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ENNOSTAR — Audit Report / Information 2023
Nov 3, 2023
52376_rns_2023-11-03_a0d1729b-0427-4f0c-907e-ea93c2f86108.pdf
Audit Report / Information
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ENNOSTAR INC.
PARENT COMPANY ONLY FINANCIAL
STATEMENTS AND INDEPENDENT AUDITORS’
REPORT DECEMBER 31, 2023 AND 2022
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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INDEPENDENT AUDITORS’ REPORT
PWCR23000391
To the Board of Directors and Shareholders of ENNOSTAR Inc.
Opinion
We have audited the accompanying parent company only balance sheets of ENNOSTAR Inc. (the “Company’’)as at December 31, 2023 and 2022, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of material 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 parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as at December 31, 2023 and 2022, and its consolidated financial performance and its consolidated only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for opinion
We conducted our audit in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the parent company only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with the these requirements. We believe that the audit evidence we have obtained is
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sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of the current period. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters in relation to the parent company only financial statements for the year ended December 31, 2023 are outlined as follows:
Investments accounted for using equity method-evaluation of inventories
Description
The subsidiaries of the Company is primarily engaged in manufacturing and sales of LED wafers, chips, packages and modules. 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 subsidiaries of the Company 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:
- Obtained an understanding of the Company and subsidiaries’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.
Investments accounted for using equity method-impairment assessment of property, plant and equipment and goodwill
Description
The subsidiary of the Company, Epistar Corporation, and its subsidiaries measure the recoverable amounts of idle property, plant, and equipment at fair value less disposal costs; while operating property, plant, and equipment, as well as goodwill, are assessed at their in-use values. Epistar Corporation and its subsidiaries evaluate impairment of property, plant, and equipment, as well as goodwill, based on the aforementioned recoverable amounts. The assessment of the in-use value of property, plant, and equipment, as well as goodwill, involves estimating future cash flows and determining discount rates. The assumptions used in forecasting future cash flows and their estimated results have a significant impact on the assessment of the in-use value of property, plant, and equipment, as well as goodwill. Therefore, we consider this a key audit matter.
How our audit addressed the matter
We obtained an external expert appraisal report provided by the subsidiary, Epistar Corporation, and its subsidiaries, for the idle property, plant, and equipment. We assessed the valuation method used by the expert and the reasonableness of the fair value. Additionally, for the recoverable amounts of operating property, plant, and equipment, as well as goodwill, the main procedures performed are outlined as follows:
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Discussing with management to understand the subsidiary, Epistar Corporation, and its subsidiaries’ process for estimating future cash flows, and comparing future cash flows with the operational plan approved by the board of directors for consistency.
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Discussing the operational plan with management to understand its product strategy
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and execution status.
- Assessing the reasonableness of the assumptions used by management to estimate future cash flows, including expected growth rates and gross profit margins. Also, evaluating the reasonableness of discount rate parameters, including the risk-free rate of return used in calculating the cost of equity capital, industry risk coefficients, and long-term market returns.
Other matter – Audit by Other Independent Auditors
We did not audit the 2023 and 2022 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 parent company only financial statements and certain information disclosed in Note 13 relative to these investments, was based solely on the reports of the other independent auditors. These equity investments amounted to NT$2,630,767 thousand and NT$2,049,834 thousand, constituting 5.53% and 3.75% of the parent company only total assets as of December 31, 2023 and 2022, and their comprehensive loss (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$270,050 thousand and NT$139,085 thousand, constituting 3.84% and 67.06% of the parent company only comprehensive gain for the years then ended.
Responsibilities of management and those charged with governance for the parent company only financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of the parent company only financial statements that are free from material misstatement, whether due to fraud or error.
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In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the parent company only financial
statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures 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
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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 Company’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 Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
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 parent company only 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 23, 2024
------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers, Taiwan cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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ENNOSTAR INC.
PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| Assets | December 31, 2023 December 31, 2022 Notes AMOUNT % AMOUNT % 6(1) $602,5471$690,9331196-59-7 318,8801402,738114,873-12,793-3-4-936,49921,106,52726(2) and 8 120,000---6(3) 46,437,7299853,490,974986(4) 10,717-10,978-25,005-25,408-46,593,4519853,527,36098$47,529,950100$54,633,8871006(5) $--$100,000-130,036-97,222-7 4,093-3,270-18,930-27,952-2,709-1,166-155,768-229,610-8-8-155,776-229,618-6(7) 7,529,405167,547,840146(8) 46,447,0609846,421,664856(9) 216,945-216,9451154,927-290,5981(6,814,704) (14)147,022-6(10) (24,296)-75,010-6(7) (135,163)- (294,810) (1)47,374,17410054,404,269100$47,529,950100$54,633,887100 |
|---|---|
| Current assets 1100 Cash and cash equivalents 1200 Other receivables 1210 Other receivables - related parties 1410 Prepayments 1470 Other current assets 11XX Current Assets Non-current assets 1535 Non-current financial assets at amortised cost 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets Liabilities and Equity |
|
| Current liabilities 2100 Short-term borrowings 2200 Other payables 2220 Other payables-related parties 2230 Current tax liabilities 2300 Other current liabilities 21XX Current Liabilities Non-current liabilities 2600 Other non-current liabilities 2XXX Total Liabilities Equity Share capital 3110 Share capital - common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings(Accumulated deficit) Other equity interest 3400 Other equity interest 3500 Treasury shares 3XXX Total equity 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these parent company only financial statements.
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ENNOSTAR INC.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, except for (loss) earnings per share amounts)
| Items | Year ended December 31 2023 2022 Notes AMOUNT % AMOUNT % 6(3)(11) and 7 $336,750100$244,729100(7,110,131 ) (2111) (179,138) (73)(6,773,381 ) (2011)65,59127(6,773,381 ) (2011)65,59127(6,773,381 ) (2011)65,5912711,09437,2613673-1,969156-195-(158 )- (718)-11,66538,7074(6,761,716 ) (2008)74,298316(14) (20,962 ) (6) (36,274) (15)($6,782,678 ) (2014) $38,02416$33,52510 ($233,252) (95)6(14) (42,586 ) (13) (39,989) (17)(9,061 ) (3) (273,241) (112)(251,091 ) (75)443,0431816(14) 6,2622 (428)-(244,829 ) (73)442,615181($253,890 ) (76) $169,37469($7,036,568 ) (2090) $207,398856(15) ($9.02) $0.05($9.02) $0.05 |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Operating margin 5950 Net operating margin 6900 Operating (loss) profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating income and expenses 7900 (Loss) profit before income tax 7950 Income tax expense 8200 (Loss) profit for the year Other comprehensive (loss) income Components of other comprehensive income that will not be reclassified to profit or loss 8330 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive loss that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8380 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8360 Components of other comprehensive (loss) income that will be reclassified to profit or loss 8300 Other comprehensive (loss) income 8500 Total comprehensive (loss) income (Loss) earnings per share (NT$) 9750 Total basic (loss) earnings per share 9850 Total diluted (loss) earnings per share |
The accompanying notes are an integral part of these parent company only financial statements.
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ENNOSTAR INC.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| 2022 Balance at January 1,2022 Profit for the year Other comprehensive income(loss) for the year Total comprehensive income(loss) Appropriation of 2021 earnings Legal reserve Special reserve Cash dividends Proceeds from issuance of share capital Expiration of restricted employee stock Changes in ownership interests in subsidiaries accounted for using equity method Net change in equity of associates and joint ventures Difference between consideration and carrying amount of subsidiaries acquired and disposed Proceeds from disposal of financial assets at fair value through other comprehensive income Balance at December 31,2022 2023 Balance at January 1,2023 Loss for the year Other comprehensive income (loss) for the year Total comprehensive loss Appropriation of 2022 earnings Reversal of special reserve Decrease in treasury shares Changes in ownership interests in subsidiaries accounted for using equity method Net change in equity of associates and joint ventures Difference between consideration and carrying amount of subsidiaries acquired and disposed Empolyee stock ownership trust cancellation return Proceeds from disposal of financial assets at fair value through other comprehensive income Balance at December 31,2023 |
Notes | Share capital - common stock |
Capital surplus | Retained earnings | Other equityinterest | Other equityinterest | Other equityinterest | Treasuryshares | Total equity | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings (accumulated deficit) |
d | Cumulative translation ifferences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
||||||||||||||
6(9) 6(7) 6(8) 6(8) 6(8) 6(8) 6(9)(10) 6(7) 6(8) 6(8) 6(8) 6(8) 6(9)(10) |
$6,852,514------700,000(4,674 )----$7,547,840$7,547,840----(18,435 )-----$7,529,405 |
$43,830,638------2,927,4004,674(257,645 )104,634(188,037 )-$46,421,664$46,421,664----(141,212 )87,54859,44519,56451-$46,447,060 |
$----216,945--------$216,945$216,945----------$216,945 |
$-----290,598-------$290,598$290,598---(135,671 )------$154,927 |
$2,169,44638,02419,47757,501(216,945 )(290,598 )(1,365,881 )----(45,848 )(160,653 )$147,022$147,022(6,782,678 )6,604(6,776,074 )135,671-(160,135 )---(161,188 )($6,814,704 ) |
($406,535 )- 442,615 442,615 - - - - - - - 3 - $36,083 $36,083 - (244,829 )(244,829 )- - - - - - - ($208,746 ) |
$170,992-(292,718 ) (292,718 ) --------160,653$38,927$38,927-(15,665 ) (15,665 ) ------161,188$184,450 |
($294,810 ) ------------($294,810 ) ($294,810 ) ----159,647-----($135,163 ) |
$52,322,24538,024169,374207,398--(1,365,881 )3,627,400-(257,645 )104,634(233,882 )-$54,404,269$54,404,269(6,782,678 )(253,890 )(7,036,568 )--(72,587 )59,44519,56451-$47,374,174 |
The accompanying notes are an integral part of these parent company only financial statements.
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ENNOSTAR INC.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES (Loss) profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Interest expense Interest income Share of loss (profit) of associates and joint ventures accounted for using equity method Compensation distributed to subsidiaries’ employees Changes in operating assets and liabilities Changes in operating assets Other receivables-related parties Prepayments Other current assets Changes in operating liabilities Other payables Other payables-related parties Other current liabilities Cash inflow (outflow) generated from operations Dividend received Interest received Interest paid Income tax paid Net cash flows from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Increase in current financial assets at amortised cost Acquisition of investments accounted for using equity method Acquisition of property, plant and equipment Decrease (increase) in refundable deposits Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Decrease in short-term loans Decrease in guarantee deposits received Proceeds from issuance of share capital Cash dividends paid Employee stock ownship trust cancellation return Net cash flows (used in) from financing activities Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
YearendedDecember 31 Notes 2023 2022 ($6,761,716 ) $74,2986(4)(12) 1,395895158718( 11,094 ) ( 7,261 )6(3) 6,781,735 ( 67,110 )- ( 1,494 )83,858 ( 343,174 )( 2,080 ) ( 10,294 )1 ( 4 )34,137 ( 198,537 )823 ( 43,455 )1,543 378 128,760 ( 595,040 )731,0031,881,65110,9577,202( 158 ) ( 718 )( 29,983 ) ( 8,312 )840,579 1,284,783 ( 120,000 ) -( 706,962 ) ( 2,814,135 )6(16) ( 2,457 ) ( 9,984 )403 ( 25,000 )( 829,016 ) ( 2,849,119 )6(17) ( 100,000 ) ( 50,000 )6(17) - ( 2 )-3,627,400- ( 1,365,881 )51 - ( 99,949 ) 2,211,517 ( 88,386 ) 647,181690,933 43,752 $602,547 $690,933 |
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The accompanying notes are an integral part of these parent company only financial statements.
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ENNOSTAR INC.
NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANIZATION
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 was mainly engaged in the management of investee business.
- THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE PARENT COMPANY ONLY FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These parent company only financial statements were authorized for issuance by the Board of Directors on February 23, 2024.
- APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by FSC and became effective from 2023 are as follows:
| (“FSC”) New standards, interpretations and amendments endorsed by FSC and are as follows: |
became effective from 2 |
|---|---|
| New Standards,Interpretations and Amendments | Effective date Announced by International Accounting Standards Board(IASB) |
| Amendments to IAS 1, ‘Disclosure of accounting policies’ Amendments to IAS 8, ‘Definition of accounting estimates’ Amendments to IAS 12, ‘Deferred tax related to assets and liabilities arising from a single transaction’ Amendments to IAS 12, ‘International tax reform - pillar two model rules’ |
January 1, 2023 January 1, 2023 January 1, 2023 May 23, 2023 |
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
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(2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Company
New standards, interpretations and amendments endorsed by FSC effective from 2024 are as follows:
Effective date Announced by New Standards, Interpretations and Amendments IASB Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ January 1, 2024 Amendments to IAS 1, ‘Classification of liabilities as current or nonJanuary 1, 2024 current’ Amendments to IAS 1, ‘Non-current liabilities with covenants’ January 1, 2024 Amendments to IAS 7 and IFRS 7, ‘Supplier finance arrangements’ January 1, 2024 The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
(3) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
Effective date Announced by New Standards, Interpretations and Amendments IASB Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets To be determined by between an investor and its associate or joint venture’ IASB IFRS 17, ‘Insurance contracts’ January 1, 2023 Amendments to IFRS 17, ‘Insurance contracts’ January 1, 2023 Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – January 1, 2023 comparative information’ Amendments to IAS 21, ‘Lack of exchangeability’ January 1, 2025
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these parent company only financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The parent company only financial statements of the Company have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”.
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(2) Basis of preparation
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A. Except for the following items, these parent company only financial statements have been prepared under the historical cost convention:
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(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
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(b) Financial assets at fair value through other comprehensive income.
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(c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
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B. The preparation of financial statements in compliance with International Financial Reporting Standards, International Accounting Standards, IFRIC[®] Interpretations, and SIC[®] Interpretations
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as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5.
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(3) Foreign currency translation
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Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The parent company only financial statements are presented in New Taiwan dollars, which is the Company’s functional currency.
Foreign currency transactions and balances
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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.
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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.
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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. Nonmonetary 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, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
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D. 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”.
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(4) Classification of current and non-current items
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A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
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(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;
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(b) Assets held mainly for trading purposes;
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(c) Assets that are expected to be realized within twelve months from the balance sheet date;
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(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.
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B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
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(a) Liabilities that are expected to be settled within the normal operating cycle;
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(b) Liabilities arising mainly from trading activities;
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(c) Liabilities that are to be settled within twelve months from the balance sheet date;
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(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.
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(5) Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known
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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.
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(6) Financial asset at amortised cost
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A. Financial assets at amortised cost are those that meet all of the following criteria:
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(a) The objective of the Company’s business model is achieved by collecting contractual cash flows.
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(b) The assets’ contractual cash flows represent solely payments of principal and interest.
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B. On a regular way purchase or sale basis, financial assets at amortised cost are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Company measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognised in profit or loss when the asset is derecognised or impaired.
-
D. The Company’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
-
(7) Derecognition of financial assets
The Company 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 Company has transferred substantially all risks and rewards of ownership of the financial assets.
-
C. The Company 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.
-
(8) Investments accounted for using equity method/ subsidiaries and assoaciates
-
A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
-
B. Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Company are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.
-
C. The Company’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company continues to recognise losses proportionate to its ownership.
-
D. Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.
-
E. When the Company loses control of a subsidiary, the Company remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or
~16~
liabilities were disposed of. That is, when the Company loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
-
F. Associates are all entities over which the Company 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 equity method and are initially recognized at cost.
-
G. The Company’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 Company’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Company does not recognize further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
H. 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 Company’s ownership percentage of the associate, the Company recognizes change in ownership interests in the associate in ‘capital surplus’ in proportion to its ownership.
-
I. Unrealized gains on transactions between the Company and its associates are eliminated to the extent of the Company’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 Company.
-
J. In the case that an associate issues new shares and the Company does not subscribe or acquire new shares proportionately, which results in a change in the Company’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for using 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 Company’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognised 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.
-
K. Upon loss of significant influence over an associate, the Company remeasures any investment retained in the former associate at its fair value. Any difference between fair value and carrying amount is recognised in profit or loss.
-
L. When the Company 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 associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
-
M. When the Company disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss. If it retains significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss proportionately.
-
N. Pursuant to the “Regulations Governing the Preparation of Financial Reports by Securities Issuers,” profit (loss) of the current period and other comprehensive income in the parent
~17~
company only financial statements shall equal to the amount attributable to owners of the parent in the financial statements prepared with basis for consolidation. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the financial statements prepared with basis for consolidation.
-
(9) 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 Company 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:
Office equipment 2 ~ 20 years Leasehold improvements 3 ~ 15 years
-
(10) Impairment of non-financial assets
-
A. The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is 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 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.
(11) 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.
~18~
-
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.
-
(12) Derecognition of financial liabilities
A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.
-
(13) 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
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.
-
C. Employees’ compensation and directors’ remuneration
- Employees’ compensation and directors’ 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.
-
(14) 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 parent company only 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 Company 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.
~19~
(15) 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.
-
(16) 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.
- CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these parent company only financial statements requires management to make critical judgements in applying the Company’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 Company’s accounting policies None.
-
(2) Critical accounting estimates and assumptions
-
(1)Investments accounted for using equity method-evaluation of inventories As inventories are stated at the lower of cost and net realizable value, the subsidiaries of the Company must determine the net realizable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the subsidiaries of the Company 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 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, 2023, the carrying amount of inventories of the subsidiaries of the Company was $4,216,492.
-
(2)Investments accounted for using equity method-evaluation of impairment loss of goodwill The evaluation of impairment loss of goodwill relies on the subjective judgment of the subsidiaries of the Company, including identifying cash-generating units and allocating assets, liabilities and goodwill to relevant cash-generating units, and determining the recoverable amount of the relevant cash-generating units. For the assessment of goodwill impairment, please refer to the Note 6(11).
6. DETAILS OF SIGNIFICANT ACCOUNTS
- (1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Demand deposits Time deposits Bonds sold under repurchase agreement |
December31,2023 299,476 $ 303,071 - 602,547 $ |
December31,2022 |
| 150,933 $ 500,000 40,000 |
||
| 690,933 $ |
The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
~20~
(2) Financial assets at amortised cost
| Items December31,2023 |
December31,2022 | December31,2022 | |
|---|---|---|---|
| Non-current items: | |||
| Time despoits | 120,000 $ |
$ | - |
- A. Amounts recognized in profit or loss in relation to financial assets at amortised cost are listed below:
| below: | ||
|---|---|---|
| Interest income | Year end December31,2023 489$ |
Year end December31,2022 |
-$ |
-
B. As of December 31, 2023 and 2022, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortised cost held by the Company was $120,000 and $0, respectively.
-
C. Details of the Company’s financial assets at amortised cost pledged to others as collateral are provided in Note 8.
-
D. Information relating to credit risk of financial assets at amortised cost is provided in Note 12(2). The counterparties of the Company’s investments in certificates of deposit are financial institutions with high credit quality, so the Company expects that the probability of counterparty default is remote.
(3) Investments accounted for using equity method
| default is remote. Investments accounted for using equity method |
||
|---|---|---|
| Subsidiaries: Epistar Corporation Lextar Electronics Corporation Amengine Corporation Harvestar Investment Corp. Calystar Investment Corp. Precistar Investment Corp. Praistar Investment Corp. Manastar Investment Corp. Unikorn Semiconductor Corporation Associates: Tyntek Corporation GCS Holdings, Inc. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. |
December31,2023 32,871,412 $ 11,015,335 14,494 706,482 366,250 49,086 27,542 974 107,389 45,158,964 622,100 $ 309,374 347,291 1,278,765 46,437,729 $ |
December31,2022 |
| 39,769,781 $ 11,152,889 25,747 849,744 409,063 49,004 49,004 981 179,217 |
||
| 52,485,430 | ||
| 594,097 $ 411,447 - |
||
| 1,005,544 | ||
| 53,490,974 $ |
A. Subsidiaries
Information on subsidiaries is provided in Note 4(3) of the 2023 consolidated financial statements.
B. Associates
The carrying amount of the Company’s interests in all individually immaterial associates and the
~21~
Company’s share of the operating results are summarized below:
As of December 31, 2023 and 2022, the carrying amount of the Company’s individually immaterial associates amounted to $1,278,765 and $1,005,544, respectively.
| Atrribute to the Company: Loss for the period from continuing operations Other comprehensive income Total comprehensive loss |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 82,588) ($ 7,252 75,336) ($ |
81,684) ($ 16,565 65,119) ($ |
-
C. The investment (loss) gain from equity method investees for the years ended December 31, 2023 and 2022 amounted to ($6,781,735) and $67,110, respectively.
-
D. The other comprehensive gain(loss) from equity method investees for the years ended December 31, 2023 and 2022 amounted to ($253,890) and $169,374, respectively.
-
E. The fair value of the Company’s material associates with quoted market prices is as follows:
| December31,2023 Tyntek Corporation 442,661 $ GCS Holdings, Inc. 288,896 731,557 $ |
December31,2022 |
|---|---|
| 395,063 $ 352,092 |
|
| 747,155 $ |
(4) Property, plant and equipment
| At January 1, 2023 Cost Accumulated depreciation and impairment 2023 Opening net book amount at January 1 Additions Depreciation charge Closing net book amount at December 31 At December 31, 2023 Cost Accumulated depreciation and impairment |
Office equipment |
Leasehold improvements Total 11,062 $ 11,944 $ 843) ( 966) ( 10,219 $ 10,978 $ 10,219 $ 10,978 $ 637 1,134 1,178) ( 1,395) ( 9,678 $ 10,717 $ 11,699 $ 13,078 $ 2,021) ( 2,361) ( 9,678 $ 10,717 $ |
Leasehold improvements Total 11,062 $ 11,944 $ 843) ( 966) ( 10,219 $ 10,978 $ 10,219 $ 10,978 $ 637 1,134 1,178) ( 1,395) ( 9,678 $ 10,717 $ 11,699 $ 13,078 $ 2,021) ( 2,361) ( 9,678 $ 10,717 $ |
|---|---|---|---|
| 882 $ 123) ( 759 $ 759 $ 497 217) ( 1,039 $ 1,379 $ 340) ( 1,039 $ |
|||
| 10,717 $ |
~22~
| Construction in | Construction in | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| progress and | |||||||||||
| Office | Leasehold | equipment to | |||||||||
| equipment | improvements | be inspected | Total | ||||||||
| At January 1, 2022 | |||||||||||
| Cost | $ | 414 |
$ | 4,678 |
$ | 5,136 |
$ | 10,228 |
|||
| Accumulated depreciation and impairment | ( | 32) | ( | 39) |
- |
( | 71) |
||||
| $ | 382 |
$ | 4,639 | $ | 5,136 |
$ | 10,157 | ||||
| 2022 | |||||||||||
| Opening net book amount at January 1 | $ | 382 |
$ | 4,639 |
$ | 5,136 |
$ | 10,157 |
|||
| Additions | 468 | - |
1,248 | 1,716 | |||||||
| Transfer | - |
6,384 | ( | 6,384) |
- |
||||||
| Depreciation charge | ( | 91) | ( | 804) |
- | ( | 895) |
||||
| Closing net book amount at December 31 | $ | 759 |
$ | 10,219 | $ | - | $ | 10,978 |
|||
| At December 31, 2022 | |||||||||||
| Cost | $ | 882 |
$ | 11,062 |
$ | - |
$ | 11,944 |
|||
| Accumulated depreciation and impairment | ( | 123) |
( | 843) |
- |
( | 966) |
||||
| $ | 759 | $ | 10,219 | $ | - |
$ | 10,978 |
||||
| Short-term borrowings | |||||||||||
| December 31, 2023: None. | |||||||||||
| Type of borrowings | December | 31, | 2022 | Interest rate range Collateral |
|||||||
| Bank borrowings | |||||||||||
| Unsecured borrowings | $ | 100,000 | 1.86% | None |
(5) Short-term borrowings
(6) Pensions
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 pension costs under the defined contribution pension plans of the Company for the years ended December 31, 2023 and 2022 were $12,066 and $4,001, respectively.
(7) Share capital
- A. As of December 31, 2023, 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 $7,547,840 with a par value of $10 (in dollars) per share.
Movements of the Company’s outstanding ordinary shares are as follows (expressed in thousands of shares):
| At January 1 Issuance of ordinary shares - private placement Expiration of restricted employee stock At December 31 |
2023 2022 751,658 682,125 - 70,000 - 467) ( 751,658 751,658 |
|---|---|
~23~
-
B. The stockholders at their annual stockholders’ meeting on May 31, 2022 adopted a resolution to raise additional cash through private placement with the effective date set on July 8, 2022, which will be used for capital expenditure of constructing/building a 6-inch wafer plant for Micro LEDs and purchasing the equipment related to epitaxy and LED chips, etc. The resolution issue 70,000 thousand shares of ordinary shares at a price of NT$51.82 per share for a total amount of $3,627,400 through private placement and had been registered. Pursuant to the Securities and Exchange Act of the ROC, the common shares raised through the private placement are subject to certain transfer restrictions and cannot be listed on the stock exchange until three years after they have been issued and have applied for retroactive handling of public issuance procedures. Other than these restrictions, the rights and obligations of the ordinary shares raised through the private placement are the same as other issued common shares.
-
C. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:
| are as follows: | |
|---|---|
| Reason for reacquisition | (Unit: share in thousands/ dollars in thousands) At January 1 Issuance of ordinary shares under business combination Increase Decrease At December 31 Bookvalue 1,282 - - 1,282 135,163 $ 1,844 - ( 1,844) - - At January 1 Issuance of ordinary shares under business combination Increase Decrease At December 31 Book value 1,282 - - 1,282 135,163 $ 1,844 - - 1,844 159,647 Year ended December 31, 2022 Year ended December31,2023 |
| Held by subsidiaries Redemption shares held by objecting shareholders Reason for reacquisition |
|
| Held by subsidiaries Redemption shares held by objecting shareholders |
Note : Effect of conversion under joint share conversion agreement.
-
(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 Company, 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.
~24~
D. Information of the Company’s shares held by subsidiaries as follows:
| Lighting Investment Corporation Book value Fair value Epistar Corporation Book value Fair value |
December31,2023 1,282 thousand shares 135,163 $ 59,374 $ - - $ - $ |
December31,2022 |
|---|---|---|
| 1,282 thousand shares | ||
| 135,163 $ 57,386 $ 1,844thousand shares 159,647 $ 82,497 $ |
(8) 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.
| At January 1 Decrease in treasury shares Change in net equity of associates and joint ventures accounted for using equity method Difference between consideration and carrying amount of subsidiaries acquired or disposed Changes in ownership interests in subsidiaries accounted for using equity method Employee stock ownership trust cancellation return At December 31 |
2023 | |||
|---|---|---|---|---|
| Treasury share Sharepremium transactions 45,877,291 $ 114,876 $ 112,052) ( 29,160) ( - - - - - 1,037 51 - 45,765,290 $ 86,753 $ |
Changes in ownership interests in subsidiaries accounted for usingequitymethod 275,200 $ - - 19,564 86,511 - 381,275 $ |
Change in net equity of associates and joint ventures accounted for using equity method 154,297 $ - 59,445 - - - 213,742 $ |
~25~
| At January 1 Issuance of ordinary shares - private placement Change in net equity of associates and joint ventures accounted for using equity method Difference between consideration and carrying amount of subsidiaries acquired or disposed Changes in ownership interests in subsidiaries accounted for using equity method Expiration of restricted employee stock At December 31 |
Treasury share Changes in ownership interests in subsidiaries accounted for Change in net equity of associates and joint ventures accounted for using equity Sharepremium transactions usingequitymethod method 42,894,615 $ 115,823 $ 770,537 $ 49,663 $ 2,927,400 - - - - - - 104,634 7,754 - 195,791) ( - 42,848 947) ( 299,546) ( - 4,674 - - - 45,877,291 $ 114,876 $ 275,200 $ 154,297 $ 2022 |
|---|---|
(9) Retained earnings
-
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 distributed by the Board of Directors. When issuing new shares, the distribution shall be submitted to the resolution of the Shareholders’ Meeting. If it is in cash, it shall be resolved by the Board of Directors. The distribution shall be based on the proportion of shares held by each shareholder.
-
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 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 2023 loss and dividends had been approved in the Board of Directors on February 23, 2024. It was decided to offset the loss with capital surplus and distribute cash dividends of $677,646 (0.9 dollar per share).
-
F. The appropriations of 2022 earnings had been approved in the shareholders’ meeting on May 31, 2023, and decided not to distribute cash dividends.
-
G. The appropriations of 2021 earnings approved in the shareholders’ meeting on May 31, 2022 are as follows:
~26~
| 2021 | 2021 | |||
|---|---|---|---|---|
| Dividends per share | ||||
| Amount | (in dollars) | |||
| Legal reserve appropriated | $ | 216,945 |
||
| Special reserve appropriated | $ | 290,598 | ||
| Cash dividends distributed | $ | 1,365,881 | $ | 2 |
The abovementioned distribution of earnings for the year of 2021 was in agreement with those amounts proposed by the Board of Directors on February 24, 2022. (10) Other equity items
| (10) Other equity items | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | ||||||||
| Currencytranslation | Unrealizedgain | or loss | Total | |||||
| At January 1 | $ | 36,083 |
$ | 38,927 |
$ | 75,010 |
||
| Revaluation - gross | - | 25,484 | 25,484 | |||||
| Revaluation - tax | - |
( | 41,149) |
( | 41,149) |
|||
| Disposal of investments in equity | ||||||||
| instruments designated at fair value | ||||||||
| through other comprehensive income | - | 161,188 | 161,188 | |||||
| Currency translation | ||||||||
| –Group | ( | 251,091) |
- | ( | 251,091) |
|||
| –Tax on Group | 6,262 | - |
6,262 | |||||
| At December 31 | ($ | 208,746) | $ | 184,450 | ($ | 24,296) | ||
| 2022 | ||||||||
| Currencytranslation | Unrealizedgain | or loss | Total | |||||
| At January 1 | ($ | 406,535) |
$ | 170,992 |
($ | 235,543) |
||
| Revaluation - gross | - | ( | 256,584) |
( | 256,584) |
|||
| Revaluation - tax | - | ( | 36,134) |
( | 36,134) |
|||
| Difference on carrying amounts of | ||||||||
| subsidiaries acquired and disposed | 3 |
- | 3 | |||||
| Disposal of investments in equity | ||||||||
| instruments designated at fair value | ||||||||
| through other comprehensive income | - | 160,653 | 160,653 | |||||
| Currency translation | ||||||||
| –Group | 443,043 | - | 443,043 | |||||
| –Tax on Group | ( | 428) |
- | ( | 428) | |||
| At December 31 | $ | 36,083 | $ | 38,927 | $ | 75,010 | ||
| (11) Operating revenue | ||||||||
| Year ended December | Year ended December | |||||||
| 31,2023 | 31, 2022 | |||||||
| Share of gain of associates and | joint | $ | - |
$ | 67,110 |
|||
| ventures accounted for using equity | method | |||||||
| Other operating revenue | 336,750 | 177,619 | ||||||
| $ | 336,750 | $ | 244,729 |
~27~
(12) Expenses by nature
| Expenses by nature | ||||
|---|---|---|---|---|
| Employee benefit expenses Employee benefit expenses Depreciation charges on property, plant and equipment Wages and salaries Labor and health insurance expenses Pension costs Other personnel expenses |
Year ended December 31, 2023 276,800 $ 1,395 $ Year ended December 31,2023 |
Year ended December 31, 2022 |
||
| 147,653 $ 895 $ Year ended December 31,2022 |
||||
| 240,020 $ 15,566 12,066 9,148 276,800 $ |
131,605 $ 8,323 4,001 3,724 147,653 $ |
(13) Employee benefit expenses
-
A. According to the Articles of Incorporation of the Company, the Company shall distribute employees’ compensation and directors’ remuneration based on 0.1%~15% and no higher than 2% of the distributable profit of the current period, respectively. If the Company has accumulated deficit, earnings should be reserved to cover losses.
-
B. For the year ended December 31, 2023, the employees’ compensation and directors’ remuneration was not estimated, because the Company incurred a loss during this period. For the year ended December 31, 2022, the employees’ compensation was accrued at $3,952 and the directors’ remuneration was accrued at $790, respectively.
-
C. The Company's Board of Directors, on February 23, 2023, resolved not to distribute directors' remuneration for 2022. The difference of $790 between the director's remuneration account and the proposed distribution amount has been listed as profit and loss for 2023.
-
D. Information about employees’ compensation and directors’ 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.
-
(14) Income tax
-
A. Income tax expense
- (a) Components of income tax expense :
| website of the Taiwan Stock Exchange. e tax ome tax expense Components of income tax expense : |
||
|---|---|---|
| Current tax on profits for the period Prior year income tax (overestimation) underestimation Tax on undistributed surplus earnings Income tax expense |
Year ended December 31,2023 |
Year ended December 31,2022 |
| 25,849 $ 6,513) ( 1,626 20,962 $ |
16,394 $ 5,079 14,801 36,274 $ |
- (b) The income tax relating to components of other comprehensive income is as follows:
~28~
==> picture [468 x 368] intentionally omitted <==
----- Start of picture text -----
Year ended December Year ended December
31, 2023 31, 2022
Change in fair value of financial assets $ 40,722 $ 36,629
at fair value through other
comprehensive income
Currency translation differences ( 1,725) 168
Share of other comprehensive income of ( 235)
( 4,110)
associates
Remeasurement of defined benefit
obligations 1,437 3,855
Total $ 36,324 $ 40,417
B. Reconciliation between income tax expense and accounting profit
Year ended December Year ended December
31, 2023 31, 2022
-
Tax calculated based on profit before tax $ $ 14,860
and statutory tax rate
Expenses disallowed & tax exempt income by 21,859 14,958
tax regulation
Temporary differences not recognised as 3,990 ( 13,424)
deferred tax assets
Prior year income tax (overestimation) ( 6,513)
5,079
underestimation
Tax on undistributed surplus earnings 1,626 14,801
Income tax expense $ 20,962 $ 36,274
----- End of picture text -----
B. Reconciliation between income tax expense and accounting profit
- C. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets are as follows
:None.
D. The amounts of deductible temporary difference that are not recognised as deferred tax assets are as follows:
| as follows: | ||
|---|---|---|
| Deductible temporary differences | December31,2023 19,963 $ |
December31,2022 |
| 67,116 $ |
E. The Company’s income tax returns through 2021 have been assessed and approved by the Tax Authority.
~29~
(15) Earnings (loss) per share
==> picture [505 x 100] intentionally omitted <==
----- Start of picture text -----
Year ended December 31, 2023
Weighted average
number of outstanding
ordinary shares Loss per share
Amount after tax (share in thousands) (in dollars)
Basic loss per share
Loss for the period ($ 6,782,678) 751,658 ($ 9.02)
----- End of picture text -----
| number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) Basic loss per share Loss for the period 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
number of outstanding ordinary shares Loss per share Amount after tax (share in thousands) (in dollars) 6,782,678) ($ 751,658 9.02) ($ |
|
|---|---|---|---|---|---|---|---|---|---|
| (16) (17) |
Supplemental cash flow information Investing activities with partial cash payments Changes in liabilities from financing activities Weighted average number of outstanding ordinary shares Earnings per share Amount after tax (share in thousands) (in dollars) Basic earnings per share Profit for the period 38,024 $ 715,603 0.05 $ Diluted earnings per share Profit for the period 38,024 $ 715,603 Assumed conversion of all dilutive potential ordinary shares Employees' compensation - 496 Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 38,024 $ 716,099 0.05 $ Year ended December31,2022 Year ended December 31,2023 Year ended December 31,2022 Purchase of property, plant and equipment 1,134 $ 1,716 $ Add: Opening balance of payable on equipment 1,733 10,001 Less: Ending balance of payable on equipment 410) ( 1,733) ( Cash paid during the period 2,457 $ 9,984 $ Short-term borrowings Guarantee deposits received Liabilities from financing activities- gross At January 1 100,000 $ 8 $ 100,008 $ Changes in cash flow from financing activities 100,000) ( - 100,000) ( At December 31 - $ 8 $ 8 $ 2023 |
Year ended December31,2022 | |||||||
| Earnings per share (in dollars) |
|||||||||
| 0.05 $ |
|||||||||
| 0.05 $ |
|||||||||
| $ ( $ |
1,134 1,733 410) 2,457 2023 |
1,716 $ 10,001 1,733) ( 9,984 $ Liabilities from financing activities- gross 100,008 $ 100,000) ( 8 $ |
|||||||
| $ | |||||||||
At January 1 Changes in cash flow from financing activities At December 31 |
|||||||||
| Short-term borrowings |
Guarantee deposits received |
||||||||
| 100,000 $ 100,000) ( - $ |
8 $ - |
||||||||
| 8 $ |
~30~
| 7. | RELATED PARTY TRANSACTIONS (1) Names of related parties and relationship (2) Significant related party transactions and balances A. Operating revenue: Service agreements are all signed with related parties, so there is no comparable object. B. Receivables from related parties: The other receivables from related parties mainly from service. Receivables are not pledged to others and without interest and allowance for uncollectible accounts receivable. C. Payables from related parties: Short-term borrowings Guarantee deposits received Liabilities from financing activities- gross At January 1 150,000 $ 10 $ 150,010 $ Changes in cash flow from financing activities 50,000) ( 2) ( 50,002) ( At December 31 100,000 $ 8 $ 100,008 $ 2022 Names of relatedparties Relationship with theCompany Epistar Corporation Subsidiary of the Company Lextar Electronics Corporation Subsidiary of the Company Amengine Corporation Subsidiary of the Company Unikorn Semiconductor Corporation Subsidiary of the Company Yenrich Technology Corporation Subsidiary of the Company Epistar Corporation 218,261 $ 128,117 $ Lextar Electronics Corporation 107,139 47,515 Other subsidiaries 11,350 1,987 Total 336,750 $ 177,619 $ Year ended December 31,2023 Year ended December 31,2022 December31,2023 December31,2022 Other receivables: Epistar Corporation 79,153 $ 37,474 $ Lextar Electronics Corporation 36,185 13,254 Unikorn Semiconductor Corporation 3,504 1,856 Other subsidiaries 38 154 118,880 $ 52,738 $ December31,2023 December31,2022 Other payables: Epistar Corporation 4,035 $ 3,252 $ Lextar Electronics Corporation 58 18 4,093 $ 3,270 $ |
|---|---|
| (1) (2) |
~31~
D. Prepaid expense
| D. Prepaid expense | ||
|---|---|---|
| E. Loans to /from related parties: (a) Loans to related parties: (i) Outstanding balance: (ii) Interest income Epistar Corporation Unikorn Semiconductor Corporation Unikorn Semiconductor Corporation |
December31,2023 1,408 $ December 31, 2023 200,000 $ Year ended December 31,2023 5,945 $ |
December31,2022 1,495 $ December31,2022 350,000 $ Year ended December 31,2022 |
| 1,705 $ |
The loans to associates are repayable monthly carry interest at 1.7%~2.15% per annum for the years ended December 31, 2023 and 2022.
(b) Loans from related parties:
Interest expense
| oans from related parties: nterest expense |
|||
|---|---|---|---|
| Lextar Electronics Corporation | Year ended December 31, 2023 |
Year ended December 31,2022 |
|
| - $ |
124 $ |
There were no outstanding balance of loans from related parties as of December 31, 2023 and 2022, respectively . The loans from associates are repayable monthly carry interest at 1.7% per annum for the years ended December 2022.
(3) Key management compensation
| (3) Key management compensation | (3) Key management compensation | ||||
|---|---|---|---|---|---|
| PLEDGED ASSETS Salaries and other short-term employee benefits Termination benefits Total Pledged asset December31,2023 Book |
Year ended December 31,2023 53,168 $ 3,896 57,064 $ December31,2022 value |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 83,390 $ 324 83,714 $ Purpose |
|||||
| December31,2023 | December31,2022 |
8. PLEDGED ASSETS
Time deposits (Shown in "Non-current financial assets at amortised cost") $ 120,000 $ - Long-term borrowings
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT
COMMITMENTS
None.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
In order to revitalize assets and improve the efficiency of the Company's asset use, after integrating the Company's factory space in Taiwan, the Company plans to replace the Zhunan Keyan Road factory building planning with the existing Epistar Corporation’s factory area. Therefore, on January 19, 2024,
~32~
the Board of Directors decided to sell it based on the negotiation results between the buyer and the seller. The plant on Keyan Road in Zhunan was sold to Polaris Biopharmaceuticals, Inc.
12. OTHERS
(1) Capital risk management
The Company’s capital management policy is established taking into account the industry characteristics, the Company’s future development and changes in external environments. The Company 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 Company may grow and operate indefinitely.
(2) Financial instruments
A. Financial instruments by category
| mpany may grow and operate indefinitely. nancial instruments Financial instruments by category |
||
|---|---|---|
| Financial assets Financial assets at amortised cost Cash and cash equivalents Financial assets at amortised cost Other receivables (including related parties) Guarantee deposits paid Financial liabilities Financial liabilities at amortised cost Short-term borrowings Other payables (including related parties) Guarantee deposits received |
December31,2023 602,547 $ 120,000 319,076 25,005 1,066,628 $ - $ 134,129 8 134,137 $ |
December31,2022 |
| 690,933 $ - 402,797 25,408 1,119,138 $ |
||
| 100,000 $ 100,492 8 |
||
| 200,500 $ |
-
B. Financial risk management policies
-
(a) The Company’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.
-
(b) The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial position and financial performance.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Foreign exchange risk
-
i. The Company 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. The company are required to hedge their entire foreign exchange risk exposure with the Company treasury.
-
iii. The Company’s businesses involve some non-functional currency operations (the functional currency of the Company is NTD. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
~33~
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD Financial liabilities Non-monetary items USD:NTD (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD Financial liabilities Non-monetary items USD:NTD |
Foreign currency amount (inthousands) 161 $ 19 11 $ |
Book value Exchangerate (inthousands ofNTD) 30.7050 4,959 $ 4.3270 80 30.7050 335 $ December31,2023 December31,2022 |
|---|---|---|
| Foreign currency amount (inthousands) 38 $ 19 15 $ |
Book value Exchangerate (in thousands of NTD) 30.7100 1,181 $ 4.4080 82 30.7100 471 $ |
~34~
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 Company. Year ended December 31, 2023
| 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 Company. YearendedDecember31,2023 |
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 Company. YearendedDecember31,2023 |
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 Company. YearendedDecember31,2023 |
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 Company. YearendedDecember31,2023 |
|---|---|---|---|
| v. Analysis of foreign currency market risk arising from significant foreign exchange variation: Foreign currency amount Book value (inthousands) Exchangerate (inthousands ofNTD) (Foreign currency: functional currency) Financial assets Monetary items USD:NTD - $ 30.7050 107 $ RMB:NTD - 4.3270 4) ( Financial liabilities Monetary items USD:NTD - $ 30.7050 8 $ Unrealized exchangegain(loss) Foreign currency amount Book value (in thousands) Exchangerate (in thousands of NTD) (Foreign currency: functional currency) Financial assets Monetary items RMB:NTD - $ 4.4080 2) ($ Financial liabilities Monetary items USD:NTD - $ 30.7100 4) ($ Year ended December 31, 2022 Unrealized exchange gain (loss) Degree ofvariation Effect on profit or loss Effect on other comprehensiveincome (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 1% 50 $ - $ RMB:NTD 1% 1 - Financial liabilities Non-monetary items USD:NTD 1% 3) ($ - $ YearendedDecember31,2023 Sensitivity analysis |
|||
| Degree ofvariation 1% 1% 1% |
Effect on profit or loss |
||
| 50 $ 1 3) ($ |
- $ - - $ |
~35~
Year ended December 31, 2022
==> picture [436 x 181] intentionally omitted <==
----- Start of picture text -----
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% $ 12 $ -
RMB:NTD 1% 1 -
Financial liabilities
Non-monetary items
USD:NTD 1% ($ 5) $ -
----- End of picture text -----
Cash flow and interest rate risk
-
i. The Company’s interest rate risk arises from bank deposits and borrowings. Borrowings issued at variable rates expose the Company to cash flow interest rate risk.
-
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 $ 432and $846 for the years ended December 31, 2023 and 2022. The simulation is done on a quarterly basis to ensure that the potential maximum loss is within the limit set by the management.
-
(b) Liquidity risk
-
i. Cash flow forecasting is performed in the operating entities of the Company and aggregated by Company treasury. Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Company’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, 2023 and 2022, the Company held money market position of $ 602,547and $690,933 and those are expected to readily generate cash inflows for managing liquidity risk.
-
iii. The Company has the following undrawn borrowing facilities:
| Floating rate: Expiring within one year Expiring beyond one year |
December31,2023 2,450,000 $ 3,350,000 5,800,000 $ |
December 31, 2022 | |
|---|---|---|---|
| 2,500,000 $ 4,140,000 6,640,000 $ |
- iv. The table below shows analysis of the Company’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
~36~
Non-derivative financial liabilities:
| Non-derivative financial liabilities: | ||
|---|---|---|
| December 31, 2023 Less than 1year Other payable (including related parties) 134,129 $ Non-derivative financial liabilities: December 31, 2022 Less than 1 year Short-term borrowings 100,000 $ Other payable (including related parties) 100,492 Guarantee deposits received 8 |
Between 1 and 5years Between 5 and 7years - $ - $ Between 1 and 5 years Between 5 and 7 years - $ - $ - - - - |
Over 7years - $ Over 7years |
| - $ - - |
The Company 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 Company’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 Company’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 Company’s investment in equity investment without active market is included in Level 3.
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: Please refer to table 5.
-
F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: Please refer to table 6.
-
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 7.
-
H. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Please refer to table 8.
-
I. Trading in derivative instruments undertaken during the reporting periods: None.
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 9.
-
(2) Information on investees
-
Names, locations and other information of investee companies (not including investees in Mainland China)
:Please refer to table 10.
(3) Information on investments in Mainland China
- A. Basic information: Please refer to table 11.
~37~
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 12.
-
(4) Major shareholders information
Major shareholders information: Please refer to table 13.
14. SEGMENT INFORMATION
None.
~38~
ENNOSTAR INC. Loans to others Year ended December 31, 2023
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 year ended 31-Dec-23 |
Balance at 31-Dec-23 |
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 | ||||||||||||||||
| 0 1 1 2 2 3 4 5 |
ENNOSTAR Inc. Epicrystal (Changzhou) Ltd. Epicrystal (Changzhou) Ltd. EPISTAR JV HOLDING (BVI) CO., LTD. EPISTAR JV HOLDING (BVI) CO., LTD. Lighting Investment Ltd. Luxlite (HK) Corporation Limited United LED Shan Dong Corporation |
Unikorn Semiconductor Corporation Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd Episky Corporation (Xiamen) Ltd Epistar Corporation EPISTAR JV HOLDING(BVI ) CO., LTD. EPISTAR JV HOLDING(BVI ) CO., LTD. Episky Corporation (Xiamen) Ltd. |
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 |
500,000 $ 355,600 442,200 69,342 551,225 199,875 145,913 133,350 |
500,000 $ 346,160 432,700 - 521,985 184,230 138,173 129,810 |
200,000 $ 346,160 86,540 - 521,985 184,230 89,045 129,810 |
2.15% 3.45%~ 3.55% 3.45% 0.00% 5.95% 5.95% 5.95% 3.65% |
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 |
- $ - - - - - - - |
Promissory Note Promissory Note Promissory Note None Promissory Note Promissory Note Promissory Note Promissory Note |
500,000 $ 346,160 432,700 - 521,985 184,230 138,173 129,810 |
4,737,417 $ 1,716,213 1,716,213 4,737,417 3,553,944 726,518 293,325 144,935 |
14,212,252 $ 1,716,213 1,716,213 8,884,860 8,884,860 726,518 293,325 144,935 |
Note 1 Note 2 Note 2 Note 3 Note 4 Note 3 Note 3 Note 5 |
Table 1-1
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the year ended 31-Dec-23 |
Balance at 31-Dec-23 |
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 | ||||||||||||||||
| 6 6 6 7 8 |
Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp Lextar Electronics (Chuzhou) Corp. |
Yenrich Technology Corporation Unikorn Semiconductor Corporation Trendylite Corporation Chuzhou Bwin Technology Corp. Episky Corporation (Xiamen) Ltd. |
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 |
250,000 $ 500,000 25,000 44,220 865,400 |
250,000 $ 500,000 25,000 43,270 865,400 |
- $ 500,000 - - - |
Markup on short-term cost of capital 2.17% Markup on short-term cost of capital 3.55% Markup on short-term cost of capital |
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 |
- $ - - - - |
None Promissory Note None None None |
- 500,000 - - - |
970,467 $ 970,467 970,467 1,525,967 3,691,000 |
2,911,402 $ 2,911,402 2,911,402 3,814,917 3,691,000 |
Note 6 Note 6 Note 6 Note 7 Note 3 |
-
Note 1: Limit on loans granted by Ennostar Inc., the ceiling to total loasns granted is 30% of its net asset and to a single party is 10% of its net asset.
-
Note 2: Limit on loans granted by the subsidiary of Epistar, Epicrystal (Changzhou), limit on total loans is 40% of the Epicrystal (Changzhou)’s net asset, and 30% of Ennostar Inc.'s net asset ,and to a single party is 10% of the Epicrystal (Changzhou)'s net asset, and 10% of ENNOSTAR Inc’s net asset.
-
Note 3: Limit on loans granted by Epistar JV, Lighting,Luxlite (HK) and Lextar Electronics (Chuzhou) Corp. to parent company and a fellow subsidiary that is 100% controlled by the parent company located outside Taiwan, limit on total loans is net asset of the Company and 30% of the net asset based on the latest financial statements of Ennistar Inc.,and to a single party is net asset of the Company and 10% of the net asset based on the latest financial statements of Ennostar Inc..The maximum term of the financing is three years.
-
Note 4: Limit on loans granted by the subsidiary of Epistar, Epistar JV, limit on total loans is net asset of Epistar JV and 30% of the net asset based on the latest financial statements of Ennostar Inc., and to a single party is 40% of Epistar JV 's net asset and 10% of the net asset based on the latest financial statements of Ennostar Inc..
-
Note 5: Limit on loans granted by the subsidiary of Epistar, United LED Shan Dong, limit on total loans is 40% of United LED Shan Dong’s net asset, and 30% of the net asset based on the latest financial statements of Ennostar Inc. , and to a single party is 40% of the United LED Shan Dong's net asset and 10% of the net asset based on the latest financial statements of Ennostar Inc..
-
Note 6: 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 asset, and the ceiling on total loans granted is 30% of its net asset.
-
Note 7: Limit on loans granted by the subsidiary of Lextar Electronics Corporation, Lextar (Suzhou), limit on total loans is net asset of Lextar (Suzhou) and 30% of the net asset based on the latest financial statements of Ennostar Inc., and to a single party is 40% of its net net asset, and 10% of the net asset based on the latest financial statements of Ennostar Inc..
Table 1-2
ENNOSTAR INC. Provision of endorsements and guarantees to others Year ended December 31, 2023
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, 2023 |
Outstanding endorsement/ guarantee amount at December 31, 2023 |
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 |
Epistar Corporation Epistar Corporation |
Unikorn Semiconductor Corporation ENNOSTAR Inc. |
2 3 |
3,297,450 $ 3,297,450 |
300,000 $ 3,250,000 |
- $ 3,250,000 |
- $ - |
- $ - |
- 9.86 |
6,594,901 $ 6,594,901 |
N N |
N Y |
N N |
-
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: 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 asset, and the limit on endorsements/guarantees to a single party is 10% of its net asset.
Table 2-1
ENNOSTAR INC. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) December 31, 2023
Expressed in thousands of NTD (Except as otherwise indicated)
Table 3
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | As of December31,2023 | As of December31,2023 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| Harvestar Investment Corp. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
Amengine Corporation (Preferred stock) E&E Japan Co.Ltd. (Stock) NATEC CORPORATION (Stock) Esleds Co.,Ltd. (Stock) Lynk Labs,Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) Dominant Opto Technologies Sdn. Bhd. (Stock) XENIO CORPORATION (Stock) |
Controlled by the same entity 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 investments in equity instruments at fair value through other comprehensive income Non-current financial assets at fair value through profit or loss |
500,000 140 120,000 1,000 92,523 1,339,235 35,000,000 7,878 |
2,500 $ 2,143 1,748 148 - 169,946 784,786 - |
- 17.07 7.50 10.00 7.39 13.68 10.00 0.06 |
2,500 $ 2,143 1,748 148 - 169,946 784,786 - |
Table 3-1
As of December 31, 2023
| 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 Corporation Epistar JV Holding (BVI) Co.,Ltd. Episky Corporation(Xiamen) Ltd. Episky Corporation(Xiamen) Ltd. |
PlayNitride Inc. (Stock) OSTENDO TECHNOLOGIES,INC. (Stock) Nan Ya Photonics Incorporation (Stock) PHECDA TECHNOLOGY CO., LTD ELIT FINE CERAMICS CO., LTD. Nanocrystal Technology Inc. Bridgelux Optoelectronics (Xiamen) Co., Ltd.(Stock) China Firstar Optoelectronic Materials Co., Ltd. (Stock) APT Electronics Co., Ltd.(Stock) |
None None None None None None None None None |
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 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 |
9,137,338 67,500 9,173,000 600,000 2,200,000 6,000,000 56,316,532 cash RMB7,500,000 4,678,240 |
631,938 $ - 214,373 - - - 1,691,177 - 44,736 |
8.53 0.04 19.90 2.11 4.49 11.11 18.77 15.00 0.94 |
631,938 $ - 214,373 - - - 1,691,177 - 44,736 |
Table 3-2
As of December 31, 2023
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Episky Corporation(Xiamen) Ltd. Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation |
China Crystal Technologies Co.,Ltd.(Stock) Oree Advanced Illumination Solutions, Inc. (Stock) Lustrous Technology Ltd. (Stock) TERA XTAL TECHNOLOGY CORPORATION (Stock) XENIO SYSTEMS, INC (Stock) FormoLight Technologies, Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) Edison Opto Corp. (Stock) Rigidtech Microelectronics Cops. (Stock) |
None None None None None None None None None |
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 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 |
8,064,516 79,407 266,892 795,000 16,462 2,038,230 562,018 11,257,964 1,550,253 |
- $ - - - - 10,607 71,319 274,694 9,769 |
4.08 5.00 8.99 0.42 0.13 10.00 5.74 7.84 2.17 |
- $ - - - - 10,607 71,319 274,694 9,769 |
Table 3-3
As of December 31, 2023
| 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 Ltd. Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. HUGA Holding (SAMOA) Ltd. |
Ledimond Opto Corporation (Stock) iReach Corporation (Stock) Edison Opto Corp. (Stock) ENNOSTAR Inc. (Stock) Verticle Inc. (Stock) Achrolux Inc. (Stock) PlayNitride Inc. (Stock) Advanced Photoelectronic Technology Limited (Stock) China Crystal Technologies Co.,Ltd.(Stock) |
None Investments accounted for using equity method of Epistar Corporation None Parent company 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 Current financial assets at fair value through profit or loss 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 |
1,100,000 370,000 6,153,424 1,282,377 582,983 987,500 2,757,082 200,000 17,741,935 |
7,933 $ 1,891 150,144 59,374 - - 190,680 25,380 - |
16.92 - 4.28 0.17 3.00 6.91 2.57 2.04 8.97 |
7,933 $ 1,891 150,143 59,374 - - 190,680 25,380 - |
Note1 |
Table 3-4
As of December 31, 2023
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | Number of shares | Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Jiangsu Canyang Optoelectronics Ltd Wellybond Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd |
C-Star (Yangzhou) technology Co., Ltd Wellysun Inc.(Stock) LANKE ELECTRONIC CO.,LTD |
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 |
cash RMB5,000,000 2,400,000 cash RMB1,351,030.69 |
21,635 $ 41,136 - |
5.00 5.22 1.31 |
21,635 $ 41,136 - |
Note 1: Transferred from the Epistar’s stocks held as treasury shares.
Table 3-5
ENNOSTAR INC.
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, 2023
Table 4
Expressed in thousands of NTD
(Except as otherwise indicated)
| Investor | Marketable securities (Note 1) |
General ledger account |
Counterparty(Note 2) |
Relationship with the investor (Note 2) |
Balance as at January1,2023 |
Balance as at January1,2023 |
Addition(Note 3) |
Addition(Note 3) |
Disposal(Note 3) |
Disposal(Note 3) |
Balance as at December 31,2023 |
Balance as at December 31,2023 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares |
Amount | Number of shares |
Amount | Number of shares |
Selling price |
Book value |
Gain (loss) on disposal |
Number of shares |
Amount | |||||
| ENNOSTAR Inc. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Taishin 1699 Money Market Fund (Beneficiary certificates) Taishin Ta Chong Money Market Fund (Beneficiary certificates) Hua Nan Phoenix Money Market Fund (Beneficiary certificates) Capital Money Market Fund (Beneficiary certificates) |
Investments accounted for using equity method 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 Current financial assets at fair value through profit or loss |
Yenrich Technology Corporation - - - - |
Investments measured by equity method - - - - |
- - - - - |
$ - - - - - |
cash RMB100,900 116,771,473 161,089,653 66,963,644 90,596,815 |
$ 306,962 1,613,000 2,332,000 1,110,000 1,490,000 |
- 116,771,473 161,089,653 66,963,644 90,596,815 |
$ - 1,615,668 2,334,087 1,112,355 1,492,580 |
$ - 1,613,000 2,332,000 1,110,000 1,490,000 |
$ - 2,668 2,087 2,355 2,580 |
cash RMB100,900 - - - - |
$ 306,962 - - - - |
Table 4-1
| Investor | Marketable securities (Note 1) |
General ledger account |
Counterparty(Note 2) |
Relationship with the investor (Note 2) |
Balance as at January1,2023 |
Balance as at January1,2023 |
Addition(Note 3) |
Addition(Note 3) |
Disposal(Note 3) |
Disposal(Note 3) |
Balance as at December 31,2023 |
Balance as at December 31,2023 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares |
Amount | Number of shares |
Amount | Number of shares |
Selling price |
Book value |
Gain (loss) on disposal |
Number of shares |
Amount | |||||
| Epistar Corporation Yenrich Technology Corporation |
CTBC Hwa-win Money Market Fund (Beneficiary certificates) LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. |
Current financial assets at fair value through profit or loss Investments accounted for using equity method |
- ENNOSTAR Inc. |
- Parent company |
- cash RMB100,900 |
$ - 451,407 |
43,650,269 - |
$ 490,000 - |
43,650,269 cash RMB100,900 |
$ 490,530 306,962 |
$ 490,000 344,407 |
$ 530 7,230 |
- - |
$ - - |
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 using 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.
Table 4-2
ENNOSTAR INC.
Aquisition of real estate reaching NT$300 million or 20% of paid-in capital or more
Year ended December 31, 2023
Table 5
Expressed in thousands of NTD (Except as otherwise indicated)
| Real estate acquired by |
Real estate | Transaction date or date of the event |
Transaction amount |
Status of payment |
Counterparty | Relationship with the seller |
information as to the last transfer of data If the counterparty is a related party, |
information as to the last transfer of data If the counterparty is a related party, |
information as to the last transfer of data If the counterparty is a related party, |
information as to the last transfer of data If the counterparty is a related party, |
Basis or reference used in settingtheprice |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Owner | Relationship between the issuer |
Date of the transfer |
Amount | ||||||||
| Unikorn Semiconductor Corporation |
Factory facilities and machinery equipment |
2023/06/13 ~6/27 |
362,001 $ |
According to the agreement of both parties |
Epistar Corporation | Both are subsidiaries of ENNOSTAR Inc. |
The original counterparties of Epistar were all equipment suppliers, which were not belong to related parties |
- |
- |
$ - |
Experts’ appraisal report |
Reason for acquisition of Other real estate and status of the real estate commitments For the transfer of equipment None transactions between the Group, Unikorn acquired production-related equipment from Epistar to align ownership and management rights.
Note 1: The appraisal result should be presented in the ‘Basis or reference used in setting the price’ column if the real estate aquisition 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
ENNOSTAR INC.
Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more
Year ended December 31, 2023
Table 6
Table 6 Expressed in thousands of NTD (Except as otherwise indicated) Transaction Status of Basis or Real estate date or date Date of Book Disposal collection Gain (loss) Relationship Reason for reference used in Other disposed by Real estate of the event acquisition value amount of proceeds on disposal Counterparty with the seller disposal setting the price commitments Epistar Factory facilities 2023/06/13 2001~ $ 303,890 $ 362,001 According to the $ 58,111 Unikorn Both are For the transfer of Based on a None Corporation and machinery ~6/27 2022 agreement of both Semiconductor subsidiaries of equipment transactions comprehensive equipment parties Corporation ENNOSTAR between the group, consideration of the Inc. Unikorn obtained carrying amount of production-related Epistar’s assets and equipment from Epistar experts' appraisal to align ownership and reports. management rights.
-
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 6-1
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
ENNOSTAR INC.
Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2023
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms |
Differences in transaction terms |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Co., Ltd. Epicrystal (Changzhou) Co., Ltd. |
Lextar Electronics (Chuzhou) Corp. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Shenzhen Epikylin Optoelectronics Co.,Ltd Epistar Corporation LEDAZ Co., Ltd Lextar Electronics Corporation Unikorn Semiconductor Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales |
($ 257,393) ( 174,839) ( 1,246,231) ( 324,744) ( 248,663) ( 108,738) ( 105,990) ( 495,509) ( 1,130,760) ( 378,115) ( 681,953) |
( 7) ( 5) ( 35) ( 9) ( 3) ( 1) ( 1) ( 6) ( 14) ( 26) ( 47) |
90 days after monthend closing 60 days after monthend closing 100 days after monthend closing 60 days after monthend closing 90 days after monthend closing and 20 days after next monthly billings 90 days after monthend closing 120 days after monthend closing 180 days after next month-end closing 150 days after next month-end closing 90 days after monthend closing 180 days after next month-end closing |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
$ 72,556 35,116 409,297 64,650 89,620 38,957 24,699 280,403 396,468 166,683 315,726 |
3 1 16 2 2 1 1 6 9 9 18 |
Table 7-1
| 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. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation Epistar Corporation Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Shenzhen Epikylin Optoelectronics Co.,Ltd Shenzhen Epikylin Optoelectronics Co.,Ltd Lextar Electronics Corporation Lextar Electronics Corporation |
Episky Corporation (Xiamen) Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Jiangsu Canyang Optoelectronics Ltd. Epicrystal (Changzhou) Co., Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Lextar Electronics (Chuzhou) Corp. Epistar Corporation |
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 Sales Sales Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases |
( 1,077,583) ( 163,612) ( 1,146,378) ( 374,473) 1,146,378 1,130,760 1,077,583 163,612 324,744 681,953 374,473 378,115 495,509 1,246,231 2,346,035 108,738 |
( 74) ( 14) ( 99) ( 32) 27 26 25 3 6 12 31 30 28 72 72 3 |
180 days after next month-end closing 90 days after monthend closing 120 days after monthend closing 90 days after monthend closing 120 days after monthend closing 150 days after next month-end closing 180 days after next month-end closing 90 days after monthend closing 60 days after monthend closing 180 days after next month-end closing 90 days after monthend closing 90 days after monthend closing 180 days after next month-end closing 100 days after monthend closing 120 days after monthend closing OA 120 days |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
1,238,105 24,923 827,772 271,993 ( 827,772) ( 396,468) ( 1,238,105) ( 24,923) ( 64,650) ( 315,726) ( 271,993) ( 166,683) ( 280,403) ( 409,297) ( 774,205) ( 38,957) |
69 2 65 21 ( 36) ( 17) ( 54) ( 2) ( 5) ( 23) ( 81) ( 55) ( 41) ( 59) ( 60) ( 3) |
Table 7-2
| 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) |
||||
| Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. Shanghai Welight Electronic Co., LTD. Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. Yenrich Technology Corporation ProLight Opto Technology Corporation |
Tyntek Corporation Lextar Electronics (Chuzhou) Corp. Episky Corporation (Xiamen) Ltd. ProLight Opto Technology Corporation AUO (Suzhou) Corp Ltd. Fortech Electronics (Suzhou) Co., Ltd. Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics Corporation Shanghai Welight Electronic Co., LTD. |
Note 1 Note 1 Note 1 Note 1 Other related parties Other related parties Note 1 Note 1 Note 1 Note 1 |
Purchases Purchases Purchases Purchases Sales Sales Sales Sales Sales Sales |
$ 140,168 390,228 257,393 115,820 ( 174,558) ( 374,282) ( 2,346,035) ( 390,228) ( 160,680) ( 115,820) |
4 94 8 71 ( 4) ( 8) ( 50) ( 8) ( 65) ( 23) |
OA 120 days 90 days after monthend closing OA 90 days 120 days after monthend closing 120 days after monthend closing 120 days after monthend closing 120 days after monthend closing 90 days after monthend closing 120 days after monthend closing 120 days after monthend closing |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
Normal Normal Normal Normal Normal Normal Normal Normal Normal Normal |
($ 38,745) ( 11,451) ( 72,556) ( 63,633) 79,380 114,138 774,205 11,451 8,972 63,633 |
( 3) ( 6) ( 6) ( 154) 7 9 53 1 22 48 |
Note 1: Investee company accounted for using equity method directly and indirectly.
Table 7-3
ENNOSTAR INC.
Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more
December 31, 2023
| Table 8 Creditor |
Counterparty | Relationship with the counterparty |
Balance as at December31,2023 | Balance as at December31,2023 | Total | Turnover rate | Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date Allowance for doubtful debts Expressed in thousands of NTD (Except as otherwise indicated) |
Amount collected subsequent to the balance sheet date Allowance for doubtful debts Expressed in thousands of NTD (Except as otherwise indicated) |
|---|---|---|---|---|---|---|---|---|---|---|
| Accounts receivable | Other receivable | Amount | Action taken |
|||||||
| ENNOSTAR Inc. Epistar JV Holding (BVI)Co.,Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar Corporation United LED Corporation (Hong Kong) Limited Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Lighting Investment Ltd. Lextar Electronics Corporation Lextar Electronics Corporation |
Unikorn Semiconductor Corporation Epistar Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd Epistar Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epistar JV Holding (BVI)Co.,Ltd. Fortech Electronics (Suzhou) Co., Ltd. Unikorn Semiconductor Corporation |
Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Other related parties Note 2 |
$ - - 409,297 64,650 280,403 396,468 - 166,683 315,726 1,238,105 827,772 271,993 - 114,138 - |
$ 203,504 539,078 - 53,017 2,553 23,533 130,218 347,333 580 86,590 - 349 190,266 - 500,000 |
$ 203,504 539,078 409,297 117,667 282,956 420,001 130,218 514,016 316,306 1,324,695 827,772 272,342 190,266 114,138 500,000 |
$ - - 2.76 ( 4.39) 1.71 3.84 - 0.92 1.30 1.28 2.26 2.75 - 5.13 - |
$ - - - - - 1,742 - - - 220,528 269,206 - - - - |
- - - - - - - - - - - - - - - |
$ 207 - 97,551 29,575 38,068 121,436 130,218 - - 70,986 173,312 37,688 - 114,138 - |
$ - - - - - - - - - - - - - - - |
Table 8-1
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at December31,2023 | Balance as at December31,2023 | 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 (Chuzhou) Corp. |
Lextar Electronics Corporation |
Note 2 | $ 774,205 | $ 2,178 | $ 776,383 | 5.05 | - | - | $ 224,610 | $ - |
Note 1: The amount recovered by Epistar Corporatio from Episky Corporation (Xiamen) Ltd. was only $1,633 for overdue amounts.
The amount recovered by Jiangsu Canyang Optoelectronics Ltd. from Episky Corporation (Xiamen) Ltd. was $173,312 for overdue amounts. All the unoverdue amounts are being actively collected. Note 2: Investee company accounted for using the equity method directly and indirectly.
Table 8-2
ENNOSTAR INC.
Significant inter-company transactions during the reporting periods
Year ended December 31, 2023 Table 9
| Table 9 Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
Expressed in thousands of NTD (Except as otherwise indicated) Transaction |
Expressed in thousands of NTD (Except as otherwise indicated) Transaction |
Expressed in thousands of NTD (Except as otherwise indicated) Transaction |
|
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
||||
| 0 0 0 1 1 1 1 1 |
ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
Unikorn Semiconductor Corporation Lextar Electronics Corporation Epistar Corporation Lextar Electronics Corporation Unikorn Semiconductor Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd Episky Corporation (Xiamen) Ltd. Shenzhen Epikylin Optoelectronics Co.,Ltd |
1 1 1 1 1 1 1 1 |
Other receivable Other operating revenue Other operating revenue Sales Sales Sales Sales Accounts receivable |
$ 203,304 107,139 218,261 108,738 105,990 495,509 1,130,760 280,403 |
Based on contract terms Based on contract terms 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 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 |
0.32 0.48 0.98 0.49 0.48 2.22 5.07 0.44 |
Table 9-1
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
|---|---|---|---|---|---|---|---|
| 1 2 2 2 2 2 3 3 3 3 |
Epistar Corporation Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. |
Episky Corporation (Xiamen) Ltd. Lextar Electronics (Chuzhou) Corp. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Shenzhen Epikylin Optoelectronics Co.,Ltd Epistar Corporation Shenzhen Epikylin Optoelectronics Co.,Ltd Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Episky Corporation (Xiamen) Ltd. |
1 3 3 3 2 3 3 2 3 3 |
Accounts receivable Sales Sales Sales Sales Accounts receivable Sales Sales Sales Notes receivable |
$ 396,468 257,393 174,839 1,246,231 324,744 409,297 378,115 681,953 1,077,583 341,186 |
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 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 |
0.62 1.15 0.78 5.59 1.46 0.64 1.70 3.06 4.83 0.53 |
Table 9-2
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
|---|---|---|---|---|---|---|---|
| 3 3 3 3 4 4 4 4 4 4 |
Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. Jiangsu Canyang Optoelectronics Ltd. |
Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Epicrystal Corporation (Changzhou) Ltd. Epicrystal Corporation (Changzhou) Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal Corporation (Changzhou) Ltd. |
3 2 3 3 2 3 3 3 3 3 |
Accounts receivable Accounts receivable Accounts receivable Other receivable Sales Sales Sales Notes receivable Accounts receivable Accounts receivable |
$ 166,683 315,726 896,919 347,333 163,612 1,146,378 374,473 142,197 827,772 129,796 |
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 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 |
0.26 0.49 1.40 0.54 0.73 5.14 1.68 0.22 1.29 0.20 |
Table 9-3
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
|---|---|---|---|---|---|---|---|
| 5 6 7 8 8 9 9 9 9 10 |
United LED Corporation (Hong Kong) Limited Epistar JV Holding (BVI)Co.,Ltd. Lighting Investment Ltd. Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Lextar Electronics Corporation Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. Lextar Electronics (Chuzhou) Corp. Yenrich Technology Corporation |
Episky Corporation (Xiamen) Ltd. Epistar Corporation Epistar JV Holding (BVI)Co.,Ltd. Epistar Corporation Episky Corporation (Xiamen) Ltd. Unikorn Semiconductor Corporation Lextar Electronics Corporation Lextar Electronics Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics Corporation |
3 2 3 3 3 3 3 3 3 3 |
Other receivable Other receivable Other receivable Cost of goods sold Cost of goods sold Other receivable Sales Accounts receivable Sales Sales |
$ 130,218 539,078 190,266 108,738 257,393 500,000 2,346,035 774,205 390,228 160,680 |
Based on contract terms Based on contract terms 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 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 Conducted in the ordinary course of business with terms similar to those with third parties |
0.20 0.84 0.30 0.49 1.15 0.78 10.52 1.21 1.75 0.72 |
Table 9-4
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note3) |
|---|---|---|---|---|---|---|---|
| 11 | ProLight Opto Technology Corporation |
Shanghai Welight Electronic Co., LTD. | 3 | Sales | $ 115,820 | Conducted in the ordinary course of business with terms similar to those with third parties |
0.52 |
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 9-5
Information on investees
ENNOSTAR INC.
Year ended December 31, 2023
Table 10
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 31,2023 | Shares held as at December 31,2023 | Shares held as at December 31,2023 | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | |||||||
| ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. |
Epistar Corporation Lextar Electronics Corporation Harvestar Investment Corp. Tyntek Corporation Amengine Corporation GCS Holding Inc. |
Taiwan Taiwan Taiwan Taiwan Taiwan Cayman Islands |
Manufacturing and sales of LED wafers and chips Manufacturing and sales of LED wafers, chips, packages and modules Professional investment 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 Developing and sales of medical optical sensor modules OEM manufacturing of GaAs / InP / GaN / SiC wafers for RF and optoelectronics |
$ 38,607,380 11,724,646 1,150,000 584,583 40,212 431,990 |
$ 38,607,380 11,724,646 1,150,000 584,583 40,212 431,990 |
1,116,479,188 514,916,380 115,000,000 23,799,000 6,922,000 9,028,000 |
100.00 100.00 100.00 7.92 75.96 8.11 |
$ 32,871,412 11,015,335 706,482 622,100 14,494 309,374 |
($ 6,060,593) ( 527) ( 220,874) ( 131,953) ( 13,671) ( 792,236) |
($ 6,106,299) ( 53,255) ( 220,874) ( 10,458) ( 10,385) ( 75,156) |
Note1Note1 |
Table 10-1
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. ENNOSTAR Inc. Harvestar Investment Corp. Harvestar Investment Corp. Harvestar Investment Corp. Precistar Investment Corp. |
Calystar Investment Corp. Unikorn Semiconductor Corporation Precistar Investment Corp. Praistar Investment Corp Manastar Investment Corp GCS Holding Inc. Tyntek Corporation Unikorn Semiconductor Corporation Unikorn Semiconductor Corporation |
Taiwan Taiwan Taiwan Taiwan Taiwan Cayman Islands Taiwan Taiwan Taiwan |
Professional investment Original equipment manufacturer of III-V semiconductor Professional investment Professional investment Professional investment 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 Original equipment manufacturer of III-V semiconductor Original equipment manufacturer of III-V semiconductor |
$ 440,000 783,132 480,000 270,000 1,000 433,099 263,864 444,785 476,300 |
$ 440,000 593,132 270,000 270,000 1,000 433,099 209,551 444,785 268,000 |
44,000,000 65,700,000 48,000,000 27,000,000 100,000 9,013,000 13,089,000 52,000,000 23,815,020 |
100.00 19.53 100.00 100.00 100.00 8.10 4.35 15.45 7.08 |
$ 366,250 107,389 49,086 27,542 974 357,463 257,152 79,037 45,443 |
($ 57,229) ( 891,055) ( 49,998) ( 36,909) ( 7) ( 792,236) ( 131,953) ( 891,055) ( 891,055) |
($ 57,229) ( 164,192) ( 49,998) ( 36,909) ( 7) ( 75,027) ( 5,443) ( 140,510) ( 49,958) |
Note1Note1 |
Table 10-2
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Calystar Investment Corp. Calystar Investment Corp. Praistar Investment Corp Unikorn Semiconductor Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation Epistar Corporation |
GCS Holding Inc. Tyntek Corporation Unikorn Semiconductor Corporation GCS Holding Inc. iReach Corporation Epistar JV Holding (BVI) Co.,Ltd. Full Star Enterprises Limited Lighting Investment Corporation Unikorn Semiconductor Corporation |
Cayman Islands Taiwan Taiwan Cayman Islands Taiwan British Virgin Islands Hong Kong Taiwan Taiwan |
OEM manufacturing of GaAs / InP / GaN / SiC 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 Original equipment manufacturer of III-V semiconductor 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 Professional investment Original equipment manufacturer of III-V semiconductor |
$ 265,135 151,238 268,000 1,051 70,000 14,960,129 - 1,561,814 826,083 |
$ 265,135 97,787 268,000 1,051 70,000 14,960,129 166,785 1,561,814 826,083 |
6,500,000 8,094,000 13,400,000 20,000 7,000,000 48,278 - 191,478,518 40,000,000 |
5.84 2.69 3.98 0.02 34.30 100.00 0.00 100.00 11.89 |
$ 196,468 143,778 25,546 975 53,262 8,848,099 - 1,570,771 75,597 |
($ 792,236) ( 131,953) ( 891,055) ( 792,236) ( 22,013) ( 486,603) - 8,947 ( 891,055) |
($ 54,125) ( 3,294) ( 36,923) ( 4) ( 8,330) ( 518,609) - 10,251 ( 108,571) |
Note1Note1Note1 |
Table 10-3
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 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. Lighting Investment Ltd. |
SH Co., Ltd. TE Opto Corporation GaN Force Corporation Tyntek Corporation Can Yang Investments Limited HUGA Holding (SAMOA) Limited LiteStar JV Holding (BVI) CO., Ltd. United LED Corporation (Hong Kong) Limited Episky (Hong Kong) Limited Can Yang Investments Limited LEDAZ CO., Ltd. |
Taiwan Taiwan Taiwan Taiwan Hong Kong Samoa British Virgin Islands Hong Kong Hong Kong Hong Kong Korea |
Sales of LED chips Sales of LED chips Design, manufacturing and sales of semiconductor materoals 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 Professional investment Professional investment Professional investment Professional investment Professional investment Engineering service of LED |
$ 31,792 9,200 77,700 1,243 66,745 334,967 3,408,835 2,029,760 2,124,096 4,385,900 48,166 |
$ 31,792 9,200 77,700 1,243 66,745 334,967 3,408,835 2,029,760 2,124,096 4,370,156 48,166 |
3,179,176 920,000 1,118,600 50,000 2,679,063 12,551,035 10,882 67,000,165 cash USD68,000,000 66,438,929 88,460 |
49.00 40.00 64.32 0.02 3.53 100.00 82.41 74.86 100.00 87.41 28.13 |
$ 2,363 43,980 678 1,175 56,679 3,318 3,302,292 258,619 1,954,893 1,405,455 - |
($ 76) 3,619 697 ( 131,953) ( 6,414) 82 ( 238,730) ( 6,635) ( 288,026) ( 6,414) 49,914 |
($ 37) 1,448 448 ( 27) ( 226) 82 ( 196,737) ( 4,967) ( 288,026) ( 5,382) ( 24,455) |
Note1 |
Table 10-4
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Lighting Investment Ltd. Lighting Investment Ltd. Lighting Investment Ltd. LiteStar 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 |
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 Can Yang Investments Limited GaNrich Semiconductor Corporation LEDOLUX Sp.Zo.O. Joint Power Exponent, Ltd. |
Hong Kong Hong Kong Hong Kong Hong Kong Korea British Virgin Islands Hong Kong Hong Kong Taiwan Poland Taiwan |
Sales of LED packages Professional investment Professional investment Professional investment Engineering service of LED Professional investment Sales of LED lighting products Professional investment Design and technology service of LED lighting product Assembling and sales of LED bulbs Power IC design and module sales |
$ 12,806 2,556 133,979 4,403,034 23,993 152,701 - 72,436 - 133,455 11,599 |
$ 12,806 2,556 133,979 4,403,034 23,993 152,701 133,403 72,436 67,101 133,455 11,599 |
429,000 82,850 3,800,000 146,600,000 44,065 45,643 - 5,218,605 - 156,994 1,757,000 |
30.00 100.00 100.00 100.00 14.01 100 - 6.87 - 60.00 11.26 |
$ 7,475 16 293,337 4,006,499 - 726,518 - 110,462 - 11,933 2,805 |
($ 11,724) 262 13,448 ( 238,569) 49,914 ( 9,031) - ( 6,414) ( 21,358) ( 1,164) ( 23,969) |
($ 3,517) 262 13,448 ( 238,569) ( 16,376) ( 9,031) - ( 441) ( 19,001) ( 698) ( 2,783) |
Note1 |
Table 10-5
Initial investment amount Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Lighting Investment Corporation Lighting Investment Corporation Lighting Investment Corporation Episky Corporation (Xiamen) Ltd Epicrystal (Changzhou) Co., Ltd. Episky Corporation (Xiamen) Ltd Episky Corporation (Xiamen) Ltd Lextar Electronics Corporation Lextar Electronics Corporation |
Tyntek Corporation GaN Force Corporation Domi-Star Optoelectronics Corporation Epicrystal (Changzhou) Co., Ltd. Changzhou Chemsemi Co., Ltd. LEADSTAR Micro-Crystal Display Corporation (JiangSu) Ltd. Shenzhen Epikylin Optoelectronics Co.,Ltd Lextar (Singapore) Pte. Ltd. Wellybond Optronics (H.K) Limited |
Taiwan Taiwan Taiwan China China China China Sinapore Hong Kong |
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 materoals 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 Developing, manufacturing and sales of LED packages, modules and related applications Sales of LED chips Professional investment Professional investment |
$ 1,276 641 490 147,472 469,590 164,862 43,770 2,709,310 17,888 |
$ 1,276 641 490 147,472 469,590 122,036 43,770 2,709,310 17,888 |
50,000 620,400 49,000 cash USD5,200,000 cash RMB110,000,000 cash RMB38,800,000 cash RMB10,000,000 90,270,000 63,000,000 |
0.02 35.68 49.00 3.31 10.44 9.70 100.00 100.00 100.00 |
$ 767 952 311 145,486 583,853 133,547 219,874 2,613,816 11,864 |
($ 131,953) 697 ( 64) ( 255,482) ( 1,762,498) ( 56,109) 30,429 155,548 18 |
($ 27) 249 ( 32) ( 8,456) ( 188,915) ( 5,492) 30,429 155,548 18 |
Note1 |
Table 10-6
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 |
Wellypower Optronics Corporation Apower Optronics Corporation Liang Li Venture Corp. Wellybond Corporation Trendylite Corporation Hexawave, Inc. Yenrich Technology Corporation ProLight Opto Technology Corporation Tyntek Corporation |
British Virgin Islands British Virgin Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Professional investment Professional investment Professional investment Professional investment Sales of products Manufacturing and sales of compound semiconductor materials and modules Manufacturing and sales of LED packages 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 |
$ 44,898 381,638 175,374 746,484 20,874 147,506 580,487 99,081 1,304 |
$ 44,898 381,638 175,374 746,484 18,100 147,506 980,487 97,031 1,304 |
5,153,061 31,600,000 18,000,000 75,000,000 3,150,000 12,716,000 26,000,000 6,700,000 50,000 |
100.00 100.00 100.00 100.00 100.00 31.52 100.00 9.84 0.02 |
$ 172,521 1,240,082 114,547 467,228 44,459 46,034 177,373 76,486 989 |
$ 10,235 74,869 ( 11,701) ( 96,024) 4,802 ( 99,587) ( 162,276) ( 125,783) ( 131,953) |
$ 10,235 74,869 ( 11,701) ( 96,024) 4,473 ( 33,052) ( 162,276) ( 12,129) ( 139) |
Note1 |
Table 10-7
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Lextar (Singapore) Pte. Ltd. Lextar (Singapore) Pte. Ltd. Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Wellybond Corporation Liang Li Venture Corp. |
Lextar Electronics Korea Ltd. Aurora International Lighting Corporation Limited VOGITO INNOVATION CO., LTD. Hexawave, Inc. WellyHertz Electronics Corp. Joint Power Exponent, Ltd. ProLight Opto Technology Corporation Tyntek Corporation ProLight Opto Technology Corporation |
Korea Hong Kong Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Sale of LED and aftersales service Sales of lighting Design of lighting Manufacturing and sales of compound semiconductor materials and modules Manufacturing and sales of switching power supply d l Power IC design and module sales 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 Manufacturing and sales of LED packages |
$ 3,025 204,136 1,000 147,494 51,400 68,250 313,670 1,288 96,604 |
$ 3,025 204,136 1,000 147,494 30,000 68,250 303,264 1,288 91,763 |
22,000 2,000,000 100,000 12,715,000 30,700,000 4,550,000 21,417,000 50,000 6,700,000 |
100.00 20.00 50.00 31.52 87.46 29.17 31.47 0.02 9.84 |
$ 4,951 - 3,153 46,030 22,889 33,736 244,491 976 76,486 |
$ 447 23,848 1,433 ( 99,587) ( 15,283) ( 23,969) ( 125,783) ( 131,953) ( 125,783) |
$ 447 - 717 ( 33,050) ( 12,910) ( 14,772) ( 38,283) ( 141) ( 11,787) |
Note1Note1 |
Table 10-8
Initial investment amount Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Liang Li Venture Corp. Hexawave, Inc. Yenrich Technology Corporation Yenrich Technology Corporation ProLight Opto Technology Corporation |
Tyntek Corporation WellyWave Semiconductors Inc. ProLight Opto Technology Corporation Tyntek Corporation Prolight Opto Holding Corporation |
Taiwan Taiwan Taiwan Taiwan Seychelles |
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 compound semiconductor materials and modules 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 Professional investment |
$ 1,293 49,000 - - 4,402 |
$ 1,293 49,000 27,366 1,324 4,402 |
50,000 4,363,065 - - 150,000 |
0.02 29.27 0.00 0.00 100.00 |
$ 982 41,771 - - ( 2,296) |
($ 131,953) ( 52,839) ( 125,783) ( 131,953) ( 2,617) |
($ 137) ( 23,621) ( 2,027) ( 96) ( 2,617) |
註1Note1 |
Table 10-9
Initial investment amount
Shares held as at December 31, 2023
| Investor | Investee | Location | Main business activities |
Balance as at December 31,2023 |
Balance as at December 31, 2022 |
Number of shares | Ownership (%) |
Book value | Net profit (loss) of the investeefor the year ended December 31,2023 |
Investment income (loss) recognised by the Company for the year ended December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Prolight Opto Holding Corporation Lextar Electronics (Suzhou) Corp. Lextar Electronics (Suzhou) Corp. Lextar Electronics (Chuzhou) Corp. |
ProLight Opto Technology Corporation Lextar Electronics (Chuzhou) Corp. Chuzhou Bwin Technology Corp. Chuzhou Bwin Technology Corp. |
Seychelles China China China |
Professional investment Manufacturing and sales of LED wafers, chips, packages, lights, and modules Developing, manufacturing, sales of metal and plastic technical products. Developing, manufacturing, sales of metal and plastic technical products. |
$ 4,403 3,094,825 130,726 244,748 |
$ 4,403 3,094,825 130,726 - |
150,000 cash RMB700,000,000 cash RMB29,000,000 cash RMB66,400,000 |
100.00 100.00 29.00 66.40 |
($ 2,296) 3,691,002 63,524 194,200 |
($ 2,617) 272,807 ( 104,578) ( 104,578) |
($ 2,617) 272,807 ( 49,694) ( 43,285) |
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 10-10
Table 11
ENNOSTAR INC.
Information on investments in Mainland China
Year ended December 31, 2023
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, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Net income of investee for the three months ended December 31,2023 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the three months ended December 31,2023 |
Book value of investments in Mainland China as of December 31,2023 |
Accumulated amount of investment income remitted back to Taiwan as of December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| LEADSTAR Micro- Crystal Display Corporation (JiangSu) Ltd. Episky Corporation (Xiamen) Ltd. United LED Shan Dong Corporation Epicrystal Corporation (Changzhou) Ltd. Luxlite (Shenzhen) Corporation Limited Bridgelux Optelectronice (Xiamen) Co,.Ltd. |
Developing, manufacturing and sales of LED packages, modules and related applications 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 |
$ 1,766,000 2,124,096 2,404,500 4,494,125 96,430 7,785,966 |
1 2 2 2 2 2 |
$ 525,815 2,124,096 1,824,844 3,423,550 48,687 1,461,593 |
$ 147,045 - - - - - |
$ 89,432 - - - - - |
$ 583,428 2,124,096 1,824,844 3,423,550 48,687 1,461,593 |
($ 56,109) ( 288,026) ( 6,803) ( 255,482) - - |
33.63 100.00 74.86 76.95 0.00 18.77 |
($ 21,300) ( 288,026) ( 5,093) ( 196,605) - - |
$ 495,255 1,954,886 271,248 3,301,755 - 1,691,177 |
$ - - - - 57,480 - |
2(3)、7 2(3) 2(3) 2(1) 2(1) 2(3) |
Table 11-1
| 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, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Net income of investee for the three months ended December 31,2023 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the three months ended December 31,2023 |
Book value of investments in Mainland China as of December 31,2023 |
Accumulated amount of investment income remitted back to Taiwan as of December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| APT Electronics Co., Ltd. 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 LED extension and chip, module and light instrument 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 |
$ 1,854,198 891,131 75,048 479,839 6,754 5,902,624 |
3 2 2 2 2 2 |
$ 296,108 96,084 7,818 215,687 56,843 2,576,953 |
$ - - - - - 15,744 |
$ - - - - - - |
$ 296,108 96,084 7,818 215,687 56,843 2,592,697 |
$ - - - - - 67,667 |
11.69 8.97 - - - 97.81 |
$ - - - - - 66,185 |
$ - - - - - 1,697,687 |
$ - - - - - - |
2(3) 2(3) 2(3) 2(3) 2(3) 2(3) |
Table 11-2
| 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, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2023 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Net income of investee for the three months ended December 31,2023 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the three months ended December 31,2023 |
Book value of investments in Mainland China as of December 31,2023 |
Accumulated amount of investment income remitted back to Taiwan as of December 31,2023 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Lextar Electronics (Suzhou) Corp. Lextar Electronics (Xiamen) Co.,Ltd. Shanghai Welight Electronic Co., LTD. |
Manufacturing and sales of LED wafers, chips, packages and modules Manufacturing and sales of LED packages and modules Wholesale and export and import of LED and related electronic products |
$ 3,722,205 32,759 4,695 |
2 2 2 |
$ 3,585,860 32,759 4,695 |
$ - - - |
$ - 32,759 - |
$ 3,585,860 - 4,695 |
$ 231,556 155 ( 2,617) |
100.00 - 51.15 |
$ 231,556 155 ( 2,617) |
$ 3,827,342 - ( 2,242) |
$ - - - |
2(2) 2(3)、6 2(2) |
Table 11-3
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2023 |
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 |
|---|---|---|---|
| ENNOSTAR Inc. Epistar Corporation Lextar Electronics Corporation |
$ 436,383 $ 12,694,097 $ 3,737,600 |
$ 306,962 $ 13,827,776 $ 4,198,743 |
$ 47,374,174 $ 17,462,412 $ 9,704,674 |
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.
Note 6:Lextar Electronics (Xiamen) Co., Ltd. had applied for deregistration in January 2023 and remitted the residual property amounting to USD 297,928.34 to LEXTAR (SINGAPORE) PTE. LTD. in Singapore, an investee in the third area. Note 7: In September 2023, Yenrich Technology Corporation transferred all the equity interests in LEADSTAR Micro-Crystal Display Corporation (Jiangsu) Ltd. to ENNOSTAR Inc. Pursuant to the Jing-Shen-II-Zi Letter No.11200120910 on September 11, 2023, the original approval of the investment of Yenrich Technology Corporation was cancelled as the transfer of LEADSTAR Micro-Crystal Display Corporation (Jiangsu) Ltd. was implemented and approved by the Investment Commission. ENNOSTAR Inc. acquired the equity interests in EADSTAR Micro-Crystal Display Corporation (Jiangsu) Ltd. in the amount of NT$ 306,962 thousand, which was the investment amount of Yenrich Technology Corporation as originally approved by the Investment Commission.
Table 11-4
Table 12
ENNOSTAR INC.
Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas
Year ended December 31, 2023
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Sale(purchase) | Sale(purchase) | Propertytransaction | Propertytransaction | (payable) | (payable) | endorsements/guarantees or | endorsements/guarantees or | Financing | Financing | Others | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Balance at December 31,2023 |
% | Balance at December 31,2023 |
Purpose | Maximum balance during the year ended December 31, 2023 |
Balance at December 31, 2023 |
Interest rate | Interest during the year ended December 31, 2023 |
||
| Shenzhen Epikylin Optoelectronics Co.,Ltd Episky Corporation (Xiamen) Ltd. Jiangsu Canyang Optoelectronics Ltd. Episky Corporation (Xiamen) Ltd. Epicrystal (Changzhou) Co., Ltd. Lextar Electronics (Chuzhou) Corp. |
$ 328,416 925,959 ( 139,305) ( 228,295) ( 538,180) ( 1,807,205) |
3.02 8.52 (1.28) (2.10) (4.95) (30.48) |
$ - 30,455 - - - - |
- 1.91 - - - - |
$ 230,861 545,910 ( 35,999) ( 57,876) ( 320,621) ( 968,433) |
0.45 1.06 (0.07) (0.11) (0.62) (7.14) |
$ - - - - - - |
- - - - - - |
$ - 69,342 - - - - |
$ - - - - - - |
- - - - - - |
$ - - - - - - |
- - - - - - |
Note 1: Disclosure of the transactions over 100 million New Taiwan dollars only
Table12-1
ENNOSTAR INC. Major Shareholders Information December 31, 2023
Table 13
| MajorShareholders | Shareholding | Shareholding |
|---|---|---|
| NumberofSharesHeld | ShareholdingRatio | |
| AUO Corporation | 93,568,898 | 12.42 |
Table13-1
ENNOSTAR INC. STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
| Statement1 | ||||
|---|---|---|---|---|
| Item | Description | Amount | ||
| Cash | ||||
| Bank deposits | ||||
| Demand deposits-NTD | $ | 297,508 |
||
| -USD | USD 61 thousand at exchange rate |
1,888 |
||
| of 30.7050 | ||||
| -CNY | CNY 19 thousand at exchange rate |
80 |
||
| of 4.3270 | ||||
| Time deposits | -NTD |
300,000 | ||
| -USD | USD 100 thousand at exchange rate | |||
| of 30.7050 | 3,071 |
|||
| $ | 602,547 |
Statement1,Page1
ENNOSTAR INC.
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
Statement2
| Statement2 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | BeginningBalance | Shares Amount (Note1) Gain (loss) on investments - 792,070) ($ 6,106,299) ($ - 84,299) ( 53,255) ( - 868) ( 10,385) ( - 77,612 220,874) ( - 14,416 57,229) ( 21,000,000 50,080 49,998) ( - 15,447 36,909) ( - - 7) ( 9,500,000 92,364 164,192) ( - 38,461 10,458) ( - 26,917) ( 75,156) ( - 344,264 3,027 271,510) ($ 6,781,735) ($ Additions(Reduction) |
EndingBalance | Market Value or Net Assets Value |
Collateral | ||||||
| Shares | Amount | Shares | Shares | Percentage of Ownership |
Amount | Unit Price (inNTD) |
Total Amount | ||||
| Epistar Corporation 1,116,479,188 Lextar Electronics Corporation 514,916,380 Amengine Corporation 6,922,000 Harvestar Investment Corp. 115,000,000 Calystar Investment Corp. 44,000,000 Precistar Investment Corp. 27,000,000 Praistar Investment Corp. 27,000,000 Manastar Investment Corp. 100,000 Unikorn Semiconductor Corporat 56,200,000 Tyntek Corporation 23,799,000 GCS Holdings, Inc. 9,028,000 Crystal Display Corporation (JiangSu) Ltd. - |
39,769,781 $ 11,152,889 25,747 849,744 409,063 49,004 49,004 981 179,217 594,097 411,447 - 53,490,974 $ |
- - - - - 21,000,000 - - 9,500,000 - - - |
1,116,479,188 514,916,380 6,922,000 115,000,000 44,000,000 48,000,000 27,000,000 100,000 65,700,000 23,799,000 9,028,000 - |
100% 100% 75.96% 100% 100% 100% 100% 100% 19.53% 7.92% 8.11% 25.23% |
32,871,412 $ 11,015,335 14,494 706,482 366,250 49,086 27,542 974 107,389 622,100 309,374 347,291 46,437,729 $ |
29.53 $ 18.85 2.38 6.14 8.32 1.02 1.02 9.74 1.91 18.60 32.00 3.44 |
32,974,505 $ 9,704,674 18,292 706,482 366,250 49,086 27,542 974 125,354 442,661 288,896 347,417 |
None None None None None None None None None None None None |
Note1: Including investments of additions, Cumulative translation differences of foreign operations, Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income, cash dividend paid and except Subsidiary holds shares of parent company.
Statement2,Page1
ENNOSTAR INC. STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
Statement3
| Statement3 | |||||||
|---|---|---|---|---|---|---|---|
| Item Office equipment Leasehold improvements |
Beginning Balance | Addition | Decrease Transfer - $ - $ - - - $ - $ |
EndingBalance | |||
| 882 $ 11,062 11,944 $ |
497 $ 637 1,134 $ |
1,379 $ 11,699 13,078 $ |
Statement3,Page1
ENNOSTAR INC.
STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
Statement4
| Statement4 | ||
|---|---|---|
| Item | BeginningBalance Addition 123 $ 217 $ 843 1,178 966 $ 1,395 $ |
Decrease Ending Balance - $ 340 $ - 2,021 - $ 2,361 $ |
| Accumulated depreciation: Office equipment Leasehold improvements |
Statement4,Page1
ENNOSTAR INC.
SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION
FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
Statement6
| Statement6 | ||||||
|---|---|---|---|---|---|---|
| Nature Function |
Year ended December 31, 2023 | Year ended December 31, 2022 | ||||
| Classified as Operating Costs |
Classified as Operating Expenses |
Total | Classified as Operating Costs |
Classified as Operating Expenses |
Total | |
| Employee Benefit Expense | ||||||
| Wages and salaries | 228,942 | - | 228,942 | 118,995 | - | 118,995 |
| Labour and health insurance fees | 15,566 | - | 15,566 | 8,323 | - | 8,323 |
| Pension costs | 12,066 | - | 12,066 | 4,001 | - | 4,001 |
| Directors'remuneration | 11,078 | - | 11,078 | 12,610 | - | 12,610 |
| Other personnel expenses | 9,148 | - | 9,148 | 3,724 | - | 3,724 |
| Depreciation Expense | 1,395 | - | 1,395 | 895 | - | 895 |
| Depletion Expense | - | - | - | - | - | - |
| Amortisation Expense | - | - | - | - | - | - |
Note:
-
As at December 31, 2023 and 2022, the Company had 240 and 80 employees, including 6 and 6 non-employee directors.
-
A company whose stock is listed for trading on the stock exchange or over-the-counter securities exchange shall additionally disclose the following information
: -
(1) Average employee benefit expense in current year $1,136. ((Total employee benefit expense of current year-Total directors’ compensation of current year) / (Number of employees of current year-Number of non-employee directors of current year))
-
Average employee benefit expense in previous year $1,825. ((Total employee benefit expense of previous year-Total directors’ compensation of previous year) / (Number of employees of previous year-Number of non-employee directors of previous year))
-
(2) Average employees salaries in current year $978. (Total wages and salaries of current year/ (Number of employees of current year-Number employee of non- directors of current year))
-
Average employees salaries in previous year $1,608. (Total wages and salaries of previous year/ (Number of employees of previous year-Number employee of non- directors of previous year))
Statement6,Page1
ENNOSTAR INC.
SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION (Cont.)
FOR THE YEAR ENDED DECEMBER 31, 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
Statement6
-
(3) Adjustments of average employees salaries -39%. ((Average wages and salaries of current year-Average wages and salaries of prior year)/Average wages and salaries of prior year)
-
(4) The supervisors' remuneration for the years ended December 31, 2023 and 2022 were $0 and $0.
Description:
-
The number of employees described in Note to this form should be calculated by using average number of employees and the basis of calculation was the same as the employee benefits expenses and employees’ salaries.
-
According to IAS19, employees may provide services in a full-time, part-time, permanent, irregular or temporary manner, including directors and other management personnel. Therefore, “employees” in this form include directors, managers, general employees and contract hires, etc., but not including supervisors, dispatched manpower, labor contracting or business outsourcing personnel.
-
3.“Directors’ remuneration” refers to the remuneration received by all directors, retirement pension, director’s remuneration and business execution expenses, etc., but does not include employee directors’ salary, labor and health insurance.
-
4.“Supervisors’ remuneration” refers to the remuneration received by all supervisors, supervisors’ remuneration and business execution expenses, etc.
Statement6,Page2