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EMC Interim / Quarterly Report 2023

Nov 8, 2023

52046_rns_2023-11-08_87d5bf16-667d-4186-8856-0244289fb4eb.pdf

Interim / Quarterly Report

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Stock Code: 2383

ELITE MATERIAL CO., LTD. AND SUBSIDIARIES

Consolidated Financial Statements with CPA’s Review Report

First Quarter of 2023 and 2022

Address: No.18, Datong 1st Rd., Guanyin Dist., Taoyuan City 328, Taiwan (R.O.C.) Tel: (03)483-7937

1

Table of Contents

Item
Page
Chapter I Cover ............................................................................................................................ 1
Chapter II CPA’s Review Report ................................................................................................... 3
Chapter III Consolidated Balance Sheets ......................................................................................... 4
Chapter IV Consolidated Statements of Comprehensive Income ...................................................... 5
Chapter V Consolidated Statements of Changes in Equity .............................................................. 6
Chapter VI Consolidated Statements of Cash Flows ........................................................................ 7
Chapter VII Notes to Consolidated Financial Statements. ................................................................. 8
I. Company History ............................................................................................... 8
II. Dates and Procedures for the Financial Statement Approval ............................... 8
III. Application of New and Revised Standards, Amendments, and
Interpretations .................................................................................................... 8
IV. Summary of Significant Accounting Policies ..................................................... 9
V. Major Sources of Uncertainty in Significant Accounting Judgments,
Estimations, and Assumptions.......................................................................... 12
VI. Description of Significant Accounting Items .................................................... 12
VII. Related Party Transaction ................................................................................ 38
VIII. Pledged Assets ................................................................................................. 40
IX. Material Contingent Liabilities and Unrecognized Contractual
Commitments .................................................................................................. 40
X. Losses Due to Major Disasters ......................................................................... 41
XI. Major Subsequent Events ................................................................................. 42
XII. Other................................................................................................................ 42
XIII. Notes to Disclosures ........................................................................................ 42
(I)
Information on Significant Transactions .................................................. 42
(II) Information on Investees ......................................................................... 46
(III) Information of Investment in Mainland China ......................................... 47
(IV) Information of Major Shareholders ......................................................... 48
XIV. Department Information ................................................................................... 49

2

CPA’s Review Report

To the Board of Directors of Elite Material Co., Ltd.:

Foreword

The consolidated balance sheet of Elite Material Co., Ltd. and its subsidiaries on March 31, 2023 and 2022 and the consolidated income statement, consolidated statement of changes in equity, consolidated statement of cash flows, and consolidated financial statements notes (including the summary of major accounting policies) from January 1 to March 31 in 2023 and 2022 are reviewed by the CPA. In accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and FSC recognized and published IAS 34 “Interim Financial Reporting”, it is the management’s responsibility to prepare a fair representation of the consolidated financial statements , and the CPA’s responsibility to draw a conclusion on the consolidated financial statements based on the review results.

Scope of the report

The CPA has reviewed in accordance with the TWSRE2410. The procedures performed in reviewing the consolidated financial statements include inquiries (primarily with those responsible for financial and accounting matters), analytical procedures and other review procedures. The scope of the review is significantly smaller than that of the audit work, so the CPA may not be able to detect all the matters that can be identified through the audit work, and therefore cannot express an audit opinion.

Conclusion

According to the review results of the CPA, it was not found that the consolidated financial statements of Elite Material Co., Ltd. did not comply with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and FSC recognized and published IAS 34 “Interim Financial Reporting”, which cannot properly express the consolidated financial position of Elite Material Co., Ltd. and its subsidiaries on March 31, 2023 and 2022, and the consolidated financial performance and consolidated cash flow from January 1 to March 31 in 2023 and 2022.

3

KPMG

CPA:

Securities Competent Chin-Kuan-Cheng-Shen-Tzu No. 1000011652 Authority Approval : Chin-Kuan-Cheng-Shen-Tzu No. 1080303300 Certified Number

April 26, 2023

3-1

Reviewed on March 31, 2023 and 2022, not audited with auditing standards ELITE MATERIAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

March 31, 2023, December 31, 2022, and March 31, 2022

(Expressed in Thousands of New Taiwan Dollars)

March 31, December 31, March 31, March 31, December 31, March 31,
2023 2022 2022 2023 2022 2022
Amount % Amount % Amount % Liabilities and Stockholders’ Equity Amount % Amount % Amount %
Current Liabilities:
$ 14,413,600 31 10,443,618
24
8,368,241 21 2100 Short-term borrowings (Note 6 (8)) $ 7,545,577 16 5,209,815
12
4,000,191 10
137,983 - 212,623
1
116,935 - 2110 Short-term notes payable (Note 6 (9)) - - - - 200,000 -
9,676,381 21 11,470,512
26
13,201,193 33 2170 Accounts payable 5,986,383 13 6,513,281
15
7,890,816 20
602,497 1 49,423
-
56,170 - 2200 Other payables (Note 7) 6,167,326 13 3,288,347 8 3,028,790 8
3,727,856 8 4,235,908
10
5,476,126 14 2230 Current tax liabilities 518,964 1 542,458 1 385,944 1
238,937 1 160,478
-
386,696 1 2280 Current lease liabilities (Note 6 (12)) 12,599 - 12,834
-
12,098 -
212,313 1 7,395
-
3,004 - 2322 Long-term borrowings due within one year or one business 646,353 2 89,657
-
196,429 1
29,009,567 63 26,579,957
61
27,608,365 69 cycle (Note 6 (10))
2399 Other current liabilities - others 71,819 - 103,632
-
158,367 -
- - - - 20,667 - Total current liabilities 20,949,021 45 15,760,024
36
15,872,635 40
Non-Current liabilities:
15,189,371 33 14,679,878
34
10,232,337 26 2500 Financial liabilities at fair value through profit or loss - 17,326 - 23,564
-
- -
601,171 1 609,176
1
614,945 1 non-current (Note 6 (11))
730,862 2 744,784
2
698,778 2 2530 Bonds payable (Note (6) (11)) 3,311,326 7 3,302,140 8 - -
203,429 - 192,172
1
144,395 - 2540 Long-term borrowings (Note 6 (10)) 856,498 2 916,132 2 774,325 2
387,846 1 464,196
1
648,941 2 2570 Deferred income tax liabilities (Note 6 (15)) 554,100 1 519,997 1 951,033 2
69,715 - 69,482
-
63,828 - 2580 Lease liabilities - non-current (Note 6 (12)) 304,971 1 310,732 1 298,536 1
42,842 - 42,842
-
14,603 - 2600 Other non-current liabilities (Note 6 (13)) 442,788 1 475,334 1 498,203 1
17,225,236 37 16,802,530
39
12,438,494 31 Total non-current liabilities 5,487,009 12 5,547,899
13
2,522,097 6
Total liabilities 26,436,030 57 21,307,923
49
18,394,732 46
Equity attributable to owners of the parent company (Note 6
(16)):
3100 Share capital 3,329,183 7 3,329,183 7 3,329,183 8
3200 Capital surplus 2,076,279 5 2,076,279 5 1,868,661 5
Retained earnings:
3310 Legal reserve 2,953,134 6 2,953,134 7 2,403,968 6
3320 Special reserve 903,909 2 903,909 2 756,891 2
3350 Unappropriated Retained Earnings 11,011,239 24 13,361,349
31
13,621,974 34
3400 Other equity interest (474,971) (1) (549,290)
(1)
(352,006) (1)
Total equity attributable to owners of the parent 19,798,773 43 22,074,564
51
21,628,671 54
company
36XX Non-controlling interests - - - - 23,456 -
Total equity 19,798,773 43 22,074,564
51
21,652,127 54
$ 46,234,803 100 43,382,487
100
40,046,859 100 Total liabilities and equity $ 46,234,803 100 43,382,487
100
40,046,859 100
March 31, December 31, March 31,
2023 2022 2022
Assets Amount % Amount % Amount %
Current Assets:
1100 Cash and cash equivalents (Note 6 (1)) $ 14,413,600 31 10,443,618
24
8,368,241 21 2100
1150 Notes receivable, net (Note 6 (3)) 137,983 - 212,623
1
116,935 - 2110
1170 Accounts receivable, net (Notes 6 (3) and 7) 9,676,381 21 11,470,512
26
13,201,193 33 2170
1200 Other receivables (Notes 6 (4) and (7)) 602,497 1 49,423
-
56,170 - 2200
1310 Inventories (Note 6 (5)) 3,727,856 8 4,235,908
10
5,476,126 14 2230
1479 Other current assets - others 238,937 1 160,478
-
386,696 1 2280
1220 Current income tax assets 212,313 1 7,395
-
3,004 - 2322
Total current assets 29,009,567 63 26,579,957
61
27,608,365 69
Non-current assets: 2399
1517 Financial assets at fair value through other comprehensive - - - - 20,667 -
income - non-current (Note 6 (2))
1600 Property, plant and equipment (Note 6 (6)) 15,189,371 33 14,679,878
34
10,232,337 26 2500
1755 Right-of-use assets (Note 6 (7)) 601,171 1 609,176
1
614,945 1
1780 Total intangible assets 730,862 2 744,784
2
698,778 2 2530
1840 Deferred income tax assets (Note 6 (15)) 203,429 - 192,172
1
144,395 - 2540
1900 Other non-current assets 387,846 1 464,196
1
648,941 2 2570
1920 Refundable deposits paid (Note 8) 69,715 - 69,482
-
63,828 - 2580
1975 Net defined benefit asset, non-current (Note 6 (14)) 42,842 - 42,842
-
14,603 - 2600
Total non-current assets 17,225,236 37 16,802,530
39
12,438,494 31

Total assets

(The accompanying notes are an integral part of the consolidated financial statements)

Managerial Officer: En-Xiang Guan

Accounting Manager: Sara Yen

Chairman: Ding-Yu Dong

4

Reviewed only, not audited with auditing standards ELITE MATERIAL CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

From January 1 to March 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

4000
Operating revenue (Notes 6 (18) and 7)
5000
Operating costs (Notes 6 (5) and 7)
Gross profit from operations
Operating expenses:
6100
Total selling expenses
6200
Total administrative expenses
6300
Total research and development expenses
6450
(Reversal of) expected credit impairment loss and gains (Note 6 (3))
Total operating expenses
Net operating income
Non-operating income and expenses (Note 6 (20)):
7100
Total interest income
7020
Other gains and losses
7050
Finance costs
Total non-operating income and expenses
7900
Profit from continuing operations before tax
7950
Less: Income tax expenses (Note 6 (15))
8200
Profit
Other comprehensive income:
8360
Components of other comprehensive income (loss) that will be
reclassified to profit or loss
8361
Exchange differences on translation of foreign financial
statements
8399
Less: Income tax related to components of other comprehensive
income that will be reclassified to profit or loss
Components of other comprehensive income that will be
reclassified to profit or loss
Current period other comprehensive income (post-tax profit or
loss)
Total comprehensive income in current period
Income attributable to:
Owners of the parent company
Non-controlling interests
Comprehensive income attributable to:
Owners of the parent company
Non-controlling interests
Earnings per share (NTD) (Note 6 (17))
Basic earnings per share (NTD)
Diluted earnings per share (NTD)
January 2023 to
March 2023
January 2023 to
March 2023
January 2022 to
March 2022
Amount


9,918,460 100

(7,440,614)
(75)

2,477,846
25

(284,798)
(3)

(334,843)
(3)

(207,398)
(2)
185
-

(826,854)
(8)

1,650,992
17
10,862 -
38,422 -

(31,809)
-

17,475
-

1,668,467
17

(342,947)
(4)

1,325,520
13

690,696
7
(137,976)
(1)

552,720
6

552,720
6

1,878,240
19

1,323,922
13
1,598
-

1,325,520
13

1,875,825
19
2,415
-

1,878,240
19

3.98

3.97
Amount Amount
$ 7,359,127
(5,787,085)
100

(79)

9,918,460

(7,440,614)

1,572,042



21



2,477,846
(247,090)
(299,137)
(256,348)
(313)

(3)

(4)

(3)

-

(284,798)

(334,843)

(207,398)
185

(802,888)


(10)

(826,854)

769,154



11



1,650,992
21,440
10,034
(71,589)
-
-

(1)
10,862
38,422

(31,809)

(40,115)



(1)



17,475

729,039
(249,343)



10

(3)


1,668,467

(342,947)

479,696



7



1,325,520
92,899
(18,580)

1

-

690,696
(137,976)

74,319


1


552,720
74,319
1

552,720
$
554,015

8

1,878,240

$ 479,696
-


7
-


1,323,922
1,598
$
479,696

7

1,325,520

$ 554,015
-


8
-


1,875,825
2,415
$
554,015

8

1,878,240

$

1.44

$ 1.39

(The accompanying notes are an integral part of the consolidated financial statements) Chairman: Managerial Officer: Accounting Manager: Ding-Yu Dong En-Xiang Guan Sara Yen

5

Reviewed only, not audited with auditing standards ELITE MATERIAL CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

From January 1 to March 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of parent

Balance as of January 1, 2022
Profit
Other comprehensive income in the current period
Total comprehensive income in current period
Balance as of March 31, 2022
Balance as of January 1, 2023
Profit
Other comprehensive income in the current period
Total comprehensive income in current period
Appropriation and distribution of retained earnings:
Cash dividends
Balance as of March 31, 2023
Share capital Capital
surplus
Retained earnings Retained earnings Total other equity interest Total other equity interest Total equity
attributable to
owners of
parent
Non-controlling
interests
Total equity

19,773,887

1,325,520
552,720
1,878,240
21,652,127
22,074,564
479,696
74,319
554,015
(2,829,806)
19,798,773
Exchange
differences on
translation of
foreign
financial
statements
Equity
instrument
investment
losses
measured at
fair value
through other
comprehensive
income
Ordinary
shares
Legal reserve Special
reserve
Unappropriated
retained
earnings
$ 3,329,183
-
-

1,868,661
-
-

2,403,968
-
-

756,891
-
-

12,298,052
1,323,922
-
1,323,922

13,621,974

13,361,349
479,696
-
479,696
(2,829,806)

11,011,239
(888,136)
-
551,903

(15,773)
-

-

19,752,846
1,323,922
551,903

21,041

1,598

817

2,415

23,456

-

-

-

-

-

-
- - - - 551,903
-
1,875,825
$
3,329,183

1,868,661

2,403,968

756,891
(336,233)
(15,773)
21,628,671

$ 3,329,183
-
-



2,076,279
-
-



2,953,134
-
-



903,909
-
-

(511,344)
-
74,319



(37,946)
-

-


22,074,564
479,696
74,319
- - - - 74,319
-
554,015
- - - - - - (2,829,806)
$
3,329,183

2,076,279

2,953,134

903,909
(437,025)
(37,946)

19,798,773

(The accompanying notes are an integral part of the consolidated financial statements) Managerial Officer: En-Xiang Guan

Accounting Manager: Sara Yen

Chairman: Ding-Yu Dong

6

Reviewed only, not audited with auditing standards ELITE MATERIAL CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

From January 1 to March 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile:
Depreciation expense
Amortization expense
(Reversal of) expected credit impairment loss
Net gains on financial assets or liabilities at fair value through profit or loss
Interest expenses
Total interest income
Loss on disposal of property, plant and equipment
Bond discounted amortized interest expense
Total adjustments to reconcile
Changes in operating assets and liabilities:
Changes in operating assets:
Note receivable
Accounts receivable
Other receivables
Inventory
Other current assets
Other non-current assets
Total changes in operating assets
Changes in operating liabilities:
Accounts payable
Other payables
Other current liabilities
Other non-current liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow generated from operations
Interest received
Interest paid
Income taxes paid
Net Cash flows from operating activities
Cash flows from (used in) investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Acquisition of property, plant and equipment
Proceed from disposal of property, plant and equipment
Acquisition of intangible assets
Refundable deposits paid
Net cash flows used in investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Long-term loan
Repay long-term loan
Guarantee deposits and margins received
Payment of lease liabilities
Net cash flows from financing activities
Effect of exchange rate fluctuations on cash held
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
January 2023 to
March 2023
January 2022 to
March 2022

1,668,467

185,494

9,258

(185)

-

31,809

(10,862)

69

-
$ 729,039
263,916
11,413
313
(6,238)
62,403
(21,440)
1,624
9,186

321,177


215,583

75,132
1,842,037
(1,677)
249,573
(80,342)
60,022



30,767

366,900

109,355

144,931

(15,909)

(5,444)

2,144,745



630,600

(556,261)
31,213
(29,779)
(34,378)



(505,135)

63,699

(3,593)

46,673

(589,205)



(398,356)

1,555,540



232,244

1,876,717



447,827

2,605,756
19,402
(60,734)
(473,242)



2,116,294

9,287

(28,949)

(301,887)

2,091,182



1,794,745

-
(964,093)
30
(2,659)
(1)


(20,244)

(1,669,825)

-

(16,835)

(78)

(966,723)



(1,706,982)

2,305,951
514,688
(24,369)
(481)
(3,254)



1,315,171

120,329

-

2,052

(2,903)

2,792,535



1,434,649

52,988
3,969,982
10,443,618



203,760

1,726,172

6,642,069

$
14,413,600



8,368,241

(The accompanying notes are an integral part of the consolidated financial statements) Chairman: Ding-Yu Dong Managerial Officer: En-Xiang Guan Accounting Manager: Sara Yen

7

Reviewed only, not audited with auditing standards ELITE MATERIAL CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS First Quarter of 2023 and 2022

(Unless otherwise stated, all amounts are in thousands of NTD)

I. Company history

Elite Material Co., Ltd. (hereinafter referred to as “The Company”) was established on March 24, 1992, with the MOEA approval to manufacture and sale of copper foil substrates, special chemicals for the electronic industry and raw materials for electronic components, semi-finished products, and finished products where the main source of operating income is the manufacture and sale of printed circuit substrates and adhesive sheets.

On October 3, 1996, the Company was approved to be listed on the OTC stock trading, and the stock was officially listed for trading on December 26 of the same year; The Company was approved on October 22, 1998 and officially listed on TSWE on November 27 of the same year. The registration address is at No.18, Datong 1st Rd., Guanyin Dist., Taoyuan City 328, Taiwan (R.O.C.)

II. Dates and procedures for the financial statement approval

The financial statements were approved by the Company’s Board of Directors on April 26, 2023.

III. Application of new and revised standards, amendments, and interpretations

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

The application of the amendments to the IFRSs from January 1, 2023, did not have any material impact on the Company’s financial statement:

  • Amendments to IAS 1 - Disclosure of Accounting Policies

  • Amendments to IAS 8 - Definition of Accounting Estimates

  • Amendments to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction

  • (II) New IFRSs in issue but not yet endorsed and issued into effect by the FSC

  • The consolidated company does not anticipate that the following newly issued and amended standards, which have not yet been endorse, will have a material impact on the consolidated financial statements.

  • Amendments to IFRS 10 and IAS 28 - Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

  • Amendments to IFRS 17 and IFRS 17 - Insurance Contracts

  • Amendments to IAS 1 - Classification of Liabilities as Current or Non-Current

8

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

  • Amendments to IAS 1 - Non-current Liabilities with Covenants

  • Amendments to IFRS 17 - Initial Application of IFRS 17 and IFRS 9 - Comparative Information

  • Amendments to IFRS 16 - Lease Liability in a Sale and Leaseback

IV. Summary of significant accounting policies

  • (I) Statement of compliance

  • This consolidated financial statements has been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as the “Regulations”) and the IAS 34 “Interim Financial Reporting” endorsed and issued by the FSC. This consolidated financial statements does not include all necessary information to be disclosed in the entire annual consolidated financial statement prepared in accordance with the IFRS, IAS, Interpretations endorsed and issued by the FSC (hereinafter referred to as the “IFRS endorsed by the FSC”).

The significant accounting policies adopted in this consolidated financial statements are the same as those in the 2022 consolidated financial statements. For relevant information, please refer to Note 4 to the 2022 consolidated financial statements.

  • (II) Consolidation basis

  • Subsidiaries included in the consolidated financial statements Subsidiaries included in this consolidated financial statements include:

Investment
company
Nature of business
Subsidiary

Shareholding percentage
March 31,
2023
December
31, 2022
March 31,
2022
Description
The Company
EMC OVERSEAS
HOLDING
INCORPORATED
Investment
The Company
Grand Wuhan
Incorporated
Investment
100.00%
100.00%
100.00% It was established in the
British Virgin Islands in
July 1996 and as of the end
of March 2023, the paid-in
capital was USD 36,257
thousand.
100.00%
100.00%
100.00% It was established in the
Cayman Islands in January
2018 and as of the end of
March 2023, the paid-in
capital was USD 20,020
thousand.

9

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

The Company EMC Investment 100.00% 100.00% 100.00% It was established in the
INTERNATIONAL Cayman Islands in July
HOLDING 2020 where the investment
INCORPORATED of equity capital taken
place in December 2020,
and as of the end of March
2023, the paid-in capital
was USD 27,042 thousand.
EMC OVERSEAS Grand Zhuhai Investment 100.00% 100.00% 100.00% It was established in the
HOLDING Incorporated Cayman Islands in April
INCORPORATED 2004 and as of the end of
March 2023, the paid-in
capital was USD 34,618
thousand.
Grand Zhuhai Grand Shanghai Investment 100.00% 100.00% 99.79% It was established in the
Incorporated Incorporated British Virgin Islands in
May 1997 and as of the
end of March 2023, the
paid-in capital was USD
18,200 thousand.
Grand Zhuhai Grand Zhongshan Investment 100.00% 100.00% 100.00% It was established in the
Incorporated Incorporated British Virgin Islands in
2004 and as of the end of
March 2023, the paid-in
capital was USD 16,437
thousand.
Grand Shanghai Elite Electronic Manufacturing of 100.00% 100.00% 100.00% It was established in
Incorporated Material (Kunshan) Prepreg and Copper Kunshan Economic &
Co., Ltd (Mainland Clad Laminate for Technological
China) PCB Development Zone,
Jiangsu Province, China in
September 1997 and as of
the end of March 2023, the
paid-in capital was USD
63,200 thousand.

10

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Grand Zhongshan Elite Electronic Manufacturing of 100.00% 100.00% 100.00% It was established in
Incorporated Material (Zhongshan) Prepreg and Copper Zhongshan Torch
Co., Ltd (Mainland Clad Laminate for Development Zone,
China) PCB Guangdong Province,
China in July 2004 and as
of the end of March 2023,
the paid-in capital was
USD 20,200 thousand.
Grand Wuhan Elite Electronic Manufacturing of 100.00% 100.00% 100.00% It was established in
Incorporated Material (Huangshi) Prepreg and Copper Economic and
Co., Ltd (Mainland Clad Laminate for Technological
China) PCB Development Zone in
Huangshi, China in March
2008 and as of the end of
March 2023, the paid-in
capital was USD 20,000
thousand.
EMC EMC SPECIAL Investment 100.00% 100.00% 100.00% It was established in the
INTERNATIONAL APPLICATION Cayman Islands in August
HOLDING INCORPORATED 2020 where the investment
INCORPORATED of equity capital taken
place in December 2020,
and as of the end of March
2023, the paid-in capital
was USD 26,255 thousand.
EMC EMC USA HOLDING Investment 100.00% 100.00% 100.00% It was invested in 100%
INTERNATIONAL INCORPORATED equity by EMC
HOLDING INTERNATIONAL
INCORPORATED HOLDING
INCORPORATED in
December 2021 and as of
the end of March 2023, the
paid-in capital was USD
732 thousand.
EMC SPECIAL EMD SPECIALTY Manufacturing of 100.00% 100.00% 100.00% It was invested in 100%
APPLICATION MATERIALS, LLC Prepreg and Copper equity by EMC SPECIAL
INCORPORATED Clad Laminate for APPLICATION
PCB INCORPORATED in
December 2020.

11

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

  1. Subsidiaries not included in the consolidated financial statement: None.

  2. (III) Income tax

The Consolidated Company measures and discloses the income tax expense for the interim period in accordance with IAS 34 Appendix B12, “Interim Financial Reporting”. Income tax expense is measured by multiplying the net profit before tax for the interim reporting period by management’s best estimate of the expected effective tax rate for the full year and is fully recognized as current income tax expense.

Where income tax expense is recognized directly in equity or other comprehensive profit and loss items, it is measured at the tax rate that is expected to be applicable when realized or settled on temporary differences between the carrying amounts of related assets and liabilities for financial reporting purposes and their tax basis.

  • (IV) Employee benefits

The defined benefit plan pension during the interim period is calculated based on the determined pension cost rate on the reporting date of the previous year, from the beginning of the year to the end of the current period where adjustments are made for significant market fluctuations after the closing date, as well as significant reductions, liquidations, or other significant one-off events.

  • V. Major sources of uncertainty in significant accounting judgments, estimations, and assumptions

When the management prepares this consolidated financial statements in accordance with the preparation standards and the IAS 34 “Interim Financial Reporting” approved by the FSC, it must make judgments, estimations, and assumptions, which will affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from estimations.

During the preparation of the consolidated financial statement, the significant judgments made by the management in adopting the accounting policies of the consolidated company and the main sources of estimation uncertainty are consistent with Note 5 to the 2022 Consolidated Financial Statement.

VI. Description of significant accounting items

Except for the following, there is no significant difference between the description of significant accounting items in this consolidated financial statement and the 2022 Consolidated Financial Statement. For relevant information, please refer to Note 6 to the 2022 Consolidated Financial Statement.

  • (I) Cash and cash equivalents

12

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Cash
Demand deposits
Time deposits
Cash equivalents
Cash and cash equivalents shown
in the consolidated statement of
cash flows
(II)
Financial assets at fair value through
Equity instruments at fair value
through other comprehensive
income:
Foreign unlisted company
shares (preferred shares) -
Technica USA
March 31,
2023
$ 573
11,503,857
1,372,076
1,537,094
December 31,
2022

522

8,643,269

254,714

1,545,113
March 31,
2022

530

6,656,848

900,864

809,999

$
14,413,600



10,443,618



8,368,241


March 31,
2022
20,667
  1. Investments in equity instruments at fair value through other comprehensive income The equity instrument investments held by the consolidated company are long-term strategic investments not held for trading purposes, so they have been designated to be measured at fair value through other comprehensive gains and losses. The consolidated company did not dispose of its strategic investments from January 1 to March 31, 2023 and 2022, and the accumulated profits and losses during this period were not transferred in equity.

  2. For credit risk and market risk information, please refer to Note 6 (21).

  3. None of the above financial assets are guaranteed for long-term borrowings and the amount of financing.

(III) Note receivable and accounts receivable

Notes Receivable - resulting from
operating activities
Accounts Receivable - measured at
amortized cost
March 31,
2023
$ 138,392
9,681,303
December 31,
2022

213,032

11,475,143
March 31,
2022

117,285

13,205,401

13

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Less: loss allowances (5,331)
$
9,814,364

(5,040)

(4,558)



11,683,135



13,318,128

The consolidated company used the simplified approach to estimate expected credit losses on March 31, 2023 and 2022 for all note and accounts receivables which is measured using lifetime expected credit losses. For this measurement, these notes and accounts receivable are grouped by a common credit risk characteristic that represents the customer’s ability to pay all amounts due in accordance with the terms of the contract with the forward-looking information included. The expected credit loss analysis of the consolidated company’s note receivable and accounts receivable is as follows:

Not past due
Less than 30 days past due
31~120 days past due
More than 121 days past due
March 31, 2023 March 31, 2023 Allowance for
lifetime
expected
credit losses
4,471
60
164
636
Carrying
amount of
accounts
receivable
$ 9,649,319
145,445
18,569
6,362
Weighted
average
expected
credit loss

0.05%

0.04%

0.88%

10.00%

$
9,819,695
5,331
Not past due
Less than 30 days past due
31~120 days past due
More than 121 days past due
Not past due
Less than 30 days past due
December 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 11,572,071
0.04%
4,301
97,689
0.01%
6
18,415
3.98%
733
-
-
-
$
11,688,175
5,040
March 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 13,110,480
0.03%
4,352
199,720
0.05%
93
December 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 11,572,071
0.04%
4,301
97,689
0.01%
6
18,415
3.98%
733
-
-
-
$
11,688,175
5,040
March 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 13,110,480
0.03%
4,352
199,720
0.05%
93
December 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 11,572,071
0.04%
4,301
97,689
0.01%
6
18,415
3.98%
733
-
-
-
$
11,688,175
5,040
March 31, 2022
Carrying
amount of
accounts
receivable
Weighted
average
expected
credit loss
Allowance for
lifetime
expected
credit losses
$ 13,110,480
0.03%
4,352
199,720
0.05%
93
5,040

Allowance for
lifetime
expected
credit losses
4,352
93
Carrying
amount of
accounts
receivable
$ 13,110,480
199,720
Weighted
average
expected
credit loss

0.03%

0.05%

14

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

31~120 days past due
More than 121 days past due
12,486
0.91%
-
-
$
13,322,686
113
-
4,558

Changes in lose allowance for note receivable and accounts receivable of the consolidated company is as follows:

company is as follows:
Opening Balance
(Reversal of) recognized impairment loss
Foreign currency exchange gains and losses
Ending balance
January 2023 to
March 2023
January 2022
to March 2022

4,635

(185)

108
$ 5,040
313
(22)

$
5,331


4,558

(IV) Other receivables

Claims receivable
Other receivables
Less: loss allowances
March 31,
2023
December 31,
2022

-

49,423
-
March 31,
2022
-

56,170
-
$ 537,959
64,538
-
$
602,497

49,423

56,170

The above-mentioned other receivables are expected to have no expected credit loss due to default events during the duration based on historical experience, so the expected credit loss rate is estimated to be zero.

A fire accident occurred on January 15, 2023, please refer to Note 6 (20) and Note 10 for details.

(V) Inventory

Raw material
Goods-in-process
Finished goods
March 31,
2023
December 31,
2022

2,831,081

238,474

1,166,353
March 31,
2022

3,455,084

284,733

1,736,309
$ 2,358,544
241,266
1,128,046
$
3,727,856



4,235,908



5,476,126

The breakdown of operating costs of the Consolidated Company is as follows:

Cost of goods sold
Loss for market price decline and obsolete and
January 2023 to
March 2023
January 2022
to March 2022

7,484,005

12,379
$ 5,841,110
(5,863)

15

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

slow-moving inventories (Gain from price recovery)
Revenue from sale of scraps
Total
(48,162)
(55,770)

$
5,787,085



7,440,614

As of March 31, 2023, December 31, 2022, and March 31, 2022, the consolidated company’s inventory had not been provided as a pledge.

Loss for market price decline and obsolete and slow-moving inventories are because the inventory is slow-moving, outdated, or unusable, and the net realizable value of the inventory is lower than the cost as operating costs; in addition, the inventory market price decline and slow-moving recovery profit are due to the unrecognized scrapped or disposed inventories which previously net realizable value are lower than the cost. As a result, the net realizable value of inventories is increased, and a deduction of operating costs is recognized.

On January 15, 2023, the Company's inventory of NTD 271,522 thousand was derecognized due to a fire accident, which was listed under the non-operating income and expenses - other gains and losses. For relevant descriptions, please refer to Note 6 (20) and Note 10.

(VI) Property, plant and equipment

The details of the cost and change on depreciation for property, plant, and equipment of the consolidated company from January 1 to March 31, 2023 and 2022 are as follows:

Cost or deemed cost:
Balance as of January 1, 2023
Addition (including interest
capitalization)
Disposal
Reclassification
Impact from change in
exchange rate
Balance as of March 31, 2023
Balance as of January 1, 2022
Addition (including interest
capitalization)
Disposal
Reclassification
Impact from change in
exchange rate
Land
$ 2,537,243
-
-
-
-
$ 2,537,243
$ 470,621
-
-
-
-
Property
and building

4,107,905
-
(143,564)
557,375
18,389
Equipment

9,791,703
-
(521,457)

124,005

36,035
9,430,286
7,948,500
-
(9,355)

12,044

193,003
Other
2,961,423
-

(56,296)

187,849
10,777
Unfinished
works and
equipment to
be inspected

3,520,330
962,916

(105,813)

(869,229)
15,641
3,523,845

2,622,734
1,678,152

-

(102,381)
116,376
Total

22,918,604

962,916

(827,130)

-
80,842
4,540,105 3,103,753 23,135,232


2,786,073
-
-
26,866
71,831

2,179,534
-

(805)

63,471
54,045


16,007,462

1,678,152
(10,160)

-
435,255

16

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Balance as of March 31, 2022
Depreciation and impairment
losses:
Balance as of January 1, 2023
Depreciation for the year
Disposal
Impact from change in
exchange rate
Balance as of March 31, 2023
Balance as of January 1, 2022
Depreciation for the year
Disposal
Impact from change in
exchange rate
Balance as of March 31, 2022
Book value:
January 1, 2023
March 31, 2023
January 1, 2022
March 31, 2022
$
470,621
$ -
-
-
-
$
-
$ -
-
-
-
$
-
$ 2,537,243
$ 2,537,243
$
470,621
$
470,621
2,884,770
8,144,192
5,527,029

127,361
(443,733)

18,562

5,229,219
5,173,292

95,325
(9,355)

116,290

5,375,552

4,264,674

4,201,067

2,775,208

2,768,640
2,296,245 4,314,881

-

-

-
-
-

-

-

-
-
-
3,520,330
3,523,845
2,622,734
4,314,881
18,110,709

1,244,293
47,710
(89,627)
4,118

1,467,404

81,902

(43,749)
4,591

8,238,726
256,973
(577,109)
27,271
1,206,494 1,510,148 7,945,861

1,098,834
31,020
-
24,792

1,266,754

52,593

(736)
29,563

7,538,880
178,938
(10,091)
170,645
1,154,646 1,348,174 7,878,372

2,863,612

1,494,019

14,679,878

3,333,611

1,593,605

15,189,371

1,687,239

912,780

8,468,582

1,730,124

948,071

10,232,337

On March 31, 2023, December 31, 2022, and March 31, 2022, the property, plant, and equipment of the consolidated company were not provided as guarantees for bank loans and pledges of financing lines.

Due to operational needs, the consolidated company purchased industrial land in 2021. The total contract price was NTD 2,160,000 thousand. The price had been paid in full in 2022, and the contract and transfer were completed in May 20, 2022.

To expand production capacity and cooperate with the local government’s relocation plan,

the consolidated company purchased relevant equipment and conducted further construction. Please refer to Note 9 (1) for the relevant major engineering contracts. Please refer to Note 6 (20) for capitalized interest.

(VII) Right-of-use assets

The cost and depreciation of the land leased by the consolidated company are detailed as follows:

Cost of right-of-use assets:
Balance as of January 1, 2023
Impact from change in exchange rate
Balance as of March 31, 2023
Land
$ 362,629
1,892
Property and
building

348,903
(2,954)
Total

711,532

(1,062)
710,470

$
364,521

345,949

17

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Balance as of January 1, 2022
Impact from change in exchange rate
Balance as of March 31, 2022
Depreciation and impairment losses on
right-of-use assets:
Balance as of January 1, 2023
Depreciation
Impact from change in exchange rate
Balance as of March 31, 2023
Balance as of January 1, 2022
Depreciation
Impact from change in exchange rate
Balance as of March 31, 2022
Book value:
January 1, 2023
March 31, 2023
January 1, 2022
March 31, 2022
$ 357,364
13,327

314,479
10,737

671,843

24,064
695,907

102,356

6,943

-
109,299

71,654

6,556

2,752
80,962
609,176
601,171
600,189
614,945

$
370,691

325,216

$ 62,482
2,006
332


39,874

4,937
(332)
$
64,820

44,479

$ 53,684
2,005
2,044


17,970

4,551
708

$
57,733
23,229

$
300,147

309,029

$
299,701

301,470

$
303,680

296,509

$
312,958

301,987

On March 31, 2023, December 31, 2022, and March 31, 2022, the consolidated company’s land use rights were not provided as guarantees for bank loans and the amount of financing.

(VIII) Short-term borrowings

Unsecured bank loan
Unused short-term credit lines
Interest rate range
March 31,
2023
December 31,
2022
5,209,815
13,206,472
3.00%~5.81%
March 31,
2022
4,000,191
10,940,841
0.56%~3.85%
$
7,545,577

$
10,905,337

3.00%~6.55%

Please refer to Note 6 (21) for information on exposure to interest rate, foreign currency and liquidity risks of the consolidated company.

(IX) Short-term notes payable

Commercial Paper Payable
Less: Unamortized discount
March 31,
2023
December 31,
2022
-
-
March 31,
2022
200,000
-
$ -
-

18

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Net value
Interest rate range
$
-
$
-
- 200,000
0.59%~0.66%
- -

Please refer to Note 6 (21) for information on exposure to interest rate, foreign currency and liquidity risks of the consolidated company.

(X) Long-term borrowings

The detail of the consolidated company’s long-term borrowings is as follows:

Unsecured bank loan
Less: Amount due within one year
Total
Unused short-term credit lines
Interest rate range
Due year
March 31,
2023
December 31,
2022

1,005,789

(89,657)
March 31,
2022

970,754

(196,429)
$ 1,502,851
(646,353)

$
856,498



916,132



774,325

$
5,687,811



6,021,262



7,049,261

3.60%~4.35%
2023~2025


3.60%~4.35%
2023~2025


0.80%~4.35%
2022~2024

Please refer to Note 6 (21) for information on exposure to interest rate, foreign currency and liquidity risks of the consolidated company.

(XI) Unsecured convertible bonds

Bond issuance amount
Unamortized balance of discounted corporate
bonds payable
Ending balance of corporate bonds payable
Embedded derivative financial instruments -
call-back and repurchase rights (presented as
financial liabilities at fair value through profit
or loss)
Equity component - conversion right (reported
in capital surplus - subscription right)
March 31,
2023
December 31,
2022

3,465,300

(163,160)
March 31,
2022

-

-
$ 3,465,300
(153,974)

$
3,311,326



3,302,140


-


$
17,326



23,564


-

$
207,618



207,618


-

19

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Embedded derivative financial instruments - remeasurement of
call-back and repurchase at fair value through profit and loss
(presented in the non-operating income and expense in financial
assets (liabilities) at fair value through profit or loss)
Interest expenses
January 2023 to
March 2023
$
6,238
January 2022
to March 2022

-

$
9,186


-

The Company issued 5th 5-year unsecured convertible bonds with a coupon rate of 0% on April 25, 2022, with a total amount of NTD 3,465,300 thousand, issued at 101% of the face value. The actual debt amount was NTD 3,499,953 thousand. The maturity date is April 25, 2027, and the bond discount rate is 1.3057%. Thirty days before the 3-year issuance date, the creditor may request the Company to redeem the convertible bonds held by the Company in cash at the denomination of the bond. The conversion price of convertible bonds shall be handled in accordance with the Company’s issuance agreement.

  1. Repayment date and method: Except for those that are converted into common shares of the Company in advance, or called-back by the Company or repurchased by bond holders in advance, the principal will be repaid in cash in one lump sum upon maturity.

  2. Conversion prices and the adjustments: The conversion price at the time of issuance is set at NTD 263 per share. In the events of a change in the total number of common shares of the Company, allotment of cash dividends on common shares, a conversion price lower than the current price per share, or reissue of common shares conversion rights, adjustment shall be made. As the Company takes September 2, 2022 as the base date for dividend distribution, according to the provisions of Article 11 of the Company’s 5th domestic unsecured convertible corporate bond issuance and conversion methods, the adjustment conversion price is adjusted from NTD 263 to NTD 246.8. This bond does not have reset feature.

  3. The call-back right of the Company for the convertible corporate bonds:

  4. (1) From the day after the issuance of the convertible corporate bonds for three months to 40 days before the maturity date:

    • A. If the closing price of the Company’s common shares exceeds 30% of the current conversion price for 30 consecutive business days;

    • B. If the outstanding balance of the convertible corporate bonds converted

20

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

by the Company per the requests of the bond holders is less than 10% of total initial issue amount;

The Company may delivery a “Notice to call back bonds” due in 30 days through registered mails (the aforesaid period starts from the date when the Company sends the notice, and the expiry date of the period is the base date for bond call back), and send a letter to TPEX for announcement and call back the current convertible corporate bonds in cash at face value within five business days after the bond call back base date which shall not fall within the period in which the conversion of the convertible corporate bonds is suspended.

  • (2) The Yield to Call are as follows: From the day after the issuance of the convertible corporate bonds for three months to 40 days before the maturity date, call back by cash at par value.

  • (3) If the bond holders fails to provide a written response to the Company’s agency before the bond call-back date stated in the “Notice to call back bonds” (which takes effect when it is served, and the postmark date for registered mail shall be used as the basis for call-back date), the Company will call-back the bonds in cash within five business days after the bond call back date.

  • The bond holders’ right of repurchase:

  • 30 days before the 3-year issuance date, the bond holder may request the Company to call-back the convertible bonds held by the Company in cash at par value. The conversion price of convertible bonds shall be handled in accordance with the Company’s issuance agreement. The Company accepts the repurchase request and shall call-back the convertible bonds in cash within five business days after the repurchase date.

Please refer to Note 6 (21) for information on exposure to interest rate, foreign currency and liquidity risks of the consolidated company.

  • (XII) Lease liabilities

The carrying amounts of the consolidated company’s lease liabilities are as follows:

Current
Non-current
March 31,
2023
$
12,599
December 31,
2022

12,834
March 31,
2022

12,098

$
304,971



310,732



298,536

For maturity analysis, please refer to Note 6 (21) Financial Instruments. The amounts recognized in profit or loss are as follows:

21

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Interest expense on lease liability
Expense on short-term lease
The amounts recognized in the statement of cash flows
Total cash outflow from lease
Interest expense on lease liability
Expense on short-term lease
The amounts recognized in the statement of cash flows
Total cash outflow from lease
January 2023
to March 2023
$
2,579
January 2022
to March 2022

2,473

$
11,816



9,882

are as follows:
January 2023 to
March 2023
$
17,649


January 2022
to March 2022

15,258
  1. Leasing of houses and buildings

On January 1, 2021, the consolidated company leased houses and buildings as plants and offices for a period of 17.5 years. When the lease term expires, the consolidated company has no preferential purchasing right to the lease.

  1. Other leases

The lease period of office equipment and transportation equipment leased by the consolidated company is usually one year, and these leases are short-term or low-value leases. The consolidated company selects applicable exemption from recognition of the relevant right-of-use assets and lease liabilities.

(XIII) Other non-current liabilities

Prepayments
Guarantee deposits and margins
received
Total
March 31,
2023
December 31,
2022

456,527

18,807
March 31,
2022

478,566

19,637

498,203
$ 424,427
18,361

$
442,788



475,334

Due to the relocation of the Kunshan Youbi Factory, the consolidated company received an advance payment of NTD 319,208 thousand, NTD 347,978 thousand and NTD 355,714 thousand on March 31, 2023, December 31, 2022, and March 31, 2022 respectively. Please refer to Note 9 (2) for details.

  • (XIV) Employee benefits

  • Defined benefit plans

Since there were no major market fluctuations, major reductions, liquidations, or other major one-off events after the reporting date of the previous year, the consolidated company adopted the actuarially determined pensions on December 31, 2022 and 2021 and disclose the pension costs for interim periods.

22

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

The details of the consolidated company’s reported expenses are as follows:
January 2023
to March 2023
January 2022
to March 2022
Operating costs
$ -
2,324
Total selling expenses
-
127
Total administrative expenses
-
592
Total research and development expenses
-
363
$
-
3,406
The details of the consolidated company’s reported expenses are as follows:
January 2023
to March 2023
January 2022
to March 2022
Operating costs
$ -
2,324
Total selling expenses
-
127
Total administrative expenses
-
592
Total research and development expenses
-
363
$
-
3,406
The details of the consolidated company’s reported expenses are as follows:
January 2023
to March 2023
January 2022
to March 2022
Operating costs
$ -
2,324
Total selling expenses
-
127
Total administrative expenses
-
592
Total research and development expenses
-
363
$
-
3,406
The details of the consolidated company’s reported expenses are as follows:
January 2023
to March 2023
January 2022
to March 2022
Operating costs
$ -
2,324
Total selling expenses
-
127
Total administrative expenses
-
592
Total research and development expenses
-
363
$
-
3,406
$
-
3,406
  1. Determined appropriation plan The consolidated company has determined the pension expenses under the appropriation method as follows, which have been appropriated to the Bureau of Labor Insurance:
Operating costs
Total selling expenses
Total administrative expenses
Total research and development expenses
Total
January 2023
to March 2023
$ 36,999
2,729
4,562
3,333
January 2022
to March 2022

39,460

2,789

3,972

2,944

$
47,623



49,165

(XV) Income tax

The detail of the consolidated corporate income tax expense is as follows:

Current income tax expense
Current tax expense recognized in the current year
Incometax adjustmentson prior years
Deferred income tax expense
Occurrence and reversal of temporary differences
Income tax expenses
January 2023 to
March 2023
$ 244,654
83
January 2022
to March 2022

251,336

-
244,737
251,336

4,606



91,611

$
249,343



342,947

The details of income tax (expense) gains and losses recognized by the consolidated company under other comprehensive income are as follows:

Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign financial
January 2023 to
March 2023

$
(18,580)
January 2022
to March 2022

(137,976)

23

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

statements

The income tax settlement declaration of the profit-seeking enterprise of the consolidated company has been approved by the tax collection authority until 2020.

  • (XVI) Capital and other equity

Except for the following, there was no significant change in the capital and other equity of the consolidated company from January 1 to March 31, 2023 and 2022. For relevant information, please refer to Note 6 (16) to the 2022 Consolidated Financial Statement.

  1. Issuance of common stock

  2. On March 31, 2023, December 31, 2022, and March 31, 2022, the Company’s total rated share capital was NTD 6,000,000 thousand. The face value of each share is NTD 10 with 600,000 thousand shares. The issued common shares are all 332,918 thousand shares, and all share price on the issued shares have been received.

  3. Capital surplus

The balance of the Company’s capital surplus is as follows:

Additional paid-in capital in
excess of par - common stock
Additional paid-in capital in
excess of par - convertible
bond
Conversion right
March 31,
2023
$ 95,627
1,773,034
207,618
December 31,
2022

95,627

1,773,034

207,618
March 31,
2022

95,627

1,773,034

-

$
2,076,279



2,076,279


1,868,661
  1. Retained earnings

  2. According to the Company’s Articles of Association, where the Company made profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside 10% as legal reserve 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 bonus to shareholders. But if the Company’s legal reserve equals to or exceeds paid-in capital, this restriction does not apply.

On May 26, 2022, the shareholders' meeting resolved the Company’s dividends and

24

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

bonuses distributed in cash in whole or in part of the legal reserve and capital surplus are authorized by the Board of Directors meeting attended by more than 2/3 of the Directors with a simple majority of the Directors in session and reported to the General Meeting of Shareholders.

To consider the characteristics of industrial growth and improve the Company’s financial structure, the annual earning distribution may not be made if the year in which the loss occurs, and the dividend policy will give priority to the Company’s future development, financial status, and shareholders’ remuneration where stock dividends will be distributed in consideration of the Company’s future capital expenditure budget to retain the required cash. The rest will be distributed to shareholders in the form of cash dividends, provided that the distribution of cash dividends shall not be less than 20% of the total distributed dividends.

The earning distribution shall be appropriated with adding 10%-70% of the distributable earning after accumulating undistributed earnings in the past after setting aside various reserves.

  • (1) Legal reserve

  • The Company shall set aside 10% of the net profit after tax as legal reserve of the remaining profit until it equals the total capital. When the Company has no losses, it may, upon a resolution of the shareholders’ meeting, distribute legal reserve by issuing new shares or by cash, but only the portion of legal reserve which exceeds 25% of the paid-in capital may be distributed.

  • (2) Earnings Distribution

  • The Board of Directors proposed the 2022 earnings distribution proposal on February 23, 2023, and the resolution in the 2021 earnings distribution proposal was approved on annual general shareholders’ meeting on May 26, 2022. The amount of the owner’s dividend is as follows:

Dividends distributed to owners of common
stock:
Cash
2022
$
2,829,806
2021

3,329,183
  1. Other equity (net post-tax)

25

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

January 1, 2023
Exchange differences arising on translation
of foreign operations
Balance as of March 31, 2023
January 1, 2022
Exchange differences arising on translation
of foreign operations
Balance as of March 31, 2022
Exchange
differences on
translation of
foreign financial
statements
$ (511,344)
74,319
Equity
instrument
investment
losses measured
at fair value
through other
comprehensive
income

(37,946)

-
Total

(549,290)
74,319
$
(437,025)

(37,946)

(474,971)

$ (888,136)
551,903



(15,773)

-



(903,909)
551,903
$
(336,233)

(15,773)

(352,006)

(XVII) Earnings per share

The basic EPS and diluted EPS of the consolidated company are calculated as follows:

Earnings per share - basic
Net income attributable to common shareholders of the Company
Common stock outstanding as of January 1
Weighted Average Number of Common Stocks Outstanding as of
March 31
Earnings per share - basic
Earnings per share - diluted
Net profit attributable to the Company for the period
Amount of after-tax effect of relevant gains and losses on convertible
bonds
Net income attributable to common shareholders of the Company
(With the effect of dilutive potential common shares)
Weighted average number of common shares outstanding
Effect of Potential Dilutive Common Shares
The impact on employee bonuses
Effect of Convertible Corporate Bond Conversion
January 2023 to
March 2023
January 2022 to
March 2022

1,323,922
$
479,696

332,918



332,918

332,918



332,918

$
1.44



3.98
$ 479,696

2,358

1,323,922

-

$
482,054


1,323,922

332,918
672
14,041



332,918

581

-

26

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Weighted average number of common shares outstanding (With the
effect of dilutive potential common shares)
Earnings per share - diluted
347,631
333,499

$
1.39



3.97

(XVIII)Revenue from customer contracts

  1. Breakdown of income
Key Market Region:
Taiwan
China
Other countries
Key products:
Prepreg
Copper Clad
Laminate
Mass Lamination
boards
Other
Key Market Region:
Taiwan
China
Other countries
Key products:
Prepreg
Copper Clad
Laminate
January 2023 to March 2023 January 2023 to March 2023 Total

1,101,344

5,256,283

1,001,500
Domestic
department

$ 1,078,144
216,522
725,441
Foreign
department

367,605

6,435,350

308,307
Adjustment
and write off

(344,405)

(1,395,589)

(32,248)

$
2,020,107



7,111,262



(1,772,242)



7,359,127

$ 723,347
962,658
105,411
228,691



2,939,883

4,130,043

-

41,336



(650,177)

(875,593)
-

(246,472)



3,013,053

4,217,108
105,411

23,555

$
2,020,107



7,111,262



(1,772,242)



7,359,127



January 2022 to March 2022


Total

1,367,771

7,702,703
847,986
Domestic
department

$ 1,350,304
231,745
615,492
Foreign
department

25,121

9,050,373

232,494
Adjustment
and write off

(7,654)

(1,579,415)

-

$
2,197,541



9,307,988


(1,587,069)


9,918,460

$ 916,176
921,778



3,723,456

5,529,676



(504,417)

(829,728)



4,135,215

5,621,726

27

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Mass Lamination
boards
Other
141,852
217,735

-

54,856
-

(252,924)
141,852

19,667

$
2,197,541



9,307,988



(1,587,069)



9,918,460

(XIX) Remuneration to the employees and directors

In accordance with the Company’s Articles of Association, when there is profit in the annual closing, the employee’s remuneration shall not be less than 3% and the director’s remuneration shall not be higher than 1.2%. However, when the Company still has accumulated losses, it should reserve the profit to make up for the loss. In addition, when employee remuneration is distributed in stock or cash, the recipients of the payment include employees of subsidiaries that meet certain conditions

The estimated figure of the Company’s employees’ remuneration from January 1 to March 31, 2023 and 2022 were NTD 20,425 thousand and 44,991 thousand respectively, and the estimated amount of directors’ remuneration was NTD 4,425 thousand and 14,997 thousand respectively which is estimated based on the pre-tax net profit for each period before deducting employee and directors’ remuneration multiplied by the distribution of employee and director’s remuneration percentage stipulated in the Company’s Articles of Association. The employee’s remuneration is reported as the operating costs or expenses from January 1 to March 31, 2023 and 2022. If there is a difference between the actual distribution amount in the next year and the estimated figure, it will be handled according to the change in accounting estimates, and the difference will be recognized as the profit and loss of the next year.

The Company’s employee remuneration in 2022 and 2021 was NTD 172,916 thousand and 189,120 thousand respectively, and the amount of directors’ remuneration was NTD 37,465 thousand and 63,040 thousand respectively. There is no difference between the amount of employee remuneration and director’s remuneration in 2022 and 2021 and the actual distribution and the relevant information can be inquired at the MOPS.

(XX) Non-operating income and expenses

  1. Total interest income

The details of interest income of the consolidated company from January 1 to March 31, 2023 and 2022 are as follows:

Bank deposit interest January 2023 to
March 2023
January 2022
to March 2022

10,862
$
21,440

28

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

2. Other gains and losses

The details of other profits and losses of the consolidated company from January 1 to March 31, 2023 and 2022 are as follows:

Foreign currency exchange (loss) gain
Gains of Financial liabilities at FVTPL
Loss on disposal of property, plant and equipment
Disaster loss
Claim receipts
Other gains
Other gains and losses, net
January 2023 to
March 2023
$ (2,210)
6,238
(1,624)
(537,959)
537,959
7,630
January 2022
to March 2022

23,189

-

(69)

-

-

15,302

38,422

$
10,034

3. Finance costs

The details of financial cost of the consolidated company from January 1 to March 31, 2023 and 2022 are as follows:

Interest expenses
Less: capitalized interest
January 2023 to
March 2023
$ 83,072
(11,483)
January 2022
to March 2022

31,812

(3)

31,809

$
71,589

(XXI) Financial instrument

Except for the following, there is no significant change in the fair value of the financial instruments of the consolidated company and the exposure to credit risk, liquidity risk and market risk due to financial instruments. For relevant information, please refer to Note 6 (21) to 2022 Consolidated Financial Statement.

  1. Liquidity risk

The following table shows the contractual expiration dates for financial liabilities,

including estimated interest but excluding the effect of netting agreements.

March 31, 2023
Non-derivative
financial liabilities
Unsecured bank
loan
Carrying
amount
Contractua
lcash flows
Within 6
months
6-12
months
1-2years Over 2
years
$ 9,048,428
9,284,682

4,123,161

4,272,181

889,340

-

29

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Accounts payable
Other payables
Bonds payable
Lease liabilities
5,986,383
6,167,326
3,311,326
317,570

5,986,383

6,167,326

3,465,300

408,241

5,986,383

6,167,326

-

11,449

-

-
-

11,220
-
-
-

22,862
-
-
3,465,300

362,710

3,828,010
$ 24,831,033
25,311,932

16,288,319

4,283,401

912,202

December 31, 2022

December 31, 2022
Non-derivative
financial liabilities
Unsecured bank
loan
Accounts payable
Other payables
Bonds payable
Lease liabilities
March 31, 2022
Non-derivative
financial liabilities
Unsecured bank
loan
Short-term notes
payable
Accounts payable
Other payables
Lease liabilities
$ 6,215,604
6,513,281
3,288,347
3,302,140
323,566

6,359,104

6,513,281

3,288,347

3,465,300

417,615

3,109,303

6,513,281

3,288,347

-

11,777

2,307,343

-

-
-

11,316

460,988
-
-
-

22,915

481,470
-
-
3,465,300

371,607

4,318,377

276,339
-
-
-

362,463

638,802
$ 19,642,938
20,043,647

12,922,708

2,318,659

483,903

$ 4,970,945
200,000
7,890,816
3,028,790
310,634



5,026,970

200,000

7,890,816

3,028,790

405,729



3,046,817

200,000

7,890,816

3,028,790

10,978



1,202,836

-

-

-

10,978



500,978
-
-
-

21,310
$ 16,401,185
16,552,305

14,177,401

1,213,814

522,288

The consolidated company does not expect that the cash flows for the maturity analysis will occur significantly earlier, or that the actual amounts will be significantly different.

  1. Currency risk

  2. (1) Currency risk exposure

The consolidated company’s significant currency risk exposure of financial assets and liabilities is as follows:

30

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Financial Asset
Monetary items
USD
Financial liabilities
Monetary items
USD
Financial Asset
Monetary items
USD
Financial liabilities
Monetary items
USD
Financial Asset
Monetary items
USD
Financial liabilities
Monetary items
USD
March 31, 2023 NTD
2,333,471
1,635,255
1,389,314
2,263,053
NTD
2,558,051
2,208,977
1,261,732
2,712,532
NTD
2,356,405
2,378,113
1,524,655
2,578,607
Foreign currency
(thousand)
$ 76,633
53,703
45,626
74,320
Exchange rate
USD: NTD 30.4500
USD: RMB 6.8720
USD: NTD 30.4500
USD: RMB 6.8720
December 31, 2022
Foreign currency
(thousand)
$ 83,297
71,930
41,085
88,327
Exchange rate
USD: NTD 30.7100
USD: RMB 6.9669
USD: NTD 30.7100
USD: RMB 6.9669
March 31, 2022
Foreign currency
(thousand)
$ 82,320
83,078
53,263
90,082
Exchange rate
USD: NTD 28.6250
USD: RMB 6.3526
USD: NTD 28.6250
USD: RMB 6.3526

31

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

  • (2) Sensitivity analysis

The exchange rate risk of monetary items of the consolidated company arises from cash and cash equivalents, accounts and other receivables, borrowings, and accounts and other payables denominated in foreign currencies where the foreign currency exchange gains and losses arise upon exchange. From January 1 to March 31, 2023 and 2022, when the New Taiwan dollar depreciated or appreciated by 1% relative to the US dollar, and all other factors remained unchanged, the net profit after tax from January 1 to March 31, 2023 and 2022 will increase or decrease by NTD 2,585 thousand and NTD 5,385 thousand respectively.

Due to the variety of functional currencies of the consolidated company, the exchange profit and loss information of monetary items was disclosed in summary. The foreign currency exchange gains and losses (including realized and unrealized) from January 1 to March 31, 2023 and 2022 were a loss of NTD 2,210 thousand and a profit of NTD 23,189 thousand respectively.

  1. Fair value information

  2. (1) Type and fair value of financial instruments The consolidated company’s financial assets and liabilities at fair value through profit or loss and financial assets at fair value through other comprehensive profit or loss are measured at fair value on a recurring basis. The carrying amount and fair value of various types of financial assets and liabilities (including fair value level, but the carrying amount of financial instruments not measured at fair value is a reasonable approximation of the fair value. For equity instrument investments that are not quoted in the active market and whose fair value cannot be reliably measured, there is no need to disclose fair value information according to regulations) are listed as follows:

Financial assets measured at
amortized cost
Cash and cash equivalents
Note receivable and accounts
receivable
Other receivables
Refundable deposits paid
March 31, 2023 March 31, 2023 March 31, 2023
Carrying
amount
$ 14,413,600
9,814,364
602,497
69,715
Fair value Total
-
-
-
-
Level 1

-

-

-

-
Level 2
-
-
-
-
Level 3
-
-
-
-

32

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Total
Financial liabilities at fair value
through profit or loss
Corporate bond repurchase
rights and call-back rights
Financial liabilities measured at
amortized cost
Bank loan
Accounts payable
Other payables
Guarantee deposits and
margins received
Bonds payable
Lease liabilities
Subtotal
Total
Financial assets measured at
amortized cost
Cash and cash equivalents
Note receivable and accounts
receivable
Other receivables
Refundable deposits paid
Total
Financial liabilities at fair value
through profit or loss
Corporate bond repurchase
rights and call-back rights
Financial liabilities measured at
amortized cost
Bank loan
Accounts payable
Other payables
Guarantee deposits and
margins received
Bonds payable
Lease liabilities
$ 24,900,176
-
- - -

17,326
-
-
-
-
-
-
-

17,326
Total
-
-
-
-
-

23,564
-
-
-
-
-
-

$ 17,326


-
- 17,326
9,048,428
5,986,383
6,167,326
18,361
3,311,326
317,570

-

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
24,849,394
-
- -
$ 24,866,720
-
- 17,326


December 31, 2022
Carrying
amount
Level 1

-

-

-

-
Fair value
Level 2
-
-
-
-
Level 3
-
-
-
-
$ 10,443,618
11,683,135
49,423
69,482
$ 22,245,658
-
- -

$ 23,564


-
- 23,564
6,215,604
6,513,281
3,288,347
18,807
3,302,140
323,566

-

-

-

-

-

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

33

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Subtotal
Total
Financial assets at fair value
through other comprehensive
income
Domestic and foreign unlisted
(non-OTC) stocks
Financial assets measured at
amortized cost
Cash and cash equivalents
Note receivable and accounts
receivable
Other receivables
Refundable deposits paid
Subtotal
Total
Financial liabilities measured at
amortized cost
Bank loan
Short-term notes payable
Accounts payable
Other payables
Guarantee deposits and
margins received
Lease liabilities
Total
19,661,745
-
- - -

23,564
Total

20,667
-
-
-
-
-

20,667
-
-
-
-
-
-
-
$ 19,685,309
-
- 23,564


March 31, 2022
Carrying
amount
Level 1

-
Fair value
Level 2
-
Level 3
20,667
$ 20,667
8,368,241
13,318,128
56,170
63,828

-

-

-

-
-
-
-
-
-
-
-
-
21,806,367
-
- -
$ 21,827,034
-
- 20,667

$ 4,970,945
200,000
7,890,816
3,028,790
19,637
310,634


-

-

-

-

-

-
-
-
-
-
-
-

-
-
-
-
-
-
$ 16,420,822
-
- -

(2) The valuation techniques based on fair value

  • (2.1) Non-derivative financial instruments

If there is an active market and a price for a financial instrument is quoted in that market, the quoted price will be the fair value of the financial instrument. Market prices provided by major stock exchanges and market prices of popular central government bonds announced by the Taipei Exchange are considered to be the basis of fair values for equity instruments and debt instruments with active market.

If a quoted price, which represents the price being practically and frequently transacted in orderly transactions, can be acquired from stock exchanges,

34

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

brokers, underwriters, pricing service institutions or the administration in time then there is an active market for the financial instrument. If the conditions mentioned above are not met, then the market is regarded as inactive. Generally speaking, extremely high bid-ask spread, significant increase of bid-ask spread or extremely low transaction amounts are all indications for an inactive market.

The Company’s financial instruments with active markets and the basis of their fair values are described as follows:

The stocks of exchange-listed and OTC-listed companies are financial assets with standard terms and conditions that are traded in active markets, and their fair values are determined by reference to market quoted price.

Except for the financial instruments with active market, fair values of other financial instruments are acquired based on valuation techniques or the quoted prices from counterparties. Fair values acquired through valuation techniques can be calculated using models based on fair values from financial instruments with similar conditions and characteristics, cash flow discount method and other valuation techniques, including accessible information on the consolidated balance sheet date such as the yield curve from the Taipei Exchange or the average quoted price from Reuter’s commercial papers interest rate.

If the consolidated company’s financial instruments are with inactive markets and the basis of their fair values are described as follows:

  • Equity instruments that do not listed and whose fair value cannot be reliably measured: The fair value is estimated using the market comparable company method, and the main assumption is based on the equity multiplier derived from the net worth per share of the invested company and the market quoted prices of comparable foreign listed (OTC) companies. This estimate has been adjusted for the discounting effect of the lack of market liquidity of the equity securities.

  • (2.2) Non-derivative financial instruments

The valuations are based on valuation models widely accepted by market users, such as discounted cash flow and option pricing models.

  • (3) The transfer between Level 1 and Level 2

There was no transfer from January 1 to March 31, 2023 and 2022.

35

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

  • (4) Reconciliation of Level 3 financial assets

The consolidated company’s Level 3 financial assets measured by fair value from January 1 to March 31, 2023 and 2022 are as follows:

Balance as of March 31, 2023 (opening balance)
Balance as of January 1, 2022
Additions
Balance as of March 31, 2022
Fair value through other
comprehensive income
$
-
$ -
20,667
$
20,667
  • (5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

  • The financial assets at fair value classified into Level 3 of the consolidated company include financial assets at fair value through profit or loss - bond transactions without active market and financial assets at fair value through other comprehensive income - equity investments without an active market Most of the Level 3 fair value attributed to the consolidated company only has single significant unobservable input, and only non-listed (non-OTC) equity instrument investments in have multiple significant unobservable inputs. Significant unobservable inputs of non-listed (non-OTC) equity instrument investments are independent of each other, so there is no correlation.

Quantified information of significant unobservable inputs was as follows:

Inter-relationship between significant Significant unobservable inputs Valuation unobservable and fair value Item technique inputs measurement Financial assets at Discounted  Weighted  The higher the fair value through cash flow average cost of weighted average other capital cost of capital, the comprehensive  Perpetual lower the fair value income - equity growth rate  The higher the investments perpetual growth without an active rate, the higher the market fair value

36

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Financial liabilities Binomial tree  Volatility at fair value convertible (42.51%) through profit or bond pricing loss - Embedded model derivative financial instruments - Repurchase right

 The higher the volatility, the higher the fair value

(XXII) Financial risk management

There is no significant change in the financial risk management objectives and policies of the consolidated company and those disclosed in Note 6 (22) of the 2022 Consolidated Financial Statement.

(XXIII)Capital management

The capital management objectives, policies and procedures of the consolidated company are consistent with those disclosed in the 2022 Consolidated Financial Statement; there is no significant change in the aggregated quantitative information of the capital management items and those disclosed in the 2022 Consolidated Financial Statement. For relevant information, please refer to Note 6 (23) of the 2022 Consolidated Financial Statement.

(XXIV)Investment and financing activities in non-cash investment

The consolidated company’s non-cash investment and financing activities from January 1 to March 31, 2023 and 2022 are as follows:

  1. For the right-of-use assets obtained by leasing, please refer to Note 6 (7) for details.

  2. Reconciliation of liabilities arising from financing activities:

Short-term borrowings
Long-term borrowings
Lease liabilities
Bonds payable
Total liabilities from
financing activities
January 1,
2023
$ 5,209,815
1,005,789
323,566
3,302,140
Cash flow
2,305,951

490,319

(3,254)

-
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
29,811
-

-
6,743
-

-
(2,742)
-
-
-
9,186

-
33,812
9,186
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
29,811
-

-
6,743
-

-
(2,742)
-
-
-
9,186

-
33,812
9,186
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
29,811
-

-
6,743
-

-
(2,742)
-
-
-
9,186

-
33,812
9,186
March
31, 2023
7,545,577
1,502,851
317,570

3,311,326

12,677,324
Change in
exchange
rate
29,811
6,743
(2,742)
-

$ 9,841,310


2,793,016
33,812

9,186

37

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Short-term borrowings
Long-term borrowings
Lease liabilities
Short-term notes
payable
Total liabilities from
financing activities
January 1,
2022
$ 2,588,894
850,000
303,245
199,820
Cash flow
1,315,171

120,329

(2,903)

-
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
96,126
-

-
425
-

-
10,292
-
-
-
180

-
106,843
180
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
96,126
-

-
425
-

-
10,292
-
-
-
180

-
106,843
180
Non-cash changes
Acquisition
Change in
exchange
rate
Other

-
96,126
-

-
425
-

-
10,292
-
-
-
180

-
106,843
180
March
31, 2022
4,000,191
970,754
310,634

200,000
Change in
exchange
rate
96,126
425
10,292
-

$ 3,941,959


1,432,597
106,843
180


5,481,579

VII. Related party transaction

  • (I) Parent company and ultimate controller

The Company is the ultimate controller of the Consolidated Company.

  • (II) Name and relationship of related party

During the period covered by this consolidated financial statement, the related parties that

have transactions with the consolidated company are as follows:

Relationship with the consolidated Related party company Technica USA Affiliates of the consolidated company

(III) Significant transactions with related parties

  1. Revenue

The significant sales amount of the consolidated company to related parties is as follows:

Associate January 2023 to
March 2023
$
-
January 2022
to March 2022
38,404

The terms of sale for the consolidated company to affiliated companies and general customers are determined through negotiation between the two parties. The Payment Terms is 90 to 120 days from invoice date, which is not significantly different from that of ordinary customers, and the premium is negotiated by both parties.

  1. Purchase

The purchase amount of the consolidated company to related parties is as follows:

38

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Associate

January 2023 to January 2022 March 2023 to March 2022 $ 1,442 -

The purchase price of the consolidated company to the above-mentioned companies is not significantly different from the purchase price of the consolidated company to general suppliers. The Payment Terms is Net 90 days from invoice date, which is not significantly different from that of ordinary customers.

  1. Receivables from related parties

The details of receivables from related parties to the consolidated company are as follows:

Item
Related party
categories
March 31,
2023
December 31,
2022

6,417
March 31,
2022

66,443
Accounts
receivable
Associate
Other
receivables
Associate
$
6,362

-


-


1,617
$
6,362

6,417


68,060
  1. Payable to related parties

The details of payables to related parties by the consolidated company are as follows:

Item
Related party
categories
March 31,
2023
December 31,
2022

6,528
March 31,
2022

-
Accounts
payable
Associate
Other payables Associate
$
7,594

2,755



2,267


3,480

$
10,349



8,795



3,480
  1. Endorsement and guarantee

Please refer to Note 13(1) for the description of the endorsement and guarantee made by the consolidated company on March 31, 2023, for its subsidiaries and affiliates for financing loans.

  1. Other related party transactions
Item
Related party categories
January 2023 to
March 2023
January 2022
to March 2022
$ -
1,584
Other gains
Associate

39

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Total selling expenses
Associate
(IV)
Key management personnel transactions
Key management personnel compensation includes:
Short-term employee benefits
Post-employment benefits
578
1,227

2,811
January 2022
to March 2022

49,872

314

50,186
$
578
January 2023 to
March 2023
$ 22,798
219
$
23,017

VIII. Pledged assets

The details of the carrying amount of the assets pledged by the consolidated company are as follows:

Asset **Purpose ofpledge ** March 31,
2023
December 31,
2022

69,482
March 31,
2022

63,828
Refundable deposits
paid
Deposits for mailbox,
leases and natural gas,
etc.
$
69,715

IX. Material contingent liabilities and unrecognized contractual commitments

  • (I) Material Unrecognized Contractual Commitments

  • The unused standby letters of credit that have been issued by the consolidated company is as follows:

Unused standby letters of credit
NTD
USD
March 31,
2023
$ 43,298
18,545
December 31,
2022

43,440

20,351
March 31,
2022

40,546

19,579
  1. Significant contracts for construction and purchase of machinery and equipment entered by the consolidated company for the expansion of new plant and equipment and the outstanding amounts are as follows:
Total contract price
JPY
USD
RMB
March 31,
2023
$ 642,000
33,140
705,826
December 31,
2022

642,000

56,278

1,047,957
March 31,
2022

642,000

23,750

753,542

40

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Unpaid contract price
JPY
USD
RMB
(II)
Commitment:
March 31,
2023
$ 57,780
13,778
342,530
December 31,
2022
57,780
19,650
500,444
March 31,
2022
417,300
10,013
340,583

Elite Electronic Material (Kunshan) Co., Ltd (Mainland China), a subsidiary of the consolidated company, formally signed a relocation compensation agreement with the Kunshan Municipal People’s Government. According to the local government’s planned land use demand, the consolidated company is required to relocate the land use rights, buildings and other ancillary equipment on Youbi Road, Zhoushi Town, Kunshan City and compensation will be allocated to the consolidated company in stages according to the progress of the contract, with a total compensation amount of RMB 195,000 thousand. As of March 31, 2023, the land use rights, buildings and ancillary equipment of Zhoushi Town Youbi Road have not been disposed of. According to the contract, the advance payment amounted to RMB 72,040 thousand (NTD 319,208 thousand), and the remaining compensation will be collected when the construction of the new plant is completed and the land is handed over. The consolidated company is expected to complete the construction by June 30, 2023 and relocate in 2024. It is expected that the relocation will be completed, and the plant will be demolished by the end of 2024.

X. Losses due to major disasters

The Company suffered a major fire accident on January 15, 2023, which caused damage to some of the buildings, equipment, construction in progress, other assets and inventories. The Company has derecognized the damaged buildings, equipment and construction in progress amounted for NT$248,367 thousand, other assets amounted for NT$18,070 thousand, inventory amounted for NT$271,522 thousand and a total disaster loss of NT$537,959 thousand, listed as non-operating income and expenses-other gains and losses. Please refer to Note 6 (20) for details. Among them, the disaster claim is the best estimate based on the evidence available as of the reporting date, but the actual claim amount is subject to follow-up negotiations, and there may still be liabilities that cannot be estimated and have not yet been recognized.

The Company has purchased relevant property insurance, and is currently negotiating with the insurance company to process the claims. The Company has confirmed with the insurance company and its notary that it will almost certainly receive compensation from the insurance

41

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

company as claims receivable, and the amount recognized shall not exceed the disaster loss of each asset. As of March 31, 2023, the Company has recognized the claims receivable of NTD 537,959 thousand, and listed as non-operating income and expenses-other gains and losses. Please refer to Note 6 (20) for details. However, insurance claims involve disaster appraisal, and the Company is still unable to fully confirm the full amount of insurance claims and subsequent incremental insurance claim receipts will not be recognized until the Company is almost certain to receive it.

XI. Major subsequent events: None.

XII. Other

  • (I) Employee benefits, depreciation, depletion, and amortization expense are summarized by function as follows:
function as follows:
Function
Classification
January 2023 to March 2023 January 2022 to March 2022
Operating
costs
Operating
expenses
Total Operating
costs
Operating
expenses
Total
Employee benefits
expenses
Salary expenses
Labor and national
health insurance
expenses
Pension expenses
Other employee
benefit expenses
Depreciation expense
Amortization expense
461,610
27,572
36,999
32,779
235,676
271

229,241

11,268

10,624

15,533

28,240

11,142

690,851

38,840

47,623

48,312

263,916

11,413

464,148

27,876

41,784

34,367

164,982

175

270,313

10,241

10,787

15,202

20,512

9,083

734,461

38,117

52,571

49,569

185,494

9,258

XIII. Notes to disclosures

  • (I) Information on significant transactions

  • From January 1 to March 31, 2023, the consolidated company should re-disclose the relevant information of significant transactions in accordance with the provisions of the Regulations Governing the Preparation of Financial Reports by Securities Issuers as follows:

  • Lending funds to others:

(Expressed in Thousands of New Taiwan Dollars)

42

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

==> picture [500 x 147] intentionally omitted <==

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

No. providing loans Name of the company to others transactions Party to classification Account Related party Maximum balance of the period balance Ending Amount actually drawn Interest range rate (Note 2) Type ofloans transaction Amount of borrowers prepared Purposes of the Allowancefor bad debts Name Value Collateral loans to a Limit on business single the amount Limit on of loans
1 Elite Electronic Elite Electronic Other Y 3,049,270 3,039,666 1,595,160 2.00% 2 - Operations - - - 4,610,452 4,610,452
Material Material receivables - (Note 3) (Note 3)
(Kunshan) Co., (Huangshi) Co., related parties
Ltd (Mainland Ltd (Mainland
China) China)
1 Elite Electronic Elite Electronic Other Y 1,471,092 1,471,092 - 2.00% 2 - Operations - - 4,610,452 4,610,452
Material Material receivables - (Note 3) (Note 3)
(Kunshan) Co., (Zhongshan) related parties
Ltd (Mainland Co., Ltd
China) (Mainland
China)
2 Elite Electronic Elite Electronic Other Y 1,955,800 926,079 310,170 2.00% 2 - Operations - - - 970,955 970,955
Material Material receivables - (Note 4) (Note 4)
(Zhongshan) (Huangshi) Co., related parties
Co., Ltd Ltd (Mainland
(Mainland China)
China)
----- End of picture text -----

Note 1: The number is filled in as follows:

  1. Parent company is numbered 0.

  2. Subsidiaries are numbered sequentially according to company name from Arabic numeral 1.

Note 2: 1. Where an inter-company or inter-firm business transaction calls for a loan arrangement.

  1. Where a short-term financing facility is necessary.

Note 3: According to the Company’s Regulations Governing Loaning of Funds: the total amount of the loaning shall not exceed 30% of the borrowing company’s net worth, nor shall it exceed 30% of the Company’s net worth. The limit of loan to a single company shall not exceed 30% of the Company’s net worth.

  • Note 4: According to the Company’s Regulations Governing Loaning of Funds: the total amount of loan shall not exceed 30% of the borrowing company’s net value, and the limit to a single company shall not exceed 30% of the Company’s net value.

Note 5: The consolidated company’s total loan of fund shall not exceed 100% of the Company’s net worth.

Note 6: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared.

2. Providing endorsements or guarantees for others:

(Expressed in Thousands of New Taiwan Dollars)

No. Endorsement/
guarantee
provider
Guaranteed party Guaranteed party Limits on
endorsement/
guarantee amount
provided to each
guaranteed party
(Note 3)

Maximum
balance for the
period

Ending
balance
Amount
actually drawn

Amount of
endorsement/
guarantee
collateralized by
properties
Ratio of
accumulated
endorsement/
guarantee to net
equity per latest
financial
statements
Maximum
endorsement/
guarantee
amount
allowable
(Note 3)
Guarantee
provided by
parent
company

Guarantee
provided by
a subsidiary
Guarantee
provided to
subsidiaries in
Mainland
China
Company name Nature of
relationships
(Note 2)
0
0
1
2
Elite Material Co.,
Ltd.


Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Zhongshan) Co.,
Ltd (Mainland
China)
EMD SPECIALTY
MATERIALS,
LLC
Technica USA
Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)

Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)
2
6
4
4
9,899,387
9,899,387
7,684,087
1,618,259
460,650
18,426
1,775,445
2,225,504
456,750
18,270
1,775,445
1,417,920

456,750

18,270

1,388,379

1,210,847

-

-

-

-
2.31%
0.09%
11.55%
43.81%
19,798,773
19,798,773
15,368,174
3,236,517

Y


Y
Y

Note 1: 0. refers to the Company.

Note 2: There are the following 7 types of relationship between the endorser and the subject of endorsement:

  1. A company with which it does business.

  2. A company in which the public company directly and indirectly holds more than 50% of the voting shares.

  3. A company that directly and indirectly holds more than 50% of the voting shares in the public company.

  4. A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

  5. Where a public company fulfills its contractual obligations by providing mutual endorsements/ guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  6. Where all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages

  7. Where companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other

Note 3: According to the Company’s Regulations Governing Making of Endorsements/ Guarantees:

  • The total amount of the Company’s endorsement shall not exceed 100% of the Company’s most recent net value of the financial statements, and the limit of endorsement guarantees for a single business shall not exceed 50% of the Company’s most recent net value of the financial statements.

Note 4: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared.

43

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

  1. Holding of securities at the end of the period (excluding the portion held due to investment in a subsidiary or an associate, and the portion held due to an interest in a joint venture).

Unit: NTD in thousand/share

Holding company Marketable securities
type and name
Relationship to
the issuer
Classification End of the period
Quantity
Carrying
amount
Ratio of
shareholding
Fair value
End of the period
Quantity
Carrying
amount
Ratio of
shareholding
Fair value
End of the period
Quantity
Carrying
amount
Ratio of
shareholding
Fair value
End of the period
Quantity
Carrying
amount
Ratio of
shareholding
Fair value
Remark
Carrying
amount
Ratio of
shareholding
Fair value
EMC OVERSEAS
HOLDING
INCORPORARTED

EMC USA HOLDING
INCORPORATED
PROUD STAR
INTERNATIIONA
L LIMITED
Technica USA
(preferred stock)
-

Associate
Financial assets
at fair value
through other
comprehensive
income -
non-current
"
500,000
722,000

-

-
3.26%
87.76%
-
-
  1. Aggregate purchases or sales of the same securities reaching NT$300 million or 20% of paid-in capital or more: None.

  2. Acquisition of property reaching NT$300 million or 20% of paid-in capital or more: None.

  3. Disposal of property reaching NT$300 million or 20% of paid-in capital or more: None.

  4. The purchase and sale of goods with related parties reaching NT$100 million or 20% of paid-in capital or more:

(Expressed in Thousands of New Taiwan Dollars)

Company name Related party Nature of
relationships
Transaction details Transaction details Transaction details Transaction details Abnormal transaction Abnormal transaction Notes/ accounts payable
or receivable
Notes/ accounts payable
or receivable
Remark
Purchases/
sales

Amount
% to total Payment
terms
Unit
price
Payment
terms
Ending
balance
% to total
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Material Co.,
Ltd.
Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)
Elite Material
Co., Ltd.
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Huangshi)
Co., Ltd
(Mainland
China)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China)
Invested
companies that
adopt the
equity method
to evaluate the
Company



Substantive
related party
relationship


Sales
Purchase
Sales
Purchase
Sales
(273,796)
273,796
(475,143)
475,143
(633,218)

(8)%


20%

(35)%

23%

(46)%
Depends on the
financial
position of the
Company




-
-
-
-
-
330,698
(330,698)
543,684
(543,684)
341,520

8%

(16)%

42%

(20)%

26%




44

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Elite Electronic
Material
(Zhongshan) Co.,
Ltd (Mainland
China)

Elite Electronic
Material
(Huangshi)
Co., Ltd
(Mainland
China)
Purchase 633,218
46%
- (341,520)
(27)%

Note: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared.

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

or more:

(Expressed in Thousands of New Taiwan Dollars)

Company name Related party Nature of
relationships
Ending
balance
Turnover
days
(times)
Overdue Overdue Amounts
Received in
subsequent
period
Allowance for
bad debts
Amount Action taken
Elite Material Co.,
Ltd.
Elite Material Co.,
Ltd. (Note 2)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China) (Note 2)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China) (Note 2)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China) (Note 2)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China) (Note 2)
Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)

Elite Material Co.,
Ltd.

Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)

Elite Material Co.,
Ltd.

Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)

Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Investments
accounted for
using equity
method

Invested companies
that adopt the
equity method to
evaluate the
Company

Substantive related
party relationship

Invested
companies that
adopt the equity
method to
evaluate the
Company

Substantive related
party relationship

116,806
31,549
330,698
241,364
23,290
1,625,588
85,628
186,535
4,106
310,187
543,684

3.65

Not
applicable

5.48

Not
applicable

3.81

Not
applicable

6.60

Not
applicable

2.46

Not
applicable

3.72

-
-

-
-

-
-

-
-

-
-

-
20,620
-
32,383
37,872
2,835
1,625,588
3,420
-
637
-
393,614

-
-

-

-

-

-

-
-

-
-

-

45

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

==> picture [437 x 51] intentionally omitted <==

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

Elite Electronic Elite Electronic 〞 341,520 4.95 - 333,033 -
Material Material
(Huangshi) Co., (Zhongshan)
Ltd (Mainland Co., Ltd
China) (Mainland
China)
----- End of picture text -----

Note 1: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared. Note 2: Other receivables- related parties

  1. Trading in derivative instruments: None.

  2. The business relationship between the parent and the subsidiaries and between each subsidiary, and the circumstances and amounts of any significant transactions between them:

==> picture [459 x 272] intentionally omitted <==

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

Relationship Business transactions of the first quarter of 2023
No. Transaction to the
(Note 1) Related party counterparty counterparty Classification Amount Transaction terms % of total
(Note 2)
0 Elite Material Co., Ltd. Elite Electronic 1 Sales Revenue 96,066 Note 3 1.31%
Material
(Kunshan) Co.,
Ltd (Mainland
China)
1 Elite Electronic Material Elite Material Co., 2 Sales Revenue 273,796 Note 3 3.72%
(Kunshan) Co., Ltd Ltd.
(Mainland China)
1 Elite Electronic Material Elite Electronic 3 Other receivables 1,625,588 Note 4 3.52%
(Kunshan) Co., Ltd Material
(Mainland China) (Huangshi) Co.,
Ltd (Mainland
China)
2 Elite Electronic Material Elite Material Co., 2 Sales Revenue 79,278 Note 3 1.08%
(Zhongshan) Co., Ltd Ltd.
(Mainland China)
3 Elite Electronic Material Elite Electronic 3 Sales Revenue 475,143 Note 3 6.46%
(Huangshi) Co., Ltd Material
(Mainland China) (Kunshan) Co.,
Ltd (Mainland
China)
3 〞 〞 3 Accounts receivable 543,684 〞 1.18%
3 〞 Elite Electronic 3 Sales Revenue 633,218 〞 8.60%
Material
(Zhongshan) Co.,
Ltd (Mainland
China)
----- End of picture text -----

Note 1: The number is filled in as follows:

  1. Parent company is numbered 0.

  2. Subsidiaries are numbered sequentially according to company name from Arabic numeral 1.

  3. Note 2: The types of relationships with counterparties are as follows:

  4. Parent company to subsidiary

  5. Subsidiary to parent company

  6. Subsidiary to subsidiary

Note 3: The sale price is negotiated by the buyer and the seller, and the payment terms are determined by the financial status of the subsidiary. Note 4: There are no other transaction counterparty for comparison.

Note 5: The transaction amount below 1% of the combined total revenue or total assets will not be disclosed.

Note 6: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared.

  • (II) Information on investees (excluding investee companies in China):

The information on the investees of the consolidated company from January 1 to March

31, 2023 is as follows:

(Expressed in Thousands of New Taiwan Dollars)

46

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

**Investment company ** Invested Company Location Business scope Original investment
amount
Original investment
amount
Holding of investment at the end of the
period
Holding of investment at the end of the
period
Holding of investment at the end of the
period
Invested
company’s
profit and/or
loss this term


Profit and/or
loss
recognized
this term
(Note 7)

Remark
End of the
current
period
End of last
year
Quantity
(share)
Proportion Carrying
amount
(Note 7)
Elite Material Co.,
Ltd.



EMC OVERSEAS
HOLDING
INCORPORATED

Grand Zhuhai
Incorporated

EMC
INTERNATIONA
L HOLDING
INCORPORATED

EMC SPECIAL
APPLICATION
INCORPORATED
EMC USA
HOLDING
INCORPORATED
EMC OVERSEAS
HOLDING
INCORPORATED
Grand Wuhan
Incorporated
EMC
INTERNATIONAL
HOLDING
INCORPORATED
Li Ceng Technology
Co., Ltd.

Grand Zhuhai
Incorporated
Li Ceng Technology
Co., Ltd.
Grand Shanghai
Incorporated
Grand Zhongshan
Incorporated

EMC SPECIAL
APPLICATION
INCORPORATED
EMC USA
HOLDING
INCORPORATED

EMD SPECIALTY
MATERIALS,LLC

Technica USA
British Virgin
Islands
Cayman Islands


Taiwan
Cayman Islands
Taiwan
British Virgin
Islands

Cayman Islands

USA
Investment
Investment
Investment
Electrical appliances,
telecommunications
equipment,
wholesale, retail,
battery, power
generation, and
manufacturing of
power distribution
machinery
Investment
Electrical appliances,
telecommunications
equipment,
wholesale, retail,
battery, power
generation, and
manufacturing of
power distribution
machinery
Investment
Investment
Investment
Investment
Production and sales
of Copper Clad
Laminate and
Prepreg
International Trade
1,179,111
602,440
781,850

173,694
1,054,120

7,311
1,030,757
500,507
799,465
22,289
797,702
18,270

1,179,111

602,440

781,850

173,694

1,054,120

7,311

1,030,757

500,507

799,465

22,289

797,702

18,270

36,256,950

20,020,000

27,042,000

16,412,918

34,618,060

250,000

18,200,000

16,437,000

26,255,000

732,000

-

600,000

100.00%

100.00%

100.00%

33.50%

100.00%

1.53%

100.00%

100.00%

100.00%

100.00%

100.00%

30.00%

18,663,329

916,561

708,952

-

18,627,559

-

11,505,816

7,120,288

707,817

22

706,670

-

475,702

121,743

(38,589)
-

475,376
-

328,474

146,902

(38,589)

-

(34,811)

(5,635)

475,702

121,743

(38,589)
-


475,376
-


328,474

146,902

(38,589)

-

(34,811)

-
Subsidiary
company




Note 6
Subsidiary
of
subsidiary
company
Note 6
Fellow
subsidiary
company


Subsidiary
of
subsidiary
company


Fellow
subsidiary
company
Note 4, 5
  • Note 1: The carrying amount is the investment balance recognized under the equity method, including investment gains and losses and accumulated exchange adjustments...etc.

  • Note 2: The financial statements reviewed by the CPA of the parent company in Taiwan are using the equity method.

  • Note 3: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared. Note 4: Since other shareholders hold 70% of the shares, the Company only accounts for 30%, so the Company has no control over it.

  • Note 5: On October 27, 2021, the consolidated company approved the resolution of the Board of Directors to adjust the investment structure. The original investment of NTD 16,608 thousand, which was reinvested in Technica through EMC Holding LTD., was adjusted to be invested in Technica by USA Holding. The investment structure change was completed on January 10, 2022 by the Investment Review Committee.

  • Note 6: The investment value has been impaired and the loss was recognized in full where the book value was reduced to zero in 2005.

  • Note 7: The difference between the ending balance and the net equity value is due to the difference between the unrealized gross profit on sales and the amortization of equipment purchasing.

  • (III) Information of investment in Mainland China:

  • Information on reinvestment in Mainland China:

(Expressed in Thousands of New Taiwan Dollars)

47

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

Invested company
in China

Business scope
Paid-in
shares capital

Investment
method
(Note 1)

Accumulated
outflow of
investment
from Taiwan
as of January
1, 2023
Investment Flows Investment Flows Accumulated
outflow of
investment
from Taiwan as
of March 31,
2023

Invested
company’s
profit and/or
loss this term
The Company’s
direct or
indirect holding
percentage


Profit and/or
loss
recognized
this term
(Note 2)
Carrying
amount as of
March 31,
2023
Accumulated
inward
remittance of
earnings as of
March 31, 2023


Outflow
Inflow
Elite Electronic
Material
(Kunshan) Co.,
Ltd (Mainland
China)
Elite Electronic
Material
(Zhongshan)
Co., Ltd
(Mainland
China)
Elite Electronic
Material
(Huangshi) Co.,
Ltd (Mainland
China)
Production and
sales of
Copper Clad
Laminate and
Prepreg


1,924,440
615,090
609,000

(2)

(2)

(2)
650,816
440,613
601,858

-

-

-
-
-
-
650,816
440,613
601,858
328,344
146,818
121,554

100.00%

100.00%

100.00%
328,344
146,818
121,554

15,368,174

3,236,517

900,088

9,786,464

5,140,555

-
  1. Upper limit on reinvestment in Mainland China:
Company
name
Accumulated investment in
Mainland China as of March
31, 2023
Investment amounts
authorized by investment
commission, MOEA
Upper limit on
investment
The Company 1,710,734 10,958,800 11,879,264

Note 1: There are three types of investment methods, and they indicated below:

  1. Directly conduct investment in China.

  2. Reinvest in China through a company in which the same have invested in a third jurisdiction.

  3. Other methods.

  4. Note 2: Financial statements reviewed by CPA of the parent company in Taiwan.

  5. Note 3: The difference between the paid-in capital of Elite Electronic Material (Kunshan) Co., Ltd (Mainland China) and the remittance from Taiwan is the direct investment of USD 6,012 thousand by the overseas subsidiary, and capital increase through capitalization of retained earnings of USD 10,000 thousand and USD 35,000 thousand.

  6. Note 4: The difference between the paid-in capital of Elite Electronic Material (Zhongshan) Co., Ltd (Mainland China) and the remittance from Taiwan is the capital increase through capitalization of retained earnings of USD 6,255 thousand.

  7. Note 5: The difference between the paid-in capital and the remittance from Taiwan is the direct investment of USD 110 thousand by the overseas subsidiary.

  8. Note 6: It is converted according to the exchange rate of 30.4500 (asset and liability) and 30.4188 (profit and loss) on March 31, 2023.

  9. Note 7: The above-mentioned transactions related to the consolidated entities have been offset when the consolidated statements are prepared.

3. Significant transactions:

For the direct or indirect significant transactions between the consolidated company and the Chinese invested company from January 1 to March 31, 2023 (which have been offset when the consolidated report is prepared), please refer to “Information on Significant Transactions” for details.

(IV) Information of major shareholders:

Shareholding
Name of major shareholders:
Shares held Ratio of
shareholding
Yuchang Investment Co., Ltd. 25,471,477
7.65%
Cathay Life Insurance Co., Ltd. 17,085,000
5.13%

Note: (1) In this chart, major shareholders are defined as shareholders with more than 5% collective holding interest in common and preferred shares that have been delivered via book entry (including treasury stocks), as shown in the records of TDCC on the final business day of each quarter. Share capital, as shown in

48

Notes on ELITE MATERIAL CO., LTD. AND SUBSIDIARIES Consolidated Financial Statements (Cont.)

the financial statements, may differ from the number of shares that have been delivered via book entry due to differences in the preparation basis.

  • (2) For shareholders who have placed shareholding under trust, the above information shall be provided based on trust accounts created by the trustee. In which case, these shareholders may be required under the Securities and Exchange Act to make regulatory reporting on insiders with more than 10% ownership interest, which include shares held in own name and shares placed under trust that the shareholder has control over. Refer to MOPS for information on the reporting of insider shareholding.

XIV. Department information

The information and adjustments of the operating departments of the consolidated company are as follows:

Income:
Income from external
customers
Income from each
department
Total income
Segment gains and losses
which shall be disclosed
Income:
Income from external
customers
Income from each
department
Total income
Segment gains and losses
which shall be disclosed
January 2023 to March 2023 January 2023 to March 2023 January 2023 to March 2023
Domestic
department
Foreign
department
Other
departments
Adjustment
and write off

5,587,790
-
-


1,523,472
-
(1,772,242)

7,111,262
-
(1,772,242)

655,566
1,471,021
(2,032,926)
January 2022to March 2022
Total
7,359,127
-
$ 1,771,337
248,770

$ 2,020,107
7,359,127
729,039

$
635,378
Domestic
department
Foreign
department

7,952,073

1,355,915

9,307,988

1,513,984
Other
departments

-
-
Adjustment
and write off
-

(1,587,069)
(1,587,069)
(5,049,792)
Total
9,918,460
-
$ 1,966,387
231,154

$ 2,197,541
- 9,918,460
1,668,467

$ 1,439,560
3,764,715

49