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ESMT Annual Report 2019

Nov 13, 2019

52243_rns_2019-11-13_c14da536-8763-4066-a038-6b3db4dba935.pdf

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Elite Semiconductor Memory Technology Inc. and its Subsidiaries

Consolidated Financial Report and Independent Auditors' Report For Years 2019 and 2018 (Stock No: 3006)

(English Translation of a Report Originally Issued in Chinese)

Company Address: No. 23, Industry E Road IV Science-Base Park, Hsinchu 30077, Taiwan R.O.C Tel: +886-3-578-1970

1

Elite Semiconductor Memory Technology Inc. and its Subsidiaries Consolidated Financial Report and Independent Auditors' Report for Years 2019 and 2018

Table of contents

Contents Page
I.
Cover
II.
Contents
III. Declaration
IV. Independent Auditors' Report
V.
Consolidated Balance Sheet
VI. Consolidated Statements of Comprehensive Income
VII. Consolidated Statements of Changes in Equity
VIII. Consolidated Statements of Cash Flows
IX. Notes to Consolidated Financial Statements
(I)
Company History
(II)
Approval Date and Procedures of the Consolidated Financial Statements
(III)
Application of New and Revised Standards, Amendments and Interpretations
(IV)
Summary of Significant Accounting Policies
(V)
Main Sources of Significant Accounting Judgments, Assumptions and Estimates
Uncertainty
(VI)
Summary of Significant Accounts
(VII) Related-Party Transactions
(VIII) Pledged Assets
(IX)
Significant Contingent Liabilities and Unrecognized Contractual Commitments
(X)
Significant Disaster Losses
(XI)
Significant Events after the End of the Financial Reporting Period
(XII) Others
(XIII) Supplementary Disclosures
(XIV) Operating Segment Information
1
2
3
4~7
8~9
10
11
12~13
14
14
14~16
16~31
31
31~52
52~53
53
53
53
53
53~62
62~63
63

2

(English Translation of a Report Originally Issued in Chinese) Elite Semiconductor Memory Technology Inc.

Declaration of Consolidated Financial Statements of Affiliated Companies

The companies included in the consolidated financial statements of Elite Semiconductor Memory Technology Inc. for the year ended 2019 (January 1, 2019 to December 31, 2019) under the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” are identical with the companies to be included into the consolidated financial statements of the parent company and subsidiaries pursuant to IFRS 10. Furthermore, information for disclosure in the consolidated financial statements of the affiliates has also been disclosed in the aforementioned consolidated financial statements of the parent company and subsidiaries; thereby, Elite Semiconductor Memory Technology Inc. and its subsidiaries do not prepare the consolidated financial statements of the affiliates.

Hereby declared by

Company name: Elite Semiconductor Memory Technology Inc.

Person in Charge: Hsing-Hai, Chen

March 20, 2020

3

(English Translation of a Report Originally Issued in Chinese)

Independent Auditors’ Report

(CONSOLIDATED FINANCIAL STATEMENT)

(2020)Finance-Audit-Letter No.19003272

To Elite Semiconductor Memory Technology Inc.,

Audit Opinions

We have audited the Consolidated Balance Sheets as of December 31, 2019 and 2018 as well as the Consolidated Income Statement, Consolidated Statements of Changes in Equity, Consolidated Cash Flow Statement, and Notes to Consolidated Financial Statements for the years then ended (including the summary of major accounting policies) for Elite Semiconductor Memory Technology Inc. and its subsidiaries (hereafter “the Group”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Group as of December 31, 2019 and 2018, and its financial performance and its cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards recognized by the Financial Supervisory Commission, International Accounting Standards, and the interpretation and interpretation announcements thereto.

Basis for Opinions

We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Individual Financial Statements by Certified Public Accountants and Generally Accepted Auditing Standards (GAAS) of the Republic of China. Our responsibility under the above-mentioned regulations will be further explained in the section titled "The Accountant's Responsibility in Auditing the Consolidated Financial Statements". We are independent of the Group as required by the Code of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled other responsibilities as stipulated by the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters refer to matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the Group for the year ended December 31, 2019. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on those matters.

Key audit matters for the Group are stated as follows:

Impairment of goodwill

Description

The Group merged with Eon Silicon Solution Inc. on June 8, 2016 and generated goodwill of NTD 80,758 thousand. The amount of goodwill impairment loss recognized by the Group in 2019 was NTD 12,057 thousand. For the accounting policy of goodwill impairment, please refer to Note 4(20) - Impairment of Non-Financial Assets attached to the consolidated financial statements. For the accounting estimates and assumptions of the goodwill impairment assessment, please refer to Note

4

5(2) attached to the consolidated financial statements. For the description of goodwill impairment assessment, please refer to Note 6(11) attached to the consolidated financial statements. The Group uses the future estimated cash flow of the cash-generating unit to which the goodwill belongs, and uses an appropriate discount rate to measure the recoverable amount of the cash-generating unit, as a basis for assessing whether the goodwill is impaired. As the goodwill impairment assessment uses assumptions including discount rates and financial forecasts for the next five years, such matter involves professional judgments that are uncertain. Therefore, we considered the goodwill impairment as a key audit matter this year.

How the matter was addressed in our audit

The audit procedures that we performed for the assessment of goodwill impairment include: understanding and evaluating the management ’s process for estimating future cash flows; confirming the cash flow information for the next five years listed in the evaluation model is approved by the management; the reasonableness of major assumptions such as growth rate and discount rate, which includes 1. Comparison of historical results, economic and industry forecast reports used for projecting growth rate. 2. Checking the capital cost assumptions cash-generating units for the weighted average capital cost discount rate. 3. Evaluating the sensitivity analysis of the management with different expected growth rates and discount rates to confirm that the management has properly dealt with the possible impact of the estimated uncertainty.

Allowance for inventory valuation loss

Description

For accounting policies regarding inventory evaluation, please refer to Note 4(13) attached to the consolidated financial statements. For accounting estimates and assumptions of inventory evaluation, please refer to Note 5(2) attached to the consolidated financial statements. For the explanation of inventory accounting items, please refer to Note 6(5) attached to the consolidated financial statements. On December 31, 2019, the balance of inventories and allowance for inventory valuation losses amounted to NTD 5,141,748 thousand and NTD 169,196 thousand, respectively.

The main business items of the Group are research, development, production, manufacturing and sales of integrated circuits. The inventory of the Group is measured by the lower of cost and net realizable value. For the inventory aged over a period of time and individually identified as obsolete, the net realizable value is estimated based on the historical information of the de-inventorization process. As the determination of the net realizable value of the inventory aged over a certain period and obsolete inventory involves manual judgment and has uncertainties in estimation when performing the evaluation, therefore, we considered the allowance for inventory valuation losses as a key audit matter this year.

How the matter was addressed in our audit

The audit procedures that we performed for the key audit items listed above include the understanding of the Group operation and nature of the industry, assessing the reasonableness of policies and procedures used to recognize the allowance for inventory impairment loss, including the historical source information on the degree of de-inventorization, the reasonableness of judging aged and obsolete inventory items, examining the appropriateness of relevant information of the

5

inventory aging report used by the Group to confirm the consistency between the report information and its policy, spot-checking inventory material numbers to verify the net realizable value of inventory, and obtaining the management's relevant assessment and supporting documents for individually identified obsolete or damaged inventory items, and then evaluating the reasonableness of the Company's allowance for inventory valuation losses.

Other Matter - Individual Financial Statements

We have audited and expressed an unmodified opinion on the Individual Financial Statements of the Group for the years ended December 31, 2019 and 2018.

Responsibility of the Management and the Governing Body for the Consolidated Financial Statements

The responsibility of the management is to have the consolidated financial statements presented fairly, in all material respects, in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms”, International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the Consolidated Financial Statements, the responsibility of management includes assessing the Group's ability to continue as a going concern, disclosing going concern related matters, as well as adopting going concern basis of accounting unless the management intends to liquidate the Group or terminate the business, or has no realistic alternative but to do so. The governing bodies of the Group (including the Audit Committee) have the responsibility to oversee the procedures for financial reporting.

Responsibilities of Certified Public Accountants for Auditing Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue and auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the accounting principles generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. If fraud or errors are considered materials, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with GAAS of Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also perform the following works:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design, and perform audit procedures responsive risks, and obtain evidence that is sufficient and appropriate to provide a basis of our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from

6

error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.

  1. Obtain an understanding of internal controls 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 internal controls of the Group and its subsidiaries.

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

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

  4. Evaluate the overall presentation, structure, and content of the consolidated statements, including related notes, whether the consolidated statements represent the underlying transactions and events in a matter that achieves fair presentation.

  5. Obtain sufficient and appropriate audit evidence on the financial information of business entities within the Group in order to express an opinion on the consolidated financial statements. The independent auditor is responsible for guiding, supervising, and implementing the audit of the Group; also, is responsible for forming an opinion on the audit of the Group.

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

We also provide those in charge of 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 the governing body, we determined the key audit matters for the Group's consolidated financial statements for the year ended 2019. 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 communications.

Ya Huei Cheng Danie Lee

Pricewaterhouse Coopers , Taiwan March 20, 2020

7

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Balance Sheet

As of December 31, 2019 and 2018

Assets Note
6(1)
6(2)
6(4)
6(5)
8
6(3)
6(6)
6(7)
6(8)
6(9)
6(10)
6(25)
December 31, 2019
Amount
%
$ 2,757,003
26
252,593
3
140,906
1
34
-
1,256,938
12
82,741
1
4,972,552
48
27,444
-
6,866
-
9,497,077
91
50,776
-
33,210
-
696,328
7
86,367
1
18,671
-
81,593
1
4,174
-
12,124
-
983,243
9
$ 10,480,320
100
Unit: NTD thousand
December 31, 2018
Amount
%
$ 1,873,828
18
306,374
3
-
-
-
-
1,105,913
11
68,540
-
5,767,656
56
81,224
1
2,920
-
9,206,455
89
59,300
1
-
-
799,062
8
-
-
19,641
-
133,975
1
5,174
-
65,705
1
1,082,857
11
$ 10,289,312
100
Amount

$ 2,757,003
252,593
140,906
34
1,256,938
82,741
4,972,552
27,444
6,866
9,497,077
50,776
33,210
696,328
86,367
18,671
81,593
4,174
12,124
983,243
$ 10,480,320
Amount
$ 1,873,828
306,374
-
-
1,105,913
68,540
5,767,656
81,224
2,920
9,206,455
59,300
-
799,062
-
19,641
133,975
5,174
65,705
1,082,857
$ 10,289,312
Current assets
1100
Cash and cash equivalents

1110
Financial assets at fair value
through profit or loss - current

1136
Financial assets at amortized cost -
current
1150
Net notes receivable
1170
Net accounts receivable

1200
Other receivables
130X
Inventories

1410
Prepayments
1470
Other current assets

11XX
Total current assets
Noncurrent assets
1517
Financial assets at fair value
through other comprehensive
income - noncurrent

1550
Investments accounted for using
equity method

1600
Property, plant, and equipment

1755
Right-of-use assets

1760
Net investment property

1780
Intangible assets

1840
Deferred income tax assets

1900
Other noncurrent assets
15XX
Total noncurrent assets
1XXX
Total assets

(Continue on next page)

8

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Balance Sheet As of December 31, 2019 and 2018

Unit: NTD thousand Unit: NTD thousand Unit: NTD thousand
December 31, 2019 December 31, 2018
Liabilities and equity Note Amount % Amount %
Current liabilities
2100 Short-term borrowings
6(12) $ 274,000 3 $ 370,000 4
2110 Short-term notes and bills payable - - 99,932 1
2130 Contract liabilities - current
6(19) 3,959 - 3,710 -
2150 Notes payable 1,981 - 2,745 -
2170 Accounts payable 2,225,909 21 1,894,371 18
2200 Other payables
6(13) 462,523 5 506,235 5
2230 Current income tax liabilities 40,046 - 130,233 1
2280 Lease liabilities - current 11,447 - - -
2300 Other current liabilities 6,080 - 4,454 -
21XX Total of current liabilities 3,025,945 29 3,011,680 29
Noncurrent liabilities
2550 Liability reserve - noncurrent 15,083 - 13,791 -
2570 Deferred tax liabilities
6(25) 4,731 - 1,078 -
2580 Lease liabilities - noncurrent 75,440 1 - -
2600 Other noncurrent liabilities
6(14) 18,342 - 18,325 1
25XX Total noncurrent liabilities 113,596 1 33,194 1
2XXX Total liabilities 3,139,541 30 3,044,874 30
Equity attributable to owners of
the parent company
Share capital
6(16)
3110 Common stock 2,857,589 27 2,857,589 28
Capital surplus
6(17)
3200 Capital surplus 104,305 1 59,072 -
Retained earnings
6(18)
3310 Legal reserve 1,359,235 13 1,288,584 12
3320 Special reserve - - 194,377 2
3350 Undistributed earnings 3,286,176 31 3,093,047 30
Other equities
3400 Other equities ( 8,524) - - -
3500 Treasury stock
6(16) ( 137,321) ( 1) ( 137,321) ( 1)
31XX Total equity attributable to
owners of the parent company 7,461,460 71 7,355,348 71
36XX Non-controlling interests ( 120,681) ( 1) ( 110,910) ( 1)
3XXX Total equity 7,340,779 70 7,244,438 70
Significant contingent liabilities
IX
and unrecognized contractual
commitments
Significant events after the
XI
balance sheet date
3X2X Total liabilities and equity $ 10,480,320 100 $ 10,289,312 100
The accompanying notes are an integral part of these consolidated financial statements.
Chairman: Hsing-Hai Chen Manager: Ming-Chien Chang Accounting Supervisor: Candy Chu

9

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Income Statement

As of December 31, 2019 and 2018

Items Unit: NTD thousand
(EPS in NT$)
2019
2018
Note
Amount
%
Amount
%
6(19)
$ 11,983,479
100
$ 11,555,124
100
6(5)(23)
(24)
(
10,181,271) (
85) (
9,426,197) (
82)
1,802,208
15
2,128,927
18
6(23)
(24)
(
234,342) (
2) (
237,334) (
2)
(
243,035) (
2) (
252,510) (
2)
(
739,882) (
6) (
828,379) (
7)
12(2)
(
10,006)
-
(
4,289)
-
(
1,227,265) (
10) (
1,322,512) (
11)
574,943
5
806,415
7
6(20)
90,166
1
105,190
1
6(21)
(
66,895) (
1) (
58,458) (
1)
6(22)
(
8,840)
-
(
4,887)
-
6(6)
(
13,194)
-
-
-
1,237
-
41,845
-
576,180
5
848,260
7
6(25)
(
70,569) (
1) (
132,066) (
1)
$ 505,611
4
$ 716,194
6
6(14)
$ 636
-
$ 337
-
6(3)
(
8,524)
-
-
-

($ 7,888)
-
$ 337
-
$ 497,723
4
$ 716,531
6
$ 497,405
4
$ 706,508
6
$ 8,206
-
$ 9,686
-
$ 489,517
4
$ 706,845
6
$ 8,206
-
$ 9,686
-
6(26)
$ 1.78
$ 2.52
$ 1.77
$ 2.51
4000
Operating income

5000
Operating costs

5950
Net operating gross profit
Operating expenses

6100
Marketing expenses
6200
Administrative expenses
6300
Research and development
expenses
6450
Expected credit impairment loss

6000
Total operating expenses
6900
Operating income
Non-operating income and expenses
7010
Other revenue

7020
Other gains and losses

7050
Financial costs

7060
Share of profit (loss) of associates
and joint ventures accounted for
under equity method

7000
Total non-operating income and
expenses
7900
Profit before tax
7950
Income tax expenses

8200
Net profit of current period
Other comprehensive income - net
Items not re-classified to profit or
loss
8311
Remeasurements of the defined
benefit plan

8316
Unrealized gain(loss) on valuation
of equity instruments measured at
fair value through other
comprehensive income

8300
Other comprehensive income - net
8500
Total comprehensive income of
current period
Net profit (loss) attributable to:
8610
Owners of the parent company
8620
Non-controlling interests
Total comprehensive income
attributable to:
8710
Owners of the parent company
8720
Non-controlling interests
Earnings per share

9750
Basic earnings per share
9850
Diluted earnings per share

The accompanying notes are an integral part of these consolidated financial statements. Chairman: Hsing-Hai Chen Manager: Ming-Chien Chang

Accounting Supervisor: Candy Chu

10

(English Translation of a Report Originally Issued in Chinese) Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Statement of Changes in Equity

As of December 31, 2019 and 2018

2018
Balance as of January 1, 2018
Effect of retrospective application and retrospective
restatement
Adjusted balance as of January 1, 2018
Net profit of current period
Other comprehensive income (loss) of current period
Total comprehensive income of current period
The distribution of cash dividend from capital surplus
Surplus appropriation and allocation of 2017
Special reserve
Legal reserve
Cash dividends from capital surplus
Recognition of effects from all equity changes in
subsidiaries - cash dividends distribution of subsidiaries
Recognition of effects from all equity changes in
subsidiaries - effects of equity shares obtained by
subsidiaries
The changes in the net value of shares issued by subsidiaries
not recognized in proportion to the shareholding
Adjustment to surplus reserve from dividends paid to
subsidiary
Dividends that are not collected before the designated date
shall be transferred to capital surplus.
Balance as of December 31, 2018
2019
Balance as of January 1, 2019
Net profit of current period
Other comprehensive income (loss)
Total comprehensive income of current period
Surplus appropriation and allocation of 2018
Legal reserve
Cash dividends from capital surplus
Special reserve reversal
Recognition of effects from all equity changes in
subsidiaries - cash dividends distribution of subsidiaries
Disposal of subsidiaries
Adjustment to surplus reserve from dividends paid to
subsidiary
Changes in equity of affiliated companies and joint
ventures accounted for using equity method
Dividends that are not collected before the designated date
shall be transferred to capital surplus.
Adjustment for dividends that are not collected before the
designated date
Balance as of December 31, 2019
Note Equity attribu ta ble to owners of th e parent company parent company parent company Total Non-controlling
interests
Total equity
Common stock Capital surplus R
etained earnings

Other equities
Treasury stock
Legal reserve Special reserve Undistributed
earnings
$ 3,432,991
(
194,377
)
3,238,614
706,508
337
706,845
-
(
194,377
)
(
86,517
)
(
571,518
)
-
-
-
-
-
$ 3,093,047
$ 3,093,047
497,405
636
498,041
(
70,651
)
(
428,638
)
194,377
-
-
-
-
-
-
$ 3,286,176
Unrealized
valuation gains or
losses on financial
assets at fair value
through other
comprehensive
income
Unrealized gains or
losses on
available-for-sale
financial assets
Unrealized assets
Profit or loss
6(17)(18)
6(18)
6(17)
6(17)

6(17)(27)
6(17)
6(17)
6(18)
6(17)
6(17)
6(17)
6(17)
6(17)
6(17)
$ 2,857,589
-
2,857,589
-
-
-
-
-
-
-
-
-
-
-
-
$ 2,857,589
$ 2,857,589
-
-
-
-
-
-
-
-
-
-
-
-
$ 2,857,589

$ 116,645
-
116,645
-
-
-
(
68,929 )
-
-
-
1,146
(
69 )
(
6,117 )
12,608
3,788
$ 59,072
$ 59,072
-
-
-
-
-
-
1,146
35,475
8,438
180
39
(
45 )
$ 104,305

$ 1,202,067
-
1,202,067
-
-
-
-
-
86,517
-
-
-
-
-
-
$ 1,288,584
$ 1,288,584
-
-
-
70,651
-
-
-
-
-
-
-
-
$ 1,359,235

$ -
-
-
-
-
-
194,377
-
-
-
-
-
-
-
$ 194,377
$ 194,377
-
-
-
-
-
(
194,377 )
-
-
-
-
-
-
$
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
$ $ -
(
8,524 )
(
8,524 )
-
-
-
-
-
-
-
-
-
( $ 8,524 )
($ 194,377 )
194,377
-
-
-
-
-
-
-
-
-
-
-
-
-
$ $ -
-
-
-
-
-
-
-
-
-
-
-
$

( $ 137,321
)
-
(
137,321
)
-
-
-
-
-
-
-
-
-
-
-
-
( $ 137,321
)
( $ 137,321
)
-
-
-
-
-
-
-
-
-
-
-
-
( $ 137,321
)
$ 7,277,594
-
7,277,594
706,508
337
706,845
(
68,929 )
-
-
(
571,518 )
1,146
(
69 )
(
6,117 )
12,608
3,788
$ 7,355,348
$ 7,355,348
497,405
(
7,888 )
489,517
-
(
428,638 )
-
1,146
35,475
8,438
180
39
(
45 )
$ 7,461,460
( $ 107,453 )
-
(
107,453 )
9,686
-
9,686
-
-
-
-
(
9,922 )
(
9,338 )
6,117
-
-
( $ 110,910 )
( $ 110,910 )
8,206
-
8,206
-
-
-
(
15,444 )
(
2,533 )
-
-
-
-
( $ 120,681 )

$ 7,170,141
-
7,170,141
716,194
337
716,531
(
68,929
)
-
-
(
571,518
)
(
8,776
)
(
9,407
)
-
12,608
3,788
$ 7,244,438
$ 7,244,438
505,611
(
7,888
)
497,723
-
(
428,638
)
-
(
14,298
)
32,942
8,438
180
39
(
45
)
$ 7,340,779

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

Chairman: Hsing-Hai Chen Manager: Ming-Chien Chang Accounting Supervisor: Candy Ch

11

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Statement of Cash Flows As of December 31, 2019 and 2018

Cash flow from operating activities
Profit before tax for the period
Adjustments
Profits and loss
Depreciation expenses
Amortization expenses
Expected credit impairment loss
Net losses on financial assets at fair value through
profit and loss
Interest expenses
Interest income
Share of profit (loss) of associates and joint
ventures accounted for under equity method
Dividend income
Impairment losses
Changes in operating assets and liabilities:
Net changes in operating assets
Financial assets at fair value through profit and loss
Notes receivable
Accounts receivable
Other receivables
Inventories
Prepayments
Other current assets
Other noncurrent assets
Net changes in liabilities relating to operating
activities
Notes payable
Accounts payable
Contract liabilities
Other payables
Other current liabilities
Other noncurrent liabilities
Cash inflow (outflow) generated from operating
activities
Interest received
Interest paid
Income tax paid
Cash inflow (outflow) from operating activities
Unit: NTD thousand
Note
January 1 to
December 31,2019
January 1 to
December 31,2018
$ 576,180
$ 848,260
6(7)(8)(9)(23)
398,674
398,733
6(10)(23)
85,108
84,132
12(2)
10,006
4,289
6(2)(21)
8,727
87,868
6(22)
8,840
4,887
6(20)
(
49,666 )
(
53,476 )
6(6)
13,194
-
6(20)
(
26,570 )
(
30,622 )
12,057
25,047

(
18,850 )
62,474
(
34 )
315
(
161,164 )
18,212
(
15,256 )
(
13,461 )
795,104
(
2,130,729 )
52,384
12,355
(
3,946 )
665
-
1
(
764 )
2,448
331,538
120,858
388
3,710
(
54,781 )
35,598
1,742
(
10,240 )
384
385
1,963,295
(
528,291 )
50,064
51,839
(
7,837 )
(
3,359 )
(
156,102 )
(
117,098 )
1,849,420
(
596,909 )

(Continue on next page)

12

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and subsidiaries Consolidated Statement of Cash Flows

As of December 31, 2019 and 2018

Cash flow from investing activities
Proceeds from repayment of financial assets at
amortized cost
Financial assets at fair value through other
comprehensive income
Disposal of financial assets at fair value through
profit and loss
Acquisition of investment under equity method
Acquisition of property, plant and equipment
Decrease (increase) in equipment prepayment
Acquisition of intangible assets
Cash outflows from disposal of subsidiaries
Decrease (increase) in guarantee deposits paid
Dividends received
Net cash outflow from investing activities
Cash flow from financing activities
Increase (decrease) in short-term notes and bills
payable
Increase (decrease) in short-term loans
Repayment of the principal amount of lease
liabilities
Increase in deposits received
Cash dividend paid
Cash dividends distributed by subsidiaries to
non-controlling interest
Cash dividends received by subsidiaries from the
parent company
Non-controlling equity obtained by subsidiaries
Dividends that are not collected before the
designated date
Payment of dividends that are not collected before
the designated date
Net cash outflows from financing activities
Increase (decrease) in cash and cash equivalents
Beginning balance of cash and cash equivalents
Ending balance of cash and cash equivalents
Unit: NTD thousand
Note
January 1 to
December 31,2019
January 1 to
December 31,2018
( $ 140,906 )
$ 322,904
-
(
59,300 )
63,905
-
(
2,387 )
-
6(28)
(
268,041 ) (
369,304 )
52,996
(
56,786 )
6(10)
(
44,783 ) (
89,085 )
(
11,607 )
-
185
(
1,439 )
26,570
30,622
(
324,068 ) (
222,388 )
(
99,417 )
99,932
(
96,000 )
370,000
6(28)
(
12,525 )
-
269
99
6(18)
(
428,638 ) (
640,447 )
(
14,298 ) (
8,776 )
8,438
12,608
-
(
9,407 )
39
3,788
(
45 )
-
(
642,177 ) (
172,203 )
883,175
(
991,500 )
6(1)
1,873,828
2,865,328
6(1)
$ 2,757,003
$ 1,873,828

The accompanying notes are an integral part of these consolidated financial statements. Chairman: Hsing-Hai Chen Manager: Ming-Chien Chang Accounting Supervisor: Candy Chu

13

(English Translation of a Report Originally Issued in Chinese)

Elite Semiconductor Memory Technology Inc. and its Subsidiaries Notes to the Consolidated Financial Statements

For Years 2019 and 2018

Unit: NTD thousand

(Unless otherwise indicated)

I. Company History

Elite Semiconductor Memory Technology Inc. (hereinafter referred to as “the Company”) was founded in May 1998 and started operation in December of the same year. The core business of the Company and its subsidiaries (hereinafter referred to as “the Group”) include research, development, production, manufacture, and sales of dynamic and static random access memory, flash memory, analog integrated circuit, analog and digital mixed integrated circuit. The Group also provides technical services related to product design and R&D.

The Company merged with Ji Xin Technology Co., Ltd. On December 5, 2005, and merged with Eon Silicon Solution Inc. on June 8, 2016, and the Company is the surviving company.

II. Approval Date and Procedures of the Consolidated Financial Statements

The consolidated financial statements were approved and issued on March 20, 220, by the Board of Directors.

III. Application of New and Revised Standards, Amendments and Interpretations

  • (I) Effect of the adoption of new issuance of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”).

New standards, interpretations and amendments endorsed by the FSC effective from 2019 are as follows:

2019 are as follows:
Application of New/Revised/Amended Standards,
Amendments and Interpretations

Amendments to IFRS 9 "Prepayment Features with
Negative Compensation”

IFRS 16 “Leases”

Amendments to IAS 19 "Plan Amendments,
Curtailment or Settlement”

Amendments to IAS 28 "Long-term Interests in
Associates and Joint Ventures”

IFRIC 23 "Uncertainty over Income Tax Treatments”
Annual Improvements to IFRS 2015-2017
The Effective Date Announced
by the International Accounting
Standards Board
Jan. 1, 2019
Jan. 1, 2019
Jan. 1, 2019
Jan. 1, 2019
Jan. 1, 2019
Jan. 1, 2019

Except for the following, the above standards and interpretations have no significant impact to the Group's financial condition and financial performance based on the Group's assessment:

IFRS 16 “Leases”

  1. IFRS 16 "Leases" supersedes IAS 17 "Leases" and its relevant IFRIC interpretations and SIC interpretations. The standard requires lessees to recognize a right-of-use asset and a lease liability (except for those leases with terms of 12

14

months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.

  1. When applying the 2019 version of IFRSs as endorsed by the FSC, the Group elects to adopt IFRS 16 without restating the comparative information ("modified retrospective approach" hereinafter) and made adjustments to lessee lease contracts by increasing the right-of-use assets by NT$105,090 and lease liabilities by NT$105,090.

  2. Upon initial adoption of IFRS 16, the Group adopts the following practical expedients:

  3. (1) Contracts that have previously been identified as leases under IAS 17 and IFRIC 4 are not reassessed as to whether they are (or contain) leases but are treated by applying related IFRS 16 requirements.

  4. (2) Applying a single discount rate to a portfolio of leases with reasonably similar characteristics.

  5. (3) The use of hindsight in determining the lease term where the contract contains options to extend to terminate the lease.

  6. The Group applied the Group's incremental borrowing rate to calculate the present value of lease liabilities. The interest rate ranged between 1.50% and 1.52%.

4. similar characteristics.
(3) The use of hindsight in determining the lease term where the contract
contains options to extend to terminate the lease.
The Group applied the Group's incremental borrowing rate to calculate the present
value of lease liabilities. The interest rate ranged between 1.50% and 1.52%.
similar characteristics.
(3) The use of hindsight in determining the lease term where the contract
contains options to extend to terminate the lease.
The Group applied the Group's incremental borrowing rate to calculate the present
value of lease liabilities. The interest rate ranged between 1.50% and 1.52%.
5. The Group discloses the amounts of its operating lease commitments pursuant to
IAS 17. Below is the reconciliation of the present value after discount using the
incremental borrowing rate upon the initial application date and the lease liability
recognized on January 1, 2019.
Operating lease commitments applying IFRS 17 "Disclosures"
as at December 31, 2018
$ 60,825
Add: Adjustment for reasonable evaluation of lease renewal
right
56,705
Total value of lease contracts for which the recognition of a
lease liability is required pursuant to IFRS 16 as at January 1,
2019 $ 117,530
The Group's incremental borrowing rate as at the initial
application date
1.50%~1.52%
Lease liability recognized pursuant to IFRS 16 as at January 1,
2019
$ 105,090

15

(II) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company

New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:

The Effective Date Announced Application of New/Revised/Amended Standards, by the International Accounting Amendments and Interpretations Standards Board Amendments to IAS 1 and IAS 8 "Disclosure Initiative Jan. 1, 2020 - Definition of Materiality” Amendments to IFRS 3 "Definition of a Business” Jan. 1, 2020 Amendments to IFSR 9, IAS 39, and IFRS 7 "Changes Jan. 1, 2020 in Interest Rate Indicators”

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

(III) Effect of IFRSs issued by IASB but not yet endorsed by the FSC

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

The Effective Date Announced Application of New/Revised/Amended Standards, by the International Accounting Amendments and Interpretations Standards Board Amendments to IFRS 10 and IAS 28 "Sale or To be determined by Contribution of Assets between an Investor and its International Accounting Associate or Joint Venture” Standards Board IFRS 17 "Insurance Contracts” Jan. 1, 2021 Amendments to IAS 1 "Classification of Liabilities as Jan. 1, 2022 Current or Non-current”

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

IV. Summary of Significant Accounting Policies

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(I) Compliance Statement

  • These consolidated financial statements are prepared by the Group in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC, and SIC Interpretations endorsed by the FSC.

  • (II) Preparation Basis

  • Except for the following significant items, these consolidated financial statements have been prepared under the historical cost convention:

    • (1) Financial assets and financial liabilities (including derivatives instruments) at fair value through profit or loss.

    • (2) Financial assets measured at fair value through other comprehensive income.

    • (3) Defined benefit liabilities recognized based on the net amount of pension

16

fund assets less present value of defined benefit obligation.

  1. The preparation of financial statements requires the use of certain significant accounting estimates. It also requires the management to exercise its judgment in the process of applying the Group's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.

(III) Consolidation Basis

  1. Principles for preparation of consolidated financial statements

  2. (1) All subsidiaries are included in the Group's consolidated financial statements. Subsidiaries refer to entities controlled by the Group. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

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

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

  5. (4) Changes in a parent's ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.

2. Subsidiaries included in the consolidated financial statements:

Investorcompany Name of
subsidiaries
Business activities Percentage of shareholdings Percentage of shareholdings Percentage of shareholdings
December
31,2019
December
31,2018
Description
Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Elite Memory
Technology Inc.

CML Inc.

Chang Feng
Investment Ltd.

Jie Yong
R&D, production,
sales and relevant
consulting service of
integrated circuit
General investment
General investment
General investment
100
-
100
41.86
100
100
100
41.86


Note 7


Note 1

17

Investor company Name of
subsidiaries
Business activities Percentage of shareholdings Percentage of shareholdings Percentage of shareholdings
December
31,2019
December
31,2018
Description
Technology Inc.
Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Technology Inc.

Elite Semiconductor Memory
Technology Inc.

Chang Feng Investment Ltd.
Chang Feng Investment Ltd.
Chang Feng Investment Ltd.
Chang Feng Investment Ltd.
Chang Feng Investment Ltd.
Chang Feng Investment Ltd.
CML Inc.

Elite Innovation (B.V.I.) Ltd.
Investment Ltd.
Elite Investment
Services Ltd.

Elite
Semiconductor
(B.V.I.) Ltd.

Eon Silicon
Solution
(Samoa) Inc.

Eon Silicon
Solutions, Inc.
USA

3R
Semiconductor
Technology Inc.

Elite Silicon
Technology Inc.

Canyon
Semiconductor
Inc.

Elite Innovation
Japan Ltd.

Elite
Semiconductor
Memory
Technology
(Shenzhen) Inc.

Elite
Semiconductor
Microelectronics
(Shanghai)
Technology Inc.

Elite Innovation
(B.V.I.) Ltd.

Elite Innovation
Japan Ltd.
General investment
General investment
Investigation and
research of market
condition and
industrial technology
Design, development
and testing of
products
Product design,
wholesale and retail
of electronic
materials,
manufacturing of
electronic
components,
information software
services and
international trade
Product design,
wholesale and retail
of electronic
materials,
manufacturing of
electronic
components,
information software
services and
international trade
International trade,
electronic component
manufacturing,
product design, and
information software
services
Product design,
wholesale and retail
of electronic
materials,
manufacturing of
electronic
components,
information software
services and
international trade
Technical
consultation and
service, after-sales
service
Product design,
wholesale and retail
of electronic
materials,
information software
services and
international trade
General investment
Product design,
wholesale and retail
of electronic
materials,
100
100
-
100
100
79.37
-
100
100
-
-
-
100
50
100
100
100
79.37
77.95
-
-
-
100
100


Note 3

Note 4




Note 2

Note 5

Note 4

Note 8

Note 6

Note 5

18

Investor company Name of
subsidiaries
Business activities Percentage of shareholdings Percentage of shareholdings Percentage of shareholdings
December
31,2019
December
31,2018
Description
Elite Investment Services
Ltd.

Eon Silicon Solution
(Samoa) Inc.
Elite
Semiconductor
(B.V.I.) Ltd.

Elite
Semiconductor
Memory
Technology
(Shenzhen) Inc.
manufacturing of
electronic
components,
information software
services and
international trade
General Investment
Technical
consultation and
service, after-sales
service
-
-
50
100

Note 3

Note 4
  • Note 1. The Company holds the majority voting rights of Jie Yong Investment Ltd. As their main management is the same, and the Company has substantial control over Jie Yong after evaluation. Therefore, Jie Yong is included as the subsidiary of the Company’s consolidated financial report.

  • Note 2. Since Chang Feng Investment Ltd. did not participate in Canyon Semiconductor’s capital increase by issuance of shares by cash on March 4, 2019, the shareholding ratio of Chang Feng Investment decreased from 77.95% to 38.21%. In addition, Chang Feng Investment Ltd. purchased shares of Canyon Semiconductor in December 2019, increasing its shareholding percentage from 38.21% to 40.93%. After evaluation, Chang Feng Investment has no control in Canyon Semiconductor, so Canyon Semiconductor is removed from the consolidated financial statements.

  • Note 3. Elite Investment Services Ltd. sold its 50% equity in Elite Semiconductor (B.V.I.) Ltd. to Elite Semiconductor Memory Technology Inc. on June 27, 2019.

  • Note 4. Eon Silicon Solution (Samoa) Inc. completed the dissolution and liquidation on September 2, 2019, and sold its 100% equity in Elite Semiconductor Memory Technology (Shenzhen) Inc. to Chang Feng Investment Ltd.

  • Note 5. Elite Innovation (B.V.I) Ltd. sold its 100% equity in Elite Innovation Japan Ltd. to Chang Feng Investment Ltd. on September 17, 2019.

  • Note 6. Elite Innovation (B.V.I) Ltd. completed the liquidation procedures in September 2019.

  • Note 7. CML Inc. completed the liquidation procedures in December 2019.

  • Note 8. Elite Semiconductor Microelectronics (Shanghai) Technology Inc. was incorporated on November 27, 2019. It has not applied for investment to the Investment Commission of the Ministry of Economic Affairs, and it has not yet started operation since December 31, 2019.

  • Subsidiaries not included in the consolidated financial reports: None.

  • Adjustment for subsidiaries with different balance sheet date: None.

  • Material restrictions: None.

  • Subsidiaries with material non-controlling interest to the Group: None.

(IV) Foreign Currency Translation

  • Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (that is, the functional currency). The consolidated financial statements are presented in New Taiwan Dollars, which is the Company's functional and the Group's presentation currency.

Foreign currency transactions and balances

  1. 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.

19

  1. Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognized in profit or loss in the period.

  2. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss as part of the fair value gain or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  3. All exchange gains and losses are presented as "other gains and losses" on the statements of comprehensive income

(V) Classification of Current and Non-Current Asset and Liability Items

  1. Assets that meet one of the following criteria are classified as current assets:

  2. (1) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle.

  3. (2) Assets arising mainly from trading activities.

  4. (3) Assets that are expected to be realized within twelve months from the balance sheet date.

  5. (4) 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.

  6. All other assets that do not meet any of the above criteria are classified as non-current assets.

  7. Liabilities that meet one of the following criteria are classified as current liabilities:

  8. (1) Liabilities that are expected to be paid off within the normal operating cycle.

  9. (2) Assets arising mainly from trading activities.

  10. (3) Liabilities that are to be paid off within twelve months from the balance sheet date.

  11. (4) 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

20

classification.

All other liabilities that do not meet any of the above criteria are classified as non-current liabilities.

(VI) Cash Equivalents

  • Cash equivalents refer to short-term and highly liquid investments that are readily convertible to known amount of cash and subject to an insignificant risk of changes in value. Time deposits can be classified as cash equivalents if they meet the criteria mentioned above and are held for short-term cash commitments in operational purpose.

(VII) Financial assets at fair value through profit and loss

  1. Financial assets at fair value through profit or loss are financial assets that are not measured at amortized cost or fair value through other comprehensive income.

  2. Based on a regular purchase or sale way, financial assets at fair value through profit or loss are recognized using trade date accounting.

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

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

(VIII) Financial Assets at Fair Value through Other Comprehensive Income

  1. Refers to the irrevocable selection made at initial recognition that allows the Group to present fair value changes of equity investment not held for trading in other comprehensive income; or debt investment that meets all the criteria simultaneously:

  2. (1) Financial assets held within a business model of which the holding objective is to collect the contractual cash flows and to sell.

  3. (2) The cash flows on specific dates that are generated from the contractual terms of the financial assets are solely payments of the principle and interest on the principle amount outstanding.

  4. The Group's financial assets measured at fair value through other comprehensive profit or loss in accordance with the trading conventions are accounted for on the trade date.

  5. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value.

The changes in fair value of equity investments that were recognized in other comprehensive income are reclassified to retained earnings and are not

21

reclassified to profit or loss following the derecognition of the investment. Dividends are recognized as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

  • (IX) Financial Assets Measured at Cost After Amortization

  • Financial assets at amortized cost are those that meet all of the following criteria:

    • (1) The objective of the Company’s business model is achieved by collecting contractual cash flows; and

    • (2) The cash flows on specific dates that are generated from the contractual terms of the financial assets are solely payments of the principle and interest on the principle amount outstanding.

  • The Group uses the trade day accounting for financial assets measured at amortized cost and complied with trade practices.

  • At initial recognition, the Group measures the financial assets at fair value plus transaction costs. In subsequent periods, interest income is recognized using the effective interest method and impairment loss is accounted for. Upon derecognition, the gain or loss is recognized in profit or loss.

  • The Group holds time deposits that do not meet the definition of cash equivalents. Due to their short maturity periods, the impact of discounting is not significant. Thus, they are measured by the investment amount.

(X) Accounts Receivable and Notes

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

  2. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(XI) Impairments of Financial Assets

  • The Group measures the loss allowance for financial assets and accounts receivable containing significant financial components measured at amortized cost after taking into account all reasonable and proving information (including foreseeing information) at each balance sheet date; where the credit risk has not significantly increased since initial recognition, the loss allowance is measured at the 12-month expected credit losses; where the credit risk has increased significantly since initial recognition, the loss allowance is measured at full lifetime expected credit losses; and where they are accounts receivables or contract assets that do not comprise any significant financing components, the loss allowance is measured at full lifetime expected credit losses.

(XII) The Derecognition of Financial Assets

The Group derecognizes a financial asset when the contractual rights to receive cash

22

flows from the financial asset expire.

(XIII) Inventories

  • Inventories are measured at the lower of cost and net realizable value. Cost is determined using the weighted-average cost method. The cost of finished goods and goods in process comprises raw materials, direct labor, other direct costs and related production overheads. However, loan costs are excluded. The item by item approach is used in applying the lower of cost and net realizable value. Net realizable value is the balance obtained after the estimated selling price in the ordinary course of business minuses the estimated cost of completion and applicable variable selling expenses.

(XIV) Investments Accounted for under the Equity Method/Associates

  1. Associates are all entities over which the Group has significant influence but does not control. In general, it is presumed that the investor has significant influence if an investor directly or indirectly holds 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.

  2. The Group's share of its associates' post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Group's share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  3. When an associate’s equity changes are not recognized in profit or loss or other comprehensive income of the associate, and such changes do not affect the Company’s ownership percentage of the associate, the Group recognizes the change in ownership interests in the associate in "capital surplus" in proportion to its ownership.

  4. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group's interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

  5. Where an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group's ownership percentage of the associate but maintains significant influence on the associate, the "capital surplus" and "investments accounted for under the equity method" shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group's

23

ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.

  1. Upon loss of significant influence over an associate, the Group shall remeasure the remaining investment retained in the former associate at its fair value. Any difference between the fair value and the carrying amount is recognized in profit or loss for the period.

  2. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are handled on the same basis as would be required if the relevant assets or liabilities were disposed of. That is, the profits or losses recognizes in other comprehensive income are reclassified to profit or loss upon disposal of such assets or liabilities. In circumstances where the Group loses significant influence over this associate, such assets or liabilities are reclassified to profit or loss If it retains significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified under profit or loss proportionately in accordance with the aforementioned approach.

(XV) Property, Plant, and Equipment

  1. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.

  2. Subsequent costs are included in the asset's carrying amount or recognized as a separate asset only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  3. Except for the land not being 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.

  4. The Group reviews each asset's residual values, useful lives and depreciation methods at the end of each financial year. If expectations for the assets' residual values and useful lives differ from previous estimates or the consumption patterns of the assets' future economic benefits embodied in the assets have changed significantly, any change is seen as a change in estimate under IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" from the date of the change.

24

The estimated useful lives of property, plant and equipment are as follows: Houses and buildings 3 to 20 years Machinery equipment 3 to 8 years Laboratory equipment 3 to 8 years Others 3 to 10 years

  • (XVI) Lease Transaction in the Capacity of a Lessee - Right-of-Use Assets/Lease Liabilities

Applicable for the annual periods beginning on or after January 1, 2019

  1. A right-of-use asset and a lease liability are recognized for a leased asset on the date when it becomes readily available for the Group's use. When a lease contract is a short-term lease or when it is a lease of which the underlying asset is of low value, lease payments are recognized as an expense on a straight-line basis over the lease term.

  2. The Group recognizes the present value of unpaid lease liabilities discounted at the Group’s incremental borrowing interest rate starting from the lease starting date. Lease payments include fixed payments, excluding any lease incentives. Subsequently, lease liabilities are measured at the amortized cost using the effective interest rate method, and interest expense is allocated over the lease term.

  3. Starting from the lease date, the Group assesses whether it can reasonably determine its option to extend the lease or purchase the underlying asset, or not to terminate the lease. The Group considers all relevant facts and circumstances that will generate economic incentives to exercise or not exercise the options. Such circumstances include all expected changes in facts and situations from the start of the lease to the day when the option is exercised. Main factors to consider include contractual terms and conditions within the period of options and the importance of the underlying asset to the lessee’s operations, etc. The lease term will be reassessed if a significant change or a major change in circumstances occurs within the Company's control range.

  4. When a change in the lease term or lease payments occurs due to reasons other than lease modifications, lease liabilities are reassessed and the remeasurements are adjusted to the right-of-use assets.

  5. Right-of-use assets are recognized at cost on the lease starting date. The cost refers to the initial measurement of the lease liabilities. A right-of-use asset is subsequently measured using the cost model and depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset and the end of the lease term. When a lease liability is reassessed, the right-of-use asset is adjusted for any remeasurements of the lease liability.

(XVII) Operating Lease (The Lessee)

25

Applicable for the annual periods beginning on or after January 1, 2018

Income made under an operating lease (net of any incentives received from the lessor) is recognized in profit or loss on a straight-line basis over the lease term.

(XVIII) Investment Property

An investment property is stated initially at its cost and measured subsequently using the cost model. Investment property is depreciated on a straight-line basis over its estimated useful life of 20 years.

(XIX) Intangible Assets

  1. Patent, specialized technology and customer relations The patent, specialized technology, and customer relations acquired from a M&A are recognized at fair value on the acquisition date and are depreciated on a straight-line basis over its estimated useful life of 20 years.

  2. Goodwill Goodwill arises in a business combination that applies the acquisition method.

  3. Other intangible assets, which mainly refer to computer software, are recognized at cost on the acquisition date and are depreciated on a straight-line basis over its estimated useful life of 1~3 years.

  4. (XX) Impairment of Non-Financial Assets

  5. The Group assesses on 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 amount between an asset's fair value deducting costs to sell and the value in use. When the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss shall be reversed. The increased carrying amount due to reversal shall not exceed what the depreciated or amortized historical cost would have been if the impairment had not been recognized.

  6. The recoverable amount of goodwill shall be 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.

  7. The Company's goodwill is the purpose of impairment testing and will be allocated to each of the cash-generating units. According to the operational unit's recognition, the Company's goodwill is allocated to the cash-generating units or groups that are expected to benefit from the business combination that generates goodwill.

  8. (XXI) Borrowings

  9. Borrowings refer to short-term loans from banks. Borrowings are recognized

26

initially at fair value, net of transaction costs, and are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.

(XXII) Accounts Payable and Notes

  • Accounts payable and notes are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. They are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. However, short-term accounts payable without bearing interest are subsequently measured at the initial invoice amount as the effect of discounting is immaterial.

(XXIII) De-recognition of Financial Liabilities

The Group derecognizes a financial liability when the obligation under the contract is performed, canceled, or expires.

  • (XXIV) Provisions

Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognized as interest expense. Provisions are not recognized for future operating losses.

(XXV) Employee Benefits

  1. Short-term employee benefits

  2. Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of services rendered by employees in a period and shall be recognized as an expense in that period when the employees render services.

  3. Pension

  4. (1) Defined contribution pension plan

For defined contribution plans, the contributions are recognized as pension expense 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.

  • (2) Defined benefit plans

  • A. Net obligation under a defined benefit plan refers to the discounted present value generated from the employees' current for past services;

27

the present value under the defined benefit plan on the balance sheet date shall minus the fair value of plan assets. The net obligation under the defined benefit plan is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using government bonds yield on the balance sheet date of currency and term consistent with that of the defined benefit plan and the balance sheet date.

  • B. Remeasurements arising under defined benefit plans are recognized in other comprehensive income for the period and are recorded as other equity.

  • C. Past service costs are recognized immediately as profit or loss.

  • Remuneration to employees, Directors and Supervisors Remuneration to employees, Directors, and Supervisors are recognized as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently distributed amounts are accounted for changes in estimates. If employee remuneration is paid by shares, the Group calculates the number of shares based on the closing price one day prior to the Board resolution.

(XXVI) Share-Based Payment to Employees

  1. For equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments on the granting date and are recognized as the remuneration cost over a vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments shall reflect the impact of market vesting conditions and non-market vesting conditions. Recognized remuneration cost is subject to adjustments based on the service conditions and non-market vesting conditions that are expected to be satisfied until the amount of remuneration cost recognized is the number of equity instruments that are eventually vested on the vesting date.

  2. The Company’s new restricted employee shares:

  3. (1) Remuneration cost is recognized based on the fair value of the equity instruments on the granting date over the vesting period.

  4. (2) For shares that can be included in dividend distribution, employees are not required to return the dividends if they resign during the vesting period. The Group recognizes the fair value of the dividends received by the employees who are expected to resign during the vesting period as remuneration cost on the dividend declaration date.

  5. (3) Employees are not required to make payments to obtain new restricted employee shares. If an employee resigns within the vesting period, he/she

28

shall return the share and the Company shall cancel the share.

(XXVII) Income Tax

  1. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except for 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.

  2. The current income tax expense is calculated on the basis of the tax laws substantively enacted on 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 in accordance with the Income Tax Act and is recorded as income tax expense in the year the shareholders resolve to retain the earnings based on the actual earnings appropriation.

  3. Deferred tax is recognized, using the balance sheet approach, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. Deferred income tax liabilities arising from the originally recognized goodwill are not recognized. Deferred income tax is not recognized if it originates from the original recognition of the asset or liability in transactions (excluding mergers) and did not affect accounting profits or taxable income (taxable loss) at the time of the transaction. Deferred income tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled.

  4. Deferred 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. On each balance sheet date, unrecognized and recognized deferred tax assets are reassessed.

  5. A deferred tax asset shall be recognized for the carry-forward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.

  6. If tax rate changes in the interim, the Group recognizes all effects of changes to

29

the period when such changes accrue; for income tax attributable to items not included in profit or loss, effects of changes are recognized in other comprehensive income or equity; and for income tax related to items included in profit or loss, effects of changes are recognized in profit or loss.

(XXVIII) Share Capital

  1. 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.

  2. 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.

(XXIX) Dividends

Dividends are recorded in the Company's financial statements in the period in which they are resolved by the Company's shareholders. Cash dividend distributions are recorded as liabilities; stock dividends distributions are recorded as stock dividends to be distributed and are reclassified as ordinary shares on the effective date of new shares issuance.

  • (XXX) Recognition of Revenue

  • The Group manufactures and sells integrated circuits and recognizes sales revenue when the control of goods is transferred to customers, i.e. when goods are delivered to customers and the Group doesn't have further performance obligations that might affect the acceptance of goods by customers. When goods are delivered to a specific location, the risk of delivery, obsolescence, and loss is transferred to customers, who accept the goods in accordance with the contractual terms, or when any objective evidence suggests that all criteria for the transaction have been satisfied and the goods delivery has ocurred.

  • The Group accepts sales orders from customers. Sales revenue is recognized according to the contract price, and the Company transfers the promised goods or services to customers. Since the customer's payment period does not exceed one year, the Group has not adjusted the monetary time value of the transaction price.

  • Accounts receivable are recognized when goods are delivered to customers, at which time the Group's right to the consideration for contracts from customers is unconditional, except for passage of time.

(XXXI) Operating Segments

Operating segments are reported in a manner consistent with the internal reporting

30

provided to the chief of operating decision maker. The chief operating decision makers are responsible for allocating resources to the operating segments and assessing their performance.

  • V. Main Sources of Significant Accounting Judgments, Assumptions and Estimates Uncertainty The preparation of these consolidated financial statements requires the management to make critical judgments in applying the Group's accounting policies and make critical assumptions and estimates concerning future events. Material accounting estimates and assumptions may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such estimates and assumptions have a significant risk of causing a material adjustment of the carrying amounts of assets and liabilities within the next financial year. The related explanation about the uncertainties in material accounting judgments, estimates, and assumptions is addressed below:

  • (I) Critical judgments in applying the Company’s accounting policies None.

(II) Significant accounting estimates and assumptions

  1. Impairment of goodwill The assessment of goodwill impairment relies on the Group ’s subjective judgment, including identifying cash-generating units and the allocation of assets and liabilities and goodwill to the relevant cash-generating units, and determining the recoverable amount of the relevant cash-generating units. For information related to the assessment of goodwill impairment, please refer to Note 6 (11). Total book value of goodwill on December 31, 2019 is NT$43,654.

  2. Inventory valuation As inventories are stated at the lower of cost and net realizable value, the Group must determine the net realizable value of inventories on balance sheet date using judgments and estimates. Due to the rapid technological changes, the Group evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on the balance sheet date, and writes down the cost of inventories to the net realizable value. Since the inventory valuation is estimated based on demands for products in a specific future period, it may be subject to significant changes.

Total carrying value of inventories on December 31, 2019 is NT$4,972,552.

VI. Summary of Significant Accounts

(I) Cash and cash equivalents

of Significant Accounts
Cash and cash equivalents
Cash on hand and revolving funds
Checking deposits and demand deposits
Time deposits
2019.12.31 2018.12.31
$ 171
394,658
2,362,174
$ 522
226,878
1,646,428
$2,757,003 $1,873,828
  1. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty

31

default is remote.

  1. For the restrictions on the Group's use of cash and cash equivalents as pledge guarantees, please refer to Note 8.

(II) Financial assets at fair value through profit and loss

Items
Current items:
Financial assets mandatorily measured at fair
value through profit or loss
TWSE/TPEx-listed stocks
Emerging stocks
Unlisted stocks
Beneficiary certificates
Corporate bond
Preference share
Subtotal
Evaluation adjustment

Total
2019.12.31
$ 1,567
148,013
23,263
74,442
31,226
14,510
293,021
(40,428)
$252,593
2018.12.31
$ 47,361
170,444
4,413
75,152
31,226
14,866
343,462
(37,088)
$306,374
  1. Financial assets measured at fair value through profit or loss that are recognized in profit loss are detailed as follows:
Financial assets mandatorily measured at fair
value through profit or loss
Equity instruments
Debt instruments
Beneficiary certificates
Total
2019
($ 14,498)
3,115
2,656
($8,727)
2018
($ 81,431)
( 8,153)
1,716
($87,868)
  1. The Group has no financial assets at fair value through profit or loss pledged as collateral.

  2. For information on the credit risk of financial assets measured at fair value through profit or loss, please refer to Note 12 (2) 3.(2).

(III) Financial assets at fair value through other comprehensive income

Items
Non-current items:
Equity instruments
Unlisted stocks
Evaluation adjustment
2019.12.31
$ 59,300
(8,524)
$50,776
2018.12.31
$ 59,300
-
$59,300

The Group has chosen to classify equity investment in strategic investment as financial assets at fair value through other comprehensive income, which is at NT$50,776 and NT$59,300 as of December 31, 2018 and 2019, respectively.

(IV) Accounts receivable

Accounts receivable
Accounts receivable - general customers
Accounts receivable - related parties
Less: Allowance for losses
2019.12.31
$ 1,270,992
241
1,271,233
(14,295)
$1,256,938
2018.12.31
$ 1,109,724
478
1,110,202
(4,289)
$1,105,913

32

  1. Aging analysis of accounts receivable is stated as follows:
Not past due
Past due - within 30 days
Past due - 31~90 days
Past due - 91~180 days
Past due - over 181 days
2018.12.31
$ 1,256,700
238
-
-
14,295
$ 1,271,233
2018.12.31
$ 1,094,591
1,285
-
14,326
-
$1,110,202

The aging analysis above is based on past due date.

  1. Without regard to the security held or other credit enhancement, the maximum amounts of exposure at default best representing credit risk of the Group's accounts receivable on December 31, 2018 and December 31, 2017 are NT$1,256,938 and NT$1,105,913, respectively.

  2. The collaterals and fair value of collaterals held by the Group as security for accounts receivable are as follows:

accounts receivable are as follows:
Bank guarantee
Pledged certificate of deposit
Deposits received (Recognized in “other
noncurrent liabilities”)
Letters of credit
Company promissory note/check
2019.12.31
$ 43,494
7,500
8,794
546,672
366,621
$973,081
2018.12.31
$ 59,215
7,500
8,600
549,718
423,737
$1,048,770
  1. For credit risk information on accounts receivable, please refer to Note 12 (2).

  2. The balance of accounts receivable and notes receivable on December 31, 2019 and 2018 were generated from customer contracts. The balance of receivables on customer contract on January 1, 2018, was NT$1,128,414.

  3. The Group does not have account receivables provided as securities or guarantees.

(V) Inventories

guarantees.
Inventories
Raw materials
Work in process
Finished goods
Inventory in transit
Raw materials
Work in process
Finished goods
Inventory in transit
2019.12.31 Book value
$ 148,876
3,942,623
876,660
4,393
$ 4,972,552
Book value
$ 428,239
4,009,977
1,324,413
5,027
$5,767,656
Cost Allowance for
valuation loss
$ 158,670
4,013,286
965,399
4,393
($ 9,794)
( 70,663)
( 88,739)

-
$ 5,141,748 ($169,196)
2018.12.31
Cost Allowance for
valuation loss
$ 457,571
4,150,475
1,409,237
5,027
($ 29,332)
( 140,498)
( 84,824)

-
$6,022,310 ($254,654)

33

The cost of inventories recognized as expense for the period:

Cost of inventories sold
Losses (reversed gains) from price decline or
obsolescence of inventory
2019
$ 10,266,729
(85,458)
$10,181,271
2018
$ 9,279,781
146,416
$9,426,197

In 2019, the provision for the recorded falling price losses of the inventories was sold; there were reversed gains.

(VI) Investments accounted for using equity method

sold; there were reversed gains.
Investments accounted for using equity method
January 1

The increase in investments accounted under equity method
(Note)
Share of interests from investments under equity method
December 31
Associates
2018: None.
2019
$ -
46,404
(13,194)
$33,210
2019.12.31
$33,210

Note: The Group held 7,795 thousand shares or NT$77,950 in its subsidiary, Canyon Semiconductor Inc. (hereinafter referred to as Canyon Semiconductor). As the Group did not participate in Canyon Semiconductor’s capital increase by the issuance of shares for cash on March 4, 2019, the shareholding ratio of the Group decreased from 77.95% to 38.21%. In addition, Chang Feng Investment Co., Ltd. purchased shares of Canyon Semiconductor in December 2019, increasing its percentage of shareholding from 38.21% to 40.93%. Though the Group no longer controls Canyon Semiconductor, it has still significant influences on the subsidiary.

  1. Associates

  2. (1) Information of major associates of the Group is as follows:

Company name Principal places
of business
Percentage of
shareholding
Nature of
relationship
Method of
measurement
Canyon
Semiconductor
Inc.
Taiwan 2019.12.31 Holding over
20% of
voting rights
Equity method
40.93%

34

  • (2) The summarized financial information in respect of the Group's major

  • associates is set out as below:

Balance sheet

associates is set out as below:
Balance sheet
associates is set out as below:
Balance sheet
associates is set out as below:
Balance sheet
associates is set out as below:
Balance sheet
Current assets
Noncurrent assets
Current liabilities
Total net assets
Share in the net assets of associates
Book value of associates
Statement of comprehensive income
Revenue
Net income (loss) for the year from the continuing
department
Total comprehensive income (loss) for the current period
Property, plant, and equipment
Land
Houses and
buildings
Machinery
equipment
Laboratory
equipment
Jan. 1, 2019
Cost
$9,023
$615,250
$393,874
$188,647
Accumulated
depreciation and
impairment
-
(332,185)
(313,959)
(134,215)
$9,023
$283,065
$79,915
$54,432
2019
January 1
$9,023
$283,065
$ 79,915
$ 54,432
Additions
-
5,496
35,908
10,070
Transfer (Note 1)
-
15,195
-
59,205
Effect of changes in
consolidated entities
-
-
-
( 336)
Depreciation
expenses
-
( 32,703)
( 38,667)
( 20,465)
Dec. 31
$9,023
$271,053
$77,156
$102,906
2019.12.31
Cost
$9,023
$635,941
$429,782
$249,302
Accumulated
depreciation and
impairment
-
( 364,888)
( 352,626)
( 146,396)
$9,023
$271,053
$77,156
$102,906
Canyon Semiconductor
Inc.
2019.12.31
$ 91,092
1,596
(11,549)
$81,139
$33,210
$81,139
Canyon Semiconductor
Inc.
2019
$ 21,440
($33,589)
($33,589)
21,440
33,589)
33,589)
Others Total

Jan. 1, 2019
Cost
Accumulated
depreciation and
impairment
2019
January 1
Additions
Transfer (Note 1)
Effect of changes in
consolidated entities
Depreciation
expenses
Dec. 31
2019.12.31
Cost
Accumulated
depreciation and
impairment

Land
$9,023
-
$615,250
(332,185)
$393,874
(313,959)
$1,081,083
(708,456)
$2,287,877
(1,488,815)
$9,023 $283,065 $79,915 $372,627 $799,062
$9,023
-
-
-
-
$283,065
5,496
15,195
-
( 32,703)
$ 79,915
35,908
-
-
( 38,667)
$ 372,627
159,093
-
( 2,843)
( 292,687)
$ 799,062
210,567
74,400
( 3,179)
( 384,522)
$9,023 $271,053 $77,156 $236,190 $696,328
$9,023
-
$635,941
( 364,888)
$429,782
( 352,626)
$1,231,048
( 994,858)
$2,555,096
( 1,858,768)
$9,023 $271,053 $77,156 $236,190 $696,328

(VII) Property, plant, and equipment

35

Jan. 1, 2018
Cost
Accumulated
depreciation and
impairment
2018
January 1
Acquisition
Reclassification
(Note 2)
Depreciation
expenses
Dec. 31
2018.12.31
Cost
Accumulated
depreciation and
impairment
Land Houses and
buildings
Machinery
equipment
Laboratory
equipment
Others Total
$9,023
-
$631,503
(301,551)
$388,737
(252,951)
$169,103
(115,703)
$ 785,191
(421,651)
$1,983,557
(1,091,856)
$9,023 $329,952 $135,786 $ 53,400 $ 363,540 $ 891,701
$9,023
-
-
-
$329,952
4,116
( 20,369)
( 30,634)
$135,786
5,137
-
( 61,008)
$ 53,400
19,993
-
( 18,961)
$ 363,540
296,489
-
( 287,402)
$ 891,701
325,735
( 20,369)
( 398,005)
$9,023 $283,065 $ 79,915 $ 54,432 $ 372,627 $ 799,062
$9,023
-
$615,250
(332,185)
$393,874
(313,959)
$188,647
(134,215)
$1,081,083
(708,456)
$2,287,877
(1,488,815)
$9,023 $283,065 $ 79,915 $ 54,432 $ 372,627 $ 799,062
  • Note 1. Transferred from prepayments for facilities (listed in “other noncurrent assets”).

  • Note 2. The Group rented buildings and structures since April 2018. Thus, relevant houses and buildings are reclassified to investment property. Please refer to Note 6 (9) for details. 1. The Group has no capitalization of interests in 2019 and 2018.

  • The Group does not provide property, plant and equipment as collateral.

(VIII) Lease Transaction – Lessee

Applicable for the annual periods beginning on or after January 1, 2019

  1. The Group’s leased objects include land, houses and buildings, company vehicles, and photocopy machines. The periods of the lease contract vary from 2 to 20 years. The lease contracts are negotiated individually and contain different terms and conditions. The company vehicles and staff quarters leased by the Group are classified as short-term lease contracts as the lease periods do not exceed 12 months.

  2. Below is the carrying amounts of right-of-use assets and their recognized depreciation expenses:

depreciation expenses:
Land
Houses and buildings
Company vehicles
Photocopy machines
2019.12.31
Book value

$ 65,641
19,270
470
986
$86,367
2019
Depreciation expenses
$ 3,420
7,334
1,732
696
$13,182
  1. The profit and loss items related to the lease contracts are as follows:
Items that affect profit or loss
Interest expense on lease liability
Rent expense of short-term leases
2019
$1,191
$9,052
  1. The Group's cash outflow from leases amounted to NT$22,909 in 2019.

36

(IX) Investment property
Houses and buildings
Jan. 1, 2019
Cost
$ 20,369
Accumulated depreciation and impairment
(728)
$19,641
2019
January 1
$ 19,641
Depreciation expenses
( 970)
Dec. 31
$18,671
2019.12.31
Cost
$ 20,369
Accumulated depreciation and impairment
(1,698)
$18,671
Houses and buildings
Jan. 1, 2018
Cost
$ -
Accumulated depreciation and impairment
-
$-
2018
January 1
$ -
Reclassification
20,369
Depreciation expenses
(728)
Dec. 31
$19,641
2018.12.31
Cost
$ 20,369
Accumulated depreciation and impairment
(728)
$19,641
1.
Rental income from the lease of the investment property and direct operating
expenses arising from the investment property:
2019
2018
Rental income from investment property
$2,436
$1,960
Direct operating expenses arising from the
investment property generating rental income
in the period
$970
$728
2.
The fair value of the investment properties held by the Group on December 31,
2019 and 2018 are NT$10,538 and NT$12,380. This is the evaluation results
based on the income approach. The main assumptions are as follows:
2019.12.31
2018.12.31
Net income as a percentage of capital (Note)
13.86%
10.96%
Note: Calculated based on the weighted average capital cost of the issuer.
3.
The Group has no capitalization of interests in 2019 and 2018.
4.
The Group does not provide investment property as collateral.

37

(X) Intangible assets

Intangible assets
Jan. 1, 2019
Cost
Accumulated
amortization and
impairment
2019
January 1
Acquisition
Amortization
expenses
Impairment losses
Dec. 31
2019.12.31
Cost
Accumulated
amortization and
impairment
Jan. 1, 2018
Cost
Accumulated
amortization and
impairment
2018
January 1
Acquisition
Amortization
expenses
Impairment losses
Dec. 31
2018.12.31
Cost
Accumulated
amortization and
impairment
Patent and
specialized
technology
$ 34,478
(16,596)
$17,882
$ 17,882
-
( 8,960)
-
$8,922
$ 34,478
(25,556)
$8,922
Patent and
specialized
technology
$ 19,183
(8,927)
$10,256
$ 10,256
15,295
( 7,669)
-
$17,882
$ 34,478
(16,596)
$17,882
Customer
relations
$ 11,000
(9,473)
$1,527
$ 1,527
-
( 1,527)
-
$-
$ 11,000
(11,000)
$-
Customer
relations
$ 11,000
(5,806)
$5,194
$ 5,194
-
( 3,667)
-
$1,527
$ 11,000
(9,473)
$1,527
Goodwill
$ 80,758
(25,047)
Others
$ 159,069
(100,214)
$58,855
$ 58,855
44,783
( 74,621)
-
$29,017
$ 203,852
(174,835)
$29,017
Others
$ 170,003
(112,142)
$57,861
$ 57,861
73,790
( 72,796)
-
$58,855
$ 159,069
(100,214)
$58,855
Total
$ 285,305
(151,330)
$55,711
$ 55,711
-
-
(12,057)
$43,654
$ 80,758
(37,104)
$43,654
Goodwill
$ 80,758
-
$80,758
$ 80,758
-
-
(25,047)
$55,711
$ 80,758
(25,047)
$55,711
$133,975
$ 133,975
44,783
( 85,108)
(12,057)
$81,593
$ 330,088
(248,495)
$81,593
Total
$ 280,944
(126,875)
$154,069
$ 154,069
89,085
( 84,132)
(25,047)
$133,975
$ 285,305
(151,330)
$133,975
  1. Details of the amortization of intangible assets are as follows:
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
2019
$ 8,405
1,864
711
74,128
$85,108
2018
$ 6,336
4,034
860
72,902
$84,132
  1. The Group has no capitalization of interests in 2019 and 2018.

  2. There is no impairment of tangible assets. Please refer to Note 6 (11) for explanation.

38

  1. The Group does not provide intangible assets collateral.

(XI) Impairment of non-financial assets

  • The Group performs impairment tests on the recoverable amount of goodwill on the balance sheet date. The recoverable amount of the cash-generating unit has been evaluated based on the value in use, which is calculated based on the cash flow forecast for the next five years approved by management as the basis for estimation. The relevant discount rates for 2019 and 2018 were 13.86% and 12.5%, respectively. The value used by the Group to calculate cash-generating units is derived from historical information on estimated future revenue growth rates, gross profit margins, and operating expense ratios, with reference to future industrial economic trends.

The recoverable amount calculated based on the above key assumptions is lower than the book value of goodwill. Thus the Group recognized impairment losses of NT$12,057 and NT$25,047 in 2019 and 2018, respectively.

(XII) Short-term borrowings

Short-term borrowings
Loan type
Borrowings from banks
Credit loans
Loan type
Due to Banks
Credit loans
2019.12.31
Interest rate collars
0.98%~1.90%
Interest rate collars
0.98%~1.05%

Collateral
$ 274,000 None

Collateral
2018.12.31
$370,000 None

The interest expenses recognized in profit and loss in 2019 and 2018 were NT$8,681 and NT$3,353, respectively.

(XIII) Other payables

(XIII) NT$8,681 and NT$3,353, respectively.
Other payables
(XIV) Salary and bonus payables

Remuneration to employees and Directors
Payable on equipment
Others

Pension
2019.12.31
$ 295,252
36,191
58,026
73,054
$462,523
2018.12.31
$ 331,941
53,667
41,100
79,527
$506,235
  1. (1) The Company has a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees' service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to adopt the pension mechanism under the Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company monthly contributes 2% of the total salary as a pension fund, which is deposited in a designated account with the Bank of Taiwan under

39

the name of the Supervisory Committee of Labor Retirement Reserve. Also, the Company annually assesses the balance in the aforementioned labor pension reserve account by December 31. If the account balance is insufficient for the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contribution for the deficit by next March.

  • (2) The amounts recognized in the balance sheet are determined as follows:
Present value of defined benefit
obligation
Fair value of employee benefit
plan assets
Unadjusted amount for the period
Recognized in net profit or loss in
balance sheet
2019.12.31
$ 12,739
(2,409)
10,330
(21)
$10,309
2018.12.31
$ 11,614
(2,164)
9,450
766
$10,216
  • (3) Changes in net defined benefit liabilities are as follows:

2019
Balance as of January 1

Current service costs

Interest income (expense)


Remeasurement:
Return on plan assets (not
including interest revenue
or expenses)
Changes in financial
assumptions
Experience adjustment


Allocation of pension funds
Unadjusted amount for the
period
Balance as of December 31

2018
Balance as of January 1

Current service costs

Interest income (expense)


Remeasurement:
Return on plan assets (not
including interest revenue
or expenses)
Changes in financial
assumptions
Experience adjustment


Allocation of pension funds
Unadjusted amount for the
Present value of
defined benefit
obligation
($ 11,614)
( 299)
(116)
(12,029)
-
( 385)
(325)
(710)

-
-
($12,739)
Present value of
defined benefit
obligation
($ 10,817)
( 287)
(119)
(11,223)
-
( 128)
(263)
(391)

-
-
Fair value of
employee benefit
plan assets
$ 2,164
-
21
2,185
74
-
-
74
150
-
$2,409
Fair value of
employee benefit
plan assets
$ 1,945
-
21
1,966
54
-
-
54
144
-
Net defined
benefit liabilities
($ 9,450)
( 299)
(95)
(9,844)
74
( 385)
(325)
(636)
150
21
($10,309)
Net defined
benefit liabilities
($ 8,872)
( 287)
(98)
(9,257)
54
( 128)
(263)
(337)
144
(766)

40

period Balance as of December 31 ($ 11,614) $ 2,164 ($ 10,216)

(4) The fund asset of the Company's defined benefit pension plan ("the Fund") is entrusted to the Bank of Taiwan, which manages, or entrusts others to manage the Fund in accordance with entrusted items enumerated in Article 6 of the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund (i.e., deposit in domestic or foreign institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, and investment in domestic or foreign real estate and its securitization products) to the extent of limitations on investment percentage and amount as stipulated in the Fund’s annual utilization plan. With regard to the utilization of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings are less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with paragraph 142 of IAS 19. The composition of plan assets fair value as of December 31, 2019 and 2018 is given in the Annual Labor Retirement Fund Utilization Report announced by the government.

  • (5) The principal actuarial assumptions used are as follows:
2019 2018 2018
Discount rate 0.70% 1.10%
Future salary increase rate 3.00% 3.00%
The assumptions of the future mortality rate in 2019 and 2018 are
estimated according to the fifth life experience table in Taiwan.
The analysis of the present value of the defined benefit obligations
affected by changes in the main actuarial assumptions used is as follows:
Discount rate Future salaryincrease rate
Increase by
Decrease Increase by Decrease by
0.25% by 0.25%
0.25%
0.25%
2019.12.31
Effect on present
value of defined
benefit obligation ($ 322) $ 332
$292
($ 285)
2018.12.31
Effect on present
value of defined
benefit obligation ($ 317) $ 328
$292
($ 284)

The sensitivity analysis above was based on one assumption which changed while the other conditions remain unchanged. In practice, more

41

than one assumption may change all at once. The method of analyzing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.

  • (6) Expected contributions to the defined benefit pension plans of the Company are NT$153 for the year ended December 31, 2020.

  • (7) As of December 31, 2019, the weighted average duration of the retirement plan is 10 years. The maturity analysis of the pension payments is as follows:

follows:
Within 1 year
1 - 2 years
2 - 5 years
Over 5 years
$ 326
132
397
5,138
$5,993
  1. (1) Effective since July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan ("the Plan") under the Labor Pension Act (the "Act"), covering all regular employees with R.O.C. Nationality. Under the 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 a lump sum upon the termination of employment.

  2. (2) The subsidiary, Eon Silicon Solutions, Inc. USA, established the 401 (K) plan in accordance with Article 401 (K) of the US Tax Regulations. Local employees can allocate a certain amount of salary to their retirement account each month within the upper limit. Companies may allocate an additional amount according to its policy as a reward or to retain employees.

  3. (3) The subsidiary, Elite Semiconductor Memory Technology (Shenzhen) Inc., has paid the monthly pension insurance according to a certain percentage of the total salary of local employees according to the pension insurance system stipulated by the People's Republic of China. The allocation ratio for 2019 and 2018 is 14%. The employee pension is managed and arranged by the government. Other than the monthly contributions, the Group has no further obligations.

  4. (4) For the years ended December 31, 2019 and 2010, the net pension costs recognized under the defined contribution plan were NT$31,323 and NT$31,060, respectively.

42

(XV) Share-based payments

  1. In 2019 and 2018, the Company’s share-based payment agreement provided as follows:
follows:
Type of agreement
Subsequent to 2008 Eon Silicon
Solution Inc.’s employee share
purchase plan

Subsequent to 2010 Eon Silicon
Solution Inc.’s employee share
purchase plan

Subsequent to 2013 Eon Silicon
Solution Inc.’s employee share
purchase plan
Grant date
Jun. 1, 2008
and Aug. 1,
2008

Aug. 10, 2010,
Oct. 15, 2010
and Jan. 13,
2011

Aug.19.2013
Quantity granted

5,000 thousand
shares (Note 2)

4,000 thousand
shares (Note 2)

7,500 thousand
shares (Note 2)
Contract
period
10 years
10 years
10 years
Vesting
conditions
Note 1
Note 1
Note 1
  • Note 1. Percentages of subscription vesting after 2, 3 and 4 years of service are 50%, 75% and 100%.

  • Note 2. The Company succeeded the employee share subscription plan of Eon Silicon Solution Inc. The date or amount of share subscription are the same as the original plan. After the merger with Eon Silicon Solution Inc., the Company succeeded the outstanding employee share subscription options of 262 thousand shares, 219 thousand shares, and 688 thousand shares in 2008, 2010 and 2013, respectively.

The said share-based payment arrangements are all settled in equity.

  1. Detailed information on the said share-based payment arrangements is as follows:
follows:
Outstanding stock
options as of January
1
Abandoned share
option for the period
Overdue share
option for the period
Outstanding stock
options as of
December 31
Exercisable stock
options as of
December 31
2019 2018
Number of
stock options
Weighted average
Exerciseprice
Number of
stock options
Weighted average
Exerciseprice
621
( 78)
-
$ 62.3~319.0
-
-
$ 59.2~303.4
880
( 73)
(186)
$ 65.9~337.4
-
-
$ 62.3~319.0
543 621
543 621
  1. There were no share options executed in 2019 and 2018.

  2. As of December 31, 2019 and 2018, the exercise prices of the outstanding share option range between NT$59.2 ~ NT$303.4 and NT$62.3 ~ NT$319.0, respectively. The weighted average remaining contract period is 3.64 years and 4.64 years, respectively.

  3. The abovementioned share-based payment transactions incurred in 2019 and 2018 were both $ 0.

(XVI) Share capital

  1. As of December 31, 2019; the Company's rated capital was NT$3,500,000, divided into 350,000 thousand shares (including 20,000 thousand employee stock option certificate subscription shares). The paid-up capital is

43

NT$2,857,589, with par value of $10.

Quantities of the Company’s outstanding common stock at the beginning and ending of periods were reconciled as follows:

Outstanding shares as of January 1
Outstanding shares as of December 31
Treasury shares at the end of the period

Number of shares issued as of December
31
Shares: thousand shares
2019
2018
272,320
272,320
272,320
272,320

13,439
13,439
285,759
285,759
272,320
272,320

13,439
285,759
  1. Treasury stock

Due to operation strategies of its parent company, the Company’s subsidiary - Jie Yong Investment Co., Ltd., held 13,439 thousand shares in the Company as of December 31, 2019 and 2018, with a book value of NT$328,048, an average book value of NT$24.4 per share, fair value of NT$38.9 and NT$30.05, respectively.

(XVII) Capital surplus

According to the Company Act, capital surplus arising from paid-in capital in excess of par value on the issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to stockholders in proportion to their share ownership, provided that the Company has no accumulated deficit. In accordance with regulations in the Securities and Exchange Act, when the abovementioned capital reserve is used for capitalization, the total amount every year shall not exceed 10% of the paid-in capital. Capital surplus shall not be used to cover accumulated deficit unless the legal reserve is insufficient.

2019

2019
January 1
Recognition of effects from all
equity changes in subsidiaries -
Cash dividends
Disposal of subsidiaries
Adjustment to surplus reserve
from dividends paid to
subsidiary
Changes in equity of associates
joint ventures accounted for
using equity method
Dividends that are not collected
before the designated date shall
be transferred to capital surplus.
Adjustment for dividends that
are not collected before the
designated date
December 31
Treasury
stock
transactions
Recognition of
effects from all
equity changes in
subsidiaries and
associates
Employee
share option
Others Total
$ 1,661
-
-
-
-
-
-
$ 49,710
1,146
35,475
8,438
180
-
-
$ 3,913
-
-
-
-
-
-
$ 3,788
-
-
-
-
39
(45)
$ 59,072
1,146
35,475
8,438
180
39
(45)
$1,661 $ 94,949 $ 3,913 $ 3,782 $104,305

44

2018

2018
January 1
The distribution of
cash dividend from
capital surplus
Recognition of effects
from all equity
changes in
subsidiaries - Cash
dividends
Recognition of effects
from all equity
changes in
subsidiaries -
Non-controlling
The changes in the net
value of shares issued
by subsidiaries not
recognized in
proportion to the
shareholding
Adjustment to surplus
reserve from
dividends paid to
subsidiary
Dividends that are not
collected before the
designated date shall
be transferred to
capital surplus.
December 31
Shares
premium
Treasury stock
transactions
Recognition of
effects from all
equity changes in
subsidiaries and
associates
Employee
share
option
Others Total
$68,929
( 68,929)
-
-
-
-
-
$1,661
-
-
-
-
-
-
$ 42,142
-
1,146
( 69)
( 6,117)
12,608
-
$3,913
-
-
-
-
-
-
$ -
-
-
-
-
-
3,788
$116,645
( 68,929)
1,146
( 69)
( 6,117)
12,608
3,788
$- $1,661 $49,710 $3,913 $3,788 $59,072

(XVIII) Retained earnings

  1. According to the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be distributed in the following order:

  2. (1) Pay taxes

  3. (2) Set off deficits

  4. (3) Appropriate 10% as legal reserve

  5. (4) Appropriate for special reserve if necessary

  6. (5) The remaining shall be allocated as dividends for shareholders and will be distributed according to the ratio of shareholdings or withheld as accumulated earnings pursuant to the resolution from the Shareholders' Meeting.

  7. Dividend policy

  8. The Company is still in the growth stage. If more than 5% of the total surplus is determined to be distributed as dividends, it shall be distributed by cash and the rest will be distributed by shares.

  9. Legal reserves may only be used for offsetting deficits and issuing new shares or distributing cash in proportion to shareholders' original holdings. However, when new shares are issued or cash is distributed, the amount shall be limited to 25% of the reserves in excess of the paid-in capital.

45

  1. (1) In accordance with the regulations, the Company shall set aside special surplus reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

  2. (2) When adopted IFRSs for the first time, the Company appropriates a special reserve according to Jin-Guan-Zheng-Fa-Zi Letter No. 1010012865 dated April 6, 2012. When the Company subsequently uses, disposes or reclassifies the relevant assets, it reverses the proportion of the original special reserve. If the aforesaid related assets are investment properties, the part of the land will be reversed during the disposal or reclassification, and the part other than land will be reversed during the period of use.

  3. The Company passed the motion of the distribution of 2017 profit at the Board Meeting on March 22, 2018. It is proposed to appropriate NT$86,517 as the legal reserve, and distribute cash dividends of NT$571,518 at NT$2 per share. The aforementioned surplus distribution was approved at the Shareholders' Meeting on June 14, 2018.

  4. The Company passed the motion to distribute NT$68,929 by cash from capital surplus, at NT$0.24121454 per share at the Board Meeting on March 22, 2018. The aforementioned distribution of 2017 capital surplus was passed by the Shareholders’ Meeting on Jun. 14, 2018.

  5. The Company passed the motion of the distribution of 2018 profit at the Board Meeting on March 18, 2019. It is proposed to appropriate NT$70,651 as the legal reserve and distribute cash dividends of NT$428,638 at NT$1.5 per share. The aforementioned surplus distribution was approved at the Shareholders' Meeting on June 13, 2019.

  6. The Company passed the motion of the distribution of 2019 profit at the Board Meeting on March 20, 2020. It is proposed to appropriate NT$49,804 as the legal reserve and distribute cash dividends of NT$285,759 at NT$1 per share. The aforementioned surplus distribution has not been approved at the Shareholders' Meeting.

(XIX) Operating income

2019 2018 Revenue from customers contracts $ 11,983,479 $ 11,555,124

  1. Disaggregation of revenue from customers contracts The Group derives revenue from the transfer of goods over time and at a point in time in the following major product lines and geographical regions:

46

2. 2019
Domestic
Asia
Others
3
Total
Integrated
circuit
$5,153,908
$6,643,377
$186,194
11,983,479
2018
Domestic
Asia
Others
Total
Integrated
circuit
$5,025,713
$6,308,051
$221,360
11,555,124
Contract liabilities
The contract liabilities in relation to customers contract recognized by the
Group are as follows:
2019.12.31
2018.12.31
2018.1.1
Contract liabilities –
advance from customers
$3,959
$3,710
$10,494
Revenue recognized that was included in the contract liability balance at the
beginning of the period:
beginning of the period: beginning of the period:
(XX)
(XXI)
(XXII)
Contract liabilities–advance from customers

Other income
Interest income:
Interest from bank deposits
$ Interest income from financial assets at
amortized cost
Other interest incomes
Total interest income
Rent income
Dividend income
Other income - others
$ Other gains or losses
Net gain (loss) on foreign exchange
($ Loss on financial assets measured at fair
value through profit or loss
(
Impairment losses
(
Other expenses
(
($
Financial costs
Interest expenses:
Borrowings from banks
$ Provisions - discount amortization
Lease liabilities
Total interest expenses
Others
$
2019
2018
$3,536$10,414
2019
2018
45,955
$ 51,647
2,420
1,791
1,291
38
49,666
53,476
5,427
3,973
26,570
30,622
8,503
17,119
90,166
$105,190
2019
2018
45,141)
$ 55,656
8,727)
( 87,868)
12,057)
( 25,047)
970)
(1,199)
66,895)
($58,458)
2019
2018
5,340
$ 3,359
1,291
1,181
1,191
-
7,822
4,540
1,018
347
8,840
$4,887
2018
$10,414
2019
45,955
2,420
1,291
49,666
5,427
26,570
8,503
90,166
2019
45,141)
8,727)
12,057)
970)
66,895)
2019
5,340
1,291
1,191
7,822
1,018
8,840
2018
$ $ 51,647
1,791
38
53,476
3,973
30,622
17,119
$ $105,190
2018
($ (
(
(

(
(
(
$ 55,656
87,868)
25,047)
1,199)
($ ($58,458)
2018
$ $ 3,359
1,181
-
4,540
347
$ $4,887

47

(XXIII) Additional information on the nature of these expenses

(XXIV) Employee benefits expenses
Depreciation expenses of property, plant,
and equipment
Depreciation expenses of right-of-use assets
Depreciation expenses of investment
property
Amortization expenses of intangible assets
Employee benefits expenses
Salaries and wages
Labor insurance and national health
insurance
Pension expenses
Remuneration to Directors
Other personnel cost
2019
$ 943,207
384,522

13,182
970
85,108
$1,426,989
2019
$ 839,534
48,285
31,872
7,549
15,967
$943,207
2018
$ 1,019,426
398,005
-
728
84,132
$1,502,291
2018
$ 916,044
46,967
31,589
8,814
16,012
$1,019,426
  1. Pursuant to the Articles of Incorporation, the Company shall set side no less than 5% as remuneration to employees and 1% as remuneration to Directors from the net profit before tax minus the amount of distributed employee and Director remuneration.

  2. For the years ended December 31, 2019, and 2018, the Company recognized remuneration to employees in the amounts equal to NT$29,970 and NT$44,457, respectively, and remuneration to Directors and Supervisors in the amounts equal to NT$5,994 and NT$8,891 respectively, all presented under payroll expense.

For the years ended December 31, 2019, and 2018, the subsidiary recognized remuneration to employees in the amounts equal to NT$4 and NT$4 respectively, and remuneration to Directors and Supervisors in the amounts equal to NT$223 and NT$315, respectively, all presented under payroll expense.

  1. Employees’ remuneration and Directors’ remuneration of the Board of Directors’ resolution for the year ended December 31, 2018 were equal to the amount recognized in the financial statements for the year ended December 31, 2018.

  2. Information on the remunerations for employees and Directors and Supervisors which were approved by the Board of Directors of the Company can be obtained from the Market Observation Post System (MOPS).

48

(XXV) Income tax

  1. Income tax expense

  2. (1) Components of income tax expense:

2019 2018 2018
Income tax for the period:
Income tax from the income
incurred for the period $ 55,223 $ 139,383
Additional tax on undistributed
earnings 10,378 1,468
Prior year income tax
over/underestimation 316 ( 3,488)
Total income tax in the period 65,917 137,363
Deferred income tax:
Initial recognition and reversal of
temporary differences 4,652 ( 5,297)
Income tax expenses $ 70,569 $ 132,066
(2) Income tax amounts associated with other comprehensive income: None.
(3) Income tax amounts directly debited or credited to equity: None.
Reconciliation between income tax expense and accounting profits:
2019 2018
Income tax expense at the statutory rate
(Note) $ 108,571 $ 169,960
Expenses which shall be excluded in
accordance with the provisions of the
tax law - 15,224
Tax exempted income by tax regulation ( 1,276) -
Tax effects from alternative minimum
tax 3,870 11,552
Prior year income tax
under/overestimation 316 ( 3,488)
Tax effects of tax-exempt income ( 36,435) ( 102,403)
Tax effect of temporary differences ( 14,855) 39,753
Additional tax on undistributed earnings 10,378 1,468
Income tax expenses $ 70,569 $ 132,066
  1. Reconciliation between income tax expense and accounting profits:

Note: The applicable tax rate is based on the tax rate applicable in the country concerned.

49

  1. The amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
Deferred income tax
assets:
- Temporary
differences:
Doubtful debt
expenses
Unrealized exchange
losses
Losses on inventory
valuation loss and
obsolescence
Pension liability
Others
Subtotal
- Deferred tax
liabilities:
Unrealized exchange
gains
Subtotal
Total
Deferred income tax
assets:
- Temporary
differences:
Doubtful debt
expenses
Unrealized exchange
losses
Losses on inventory
valuation loss and
obsolescence
Pension liability
Others
Subtotal
- Deferred tax
liabilities:
Unrealized exchange
gains
Others
Subtotal
Total
2019
January1 Recognized in
profit and loss
Recognized in other
comprehensive income
December 31
$ 48
60
2,545
57
2,464
$ -
93
( 857)
4
(240)
$ -
-
-
-
-
$ 48
153
1,688
61
2,224
5,174 (1,000) - 4,174
( 1,078) ( 3,653) - ( 4,731)
(1,078) (3,653) - (4,731)
$4,096 ($4,653) $- ($557)
2018
January1 Recognized in
profit and loss
Recognized in other
comprehensive income
December 31
$ 4
195
916
45
1,294
$ 44
( 135)
1,629
12
1,170
$ -
-
-
-
-
$ 48
60
2,545
57
2,464
2,454 2,720 - 5,174
( 1,350)
( 2,305)
272
2,305
-
-
( 1,078)
-
(3,655) 2,577 - (1,078)
($ 1,201) $ 5,297 $- $ 4,096
  1. The amounts of deductible temporary differences that were not recognized as deferred tax assets are as follows:
deferred tax assets are as follows:
Deductible temporary difference
2019.12.31 2018.12.31
$381,968 $491,508
  1. The Company did not recognize the deferred income tax liabilities for the taxable temporary differences related to certain subsidiaries' investments. For the years ended December 31, 2019 and 2018, the amount of temporary difference that has not been recognized as deferred income tax liabilities was NT$0 for both years.

  2. The Company's businesses conforming to the "Regulations for Encouraging

50

Manufacturing Enterprises and Technical Service Enterprises in the Newly Emerging, Important, and Strategic Industries" may benefit from the income tax exemption for for-profit businesses for five consecutive years (expired in December 2019).

  1. The profit-seeking enterprise income tax of the Company is approved by the taxation authority through 2017.

(XXVI) Earnings per share

Earnings per share
Basic earnings per share
Profit for the period attributable to ordinary
shareholders of the parent company
Assumed conversion of dilutive potential
ordinary shares (Note)
Remuneration to employees
Diluted earnings per share
Profit attributable to ordinary shareholders
of the parent company considering the
assumed conversion of all dilutive potential
ordinary stocks
2019
After-tax
amount
Weighted average
number of common
shares outstanding (in
thousand shares)
Earnings per
share(NT$)
$497,405 280,133
1,057
1.78
$497,405 1.77
281,190
Basic earnings per share
Profit for the period attributable to ordinary
shareholders of the parent
Assumed conversion of dilutive potential
ordinary shares (Note)
Remuneration to employees
Diluted earnings per share
Profit attributable to ordinary shareholders
of the parent company considering the
assumed conversion of all dilutive potential
ordinary stocks
2018
After-tax
amount
Weighted average
number of common
shares outstanding (in
thousand shares)
Earnings per
share(NT$)
$706,508 280,133
1,725
2.52
$706,508 2.51
281,858

Note: There was a antidilution effect in 2019 and 2018 due to employee share option. Thus,

it is not included for calculation.

(XXVII) Transactions with non-controlling interests

  1. The Group’s subsidiary, Canyon Semiconductor Inc., made a capital reduction on April 26, 2018 to set off its deficits. The company increased its capital by issuing new shares on April 27, 2018. The Group did not subscribe in accordance with the shareholding ratio and therefore the equity increased by 9.45%. This increased non-controlling equity by NT$6,117, and equity attributable to owners of the parent company decreased by NT$6,117. The effect of the change in equity of Canyon Semiconductor Inc. on the owners of the parent company for the year 2018:

51

2018
Cash
$
-
Increase in the carrying amount of non-controlling interests 6,117
Capital surplus changes in non-controlling interests
$
6,117
2. The Group acquired an additional 40% of issued shares of 3R Semiconductor
Technology Inc. with NT$9,407 on October 5, 2018. The face value of
non-controlling interests of 3R Semiconductor Technology Inc. was NT$9,338.
This decreased non-controlling equity by NT$9,338, and equity attributable to
owners of the parent company decreased by NT$69. The effect of the change
in equity of 3R Semiconductor Technology Inc. on the owners of the parent
company for the year 2018:
company for the year 2018:
Carrying amount of non-controlling interests
Consideration paid to non-controlling interests
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
2018
$ 9,338
(9,407)
($69)

(XXVIII) Supplemental cash flow information

Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
Carrying amount of non-controlling interests
$ 9,338
Consideration paid to non-controlling interests
(9,407)
Capital reserve - Difference in the share price and nominal
value of the acquired shares of subsidiaries
($69)
Supplemental cash flow information
$ 9,338
(9,407)
($69)
$ 9,338
(9,407)
($69)
1.
Investing activities with partial cash paid:
2019
2018
Purchase of property, plant, and equipment
(including transfers)
$ 284,967 $ 325,735
Add: Beginning equipment payables
41,100
84,669
Less: End equipment payables
(58,026) (41,100)
Cash paid in the period
$268,041 $369,304
2.
Changes in liabilities from financing activities
Short-term
borrowings
Short-term notes
and bills payable
Lease
liabilities
Total financing
liability
Jan. 1, 2019
$ 370,000
$ 99,932
$ 105,090
$ 575,022
Changes in financing cash flows
( 96,000)
( 99,932) ( 12,525)
( 208,457)
Interest payments
-
- ( 1,332)
( 1,332)
Interest expenses
-
-
1,191
1,191
Foreign exchange impact
amount
-
-
229
229
Others
-
- (5,766)
(5,766)
2019.12.31
$274,000
$- $86,887
$360,887
Short-term
borrowings
Short-term notes
and billspayable
Total financing
liability
Jan. 1, 2018
$ -
$ -
$ -
Changes in financing cash flows
370,000
99,932
469,932
2018.12.31
$370,000
$99,932
$469,932
2018
$ 284,967
41,100
(58,026)
$ 325,735

84,669
(41,100)
$268,041 $369,304
Lease
liabilities
Total financing
liability
$ 105,090
$ 575,022
( 12,525)
( 208,457)
( 1,332)
( 1,332)

1,191
1,191

229
229
(5,766)
(5,766)
$274,000 $ - $86,887
$360,887
Short-term
borrowings
Short-term notes
and billspayable
Total financing
liability
$ -
370,000
$ -
99,932
$ -
469,932
$370,000 $99,932 $469,932

VII. Related-Party Transactions

(I) Names of related parties and relationship

Name

Arima Lasers Corp. Feeling Technology Corp. (Note) Canyon Semiconductor Inc.

Relationship with the Group

The Company’s subsidiary as this company’s director The Company’s Director as this company’s director Investee under indirect equity valuation method

Note: No longer an affiliate since May 1, 2018.

52

(II) Remuneration to key management

Remuneration to key management
Salary and other short-term employees' benefits

Benefits after retirement

Total
2019 2018
$ 36,572

432
$ 43,177

432
$37,004 $43,609

VIII. Pledged Assets

Assets pledged as collateral by the Group are enumerated as follows:

Assets Carryingamount Carryingamount
2019.12.31 2018.12.31 Purpose ofpledge item
Time deposits (listed in “other
current assets”)
$3,969 $2,267 Guarantee for the land leased

IX. Significant Contingent Liabilities and Unrecognized Contractual Commitments

(I) Operating lease Applicable for the annual periods beginning on or after January 1, 2018

The Group's leases of land, plant and office are non-cancellable business lease agreements. Most lease agreements can be renewed at the market price at the end of the lease term. Future minimum lease payments arising from non-cancellable leases are stated as follows:

(II) Less than one year
Later than one year and no later than five years
Over five years
Total
Unused letters of credit issued
2018.12.31
$ 19,908
31,050
9,867
$60,825

Unused letters of credit issued due to purchases by the Group is as follows:

Unused letters of credit issued
2019.12.31 2018.12.31
$- $18,806

X. Significant Disaster Losses None.

XI. Significant Events after the End of the Financial Reporting Period

The allocation of profit has been approved at the Board Meeting on Mar. 20, 2020. Please refer to Note 6 (18) for details.

XII. Others

(I) Capital management

Considering the industrial characteristics, future development, and changes in the environment, the Group plans working capital, research and development expenses and dividends to safeguard the Group’s ability to continue as a going concern and to maintain an optimal capital structure, so as to provide returns for shareholders.

To maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, issue new shares or cash to shareholders, or repurchase shares.

The Group's debt-to-capital ratios as of December 31, 2019 and 2018 are stated as below:

53

Total asset value
Total liabilities
Total equity
Debt-to-capital ratio
2019.12.31
$ 10,480,320
(3,139,541)
$ 7,340,779
43%
2018.12.31
$ 10,289,312
(3,044,874)
$ 7,244,438
42%

(II) Financial instruments 1. Categories of financial instruments

ncial instruments
Categories of financial instruments
Financial assets
Financial assets mandatorily measured at fair
value through profit or loss
Financial assets at fair value through other
comprehensive income
Designated equity instrument investment

Financial assets measured at cost after
amortization
Cash and cash equivalents
Financial assets measured at cost after
amortization - current
Notes receivable
Accounts receivable
Other receivables
Time deposits (listed in other current assets)
Refundable deposits (listed in other non-current
assets)
Financial liabilities
Short-term borrowings

Short-term notes and bills payable
Notes payable
Accounts payable
Other payables
Refundable deposits (listed in other non-current
liabilities)
Lease liabilities
2019.12.31 2018.12.31
$252,593 $306,374
$50,776 $59,300
$ 2,757,003
140,906
34
1,256,938
82,741
3,969
6,261
$ 1,873,828

-

-
1,105,913

68,540

2,267

6,846
$4,247,852 $3,057,394
$ 274,000
-
1,981
2,225,909
462,523
9,871
$ 370,000

99,932

2,745
1,894,371

506,235

9,601
$2,974,284 $2,882,884
$86,887 $-

2. Risk management policies

(1) The Company adopts overall risk management and control system to identify all the risks, including market risk, credit risk, liquidity risk, and cash flow risk, which allows the management level to effectively control and measure market risk, credit risk, liquidity risk, and cash flow risk.

(2) The Group management can effectively control market risk in order to lower the risk, maintain appropriate liquidity position and conduct centralized management of all market risks, with consideration to the economic environment, competition and market value risk under the influence to achieve optimal risk purpose.

  1. Significant financial risks and degrees of financial risks

54

  • (1) Market risk

Foreign exchange risk

  • A. The Company operates internationally and is exposed to foreign exchange risk arising from various functional currency exposures, primarily with respect to the USD and CNY. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities.

  • B. Management of the Group has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The group companies are required to hedge their entire foreign exchange risk exposure with the Group treasury. To manage their foreign exchange risk arising from future commercial transactions and recognized assets and liabilities, entities in the Group use forward foreign exchange contracts. The foreign exchange risk arises when future commercial transactions and recognized assets and liabilities are denominated in foreign currencies other than the entity's functional currency.

  • C. The Group has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. The currency exposure arising from the net assets of the Group's foreign operations is managed primarily through savings denominated in the relevant foreign currencies. Please refer to Note 6 (1) for details.

  • D. The Group's businesses involve non-functional currency operations (the functional currency of the Company and its subsidiaries: NTD) and are thus affected by the exchange rate fluctuation. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

(Foreign currency: Functional
currency)
Financial assets
Monetary items
USD: NTD
CNY: NTD
Financial liabilities
Monetary items
USD: NTD
(Foreign currency: Functional
currency)
Financial assets
Monetary items
USD: NTD
CNY: NTD
Financial liabilities
Monetary items
USD: NTD
2019.12.31 2019.12.31
Foreign currency
(thousand)
Exchange
rate
Book value
(NT$1,000)
$ 120,486
29.980
56,049
4.305
$ 47,708
29.980
2018.12.31
$ 3,612,170

241,291
$ 1,430,286
Foreign currency
(thousand)
Exchange
rate
Book value
(NT$1,000)
$ 86,714
50,279
$ 37,901
30.715
4.472
30.715
$ 2,663,421

224,848
$ 1,164,129

E. The total exchange gains (losses), including realized and unrealized arising from significant foreign exchange variation on the monetary items

55

held by the Group for the years ended December 31, 2019 and 2018 amounted to (NT$45,141) and NT$55,656 respectively.

  • F. The table below illustrates assets and liabilities denominated in foreign currencies of which the values were materially affected by the exchange rate volatility:
rate volatility:
(Foreign currency: Functional
currency)
Financial assets
Monetary items
USD: NTD
CNY: NTD
Financial liabilities
Monetary items
USD: NTD
(Foreign currency: Functional
currency)
Financial assets
Monetary items
USD: NTD
CNY: NTD
Financial liabilities
Monetary items
USD: NTD
2019
Sensitivityanalysis
Range of
change
Effect on (loss)
profit
Effected on other
comprehensive
(loss) profit
1%
1%
1%
$ 36,127
2,413
($ 14,303)
2018
$ -
-
$ -
Sensitivityanalysis
Range of
change
Effect on (loss)
profit
Effected on other
comprehensive
(loss) profit
1%
1%
1%
$ 26,634
2,248
($ 11,641)
$ -
-
$ -

Price risk

  • A. The Group's equity instruments exposed to price risk are those financial assets held at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity instruments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.

  • B. The Group primarily invests in equity instruments and open-end funds issued by domestic companies, and the price of such equity instruments is affected by the uncertainty of the future value of the investment target. If the prices of these equity instruments increased or decreased by 10%, while all other factors remained unchanged, the net profit after tax for the year ended December 31, 2019 and 2018 would have increased or decreased by NT$25,259 and NT$30,637, respectively, measured at fair value through profit and loss. The gain or loss of the other comprehensive income which was classified to the equity investment at fair value through other comprehensive income would have increased or decreased by NT$5,078 and NT$5,930, respectively.

56

Cash flow and fair value interest rate risk

The Group’s interest rate risk is mainly from short-term borrowings and short-term notes. Borrowings with floating interest rates expose the Group to cash flow interest rate risks, of which a majority portion is offset by the cash and cash equivalents held with floating interest rates. Borrowings with floating interest rates expose the Group to cash flow interest rate risks, of which a portion is offset by the cash and cash equivalents held with floating interest rates. The borrowing period of the Group at floating rates is shorter than one year. Therefore, there is no significant risk of interest rate changes after evaluation.

  • (2) Credit risk

  • A. The Group's credit risk is the risk of financial loss to the Group due to the failure of the customer or counterparty of the financial instrument to perform its contractual obligations, which are mainly resulted from the failure of the counterparty to pay off accounts receivable payable on the terms of collection, and the contractual cash flow of the asset instrument investment measured at amortized cost, and debt instruments at fair values through profit or loss.

  • B. The Group manages its credit risk in consideration of the entire Group's concern. Banks and financial institutions only accept organizations with good credit ratings as their trade counterparties. According to the Group's credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are based on internal or external ratings, and the use of credit limits is regularly monitored.

  • C. The Group adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 90 days.

  • D. The Group adopts the following assumptions under IFRS 9 to judge whether there is any evidence that the credit risk of financial instruments has been significantly increased after initial recognition.

    • If the contract payments are past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
  • E. The indicators used by the Group to determine credit impairment on debt instrument investments are as follows:

    • (A) It becomes probable that the issuer will enter bankruptcy or other financial re-organization due to their financial difficulties;

57

  • (B) The disappearance of an active market for that financial asset because of financial difficulties;

  • (C) Default or delinquency in interest or principal repayments;

  • (D) Adverse changes in national or regional economic conditions that are expected to cause a default.

  • F. After recourse procedures, the Group reverses the amount of financial assets that cannot be reasonably expected to be recovered. However, the Group will continue to pursue legal procedures for recourse in order to preserve the rights of claims.

  • G. The financial assets held by the Group that are measured at amortized cost are time deposits, bonds with repurchase agreements and restricted time deposits held in banks. The credit ratings of these banks are good, and there has been no overdue in the past. Considering that there are no major changes in the overall economic environment, the Group assesses that the risk of credit losses is extremely low and the impact on the financial statements is not significant.

  • H. For the aging analysis of customers' accounts receivable and collateral information, please refer to Note 6 (4). Considering the Group's right to request collateral or other guarantees for major transaction partners, the Group categorizes customers' accounts receivable according to the characteristics of the collateral. The Group uses a simplified approach to estimate expected credit losses based on the loss rate method. Based on this assessment, the reserve losses to be recognized by the Group as of December 31, 2009 and 2018 were minimal.

  • I. Changes in loss allowance for accounts receivables using the simplified approach are stated as follows:

approach are stated as follows:

January 1

Provision of impairment loss

December 31
2019 2018
Accounts receivable Accounts receivable
$ 4,289

10,006
$ -
4,289
$14,295 $4,289

(3) Liquidity risk

  • A. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. The finance department monitors the cash forecast to ensure that the Group's funds are adequate to finance its operations.

  • B. The Group's remaining cash in excess of its operating needs is invested in demand deposits bearing interests, time deposits, and marketable securities, all of which are instruments either with appropriate maturity or with sufficient liquidity so as to satisfy the said forecasting and provide sufficient position for dispatching of funds.

58

  • C. The table below analyzes the Group's non-derivative financial liabilities and net-settled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
flows.
Non-derivative financial liabilities:
2019.12.31
Short-term borrowings
Notes payable
Accounts payable
Other payables
Lease liabilities
Derivative financial liabilities: None.
Within 1year 1 to 5years Over 5years
$ 274,000
1,981
2,225,909
462,523
12,685
$ -

-

-

-

28,440
$ -

-

-

-

56,605
Non-derivative financial liabilities:
2018.12.31
Short-term borrowings
Short-term notes and bills payable
Notes payable
Accounts payable
Other payables
Derivative financial liabilities: None.
Within 1year 1 to 5years Over 5years
$ 370,000
100,000
2,745
1,894,371
506,235
$ -

-

-

-

-
$ -

-

-

-

-

(III) Fair value information

  1. The table below analyzes financial instruments measured at fair value, by valuation method. The different levels have been defined as follows:

  2. Level I. It refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment). A market is regarded active when a market where 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 investment in TWSE/TPEx-listed or emerging shares, beneficiary certificates and debt securities the Group are included in this category.

  3. Level II. It refers to other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  4. Level III. It refers to unobservable inputs for the asset or liability. The fair value of the Group’s equity investment without active market is included in this category.

  5. The information relating to the fair value of investment property at cost is provided in Note 6 (9).

  6. The book values of the Group's financial instruments not measured at fair value are reasonable approximations of their fair values. These include cash and cash equivalents, time deposits (over three months), notes receivable, accounts receivable, other receivables, refundable deposits, short-term borrowings, notes payable, notes payable, other payables, lease liabilities (including current and

59

non-current), and guarantee deposits received.

  1. The Group categorizes financial and non-financial instruments measured at fair value on the basis of the nature, characteristics, and risks of the assets and liabilities. The related information is as follows:

  2. (I) The Group classifies assets and liabilities on the basis of its nature. Related information is provided below:

2019.12.31
Assets
Recurring fair value
Financial assets at fair value
through profit and loss
Equity securities
Beneficiary certificates
Debt securities
Financial assets at fair value
through other comprehensive
income
Equity securities

Financial liabilities: None.
2018.12.31
Assets
Recurring fair value
Financial assets at fair value
through profit and loss
Equity securities

Beneficiary certificates
Debt securities
Financial assets at fair value
through other comprehensive
income
Equity securities
Level I Level II Level III Total
$ 81,109
84,404
49,686
-
$ 2,217
-
-
-
$ 35,177
-
-
50,776
$118,503
84,404
49,686
50,776
$215,199 $2,217 $85,953 $303,369
Level I Level II Level III Total
$169,852
81,363
46,956
-
$ 1,388
-
-
-
$ 6,815
-
-
59,300
$178,055
81,363
46,956
59,300
$298,171 $1,388 $66,115 $365,674

Financial liabilities: None.

  • (II) The methods and assumptions the Group used to measure fair value are as follows:

  • A. The instruments the Group used market quoted prices as their fair values (that is, Level I) are listed below by characteristics:

TWSE/TPEx-listed and emerging stocks Open-end fund Market quoted price Closing price Net value

  • B. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.

60

  • C. Outputs from valuation models are estimates and valuation techniques may not be able to reflect all the relevant factors of the Group's financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted according to additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group's management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.

  • For 2019 and 2018, the Group had no transfer between Level I and Level II.

  • The following table presents changes in Level III in 2019 and 2018:

January 1

Acquisition for the period
Disposal in the current period
Evaluation adjustment
December 31
Equitysecurities Equitysecurities
2019 2018
$ 66,115
18,850
-
988
$ 56,215

59,300
( 51,802)

2,402
$85,953 $66,115
  1. The financial instrument evaluation team of the Group’s Risk Management Department is responsible for independent fair value verification. The data from an independent source is used to bring the evaluation results close to the market, to confirm that the data sources are independent, reliable, consistent with other resources, and representing executable prices, and regularly calibrate and evaluate the valuation model, performing backtracking tests, updating the input values and information required for the evaluation model, and any other necessary fair value adjustments to ensure that the valuation results are reasonable.

  2. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

Non-derivative
equity instruments:
Unlisted shares
Unlisted shares
Unlisted shares
2019.12.31
Fair value
Valuation
technique
Significant
unobservable
input value
Interval
(weighted-
average)
Relationship between input
value and fair value
$ 20,027
50,776
15,150
Comparable
company
analysis

Comparable
company
analysis

Recent
transaction
price
Discount for
lack of
marketability
Discount for
lack of
marketability
N/A
30%
40%
N/A
Lack of market liquidity, the
higher the discount, the lower
the fair value
Lack of market liquidity, the
higher the discount, the lower
the fair value
N/A

61

Non-derivative
equity instruments:
Unlisted shares
Unlisted shares
2018.12.31
Fair value
Valuation
technique
Significant
unobservable
input value
Interval
(weighted-
average)
Relationship between input
value and fair value
$ 6,815
59,300
Comparable
company
analysis

Recent
transaction
price

Discount for
lack of
marketability
N/A

30%
N/A
Lack of market liquidity, the
higher the discount, the lower
the fair value
N/A
  1. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurements. The following is the effect of profit or loss or of other comprehensive income from financial assets categorized within Level III if the inputs used to valuation models have changed:

2019.12.31

Financial assets -
equity instrument
Input Change Recognized in profit and loss Recognized in profit and loss Recognized in other
comprehensive profit and loss
Recognized in other
comprehensive profit and loss
Favorable
change
Unfavorable
change
Favorable
change
Unfavorable
change
Evaluation for
lack of
marketability
±10% $ 858 ($ 858) $ 3,384 ($ 3,384)

2018.12.31

Financial assets -
equity instrument
Input Change Recognized in profit and loss
Favorable
change
Unfavorable
change
Recognized in profit and loss
Favorable
change
Unfavorable
change
Recognized in other
comprehensive profit and loss
Favorable
change
Unfavorable
change
Recognized in other
comprehensive profit and loss
Favorable
change
Unfavorable
change
Evaluation for
lack of
marketability
±10% $ 292 ($ 292) $- $-

XIII. Supplementary Disclosures

  • (I) Information on significant transactions:

  • Financings provided: None.

  • Endorsements/guarantees provided to others: None.

  • Marketable Securities Held at the End of the Period (Excluding investment in Subsidiaries, Associates and Joint Ventures): Please refer to Appendix Table 1.

  • Accumulated to buy or sell the same marketable securities amount to NT$300 million or more than 20% of the paid-up capital: None.

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

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

  • The amount of purchase and sales with related parties amounts to NT$100 million or more than 20% of the paid-up capital: None.

  • Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.

  • Derivative financial instrument transactions: None.

62

  1. Significant inter-company transactions during the reporting periods: Please refer to Please refer to Appendix Table 8.

(II) Information on investees

  • Name of investee companies, location, and other relevant information (excluding investee companies in Mainland China): Please refer to Appendix Table 3 for details.

  • (III) Information on investments in Mainland China

  • Information on investees in Mainland China: The establishment of Shenzhen and Shanghai branch offices of the Company’s investee under equity method, Elite Semiconductor (B.V.I.) Limited has been approved by Investment Commission of the Ministry of Economic Affairs on March 20, 2008 and June 18, 2009, respectively. The Shenzhen office indirectly established by the Company was approved for cancellation by the Investment Commission of the Ministry of Economic Affairs on December 4, 2018.

  • Basic information: Please refer to Appendix Table 4.

  • Significant transactions with investee companies in mainland China, either directly or indirectly through a business at third location: None.

XIV. Operating Segment Information

(I) General information

The Group's business involves one single industry, and the chief operating decision-maker of the Company uses the Group as a whole to evaluate performance and allocate resources when performing performance evaluation and resource allocation. It is identified that the Company shall be the single reporting department.

(II) Segment information

The financial information of reportable segments provided to chief operating decision-maker is as follows:

decision-maker is as follows:
Income from external customers

Segment net profit before tax

Segment assets
Segment liabilities
The impact of the Group’s adoption of IFRS 16
for the year 2019 is as follows:
Increase in depreciation expenses
Increase in segment assets
Increase in segment liabilities
2019
$11,983,479
$576,180
2019.12.31
$ 10,480,320
$3,139,541

(III) Reconciliation to the segment profit/loss: None.

(IV) Information on products and services

The Group’s net income related to the integrated circuit, electronic materials and other relevant fields are NT$11,983,479 and NT$11,555,124 in 2019 and 2018, respectively.

(V) Information by areas

Geographical information for the years ended December 31, 2019 and 2018 is as

63

follows:

follows: follows:
2019
Revenue
Noncurrent assets
Domestic
$ 5,153,908
$ 874,235
Asia
6,643,377
-
Others
186,194
14,587
Total
$11,983,479
$888,822
Important customer information
2019
Revenue
Segment
Company A
$ 2,724,676
The whole Group
2019 2018
Revenue Noncurrent assets Revenue Noncurrent assets
$ 5,153,908
6,643,377
186,194
$ 874,235
-
14,587
$ 5,025,713
6,308,051
221,360
$ 1,008,630
-
2,907
$11,983,479 $888,822 $11,555,124 $1,011,537
2018

Company A
Revenue Segment Revenue Segment
$ 2,724,676 The whole Group $ 2,652,618 The whole Group

(VI) Important customer information

64

Table 1

Elite Semiconductor Memory Technology Inc. and its subsidiaries Marketable securities held – end of year Dec. 31, 2019

Unit: NTD thousand (Unless otherwise indicated)

(Unless otherwise indicated)
Holdingcompany Types and names of securities Relationship with the
securities issuer
Accountingtitles in statements End of t heperiod Remarks
Number of
shares
Book value
(Note)
Ratio of
shareholding
Fair value
Elite Semiconductor Memory Technology Inc.
Elite Semiconductor Memory Technology Inc.
Elite Semiconductor Memory Technology Inc.
Elite Semiconductor Memory Technology Inc.
Elite Semiconductor Memory Technology Inc.
Elite Semiconductor Memory Technology Inc.
Elite Investment Services Ltd.

Elite Investment Services Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Chang Feng Investment Co., Ltd.

Jie Yong Investment Co., Ltd.
Shares of Arima Lasers Corp.
Shares of King Yuan Electronics Co.,
Ltd.
HSBC FRN Perpetual Bonds
ANZ FRN Perpetual Bonds
BGF Renminbi Bond Fund
Preference share of Turning Point Lasers
Ltd.
USD preference share - HSBC bonds
HSBC RQFII China Fixed Income Fund
Shares of King Yuan Electronics Co.,
Ltd.
Shares of AP Memory Technology Corp.
Shares of Arima Lasers Corp.
Shares of Ushine Photonics Corp.
Shares of Brightek Optoelectric Co., Ltd.
Shares of M3 Technology Inc.
Shares of M2 Communication Inc.
Powerchip Semiconductor
Manufacturing Corporation
Preference shares of Turning Point
Lasers Ltd.
Shares of Elite Semiconductor Memory
Technology Inc.
Company’s subsidiary as
this company’s director

None

None

None

None

None

None


None

None


None

None

None


None

None

None

None

None

Parent company
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through other comprehensive
income
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through profit and loss
Financial assets at fair value
through other comprehensive
income
Financial assets at fair value
through other comprehensive
income
3,455,000
10,000
1,000,000
500,000
127,986
1,000,000
20,000
600,000
10,000
11,124
907,000
115,519
90,601
600,000
2,000,000
1,500,000
1,000,000
13,439,000
$ 62,881

376

23,285

10,811

53,488

25,388

15,590

30,916

376

969

16,507

924

1,293

11,007

9,020

15,150

25,388

522,777
13.81
0.00
N/A
N/A
N/A
8.06
N/A
N/A
0.00
0.02
3.22
0.41
0.15
1.63
7.89
0.05
8.06
4.70
$ 62,881

376

23,285

10,811

53,488

25,388

15,590

30,916

376

969

16,507

924

1,293

11,007

9,020

15,150

25,388

522,777

















Note: Including financial asset evaluation adjustment and cumulative conversion adjustment

Table 1 Page 1

Table 2

Unit: NTD thousand

Elite Semiconductor Memory Technology Inc. and its subsidiaries

Significant inter-company transactions during the reporting periods.

January 1 to December 31, 2019

(Unless otherwise indicated)

No.
(Note 1)
Trader’s name Counterparty Relationship with the
trader
(Note 2)
Transacti ons
Title Amount Terms and
conditions
Percentage in consolidated total
revenue or total assets
(Note 3)
0

0

0
Elite Semiconductor Memory Technology Inc.

Elite Semiconductor Memory Technology Inc.

Elite Semiconductor Memory Technology Inc.
Eon Silicon Solutions, Inc. USA
Elite Memory Technology Inc.
Elite Silicon Technology Inc.
(1)
(1)
(1)
Research and development expenses
Other revenue
Other revenue
$ 65,336
24,000
1,177
Note 4
Note 4
Note 4
0.55%
0.20%
0.01%

Note 1: The information on transactions between parent company and subsidiaries shall be numbered and noted in the following manner in the box of numbers:

(1) The parent company is coded 0.

(2) The subsidiaries are coded from "1" in the order presented in the table above.

Note 2: Relations with counterparty can be any one of the following three types:

  • (1) Parent company to its subsidiary.

  • (2) Subsidiary to its parent company.

  • (3) Subsidiary to another subsidiary.

Note 3: the ratio of the transaction amount to the combined total revenue or total assets, if it is an item of assets and liabilities, shall be calculated by the ratio of the ending balance to the combined total assets; if it is a profit or loss item, it shall be calculated by the ratio the cumulative amount to the combined total revenue.

Note 4: The transaction terms are decided by the two parties through negotiation.

Table 2 Page 1

Name of investee companies, location, and other relevant information (excluding investee companies in Mainland China) January 1 to December 31, 2019

Table 3

Elite Semiconductor Memory Technology Inc. and its subsidiaries

Unit: NTD thousand (Unless otherwise indicated)

Investor Name of investee
Location

Principal business
Original investment
amount
Original investment
amount
Endingshareholding Endingshareholding Endingshareholding Net income (loss) of
the investee
Investment income
(loss) recognized by
the Company
Remarks
End of the
period
End of last
year
Number of
shares
Percentage Book value
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Elite Semiconductor
Memory Technology Inc.
Chang Feng Investment
Co., Ltd.
Chang Feng Investment
Co., Ltd.
Chang Feng Investment
Co., Ltd.
Elite Memory
Technology Inc.

Chang Feng
Investment Co., Ltd.

CML Inc.

Elite Investment
Services Ltd.

Elite Semiconductor
(B.V.I.) Ltd.

Jie Yong Investment
Co., Ltd.

Eon Silicon Solution
(Samoa) Inc.

Eon Silicon Solutions,
Inc. USA
3R Semiconductor
Technology Inc.

Elite Silicon
Technology Inc.

Canyon
Semiconductor Inc.
Taiwan

Taiwan

British
Virgin
Islands

British
Virgin
Islands

British
Virgin
Islands

Taiwan

Samoa


The US

Taiwan

Taiwan

Taiwan
R&D, production, sales and relevant
consulting service of integrated circuit
General Investment
General Investment
General Investment
General Investment
General Investment
Investigation and research of business
situation and industrial technology
Design, development and testing of
products
Product design, wholesale and retail of
electronic materials, manufacturing of
electronic components, information
software services and international trade
Product design, wholesale and retail of
electronic materials, manufacturing of
electronic components, information
software services and international trade
International trade, electronic component
manufacturing, product design, and
information software services
$ 272
500,000
-
449,700
168,401
270,000
-
13,304
69,407
59,288
80,337
$ 272
500,000
122,215
449,700
149,900
270,000
1,755
13,304
60,000
59,288
77,950
100,000
50,000,000
-
15
1,000
3,600,000
-
200,000
10,000,000
6,031,836
8,350,000
100
100
-
100
100
41.86
-
100
100
79.37
40.93
$ 30,179
394,670
-
627,721
26,627
147,009
-
( 1,170)
22,520
550
33,210
$ 17,396
( 12,168)
( 3,456)
( 9,837)
( 29,482)
19,868
( 372)
( 883)
( 600)
( 16,217)
( 35,589)
$ 17,396
( 12,168)
( 3,456)
( 9,837)
( 20,816)
( 121)
( 372)
( 883)
( 600)
( 12,817)
( 13,194)


Note 7

Note 3

Note 4



Note 2

Table 3 Page 1

Elite Semiconductor Memory Technology Inc. and its subsidiaries

Name of investee companies, location, and other relevant information (excluding investee companies in Mainland China)

January 1 to December 31, 2019

Table 3

Table 3
Investor Name of investee Location Principal business Original investment amount Endingshareholding Unit: NTD thousand
(Unless otherwise indicated)
Net income
(loss) of the
investee
Recognized
investment
income(loss)
Remarks
22
( 226)
Note 5
($ 3,275)
($ 3,275)
Note 6
22
204
Note 5
and 6
( 29,482)
( 8,666)
Note 3
End of the
period
End of lastyear Number of shares Percentage Book value
Chang Feng Investment Co.,
Ltd.

CML Inc.

Elite Innovation (B.V.I) Ltd.

Elite Investment Services Ltd.
Elite Innovation
Japan Ltd.

Elite Innovation
(B.V.I) Ltd.

Elite Innovation
Japan Ltd.

Elite
Semiconductor
(B.V.I.) Ltd.
Japan

British
Virgin
Islands

Japan

British
Virgin
Islands
Product design, wholesale and
retail of electronic materials,
manufacturing of electronic
components, information
software services and
international trade
General Investment
Product design, wholesale and
retail of electronic materials,
manufacturing of electronic
components, information
software services and
international trade
General Investment
2,305
$ -
-
-

-
$ 93,180
2,886
155,300
200
-
-
-

100

-

-

-
2,080
$ -
-
-
22
($ 3,275)
22
( 29,482)
( 226)
($ 3,275)
204
( 8,666)
Note 5
Note 6
Note 5
and 6
Note 3

Note 1: The foreign currency investment amount is calculated based on the exchange rate on December 31, 2019.

Note 2: Since Chang Feng Investment Co., Ltd. did not participate in Canyon Semiconductor’s capital increase with the share issuance by cash on March 4, 2019, the shareholding ratio of Chang Feng Investment decreased from 77.95% to 38.21%. In addition, Chang Feng Investment Co., Ltd. purchased shares of Canyon Semiconductor in December 2019, increasing its percentage of shareholding from 38.21% to 40.93%.

Note 3: Elite Investment Services Ltd. sold its 50% equity in Elite Semiconductor (B.V.I.) Ltd. to Elite Semiconductor Memory Technology Inc. on June 27, 2019. Note 4: Eon Silicon Solution (Samoa) Inc. completed the dissolution and liquidation on September 2, 2019, and sold its 100% equity in Elite Semiconductor Memory Technology (Shenzhen) Inc. to Chang Feng Investment Ltd. Note 5: Elite Innovation (B.V.I) Ltd. sold its 100% equity in Elite Innovation Japan Ltd. to Chang Feng Investment Ltd. on September 17, 2019. Note 6: Elite Innovation (B.V.I) Ltd. completed the liquidation procedures in September 2019. Note 7: CML Inc. completed the liquidation procedures in December 2019.

Table 3 Page 2

Elite Semiconductor Memory Technology Inc. and its Subsidiaries

Information regarding investment in the territory of Mainland China - Basic information January 1 to December 31, 2019

Table 4

Unit: NTD thousand (Unless otherwise indicated)

Names of investees in
mainland China
Principal business
Paid-in
capital
(Note 5)
Investment
methods
(Note 1)
Accumulated
amount of
investment remitted
from Taiwan at
beginning
Amount of
investment remitted
or recovered in
currentperiod
Accumulated
amount of
investment
remitted from
Taiwan at ending
Net
income
(loss) of
the
investee
The Company’s
directly or
indirectly
invested
shareholding
Investment
income (loss)
recognized by
the Company
(Note 2)
Ending
book value
of
investment
The investment
income
received at the
end of the
currentperiod
Remarks
Outward
remittance Recover
$ - $ -
-
-
-
-
Elite Semiconductor Memory
Technology (Shenzhen) Inc.
Technical consultation
and service, after-sales
service
$ 6,219
(2)
$ -
Yi Xi Ge Ma Technology Co.,
Ltd.
R&D of products
-
(1)
-
Elite Semiconductor
Microelectronics (Shanghai)
Technology Inc.
Product design,
wholesale and retail of
electronic materials,
information software
services and international
trade
-
(1)
-
$ -
-
-
$ 317
-
-
100
-
-
$ 317
-
-
$ 1,918
-
-
$ -
-
-
Note 4
and 6
Note 4
and 5
Note 7

Accumulated investment from Amount of investment approved by Investment amount approved by the Compan y name Taiwan to Mainland China at ending Investment Commission of MOEA (Note 6) Investment Commission MOEAIC Elite Semiconductor Memory Technology Inc. $ - $ 50 $ 4,476,876

  • Note 1: The methods for engaging in investment in mainland China include the three following types:

  • (1) Direct investment in mainland China.

  • (2) Reinvest in mainland China through companies in a third location

  • (3) Others.

Note 2: The profit or loss on investment was recognized in the investee’s financial statements audited by CPAs.

  • Note 3: The numbers related to this table are expressed in NTD.

  • Note 4: The paid-in capital is calculated based on the exchange rate on December 31, 2019.

Due to the merger with Eon Silicon Solution Inc., the Company succeeded the investees of Eon Silicon Solution Inc. The investment amount approved by the Investment Commission of MOEA of the former Eon Silicon Solution Inc. was US$5,231 thousand.

The cancellation of this investment has been approved on Aug. 7, 2019. On August 7, 2019, the Company obtained the revised investment approved by the Investment Commission of MOEA in Yi Xi Ge Ma Technology Co., Ltd. for US$1. The Company has sold all its shareholdings in Yi Xi Ge Ma Technology Co., Ltd. in September 2019, was approved by Investment Commission of MOEA on Feb. 2, 2020 and completed the cancellation of the company.

Note 6: On August 7, 2019, the Company obtained the revised investment approved by the Investment Commission of MOEA for US$1,679.

Note 7: Elite Semiconductor Microelectronics (Shanghai) Technology Inc. was established and registered on November 27, 2019. It has not applied for investment to the Investment Commission of the Ministry of Economic Affairs, and it has not yet started operation since December 31, 2019.

Table 4 Page 1