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CyberPower Annual Report 2018

Nov 13, 2018

52355_rns_2018-11-13_14016405-c01f-44bc-be82-a160e5820109.pdf

Annual Report

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Cyber Power Systems, Inc.

Financial Statements for the Years Ended December 31, 2018 and 2017 and Independent Auditors’ Report

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Cyber Power Systems, Inc.

Opinion

We have audited the accompanying financial statements of Cyber Power Systems, Inc. (the “Company”), which comprise the balance sheets as of December 31, 2018 and 2017, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, 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 and other regulations.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the 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. 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 financial statements for the year ended December 31, 2018. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matter of the financial statements for the year ended December 31, 2018 of Cyber Power Systems, Inc. is stated as follows:

Assessment of Inventory

As of December 31, 2018, the balance of inventory amounted to $1,490,180 thousand. The Company sells its products to the American and European regions with focus on the retail market. The Company gives reasonable credit terms to its customers, thus, the net amount of inventory accounted for 17% of the Company’s total asset value. Since the assessment of impairment loss on obsolete stock is subject to management’s judgment, it has been identified as the key audit matter for this year.

  • 1 -

Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. When the net realizable value is lower than the cost of inventory, the Company recognizes the loss on the write-down; besides, the loss on obsolete inventory is estimated according to the aging and the physical conditions of the inventory.

We paid particular attention to the loss due to RMA (Return Materials Authorization), because it takes a relatively longer time to sell these returned goods.

We assessed the effectiveness of the following internal control operations. We understood:

  1. Whether the loss on inventory impairment was recognized regularly according to the Company’s policy.

  2. Whether the assessment was reviewed by responsible personnel.

We selected samples from the inventory list on the balance sheet date and verified that the stated value does not exceed the net realizable value. We also analyzed the inventory turnover to assess the reasonableness of the policy. Besides, we verified the inventory aging of selected samples and recalculated the estimated amount of impairment.

Refer to Note 4(e) - Summary of Significant Accounting Policies, Note 5 - Critical Accounting Judgments and Key Sources of Estimation Uncertainty and Note 10 Inventories for other related explanations.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the 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 financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the 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 supervisors, are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 auditing standards generally accepted in 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 financial statements.

  • 2 -

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the 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 Company’s internal control.

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

  4. 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 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.

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

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the 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 the 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.

  • 3 -

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2018 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.

The engagement partners on the audit resulting in this independent auditors’ report are Chin-Yen Wang and Chin-Chuan Shih.

Deloitte & Touche Taipei, Taiwan Republic of China March 25, 2019

Notice to Readers

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

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

  • 4 -

CYBER POWER SYSTEMS, INC.

BALANCE SHEETS DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 3, 4, 6 and 30)
Notes receivable from unrelated parties (Notes 3, 4, 9 and 30)
Trade receivables from unrelated parties (Notes 3, 4, 9 and 30)
Trade receivables from related parties (Notes 3, 4, 9, 30 and 31)
Other receivables from unrelated parties (Notes 3, 9 and 30)
Other receivables from related parties (Notes 3, 9, 30 and 31)
Inventories (Notes 4, 5 and 10)
Other current assets (Notes 15 and 31)
Other current financial assets (Notes 30 and 32)
Total current assets
NON-CURRENT ASSETS
Financial assets at amortized cost - non-current (Notes 3, 4, 7 and 30)
Debt investments with no active market - non-current (Notes 4, 8 and 30)
Investments accounted for using the equity method (Notes 4, 11 and 31)
Property, plant and equipment (Notes 4, 12, 31 and 32)
Investment properties (Notes 4, 13 and 32)
Other intangible assets (Notes 4 and 14)
Deferred tax assets (Notes 4 and 24)
Other non-current assets (Notes 8 and 15)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 16, 30 and 32)
Trade payables to unrelated parties (Notes 17 and 30)
Trade payables to related parties (Notes 17, 30 and 31)
Other payables (Notes 18 and 30)
Current tax liabilities (Notes 4 and 24)
Provisions - current (Notes 4 and 19)
Other current liabilities (Note 18)
Current portion of long-term borrowings (Notes 16, 30 and 32)
Total current liabilities
NON-CURRENT LIABILITIES
Long-term borrowings (Notes 16, 30 and 32)
Deferred tax liabilities (Notes 4 and 24)
Net defined benefit liabilities - non-current (Notes 4 and 20)
Other non-current liabilities (Notes 18 and 30)
Total non-current liabilities
Total liabilities
EQUITY (Note 21)
Share capital
Ordinary shares
Capital surplus
Share premium
Employee share options
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Other equity
Exchange differences on translating foreign operations
Total equity
TOTAL
2018
Amount
%
$ 1,270,520
15
620
-
725,619
8
1,203,628
14
5,400
-
95,576
1
1,490,180
17
36,419
-
43,000
1
4,870,962
56
243
-
-
-
953,992
11
1,292,252
15
1,459,775
17
2,800
-
102,355
1
773
-
3,812,190
44
$ 8,683,152
100
$ 1,520,000
17
659,279
8
428,725
5
346,984
4
88,234
1
73,017
1
7,909
-
420,000
5
3,544,148
41
680,000
8
6,043
-
12,048
-
6,939
-
705,030
8
4,249,178
49
809,510
9
1,359,259
16
38,983
-
556,276
7
83,219
1
1,661,815
19
(75,088)
(1)
4,433,974
51
$ 8,683,152
100
2017
Amount
%
$ 1,149,859
14
3,735
-
655,368
8
1,499,802
18
4,216
-
100,754
1
905,528
11
45,176
-
548,920
6
4,913,358
58
-
-
243
-
663,189
8
1,218,144
15
1,529,445
18
2,800
-
116,948
1
1,073
-
3,531,842
42
$ 8,445,200
100
$ 1,660,000
20
689,013
8
335,522
4
241,622
3
95,343
1
58,335
1
5,412
-
-
-
3,085,247
37
1,100,000
13
1,709
-
10,479
-
1,809
-
1,113,997
13
4,199,244
50
809,510
10
1,359,259
16
38,983
-
498,751
6
43,440
-
1,579,232
19
(83,219)
(1)
4,245,956
50
$ 8,445,200
100

The accompanying notes are an integral part of the financial statements.

  • 5 -

CYBER POWER SYSTEMS, INC.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 4, 22 and 31)
OPERATING COSTS (Notes 10, 23 and 31)
GROSS PROFIT
UNREALIZED GAIN ON TRANSACTIONS WITH
SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES
REALIZED GAIN ON TRANSACTIONS WITH
SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES
REALIZED GROSS PROFIT
OPERATING EXPENSES (Notes 4, 20, 23, 28 and 31)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit loss
Total operating expenses
PROFIT FROM OPERATIONS
NON-OPERATING INCOME AND EXPENSES
(Notes 4, 23 and 31)
Other income
Other gains and losses
Finance costs
Share of profit of subsidiaries, associates and joint
ventures
Total non-operating income and expenses
PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Notes 4 and 24)
NET PROFIT
2018
Amount
%
$ 5,637,670
100
4,315,669
77
1,322,001
23
(274,742)
(5)
376,374

7
1,423,633
25
363,788
6
233,201
4
317,708
6
(48)
-
914,649
16
508,984
9
46,805
1
113,346
2
(27,191)
-
79,652

1
212,612
4
721,596
13
(136,853)
(2)
584,743
11
2017


Amount
%
$ 5,873,261
100
4,264,259
73
1,609,002
27
(376,374)
(6)
390,214

7
1,622,842
28
295,296
5
188,900
3
273,168
5
-
-
757,364
13
865,478
15
31,712
1
(156,233)
(3)
(13,695)
-
7,418

-
(130,798)
(2)
734,680
13
(159,423)
(3)
575,257
10
(Continued)
  • 6 -

CYBER POWER SYSTEMS, INC.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE INCOME
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans (Note 20)
Share of other comprehensive income of
subsidiaries, associates and joint ventures
accounted for using the equity method
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 24)
Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR
EARNINGS PER SHARE (Note 25)
From continuing operations
Basic
Diluted
2018
Amount
%
$ (1,569)
-
902
-
566

-
(101)
-
8,131

-
8,030
-
$ 592,773
11
$ 7.22
$ 7.17
2017




Amount
%
$ (1,741)
-
(31)
-
296

-
(1,476)
-
(39,779)
(1)
(41,255)
(1)
$ 534,002

9
$ 7.11
$ 7.06
$ $

The accompanying notes are an integral part of the financial statements.

(Concluded)

  • 7 -

CYBER POWER SYSTEMS, INC.

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2017
Appropriation of 2016 earnings
Legal reserve
Special reserve
Cash dividends distributed by the Company
Actual disposals or acquisitions of interests in subsidiaries
Net profit for the year ended December 31, 2017
Other comprehensive loss for the year ended December 31, 2017, net of
income tax
Total comprehensive income (loss) for the year ended December 31,
2017
Issue of ordinary shares under employee share options
BALANCE AT DECEMBER 31, 2017
Appropriation of 2017 earnings
Legal reserve
Special reserve
Cash dividends distributed by the Company
Net profit for the year ended December 31, 2018
Other comprehensive loss for the year ended December 31, 2018, net of
income tax
Total comprehensive income (loss) for the year ended December 31,
2018
BALANCE AT DECEMBER 31, 2018
Share Capital
Capital
Ordinary
Shares
Collected in
Advance
$ 809,025
$ 255
-
-
-
-
-
-
-
-
-
-
-

-
-

-
485
(255)
809,510
-
-
-
-
-
-
-
-
-
-

-
-

-
$ 809,510
$ -
CapitalSurplus
Share Premium
Employee
Share Options
$ 1,358,307
$ 39,370
-
-
-
-
-
-
-
-
-
-

-

-

-

-
952
(387)
1,359,259
38,983
-
-
-
-
-
-
-
-

-

-

-

-
$ 1,359,259
$ 38,983
Retained Earnings
Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 425,803
$ -
$ 1,513,020
72,948
-
(72,948)
-
43,440
(43,440)
-
-
(384,517)
-
-
(6,664)
-
-
575,257

-

-

(1,476)

-

-

573,781
-
-
-
498,751
43,440
1,579,232
57,525
-
(57,525)
-
39,779
(39,779)
-
-
(404,755)
-
-
584,743

-

-

(101)

-

-

584,642
$ 556,276
$ 83,219
$ 1,661,815
Other Equity
Exchange
Differences on
Translating
Foreign
Operations
$ (43,440)
-
-
-
-
-

(39,779)


(39,779)

-
(83,219)
-
-
-
-

8,131


8,131

$ (75,088)
Total Equity
$ 4,102,340
-
-
(384,517)
(6,664)
575,257
(41,255)
534,002
795
4,245,956
-
-
(404,755)
584,743
8,030
592,773
$ 4,433,974



Ordinary
Shares
$ 809,025
-
-
-
-
-
-

-

485
809,510
-
-
-
-
-

-

$ 809,510

The accompanying notes are an integral part of the financial statements.

  • 8 -

CYBER POWER SYSTEMS, INC.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments to:
Depreciation expenses
Expected credit loss reversed on trade receivables
Impairment loss reversed on trade receivables
Finance costs
Interest income
Share of profit of subsidiaries, associates and joint ventures
Loss on disposal of property, plant and equipment
Recognition of provisions
Write-down of inventories (reversal of write-down of inventories)
Unrealized gain on transactions with subsidiaries, associates and
joint ventures
Realized gain on transactions with subsidiaries, associates and joint
ventures
Net (gain) loss on foreign currency exchange
Changes in operating assets and liabilities
Notes receivable
Trade receivables
Other receivables
Inventories
Other current assets
Other items of operating activities
Trade payables
Other payables
Other current liabilities
Cash generated from operations
Interest received
Interest paid
Income tax paid
Net cash generated from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of debt investments with no active market
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in refundable deposits
Net cash outflow on acquisition of subsidiaries
Decrease (increase) in other financial assets
Net cash generated from (used in) investing activities
2018
$ 721,596
39,563
(48)
-
27,191
(22,398)
(79,652)
1,998
14,682
8,350
274,742
(376,374)
(32,771)
3,115
226,360
3,614
(593,002)
8,566
(84)
66,979
105,733
2,092
400,252
22,412
(27,023)
(124,469)
271,172
-
(46,029)
30
300
(100,486)
505,920
359,735
2017
$ 734,680
24,914
-
(89)
13,695
(13,838)
(7,418)
6
15,218
(26,838)
376,374
(390,214)
62,084
(1,751)
(206,000)
22,795
(176,434)
3,969
252
(34,457)
30,732
(2,378)
425,302
13,827
(12,390)
(162,497)
264,242
(243)
(2,648,176)
-
46
(37,964)
(505,920)
(3,192,257)
(Continued)
  • 9 -

CYBER POWER SYSTEMS, INC.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings
Repayments of short-term borrowings
Proceeds from long-term borrowings
Proceeds from guarantee deposits received
Dividends paid to owners of the Company
Proceeds from employee share options
Net cash (used in) generated from financing activities
EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH HELD IN FOREIGN CURRENCIES

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
2018
$ -
(140,000)
-
5,130
(404,755)
-
(539,625)
29,379

120,661
1,149,859

$ 1,270,520
2017
$ 1,660,000
-
1,100,000
1,809
(384,517)
795
2,378,087
(87,105)
(637,033)
1,786,892
$ 1,149,859

The accompanying notes are an integral part of the financial statements.

(Concluded)

  • 10 -

NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

CYBER POWER SYSTEMS, INC.

1. GENERAL INFORMATION

Cyber Power Systems, Inc. (the “Company”) was established in the Republic of China (ROC) in 1997. The Company mainly manufactures and sells uninterruptible power systems (UPS).

The Company’s shares have been listed on the Taiwan Stock Exchange (“TWSE”) since December 2009.

The financial statements are presented in the Company’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The financial statements were approved by the Company’s board of directors on March 21, 2019.

3. APPLICATION OF NEW AND REVISED STANDARDS, AMENDMENTS AND INTERPRETATIONS

  • a. Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, whenever applied, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the Company’s accounting policies:

  • 1) IFRS 9 “Financial Instruments” and related amendments

IFRS 9 supersedes IAS 39 “Financial Instruments: Recognition and Measurement”, with consequential amendments to IFRS 7 “Financial Instruments: Disclosures” and other standards. IFRS 9 sets out the requirements for classification, measurement and impairment of financial assets and hedge accounting. Refer to Note 4 for information relating to the relevant accounting policies.

Classification, measurement and impairment of financial assets

On the basis of the facts and circumstances that existed as of January 1, 2018, the Company has performed an assessment of the classification of recognized financial assets and has elected not to restate prior reporting periods.

  • 11 -

The following table shows the original measurement categories and carrying amount under IAS 39 and the new measurement categories and carrying amount under IFRS 9 for each class of the Company’s financial assets and financial liabilities as of January 1, 2018.

Measurement Category Measurement Category Measurement Category Measurement Category Carrying Amount Carrying Amount Carrying Amount
Financial Assets IAS 39 IFRS 9 IAS 39 IFRS 9 Remark
Cash and cash equivalents Loans and receivables Amortized cost
$
1,149,859
$ 1,149,859
Time deposits with original Loans and receivables Amortized cost 243 243
maturities of more than 3 months
Notes receivable, trade receivables
Loans and receivables
Amortized cost 2,260,839 2,260,839 *
and other receivables
Other financial assets Loans and receivables Amortized cost 548,920 548,920
IAS 39 IFRS 9 Retained
Carrying Carrying Earnings Other Equity
Amount as of Reclassifi- Remeasure- Amount as of Effect on Effect on
Financial Assets January 1, 2018 cations ments January 1, 2018 January 1, 2018 January 1, 2018 Remark
Amortized cost
Add: Reclassification from loans and
receivables (IAS 39) $ - $ 3,959,861 $ - $
-
$ -
- 3,959,861 - $ 3,959,861 - -
$ - $ 3,959,861 $ - $ 3,959,861 $ - $ -
  • Notes receivable, trade receivables and other receivables that were previously classified as loans and receivables under IAS 39 are classified as at amortized cost with an assessment of expected credit losses under IFRS 9.

  • 2) IFRS 15 “Revenue from Contracts with Customers” and related amendments

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers and supersedes IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations. Refer to Note 4 for related accounting policies.

In identifying performance obligations, IFRS 15 and the related amendments require that a good or service is distinct if it is capable of being distinct (for example, the Company regularly sells it separately) and the promise to transfer it is distinct within the context of the contract (i.e. the nature of the promise in the contract is to transfer each good or service individually rather than to transfer a combined output).

The Company provides service-type warranties in addition to the assurance that products comply with agreed-upon specifications. IFRS 15 requires such services to be considered as a performance obligation. Any transaction price allocated to a service-type warranty is recognized as revenue, and the related costs are recognized when the warranty service is performed. Prior to the application of IFRS 15, the transaction price of the aforementioned transaction was fully recognized as revenue when the products were sold, and a corresponding provision was recognized for the expected warranty cost.

Under IFRS 15, the net effect of revenue recognized and consideration received and receivable is recognized as a contract asset or a contract liability. Prior to the application of IFRS 15, receivables were recognized or deferred revenue was reduced when revenue was recognized for the relevant contract under IAS 18.

For a sale with a right of return, the Company recognizes a refund liability (i.e. other liabilities) and a right to recover a product (i.e. other assets) when recognizing revenue. Prior to the application of IFRS 15, return provisions and inventories - return receivables were recognized when recognizing revenue.

The Company elected to retrospectively apply IFRS 15 to contracts that were not complete as of January 1, 2018 and recognize the cumulative effect of the change in retained earnings on January 1, 2018.

  • 12 -

The Company elected to retrospectively apply IFRS15 on January 1, 2018 and management believes that there is no material impact on assets, liabilities and equity.

  • b. Amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed by the FSC for application starting from 2019

New, Amended or Revised Standards and Interpretations Effective Date (the “New IFRSs”) Announced by IASB (Note 1) Annual Improvements to IFRSs 2015-2017 Cycle January 1, 2019 Amendments to IFRS 9 “Prepayment Features with Negative January 1, 2019 (Note 2) Compensation” IFRS 16 “Leases” January 1, 2019 Amendments to IAS 19 “Plan Amendment, Curtailment or January 1, 2019 (Note 3) Settlement” Amendments to IAS 28 “Long-term Interests in Associates and Joint January 1, 2019 Ventures” IFRIC 23 “Uncertainty over Income Tax Treatments” January 1, 2019

  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The FSC permits the election for early adoption of the amendments starting from 2018.

  • Note 3: The Company shall apply these amendments to plan amendments, curtailments or settlements occurring on or after January 1, 2019.

  • IFRS 16 “Leases”

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 IFRIC 4 and a number of related interpretations.

Definition of a lease

Upon initial application of IFRS 16, the Company will elect to apply the guidance of IFRS 16 in determining whether contracts are, or contain, a lease only to contracts entered into (or changed) on or after January 1, 2019. Contracts identified as containing a lease under IAS 17 and IFRIC 4 will not be reassessed and will be accounted for in accordance with the transitional provisions under IFRS 16.

The Company as lessee

Upon initial application of IFRS 16, the Company will recognize right-of-use assets, or investment properties if the right-of-use assets meet the definition of investment properties, and lease liabilities for all leases on the balance sheets except for those whose payments under low-value asset and short-term leases will be recognized as expenses on a straight-line basis. On the statements of comprehensive income, the Company will present the depreciation expense charged on right-of-use assets separately from the interest expense accrued on lease liabilities; interest is computed using the effective interest method. On the statements of cash flows, cash payments for the principal portion of lease liabilities will be classified within financing activities; cash payments for the interest portion will be classified within operating activities. Currently, payments under operating lease contracts, including property interest qualified as investment properties, are recognized as expenses on a straight-line basis. Cash flows for operating leases are classified within operating

  • 13 -

activities on the statements of cash flows. Leased assets and finance lease payables are recognized for contracts classified as finance leases.

The Company anticipates applying IFRS 16 retrospectively with the cumulative effect of the initial application of this standard recognized on January 1, 2019. Comparative information will not be restated.

Lease liabilities will be recognized on January 1, 2019 for leases currently classified as operating leases with the application of IAS 17. Lease liabilities will be measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate on January 1, 2019. Right-of-use assets will be measured at an amount equal to the lease liabilities, adjusted by the amount of any prepaid or accrued lease payment. The Company will apply IAS 36 to all right-of-use assets.

The Company expects to apply the following practical expedients:

  • 1) The Company will apply a single discount rate to a portfolio of leases with reasonably similar characteristics to measure lease liabilities.

  • 2) The Company will account for those leases for which the lease term ends on or before December 31, 2019 as short-term leases.

  • 3) The Company will exclude initial direct costs from the measurement of right-of-use assets on January 1, 2019.

  • 4) The Company will use hindsight, such as in determining lease terms, to measure lease liabilities.

For leases currently classified as finance leases under IAS 17, the carrying amounts of right-of-use assets and lease liabilities on January 1, 2019 will be determined as at the carrying amounts of the respective leased assets and finance lease payables as of December 31, 2018.

The Company as lessor

The Company will not make any adjustments for leases in which it is a lessor and will account for those leases with the application of IFRS 16 starting from January 1, 2019.

Anticipated impact on assets, liabilities and equity

Carrying Carrying Carrying Adjustments Adjustments Adjusted
Amount as of Arising from Carrying
December 31, Initial Amount as of
2018 Application January 1, 2019
Right-of-use assets $ - $ 5,264 $ 5,264
Total effect on assets $ - $ 5,264 $ 5,264
Lease liabilities - current $ - $ 3,805 $ 3,805
Lease liabilities - non-current - 1,459 1,459
Total effect on liabilities $ - $ 5,264 $ 5,264
  • 14 -

Except for the above impacts, as of the date the consolidated financial statements were authorized for issue, the Company continues assessing other possible impacts that the application of the aforementioned amendments and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers will have on the Company’s financial position and financial performance and will disclose these other impacts when the assessment is completed.

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
Amendments to IFRS 3 “Definition of a Business”
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 IAS 1 and IAS 8 “Definition of Material”
Effective Date
Announced by IASB (Note 1)
January 1, 2020 (Note 2)
To be determined by IASB
January 1, 2021
January 1, 2020 (Note 3)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The Company shall apply these amendments to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020 and to asset acquisitions that occur on or after the beginning of that period.

  • Note 3: The Company shall apply these amendments prospectively for annual reporting periods beginning on or after January 1, 2020.

Except for the above impact, as of the date the financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

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

  • b. Basis of preparation

The financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

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

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

  • 3) Level 3 inputs are unobservable inputs for the asset or liability.

  • 15 -

When preparing these parent company only financial statements, the Company used the equity method to account for its investment in subsidiaries, associates and joint ventures. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in the parent company only financial statements to be the same as the amounts attributable to the owner of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatments between the parent company only basis and consolidated basis were made to investments accounted for using the equity method, the share of profit or loss of subsidiaries, associates and joint ventures, the share of other comprehensive income of subsidiaries, associates and joint ventures and related equity items, as appropriate, in these parent company only financial statements.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the financial statements are authorized for issue; and

  • 3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

  • d. Foreign currencies

In preparing the Company’s financial statements, transactions in currencies other than the Company’s functional currency (i.e. foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.

  • 16 -

For the purpose of presenting the Company’s financial statements, the functional currencies of the Company’s foreign operations (including subsidiaries, associates, joint ventures and branches in other countries that use currencies which are different from the currency of the Company) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.

Goodwill and fair value adjustments on identifiable assets and liabilities acquired arising from the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the rate of exchange prevailing at the end of each reporting period. Exchange differences arising are recognized in other comprehensive income.

  • e. Inventories

Inventories consist of raw materials, supplies, semi-finished goods, finished goods and work in process and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at weighted-average cost on the balance sheet date.

  • f. Investments in subsidiaries

The Company uses the equity method to account for its investments in subsidiaries.

A subsidiary is an entity (including structured entities) that is controlled by the Company.

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary. The Company also recognizes the changes in the Company’s share of equity of subsidiaries attributable to the Company.

Changes in the Company’s ownership interest in a subsidiary that do not result in the Company losing control of the subsidiary are accounted for as equity transactions. The Company recognizes directly in equity any difference between the carrying amount of the investment and the fair value of the consideration paid or received.

When the Company’s share of losses of a subsidiary exceeds its interest in that subsidiary (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the subsidiary), the Company continues recognizing its share of further losses.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition is recognized immediately in profit or loss.

The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the financial statements of the invested company as a whole. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes the reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.

  • 17 -

Profits or losses resulting from downstream transactions are eliminated in full only in the parent company only financial statements. Profits and losses resulting from upstream transactions and transactions between subsidiaries are recognized only in the parent company’s financial statements only to the extent of interests in the subsidiaries that are not related to the Company.

  • g. Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment loss.

Depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • h. Investment properties

Investment properties are properties held to earn rental and/or for capital appreciation.

Investment properties are initially measured at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.

On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.

  • i. Intangible assets

Intangible assets with indefinite useful lives that are acquired separately are measured at cost less accumulated impairment loss.

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • j. Impairment of tangible and intangible assets

At the end of each reporting period, the Company reviews the carrying amounts of its tangible and intangible assets, to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually and whenever there is an indication that the asset may be impaired.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

  • 18 -

k. Financial instruments

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

1) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

  • a) Measurement category

2018

Financial assets are classified as financial assets at amortized cost

Financial assets at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

  • i. The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes receivables, trade receivables and other receivables at amortized cost, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

2017

Financial assets are classified as loans and receivables.

Loans and receivables (including trade receivables, cash and cash equivalents, debt investments with no active market and other financial assets) are measured at amortized cost using the effective interest method, less any impairment, except for short-term receivables when the effect of discounting is immaterial.

  • 19 -

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

b) Impairment of financial assets

2018

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables).

The Company always recognizes lifetime expected credit losses (ECLs) for trade receivables, discounts and loans and lease receivables. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The Company recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

2017

Financial assets, other than those at fair value through profit or loss, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence, as a result of one or more events that occurred after the initial recognition of the financial assets, that the estimated future cash flows of the investment have been affected.

For financial assets measured at amortized cost, such as trade receivables, such assets are assessed for impairment on a collective basis even if they were assessed not to be impaired individually. Objective evidence of impairment for a portfolio of receivables could include the Company’s past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period, and as well as observable changes in national or local economic conditions that correlate with defaults on receivables.

For financial assets measured at amortized cost, the amount of the impairment loss recognized is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets measured at amortized cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized.

  • 20 -

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables and other receivables, where the carrying amount is reduced through the use of an allowance account. When trade receivables are considered uncollectible, they are written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss except for uncollectable trade receivables that are written off against the allowance account.

  • c) Derecognition of financial assets

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Before 2018, on derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. Starting from 2018, on derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.

2) Financial liabilities

a) Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method.

  • b) Derecognition of financial liabilities

The difference between the carrying amount of a financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

  • l. Provisions

Provisions are measured at the best estimate of the discounted cash flows of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

m. Revenue recognition

2018

The Company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

For contracts where the period between the date on which the Company transfers a promised good or service to a customer and the date on which the customer pays for that good or service is one year or less, the Company does not adjust the promised amount of consideration for the effects of a significant financing component.

  • 21 -

  • 1) Revenue from the sale of goods

Revenue from the sale of goods comes from sales of uninterruptible power systems. Sales of uninterruptible power systems are recognized as revenue when the goods are delivered to the customer’s specific location because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Trade receivables are recognized concurrently.

The Company does not recognize revenue on materials delivered to subcontractors because this delivery does not involve a transfer of control.

  • 2) Interest income

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis by reference to the principal outstanding and at the applicable effective interest rate.

2017

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances. Allowances for sales returns and liabilities for returns are recognized at the time of sale based on the seller’s reliable estimate of future returns and based on past experience and other relevant factors.

  • 1) Sale of goods

Revenue from the sale of goods is recognized when all the following conditions are satisfied:

  • a) The Company has transferred to the buyer the significant risks and rewards of ownership of the goods;

  • b) The Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

  • c) The amount of revenue can be measured reliably;

  • d) It is probable that the economic benefits associated with the transaction will flow to the Company; and

  • e) The costs incurred or to be incurred in respect of the transaction can be measured reliably.

The Company does not recognize sales revenue on materials delivered to subcontractors because this delivery does not involve a transfer of risks and rewards of materials’ ownership.

  • 2) Interest income

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis by reference to the principal outstanding and at the applicable effective interest rate.

  • n. Leasing

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

  • 22 -

  • 1) The Company as lessor

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.

  • 2) The Company as lessee

Operating lease payments are recognized as expenses on a straight-line basis over the lease term.

o. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

p. Employee benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

  • 2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses, and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities (assets) represent the actual deficit (surplus) in the Company’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

  • q. Employee share options

The fair value at the grant date of the employee share options is expensed on a straight-line basis over the vesting period, based on the Company’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options. It is recognized as an expense in full at the grant date if vested immediately.

  • 23 -

When restricted shares for employees are issued, other equity - unearned employee benefits is recognized on the grant date, with a corresponding adjustment to capital surplus - restricted shares for employees.

At the end of each reporting period, the Company revises its estimate of the number of employee share options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - employee share options and capital surplus - restricted shares for employees.

  • r. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

  • 1) Current tax

According to the Income Tax Law, an additional tax at unappropriated earnings is provided for as income tax in the year the shareholders approve to retain earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liabilities are settled or the assets are realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

  • 3) Current and deferred taxes for the year

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.

  • 24 -

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’s accounting policies, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

Write-down of Inventories

The net realizable value of inventories is the estimated selling price in the ordinary course of business less all estimated costs of completion and disposal. The estimation of net realizable value was based on current market conditions and historical experience in the sale of products of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

6. CASH AND CASH EQUIVALENTS

Cash on hand
Checking accounts and demand deposits
Cash equivalents (investments with original maturities of less than 3
months)
Time deposits
December 31 December 31
2018
$ 845
993,240
276,435
$ 1,270,520
2017
$ 982
613,197
535,680
$ 1,149,859

The market rate intervals of bank deposits at the end of the reporting period were as follows:

Time deposits
FINANCIAL ASSETS AT AMORTIZED COST - 2018
Non-current
Domestic investments
Time deposits with original maturities of more than 3 months
December 31
2018
2017
2.73%-3.40%
1.68%-2.30%
December 31,
2018
$ 243

7. FINANCIAL ASSETS AT AMORTIZED COST - 2018

The interest rate for time deposits with original maturities of more than 3 months was 1.09% as at the end of the reporting period. The time deposits were classified as debt investments with no active market under IAS 39. Refer to Notes 3 and 8 for information relating to their reclassification and comparative information for 2017.

  • 25 -

8. DEBT INVESTMENTS WITH NO ACTIVE MARKET - 2017

December 31, December 31,
2017
Non-current
Time deposits with original maturities of more than 3 months $ 243

The market interest rate of time deposits with original maturities of more than 3 months was 1.09% as of December 31, 2017.

9. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES

Notes receivable
At amortized cost
Gross carrying amount
Less: Allowance for impairment loss
Notes receivable - operating
Trade receivables
At amortized cost
Gross carrying amount
Gross carrying amount from related parties
Less: Allowance for impairment loss
Other receivables
Loan receivables - floating rate
Tax refund receivables
Others
December 31 December 31
2018
$ 620
-
$ 620
$ 620
$ 725,937
1,203,628
(318)
$ 1,929,247
$ 93,203
2,208
5,565
$ 100,976
2017
$ 3,735
-
$ 3,735
$ 3,735
$ 655,734
1,499,802
(366)
$ 2,155,170
$ 100,248
3,036
1,686
$ 104,970
  • 26 -

a. Trade receivables

In 2018

At amortized cost

The Company’s sales agreements typically provide payment terms. No interest was charged on trade receivables. The Company uses other publicly available financial information or its own trading records to rate its major customers. In order to minimize credit risk, the management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Company’s credit risk was significantly reduced.

The Company applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of economic conditions at the reporting date.

The Company writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, when the debtor has been placed under liquidation, or when the trade receivables are days past due. For trade receivables that have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

The following table details the loss allowance of trade receivables based on the Company’s provision matrix.

December 31, 2018

Expected credit loss rate
Gross carrying amount
Loss allowance (lifetime ECL)
Amortized cost
Less than 90
Days
Credit
Classification
0%-1%
$ 638,026

(261)
$ 637,765
91 to 180
Days
Credit
Classification
0%-5%
$ 87,798

(51)
$ 87,747
181 to 360
Days
Credit
Classification
5%-100%
$ 113

(6)
$ 107
Over 1 Year
Credit
Classification
100%
$ -


-

$ -
Total
$ 725,937

(318)
$ 725,619

The above aging schedule was based on the invoice date.

The movements of the loss allowance of trade receivables were as follows:

Balance at January 1, 2018 per IFRS 9
Less: Expected credit loss recovered
Balance at December 31, 2018
2018
$ 366
(48)
$ 318
  • 27 -

The movements of the loss allowance of overdue receivables were as follows:

2018
Balance at January 1, 2018 per IFRS 9 $ 2,618
Foreign exchange translation gains and losses 84
Balance at December 31, 2018 $ 2,702

Overdue receivables were classified under other assets and an allowance for doubtful accounts was recognized.

In 2017

The Company’s sales agreements typically provide payment terms. No interest was charged on trade receivables. In determining the recoverability of a trade receivable, the Company considered any change in the credit quality of the trade receivable since the date credit was initially granted to the end of the reporting period. The Company recognized an allowance for impairment loss of 100% against all receivables past due over 1 year because historical experience was that receivables that were past due beyond 1 year were not recoverable. Allowance for impairment loss was recognized against trade receivables past due less than 1 year based on the estimated irrecoverable amounts determined by reference to past default experience of the counterparties and an analysis of their current financial position.

For some of the trade receivable balances that were past due at the end of the reporting period, the Company did not recognize an allowance for impairment loss, because there was no significant change in credit quality and the amounts were still considered recoverable. The Company did not hold any collateral or other credit enhancements over these balances nor did it have a legal right to offset against any amounts owed by the Company to the counterparty.

The aging of receivables was as follows:

December 31,
2017
Less than 90 days $ 1,489,575
91-180 days 660,993
181-360 days 4,968
Over 360 days -
$ 2,155,536

The above aging schedule was based on the invoice date.

The aging of receivables that were past due but not impaired was as follows:

December 31, December 31,
2017
Less than 90 days $ 21,989
91-180 days 84,591
181-360 days 5
Over 360 days -
$ 106,585
  • 28 -

The above aging schedule was based on the invoice date.

The movements of the allowance for doubtful trade receivables were as follows:

Individually
Assessed for
Impairment
Collectively
Assessed for
Impairment
Balance at January 1, 2017
$ -
$ 455
Less: Impairment losses reversed
-
(89)
Balance at December 31, 2017
$ -
$ 366
Total
$ 455
(89)
$ 366

The movements of the allowance for overdue receivables were as follows:

Individually
Assessed for
Impairment
Collectively
Assessed for
Impairment
Balance at January 1, 2017
$ 2,837
$ -
Less: Foreign exchange translation gains
(219)
-
Balance at December 31, 2017
$ 2,618
$ -
Total
$ 2,837
(219)
$ 2,618

The Company recognized the accumulated impairment loss on trade receivables amounting to $2,618 thousand as of December 31, 2017. This amount was mainly related to customers that were experiencing severe financial difficulties. The Company did not hold any collateral over these balances.

b. Other receivables

Loans receivable - floating rate comprised of short-term financing provided to Best Top (Shenzhen), Inc., Cyber Power Systems (India) Pvt. Ltd., CyberPower Systems GmbH and Cyber Power Systems S.A. DE C.V., refer to Note 31 for the details.

10. INVENTORIES

Finished goods
Semi-finished goods
Work in process
Raw materials
December 31 December 31
2018
$ 725,357
388,206
12,547
364,070
$ 1,490,180
2017
$ 526,164
59,768
1,771
317,825
$ 905,528

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2018 and 2017 were $4,315,669 thousand and $4,264,259 thousand, respectively.

The cost of goods sold included inventory write-downs of $8,350 and the reversal of inventory write-downs of $26,838 thousand for the years ended December 31, 2018 and 2017. The reversals of previous write-downs for the year ended December 31, 2017 resulted from increased selling prices in certain markets.

  • 29 -

11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Name of Subsidiaries
Unlisted companies
Cyber Power Systems (USA), Inc.
Broad Win International Investment Co., Ltd.
Fast Wind International Limited
Cliquefie Co., Ltd.
Cyber Power Systems Manufacturing, Inc.
December 31 December 31
2018
$ 264,238
528,309
150,063
317
11,065
$ 953,992
2017
$ 91,454
452,637
118,189
909
-
$ 663,189

As the end of the reporting period, the proportion of ownership and voting rights in subsidiaries held by the Company were as follows:

Name of Subsidiaries
Cyber Power Systems (USA), Inc.
Broad Win International Investment Co., Ltd.
Fast Wind International Limited
Cliquefie Co., Ltd.
Cyber Power Systems Manufacturing, Inc.
December 31
2018
2017
100%
100%
100%
100%
100%
100%
95%
95%
100%
-

For disclosures on Cyber Power Systems Manufacturing, Inc., refer Note 11 to the Company’s 2018 consolidated financial statements.

Refer to Note 35 Table 5 for the details of the subsidiaries indirectly held by the Company.

The investments accounted for by the equity method and the share of profit or loss and other comprehensive income of those investments for the years ended December 31, 2018 and 2017 were based on the subsidiaries’ financial statements audited by the auditors for the same years.

12. PROPERTY, PLANT AND EQUIPMENT


Cost
Balance at January 1, 2018

Additions
Disposals
Reclassification

Balance at December 31, 2018

Accumulated depreciation
Balance at January 1, 2018

Depreciation expense
Disposals
Reclassification

Balance at December 31, 2018

Carrying amounts at December 31, 2018

Cost
Balance at January 1, 2017

Additions
Disposals
Reclassification

Balance at December 31, 2017
Freehold Land
$ 776,909

-
-

38,705

$ 815,614

$ -

-
-

-

$ -

$ 815,614

$ 79,636

-
-

697,273

$ 776,909
Buildings
$ 415,850

20,563
(14,462 )

56,958

$ 478,909

$ 32,422

13,652
(13,735 )

502

$ 32,841

$ 446,068

$ 47,857

230
-

367,763

$ 415,850
Machinery
Equipment

$ 41,011

6,970
(74 )

-

$ 47,907

$ 36,556

2,856
(74 )

-

$ 39,338

$ 8,569

$ 42,809

2,117
(3,915 )

-

$ 41,011
Transportation
Equipment
$ 672

-
(672 )

-

$ -

$ 672

-
(672 )

-

$ -

$ -

$ 672

-
-

-

$ 672
Office
Equipment

$ 50,287

11,192
(16,065 )

-

$ 45,414

$ 42,199

6,276
(15,889 )

-

$ 32,586

$ 12,828

$ 46,628

4,451
(792 )

-

$ 50,287
Leasehold
Improvements
$ 6,846

-
(5,924 )

-

$ 922

$ 5,279

206
(4,800 )

-

$ 685

$ 237

$ 6,375

471
-

-

$ 6,846
Other
Equipment

i
$ 159,373

7,304
(11,972 )

-

$ 154,705

$ 152,207

5,533
(11,971 )

-

$ 145,769

$ 8,936

$ 155,069

4,304
-

-

$ 159,373
Construction-
n-progress and
Ready for
inspection
Total
$ 36,531
$ 1,487,479
-
46,029
-
(49,169 )

(36,531)

59,132
$ -
$ 1,543,471
$ -
$ 269,335
-
28,523
-
(47,141 )

-

502
$ -
$ 251,219
$ -
$ 1,292,252
$ -
$ 379,046
36,531
48,104
-
(4,707 )

-

1,065,036
$ 36,531
$ 1,487,479
(Continued)
  • 30 -

Accumulated depreciation
Balance at January 1, 2017

Depreciation expense
Disposals

Balance at December 31, 2017

Carrying amounts at December 31, 2017
Freehold Land
$ -

-

-

$ -

$ 776,909
Buildings
$ 27,135

5,287

-

$ 32,422

$ 383,428
Machinery
Equipment

$ 38,430

2,041

(3,915)

$ 36,556

$ 4,455
Transportation
Equipment
$ 670

2

-

$ 672

$ -
Office
Equipment

$ 38,426

4,559

(786)

$ 42,199

$ 8,088
Leasehold
Improvements
$ 3,938

1,341

-

$ 5,279

$ 1,567
Other
Equipment

i
$ 146,114

6,093

-

$ 152,207

$ 7,166
Construction-
n-progress and
Ready for
inspection
Total
$ -
$ 254,713
-
19,323

-

(4,701)
$ -
$ 269,335
$ 36,531
$ 1,218,144
(Concluded)

The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:

Buildings 3-47 years
Machinery equipment 3-4 years
Transportation equipment 3 years
Office equipment 3-6 years
Leasehold improvements 2-5 years
Other equipment 3 years

The material components of buildings primarily include office and interior construction which are depreciated on a straight-line basis over their estimated useful lives of 5-47 years.

All of the Company’s property, plant and equipment are held under freehold interests. Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 32.

13. INVESTMENT PROPERTIES

Cost
Balance at January 1, 2018
Additions
Transferred to property, plant and equipment
Balance at December 31, 2018
Accumulated depreciation and impairment
Balance at January 1, 2018
Depreciation expenses
Transferred to property, plant and equipment
Balance at December 31, 2018
Carrying amount at December 31, 2018
Completed
Investment
Properties
$ 1,535,036
-
(59,132)
$ 1,475,904
$ (5,591)
(11,040)
502
$ (16,129)
$ 1,459,775
(Continued)
  • 31 -

Completed Investment Properties

Cost
Balance at January 1, 2017
Additions
Reclassification
Balance at December 31, 2017
Accumulated depreciation and impairment
Balance at January 1, 2017
Depreciation expenses
Balance at December 31, 2017
Carrying amount at December 31, 2017
$ -
332
1,534,704
$ 1,535,036
$ -
(5,591)
$ (5,591)
$ 1,529,445
(Concluded)

The investment properties held by the Company are depreciated using the straight line method over their estimated useful lives of 47 years.

The fair values of the Company’s investment properties as of December 31, 2018 and 2017 were $1,591,121 thousand and $1,663,111 thousand. Management of the Company used the valuation model that market participants would use in determining the fair value. The valuation was arrived at by reference to market evidence of transaction prices for similar properties.

All of the Company’s investment properties are held under freehold interests. The investment properties pledged as collateral for bank borrowings are set out in Note 32.

14. OTHER INTANGIBLE ASSETS

Cost
Balance at January 1, 2017
Additions
Balance at December 31, 2017
Additions
Balance at December 31, 2018
Accumulated amortization and impairment
Balance at January 1, 2017
Amortization expense
Balance at December 31, 2017
Amortization expense
Balance at December 31, 2018
Amount
$ 2,800
-
2,800
-
$ 2,800
$ -
-
-
-
$ -
  • 32 -

Other intangible assets are considered to have an indefinite useful life. It will not be amortized until its useful life is determined to be finite. Instead it will be tested for impairment annually and whenever there is an indication that it may be impaired.

15. OTHER ASSETS

Current
Prepayments
Others
Non-current
Overdue receivables
Allowance for impairment loss - overdue receivables
Refundable deposits
**December ** 31
2018
$ 18,739
17,680
$ 36,419
$ 2,702
(2,702)
773
$ 773
2017
$ 25,947
19,229
$ 45,176
$ 2,618
(2,618)
1,073
$ 1,073

16. BORROWINGS

a. Short-term borrowings

Unsecured borrowings
Line of credit borrowings
Secured borrowings (Note 32)
Bank loans
December 31 December 31
2018
$ 1,520,000
-
$ 1,520,000
2017
$ 1,200,000
460,000
$ 1,660,000

The range of weighted average effective interest rates on bank loans was 0.85%-1.17% and 0.80%-1% per annum as of December 31, 2018 and 2017, respectively.

  • 33 -

b. Long-term borrowings

Secured borrowings (Note 32)
Fubon Bank (1)
Unsecured borrowings
KGI Bank (2)
Less: Current portions
December 31 December 31
2018
$ 800,000
300,000
(420,000)
$ 680,000
2017
$ 800,000
300,000
-
$ 1,100,000
  • 1) As of December 31, 2018 and 2017, the weighted average effective interest rate of the bank borrowings secured by the Company’s freehold land and buildings (see Note 32) was both 1.2% per annum, and the borrowing is repayable by April 7, 2024.

  • 2) During 2017, the Company acquired new bank borrowing facilities in the amount of $300,000 thousand, with a floating rates of 0.99% to 1.04% per annum. Interest is paid monthly, and the principal will be repayable by October 2019.

17. TRADE PAYABLES

Trade payables
Operating
December 31 December 31
2018
$ 1,088,004
2017
$ 1,024,535

The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

18. OTHER LIABILITIES

Current
Other payables
Payables for employees’ compensation and remuneration of
directors and supervisors
Payables for salaries and bonuses
Payables for export (import) fees and freight
Others
December 31 December 31
2018
$ 46,600

75,118
46,969
178,297
$ 346,984
2017
$ 49,253
65,608
51,591
75,170
$ 241,622
(Continued)
  • 34 -
Other liabilities
Advance receipts
Receipts under custody
Non-current
Other liabilities
Guarantee deposits received
December 31 December 31
2018
$ 3,899
4,010
$ 7,909
$ 6,939
2017
$ 3,336
2,076
$ 5,412
$ 1,809
(Concluded)

19. PROVISIONS

Current
Warranties
Customer returns and rebates
Warranties
Balance at January 1, 2017
$ 20,694
Additional provisions recognized (reversed)
37,641
Balance at December 31, 2017
$ 58,335
Balance at January 1, 2018
$ 58,335
Additional provisions recognized
14,682
Balance at December 31, 2018
$ 73,017
**December ** 31
2018
$ 73,017
-
$ 73,017
Customer
Returns and
Rebates
$ 22,423
(22,423)
$ -
2017
$ 58,335
-
$ 58,335
Total
$ 43,117
15,218
$ 58,335
$ 58,335
14,682
$ 73,017
  • a. The provision for warranty claims represents the present value of management’s best estimate of the future outflow of economic benefits that will be required under the Company’s obligations for warranties under the legislation on the local sale of goods. The estimate had been made on the basis of historical warranty trends and may vary as a result of new materials, altered manufacturing processes or other events affecting product quality.

  • b. The provision for customer returns and rebates was based on historical experience, management’s judgments and other known reasons for which estimated product returns and rebates may occur in the year. The provision was recognized as a reduction of operating income in the periods the related goods were sold.

  • 35 -

20. RETIREMENT BENEFIT PLANS

a. Defined contribution plan

The Company adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, the Company makes monthly contributions to employees’ individual pension accounts at 6% of monthly wages and salaries.

b. Defined benefit plan

The defined benefit plan adopted by the Company in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Company contributes amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Company has no right to influence the investment policy and strategy.

The amounts included in the balance sheets in respect of the Company’s defined benefit plan were as follows:

Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liabilities
**December ** 31
2018
$ 18,524
(6,476)
$ 12,048
2017
$ 16,425
(5,946)
$ 10,479

Movements in net defined benefit liabilities were as follows:

Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liabilities
Balance at January 1, 2017 $ 14,355 $ (5,617) $ 8,738
Service cost
Current service cost 164 - 164
Interest expense (income) 179 (72) 107
Recognized in profit or loss 343 (72) 271
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - 14 14
Actuarial (gain) loss
Changes in demographic assumptions 988 - 998
Changes in financial assumptions - - -
Experience adjustments 729 - 729
Recognized in other comprehensive income 1,727 14 1,741
Contributions from the employer - (271) (271)
Balance at December 31, 2017 16,425 (5,946) 10,479
(Continued)
  • 36 -
Present Value Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liabilities
Service cost
Current service cost $ 163 $ - $ 163
Interest expense (income) 168 (39) 129
Recognized in profit or loss 331 (39) 292
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - (199) (199)
Actuarial (gain) loss
Changes in demographic assumptions 1,020 - 1,020
Changes in financial assumptions 251 - 251
Experience adjustments 497 - 497
Recognized in other comprehensive income 1,768 (199) 1,569
Contributions from the employer - (292) (292)
Balance at December 31, 2018 $ 18,524 $ (6,476) $ 12,048
(Concluded)

An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plan is as follows:

Selling and marketing expenses
General and administrative expenses
Research and development expenses
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 35
35
222
$ 292
2017
$ 36
33
202
$ 271

Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salaries of the plan participants will increase the present value of the defined benefit obligation.

  • 37 -

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rate(s)
Expected rate(s) of salary increase
December 31
2018
2017
1.125%
1.250%
3.500%
3.500%

If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate(s)
0.25% increase
0.25% decrease
Expected rate(s) of salary increase
0.25% increase
0.25% decrease
**December ** 31
2018
$ (533)
$ 559
$ 538
$ (517)
2017
$ (484)
$ 507
$ 489
$ (469)

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Expected contributions to the plan for the next year
Average duration of the defined benefit obligation
**December ** 31
2018
$ 304
11.69 years
2017
$ 281
11.9 years

21. EQUITY

a. Share capital

Ordinary shares

Shares authorized (in thousands of shares)
Shares authorized (in thousands of dollars)
Shares issued and fully paid (in thousands of shares)
Shares issued and fully paid (in thousands of dollars)
December 31 December 31
2018
360,000
$ 3,600,000
80,951
$ 809,510
2017
360,000
$ 3,600,000
80,951
$ 809,510

The shares issued had a par value of $10 and have the rights to vote and receive dividends.

The authorized shares include 20,000 thousand shares allocated for the exercise of employee share options.

  • 38 -

b. Capital surplus

May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital*
Issuance of ordinary shares
May be used to offset a deficit only
Issuance of ordinary shares (reclassified by capital surplus -
employee share options)
May not be used for any purpose
Employee share options
December 31 December 31
2018
$ 1,330,733
28,526
38,983
$ 1,398,242
2017
$ 1,330,733
28,526
38,983
$ 1,398,242
  • Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and once a year).

c. Retained earnings and dividend policy

Under the dividend policy as set forth in the amended Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for distribution of dividends and bonuses to shareholders. For the policies on the distribution of employees’ compensation and remuneration of directors and supervisors after the amendment, refer to employees’ compensation and remuneration of directors and supervisors in Note 23-f.

The Company’s Articles also stipulate a dividend policy whereby the total cash dividends distributed should not be lower than 10% of the total shareholders’ bonuses.

An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

Items referred to under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs” should be appropriated to or reversed from a special reserve by the Company. When deductible items of other equity are reversed afterwards, the Company is allowed to distribute earnings on the revolving part.

  • 39 -

The appropriations of earnings for 2017 and 2016 approved in the shareholders’ meetings on June 12, 2018 and June 20, 2017, respectively, were as follows:

Legal reserve
Special reserve
Cash dividends
Appropriation of Earnings
For the Year Ended
December 31
2017
2016
$ 57,525
$ 72,948
39,779
43,440
404,755
384,517
Dividends Per Share (NT$)
For the Year Ended
**December 31 **
2017
2016
$ -
$ -
-
-
5.00
4.75

The appropriation of earnings for 2018 had been proposed by the Company’s board of directors on March 21, 2019. The appropriation of earnings and dividends per share were as follows:

Appropriation Appropriation Dividends Per Dividends Per
of Earnings Share (NT$)
Legal reserve $ 58,474 $ -
Special reserve - -
Cash dividends 429,040 5.30

The appropriation of earnings for 2018 was resolved in the shareholders’ meeting held on June 11, 2019.

  • d. Special reserve
Balance at January 1
Appropriation in respect of:
Debit to other equity items
Balance at December 31
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 43,440
39,779
$ 83,219
2017
$ -
43,440
$ 43,440

22. REVENUE

Revenue from contracts with customers
Revenue from sale of goods
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 5,637,670
2017
$ 5,873,261
  • a. Contract information

The Company’s customary business practices and regulations allow customers to return or take discount on the electronic equipment in certain regional market. The amount of returns and allowances is estimated using the most likely amount, taking into account the transaction records with the customers in the past and the Company’s accumulated historical experience. The refund liability (presented in other current liabilities) and the related right to recover products from customers (presented in other current assets) are recorded accordingly.

For information about warranty liability on defective electronic equipment, refer to Notes 4 and 19.

  • 40 -

  • b. Contact balances

December 31, 2018

Trade receivables (Note 9) $ 1,929,867

23. NET PROFIT (LOSS) FROM CONTINUING OPERATIONS

  • a. Other income
Rental income
Operating lease rental income
Investment property
Interest income
Bank deposits
Financing to related parties
Imputed interest on deposits
Others
Other gains and losses
Loss on disposal of property, plant and equipment
Net foreign exchange gains (losses)
Others
Finance costs
Interest on bank loans
Less: Amounts included in the cost of qualifying assets
Other finance costs
Information about capitalized interest was as follows:
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 11,858
21,618
773
7
22,398
12,549
$ 46,805
**For the Year Ended **
2017
$ 823
12,828
1,002
8
13,838
17,051
$ 31,712
December 31
2018
$ (1,998)
115,349
(5)
$ 113,346
For the Year Ended
2017
$ (6)
(155,348)
(879)
$ (156,233)
December 31
2018
$ 27,171
-
20
$ 27,191
2017
$ 20,397
(6,702)
-
$ 13,695
  • b. Other gains and losses

  • c. Finance costs

Capitalized interest amount
Capitalization rate
For the Year Ended December 31
2018
2017
$ -
$ 6,702
-
0.80%
  • 41 -

d. Depreciation and amortization

Property, plant and equipment
Investment property
An analysis of depreciation by function
Operating costs
Operating expenses
e. Employee benefits expense
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 28,523
11,040
$ 39,563
$ 5,532
34,031
$ 39,563
2017
$ 19,323
5,591
$ 24,914
$ 6,095
18,819
$ 24,914
Post-employment benefits (Note 20)
Defined contribution plans
Defined benefit plans
Short-term benefits
Total employee benefits expense
An analysis of employee benefits expense by function
Operating expenses
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 13,888
292
14,180
416,907
$ 431,087
$ 431,087
2017
$ 13,362
271
13,633
371,655
$ 385,288
$ 385,288
  • f. Employees’ compensation and remuneration of directors and supervisors

The Company accrued employees’ compensation and remuneration of directors and supervisors at rates of no less than 2% and no higher than 2%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors and supervisors. The employees’ compensation and remuneration of directors and supervisors for the years ended December 31, 2018 and 2017 which have been approved by the Company’s board of directors on March 21, 2019 and March 23, 2018, respectively, were as follows:

Accrual rate

Employees’ compensation
Remuneration of directors and supervisors
For the Year Ended December 31
2018
2017
5.21%
5.50%
0.86%
0.80%
  • 42 -

Amount

Employees’ compensation
Remuneration of directors and supervisors
For the Year Ended December 31 For the Year Ended December 31
2018
Cash
$ 40,000
6,600
2017
Cash
$ 42,070
6,000

If there is a change in the amounts after the annual financial statements were authorized for issue, the differences are recorded as a change in the accounting estimate.

The employees’ compensation and remuneration of directors and supervisors for the years ended December 31, 2017 and 2016 which have been approved by the Company’s board of directors on March 23, 2018 and March 30, 2017, respectively, were as follows:

Employees’ compensation
Remuneration of directors and
supervisors
For the Year Ended December 31 For the Year Ended December 31
2017
Cash
Share
$ 45,500
$ -
6,000
-
2016
Cash
Share
$ 49,200
$ -
5,000
-

The actual amounts of employees’ compensation and remuneration of directors and supervisors that were paid for 2017 and 2016 and recognized in the financial statements were as follows:

Amounts approved in the board
of directors’ meeting
Amounts recognized in the
annual financial statements
For the Year Ended December 31 For the Year Ended December 31
2017
Employees’
Compensation
Remuneration
of Directors
and
Supervisors
$ 45,500
$ 6,000
42,070
6,000
2016
Employees’
Compensation
Remuneration
of Directors
and
Supervisors
$ 49,200
$ 5,000
51,090
5,109

The differences were adjusted to profit and loss for the years ended December 31, 2018 and 2017.

Information on the employees’ compensation and remuneration of directors and supervisors resolved by the Company’s board of directors in 2019 and 2018 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

g. Gains or losses on foreign currency exchange

Foreign exchange gains
Foreign exchange losses
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 186,896
(71,547)
$ 115,349
2017
$ 53,461
(208,809)
$ (155,348)
  • 43 -

24. INCOME TAXES RELATING TO CONTINUING OPERATIONS

a. Major components of tax expense recognized in profit or loss

Current tax
In respect of the current year
Income tax on unappropriated earnings
Adjustments for prior years
Deferred tax
In respect of the current year
Income tax expense recognized in profit or loss
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 119,617
7,175
(9,432)
117,360
19,493
$ 136,853
2017
$ 126,876
22,497
(39,964)
109,409
50,014
$ 159,423

A reconciliation of accounting profit and income tax expense is as follows:

Profit before tax from continuing operations
Income tax expense calculated at the statutory rate
Permanent differences
Income tax on unappropriated earnings
Unrecognized deductible temporary differences
Effect of tax rate changes
Adjustments for prior years’ tax
Income tax expense recognized in profit or loss
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 721,596
$ 144,319
3,384
7,175
(5,453)
(3,140)
(9,432)
$ 136,853
2017
$ 734,680
$ 124,896
1,199
22,497
843
49,952
(39,964)
$ 159,423

In 2017, the applicable corporate income tax rate used by the Company in the ROC is 17%. However, the Income Tax Act in the ROC was amended in 2018, and the corporate income tax rate was adjusted from 17% to 20%, effective in 2018. In addition, the rate of the corporate surtax applicable to the 2018 unappropriated earnings will be reduced from 10% to 5%.

As the status of 2019 appropriation of earnings is uncertain, the potential income tax consequences of the 2018 unappropriated earnings are not reliably determinable.

  • b. Income tax recognized in other comprehensive income
Deferred tax
Effect of change in tax rate
In respect of the current period
Remeasurement of defined benefit plans
Total income tax recognized in other comprehensive income
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 252
314
$ 566
2017
$ -
296
$ 296
  • 44 -

c. Current tax assets and liabilities

Current tax liabilities
Income tax payable
**December ** 31
2018
$ 88,234
2017
$ 95,343

d. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows: For the year ended December 31, 2018

Deferred tax assets
Temporary differences
Unrealized loss from
subsidiaries

Defined benefit obligation
Unrealized loss on
write-down of inventories
Share of losses from
subsidiaries
Unrealized exchange loss
Expenses
Deferred tax liabilities
Temporary differences
Unrealized profit form
subsidiaries

Unrealized exchange gain
Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehen-
sive Income
$ 97,724
$ (26,907)
$ -

1,640
37
566
10,222
3,473
-
1,783
(1,783)
-
5,579
(5,579)
-
-
15,600
-
$ 116,948
$ (15,159)
$ 566
$ 1,709
$ 1,800
$ -

-
2,534
-
$ 1,709
$ 4,334
$ -
Closing
Balance
$ 70,817
2,243
13,695
-
-
15,600
$ 102,355
$ 3,509
2,534
$ 6,043
  • 45 -

For the year ended December 31, 2017

Deferred tax assets
Temporary differences
Unrealized loss from
subsidiaries

Defined benefit obligation
Unrealized loss on
write-down of inventories
Provision for sales returns
and discounts
Share of losses from
subsidiaries
Unrealized exchange loss
Expense
Deferred tax liabilities
Temporary differences
Unrealized profit from
subsidiaries

Unrealized exchange gain
Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehen-
sive Income
$ 149,780
$ (52,056)
$ -

1,344
-
296
14,784
(4,562)
-
852
(852)
-
860
923
-
-
5,579
-
1,568
(1,568)
-
$ 169,188
$ (52,536)
$ 296
$ -
$ 1,709
$ -

4,231
(4,231)
-
$ 4,231
$ (2,522)
$ -
Closing
Balance
$ 97,724
1,640
10,222
-
1,783
5,579
-
$ 116,948
$ 1,709
-
$ 1,709
  • e. The aggregate amount of temporary differences associated with investments for which deferred tax liabilities have not been recognized

No deferred tax liabilities were recognized as the share of profit associated with investments in subsidiaries were not distributed.

  • f. Income tax assessments

The Company’s tax returns through 2016 have been assessed by the tax authorities.

  • 46 -

25. EARNINGS PER SHARE

Unit: NT$ Per Share

Basic earnings per share
Diluted earnings per share
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 7.22
$ 7.17
2017
$ 7.11
$ 7.06

The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share were as follows:

Net Profit for the Year

Earnings used in the computation of basic earnings per share
Earnings used in the computation of diluted earnings per share
Weighted Average Number of Ordinary Shares Outstanding
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 584,743

$ 584,743
2017
$ 575,257
$ 575,257

Unit: In Thousand Shares

Weighted average number of ordinary shares used in the
computation of basic earnings per share
Effect of potentially dilutive ordinary shares:
Employees’ bonuses in shares issued
Weighted average number of ordinary shares used in the
computation of diluted earnings per share
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
80,951
623

81,574
2017
80,937
542

81,479

If the Company will use cash or shares to settle compensation or bonuses to employees, the Company will assume that the entire compensation or bonus will be settled in shares. If the effect of the resulting potential shares is dilutive, these shares will be included in the weighted average number of shares outstanding used in the computation of diluted earnings per share. This dilutive effect of the potential shares is included in the computation of diluted earnings per share until the shareholders resolve the number of shares to be distributed to employees at their meeting in the following year.

  • 47 -

26. SHARE-BASED PAYMENT ARRANGEMENTS

The Company did not issue any new employee share options during 2018 and 2017.

Information on employee share options was as follows:

Balance at January 1
Options granted
Options forfeited
Options exercised
Options expired
Balance at December 31
Options exercisable, end of year
Weighted-average fair value of
options granted ($)
The Plan of December 2012 The Plan of December 2012
2018
Number of
Options (In
Thousands)
Weighted-
average
Exercise Price
(NT$)
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
$ -
2017
Number of
Options (In
Thousands)
Weighted-
average
Exercise Price
(NT$)
23.0
$ 34.60
-
-
-
(23.0)
34.60
-
-
-
-
-
-
$ -

The weighted-average share price at the date of exercise of share options for the years ended December 31, 2017 was $101.79.

In the shareholders’ meeting held on June 20, 2017, the shareholders approved a restricted share plan for employees with a total amount of $6,000 thousand, consisting of 600 thousand shares. The restrictions on the rights of the employees who acquire the restricted shares but have not met the vesting conditions are as follows:

  • a. The employees should provide the restricted shares to the agency designated by the Company, which acts as the trust custodian and comply with all related procedures and prepare the required documents.

  • b. The employees may not sell, mortgage, transfer, present, pledge, or otherwise dispose of, restricted employee shares.

  • c. The rights of the restricted share plan for employees, including but not limited to, dividends, bonuses, the distribution rights of capital surplus, the right to subscription of new shares and voting rights etc., are the same as the ordinary shares issued by the Company.

  • d. The employees shall entrust the handling or execution of the related proposals, speech, voting rights and other equity-related matters in the shareholders’ meeting to the acting trust custody agency.

If an employee fails to meet the vesting conditions, the Company will recall or buy back and cancel his/her restricted shares.

The restricted share plan for employees was approved and implemented by Securities and Futures Bureau, Financial Supervisory Commission on May 11, 2018.

  • 48 -

27. PARTIAL ACQUISITION OR DISPOSAL OF SUBSIDIARIES - WITHOUT LOSS OF CONTROL

In June 2017, the subsidiary of the Company - Broad Win International Investment Co., Ltd., subscribed for additional new shares of its second-tier subsidiary - Portal Star Co., Ltd. at a percentage different from its existing ownership percentage, increasing its continuing interest from 87.32% to 89.48%. In December 2017, the subsidiary subscribed for additional new shares of Portal Star Co., Ltd., increasing its continuing interest from 89.48% to 100%.

The above transactions were accounted for as equity transactions, since the Company did not cease to have control over these subsidiaries. Refer to Note 28 of the consolidated financial statements for the year ended December 31, 2018 for the details.

28. OPERATING LEASE ARRANGEMENTS

Operating leases relate to leases of office space, buildings, warehouses, and equipment with lease terms between 1 and 10 years.

The future minimum lease payments of non-cancellable operating lease commitments are as follows:

Not later than 1 year
Later than 1 year and not later than 5 years
Later than 5 years
**December ** 31
2018
$ 5,255
1,736
-
$ 6,991
2017
$ 6,114
8,411
-
$ 14,525

The lease payments recognized in profit or loss for the current period were as follows:

Minimum lease payments For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 6,416
2017
$ 13,018

29. CAPITAL MANAGEMENT

The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance. The Company’s overall strategy remains unchanged.

The capital structure of the Company consists of net debt (borrowings offset by cash and cash equivalents) and equity attributable to owners of the Company (comprising issued capital, reserves, retained earnings and other equity).

The Company is not subject to any externally imposed capital requirements.

30. FINANCIAL INSTRUMENTS

a. Fair value of financial instruments not measured at fair value

Management believes the carrying amounts of financial assets and financial liabilities recognized in the financial statements which are not measured at fair value approximate their fair values.

  • 49 -

  • b. Categories of financial instruments

Financial assets
Loans and receivables (1)
Financial assets at amortized cost (2)
Financial liabilities
Amortized cost (3)
December 31
2018
2017
$ -
$ 3,959,861
3,342,398
-
3,940,209
3,913,105
  • 1) The balances included loans and receivables measured at amortized cost, which comprised cash and cash equivalents, debt investments with no active market, notes and trade receivables, other receivables, and other financial assets.

  • 2) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, notes receivable and trade receivables, financial assets at amortized cost, and other receivables.

  • 3) The balances included financial liabilities measured at amortized cost, which comprised short-term borrowings, notes and trade payables, other payables, current portion of long-term borrowings, long-term loans and guarantee deposits received.

  • c. Financial risk management objectives and policies

The Company’s major financial instruments included trade receivables, trade payables and borrowings. The Company’s corporate treasury function provides services to the business, coordinates access to domestic and international financial markets, and monitors and manages the financial risks relating to the operations of the Company through internal risk reports that analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk and interest rate risk), credit risk and liquidity risk.

The Company sought to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives was governed by the Company’s policies approved by the board of directors, which provided written principles on foreign currency risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits was reviewed by the internal auditors on a continuous basis. The Company did not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

1) Market risk

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below).

There has been no change to the Company’s exposure to market risk or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Company had foreign currency sales and purchases, which exposed the Company to foreign currency risk. Exchange rate exposures were managed within approved policy parameters utilizing foreign exchange forward contracts.

  • 50 -

The Company uses foreign exchange forward contracts to eliminate currency exposure. It is the Company’s policy to negotiate the terms of the hedge derivatives to match the terms of the hedged item to maximize hedge effectiveness.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities are set out in Note 34.

Sensitivity analysis

The Company is mainly exposed to the U.S. dollar and the Chinese Yuan.

The following table details the Company’s sensitivity to a 5% increase and decrease in the New Taiwan dollar (the functional currency) against the relevant foreign currencies. The sensitivity rate used when reporting foreign currency risk internally to key management personnel and representing management’s assessment of the reasonably possible change in foreign exchange rates is 5%. A positive (negative) number indicates an increase (decrease) in pre-tax profit associated with the New Taiwan dollar weakening (strengthening) 5% against relevant foreign currencies. Conversely, there would be an equal and opposite impact on pre-tax profit.

Profit or loss USD Impact
For the Year Ended
December 31
2018
2017
$ 108,600 (i)
$ 125,485 (i)
CNY Impact
For the Year Ended
**December 31 **
2018
2017
$ (17,778) (ii)
$ (13,836) (ii)
  • i. This was mainly attributable to the exposure on outstanding USD bank deposits, and receivables and payables which were not hedged at the end of the reporting period.

  • ii. This was mainly attributable to the exposure on outstanding CNY bank deposits and payables which were not hedged at the end of the reporting period.

  • b) Interest rate risk

The Company was exposed to interest rate risk because the Company borrowed funds at both fixed and floating interest rates. The risk is managed by the Company based on the management’s knowledge and insight obtained from the financial markets to maintain an appropriate mix of fixed and floating rate borrowings.

The carrying amounts of the Company’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

Cash flow interest rate risk
Fair value interest rate risk
December 31
2018
2017
$ 1,100,000
$ 2,050,000
1,520,000
710,000

The Company was also exposed to cash flow interest rate risk in relation to variable-rate bank borrowings.

  • 51 -

Sensitivity analysis

The sensitivity analysis below was based on the Company’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 100 basis points higher/lower and all other variables were held constant, the Company’s pre-tax profit for the years ended December 31, 2018 and 2017 would decrease/increase by $11,000 thousand and $20,500 thousand, respectively, which was mainly attributable to the Company’s exposure to interest rates on its variable-rate bank borrowings.

2) Credit risk

Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk (without consideration of the collaterals held as security or other credit enhancements, and irrevocable maximum exposure amounts), which would cause a financial loss to the Company due to the failure of the counterparty to discharge its obligation and due to the financial guarantees provided by the Company, could be equal to the total of the following:

  • a) The carrying amount of the respective recognized financial assets as stated in the balance sheets; and

  • b) The maximum amount the entity would have to pay if the financial guarantee is called upon, irrespective of the likelihood of the guarantee being exercised.

In order to minimize credit risk, the management of the Company has delegated a team responsible for determination of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for irrecoverable amounts.

Trade receivables consisted of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of trade receivables. Credit insurance will be purchased if necessary.

The Company’s concentration of credit risk of 21% and 19% of total trade receivables (non-related parties) as of December 31, 2018 and 2017, respectively, was related to the Company’s largest customer - A.

3) Liquidity risk

The Company manages liquidity risk by maintaining a level of cash and cash equivalents deemed adequate to finance the Company’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

  • 52 -

  • a) Liquidity and interest rate risk table for non-derivative financial liabilities

The following tables show the Company’s remaining contractual maturities for its non-derivative financial liabilities with agreed-upon repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay. The tables include both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

To the extent that interest flows are at floating rates, the undiscounted amount was derived from the interest rate curve at the end of the reporting period.

December 31, 2018

Less than
1 Year
Non-derivative
financial liabilities
Non-interest bearing
liabilities
$ 1,320,209

Variable interest rate
liabilities
420,000
Fixed interest rate
liabilities
1,520,000

$ 3,260,209

December 31, 2017
Less than
1 Year
Non-derivative
financial liabilities
Non-interest bearing
liabilities
$ 1,153,105

Variable interest rate
liabilities
1,250,000
Fixed interest rate
liabilities

410,000

$ 2,813,105

Financing facilities
Unsecured bank loan facilities
Amount used
Amount unused
Secured bank loan facilities
Amount used
Amount unused
1-2 Years
$ -

160,000

-

$ 160,000

1-2 Years
$ -

266,667

300,000

$ 566,667
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,320,209
480,000
40,000
1,100,000

-

-
1,520,000
$ 480,000
$ 40,000
$ 3,940,209
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,153,105
480,000
53,333
2,050,000

-

-

710,000
$ 480,000
$ 53,333
$ 3,913,105
December 31
2018
2017
$ 1,820,000
$ 1,500,000
834,159
1,077,296
$ 2,654,159
$ 2,577,296
$ 800,000
$ 1,260,000
753,000
-
$ 1,553,000
$ 1,260,000
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,320,209
480,000
40,000
1,100,000

-

-
1,520,000
$ 480,000
$ 40,000
$ 3,940,209
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,153,105
480,000
53,333
2,050,000

-

-

710,000
$ 480,000
$ 53,333
$ 3,913,105
December 31
2018
2017
$ 1,820,000
$ 1,500,000
834,159
1,077,296
$ 2,654,159
$ 2,577,296
$ 800,000
$ 1,260,000
753,000
-
$ 1,553,000
$ 1,260,000
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,320,209
480,000
40,000
1,100,000

-

-
1,520,000
$ 480,000
$ 40,000
$ 3,940,209
2-5 Years
More than
5 Years
Total
$ -
$ -
$ 1,153,105
480,000
53,333
2,050,000

-

-

710,000
$ 480,000
$ 53,333
$ 3,913,105
December 31
2018
2017
$ 1,820,000
$ 1,500,000
834,159
1,077,296
$ 2,654,159
$ 2,577,296
$ 800,000
$ 1,260,000
753,000
-
$ 1,553,000
$ 1,260,000
More than
5 Years
Total
$ -
$ 1,320,209
40,000
1,100,000

-
1,520,000
$ 40,000
$ 3,940,209
More than
5 Years
Total
$ -
$ 1,153,105
53,333
2,050,000

-

710,000
$ 53,333
$ 3,913,105
December 31
More than
5 Years
Total
$ -
$ 1,320,209
40,000
1,100,000

-
1,520,000
$ 40,000
$ 3,940,209
More than
5 Years
Total
$ -
$ 1,153,105
53,333
2,050,000

-

710,000
$ 53,333
$ 3,913,105
December 31
2018
$ 1,820,000
834,159
$ 2,654,159
$ 800,000
753,000
$ 1,553,000
2017
$ 1,500,000
1,077,296
$ 2,577,296
$ 1,260,000
-
$ 1,260,000

b) Financing facilities

  • 53 -

31. TRANSACTIONS WITH RELATED PARTIES

Details of transactions between the Company and other related parties are disclosed below.

  • a. Related party name and category
Related Party Name
Cyber Power Systems (USA), Inc.
Cyber Power Systems B.V.
Nitram SAS
Cyber Power Systems S.A. DE C.V.
Cyber Power Systems (INDIA) PVT, Ltd.
Cyber Power Systems K. K.
Cyber Power Technology (Shenzhen) Inc.
Cyber Power Systems (HK) Limited
Cyber Power (Shenzhen), Inc.
Cyber Power Systems Manufacturing, Inc.
Best Top (Shenzhen), Inc.
Cyber Energy Co., Ltd.
Related Party Category
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Substantive related party
Substantive related party
  • b. Sales of goods
Line Items
Related Party Category/Name
Sales
Subsidiary/Cyber Power Systems (USA),
Inc.
Subsidiary/others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 2,742,751
487,869
$ 3,230,620
2017
$ 3,051,298
440,426
$ 3,491,724

The pricing strategy of the Company for the sales to related parties varies according to the size and competitiveness of the market. The period of collection of trade receivables between the related parties is 120-180 days. The use of funds by enterprises is included in the grace period during the collection period, while the collection period for third parties is 30-90 days.

  • c. Purchases of goods
Related Party Category/Name
Subsidiary/Cyber Power Systems (HK) Limited
Substantive related parties/others
For the Year Ended For the Year Ended December 31
2018
$ 757,844
21,455
$ 779,299
2017
$ 549,247
10,609
$ 559,856

Subsidiary: After referring to market practices, the payment term is 60 days.

Substantive related party: After referring to market practices, prepayment of the current estimated merchandise cost is made at the beginning of each month, and then the amount is offset against the actual processing cost at the end of each month.

  • 54 -

d. Operating costs

Line Item
Related Party Category/Name
Processing cost
Subsidiary/Cyber Power (Shenzhen), Inc.
Subsidiary/others
Substantive related party/Best Top
(Shenzhen), Inc.
Manufacturing
expense
Substantive related party/others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 633,496
24,324
86,311

$ 744,131
$ 2,709
2017
$ 590,822
-
76,636
$ 667,458
$ 358

Subsidiary: Managed by the cost-plus method, and the estimated processing cost is prepaid at the beginning of each month, and offset against the actual processing cost at the end of month.

Substantive related party: After referencing the market price, the Company will follow the contract specifications set by both parties, and prepay the current estimated processing amount at the beginning of each month, and then offset against the actual processing cost at the end of month.

e. Other operating costs

Line Item
Related Party Category/Name
Inventory processing Subsidiary/Cyber Power (Shenzhen), Inc.
cost
Substantive related party/others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 24,149
2,187
$ 26,336
2017
$ 24,651
2,083
$ 26,734

The price is set according to the contract. The Company prepays the estimated amount at the beginning of every month, and then offset against the actual processing cost at the end of every month.

f. Other income

Related Party Category/Name
Subsidiary/Cyber Power Systems B.V.
Subsidiary/others
Substantive related party/Cyber Energy Co., Ltd.
For the Year Ended For the Year Ended December 31
2018
$ 5,352
1,648
6,984
$ 13,984
2017
$ 9,616
1,829
-
$ 11,445
  • 55 -

  • g. Receivables from related parties (excluding loans to related parties)

Line Item
Related Party Category/Name
Trade receivables
Subsidiary/Cyber Power Systems (USA),
Inc.
Subsidiary/others
Substantive related party/others
December 31 December 31
2018
$ 1,062,048
141,084
496
$ 1,203,628
2017
$ 1,356,700
143,102
-
$ 1,499,802

The outstanding trade receivables from related parties are unsecured. For the years ended December 31, 2018 and 2017, no impairment loss was recognized on trade receivables from related parties.

December 31
Line Item
Related Party Category/Name
2018
2017
Other receivables
Substantive related party/others
$ 2,373
$ 506
Payables to related parties (excluding borrowings from related parties)
December 31
Line Item
Related Party Category/Name
2018
2017
Trade payables
Subsidiary/Cyber Power (Shenzhen), Inc.
$ 344,676
$ 265,010
Subsidiary/Cyber Power Systems (HK)
Limited
84,049

70,512

$ 428,725
$ 335,522
December 31 December 31
2018
$ 344,676
84,049

$ 428,725
2017
$ 265,010
70,512
$ 335,522
  • h. Payables to related parties (excluding borrowings from related parties)

The outstanding trade payables to related parties are unsecured.

  • i. Prepayments
Related Party Category/Name
Subsidiary/others
Substantive related party/Best Top (Shenzhen), Inc.
Loans to related parties
Related Party Category/Name
Other receivables (including principal and interest)
Subsidiary/Cyber Power Systems (INDIA) PVT. Ltd.
Subsidiary/CyberPower Systems GmbH
Subsidiary/others
Substantive related party/others
**For the Year Ended ** **For the Year Ended ** December 31
2018
2017
$ 2,700
$ -
12,513
16,968
$ 15,213
$ 16,968
December 31
2018
$ 57,740
26,488
8,975
-
$ 93,203
2017
$ 55,767
27,659
7,110
9,712
$ 100,248
  • j. Loans to related parties

  • 56 -

Related Party Category/Name
Interest revenue
Subsidiary/Cyber Power Systems (INDIA) PVT. Ltd.
Subsidiary/CyberPower Systems GmbH
Subsidiary/Cyber Power Systems S.A. DE C.V.
Substantive related party/others
**For the Year Ended ** **For the Year Ended ** December 31
2018
$ 446
251
32
44
$ 773
2017
$ 546
275
132
49
$ 1,002

For the years ended December 31, 2018 and 2017, the Company provided financing to CyberPower Systems GmbH, Cyber Power Systems (INDIA) PVT. Ltd., and Best Top (Shenzhen), Inc. at interest rates of 0.91% and 0.9135%, respectively.

The Company reclassified trade receivables aged over 90 days and with normal credit terms from Cyber Power Systems S.A. DE C.V. and Cyber Power Systems (India) Pvt. Ltd. to other receivables, and imputed interest based on an interest rate of 0.91%.

  • k. Acquisitions of property, plant and equipment
Related Party Category
Substantive related party
Purchase Price Purchase Price Purchase Price
**For the Year Ended ** December 31
2018
$ 6,166
2017
$ 1,820

l. Acquisition of additional interest in related parties

In July 2018, the Company acquired newly issued shares of Broad Win International Investment Co., Ltd. for $91,305 thousand, and the ownership percentage remained at 100%.

In September 2018, the Company paid $9,181 thousand in consideration to establish Cyber Power Manufacturing, Inc., acquiring 100% of the ownership

In June and December 2017, the Company acquired 100% of the newly issued shares of Broad Win International Investment Co., Ltd. for $22,355 thousand and $13,709 thousand, respectively, and the ownership percentage remained at 100%.

In November 2017, the Company acquired newly issued shares of Cliquefie Co., Ltd. for $1,900 thousand, and the ownership percentage remained at 95%.

  • m. Endorsements and guarantees

Endorsements and guarantees provided by the Company

Related Party Category/Name
Subsidiary
December 31
2018
2017
US$ 14,900
US$ 21,900
EUR
150
EUR
150
INR 230,000
INR 300,000
  • 57 -

  • n. Compensation of key management personnel

Short-term employee benefits **For the Year Ended ** **For the Year Ended ** December 31
2018
$ 22,601
2017
$ 20,824

The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

Pledged time deposits (other financial assets - current)
Property, plant and equipment and investment properties
December 31 December 31
2018
$ 43,000
1,053,013
$ 1,096,013
2017
$ 548,920
1,110,551
$ 1,659,471

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  • a. The Company had purchased inventories from Well Shin Technology Co., Ltd. (“Well Shin”) and commodities were later assessed as defective. The claims amounted to HK$10,312 thousand, which is the disputed amount for defective commodities. The amount of HK$7,789 thousand was settled and the rest has been accrued in accounts payable. The litigation risk in this case is that when unfavorable outcome occurs, the expected amount would be HK$2,523 thousand with 5% interest rate per annum (though the Company is deemed to settle interest first than the principal). The Company intends to defend the case to reduce its payment pursuant to the applicable laws. The rest of payment has been accrued in accounts payable.

  • b. The Company’s client, Arris Group, Inc. (“Arris Group”), has sued Cyber Power Systems (USA) and the Company for violating the contract, claiming that the product’s specifications failed to meet the requirements and did not fulfill the warranty obligations. After careful evaluation, it was found that both the use and design of commodities produced by the Company met the required regulations, and Arris Group’s consent was obtained before production. In addition, since the installation environment was unpredictable, the wear and tear of the commodities was considered within the normal range. Furthermore, to date Arris Group was unable to prove that there were abnormalities in the functionality or performance of the Company’s commodities within the warranty period. Based on the case, Arris Group demanded US$12,500 thousand as compensation. The maximum risk of litigation is compensation in full upon losing the case. Based on the warranty regulations indicated in the Illinois Law and Uniform Commercial Code (UCC), if the buyer did not file a lawsuit within four years after the merchandise was delivered, the warranty shall have expired. The Company would then propose the following arguments to the court:

  • 1) The litigation that implicates Cyber Power Systems (USA) should be dismissed due to no cause of action.

  • 2) Since the Company did not sign any contract and has no direct business activities in the Illinois state, the court has no jurisdiction to rule on the prosecution towards the Company. The lawyer is currently unable to assess the possibility of winning the case.

  • 58 -

  • c The Company issued checks as guarantees for loan commitments; the amounts as of December 31, 2018 and 2017 were as follows:

Financial guarantees to banks
USD
NTD
December 31 December 31
2018
$ 24,300
$ 2,993,000
2017
$ 24,300
$ 2,183,000

34. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Company’s significant financial assets and liabilities denominated in foreign currencies (aggregated by the foreign currencies) other than functional currencies and related exchange rates between foreign currencies and respective functional currencies were as follows:

December 31, 2018

Foreign Carrying
Currency Exchange Rate Amount
Financial assets
Monetary items
USD $ 91,278 30.715 $ 2,803,607
EUR 6,105 35.20 214,888
HKD 384 3.921 1,504
CNY 554 4.472 2,477
Non-monetary items
Subsidiary and investment using equity method
USD 8,601 30.715 264,238
EUR 4,263 35.20 150,063
CNY 118,137 4.472 528,309
PHP 19,173 0.5771 11,065
Financial liabilities
Monetary items
USD 20,563 30.715 631,587
HKD 42,580 3.921 166,955
CNY 80,061 4.472 358,032
  • 59 -

December 31, 2017

Foreign Carrying
Currency Exchange Rate Amount
Financial assets
Monetary items
USD $ 106,836 29.76 $ 3,179,452
EUR 3,716 35.57 132,186
HKD 1,147 3.807 4,425
CNY 517 4.565 2,360
Non-monetary items
Investments accounted for using the equity
method
USD 3,073 29.76 91,454
EUR 3,323 35.57 118,189
CNY 99,154 4.565 452,637
Financial liabilities
Monetary items
USD 22,505 29.76 669,753
HKD 39,719 3.807 151,209
CNY 61,136 4.565 279,087

For the years ended December 31, 2018 and 2017, realized and unrealized net foreign exchange gains (losses) were $115,349 thousand and $(155,348) thousand, respectively. It is impractical to disclose net foreign exchange gains (losses) by each significant foreign currency due to the variety of the foreign currency transactions and functional currencies.

35. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others: Table 1 (attached)

  • 2) Endorsements/guarantees provided: Table 2 (attached)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures): None

  • 4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: None

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 3 (attached)

  • 60 -

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 4 (attached)

  • 9) Trading in derivative instruments: None

  • 10) Information on investees: Tables 5 to 8 (attached)

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Table 9 (attached)

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: Table 10 (attached)

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period.

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period.

    • c) The amount of property transactions and the amount of the resultant gains or losses.

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes.

    • e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to the financing of funds.

    • f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services.

  • 61 -

TABLE 1

CYBER POWER SYSTEMS, INC.

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial Statement
Account
Related Party Highest
Balance for
the Period
Ending
Balance
Actual
Borrowing
Amount
Interest
Rate (%)
Nature of
Financing
Business Transaction
Amount

Reasons for
Short-term
Financing
Allowance for
Impairment
Loss
Collateral Collateral Financing
Limit for
Each
Borrower
Aggregate
Financing
Limit
Note
Item Value
0 Cyber Power Systems,
Inc.

Best Top (Shenzhen), Inc.
CyberPower Systems
GmbH
Cyber Power Systems
(INDIA) PVT, Ltd.
Cyber Power Systems
S.A. DE C.V.
Other receivables
from related parties
Other receivables
from related parties
Other receivables
from related parties
Other receivables
from related parties
Yes
Yes
Yes
Yes
$ 11,135
54,360
57,740
12,387
$ -
52,800
57,740
8,975
$ -
26,488
57,740
8,975
0.91
0.91
0.91
0.91
Business
relationship
Short-term
financing
Business
relationship
Business
relationship
Processing cost
$86,311
Purchases of goods
$21,455
Inventory processing
cost $2,187
Manufacturing
expense $2,709
Research expense
$3,970
Purchases of molds
$6,166
-
Sales of goods
$28,484
Sales of goods
$66,213
-
Operating
capital
-
-
$ -
-
-
-
-
-
-
-
$ -
-
-
-
Note A
Note B
Note A
Note A
Note C
Note D
Note C
Note C

Note A: The limit is the business transaction amount for the previous year.

The business transaction amount for Best Top (Shenzhen), Inc. for the previous year comprises purchases of goods of $10,609 thousand, processing cost of $76,636 thousand, inventory processing cost of $2,083 thousand, manufacturing expense of $358 thousand, research expense of $6,161 thousand and purchases of molds of $1,820 thousand.

The business transaction amount for Cyber Power Systems (INDIA) PVT, Ltd. for the previous year comprises sales of goods of $50,730 thousand. The Company reported the improvement plan to the board of directors and presented it to the supervisors. Moreover, the Company will prepare to improve the excess of limits by the end of July 2019.

The business transaction amount for Cyber Power Systems S.A. DE C.V. for the previous year comprises sales of goods of $51,312 thousand.

Note B: Financing limit for each borrower is 10% of the net value of the financing company = $4,433,974 x 10% = $443,397.

Note C: Aggregate financing limits is 20% of the net value of the financing company = $4,433,974 x 20% = $886,795.

Note D: Aggregate financing limits is 40% of the net value of the financing company = $4,433,974 x 40% = $1,773,590.

  • 62 -

TABLE 2

CYBER POWER SYSTEMS, INC.

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Endorser/Guarantor Endorsee/Guarantee Endorsee/Guarantee Limits on
Endorsement/
Guarantee Given on
Behalf of Each Party
Maximum
Amount
Endorsed/
Guaranteed
During the
Period
Outstanding
Endorsement/
Guarantee at the
End of the Period
Actual
Borrowing
Amount
Amount
Endorsed/
Guaranteed by
Collateral
Ratio of
Accumulated
Endorsement/
Guarantee to Net
Equity in Latest
Financial
Statements
(%)

Aggregate
Endorsement/
Guarantee Limit
Endorsement/
Guarantee Given
by Parent on
Behalf of
Subsidiaries

Endorsement/
Guarantee Given
by Subsidiaries
on Behalf of
Parent

Endorsement/
Guarantee Given
on Behalf of
Companies in
Mainland China

Note
Name Relationship
0 Cyber Power Systems, Inc. Cyber Power Systems (USA), Inc.
Cyber Power Systems (INDIA)
PVT, Ltd.
CyberPower Systems GmbH
2
2
2
The limit is 30% of
the net value of the
financing company
based on the latest
audited financial
statements.
The limit is 30% of
the net value of the
financing company
based on the latest
audited financial
statements.
The limit is 30% of
the net value of the
financing company
based on the latest
audited financial
statements.
$ 445,752
(US$ 14,400
thousand)
347,970
(US$ 7,000
thousand
and
INR 300,000
thousand)
20,748
(US$ 500
thousand
and
Euro
150
thousand)
$ 442,296
(US$ 14,400
thousand)
Note B
101,223
(INR 230,000
thousand)
Note B
20,638
(US$ 500
thousand
and
Euro
150
thousand)
Note B
$ -
46,254
-
$ -
-
-
9.98
2.28
0.47
Note A
Note A
Note A
Y
Y
Y
N
N
N
N
N
N

Note A: Aggregate endorsement/guarantee limit is 50% of the net value of the financing company = $4,433,974 x 50% = $2,216,987.

Note B: The calculation of the maximum amount endorsed/guaranteed during the period and outstanding endorsement/guarantee at the end of the period was based on the average buy/sell closing exchange rate for the year ended December 31, 2018.

  • 63 -

TABLE 3

CYBER POWER SYSTEMS, INC.

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/Sale Amount % of
Total
Payment Terms Unit Price Payment Terms Ending Balance % of
Total
Cyber Power Systems, Inc. Cyber Power Systems (USA),
Inc.
Cyber Power Systems B.V.
Nitram SAS
Cyber Power Systems (HK)
Limited
Cyber Power (Shenzhen), Inc.
Subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Sale
Sale
Sale
Purchase
Processing cost
$ (2,742,751)
(158,876)
(149,058)
757,844
633,496
(49)
(3)
(3)
18
15
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Accounts receivable
$1,062,048
Accounts receivable
$50,489
Accounts receivable
$42,165
Accounts payable
$(84,049)
Accounts payable -
processing cost
$(325,988)
55
3
2
(8)
(32)

Note: Terms of the transactions are as follows:

  1. Purchases of goods

Cyber Power Systems (HK) Limited

Cyber Power Systems (HK) Limited: After referring to market practices, the payment term is 60 days.

2. Processing cost

Cyber Power (Shenzhen), Inc.

Cyber Power (Shenzhen), Inc.: Managed by the cost-plus method. The estimated processing cost is prepaid at the beginning of each month, and offset against the actual processing cost at the end of month.

3. Sales of goods

Cyber Power Systems (USA), Inc. Cyber Power Systems B.V. Nitram SAS

The pricing strategy of the Company for the sales to related parties varies according to the size and competitiveness of the market. The period of collection of trade receivables between the related parties is 120 to 180 days. The use of funds by enterprises is included in the grace period during the collection period, while the collection period for third parties is 30 to 90 days.

  • 64 -

TABLE 4

CYBER POWER SYSTEMS, INC.

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship **Ending Balance ** Turnover Rate Overdue Amounts
Received in
Subsequent
Period
Allowance for
Impairment
Loss
Amount Actions Taken
Cyber Power Systems, Inc. Cyber Power Systems (USA), Inc. Subsidiary $ 1,062,048 2.27 $ - - $ 449,305 $ -
  • 65 -

TABLE 5

CYBER POWER SYSTEMS, INC.

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, 2018 December 31, 2018 Net Income
(Loss) of the
Investee
Share of
Profit (Loss)
Note
December 31,
2018
December 31,
2017
Number of
Shares
% Carrying
Amount
Cyber Power Systems, Inc.
Broad Win International Investment
Co., Ltd.
Join Master Co., Ltd.
Shining Pearl Co., Ltd.
Fast Wind International Limited
Global Way Co., Ltd.
Full Star Co., Ltd.
Grown Tech Co., Ltd.
Global Win Co., Ltd.
Broad Win International Investment Co., Ltd.
Cyber Power Systems (USA), Inc.
Fast Wind International Limited
Cliquefie Co., Ltd.
Cyber Power Systems Manufacturing, Inc.
Planet Technology Limited
Join Master Co., Ltd.
Portal Star Co., Ltd.
Cyber Power Systems (HK) Limited
Shining Pearl Co., Ltd.
Cyber Power Systems K.K.
Cyber Power Systems (INDIA) PVT, Ltd.
Global Way Co., Ltd.
Full Star Co., Ltd.
Grown Tech Co., Ltd.
Global Win Co., Ltd.
Cyber Power Systems B.V.
Nitram SAS
CyberPower Systems GmbH
Cyber Power Systems S.A. DE C.V.
Samoa.
U.S.A.
Mauritius
Taiwan
Philippines
Samoa.
British Virgin Islands
Mauritius
Hong Kong
Mauritius
Japan
India
Mauritius
Mauritius
Mauritius
Belize City
Netherlands
France
Germany
Mexico
Investment
Selling of uninterruptible power systems
Investment
Selling of electronic products
Production of uninterruptible power systems
Investment
Investment
Investment
Selling of uninterruptible power systems
Investment
Selling of uninterruptible power systems
Selling of uninterruptible power systems
Investment
Investment
Investment
Investment
Selling of uninterruptible power systems
Selling of uninterruptible power systems
Selling of uninterruptible power systems
Selling of uninterruptible power systems
$ 504,746
412,870
165,900
11,400
9,181
24,638
13,235
222,040
373
244,460
13,235
244,460
20,674
80,747
1,058
63,421
20,674
80,747
1,058
63,241
$ 413,441
412,870
165,900
11,400
-
24,638
13,235
130,735
373
244,460
13,235
244,460
20,674
80,747
1,058
63,421
20,674
80,747
1,058
63,421
16,495,329
13,000,000
4,438,245
1,140,000
10,000
1,000,000
3,944
7,338,000
100,000
8,000,000
3,800
48,767,742
430,000
1,870,400
25,000
1,700,831
7,000
1,819
1
1,700,831
100
100
100
95
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
$ 528,309
264,238
150,063
317
11,065
359,124
23,837
155,998
71,218
(76,452)
23,837
(76,452)
38,707
113,640
(13,236)
42,884
38,707
113,640
(13,236)
42,884
$ (7,014)
52,581
32,897
(623)
1,780
22,832
3,497
(13,235)
20,904

(41,012)
3,497

(41,012)
9,610
15,039

4,560
3,688
9,610
15,039

4,560
3,688
$ (7,014)

52,581
32,897

(592)
1,780



Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
  • 66 -

TABLE 6

CYBER POWER SYSTEMS, INC.

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial Statement
Account
Related
Party
Highest
Balance for the
Period

Ending
Balance
Actual
Borrowing
Amount
Interest
Rate (%)
Nature of
Financing
Business
Transaction
Amounts
Reasons for
Short-term
Financing
Allowance for
Impairment
Loss
Collateral Collateral Financing
Limit for Each
Borrower
Aggregate
Financing
Limit
Note
Item Value
1 Cyber Power Systems
(HK) Limited
Cyber Power Systems
(USA), Inc.
Cyber Power Systems
(HK) Limited
Cyber Power Technology
(Shenzhen), Inc.
Cyber Power Systems
S.A. DE C.V.
Cyber Energy
(Shenzhen), Inc.
Other receivables
from related parties
Other receivables
from related parties
Other receivables
from related parties
Yes
Yes
Yes
$ 513
8,685
37,052
$ -
-
370
$ -
-
370
0.91
0.91
0.91
Business
relationship
Business
relationship
Business
relationship
Sales $ 421
Sales 20,174
Sales 36,235
-
-
-
$ -
-
-
-
-
-
$ -
-
-
(Note A)
(Note A)
(Note A)
(Note B)
(Note C)
(Note B)

Note A: The limit is the business transaction amount for the previous year.

The business transaction amount between Cyber Power Systems (USA), Inc. and Cyber Power Systems S.A. DE C.V. for the previous year comprises sales of goods $21,588 thousand.

The business transaction amount between Cyber Power Systems (HK) Limited and Cyber Power Technology (Shenzhen), Inc. for the previous year comprises sales of goods $1,163 thousand.

The business transaction amount between Cyber Power Systems (HK) Limited and Cyber Energy (Shenzhen), Inc. for the previous year comprises sales of goods $40,480 thousand.

  • Note B: Financing Limits is 20% of the net value of Cyber Power Systems (HK) Limited (based on the average of buy/sell HKD closing exchange rate) = $71,218 x 20% = $14,244. The additional investment in Cyber Energy (Shenzhen), Inc. was made in directly through third-tier subsidiary - Cyber Energy (Shenzhen), Inc. from the Company’s subsidiary - Broad Win International Investment Co., Ltd. under the approval of board of directors on March 23, 2018.

Note C: Financing Limits is 20% of the net value of Cyber Power Systems (USA), Inc. (based on the average of buy/sell USD closing exchange rate) = $486,363 x 20% = $97,273.

  • 67 -

TABLE 7

CYBER POWER SYSTEMS, INC.

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/Sale Amount % of
Total
Payment Terms Unit Price Payment Terms Ending Balance % of
Total
Cyber Power Systems (USA),
Inc.
Cyber Power Systems B.V.
Nitram SAS
Cyber Power (Shenzhen), Inc.
Cyber Power Systems (HK)
Limited
Cyber Power (Shenzhen), Inc.
Dongguan Cyber Energy Co.,
Ltd.
Cyber Power Systems, Inc.
Cyber Power Systems, Inc.
Cyber Power Systems, Inc.
Cyber Power Systems, Inc.
Cyber Power Systems, Inc.
Ning Yuan Xian Cyber Power,
Inc.
Cyber Energy (Shenzhen), Inc.
Ning Yuan Xian Cyber Power,
Inc.
Cyber Power Systems (HK)
Limited
Cyber Energy Co., Ltd.
Investments accounted for
using the equity method
Investments accounted for
using the equity method
Investments accounted for
using the equity method
Investments accounted for
using the equity method
Investments accounted for
using the equity method
The same parent company
The same parent company
The same parent company
The same parent company
Substantive related party
Purchase
Purchase
Purchase
Processing
revenue
Sale
Purchase
Purchase
Processing cost
Sale
Sale
$ 2,742,751
158,876
149,058
(633,496)
(757,844)
130,369
496,294
147,607
(103,956)
(124,191)
100
100
98
(100)
(91)
16
61
99
(45)
(53)
Note A
Note A
Note A
Note A
Note A
Note B
Note B
Note B
Note B
Note B
Note A
Note A
Note A
Note A
Note A
Note B
Note B
Note B
Note B
Note B
Note A
Note A
Note A
Note A
Note A
Note B
Note B
Note B
Note B
Note B
Accounts payable
$(1,062,048)
Accounts payable
$(50,489)
Accounts payable
$(42,165)
Accounts receivable
$325,988
Accounts receivable
$84,049
Accounts payable
$(76,834)
Prepayments $64,404
Estimated accounts
payable $(13,161)
Accounts receivable
$21,699
Accounts receivable
$104,822
(100)
(100)
(100)
100
75
(62)
100
(72)
16
78

Note A: Refer to Table 3.

Note B: Refer to Table 10.

  • 68 -

TABLE 8

CYBER POWER SYSTEMS, INC.

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship Ending Balance Turnover
Rate
Overdue Amounts
Received in
Subsequent
Period
Allowance for
Impairment
Loss
Amount Actions Taken
Cyber Power (Shenzhen), Inc.
Dongguan Cyber Energy Co., Ltd.
Cyber Power Systems, Inc.
Cyber Energy Co., Ltd.
Investments accounted for
using the equity method
Substantive related party
Accounts receivable - processing cost
$325,988
Accounts receivable $104,822
2.25
2.27
$ -
-
-
-
$ 95,329
86,199
$ -
-
  • 69 -

TABLE 9

CYBER POWER SYSTEMS, INC.

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Main Businesses and
Products
Paid-in
Capital
Method of
Investment
Accumulated
Outward
Remittance
for
Investment
from Taiwan
as of
January 1,
2018
Investment Flows Investment Flows Accumulated
Outward
Remittance
for
Investments
from Taiwan
as of
December 31,
2018
Net Income
(Loss) of the
Investee
%
Ownership
of Direct
or Indirect
Investment

Investment
Gain (Loss)
(Note E)
Carrying
Amount as of
December 31,
2018
Accumulated
Repatriation
of Investment
Income as of
December 31,
2018
Note
Outflow Inflow
Cyber Power (Shenzhen), Inc.
Cyber Energy (Shenzhen), Inc.
Ning Yuan Xian Cyber Power,
Inc.
Cyber Power Technology
(Shenzhen), Inc.
Dongguan Cyber Energy Co.,
Ltd.
Production of uninterruptible
power systems
Production of uninterruptible
power systems
Production of uninterruptible
power systems
Selling of uninterruptible
power systems
Production of uninterruptible
power systems
$ 34,025
(US$ 1,000)
149,533
(US$ 5,000)
286,619
(CNY 62,000)
72,526
(US$ 2,338)
27,228
(CNY 6,000)
Note A
Note B
Note C
Note D
Note E
$ 24,638
(US$ 750)
59,411
(US$ 2,037)
-
-
71,324
(US$ 2,301)
-
-
$ -
91,305
(US$ 3,000)
-
-
-
$ -
-
-
-
-
$ 24,638
(US$ 750)
150,716
(US$ 5,037)
-
-
71,324
(US$ 2,301)
-
-
$ 22,832
(7,843)
16,845
(5,392)
(11,045)
100.00
100.00
100.00
100.00
100.00
$ 22,832
(7,843)
2,385
(5,392)
(11,045)
$ 359,124
137,206
300,318
18,792
16,000
$ -
-
-
-
-

Note A: Parent company: Cyber Power Systems, Inc.; subsidiary: Broad Win International Investment Co., Ltd.; second-tier subsidiary: Planet Technology Limited; third-tier subsidiary: Cyber Power (Shenzhen), Inc.

Note B: Parent company: Cyber Power Systems, Inc.; subsidiary: Broad Win International Investment Co., Ltd.; second-tier subsidiary: Portal Star Co., Ltd.; third-tier subsidiary: Cyber Energy (Shenzhen), Inc.

Note C: The investment was made directly from Cyber Power (Shenzhen), Inc.

Note D: Parent company: Cyber Power Systems, Inc.; subsidiary: Broad Win International Investment Co., Ltd.; second-tier subsidiary: Portal Star Co., Ltd.; third-tier subsidiary: Cyber Power Technology (Shenzhen), Inc.

Note E: Dongguan Cyber Energy Co., Ltd. was established by Cyber Energy (Shenzhen), Inc. from its own fund.

Note F: Financial statements of these companies, which were audited by the accounting firm of the parent company.

Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2018
Investment Amounts Authorized by the
Investment Commission, MOEA
Upper Limit on the Amount of
Investment Stipulated by the Investment
Commission, MOEA
$ 246,678
(US$ 8,088)
$ 301,823
(US$ 10,088)
$ 2,660,384
  • 70 -

TABLE 10

CYBER POWER SYSTEMS, INC.

SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES

FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Relationship Transaction Type Amount Transaction Details Transaction Details Notes/Accounts Receivable (Payable) Notes/Accounts Receivable (Payable) Unrealized
(Gain) Loss
Note
Price Payment Terms Comparison with
Normal
Transactions
Ending Balance %
Cyber Power (Shenzhen), Inc.
The transactions between Cyber
Power Systems (HK) Limited and
Cyber Energy (Shenzhen), Inc.
The transactions between Cyber
Power Systems (HK) Limited and
Ning Yuan Xian Cyber Power, Inc.
The transactions between Cyber
Power (Shenzhen), Inc. and Ning
Yuan Xian Cyber Power, Inc.
The transactions between Cyber
Energy (Shenzhen), Inc. and Cyber
Power Technology (Shenzhen), Inc.
The transactions between Dongguan
Cyber Energy Co., Ltd. and Cyber
Energy (Shenzhen), Inc.
The transactions between Dongguan
Cyber Energy Co., Ltd. and Cyber
Power Systems (HK) Limited
The transactions between Dongguan
Cyber Energy Co., Ltd. and Cyber
Power Technology (Shenzhen), Inc.
The transactions between Dongguan
Cyber Energy Co., Ltd. and Cyber
Energy Co., Ltd.
Third-tier subsidiary
Second-tier subsidiary (Cyber
Power Systems (HK)
Limited)
Second-tier subsidiary (Cyber
Power Systems (HK)
Limited)
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Substantive related party
Processing cost
Other operating costs
Sales of goods
Purchases of goods
Sales of goods
Purchases of goods
Processing cost
Processing revenue
Processing revenue
Purchases of goods
Sales of goods
Purchases of goods
Processing revenue
Sales of goods
$ 633,496
24,149
36,235
496,294
25,181
130,369
147,607
20,474
1,962
71,635
103,956
17,674
8,015
124,191
Note A
Note A
Note B
Note B
Note B
Note B
Note A
Note B
Note C
Note C
Note C
Note C
Note D
Note C
Note A
Note A
Note B
Note B
Note B
Note B
Note A
Note B
Note C
Note C
Note C
Note C
Note D
Note C
Note A
Note A
Note B
Note B
Note B
Note B
Note A
Note B
Note C
Note C
Note C
Note C
Note D
Note C
Accounts payable - processing
cost $(325,988)
Accounts payable $(18,688)
Accounts receivable $16,392
Prepayments $64,404
Accounts receivable $10,305
Accounts payable $(76,834)
Estimated accounts payable
$(13,161)
Accounts receivable $5,423
Accounts receivable $1,668
Accounts payable $(97,204)
Accounts receivable $21,699
Accounts payable $(18,005)
Accounts receivable $6,542
Accounts receivable $104,822
(30)
(2)
15
100
9
(62)
(72)
3
1
(31)
16
(6)
5
78
$ -
-
-
-
-
14,460
-
-
-
-
-
-
-
-

(Continued)

  • 71 -

Note A: Processing cost: Managed by the cost-plus method, and the estimated processing cost is prepaid at the beginning of each month, and offset against the actual processing cost at the end of month.

Other operating cost: According to the specifications set by both parties in the contract, the current estimated processing amount is prepaid at the beginning of each month, and then offset against the actual processing cost at the end of month.

Note B: The payment term is 60 days, the collection term is 90 days, according to the specifications set by both parties in the contract.

Note C: The payment term is 60 days, the collection term is 60 days, according to the specifications set by both parties in the contract.

Note D: After referring to market price, the Company will follow the specifications set by both parties in the contract and pay the actual processing cost at the end of each month.

Note E: Financing provided to an investee company in mainland China, either directly or indirectly through a third party: Table 6.

(Concluded)

  • 72 -