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ENNOSTAR — Audit Report / Information 2021
Dec 30, 2021
52376_rns_2021-12-30_22fbe025-e1f3-493e-9b7a-ab769c262621.pdf
Audit Report / Information
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ENNOSTAR INC. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS’ REPORT DECEMBER 31, 2021 AND 2020
For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
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ENNOSTAR Inc. and subsidiaries
Declaration of Consolidated Financial Statements of Affiliated Enterprises
For the year ended December 31, 2021, pursuant to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises,” the Company that is required to be included in the consolidated financial statements of affiliates, is the same as the Company required to be included in the consolidated financial statements of parent and subsidiary companies under International Financial Reporting Standard No. 10. Also, if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare separate consolidated financial statements of affiliates.
Hereby declare,
ENNOSTAR Inc.
Representative: Biing-Jye Lee
February 24, 2022
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INDEPENDENT AUDITORS’ REPORT
PWCR 21000270
To the Board of Directors and Shareholders of ENNOSTAR Inc.
Opinion
We have audited the accompanying consolidated balance sheets of ENNOSTAR Inc. and subsidiaries (the “Group”) as at December 31, 2021 and 2020, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion ,based on our audits and the reports of other independent auditors, as described in the other matters section of our report, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent auditors of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
The key audit matters in relation to the consolidated financial statements for the year ended December 31, 2021 are outlined as follows:
Assessment of business combination
Description
ENNOSTAR Inc. acquired a 100% equity interest in Lextar Electronics Corporation by exchanging 0.275 common share of ENNOSTAR Inc. into 1 common share of Lextar Electronics Corporation in accordance with the Enterprise Merger and Acquisition Act and other related regulations on January 6, 2021 (the effective date for the merger). The allocation of acquisition price for the merger was based on the allocation report issued by the external appraiser. The identifiable assets acquired and liabilities assumed in the business combination was measured and allocated in the business combination.
As the assumptions of the acquisition price allocation in the business combination involves management’s estimates, and are significant to the financial statements, we consider the business combination a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the key audit matter mentioned above:
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Inquired and evaluated the professional ability, qualifications and objectiveness of the independent appraisal expert appointed by the management.
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Evaluated the reasonableness of the assumptions for allocation of the acquisition price and appointed our financial advisory experts to assist in the process of evaluating the acquisition price report (including the valuation models and the parameters adopted by the Group, identifiable intangible assets and estimated economic benefits life). Verified the accuracy of the calculations of the valuation model.
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- Obtained the accounting entries of business combination and ensured the assets acquired and liabilities assumed in the business combination were recognised in accordance with the abovementioned price allocation report and the related information was fully disclosed in the notes to the financial statements.
Evaluation of Inventories
Description
Please refer to Note 4(13) of the consolidated financial statements for the accounting policy on inventory valuation, Note 5(2) for the accounting estimates and assumptions in relation to inventory valuation, Note 6(5) for the explanations regarding inventory valuation. As of December 31, 2021, the balances of inventories and the allowance for valuation loss were NT$6,365,509 thousand and NT$677,130 thousand, respectively. The Group is primarily engaged in manufacturing and sales of LED wafers, chips, packages and models. Due to rapid technological developments, short product lifespans and frequent fluctuations of market prices, the risk of decline in market value and obsolescence for inventories is high. The Group evaluates net realized values for inventories which aged over a specific period of time and specific obsolete inventories in order to provide allowance for valuation loss. Since the identification of the above obsolete inventories and their respective net realizable values are subject to management’s judgment, it was identified as one of the key audit matters.
How our audit addressed the matter
Our key audit procedures performed in respect of the above included the following:
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Obtained an understanding of the Group’s operations and the nature of its industry and interviewed with management to understand the probability of future sales for those out-of-date inventories and to evaluate the reasonableness of allowance for valuation loss.
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Obtained and validated the accuracy of the detailed listings of inventories aged over a specific period of time and specific obsolete inventories. Validated information of historical sales and discounts for those obsolete inventories to assess the reasonableness of policies in providing allowance for inventory valuation loss.
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Emphasis of matter
We draw attention to Note 1 to the consolidated financial statements, which describes that ENNOSTAR Inc. used 0.5 ordinary share in exchange for 1 ordinary share of Epistar Corporation to acquire a 100% equity interest of Epistar Corporation. The aforementioned share exchange pertains to a reorganization of entities under common control. In substance, ENNOSTAR Inc. is the successor company of Epistar Corporation. Thus, ENNOSTAR Inc., in its consolidated financial statements, accounted for the relevant assets and liabilities received using the book values in the financial statements of Epistar Corporation. Also, ENNOSTAR Inc. restated the prior period consolidated financial statements as if Epistar Corporation had always been consolidated since the beginning.
Other matter – Audit by Other Independent Auditors
We did not audit the financial statements of certain consolidated subsidiaries. Those financial statements were audited by other independent auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the financial statements and the information on the consolidated subsidiaries disclosed in Note 13 was based solely on the reports of other independent auditors. Total assets of those consolidated subsidiaries amounted to NT$273,986 thousand and NT$464,772 thousand, constituting 0.36% and 0.84% of the consolidated total assets as at December 31, 2021 and 2020, respectively, and total operating revenues were both NT$0 thousand for the years then ended, constituting 0% of the consolidated total operating revenues as at December 31, 2021 and 2020, respectively. Furthermore, we did not audit the 2021 and 2020 financial statements of certain equity investments accounted for under the equity method. Those financial statements were audited by other independent auditors whose reports thereon were furnished to us and our opinion expressed herein, insofar as it relates to the amounts included in the consolidated financial statements and certain information disclosed in Note 13 relative to these investments, is based solely on the reports of the other independent auditors. These equity investments amounted to NT$1,046,503 thousand and NT$26,926 thousand, representing 1.36% and 0.05% of the consolidated total assets as of December 31, 2021 and 2020, respectively, and their comprehensive income (including share of loss of associates and joint ventures accounted for under equity method and share of other comprehensive income/(loss) of associates and joint ventures accounted for under equity method) amounted to NT$7,403 thousand and NT$10,507 thousand, representing 0.47% and (0.13%) of the consolidated comprehensive gain (loss) for the years then ended.
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Other matter – Parent company only financial reports
We have also expressed an unmodified opinion on the parent company only financial statements of ENNOSTAR Inc. as of and for the year ended December 31, 2021.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
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As part of an audit in accordance with the generally accepted auditing standards in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Li, Tien-Yi[Chou, Chien-Hung ]
For and on Behalf of PricewaterhouseCoopers, Taiwan February 24, 2022
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
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ENNOSTAR INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(4) 6(4) 7 7 6(5) 8 6(2) 6(3) 6(6) 6(7) 6(8) 6(9) 6(31) |
December31,2021 AMOUNT % $12,336,03916225,284-1,622,419211,653,001151,075,7102162,252-15,821-5,688,37971,637,1882381,573134,797,66645112,284-4,686,60563,272,047424,299,352321,915,7563685,57514,941,66361,785,2532392,981142,091,51655$76,889,182100 |
December31,2020 | December31,2020 |
|---|---|---|---|---|
AMOUNT$12,336,039225,2841,622,41911,653,0011,075,710162,25215,8215,688,3791,637,188381,57334,797,666112,2844,686,6053,272,04724,299,3521,915,756685,5754,941,6631,785,253392,98142,091,516$76,889,182 |
AMOUNT$5,228,011170,7701,086,0616,288,351215,223163,4878,5563,167,004987,233531,43517,846,131179,2754,384,3001,645,57521,085,4751,664,289216,3414,132,1913,949,334426,09737,682,877$55,529,008 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties, net 1200 Other receivables 1210 Other receivables - related parties 130X Inventories 1410 Prepayments 1470 Other current assets 11XX Current Assets Non-current assets 1510 Non-current financial assets at fair value through profit or loss 1517 Non-current financial assets at fair value through other comprehensive income 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets |
10-211---621 |
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32 |
||||
-83383-871 |
||||
68 |
||||
100 |
(Continued)
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ENNOSTAR INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | December31,2021 December31,2020 Notes AMOUNT % AMOUNT % 6(12) and 8 $3,479,1775$1,537,57436(13) and 8 877,0111568,519112---45,455-11,002-4,396,40161,998,92247 319,572-174,250-6(14) and 7 5,843,44584,387,779830,370-14,004-107,868-113,241-6(15) and 8 131,683-137,419-533,3531201,452-15,764,347219,144,162166(15) and 8 4,007,48253,200,72566(31) 429,338-1,736,77531,449,26121,173,06526(18) 633,7111562,98516,519,79286,673,5501222,284,1392915,817,712286(19) 6,852,514910,887,014206(20) 43,830,6385736,115,456656(21) 2,169,4463 (7,908,188) (14 )6(22) (235,543)- (1,001,764) (2 )6(19) (294,810) (1) (485,137) (1 )52,322,2456837,607,381682,282,79832,103,915454,605,0437139,711,29672$76,889,182100$55,529,008100 |
|---|---|
| Current liabilities 2100 Short-term borrowings 2110 Short-term notes and bills payable 2120 Financial liabilities at fair value through profit or loss - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2230 Current income tax liabilities 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities - others 21XX Current Liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Total Liabilities Equity attributable to owners of parent company Share capital 3110 Share capital - common stock Capital surplus 3200 Capital surplus Retained earnings 3350 Unappropriated retained earnings (accumulated deficit) Other equity interest 3400 Other equity interest 3500 Treasury stocks 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these consolidated financial statements.
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ENNOSTAR INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars, except earnings(loss) per share amounts)
| Items | YearendedDecember31 2021 2020 Notes AMOUNT % AMOUNT % 6(23) and 7 $36,424,760100$14,531,8231006(5) and 7 (28,807,881 ) (79) (14,970,953) (103 )7,616,87921 (439,130) (3 )41- (1,589)-1,589- (4,266)-7,618,50921 (444,985) (3 )6(29) (884,563 ) (3) (286,614) (2 )(2,005,479 ) (6) (1,284,888) (9 )(2,656,848 ) (7) (1,821,411) (12 )(133,422 )- (848,572) (6 )(5,680,312 ) (16) (4,241,485) (29 )6(24) 171,9331200,11912,110,1306 (4,486,351) (31 )6(25) 52,150-16,672-6(26) 493,0751309,14926(27) and 7 69,879- (4,108,883) (28 )6(28) (121,117 )- (133,038) (1 )(57,836 )- (19,356)-(182,973 ) (1) (1,471)-253,178- (3,936,927) (27 )2,363,3086 (8,423,278) (58 )6(31) (464,834 ) (1) (75,964) (1 )$1,898,4745 ($8,499,242) (59 ) |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Operating margin (loss) 5910 Unrealized loss (profit) from sales 5920 Realized profit (loss) from sales 5950 Net operating margin (loss) Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit loss 6000 Total operating expenses 6500 Other income and expenses - net 6900 Operating profit (loss) Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7055 Expected credit losses 7060 Share of loss of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit (loss) before income tax 7950 Income tax expense 8200 Profit (loss) for the year |
(Continued)
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ENNOSTAR INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars, except earnings(loss) per share amounts)
| Items | YearendedDecember31 2021 2020 Notes AMOUNT % AMOUNT % 6(16) ( $336 )- ($14,733)-6(3) 250,820-514,90646(6) --308-6(31) (122,992 )- (71,170) (1 )127,492-429,3113(248,407 ) (1)120,56816(6) -- (14,037)-6(31) (194,616 )- (15,296)-(443,023 ) (1)91,2351( $315,531 ) (1) $520,5464$1,582,9434 ($7,978,696) (55 )$2,178,3496 ($8,109,453) (56 )( $279,875 ) (1) ($389,789) (3 )$1,935,4565 ($7,618,601) (53 )( $352,513 ) (1) ($360,095) (2 )6(32) $3.21 ($15.04)6(32) $3.20 ($15.04) |
|---|---|
| Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8311 Loss on remeasurements of defined benefit plans 8316 Unrealised gains from investments in equity instruments measured at fair value through other comprehensive income 8320 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Cumulative translation differences of foreign operations 8370 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive loss that will be reclassified to profit or loss 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8360 Components of other comprehensive (loss) income that will be reclassified to profit or loss 8300 Other comprehensive (loss) income 8500 Total comprehensive income (loss) Profit (loss) attributable to: 8610 Equity holders of the parent company 8620 Non-controlling interest Comprehensive income (loss) attributable to: 8710 Equity holders of the parent company 8720 Non-controlling interest Earnings (loss) per share 9750 Total basic earnings (loss) per share 9850 Total diluted earnings (loss) per share |
The accompanying notes are an integral part of these consolidated financial statements.
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ENNOSTAR INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)
| 2020 Balance at January 1, 2020 Loss for the year Other comprehensive income(loss) for the year Total comprehensive income(loss) Appropriations of 2019 Legal reserve appropriated Special reserve appropriated Capital surplus used to cover accumulated deficits Cash paid for acquisition of non-controlling interests in subsidiaries Net change in equity of associates and joint ventures Difference between consideration and carrying amount of subsidiaries acquired and disposed Cash investments from subsidiaries not participating in the capital increase of non-controlling interest proportionately Cash investments from subsidiaries establishing non-controlling interest Proceeds from disposal of investments accounted for using equity method Purchase of treasury shares Non-controlling interests Balance at December 31, 2020 2021 Balance at January 1, 2021 Profit (loss) for the year Other comprehensive income(loss) for the year Total comprehensive income(loss) Issuance of ordinary shares under business combination Changes in ownership interests in subsidiaries accounted for using equity method Difference between consideration and carrying amount of subsidiaries acquired and disposed Distribution to subsidiaries' employee compensation Proceeds from treasury shares transferred to employees Proceeds from disposal of financial assets at fair value through other comprehensive income Non-controlling interests Net change in equity of associates and joint ventures Expiration of restricted employee stock Effect of joint share exchange Balance at December 31, 2021 |
Notes | Equityattributableto owners of th | Equityattributableto owners of th | Equityattributableto owners of th | Equityattributableto owners of th | e | parent | parent | parent | Non-controlling interest |
Total equity | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital - common stock |
Capital surplus | RetainedEarnings | Otherequityinterest | Treasurystocks | Total | ||||||||||||||||||
| Legal reserve | Special reserve | Unappropriated retained earnings(accumulated deficit) |
Cumulative translation differences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
|||||||||||||||||||
| 6(21) 6(22) 6(20) 6(20) 6(20) 6(20) 6(20) 6(20)(22) 6(21) 6(22) 6(21) 6(20) 6(20) 6(20) 6(19)(20) 6(21) 6(20) 6(19)(20) 6(19)(20)(21) |
$10,887,014--------------$10,887,014$10,887,014---1,416,020-------(7,013 )(5,443,507 )$6,852,514 |
$39,212,772-----(3,269,622 )-(16,159 )70,274116,6191,665(93 )--$36,115,456$36,115,456---10,308,626574,746(7,754 )195,791115,823--(12,616 )7,013(3,466,447 )$43,830,638 |
$161,423---(161,423 )----------$-$--------------$- |
$ 318,465----(318,465 )---------$-$--------------$- |
($3,749,510 )(8,109,453 )(11,189 )(8,120,642 )161,423318,4653,269,622-----212,454--($7,908,188 )($7,908,188 )2,178,349712,178,420-----(8,974 )---7,908,188$2,169,446 |
($ 785,337 )-61,18161,181-----(6,877 )--1,011--($ 730,022 )($ 730,022 )-(404,982 )(404,982 )--(1,553 )------730,022($ 406,535 ) |
($500,148 )-440,860440,860--------(212,454 )--($271,742 )($271,742 )-162,018162,018-----8,974---271,742$170,992 |
($ 325,490 ) ------------(159,647 ) -($ 485,137 ) ($ 485,137 ) -------190,327-----($ 294,810 ) |
$45,219,189(8,109,453 )490,852(7,618,601 )----(16,159 )63,397116,6191,665918(159,647 )-$37,607,381$37,607,3812,178,349(242,893 )1,935,45611,724,646574,746(9,307 )195,791306,150--(12,616 )-(2 )$52,322,245 |
$ 1,976,169(389,789 )29,694(360,095 )---(8,400 )--534,50398,459--(136,721 )$ 2,103,915$ 2,103,915(279,875 )(72,638 )(352,513 )239,900-----291,496---$ 2,282,798 |
$47,195,358(8,499,242 )520,546(7,978,696 )---(8,400 )(16,159 )63,397651,122100,124918(159,647 )(136,721 )$39,711,296$39,711,2961,898,474(315,531 )1,582,94311,964,546574,746(9,307 )195,791306,150-291,496(12,616 )-(2 )$54,605,043 |
The accompanying notes are an integral part of these consolidated financial statements.
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ENNOSTAR INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Amortization (long-term prepaid rents) Expected credit losses Gain on disposal of investments Net (gain) loss on financial assets at fair value through profit or loss Interest expense Interest income Dividend revenue Share of loss of associates and joint ventures accounted for under the equity method Loss on disposal of property, plant and equipment Loss on disposal of intangible assets Impairment loss on non-financial assets Unrealized (profit) loss from sales Realized (profit) loss from sales Other income from recognition of long-term deferred revenues Property, plant and equipment transferred to expense Expenses transferred to intangible assets Gain on disposal of non-current assets held for sale Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Other non-current assets Changes in operating liabilities Financial liabilities at fair value through profit or loss - current Notes payable Accounts payable Other payables Other current liabilities Other non-current liabilities Cash inflow generated from operations Interest received Interest paid Income tax paid Dividend received Net cash flows from operating activities |
Year ended December 31 Notes 2021 2020 $2,363,308 ( $8,423,278 )6(7)(29) 5,036,3754,291,4436(9)(29) 232,935244,039191,258867,928(254,040 ) (41,808 )6(27) (17,537 )86,0896(28) 121,117133,0386(25) (45,090 ) (71,001 )(105,228 ) (22,861 )6(6) 182,9731,4716(26) 5,66442,7406(27) 11,2232,519114,6933,602,072(41 )1,589(1,589 )4,2666(18) (131,295 ) (149,596 )4,47411,798- (13,803 )6(11) (179,204 )-(10,006 )44,214(542,948 )391,452(3,556,983 )398,573(27,168 ) (237,313 )(1,447,254 )96,335(488,679 ) (38,158 )337,228 (14,094 )499,68137,9871,633-34,418 (381,435 )573,986480,4731,239,536322,92070,19844,293173,460 53,938 4,387,0981,765,83047,40169,585(115,775 ) (102,099 )(97,802 ) (23,003 )131,666 75,462 4,352,588 1,785,775 |
|---|---|
(Continued)
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ENNOSTAR INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of investments accounted for under the equity method Proceeds from disposal of investments accounted for under the equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Cash refund from investments accounted for under the equity method Decrease (increase) in refundable deposits Acquisition of intangible assets Proceeds from disposal of intangible assets Effect on initial consolidation of subsidiaries Decrease (increase) in pledged assets Cash refund from financial assets capital reduction Proceeds from disposal of non-current assets held for sale Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term loans Increase in short-term notes and bill payable Proceeds from long-term loans Repayment of long-term loans Increase in guarantee deposits received Repayment of principal portion of lease liabilities Purchase of treasury share Proceeds from treasury shares transferred to employees Increase in cash paid for acquisition of non-controlling interests Cash investments from subsidiaries establishing non-controlling interest Cash dividends distributed to non-controlling interest Net cash flows from financing activities Effects of foreign currency exchange Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2021 2020 ( $765,140 ) ( $7,216 )695,3241,253(1,018,523 ) (561,091 )818,718312,6336(34) (4,732,066 ) (4,482,135 )6(34) 235,179584,84687,28314,105717 (292 )6(34) (117,588 ) (97,586 )4,2051403,763,629-312,664 (214,549 )66,929-6(11) 430,000-(218,669 ) (4,449,892 )6(35) 1,947,559 (153,958 )6(35) -211,6776(35) 1,836,1274,941,7006(35) (1,035,106 ) (2,732,114 )6(35) 24,36050,9076(35) (155,101 ) (106,194 )- (159,647 )306,150-625,645651,122-100,124- (8,400 )3,549,6342,795,217(575,525 ) (155,912 )7,108,028 (24,812 )5,228,0115,252,823$12,336,039 $5,228,011 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~16~
ENNOSTAR INC. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANIZATION
ENNOSTAR Inc. (the “Company”) was incorporated on January 6, 2021. The Company’s share have been traded on the Taiwan Stock Exchange in the Republic of China since the date of its incorporation. The share exchange transaction, wherein the Company was established by Epistar Corporation ( “Epistar”) and acquired all issued and outstanding ordinary shares of Epistar and Lextar Electronics Corporation (“ Lextar”) by way of share exchange, has been approved both at Epistar’s board meeting on June 18, 2020 and special shareholders’ meeting on August 7, 2020. The share exchange was conducted at an exchange ratio of 1 ordinary share of Epistar and Lextar for 0.5 and 0.275 ordinary share of the Company respectively. As a result, Epistar and Lextar became wholly-owned subsidiaries of the Company on January 6, 2021, and both of Epistar’s and Lextar’s ordinary shares have been delisted while the ordinary shares of the Company were listed starting from the same date under the symbol “3714”. The Company and its subsidiaries (collectively referred herein as the “Group”) are engaged in the research and development, design, manufacturing and sales of EPI wafers and chips of A1GaInP, AlGaAs and InGaN and light-emitting diode packages and modules.
2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These consolidated financial statements were authorized for issuance by the Board of Directors on February 24, 2022.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board Amendments to IFRS 4, ‘Extension of the temporary exemption from January 1, 2021 applying IFRS 9’ Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, ‘Interest January 1, 2021 Rate Benchmark Reform— Phase 2’ Amendment to IFRS 16, ‘Covid-19-related rent concessions beyond 30 April 1, 2021(Note) June, 2021’ Note : Earlier application from January 1, 2021 is allowed by FSC. The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group New standards, interpretations and amendments endorsed by the FSC effective from 2022 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 3, ‘Reference to the conceptual framework’ | January 1, 2022 |
~17~
| Effective date by | |
|---|---|
| International Accounting | |
| New Standards, Interpretations and Amendments | Standards Board |
| Amendments to IAS 16, ‘Property, plant and equipment: | January 1, 2022 |
| proceeds before intended use’ | |
| Amendments to IAS 37, ‘Onerous contracts— | January 1, 2022 |
| cost of fulfilling a contract’ | |
| Annual improvements to IFRS Standards 2018–2020 | January 1, 2022 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| endorsed by the FSC are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17, 'Insurance contracts' Amendment to IFRS 17, 'Initial application of IFRS 17 and IFRS 9 – comparative information' Amendments to IAS 1, ‘Classification of liabilities as current or non- current’ 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’ |
To be determined by International Accounting Standards Board January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”).
-
(2) Basis of preparation
-
A. Except for the following items, these consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
~18~
- (c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
-
B. The preparation of financial statements in compliance with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
-
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements:
-
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
-
(b) Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss, on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
-
-
B. Subsidiaries included in the consolidated financial statements:
- The Company is the Group’s ultimate parent company due to converting stocks into shares with Epistar and Lextar on January 6, 2021. Accordingly, Epistar, Lextar and their subsidiaries were included in the consolidated financial statements thereafter.
~19~
| Name of Investor |
Name of Subsidiary | Main Business Activities |
December 31, 2021 December 31, 2020 100% - 100% - 100% - 100% - 58.59% - 100% 100% 100% 100% - 100% 49% 49% 100% 100% 39.09% 100% 53.29% 63.94% - 8.52% 64.32% 64.32% 3.53% - Ownership |
Note | |
|---|---|---|---|---|---|
| December 31, 2021 |
|||||
| ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
Epistar Corporation Lextar Electronics Corp. Harvestar Investment Corp. Calystar Investment Corp. Amengine Corporation Lighting Investment Corporation Epistar JV Holding (BVI) Co., Ltd. Yenrich Technology Corporation SH Co.,Ltd. Full Star Enterprises Limited iReach Corporation Unikorn Semiconductor Corporation ProLight Opto Technology Corporation GaN Force Corporation Can Yang Investments Limited |
Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED wafers, chips, packages and modules Professional investment Professional investment Developing and sales of medical optical sensor modules Professional investment Professional investment Manufacturing and sales of LED packages Manufacturing and sales of LED wafers and chips Professional investment Manufacturing, sales, packaging and module design of semiconductor light emitting devices OEM manufacturing of iii-v semiconductors Manufacturing and sales of LED packages Design, manfacturing and sales of semiconductor materials and modules Professional investment |
100% 100% 100% 100% 58.59% 100% 100% - 49% 100% 39.09% 53.29% - 64.32% 3.53% |
Note 10 Note 10 Note 7 Note 7 Note 11 Note 12 Note 1 Note 3 Note 2 Note 12 |
~20~
| Name of Investor |
Name ofSubsidiary | Main Business Activities |
December 31, 2021 December 31, 2020 Ownership 100% 100% 82.41% 82.41% 74.86% 74.86% 100% 100% 100% 100% - 100% 85.26% 80.10% 100% 100% 93.38% 93.38% 100% 100% 100% 100% 3.31% 3.31% 12.13% 20.80% 100% 100% 100% 100% |
Note | |
|---|---|---|---|---|---|
| December 31, 2021 |
|||||
| GaN Force Corporation Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Lite Star JV Holding (BVI) Co., Ltd. Epicrystal (Hong Kong) Co., Limited United LED Corporation (Hong Kong) Limited Episky (Hong Kong) Limited Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen)Ltd. Episky Corporation (Xiamen) Ltd. Lighting Investment Corporation |
GV Semiconductor Inc. Lite Star JV Holding (BVI) Co., Ltd. United LED Corporation (Hong Kong) Limited Episky (Hong Kong) Limited HUGA Holding (SAMOA) Limited Crystal Light Enterprises Group Limited Can Yang Investments Limited Epicrystal (Hong Kong) Co., Limited Epicrystal Corporation (Changzhou) Ltd. United LED Shan Dong Corporation Episky Corporation (Xiamen) Ltd. Epicrystal Corporation (Changzhou) Ltd. LEADSTAR Micro- Crystal Display Corporation (JiangSu) Ltd. SHENZHEN EPIKYLIN OPTOELECTRONIC S CO.,LTD Lighting Investment Ltd. |
R&D and sales of electronic components Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED chips Manufacturing and sales of LED wafers and chips Developing, manufacturing and sales of LED packages, modules and related applications Sales of LED chips Professional investment |
100% 82.41% 74.86% 100% 100% - 85.26% 100% 93.38% 100% 100% 3.31% 12.13% 100% 100% |
Note 9 Note 6 Note 6 |
~21~
| Name of Investor |
Name ofSubsidiary | Main Business Activities |
December 31, 2021 December 31, 2020 Ownership 81.43% 100% 100% 100% 6.87% 6.87% 14.69% 40.46% 35.68% - 100% 100% 100% 100% 100% 100% 100% 100% 2.68% 3.62% 37.88% 29.20% - 40.80% 100% 100% |
Note | |
|---|---|---|---|---|---|
| December 31, 2021 |
|||||
| Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Ltd. Lighting Investment Ltd. Can Yang Investments Limited Luxlite (Hong Kong) Corporation Limited Yenrich Technology Corporation Yenrich Technology Corporation Yenrich Technology Corporation ProLight Opto Technology Corporation |
GaNrich Semiconductor Corporation Yenrich Opto (Hong Kong) Limited Can Yang Investments Limited ProLight Opto Technology Corporation GaN Force Corporation Luxlite (Hong Kong) Corporation Limited Epistar (Hong Kong) Limited Jiangsu Canyang Optoelectronics Ltd. Luxlite (Shenzhen) Corporation Limited ProLight Opto Technology Corporation LEADSTAR Micro- Crystal Display Corporation (JiangSu) Ltd. Amengine Corporation ProLight Opto Holding Corporation |
Design and technology service of LED lighting product Sales of LED lighting products Professional investment Manufacturing and sales of LED packages Design, manfacturing and sales of semiconductor materials and modules Professional investment Professional investment Manufacturing and sales of LED wafers and chips Sales of LED chips Manufacturing and sales of LED packages Developing, manufacturing and sales of LED packages, modules and related applications Developing and sales of medical optical sensor modules Professional investment |
81.43% 100% 6.87% 14.69% 35.68% 100% 100% 100% 100% 2.68% 37.88% - 100% |
Note 5 Note 12 Note 4 Note 8 Note 12 Note 6 Note 12 Note 1 Note 6 Note11 Note 12 |
~22~
| Name of Investor |
Name ofSubsidiary | Main Business Activities |
December 31, 2021 December 31, 2020 Ownership 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 90.50% 90.50% 10.68% 22.99% 31.69% 31.69% 100% - 100% 100% 100% 100% 100% 100% |
Note | |
|---|---|---|---|---|---|
| December 31, 2021 |
|||||
| ProLight Opto Holding Corporation ProLight Opto Technology Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar (Singapore) Pte. Ltd., Wellypower Optronics Corporation and Apower Optronics Corporation Lextar (Singapore) Pte. Ltd. Lextar (Singapore) Pte. Ltd. |
ProLight Opto Technology Corporation Shanghai Welight Electronic Co., LTD Lextar (Singapore) Pte. Ltd. Liang Li Venture Corp. Wellypower Optronics Corporation Apower Optronics Corporation Wellybond Corporation Wellybond Optronics (H.K.) Limited Trendylite Corporation best Epitaxy Manufacturing Company Ltd. HEXAWAVE INC. Yenrich Technology Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics (Xiamen) Co., Ltd. Lextar Electronics Korea Ltd. |
Professional investment Wholesale and export and import of LED and related products Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment Sales of products Design and manufacturing VCSEL Lei chip Manufacturing and sales of compound semiconductor materials and modules Manufacturing and sales of LED packages Manufacturing and sales of LED wafers, chips, packages and modules Manufacturing and sales of LED lighting and modules Sale of LED and after-sales service |
100% 100% 100% 100% 100% 100% 100% 100% 90.50% 10.68% 31.69% 100% 100% 100% 100% |
Note 12 Note 12 Note 3 Note 12 |
~23~
| Name of Investor |
Name ofSubsidiary | Main Business Activities |
December 31, 2021 December 31, 2020 Ownership 1.91% 3.83% 9.09% - 50% 50% - 29.37% 24.70% - 31.68% 31.68% 90.91% 90.91% 100% 100% 100% - |
Note | |
|---|---|---|---|---|---|
| December 31, 2021 |
|||||
| Liang Li Venture Corp. Liang Li Venture Corp. Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Lextar Electronics (Suzhou) Corp. HEXAWAVE INC. |
best Epitaxy Manufacturing Company Ltd. ProLight Opto Technology Corporation VOGITO INNOVATION CO., LTD. best Epitaxy Manufacturing Company Ltd. ProLight Opto Technology Corporation HEXAWAVE INC. WellyHertz Electronics Corp. Lextar Electronics (Chuzhou) Corp. WellyWave Semiconductors Inc. |
Design and manufacturing VCSEL Lei chip Manufacturing and sales of LED packages Design of lighting Design and manufacturing VCSEL Lei chip Manufacturing and sales of LED packages Manufacturing and sales of compound semiconductor materials and modules Manufacturing and sales of switching power supply module Manufacturing and sales of LED wafers, chips, packages and modules Manufacturing and sales of compound semiconductor materials and modules |
1.91% 9.09% 50% - 24.70% 31.68% 90.91% 100% 100% |
Note 3 Note 12 Note 3 Note 12 Note 6 Note 7 |
-
Note1: Due to the control over the entity’s financial and operational policies, this company is included in the consolidated financial statements.
-
Note2: On October 1, 2018, the parent company established the Unikorn Semiconductor Corporation due to the spin-off and transfer of its operation for iii-v semiconductors OEM business. On February 20, 2019, January 31, 2020 and April 19, 2021, the Board of Directors of Unikorn Semiconductor Corporation during their meeting resolved to increase its capital in the amounts of $164,000, $400,000 and $500,000, respectively. The parent company did not participate in the capital increases, therefore, the parent company’s shareholding ratio was decreased to 63.94% and 53.29%.
-
Note3: Due to changes in equity, it has not been included in the consolidated entity since June, 2021.
-
Note4: Acquiring an additional 35.68% of ordinary share from non-controlling interest in December, 2021.
~24~
- Note5: On January, 2020, AllureLux Corporation has been renamed as GaNrich Semiconductor Corporation.
- Note6: Newly invested or established companies in 2020.
- Note7: Newly invested or established companies in 2021.
- Note8: Acquiring an additional 25% of ordinary share from non-controlling interest in October 2020.
- Note9: The liquidation was completed on March, 2021, as the company will not continue its operation.
- Note10: On January 6, 2021, Epistar and Lextar became subsidiaries through a share exchange transaction with the parent company. Epistar, Lextar and their subsidiaries were consolidated in the financial statements thereafter.
- Note11: Amengine Corporation was originally held by Yenrich Technology Corporation and subsequently held by ENNOSTAR Inc. in the third quarter of 2021 as a result of reorganization.
- Note12: Yenrich Technology Corporation and ProLight Opto Technology Corporation were originally held by Epistar and subsequently held by Lextar in the third quarter of 2021 as a result of reorganization. Also, investees of Yenrich Technology Corporation and ProLight Opto Technology Corporation were held by Lextar.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interest that are material to the Group: None.
-
(4) Foreign currency translation
-
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan dollars, which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognized in profit or loss in the period in which they arise.
-
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognized in profit or loss.
-
(c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss as part of the fair value gain or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
(d) Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the statement of comprehensive income within “interest income or finance costs”. All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within “other gains and losses”.
-
~25~
-
B. Translation of foreign operations
-
(a) The operating results and financial position of all the group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
-
i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
-
ii. Income and expenses for each statement of comprehensive income are translated at average exchange rate of that period; and
-
iii. All resulting exchange differences are recognized in other comprehensive income.
-
-
(b) When the foreign operation partially disposed of or sold is an associate or jointly controlled entity, exchange differences that were recorded in other comprehensive income are proportionately reclassified to profit or loss as part of the gain or loss on sale. In addition, even when the Group still retains partial interest in the former foreign associate or jointly controlled entity after losing significant influence over the former foreign associate, or losing joint control of the former jointly controlled entity, such transactions should be accounted for as disposal of all interest in these foreign operations.
-
(c) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, even when the Group still retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
-
(d) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.
-
-
(5) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(a) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realized within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
-
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(a) Liabilities that are expected to be settled within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be settled within twelve months from the balance sheet date;
-
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
-
(6) Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
~26~
-
(7) Financial assets at fair value through profit or loss
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, the derivative financial assets are recognised and derecognised using trade date accounting, the beneficiary certificates are recognised and derecognised using settlement date accounting.
-
C. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.
-
D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(8) Financial assets at fair value through other comprehensive income
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value: The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(9) Accounts and notes receivable
-
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
(10) Impairment of financial assets
-
For financial assets at amortised at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.
-
(11) Derecognition of financial assets
-
The Group derecognizes a financial asset when one of the following conditions is met:
-
A. The contractual rights to receive cash flows from the financial asset expire.
-
B. The contractual rights to receive cash flows from the financial assets have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial assets.
-
C. The Group neither retains nor transfers substantially all risks and rewards of ownership of the financial asset; however, it has not retained control of the financial asset.
-
- -
(12) Leasing arrangements (lessor) operating leases
-
Lease income from an operating lease (net of any incentives given to the lessee) is recognised in profit or loss on a straight-line basis over the lease term.
~27~
(13) Inventories
-
Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprise raw materials, direct labor, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs the item by item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.
-
(14) Non-current assets held for sale
-
Non-current assets are classified as assets held for sale when their carrying amount is to be recovered principally through a sale transaction rather than through continuing use, and a sale is considered highly probable. They are stated at the lower of carrying amount and fair value less costs to sell.
(15) Investments accounted for using the equity method - associates
-
A. Associates are all entities over which the Group has significant influence but no control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.
-
B. The Group’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
C. When changes in an associate’s equity that are not recognized in profit or loss or other comprehensive income of the associate and such changes does not affect the Group’s ownership percentage of the associate, the Group recognizes change in ownership interests in the associate in ‘capital surplus’ in proportion to its ownership.
-
D. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
E. In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.
-
F. Upon loss of significant influence over an associate, the Group remeasures any investment retained in the former associate at its fair value. Any difference between fair value and carrying amount is recognized in profit or loss.
-
G. When the Group disposes its investment in an associate, if it loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it still retains significant influence over this associate, then the amounts previously recognized in other comprehensive income in relation to the
~28~
associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
-
H. When the Group disposes its investment in an associate, if it loses significant influence over this associate, the amounts previously recognized as capital surplus in relation to the associate are transferred to profit or loss. If it still retains significant influence over this associate, then the amounts previously recognized as capital surplus in relation to the associate are transferred to profit or loss proportionately.
-
(16) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change.
The estimated useful lives of property, plant and equipment are as follows:
| Buildings and structures | 20 ~ 50 years |
|---|---|
| Plant and construction | 2 ~ 15 years |
| Machinery | 2 ~ 20 years |
| Office equipment | 2 ~ 20 years |
| Leasehold improvements | 3 ~ 15 years |
| Other equipment | 2 ~ 20 years |
(17) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities
-
A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:
-
(a) Fixed payments, less any lease incentives receivable;
-
(b) Variable lease payments that depend on an index or a rate; and
-
(c) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are
~29~
changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;
-
(b) Any lease payments made at or before the commencement date;
-
(c) Any initial direct costs incurred by the lessee; and
-
(d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
- (18) Investment property
An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 20 ~ 50 years.
-
(19) Intangible assets
-
A. Patents
Patents are stated at cost and amortized on a straight-line basis over their legal terms or economic service lives, whichever is shorter.
-
B. Technology know-how
-
Technology know-how is stated at cost and amortized on a straight-line basis over their economic service lives.
-
C. Computer software
-
Computer software is stated at cost and amortized on a straight-line basis over their estimated useful lives of 2 ~ 10 years.
-
D. Goodwill
-
Goodwill arising from a business combination is accounted for by applying the acquisition method.
-
E. Other intangible assets
Other intangible assets, mainly electricity facilities, are stated at cost and amortized using the straight-line method over 3 to 5 years.
-
(20) Impairment of non-financial assets
-
A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.
-
B. The recoverable amounts of goodwill and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognized in profit or loss shall not be reversed in the following years.
-
C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination. Each unit or group of units to which the
~30~
goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes. Goodwill is monitored at the operating segment level.
-
(21) Borrowings
-
A. Borrowings comprise of long-term and short-term bank borrowings. Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
-
B. Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the drawn-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.
-
(22) Notes and accounts payable
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
-
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
(23) Financial liabilities at fair value through profit or loss
-
A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorised as financial liabilities held for trading unless they are designated as hedges.
-
B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.
-
C. If the credit risk results in fair value changes in financial liabilities designated as at fair value through profit or loss, they are recognised in other comprehensive income in the circumstances other than avoiding accounting mismatch or recognising in profit or loss for loan commitments or financial guarantee contracts.
-
(24) Derecognition of financial liabilities
A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.
(25) Employee benefits
- A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.
-
B. Pensions
-
(a) Defined contribution plans
For defined contribution plans, the contributions are recognized as pension expenses when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit net obligation is calculated annually by independent actuaries using the projected unit credit method. The
~31~
rate used to discount is determined by using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.
- ii. Remeasurement arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.
- iii. Past service costs are recognized immediately in profit or loss.
-
C. Termination benefits
- Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Group recognises expense as it can no longer withdraw an offer of termination benefits or it recognises relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.
-
D. Employees’ compensation and directors’ and supervisors’ remuneration
- Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal obligation or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
-
(26) Employee share based payment
-
A. For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognized as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. And ultimately, the amount of compensation cost recognized is based on the number of equity instruments that eventually vest.
-
B. Treasury stocks transferred to employees:
-
(a) Restricted stocks issued to employees are measured at the fair value of the equity instruments granted at the grant date, and are recognized as compensation cost over the vesting period.
-
(b) For treasury stocks where employees have to pay to acquire those stocks, if employees resign during the vesting period, they must compensate the Group for the difference between the fair value of the equity instruments and their payments on the stocks.
-
-
C. Restricted stocks:
-
(a) Restricted stocks issued to employees are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period.
-
(b) For restricted stocks where those stocks do not restrict distribution of dividends to employees and employees are not required to return the dividends received if they resign during the vesting period, the Group recognises the fair value of the dividends received by the employees who are expected to resign during the vesting period as compensation cost at the date of dividends declared.
-
(c) For restricted stocks where employees have to pay to acquire those stocks, if employees resign during the vesting period, they must return the stocks to the Group and the Group must refund their payments on the stocks, the Group recognises the payments from the employees who
-
~32~
are expected to resign during the vesting period as liabilities at the grant date, and recognises the payments from the employees who are expected to be eventually vested with the stocks in ’capital surplus – others’.
-
(27) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.
-
B. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year when the stockholders resolve to retain the earnings.
-
C. Deferred income tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
-
D. Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognized and recognized deferred income tax assets are reassessed.
-
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.
-
F. A deferred tax asset shall be recognised for the carryforward of unused tax credits resulting from research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilised.
-
(28) Share capital
-
A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
-
B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
~33~
(29) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s Board of Directors. Cash dividends are recorded as liabilities.
-
(30) Revenue recognition
-
A. Sales of goods:
-
(a) The Group is engaged in the research, development and sale of EPI wafers and chips of AlGaInP, AlGaAs and InGaN and light-emitting diode packages and modules. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the wholesaler has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the wholesaler, and either the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
-
(b) Sales revenue is recognised on the net amount of contract price after deduction of sales discounts and allowances. The sales discounts and allowances were offered to customers based on aggregate sales over a 12-month period. Accumulated experience is used to estimate and provide for the sales discounts and allowances, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. A refund liability is recognised for expected sales discounts and allowances payable to customers in relation to sales made until the end of the reporting period. No element of financing is deemed present as the sales are made with a credit term less than 1 year, which is consistent with market practice.
-
(c) The Group’s obligation to provide a refund for faulty products under the standard warranty terms is recognised as a provision.
-
(d) A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
-
-
B. Revenue from licencing intellectual property
-
(a) The Group entered into a contract with a customer to grant a licence of patents and intellectual property to the customer. Given the licence is distinct from other promised goods or services in the contract, the Group recognises the revenue from licencing when the licence transfer to a customer either at a point in time or over time based on the nature of the licence granted. The nature of the Group’s promise in granting a licence is a promise to provide a right to access the Group’s intellectual property if the Group undertakes activities that significantly affect the patents and intellectual property to which the customer has rights, the customer is affected by the Group’s activities and those activities do not result in the transfer of a good or a service to the customer as they occur. The royalties are recognised as revenue on a straight-line basis throughout the licencing period. In case the abovementioned conditions are not met, the nature of the Group’s promise in granting a licence is a promise to provide a right to use the Group’s intellectual property and therefore the revenue is recognised when transferring the licence to a customer at a point in time.
-
(b) Some contracts require a sales-based royalty in exchange for a licence of intellectual property. The Group recognises revenue when the performance obligation has been satisfied and the subsequent sale occurs.
-
-
C. Incremental costs of obtaining a contract
- Given that the contractual period lasts less than one year, the Group recognises the incremental costs of obtaining a contract as an expense when incurred although the Group expects to recover
~34~
those costs.
-
(31) Government grants
- Government grants are recognized at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes expenses for the related costs for which the grants are intended to compensate. Government grants related to property, plant and equipment are recognized as non-current liabilities and are amortized to profit or loss over the estimated useful lives of the related assets using the straight-line method.
-
(32) Business combinations
-
A. The Group uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured as the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date, plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisitionrelated costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. For each business combination, the Group measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity’s net assets in the event of liquidation at either fair value or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets. All other non-controlling interests should be measured at the acquisition-date fair value.
-
B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.
-
-
(33) Operating segments
- Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision-Maker. The Chief Operating Decision-Maker is responsible for allocating resources and assessing performance of the operating segments.
-
CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:
(1) Critical judgments in applying the Group’s accounting policies
-
None.
-
(2) Critical accounting estimates and assumptions
-
Evaluation of inventories
As inventories are stated at the lower of cost and net realizable value, the Group must determine the net realizable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Group evaluates the amounts of obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net
~35~
realizable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation. As of December 31, 2021, the carrying amount of inventories was $5,688,379.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
==> picture [502 x 402] intentionally omitted <==
----- Start of picture text -----
December 31, 2021 December 31, 2020
Cash on hand and petty cash $ 918 $ 1,171
Checking accounts and demand deposits 3,816,612 2,210,413
Time deposits 7,289,316 1,326,081
Bonds sold under repurchase agreement 1,229,193 1,690,346
$ 12,336,039 $ 5,228,011
The Group transacts with a variety of financial institutions all with high credit quality to disperse
credit risk, so it expects that the probability of counterparty default is remote.
Financial assets at fair value through profit or loss
Items December 31, 2021 December 31, 2020
Current items:
Financial assets mandatorily measured
at fair value through profit or loss
Beneficiary certificates $ 69,150 $ 40,150
Listed stocks 193,439 427,775
Derivatives 17,814 -
280,403 467,925
Valuation adjustment ( 55,119) ( 297,155)
225,284 170,770
Non-current items:
Financial assets mandatorily measured
at fair value through profit or loss
Unlisted stocks 321,358 342,178
Valuation adjustments ( 209,074) ( 162,903)
112,284 179,275
$ 337,568 $ 350,045
----- End of picture text -----
(2) Financial assets at fair value through profit or loss
- A. The Group entered into contracts relating to derivative financial assets which were not accounted for under hedge accounting. The information is listed below:
December 31, 2021 Notional principal (in Financial instruments thousands) Currency Maturity date Forward foreign exchange contract - sell USD 66,700 USD to NTD 2022.01.03~2022.04.08 Forward foreign exchange contract - sell USD 50 USD to JPY 2022.01.24~2022.02.24 Forward foreign exchange contract - sell USD 29,000 USD to RMB 2022.01.25~2022.06.24
December 31,2020: None.
The Group entered into forward foreign exchange contracts to hedge exchange rate risk of export and import proceeds. However, these forward foreign exchange contracts are not accounted for under hedge accounting.
~36~
-
B. The net gain (loss) recognized by the Group amounted to $17,537 and ($86,089) for the years ended December 31, 2021 and 2020.
-
C. Information on credit risk of financial assets at fair value through profit or loss is provided in Notes 12(2) and (3).
-
(3) Financial assets at fair value through other comprehensive income
Items December 31, 2021 December 31, 2020
| Non-current items: | ||||
|---|---|---|---|---|
| Equity instruments | ||||
| Listed stocks | $ | 714,661 |
$ | 724,909 |
| Unlisted stocks | 4,121,556 |
3,933,096 | ||
| 4,836,217 |
4,658,005 | |||
| Valuation adjustment | ( | 149,612) |
( | 273,705) |
| $ | 4,686,605 |
$ | 4,384,300 |
-
A. The Group has elected to classify investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $4,686,605 and $4,384,300 as at December 31, 2021 and 2020, respectively.
-
B. Amounts recognized in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
-
Equity instruments at fair value through other Year ended December Year ended December
| Equity instruments at fair value through other | Year | ended December | Year | ended December |
|---|---|---|---|---|
| comprehensive income | 31, 2021 | 31,2020 | ||
| Fair value change recognised in other | $ | 250,820 | $ | 514,906 |
| comprehensive income | ||||
| Dividend income recognized in profit or loss held at end of period |
$ | 105,228 | $ | 22,861 |
-
C. As at December 31, 2021 and 2020, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Group was $4,686,605 and $4,384,300, respectively.
-
D. Information relating to credit risk of financial assets at fair value through other comprehensive income is provided in Notes 12(2) and (3).
-
(4) Notes and accounts receivable
| income is provided in Notes 12(2) and (3). Notes and accounts receivable |
||||
|---|---|---|---|---|
| December 31,2021 | December 31,2020 | |||
| Notes receivable | $ | 2,506,407 |
$ | 1,926,257 |
| Less: Allowance for uncollectible accounts | ( | 883,988) | ( | 840,196) |
| $ | 1,622,419 | $ | 1,086,061 | |
| Accounts receivable | $ | 11,695,601 |
$ | 6,306,903 |
| Less: Allowance for uncollectible accounts | ( | 42,600) | ( | 18,552) |
| $ | 11,653,001 | $ | 6,288,351 |
~37~
A. The ageing analysis of accounts receivable and notes receivable is as follows:
| Not past due Up to 30 days 31 to 90 days 91 to 180 days Over 180 days |
Accounts receivable Notes receivable 11,217,706 $ 1,622,419 $ 239,277 - 83,745 - 22,863 - 132,010 883,988 11,695,601 $ 2,506,407 $ December 31,2021 |
December 31,2020 | December 31,2020 |
|---|---|---|---|
| Accounts receivable 11,217,706 $ 239,277 83,745 22,863 132,010 11,695,601 $ |
Accounts receivable 5,790,012 $ 307,622 101,702 106,124 1,443 6,306,903 $ |
Notes receivable | |
| 1,089,903 $ 13,448 70,065 752,841 - |
|||
| 1,926,257 $ |
The above ageing analysis was based on past due date.
-
B. As of December 31, 2021 and 2020, the Group had outstanding discounted notes receivable amounting to $209,538 and $410,310, respectively. The Group has payment obligations when the drawers of the notes refuse to pay for the notes at maturity. Those discounted notes receivable were presented as a deduction item to notes receivable. Those discounted notes receivable were deducted from notes receivable directly.
-
C. Details of the Group’s notes receivable pledged to others as collateral are provided in Note 8.
-
D. The Group holds collateral including commercial papers, financial assets, patents as well as machinery and equipment as security for accounts receivable.
-
E. As at December 31, 2021 and 2020, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the notes receivable held by the Group was $1,622,419 and $1,086,061; the maximum exposure to credit risk in respect of the amount that best represents the accounts receivable held by the Group was $11,653,001 and $6,288,351, respectively.
-
F. Information on credit risk of accounts receivable and notes receivable is provided in Note 12(2).
-
(5) Inventories
| Inventories | |||
|---|---|---|---|
| Raw materials Work in progress Finished goods Raw materials Work in progress Finished goods |
December 31, 2021 | ||
| Allowance for Cost valuation loss 1,794,492 $ 144,064) ($ 2,385,262 273,969) ( 2,185,755 259,097) ( 6,365,509 $ 677,130) ($ December 31,2020 |
Book value | ||
| 1,650,428 $ 2,111,293 1,926,658 |
|||
| 5,688,379 $ |
|||
| Allowance for Cost valuation loss 846,389 $ 68,147) ($ 1,523,436 491,771) ( 1,819,253 462,156) ( 4,189,078 $ 1,022,074) ($ |
Book value | ||
| 778,242 $ 1,031,665 1,357,097 |
|||
| 3,167,004 $ |
~38~
The cost of inventories recognised as expense for the years ended December 31, 2021 and 2020: Year ended December Year ended December
| 31,2021 | 31,2020 | |||
|---|---|---|---|---|
| Cost of goods sold | $ | 28,423,693 |
$ | 13,190,571 |
| Scrap loss | 84,112 | 90,797 |
||
| Loss (Recovery benefits in market value) on market price decline |
( | 334,996) |
231,620 |
|
| Loss on idle capacity | 658,955 | 1,537,409 | ||
| Other | ( | 23,883) | ( | 79,444) |
| $ | 28,807,881 |
$ | 14,970,953 |
Due to the increase in the utilization rate of the Group, the net realizable value of inventories has recovered, which is recognized as a decrease in the cost of goods sold.
(6) Investments accounted for using the equity method
| ecovered, which is recognized as a decrease in the cost of goods sold. Investments accounted for using the equity method |
|
|---|---|
| December 31,2021 Associates: Tekcore Co., Ltd. - $ TE Opto Corporation 43,223 Country Lighting (BVI) Co., Ltd. - LEDOLUX Sp. Zo.O. 11,453 Interelight Optotech (Hong Kong) Ltd. 11,663 LEDAZ Co., Ltd. 9,292) ( Changzhou Chemsemi Co., Ltd. (Note) 853,118 GCS Holdings, Inc. 1,199,915 Joint Power Exponent, Ltd. 31,076 Chuzhou Bwin Technology Corp. 115,080 Aurora International Lighting Corporation Limited 180,789iReach Corporation 40,881 Domi-Star Optoelectronics Corporation 385 Tyntek Corporation 793,756 3,272,047 $ |
December 31,2020 |
| 26,926 $ 43,804 87,097 13,077 11,886 71,668 471,471 919,646 - - - - - - |
|
| 1,645,575 $ |
Note: In August 2020, Changzhou NEO-EPISKY Co., Ltd. has been renamed as Changzhou Chemsemi Co., Ltd.
A. The carrying amount of the Group’s interests in all individually immaterial associates and the Group’s share of the operating results are summarised below:
As of December 31, 2021 and 2020, the carrying amount of the Group’s individually immaterial associates amounted to $3,272,047 and $ 1,645,575, respectively.
Year ended December Year ended December
| 31,2021 | 31,2020 | |||
|---|---|---|---|---|
| Loss for the period from | ($ | 182,973) |
($ | 1,471) |
| continuing operations | ||||
| Other comprehensive loss | - | ( | 14,368) | |
| Total comprehensive loss | ($ | 182,973) | ($ | 15,839) |
~39~
- B. The fair value of the Group’s material associates with quoted market prices is as follows:
| Tekcore Co. Ltd. GCS Holdings, Inc. Tyntek Corporation |
December 31,2021 - $ 1,205,945 806,407 2,012,352 $ |
December 31,2020 136,217 $ 903,548 - |
|---|---|---|
| 1,039,765 $ |
-
C. On June 5, 2020, the Group obtained significant influence over GCS Holdings, Inc. as the Group owned two board seats through the re-election of the regular shareholders’ meeting. Therefore, the Group reclassified it from financial asset at fair value through profit and loss into investment in associate and recognised gain on disposal of investment amounting to $31,414 in accordance with IFRSs.
-
D. On September 2, 2020, the Group disposed some of its share of NanYa Photonics Incorporation and lost significant influence as its shares owned by the Group were less than 20%. Therefore, the Group reclassified it into financial asset at fair value through other comprehensive income and recognised gain on disposal of investment amounting to $38,546 in accordance with IFRSs.
-
E. In the second quarter of 2021, the Group disposed part of its share of best Epitaxy Manufacturing Company Ltd. and iReach Corporation and lost control over the entities. Therefore, the Group reclassified it into investments accounted for using the equity method and recognised gain on disposal of investment amounting to $57,527 in accordance with IFRSs.
-
F. On July 2, 2021, the Group obtained significant influence over Tyntek Corporation as the Group owned three board seats through the re-election of the regular shareholders’ meeting. Therefore, the Group reclassified it from financial asset at fair value through other comprehensive income into investment in associate in accordance with IFRSs.
~40~
(7) Property, plant and equipment
| Construction | Construction | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| in progress and | ||||||||||||||||||||
| Buildings and | Office | Leasehold | equipment to | |||||||||||||||||
| Land | structures | Machinery | equipment | improvements | Others | be inspected | Total | |||||||||||||
| At January 1, 2021 | ||||||||||||||||||||
| Cost | $ | 511,997 |
$ | 15,382,224 |
$ | 41,914,660 |
$ | 415,371 |
$ | 175,629 |
$ | 620,231 |
$ | 3,716,424 |
$ | 62,736,536 |
||||
| Accumulated | ||||||||||||||||||||
| depreciation and | ||||||||||||||||||||
| impairment | - | ( | 8,580,667) | ( | 32,186,143) | ( | 315,015) | ( | 90,976) | ( | 478,260) | - | ( | 41,651,061) | ||||||
| $ | 511,997 | $ | 6,801,557 | $ | 9,728,517 | $ | 100,356 | $ | 84,653 | $ | 141,971 | $ | 3,716,424 | $ | 21,085,475 | |||||
| 2021 | ||||||||||||||||||||
| Opening net book | $ | 511,997 |
$ | 6,801,557 |
$ | 9,728,517 |
$ | 100,356 |
$ | 84,653 |
$ | 141,971 |
$ | 3,716,424 |
$ | 21,085,475 |
||||
| amount at January 1 | ||||||||||||||||||||
| Additions | - | 1,754 | 497,227 | 9,097 | 7,602 | 82,525 | 3,351,466 | 3,949,671 | ||||||||||||
| Transfer | - | 747,678 |
5,619,005 | 57,496 | 45,078 | 65,779 | ( | 6,535,036) |
- | |||||||||||
| Acquired from business | 1,170,859 | 1,732,781 | 1,372,887 | 9,941 | 1,513 | 392,619 | 205,059 | 4,885,659 | ||||||||||||
| combinations | ||||||||||||||||||||
| Disposals | - | ( | 30,225) |
( | 141,894) |
( | 265) |
( | 523) |
( | 8,034) |
( | 59,915) |
( | 240,856) |
|||||
| Reclassified to non- | ( | 124,661) |
( | 124,885) |
( | 541) |
( | 709) |
- | - | - |
( | 250,796) |
|||||||
| current assets held for | ||||||||||||||||||||
| sale | ||||||||||||||||||||
| Reclassifications | - | 914 | ( | 88,961) |
1,139 | 1,083 | 303 | ( | 17,215) |
( | 102,737) |
|||||||||
| Reclassified to | - | ( | 30,472) |
- | - | - | - | - | ( | 30,472) |
||||||||||
| investment property | ||||||||||||||||||||
| Depreciation charge | - | ( | 896,360) |
( | 3,718,628) |
( | 67,985) |
( | 23,538) |
( | 157,966) |
- | ( | 4,864,477) |
||||||
| Impairment loss | - | ( | 4,592) |
( | 30,250) |
- | ( | 1,106) |
- |
- | ( | 35,948) |
||||||||
| Disposals of Subsidiary | - | ( | 4,929) |
( | 102,723) |
( | 718) |
( | 8,849) |
( | 24,836) |
( | 2,035) |
( | 144,090) |
|||||
| Net exchange differences | - | ( | 1,824) | ( | 502,213) |
( | 584) | ( | 171) | ( | 77,198) |
629,913 | 47,923 | |||||||
| Closing net book | ||||||||||||||||||||
| amount atDecember 31 | $ | 1,558,195 | $ | 8,191,397 | $ | 12,632,426 | $ | 107,768 | $ | 105,742 | $ | 415,163 | $ | 1,288,661 | $ | 24,299,352 | ||||
| At December 31, 2021 | ||||||||||||||||||||
| Cost | $ | 1,558,195 |
$ | 17,347,652 |
$ | 47,907,326 |
$ | 516,930 |
$ | 365,056 |
$ | 1,700,988 |
$ | 1,288,661 |
$ | 70,684,808 |
||||
| Accumulated | ||||||||||||||||||||
| depreciation and | ||||||||||||||||||||
| impairment | - | ( | 9,156,255) | ( | 35,274,900) |
( | 409,162) | ( | 259,314) |
( | 1,285,825) | - | ( | 46,385,456) | ||||||
| $ | 1,558,195 | $ | 8,191,397 | $ | 12,632,426 | $ | 107,768 | $ | 105,742 | $ | 415,163 | $ | 1,288,661 | $ | 24,299,352 |
~41~
| Construction | Construction | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| in progress and | ||||||||||||||||||||
| Buildings and | Office | Leasehold | equipment to | |||||||||||||||||
| Land | structures | Machinery | equipment | improvements | Others | be inspected | Total | |||||||||||||
| At January 1, 2020 | ||||||||||||||||||||
| Cost | $ | 650,521 |
$ | 16,213,192 |
$ | 41,452,304 |
$ | 402,533 |
$ | 161,373 |
$ | 591,882 |
$ | 1,332,534 |
$ | 60,804,339 |
||||
| Accumulated | ||||||||||||||||||||
| depreciation and | ||||||||||||||||||||
| impairment | - | ( | 8,510,028) | ( | 30,883,443) | ( | 272,598) | ( | 122,853) | ( | 438,311) | - | ( | 40,227,233) | ||||||
| $ | 650,521 | $ | 7,703,164 | $ | 10,568,861 | $ | 129,935 | $ | 38,520 | $ | 153,571 | $ | 1,332,534 | $ | 20,577,106 | |||||
| 2020 | ||||||||||||||||||||
| Opening net book | $ | 650,521 |
$ | 7,703,164 |
$ | 10,568,861 |
$ | 129,935 |
$ | 38,520 |
$ | 153,571 |
$ | 1,332,534 |
$ | 20,577,106 |
||||
| amount at January 1 | ||||||||||||||||||||
| Additions | - | 3,729 |
241,282 | 6,205 | 10,528 | 27,985 | 5,594,129 | 5,883,858 | ||||||||||||
| Transfer | - | 421,072 |
2,704,161 | 19,624 | 50,567 | 16,553 | ( | 3,211,977) |
- | |||||||||||
| Disposals | ( | 138,524) |
( | 243,940) |
( | 55,166) |
( | 12) |
( | 806) |
( | 906) |
- | ( | 439,354) |
|||||
| Reclassifications | - | ( | 3,471) |
( | 189,319) |
335 | - | 95 | ( | 5,429) |
( | 197,789) |
||||||||
| Reclassified to | ||||||||||||||||||||
| investment property | - | ( | 216,341) |
- | - | - | - | - |
( | 216,341) |
||||||||||
| Depreciation charge | - | ( | 863,202) |
( | 3,190,754) |
( | 56,505) |
( | 14,541) |
( | 55,356) |
- |
( | 4,180,358) |
||||||
| Impairment loss | - | ( | 21,984) |
( | 396,249) |
( | 22) |
- | ( | 1,400) |
- | ( | 419,655) |
|||||||
| Net exchange differences | - | 22,530 | 45,701 | 796 | 385 | 1,429 |
7,167 | 78,008 | ||||||||||||
| Closing net book | ||||||||||||||||||||
| amount atDecember 31 | $ | 511,997 | $ | 6,801,557 | $ | 9,728,517 |
$ | 100,356 | $ | 84,653 | $ | 141,971 | $ | 3,716,424 | $ | 21,085,475 | ||||
| At December 31, 2020 | ||||||||||||||||||||
| Cost | $ | 511,997 |
$ | 15,382,224 |
$ | 41,914,660 |
$ | 415,371 |
$ | 175,629 |
$ | 620,231 |
$ | 3,716,424 |
$ | 62,736,536 |
||||
| Accumulated | ||||||||||||||||||||
| depreciation and | ||||||||||||||||||||
| impairment | - | ( | 8,580,667) | ( | 32,186,143) | ( | 315,015) | ( | 90,976) | ( | 478,260) |
- | ( | 41,651,061) | ||||||
| $ | 511,997 | $ | 6,801,557 | $ | 9,728,517 | $ | 100,356 |
$ | 84,653 | $ | 141,971 | $ | 3,716,424 | $ | 21,085,475 |
Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.
- (8) Leasing arrangements lessee
-
A. The Group leases various assets including land, buildings, machinery, transportation equipment and office equipment. Rental contracts are typically made for periods of 2 to 50 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. Short-term leases with a lease term of 12 months or less comprise of buildings, transportation equipment and office equipment. Low-value assets comprise of office equipment.
-
C. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| Land Buildings Machinery Transportation equipment Office equipment |
December 31,2021 Carryingamount $ 1,504,759 186,835 174,428 9,478 40,256 1,915,756 $ |
December 31,2020 |
|---|---|---|
| Carryingamount | ||
| $ 1,328,142 50,902 230,394 12,517 42,334 |
||
| 1,664,289 $ |
~42~
| Year | ended December | Year | ended December | |
|---|---|---|---|---|
| 31,2021 | 31,2020 | |||
| Depreciation charge | Depreciation charge | |||
| Land | $ | 54,506 | $ | 48,948 |
| Buildings | - | 19,808 | ||
| Machinery | 39,990 | 21,850 |
||
| Transportation equipment | 57,619 | 7,738 | ||
| Office equipment | 5,362 | 12,741 | ||
| Other equipment | 14,421 | - |
||
| $ | 171,898 |
$ | 111,085 |
-
D. For the years ended December 31, 2021 and 2020, the additions to right-of-use assets were $61,220 and $279,384, respectively.
-
E. The information on profit and loss accounts relating to lease contracts is as follows:
| Year ended December Year ended December | Year ended December Year ended December | |
|---|---|---|
| 31,2021 | 31,2020 | |
| Items affecting profit or loss | ||
| Interest expense on lease liabilities | $ 28,707 $ | 26,348 |
| Expense on short-term lease contracts | 44,747 |
13,105 |
| Expense on leases of low-value assets | 4,730 |
3,571 |
- F. For the years ended December 31, 2021 and 2020, the Group’s total cash outflow for leases were $189,463 and $120,455, respectively.
~43~
(9) Intangible assets
| Intangible assets | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Patents | Goodwill | Software | Others | Total | |||||||||||
| At January 1, 2021 | |||||||||||||||
| Cost | $ | 2,416,238 |
$ | 6,324,659 |
$ | 454,064 |
$ | 112,073 |
$ | 9,307,034 |
|||||
| Accumulated amortisation and | |||||||||||||||
| impairment | ( | 1,544,653) |
( | 3,182,323) |
( | 353,042) |
( | 94,825) |
( | 5,174,843) |
|||||
| $ | 871,585 | $ | 3,142,336 | $ | 101,022 | $ | 17,248 | $ | 4,132,191 | ||||||
| 2021 | |||||||||||||||
| Opening net book amount | |||||||||||||||
| as at January 1 | $ | 871,585 |
$ | 3,142,336 |
$ | 101,022 |
$ | 17,248 |
$ | 4,132,191 |
|||||
Additions-acquired separately |
2,704 | - | 57,433 | 3,015 | 63,152 | ||||||||||
Additions-acquired through |
|||||||||||||||
| business combinations | 348,360 | 754,264 | 3,598 | 74,294 | 1,180,516 | ||||||||||
| Disposals | ( | 15,390) |
- | ( | 38) |
- | ( | 15,428) |
|||||||
| Reclassifications | ( | 45,454) |
- | 2,660 | - | ( | 42,794) |
||||||||
| Amortisation charge | ( | 158,286) |
- | ( | 58,814) |
( | 15,835) |
( | 232,935) |
||||||
| Impairment loss | ( | 78,745) |
- | - | - | ( | 78,745) |
||||||||
| Disposals of subsidiary | ( | 202) |
- | ( | 3,807) |
( | 59,407) |
( | 63,416) |
||||||
| Net exchange differences | ( | 1,883) |
- | 1,005 | - | ( | 878) |
||||||||
| Closing net book amount | |||||||||||||||
| as at December 31 | $ | 922,689 | $ | 3,896,600 | $ | 103,059 | $ | 19,315 | $ | 4,941,663 | |||||
| At December 31, 2021 | |||||||||||||||
| Cost | $ | 2,750,991 |
$ | 7,087,692 |
$ | 513,660 |
$ | 128,843 |
$ | 10,481,186 |
|||||
| Accumulated amortisation and | |||||||||||||||
| impairment | ( | 1,828,302) |
( | 3,191,092) |
( | 410,601) |
( | 109,528) |
( | 5,539,523) |
|||||
| $ | 922,689 | $ | 3,896,600 | $ | 103,059 | $ | 19,315 | $ | 4,941,663 |
~44~
| Patents | Goodwill | Software | Others | Others | Total | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At January 1, 2020 | ||||||||||||||||
| Cost | $ | 2,406,242 |
$ | 6,324,659 |
$ | 422,203 |
$ | 99,476 |
$ | 9,252,580 |
||||||
| Accumulated amortisation and | ||||||||||||||||
| impairment | ( | 1,372,947) |
- | ( | 286,367) |
( | 91,468) |
( | 1,750,782) |
|||||||
| $ | 1,033,295 | $ | 6,324,659 | $ | 135,836 | $ | 8,008 | $ | 7,501,798 | |||||||
| 2020 | ||||||||||||||||
| Opening net book amount | ||||||||||||||||
| as at January 1 | $ | 1,033,295 |
$ | 6,324,659 |
$ | 135,836 |
$ | 8,008 |
$ | 7,501,798 |
||||||
Additions-acquired separately |
5,573 | - | 31,013 | 12,597 | 49,183 | |||||||||||
| Disposals | ( | 2,659) |
- | - | - | ( | 2,659) |
|||||||||
| Reclassifications | 13,326 | - | 477 | - | 13,803 | |||||||||||
| Amortisation charge | ( | 174,131) |
- | ( | 66,551) |
( | 3,357) |
( | 244,039) |
|||||||
| Impairment loss | - | ( | 3,182,323) |
( | 94) |
- | ( | 3,182,417) |
||||||||
| Net exchange differences | ( | 3,819) |
- | 341 | - | ( | 3,478) |
|||||||||
| Closing net book amount | ||||||||||||||||
| as at December 31 | $ | 871,585 | $ | 3,142,336 | $ | 101,022 | $ | 17,248 | $ | 4,132,191 | ||||||
| At December 31, 2020 | ||||||||||||||||
| Cost | $ | 2,416,238 |
$ | 3,142,336 |
$ | 454,064 |
$ | 112,073 |
$ | 6,124,711 |
||||||
| Accumulated amortisation and | ||||||||||||||||
| impairment | ( | 1,544,653) |
- | ( | 353,042) |
( | 94,825) |
( | 1,992,520) |
|||||||
| $ | 871,585 | $ | 3,142,336 | $ | 101,022 | $ | 17,248 | $ | 4,132,191 | |||||||
| Details of amortisation on intangible assets are | as follows: | |||||||||||||||
| Year ended December Year ended December | ||||||||||||||||
| 31,2021 | 31,2020 | |||||||||||||||
| Operating costs | $ | 121,103 |
$ | 121,881 |
||||||||||||
| Selling expenses | 858 | 1,736 | ||||||||||||||
| Administrative expenses | 53,368 | 53,720 | ||||||||||||||
| Research and development expenses | 57,606 | 66,702 | ||||||||||||||
| $ | 232,935 | $ | 244,039 |
~45~
-
(10) Impairment of non-financial assets
-
A. The Group assessed that production line adjustments and configurations resulted in idling or impairment of certain property, plant and equipment. The Group wrote down the carrying amount of the assets based on the recoverable amount and recognised impairment losses of $35,948 and $419,655 for the years ended December 31, 2021 and 2020, respectively. The recoverable amount is the assets’ fair value less costs of disposal. The fair value is classified as a level 3 fair value. Details of impairment are as follows:
| Year | ended December | Year ended December | |
|---|---|---|---|
| 31,2021 | 31,2020 | ||
Impairment loss-buildings and |
$ | - |
- $ |
| structure | |||
Impairment loss-machinery |
- | - | |
| $ | - | - $ |
-
B. Goodwill is allocated to the Group’s cash-generating units identified according to operating segment. The recoverable amount of all cash-generating units has been determined based on value-in-use calculations. These calculations use pre-tax cash flow projections based on financial budgets approved by the management covering a five-year period. Cash flows beyond the fiveyear period are extrapolated using the estimated growth rates stated below.
-
The recoverable amount of all cash-generating units calculated using the value-in-use was less than their carrying amount, therefore an impairment loss of $0 and $3,182,323 was recognised for the goodwill for the years ended December 31, 2021 and 2020, respectively. The key assumptions used for value-in-use calculations are as follows:
-
(a) Revenue growth rate: Estimation refers to relevant market information and relevant operating and sales plan.
-
(b) Gross margin rate: Estimation refers to historical data and relevant operating and sales plan.
-
(c) Discount rate: The rate before tax and reflecting specific risk of relevant operating segment. The discount rate for 2021 and 2020 was 10.63% and 10.50%.
-
-
C. The carrying amount of patents had been adjusted based on the recoverable amount because certain patents will be sold under assessment. Accordingly, the Group recognised impairment loss amounting to $78,745 and $0 for the years ended December 31, 2021 and 2020, respectively.
-
(11) Non-current assets held for sale
Property, plant and equipment
| December31,2021 - $ |
December31,2020 |
|---|---|
| - $ |
The Group intended to sell land and plant located in Taoyuan Longtan plant amounting to $430,000 in 2021, and the land and plant were reclassified to disposal groups classified as held for sale. The sale contract for this transaction had been signed in May 2021. In addition, the transaction was completed, and the Group recognised gain on disposal amounting to $179,204 in the third quarter of 2021.
~46~
(12) Short-term borrowings
| Short-term borrowings | ||
|---|---|---|
| Bank borrowings Unsecurred borrowings Interest rate range-NTD Interest rate range-foreign currency |
December 31,2021 - $ _%~% _%~% |
December 31,2020 1,537,574 $ 0.75%~1.24% |
| 3.40%~4.05% | ||
As of December 31, 2021 and 2020, the Group has endorsements to Episky Corporation (Xiamen) Ltd., Jiangsu Canyang Optoelectronics Ltd., Unikorn Semiconductor Corporation and Yenrich Technology Corporation totalling $2,035,760 and $ 4,084,960, respectively.
(13) Short-term notes and bills payable
| (14) | Other payables Payables for bankers’ acceptance Payables for bankers’ acceptance |
Rate(%) - |
Amount Name of bank - $ BANK OF COMMUNICATIONS BANK OF JIANGSU BANK OF CHINA BANK OF NINGBO December31,2021 December 31, 2020 |
Collaterals |
|---|---|---|---|---|
| Note 8 | ||||
| Rate(%) - |
Amount Name of bank 568,519 $ BANK OF COMMUNICATIONS |
Collaterals | ||
| Note 8 |
| Other payables | ||
|---|---|---|
| Items Payables on wages, salaries and bonus Compensation due to employees, directors and supervisors Payables on personnel expense Payables on machinery and equipment Payables on consumable goods and equipment repair expense Payables on processing fees Payables on reticle expense Payables on gas expense Payables on dividend Payables on insurance expense Payables on intangible assets Others |
December31,2021 1,274,884 $ 480,086 309,406 1,210,113 682,452 1,060,702 23,542 82,339 4,359 28,995 4,898 681,669 5,843,445 $ |
December31,2020 |
| 635,768 $ 69,641 200,259 2,068,473 358,304 377,051 22,319 64,551 - 8,980 46,122 536,311 |
||
| 4,387,779 $ |
~47~
- (15) Long term borrowings
| Long-term borrowings | |||||
|---|---|---|---|---|---|
| Borrowing period and | |||||
| Type of borrowings | repayment term | December31,2021 | |||
| Bank borrowings | |||||
| Unsecured borrowings | Before September 15, | 2025 | $ | 666,000 |
|
| Unsecured borrowings | Before May 15, 2026 | 135,900 | |||
| Unsecured borrowings | Before September 15, | 2025 | 592,800 |
||
| Unsecured borrowings | Before November 15, | 2025 | 544,800 |
||
| Unsecured borrowings | Before September 15, | 2025 | 400,000 |
||
| Unsecured borrowings | Before September 15, | 2025 | 507,500 |
||
| Unsecured borrowings | Before November 5, 2024 | 260,000 | |||
| Unsecured borrowings | Before February 15, 2026 | 464,400 |
|||
| Unsecured borrowings | Before February 15, 2026 | 46,100 | |||
| Unsecured borrowings | Before April 26, 2027 | 3,100 |
|||
| Secured borrowings | Before June 15, 2026 | 92,050 | |||
| Secured borrowings | Before March 15, 2028 | 100,000 | |||
| Secured borrowings | Before April 12, 2026 | 243,698 | |||
| Secured borrowings | Before December 13, | 2024 | 82,817 | ||
| 4,139,165 | |||||
| Less: Current portion of long-term borrowings | ( | 131,683) |
|||
| $ | 4,007,482 | ||||
| Interest rate range | 0.05%~4.99% | ||||
| Borrowing period and | |||||
| Type of borrowings | repayment term | December31,2020 | |||
| Bank borrowings | |||||
| Unsecured borrowings | Before September 15, | 2025 | $ | 383,400 |
|
| Unsecured borrowings | February 17, 2022 Repay fully at maturity | 500,000 | |||
| Unsecured borrowings | Before September 15, | 2025 | 489,900 | ||
| Unsecured borrowings | Before November 15, | 2025 | 231,100 | ||
| Unsecured borrowings | Before September 15, | 2025 | 400,000 | ||
| Unsecured borrowings | Before September 15, | 2025 | 377,300 | ||
| Unsecured borrowings | July 21, 2022 Repay fully at maturity | 450,000 | |||
| Unsecured borrowings | Before November 5, 2024 | 346,667 | |||
| Secured borrowings | Before December 13, | 2024 | 159,777 | ||
| 3,338,144 | |||||
| Less: Current portion of | long-term borrowings | ( | 137,419) |
||
| $ | 3,200,725 | ||||
| Interest rate range | 0.50%~1.43% |
Interest rate range
Pursuant to the bank loans agreements with Taipei Fubon Bank, CTBC Bank, KGI Bank and Mega Bank, the Company and its subsidiaries should meet certain financial covenants which are calculated based on each of their annual audited consolidated financial statements or semi-annual reviewed consolidated financial statements. The Company and its subsidiaries agreed to maintain the current ratio, debt ratio, debt service coverage ratio and tangible net worth (shareholders’ equity - intangible assets) as defined in financial covenants.
~48~
(16) Pensions
-
A. (a)The Company and its domestic subsidiaries have a defined benefit pension plans in accordance with the Labor Standards Law, covering all regular employees for services provided prior to July 1, 2005, and employees who choose to remain in the defined benefit pension plan subsequent to the enforcement of the Labor Pension Act on July 1, 2005. Under the defined benefit pension plan, employees are entitled to two base points for every year of service for the first 15 years and one base point for each additional year thereafter, up to a maximum of 45 base points. The pension payment to employees is computed based on years of service and average salaries or wages of the last nine months prior to approved retirement. The Company contributes an amount equal to 2% of salaries and wages paid each month to a pension fund. The pension fund is administered by a pension fund monitoring committee and deposited under the Committee’s name in the Bank of Taiwan.
- Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method, to the employees expected to be qualified for retirement next year, the Company will make contributions to cover the deficit by next March.
-
(b) The amounts recognised in the balance sheet are as follows:
| December31,2021 | December 31, 2020 | |||
|---|---|---|---|---|
| Present value of defined benefit obligations | ($ | 390,703) |
($ | 387,712) |
| Fair value of plan assets | 360,673 | 302,965 | ||
| Net defined benefit liability | ($ | 30,030) | ($ | 84,747) |
~49~
(c) Movements in net defined benefit liabilities are as follows:
| Movements in net defined benefit liabilities are as follows: | ||
|---|---|---|
| Present value of defined benefit obligations At January 1 383,337) ($ Current service cost 1,446) ( Interest (expense) income 1,475) ( Past service cost - Settlement profit or loss 7,611 378,647) ( Remeasurements: Return on plan assets (excluding amounts included in interest income or expense) - Change in demographic assumptions 1,443) ( Change in financial assumptions 18,831 Experience adjustments 38,388) ( Liquidation gain 133 20,867) ( Pension fund contribution - Paid pension 8,811 At December 31 390,703) ($ |
Fair value of plan assets 2021 |
Net defined benefit liability |
| 356,890 $ - 1,388 - 7,611) ( 350,667 4,862 - - - - 4,862 11,766 6,622) ( 360,673 $ |
26,447) ($ 1,446) ( 87) ( - - 27,980) ( 4,862 1,443) ( 18,831 38,388) ( 133 16,005) ( 11,766 2,189 30,030) ($ |
~50~
| Present value of defined benefit obligations At January 1 376,066) ($ Current service cost 1,382) ( Interest (expense) income 2,818) ( Past service cost 15,813 Settlement profit or loss 492 363,961) ( Remeasurements: Return on plan assets (excluding amounts included in interest income or expense) - Change in demographic assumptions 2,781) ( Change in financial assumptions 18,072) ( Experience adjustments 2,356) ( 23,209) ( Pension fund contribution - At December 31 387,170) ($ |
Fair value of plan assets 2020 |
Net defined benefit liability |
|---|---|---|
| 803,414 $ - 8,639 - 492) ( 811,561 15,196 - - - 15,196 10,955 837,712 $ |
427,348 $ 1,382) ( 5,821 15,813 - 447,600 15,196 2,781) ( 18,072) ( 2,356) ( 8,013) ( 10,955 450,542 $ |
- (d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31,2021 and 2020 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.
~51~
(e) The principal actuarial assumptions used were as follows:
| Year ended December Year ended December | |
|---|---|
| 31,2021 31,2020 |
|
| Discount rate | 0.75% 0.40% |
| Future salary increases | 2.00% 2.00~3.00% |
The assumptions about future mortality experience in 2021 and 2020 are set based on actuarial advice in sixth and fifth empirical life tables of the life insurance industry in Taiwan, respectively.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| December 31, 2021 Effect on present value of defined benefit obligation December 31, 2020 Effect on present value of defined benefit obligation |
Discount rate | Discount rate | Discount rate | Future salaryincreases | Future salaryincreases | |
|---|---|---|---|---|---|---|
| Increase 25% | Decrease 25% | Increase 25% | Decrease 25% | |||
| 12,606) ( 12,931) ( |
13,169 13,534 |
12,972 13,277 |
12,485) ( 12,758) ( |
The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.
-
(f) Expected contributions to the defined benefit pension plans of the Company for the year ending December 31, 2021 amount to $12,063.
-
(g) As of December 31, 2021, the weighted average duration of the retirement plan is 13 years.
-
B. (a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
-
(b) The Group’s mainland China subsidiaries have funded defined contribution plans. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC) are based on a certain percentage stipulated by the government. Other than the monthly contributions, the Group do not have further obligations.
-
(c) The pension costs under the defined contribution pension plans of the Group for the years ended December 31, 2021 and 2020 were $290,794 and $129,931, respectively.
~52~
(17) Share-based payment
-
A. Restricted stocks to employees.
-
(a) For the year ended December 31, 2021, the Group’s restricted stocks to employees arrangement was as follows:
Type of Quantity granted Vesting arrangement Grant date (thousand shares) Contract period condition Restricted stocks to 2019.3.20 8,500 3 years Note 2 employees (Note1)
Note 1: The remaining shares of Lextar in the original plan were transferred to the shares of the Company in accordance the exchange rate on the reference date of the merger. Note 2:The employees could vest 30%, 30% and 40% of the restricted stock, respectively, if they continue to provide service to Lextar for the first year, second year and third year. However, the actual granted units should consider the situation of Lextar’s operating results and employees’ performance.
- (b) Details of the share-based payment arrangements are as follows (expressed in thousand of shares):
| shares): | ||
|---|---|---|
| 2021 | ||
| Outstanding at January 1 | 5,950 | |
| Expired | ( | 2,550) |
| Outstanding at December 31 | 3,400 | |
| Exercisable at December 31(Note) | 3,400 |
Note: Transferred into 935 thousand shares of the Company using the exchange ratio of 0.275.
(c) The fair value of stock options relevant information is as follows:
| Type of arrangement | Grant date | Stockprice | Exercise price |
Fair value per unit |
|---|---|---|---|---|
| Restricted stocks to employees | 2019.3.20 | $ 18 | - $ |
18 $ |
B. Employee stock options:
- (a) For the years ended December 31, 2021 and 2020, the share-based payment arrangements of the Company’s subsidiary, United LED Corporation (Hong Kong) Limited, are as follows:
| Type of arrangement | Grant date | Quantity granted (thousand shares) |
Vestingconditions |
|---|---|---|---|
| Employee stock option- United LED Corporation (Hong Kong) Limited |
2010.08.01 | 1,500,000 | Note 1 |
Note 1: 30% upon completion of 1 year’s service; 60% upon completion of 2 years’ service; 100% upon completion of 3 years’ service.
~53~
(b) Details of the share-based payment arrangements are as follows:
| (b) Details of the share-based payment arrangements are as follows: | ows: | ows: | |
|---|---|---|---|
| (18) | C. Expenses incurred on share-based payment transactions are shown below: Long-term deferred revenue (shown under“Other non-current liabilities”) Weighted-average exercise price Weighted-average exercise price No.of shares (in US dollars) No.of shares (in US dollars) Options outstanding from beginning to the end of the period 1,048,700 0.0001 $ 1,048,700 0.0001 $ Options exercisable at end of the period 1,048,700 1,048,700 2021 2020 Year ended December 31, 2021 Year ended December 31, 2020 Equity-settled 20,996 $ - $ December 31, 2021 December31,2020 Deferred government grants revenue 223,716 $ 351,230 $ Deferred technical services revenue 9,959 10,790 233,675 $ 362,020 $ |
2020 | |
| Weighted-average exercise price (in US dollars) |
The Company and subsidiaries obtained government grants for acquisitions of equipment, technology investments and research projects and recognized such grants as revenue over the economic lives of those assets. Government grants revenue recognized for the the years ended December 31, 2021 and 2020 were $128,638 and $139,011 (shown under “Other revenue”), respectively.
(19) Share capital
A. As of December 31, 2021, the Company’s authorized capital was $15,000,000, consisting of 1,500,000 thousand shares of ordinary stock (including 50,000 thousand shares reserved for employee stock options), and the paid-in capital was $6,852,514 with a par value of $10 (in dollars) per share. In accordance with Article 31 of Business Mergers and Acquisitions Act, the Company issued new shares in exchange for the stocks of Epistar and Lextrar. The procedure of share exchange was completed on January 6, 2021.
Movements of the Company’s outstanding ordinary shares are as follows (expressed in thousands of shares):
| of shares): | ||||
|---|---|---|---|---|
| 2021 | 2020 | |||
| At January 1 | 1,074,649 | 1,078,336 | ||
| Issuance of ordinary shares under | 141,602 | - | ||
| business combination | ||||
| Effect of the joint share exchange | ( | 537,325) |
- | |
| Proceeds from treasury shares transferred | 3,900 | - | ||
| to employees | ||||
| Expiration of restricted employee stock | ( | 701) |
- | |
| Redemption shares held by objecting shareholders | - | ( | 3,687) | |
| At December 31 | 682,125 | 1,074,649 |
~54~
-
B. Epistar had completed the procedures for terminating the GDRs issued on September 22, 2009 and traded on the Luxembourg Stock Exchange in accordance with the requirements of the depository deed and custody deed
;30,115 ordinary shares of Epistar had also been redeemed or delivered in accordance with relevant regulations. -
C. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:
- (Unit: share in thousands/ dollars in thousands)
| Reason for reacquisition Held by subsidiaries Redemption shares held by objecting shareholders |
2021 | |||||
|---|---|---|---|---|---|---|
| At January1 - - |
Issuance of ordinary shares under business combination 10,365 3,687 |
Increase 701 - |
Decrease (Note) ( 9,784) ( 1,843) |
At December 31 1,282 1,844 |
Book value | |
| 135,163 $ 159,647 |
Note : Effect of conversion under joint share conversion agreement.
| Reason for reacquisition At January 1 Held by subsidiaries 2,565 Held by the company 7,800 Redemption shares held by objecting shareholders - |
2020 | ||
|---|---|---|---|
| Increase - - 3,687 |
Decrease - - - |
At December 31 Book value 2,565 135,163 $ 7,800 190,327 3,687 159,647 |
-
(b) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realised capital surplus.
-
(c) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and is not entitled to dividends before it is reissued.
-
(d) Pursuant to the rules governing share repurchase by the Group, treasury shares should be reissued to the employees within three years from the reacquisition date and shares not reissued within the three-year period are to be retired. Treasury shares to enhance the Company’s credit rating and the stockholders’ equity should be retired within six months of acquisition.
-
D. Information of the Company’s shares held by subsidiaries as follows:
| acquisition. Information of the Company’s shares held |
by subsidiaries as follows: | |
|---|---|---|
| Lighting Investment Corporation Book value Fair value Epistar Corporation Book value Fair value |
December 31,2021 1,282 thousand shares 135,163 $ 98,358 $ 1,844 thousand shares 159,647 $ 141,396 $ |
December 31,2020 |
| 2,565 thousand shares | ||
| 135,163 $ 106,181 $ |
~55~
(20) Capital surplus
Pursuant to the Company Act, capital surplus, including additional paid-in capital in excess of par and donation, shall be exclusively used to cover accumulated deficit or to issue new stock or cash to shareholders in proportion to their ownership when the Company has no accumulated deficit. However, pursuant to the R.O.C. Securities and Exchange Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stock and donations can be capitalized once a year, provided that the Company has no accumulated deficit and the amount to be capitalized does not exceed 10% of the paid-in capital.
| Share premium At January 1, 2021 35,015,440 $ Issuance of new shares 10,308,626 Net change in equity of associates and joint ventures 62,279) ( Difference between consideration and carrying amount of subsidiaries acquired and disposed 7,754) ( Changes in ownership interests in subsidiaries accounted for using equity method - Expiration of restricted employee stock 7,013 Distribution to subsidiaries' employee compensation - Effect of the joint share exchange 2,366,431) ( At December 31, 2021 42,894,615 $ |
Treasury share Changes in ownership interests in subsidiaries accounted for using Difference between consideration and carring amount of subsidiaries acquired Change in net equity of associates and joint ventures accounted for transactions equitymethod or disposed under equity method - $ 978,202 $ 64,570 $ 57,244 $ - - - - - - - 49,663 - - - - 115,823 574,746 - - - - - - - - 195,791 - - 978,202) ( 64,570) ( 57,244) ( 115,823 $ 574,746 $ 195,791 $ 49,663 $ |
|---|---|
~56~
| (21) | Retained earnings (Accumulated deficit) Treasury share Changes in ownership interests in subsidiaries accounted for using Difference between consideration and carring amount of subsidiaries acquired Change in net equity of associates and joint ventures accounted for Sharepremium transactions equitymethod or disposed under equitymethod At January 1, 2020 37,984,477 $ 195,387 $ 854,214 $ 105,198 $ 73,496 $ Capital surplus used to cover accumlated deficit 2,969,037) ( 195,387) ( - 105,198) ( - Change in net asset of associates in equity - - - - 16,159) ( Difference between consideration and carrying amount of subsidiaries acquired and disposed - - 5,704 64,570 - Cash investments from subsidiaries not participating in the capital increase of non- controlling interest proportionately - - 116,619 - - Cash investments from subsidiaries establishing non- controlling interest - - 1,665 - (93) At December 31, 2020 35,015,440 $ - $ 978,202 $ 64,570 $ 57,244 $ 2021 2020 At January 1 7,908,188) ($ 3,269,622) ($ Effect of the joint share exchange 7,908,188 - Profit (loss) for the year 2,178,349 8,109,453) ( Financial assets at fair value through other comprehensive income transferred to investments accounted for using equity method 8,974) ( - Capital surplus used to cover accumlated deficit - 3,269,622 Disposal of investments accounted for using equity method - 212,454 Remeasurement of defined benefit obligations 71 11,189) ( At December 31 2,169,446 $ 7,908,188) ($ |
Retained earnings (Accumulated deficit) Treasury share Changes in ownership interests in subsidiaries accounted for using Difference between consideration and carring amount of subsidiaries acquired Change in net equity of associates and joint ventures accounted for Sharepremium transactions equitymethod or disposed under equitymethod At January 1, 2020 37,984,477 $ 195,387 $ 854,214 $ 105,198 $ 73,496 $ Capital surplus used to cover accumlated deficit 2,969,037) ( 195,387) ( - 105,198) ( - Change in net asset of associates in equity - - - - 16,159) ( Difference between consideration and carrying amount of subsidiaries acquired and disposed - - 5,704 64,570 - Cash investments from subsidiaries not participating in the capital increase of non- controlling interest proportionately - - 116,619 - - Cash investments from subsidiaries establishing non- controlling interest - - 1,665 - (93) At December 31, 2020 35,015,440 $ - $ 978,202 $ 64,570 $ 57,244 $ 2021 2020 At January 1 7,908,188) ($ 3,269,622) ($ Effect of the joint share exchange 7,908,188 - Profit (loss) for the year 2,178,349 8,109,453) ( Financial assets at fair value through other comprehensive income transferred to investments accounted for using equity method 8,974) ( - Capital surplus used to cover accumlated deficit - 3,269,622 Disposal of investments accounted for using equity method - 212,454 Remeasurement of defined benefit obligations 71 11,189) ( At December 31 2,169,446 $ 7,908,188) ($ |
|---|---|---|
| 57,244 $ |
||
| 2020 3,269,622) - 8,109,453) - 3,269,622 212,454 11,189) 7,908,188) |
-
A. In accordance with the Company’s Articles of Incorporation, 10% of current year’s earnings, after paying all taxes and dues and covering prior years’ losses, shall be appropriated as legal reserve until the total equals the issued share capital. Special reserve shall be appropriated or reversed when needed. The remaining earnings along with the prior years’ accumulated unappropriated earnings are considered as distributable earnings, and shall be retained and appropriated in proportion to the number of shares held by each shareholder accordingly.
-
B. The Company appropriates earnings based on the factors such as current and future investment environment, capital needs, domestic and overseas competition and capital budget, along with the consideration of shareholders’ interest and capital adequacy. The appropriation of cash dividends shall not be lower than 10% of the total dividend appropriated to shareholders.
-
C. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their
~57~
share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.
-
D. In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the special reserve is reversed accordingly and could be included in the distributable earnings.
-
E. The appropriations of 2021 earnings had been resolved at the Board of Directors on February 24, 2022, and distributed a cash dividend of $2 (in dollars) per share.
(22) Other equity items
| (22) | Other equity items | |||
|---|---|---|---|---|
| (23) | Operating revenue Unrealizedgain or loss Currencytranslation Total At January 1 271,742) ($ 730,022) ($ 1,001,764) ($ Effect of the joint share exchange 271,742 730,022 1,001,764 Revaluation - gross 285,303 - 285,303 Revaluation - tax 123,285) ( - 123,285) ( Difference on carrying amounts of subsidiaries disposed - 1,553) ( 1,553) ( Disposal of investments in equity instruments designated at fair value through other comprehensive income 8974 - 8,974 Currency translation –Group - 210,366) ( 210,366) ( –Tax on Group - 194,616) ( 194,616) ( At December 31 170,992 $ 406,535) ($ 235,543) ($ 2021 Unrealizedgain or loss Currencytranslation Total At January 1 500,148) ($ 785,337) ($ 1,285,485) ($ Revaluation - gross 514,906 - 514,906 Revaluation - tax 74,046) ( - 74,046) ( Disposal of investments accounted for using equity method 212,454) ( 1,011 211,443) ( Difference on carrying amounts of subsidiaries disposed - 6,877) ( 6,877) ( Currency translation –Group - 90,514 90,514 –Tax on Group - 18,103) ( 18,103) ( –Associates - 14,037) ( 14,037) ( –Tax on associates - 2,807 2,807 At December 31 271,742) ($ 730,022) ($ 1,001,764) ($ 2020 Year ended December Year ended December 31,2021 31,2020 Revenue from contracts with customers: Sales revenue 36,119,775 $ 14,379,987 $ Services revenue 117,961 138,477 Other operating revenue 187,024 13,359 36,424,760 $ 14,531,823 $ |
Unrealizedgain or loss | Currencytranslation Total 730,022) ($ 1,001,764) ($ 730,022 1,001,764 - 285,303 - 123,285) ( 1,553) ( 1,553) ( - 8,974 210,366) ( 210,366) ( 194,616) ( 194,616) ( 406,535) ($ 235,543) ($ 2021 2020 |
|
| 271,742) ($ 271,742 285,303 123,285) ( - 8974 - - 170,992 $ |
||||
| Unrealizedgain or loss |
Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of goods and services at a point in time in the following
~58~
| major product lines and geographical regions: Other income and expenses–net Interest income Other income Year ended December 31, 2021 Epi/Chip Packages/ Modules Other Sales revenue 24,903,022 $ 9,955,600 $ 1,261,153 $ Services revenue - - 117,961 Other operating revenue - - 187,024 Year ended December 31, 2020 Epi/Chip Other Sales revenue 13,364,504 $ 1,015,483 $ Services revenue - 138,477 Other operating revenue - 13,359 Year ended December Year 31,2021 Other income Royalty income 12,144 $ $ Government grants revenue 159,789 Total 171,933 $ $ Year ended December Year 31, 2021 Interest income from bank deposits 41,469$$Other interest income 3,621Currency exchange gains (loss) 7,060(52,150$$Year ended December Year 31,2021 Rental income 152,404 $ $ Dividend income 105,228 Other income-other 235,443 493,075 $ $ |
major product lines and geographical regions: Other income and expenses–net Interest income Other income Year ended December 31, 2021 Epi/Chip Packages/ Modules Other Sales revenue 24,903,022 $ 9,955,600 $ 1,261,153 $ Services revenue - - 117,961 Other operating revenue - - 187,024 Year ended December 31, 2020 Epi/Chip Other Sales revenue 13,364,504 $ 1,015,483 $ Services revenue - 138,477 Other operating revenue - 13,359 Year ended December Year 31,2021 Other income Royalty income 12,144 $ $ Government grants revenue 159,789 Total 171,933 $ $ Year ended December Year 31, 2021 Interest income from bank deposits 41,469$$Other interest income 3,621Currency exchange gains (loss) 7,060(52,150$$Year ended December Year 31,2021 Rental income 152,404 $ $ Dividend income 105,228 Other income-other 235,443 493,075 $ $ |
Total 36,119,775 $ 117,961 187,024 36,424,760 $ Total 14,379,987 $ 138,477 13,359 14,531,823 $ ended December 31,2020 24,297 175,822 200,119 ended December 31,2020 46,65824,34354,329)16,672ended December 31,2020 137,158 22,861 149,130 309,149 |
|---|---|---|
| $ | ||
| $ |
(24) Other income and expenses– net
(25) Interest income
(26) Other income
~59~
(27) Other gains and losses
| Other gains and losses | ||||
|---|---|---|---|---|
| Year | ended December | Year | ended December | |
| 31,2021 | 31,2020 | |||
| Losses on disposal of property, plant and | ($ | 5,664) |
($ | 42,740) |
| equipment | ||||
| Gain on disposal of intangible assets | ( | 11,223) |
( | 2,519) |
| Gain on disposal of investments | 254,040 | 41,808 | ||
| Gain on disposal of non-current assets held | ||||
| for sale | 178,123 | 695 |
||
| Net currency exchange losses | ( | 146,842) |
( | 110,064) |
| Net gains (losses) on financial assets at fair value | 17,537 |
( | 86,089) |
|
| through profit or loss | ||||
| Impairment loss on property, plant and equipment | ( | 35,948) |
( | 419,655) |
| Impairment loss on non-financial assets | ( | 78,745) |
( | 3,182,417) |
| Miscellaneous expenses | ( | 101,399) |
( | 307,902) |
| $ | 69,879 | ($ | 4,108,883) |
(28) Finance costs
| Finance costs Impairment loss on property, plant and e Impairment loss on non-financial assets Miscellaneous expenses |
quipment ( ( ( $ |
35,948) 78,745) 101,399) 69,879 |
( ( ( ($ |
419,655) 3,182,417) 307,902) 4,108,883) |
|---|---|---|---|---|
| Year | ended December | Year | ended December | |
| 31,2021 | 31, 2020 | |||
| Interest expense | $ | 86,861 |
$ | 105,433 |
| Other interest expense | 34,256 | 27,605 | ||
| $ | 121,117 | $ | 133,038 |
(29) Expenses by nature
| Expenses by nature Interest expense Other interest expense |
31,2021 86,861 $ 34,256 121,117 $ |
31,2021 86,861 $ 34,256 121,117 $ |
31, 2020 105,433 $ 27,605 133,038 $ |
31, 2020 105,433 $ 27,605 133,038 $ |
|---|---|---|---|---|
| Year ended December | Year ended December | |||
| 31,2021 | 31, 2020 | |||
| Employee benefit expenses | $ | 8,624,345 | $ | 4,605,587 |
| Depreciation charges on property, plant and | ||||
| equipment (Note) Amortisation charges on intangible assets |
$ $ | 5,036,375 232,935 |
$ $ | 4,291,443 244,039 |
| Note: Depreciation amounting to $131,986 and | $208,619 were recognized | as | miscellaneous | |
| expenses for the years ended December 31, 2021 and 2020, respectively. | ||||
| Employee benefit expenses | ||||
| Year ended December | Year ended December | |||
| 31,2021 | 31, 2020 | |||
| Wages and salaries | $ | 7,388,792 |
$ | 3,957,972 |
| Labor and health insurance expenses | 467,799 | 290,518 | ||
| Pension costs | 340,390 | 127,712 | ||
| Other personnel expenses | 427,364 | 229,385 | ||
| $ | 8,624,345 |
$ | 4,605,587 |
(30) Employee benefit expenses
-
A. According to the Articles of Incorporation of the Company, the Company shall distribute employees’ compensation and directors’ remuneration based on 10%~20% and 2% of the distributable profit of the current year, respectively. If the Company has accumulated deficit, earnings should be reserved to cover losses.
-
B. For the year ended December 31, 2021, employees’ compensation and directors’ remuneration
~60~
were accrued at $244,739 and $24,474, respectively.
-
C. Information about employees’ compensation and directors’ and supervisors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
-
(31) Income tax
-
A. Income tax expense
- (a) Components of income tax expense :
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----- Start of picture text -----
Year ended December Year ended December
31, 2021 31, 2020
Current tax:
Current tax on profits for the year $ 70,320 $ 42,250
-
Tax of foreign source income withheld at source 17,329
Prior year income tax underestimation 744 74
Total current tax 88,393 42,324
Deferred tax:
Origination and reversal of temporary
differences 71,492 33,640
Effect from loss deductible income tax 304,949 -
Total deferred tax 376,441 33,640
Income tax expense $ 464,834 $ 75,964
(b) The income tax relating to components of other comprehensive income is as follows:
Year ended December Year ended December
31, 2021 31, 2020
Change in fair value of financial assets $ 123,285 $ 74,045
at fair value through other
comprehensive income
Currency translation differences 191,996 18,103
Share of other comprehensive income 2,620 ( 2,807)
of associates
Remeasurement of defined benefit
obligations ( 293) ( 2,875)
Total $ 317,608 $ 86,466
----- End of picture text -----
- (b) The income tax relating to components of other comprehensive income is as follows:
~61~
B. Reconciliation between income tax expense and accounting profit
| Year | ended December | Year | ended December | |
|---|---|---|---|---|
| 31,2021 | 31,2020 | |||
| Tax calculated based on profit (losses) before tax | $ | 982,667 |
($ | 1,599,254) |
| and statutory tax rate | ||||
| Tax withheld at source from offshore income | 17,329 | - | ||
| Expenses disallowed & tax exempt income by tax | 981 |
636,988 | ||
| regulation | ||||
| Temporary differences not recognised as deferred | ( | 858,816) |
512,985 | |
| tax assets | ||||
| Change in assessment of realisation | 71,491 | 30,003 |
||
| of deferred tax assets | ||||
| Effect from taxable loss | ( | 55,455) |
495,168 |
|
| Prior year income tax underestimation | 744 |
74 | ||
| Effect from loss deductible income tax | 305,893 | - | ||
| Income tax expense | $ | 464,834 |
$ | 75,964 |
C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows:
~62~
| Deferred tax assets: -Temporary differences: Unrealized loss on inventory Unrealized exchange loss Unrealized sales returns and discounts Allowance overrun Unrealized loss of sales Investment loss under equity method Impairment loss for non-financial assets Loss on valuation of financial assets Impairment loss for financial assets Deferred revenue Currency translation differences Unrealized pension Others Tax losses Investment tax credit Subtotal |
2021 | |||||||
|---|---|---|---|---|---|---|---|---|
| January1 | Recognised in profit or loss |
Recognised in other comprehensive income |
Business combination |
December 31 | ||||
| 37,705 $ 6,019 6,864 1,042 - 842,509 43,101 89,969 4,099 55,845 919,975 25,676 120,864 1,777,411 18,255 3,949,334 |
74,003 $ 6,223) ( 10,918 1,042) ( 2,200 841,725) ( 43,101) ( - - 12,624) ( 37,284) ( 6,394) ( 8,690 340,985) ( 18,255) ( 1,211,822) ( |
- $ - - - - - - 69,944) ( - - 882,608) ( 293 - - - 952,259) ( |
- $ - - - - - - - - - - - - - - - |
111,708 $ (204) 17,782 - 2,200 784 - 20,025 4,099 43,221 83 19,575 129,554 1,436,426 - 1,785,253 |
~63~
| January1 -Deferred tax liabilities: Property, plant and equipment - Unrealized exchange gain - Unrealized gross profit of sales 1,726) ( Bargain purchase gain 2,375) ( Investment gain under equity method 541,029) ( Gain on valuation of financial assets 105,877) ( Currency translation differences 691,727) ( Others 394,041) ( Subtotal 1,736,775) ( Total 2,212,559 $ |
Recognised in profit or loss Recognised in other comprehensive income 2021 - - 1,647) ( - 1,726 - 2,375 - 540,578 - - 53,177) ( - 687,710 342,193 - 885,225 634,533 326,597) ($ 317,726) ($ |
Business combination December 31 212,321) ( 212,321) ( - 1,647) ( - - - - - 451) ( - 159,054) ( - 4,017) ( - 51,848) ( 212,321) ( 429,338) ( 212,321) ($ 1,355,915 $ |
|---|---|---|
~64~
2020
| Deferred tax assets: -Temporary differences: Unrealized loss on inventory Unrealized exchange loss Unrealized sales returns and discounts Allowance overrun Investment loss under equity method Impairment loss for non-financial assets Loss on valuation of financial assets Impairment loss for financial assets Deferred revenue Currency translation differences Unrealized pension Others Tax losses Investment tax credit Subtotal |
January1 Recognised in profit or loss 94,026 $ 56,321) ($ 21,435 15,416) ( 16,906 10,042) ( 1,043 1) ( 795,186 47,323 43,101 - 116,920 - 47 4,052 59,274 3,429) ( 850,304 - 24,128 2,622 127,519 6,655) ( 1,776,730 681 18,255 - 3,944,874 37,186) ( |
Recognised in other comprehensive income |
December 31 | ||
|---|---|---|---|---|---|
| - $ - - - - - 26,951) ( - - 69,671 (1,074) - - - 41,646 |
37,705 $ 6,019 6,864 1,042 842,509 43,101 89,969 4,099 55,845 919,975 25,676 120,864 1,777,411 18,255 3,949,334 |
~65~
2020
| January1 Recognised in profit or loss -Deferred tax liabilities: Unrealized gross profit of sales 3,110) ( 1,384 Bargain purchase gain 7,375) ( 5,000 Investment gain under equity method 564,063) ( 23,034 Gain on valuation of financial assets 58,782) ( - Currency translation differences 605,156) ( - Others 368,169) ( 25,872) ( Subtotal 1,606,655) ( 3,546 Total 2,338,219 $ 33,640) ($ |
Recognised in other comprehensive income December 31 - 1,726) ( - 2,375) ( - 541,029) ( 47,095) ( 105,877) ( 86,571) ( 691,727) ( - 394,041) ( 133,666) ( 1,736,775) ( 92,020) ($ 2,212,559 $ |
|---|---|
- D. Details of the amount the Company is entitled as investment tax credit and unrecognised deferred tax assets are as follows:
==> picture [473 x 65] intentionally omitted <==
----- Start of picture text -----
December 31, 2021
Unrecognised
Unused tax deferred tax
Qualifying items credits assets Expiry year
----- End of picture text -----
| tax assets are as follows: Qualifying items Unused tax credits December 31,2021 |
tax assets are as follows: Qualifying items Unused tax credits December 31,2021 |
Unrecognised deferred tax assets |
Expiry year |
|---|---|---|---|
| Investment credit for stockholder 100,000 $ Investment tax credits for industrial innovation 782,902 Investment tax credits for industrial innovation 731,712 Investment tax credits for industrial innovation 404,324 Investment tax credits for industrial innovation 1,000,000 December 31,2020 |
8,725 $ 782,902 731,712 404,324 1,000,000 |
2021 2021 2022 2021 2022 |
|
| Qualifyingitems | Unused tax credits |
Unrecognised deferred tax assets |
Expiry year |
| Investment tax credits for industrial innovation Investment tax credits for industrial innovation Investment tax credits for industrial innovation Investment tax credits for industrial innovation |
25,608 $ 25,653 13,110 30,143 |
25,608 $ 25,653 13,110 30,143 |
2020 2020 2021 2021 |
~66~
- E. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows:
Unutilized tax loss from the Company is as follows:
December 31, 2021
| Year incurred | Amount filed/ assessed |
Unused amount | Unrecognised deferred tax assets |
Expiry year 2031 |
|---|---|---|---|---|
| 2021 | Amount filed | 19,547 $ |
19,547 $ |
December 31,2020: None.
Unutilized tax loss from the Subsidiary is as follows:
December 31, 2021
| Year incurred | Amount filed/ assessed |
Unused amount | Unrecognised deferred tax assets |
Expiry year |
|---|---|---|---|---|
| 2011 2012 2013 2014 2015 2016 2016 2017 2018 2018 2019 2019 2020 2020 |
Assessed Assessed Assessed Assessed Assessed Assessed Amount filed Assessed Assessed Amount filed Assessed Amount filed Amount filed Amount filed |
51,805 $ 80,912 8,487 3,969,234 1,059,174 3,690,898 595,557 837,032 570,533 302,987 4,103,745 1,062,667 411,338 4,985,902 |
51,805 $ 80,912 8,487 20,889 10,907 1,159,665 595,557 837,032 154,616 302,987 3,367,611 1,062,667 411,338 4,985,902 |
2021 2022 2023 2024 2025 2026 2021 2027 2028 2023 2029 2024 2025 2030 |
~67~
December 31, 2020
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----- Start of picture text -----
Amount filed/ Unrecognised
Year incurred assessed Unused amount deferred tax assets Expiry year
----- End of picture text -----
| Year incurred | assessed | Unu | sed amount | deferr | ed tax assets | Expiry year |
|---|---|---|---|---|---|---|
| 2011 | Assessed | $ | 127 |
$ | 127 |
2021 |
| 2012 | Assessed | 46,635 | 46,635 |
2022 | ||
| 2013 | Assessed | 8,487 | 8,487 |
2023 | ||
| 2014 | Assessed | 19,810 | 19,810 |
2024 | ||
| 2015 | Amount filed | 455,208 | 455,208 |
2020 | ||
| 2015 | Assessed | 9,427 |
9,427 | 2025 | ||
| 2016 | Amount filed | 600,607 | 600,607 | 2021 | ||
| 2016 | Assessed | 146,835 | 146,835 | 2026 | ||
| 2017 | Amount filed | 41,066 | 41,066 | 2027 | ||
| 2017 | Assessed | 155,463 | 155,463 | 2027 | ||
| 2018 | Amount filed | 189,177 | 189,177 |
2028 | ||
| 2018 | Assessed | 111,523 | 111,523 | 2028 | ||
| 2019 | Amount filed | 901,589 | 901,589 | 2029 |
~68~
-
F. As of December 31, 2021 and 2020, the amounts of temporary difference unrecognised as deferred tax liabilities were $7,831,942 and $2,564,925 respectively.
-
G. As the Company was established on January 6, 2021, no income tax returns were filed before. Income tax returns of the Company’s significant subsidiaries, Epistar and Lextar through 2019 have been assessed and approved by the Tax Authority, respectively.
-
(32) Earnings (losses) per share
| Earnings (losses) per share | |||||
|---|---|---|---|---|---|
| Year ended December 31,2021 | |||||
| Weighted average | |||||
| number of outstanding | |||||
| ordinary shares | Earnings per share | ||||
| Amount after tax | (share in thousands) | (in dollars) | |||
| Basic earnings per share | |||||
| Profit attributable to ordinary shareholders of | |||||
| the parent | $ | 2,178,349 | 678,590 | $ | 3.21 |
| Diluted earnings per share | |||||
| Profit attributable to ordinary shareholders of the parent |
$ | 2,178,349 |
678,590 | ||
| Assumed conversion of all dilutive potential | |||||
| ordinary shares | |||||
| Employees' compensation | - | 3,191 | |||
| Employee restricted shares | - | 91 | |||
| Profit attributable to ordinary shareholders of | |||||
| the parent plus assumed conversion of all | |||||
| dilutive potential ordinary shares | $ | 2,178,349 | 681,872 | $ | 3.20 |
| Year ended December 31,2020 | |||||
| Weighted average | |||||
| number of outstanding | |||||
| ordinary shares | Losses per share | ||||
| Amount after tax | (share in thousands) | (in dollars) | |||
| Basic losses per share | |||||
| Losses attributable to ordinary shareholders of | |||||
| the parent | ($ | 8,109,453) | 538,851 | ($ | 15.04) |
(33) Business combinations
- A. The Company acquired 100% ordinary shares of Lextar, primarily involved in manufacturing LED wafers, chips, packages and modules, in the way of share exchange. The Company expects to strengthen the strategic cooperative relationship after the acquisition.
~69~
- B. The following table summarises the consideration paid for Lextar and the fair values of the assets acquired and liabilities assumed at the acquisition date, as well as the fair value of the noncontrolling interest at the acquisition date:
| controlling interest at the acquisition date: | ||
|---|---|---|
| Purchase consideration Equity instruments Fair value of the non-controlling interest Fair value of the identifiable assets acquired and liabilities assumed Cash Financial assets at fair value through profit or loss - current Notes and accounts receivable (including related parties) Other financial assets-current Inventories Other current assets Financial assets at fair value through other comprehensive income- current Non-current financial assets at amortised cost Investments accounted for under equity method Property, plant and equipment Right-of-use assets Investment property Intangible assets Deferred income tax asset Other non-current asset Financial liabilities at fair value through profit or loss - current Notes and accounts payables (including related parties) Payables on equipment Current lease liabilities Other current liabilities Non-current lease liabilities Other non-current liabilities Deferred income tax liabilities Total identifiable net assets Goodwill |
January6,2021 | |
| 11,724,646 $ 239,900 11,964,546 3,763,629 20,629 2,817,398 456,787 1,088,852 210,038 116,471 39,340 270,320 4,885,659 384,837 463,943 426,252 52,158 505,036 4,894) ( 2,284,242) ( 174,620) ( 26,532) ( 1,176,593) ( 387,498) ( 7,731) ( 228,957) ( 11,210,282 754,264 $ |
-
C. The fair value of property and plant is recognised in the amount of $4,885,659 as the final valuations for those assets.
-
D. The operating revenue included in the consolidated statement of comprehensive income since January 6, 2021 contributed by Lextar was $11,324,594. Lextar also contributed profit before income tax of $335,806 over the same period. Had Lextar been consolidated from January 1, 2021, the consolidated statement of comprehensive income would show operating revenue of $11,324,594 and profit before income tax of $335,806.
~70~
(34) Supplemental cash flow information
A. Investing activities with partial cash payments
| Year ended December | Year ended December | Year ended December | Year ended December | Year ended December | Year ended December | Year ended December | Year ended December | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31, | 2021 | 31,2020 | ||||||||||
| Purchase of property, plant and equipment | $ | 3,949,671 |
$ | 5,883,858 |
||||||||
| Add: Opening balance of payable | ||||||||||||
| on equipment | 2,068,474 |
545,544 | ||||||||||
| Add: Ending balance of prepayment | ||||||||||||
| for equipment | 189,420 | 265,386 | ||||||||||
| Less: Ending balance of payable | ||||||||||||
| on equipment | ( | 1,210,113) |
( | 2,068,474) |
||||||||
| Less: Opening balance of prepayment | ||||||||||||
| for equipment | ( | 265,386) | ( | 144,179) | ||||||||
| Cash paid during the period | $ | 4,732,066 |
$ | 4,482,135 | ||||||||
| Year ended December | Year ended December | |||||||||||
| 31, | 2021 | 31, 2020 | ||||||||||
| Purchase of intangible assets | $ | 76,364 |
$ | 49,183 |
||||||||
| Add: Opening balance of payables (including non-current portion) |
46,122 | 94,525 | ||||||||||
| Less: Ending balance of payables (including non-current portion) |
( | 4,898) | ( | 46,122) | ||||||||
| Cash paid during the period | $ | 117,588 | $ | 97,586 |
||||||||
| B. Investing activities with partial cash received | ||||||||||||
| Year ended December | Year ended December | |||||||||||
| 31, | 2021 | 31, 2020 | ||||||||||
| Sale of property, plant and equipment | $ | 235,192 |
$ | 584,846 |
||||||||
| Add: Opening balance of receivables | 2,000 | 2,000 | ||||||||||
| Less: Ending balance of receivables | ( | 2,013) |
( | 2,000) |
||||||||
| Cash collected during the period | $ | 235,179 | $ | 584,846 | ||||||||
| Changes in liabilities from financing activities | ||||||||||||
| Short-term | Guarantee | Liabilities from | ||||||||||
| Short-term | Long-term | notes and bills | Lease | deposits | financing activities | |||||||
| borrowing | borrowing | payable | liabilities | received | gross | |||||||
| At January 1, 2021 1,537,574 $ |
$ | 3,338,144 |
$ | 568,519 |
$ | 1,286,306 $ |
115,408 |
$ | 6,845,951 |
|||
| Acquired from business | ||||||||||||
| combinations - |
- | 312,628 | 414,030 | 2,984 | 729,642 | |||||||
| Changes in cash flow from | ||||||||||||
| financing activities 1,947,559 |
801,021 | - | ( | 155,101) |
24,360 | 2,617,839 | ||||||
| Effect of interest - |
- | - | 28,707 | - | 28,707 | |||||||
| Impact of changes in | ||||||||||||
| foreign exchange rate 5,956) ( |
- | ( | 4,136) | ( | 16,813) |
14,530 | ( | 12,375) |
||||
| At December 31, 2021 3,479,177 $ |
$ | 4,139,165 | $ | 877,011 | $ | 1,557,129 $ |
157,282 | $ | 10,209,764 |
(35) Changes in liabilities from financing activities
~71~
| Short-term borrowing At January 1, 2020 1,683,783 $ Changes in cash flow from financing activities 153,958) ( Effect of interest - Reduction - Impact of changes in foreign exchange rate 7,749 At December 31, 2020 1,537,574 $ |
Long-term borrowing 1,128,558 $ 2,209,586 - - - 3,338,144 $ |
Short-term notes and bills |
Lease | Guarantee deposits Liabilities from financing activities received gross 62,370 $ 4,592,478 $ 50,907 2,212,018 - 26,348 - 6,191) ( 2,131 21,298 115,408 $ 6,845,951 $ |
Guarantee deposits Liabilities from financing activities received gross 62,370 $ 4,592,478 $ 50,907 2,212,018 - 26,348 - 6,191) ( 2,131 21,298 115,408 $ 6,845,951 $ |
|---|---|---|---|---|---|
| payable | liabilities | received | |||
| 346,318 $ 211,677 - - 10,524 568,519 $ |
1,371,449 $ 106,194) ( 26,348 6,191) ( 894 1,286,306 $ |
||||
| Effect of interest | |||||
| Reduction Impact of changes in foreign exchange rate At December 31, 2020 |
|||||
| 6,845,951 $ |
| At December 31, 2020 1,537,574 $ 3,338,144 $ $ |
At December 31, 2020 1,537,574 $ 3,338,144 $ $ |
568,519 1,286,306 $ 115,408 $ 6,845, $ |
|
|---|---|---|---|
| 7. | RELATED PARTY TRANSACTIONS (1) Names of related parties and relationship Names of relatedparties Country Lighting(BVI) Co., Ltd. ES -LEDRU LLC. LEDAZ Co., Ltd. LEDOLUX Sp. Zo. O. best Epitaxy Manufacturing Company Ltd. Interlight Optotech (HK) CO., Limited GCS Holdings, Inc. Tekcore Co., Ltd. Changzhou Chemsemi Co., Ltd. Joint Power Exponent, Ltd. iReach Corporation Chuzhou Bwin Technology corp. Tyntek Corporation TE Opto Corporation CreeLED Hong Kong Ltd. CreeLED, Inc. D-Tech Optoelectronics, Inc. LEYARD EUROPE s.r.o. Seoul Semiconductor Co., Ltd. Seoul Viosys Co. ,Ltd. AU Optronics (Kunshan) Co., Ltd. AU Optronics (Xiamen) Corp. AU Optronics (Suzhou) Corp Ltd. AU Optronics Corp. AUO Envirotech Inc. Beijing Leyard Equipment Technology Co., Ltd. Leyard Optoelectronic Co., Ltd. Leyard TV Technology Co., Ltd. Shenzhen Leyard Opto-Electronic Co., Darwin Precision (Xiamen) Corporation Darwin Precisions Corporation AUO Display Plus Corporation |
Relationshipwith the Group | |
| (1) | |||
| Country Lighting(BVI) Co., Ltd. ES -LEDRU LLC. LEDAZ Co., Ltd. LEDOLUX Sp. Zo. O. best Epitaxy Manufacturing Company Ltd. Interlight Optotech (HK) CO., Limited GCS Holdings, Inc. Tekcore Co., Ltd. Changzhou Chemsemi Co., Ltd. Joint Power Exponent, Ltd. iReach Corporation Chuzhou Bwin Technology corp. Tyntek Corporation TE Opto Corporation CreeLED Hong Kong Ltd. CreeLED, Inc. D-Tech Optoelectronics, Inc. LEYARD EUROPE s.r.o. Seoul Semiconductor Co., Ltd. Seoul Viosys Co. ,Ltd. AU Optronics (Kunshan) Co., Ltd. AU Optronics (Xiamen) Corp. AU Optronics (Suzhou) Corp Ltd. AU Optronics Corp. AUO Envirotech Inc. Beijing Leyard Equipment Technology Co., Ltd. Leyard Optoelectronic Co., Ltd. Leyard TV Technology Co., Ltd. Shenzhen Leyard Opto-Electronic Co., Darwin Precision (Xiamen) Corporation Darwin Precisions Corporation AUO Display Plus Corporation |
Associates Associates (Note 1) Associates Associates Associates (Note 5) Associates Associates Associates (Note 3) Associates Associates Associates (Note 4) Associates Associates Associates Other related parties (Note 2) Other related parties (Note 2) Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties Other related parties |
~72~
Names of related parties Relationship with the Group Fortech Electronics (Kunshan) Co., Ltd. Other related parties Fortech Electronics (Suzhou) Co., Ltd. Other related parties
Note 1: It is no longer the Company’s other related party beginning on December, 2020. Note 2: It is no longer the Company’s other related party beginning on April, 2021. Note 3: It is no longer the Company’s other related party beginning on May, 2021.
Note 4: It is no longer the Company’s subsidiary in June 2021, and thus transferred the entities from consolidated entities to related parties.
Note 5: It is no longer the Company’s subsidiary in June 2021, and thus transferred the entities from consolidated entities to related parties, and it is no longer the Company’s other related party beginning on November, 2021.
-
(2) Significant related party transactions and balances
-
A. Operating revenue:
| Operating revenue: | ||||
|---|---|---|---|---|
| Year | ended December | Year | ended December | |
| 31, 2021 | 31,2020 | |||
| Other related parties | $ | 2,356,293 |
$ | 1,174 |
| Associates | 796,755 | 609,351 | ||
| Total | $ | 3,153,048 | $ | 610,525 |
All product sales prices to related parties are the same as those to third parties.
B. Purchases:
| Purchases: | ||||
|---|---|---|---|---|
| Year | ended December | Year | ended December | |
| 31,2021 | 31,2020 | |||
| Other related parties | $ | 139,963 |
$ | - |
| Associates | 334,899 | 8,947 | ||
| Total | $ | 474,862 | $ | 8,947 |
| All product purchases prices to related parties | are the same as those to third parties. | |||
| Receivables from related parties: | ||||
| December 31,2021 | December 31,2020 | |||
| Other related parties | $ | 749,273 |
$ | 279 |
| Associates | 326,437 | 214,944 | ||
| Total | $ | 1,075,710 | $ | 215,223 |
- C. Receivables from related parties:
The receivables from related parties arise mainly from sale transactions. The receivables are unsecured in nature and bear no interest.
- D. Other receivables from related parties:
| unsecured in nature and bear no interest. Other receivables from related parties: |
||
|---|---|---|
| Other related parties Associates Total |
December 31,2021 3,869 $ 11,952 15,821 $ |
December 31,2020 |
| - $ 8,556 |
||
| 8,556 $ |
The other receivables from related parties arise mainly from rent and service.
~73~
E. Payables from related parties:
| Payables from related parties: | ||
|---|---|---|
| Other related parties Associates Total |
December 31,2021 32,681 $ 286,891 319,572 $ |
December 31,2020 |
| - $ 174,250 |
||
| 174,250 $ |
The payables to related parties arise mainly from purchase transactions. The payables bear no interest.
F. Property transactions:
(a) Acquisition of property, plant and equipment:
| est. erty transactions: Acquisition of property, plant and equipment: |
est. erty transactions: Acquisition of property, plant and equipment: |
est. erty transactions: Acquisition of property, plant and equipment: |
||
|---|---|---|---|---|
| Disposal of property, plant and equipment: Acquisition proceeds Accrued payable Other related parties 12,311 $ 4,328 $ Associates - - 12,311 $ 4,328 $ Year ended December 31,2021 Disposal proceeds Gain (loss) on disposal Associates 12,815 $ 1,166 $ Year ended December 31,2021 |
Acquisition proceeds - $ 2,353 2,353 $ Year ended Dec Year ended Dec |
|||
| Disposal proceeds - $ |
||||
| 12,815 $ |
1,166 $ |
(b) Disposal of property, plant and equipment:
(3) Key management compensation
Year ended December Year ended December
| 31,2021 Salaries and other short-term employee benefits 197,070 $ Post-employment benefits 980 Termination benefits 2,322 Share-based payment 10,869) ( Total 189,503 $ |
31,2020 |
|---|---|
| 99,603 $ 2,416 30 - |
|
| 102,049 $ |
8. PLEDGED ASSETS
The Group’s assets pledged as collateral are as follows:
~74~
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----- Start of picture text -----
Book value
Pledgred assets December 31, 2021 December 31, 2020 Purpose
Bank deposits $ 81,085 $ 330,295 Payables for bankers’
(shown in "Other assets-current") acceptance
Time deposits 281,558 162,885 Lease deposit, performance
(Shown in "Other assets-current bond, security for provisional
and other non-current assets") attachment, customer deposit,
collateral deposits for
provisional seizure
Notes receivable 588,105 197,396 Short-term borrowings
Land, building and structures 332,163 270,683 Long-term borrowings
Machinery Long-term borrowings
and office equipment 95,663 63,111
$ 1,378,574 $ 1,024,370
----- End of picture text -----
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
Property, plant and equipment
| December31,2021 | December 31, 2020 | |
|---|---|---|
| 1,219,671 $ |
1,135,090 $ |
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
None.
12. OTHERS
(1) Capital risk management
The Group’s capital management policy is established taking into account the industry characteristics, the Group’s future development and changes in external environments. The Group plans the working capital, capital expenditures, investments and dividends required for the future based on the capital management policy, makes financial analysis, and examines its capital structure periodically and makes appropriate adjustments to ensure that every company within the Group may grow and operate indefinitely.
(2) Financial instruments
A. Financial instruments by category
~75~
| Financial assets Financial assets at fair value through profit or loss Financial assets mandatorily measured at fair value through profit or loss Financial assets at fair value through other comprehensive income Designation of equity instrument Financial assets at amortised cost Cash and cash equivalents Notes receivable Accounts receivable Accounts receivable due from related parties Other receivables Other receivables due from related parties Guarantee deposits paid Other financial assets |
December 31,2021 337,568 $ 4,686,605 12,336,039 1,622,419 11,653,001 1,075,710 162,252 15,821 30,844 394,418 32,314,677 $ |
December 31,2020 |
|---|---|---|
| 350,045 $ 4,384,300 5,228,011 1,086,061 6,288,351 215,223 163,487 8,556 12,320 504,783 |
||
| 18,241,137 $ |
~76~
December 31, 2021 December 31, 2020
Financial liabilities
| December 31,2021 Financial liabilities |
December 31,2020 |
|---|---|
| Financial liabilities at fair value through profit and loss Financial liabilities held for trading 12 $ Financial liabilities at amortised cost Short-term borrowings 3,479,177 Short-term notes payable 877,011 Notes payable 45,455 Accounts payable 4,396,401 Accounts payable to related parties 319,572 Other payables 5,843,445 Long-term borrowings (including current portion) 4,139,165 Guarantee deposits received 157,282 19,257,520 $ Lease liabilities (including current portion) 1,557,129 $ |
- $ 1,537,574 568,519 11,002 1,998,922 174,250 4,387,779 3,338,145 115,408 |
| 12,131,599 $ |
|
| 1,286,306 $ |
-
B. Financial risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The purpose of risk management is to minimise potential adverse effects arising from uncertainty on the Group’s financial performance.
-
(b) Risk management is carried out by treasury and finance departments of the Group under policies approved by the Board of Directors. Treasury and finance departments of the Group identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Foreign exchange risk
-
i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD and RMB. Exchange rate risk arises from future commercial transactions and recognised assets and liabilities.
-
ii. Management has set up a policy to require the Group to manage their foreign exchange risk against their functional currency. The companies are required to hedge their entire foreign exchange risk exposure with the Group treasury.
~77~
iii. The Group’s businesses involve some non-functional currency operations (the functional currency of the Company and certain subsidiaries is NTD while that of other subsidiaries are USD and RMB). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| as follows: | |||
|---|---|---|---|
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD Non-monetary items USD:NTD Financial liabilities Monetary items USD:NTD RMB:NTD JPY:NTD (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD Non-monetary items USD:NTD Financial liabilities Monetary items USD:NTD RMB:NTD |
Foreign currency amount (in thousands) 415,649 $ 411,414 104,289 233,675 205,295 628,391 |
Book value Exchange rate (in thousands of NTD) 27.6800 11,505,164 $ 4.3440 1,787,182 27.6800 2,886,720 27.6800 6,468,124 4.3440 891,801 0.2405 151,128 December 31,2021 December 31,2020 |
|
| Foreign currency amount (in thousands) 220,340 $ 464,597 97,092 89,698 246,593 |
Exchange rate 28.480 4.377 28.480 28.480 4.377 |
Book value (in thousands of NTD) |
|
| 6,275,280 $ 2,033,543 2,769,539 2,554,596 1,079,338 |
|||
~78~
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iv. Please refer to the following table for the details of unrealized exchange gain (loss) arising
from significant foreign exchange variation on the monetary items held by the Group.
Year ended December 31, 2021
Unrealized exchange gain (loss)
Foreign currency
amount Book value
(in thousands) Exchange rate (in thousands of NTD)
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD $ - 27.6800 ($ 50,373)
RMB:NTD - 4.3440 ( 3,745)
Financial liabilities
Monetary items
USD:NTD - 27.6800 49,055
RMB:NTD - 4.3440 ( 1,306)
JPY:NTD - 0.2405 5,993
Year ended December 31, 2020
Unrealized exchange gain (loss)
Foreign currency
amount Book value
(in thousands) Exchange rate (in thousands of NTD)
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD $ - 28.480 ($ 135,740)
RMB:NTD - 4.377 13,411
Financial liabilities
Monetary items
USD:NTD - 28.480 50,500
RMB:NTD - 4.377 ( 11,160)
----- End of picture text -----
~79~
- v. Analysis of foreign currency market risk arising from significant foreign exchange variation:
==> picture [446 x 507] intentionally omitted <==
----- Start of picture text -----
Year ended December 31, 2021
Sensitivity analysis
Effect on profit Effect on other
Degree of variation or loss comprehensive income
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD 1% $ 115,052 $ -
RMB:NTD 1% 17,872 -
Non-monetary items
USD:NTD 1% - 28,867
Financial liabilities
Monetary items
USD:NTD 1% 64,681 -
RMB:NTD 1% 8,918 -
JPY:NTD 1% 1,511 -
Year ended December 31, 2020
Sensitivity analysis
Effect on profit Effect on other
Degree of variation or loss comprehensive income
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD 1% $ 62,753 $ -
RMB:NTD 1% 20,335 -
Non-monetary items
USD:NTD 1% - 27,695
Financial liabilities
Monetary items
USD:NTD 1% 25,546 -
RMB:NTD 1% 10,793 -
----- End of picture text -----
Price risk
-
i. The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
-
ii. The Group’s investments in equity securities comprise shares and open-end funds issued by the domestic companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 10% with all other variables held constant, post-tax profit for the
~80~
December 31, 2021 and 2020 would have increased/decreased by $22,528 and $17,077, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased/decreased by $55,386 and $46,064, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.
Interest rate risk
-
i. The Group’s interest rate risk arises from bank deposits and long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group’s borrowings at variable rate were denominated in the USD, RMB and NTD.
-
ii. Based on the simulations performed on sensitivity analysis for interest rate risk, the maximum impact on post-tax profit of a 0.1% shift would be increased/decreased of $1,825 and $3,163 for the years ended December 31, 2021 and 2020, respectively. The simulation is done on a quarterly basis to ensure that the potential maximum loss is within the limit set by the management.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms, and the contract cash flows of debt instruments stated at amortised cost.
-
ii. The Group adopts the assumptions that the default occurs when the contract payments are past due over a certain number of days.
-
iii. The Group adopts the following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over a certain number of days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:
-
(i) It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;
-
(ii) The disappearance of an active market for that financial asset because of financial difficulties;
-
(iii) Default or delinquency in interest or principal repayments;
-
(iv) Adverse changes in national or regional economic conditions that are expected to cause a default.
-
v. The Group classifies customers’ accounts receivable in accordance with credit rating of customer. The Group applies the simplified approach using provision matrix, loss rate methodology to estimate expected credit loss under the provision matrix basis.
-
vi. The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights. As of December 31, 2021 and 2020, the Group’s written-off financial assets that are still under recourse procedures all amounted to $18,628 and $18,658, respectively.
~81~
vii. The Group used the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable and other receivables. As of December 31, 2021 and 2020, the provision matrix, loss rate methodology is as follows:
==> picture [456 x 330] intentionally omitted <==
----- Start of picture text -----
Up to 30 days 31~90 days 91~180 days Over 180 days
Not past due past due past due past due past due Total
December 31, 2021
Expected loss rate 0% ~ 0.02% 0% ~ 0.45% 0.11%~10% 0.27%~50% 20.83%~100%
Total book value $ 13,860,746 $ 416,021 $ 173,365 $ 62,856 $ 1,111,807 $ 15,624,795
Loss allowance $ 1,976 $ 501 $ 34,823 $ 46,320 $ 1,011,972 $ 1,095,592
Up to 30 days 31~90 days 91~180 days Over 180 days
Not past due past due past due past due past due Total
December 31, 2020
Expected loss rate 0%~5% 0%~5% 0%~56% 0%~100% 0%~100%
Total book value $ 7,225,686 $ 326,702 $ 176,962 $ 869,951 $ 63,606 $ 8,662,907
Loss allowance $ 4,591 $ 13,490 $ 71,546 $ 766,225 $ 45,377 $ 901,229
Individual provision Group provision Total
December 31, 2021
Expected loss rate 45.4%~100% 0%~100%
Total book value $ 1,079,258 $ 14,545,537 $ 15,624,795
Loss allowance $ 1,067,601 $ 27,991 $ 1,095,592
Individual provision Group provision Total
December 31, 2020
Expected loss rate 19.10%~100% 0%~100%
Total book value $ 869,582 $ 7,793,325 $ 8,662,907
Loss allowance $ 869,582 $ 31,647 $ 901,229
----- End of picture text -----
vii. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable, and other receivables are as follows:
| At January 1 Acquired from business combination Provision for impairment Reversal of impairment Disposal of subsidiaries Effect of exchange rate changes At December 31 |
Accounts receivable (including notes receivable) Other receivables 858,748 $ 42,481 $ 13,071 - 133,422 57,835 7,199) ( - 2,704) ( - 62) ( - 995,276 $ 100,316 $ 2021 |
Accounts receivable (including notes receivable) Other receivables 858,748 $ 42,481 $ 13,071 - 133,422 57,835 7,199) ( - 2,704) ( - 62) ( - 995,276 $ 100,316 $ 2021 |
|---|---|---|
| Other receivables | ||
| 42,481 $ - 57,835 - - - |
||
| 100,316 $ |
~82~
2020
Accounts receivable
(including notes
| receivable) | Other receivables | |||
|---|---|---|---|---|
| At January 1 | $ | 10,672 |
$ | 23,125 |
| Provision for impairment | 848,572 |
19,356 | ||
| Reversal of impairment | ( | 568) |
- |
|
| Effect of exchange rate changes | 72 |
- |
||
| At December 31 | $ | 858,748 | $ | 42,481 |
(c) Liquidity risk
-
i. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. Group treasury monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Group’s debt financing plans, covenant compliance, compliance with internal balance sheet ratio targets and external regulatory or legal requirements.
-
ii. Surplus cash are invested in interest bearing current accounts, time deposits, money market deposits and marketable securities, with appropriate maturities or sufficient liquidity to provide sufficient headroom and meet the above-mentioned forecasts. As of December 31, 2021 and 2020, the Group held money market position of $12,561,323 and $5,398,781, respectively, and those are expected to readily generate cash inflows for managing liquidity risk.
iii. The Group has the following undrawn borrowing facilities:
| Floating rate: Expiring within one year Expiring beyond one year |
December 31,2021 6,342,480 $ 1,112,992 7,455,472 $ |
December 31, 2020 | |
|---|---|---|---|
| 1,351,170 $ 2,258,200 |
|||
| 3,609,370 $ |
- iv. The table below shows analysis of the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
| undiscounted cash flows. | ||||
|---|---|---|---|---|
| Non-derivative financial liabilities: December 31, 2021 Short-term borrowings Short-term notes and bills payable Financial liabilities at fair value through profit or loss Notes payable Accounts payable (including related parties) Other payables |
Less than 1year 3,479,177 $ 877,011 12 45,455 4,715,973 5,843,445 129,599 132,337 154,232 |
Between 1 and5 years - $ - - - - - 422,762 4,049,438 3,050 |
Between5and 7years - $ - - - - - 335,550 41,315 - |
Over 7years |
| - $ - - - - - 1,031,016 - - |
||||
| Lease liabilities | ||||
| Long-term borrowings (including current portion) Guarantee deposits received |
~83~
Non-derivative financial liabilities:
| December 31, 2020 Short-term borrowings Short-term notes and bills payable Notes payable Accounts payable (including related parties) Other payables Lease liabilities Long-term accounts payable (including current portion) Guarantee deposits received |
Less than 1year Between 1 and5 years 1,537,574 $ - $ 568,519 - 11,002 - 2,173,172 - 4,387,779 - 128,977 280,152 138,316 3,271,280 114,742 - |
Between5and 7years - $ - - - - 116,566 - 666 |
Over 7years - $ - - - - 1,088,058 - - |
|---|---|---|---|
- v. The Group does not expect the timing of the estimated cash outflows through the maturity date analysis will be significantly earlier, or expect the actual cash flow amount will be significantly different.
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks and beneficiary certificates is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in convertible bonds and most derivative instruments is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.
-
B. Financial instruments not measured at fair value
-
(a) Except for those listed in the table below, the carrying amounts of cash and cash equivalents, notes receivable, accounts receivable, other receivables, refundable deposits, other financial assets, short-term borrowings, short-term notes and bills payable, notes payable, accounts payable, other payables, lease liabilities, long-term accounts payable and guarantee deposits received are approximate to their fair values.
| received are approximate to their fair | values. | |||
|---|---|---|---|---|
| Financial liabilities: Long-term borrowings (including current portion) Financial liabilities: Long-term borrowings (including current portion) |
December | 31, 2021 | ||
| Book value 4,139,165 $ |
Fair value | |||
| Level 1 - $ December |
Level 2 4,141,818 $ 31,2020 |
Level 3 | ||
| - $ |
||||
| Book value 3,338,145 $ |
Fair value | |||
| Level 1 - $ |
Level 2 3,379,079 $ |
Level 3 | ||
| - $ |
~84~
-
(b) The methods and assumptions of fair value estimate are as follows:
- Long-term borrowings: They are measured at present value, which is calculated based on the cash flow expected to be paid and discounted using a market rate prevailing at balance sheet date.
-
C. The related information of financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities at December 31, 2021 and 2020 is as follows:
-
(a) The related information of natures of the assets and liabilities is as follows:
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December 31, 2021 Level 1 Level 2 Level 3 Total
Assets
Recurring fair value measurements
Financial assets at fair value through profit
or loss
Equity securities $ 142,971 $ - $ 112,284 $ 255,255
- -
Beneficiary certificates 69,382 69,382
Derivatives - 12,931 - 12,931
Financial assets at fair value
through other comprehensive
income
Equity securities 553,860 - 4,132,745 4,686,605
Total $ 766,213 $ 12,931 $ 4,245,029 $ 5,024,173
Liabilities
Recurring fair value measurements
Financial liabilities at fair value through
profit or loss
Derivatives $ - $ 12 $ - $ 12
December 31, 2020 Level 1 Level 2 Level 3 Total
Assets
Recurring fair value measurements
Financial assets at fair value through profit
or loss
Equity securities $ 130,533 $ - $ 179,275 $ 309,808
- -
Beneficiary certificates 40,237 40,237
Financial assets at fair value
through other comprehensive
income
Equity securities 460,640 - 3,923,660 4,384,300
Total $ 631,410 $ - $ 4,102,935 $ 4,734,345
----- End of picture text -----
(b) The methods and assumptions the Group used to measure fair value are as follows:
i. The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
Listed shares Closed-end fund Open-end fund Market quoted price Closing price Closing price Net asset value
~85~
-
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.
-
iii. When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market and foreign exchange swap contracts, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
iv. For high-complexity financial instruments, the fair value is measured by using selfdeveloped valuation model based on the valuation method and technique widely used within the same industry. The valuation model is normally applied to derivative financial instruments, debt instruments with embedded derivatives or securitised instruments. Certain inputs used in the valuation model are not observable at market, and the Group must make reasonable estimates based on its assumptions. The effect of unobservable inputs to the valuation of financial instruments is provided in Note 12(3)5.
-
v. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.
-
(c) The following chart is the movement of Level 3 for the years ended December 31,2021 and 2020:
| 2020: | ||||||
|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||
| Financial instruments | Financial instruments | |||||
| At January 1 | $ | 4,102,935 |
$ | 3,465,868 |
||
| Losses and gains recognised in profit or loss | ( | 46,172) |
21,513 | |||
| Gain recognised in other comprehensive income |
39,508 | 332,573 | ||||
| Disposals | ( | 171,895) |
( | 1,253) |
||
| Additions | 277,327 | 241,586 | ||||
| Acquired from business combination | 17,040 | - | ||||
| Transfers into level 3 | 46,110 | 42,648 | ||||
| Transfers into investments accounted | ( | 21,084) |
- | |||
| for under the equity method | ||||||
| Effect of exchange rate changes | 1,260 | - | ||||
| At December 31 | $ | 4,245,029 | $ | 4,102,935 |
~86~
-
D. Treasury department is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value.
-
E. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| Significant Fair value at Valuation unobservable December31,2021 technique input Unlisted shares 3,728,982 $ Market comparable companies Price to book ratio multiple Discount for lack of marketability Unlisted shares 5,258 Market comparable companies Enterprise value to operating income ratio multiple Discount for lack of marketability Unlisted shares 241,709 Market comparable companies Price to earnings ratio multiple Discount for lack of marketability Unlisted shares 44,376 Market comparable companies Enterprise value to EBITDA ratio multiple Discount for lack of marketability Unlisted shares 203,994 Net asset value N/A De-an Venture Capital Co., Ltd. 20,710 Net asset value N/A Non-derivative equity instrument: Significant Fair value at Valuation unobservable December 31, 2020 technique input Unlisted shares 3,085,933 $ Market comparable companies Price to book ratio multiple Discount for lack of marketability Non-derivative equity instrument: |
Range Relationship of (weighted average) inputs to fairvalue NA The higher the multiple, the higher the fair value. 20% ~30% The higher the discount for lack of marketability, the lower the fair value. 2.94 The higher the multiple, the higher the fair value. 20% The higher the discount for lack of marketability, the lower the fair value. NA The higher the multiple, the higher the fair value. 30% The higher the discount for lack of marketability, the lower the fair value. 1.59 The higher the multiple, the higher the fair value. 30.00% The higher the discount for lack of marketability, the lower the fair value. - N/A - N/A Range Relationship of (weighted average) inputs to fairvalue 0.99~5.45 The higher the multiple, the higher the fair value. 20%~30% The higher the discount for lack of marketability, the lower the fair value. |
Relationship of inputs to fairvalue |
|---|---|---|
~87~
| Unlisted shares Unlisted shares Unlisted shares De-an Venture Capital |
Significant Fair value at Valuation unobservable December31,2020 technique input 13,002 Market comparable companies Enterprise value to operating income ratio multiple Discount for lack of marketability 239,906 Market comparable companies Price to earnings ratio multiple Discount for lack of marketability 744,094 Market comparable companies Enterprise value to EBITDA ratio multiple Discount for lack of marketability 20,000 Net asset value N/A |
Range Relationship of (weighted average) inputs to fairvalue 3.06 The higher the multiple, the higher the fair value. 20% The higher the discount for lack of marketability, the lower the fair value. 14.61~21.77 The higher the multiple , the higher the fair value. 20% The higher the discount for lack of marketability, the lower the fair value. 18.19~19.46 The higher the multiple, the higher the fair value. 20% The higher the discount for lack of marketability, the lower the fair value. - N/A |
Relationship of inputs to fairvalue |
|---|---|---|---|
Co., Ltd.
F. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used to valuation models have changed:
December 31, 2021
| have changed: December 31,2021 |
December | 31,2021 | 31,2021 | |
|---|---|---|---|---|
| (4) | For the year ended December 31, 2021, the impact of COVID-19 on the Group’s business operations. In addition to actively cooperating with the local governments’ epidemic precaution policies, the Group held higher standards in protecting its employees and encouraged the Group’s employees to vaccinate to avoid significant impact on the Group’s production and sales. For the year ended December 31, 2021, overall sales increased significantly compared to the same period due to the strong demand for LED backlight and high-end red LED, as well as the mass production of Mini LED for the year ended December 31, 2021. As a whole, the impact of COVID-19 on the operation of the Group was immaterial. The Group will continue to monitor the trend of the COVID-19 pandemic and adjust its strategies in a timely manner. Favourable Unfavourable Favourable Unfavourable Input Change change change change change Financial assets Equity instrument Multiple ±1% 1,123 $ 1,123) ($ 41,327 $ 41,327) ($ Recognised in profit Recognised in other or loss comprehensive income Favourable Unfavourable Favourable Unfavourable Input Change change change change change Financial assets Equity instrument Multiple ±1% 1,793 $ 1,793) ($ 39,237 $ 39,237) ($ December 31,2020 Recognised in profit Recognised in other or loss comprehensive income |
Favourable Unfavourable change change 1,123 $ 1,123) ($ Recognised in profit or loss December |
Recognised in other comprehensive income |
|
| Favourable Unfavourable change change 41,327 $ 41,327) ($ 31,2020 |
Unfavourable change |
|||
| Recognised in other comprehensive income |
||||
| Unfavourable change |
~88~
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding NT $300 million or 20% paid-in capital or more: Please refer to table 4.
-
E. Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: Please refer to table 5.
-
G. Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paidin capital or more: Please refer to table 6.
-
H. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Please refer to table 7.
-
I. Trading in derivative instruments undertaken during the reporting periods: please refer to Notes 6(2) and 12(3).
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 8.
-
(2) Information on investees
-
Names, locations and other information of investee companies (not including investees in Mainland China)
:Please refer to table 9. -
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 10.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 11.
(4) Major shareholders information
Major shareholders information: None.
14. SEGMENT INFORMATION
(1) General information:
The Group is engaged in the research and development, design, manufacturing and sales of EPI wafers and chips of A1GaInP, AlGaAs and InGaN and LED packages and modules. The Chief Operating Decision-Maker assesses performance by each operating result of each sub-group within the consolidated report.
(2) Segment information
The accounting policy of operating segments is provided in Note 4. The Chief Operating DecisionMaker assesses the performance of the operating segments based on the financial statements of operating segments. The measurement of profit is based on the income from continuing operations.
~89~
(3) Information about segment profit or loss, assets and liabilities:
The segment information provided to the Chief Operating Decision-Maker for the reportable segments and reconciliations is as follows:
Year ended December 31, 2021
| Revenues from external customers Segment income Segment income (loss) including : Interest income Interest expense Depreciation and amortisation Investment (loss) profit under equity method Income tax (expense) benefit Segment assets |
Epistar Group Lextar Group Others 25,100,001 $ 11,324,594 $ 165 $ 1,558,521 317,267 22,686 35,713 17,039 602) ( 109,960 10,966 191 4,667,829 747,206 145,725) ( 178,484 15,483 10,994) ( 446,296 18,539 1) ( 57,848,500 16,467,934 2,572,748 |
Consolidated |
|---|---|---|
| 36,424,760 $ 1,898,474 52,150 121,117 5,269,310 182,973 464,834 76,889,182 |
Year ended December 31, 2020
| Revenues from external customers Segment loss Segment income (loss) including : Interest income Interest expense Depreciation and amortisation Investment loss under equity method Income tax expense Segment assets |
Epistar Group |
Lextar Group - $ - - - - - - - |
Others Consolidated - $ 14,531,823 $ - 8,499,242) ( - 16,673 - 133,038) ( - 4,535,482) ( - 1,471) ( - 75,964) ( - 55,529,008 |
Consolidated |
|---|---|---|---|---|
| 14,531,823 $ 8,499,242) ( 16,673 133,038) ( 4,535,482) ( 1,471) ( 75,964) ( 55,529,008 |
(4) Information on products and services Please refer to Note 6 (23) for the related information.
~90~
(5) Geographical information
| Geographical information | Geographical information | ||||||
|---|---|---|---|---|---|---|---|
| Geographical information for the | years ended December 31, 2021 | and | 2020 is as follows: | ||||
| Year ended December | Year ended December | ||||||
| 31,2021 | 31,2020 | ||||||
| Non-current | Non-current | ||||||
| Revenue | assets | Revenue | assets | ||||
| Taiwan | $ | 3,126,618 |
$ | 25,818,568 |
$ | 2,400,115 |
22,383,184 $ |
| China | 17,733,618 | 6,139,571 |
7,744,682 | 5,085,982 | |||
| Hong Kong | 2,138,234 |
114,160 |
488,368 | 212,229 | |||
| Korea | 1,257,421 | 1,165 | 941,580 | - | |||
| Malaysia | 2,139,015 |
- |
1,304,659 | - |
|||
| Japan | 7,595,774 | - | - | - |
|||
| Singapore | 978,999 | - |
- | - | |||
| Others | 1,455,081 | 15,715 | 1,652,419 | 22,274 |
|||
| $ | 36,424,760 |
$ | 32,089,179 |
$ | 14,531,823 | 27,703,669 $ |
(6) Major customer information
Major customer information of the Group for the years ended December 31,2021 and 2020 is as follows:
| A B C |
Year ended December Year ended December 31,2021 31,2020 Revenue Revenue 1,647,112 $ 1,378,009 $ 2,215,756 1,185,148 7,067,535 - |
|---|---|
~91~
ENNOSTAR INC. AND SUBSIDIARIES Loans to others
Year ended December 31, 2021
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the period from 6-Jan to 31-Dec-21 |
Balance at 31-Dec-21 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 1 1 2 2 3 4 4 |
Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Ltd. Epicrystal (Changzhou) Ltd. Yenrich Technology Corporation Lextar Electronics Corporation Lextar Electronics Corporation |
Jiangsu Canyang Optoelectronics Ltd. Unikorn Semiconductor Corporation ENNOSTAR Inc. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Jiangsu Canyang Optoelectronics Ltd. iReach Corporation ENNOSTAR Inc. Yenrich Technology Corporation |
Other receivables- related parties Other receivables- related parties Other receivables- related parties Other receivables- related parties Other receivables- related parties Other receivables- related parties Other receivables- related parties Other receivables- related parties |
Y Y Y Y Y Y Y Y |
438,400 $ 300,000 1,000,000 218,250 349,200 20,000 800,000 250,000 |
- $ 300,000 1,000,000 217,200 347,520 - 800,000 250,000 |
- $ 150,000 - - 86,880 - 40,000 200,000 |
0.00% 1.56% 1.70% 4.35% 4.35% 1.56% 1.70% 1.05% |
Short- term financing Short- term financing Short- term financing Short- term financing Short- term financing Short- term financing Short- term financing Short- term financing |
- $ - - - - - - - |
Working capital Working capital Working capital Working capital Working capital Working capital Working capital Working capital |
- $ - - - - - - - |
None Promissory Note Promissory Note None Promissory Note None None Promissory Note |
- $ 300,000 1,000,000 - 347,520 - - 250,000 |
3,913,659 3,913,659 3,913,659 945,264 945,264 190,438 1,007,840 1,007,840 |
11,740,978 $ 11,740,978 11,740,978 1,417,896 1,417,896 190,438 4,031,359 4,031,359 |
Note 1 Note 1 Note 1 Note 2 Note 2 Note 3 Note 4 Note 4 |
Table 1-1
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the period from 6-Jan to 31-Dec-21 |
Balance at 31-Dec-21 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 5 6 |
Lextar Electronics (Suzhou) Corp. Lextar (Singapore) Pte. Ltd. |
Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. |
Other receivables- related parties Other receivables- related parties |
Y Y |
526,080 251,640 |
521,280 124,560 |
173,760 - |
1%~ 4.45% 1.5%~ 2.25% |
Short- term financing Short- term financing |
- - |
Working capital Working capital |
- - |
None None |
- - |
1,007,840 1,007,840 |
2,783,809 1,993,599 |
Note 5 Note 6 |
Note 1: In accordance with Epistar Corporation’s Procedures for Provision of Loans: the limit on loans granted to a single party is 10% of its net equity, and the ceiling on total loans granted is 30% of its net equity. Note 2: In accordance with Epicrystal (Changzhou) Ltd. Procedures for Provision of Loans: the limit on loans granted to a single party is 20% of its net equity, and the ceiling on total loans granted is 30% of its net equity. Note 3: In accordance with Yenrich Technology Corporation Procedures for Provision of Loans: the limit on loans granted to a single party is 40% of its net equity, and the ceiling on total loans granted is 40% of its net equity. Note 4: In accordance with Lextar Electronics Corporation Procedures for Provision of Loans: the limit on loans granted to a single party is 10% of its net equity, and the ceiling on total loans granted is 40% of its net
-
equity.The total amount for fund-lending between the subsidiaries whose voting shares are 100% owned, directly and indirectly, by the Company will not be subject to the limit of 40% of the net worth of the
-
lending subsidiary. However, these subsidiaries shall still prescribe limits on the aggregate amount of such loans and on the amount of such loans permitted to a single borrower, and shall specify limits on the durations of such loans.
-
Note 5: In accordance with Lextar Electronics (Suzhou) Corp.’s Procedures for Provision of Loans: the ceiling on total loans granted is 80% of its net equity and 40% of the net equity of Lextar Electronics Corporation, and the limit on loans granted to a single party is 80% of its net equity and 10% of the net equity of Lextar Electronics Corporation
-
Note 6: In accordance with Lextar (Singapore) Pte. Ltd.’s Procedures for Provision of Loans: the ceiling on total loans granted is 80% of its net equity and 40% of the net equity of Lextar Electronics Corporation, and the limit on loans granted to a single party is 80% of its net equity and 10% of the net equity of Lextar Electronics Corporation
Table 1-2
ENNOSTAR INC. AND SUBSIDIARIES Provision of endorsements and guarantees to others Year ended December 31, 2021
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
Party being endorsed/guaranteed
Number(Note 1) |
Endorser/ guarantor |
Companyname | Relationship with the endorser/ guarantor (Note 2) |
Limit on endorsements/ guarantees provided for a single party (Note3) |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2021 |
Outstanding endorsement/ guarantee amount at December 31, 2021 |
Actual amount drawn down |
Amount of endorsements /guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note3) |
Provision of endorsements /guarantees by parent company to subsidiary |
Provision of endorsements/ guarantees by subsidiary to parent company |
Provision of endorsements/ guarantees to the party in MainlandChina |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 1 1 1 2 |
Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Episky Corporation (Xiamen) Ltd. |
Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd Unikorn Semiconductor Corporation Yenrich Technology Corporation SHENZHEN EPIKYLIN OPTOELECTRO NICS CO.,LTD |
2 2 2 2 2 |
3,913,659 $ 3,913,659 3,913,659 3,913,659 580,970 |
1,540,890 $ 513,630 1,620,955 142,675 436,000 |
664,320 $ 221,440 1,150,000 - 434,400 |
260,640 $ - 731,074 - - |
- $ - - - - |
1.70 0.57 2.94 - 18.69 |
7,827,319 $ 7,827,319 7,827,319 7,827,319 929,552 |
N N N N N |
N N N N N |
Y Y N N Y |
-
Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:
-
(1) The Company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
-
Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to:
-
(1) Having business relationship.
-
(2) The endorser/guarantor parent company owns directly or indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.
-
(3) The endorser/guarantor parent company and its subsidiaries jointly own directly or indirectly more than 50% voting shares of the endorsed/guaranteed company.
-
(4) The endorsed/guaranteed parent company directly or indirectly owns more than 90% voting shares of the endorser/guarantor subsidiary.
-
(5) Mutual guarantee of the trade as required by the construction contract.
-
(6) Due to joint venture, each shareholder provides endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.
-
(7) 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. Note3: (1) In accordance with the Epistar’s Procedures for Provision of endorsements and guarantees to others: the ceiling on total endorsements/guarantees is 20% of the Company’s net assets, and the limit on endorsements/guarantees to a single party is 10% of its net assets.
-
(2) In accordance with the Episky (Xiamen) ’s Procedures for Provision of endorsements and guarantees to others: the ceiling on total endorsements/guarantees is 40% of the Company’s net assets, and the limit on endorsements/guarantees to a single party is 25% of its net assets.
Table 2-1
ENNOSTAR INC. AND SUBSIDIARIES Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) December 31, 2021
Table 3
Expressed in thousands of NTD (Except as otherwise indicated)
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | As of December 31,2021 | As of December 31,2021 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| Harvestar Investment Corp. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
Amengine Corporation E&E Japan Co.Ltd. (Stock) NATEC CORPORATION (Stock) Esleds Co.,Ltd. (Stock) Lynk Labs,Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) Chi Lin Optoelectronics Co., Ltd. (Stock) Dominant Opto Technologies Sdn. Bhd. (Stock) Crystalwise Technology Inc. (Stock) XENIO CORPORATION (stock) |
None None None None None None None None None None |
Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss |
300,000 140 120,000 1,000 92,523 1,339,235 2,868,402 11,000,000 2,664,355 7,878 |
1,500 $ 2,143 1,748 148 32,701 303,888 66,174 507,585 60,427 - |
- 17.07 7.50 10.00 7.39 13.68 12.57 10.00 3.02 0.06 |
1,500 $ 2,143 1,748 148 32,701 303,888 66,174 507,585 60,427 - |
Table 3-1
As of December 31, 2021
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co.,Ltd. Episky Corporation(Xiamen) Ltd. Episky Corporation(Xiamen) Ltd. Episky Corporation(Xiamen) Ltd. Lighting Investment Corporation |
Edison Opto Corp. (Stock) PlayNitride Inc. (Stock) OSTENDO TECHNOLOGIES,INC. (Stock) Nan Ya Photonics Incorporation (Stock) Tekcore co., Ltd. (Stock) Everlight Electronics (Fujian) Co., Ltd. (Stock) KAISTAR Lighting (Xiamen) Co., Ltd. (Stock) China Firstar Optoelectronic Materials Co., Ltd. (Stock) APT Electronics Co., Ltd.(Stock) China Crystal Technologies Co.,Ltd.(Stock) Oree Advanced Illumination Solutions, Inc. (Stock) |
None None None None None None None None None None None |
Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss |
5,746,000 9,137,338 67,500 9,173,000 6,798,522 - cash USD51,060,000 cash RMB7,500,000 4,678,240 8,064,516 79,407 |
135,606 $ 192,220 - 241,708 105,189 - 2,256,697 21,907 50,928 7,777 - |
4.48 9.06 4.50 19.90 13.37 - 18.77 15.00 1.14 4.08 5.00 |
135,606 $ 192,220 - 241,708 105,189 - 2,256,697 21,907 50,928 7,777 - |
Table 3-2
As of December 31, 2021
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation |
Lustrous Technology Ltd. (Stock) TERA XTAL TECHNOLOGY CORPORATION (Stock) XENIO CORPORATION (Stock) FormoLight Technologies, Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) Edison Opto Corp. (Stock) Rigidtech Microelectronics Cops. (Stock) Ledimond Opto Corporation (Stock) LEDLITEK Co., Ltd. (Stock) De-an Venture Capoital Co., Ltd. (Stock) iReach Corporation (Stock) |
None None None None None None None None None None Investee company accounted for under the equity method of Epistar Corporation |
Non-current financial assets at fair value through profit or loss Non-current financial assets at fair value through profit or loss Non-current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income |
266,892 795,000 16,462 2,038,230 562,018 10,705,000 1,550,253 1,100,000 50,000 2,000,000 370,000 |
- - - 14,983 127,528 252,683 9,951 10,222 - 20,710 1,891 |
8.99 0.42 0.13 10.00 5.74 8.35 2.17 16.92 6.20 10.77 1.70 |
- - - 14,983 127,528 252,638 9,951 10,222 - 20,710 1,891 |
Table 3-3
As of December 31, 2021
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. HUGA Holding (SAMOA) Ltd. HUGA Holding (SAMOA) Ltd. Epistar Corporation |
Edison Opto Corp. (Stock) ENNOSTAR Inc. (Stock) Taishin 1699 Money Market Fund (Beneficiary certificates) LEDLITEK Co., Ltd. (Stock) Verticle Inc. (Stock) Achrolux Inc. (Stock) PlayNitride Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) China Crystal Technologies Co.,Ltd.(Stock) OEPIC SEMICONDUCTORS,INC.(Stock) PHECDA TECHNOLOGY CO., LTD. (Stock) |
None Parent company None None None None None None None None None |
Current financial assets at fair value through profit or loss Current financial assets at fair value through profit or loss Current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss Non-current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income |
5,851,182 1,282,377 4,559,731 41,500 582,983 987,500 2,757,082 200,000 17,741,935 377,358 600,000 |
138,088 $ 98,358 62,371 - - - 58,000 45,382 17,110 5,258 - |
4.56 0.19 N/A 5.15 3.00 6.91 2.73 2.04 8.97 8.93 2.11 |
138,088 $ 98,358 62,371 - - - 58,000 45,382 17,110 5,258 - |
Note1 |
Table 3-4
As of December 31, 2021
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Epistar Corporation Epistar Corporation Epistar Corporation GaNrich Semiconductor Corporation Lextar Electronics Corporation Wellybond Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics Corporation Liang Li Venture Corp. |
ELIT FINE CERAMICS CO., LTD. (Stock) Nanocrystal Technology Inc. (Stock) ENNOSTAR Inc. (Stock) Franklin Templeton Sinoam Money Market Fund (beneficiary certificates) Jhong Wei Corporation(Stock) Wellysun Inc.(Stock) Suzhou Hanhua Semiconductor Co., Ltd(Stock) best Epitaxy Manufacturing Company Ltd. best Epitaxy Manufacturing Company Ltd. |
None None Parent company None None Wellybond is a director of Wellysun Inc. None None None |
Non-current financial assets at fair value through profit or loss Non-current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Current financial assets at fair value through profit or loss Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through other comprehensive income Non-current investments in equity instruments at fair value through profit or loss Non-current investments in equity instruments at fair value through profit or loss |
2,200,000 6,000,000 1,843,500 670,697 106,000 2,400,000 - 5,319,000 950,000 |
- $ - 141,396 7,011 - 44,376 156,384 39,123 6,987 |
4.68 11.11 0.27 N/A - 5.61 3.58 10.68 1.91 |
- $ - 141,396 7,011 - 44,376 156,384 39,123 6,987 |
Note1 Note 2 |
Note 1: Transferred from the Epistar’s stocks held as treasury stocks. Note 2: The company registrations had been canceled.
Table 3-5
ENNOSTAR INC. AND SUBSIDIARIES
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital
Year ended December 31, 2021
| Table 4 Investor |
Marketable securities (Note1) |
General ledger account |
Counterparty(Note2) |
Relationship with the investor (Note2) |
Balance as at January1,2021 |
Balance as at January1,2021 |
Addition(Note 3) |
Addition(Note 3) |
Disposal(Note 3) |
Disposal(Note 3) |
Balance as at Expressed in thousands of NTD (Except as otherwise indicated) December31,2021 |
Balance as at Expressed in thousands of NTD (Except as otherwise indicated) December31,2021 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number ofshares |
Amount | Number ofshares |
Amount | Number ofshares |
Selling price |
Book value |
Gain (loss) on disposal |
Number of shares |
Amount | |||||
| Harvestar Investment Corp. ENNOSTAR Inc. ENNOSTAR Inc. Epistar Corporation Epistar Corporation Epistar Corporation Lighting Investment Corporation |
GCS Holding Inc. GCS Holding Inc. Tyntek Corporation Yenrich Technology Corporation. (Stock) Taishin 1699 Money Market Fund Tyntek Corporation (Stock) ProLight Opto Technology Corporation (Stock) |
Investments accounted for under equity method Investments accounted for under equity method Investments accounted for under equity method Investments accounted for under equity method Financial assets at fair value through profit or loss Investments accounted for under equity method Investments accounted for under equity method |
- Yenrich Technology Corporation. - Lextar Electronics Corporation - - Lextar Electronics Corporation |
- Related - Related - - Related |
- - - 60,000,000 - - 27,539,234 |
$ - - - 600,000 - - 400,612 |
9,013,000 9,028,000 23,799,000 - 25,842,529 10,218,000 - |
$ 433,099 431,990 584,583 - 353,000 187,467 - |
- - - 60,000,000 25,842,529 10,218,000 17,539,234 |
$ - - - 566,341 353,133 243,699 308,693 |
$ - - - 534,991 353,000 264,541 306,087 |
$ - - - - 133 ( 20,815) 2,606 |
9,013,000 9,028,000 23,799,000 - - - 10,000,000 |
$ 453,052 451,070 634,214 - - - 150,428 |
Table 4-1
| Investor | Marketable securities (Note1) |
General ledger account |
Counterparty(Note2) |
Relationship with the investor (Note2) |
Balance as at January1,2021 |
Balance as at January1,2021 |
Addition(Note 3) |
Addition(Note 3) |
Disposal(Note 3) |
Disposal(Note 3) |
Balance as at December31,2021 |
Balance as at December31,2021 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number ofshares |
Amount | Number ofshares |
Amount | Number ofshares |
Selling price |
Book value |
Gain (loss) on disposal |
Number of shares |
Amount | |||||
| Lextar Electronics Corporation Lextar Electronics Corporation |
Tyntek Corporation (Stock) Yenrich Technology Corporation (Stock) |
Investments accounted for under equity method Investments accounted for under equity method |
- Epistar Corporation |
- Related |
- - |
$ - - |
9,423,000 60,000,000 |
$ 196,364 566,341 |
9,423,000 - |
$ 224,739 - |
$ 241,689 - |
($ 16,950) - |
- 60,000,000 |
$ - 476,095 |
Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities. Note 2: Fill in the columns the counterparty and relationship if securities are accounted for under the equity method; otherwise leave the columns blank. Note 3: Aggregate purchases and sales amounts should be calculated separately at their market values to verify whether they individually reach NT$300 million or 20% of paid-in capital or more. Note 4: Paid-in capital referred to herein is the paid-in capital of parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the 20 % of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation.
Table 4-2
ENNOSTAR INC. AND SUBSIDIARIES
Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more
Year ended December 31, 2021
| Table 5 Real estate disposed by |
Real estate | Transaction date or date of the event |
Date of acquisition |
Book value |
Disposal amount |
Status of collection ofproceeds |
Gain (loss) on disposal |
Counterparty | Relationship with the seller |
Reason for disposal |
Basis or reference used in Other settingtheprice commitments Expressed in thousands of NTD (Except as otherwise indicated) |
Basis or reference used in Other settingtheprice commitments Expressed in thousands of NTD (Except as otherwise indicated) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Epistar Corporation | Land and plant of the Longtan |
2021/5/27 | 2016/9/29 | 250,796 $ |
430,000 $ |
Installment based on agreement |
179,204 $ |
ARDENTEC CORPORATIO N |
None | Assets activation for reducing cost |
Appraisal report | None |
Note 1: The appraisal result should be presented in the ‘Basis or reference used in setting the price’ column if the real estate disposed of should be appraised pursuant to the regulations. Note 2: Paid-in capital referred to herein is the paid-in capital of parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the 20 % of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation. Note 3: Date of the event referred to herein is the date of contract signing, date of payment, date of execution of a trading order, date of title transfer, date of board resolution, or other date that can confirm the counterparty and the monetary amount of the transaction, whichever is earlier.
Table 5-1
Table 6
ENNOSTAR INC. AND SUBSIDIARIES
Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2021
Expressed in thousands of NTD (Except as otherwise indicated)
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms |
Differences in transaction terms |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. |
SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Epistar Corporation LEDAZ Co., Ltd CREELED HONG KONG LTD Jiangsu Canyang Optoelectronics Ltd. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Yenrich Technology Corporation Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation |
Note 1 Note 1 Note 1 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales |
($ 1,833,529) ( 374,575) ( 420,650) ( 139,276) ( 305,924) ( 201,980) ( 886,497) ( 1,072,358) ( 482,638) ( 301,066) ( 377,655) ( 1,694,363) |
( 40) ( 8) ( 2) ( 1) ( 1) ( 1) ( 4) ( 5) ( 2) ( 1) ( 13) ( 56) |
90 days after month- end closing |
N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
$ 483,853 53,365 294,549 - 184,478 65,479 421,144 600,012 129,556 40,796 78,227 697,866 |
27 3 3 - 2 1 4 6 1 - 3 28 |
|
| 60 days after next month-end closing |
|||||||||||
| 90 days after month- end closing 90 days after month- end closing 180 days after month- end closing 60 days after month- end closing 180 days after month- end closing 180 days after next month-end closing 90 days after month- end closing 120 days after month- end closing 90 days after month- end closing 150 days after month- end closing |
Table 6-1
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms |
Differences in transaction terms |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Suzhou) Corp. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Yenrich Technology Corporation |
Episky Corporation (Xiamen) Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. CREELED HONG KONG LTD Darwin Precisions (Xiamen) Corporation Fortech Electronics (Suzhou) Co., Ltd. Epistar Corporation Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics Corporation Leyard TV Technology Co., Ltd. LEYARD EUROPE s.r.o. LEADSTAR Micro-Crystal Display Corporation (JiangSu) |
Note 1 Note 1 Note 1 Note 1 Note 2 Other related parties Other related parties Note 1 Note 1 Note 1 Note 1 Other related parties Other related parties Note 1 |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales |
($ 1,202,096) ( 955,781) ( 845,200) ( 249,606) ( 173,532) ( 114,934) ( 309,185) ( 320,570) ( 4,375,626) ( 982,546) ( 143,603) ( 895,641) ( 436,970) ( 121,386) |
( 40) ( 48) ( 42) ( 12) ( 2) ( 2) ( 4) ( 4) ( 58) ( 13) ( 14) ( 66) ( 32) ( 17) |
90 days after month- end closing 90 days after month- end closing 90 days after month- end closing 90 days after next month-end closing OA 45 days 120 days after month- end closing 120 days after month- end closing 90 days after month- end closing OA 90 days~OA 120 days OA 90 days~OA 120 days OA 90 days~OA 120 days 30%: 7 days after signing the contract, 70%: the 15th of the next month after hi 30%: Prepayments before shipment, 70%: 60 days after shipment 60 days after month- end closing |
N/A N/A N/A N/A Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
$ 711,934 68,215 284,407 45,933 - 48,702 133,224 332,814 1,175,829 430,873 13,680 424,662 15,966 7,636 |
29 9 38 6 - 2 5 13 54 20 3 90 3 4 |
Table 6-2
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms |
Differences in transaction terms |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Yenrich Technology Corporation ProLight Opto Technology Corporation Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Co., Ltd Epicrystal (Changzhou) Co., Ltd Jiangsu Canyang Optoelectronics Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Lextar Electronics Corporation |
LEDAZ Co., Ltd Shanghai Welight Electronic Co., LTD Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Lextar Electronics Corporation Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. LEDAZ Co., Ltd Lextar Electronics (Suzhou) Corp. |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
Sales Sales Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases |
( 231,484) ($ 214,412) 845,200 1,072,358 1,202,096 955,781 374,575 1,694,363 320,570 249,606 482,638 305,924 886,497 1,833,529 377,655 - 143,603 |
( 33) 23 22 28 31 9 3 15 3 11 21 18 32 65 22 - 2 |
90 days after month- end closing, paid on the 20th of the next month 120 days after month- end closing 90 days after month- end closing 180 days after next month-end closing 90 days after month- end closing 90 days after month- end closing 60 days after next month-end closing 150 days after month- end closing 90 days after month- end closing 90 days after month- end closing 90 days after month- end closing 180 days after month- end closing 180 days after month- end closing 90 days after month- end closing 90 days after month- end closing 90 days after month- end closing OA 90 days~OA 120 days |
Normal Normal N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Normal |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
81,178 $ 125,315 ( 284,407) ( 600,012) ( 711,934) ( 68,215) ( 53,365) ( 697,866) ( 332,814) ( 45,933) ( 129,556) ( 184,478) ( 421,144) ( 483,853) ( 78,227) ( 172,753) ( 13,680) |
46 49 ( 17) ( 35) ( 42) ( 2) ( 2) ( 21) ( 10) ( 11) ( 30) ( 57) ( 42) ( 48) ( 24) ( 5) ( 1) |
Table 6-3
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms |
Differences in transaction terms |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. Yenrich Technology Corporation LEADSTAR Micro-Crystal Display Corporation LEADSTAR Micro-Crystal Display Corporation (Ji S ) L d LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Shanghai Welight Electronic Co., LTD |
Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. Chuzhou Bwin Technology Corp. Epistar Corporation Epistar Corporation Yenrich Technology Corporation Leyard TV Technology Co., Ltd. ProLight Opto Technology Corporation |
Note 1 Note 1 Other related parties Note 1 Note 1 Note 1 Other related parties Note 1 |
Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases |
4,375,626 $ 982,546 233,711 301,066 201,980 121,386 124,151 214,412 |
70 93 4 49 20 12 12 99 |
OA 90 days~OA 120 days OA 90 days~OA 120 days OA 60 days~OA 120 days 120 days after month- end closing 60 days after month- end closing 60 days after month- end closing 30%: Prepayments before shipment, 70%: 60 days after shipment 120 days after month- end closing |
Normal Normal Normal Normal Normal Normal Normal Normal |
Normal Normal Normal Normal Normal Normal Normal Normal |
( 1,175,829) ( 430,873) ( 34,164) ( 40,796) ( 65,479) ( 7,636) ( 32,106) ( 125,315) |
( 70) ( 98) ( 2) ( 27) ( 42) ( 5) ( 21) ( 100) |
Note 1: Investee company accounted for under the equity method directly and indirectly. Note 2: It is no longer the company’s other related party beginning on April, 2021.
Table 6-4
ENNOSTAR INC. AND SUBSIDIARIES
Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more
December 31, 2021
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at December 31,2021 | Balance as at December 31,2021 | Total | Turnover rate | Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful debts |
|---|---|---|---|---|---|---|---|---|---|---|
| Accounts receivable | Other receivable | Amount | Action taken |
|||||||
| Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Co., Ltd. |
SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD LEDAZ Co., Ltd Jiangsu Canyang Optoelectronics Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Episky Corporation (Xiamen) Ltd. Unikorn Semiconductor Corporation Epicrystal (Changzhou) Co., Ltd. Yenrich Technology Corporation Lextar Electronics Corporation Jiangsu Canyang Optoelectronics Ltd. |
Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 |
$ 483,853 294,549 184,478 421,144 600,012 6,046 129,556 40,796 15,292 78,227 |
$ - - 15,193 1,188 9,286 524,606 21,230 108,446 92,386 89,432 |
$ 483,853 294,549 199,671 422,332 609,298 530,652 150,786 149,242 107,678 167,659 |
6.48 1.98 0.79 4.20 2.14 0.11 2.89 1.51 0.82 2.37 |
$ - 160,762 3,424 - 1,662 73,187 7,997 - 174 - |
- - - - - - - - - - |
$ 125,613 53,976 32,532 64,641 82,443 13,642 58,885 20,611 94,549 14,748 |
$ - 68,687 - - - - - - - - |
Table 7-1
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at December 31,2021 | Balance as at December 31,2021 | Total | Turnover rate | Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful debts |
|---|---|---|---|---|---|---|---|---|---|---|
| Accounts receivable | Other receivable | Amount | Action taken |
|||||||
| Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Luxlite (Shenzhen) Corporation Limited Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. LEADSTAR Micro- Crystal Display Corporation (JiangSu) Ltd. ProLight Opto Technology Corporation |
Epistar Corporation Episky Corporation (Xiamen) Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Lextar Electronics (Chuzhou) Corp. Epistar Corporation Fortech Electronics (Suzhou) Co., Ltd. Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Leyard TV Technology Co., Ltd. Shanghai Welight Electronic Co., LTD |
Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Other related parties Note 2 Note 2 Other related parties Note 2 |
$ 697,866 711,934 68,215 284,407 97,524 338,875 332,814 133,224 1,175,829 430,873 424,662 125,315 |
$ 3,406 - - 476 - - - - - - - - |
$ 701,272 711,934 68,215 284,883 97,524 338,875 332,814 133,224 1,175,829 430,873 424,662 125,315 |
2.99 1.42 10.29 2.99 0.75 3.99 1.93 2.62 3.66 2.16 4.02 1.91 |
$ - 249,369 - - - - 1,540 - 111,206 115,261 117,273 54,255 |
- - - - - - - - - - - - |
$ 167,609 - 55,453 - - 125,058 1,760 28,682 225,845 76,943 105,701 26,457 |
$ - - - - - - - - - - - - |
Table 7-2
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at December 31,2021 | Balance as at December 31,2021 | Total | Turnover rate | Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful debts |
|---|---|---|---|---|---|---|---|---|---|---|
| Accounts receivable | Other receivable | Amount | Action taken |
|||||||
| Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. |
Yenrich Technology Corporation Lextar Electronics (Chuzhou) Corp. |
Note 2 Note 2 |
$ 56 7,200 |
$ 200,000 173,760 |
$ 200,056 180,960 |
0.00 0.21 |
$ - 406 |
- - |
$ - - |
$ - - |
Note 1: The Company endeavored to collect the overdue amount. Epistar has received $49,824, $3,424, $1,662, 12,865, $7,997 and $139 from LEDAZ, Jiangsu Canyang, Episky(Xiamen), Unikorn, Epicrystal (Changzhou) and Lextar, respectively; and Lextar has received $1,540 from Epistar; Lextar(Chuzhou) has received $111,206 and $76,943 from Lextar and Lextar(Suzhou), respectively; ProLight has received $26,457 from Shanghai Welight; LEADSTAR has received $105,701 from Leyard.
Note 2: Investee company accounted for under the equity method directly and indirectly.
Table 7-3
ENNOSTAR INC.AND SUBSIDIARIES
Significant inter-company transactions during the reporting periods
Year ended December 31, 2021
Table 8
Expressed in thousands of NTD (Except as otherwise indicated)
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
|---|---|---|---|---|---|---|---|
| 1 1 1 1 1 1 1 1 |
Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
Jiangsu Canyang Optoelectronics Ltd. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Yenrich Technology Corporation Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. |
3 3 3 3 3 3 3 3 |
Sales Sales Sales Sales Sales Sales Cost of goods sold Cost of goods sold |
$ 305,924 201,980 886,497 1,072,358 482,638 301,066 955,781 374,575 |
Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties |
0.84 0.55 2.43 2.94 1.33 0.83 2.62 1.03 |
Table 8-1
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
|---|---|---|---|---|---|---|---|
| 1 1 1 1 1 1 1 1 2 2 |
Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. |
Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. Unikorn Semiconductor Corporation Yenrich Technology Corporation SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD |
3 3 3 3 3 3 3 3 3 3 |
Cost of goods sold Accounts receivable Accounts receivable Accounts receivable Accounts receivable Accounts payable Other receivable Other receivable Sales Accounts receivable |
$ 1,694,363 184,478 421,144 600,012 129,556 697,866 524,606 108,446 1,833,529 483,853 |
Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Based on contract terms Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties |
4.65 0.24 0.55 0.78 0.17 0.91 0.68 0.14 5.03 0.63 |
Table 8-2
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
|---|---|---|---|---|---|---|---|
| 3 3 3 4 4 4 4 4 5 |
Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Lextar Electronics Corporation |
Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. Lextar Electronics (Chuzhou) Corp. |
3 3 3 3 3 3 3 3 3 |
Sales Sales Accounts receivable Sales Sales Accounts receivable Other payable Processing fee Accounts receivable |
$ 377,655 1,202,096 711,934 845,200 249,606 284,407 152,626 261,138 338,875 |
Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Based on contract terms Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties |
1.04 3.30 0.93 2.32 0.69 0.37 0.20 0.72 0.44 |
Table 8-3
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
|---|---|---|---|---|---|---|---|
| 5 5 5 5 5 5 6 7 7 8 |
Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Yenrich Technology Corporation ProLight Opto Technology Corporation ProLight Opto Technology Corporation Lextar Electronics (Chuzhou) Corp. |
Epistar Corporation Epistar Corporation Yenrich Technology Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Shanghai Welight Electronic Co., LTD Shanghai Welight Electronic Co., LTD Lextar Electronics (Suzhou) Corp. |
3 3 3 3 3 3 3 3 3 3 |
Sales Accounts receivable Other receivable Cost of goods sold Cost of goods sold Accounts payable Sales Sales Accounts receivable Sales |
$ 320,570 332,814 200,000 143,603 4,375,626 1,175,829 121,386 214,412 125,315 982,546 |
Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Loans granted Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties Conducted in the ordinary course of business with terms similar to those with third parties |
0.42 0.43 0.26 0.39 12.01 1..53 0.33 0.59 0.34 2.70 |
Table 8-4
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
|---|---|---|---|---|---|---|---|
| 8 9 |
Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Suzhou) Corp. |
Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. |
3 3 |
Accounts receivable Other receivable |
$ 430,873 173,760 |
Conducted in the ordinary course of business with terms similar to those with third parties Loans granted |
0.56 0.23 |
-
Note 1: Parent company is ‘0’.The subsidiaries are numbered in order starting from ‘1’.
-
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs
-
to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice.
-
For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for
transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.):
-
(1) Parent company to subsidiary.
-
(2) Subsidiary to parent company.
-
(3) Subsidiary to subsidiary.
-
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
-
Note 4: Disclosure of the transactions over 100 million New Taiwan dollars only and the related party transactions for counterparty are not disclosed.
Table 8-5
Table 9
ENNOSTAR INC. AND SUBSIDIARIES
Information on investees
Year ended December 31, 2021
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held as at December 31,2021 | Shares held as at December 31,2021 | Shares held as at December 31,2021 | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | |||||||
| ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. |
Amengine Corporation Epistar Corporation GCS Holding Inc. Harvestar Investment Corp. Lextar Electronics Corporation Tyntek Corporation Calystar Investment Corp. |
Taiwan Taiwan USA Taiwan Taiwan Taiwan Taiwan |
Developing and sales of medical optical sensor modules Manufacturing and sales of LED wafers and chips OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Professional investment Manufacturing and sales of LED wafers, chips, packages and modules Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade Professional investment |
$ 10,210 37,607,380 431,990 650,000 11,724,646 584,583 290,000 |
$ - - - - - - - |
3,100,000 1,088,701,410 9,028,000 65,000,000 514,916,380 23,799,000 29,000,000 |
58.59 100.00 8.16 100.00 100.00 7.92 100.00 |
$ 8,193 39,027,656 451,710 676,611 11,619,154 634,214 289,866 |
($ 10,889) ( 1,825,620) ( 378,497) ( 11,625) 317,826 724,850 ( 134) |
($ 2,017) 2,066,382 ( 18,076) ( 11,625) 303,982 48,485 ( 134) |
Note 1 |
Table 9-1
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Harvestar Investment Corp. Harvestar Investment Corp. Calystar Investment Corp. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
GCS Holding Inc. Tyntek Corporation GCS Holding Inc. iReach Corporation Epistar JV Holding (BVI) Co., Ltd. Full Star Enterprises Limited Yenrich Technology Corporation Lighting Investment Corporation Tekcore Co., Ltd. |
USA Taiwan USA Taiwan British Virgin Islands Hong Kong Taiwan Taiwan Taiwan |
OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Manufacturing, sales, packaging and module design of semiconductor light emitting devices Professional investment Professional investment Manufacturing and sales of LED packages Professional investment Manufacturing and sales of LED wafers and chips |
$ 433,099 113,931 265,135 70,000 14,960,129 166,785 - 2,161,814 - |
$ - - - 70,000 14,960,129 166,785 600,000 2,161,814 1,169,412 |
9,013,000 4,777,000 6,500,000 7,000,000 48,278 cash USD8,660,000 - 251,478,518 - |
8.15 1.59 5.87 39.09 100.00 100.00 - 100.00 - |
$ 453,052 123,592 265,135 40,881 10,066,886 262,763 - 2,075,188 - |
($ 378,497) 724,850 ( 378,497) 28,856 459,172 ( 9,080) ( 229,906) ( 179,594) 23,185 |
($ 18,058) 9,436 - 6,420 533,352 ( 9,080) ( 167,470) ( 209,349) 4,802 |
Table 9-2
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co.,Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. Epistar JV Holding (BVI) Co., Ltd. |
Unikorn Semiconductor Corporation ProLight Opto Technology Corporation SH Co., Ltd. TE Opto Corporation GaN Force Corporation GCS Holding Inc. Can Yang Investments Limited Country Lighting (BVI) Co.,Ltd. Crystal Light Enterprise Group Ltd. HUGA Holding (SAMOA) Limited Lite Star JV Holding (BVI) Co.,Ltd. United LED Corporation (Hong Kong) Limited Episky (Hong Kong) Limited Can Yang Investments Limited GCS Holding Inc. |
Taiwan Taiwan Taiwan Taiwan Taiwan USA Hong Kong British Virgin Islands British Virgin Islands SAMOA British Virgin Islands Hong Kong Hong Kong Hong Kong USA |
OEM manufacturing of iii-v semiconductors Manufacturing and sales of LED packages Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED wafers and chips Design, manufacturing and sales of semiconductor materoals and modules OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment Professional investment OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics |
$ 1,106,350 - 31,792 9,200 77,700 - 66,745 - - 334,967 3,408,835 2,029,760 2,124,096 4,291,894 - |
$ 1,006,350 101,500 31,792 9,200 77,700 277,554 - 89,843 6,754 334,967 3,408,835 2,029,760 2,124,096 4,291,894 149,149 |
100,000,000 - 3,179,176 920,000 1,118,600 - 2,679,063 - - 12,551,035 10,882 67,000,165 cash USD68,000,000 cash USD64,793,559 - |
53.29 0.00 49.00 40.00 64.32 - 3.53 - - 100.00 82.41 74.86 100.00 85.26 - |
$ 31,652 - 3,132 43,223 695 - 55,562 - - 25,296 3,637,845 273,986 2,323,886 1,343,859 - |
($ 800,249) 36,968 ( 267) 1,055 3,112 ( 378,497) 66,780 5,599 ( 59) ( 33) 39,188 14,434 400,557 66,780 ( 378,497) |
($ 483,281) 810 ( 131) 422 2,002 ( 14,680) 2,257 2,133 ( 59) ( 33) 32,295 10,806 400,557 49,977 ( 7,266) |
|
Table 9-3
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| GaN Force Corporation GaN Force Corporation Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. Lite Star JV Holding (BVI) Co.,Ltd. Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation |
GV Semiconductor Inc. Joint Power Exponent, Ltd. LEDAZ Co., Ltd Interlight Optotech (HK) Co.,Limited Epistar (Hong Kong) Limited Luxlite (HK) Corporation Limited Epicrystal (Hong Kong) Co. Ltd. LEDAZ Co., Ltd Lighting Investment Ltd. Yenrich Opto (Hong Kong) Limited ProLight Opto Technology Corporation Can Yang Investments Limited GaNrich Semiconductor Corporation LEDOLUX Sp.Zo.O. |
USA Taiwan Korea Hong Kong Hong Kong Hong Kong Hong Kong Korea British Virgin Islands Hong Kong Taiwan Hong Kong Taiwan Poland |
R&D and sales of electronic components Power IC design and module sales Engineering service of LED Sales of LED packages Professional investment Professional investment Professional investment Engineering service of LED Professional investment Sales of LED light components Manufacturing and sales of LED packages Professional investment Design and technology service of LED lighting product Assembling and sales of LED bulbs |
$ 93,582 - 48,166 12,806 2,556 133,145 4,403,034 23,993 152,701 133,433 56,322 72,436 64,301 133,455 |
$ 93,582 - 48,166 12,806 2,556 133,145 4,403,034 23,993 152,701 133,433 318,929 72,436 62,370 133,455 |
8,470,000 - 88,460 429,000 82,850 3,800,000 146,600,000 44,065 45,642 4,010,000 10,000,000 5,218,605 3,868,000 156,994 |
100.00 - 28.13 30.00 100.00 100.00 100.00 14.01 100.00 100.00 14.69 6.87 81.43 60.00 |
$ 1,506 - ( 9,026) 11,663 ( 211) 265,619 4,413,440 ( 266) 559,837 68,367 150,428 108,284 ( 10,157) 11,453 |
($ 2,003) ( 23,323) ( 186,979) 375 ( 30) ( 15,179) 39,301 ( 186,979) ( 71,090) ( 86,782) 36,968 66,780 ( 26,827) ( 500) |
($ 2,003) ( 117) ( 52,597) 112 ( 30) ( 15,179) 39,301 ( 25,679) ( 71,090) ( 86,782) 12,471 4,588 ( 26,442) ( 300) |
Table 9-4
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Full Star Enterprises Limited |
GCS Holding Inc. Joint Power Exponent, Ltd. Tyntek Corporation GaN Force Corporation Domi-Star Optoelectronics Corporation Epicrystal (Changzhou) Co., Ltd. Changzhou Chemsemi Co., Ltd. GCS Holding Inc. |
USA Taiwan Taiwan Taiwan Taiwan China China USA |
OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Power IC design and module sales Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade Design, manufacturing and sales of semiconductor materials and modules Design and sales of LED lighting product Manufacturing and sales of LED wafers and chips OEM manufacturing of compound semiconductor RFID wafers and optoelectronic wafers OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics |
$ - 11,599 258 641 490 147,472 469,590 - |
$ 148,942 - - - - 147,472 469,590 113,896 |
- 1,757,000 10,000 620,400 49,000 cash USD5,200,000 cash RMB110,000,000 - |
- 13.52 - 35.68 49.00 3.31 11.38 - |
$ - 5,181 278 642 385 156,441 853,118 - |
($ 378,497) ( 23,323) 724,850 3,112 ( 214) 42,087 ( 436,114) ( 378,497) |
($ 7,788) ( 2,453) 21 1,376 ( 105) 1,393 ( 80,756) ( 5,582) |
Note 1 |
Table 9-5
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yenrich Opto (Hong Kong) Limited Episky Corporation (Xiamen) Ltd. GaNrich Semiconductor Corporation Episky Corporation (Xiamen) Ltd. Unikorn Semiconductor Corporation Epistar Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation |
GCS Holding Inc. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. GCS Holding Inc. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD GCS Holding Inc. Tyntek Corporation Lextar (Singapore) Pte. Ltd. Wellybond Optronics HK Limited Wellypower Optronics Corporation |
USA China USA China USA Taiwan Sinapore Hong Kong British Virgin Islands |
OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Developing, manufacturing and sales of LED packages, modules and related applications OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Sales of LED chips OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade Professional investment Professional investment Professional investment |
$ - 122,036 - 43,770 1,051 - 2,709,310 17,888 44,898 |
$ 62,371 122,036 54 43,770 - - 2,709,310 17,888 44,898 |
- cash RMB29,100,000 - cash RMB10,000,000 20,000 - 90,270,000 63,000,000 5,153,061 |
- 12.13 - 100.00 0.02 - 100.00 100.00 100.00 |
$ - 132,926 - 168,096 980 - 2,491,998 10,569 152,618 |
($ 378,497) 86,479 ( 378,497) 124,549 ( 378,497) 724,850 101,867 ( 138) 7,068 |
($ 3,479) 10,696 ( 3) 124,549 ( 9) 1,372 101,867 ( 138) 7,068 |
Note 1 |
Table 9-6
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation |
Apower Optronics Corporation Liang Li Venture Corp. Wellybond Corporation Trendylite Corporation HEXAWAVE INC. Tyntek Corporation Yenrich Technology Corporation VOGITO INNOVATION CO., LTD. HEXAWAVE INC. WellyHertz Electronics Corp. Joint Power Exponent, Ltd. |
British Virgin Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Professional investment Professional investment Professional investment Sales of products Manufacturing and sales of compound semiconductor materials and modules Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade Manufacturing and sales of LED packages Design of lighting Manufacturing and sales of compound semiconductor materials and modules Manufacturing and sales of switching power supply modules Power IC design and module sales |
$ 381,638 175,374 746,484 18,100 147,506 - 530,487 1,000 147,494 10,000 33,000 |
$ 381,638 25,374 396,484 18,100 147,506 - - 1,000 147,494 10,000 - |
31,300,000 3,000,000 40,000,000 2,850,750 12,716,000 - 60,000,000 100,000 12,715,000 1,000,000 22,000,000 |
100.00 100.00 100.00 90.50 31.69 - 100.00 50.00 31.68 90.91 16.92 |
$ 1,097,223 152,559 629,562 41,880 94,030 - 476,095 1,403 94,023 4,971 25,895 |
$ 52,684 ( 2,757) 13,543 8,266 ( 65,459) 724,850 ( 229,906) 140 ( 65,459) ( 5,532) ( 23,323) |
$ 52,684 ( 2,757) 13,543 7,481 ( 22,218) ( 953) ( 62,460) 70 ( 22,216) ( 5,029) ( 7,105) |
Table 9-7
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Wellybond Corporation Wellybond Corporation Lextar (Singapore) Pte. Ltd. Lextar (Singapore) Pte. Ltd. Liang Li Venture Corp. Yenrich Technology Corporation Yenrich Technology Corporation Yenrich Technology Corporation ProLight Opto Technology Corporation |
ProLight Opto Technology Corporation Tyntek Corporation Lextar Electronics Korea Ltd. Aurora International Lighting Corporation Limited ProLight Opto Technology Corporation ProLight Opto Technology Corporation GCS Holding Inc. Amengine Corporation ProLight Opto Holding Corporation |
Taiwan Taiwan Korea Hong Kong Taiwan Taiwan USA Taiwan Seychelles |
Manufacturing and sales of LED packages Research and development, manufacture, sales of gallium arsenide, infrared, light-emitting diode, laser diode, phototransistor, photodiode, single crystal, epitaxy and chip, and concurrent research and development, manufacture and sales of electro-optical system of export-import trade Sale of LED and aftersales service Sales of lighting Manufacturing and sales of LED packages Manufacturing and sales of LED packages OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics Developing and sales of medical optical sensor modules Professional investment |
$ 250 258 3,025 204,136 89,270 19,994 - - 4,402 |
$ - - 3,025 204,136 - 29,372 228,748 12,050 4,402 |
16,810,000 10,000 22,000 2,000,000 6,185,000 1,822,000 - - 150,000 |
24.70 - 100.00 20.00 9.09 2.68 - - 100.00 |
$ 252,913 264 4,046 180,789 93,056 27,366 - - ( 972) |
$ 36,968 724,850 361 ( 7,825) 36,968 36,968 ( 378,497) ( 10,889) ( 1,087) |
$ 1,903 6 361 631 1,299 903 ( 10,746) ( 4,026) ( 1,807) |
Note 1 |
Table 9-8
Initial investment amount
Shares held as at December 31, 2021
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2021 |
Balance as at December 31, 2020 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investee for the year ended December 31,2021 |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| ProLight Opto Holding Corporation |
ProLight Opto Technology Corporation |
Seychelles | Professional investment | $ 4,403 | $ 4,403 | 150,000 | 100.00 | ($ 945) | ($ 1,087) | ($ 1,807) |
Note1: The group holds two seats on the Board of Directors, which indicates that the Group has significant influence over the investee. Accordingly, the Group listed the investee as an associate.
Table 9-9
ENNOSTAR INC. AND SUBSIDIARIES
Information on investments in Mainland China
Year ended December 31, 2021
Table 10
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Main business activities |
Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2021 |
Net income of investee for the year ended December 31, 2021 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Book value of investments in Mainland China as of December 31,2021 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Episky Corporation (Xiamen) Ltd. United LED Shan Dong Corporation Epicrystal Corporation (Changzhou) Ltd. Luxlite (Shenzhen) Corporation Limited KFESLighting Co., Ltd. Everlight Electronics (Fujian) Co., Ltd APT Electronics Co., Ltd. |
Manufacturing and sales of LED chips Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED wafers and chips Sales of LED chips Manufacturing and sales of LED wafers, chips, packages and modules Manufacturing and sales of LED backlight and related parts Developing, manufacturing and sale of LED extension and chip, module and light instrument |
$ 1,882,240 2,325,120 4,345,760 83,040 7,528,927 692,000 1,785,890 |
2 2 2 2 2 2 3 |
$ 1,882,240 1,764,600 3,310,528 47,080 1,413,341 69,200 286,333 |
$ - - - - - - - |
$ - - - - - 69,200 - |
$ 1,882,240 1,764,600 3,310,528 47,080 1,413,341 - 286,333 |
$ 400,557 14,976 42,087 1,726 - - - |
100.00 74.86 76.95 100.00 18.77 - 11.80 |
$ 400,557 11,211 32,388 1,726 - - - |
$ 2,323,879 294,660 3,637,115 139,866 2,256,697 - - |
$ - - - 53,422 - - - |
2(3) 2(3) 2(1) 2(1) 2(3) 2(3) 2(3) |
Table 10-1
| Investee in Mainland China |
Main business activities |
Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2021 |
Net income of investee for the year ended December 31, 2021 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Book value of investments in Mainland China as of December 31,2021 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| China Crystal Technologies Co.,Ltd. Ufeco Technology Inc. Huarui (Huizhou) Co., Ltd. Ningbo Formosa Epitaxy Incorporation Jiangsu Canyang Optoelectronics Ltd. |
Developing, manufacturing and sale of gallium arsenide unit crystal and chips Developing, manufacturing and sale of LED application products Research and development, manufacturing and sale of LED packaging; research and development, manufacturing and sale of backlight module, lighting modules and accessories Sales of LED chips Manufacturing and sales of LED wafers and chips |
$ 858,302 69,200 434,000 5,536 5,314,560 |
2 2 2 2 2 |
$ 92,912 7,209 202,621 46,592 2,203,957 |
$ - - - - 144,498 |
$ - - - - - |
$ 92,912 7,209 202,621 46,592 2,348,455 |
$ - - - ( 59) 67,039 |
8.97 - - - 95.66 |
($ 36,649) - - ( 59) 63,782 |
$ 17,110 - - - 1,507,705 |
$ - - - - - |
2(3) 2(3) 2(3) 2(3) 2(3) |
Table 10-2
| Investee in Mainland China |
Main business activities |
Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31,2021 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2021 |
Net income of investee for the year ended December 31, 2021 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the year ended December 31, 2021 |
Book value of investments in Mainland China as of December 31,2021 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2021 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Lextar Electronics (Suzhou) Corp. Lextar Electronics (Xiamen) Co.,Ltd. Chuzhou Bwin Technology Corp. Lextar Electronics (Chuzhou) Corp. LEADSTAR Micro- Crystal Display Corporation (JiangSu) Ltd. Shanghai Welight Electronic Co., LTD. |
Manufacturing and sales of LED wafers, chips, packages and modules Manufacturing and sales of LED wafers, chips, packages and modules Developing, manufacturing, sales of metal and plastic technical products Manufacturing and sales of LED wafers, chips, packages and modules Developing, manufacturing and sales of LED packages, modules and related applications Wholesale and export and import of LED and related electronic products |
$ 3,722,205 32,759 260,640 3,094,825 1,042,560 4,178 |
2 2 2 2 2 2 |
$ 3,585,860 32,759 - - 382,737 4,178 |
$ - - - - - - |
$ - - - - - - |
$ 3,585,860 32,759 - - 382,737 4,178 |
$ 164,574 ( 3,935) 12,168 293,112 86,479 ( 1,807) |
100.00 100.00 48.33 100.00 37.88 51.16 |
$ 164,574 ( 3,935) 5,138 293,112 26,356 ( 1,807) |
$ 3,376,932 11,984 115,080 3,202,943 415,051 ( 972) |
- - - - - - |
2(2) 2(2) 2(3) 2(2) 2(3) 2(2) |
Table 10-3
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2021 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
|---|---|---|---|
| Epistar Corporation Lextar Electronics Corporation |
$ 11,352,640 $ 3,633,067 |
$ 12,374,631 $ 4,044,862 |
$ 24,134,751 $ 6,047,038 |
Note 1: The investments are classified in three types; they are numbered as follows:
-
Direct investment in Mainland China companies;
-
Through investing in an existing company in the third area, which then invested in the investee in Mainland China.
-
Other ways.
Note 2: Investment income or loss in this period:
The bases for recognition of investment income or loss are classified into four types; they are numbered as follows:
-
The financial statements that are audited by the international accounting firm which has a cooperative relationship with the R.O.C. accounting firm;
-
The financial statements that are audited by the R.O.C. parent company’s independent auditors;
-
The financial statements that are not audited by the independent auditors;
-
Others.
Note 3: The amount disclosed was based on Investment Commission, MOEA Regulation No. 09704604680 announced on August 29, 2008.
Note 4: The numbers in the table shall be expressed in NTD. Foreign currencies shall be translated into NTD at the exchange rate prevailing on the financial reporting date. Note 5: The ‘amounts’ are expressed in thousands of New Taiwan dollars.
Table 10-4
Expressed in thousands of NTD
ENNOSTAR INC. AND SUBSIDIARIES
Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas
Year ended December 31, 2021
Table 11
(Except as otherwise indicated)
| Investee in Mainland China |
Sale(purchase) | Sale(purchase) | Propertytransaction | Propertytransaction | Accounts receivable (payable) |
Accounts receivable (payable) |
Provision of endorsements/guarantees or collaterals |
Provision of endorsements/guarantees or collaterals |
Financing | Financing | Others | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd. SHENZHEN EPIKYLIN OPTOELECTRONICS CO.,LTD Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. Shanghai Welight Electronic Co., LTD |
Amount | % | Amount | % | Balance at December 31,2021 |
% | Balance at December 31,2021 |
Purpose | Maximum balance during the year ended December 31, 2021 |
Balance at December 31, 2021 |
Interest rate | Interest during the year ended December 31, 2021 |
|
| $ 1,072,506 305,924 886,497 482,638 ( 955,781) ( 374,575) ( 1,694,363) 121,386 143,603) ( 4,375,626) ( 214,412 |
4.25 1.00 3.51 1.91 ( 3.79) ( 1.48) ( 6.71) 17.46 2.28) ( 69.61) ( 22.65 |
2,559 - - 4,225 - - - - - - - |
- - - - - - - - - - - |
$ 600,159 184,478 421,144 180,177 ( 68,215) ( 53,365) ( 697,866) 7,636 13,680) ( 1,175,829) ( 125,315 |
1.04 0.32 0.73 0.31 ( 0.12) ( 0.09) ( 1.21) 4.28 ( 0.82) ( 70.35) 49.05 |
$ 664,320 221,440 434,400 - - - - - - - - |
- - - - - - - - - - - |
$ - 438,400 - - - - - - - - - |
$ - - - - - - - - - - - |
- - - - - - - - - - - |
$ - 3,890 - - - - - - - - - |
Table11-1