses on financial assets at fair
value through profit or loss
Expected credit losses (gains)

(Reversal of allowance) provision for inventory
market price decline

Depreciation

(Gains) losses on disposal of property, plant and
equipment

Losses from lease modification

Amortization

Interest income

Dividend income

Interest expense

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or
loss - current
Notes receivable
Accounts receivable
Other receivables
Inventories
Prepayments
Long-term notes and accounts receivable
Changes in operating liabilities
Current contract liabilities
Notes payable
Accounts payable
Other payables
Provisions for liabilities - current
Net defined benefit liabilities - non-current
Cash inflow generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows from operating activities
Year ended December 31
Notes
2023
2022
$
519,554
$
881,201
(
92,665 )
18,258
12
4,184
(
1,521 )
6(4)
(
771 )
42,381
6(6)(7)(25)
291,916
281,744
6(23)
(
587 )
2,045
6(7)(23)
-
182
6(8)(25)
3,470
3,784
6(21)
(
36,475 ) (
15,975 )
6(22)
(
7,688 ) (
17,827 )
6(24)
121,464
121,531
48,849
(
13,816 )
95,453
1,338
165,936
629,766
(
13,380 )
23,562
626,782
418,843
35,698
51,555
3,317
11,905
11,271
63,310
50
(
2,899 )
(
64,518 ) (
471,586 )
(
70,206 ) (
126,161 )
136
(
2,010 )
(
11,328 ) (
10,728 )
1,630,462
1,888,882
36,475
15,975
7,688
17,827
(
104,463 ) (
109,360 )
(
174,694 ) (
199,723 )
1,395,468
1,613,601

(Continued)

  • 186 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Increase in financial assets at amortized cost -
current
Acquisition of financial assets at fair value through
income - non-current
Decrease (increase) in other current financial assets
Acquisition of financial assets at fair value through
other comprehensive income - non-current
Proceeds from disposal of financial assets at fair
value through other comprehensive income

Decrease in financial assets at amortized cost - non-
current
Cash paid for acquisition of property, plant and
equipment

Proceeds from disposal of property, plant and
equipment
Acquisition of intangible assets

Increase in prepayments for equipment
Increase in guarantee deposits paid
Decrease in other non-current financial assets
Decrease in other non-current assets
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings

Payments of lease liabilities

Increase in convertible bonds

Increase in long-term borrowings

Decrease in long-term borrowings

Payments of cash dividends

Cash dividends paid to non-controlling interest
Net cash flows used in financing activities
Effect of foreign exchange rate changes on cash and
cash equivalents
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year
Year ended December 31
Notes
2023
2022
($
298,027 ) $
-
(
36,000 )
-
2,808 (
10,349 )
(
290,398 ) (
1,059 )
6(5)
86,392
100,773
44,100
42,815
6(29)
(
54,153 ) (
181,852 )
1,393
3,899
6(8)
(
3,911 ) (
2,926 )
(
2,607 ) (
25,651 )
(
2,806 ) (
3,374 )
-
7,361
4,516
1,807
(
548,693 ) (
68,556 )
6(30)
(
302,660 ) (
861,525 )
6(30)
(
26,829 ) (
25,026 )
6(30)
-
1,775,874
6(30)
8,500
27,207
6(30)
(
17,830 ) (
612,997 )
6(29)
(
278,733 ) (
404,825 )
(
82,320 ) (
79,395 )
(
699,872 ) (
180,687 )
(
30,517 )
45,955
116,386
1,410,313
6(1)
2,436,550
1,026,237
6(1)
$
2,552,936
$
2,436,550

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

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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. History and Organization

  • (1) Chun Yu Works & Co., Ltd. (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) and other related regulations in March 1965. The Company is primarily engaged in the manufacture and heat treatment of screws, nuts and polished steel bars as well as design of pollution prevention equipment and undertaking related services. The information on main business activities of the Company’s subsidiaries is provided in Note 4(3).

  • (2) The Company’s shares have been listed on the Taiwan Stock Exchange since October 1991.

  • The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation

  • These consolidated financial statements were authorised for issuance by the Board of Directors on March 7, 2024.

3. Application of New Standards, Amendments and Interpretations

  • (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC and became effective from 2023 are as follows:

2023 are as follows:
New Standards,Interpretations andAmendments Effective date by
International Accounting
Standards Board
("IASB")
Amendments to IAS 1, ‘Disclosure of accounting policies’
Amendments to IAS 8, ‘Definition of accounting estimates’
Amendments to IAS 12, ‘Deferred tax related to assets and liabilities
arising from a single transaction’
Amendments to IAS 12, ‘International tax reform - pillar two model rules’
January 1, 2023
January 1, 2023
January 1, 2023
May 23, 2023

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

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CHUN YU WORKS & CO., LTD.

(2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but

not yet adopted by the Group

New standards, interpretations and amendments endorsed by the FSC and will become effective from 2024 are as follows:

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

Effective date by
New Standards, Interpretations and Amendments IASB
----- End of picture text -----

New Standards, Interpretations and Amendments Effective date by
IASB
Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ January 1, 2024
Amendments to IAS 1, ‘Classification of liabilities as January 1, 2024
current or non-current’
Amendments to IAS 1, ‘Non-current liabilities with covenants’ January 1, 2024
Amendments to IAS 7 and IFRS 7, ‘Supplier finance arrangements’ January 1, 2024

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

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

New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:

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

Effective date by
New Standards, Interpretations and Amendments IASB
----- End of picture text -----

New Standards, Interpretations and Amendments Effective date by
IASB
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets To be determined by
between an investor and its associate or joint venture’ IASB
IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendments to IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – January 1, 2023
comparative information’
Amendments to IAS 21, ‘Lack of exchangeability’ January 1, 2025

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

4. Summary of Material Accounting Policies

The principal accounting policies applied in the preparation of these consolidated financial statements

are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(1) Compliance statement

The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports 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

A. Except for the following items, the consolidated financial statements have been prepared under

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CHUN YU WORKS & CO., LTD.

the historical cost convention:

  - (a) Financial assets at fair value through profit or loss.

  - (b) Financial assets at fair value through other comprehensive income.

  - (c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
  • B. The preparation of consolidated financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5, ‘Critical accounting judgements, estimates and key sources of assumption uncertainty’.

  • (3) Basis of consolidation

  • A. Basis for preparation of consolidated financial statements:

    • (a) All subsidiaries are included in the Group’s 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. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

    • (b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

    • (c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.

    • (d) 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 recognised directly in equity.

    • (e) When the Group loses control of a subsidiary, the Group remeasures 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 recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as 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

  • 190 -

CHUN YU WORKS & CO., LTD.

losses previously recognised 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.

B. Subsidiaries included in the consolidated financial statements:

Name of investor Name of subsidiary Main business
activities
Ownership (%) Ownership (%) Description
December 31,
2023
December 31,
2022
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Chun Yu Works &
Co., Ltd.
Scholar Holdings
Ltd.
Sunny City
International
Limited
Shanghai Uchee
Hardware
Products Ltd.
Chun Zu Machinery
Industry Co., Ltd.
Lion City
Management Ltd.
Chun Bang
Precision Co., Ltd.
Chun Yu
Works (USA) Inc.
Chun Yu Investment
Co., Ltd.
Chun Yu Bio-tech
Corp.
SCHOLAR HOLDINGS
Ltd.
SUNNY CITY
INTERNATIONAL
LIMITED
Pt Moon Lion
Industries Indonesia
Chun Zu Machinery
Industry Co., Ltd.
Chun Yu (Dongguan)
Metal Products
Co., Ltd.
Shanghai Uchee
Hardware Products
Ltd.
Chunyu Group
Shanghai Tongsheng
Trade Co., Ltd.
Lion City
Management Ltd.
Shanghai Chun Zu
Machinery
Industry Ltd.
Manufacture and
sales of moulds
Import and export
of hardware
products
Professional
investment
Powder
metallurgy
Reinvestment and
import and
export sales
Reinvestment and
import and
export sales
Manufacture and
sales of screws
and nuts
Manufacture and
sales of
machinery
Manufacture and
sales of screws
and nuts
Sales of screws
and nuts
Sales of screws
and nuts
Professional
investment
Manufacture
and sales of
machinery
100.00
100.00
100.00
100.00
100.00
100.00
71.85
47.82
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
71.85
47.82
100.00
100.00
100.00
100.00
100.00







(Note 1)
(Note 2)



(Note 2)
(Note 2)

(Note 1) It represents the consolidated ownership held by the Group.

  • 191 -

CHUN YU WORKS & CO., LTD.

  • (Note 2) A representative appointed by the Company was elected as the chairman of the investee, and the general manager of the investee had to report to the Board of Directors of the Company. Thus, the Company had substantial control over the investee and its subsidiaries.

  • C. Subsidiaries not included in the consolidated financial statements: None.

  • D. Adjustments for subsidiaries with different balance sheet dates: None.

  • E. Significant restrictions: None.

  • F. Subsidiaries that have non-controlling interests that are material to the Group:

  • As of December 31, 2023 and 2022, the non-controlling interest amounted to $801,350 and $781,318, respectively. The information on non-controlling interest and respective subsidiary is as follows:

as follows:
Name of
subsidiary
Principal place
ofbusiness
Taiwan
Amount
Ownership (%)
Amount
Ownership (%)
516,491
$ 52.18%
529,806
$ 52.18%
December31,2023
December31,2022
Non-controllinginterest
Amount
516,491
$
Chun Zu
Machinery
Industry Co., Ltd.
52.18%

Summarised financial information of the subsidiary:

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

Consolidated balance sheet Chun Zu Machinery Industry Co., Ltd. and subsidiaries
December 31, 2023 December 31, 2022
Current assets $ 1,473,476 $ 1,408,949
Non-current assets 489,339 575,844
Current liabilities ( 759,523) ( 742,551)
Non-current liabilities ( 139,549) ( 154,418)
Total net assets $ 1,063,743 $ 1,087,824
For the years ended December 31,
Consolidated statement of comprehensive income 2023 2022
Revenue $ 1,172,342 $ 1,270,675
Profit for the year $ 74,265 $ 110,989
Other comprehensive (loss) income ( 7,911) 17,142
Total comprehensive income $ 66,354 $ 128,131
Comprehensive income attributable to
non-controlling interest $ 33,874 $ 66,154
Dividends paid to non-controlling interest $ 47,189 $ 34,605
----- End of picture text -----

  • 192 -

CHUN YU WORKS & CO., LTD.

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

For the years ended December 31,
Consolidated statements of cash flows 2023 2022
Net cash provided by operating activities $ 300,512 $ 44,226
Net cash (used in) provided by investing activities ( 41,534) 10,589
Net cash used in financing activities ( 100,079) ( 147,890)
Effect of exchange rate changes on cash and
cash equivalents ( 6,975) 10,132
Increase (decrease) in cash and cash equivalents 151,924 ( 82,943)
Cash and cash equivalents, beginning of year 214,542 297,485
Cash and cash equivalents, end of year $ 366,466 $ 214,542
----- End of picture text -----

(4) Foreign currency translation

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 and the Group’s presentation currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

  • (c) Non-monetary assets and liabilities denominated in foreign currencies 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 recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies 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 recognised in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • (d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.

  • B. Translation of foreign operations

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

  • 193 -

CHUN YU WORKS & CO., LTD.

     - i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

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

     - iii. All resulting exchange differences are recognised in other comprehensive income.

  - (b) 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. In addition, even when the Group retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
  • (5) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

    • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

    • (b) Assets held mainly for trading purposes;

    • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

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

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

    • (a) Liabilities that are expected to be settled within the normal operating cycle;

    • (b) Liabilities arising mainly from trading activities;

    • (c) Liabilities that are to be settled within twelve months from the balance sheet date;

    • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve 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.

(6) Cash equivalents

  • A. 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.

  • B. Time deposits and short-term notes and bills that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

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

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

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CHUN YU WORKS & CO., LTD.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Group measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

  • D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

  • (8) Financial assets at amortised cost

  • A. Financial assets at amortised cost are those that meet all of the following criteria:

  • (a) The objective of the Group’s business model is achieved by collecting contractual cash flows.

  • (b) The assets’ contractual cash flows represent solely payments of principal and interest.

  • B. The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.

  • (9) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The Group initially measures accounts and notes receivable at fair value and subsequently recognises the amortised interest income over the period of circulation using the effective interest method and the impairment loss. A gain or loss is recognised in profit or loss.

  • (10) Inventories

  • Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.

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

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value: The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the

  • 195 -

CHUN YU WORKS & CO., LTD.

derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

(12) Impairment of financial assets

For debt instruments measured at fair value through other comprehensive income and financial assets at amortised cost, at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.

(13) Derecognition of financial assets

The Group derecognises a financial asset when one of the following conditions is met:

  • A. The contractual rights to receive the cash flows from the financial asset expire.

  • B. The contractual rights to receive cash flows of the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.

  • C. The contractual rights to receive cash flows of the financial asset have been transferred; however, the Group has not retained control of the financial asset.

(14) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate 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 derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. 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.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and 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 the change. The estimated useful lives of property, plant and equipment are as follows:

  • 196 -

CHUN YU WORKS & CO., LTD.

==> picture [452 x 14] intentionally omitted <==

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

Assets Useful lives
----- End of picture text -----

Assets Useful lives
Buildings:
Main building of plant (including accessory equipments) 3 ~ 51 years
Others (including accessory equipments) 3 ~ 36 years
Machinery and equipment 2 ~ 23 years
Utilities equipment 3 ~ 20 years
Transportation equipment 2 ~ 9 years
Office equipment 2 ~ 13 years
Other equipment 2 ~ 20 years

(15) Leasing arrangements (lessee) - right-of-use assets / lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:

  • (a) Fixed payments, less any lease incentives receivable; and

  • (b) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;

  • (b) Any lease payments made at or before the commencement date; and

  • (c) Any initial direct costs incurred by the lessee.

The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

  • D. For lease modifications that decrease the scope of the lease, the lessee shall decrease the carrying amount of the right-of-use asset and remeasure the lease liability to reflect the partial or full termination of the lease, and recognise the difference in profit or loss.

(16) Intangible assets

Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 3 to 10 years.

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(17) Impairment of non-financial assets

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 recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

  • (18) Borrowings

  • A. Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

  • B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

(19) Notes and accounts payable

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

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

(20) Bonds payable

  • Ordinary corporate bonds issued by the Group are initially recognised at fair value less transaction costs. Any difference between the proceeds (net of transaction costs) and the redemption value is presented as an addition to or deduction from bonds payable, which is amortised to profit or loss over the period of bond circulation using the effective interest method as an adjustment to ‘finance costs’.

(21) Convertible bonds payable

  • Convertible bonds issued by the Group contain conversion options (that is, the bondholders have the right to convert the bonds into the Group’s common shares by exchanging a fixed amount of cash for a fixed number of common shares), call options and put options. The Group classifies the bonds payable upon issuance as a financial asset, a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:

  • A. The embedded call options and put options are recognised initially at net fair value as ‘financial

  • assets or financial liabilities at fair value through profit or loss’. They are subsequently

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remeasured and stated at fair value on each balance sheet date; the gain or loss is recognised as ‘gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.

  • B. The host contracts of bonds are initially recognised at fair value. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable and subsequently is amortised in profit or loss as an adjustment to ‘finance costs’ over the period of circulation using the effective interest method.

  • C. The embedded conversion options which meet the definition of an equity instrument are initially recognised in ‘capital surplus-share options’ at the residual amount of total issue price less the amount of financial assets or financial liabilities at fair value through profit or loss and bonds payable das stated above. Conversion options are not subsequently remeasured.

  • D. Any transaction costs directly attributable to the issuance are allocated to each liability or equity component in proportion to the initial carrying amount of each abovementioned item.

  • E. When bondholders exercise conversion options, the liability component of the bonds (including bonds payable and ‘financial assets or financial liabilities at fair value through profit or loss’) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total book value of the abovementioned liability component and ‘capital surplus-share options’.

(22) Derecognition of financial liabilities

A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.

(23) Offsetting financial instruments

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

  • (24) Provisions

  • Provisions (the estimated warranties) are recognised when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognised as interest expense. Provisions are not recognised for future operating losses.

(25) Employee benefits

  • A. Short-term employee benefits

  • Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as

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expense in that period when the employees render service.

  • B. Pensions

  • (a) Defined contribution plans

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

  - (b) Defined benefit plans

     - i. 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 recognised 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 highquality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.

     - ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
  • C. Termination benefits

    • Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Group recognises expense when it can no longer withdraw an offer of termination benefits or when it recognises related restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after the balance sheet date shall be discounted to their present value.
  • D. Employees’ compensation and directors’ remuneration

    • Employees’ compensation and directors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
  • (26) Income tax

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or

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items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings of the Company and its domestic subsidiaries and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred tax is recognised, 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 balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss and does not give to equal taxable and deductible temporary differences. Deferred tax is provided on temporary differences arising on investments in subsidiaries, 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 tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred 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 realise the asset and settle the liability simultaneously.

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(27) Share capital

  • A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

(28) Dividends

Cash dividends are recorded as liabilities in the Company’s financial statements in the period in which they are resolved by the Company’s the Board of Directors. Stock dividends are recorded as stock dividends to be distributed after they are approved by the Company’s shareholders and are reclassified to ordinary shares on the effective date of new shares issuance.

(29) Revenue recognition

Sales of goods

  • A. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.

  • B. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated output tax as well as sales returns and allowances, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. The credit terms for general sales are 2 months, for machinery equipment sales are based on the terms specified in the contracts, some of which are sold on installment over a period of 1 ~ 3 years, and for spare parts sales are 3 ~ 4 months.

  • C. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

(30) Government grants

Government grants are recognised at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Group recognises expenses for the related costs for which the grants are intended to compensate.

(31) Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Group’s chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments.

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5. Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty

The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and 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; and the related information is addressed below:

(1) Critical judgements in applying the Group’s accounting policies

  • None.

(2) Critical accounting estimates and assumptions

  • Valuation of inventories

  • A. As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Due to the market demand and technology innovation, the Group evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Such valuation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the valuation.

  • B. As of December 31, 2023, the carrying amount of inventories was $3,355,582.

6. Details Of Significant Accounts

(1) Cash and cash equivalents

tails Of Significant Accounts
Cash and cash equivalents
Cash:
Cash on hand
Checking accounts
Demand deposits
Cash equivalents:
Time deposits
Short-term notes and bills
December31,2023
1,498
$ 227,096
567,461
796,055
1,696,967
59,914
1,756,881
2,552,936
$
December31,2022
1,005
$ 107,114
992,024
1,100,143
1,336,407
-
1,336,407
2,436,550
$
  • A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Group’s time deposits maturing in excess of three months amounting to $298,027 as of December 31, 2023, were classified as financial assets at amortized cost - current. There were no such events as of December 31, 2022. The Group’s time deposits maturing in excess of one year amounting to $44,100 as of December 31, 2022, were classified as financial assets at amortized

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CHUN YU WORKS & CO., LTD.

cost - non-current. There were no such events as of December 31, 2023.

  • C. As of December 31, 2023 and 2022, the Group’s demand deposits amounting to $8,967 and $11,775, respectively, were pledged to others as collateral (listed as ‘Other current financial assets’ and ‘Other non-current financial assets’). Details are provided in Note 8, ‘Pledged assets’.

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

Items
Current items:
Financial assets mandatorily measured at fair
value through profit or loss
Listed stocks
Beneficiary certificates
Valuation adjustment
Non-current items:
Financial assets mandatorily measured at fair
value through profit or loss
Listed stocks-private placement
Right of resell of corporate bonds
Valuation adjustment
December31,2023
December31,2022
170
$ 39,019
$ 3,000
13,000
3,170
52,019
7
1,608)
(
3,177
$ 50,411
$ 36,000
$ -
$ 3,349
3,349
39,349
3,349
87,701
3,349)
(
127,050
$ -
$
  • A. The Group recognised net profit amounting to $121,029 and $57,349 (listed as ‘Other income’ and ‘Other gains and losses’) on financial assets at fair value through profit or loss for the years ended December 31, 2023 and 2022, respectively.

  • B. In November 2023, the Company subscribed a total of 5,000 thousand shares of Ensure Global Corp., Ltd. through private placement, and the transfer of the private placement stock is restricted within three years.

  • C. As of December 31, 2023 and 2022, the Group had no financial assets at fair value through profit or loss pledged to others as collateral.

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(3) Notes and accounts receivable, net

Notes and accounts receivable, net
December 31,2023 December 31,2022
Notes receivable $ 297,333 $ 352,225
Installment notes receivable 29,571 71,609
326,904 423,834
Less: Unrealised interest income ( 1,790) ( 3,267)
Allowance for uncollectible accounts ( 153)
( 268)
$ 324,961 $ 420,299
Accounts receivable $ 1,516,634 $ 1,689,191
Installment accounts receivable 6,621 148
1,523,255 1,689,339
Less: Unrealised interest income - ( 148)
Allowance for uncollectible accounts ( 26,664) ( 24,003)
$ 1,496,591 $ 1,665,188
  • A. The ageing analysis of notes receivable and accounts receivable that were past due but not impaired is as follows:
impaired is as follows:
Not past due
Up to 30 days past due
31~90 days past due
91~180 days past due
Over 181 days past due
December Accounts
receivable
1,341,740
$ 101,848
32,640
14,345
32,682
1,523,255
$ 31,2023
December 31, 2022
Notes
receivable
326,904
$ -
-
-
-
326,904
$
Notes
receivable
420,394
$ 2,131
1,309
-
-
423,834
$
Accounts
receivable
1,461,430
$ 170,419
36,055
808
20,627
1,689,339
$

The above ageing analysis was based on past due date.

  • B. As of December 31, 2023 and 2022, notes receivable and accounts receivable were all from contracts with customers. Also, as of January 1, 2022, the balance of receivables from contracts with customers amounted to $2,747,618.

  • C. For the years ended December 31, 2023 and 2022, the interest income (including installment notes receivable, installment accounts receivable and long-term notes and accounts receivable) recognised in profit or loss amounted to $3,893 and $7,960 (listed as ‘Interest income’), respectively.

  • D. As of December 31, 2023 and 2022, the Group did not hold any collateral as security for accounts receivable.

  • E. As of December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the notes or accounts receivable held by the Group was their carrying amount.

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  • F. Information relating to credit risk of notes receivable and accounts receivable is provided in Note 12(2), ‘Financial instruments’.

  • G. As of December 31, 2023 and 2022, the Group had no notes receivable and accounts receivable pledged to others.

(4) Inventories

pledged to others.
Inventories
Raw materials
Supplies
Work in progress
Finished goods
Raw materials
Supplies
Work in progress
Finished goods
Allowance for inventory
Cost
valuation loss
505,753
$ 30,113)
($ 383,461
17,615)
(
1,008,426
39,178)
(
1,646,400
101,552)
(
3,544,040
$ 188,458)
($ December31,2023
Allowance for inventory
Cost
valuation loss
769,992
$ 33,338)
($ 408,366
15,568)
(
1,472,413
42,939)
(
1,536,046
97,384)
(
4,186,817
$ 189,229)
($ December31,2022
Bookvalue
475,640
$ 365,846
969,248
1,544,848
3,355,582
$ Bookvalue
736,654
$ 392,798
1,429,474
1,438,662
3,997,588
$
  • A. The cost of inventories recognised as expense for the year:
Forthe years ended Forthe years ended December31,
2023 2022
Cost of goods sold $ 7,186,368 $ 9,261,469
(Gain on reversal of) loss on decline ( 771)
42,381
in market value (Note)
Loss on scrapping inventory - 1,747
Loss on physical inventory 2,883 724
Income from sales of scraps ( 46,903) ( 59,173)
$ 7,141,577 $ 9,247,148

(Note) The Group reversed a previous inventory write-down which was accounted for as reduction of cost of goods sold in 2023 because certain inventories which were previously provided with allowance for decline in value were subsequently sold or scrapped.

  • B. Details of the Group’s inventories pledged to others as collateral as of December 31, 2023 and 2022 are provided in Note 8, ‘Pledged assets’.

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(5) Financial assets at fair value through other comprehensive income – non-current

Items December31,2023 December31,2022
Equity instruments
Listed stocks 883,598
$
606,462
$
Unlisted stocks 772 772
884,370 607,234
Valuation adjustment ( 203,059)
167,985)
(
681,311
$
439,249
$
A. The Group has elected to classify equity investments that are considered to be steady dividend
income as financial assets at fair value through other comprehensive income. The fair value of
such investments amounted to $681,311 and $439,249 as of December 31, 2023 and 2022,
respectively.
B. In order to meet the needs of capital expenditure, the Company sold its financial assets at fair
value through other comprehensive income - equity instrument at fair values of $86,392 and
$100,773 as of December 31, 2023 and 2022, respectively, and accumulated gains on disposal of
$73,130 and $84,868, respectively, which were reclassified from other equity interest to retained
earnings.
C. Amounts recognised in profit or loss and other comprehensive income in relation to the financial
assets at fair value through other comprehensive income are listed below:
For the years ended December 31,
2023 2022
Fair value change recognised in other
comprehensive income
(listed as ‘Other equity’) 38,056
$
89,882)
($
Cumulative gains reclassified to retained
earnings due to derecognition 73,130
$
84,868
$
Dividend income recognised in profit or loss
(listed as ‘Other income’) 5,261
$
15,189
$
  • D. As of December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Group was the carrying amount.

  • E. Information relating to credit risk of non-current financial assets at fair value through other comprehensive income is provided in Note 12(2), ‘Financial instruments’.

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CHUN YU WORKS & CO., LTD.

CHU N Y U WOR KS CO., LT D.
Total 9,067,121
$
6,011,284)
(
42)
(
3,055,795
$
3,055,795
$
60,453 - 15,995 13,736 259,631)
(
62,941)
(
62,135 6,203)
(
2,879,339
$
9,060,622
$
6,181,241)
(
42)
(
2,879,339
$
Equipment under acceptance and construction in progress 1,695
$
- - 1,695
$
1,695
$
7,761 20,956)
(
15,995 4,930 - - - - 9,425
$
9,425
$
- - 9,425
$
Other equipment 712,327 568,679) - 143,648 143,648 4,441 266 - 2,143 36,360) 20,106) 19,727 1,069) 112,690 691,193 578,503) - 112,690
$ ( $ $ ( ( ( $ $ ( $
Office equipment 122,331
$
85,179)
(
- 37,152
$
37,152
$
3,315 - - 216 5,742)
(
18,401)
(
18,369 89)
(
34,820
$
105,806
$
70,986)
(
- 34,820
$
Transportation equipment 93,331
$
75,981)
(
- 17,350
$
17,350
$
5,919 - 2,219 7,949)
(
4,518)
(
4,199 1,517)
(
15,703
$
95,088
$
79,385)
(
- 15,703
$
Utilities equipment 89,494
$
70,666)
(
- 18,828
$
18,828
$
1,162 - - 206 3,907)
(
25)
(
25 - 16,289
$
90,837
$
74,548)
(
- 16,289
$
Machinery and equipment 4,522,990
$
3,742,346)
(
42)
(
780,602
$
780,602
$
31,490 19,983 - 4,022 159,472)
(
19,056)
(
18,980 1,315)
(
675,234
$
4,548,341
$
3,873,065)
(
42)
(
675,234
$
Buildings 1,951,356
$
1,468,433)
(
- 482,923
$
482,923
$
6,365 707 - - 46,201)
(
835)
(
835 2,213)
(
441,581
$
1,946,335
$
1,504,754)
(
- 441,581
$
Land January 1, 2023 Cost
1,573,597
$
Accumulated depreciation
-
Accumulated impairment
-
1,573,597
$
2023 At January 1
1,573,597
$
Additions
-
Transfers after acceptance
-
Transfers from inventories
-
Transfers from prepayments for
-
equipment Depreciation charge
-
Disposals - Cost
-
- Accumulated depreciation
-
Net exchange differences
-
At December 31
1,573,597
$
December 31, 2023 Cost
1,573,597
$
Accumulated depreciation
-
Accumulated impairment
-
1,573,597
$
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CHUN YU WORKS & CO., LTD.

CHU N YU WO RKS CO., LT D.
Total 8,949,533
$
5,858,930)
(
42)
(
3,090,561
$
3,090,561
$
168,000 - 15,495 33,103 253,389)
(
105,829)
(
99,885 458)
(
8,427 3,055,795
$
9,067,121
$
6,011,284)
(
42)
(
3,055,795
$
Equipment under acceptance and construction in progress 34,639
$
- - 34,639
$
34,639
$
15,535 57,986)
(
- 9,945 - - - 458)
(
20 1,695
$
1,695
$
- - 1,695
$
Other equipment 662,581 525,896) - 136,685 136,685 14,318 22,209 - 7,994 40,236) 2,026) 2,791 - 1,913 143,648 712,327 568,679) - 143,648
$ ( $ $ ( ( $ $ ( $
Office equipment 120,228 104,335) - 15,893 15,893 28,868 - - 23 6,837) 27,311) 26,424 - 92 37,152 122,331 85,179) - 37,152
$ ( $ $ ( ( $ $ ( $
Transportation equipment 99,541
$
76,989)
(
- 22,552
$
22,552
$
3,307 - - - 7,909)
(
9,970)
(
9,204 - 166 17,350
$
93,331
$
75,981)
(
- 17,350
$
Utilities equipment 94,858
$
72,436)
(
- 22,422
$
22,422
$
238 - - - 3,830)
(
5,600)
(
5,600 - 2)
(
18,828
$
89,494
$
70,666)
(
- 18,828
$
Machinery and equipment 4,431,854
$
3,666,184)
(
42)
(
765,628
$
765,628
$
94,883 34,887 15,495 14,700 144,823)
(
52,798)
(
48,849 - 3,781 780,602
$
4,522,990
$
3,742,346)
(
42)
(
780,602
$
Land
Buildings
January 1, 2022 Cost
1,573,597
$ 1,932,235
$
Accumulated depreciation
-
1,413,090)
(
Accumulated impairment
-
-
1,573,597
$ 519,145
$
2022 At January 1
1,573,597
$ 519,145
$
Additions
-
10,851
Transfers after acceptance
-
890
Transfers from inventories
-
-
Transfers from prepayments for
-
441
equipment Depreciation charge
-
49,754)
(
Disposals - Cost
-
8,124)
(
- Accumulated depreciation
-
7,017
Reclassification (Note)
-
-
Net exchange differences
-
2,457
At December 31
1,573,597
$ 482,923
$
December 31, 2022 Cost
1,573,597
$ 1,951,356
$
Accumulated depreciation
-
1,468,433)
(
Accumulated impairment
-
-
1,573,597
$ 482,923
$
  • 209 -

CHUN YU WORKS & CO., LTD.

  • A. The Group’s property, plant and equipment as of December 31, 2023 and 2022 are for its own use.

  • B. No interest expense was capitalised in property, plant and equipment for the years ended December 31, 2023 and 2022.

  • C. Impairment information about the property, plant and equipment is provided in Note 6(10), ‘Impairment of non-financial assets’.

  • D. Information about the property, plant and equipment that were pledged to others as collateral as of December 31, 2023 and 2022 is provided in Note 8. ‘Pledged assets’.

  • (7) Lease transactions lessee

  • A. The Group leases various assets including land (including the land located in Dayong Section, Gangshan District, Kaohsiung City and the land use right in Songmushan management area, Dalang Town, Dongguan City and Baihe Town, Shanghai City under the contracts signed with the People’s Republic of China), buildings, and business vehicles. Rental contracts are typically made for periods of 1 to 50 year(s). Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Land
Buildings and structures
Transportation equipment
Land
Buildings and structures
Transportation equipment
December31,2023
December31,2022
Carrying amount
Carrying amount
92,685
$ 99,707
$ 30,312
37,417
71
285
123,068
$ 137,409
$ For the years ended December 31,
December31,2022
Carrying amount
99,707
$ 37,417
285
137,409
$
2023
Depreciationcharge
5,625
$ 26,446
214
32,285
$
2022
Depreciation charge
5,620
$ 22,280
455
28,355
$
  • C. For the years ended December 31, 2023 and 2022, the additions to right-of-use assets were $20,058 and $40,133, respectively.

  • D. Information on profit or loss in relation to lease contracts is as follows:

Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term leases
Losses from lease modification
For theyears ended December31, For theyears ended December31,
2023
1,848
$ 7,965
-
2022
1,809
$ 10,186
182
  • 210 -

CHUN YU WORKS & CO., LTD.

  • E. For the years ended December 31, 2023 and 2022, the Group’s total cash outflow for leases were $36,642 and $37,021, respectively.

  • F. Details of the Group’s right-of-use assets pledged to others as collateral as of December 31, 2023 and 2022 are provided in Note 8, ‘Pledged assets’.

(8) Intangible assets

Intangible assets
Computer software
Forthe years ended December31,
2023 2022
At January 1
Cost $ 25,343 $ 24,489
Accumulated amortisation ( 18,000) ( 16,634)
$ 7,343 $ 7,855
Period from January to December
At January 1 $ 7,343
$ 7,855
Additions - acquired separately 3,911 2,926
Transfers from prepayments for equipment - 275
Amortisation charge ( 3,470) ( 3,784)
Write-offs - cost ( 4,554) ( 2,653)
- accumulated amortisation 4,554 2,653
Net exchange differences ( 37)
71
At December 31 $ 7,747 $ 7,343
At December 31
Cost $ 24,436 $ 25,343
Accumulated amortisation ( 16,689) ( 18,000)
$ 7,747 $ 7,343

A. No interest expense was capitalised for the years ended December 31, 2023 and 2022.

B. Details of amortisation expenses on intangible assets are as follows:

Operating costs
Selling expenses
General and administrative expenses
Research and development expenses
2023
2022
641
$ 428
$ 285
436
1,629
1,637
915
1,283
3,470
$ 3,784
$ Forthe years endedDecember31,
2023
2022
641
$ 428
$ 285
436
1,629
1,637
915
1,283
3,470
$ 3,784
$ Forthe years endedDecember31,
2022
428
$ 436
1,637
1,283
3,784
$

C. As of December 31, 2023 and 2022, the Group had no intangible assets pledged to others.

  • 211 -

CHUN YU WORKS & CO., LTD.

(9) Long-term notes and accounts receivable

December 31, 2023 December 31, 2022 - Long-term notes receivable $ $ 4,180 Less: Unrealised interest income - ( 863) $ - $ 3,317

  • A. The Group’s long-term accounts receivable are fully performing in line with the credit standards prescribed based on counterparties’ industrial characteristics, scale of business and profitability.

  • B. As of December 31, 2023 and 2022, the Group had no long-term notes receivable and long-term installment receivables past due.

  • C. As of December 31, 2023 and 2022, long-term notes and accounts receivable were all from contracts with customers. Also, as of January 1, 2022, the balance of long-term notes and accounts receivable from contracts with customers amounted to $17,827.

  • D. As of December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the long-term notes receivable and long-term installment receivables held by the Group was their carrying amount.

  • E. Details of the interest income recognised in profit or loss for the years ended December 31, 2023 and 2022 are provided in Note 6(3), ‘Notes and accounts receivable, net’.

  • F. As of December 31, 2023 and 2022, the Group did not hold any collateral as security for longterm accounts receivable.

  • G. As of December 31, 2023 and 2022, the Group had no long-term notes and accounts receivable pledged to others.

  • H. Information relating to credit risk of long-term notes and accounts receivable is provided in Note 12(2), ‘Financial instruments’.

  • (10) Impairment of non-financial assets

  • A. The Group did not recognise impairment loss for the years ended December 31, 2023 and 2022.

  • B. As of December 31, 2023 and 2022, the accumulated impairment loss of property, plant and equipment both amounted to $42, after recognising or reversing any impairment loss.

  • (11) Short-term borrowings

Short-term borrowings
Type of borrowings
Bank borrowings
Unsecured borrowings
Secured borrowings
December31,2023
319,786
$ 158,400
478,186
$
Interest rate range
1.73%~6.79%
7.50%~8.50%
Collateral
No
Note
  • 212 -

CHUN YU WORKS & CO., LTD.

Type of borrowings
December31,2022
Interest rate range
Bank borrowings
Unsecured borrowings
572,946
$
1.56%5.63%
Secured borrowings
207,900
9.00%
780,846
$
Collateral
No
Note
  • (Note) Details of the collateral provided for bonds payable are provided in Note 8, ‘Pledged assets’.

  • A. As of December 31, 2023 and 2022, the interest rate of loans from Indonesia were 7.50%~8.50% and 9.00%, respectively, and the interest rates of loans from other countries were 1.73%~6.79% and 1.56%~5.63%, respectively .

  • B. Details of interest expense recognised in profit or loss for the years ended December 31, 2023 and 2022 are provided in Note 6(24), ‘Finance Costs’.

(12) Bonds payable

and 2022 are provided in Note 6(24), ‘Finance Costs’.
Bonds payable
December31,2023
December31,2022
Guaranteed ordinary bonds payable
3,000,000
$ 3,000,000
$ Guaranteed convertible bonds payable
1,600,000
1,600,000
4,600,000
$ 4,600,000
$ Less: Discount on bonds payable
21,442)
(
36,395)
(
4,578,558
$ 4,563,605
$
Collateral
Note
"
  • (Note) Details of the collateral provided for bonds payable are provided in Note 8, ‘Pledged assets’.

  • A. The Company issued the first domestic guaranteed bonds payable from October 2021, and the main issuance conditions are as follows:

  • (a) The Company was approved by the competent authority to raise and issue the first domestic guaranteed bonds with a total amount of $3,000,000 (related issue costs of $5,650), with a coupon rate of 0.65% and a maturity period of 7 years from October 15, 2021 to October 15, 2028. The bonds are repayable in cash at the face value of the bonds upon maturity.

  • (b) First Commercial Bank Co., Ltd. was appointed as the guarantor bank for the bonds. The guarantee period is from the date of full collection of the bonds to the date of full payment of the principal and interest payable under the Plan, and the guarantee covers the outstanding principal and interest compensation payable under the Plan, which are subordinate to the principal debt.

  • (c) The principal and simple interest will be paid every year by coupon rate since the day approved to issue. If the local financial institutions are closed on a payment day, the principal and interest will be paid on the next operating day without extra interest.

  • B. The Company issued the first, second and third domestic guaranteed convertible bonds from March 2022, and the main issuance conditions are as follows:

  • (a) The Company was approved by the competent authority to raise and issue the first, second and third domestic guaranteed convertible bonds with a total amount of $700,000 (related issue costs of $2,432), $500,000 (related issue costs of $2,006), $400,000 (related issue costs

  • 213 -

CHUN YU WORKS & CO., LTD.

of $1,417), respectively. Issuance prices were $779,162, $557,563 and $445,004, respectively with a coupon rate of 0% and a maturity period of 3 years from March 25, 2022 to March 25, 2025. The bonds are repayable in cash at the face value of the convertible bonds upon maturity.

  • (b) The first, second and third convertible bonds were entrusted by Changhua Bank Co., Ltd., Huanan Bank Co., Ltd. and Shanghai Commercial Savings Bank Co., Ltd. as guarantor banks, respectively. The guarantee period is from the date of full collection of the convertible bonds to the date of full payment of the principal and interest payable under the Plan, and the guarantee covers the outstanding principal and interest compensation payable under the Plan, which are subordinate to the principal debt.

  • (c) Convertible bonds for bondholders will start from the day following the expiration of three months after the issuance date of each bond (June 26, 2022) and end on the maturity date (March 25, 2025), unless it is suspended according to regulations or laws. Outside the transfer period, the Company may request the conversion of the bonds into ordinary shares of the Company at any time, and the rights of ordinary shares after conversion are the same as those of the original issued ordinary shares.

  • (d) The conversion price for the conversion of corporate bonds is determined by the pricing model stipulated in each conversion method. In the event that the company has an antidilution clause in the subsequent conversion price, it will be adjusted according to the pricing model specified in the conversion method. On the base date, the conversion price will be redetermined in accordance with the pricing model stipulated in the conversion regulations. If it is higher than the conversion price before the re-determination in the current year, no adjustment will be made.

  • (e) From the day following the three-month issuance date of each convertible bond (June 26, 2022) to the 40th day of the issuance period (February 13, 2025), if the closing price of the Company’s ordinary shares for 30 consecutive business days exceeds the current conversion price by more than 30%, the Company may, within the next 30 business days, recover all its bonds in cash according to the denomination of the bonds; or the day following the 3 months after the issuance of the convertible bonds (Jane 26, 2022) from the 40th day to the expiry of the issuance period (February 13, 2025), when the outstanding amount of the convertible bonds in circulation is less than 10% of the original issuance amount, the Company may recover all bonds in cash at any time thereafter according to the denomination of the bonds.

  • 214 -

CHUN YU WORKS & CO., LTD.

  • (f) According to the provisions of the conversion method, all the company’s convertible bonds that have been redeemed (including the repurchase by the business office of the securities firm), repaid or converted will be cancelled, and all rights and obligations still attached to the corporate bonds will also be extinguished and no longer issued.

  • C. When the Company issues convertible corporate bonds, in accordance with the provisions of Amendments to IAS 32, "Financial Instruments: Presentation", the conversion right which is of the nature of equity is separated from each liability component, and the account is "Capital reserve-share options" of $221,790. Another embedded repurchase option, in accordance with Amendments to IFRS 9, "Financial Instruments", is separated and accounted for on a net basis because it is not closely related to the economic characteristics and risks of the main contract debt commodity. In the column "Financial assets at fair value through profit and loss – noncurrent", the effective interest rates of the main contract debt after the first, second and third convertible corporate bonds are separated are 0.90%, 0.90% and 0.91%, respectively.

  • D. Details of interest expense recognised in profit or loss for the years ended December 31, 2023 and 2022 is provided in Note 6 (24), Finance costs.

(13) Provisions for liabilities - current

Warranty

For the years ended years ended years ended December 31,
2023 2022
January 1 $ 6,265 $ 8,275
Additional provisions 7,075 3,194
Used during the year ( 6,874) ( 4,612)
Unused amounts reversed ( 65)
( 592)
December 31 $ 6,401 $ 6,265

The Group provides warranties on machinery products sold. Provision for warranty is estimated based on historical warranty data of such products.

- (14) Long term borrowings

Long-term borrowings
Type ofborrowings Borrowing
period
Interest
raterange
Collateral
December31,2023
Refer to Note 8
29,706
$ 6,583)
(
23,123
$
Long-term bank
borrowings
Secured borrowings
Less: Current portion
2022.5.15
2029.6.15
1.55%
  • 215 -

CHUN YU WORKS & CO., LTD.

Type ofborrowings
Long-term bank
borrowings
Secured borrowings
Less: Current portion
Borrowing
period
2019.8.28
2029.6.15
Interest
raterange
Collateral
December31,2022
1.43%2.28% Refer to Note 8
39,036
$ 16,121)
(
22,915
$

Details of interest expense recognised in profit or loss for the years ended December 31, 2023 and 2022 are provided in Note 6(24), ‘Finance costs’.

(15) Pensions

  • A. The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the R.O.C. Labor Standards Act, covering all regular employees’ service years prior to the enforcement of the R.O.C. 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 R.O.C. Labor Pension Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company and its domestic subsidiaries contribute monthly an amount equal to 4% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company and its domestic subsidiaries would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company and its domestic subsidiaries will make contributions for the deficit by next March. The information on defined benefit pension plans of the Company and its subsidiary, Pt Moon Lion Industries Indonesia, is as follows:

  • (a) The amounts recognised in the balance sheet are as follows:

December 31,2023 December 31,2022
Present value of defined benefit obligation ($ 234,882) ($ 283,870)
Fair value of plan assets 136,102 167,007
Net defined benefit liability ($ 98,780) ($ 116,863)
  • 216 -

CHUN YU WORKS & CO., LTD.

(b) Movements in net defined benefit liabilities - non-current are as follows:

Present value of Present value of Fair value
defined benefit of plan Net defined
2023 obligation assets benefit liability
Balance at January 1 ($ 283,870) $ 167,007 ($ 116,863)
Current service cost ( 5,814) - ( 5,814)
Interest (expense) income ( 8,290) 2,525 ( 5,765)
( 297,974) 169,532 ( 128,442)
Remeasurements:
Return on plan assets - 868 868
(excluding amounts included in
interest income or expense)
Changes in financial assumptions ( 626)
- ( 626)
Experience adjustments 6,513 - 6,513
5,887 868 6,755
Pension fund contribution - 1,958 1,958
Paid pension 57,030 ( 36,256) 20,774
Exchange difference 175 - 175
Balance at December 31 ($ 234,882) $ 136,102 ($ 98,780)
Present value of Fair value
defined benefit of plan Net defined
2022 obligation assets benefit liability
Balance at January 1 ($ 332,981) $ 162,756 ($ 170,225)
Current service cost ( 6,644) - ( 6,644)
Interest (expense) income ( 5,459) 817 ( 4,642)
( 345,084) 163,573 ( 181,511)
Remeasurements:
Return on plan assets - 13,453 13,453
(excluding amounts included in
interest income or expense)
Changes in financial assumptions 26,630 - 26,630
Experience adjustments 2,551 - 2,551
29,181 13,453 42,634
Pension fund contribution - 2,653 2,653
Paid pension 31,640 ( 12,672) 18,968
Exchange difference 393 - 393
Balance at December 31 ($ 283,870) $ 167,007 ($ 116,863)
  • 217 -

CHUN YU WORKS & CO., LTD.

  • (c) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation 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 securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 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 Utilisation Report announced by the government.

  • (d) The principal actuarial assumptions used were as follows:

government.
The principal actuarial assumptions used were
as follows:
Discount rate
Future salary increases
Forthe years endedDecember31,
2023
2022
1.25%~7.10%
1.50%~7.43%
1.75%~5.00%
1.75%~5.00%

Future mortality rate was estimated based on the 6th Taiwan Standard Ordinary Experience Mortality Table for the years ended December 31, 2023 and 2022.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

Discountrate Discountrate Future salary increase rate
Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2023
Effect on present value of
defined benefit obligation ($ 4,683) $ 3,795 $ 3,719 ($ 4,638)
December 31, 2022
Effect on present value of
defined benefit obligation ($ 5,171) $ 5,391 $ 5,288 ($ 5,108)

The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

  • 218 -

CHUN YU WORKS & CO., LTD.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.

  • (e) Expected contributions to the defined benefit pension plans of the Group for the following year amount to $2,001.

  • (f) As of December 31, 2023, the weighted average duration of the retirement plan is 6.5~10.2 years. The analysis of timing of the future pension payment was as follows:

Next 1 year $ 17,594
Next 2 ~ 5 years 84,552
Over next 6 years 302,708
$ 404,854
  • C. Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the R.O.C. Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. The Group’s mainland China subsidiaries have a defined contribution plan. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China are based on certain percentage of employees’ monthly salaries and wages. The fund is managed by the government. Other than the monthly contributions, the subsidiaries have no further obligations. The pension costs under the defined contribution pension plans of the Group were $52,220 and $57,326 for the years ended December 31, 2023 and 2022, respectively.

(16) Share capital

  • A. Movements in the number of the Company’s ordinary shares outstanding are as follows (Unit: Shares in thousands):
Shares in thousands):
Number of shares at the beginning of the year
Stock dividend
Number of shares at the end of the year
For theyears ended December31,
2023
302,163
-
302,163
2022
287,774
14,389
302,163
  • B. On June 22, 2022, the Company increased its capital by issuing new shares through capitalization of unappropriated retained earnings of $143,887 as resolved by the shareholders. The issuance of new shares was approved by the Securities and Futures Bureau, Financial Supervisory Commission. The effective date was set on September 17, 2022.

  • C. As of December 31, 2023, the Company’s authorised capital was $3,920,696, and the paid-in capital was $3,021,627, consisting of 302,163 thousand ordinary shares, with a par value of $10 (in dollars) per share which were issued in several installments. All proceeds from shares issued

  • 219 -

CHUN YU WORKS & CO., LTD.

have been collected.

  • D. Treasury shares

  • (a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows (Unit: Shares in thousands):

Number of
shares at
the beginning
Reason for reacquisition
ofthe year
Addition
Decrease
Acquisition of the parent
company’s shares by
subsidiaries
23,430
-
-
For the year ended December 31, 2023
Number of
shares at
the beginning
Reason for reacquisition
ofthe year
Addition
Decrease
Acquisition of the parent
company’s shares by
subsidiaries
22,314
1,116
-
For the year ended December 31, 2022
Number of
shares at
the end
of the year
23,430
Number of
shares at
the end
ofthe year
23,430
  • (b) As of December 31, 2023 and 2022, the book value (cost) was both $267,195, and the fair value were $591,612 and $562,324, respectively. The shares of the Company held by the subsidiaries are recognised as treasury shares and are entitled to dividends, recorded under "Capital reserve-treasury stock transaction". The cash dividends and stock dividends paid to

  • the subsidiaries amounted to $23,430 and $ , $34,030 and $ 11,157 for the years ended December 31, 2023 and 2022, respectively.

  • (c) Reason for share reacquisition and the number of the Company’s treasury shares changed as of December 31, 2023 and 2022. Details are as follows:

  • 220 -

CHUN YU WORKS & CO., LTD.

==> picture [443 x 188] intentionally omitted <==

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

December 31, 2023
Name of company Reason for Number of shares Carrying
holding the shares reacquisition (in thousands) amount
Chun Yu Investment Acquisition of the parent
Co., Ltd. company’s shares by
subsidiaries 23,430 $ 267,195
December 31, 2022
Name of company Reason for Number of shares Carrying
holding the shares reacquisition (in thousands) amount
Chun Yu Investment Acquisition of the parent
Co., Ltd. company’s shares by
subsidiaries 23,430 $ 267,195
----- End of picture text -----

(17) Capital surplus

A. Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient. Movements in capital surplus are as follows:

follows:
For the year ended
December 31, 2023
Balance at the beginning of year
Transfers to capital surplus for
the Company’s dividends
received by subsidiaries
Balance at the end of year
For the year ended
December31,2022
Balance at the beginning of year
Issued convertible bonds
Transfers to capital surplus for
the Company’s dividends
received by subsidiaries
Balance at the end of year
Difference between
consideration and carrying
amount of subsidiaries
Share options
acquired or disposed
221,790
$ 26,901
$ -
-
221,790
$ 26,901
$ Difference between
consideration and carrying
amount of subsidiaries
Share options
acquired or disposed
-
$ 26,901
$ 221,790
-
-
-
221,790
$ 26,901
$
Treasury share
transactions
229,232
$ 23,430
252,662
$ Treasury share
transactions
195,202
$ -
34,030
229,232
$
Total
477,923
$ 23,430
501,353
$
Total
222,103
$ 221,790
34,030
477,923
$
  • 221 -

CHUN YU WORKS & CO., LTD.

  • B. Details of ‘Capital reserve-share options’ are provided in Note 6(12), ‘Bonds payable’.

  • C. Details of ‘Capital reserve-treasury share transactions’ are provided in Note 6(16), ‘Share capital’.

(18) Retained earnings

  • A. 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 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.

  • B. Under the Company’s Articles of Incorporation, the Company may distribute earnings or offset losses at the end of each half fiscal year in accordance with the Company Act. When distributing earnings, the Company shall estimate and reserve for taxes payable, offset losses and set aside as legal reserve until the legal reserve equals the paid-in capital in accordance with the regulations. Where dividends are distributed in the form of cash, it shall be approved by the Board of Directors. Where dividends are distributed by issuing new shares, it shall be approved by the stockholders in accordance with the regulations.

  • The current year’s earnings, if any, shall first be used to pay all taxes, offset prior years’ operating losses, set aside 10% of the remaining amount as legal reserve and then reverse or set aside as special reserve in accordance with relevant regulations. The remaining earnings along with accumulated unappropriated earnings from prior years will be the accumulated distributable earnings, and the Board of Directors will present a proposal of the earnings distribution for the approval of the shareholders. Where dividends and bonus, capital surplus and legal reserve, in whole or in part, are distributed in the form of cash, the Board of Directors is authorised make the distribution by approval of more than half of the directors present at the meeting, where more than two-thirds of the directors are present, and the report of such distribution shall be submitted to the shareholders’ meeting. The regulation in relation to approval from the shareholders is not applicable. In principal, at least 50% of earnings, after considering the capital needs for current and future development and the interest of shareholders, shall be distributed as dividends according to the dividend policy. However, if there is a need due to changes in the industry’s environment or operational plans, the Board of Directors may present a proposal to adjust the ratio for the approval of the shareholders.

  • C. Special reserve:

  • (a) 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.

  • (b) The amount of $430,610 previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Order No. Financial-Supervisory-Securities-

  • 222 -

CHUN YU WORKS & CO., LTD.

Corporate-1090150022, dated March 31, 2021, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently.

  • D. The Company recognised cash dividends and stock dividends distributed to owners amounting

  • to $302,163 and $ , $438,885 and $143,887 for the years ended December 31, 2023 and 2022, respectively. It includes cash dividends of $302,163 ($1.0 (in dollars) per share) in the second half of 2022 earnings, cash dividends of $151,081 ($0.5 (in dollars) per share) in the first half of 2022 earnings; cash dividends of $287,774 ($1.0 (in dollars) per share) and stock dividends of $143,887 ($0.5 (in dollars) per share) in the second half of 2021 earnings. On March 7, 2024, the Board of Directors proposed for the distribution of cash dividends from 2023 earnings amounting to $274,968 ($0.91 (in dollars) per share).

(19) Other equity

For the year ended December 31, 2023

Unrealised
Currency gains (losses)
translation on valuation Total
At January 1 ($ 163,091) ($ 167,985)
($ 331,076)
Revaluation - currency translation ( 28,490) - ( 28,490)
Revaluation - unrealised gains - 38,056 38,056
on valuation
Valuation adjustment transfer out to
retained earnings - ( 73,130) ( 73,130)
At December 31 ($ 191,581) ($ 203,059)
($ 394,640)
Forthe year endedDecember31, 2022
Unrealised
Currency gains (losses)
translation onvaluation Total
At January 1 ($ 214,721) $ 6,765
($ 207,956)
Revaluation - currency translation 51,630 - 51,630
Revaluation - unrealised losses - ( 89,882) ( 89,882)
on valuation
Valuation adjustment transfer out to
retained earnings - ( 84,868) ( 84,868)
At December 31 ($ 163,091) ($ 167,985) ($ 331,076)

(20) Operating revenue

Operating revenue
Revenue from contracts with customers For theyears ended December31,
2023
8,460,641
$
2022
11,049,641
$
  • A. Disaggregation of revenue from contracts with customers

The Group derives revenue from the transfer of goods at a point in time in the following major

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CHUN YU WORKS & CO., LTD.

product lines:

==> picture [460 x 272] intentionally omitted <==

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

For the year ended December 31, 2023
Major product lines Screw segment Machinery segment Total
Screws and nuts $ 5,147,344 $ - $ 5,147,344
Wire rods 1,994,478 - 1,994,478
Machinery and equipment - 1,005,270 1,005,270
Billet 29,902 - 29,902
Others 185,040 98,607 283,647
$ 7,356,764 $ 1,103,877 $ 8,460,641
For the year ended December 31, 2022
Major product lines Screw segment Machinery segment Total
Screws and nuts $ 5,905,324 $ - $ 5,905,324
Wire rods 2,988,455 - 2,988,455
Machinery and equipment - 1,083,791 1,083,791
Billet 688,600 - 688,600
Others 300,045 83,426 383,471
$ 9,882,424 $ 1,167,217 $ 11,049,641
----- End of picture text -----

B. Contract liabilities:

As of December 31, 2023 and 2022, the Company has recognised revenue-related contract liabilities of $481,924 and $470,653, respectively. As of January 1, 2023, the contract liabilities amounted to $407,343. Revenue recognised for the years ended December 31, 2023 and 2022, which was included in the contract liabilities at the beginning of the year, amounted to $393,211 and $308,191, respectively.

(21) Interest income

and $308,191, respectively.
Interest income
Interest income from bank deposits
Other interest
For theyears ended December31,
2023
29,636
$ 6,839
36,475
$
2022
7,510
$ 8,465
15,975
$

(22) Other income

Other income
Rent income
Dividend income
Government grants
Other income
Forthe years endedDecember31,
2023
1,983
$ 7,688
1,536
21,093
32,300
$
2022
2,694
$ 17,827
1,114
21,000
42,635
$
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CHUN YU WORKS & CO., LTD.

(23) Other gains and losses

Other gains and losses
Forthe years ended December31,
2023 2022
Gains on financial assets at fair value $ 120,350 $ 58,072
through profit or loss
Gains (losses) on disposal of property, plant 587 ( 2,045)
and equipment
Net foreign exchange (losses) gains ( 3,450) 26,744
Losses from lease modification - ( 182)
Miscellaneous disbursements ( 1,532) ( 2,206)
$ 115,955 $ 80,383

(24) Finance costs

Finance costs
Interest expense:
Bank borrowings
Ordinary bonds payable
Convertible bonds payable
Interest on lease liabilities
For the years ended December 31,
2023
42,568
$ 47,709
29,339
1,848
121,464
$
2022
48,454
$ 48,560
22,708
1,809
121,531
$

(25) Expenses by nature

Expenses by nature
Employee benefit expense
Depreciation
Amortisation
Employee benefit expense
Depreciation
Amortisation
Forthe yearendedDecember31,2023
Operatingcosts
Operatingexpenses
Total
771,875
$ 420,445
$ 1,192,320
$ 231,242
60,674
291,916
641
2,829
3,470
1,003,758
$ 483,948
$ 1,487,706
$ For the year ended December 31, 2022
Total
1,192,320
$ 291,916
3,470
1,487,706
$
Operatingcosts
910,802
$ 221,677
428
1,132,907
$
Operatingexpenses
394,819
$ 60,067
3,356
458,242
$
Total
1,305,621
$ 281,744
3,784
1,591,149
$
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CHUN YU WORKS & CO., LTD.

(26) Employee benefit expense

Employee benefit expense
Wages and salaries
Labour and health insurance fees
Pension costs
Other personnel expenses
Wages and salaries
Labour and health insurance fees
Pension costs
Other personnel expenses
Operating costs
Operating expenses
Total
644,089
$ 357,569
$ 1,001,658
$ 59,674
21,874
81,548
43,022
20,777
63,799
25,090
20,225
45,315
771,875
$ 420,445
$ 1,192,320
$ Operating costs
Operatingexpenses
Total
773,648
$ 332,418
$ 1,106,066
$ 59,020
23,068
82,088
49,358
19,254
68,612
28,776
20,079
48,855
910,802
$ 394,819
$ 1,305,621
$ Forthe yearendedDecember31,2023
Forthe yearendedDecember31,2022
1,106,066
$ 82,088
68,612
48,855
1,305,621
$
  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall be 2% for employees’ compensation and shall not be higher than 2% for directors’ remuneration. However, if the Company has accumulated deficit, the earnings shall be reserved to offset losses.

  • B. For the years ended December 31, 2023 and 2022, employees’ compensation were accrued at $6,095 and $13,100, respectively; while directors’ remuneration were accrued at $6,085 and $13,100, respectively. The employees’ compensation and directors’ remuneration resolved by the Board of Directors on March 9, 2022 were both $13,100, and the employees’ compensation will be distributed in the form of cash, consistent with the amount recognised on the financial statements for the year ended December 31, 2022. The aforementioned amounts were recognised in salary expenses and were accrued based on the earnings of current year and the percentage prescribed by the Company’s Articles of Incorporation. The employees’ compensation and directors’ remuneration resolved by the Board of Directors on March 7, 2024 were $6,095 and 6,085, respectively.

    • Information about employees’ compensation and directors’ remuneration of the Company as resolved at the meeting of Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
  • (27) Income tax

  • A. Components of income tax expense:

    • (a) Components of income tax expense:
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CHUN YU WORKS & CO., LTD.

Forthe years ended Forthe years ended December31,
2023 2022
Current tax:
Current tax on profits for the year $ 155,623 $ 170,809
Tax on undistributed earnings 4,992 262
Prior year income tax under estimation 11,342 6,128
Total current tax 171,957 177,199
Deferred tax:
Origination and reversal of temporary
differences ( 13,081) 40,886
Income tax expense $ 158,876 $ 218,085

(b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:

follows:
For the years ended December31,
2023 2022
Remeasurement of defined benefit obligations $ 1,279 8,476
$
Exchange differences on translation of
foreign financial statements ( 2,165) 2,846
($ 886) 11,322
$

B. Reconciliation between income tax expense and accounting profit:

Forthe years ended Forthe years ended December31,
2023 2022
Tax calculated based on profit before tax and $ 179,921 $ 272,659
statutory tax rate
Effects from items disallowed by tax regulation ( 51,591) ( 40,174)
Tax on undistributed earnings 4,992 262
Prior year income tax under estimation 11,342 6,128
Separate taxation 14,215 14,982
Change in assessment of realisation of deferred 10,385 ( 71,654)
tax assets
Effect from tax loss ( 10,388) 35,882
Income tax expense $ 158,876 $ 218,085
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CHUN YU WORKS & CO., LTD.

  • C. Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losses are as follows:
are as follows:
For the yearended December31,2023
Recognised
Recognised in other
in comprehensive
January1 profit or loss income December31
Deferred tax assets
Temporary differences:
Allowance for bad debts in $ 2,959
($ 1,824) $ -
$ 1,135
excess of tax limits
Pensions 21,350 347 - 21,697
Loss on decline in inventory 20,804 ( 115)
- 20,689
market value
Unrealised foreign exchange loss 30 27 - 57
Cost of right-of-use assets 9,354 (1,776) 7,578
Other deferred revenue and 10,874 ( 1,894) - 8,980
unrealised expenses
Currency translation differences 4,450 273 - 4,723
Remeasurements of defined 6,748 ( 1,279) 5,469
benefit plans
Tax losses 87,517 10,388 - 97,905
$ 164,086 $ 5,426 ($ 1,279) $ 168,233
Deferred tax liabilities
Temporary differences:
Unrealised foreign exchange gain
($
504)
$ 504 $ -
$ -
Gain on investments accounted ( 112,085) 6,034 2,165 ( 103,886)
for using the equity method
Unrealised lease liability ( 9,354) 1,776 ( 7,578)
Pensions ( 3,158) ( 2,644) - ( 5,802)
Reserve for land value increment ( 335,417) - - ( 335,417)
tax
Others ( 6,995) 1,985 - ( 5,010)
($ 467,513) $ 7,655 $ 2,165 ($ 457,693)
($ 303,427) $ 13,081 $ 886 ($ 289,460)
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CHUN YU WORKS & CO., LTD.

For the the yearended yearended December December 31,2022 31,2022 31,2022
Recognised
Recognised in other
in comprehensive
January1 profit or loss income December31
Deferred tax assets
Temporary differences:
Allowance for bad debts in $ 3,443
($ 484) $ - $ 2,959
excess of tax limits
Pensions 22,494 ( 1,144) - 21,350
Loss on decline in inventory 14,653 6,151 - 20,804
market value
Unrealised losses on disposal of 122 ( 122)
- -
assets
Unrealised foreign exchange loss 66 ( 36)
- 30
Cost of right-of-use assets 4,663 4,691 - 9,354
Other deferred revenue and 10,483 391 - 10,874
unrealised expenses
Currency translation differences 4,450 - - 4,450
Remeasurements of defined 15,224 - ( 8,476) 6,748
benefit plans
Tax losses 123,285 ( 35,768) - 87,517
$ 198,883 ($ 26,321) ($ 8,476) $ 164,086
Deferred tax liabilities
Temporary differences:
Unrealised foreign exchange gain $ -
($ 504) $ - ($ 504)
Gain on investments accounted ( 98,738) ( 10,501) ( 2,846) ( 112,085)
for using the equity method
Unrealised lease liability ( 4,663) ( 4,691) ( 9,354)
Pensions ( 1,945) ( 1,213) - ( 3,158)
Reserve for land value increment ( 335,417) - - ( 335,417)
tax
Others ( 9,339) 2,344 - ( 6,995)
($ 450,102) ($ 14,565) ($ 2,846) ($ 467,513)
($ 251,219) ($ 40,886) ($ 11,322) ($ 303,427)
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CHUN YU WORKS & CO., LTD.

  • D. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows:

==> picture [454 x 220] intentionally omitted <==

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

December 31, 2023
Amount filed Unrecognised deferred
Year incurred /assessed Unused amount income tax assets Expiry year
2017 $ 580,599 $ - $ - 2027
2019 516,191 473,269 - 2029
2023 16,255 16,255 - 2033
$ 1,113,045 $ 489,524 $ -
December 31, 2022
Amount filed Unrecognised deferred
Year incurred /assessed Unused amount income tax assets Expiry year
2017 $ 580,599 $ - $ - 2027
2019 516,191 437,586 - 2029
$ 1,096,790 $ 437,586 $ -
----- End of picture text -----

  • E. The amounts of deductible temporary differences that were not recognised as deferred tax assets are as follows:
are as follows:
Deductible temporary differences
Allowance for bad debts in excess of tax limits
Unrealised loss from inventory valuation
Unrealised loss from bad debts
Unused compensated absences
December 31, 2023
235
$ 59,782
20,472
4,169
84,658
$
December 31, 2022
517
$ 69,650
31,661
4,241
106,069
$
  • F. The Group did not recognise deferred tax liabilities related to taxable temporary differences of investment in subsidiaries. The unrecognised deferred tax liabilities were $1,435,158 and $1,181,299 as of December 31, 2023 and 2022, respectively.

  • G. The Company’s income tax returns through 2021 have been assessed and approved by the Tax Authority. The Company did not have any administrative remedy as of March 7, 2024.

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CHUN YU WORKS & CO., LTD.

(28) Earnings per share

For the year ended December 31, 2023

Forthe yearendedDecember31,2023 Forthe yearendedDecember31,2023 1,2023
Basic earnings per share
Profit attributable to ordinary shareholders
of the parent
Diluted earnings per share
Profit attributable to ordinary shareholders
of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Convertible bonds
Profit attributable to ordinary shareholders
of the parent plus assumed conversion of
all dilutive potential ordinary shares
Basic earnings per share
Profit attributable to ordinary shareholders
of the parent
Diluted earnings per share
Profit attributable to ordinary shareholders
of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Convertible bonds
Profit attributable to ordinary shareholders
of the parent plus assumed conversion of
all dilutive potential ordinary shares
Weighted average
number of ordinary
Earnings
Amount
shares outstanding
per share
aftertax
(sharesinthousands)
(indollars)
253,625
$ 278,733
0.91
$ 253,625
$ 278,733
-
365
11,317
42,667
264,942
$ 321,765
0.82
$ Forthe yearendedDecember31,2022
Earnings
per share
(indollars)
0.91
$
0.82
$
Amount
after tax
537,503
$ 537,503
$ -
8,474
545,977
$
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
278,733
278,733
649
22,093
301,475
Earnings
per share
(in dollars)
1.93
$
1.81
$

The above mentioned weighted average number of outstanding shares was retrospectively adjusted proportionately to the capitalised amount of unappropriated retained earnings for the year ended December 31, 2021.

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CHUN YU WORKS & CO., LTD.

(29) Supplemental cash flow information

A. Investing and financing activities with partial cash payments:

For theyears ended For theyears ended For theyears ended December31,
2023 2022
Acquisition of property, plant and equipment $ 60,453 $ 168,000
Add: Opening balance of payable on 8,191 22,043
equipment (listed as ‘Other payables’)
Less: Ending balance of payable on equipment
(listed as ‘Other payables’) ( 14,491) ( 8,191)
ash paid for acquisition of property, plant and
equipment $ 54,153 $ 181,852
For the years ended December 31,
2023 2022
Cash dividends declared $ 302,163 $ 438,855
Less: Dividends received by subsidiaries for
holding the parent company’s shares ( 23,430) ( 34,030)
Cash dividends paid $ 278,733 $ 404,825

(a) Acquisition of property, plant and equipment Add: Opening balance of payable on equipment (listed as ‘Other payables’) Less: Ending balance of payable on equipment (listed as ‘Other payables’)

Cash paid for acquisition of property, plant and equipment

  • (b) Cash dividends declared

B. Operating and investing activities with no cash flow effects:

  • (a) Write-offs of uncollectible receivables

  • (b) Inventories transferred to property, plant and equipment

  • (c) Prepayments for equipment transferred to property, plant and equipment

  • (d) Property, plant and equipment transferred to other non-current assets

  • (e) Prepayments for equipment transferred to intangible assets

w effects: w effects:
For the years ended December 31,
2023
673
$ 15,995
$ 13,736
$ -
$ -
$
2022
3,073
$
15,495
$
33,103
$
458
$
275
$
  • 232 -

CHUN YU WORKS & CO., LTD.

Liabilities from financing activities - gross 5,436,206
$
338,819)
(
14,953 20,058 2,067)
(
5,130,331
$
Liabilities from financing activities -gross 5,303,103
$
303,533 11,454 183,408)
(
1,524 5,436,206
$
Guarantee deposits received 457
$
- - - - 457
$
Guarantee deposits received 457
$
- - - - 457
$
Long-term borrowings (including current portion) 39,036
$
9,330)
(
- - - 29,706
$
Long-term borrowings (including current portion) 624,826
$
585,790)
(
- - - 39,036
$
Bonds payable 4,563,605
$
- 14,953 - - 4,578,558
$
Bonds payable 3,000,000
$
1,775,874 11,454 223,723) - 4,563,605
$
(
Lease liability 52,262 26,829) - 20,058 2,067) 43,424 Lease liability 35,449 25,026) - 40,315 1,524 52,262
$ ( ( $ $ ( $
Short-term borrowings January 1, 2023
780,846
$
Changes in cash flow from financing activities
302,660)
(
Changes in unamortised discount
-
Changes in other non-cash items
-
Impact of changes in foreign exchange rate
-
December 31, 2023
478,186
$
Short-term borrowings January 1, 2022
1,642,371
$
Changes in cash flow from financing activities
861,525)
(
Changes in unamortised discount
-
Changes in other non-cash items
-
Impact of changes in foreign exchange rate
-
December 31, 2022
780,846
$
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CHUN YU WORKS & CO., LTD.

7. Related Party Transactions

(1) Names of related parties and relationship

Names of related parties Relationship with the Group Ofco Industrial Corp. Other related party Gloria Material Technology Corp. Other related party TSG Transportation Corp. Other related party TSG Environmental Technology Corp. Other related party TSG Power Corp. Other related party Golden Win Steel Industrial Corp. Other related party Shanghai Wangzhan Trading Co.,Ltd. Other related party

(2) Significant related party transactions

A. Operating revenue

nificant related party transactions
Operating revenue
Sales of goods:
Other related parties
2023
2022
491,018
$ 798,604
$ Forthe years endedDecember31,
798,604
$

Goods are sold to related parties based on the terms that would be available to third parties and the average credit term is 2 months. The credit terms for machinery and equipment sales are based on the terms specified in the contracts, some of which are sold on installment over a period of 1 ~ 3 years, and for spare parts sales are 3 ~ 4 months.

B. Purchases

3 years, and for spare parts sales are 3 ~ 4 months.
Purchases
Purchases of goods:
Other related parties
Forthe years endedDecember31,
2023
7,525
$
2022
2,437
$

Goods are purchased from related parties based on the prices and terms that would be available to third parties and the average payment terms are 1 ~ 2 months. However, both parties may negotiate to extend payment terms according to the funds available.

C. Property transaction

Acquisition of assets:

Property transaction
Acquisition of assets:
Objects
Other related parties
Machinery and equipment
For theyears ended December31,
2023
459
$
2022
500
$

The Group purchases property, plant and equipment from related parties at a negotiated price.

D. Other expenses

Other expenses
Other related parties For theyears ended December31,
2023
42,207
$
2022
53,737
$
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CHUN YU WORKS & CO., LTD.

E. Other income

Other related parties

F. Receivables from related parties

Notes receivable Other related parties Accounts receivable Other related parties Other receivable Other related parties

  • G. Contract liabilities - current

Other related parties

H. Payables to related parties

Notes payable Other related parties Other payables Other related parties

(3) Key management compensation

Wages and salaries and other short-term benefits

==> picture [218 x 441] intentionally omitted <==

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

For the years ended December 31,
2023 2022
$ 1,808 $ 3,403
December 31, 2023 December 31, 2022
$ 11,441 $ 48,966
$ 94,180 $ 39,106
$ 560 $ -
December 31, 2023 December 31, 2022
$ 1,033 $ 10,416
December 31, 2023 December 31, 2022
$ 3,801 $ -
$ 5,672 $ 8,348
For the years ended December 31,
2023 2022
$ 80,299 $ 73,677
----- End of picture text -----

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CHUN YU WORKS & CO., LTD.

8. Pledged Assets

The Group’s assets pledged as collateral are as follows:

Assets
Pledged demand deposits
(Note 1)
Inventories
Land (Note 2)
Buildings, net (Note 2)
Machinery and equipment,
net (Note 2)
Right-of-use assets
December31,2023
8,967
$ 79,200
453,275
119,214
50,537
13,727
724,920
$
December31,2022
11,775
$ 79,200
453,275
125,747
51,794
14,544
736,335
$
Purpose
Guarantee, collateral for
short-term and long-term
borrowings and bonds
payable
Collateral for short-term
and long-term borrowings
Collateral for short-term
and long-term borrowings
and bonds payable
Collateral for short-term
and long-term borrowings
and bonds payable
Collateral for short-term
and long-term borrowings
Collateral for short-term
borrowings

(Note 1) Listed as ‘Other current financial assets’.

(Note 2) Listed as ‘Property, plant and equipment’.

9. Significant Contingent Liabilities and Unrecognised Contract Commitments

  • (1) As of December 31, 2023 and 2022, the Group’s capital expenditures contracted for at the balance sheet date but not yet incurred were $5,966 and $705, respectively.

  • (2) As of December 31, 2023 and 2022, the Group’s line of credit issued but not yet negotiated were $184,423 and $36,751, respectively.

  • (3) Information on provision of endorsements and guarantees to others is provided in Note 13(1)B.

  • (4) The Company is involved in a lawsuit filed by Mr. Li, Shi-Ren in 2012 relating to whether an employment relationship existed between both parties. Mr. Li, Shi-Ren claimed that he served in an investee of the Company for 26 years and 8 months and requested the Company to pay pension for a total amount of USD 642 thousand. On February 27, 2014, the Taiwan Kaohsiung District Court rendered a decision that the Company is liable for the USD 642 thousand pension payment. The Company disagreed with the decision and appealed during the legal period. On April 29, 2016, the Taiwan High Court Kaohsiung Branch Court revoked the original decision rendered on February 27, 2014 and rendered a decision that the litigation expenses incurred thereby shall be borne by the appellant (Li, Shi-Ren). Subsequently, Li, Shi-Ren appealed to the Supreme Court. On August 2, 2018, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court. On April 15, 2020, following the first decision by the Supreme Court, the Taiwan High Court Kaohsiung Branch

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CHUN YU WORKS & CO., LTD.

Court rendered a decision on the case no. 2018-Zhong-Lao-Shang-Geng-Yi-Zi-1, in which both of the appellant’s (Li, Shi-Ren) appeal with the first instance court and motion for provisional execution are dismissed, and the appellant shall bear the relevant litigation expenses. Subsequently, Li, Shi-Ren appealed to the Supreme Court. On April 28, 2022, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court. The judgment was remanded by the Supreme Court for the second time. The appeal was dismissed on December 14, 2022, and the relevant litigation expenses incurred shall be borne by the Company. Subsequently, Li, Shi-Ren appealed to the Supreme Court. On June 8, 2023, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court.

10. Significant Disaster Loss

None.

  1. Significant Events after the Balance Sheet Date

In February 2024, the Company participated in the capital increase of Argo Yachts Development Co., Ltd. at a price of $27 (in dollars) per share. The Company subscribed 4,500 thousand shares, for a total subscription of $121,500.

12. Others

  • (1) Capital management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

(2) Financial instruments

  • A. Financial instruments by category

  • Details of the Group’s financial instruments by category are provided in Note 6.

  • B. Financial risk management policies

  • (a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk and interest rate risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial position and financial performance.

  • (b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the Board of Directors. Group treasury identifies, evaluates and hedges financial risks in close cooperation with the Group’s operating units. The Board provides written principles for over all risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of

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CHUN YU WORKS & CO., LTD.

excess liquidity.

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

    • i. Foreign exchange risk

      • (i) The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the RMB, USD and IDR. Foreign exchange rate risk arises from future commercial transactions and recognised assets and liabilities.

      • (ii) Management has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The companies are required to hedge their entire foreign exchange risk exposure with the Group treasury. The Group treasury uses forward foreign exchange contracts to manage the foreign exchange risk arising from future commercial transactions and recognised assets and liabilities. Foreign exchange risk arises when future commercial transactions or recognised assets or liabilities are denominated in a currency that is not the entity’s functional currency.

      • (iii) The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: USD, RMB and IDR). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

(Foreign currency: functional currency)
Financial assets
Monetary items
USD:NTD
USD:RMB
RMB:NTD
EUR:NTD
JPY:NTD
Financial liabilities
Monetary items
USD:NTD
USD:IDR
December31,2023 December31,2023
Foreign currency
amount
(In thousands)
9,307
$ 1,716
8,907
1,050
50,848
3,256
352
Exchange rate
30.71
7.0827
4.34
33.98
0.2172
30.71
15,508
Book Value
287,759
$ 52,698
38,617
35,687
11,044
99,966
10,799
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CHUN YU WORKS & CO., LTD.

(Foreign currency: functional currency)
Financial assets
Monetary items
USD:NTD
USD:RMB
EUR:NTD
RMB:NTD
JPY:NTD
Financial liabilities
Monetary items
USD:NTD
USD:RMB
USD:IDR
EUR:NTD
Foreign currency
amount
(In thousands)
Exchange rate
Book Value
8,400
$ 30.71
257,973
$ 3,217
6.9646
98,760
1,231
32.72
40,293
7,057
4.410
31,109
56,869
0.2324
13,216
5,260
30.71
161,526
3,535
6.9646
108,514
2,230
15,510
68,479
834
32.72
27,288
December 31,2022

The sensitivity analysis of foreign exchange risk mainly focuses on the foreign currency monetary items at the end of the financial reporting period. If the exchange rate of NTD to all foreign currencies had appreciated/depreciated by 1%, the Group’s net income would have decreased/increased by $2,524 and $666 for the years ended December 31, 2023 and 2022, respectively.

The total exchange (losses) gains, including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Group amounted to ($3,450) and $26,744 for the years ended December 31, 2023 and 2022, respectively.

  • ii. Price risk

  • (i) The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.

  • (ii) The Group’s investments in equity securities comprise shares issued by the domestic companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, post-tax profit would have increased/decreased by $1,302 and $504 for the years ended December 31, 2023 and 2022, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased/decreased by $6,813 and $4,392, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.

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CHUN YU WORKS & CO., LTD.

  • iii. Cash flow and fair value interest rate risk

    • (i) The Group’s main interest rate risk arises from some borrowings with variable rates, which expose the Group to cash flow interest rate risk. During 2023 and 2022, the Group’s borrowings at variable rate were mainly denominated in NTD, USD, RMB and IDR.

    • (ii) The Group’s borrowings are measured at amortised cost. The borrowings are periodically contractually repriced and to that extent are also exposed to the risk of future changes in market interest rates.

    • (iii) If the borrowing interest rate had increased/decreased by 1% with all other variables held constant, profit, net of tax would have decreased/increased by $963 and $961 for the years ended December 31, 2023 and 2022, respectively. The main factor is that changes in interest expense result from floating rate borrowings.

  • (b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.

  • ii. The Group manages its credit risk taking into consideration the entire group’s concern. For banks and financial institutions, only independently rated parties with a certain rating are accepted. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing 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 Board of Directors. The utilisation of credit limits is regularly monitored.

  • iii. The Group adopts following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • iv. If the credit rating grade of an investment target degrades two scales, there has been a significant increase in credit risk on that instrument since initial recognition.

  • v. If the default rate of an investment target exceeds 10%, there has been a significant increase in credit risk on that instrument since initial recognition.

  • vi. The Group adopts the assumption under IFRS 9, that is, the default occurs when the contract payments are past due over 90 days.

  • vii. The Group classifies customer’s accounts receivable in accordance with credit risk on trade. The Group applies the modified approach using a provision matrix to estimate the

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CHUN YU WORKS & CO., LTD.

expected credit loss and uses the historical and timely information to establish loss rate for assessing the default possibility of accounts receivable. Movements in relation to the Group applying the modified approach to provide loss allowance for notes and accounts receivable are as follows:

receivable are as follows:
Forthe yearendedDecember 31, 2023
Notes Accounts
receivable receivable Total
Balance at January 1 $ 268 $ 24,003 $ 24,271
Expected credit (gain) loss ( 123)
4,307 4,184
Write-offs - ( 673)
( 673)
Effect of foreign exchange 8 ( 973)
( 965)
Balance at December 31 $ 153 $ 26,664 $ 26,817
Forthe yearendedDecember 31, 2023
Notes Accounts
receivable receivable Total
Balance at January 1 $ 252 $ 29,118 $ 29,370
Expected credit loss (gain) 19 ( 1,540) ( 1,521)
Write-offs - ( 3,073) ( 3,073)
Effect of foreign exchange ( 3)
( 502)
( 505)
Balance at December 31 $ 268 $ 24,003 $ 24,271

(c) Liquidity risk

  • i. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. Group treasury monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.

  • ii. 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:

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CHUN YU WORKS & CO., LTD.

December31,2023
Non-derivative financial
liabilities:
Short-term borrowings
Notes payable
Accounts payable
Other payables
Lease liability
Bonds payable
Long-term borrowings
(including current portion)
Guarantee deposits
received
December 31, 2022
Non-derivative financial
liabilities:
Short-term borrowings
Notes payable
Accounts payable
Other payables
Lease liability
Bonds payable
Long-term borrowings
(including current portion)
Guarantee deposits
received
Less than
1year
479,999
$ 438
494,133
378,577
14,477
1,950
6,993
457
Less than
1year
801,682
$ 388
558,651
440,435
25,654
1,950
16,723
457
Between
1 and 2year(s)
-
$ -
-
-
10,121
1,950
6,895
-
Between
1 and 2year(s)
-
$ -
-
-
10,484
1,950
6,367
-
Between
2 and5 years
-
$ -
-
-
20,497
4,605,850
15,133
-
Between
2 and 5 years
-
$ -
-
-
14,363
5,850
13,962
-
More than
5 years
-
$ -
-
-
1,720
-
1,800
-
More than
5 years
-
$ -
-
-
3,785
4,601,950
3,316
-
  • iii. For non-derivative financial liabilities, the Group does not expect the timing of occurrence of the cash flows estimated through the maturity date analysis to be significantly earlier, nor expect the actual cash flow amount to be significantly different.

(3) Fair value information

  • A. 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: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at 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 listed stocks and beneficiary certificates is included in Level 1.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset

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CHUN YU WORKS & CO., LTD.

or liability, either directly or indirectly. The fair value of the Group’s investment in listed stocks-private placement (Liquidity discount is 24.82%) is included in Level 2.

  • Level 3: Unobservable inputs for the asset or liability.

  • B. The carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, financial assets a amortised cost, notes receivable, accounts receivable, other receivables, other current financial assets, guarantee deposits paid, long-term notes and accounts receivable, short-term borrowings, notes payable, accounts payable, other payables, bonds payable, long-term borrowings (including current portion) and guarantee deposits received) are approximate to their fair values.

  • C. The related information on 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 at December 31, 2023 and 2022 are as follows:

31, 2023 and 2022 are as follows:
December31,2023
Assets:
Recurring fair value measurements
Financial assets at fair value through
profit or loss
Equity securities
Beneficiary certificates
Financial assets at fair value through
other comprehensive income
Equity securities
December31,2022
Assets:
Recurring fair value measurements
Financial assets at fair value through
profit or loss
Equity securities
Beneficiary certificates
Financial assets at fair value through
other comprehensive income
Equity securities
Level 1
185
$ 2,992
3,177
681,311
684,488
$ Level 1
39,232
$ 11,179
50,411
439,249
489,660
$
Level 2
127,050
$ -
127,050
-
127,050
$ Level 2
-
$ -
-
-
-
$
Level3
-
$ -
-
-
-
$ Level3
-
$ -
-
-
-
$
Total
127,235
$ 2,992
130,227
681,311
811,538
$
Total
39,232
$ 11,179
50,411
439,249
489,660
$
  • D. The methods and assumptions the Group used to measure fair value are as follows:

  • (a) The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:

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CHUN YU WORKS & CO., LTD.

Market quoted price

Listed shares Open-end fund Closing price Net asset value

  • (b) Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date (i.e. yield curves on the Taipei Exchange, average commercial paper interest rates quoted from Reuters).

  • E. The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.

  • F. For the years ended December 31, 2023 and 2022, there was no transfer between Level 1 and Level 2.

  • G. For the years ended December 31, 2023 and 2022, there was no transfer into or out from Level 3.

13. Supplementary Disclosures

(According to the current regulatory requirements, the Company is only required to disclose the information for the year ended December 31, 2023)

(1) Significant transactions information

  • A. Loans to others: None.

  • B. Provision of endorsements and guarantees to others: Refer to table 1.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Refer to table 2.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: None.

  • E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Refer to table 3.

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None.

  • I. Trading in derivative instruments undertaken during the reporting periods: None.

  • J. Significant inter-company transactions during the reporting periods: Refer to table 4.

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China): Refer to table 5.

(3) Information on investments in Mainland China

  • A. Basic information: Refer to table 6.

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CHUN YU WORKS & CO., LTD.

  • B. Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas: Purchases and sales between the Company and investees in Mainland China are eliminated when preparing consolidated financial statements. Information on significant transactions, such as purchases and sales, receivables and payables, provision of endorsements and guarantees and financing, between the Company and investees in Mainland China is provided in Note 13(1) B and J.

  • (4) Major shareholders information

Major shareholders information: Refer to table 7.

14. Segment Information

  • (1) General information

  • A. Management has determined the reportable operating segments based on the reports reviewed by the chief operating decision-maker that are used to make strategic decisions. The Group’s reportable segments are as follows:

    • (a) Screw segment: Primarily engaging in the manufacture, process and trade of screws and nuts, etc.

    • (b) Machinery segment: Primarily engaging in the manufacture, assemble and trade of machine tools and chemical machinery, etc.

    • (c) Investment segment: Primarily engaging in the general investment.

  • B. There is no material change in the basis for formation of entities and division of segments in the Group or in the measurement basis for segment information during this period.

  • C. The Group’s chief operating decision-maker assesses the performance based on the segment’s net operating profit. The accounting policies of the operating segments are in agreement with the significant accounting policies summarised in Note 4 in the consolidated financial statements.

(2) Information about segment profit or loss, assets and liabilities

  • The segment information provided to the chief operating decision-maker for the reportable segments is as follows:

For the year ended December 31, 2023

Screw
Machinery
segment
segment
Segment revenue
7,924,451
$ 1,172,343
$ Inter-segment revenue
567,687)
(
68,466)
(
Revenue from external
customers, net
7,356,764
1,103,877
Segment income before tax
690,239
99,436
Segment assets
10,144,689
1,883,540
Segment liabilities
6,198,076

891,147
Investment
segment
Total
-
$ 9,096,794
$ -
636,153)
(
-
8,460,641
53,940
843,615
140,107
12,168,336
27
7,089,250
  • 245 -

CHUN YU WORKS & CO., LTD.

For For For the yearended December31,2022 December31,2022 December31,2022 December31,2022 December31,2022
Screw Machinery Investment
segment segment segment Total
Segment revenue $ 10,574,494
$ 1,270,675
$ -
$ 11,845,169
Inter-segment revenue ( 692,070) ( 103,458) - ( 795,528)
Revenue from external 9,882,424
1,167,217 - 11,049,641
customers, net
Segment income before tax 1,062,785 137,831 ( 94,590) 1,106,026
Segment assets 10,598,236 1,910,548
102,289 12,611,073
Segment liabilities 6,653,470 887,581 1,092 7,542,143

(3) Reconciliation for segment profit or loss, assets and liabilities

  • A. Sales between segments are carried out at arm’s length. The revenue from external customers reported to the chief operating decision-maker is measured in a manner consistent with that in the consolidated statement of comprehensive income. A reconciliation of reportable segment income or loss before tax to the income/(loss) before tax is provided as follows:
For theyears ended December31, For theyears ended December31, For theyears ended December31,
2023 2022
Reportable operating segments income $ 843,615 1,106,026
$
before tax
Elimination of inter-segment income (loss) ( 324,061) ( 224,825)
Profit before income tax $ 519,554 881,201
$
  • B. The amounts provided to the chief operating decision maker with respect to total assets and liabilities are measured in a manner consistent with that of the financial statements. Therefore, such reconciliation is not required.

(4) Information on products and services

The Group classified the operating segments based on the category of products. Thus, information on products is not disclosed separately.

  • 246 -

CHUN YU WORKS & CO., LTD.

(5) Geographical information

Geographical information for the years ended December 31, 2023 and 2022 is as follows:

For the years ended December 31,

Taiwan
Mainland China and
Hong Kong
U.S.A.
Other countries
Non-current
Revenue (Note)
assets
2,332,587
$ 2,220,155
$ 2,263,517
479,510
688,121
26,576
3,176,416
298,136
8,460,641
$ 3,024,377
$ 2023
2022 2022
Revenue (Note)
2,332,587
$ 2,263,517
688,121
3,176,416
8,460,641
$
Revenue (Note)
4,076,777
$ 2,453,107
755,100
3,764,657
11,049,641
$
Non-current
assets
2,319,963
$ 570,100
30,257
310,095
3,230,415
$

(Note) The revenue is classified based the country where the customer is located.

(6) Major customer information

Major customer information for the years ended December 31, 2023 and 2022 is as follows:

Customer
E-SHENG STEEL CO., LTD.
For the years ended December 31, For the years ended December 31,
2023
SalesRevenue
Note
2022
SalesRevenue
1,524,969
$

(Note) Since the sales revenue did not reach 10%, the amount was not disclosed.

  • 247 -

CHUN YU WORKS & CO., LTD.

Ratio of
accumulated
Maximum
endorsement/
outstanding
Outstanding
guarantee
Provision of
Provision of
Provision of
Relationship
Limit on
endorsement/
endorsement/
Amount of
amount to net
Ceiling on
endorsements/ endorsements/ endorsements/
with the
endorsements/
guarantee
guarantee
endorsements/
asset value of
total amount of
guarantees by guarantees by guarantees to
endorser/
guarantees
amount as of
amount at
guarantees
the endorser/
endorsements/
parent
subsidiary to
the party in
Endorser/
guarantor
provided for a
December 31,
December 31,
Actual amount
secured with
guarantor
guarantees
company to
parent
Mainland
Number
guarantor
Company name
(Note 1)
single party
2023
2023
drawn down
collateral
company
provided
subsidiary
company
China
Footnote
Party being
endorsed/guaranteed
0
Chun Yu Works & Co., Ltd.
Chun Yu (Dongguan) Metal
Products Co., Ltd.
2
2,566,642
$ 648,500
$ $ 307,050 $ 112,723
$ -
7.18%
3,422,189
$ Y
N
Y
(Note 2)
  • 248 -

CHUN YU WORKS & CO., LTD.

General
Number of shares
Relationship with the
ledger account
(In thousands of
Securities held by
Marketable securities
securities issuer
(Note 1)
shares or units)
Book value
Ownership (%)
Fair value
Footnote
Chun Yu Works & Co., Ltd. and subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
For the year ended December 31, 2023
Table 2
Expressed in thousands of NTD
As of December 31, 2023
Chun Yu Works & Co., Ltd.
Stocks -Taiwan Styrene Monomer Corporation

3
11,678
182,761
$ 2.21
182,761
$ -
Stocks - Gloria Material Technology Corporation
Other related party
3
5,526
269,945
1.04
269,945
-
Stocks - King Kong Iron Works, Ltd.

3
304
772
0.55
772
-
Stocks - Ensure Global Co., Ltd.

2
5,000
127,050
3.16
127,050
-
Beneficiary certificates - PGIM USD High Yield Bond Fund-USD

1
300
2,992
-
2,992
-
Chun Bang Precision Co., Ltd.
Stocks - The First Insurance Co., Ltd.

1
10
185
-
185
-
Stocks - Taiwan Styrene Monomer Corporation

3
6,440
100,786
1.22
100,786
-
Chun Yu Investment Corp.
Stocks - Chun Yu Works & Co., Ltd.
The Company
(Note 2)
23,430
591,612
7.75
591,612
-
Stocks - Taiwan Styrene Monomer Corporation

3
6,618
103,572
1.25
103,572
-
Chun Yu Bio-tech Corp.
Stocks - Chun Zu Machinery Industry Co., Ltd.
Subsidiary
(Note3)
9
161
0.01
161
-
Stocks - Taiwan Styrene Monomer Corporation

3
1,500
23,475
0.28
23,475
-
(Note 1) The code number explanation is as follows:
1. Financial assets at fair value through profit or loss - current.
2. Financial assets at fair value through profit or loss- non-current.
3. Financial assets at fair value through other comprehensive profit or loss- non-current.
(Note 2) Information relating to the Company’s stocks is provided in Note 6(16) 'Share capital'.
(Note 3) The Company’s stocks held by Chun Yu Bio-tech Corp., shown as ‘Financial assets at fair value through other comprehensive profit or loss- non-current’, were changed to be shown as ‘Investments accounted for using the equity method’
when the group prepared the consolidated financial statements and fully eliminated.
  • 249 -

CHUN YU WORKS & CO., LTD.

==> picture [31 x 31] intentionally omitted <==

Percentage of
Percentage of
Relationship with the
Purchases
total purchases
total notes/accounts
Purchaser/seller
Counterparty
counterparty
(sales)
Amount
(sales)
Credit term
Unit price
Credit term
Balance
receivable (payable)
Footnote
Transaction
transactions
Table 3
Expressed in thousands of NTD
Differences in transaction terms
compared to third party
Notes/accounts receivable (payable)
Chun Yu Works & Co., Ltd.
Ofco Industrial Corporation
Other related party
(Sales)
443,870)
($ (
13%)
1 month
$ -
3 ~ 5 months
$ 92,683
15%
-
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Shanghai Uchee Hardware
Products Ltd.
Subsidiary
(Sales)
(
246,460) (
19%)
3 months
-
(Note 1)
-
-
-
Shanghai Uchee Hardware
Products Ltd.
Subsidiary
Purchases
175,792
18%
3 months
-
(Note 2)
-
-
-
Shanghai Uchee Hardware
Products Ltd.
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Subsidiary
(Sales)
(
175,792) (
23%)
3 months
-
(Note 1)
-
-
-
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Subsidiary
Purchases
246,460
38%
3 months
-
(Note 2)
-
-
-
(Note 1) The credit terms to third parties are 1 ~ 3 months after the sale.
(Note 2) The payment terms to third parties are 3 ~ 6 months after the acceptance.
(Note 3) Foreign currencies are translated into New Taiwan Dollars using the following exchanges: Ending balance of receivable and payable are translated using the exchange rates as of report date (USD:NTD 1:30.7050, RMB:NTD 1:4.3355),
and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD:NTD 1:31.1773, RMB:NTD 1:4.4272).
  • 250 -

CHUN YU WORKS & CO., LTD.

Expressed in thousands of NTD Percentage of consolidated total operating revenue or total assets (Note 4) 1% - 3% 1% - - - - - 1% - - 3% - 2%
Transaction terms 4 months - - 3 months - 3 months 3 months 3 months 3 months - (Note5) - - 3 months - 3 months
Chun Yu Works & Co., Ltd. and subsidiaries Significant inter-company transactions during the reporting period For the year ended December 31, 2023 Table 4 Transaction Number
Relationship
General ledger account
Amount
(Note2)
Company name
Counterparty
(Note 3)
0
Chun Yu Works & Co., Ltd.
Chun Yu Works (USA) Inc.
1
Sales
77,713
$
1
Accounts receivable
25,666
Chun Yu (Dongguan) Metal Products Co., Ltd.
1
Provision of endorsements and guarantees
307,050
1
Chun Bang Precision Co., Ltd.
Chun Yu Works & Co., Ltd.
2
Sales
75,709
2
Accounts receivable
12,534
Pt Moon Lion Industries Indonesia
3
Sales
13,595
Chun Zu Machinery Industry Co., Ltd.
3
Sales
11,311
2
Chun Zu Machinery Industry Co., Ltd.
Chun Yu Works & Co., Ltd.
2
Sales
12,747
Chun Yu (Dongguan) Metal Products Co., Ltd.
3
Sales
15,995
Shanghai Chun Zu Machinery Industry Ltd.
3
Other receivables
25,966
3
Shanghai Chun Zu Machinery Industry Ltd.
Chun Zu Machinery Industry Co., Ltd.
3
Sales
44,011
3
Accounts receivable
12,176
4
Chun Yu (Dongguan) Metal Products Co., Ltd.
Scholar Holdings Ltd.
3
Other receivables
18,594
Shanghai Uchee Hardware Products Ltd.
3
Sales
246,460
3
Other receivables
34,624
5
Shanghai Uchee Hardware Products Ltd.
Chun Yu (Dongguan) Metal Products Co., Ltd.
3
Sales
175,792
(Note 1) Intercompany transactions between the parent company and its subsidiaries or between subsidiaries are not disclosed repetitively since the circumstances and amounts of each transaction is the same on each side. In addition, the disclosure threshold for significant intercompany transactions is $10 million and the transactions are disclosed in asset and income aspects. (Note 2) The transaction information of the Company and the consolidated subsidiaries should be noted in column "Number". The number means: 1. Number 0 presents the Company. 2. The consolidated subsidiaries are in order from number 1. (Note 3) The relationships among the transation parties are as follows: 1. The Company to the consolidated subsidiary. 2. The consolidated subsidiary to the Company. 3. The consolidated subsidiary to another consolidated subsidiary. (Note 4) The percentage of transaction amount over consolidated total revenues or total assets is as follows: Assets and liabilities are calculated using the ending balance over the consolidated total assets at period end; Sales is calculated using the amount of the period over the consolidated total revenue of the period. (Note 5) The sale of mechanical equipment is handled according to the conditions stipulated in the contract, and some of them are sold by installments, with a period of 1 to 2 years; spare parts are sold within 3 to 4 months. (Note 6) For the amounts denominated in foreign currencies, the balances of notes/accounts receivable (payable) are translated into New Taiwan dollars at the exchange rate (USD 1 : NTD 30.7050; RMB 1 : NTD 4.3355) prevailing at the financial reporting date, and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD 1 : NTD :31.1773; RMB 1 : NTD 4.4272).
  • 251 -

CHUN YU WORKS & CO., LTD.

Net profit (loss)
Investment income (loss)
Balance as at
Balance as at
of the investee for the
recognised by the Company
Main business
December 31,
December 31,
year ended
for the year ended
Investor
Investee
Location
activities
2023
2022
Number of shares
Ownership (%)
Book value
December 31, 2023
December 31, 2023
Footnote
Initial investment amount
Shares held as at December 31, 2023

Chun Yu Works & Co., Ltd.
Chun Bang Precision Co., Ltd.
Taiwan
Manufacture and trade of
moulds
125,344
$ 125,344
$ 15,000,000
100.00
205,039
$ 5,640
$ 10,332
$ A subsidiary
Chun Yu Works (U.S.A.) Inc.
U.S.A.
Import and export of
hardware products
114,728
114,728
3,800,000
100.00
411,301
47,137
48,472
A subsidiary
Chun Yu Investment Corporation
Taiwan
Professional investment
267,652
267,652
74,888,032
100.00
140,080
53,940
1,222
A subsidiary
Chun Yu Bio-tech Corporation
Taiwan
Powder metallurgy
90,260
90,260
10,000,000
100.00
108,888
14,334)
(
14,455)
(
A subsidiary
Scholar Holdings Ltd.
Virgin Islands
Reinvestment and import
and export trade
2,581,891
2,581,891
33,183,211
100.00
993,195
9,523)
(
9,067)
(
A subsidiary
Sunny City International Ltd
Samoa
Reinvestment and import
and export trade
84,824
84,824
1,000,000
100.00
251,936
28,702
28,702
A subsidiary
Pt Moon Lion Industries Indonesia
Indonesia
Manufacture and trade of
screws and nuts
154,760
154,760
14,370,000
71.85
726,961
245,288
176,239
A subsidiary
Chun Zu Machinery Industry Co., Ltd.
Taiwan
Manufacture and trade of
machinery
52,597
52,597
28,821,939
47.81
472,141
74,265
34,824
A subsidiary
Chun Zu Machinery Industry
Co., Ltd.
Lion City Management Ltd.
Virgin Islands
Professional investment
61,410
61,410
-
100.00
519,318
53,665
-
A subsidiary (Note 1)
(Note 1) According to the related regulations, it is not required to disclose income (loss) recognized by the Company.
(Note 2) Foreign currencies are translated into New Taiwan Dollars using the following exchanges: Ending balance of receivable and payable are translated using the exchange rates as of report date (USD:NTD 1:30.7050, RMB:NTD 1:4.3355),
and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD:NTD 1:31.1773, RMB:NTD 1:4.4272).
  • 252 -
Chun Yu Works & Co., Ltd. and subsidiaries Information on investments in Mainland China For the year ended December 31, 2023 Table 6
Expressed in thousands of NTD
Accumulated
Amount remitted from Taiwan
Accumulated
Accumulated
amount
to Mainland China/
amount of
amount
Ownership
Investment income
of investment
Amount remitted back
remittance from
of remittance
held by
(loss) recognised
Book value of
income
to Taiwan for the year
Taiwan to
from Taiwan to
Net income of
the
by the Company
investments in
remitted back to
ended December 31, 2023
Mainland China
Remitted to
Mainland China
investee for the
Company
for the year
Mainland China
Taiwan as of
Investee in
Main business
Investment
as of January 1,
Mainland
Remitted back
as of December 31,
year ended
(direct or
ended December
as of December 31,
December 31,
Mainland China
activities
Paid-in capital
method
2023
China
to Taiwan
2023
December 31, 2023
indirect)
31, 2023
2023
2023
Footnote
Chun Yu (Dongguan) Metal Products Co., Ltd.
Manufacture and trade of screws and nuts
$ 1,979,889
(Note 3)
1,479,766
$ -
$ -
$ 1,479,766
$ 9,404)
($ 100%
9,404)
($ 1,022,515
$ -
$ (Note 9)
(Note 1) Shanghai Uchee Hardware Products Ltd.
Trade of screws and nuts
30,705
(Note 4)
30,705
-
-
30,705
28,762
100%
28,762
250,195
79,587
(Note 9)
(Note 7) Chunyu Group Shanghai Tongsheng Trade
Trade of screws and nuts
8,169
(Note 5)
-
-
-
-
86
100%
86
3,818)
(
-
(Note 9)
Co., Ltd. Shanghai Chun Zu Machinery Industry Ltd.
Manufacture and trade of machinery
260,993
(Note 6)
61,410
-
-
61,410
51,700
47.82%
24,723
244,749
499,652
(Note 10)
(Note 2)
(Note 8)
CHUN
Accumulated
Investment
amount of
amount approved
Ceiling on
remittance
by the
investments in
YU
from Taiwan
Investment
Mainland China
to Mainland
Commission of
imposed by the
WORKS
China
the Ministry of
Investment
as of December 31,
Economic
Commission of
Company name
2023
Affairs (MOEA)
MOEA (Note 10)
Chun Yu Works & Co., Ltd.
$ 1,735,232 $ 1,735,232 $ 3,047,452
&CO., LTD.
Chun Zu Machinery Industry Co., Ltd.
61,420
199,583
638,246
(Note 1) The investment in Chun Yu (Dongguan) Metal Products Co., Ltd. amounted to US$64,481 thousand, consisting of US$48,193 thousand that has been reported to the Investment Commission and US$16,289 thousand from an investment loan from Scholar Holdings Ltd.
(Note 2) The paid-in capital of Shanghai Chun Zu Machinery Industry Ltd. amounted to US$8,500 thousand, consisting of US$4,000 thousand from remittance from Chun Zu Machinery Industry Co., Ltd. through its subsidiary, Lion City Management Ltd. and US$4,500 thousand from capitalisation of retained earnings of Shanghai Chun Zu Machinery Industry Ltd., which were reported to the Investment Commission. In addition, proceeds from capital reduction of Lion City Management Ltd. in 2008 amounting to US$2,000 thousand were reported to the Investment Commission. (Note 3) Indirect investment in PRC through the existing company (Scholar Holdings Ltd.) located in the third area. (Note 4) Indirect investment in PRC through the existing company (Sunny City International Ltd.) located in the third area. (Note 5) Indirect investment in PRC through the existing company (Shanghai Uchee Hardware Products Ltd.) located in PRC. (Note 6) Indirect investment in PRC through the existing company (Lion City Management Ltd.) located in the third area. (Note 7) It is the cash dividends totaling US$2,592 thousand distributed by Shanghai Uchee Hardware Products Ltd. to Sunny City International Ltd., which then remitted to the Company and Chun Bang Precision Co., Ltd. (Note 8) It is the cash dividends amounting to US$34,029 thousand distributed by Shanghai Chun Zu Machinery Industry Ltd. to Lion City Management Ltd., which then remitted to Chun Zu Machinery Industry Co., Ltd. (Note 9) Investment gains or losses were recognised based on audited financial statements. (Note 10) The ceiling is calculated based on the 60% of the investor’s net assets or consolidated net assets (whichever is higher). (Note 11) For the amounts denominated in foreign currencies, the paid-in capital, amount of remittance from Taiwan and book value as of December 31, 2023 are translated into New Taiwan dollars at the exchange rate (USD 1 : NTD 30.7050; RMB 1 : NTD 4.3355) prevailing at the financial reporting date, and the net profit (loss) of the investee and investment income (loss) recognised by the Group for the year ended December 31, 2023 are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD 1 : NTD 31.1773; RMB 1 : NTD 4.4272).
  • 253 -

CHUN YU WORKS & CO., LTD.

Unit: shares
Name of major shareholders
Number of shares held
Ownership (%)
Table 7
Shares
Chun Yu Works & Co., Ltd. and subsidiaries
Major shareholders information
December 31, 2023
Bai Jia Yuan Investment Co., Ltd.
84,219,450
27.87%
Jin Jhih Fu Assets Management Co., Ltd.
28,491,850
9.43%
Chun Yu Investment Co., Ltd.
23,430,172
7.75%
(Note) The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form
which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The
share capital which was recorded in the financial statements may be different from the actual number of shares issued in dematerialised form due to the different calculation basis.
  • 254 -

CHUN YU WORKS & CO., LTD.

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Chun Yu Works & Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of Chun Yu Works & Co., Ltd. (the “Company”) as of December 31, 2023 and 2022, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of material accounting policies.

In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2023 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

  • 255 -

CHUN YU WORKS & CO., LTD.

Key audit matters for the Company’s 2023 parent company only financial statements are stated as follows:

Cut-off of revenue from export sales

Description

Refer to Note 4(28) for accounting policy on revenue recognition and Note 6(18) for details of operating revenue.

The Company derives its revenues from the sales of screws, nuts and wire rods, etc., and revenues from export sales account for a high percentage of total revenue. Export sales are recognised as revenues when control of the goods has been transferred according to the terms specified in the contracts. The revenue recognition requires that the products are delivered to the customer, the customer has full discretion over the products, and there is no unfulfilled obligation that could affect the customer’s acceptance over the products, but delivery time may vary for each sales transaction. The determination as to when products are transferred to customers involves manual process and judgement. Given that there is a risk of material misstatement from improper revenue recognition for transactions that occur near the balance sheet date and the transaction amounts are usually material to the financial statements, we considered the cut-off of revenue from export sales a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained an understanding and assessed the accounting policies on revenue recognition of export sales.

  2. Obtained an understanding and assessed the internal controls over revenue recognition of export sales, and tested the effectiveness of internal controls including the delivery process and the timing of revenue recognition.

  3. Performed cut-off tests on export sales transactions that took place during a certain period before and after the balance sheet date to ascertain whether sales revenues were recognised when control of goods has been transferred to the customer and revenues were recorded in the proper period.

Valuation of inventories

Description

Refer to Note 4(8) for accounting policy on inventory valuation, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to inventory valuation, and Note 6(4) for details of inventories. As of December 31, 2023, the inventories and allowance for

  • 256 -

CHUN YU WORKS & CO., LTD.

inventory valuation losses amounted to NT$1,343,597 thousand and NT$26,947 thousand, respectively.

The Company is primarily engaged in the manufacture and sales of screws, nuts and wire rods, etc. Due to the market demand, technology innovation and other factors, there is a risk of inventories losing value or becoming obsolete. The inventories are measured at the lower of cost and net realisable value. For inventory over a certain age and individually identified as obsolete or slow-moving, the net realisable values are determined by management based on periodic inventory clearance information. Given that the net realisable value used when assessing the inventories individually identified as obsolete or slow-moving involves subjective judgement, we considered the valuation of inventories a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Assessed the reasonableness of policies and procedures in relation to the provision of allowance for inventory valuation losses based on the accounting principles and our understanding of the nature of the business and the industry.

  2. Obtained an understanding of the warehouse management processes, reviewed the annual physical inventory count plan and participated in the annual inventory count in order to evaluate the effectiveness of procedures used by the management to identify and control obsolete inventories.

  3. Verified the appropriateness of net realisable value used in inventory valuation and the logic used in the inventory aging report to ascertain the reasonableness of allowance for inventory valuation losses.

Other matter - Reference to the reports of other auditors

We did not audit the financial statements of the investments accounted for using the equity method, Chun Yu Works (USA) Inc. and Pt Moon Lion Industries Indonesia, which were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in respect of these associates, is based solely on the reports of the other auditors. The balance of these investments accounted for under equity method amounted to NT$1,138,262 thousand and NT$1,005,561 thousand as of December 31,2023 and 2022, respectively, and the share of profit recognised from subsidiaries, associates and joint ventures accounted for using the equity method amounted to

  • 257 -

CHUN YU WORKS & CO., LTD.

NT$224,711 thousand and NT$221,788 thousand for the years then ended, respectively.

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures

  2. 258 -

CHUN YU WORKS & CO., LTD.

responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  2. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  3. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  5. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion on the parent company only financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

  • 259 -

CHUN YU WORKS & CO., LTD.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Tien, Chung-Yu

Independent Accountants

Hsu, Huei-Yu

PricewaterhouseCoopers, Taiwan

Republic of China March 7, 2024

------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

  • 260 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(1)
6(3)
6(3)
6(3) and 7
7
5(2) and 6(4)
7
6(2)
6(5)
6(6)
6(7), 7 and 8
6(8)
6(9) and 8
6(10)
6(25)
6(7) and 7
December 31, 2023
AMOUNT
%
$
1,723,953
19
2,992
-
130,000
1
40,823
-
469,504
5
119,770
1
11,030
-
17,588
-
1,316,650
14
22,499
-
3,854,809
40
127,050
1
453,478
5
3,309,541
35
1,756,109
18
71
-
20,957
-
1,860
-
121,922
1
6,475
-
11,202
-
681
-
5,809,346
60
$
9,664,155
100
December 31, 2022 December 31, 2022
AMOUNT
$
1,723,953
2,992
130,000
40,823
469,504
119,770
11,030
17,588
1,316,650
22,499
3,854,809
127,050
453,478
3,309,541
1,756,109
71
20,957
1,860
121,922
6,475
11,202
681
5,809,346
$
9,664,155
AMOUNT
$
1,852,311
50,253
-
50,634
589,249
55,625
2,043
12,069
1,713,135
32,277
4,357,596
-
242,851
3,175,750
1,818,677
285
21,800
2,057
118,605
7,371
8,904
681
5,396,981
$
9,754,577
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss - current
1136
Financial assets at amortised cost -
current
1150
Notes receivable, net
1170
Accounts receivable, net
1180
Accounts receivable - related parties
1200
Other receivables
1210
Other receivables - related parties
130X
Inventory
1410
Prepayments
11XX
Total current assets
Non-current assets
1510
Financial assets at fair value through
profit or loss - non-current
1517
Financial assets at fair value through
other comprehensive income - non-
current
1550
Investments accounted for under
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1760
Investment property - net
1780
Intangible assets
1840
Deferred income tax assets
1915
Prepayments for equipment
1920
Guarantee deposits paid
1990
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
19
-
-
1
6
1
-
-
18
-
45
-
2
33
19
-
-
-
1
-
-
-
55
100

(Continued)

  • 261 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December 31, 2023
December 31, 2022
Notes
AMOUNT
%
AMOUNT
%
6(11)
$
143,062
2
$
180,225
2
6(18)
16,183
-
15,318
-
111,675
1
114,635
1
7
14,678
-
16,098
-
7
170,086
2
215,875
3
6(25)
12,832
-
6,377
-
6(8)
54
-
215
-
468,570
5
548,743
6
6(12) and 8
4,578,558
47
4,563,605
47
6(25)
331,839
4
326,801
3
6(8)
-
-
54
-
6(13)
6,995
-
27,305
-
457
-
457
-
4,917,849
51
4,918,222
50
5,386,419
56
5,466,965
56
6(14)
3,021,627
31
3,021,627
31
6(6)(12)(14)(15)
501,353
5
477,923
5
6(5)(14)(16)(17)
336,485
4
302,397
3
430,610
4
430,610
5
649,496
7
653,326
7
6(5)(6)(17)
(
394,640) (
4) (
331,076) (
4 )
6(14)(15)
(
267,195) (
3) (
267,195) (
3 )
4,277,736
44
4,287,612
44
9
11
$
9,664,155
100
$
9,754,577
100
Current liabilities
2100
Short-term borrowings
2130
Current contract liabilities
2170
Accounts payable
2180
Accounts payable to related parties
2200
Other payables
2230
Current income tax liabilities
2280
Current lease liabilities
21XX
Total current liabilities
Non-current liabilities
2530
Bonds payable
2570
Deferred income tax liabilities
2580
Non-current lease liabilities
2640
Accrued pension liabilities
2645
Guarantee deposits received
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Common stock
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
3400
Other equity interest
3500
Treasury stocks
3XXX
Total equity
Significant Contingent Liabilities and
Unrecognized Contract Commitments
Significant Events after the Balance
Sheet Date
3X2X
Total liabilities and equity

The accompanying notes are an integral part of these parent company only financial statements.

  • 262 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)

Items Year ended December 31
2023
2022
Notes
AMOUNT
%
AMOUNT
%
6(18) and 7
$
3,381,977
100
$
5,478,958
100
6(4)(10)(13)(23)(24)
and 7
(
3,206,905) (
95) (
4,917,013) (
90)
175,072
5
561,945
10
6(8)(9)(10)(13)(23)(2
4), 7 and 12
(
87,088) (
3) (
152,523) (
3)
(
144,224) (
4) (
141,257) (
2)
(
6,708)
-
(
9,424)
-
(
3,860)
-
547
-
(
241,880) (
7) (
302,657) (
5)
(
66,808) (
2)
259,288
5
6(19)
24,791
1
4,974
-
6(2)(5)(9)(20) and 7
29,737
1
41,719
1
6(2)(8)(21) and 12
117,939
4
74,840
1
6(8)(22)
(
89,836) (
3) (
82,024) (
1)
6(6)
276,269
8
328,529
6
358,900
11
368,038
7
292,092
9
627,326
12
6(25)
(
38,467) (
1) (
89,823) (
2)
$
253,625
8
$
537,503
10
6(13)
$
7,092
-
$
22,532
1
6(5)
6,756
-
(
33,460) (
1)
6(6)
31,292
1
(
46,529) (
1)
6(25)
(
1,418)
-
(
4,506)
-
6(6)(17)
(
28,816) (
1)
51,957
1
6(17)(25)
326
-
(
327)
-
$
15,232
-
($
10,333)
-
$
268,857
8
$
527,170
10
6(26)
$
0.91
$
1.93
$
0.82
$
1.81
4000
Sales revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Expected credit (loss) gain
6000
Total operating expenses
6900
Operating (loss) profit
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of associates and joint
ventures accounted for under equity
method, net
7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Other comprehensive income (loss)
Components of other comprehensive
income (loss) that will not be reclassified
to profit or loss
8311
Actuarial gain on defined benefit plan
8316
Unrealised gains (losses) from
investments in equity instruments
measured at fair value through other
comprehensive income
8330
Share of other comprehensive income
(loss) of associates and joint ventures
accounted for under equity method,
components of other comprehensive
income that will not be reclassified to
profit or loss
8349
Income tax related to components of
other comprehensive income that will not
be reclassified to profit or loss
Components of other comprehensive
income (loss) that will be reclassified to
profit or loss
8361
Exchange differences on translation
8399
Aggregated income tax relating to
components of other comprehensive
income
8300
Total other comprehensive income (loss)
for the year, net of tax
8500
Total comprehensive income for the year
Earnings per share (in dollars)
9750
Basic
9850
Diluted

The accompanying notes are an integral part of these parent company only financial statements.

  • 263 -

CHUN YU WORKS & CO., LTD.

CHU N YU W OR KS CO ., LT D.
Total equity ���������� ������� ������� ������� �������� �������� ������� ������ ���������� ���������� ������� ������ ������� �������� ������ ����������
Other Equity Interest Unrealised gains or losses Financial
from financial
statements
assets measured
translation
at fair value
differences of
through other
foreign
comprehensive
operations
income
Treasury stocks
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CHUN YU WORKS & CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (Expressed in thousands of New Taiwan dollars) Retained Earnings Capital from
Unappropriated
Share capital -
retained
retained
Notes
common stock
earnings
Legal reserve
Special reserve
earnings
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6(14)(16)
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6(16)





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6(5)(17)



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6(12)(15)

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6(6)(14)(15)

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6(6)(17)




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For the year ended December 31, 2022 Balance at January 1, 2022 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) Distribution of second half of 2021 net income: Legal reserve Cash dividends Share dividends Distribution of first half of 2022 net income: Legal reserve Cash dividends Proceeds from disposal of financial assets at fair value through other comprehensive income Proceeds from issuing convertible bonds The Company's dividends received by subsidiaries Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) Distribution of second half of 2022 net income: Legal reserve Cash dividends Proceeds from disposal of financial assets at fair value through other comprehensive income The Company's dividends received by subsidiaries Balance at December 31, 2023
  • 264 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Net (gain) loss on financial assets at fair value
through profit or loss
Expected credit losses (gains)

(Reversal of allowance) provision for inventory
market price decline

Share of profit of subsidiaries, associates and
joint ventures accounted for using the equity
method

Depreciation

(Gain) loss on disposal of property, plant and
equipment

Loss from lease modification

Amortization

Interest income

Dividend income

Interest expense

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or
loss - current
Notes receivable
Accounts receivable
Accounts receivable from related parties
Other receivables
Other receivables from related parties
Inventories
Prepayments
Changes in operating liabilities
Current contract liabilities
Accounts payable
Accounts payable to related parties
Other payables
Net defined benefit liabilities - non-current
Cash inflow generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows from operating activities
Year ended December 31
Notes
2023
2022
$
292,092
$
627,326
(
92,637 )
14,920
12
3,860
(
547 )
6(4)
(
3,905 )
14,906
6(6)
(
276,269 ) (
328,529 )
6(7)(8)(9)
108,320
113,079
6(21)
(
338 )
2,735
6(8)(21)
-
32
6(10)(23)
1,097
1,149
6(19)
(
24,791 ) (
4,974 )
6(20)
(
3,008 ) (
15,645 )
6(22)
89,836
82,024
48,848 (
10,466 )
9,811
53,322
115,885
509,983
(
64,145 )
113,682
(
8,987 )
23,743
(
5,519 ) (
3,518 )
400,390
652,731
9,778
1,474
865
4,532
(
2,960 ) (
345,634 )
(
1,420 )
4,432
(
52,292 ) (
83,928 )
(
13,218 ) (
6,029 )
531,293
1,420,800
24,791
4,974
171,392
255,448
(
74,727 ) (
71,292 )
(
31,383 ) (
18,070 )
621,366
1,591,860

(Continued)

  • 265 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Increase in financial assets at amortised cost -
current
Acquisition of financial assets at fair value through
profit or loss - non-current
Acquisition of financial assets at fair value through
other comprehensive income - non-current
Proceeds from disposal of financial assets at fair
value through other comprehensive income

Cash paid for acquisition of property, plant and
equipment

Proceeds from disposal of property, plant and
equipment
Acquisition of intangible assets

Increase in prepayments for equipment
Increase in guarantee deposits paid
Decrease in other non-current financial assets
Net cash flows (used in) from investing
activities
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings

Payments of lease liabilities

Increase in convertible bonds payable

Decrease in long-term borrowings

Payments of cash dividends

Net cash flows used in financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year
Year ended December 31
Notes
2023
2022
($
130,000 )
$
-
(
36,000 )
-
(
290,263 )
-
6(5)
86,392
100,773
6(27)
(
35,921 ) (
74,946 )
984
2,000
6(10)
(
900 ) (
475 )
(
2,177 ) (
14,409 )
(
2,298 ) (
2,347 )
-
7,361
(
410,183 )
17,957
6(28)
(
37,163 ) (
752,324 )
6(28)
(
215 ) (
433 )
6(28)
-
1,775,874
6(28)
-
(
590,000 )
6(16)
(
302,163 ) (
438,855 )
(
339,541 ) (
5,738 )
(
128,358 )
1,604,079
6(1)
1,852,311
248,232
6(1)
$
1,723,953
$
1,852,311

The accompanying notes are an integral part of these parent company only financial statements.

  • 266 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD.

NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. History and Organization

  • (1) Chun Yu Works & Co., Ltd. (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Act and other related regulations in March 1965. The Company is primarily engaged in the manufacture and heat treatment of screws, nuts and polished steel bars as well as design of pollution prevention equipment and undertaking related services.

  • (2) The Company’s shares have been listed on the Taiwan Stock Exchange since October 1991.

  • The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation These parent company only financial statements were authorised for issuance by the Board of Directors on March 7, 2024.

3. Application of New Standards, Amendments and Interpretations

  • (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC and became effective from 2023 are as follows:

New standards, interpretations and amendments endorsed by the FSC
2023 are as follows:
and became effective fr
New Standards,Interpretations and Amendments Effective date by
International
Accounting
Standards Board
(“IASB”)
Amendments to IAS 1, ‘Disclosure of accounting policies’
Amendments to IAS 8, ‘Definition of accounting estimates’
Amendments to IAS 12, ‘Deferred tax related to assets and liabilities
arising from a single transaction’
Amendments to IAS 12, ‘International tax reform - pillar two model
rules’
January 1, 2023
January 1, 2023
January 1, 2023
May 23, 2023

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment. (2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Company

New standards, interpretations and amendments endorsed by the FSC and will become effective from 2024 are as follows:

  • 267 -

CHUN YU WORKS & CO., LTD.

New Standards,Interpretations andAmendments Effective date by
IASB
Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’
Amendments to IAS 1, ‘Classification of liabilities as
current or non-current’
Amendments to IAS 1, ‘Non-current liabilities with covenants’
Amendments to IAS 7 and IFRS 7, ‘Supplier finance arrangements’
January 1, 2024
January 1, 2024
January 1, 2024
January 1, 2024

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

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

New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:

Accounting Standards as endorsed by the FSC are as follows:
New Standards,Interpretations andAmendments Effective date by
IASB
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17, ‘Insurance contracts’
Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 –
comparative information’
Amendments to IAS 21, ‘Lack of exchangeability’
To be determined by
IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2025

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

4. Summary of Material Accounting Policies

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

(1) Compliance statement

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

(2) Basis of preparation

  • A. Except for the following items, the parent company only financial statements have been prepared under the historical cost convention:

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

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

  • (c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.

  • B. The preparation of parent company only financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC® Interpretations, and

  • 268 -

CHUN YU WORKS & CO., LTD.

SIC® Interpretations that came into effect as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5, ‘Critical accounting judgements, estimates and key sources of assumption uncertainty’.

(3) Foreign currency translation

The Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The parent company only financial statements are presented in New Taiwan dollars, which is the Company’s functional and presentation currency. Foreign currency transactions and balances

  • A. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • B. Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon retranslation at the balance sheet date are recognised in profit or loss.

  • C. Non-monetary assets and liabilities denominated in foreign currencies 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 recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are retranslated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • D. All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.

  • (4) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

    • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

    • (b) Assets held mainly for trading purposes;

    • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

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

  • 269 -

CHUN YU WORKS & CO., LTD.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

    • (a) Liabilities that are expected to be settled within the normal operating cycle;

    • (b) Liabilities arising mainly from trading activities;

    • (c) Liabilities that are to be settled within twelve months from the balance sheet date;

    • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve 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.

  • (5) Cash equivalents

  • A. 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.

  • B. Time deposits and short-term notes and bills that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

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

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

  • D. The Company recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

  • (7) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.

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

  • (8) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.

  • 270 -

CHUN YU WORKS & CO., LTD.

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

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value:

  • The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

  • (10) Impairment of financial assets

  • For debt instruments measured at fair value through other comprehensive income and financial assets at amortised cost, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

  • (11) Derecognition of financial assets

The Company derecognises a financial asset when one of the following conditions is met:

  • A. The contractual rights to receive the cash flows from the financial asset expire.

  • B. The contractual rights to receive cash flows of the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.

  • C. The contractual rights to receive cash flows of the financial asset have been transferred; however, the Company has not retained control of the financial asset.

  • (12) Investments accounted for under equity method / subsidiaries

  • A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company 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.

  • B. Unrealised profit (loss) from the transactions between the Company and subsidiaries have been offset. The accounting policies of the subsidiaries have been adjusted to be consistent with the Company’s accounting policies.

  • C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit

  • 271 -

CHUN YU WORKS & CO., LTD.

or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company continues to recognise losses proportionate to its ownership.

  • D. If changes in the Company’s shares in subsidiaries do not result in loss in control (transactions with non-controlling interest), transactions shall be considered as equity transactions, which are transactions between owners. Difference of adjustment of non-controlling interest and fair value of consideration paid or received is recognised in equity.

  • E. Pursuant to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, profit (loss) of the current period and other comprehensive income in the parent company only financial statements shall be equal to the amount attributable to owners of the parent in the consolidated financial statements. Owners’ equity in the parent company only financial statements shall be equal to equity attributable to owners of the parent in the consolidated financial statements.

  • (13) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

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

  • C. 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.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and 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 the change. The estimated useful lives of property, plant and equipment are as follows:

  • 272 -

CHUN YU WORKS & CO., LTD.

==> picture [438 x 15] intentionally omitted <==

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Assets Useful lives
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Assets Useful lives
Buildings :
Main building of plant (including accessory equipments) 3 ~ 51 years
Others (including accessory equipments) 3 ~ 15 years
Machinery and equipment 3 ~ 23 years
Utilities equipment 3 ~ 20 years
Transportation equipment 3 ~ 9 years
Office equipment 3 ~ 13 years
Other equipment 2 ~ 14 years

(14) Leasing arrangements (lessee) - right-of-use assets / lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Company. For short-term leases or leases of low-value assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:

  • (a) Fixed payments, less any lease incentives receivable;

  • (b) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The Company subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;

  • (b) Any lease payments made at or before the commencement date;

  • (c) Any initial direct costs incurred by the lessee.

The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

  • D. For lease modifications that decrease the scope of the lease, the lessee shall decrease the carrying amount of the right-of-use asset and remeasure the lease liability to reflect the partial or full termination of the lease, and recognise the difference in profit or loss.

(15) Investment property

An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful

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CHUN YU WORKS & CO., LTD.

life of 10 ~ 40 years.

(16) Intangible assets

Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 3 to 5 years.

(17) Impairment of non-financial assets

  • The Company 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 recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

(18) Borrowings

  • A. Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

  • B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

  • (19) Notes and accounts payable

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

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

(20) Bonds payable

  • Ordinary corporate bonds issued by the Company are initially recognised at fair value less transaction costs. Any difference between the proceeds (net of transaction costs) and the redemption value is presented as an addition to or deduction from bonds payable, which is amortised to profit or loss over the period of bond circulation using the effective interest method as an adjustment to ‘finance costs’.

(21) Convertible bonds payable

Convertible bonds or issued by the Company contain conversion options (that is, the bondholders have the right to convert the bonds into the Company’ s common shares by exchanging a fixed

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CHUN YU WORKS & CO., LTD.

amount of cash for a fixed number of common shares), call options and put options. The Company classifies the bonds payable upon issuance as a financial asset, a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:

  • (a)The embedded call options and put options are recognised initially at net fair value as financial assets or financial liabilities at fair value through profit or loss’. They are loss is recognised as ‘gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.

  • (b)The host contracts of bonds or are initially recognised at fair value. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable or and subsequently is amortised in profit or loss as an adjustment to ‘finance costs’ over the period of circulation using the effective interest method.

  • (c)The embedded conversion options which meet the definition of an equity instrument are initially recognised in ‘capital surplus-share options’ at the residual amount of total issue price less the amount of financial assets or financial liabilities at fair value through profit or loss and bonds payable or as stated above. Conversion options are not subsequently remeasured.

  • (d)Any transaction costs directly attributable to the issuance are allocated to each liability or equity component in proportion to the initial carrying amount of each abovementioned item.

  • (e)When bondholders exercise conversion options, the liability component of the bonds (including bonds payable or and financial assets or financial liabilities at fair value through profit or loss’) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total book value of the abovementioned liability component and ‘capital surplus-share options’.

(22) Derecognition of financial liabilities

A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.

(23) Offsetting financial instruments

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

(24) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.

  • B. Pensions

(a) Defined contribution plan

For defined contribution plan, the contributions are recognised as pension expense when they

are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of

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CHUN YU WORKS & CO., LTD.

a cash refund or a reduction in the future payments.

  - (b) Defined benefit plan

     - i. 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 Company in current period or prior periods. The liability recognised in the balance sheet in respect of the defined benefit pension plan 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 high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Company uses interest rates of government bonds (at the balance sheet date) instead.

     - ii. Remeasurements arising on defined benefit plan are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
  • C. Termination benefits

    • Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Company’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Company recognises expense when it can no longer withdraw an offer of termination benefits or when it recognises related restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.
  • D. Employees’ compensation and directors’ remuneration

    • Employees’ compensation and directors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
  • (25) Income tax

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

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes

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CHUN YU WORKS & CO., LTD.

provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings of the Company and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the parent company only balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences. Deferred tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred 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 realise the asset and settle the liability simultaneously.

(26) Share capital

  • A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

(27) Dividends

Cash dividends are recorded as liabilities in the Company’s financial statements in the period in which they are resolved by the Company’s the Board of Directors. Stock dividends are recorded as stock dividends to be distributed after they are approved by the Company’s shareholders and are

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CHUN YU WORKS & CO., LTD.

reclassified to ordinary shares on the effective date of new shares issuance.

(28) Revenue recognition

Sales of goods

  • A. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.

  • B. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated output tax as well as sales returns and allowances, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. The credit terms for general sales are 2 months.

  • C. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

  • (29) Government grants

  • Government grants are recognised at their fair value only when there is reasonable assurance that the Company will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Company recognises expenses for the related costs for which the grants are intended to compensate.

5. Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty

The preparation of these parent company only financial statements requires management to make critical judgements in applying the Company accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and 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; and the related information is addressed below:

(1) Critical judgements in applying the Company’s accounting policies

  • None.

(2) Critical accounting estimates and assumptions

  • Valuation of inventories

  • A. As inventories are stated at the lower of cost and net realisable value, the Company must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Due to the market demand and technology innovation, the Company evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Such valuation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the valuation.

  • B. As of December 31, 2023, the carrying amount of inventories was $1,316,650.

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CHUN YU WORKS & CO., LTD.

6. Details of Significant Accounts

(1) Cash and cash equivalents

December31,2023
Cash:
Cash on hand
76
$ Checking accounts
206
Demand deposits
133,757
134,039
Cash equivalents:
Time deposits
1,530,000
Short-term notes and bills
59,914
1,589,914
1,723,953
$
December31,2022
64
$ 106
522,141
522,311
1,330,000
-
1,330,000
1,852,311
$
  • A. The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Company’s time deposits maturing in excess of three months amounting to $130,000 as of December 31, 2023 were classified as financial assets at amortized cost - current. There were no such events as of December 31, 2022.

  • C. As of December 31, 2023 and 2022, the Company had no cash and cash equivalents pledged to others.

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

others.
Financial assets at fair
value through profit or loss
Items December 31,2023 December 31,2022
Current items:
Financial assets mandatorily measured at fair
value through profit or loss
Listed stocks $ - $ 38,848
Beneficiary certificates 3,000 13,000
3,000 51,848
Valuation adjustment ( 8)
( 1,595)
$ 2,992 $ 50,253
Non-current items:
Financial assets mandatorily measured at fair
value through profit or loss
Listed stocks-private placement $ 36,000 $ -
Right of resell of convertible corporate bonds 3,349 3,349
39,349 3,349
Valuation adjustment 87,701 ( 3,349)
$ 127,050 $ -
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CHUN YU WORKS & CO., LTD.

  • A. The Company recognised net gain amounting to $120,995 and $60,687 (listed as ‘Other income’ and ‘Other gains and losses’) on financial assets at fair value through profit or loss for the years ended December 31, 2023 and 2022, respectively.

  • B. In November 2023, the Company subscribed a total 5,000 thousand shares to Ensure Global Corp., Ltd through private placement, and the transfer of the private placement stock will be restricted within three years.

  • C. As of December 31, 2023 and 2022, the Company had no financial assets at fair value through profit or loss pledged to others as collateral.

(3) Notes and accounts receivable, net

profit or loss pledged to others as collateral.
Notes and accounts receivable, net
December 31,2023 December 31,2022
Notes receivable $ 40,823 $ 50,634
Accounts receivable $ 474,724 $ 590,609
Less: Allowance for uncollectible accounts ( 5,220) ( 1,360)
$ 469,504 $ 589,249
  • A. The ageing analysis of notes receivable and accounts receivable (including related parties) that were past due but not impaired is as follows:
Not past due
Up to 30 days past due
31~90 days past due
91~180 days past due
Over 181 days past due
December Accounts
receivable
542,543
$ 23,167
16,836
10,472
1,476
594,494
$ 31, 2023
December 31, 2022
Notes
receivable
40,823
$ -
-
-
-
40,823
$
Notes
receivable
50,634
$ -
-
-
-
50,634
$
Accounts
receivable
627,417
$ 15,930
2,116
-
771
646,234
$

The above ageing analysis was based on past due date.

  • B. As of December 31, 2023 and 2022, notes receivable and accounts receivable were all from contracts with customers. Also, as of January 1, 2022, the balance of receivables (including related parties) from contracts with customers amounted to $1,374,788.

  • C. As of December 31, 2023 and 2022, the Company did not hold any collateral as security for accounts receivable.

  • D. As at December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the notes or accounts receivable held by the Company was their carrying amount.

  • E. Information relating to credit risk of notes receivable and accounts receivable is provided in Note 12(2) , ‘Financial instruments’.

  • F. As of December 31, 2023 and 2022, the Company had no notes receivable and accounts receivable

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CHUN YU WORKS & CO., LTD.

pledged to others.

(4) Inventories

pledged to others.
nventories
A. The cost of inventories recognised as expense for the year:
Allowance for inventory
Cost
valuation loss
Bookvalue
Raw materials
320,200
$ 911)
($ 319,289
$ Supplies
183,961
1,243)
(
182,718
Work in progress
326,598
2,313)
(

324,285
Finished goods
512,838
22,480)
(
490,358
1,343,597
$ 26,947)
($ 1,316,650
$ December 31, 2023
Allowance for inventory
Cost
valuation loss
Bookvalue
Raw materials
535,330
$ 4,273)
($ 531,057
$ Supplies
193,720
1,150)
(
192,570
Work in progress
390,862
6,128)
(
384,734
Finished goods
624,075
19,301)
(
604,774
1,743,987
$ 30,852)
($ 1,713,135
$ December31,2022
2023
2022
Cost of goods sold
3,229,089
$ 4,929,107
$ (Gain on reversal of)loss on decline
in market value (Note)
3,905)
(
14,906
Loss on physicial inventory
1,868
-
Income from sales of scraps
20,147)
(
27,000)
(
3,206,905
$ 4,917,013
$ For theyears ended December 31,
Allowance for inventory
Cost
valuation loss
320,200
$ 911)
($ 183,961
1,243)
(
326,598
2,313)
(

512,838
22,480)
(
1,343,597
$ 26,947)
($ December 31, 2023
December31,2022
Bookvalue
319,289
$ 182,718
324,285
490,358
1,316,650
$
Bookvalue
531,057
$ 192,570
384,734
604,774
1,713,135
$

A. The cost of inventories recognised as expense for the year:

(Note) The Company reversed a previous inventory write-down which was accounted for as reduction of cost of goods sold in 2023 because certain inventories which were previously provided with allowance for decline in value were subsequently sold or scrapped.

B. As of December 31, 2023 and 2022, the Company had no inventories pledged to others.

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CHUN YU WORKS & CO., LTD.

(5) Financial assets at fair value through other comprehensive income - non-current

Items December31,2023 December31,2022
Equity instruments
Listed stocks $ 549,202
$ 272,201
Unlisted stocks 772 772
549,974 272,973
Valuation adjustment ( 96,496) ( 30,122)
$ 453,478 $ 242,851
  • A. The Company has elected to classify equity investments that are considered to be steady dividend income as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $453,478 and $242,851 as of December 31, 2023 and 2022, respectively.

  • B. In order to meet the needs of capital expenditure, the Company sold its financial assets at fair -

  • value through other comprehensive income equity instrument at fair values of $86,392 and $100,773 as of December 31, 2023 and 2022, respectively, and accumulated gains on disposal of $73,130 and $84,868, respectively, which were reclassified from other equity interest to retained earnings.

  • C. Amounts recognised in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:

Equity instruments at fair value through other
comprehensive income
Fair value change recognized in other
comprehensive income (listed as ‘Other equity’)
Cumulative gains reclassified to retained
earnings due to derecognition
Dividend income recognized in profit or loss
(listed as ‘Other income’)
2023
2022
6,756
$ 33,460)
($ 73,130
$ 84,868
$ 2,336
$ 13,019
$ For theyears ended December 31,
2023
2022
6,756
$ 33,460)
($ 73,130
$ 84,868
$ 2,336
$ 13,019
$ For theyears ended December 31,
2023
6,756
$ 73,130
$ 2,336
$
33,460)
($ 84,868
$ 13,019
$
  • D. As of December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Company was the carrying amount.

  • E. Information relating to credit risk of non-current financial assets at fair value through other comprehensive income is provided in Note 12(2), ‘Financial instruments’.

  • F. As of December 31, 2023 and 2022, the Company had no financial assets at fair value through other comprehensive income pledged to others.

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CHUN YU WORKS & CO., LTD.

(6) Investments accounted for under equity method

A. Movements in investments accounted for under equity method are as follows:

For theyears ended For theyears ended For theyears ended December 31, December 31,
2023 2022
At January 1 $ 3,175,750 $ 3,047,566
Share of profit of subsidiaries, 276,269 328,529
associates and joint ventures accounted
for under equity method
Cash dividends from investments ( 168,384)
( 239,803)
accounted for under equity method
Adjustments of capital surplus for the 23,430 34,030
Company’s cash dividends received by
subsidiaries
Share of other comprehensive income of 31,292 ( 46,529)
subsidiaries, associates and joint
ventures accounted for under equity
method
Exchange differences on translation of
foreign financial statements ( 28,816) 51,957
At December 31 $ 3,309,541 $ 3,175,750
The debit balance of investments accounted for using the equity method are listed below:
December31,2023 December31,2022
CHUN BANG PRECISION CO., LTD. $ 205,039 $ 184,611
CHUN YU WORKS (USA) INC. 411,301 363,602
CHUN YU INVESTMENT CO., LTD. 140,080 101,198
CHUN YU BIO-TECH CORP. 108,888 127,117
SCHOLAR HOLDINGS LTD. 993,195 1,019,768
SUNNY CITY INTERNATIONAL LIMITED 251,936 253,160
PT MOON LION INDUSTRIES INDONESIA 726,961 641,959
CHUN ZU MACHINERY INDUSTRY CO., LTD. 472,141 484,335
$ 3,309,541 $ 3,175,750

B. The debit balance of investments accounted for using the equity method are listed below:

  • C. Details of the Company’s subsidiaries are provided in Note 4(3) of the Company’s 2023 consolidated financial statements.

  • D. As of December 31, 2023 and 2022, the Company had no investments accounted for under equity method pledged to others.

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CHUN YU WORKS & CO., LTD.

CH UN YU WO RK S& CO., L TD .
Total 5,047,613 3,228,936) 1,818,677 1,818,677 42,268 - 3,073 107,263) 54,477) 53,831 1,756,109 5,038,477 3,282,368) 1,756,109
$ ( $ $ ( ( $ $ ( $
Equipment under acceptance and construction in progress 4,995
$
- 4,995
$
4,995
$
376 4,993)
(
- - - - 378
$
378
$
- 378
$
Other equipment 181,385 157,491) 23,894 23,894 1,783 - - 7,361) 19,355) 19,006 17,967 163,813 145,846) 17,967
$ ( $ $ ( ( $ $ ( $
Office equipment 50,791 46,304) 4,487 4,487 94 - - 1,909) 18,068) 18,068 2,672 32,817 30,145) 2,672
$ ( $ $ ( ( $ $ ( $
Transportation equipment 48,674
$
42,222)
(
6,452
$
6,452
$
2,739 - 2,184 3,753)
(
2,084)
(
1,787 7,325
$
51,513
$
44,188)
(
7,325
$
Utilities equipment 74,161 62,453) 11,708 11,708 1,162 - 206 3,013) - - 10,063 75,529 65,466) 10,063
$ ( $ $ ( $ $ ( $
Machinery and equipment 2,449,218
$
2,139,719)
(
309,499
$
309,499
$
30,305 4,287 683 65,246)
(
14,135)
(
14,135 279,528
$
2,470,358
$
2,190,830)
(
279,528
$
Buildings 972,144
$
780,747)
(
191,397
$
191,397
$
5,809 706 - 25,981)
(
835)
(
835 171,931
$
977,824
$
805,893)
(
171,931
$
Land nuary 1, 2023 ost
1,266,245
$
ccumulated depreciation
-
1,266,245
$
2023 January 1
1,266,245
$
dditions
-
ansfers after acceptance
-
ansfers from prepayments for
-
equipment epreciation charge
-
sposals - Cost
-
- Accumulated depreciation
-
December 31
1,266,245
$
ecember 31, 2023 st
1,266,245
$
cumulated depreciation
-
1,266,245
$
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CHUN YU WORKS & CO., LTD.

CH UN YU W ORKS &CO. , LTD .
Total 5,031,271 3,180,937) 1,850,334 1,850,334 68,114 - 16,673 111,709) 68,445) 63,710 1,818,677 5,047,613 3,228,936) 1,818,677
$ ( $ $ ( ( $ $ ( $
Equipment under acceptance and construction in progress 14,129
$
- 14,129
$
14,129
$
707 20,099)
(
10,258 - - - 4,995
$
4,995
$
- 4,995
$
Other equipment 176,261
$
149,952)
(
26,309
$
26,309
$
5,163 - - 7,578)
(
39)
(
39 23,894
$
181,385
$
157,491)
(
23,894
$
Office equipment 73,031 66,915) 6,116 6,116 963 - - 2,592) 23,203) 23,203 4,487 50,791 46,304) 4,487
$ ( $ $ ( ( $ $ ( $
Transportation equipment 47,414
$
38,192)
(
9,222
$
9,222
$
1,260 - - 4,030)
(
- - 6,452
$
48,674
$
42,222)
(
6,452
$
Utilities equipment 73,923 59,543) 14,380 14,380 238 - - 2,910) - - 11,708 74,161 62,453) 11,708
$ ( $ $ ( $ $ ( $
Machinery and equipment 2,412,569
$
2,109,959)
(
302,610
$
302,610
$
50,248 19,209 6,415 65,576)
(
39,223)
(
35,816 309,499
$
2,449,218
$
2,139,719)
(
309,499
$
Buildings 967,699 756,376) 211,323 211,323 9,535 890 - 29,023) 5,980) 4,652 191,397 972,144 780,747) 191,397
$ ( $ $ ( ( $ $ ( $
Land 1,266,245 - 1,266,245 1,266,245 - - - - - - 1,266,245 1,266,245 - 1,266,245
$ $ $ $ $ $
nuary 1, 2022 ost ccumulated depreciation 2022 January 1 dditions ansfers after acceptance ansfers from prepayments for equipment epreciation charge sposals - Cost - Accumulated depreciation December 31 ecember 31, 2022 ost ccumulated depreciation
  • 285 -

CHUN YU WORKS & CO., LTD.

  • A. The Company’s property, plant and equipment are for its own use as of December 31, 2023 and 2022.

  • B. No interest expense was capitalised in property, plant and equipment for the years ended December 31, 2023 and 2022.

  • C. Information about the property, plant and equipment that were pledged to others as collateral as of December 31, 2023 and 2022 is provided in Note 8, ‘Pledged assets’.

  • (8) Lease transactions lessee

  • A. The Company leases various assets including business vehicles. Rental contracts are typically made for periods of 1 to 3 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Transportation equipment
Transportation equipment
December 31,2023
December 31,2022
Carryingamount
Carryingamount
71
$ 285
$ For the years ended December 31,
December 31,2022
Carryingamount
285
$
2023
Depreciation charge
214
$
2022
Depreciation charge
455
$
  • C. For the years ended December 31, 2023 and 2022, the additions to right-of-use assets were $ and $143, respectively.

  • D. Information on profit or loss in relation to lease contracts is as follows:

For the years ended For the years ended December 31,
2023 2022
Items affecting profit or loss
Interest expense on lease liabilities $ 2
$ 6
Expense on leases of low-value assets 2,400 1,447
Losses from lease modification - 32
  • E. For the years ended December 31, 2023 and 2022, the Company’s total cash outflow for leases were $2,617 and $1,886, respectively.

  • F. As of December 31, 2023 and 2022, the Company had no right-of-use assets pledged to others.

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CHUN YU WORKS & CO., LTD.

(9) Investment property, net

==> picture [499 x 490] intentionally omitted <==

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

2023 Land Buildings Total
At January 1
Cost $ 19,303 $ 24,411 $ 43,714
Accumulated depreciation - ( 21,914) ( 21,914)
Net book value $ 19,303 $ 2,497 $ 21,800
At January 1 $ 19,303 $ 2,497 $ 21,800
-
Depreciation charge ( 843) ( 843)
At December 31 $ 19,303 $ 1,654 $ 20,957
At December 31
Cost $ 19,303 $ 24,411 $ 43,714
Accumulated depreciation - ( 22,757) ( 22,757)
Net book value $ 19,303 $ 1,654 $ 20,957
2022 Land Buildings Total
At January 1
Cost $ 19,303 $ 24,411 $ 43,714
Accumulated depreciation - ( 20,999) ( 20,999)
Net book value $ 19,303 $ 3,412 $ 22,715
At January 1 $ 19,303 $ 3,412 $ 22,715
Depreciation charge - ( 915) ( 915)
At December 31 $ 19,303 $ 2,497 $ 21,800
At December 31
Cost $ 19,303 $ 24,411 $ 43,714
Accumulated depreciation - ( 21,914) ( 21,914)
Net book value $ 19,303 $ 2,497 $ 21,800
----- End of picture text -----

A. Rental income from investment property and direct operating expenses arising from investment property are shown below:

property are shown below:
Rental income from investment property
(shown as ‘Other income’)
Direct operating expenses arising from the
investment property that generated rental
income during the year
For theyears ended December 31,
2023
6,568
$ 843
$
2022
7,105
$
915
$
  • 287 -

CHUN YU WORKS & CO., LTD.

  • B. The fair value of the investment property held by the Company was $123,592 and $163,137 as of December 31, 2023 and 2022, respectively, which was valued based on current land value, quoted prices in the neighboring area by real estate agents and actual price registration information posted in the official search system. Valuation is categorised within Level 2 in the fair value hierarchy.

  • C. For the years ended December 31, 2023 and 2022, the Company had no borrowing costs capitalised as investment property.

  • D. Details of the Company’s investment property pledged to others as collateral as of December 31, 2023 and 2022 are provided in Note 8, ‘Pledged Assets’.

(10) Intangible assets

Intangible assets
Computer software
For theyears ended December 31,
2023 2022
At January 1
Cost $ 6,471 $ 7,656
Accumulated amortisation ( 4,414) ( 4,925)
$ 2,057 $ 2,731
At January 1 $ 2,057 $ 2,731
Acquired separately 900 475
Amortisation charge ( 1,097)
( 1,149)
Write-offs - cost ( 3,340)
( 1,660)
- accumulated amortisation 3,340 1,660
At December 31 $ 1,860 $ 2,057
At December 31
Cost $ 4,031 $ 6,471
Accumulated amortisation ( 2,171) ( 4,414)
$ 1,860 $ 2,057

A. No interest expense was capitalised for the years ended December 31, 2023 and 2022.

B. Details of amortisation expenses on intangible assets are as follows:

Operating costs
General and administrative expenses
Research and development expenses
For the years ended December 31, For the years ended December 31,
2023
25
$ 842
230
1,097
$
2022
28
$ 824
297
1,149
$

C. As of December 31, 2023 and 2022, the Company had no intangible assets pledged to others.

  • 288 -

CHUN YU WORKS & CO., LTD.

(11) Short-term borrowings

==> picture [472 x 121] intentionally omitted <==

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

Type of borrowings December 31, 2023 Interest rate range Collateral
Bank borrowings
Unsecured borrowings $ 143,062 1.83%~6.79% None
Type of borrowings December 31, 2022 Interest rate range Collateral
Bank borrowings
Unsecured borrowings $ 180,225 2.48 % ~5.63 % None
----- End of picture text -----

Details of interest expense recognised in profit or loss for the years ended December 31, 2023 and 2022 are provided in Note 6(22), ‘Finance Costs’.

(12) Bonds payable

Bonds payable
Guaranteed ordinary bonds payable
Guaranteed convertible bonds
Less:Discount on bonds payable
December 31, 2023
3,000,000
$ 1,600,000
4,600,000
21,442)
(

4,578,558
$
December 31, 2022
3,000,000
$ 1,600,000
4,600,000
36,395)
(
4,563,605
$
Collateral
(Note)
  • (Note) Details of the collateral provided for bonds payable are provided in Note 8, ‘Pledged assets’.

  • A. The Company was issued the first domestic guaranteed bonds payable in October 2021, and the main issuance conditions are as follows:

  • (a) The Company was approved by the competent authority to raise and issue the first domestic guaranteed bonds payable with a total amount of $3,000,000 (related issue costs of $5,650), with a coupon rate of 0.65% and a maturity period of 7 years from October 15, 2021 to October 15, 2028. The bonds are repayable in cash at the face value of the bonds upon maturity.

  • (b) First Commercial Bank Co., Ltd. was appointed as the guarantor bank for the bonds. The guarantee period is from the date of full collection of the bonds to the date of full payment of the principal and interest payable under the Plan, and the guarantee covers the outstanding principal and interest compensation payable under the Plan, which are subordinate to the principal debt.

  • (c) The principal and simple interest will be paid every year by coupon rate since the day approved to issue. If the local financial institutions are closed on a payment day, the principal and interest will be paid on the next operating day without extra interest.

  • B. The Company issued the first, second and third domestic guaranteed convertible bonds payable in March 2022, and the main issuance conditions are as follows:

  • (a) The Company was approved by the competent authority to raise and issue the first, second and third domestic guaranteed convertible bonds payable with a total amount of $700,000

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CHUN YU WORKS & CO., LTD.

(related issue costs of $2,432), $500,000 (related issue costs of $2,006), $400,000 (related issue costs of $1,417), respectively. Issuance prices were $779,162, $557,563 and $445,004, respectively with a coupon rate of 0% and a maturity period of 3 years from March 25, 2022 to March 25, 2025. The bonds are repayable in cash at the face value of the convertible bonds upon maturity.

  • (b) The first, second and third convertible bonds were guaranteed by Changhua Bank Co., Ltd., Huanan Bank Co., Ltd. and Shanghai Commercial Savings Bank Co., Ltd. The guarantee period is from the date of full collection of the convertible bonds to the date of full payment of the principal and interest payable under the Plan, and the guarantee covers the outstanding principal and interest compensation payable under the Plan, which are subordinate to the principal debt.

  • (c) Convertible bonds for bondholders will start from the day following the expiration of three months after the issuance date of each bond (June 26, 2022) and end on the maturity date (March 25, 2025), unless it is suspended according to regulations or laws. Outside the transfer period, the Company may request the conversion of the bonds into ordinary shares of the Company at any time, and the rights of ordinary shares after conversion are the same as those of the original issued ordinary shares.

  • (d) The conversion price for the conversion of corporate bonds is determined by the pricing model stipulated in each conversion method. In the event that the Company has an antidilution clause in the subsequent conversion price, it will be adjusted according to the pricing model specified in the conversion method. On the base date, the conversion price will be re-determined in accordance with the pricing model stipulated in the conversion regulations. If it is higher than the conversion price before the re-determination in the current year, no adjustment will be made.

  • (e) From the day following the three-month issuance date of each convertible bond (June 26, 2022) to the 40th day of the issuance period (February 13, 2025), if the closing price of the Company's ordinary shares for 30 consecutive business days exceeds the current conversion price by more than 30%, the Company may, within the next 30 business days, recover all its bonds in cash according to the denomination of the bonds; or the day following the 3 months after the issuance of the convertible bonds (June 26, 2022) from the 40th day to the expiry of the issuance period (February 13, 2025), when the outstanding amount of the convertible bonds in circulation is less than 10% of the original issuance amount, the Company may recover all bonds in cash at any time thereafter according to the denomination of the bonds.

  • (f) In accordance with the provisions of the conversion method, all the company's repossession (including the repurchase by the business office of the securities firm). The convertible bonds that have been repaid or converted will be cancelled, and all rights and obligations attached to the corporate bonds will also be extinguished and no longer issued.

  • C. When the Company issues convertible corporate bonds, in accordance with the provisions of

  • 290 -

CHUN YU WORKS & CO., LTD.

Amendments to IAS 32 "Financial Instruments: Expression", the conversion right which has the nature of equity is separated from each liability component, and was recognised as "Capital reserve - share options" of $221,790. Another embedded repurchase option, in accordance with Amendments to IFRS 9 "Financial Instruments", is separated and accounted for on a net basis because it is not closely related to the economic characteristics and risks of the main contract debt commodity. In the column "Financial assets at fair value through profit and loss – noncurrent", the effective interest rates of the main contract debt after the first, second and third convertible corporate bonds are separated are 0.90%, 0.90% and 0.91%, respectively.

  • D. Details of interest expense recognised in profit or loss for the years ended December 31, 2023 and 2022 are provided in Note 6 (22), Financial costs.

(13) Pensions

  • A. 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 Labor Pension Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 4% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions for the deficit by next March. The information on the defined benefit pension plan of the Company is as follows:

  • (a) The amounts recognised in the balance sheet are as follows:

Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liability
December31,2023 December31,2022
112,438)
($ 105,443
6,995)
($
161,837)
($ 134,532
27,305)
($
  • 291 -

CHUN YU WORKS & CO., LTD.

(b) Movements in net defined benefit liabilities - non-current are as follows:

Present value of Present value of Present value of
defined benefit Fair value of plan Net defined
2023 obligation assets benefitliability
Balance at January 1 ($ 161,837) $ 134,532 ($ 27,305)
Current service cost ( 851)
- ( 851)
Interest (expense) income ( 2,353) 2,032 ( 321)
( 165,041) 136,564 ( 28,477)
Remeasurements:
Return on plan assets
(excluding amounts included in
interest income or expense) - 682 682
Changes in financial assumptions ( 55)
- ( 55)
Experience adjustments 6,465 - 6,465
6,410 682 7,092
Pension fund contribution - 1,223 1,223
Paid pension 46,193 ( 33,026) 13,167
Balance at December 31 ($ 112,438) $ 105,443 ($ 6,995)
Present value of
defined benefit Fair value of plan Net defined
2022 obligation assets benefitliability
Balance at January 1 ($ 187,100) $ 131,234 ($ 55,866)
Current service cost ( 1,496) - ( 1,496)
Interest (expense) income ( 936)
662 ( 274)
( 189,532)
131,896 ( 57,636)
Remeasurements:
Return on plan assets
(excluding amounts included in
interest income or expense) - 10,672 10,672
Changes in demographic assumptions 10,743 - 10,743
Experience adjustments 1,117 - 1,117
11,860 10,672 22,532
Pension fund contribution - 1,786 1,786
Paid pension 15,835 ( 9,822) 6,013
Balance at December 31 ($ 161,837) $ 134,532 ($ 27,305)

(c) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private

  • 292 -

CHUN YU WORKS & CO., LTD.

placement equity securities, investment in domestic or foreign real estate securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan assets fair value in accordance with IAS 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 Utilisation Report announced by the government.

  • (d) The principal actuarial assumptions used were as follows:
Annual Labor Retirement Fund Utilisation Report announced by the government.
The principal actuarial assumptions used were as follows:
Annual Labor Retirement Fund Utilisation Report announced by the government.
The principal actuarial assumptions used were as follows:
For the years ended December 31,
2023 2022
Discount rate
1.25%
1.50%
Future salary increases
2.00%
2.25%

Future mortality rate was estimated based on the 6th Taiwan Standard Ordinary Experience Mortality Table for the years ended December 31, 2023 and 2022.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

December 31, 2023
Effect on present value of
defined benefit obligation
December 31, 2022
Effect on present value of
defined benefit obligation
Discount rate Discount rate Discount rate Increase0.25%
Decrease 0.25%
2,415
$ 2,347)
($ 3,339
$ 3,246)
($ Future salaryincrease rate
Increase 0.25% Decrease0.25%
2,396)
($ 3,313)
($
2,477
$ 3,426
$

The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.

  • (e) Expected contributions to the defined benefit pension plan of the Company for the following year amount to $1,197.

  • (f) As of December 31, 2023, the weighted average duration of the retirement plan is 10.2 years. The analysis of timing of the future pension payment was as follows:

  • 293 -

CHUN YU WORKS & CO., LTD.

Next 1 year $ 3,842
Next 2 ~ 5 years 33,132
Over next 6 years 84,417
$ 121,391
  • B. Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. The pension costs under the defined contribution pension plan of the Company were $10,789 and $11,103 for the years ended December 31, 2023 and 2022, respectively.

(14) Share capital

  • A. Movements in the number of the Company’s ordinary shares outstanding are as follows: (Unit: Shares in thousands)
Shares in thousands)
Number of shares at the beginning
Stock dividends of the year
Number of shares at the end of the year
For the years ended December 31,
2023
302,163
-
302,163
2022
287,774
14,389
302,163
  • B. On June 22, 2022, the Company increased its capital by issuing new shares through capitalization of unappropriated retained earnings of $143,887 as resolved by the shareholders. The issuance of new shares was approved by the Securities and Futures Bureau, Financial Supervisory Commission. The effective date was set on September 17, 2022.

  • C. As of December 31, 2023, the Company’s authorized capital was $3,920,696, and the paid-in capital was $3,021,627, consisting of 302,163 thousand ordinary shares, with a par value of $10 (in dollars) per share which were issued in several installments. All proceeds from shares issued have been collected.

  • D. Treasury shares

  • (a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows: (Unit: Shares in thousands)

  • 294 -

CHUN YU WORKS & CO., LTD.

==> picture [442 x 266] intentionally omitted <==

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

For the year ended December 31, 2023
Number of Number of
shares at shares at
the beginning the end
Reason for reacquisition of the year Addition Decrease of the year
Acquisition of the parent
company’s shares by
subsidiaries 23,430 - - 23,420
For the year ended December 31, 2022
Number of Number of
shares at shares at
the beginning the end
Reason for reacquisition of the year Addition Decrease of the year
Acquisition of the parent
company’s shares by
subsidiaries 22,314 1,116 - 23,430
----- End of picture text -----

  • (b) As of December 31, 2023 and 2022, the book value (cost) was both $267,195, and the fair value were $591,612 and $562,324, respectively. The shares of the Company held by the subsidiaries are recognised as treasury shares and are entitled to dividends, recorded under "Capital reserve-treasury stock transaction". The cash dividends and stock dividends paid

  • to the subsidiaries amounted to $23,430 and $ , $34,030 and $ 11,157, for the years ended December 31, 2023 and 2022 respectively.

  • (c) Reason for share reacquisition and the number of the Company’s treasury shares remained unchanged as of December 31, 2023 and 2022. Details are as follows:

unchanged as of December 31, 2023 and 2022. Details are as follows:

Name of company
Reason for
holdingthe shares
reacquisition
Chun Yu Investment
Co., Ltd.
Acquisition of the parent
company’s shares by
subsidiaries
Name of company
Reason for
holdingthe shares
reacquisition
Chun Yu Investment
Co., Ltd.
Acquisition of the parent
company’s shares by
subsidiaries
December 31, Carrying
amount
267,195
$ 2023
2022
Number of shares
(in thousands)
23,430
Number of shares
(in thousands)
23,430
December 31,
Carrying
amount
267,195
$
  • 295 -

CHUN YU WORKS & CO., LTD.

(15) Capital surplus

  • A. Pursuant to the Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paidin capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient. Movements in capital surplus are as follows:
For the year ended
Difference between
consideration and carrying
amount of subsidiaries
December 31, 2023
Share options
acquired or disposed
Balance at the
beginning of year
221,790
$ 26,901
$ Transfers to capital surplus
for the Company's dividends
received by subsidiaries
-
-
Balance at the end of year
221,790
$ 26,901
$ For the year ended
Difference between
consideration and carrying
amount of subsidiaries
December31,2022
Share options
acquired ordisposed
Balance at the
beginning of year
-
$ 26,901
$ Issuance of convertible bonds
221,790
-
Transfers to capital surplus
for the Company's dividends
received by subsidiaries
-
-
Balance at the end of year
221,790
$ 26,901
$
Treasury
share
transactions
229,232
$ 23,430
252,662
$ Treasury
share
transactions
195,202
$ -
34,030
229,232
$
Total
477,923
$ 23,430
501,353
$
Total
222,103
$ 221,790
34,030
477,923
$

B. Details of ‘Capital reserve - share options’ are provided in Note 6(14), ‘Share capital’.

(16) Retained earnings

  • A. 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 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.

  • B. Under the Company’s Articles of Incorporation, the Company may distribute earnings or offset losses at the end of each half fiscal year in accordance with the Company Act. When distributing earnings, the Company shall estimate and reserve for taxes payable, offset losses and set aside as legal reserve until the legal reserve equals the paid-in capital in accordance with the regulations.

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CHUN YU WORKS & CO., LTD.

Where dividends are distributed in the form of cash, it shall be approved by the Board of Directors. Where dividends are distributed by issuing new shares, it shall be approved by the stockholders in accordance with the regulations.

The current year’s earnings, if any, shall first be used to pay all taxes, offset prior years’ operating losses, set aside 10% of the remaining amount as legal reserve and then reverse or set aside as special reserve in accordance with relevant regulations. The remaining earnings along with accumulated unappropriated earnings from prior years will be the accumulated distributable earnings, and the Board of Directors will present a proposal of the earnings distribution for the approval of the shareholders. Where dividends and bonus, capital surplus and legal reserve, in whole or in part, are distributed in the form of cash, the Board of Directors is authorised make the distribution by approval of more than half of the directors present at the meeting, where more than two-thirds of the directors are present, and the report of such distribution shall be submitted to the shareholders during their meeting. The regulation in relation to approval from the shareholders is not applicable. In principle, at least 50% of earnings, after considering the capital needs for current and future development and the interest of shareholders, shall be distributed as dividends according to the dividend policy. However, if there is a need due to changes in the industry’s environment or operational plans, the Board of Directors may present a proposal to adjust the ratio for the approval of the shareholders.

  • C. Special reserve:

  • (a) 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.

  • (b) The amount of $430,610 previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Order No. Financial-Supervisory-SecuritiesCorporate-1090150022, dated March 31, 2021, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently.

  • D. The Company recognised cash dividends and stock dividends distributed to owners amounting

  • to $302,163 and $ , $438,885 and $143,887 for the years ended December 31, 2023 and 2022, respectively. It includes cash dividends of $302,163 ($1.0 (in dollars) per share) in the second half of 2022 earnings, cash dividends of $151,081 ($0.5 (in dollars) per share) in the first half of 2022 earnings; cash dividends of $287,774 ($1.0 (in dollars) per share) and stock dividends of $143,887 ($0.5 (in dollars) per share) in the second half of 2021 earnings. On March 7, 2024, the Board of Directors proposed for the distribution of cash dividends from 2023 earnings amounting to $274,968 ($0.91 (in dollars) per share).

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CHUN YU WORKS & CO., LTD.

(17) Other equity

For the year ended December 31, 2023,

Unrealised
Currency gains (losses)
translation on valuation Total
At January 1 ($ 163,091)
($ 167,985)
($ 331,076)
Revaluation - currency translation ( 28,490)
- ( 28,490)
Revaluation - unrealised gains
on valuation - 38,056 38,056
Valuation adjustment transferred out to
retained earnings - ( 73,130) ( 73,130)
At December 31 ($ 191,581) ($ 203,059)
($ 394,640)
For theyear For theyear ended December 31, 2022,
Unrealised
Currency gains (losses)
translation on valuation Total
At January 1 ($ 214,721)
$ 6,765 ($ 207,956)
Revaluation - currency translation 51,630 - 51,630
Revaluation - unrealised losses
on valuation - ( 89,882) ( 89,882)
Valuation adjustment transferred out to
retained earnings - ( 84,868) ( 84,868)
At December 31 ($ 163,091)
($ 167,985) ($ 331,076)

(18) Operating revenue

Operating revenue
Revenue from contracts with customers For theyears ended December31,
2023
3,381,977
$
2022
5,478,958
$

A. Disaggregation of revenue from contracts with customers

The Company derives revenue from the transfer of goods at a point in time in the following major product lines:

product lines:
Major product lines
Screws and nuts
Wire rods
Billet
Others
For theyears ended December 31,
2023
1,813,617
$ 1,520,066
29,902
18,392
3,381,977
$
2022
2,427,807
$ 2,341,071
686,930
23,150
5,478,958
$
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CHUN YU WORKS & CO., LTD.

B. Contract liabilities

As of December 31, 2023 and 2022, the Company has recognised revenue-related contract liabilities of $16,183 and $15,318, respectively. As of January 1, 2023, the contract liabilities amounted to $10,786. Revenue recognised for the years ended December 31, 2023 and 2022, which was included in the contract liabilities at the beginning of the year, amounted to $12,688 and $8,354, respectively.

(19) Interest income

and $8,354, respectively.
Interest income
Other income
Interest income from bank deposits
Other interest
Rent income
Dividend income
Other income
2023
2022
24,791
$ 4,969
$ -
5
24,791
$ 4,974
$ For the years ended December 31,
For theyears ended December 31,
2023
8,596
$ 3,008
18,133
29,737
$
2022
9,199
$ 15,645
16,875
41,719
$

(20) Other income

(21) Other gains and losses

For theyears ended December 31, For theyears ended December 31, For theyears ended December 31,
2023 2022
Gains on financial assets at fair value $ 120,323 $ 58,061
through profit or loss
Net foreign exchange (losses) gain ( 883)
20,836
Gain (losses) on disposal of property, plant 338 ( 2,735)
and equipment
Losses from lease modification - ( 32)
Miscellaneous disbursements ( 1,839) ( 1,290)
$ 117,939 $ 74,840
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CHUN YU WORKS & CO., LTD.

(22) Finance costs

Finance costs
For theyears ended December 31,
2023 2022
Interest expense:
Ordinary bonds payable $ 47,709
$ 48,560
Convertible bonds payable 29,339 22,708
Bank borrowings 12,786 10,750
Interest on lease liabilities 2 6
$ 89,836 $ 82,024

(23) Expenses by nature

Employee benefit expense
Depreciation
Amortisation
Employee benefit expense
Depreciation
Amortisation
For theyear ended December 31,2023 For theyear ended December 31,2023 For theyear ended December 31,2023
Operatingcosts
Operatingexpenses
Total
296,852
$ 101,784
$ 398,636
$ 99,781
7,696
107,477
25
1,072
1,097
396,658
$ 110,552
$ 507,210
$ For theyear ended December 31,2022
Total
398,636
$ 107,477
1,097
507,210
$
Operatingcosts
351,755
$ 103,255
28
455,038
$
Operatingexpenses
128,407
$ 8,909
1,121
138,437
$
Total
480,162
$ 112,164
1,149
593,475
$

(24) Employee benefit expense

Employee benefit expense
Wages and salaries
Labour and health insurance fees
Pension costs
Directors’ remuneration
Other personnel expenses
For theyear ended December 31,2023
Operatingcosts
254,170
$ 29,478
8,312
-
4,892
296,852
$
Operatingexpenses
75,746
$ 6,593
3,649
14,250
1,546
101,784
$
Total
329,916
$ 36,071
11,961
14,250
6,438
398,636
$
  • 300 -

CHUN YU WORKS & CO., LTD.

For the year ended December year ended December 31, 2022
Operatingcosts Operatingexpenses Total
Wages and salaries $ 303,785
$ 93,225 $ 397,010
Labour and health insurance fees 31,851 9,094 40,945
Pension costs 8,996 3,877 12,873
Directors’ remuneration - 20,470 20,470
Other personnel expenses 7,123 1,741 8,864
$ 351,755 $ 128,407 $ 480,162
  • A. As at December 31, 2023 and 2022, the Company had 566 and 604 employees, including 9 and 11 non-employee directors, respectively. Average employee benefit expense and average employee salaries were $690 and $777, $592 and $671 for the years ended December 31, 2023 and 2022, respectively. Average employee salaries for the year ended December 31, 2023 was a decrease of 11.77%.

  • B. The Company has set up the Audit Committee and therefore it had no supervisors’ remuneration for the current and previous years.

  • C. The Company provides remuneration to directors for their services based on the Company’s internal management policy and the general pay levels. Management follows the order of the Board of Directors to handle the business and is remunerated based on the Company’s internal management policy and the general pay levels. The employee compensation policy of the Company is established based on the employee’s ability, contribution to the Company, performance, and the market value of the position, which has a positive correlation with the Company’s operating performance. Employee compensation packages are set based on the market value for the positions. Bonuses are linked to the achievement of the employee and department targets. The Company designs a well-thought-out benefits measures in accordance with the laws and regulations and by taking into consideration the needs of employees.

  • D. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall be 2% for employees’ compensation and shall not be higher than 2% for directors’ remuneration. However, if the Company has accumulated deficit, the earnings shall be reserved to offset losses.

  • E. For the years ended December 31, 2023 and 2022, employees’ compensation was accrued at $6,095 and $13,100, respectively; while directors’ remuneration was accrued at $6,085 and $13,100, respectively. The aforementioned amounts were recognised in salary expenses and were accrued based on the earnings of current year and the percentage prescribed by the Company’s Articles of Incorporation. The employees’ compensation and directors’ remuneration resolved by the Board of Directors were both $13,100, which were the same with the amounts recognised in the financial statements for the year ended December 31, 2022. The employees’ compensation and directors’ remuneration for 2023 as resolved by the Board of Directors on March 7, 2024 were $6,095 and 6,085, respectively, and the employees’ compensation will be distributed in the

  • 301 -

CHUN YU WORKS & CO., LTD.

form of cash.

Information about employees’ compensation and directors’ remuneration of the Company as resolved at the meeting of Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • (25) Income tax

  • A. Components of income tax expense:

    • (a) Components of income tax expense:
lved at the meeting of Board of Directors will be
tem” at the website of the Taiwan Stock Exchange.
e tax
mponents of income tax expense:
Components of income tax expense:
posted in the “Market Observation Post
posted in the “Market Observation Post
Current tax:
Current tax on profits for the year
Prior year income tax under estimation
Total current tax
Deferred tax:
Origination and reversal of temporary
differences
Income tax expense
For theyears ended December 31,
2023
27,047
$ 10,791
37,838
629
38,467
$
2022
21,366
$ 12,822
34,188
55,635
89,823
$
  • (b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:
follows:
For theyears ended December 31,
2023 2022
Remeasurement of defined benefit obligation $ 1,418
$ 4,506
Exchange differences on translation of foreign ( 326)
327
financial statements
$ 1,092 $ 4,833

B. Reconciliation between income tax expense and accounting profit:

For theyears ended For theyears ended December 31,
2023 2022
Tax calculated based on profit before tax and $ 58,418 $ 125,465
statutory tax rate
Effects from items disallowed by tax regulation ( 37,820)
( 27,678)
Separate taxation 14,215 14,982
Prior year income tax under estimation 10,791 12,822
Effect from tax loss ( 7,137) ( 35,768)
Income tax expense $ 38,467 $ 89,823

C. Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losses are as follows:

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CHUN YU WORKS & CO., LTD.

For the year ended December 31, 2023

Recognized Recognized
Recognized in other
in comprehensive
January1 profit or loss income December31
Deferred tax assets
Temporary differences:
Allowance for bad debts in $ 1,212
$ - $ - $ 1,212
excess of tax limits
Loss on decline in inventory 6,170 ( 781)
- 5,389
market value
Other deferred revenue and 10,634 ( 1,894) - 8,740
unrealised expenses
Currency translation differences 4,450 273 - 4,723
Remeasurements of defined 8,622 - ( 1,418) 7,204
benefit plan
Tax losses 87,517 7,137 - 94,654
$ 118,605 $ 4,735 ($ 1,418) $ 121,922
Deferred tax liabilities
Temporary differences:
Pensions ($ 3,158)
($ 2,644) $ - ($ 5,802)
Unrealized foreign exchange gain ( 455)
455 - -
Reserve for land value increment ( 293,140)
- - ( 293,140)
tax
Currency translation differences ( 1,377) - 326 ( 1,051)
Foreign investment income ( 21,675) ( 5,161) - ( 26,836)
Others ( 6,996) 1,986 - ( 5,010)
($ 326,801) ($ 5,364) $ 326 ($ 331,839)
($ 208,196) ($ 629) ($ 1,092) ($ 209,917)
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CHUN YU WORKS & CO., LTD.

For the year ended December 31, 2022

Recognized Recognized
Recognized in other
in comprehensive
January1 profit or loss income December31
Deferred tax assets
Temporary differences:
Allowance for bad debts in $ 1,212
$ - $ - $ 1,212
excess of tax limits
Loss on decline in inventory 3,189 2,981 - 6,170
market value
Unrealised losses on disposal of 122 ( 122)
- -
assets
Other deferred revenue and 12,246 ( 1,612) - 10,634
unrealised expenses
Currency translation differences 4,450 - - 4,450
Remeasurements of defined 13,128 - ( 4,506) 8,622
benefit plan
Tax losses 123,399 ( 35,882) - 87,517
$ 157,746 ($ 34,635) ($ 4,506) $ 118,605
Deferred tax liabilities
Temporary differences:
Pensions ($ 1,945)
($ 1,213) $ - ($ 3,158)
Unrealized foreign exchange gain - ( 455)
- ( 455)
Reserve for land value increment ( 293,140) - - ( 293,140)
tax
Currency translation differences ( 1,050) - ( 327)
( 1,377)
Foreign investment income - ( 21,675) - ( 21,675)
Others ( 9,339) 2,343 - ( 6,996)
($ 305,474) ($ 21,000) ($ 327) ($ 326,801)
($ 147,728) ($ 55,635) ($ 4,833) ($ 208,196)

D. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows:

follows:
December31,2023
Year incurred
2017
2019
Amount filed
/assessed
580,599
$ 516,191
1,096,790
$
Unused amount
-
$ 473,269
473,269
$
Unrecognised deferred
taxassets
-
$ -
-
$
Expiry year
2027
2029
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CHUN YU WORKS & CO., LTD.

Year incurred
2017
2019
Amount filed
Unrecognised deferred
/assessed
Unused amount
tax assets
Expiry year
580,599
$ -
$ -
$ 2027
516,191
437,586
-
2029
1,096,790
$ 437,586
$ -
$ December31,2022
  • E. The Company did not recognise deferred tax liabilities related to taxable temporary difference of investment on subsidiaries. The unrecognised deferred tax liabilities were $1,435,034 and $1,181,299 as of December 31, 2023 and 2022, respectively.

  • F. The Company’s income tax returns through 2021 have been assessed and approved by the Tax Authority. The Company did not have any administrative remedy as of March 7, 2024.

  • (26) Earnings per share

Earnings per share
Basic earnings per share
Profit attributable to ordinary shareholders
Diluted earnings per share
Profit attributable to ordinary shareholders
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Convertible bonds
Profit attributable to ordinary shareholders
plus assumed conversion of all dilutive
potential ordinary shares
Weighted average
number of ordinary
Earnings
Amount
shares outstanding
per share
aftertax
(sharesinthousands)
(indollars)
253,625
$ 278,733
0.91
$ 253,625
$ 278,733
-
365
11,317
42,667
264,942
$ 321,765
0.82
$ Forthe yearendedDecember31,2023
0.91
$
0.82
$
  • 305 -

CHUN YU WORKS & CO., LTD.

Basic earnings per share
Profit attributable to ordinary shareholders
Diluted earnings per share
Profit attributable to ordinary shareholders
Assumed conversion of all dilutive
potential ordinary shares
Employees’ compensation
Convertible bonds
Profit attributable to ordinary shareholders
plus assumed conversion of all dilutive
potential ordinary shares
Weighted average
number of ordinary
Earnings
Amount
shares outstanding
per share
aftertax
(sharesinthousands)
(indollars)
537,503
$ 278,733
1.93
$ 537,503
$ 278,733
-
649
8,474
22,093
545,977
$ 301,475
1.81
$ Forthe yearendedDecember31,2022

The above mentioned weighted average number of outstanding shares was retrospectively adjusted proportionately to the capitalised amount of unappropriated retained earnings for the year ended December 31, 2021.

(27) Supplemental cash flow information

A. Investing activities with partial cash payments:

ember 31, 2021.
pplemental cash flow information
Investing activities with partial cash payments:
Purchase of property, plant and equipment
Add: Opening balance of payable on
equipment (listed as ‘Other payables’)
Cash paid for acquisition of property, plant and
equipment
Less: Ending balance of payable on equipment
(listed as ‘Other payables’)
For theyears ended December 31,
2023
42,268
$ 5,310
11,657)
(
35,921
$
2022
68,114
$ 12,142
5,310)
(
74,946
$

B. Operating and investing activities with no cash flow effects:

(a) Write-off of uncollectible amounts
(b) Prepayments for equipment transferred
to property, plant and equipment
For theyears ended December 31, For theyears ended December 31,
2023
-
$ 3,073
$
2022
933
$
16,673
$
  • 306 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS CO., LTD .
Liabilities from financing activities - gross 4,744,556
$
37,378)
(
14,953 4,722,131
$
Liabilities from financing activities - gross 4,523,532
$
433,117 11,454 223,547)
(
4,744,556
$
Guarantee deposits received 457
$
- - 457
$
Guarantee deposits received 457
$
- - - 457
$
Long-term borrowings (including current portion) -
$
- - -
$
Long-term borrowings (including current portion) 590,000
$
590,000)
(
- - -
$
Bonds payable 4,563,605
$
- 14,953 4,578,558
$
Bonds payable 3,000,000
$
1,775,874 11,454 223,723)
(
4,563,605
$
Lease liability 269
$
215)
(
- 54
$
Lease liability 526
$
433)
(
- 176 269
$
Short-term borrowings January 1, 2023
180,225
$
Changes in cash flow from financing activities
37,163)
(
Changes in unamortized discount
-
December 31, 2023
143,062
$
Short-term borrowings January 1, 2022
932,549
$
Changes in cash flow from financing activities
752,324)
(
Changes in unamortized discount
-
Changes in other non-cash items
-
December 31, 2022
180,225
$
  • 307 -

CHUN YU WORKS & CO., LTD.

7. Related Party Transactions

(1) Names of related parties and relationship

==> picture [481 x 15] intentionally omitted <==

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

Names of related parties Relationship with the Company
----- End of picture text -----

ted Party Transactions
Names of related parties and relationship
Names of related parties
Relationship withthe Company
Chun Bang Precision Co., Ltd. Subsidiary
Chun Yu Works (USA) Inc. Subsidiary
Chun Yu Bio-Tech Corp. Subsidiary
Scholar Holdings Ltd. Subsidiary
Pt Moon Lion Industries Indonesia Subsidiary
Chun Zu Machinery Industry Co., Ltd. Subsidiary
Chun Yu (Dongguan) Metal Proucts Co., Ltd. Subsidiary
Shanghai Uchee Hardware Proucts Ltd. Subsidiary
Chunyu Group Shanghai Tongsheng Trade Co., Ltd. Subsidiary
Shanghai Chun Zu Machinery Industry Ltd. Subsidiary
Ofco Industrial Corp. Other related party
Gloria Material Technology Corp. Other related party
TSG Transportation Corp. Other related party
TSG Environmental Technology Corp. Other related party
TSG Power Corp. Other related party
Golden Win Steel Industrial Corp. Other related party

(2) Significant related party transactions

A. Operating revenue

ificant related party transactions
Operating revenue
G Environmental Technology Corp.
G Power Corp.
lden Win Steel Industrial Corp.
Other related party
Other related party
Other related party
Other related party
Other related party
Other related party
Sales of goods:
Other related parties
Subsidiaries
2023
2022
443,870
$ 702,780
$ 81,163
147,854
525,033
$ 850,634
$ For theyears ended December 31,
702,780
$ 147,854
850,634
$

Goods are sold to related parties based on the terms that would be available to third parties, except for Chun Yu Works (USA) Inc. and Scholar Holdings Ltd., for which the goods are sold based on agreed prices as there are no similar transactions available for comparison. The average credit terms for related parties are 1 3 months which would be available to third parties, except for Chun Yu Works (USA) Inc. and SCHOLAR HOLDINGS LTD. with credit terms of 4 6 months.

B. Purchases

Purchases
Purchases of goods:
Subsidiaries
Other related parties
For theyears ended December 31,
2023
72,778
$ 4,036
76,814
$
2022
72,045
$ 2,437
74,482
$

Goods are purchased from related parties based on the prices and terms that would be available to third parties and the average payment terms are 1 2 months. However, both parties may

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CHUN YU WORKS & CO., LTD.

negotiate to extend payment terms according to the funds available.

C. Property transaction

Acquisition of assets:

For the years ended the years ended December 31,
Objects 2023 2022
Subsidiaries Machinery and equipment,
prepayments for equipment $ 2,949
$ 10,084
Other related party Machinery and equipment 459 500
$ 3,408
$ 10,584

There was no such transaction for the year ended December 31, 2022.

D. Other expenses

E.
F.
Other income
Accounts receivable
Other related parties
Subsidiaries
Management service income
Subsidiaries
Rent income
Subsidiaries
Other related parties
Other income
Subsidiaries
Other related parties
Other related parties
Subsidiaries
2023
2022
40,356
$ 53,592
$ 10,468
6,345
50,824
$ 59,937
$ For theyears ended December 31,
For theyears ended December 31,
2023
2022
40,356
$ 53,592
$ 10,468
6,345
50,824
$ 59,937
$ For theyears ended December 31,
For theyears ended December 31,
2023
9,178
$ 6,613
972
6,793
469
24,025
$ December 31,2023
92,683
$ 27,087
119,770
$
2022
6,400
$ 6,551
945
7,911
2,074
23,881
$
December 31,2022
37,724
$ 17,901
55,625
$
  • 309 -

CHUN YU WORKS & CO., LTD.

G. Other receivables

H.Prepayments
I.Accounts payable
J.Other payables
Subsidiaries
Other related parties
Subsidiaries
Other related parties
Subsidiaries
Other related parties
Subsidiaries
Other related parties
December 31, 2023
17,028
$ 560
17,588
$ December 31, 2023
2,726
$ 335
3,061
$ December31,2023
11,315
$ 3,363
14,678
$ December 31, 2023
8,727
$ 5,672
14,399
$
December31,2022
12,069
$ -
12,069
$
December31,2022
295
$ 335
630
$
December 31, 2022
16,098
$ -
16,098
$ December31,2022
1,307
$ 8,895
10,202
$

K. Endorsements and guarantees provided to related parties: Refer to Note 13 (1)B. (3) Key management compensation

Wages and salaries and
other short-term benefits
For the years ended December 31, For the years ended December 31,
2023
27,561
$
2022
25,824
$

8. Pledged Assets

The Company’s assets pledged as collateral are as follows:

Assets December 31,2023 December 31,2022 Purpose
Land (Note) $ 358,824
$ 358,824 Collateral for long-term
borrowings and bonds
payable
Buildings and structures, net 58,822 63,474 Collateral for long-term
(Note) borrowings and bonds
payable
$ 417,646 $ 422,298
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CHUN YU WORKS & CO., LTD.

(Note ) Listed as ‘Property, plant and equipment’ and ‘Investment property, net’.

9. Significant Contingent Liabilities and Unrecognised Contract Commitments

  • (1) As of December 31, 2023 and 2022, the Company’s capital expenditures contracted for at the balance sheet date but not yet incurred were $12,847 and $8,126, respectively.

  • (2) As of December 31, 2023 and 2022, the Company’s line of credit issued but not yet negotiated were $184,423 and $36,751, respectively.

  • (3) Information on provision of endorsements and guarantees to others is provided in Note 13(1)B.

  • (4) The Company is involved in a lawsuit filed by Mr. Li, Shi-Ren in 2012 relating to whether an employment relationship existed between both parties. Mr. Li, Shi-Ren claimed that he served in an investee of the Company for 26 years and 8 months and requested the Company to pay pension totaling USD 642 thousand. On February 27, 2014, the Taiwan Kaohsiung District Court rendered a decision that the Company is liable for the USD 642 thousand pension payment. The Company disagreed with the decision and appealed during the legal period. On April 29, 2016, the Taiwan High Court Kaohsiung Branch Court revoked the original decision rendered on February 27, 2014 and rendered a decision that the litigation expenses incurred thereby shall be borne by the appellant (Li, Shi-Ren). Subsequently, Li, Shi-Ren appealed to the Supreme Court. On August 2, 2018, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court. On April 15, 2020, following the first order by the Supreme Court, the Taiwan High Court Kaohsiung Branch Court rendered a decision on the case no. 2018-Zhong-Lao-Shang-Geng-Yi-Zi-1, in which both of the appellant’s (Li, Shi-Ren) appeal with the first instance court and motion for provisional execution are dismissed, and the appellant shall bear the relevant litigation expenses. Subsequently, Li, Shi-Ren appealed to the Supreme Court. On April 28, 2022, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court. The judgment was remanded by the Supreme Court for the second time. The appeal was dismissed on December 14, 2022, and the related litigation expenses incurred shall be borne by the Company. Subsequently, Li, Shi-Ren appealed to the Supreme Court. On June 8, 2023, the Supreme Court, after reviewing the case, revoked the decision except for the provisional execution and remanded the case to the Taiwan High Court Kaohsiung Branch Court.

10. Significant Disaster Loss

None.

11. Significant Events after the Balance Sheet Date

In February 2024, the Company participated in the capital increase of Argo Yachts Development Co., Ltd. at a price of $27(in dollars) per share. The Company subscribed 4,500 thousand shares, for a total subscription amount of $121,500.

12. Others

(1) Capital management

The Company’s objectives when managing capital are to safeguard the Company’s ability to

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CHUN YU WORKS & CO., LTD.

continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

  • (2) Financial instruments

  • A. Financial instruments by category

Details of the Company’s financial instruments by category are provided in Note 6.

  • B. Financial risk management policies

  • (a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk and interest rate risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial position and financial performance.

  • (b) Risk management is carried out by a central treasury department (Company treasury) under policies approved by the Board of Directors. Company treasury identifies, evaluates and hedges financial risks in close cooperation with the Company’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

    • i. Foreign exchange risk

    • (i) The Company operates internationally and is exposed to exchange rate risk arising from various functional currency, primarily with respect to the USD, EUR, RMB and IDR. Foreign exchange rate risk arises from future commercial transactions and recognised assets and liabilities.

    • (ii) Management has set up a policy to manage its foreign exchange risk against the functional currency. The Company’s treasury is responsible for hedging its entire foreign exchange risk exposure. The Company’s treasury uses forward foreign exchange contracts to manage the foreign exchange risk arising from future commercial transactions and recognised assets and liabilities. Foreign exchange risk arises when future commercial transactions or recognised assets or liabilities are denominated in a currency that is not the entity’s functional currency.

    • (iii) The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the

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CHUN YU WORKS & CO., LTD.

exchange rate fluctuations is as follows:

==> picture [426 x 469] intentionally omitted <==

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

December 31, 2023
Foreign currency
amount
(Foreign currency: functional currency) (In thousands) Exchange rate Book value
Financial assets
Monetary items
USD:NTD $ 8,085 30.71 $ 248,250
EUR:NTD 834 33.98 28,339
Investments accounted for under
equity method
USD:NTD 54,053 30.71 1,659,697
IDR:NTD 367,208,441 0.00198 727,073
Financial liabilities
Monetary items
USD:NTD 2,600 30.71 79,833
December 31, 2022
Foreign currency
amount
(Foreign currency: functional currency) (In thousands) Exchange rate Book value
Financial assets
Monetary items
USD:NTD $ 6,233 30.71 $ 191,415
EUR:NTD 1,036 32.72 33,898
Investments accounted for under
equity method
USD:NTD 53,455 30.71 1,641,603
IDR:NTD 325,929,153 0.00198 645,340
Financial liabilities
Monetary items
USD:NTD 4,658 30.71 143,047
EUR:NTD 834 32.72 27,288
----- End of picture text -----

The sensitivity analysis of foreign exchange risk mainly focuses on the foreign currency monetary items at the end of the financial reporting period. If the exchange rate of NTD to all foreign currencies had appreciated/depreciated by 1%, the Company’s net income would have decreased/increased by $1,574 and $440 for the years ended December 31, 2023 and 2022, respectively.

The total exchange (loss) gain, including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Company amounted to ($883) and $20,836 for the years ended December 31, 2023 and 2022, respectively.

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CHUN YU WORKS & CO., LTD.

ii. Price risk

  • (i) The Company’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.

  • (ii) The Company’s investments in equity securities comprise shares issued by the domestic companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, post-tax profit would have increased/decreased by $1,300 and $502 for the years ended December 31, 2023 and 2022, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased/decreased by $4,535 and $2,429, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.

iii. Cash flow and fair value interest rate risk

  • (i) The Company’s main interest rate risk arises from borrowings with variable rates, which expose the Company to cash flow interest rate risk. During 2023 and 2022, the Company borrowings at variable rate were mainly denominated in NTD.

  • (ii) The Company’s borrowings are measured at amortized cost. The borrowings are periodically contractually repriced and to that extent are also exposed to the risk of future changes in market interest rates.

  • (iii) If the borrowing interest rate had increased/decreased by 1% with all other variables held constant, profit, net of tax would have decreased/increased by $1,144 and $1,442 for the years ended December 31, 2023 and 2022, respectively. The main factor is that changes in interest expense result from floating rate borrowings.

(b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Company arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.

  • ii. The Company manages its credit risk taking into consideration the entire company’s concern. For banks and financial institutions, only independently rated parties with a certain rating are accepted. According to the Company’s credit policy, each local entity in the Company is responsible for managing and analysing the credit risk for each of

  • 314 -

CHUN YU WORKS & CO., LTD.

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 Board of Directors. The utilisation of credit limits is regularly monitored.

  • iii. The Company adopts the following assumption under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition:

  • If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • iv. If the credit rating grade of an investment target degrades two scales, there has been a significant increase in credit risk on that instrument since initial recognition.

  • v. If the default rate of an investment target exceeds 10%, there has been a significant increase in credit risk on that instrument since initial recognition.

  • vi. The Company adopts the assumptions under IFRS 9, that is the default occurs when the contract payments are past due over 90 days.

  • vii. The Company classifies customer’s accounts receivable in accordance with credit risk on trade. The Company applies the modified approach using a provision matrix to estimate the expected credit loss and uses the historical and timely information to establish loss rate for assessing the default possibility of accounts receivable. Movements in relation to the Company applying the modified approach to provide loss allowance for notes and accounts receivable are as follows:

Balance at January 1
Expected credit loss
Balance at December 31
Balance at January 1
Expected credit gain
Write-off of uncollectible amounts
Balance at December 31
Notes
Accounts
receivable
receivable
Total
-
$ 1,360
$ 1,360
$ -
3,860
3,860
-
$ 5,220
$ 5,220
$ For the year ended December 31, 2023
Notes
Accounts
receivable
receivable
Total
-
$ 2,840
$ 2,840
$ -
547)
(
547)
(
-
933)
(
933)
(
-
$ 1,360
$ 1,360
$ Forthe yearendedDecember31,2022
  • (c) Liquidity risk

  • i. Cash flow forecasting is performed and aggregated by Company treasury. Company

  • 315 -

CHUN YU WORKS & CO., LTD.

treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.

  • ii. The table below analyses the Company’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:
December31,2023
Non-derivative financial
liabilities:
Short-term borrowings
Accounts payable
(including related parties)
Other payables
Lease liability
Bonds payable
Guarantee deposits received
December31,2022
Non-derivative financial
liabilities:
Short-term borrowings
Accounts payable
(including related parties)
Other payables
Lease liability
Bonds payable
Guarantee deposits received
Less than
1year
143,463
$ 126,353
170,086
55
1,950
457
Less than
1year
182,510
$ 130,733
215,875
217
1,950
457
Between
1 and 2year(s)
-
$ -
-
-
1,950
-
Between
1 and 2year(s)
-
$ -
-
55
1,950
-
Between
2 and5 years
-
$ -
-
-
4,605,850
-
Between
2 and5 years
-
$ -
-
-
5,850
-
More than
5 years
-
$ -
-
-
-
-
More than
5 years
-
$ -
-
-
4,601,950
-
  • iii. For non-derivative financial liabilities, the Company does not expect the timing of occurrence of the cash flows estimated through the maturity date analysis to be significantly earlier, nor expect the actual cash flow amount to be significantly different.

(3) Fair value information

  • A. 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: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at 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 Company’s investment in listed stocks and beneficiary certificates is

  • 316 -

CHUN YU WORKS & CO., LTD.

included in Level 1.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in listed stocks-private placement (Liquidity discount is 24.82%) is included in Level 2.

  • Level 3: Unobservable inputs for the asset or liability.

  • B. The carrying amounts of the Company’s financial instruments not measured at fair value (including cash and cash equivalents, notes receivable, accounts receivable (including related parties), other receivables (including related parties), guarantee deposits paid, shortterm borrowings, accounts payable (including related parties), other payables, bonds payable, long-term borrowings and guarantee deposits received) are approximate to their fair values.

  • C. The related information on financial and non-financial instruments measured at fair value by level on the basis on the nature, characteristics and risks of the assets and liabilities at December 31, 2023 and 2022 are as follows:

December 31, 2023
Assets:
Financial assets at fair value
through profit or loss
Equity securities
Beneficiary certificates
Financial assets at fair value
through other comprehensive
income
Equity securities
Recurring fair value measurements
Level 1
-
$ 2,992
2,992
453,478
456,470
$
Level 2
127,050
$ -
127,050
-
127,050
$
Level 3
-
$ -
-
-
-
$
Total
127,050
$ 2,992
130,042
453,478
583,520
$
  • 317 -

CHUN YU WORKS & CO., LTD.

==> picture [443 x 210] intentionally omitted <==

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

December 31, 2022 Level 1 Level 2 Level 3 Total
Assets:
Recurring fair value measurements
Financial assets at fair value
through profit or loss
- -
Equity securities $ 39,074 $ $ $ 39,074
Beneficiary certificates 11,179 - - 11,179
50,253 - - 50,253
Financial assets at fair value
through other comprehensive
income
Equity securities 242,851 - - 242,851
$ 293,104 $ - $ - $ 293,104
----- End of picture text -----

  • D. The methods and assumptions the Company used to measure fair value are as follows:

  • (a) The instruments the Company used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:

Listed shares Open-end fund Market quoted price Closing price Net asset value

  • (b) Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date (i.e. yield curves on the Taipei Exchange, average commercial paper interest rates quoted from Reuters).

  • E. The Company takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Company’s credit quality.

  • F. For the years ended December 31, 2023 and 2022, there was no transfer between Level 1 and Level 2.

  • G. For the years ended December 31, 2023 and 2022, there was no transfer into or out from Level 3.

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CHUN YU WORKS & CO., LTD.

13. Supplementary Disclosures

(According to the current regulatory requirements, the Company is only required to disclose the information for the year ended December 31, 2023)

(1) Significant transactions information

  • A. Loans to others: None.

  • B. Provision of endorsements and guarantees to others: Refer to table 1.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Refer to table 2.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital: None.

  • E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Refer to table 3.

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None.

  • I. Trading in derivative instruments undertaken during the reporting periods: None.

  • J. Significant inter-company transactions during the reporting periods: Refer to table 4.

  • (2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China): Refer to table 5.

(3) Information on investments in Mainland China

  • A. Basic information: Refer to table 6.

  • B. Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas: Purchases and sales between the Company and investees in Mainland China are eliminated when preparing consolidated financial statements. Information on significant transactions, such as purchases and sales, receivables and payables, provision of endorsements and guarantees and financing, between the Company and investees in Mainland China is provided in Note 13(1) B and J.

(4) Major shareholders information

Major shareholders information: Refer to table 7.

14. Segment Information

Not applicable.

  • 319 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Item
Description
Cash:
Cash on hand
Checking accounts
Demand deposits - NTD
Demand deposits - Foreign
USD 994 thousand, exchange rate: 30.71
currency
EUR 413 thousand, exchange rate: 33.98
CNY 1 thousand, exchange rate:4.3355
Cash equivalents:
Time deposits - NTD
Short-term notes and bills - NTD
Amount
76
$ 206
89,202
30,513
14,041
1
134,039
1,530,000
59,914
1,589,914
1,723,953
$
  • 320 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF FINANCIAL ASSETS MEASURED AT AMORTIZED COST - CURRENT DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Item Description Amount
Time deposits which maturity
of over three months
Entie Commercial Bank 2023.12~2024.04, interest rate:1.45% $ 30,000
O-Bank 2023.12~2024.04, interest rate:1.50% 100,000
$ 130,000
  • 321 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF ACCOUNTS RECEIVABLE, NET DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

==> picture [447 x 14] intentionally omitted <==

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

Client Name Description Amount
----- End of picture text -----

British Gypsum Accounts receivable $ 105,209
KYOEI PRECISION CO., LTD. " 34,803
E-SHENG STEEL CO., LTD. " 31,443
Chi Rei Co., Ltd. " 27,872
Others (individually not exceeding 5%) " 275,397
474,724
Less: Allowance for uncollectible accounts ( 5,220)
$ 469,504
  • 322 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF ACCOUNTS RECEIVABLE DUE FROM RELATED PARTIES, NET DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

==> picture [507 x 14] intentionally omitted <==

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

Client Name Description Amount Note
----- End of picture text -----

Ofco Industrial Corp.
Accounts receivable
Chun Yu Works (USA) Inc.
"
Others (individually not exceeding 5%)
"
92,683
$
25,666

1,421

119,770
$
  • 323 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF INVENTORIES DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

==> picture [415 x 175] intentionally omitted <==

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

Amount
Net Realisable
Item Cost Value
Raw materials $ 320,200 $ 327,535
Supplies 183,961 215,581
Work in progress 326,598 368,624
Finished goods 512,838 527,444
1,343,597 $ 1,439,184
Less: Allowance for inventory ( 26,947)
valuation loss $ 1,316,650
----- End of picture text -----

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CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD.
STATEMENT OF CHANGES IN FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - NON-CURRENT
FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars)
Valuation adjustment
Number of shares
Number of shares
Number of shares
Number of shares
(In thousands)
Fair Value
(In thousands)
Amount
(In thousands)
Amount
Amount
(In thousands)
Fair Value
Note
Name of Financial Instrument
Beginning Balance
Addition
Decrease
Ending Balance
Collateral
Listed stocks-private
Ensure Global Co., Ltd.(Note)
-
-
$ 5,000
36,000
$ -
-
$ 91,050
$ 5,000
127,050
$ None

(Note) Information relating to financial assets measured at fair value through profit or loss is provided in Note 6(2).
  • 325 -

CHUN YU WORKS & CO., LTD.

Note
CHUN YU WORKS & CO., LTD. STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2023 (Expressed in thousands of New Taiwan dollars) Beginning Balance (Note)
Addition
Decrease
Ending Balance
shares
Nimber of shares
shares
shares
(In thousands)
Amount
(In thousands)
Amount
(In thousands)
Amount
(In thousands)
Amount
Name of Financial Assets
Collateral
Listed stocks: Taiwan Styrene
11,678
258,939
$ -
-
$ -
-
$ 11,678
258,939
$ None
Monomer Corporation China Ecotek Corporation
1,970
13,262
-
-
1,970)
(
13,262)
(
-
-
None
Gloria Material
-
-
5,526
290,263
-
-
5,526
290,263
None
Technology Corporation Unlisted stocks: King Kong Iron Works, Ltd.
304
772
-
-
-
-
304
772
None
272,973
290,263
13,262)
(
549,974
Valuation adjustment
30,122)
(
6,756
73,130)
(
96,496)
(
242,851
$ 297,019
$ 86,392)
($ 453,478
$
  • 326 -

CHUN YU WORKS & CO., LTD.

Footnote
Collateral None None None None None None None None
Market Value or Net Assets Value Unit price
Total Amount
$ 12.74
191,147
$
108.38
411,850
9.77
731,692
10.89
108,888
30.00
995,470
252.39
252,386
50.60
727,073
17.65
508,576
3,927,082
$
CHUN YU WORKS & CO., LTD. STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR UNDER EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2023 (Expressed in thousands of New Taiwan dollars) Addition
Decrease
Ending Balance
Number of shares
Number of shares
Number of shares
(In thousands)
Amount
(In thousands)
Amount
(In thousands)
Shareholding
Amount
-
24,178
$ -
3,750)
($ 15,000
100.00%
205,039
$
-
48,472
-
773)
(
3,800
100.00%
411,301
-
38,882
-
-
74,888
100.00%
140,080
-
-
-
18,229)
(
10,000
100.00%
108,888
-
-
-
26,573)
(
33,183
100.00%
993,195
-
28,702
-
29,926)
(
1,000
100.00%
251,936
-
176,239
-
91,237)
(
14,370
71.85%
726,961
-
34,824
-
47,018)
(
28,822
47.81%
472,141
351,297
$ 217,506)
($ 3,309,541
$
Beginning Balance Number of shares (In thousands)
Amount
15,000
184,611
$
3,800
363,602
74,888
101,198
10,000
127,117
33,183
1,019,768
1,000
253,160
14,370
641,959
28,822
484,335
3,175,750
$
Name of Investees Chun Bang Precision Co., Ltd. Chun Yu Works (USA) Inc. Chun Yu Investment Corp. Chun Yu Bio-Tech Corp. Scholar Holdings Ltd. Sunny City International Limited Pt Moon Lion Industries Indonesia Chun Zu Machinery Industry Co., Ltd.
  • 327 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT - COST FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Information relating to property, plant and equipment is provided in Note 6(7).

  • 328 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT - ACCUMULATED DEPRECIATION

FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Information relating to property, plant and equipment is provided in Note 6(7). Information relating to depreciation methods and useful lives is provided in Note 4(13).

  • 329 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF CHANGES IN DEFERRED TAX ASSETS FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

[Information relating to income tax is provided in Note 6(25).]

  • 330 -

CHUN YU WORKS & CO., LTD.

CHU N Y U W ORKS&
Footnote
Collateral None None Note Note Note Note
Credit Line 210,000
$
185,000 150,000 100,000 300,000 100,000
CHUN YU WORKS & CO., LTD. STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2023 (Expressed in thousands of New Taiwan dollars) Ending
Range of
Nature
Description
Balance
Contract Period
Interest Rate
Unsecured borrowings
HSBC Bank (Taiwan)
36,846
$ 2023.11.15~2024.01.24
Note
Taipei Fubon Bank
38,617
2023.12.14~2024.02.01
Note
Hua Nan Bank
21,153
2023.12.05~2024.01.05
Note
Entie Commercial Bank
18,812
2023.12.26~2024.01.26
Note
Bank Sinopac
15,352
2023.12.05~2024.01.04
Note
O-Bank
12,282
2023.12.27~2024.02.07
Note
143,062
$
Note: Interest rate ranged from 1.83% to 6.79%.
  • 331 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF ACCOUNTS PAYABLE DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

==> picture [508 x 140] intentionally omitted <==

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

Suppliers Name Description Amount Note

E-SHENG STEEL CO., LTD. Accounts payable $ 29,971
" -
Hong Yi Carton Ltd. 9,993
" -
HEXICO ENTERPRISE CO., LTD. 9,155
CHINA STEEL CORPORATION " 7,648 -
Yuan Sui Timber Co. " 6,301 -
" -
SHENG WOEN PLASTIC CO., LTD. 6,146
" -
Others (each item not exceeding 5%) 42,461
$ 111,675
----- End of picture text -----

  • 332 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF OTHER PAYABLES DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Item
Wages and salaries payable
Annual bonus payable
Employees' compensation and directors'
remuneration
Processing expenses payable
Payable on machinery and equipment
Others (individually not exceeding 5%)
Description Amount
31,445
$ 18,500
14,579
14,012
11,657
79,893
170,086
$
Note





  • 333 -

CHUN YU WORKS & CO., LTD.

  • 334 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF DEFERRED TAX LIABILITIES FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Information relating to income tax is provided in Note 6(25).

  • 335 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

==> picture [506 x 14] intentionally omitted <==

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

Item Volume (ton) Amount Note
----- End of picture text -----

Item Volume(ton) Amount Note
Taps 8,943 $ 998,140
Annealing wires 27,512 960,056
Screws 11,360 518,658
Polished wires 17,687 472,920
Nuts 3,934 316,562
Black oxide coating 4,651 99,552
Steel billet 1,683 29,902
Processing fees revenue 17,698
Others 1,251
Total sales revenue 3,414,739
Less: Sales returns 378 ( 11,994)
Sales discounts and allowances ( 20,768)
$ 3,381,977
  • 336 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Item Amount
Beginning raw materials $ 535,330
Add: Raw materials purchased 1,675,040
Less: Raw materials sold ( 30,036)
Ending raw materials ( 320,200)
Raw materials used during the year 1,860,134
Beginning supplies 193,720
Add: Supplies purchased 285,895
Less: Ending supplies ( 183,961)
Supplies used during the year 295,654
Direct labor 171,306
Manufacturing expense 611,349
Manufacturing cost 2,938,443
Beginning work in progress 390,862
Add: Transfers from finished goods 40,090
Ending work in progress ( 326,598)
Cost of finished goods 3,042,797
Beginning finished goods 624,075
Add: Finished goods purchased 85,109
Less: Transfers to work in progress ( 40,090)
Ending finished goods ( 512,838)
Production and sales cost 3,199,053
Add: Cost of raw materials sold 30,036
Cost of goods sold 3,229,089
Loss on physicial inventory 1,868
Gain on reversal of market value ( 3,905)
Income from sales of scraps ( 20,147)
Operating costs $ 3,206,905
  • 337 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF MANUFACTURING OVERHEAD FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

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

Item Description Amount Note
Utilities expense $ 110,152 -
Processing expense -
110,001
Depreciation charge -
99,781
Indirect labor -
91,176
Fuel expense -
61,932
Repairs and maintenance expense -
43,137

Others (each item not exceeding 5%) 95,170
$ 611,349
----- End of picture text -----

  • 338 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF SELLING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Item
Export expense
Freight
Wages and salaries
Other expenses (individually not exceeding 5%)
Description
Amount
Note
25,939
$
23,958

21,754

15,437

87,088
$
  • 339 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF GENERAL AND ADMINISTRATIVE EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

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

Item Description Amount Note
Wages and salaries $ 53,437 -
Donation expense -
20,356
Directors’ remuneration -
14,250
Advertisement expense -
9,820
Depreciation charge -
7,590

Other expenses (individually not exceeding 5%) 38,771
$ 144,224
----- End of picture text -----

  • 340 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF OTHER GAINS AND LOSSES FOR THE YEAR ENDED DECEMBER 31, 2023 (Expressed in thousands of New Taiwan dollars)

Information relating to other gains and losses is provided in Note 6(21).

  • 341 -

CHUN YU WORKS & CO., LTD.

CHUN YU WORKS & CO., LTD. STATEMENT OF FINANCE COST FOR THE YEAR ENDED DECEMBER 31, 2023

(Expressed in thousands of New Taiwan dollars)

Information relating to finance costs is provided in Note 6(22).

  • 342 -

CHUN YU WORKS & CO., LTD.

Ratio of
accumulated
Maximum
endorsement/
outstanding
Outstanding
guarantee
Provision of
Provision of
Provision of
Relationship
Limit on
endorsement/
endorsement/
Amount of
amount to net
Ceiling on
endorsements/ endorsements/ endorsements/
with the
endorsements/
guarantee
guarantee
endorsements/
asset value of
total amount of
guarantees by guarantees by guarantees to
endorser/
guarantees
amount as of
amount at
guarantees
the endorser/
endorsements/
parent
subsidiary to
the party in
Endorser/
guarantor
provided for a
December 31,
December 31,
Actual amount
secured with
guarantor
guarantees
company to
parent
Mainland
Number
guarantor
Company name
(Note 1)
single party
2023
2023
drawn down
collateral
company
provided
subsidiary
company
China
Footnote
Party being
endorsed/guaranteed
0
Chun Yu Works & Co., Ltd.
Chun Yu (Dongguan) Metal
Products Co., Ltd.
2
2,566,642
$ 648,500
$ $ 307,050
$ 112,723
$ -
7.18%
3,422,189
$ Y
N
Y
(Note 2)
(Note 1) The numbers filled in for the relationship with the Company are as follows:
1. Having business relationship.
  • 343 -

CHUN YU WORKS & CO., LTD.

General
Number of shares
Relationship with the
ledger account
(In thousands of
Securities held by
Marketable securities
securities issuer
(Note 1)
shares or units)
Book value
Ownership (%)
Fair value
Footnote
Chun Yu Works & Co., Ltd.
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
For the year ended December 31, 2023
Table 2
Expressed in thousands of NTD
As of December 31, 2023
Chun Yu Works & Co., Ltd.
Stocks - Taiwan Styrene Monomer Corporation

3
11,678
182,761
$ 2.21
182,761
$ -
Stocks - Gloria Material Technology Corporation
Other related party
3
5,526
269,945
1.04
269,945
-
Stocks - King Kong Iron Works, Ltd.

3
304
772
0.55
772
-
Stocks - Ensure Global Co., Ltd.

2
5,000
127,050
3.16
127,050
-
Beneficiary certificates - PGIM USD High Yield Bond Fund-USD

1
300
2,992
-
2,992
-
Chun Bang Precision Co., Ltd.
Stocks - The First Insurance Co., Ltd.

1
10
185
-
185
-
Stocks - Taiwan Styrene Monomer Corporation

3
6,440
100,786
1.22
100,786
-
Chun Yu Investment Corp.
Stocks - Chun Yu Works & Co., Ltd.
The Company
(Note 2)
23,430
591,612
7.75
591,612
-
Stocks - Taiwan Styrene Monomer Corporation

3
6,618
103,572
1.25
103,572
-
Chun Yu Bio-tech Corp.
Stocks - Chun Zu Machinery Industry Co., Ltd.
Subsidiary
(Note 3)
9
161
0.01
161
-
Stocks - Taiwan Styrene Monomer Corporation

3
1,500
23,475
0.28
23,475
-
(Note 1) The code number explanation is as follows:
1. Financial assets at fair value through profit or loss - current.
2. Financial assets at fair value through profit or loss - non-current.
3. Financial assets at fair value through other comprehensive profit or loss- non-current.
(Note 2) Information relating to the Company’s stocks is provided in Note 6(14) 'Share capital'.
(Note 3) The Company’s stocks held by Chun Yu Bio-tech Corp., shown as ‘Financial assets at fair value through other comprehensive profit or loss- non-current’, were changed to be shown as ‘Investments accounted for using the equity method’
when the group prepared the consolidated financial statements and fully eliminated.
  • 344 -

CHUN YU WORKS & CO., LTD.

Percentage of
Percentage of
Relationship with the
Purchases
total purchases
total notes/accounts
Purchaser/seller
Counterparty
counterparty
(sales)
Amount
(sales)
Credit term
Unit price
Credit term
Balance
receivable (payable)
Footnote
Transaction
transactions
Chun Yu Works & Co., Ltd.
Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more
For the year ended December 31, 2023
Table 3
Expressed in thousands of NTD
Differences in transaction terms
compared to third party
Notes/accounts receivable (payable)
Chun Yu Works & Co., Ltd.
Ofco Industrial Corporation
Other related party
(Sales)
443,870)
($ (
13%)
1 month
-
3 ~ 5 months
$ 92,683
���
-
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Shanghai Uchee Hardware
Products Ltd.
Subsidiary
(Sales)
(
246,460) (
19%)
3 months
-
(Note 1)
-
-
-
Shanghai Uchee Hardware
Products Ltd.
Subsidiary
Purchases
175,792
18%
3 months
-
(Note 2)
-
-
-
Shanghai Uchee Hardware
Products Ltd.
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Subsidiary
(Sales)
(
175,792) (
23%)
3 months
-
(Note 1)
-
-
-
Chun Yu (Dongguan) Metal
Products Co., Ltd.
Subsidiary
Purchases
246,460
38%
3 months
-
(Note 2)
-
-
-
(Note 1) The credit terms to third parties are 1 ~ 3 months after the sale.
(Note 2) The payment terms to third parties are 3 ~ 6 months after the acceptance.
(Note 3) Foreign currencies are translated into New Taiwan Dollars using the following exchanges: Ending balance of receivable and payable are translated using the exchange rates as of report date (USD:NTD 1:30.7050, RMB:NTD 1:4.3355),
and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD:NTD 1:31.1773, RMB:NTD 1:4.4272).
  • 345 -

CHUN YU WORKS & CO., LTD.

Expressed in thousands of NTD Percentage of consolidated total operating revenue or total assets (Note 4) 1% - 3% 1% - - - - - - 1% - - 3% - 2%
Transaction terms 4 months - - 3 months - 3 months 3 months 3 months 3 months - (Note 5) - - 3 months - 3 months
Chun Yu Works & Co., Ltd. Significant inter-company transactions during the reporting period For the year ended December 31, 2023 Table 4 Transaction Number
Relationship
General ledger account
Amount
(Note 2)
Company name
Counterparty
(Note 3)
0
Chun Yu Works & Co., Ltd.
Chun Yu Works (USA) Inc.
1
Sales
77,713
$
1
Accounts receivable
25,666
Chun Yu (Dongguan) Metal Products Co., Ltd.
1
Provision of endorsements and guarantees
307,050
1
Chun Bang Precision Co., Ltd.
Chun Yu Works & Co., Ltd.
2
Sales
75,709
2
Accounts receivable
12,534
Pt Moon Lion Industries Indonesia
3
Sales
13,595
Chun Zu Machinery Industry Co., Ltd.
3
Sales
11,311
2
Chun Zu Machinery Industry Co., Ltd.
Chun Yu Works & Co., Ltd.
2
Sales
12,747
Chun Yu (Dongguan) Metal Products Co., Ltd.
3
Sales
15,995
Shanghai Chun Zu Machinery Industry Ltd.
3
Other receivables
25,966
3
Shanghai Chun Zu Machinery Industry Ltd.
Chun Zu Machinery Industry Co., Ltd.
3
Sales
44,011
3
Accounts receivable
12,176
4
Chun Yu (Dongguan) Metal Products Co., Ltd.
Scholar Holdings Ltd.
3
Other receivables
18,594
Shanghai Uchee Hardware Products Ltd.
3
Sales
246,460
3
Other receivables
34,624
5
Shanghai Uchee Hardware Products Ltd.
Chun Yu (Dongguan) Metal Products Co., Ltd.
3
Sales
175,702
(Note 1) Intercompany transactions between the parent company and its subsidiaries or between subsidiaries are not disclosed repetitively since the circumstances and amounts of each transaction is the same on each side. In addition, the disclosure threshold for significant intercompany transactions is $10 million and the transactions are disclosed in asset and income aspects . (Note 2) The transaction information of the Company and the consolidated subsidiaries should be noted in column "Number". The number means: 1. Number 0 presents the Company. 2. The consolidated subsidiaries are in order from number 1. (Note 3) The relationships among the transation parties are as follows: 1. The Company to the consolidated subsidiary. 2. The consolidated subsidiary to the Company. 3. The consolidated subsidiary to another consolidated subsidiary. (Note 4) The percentage of transaction amount over consolidated total revenues or total assets is as follows: Assets and liabilities are calculated using the ending balance over the consolidated total assets at period end; Sales is calculated using the amount of the period over the consolidated total revenue of the period. (Note 5) The sales of machinery and equipment are handled in accordance with the conditions stipulated in the contract, and some are sold by installments, with a period of 1 to 2 years; spare parts are 3 to 4 months. (Note 6) For the amounts denominated in foreign currencies, the balances of notes/accounts receivable (payable) are translated into New Taiwan dollars at the exchange rate (USD 1 : NTD 30.7050; RMB 1 : NTD 4.3355) prevailing at the financial reporting date, and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD 1 : NTD 31.1773; RMB 1 : NTD 4.4272).
  • 346 -

CHUN YU WORKS & CO., LTD.

Net profit (loss)
Investment income (loss)
Balance as at
Balance as at
of the investee for the
recognised by the Company
Main business
December 31,
December 31,
year ended
for the year ended
Investor
Investee
Location
activities
December 31,
2023
December 31,
2022
Number of shares
Ownership (%)
Book value
December 31, 2023
December 31, 2023
Footnote
Initial investment amount
Shares held as at December 31, 2023
Chun Yu Works & Co., Ltd.
Information on investees
For the year ended December 31, 2023
Table 5
Chun Yu Works & Co., Ltd.
Chun Bang Precision Co., Ltd.
Taiwan
Manufacture and trade of
moulds
125,344
$ 125,344
$ 15,000,000
100.00
205,039
$ 5,640
$ 10,332
$ A subsidiary
Chun Yu Works (U.S.A.) Inc.
U.S.A.
Import and export of
hardware products
114,728
114,728
3,800,000
100.00
411,301
47,137
48,472
A subsidiary
Chun Yu Investment Corporation
Taiwan
Professional investment
267,652
267,652
74,888,032
100.00
140,080
53,940
1,222
A subsidiary
Chun Yu Bio-tech Corporation
Taiwan
Powder metallurgy
90,260
90,260
10,000,000
100.00
108,888
14,334)
(
14,455)
(
A subsidiary
Scholar Holdings Ltd.
Virgin Islands
Reinvestment and import
and export trade
2,581,891
2,581,891
33,183,211
100.00
993,195
9,523)
(
9,067)
(
A subsidiary
Sunny City International Ltd
Samoa
Reinvestment and import
and export trade
84,824
84,824
1,000,000
100.00
251,936
28,702
28,702
A subsidiary
Pt Moon Lion Industries Indonesia
Indonesia
Manufacture and trade of
screws and nuts
154,760
154,760
14,370,000
71.85
726,961
245,288
176,239
A subsidiary
Chun Zu Machinery Industry Co., Ltd.
Taiwan
Manufacture and trade of
machinery
52,597
52,597
28,821,939
47.81
472,141
74,265
34,824
A subsidiary
Chun Zu Machinery Industry
Co., Ltd.
Lion City Management Ltd.
Virgin Islands
Professional investment
61,420
61,420
-
100.00
519,318
53,665
-
A subsidiary (Note 1)
(Note 1) According to the related regulations, it is not required to disclose income (loss) recognized by the Company.
(Note 2) Foreign currencies are translated into New Taiwan Dollars using the following exchanges: Ending balance of receivable and payable are translated using the exchange rates as of report date (USD:NTD 1:30.7050, RMB:NTD 1:4.3355),
and the transactions amounts are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD:NTD 1:31.1773, RMB:NTD 1:4.4272).
  • 347 -

CHUN YU WORKS & CO., LTD.

Accumulated
Accumulated
Accumulated
amount
amount of
amount
Ownership
Investment income
of investment
remittance from
of remittance
held by
(loss) recognised
Book value of
income
Taiwan to
from Taiwan to
Net income of
the
by the Company
investments in
remitted back to
Investee in
Main business
Investment
Mainland China
as of January 1,
Remitted to
Mainland
Remitted back
Mainland China
as of December 31,
investee for the
year ended
Company
(direct or
for the year
ended December
Mainland China
as of December 31,
Taiwan as of
December 31,
Mainland China
activities
Paid-in capital
method
2023
China
to Taiwan
2023
December 31, 2023
indirect)
31, 2023
2023
2023
Footnote
ended December 31, 2023
Amount remitted back
to Taiwan for the year
Chun Yu Works & Co., Ltd.
Information on investments in Mainland China
For the year ended December 31, 2023
Table 6
Expressed in thousands of NTD
Amount remitted from Taiwan
to Mainland China/
Chun Yu (Dongguan) Metal Products Co., Ltd.
Manufacture and trade of screws and nuts
$ 1,979,889
(Note 1)
(Note 3)
1,479,766
$ -
$ -
$ 1,479,766
$ 9,404)
($ 100%
9,404)
($ 1,022,515
$ -
$ (Note 9)
Shanghai Uchee Hardware Products Ltd.
Trade of screws and nuts
30,705
(Note 4)
30,705
-
-
30,705
28,762
100%
25,762
250,195
79,587
(Note 7)
(Note 9)
Chunyu Group Shanghai Tongsheng Trade
Co., Ltd.
Trade of screws and nuts
8,169
(Note 5)
-
-
-
-
86
100%
86
3,818)
(
-
(Note 9)
Shanghai Chun Zu Machinery Industry Ltd.
Manufacture and trade of machinery
260,993
(Note 2)
(Note 6)
61,410
-
-
61,410
51,700
47.82%
24,723
244,749
499,652
(Note 8)
(Note 10)
Accumulated
Investment
amount of
amount approved
Ceiling on
remittance
by the
investments in
from Taiwan
Investment
Mainland China
to Mainland
Commission of
imposed by the
China
the Ministry of
Investment
as of December 31,
Economic
Commission of
Company name
2023
Affairs (MOEA)
MOEA (Note 10)
Chun Yu Works & Co., Ltd.
$ 1,735,232 $ 1,735,232 $ 3,047,452
Chun Zu Machinery Industry Co., Ltd.
61,420
199,583
638,246
(Note 1) The investment in Chun Yu (Dongguan) Metal Products Co., Ltd. amounted to US$64,481 thousand, consisting of US$48,193 thousand that has been reported to the Investment Commission and US$16,289 thousand from an investment loan from Scholar Holdings Ltd.
(Note 2) The paid-in capital of Shanghai Chun Zu Machinery Industry Ltd. amounted to UD$8,500 thousand, consisting of UD$4,000 thousand from remittance from Chun Zu Machinery Industry Co., Ltd. through its subsidiary, Lion City Management Ltd.
and US$4,500 thousand from capitalisation of retained earnings of Shanghai Chun Zu Machinery Industry Ltd., which were reported to the Investment Commission. In addition, proceeds from capital reduction of Lion City Management Ltd. in 2008 amounting to
US$2,000 thousand were reported to the Investment Commission.
(Note 3) Indirect investment in PRC through the existing company (Scholar Holdings Ltd.) located in the third area.
(Note 4) Indirect investment in PRC through the existing company (Sunny City International Ltd.) located in the third area.
(Note 5) Indirect investment in PRC through the existing company (Shanghai Uchee Hardware Products Ltd.) located in PRC.
(Note 6) Indirect investment in PRC through the existing company (Lion City Management Ltd.) located in the third area.
(Note 7) It is the cash dividends totaling US$2,592 thousand distributed by Shanghai Uchee Hardware Products Ltd. to Sunny City International Ltd., which then remitted to the Company and Chun Bang Precision Co., Ltd.
(Note 8) It is the cash dividends amounting to US$34,029 thousand distributed by Shanghai Chun Zu Machinery Industry Ltd. to Lion City Management Ltd., which then remitted to Chun Zu Machinery Industry Co., Ltd.
(Note 9) Investment gains or losses were recognised based on audited financial statements.
(Note 10) The ceiling is calculated based on the 60% of the investor’s net assets or consolidated net assets (whichever is higher).
(Note 11) For the amounts denominated in foreign currencies, the paid-in capital, amount of remittance from Taiwan and book value as of December 31, 2023 are translated into New Taiwan dollars at the exchange rate (USD 1 : NTD 30.7050; RMB 1 : NTD 4.3355) prevailing at the financial reporting date,
and the net profit (loss) of the investee and investment income (loss) recognised by the Group for the year ended December 31, 2023 are translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023 (USD 1 : NTD 31.1773; RMB 1 : NTD 4.4272).
  • 348 -

CHUN YU WORKS & CO., LTD.

Unit: shares
Name of major shareholders
Number of shares held
Ownership (%)
Table 7
Shares
Chun Yu Works & Co., Ltd.
Major shareholders information
December 31, 2023
Bai Jia Yuan Investment Co., Ltd.
84,219,450
27.87%
Jin Jhih Fu Assets Management Co., Ltd.
28,491,850
9.43%
Chun Yu Investment Co., Ltd.
23,430,172
7.75%
(Note) The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form
which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The
share capital which was recorded in the financial statements may be different from the actual number of shares issued in dematerialised form due to the different calculation basis.
  • 349 -

CHUN YU WORKS & CO., LTD.

Chairperson Chen, Chi-Tai