Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

EVERSPRING Annual Report 2021

Nov 15, 2021

52050_rns_2021-11-15_a9bc35eb-8894-4316-93a5-454c2aff8dc7.pdf

Annual Report

Open in viewer

Opens in your device viewer

TSE 2390

EVERSPRING INDUSTRY CO., LTD

Individual Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors’ Report

Address: 3F., No. 50, Sec. 1, Zhonghua Rd., Tucheng Dist., New Taipei City Phone: (02)2260-6868

§ Contents §

Items
Page
1. Cover
1
2. Contents
2
3. Auditors’ Report
36
4. Parent Company Only Balance Sheet
7
5. Parent Company Only Comprehensive Income
89
6. Parent Company Only Statements of Changes in Equity
10
7. Parent Company Only Statements of Cash Flows
1112
8. Notes to Individual Financial Statements
(1) General
13
(2) The Authorization of Financial Statements
13
(3) Application of New and Revised International Financial Reporting
Standards
1315
(4) Summary of Significant Accounting Policies
1524
(5) Critical Accounting Judgments and Key Sources of Estimation
Uncertainty
2425
(6) Explanation of Major Accounting Items
2545
(7) Related Parties Transactions
4649
(8) Pledged Assets
49
(9) Significant Contingent Liabilities and Unrecognized Commitments
49
(10) Other Items
4951
(11) Separately Disclosed Items
i. Information about on Significant Transactions
525355
ii. Information on Investees
5256
iii. Information on Investments in Mainland China
525758
iv. Major Shareholders Information
5259
9. Table of Major Accounting Items
6069
Notes
-
-
-
-
-
-
-
1
2
3
4
5
6-26
27
28
29
30, 31
32
32
32
32
-

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders EVERSPRINGINDUSTRY CO., LTD

Opinion

We have audited the accompanying parent company only financial statements of EVERYSPRING INDUSTRY CO., LTD (the “Company”), which comprise the parent company only balance sheets as of December 31, 2021 and 2020, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and he notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the accompanying parent company only financial position of the Company as of December 31, 2021 and 2020, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasizing matters

As mentioned in notes 1 and 30 of the individual financial report, that EVERSPRING INDUSTRY CO., LTD. absorbed and merged its wholly-owned subsidiary AUSPISTEK CORPORATION. on December 1, 2020. The merger is under common control. The reorganization of the organization and the IFRS Q&A and related letter interpretations published by the Accounting Research and Development Foundation of the Republic of China. When preparing the comparative statement, it should be deemed to have been consolidated from the beginning and the financial statements for the comparative period shall be re-edited. The auditor did not revise the audit opinion for this reason.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide as separate opinion on these matters.

Key audit maters for the Company’s parent company only financial statements for the year ended December 31, 2021 are stated as follows:

Recognition of sales revenue

Based on the audit standards, there is a significant audit risk in the recognition of revenue, and EVERSPRING INDUSTRY CO., LTD. continues to actively promote the sales of smart home security control systems, smart lighting fixtures and smart sensors. As a single shipping amount from

3

the Company to some specific customers is much higher than to others, this sales amount of the customer holds significant impact on the independent financial statements. The authenticity of sales revenue from the specific customer’s single shipping amount is listed as key audit items. Please refer to Individual Financial Statements Notes 4(13) and 21.

In response to the above key audit items, the auditor performs the main inspection procedures as follows:

  1. To understand, evaluate and test the effectiveness of the design and implementation of the internal control system related to income recognition.

  2. To obtain the sales revenue details of some specific customers in the year 2021, and check the original orders, shipping orders, invoices and other related documents of the related transactions, and compare them with the entered amount, to check and confirm the authenticity of income.

Other Items

Included in the above Financial Statements of in the year ended December 31, 2021, the Financial Statements of the investee company Medigen Biotechnology Corporation the evaluated by the equity method in the year ended December 31, 2021 and 2020 were reviewed by other auditors. Therefore, the auditor indicated to the above Financial Statements. The opinion of the investment of these investee companies using the equity method and their investment gains and losses are recognized based on the audit reports of other auditors. The amount of investment in these investee companies using the equity method on December 31, 2021 and 2020 was NT$472,635,000 and NT$414,728,000, respectively, accounting for 11% and 17%of the total assets, respectively. The share of losses of related companies recognized by the equity method of other investee companies was NT$5,417,000 and NT$34,806,000, accounting for (0.3) % and (17) % of the net loss before tax.

Responsibilities of Management and Governance Units for Parent company only Financial Statements

The management’s responsibility is to prepare Parent company only Financial Statements that can be properly expressed in accordance with the Securities Issuer’s Financial Report Preparation Standards, and to maintain the necessary internal controls related to the preparation of Individual Financial Statements to ensure that the Individual Financial Statements are not materially caused by fraud or errors false expression.

When preparing Individual Financial Statements, the management’s responsibilities also include assessing the ability of EVERSPRING INDUSTRY CO., LTD. to continue operations, disclosure of related matters, and the adoption of the accounting basis for continuing operations, unless the management intends to liquidate EVERSPRING INDUSTRY CO., LTD. The company may cease operations, or there is no practical and feasible plan other than liquidation or suspension of operations.

The Governance Unit (including the Audit Committee) of EVERSPRING INDUSTRY CO., LTD. is responsible for supervising the financial reporting process.

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally acdept3ed in the Republic of China, will always detect a material misstat3ement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

4

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

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtained audit evident that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the EVERYSPRING INDUSTRY CO., LTD’s internal control.

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

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related ton events or conditions that may cast significant doubt on the EVERYSPRING INDUSTRY CO., LTD.’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the EVERYSPRING INDUSTRY CO., LTD. to cease to continue as a going concern.

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

  6. Obtain sufficient appropriate audit evidence regarding the fnancial information of the entities or business activities within the EVERSPRING INDUSTRY CO., LTD. To express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and peformance of the group audit. We remain solely responsible for our audit opinion.

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

We also provide those charge with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that many reasonably be thought to bear on our independence, and where applicable, related safeguards.

5

From the mattters communicated with those charged with governance, we determine those matters that were of most signifiance in the audit of the parent company only financial statement for the year ended December 31, 2021, and are therefore the key audit maters. We describe these mattes in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicate in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Ming-Chung Hsieh and Yu-shiou Su.

DELOITTE & TOUCHE TAIPEI, TAIWAN Republic of China Ming-Chung Hsieh Yu-shiou Su FSAC Approval Number: No. FSAC Approval Number: No. Financial-Supervisory-Securities-AuditingFinancial-Supervisory-Securities-Auditing-10 1000028068 40024195

March 23, 2022

6

EVERYSPRING INDUSTRY CO., LTD PARENT COMPANY ONLY BALANCE SHEET DECEMBER 31 2021 & 2020

Unit: In thousands of New Taiwan Dollars

Code


1100
1110

1120
1150
1170
1180
1200
1210
130X
1479
11XX


1510
1517
1535
1550
1600
1760
1840
1821
1920
1990
15XX

1XXX


CODE


2100
2130
2170
2180
2219
2220
2230
2320
2399
21XX


2540
2645
2650
2570
25XX

2XXX


3110
3200
3320
3350
3300
3410
3420
3400
3XXX

ASSETS
Current Assets
Cash & Cash EquivalentsNote 6
Financial Assets at fairvalue through profit or loss (Note 7
Financial assets at fair value through other comprehensive income-currentNote
8
Notes receivableNote 10
Account receivable, netNote 10
Account receivable-net from related partiesNotes 10 & 27
Other accounts receivableNote 10
Other accounts receivable-from related partiesNotes 10 & 27
InventoriesNote 11
Other current assets-othersNote 15
Total current assets
Non-current assets
Financial assets at fair value through profit & loss-noncurrentNote 7
Financial assets at fair value through other comprehensive income-noncurrent
Note 8
Financial assets measured at amortized cost-noncurrentNote 9
Investment accounted for using the equity methodNote 12
Property, plant and equipmentNote 13
Not investment propertyNote 14
Deferred Income tax assetsNote 23
Other intangible assets
Refundable deposits
Other non-current assetsNote 15
Total non-current assets
Total assets
LIABILITIES AND EQUITY
Current liabilities
Short-term loansNote 16
Contract liabilities-currentNote 21
Accounts payableNote 17
Accounts payable-related partiesNote 27
Other accounts payableNotes 18
Other accounts payable-related partiesNote 27
Current income tax liabilitiesNote 23
Long-term loans due within one yearNote 16
Other current liabilities
total current liabilities
Non-current Liabilities
Long term loansNote 16
Guarantee depositsNote 18
Investment credits by using equity methodNote 12
Deferred income tax liabilitiesNote 23
Total non-current liabilities
Total liabilities
EquityNote 20
Stock
Common stock
Capital reserve
Retained surplus
Special surplus reserve
Undistributed surplus
Total retained earnings
Other equity
Conversion difference in the conversion of financial statements of foreign
operating organizations
Unrealized gains and losses of financial assets measured at fair value
through other comprehensive gains and losses
Total other equity
Total equity
Total liabilities and equity
December 31,2021 December 31,2021
18
19
-
-
1
-
-
-
-
-
38
-
1
3
48
4
6
-
-
-
-
62
100
1
-
-
-
2
-
-
1
-
4
1
-
-
-
1
5
52
13
1
29

30

-
-

-

95
100
December 31,2020 December 31,2020
Amount
$ 763,112
787,344
337
615
23,262
2,996
367
22
7,512
1,818
1,587,385
1,077
30,837
119,908
1,973,871
155,893
231,067
22,401
2,941
75
1,890
2,539,960
$ 4,127,345
$ 50,000
1,759
423
10,197
93,402
84
1,115
25,332
1,458
183,770
28,970
3,264
-
405
32,639
216,409
2,140,216
532,497
45,041
1,204,068
1,249,109

11,703 )
817
10,886
)
3,910,936
$ 4,127,345
Amount
$ 190,900
225,583
188
-
16,952
5,587
475
71,104
16,464
2,463
529,716
991
21,849
-
1,469,613
157,383
236,210
82,503
6,513
76
318
1,975,456
$ 2,505,172
$ 30,000
6,235
1,263
10,335
16,001
203
6,153
25,160
1,306
96,656
54,303
2,458
728
-
57,489
154,145
2,140,216
454,830
45,041
221,237
)
176,196
)

48,974 )
18,849
)
67,823
)
2,351,027
$ 2,505,172
















(

(
































(
(
(
(
(













(
(
(
(
(

7
9
-
-
1
-
-
3
1
-
21
-
1
-
59
6
10
3
-
-
-
79
100
1
-
-
1
1
-
-
1
-
4
2
-
-
-
2
6
86
18
2
9
)
7
)

2 )
1
)
3
)
94
100

The accompanying notes are an integral part of the parent company only financial statements. (Please refer to the audit report of the Deloitte & Touche on Mar. 23, 2022)

Chairman: Chang Tse Ling Manager: Chang Tse Ling Accounting Supervisor: Li Hsiu Ting

7

EVERSPRING INDUSTRY CO., LTD PARENT COMPANY ONLY COMPREHENSIVE INCOME JANUARY 1 ~ DECEMBER 31, 2021 AND 2020

Unit: In thousands of NTD except Earnings Per Share

Code
Operating income (Notes 21 &
27)
4100
Sales Revenue

4800
Other Operating Income

4000
Total Operating Income


Operating Expenses (Notes 11,
22 & 27)
5110
Sale Expenses
5800
Other Operating Expenses
5000
Total Operating Expenses


5900
Operating Gross Profit

5910
Realized (unrealized) profit of
associate company

5950
Net operating Gross profit


Operating expenses (Note 22)
6100
Marketing Expenses
6200
Managing Expenses
6300
Research and Development
Expenses
6450
Expected credit impairment
(returning benefit) loss
6000
Total operating
expenses

6900
Net operating Losses


Non-operating income and
expenses
7100
Interest Income (Notes 22
& 27)
7010
Other income (Notes 22 &
27)
7020
Other profits and losses (Note
22)
7070
Shares of Recognizing
subsidiaries income
through equity method
2021
100
-

100

88
4

92

8
4

12

12
54
54
-

120

108
)
1
13
256
819
2020
Amount
$ 152,803

413

153,216

135,258

6,535

141,793

11,423
6,499

17,922

19,165

82,411

82,252


128
)
183,700


165,778
)
757
20,151

392,028

1,255,473
Amount
$ 120,961

3,898

124,859


112,546

1,345

113,891


10,968

7,653
)
3,315


11,217

36,064


40,769

58

88,108


84,793
)

2,139

22,626


229,310


31,798







(

(













(









(






(









(





(


97
3
100
90
1
91
9

6
)
3
9
29
33
-
71
68
)
2
18
184
25

To be continued on the next page

8

Continued from the previous page

Continued from the previous page
Code
7050
Financial expenses (Note 22)

7000
Total non-operating
income and expenses
7900
Profits Before Tax (loss)
7950
Income tax expenses (Note 23)

8200
Net Profit (loss) for the period

Other comprehensive gains and
losses of the year(net)
8310
Items not reclassified
8316
Unrealized gain on
investments in equity
instruments at fair value
through other
comprehensive
income
8330
Share of recognizing
other comprehensive
income of associate
company using equity
method
8360
Item that may be reclassified
subsequently to profit and loss
8361
Exchange differences
arising in translation of
foreign operations
8370
Share of other
comprehensive profits
and losses of affiliates
recognized using the
equity method
8300
Total other
comprehensive profit
and loss (net)
8500
Total comprehensive profit and loss
for the year
Surplus(loss) attributable to
shareholders of the company (Note
24)
9750
Basis

9850
Diluted
2021
1
)
1,088

980
49

931

6
-


4 )
6

8

939


2020
(



(




$ (




(


(



(
(




$ (





(


1
)
228
160
4
156
5

-

7 )
5
3
159

The accompanying notes are an integral part of the consolidated financial statements (Please refer to the audit report of the Deloitte & Touche on Mar. 23,2022)

Chairman: Chang Tse Ling Manager: Chang Tse Ling Accounting Supervisor: Li Hsiu Ting

9

EVERYSPRING INDUSTRY CO., LTD. PARENT COMPANY ONLY STATEMENS OF CHANGES IN EUQITY JANUARY 1 ~ DECEMBER 31, 2021 AND 2020

(In Thousands of New Taiwan Dollars)

Other equity items

Code
A1
BALANCE, JANUARY 1, 2020
Other capital reserve changes
C7
Changes in related parties Recognition
of using equity method
D1
Net income in 2020
D3
Other comprehensive income (loss) in
2020, after income tax
D5
Total comprehensive income (loss) in 2020
Z1
Balance, December 31, 2020
C7
Changes in equities recognition of
associates in using equity method
D1
Net income in 2021
D3
Other comprehensive income (loss) in
2021, after income tax
D5
Total comprehensive income in 2021
Q1
Disposal of investments in equity
instruments at fair value through
other comprehensive income
M3
Subsidiary liquidation
Z1
Balance, December 31, 2021
STOCK
Common stock
$ 2,140,216
-
-

-

-
2,140,216
-
-

-

-

-

-
$ 2,140,216
Capital reserve

$ 385,666

69,164

-

-

-

454,830

77,667

-

-

-

-

-
$ 532,497
RETAINED EARNINGS
Special capital
reserve
Unappropriated
earnings
$ 45,041
( $ 416,242 )
-
-
-
195,268

-
(
263
)

-

195,005
45,041
(
221,237 )
-
-
-
1,426,567

-

68

-

1,426,635

-
(
1,330
)

-

-
$ 45,041
$ 1,204,068
Foreign Currency
Translation Reserve
( $ 40,372 )
-
-
(
8,602
)
(
8,602
)
(
48,974 )
-
-
(
5,602
)
(
5,602
)

-

42,873
($ 11,703
)

Unrealized Gain
(Loss) on Financial
Assets at fair value
Through Other
Comprehensive
Income
( $ 31,570 )
-
-

12,721

12,721
(
18,849 )
-
-

18,336

18,336

1,330

-
$ 817
Total equity
Special capital
reserve
$ 45,041
-
-

-

-
45,041
-
-

-

-

-

-
$ 45,041


































$ 2,082,739
69,164
195,268
3,856
199,124
2,351,027
77,667
1,426,567
12,802
1,439,369
-
42,873
$ 3,910,936

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

Chairman: Chang Tse Ling

please refer to auditors’ report issued by Deloitte & Touche on March 23, 2022 General manager: Chang Tse Ling

Accounting supervisor: Li Hsiu Ting

10

EVERSPRING INDUSTRY CO., LTD & SUBSIDIARIES PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS JANUARY 1 ~ DECEMBER 31, 2021 AND 2020

Unit: In Thousands of NTD

Code
Cash flows from operating activities

A10000Net profit (Loss) before tax for the
current period
A20010Income and expense items
A20100
Epreciation expense

A20200
Amortization expenses

A20300
Expected credit impairment
A20400
Losses (gains) on financial
instruments at fair value through profit or
loss net
A20900
Financial costs

A21200
Interest income

A21300
Dividend income

A22400
Shares of recognizing associated
company income by using equity method
A22800
Losses on disposals of intangible
assets other than goodwill
A23100
Gains on disposals of investments

A23200
Gains on disposals of investments
using the equity method
A23700
Stock depreciation and stagnation
lossreturn profit
A23900
Realized sales profits between
associate companies
A30000 Changes of operating assets and liabilities
A31130
Bills receivable

A31140
Bill receivable-related parties

A31150
Accounts receivable

A31160
Accounts receivable-related parties
A31180
Other accounts receivables

A31190
Other receivables-related parties
A31200
Stock

A31240
Other current assets

A31990
Net defined benefit assets –non
current
A32125
Contract liabilities

A32150
Account payables

A32160
Account payable-related party

A32180
Other payables
A32190
Other payables-related parties

A32230
Other current liabilities

To be continued on the next page
2021

$ 1,501,494


11,048

834
(
128 )
(
444,879 )


1,137
(
757 )

(
27 )

(
1,255,473 )

2,793
(
9,793 )

42,059

(
7,783 )
(
6,499 )
(
615 )

-
(
6,182 )

2,591

108


71,082

16,735


645
-
(
4,476 )
(
840 )
(
138 )
77,389

(
119 )

152
2020
$ 199,719
10,989
1,191
58
(
130,083 )
1,361
(
2,139 )
(
21 )
(
31,798 )
423
(
57,211 )
(
55,665 )
4,717
7,653
-
5
5,709
5,029
(
126 )
332
(
2,478 )
19,127
2,000
1,252
192
8,692
(
909 )
78

414

11

Continued from the previous page

Code
A33000
Cash generated from operations

A33300
Interest paid

A33500
Income tax paid

AAAANet cash outflow from operating activities


Cash Flows from Investing Activities
B00030
Financial assets measured at fair value
Through other comprehensive gains and losses
B00040
Financial assets measured at amortized
cost-current
B00100
Financial assets measured at fair value
through profit and loss
B02400
Returned payments for share from subsidiary
reduction of capital
B01800
Obtain long-term equity investment using the
equity method
B01900
Disposal of long-term equity investments using
the equity method
B00200
Disposal of financial assets measured at fair
value through profit or loss
B02700
Purchase property, plant & equipment

B03800
Decrease of guarantee deposits (increase)
B04500
Acquired intangible assets

B00700
Financial assets measured at fair value through
profit and loss, capital reduction and return of
shares
B07500
Interests received
B07600
Dividends received
B07700
Receive dividends from subsidiaries, affiliates
and joint ventures
B09900
Increase in other current assets

BBBBNet cash inflow (outflow) from investing activities

Cash flow from financing activities
C00100
Increase in short-term borrowing
C01300
Repay long-term loans

C01600
Long-term loans
C03100
Guarantee Increase in deposits
CCCCNet cash inflow (outflow) from financing activities

EEEE
Increase in cash and cash equivalents

E00100Cash and cash equivalents at the beginning of the
year

E00200Cash and cash equivalents at the end of the year
2021
( $ 9,642 )

(
1,125 )

(
19,458
)

(
30,225
)

373
(
119,908 )
(
142,035 )

569,287
(
367,931 )

-
34,860
(
4,415 )

1
(
55 )

-
757
27
637,403
(
1,572
)


606,792

20,000
(
25,161 )

-

806

(
4,355
)

572,212

190,900

$ 763,112
2020
( $ 11,489 )
(
1,618 )
(
2,266
)
(
15,373
)
-
-
(
67,139 )
-
(
83,042 )
45,875
91,300
(
358 )
169
(
1,289 )
126
2,139
21
10,451
(
228
)
(
1,975
)
19,900
(
11,648 )
31,111

1,004

40,367
23,019

167,881
$ 190,900

The accompanying notes are an integral part of the consolidated financial statements (Please refer to the audit report of the Deloitte & Touche on Mar. 23, 2022)

Chairman: Chang Tse Ling Manager: Chang Tse Ling Accounting Supervisor: Li Hsiu Ting

12

EVERSPRING INDUSTRY CO., LTD. NOTES TO INDIVIDUAL FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

1. GENERAL

Everspring Industry Co., Ltd (the “Company” or “Everspring”), a Republic of China (R.O.C.) corporation, was incorporated in New Taipei City on April, 1980. The Company started business in April of the same year. The main business is the manufacturing, reprocessing and trading of burglar alarm and other electronic products and parts.

On November 15, 1996, the Company’s shares were traded on the ROC Over-the-Counter Securities Exchange [ROSE]. On June 15, 1999, the Company’s shares were listed on the Taiwan Stock Exchange (TWSE).

To enhancing the business benefits and brand integration of Everspring, the Company planned to reorganize of the group. On November 11, 2020, the board of directors (Everspring Industry Co., Ltd) resolved business combination with Auspistek Corporation. The reference date for the merger was December 1, 2020. Everspring would be the surviving company while Auspistek Corporation would be dissolved in the merger. For details, please refer Note 30.

This individual financial statement is denominated in NT Dollar, the functional currency of the Everspring.

2. THE AUTHORIZATION OF FINANCIAL STATEMENTS

The individual financial statements were approved and authorized for issue by the Board of Directors on March 23, 2022.

  1. APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS

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

The initial application of the above IFRSs endorsed and issued into effect by

the FSC did not have a significant impact on the Company’s accounting policies:

b. The IFRSs endorsed by the FSC for application starting from 2022

Effective Date New, Revised or Amended Standards and Interpretations Announced by IASB Annual Improvements to IFRS Standards 2018–2020 January 1, 2022 (Note 1) Amendments to IFRS 3 “Reference to the Conceptual Framework” January 1, 2022 (Note 2) Amendments to IAS 16 “Property, Plant and Equipment – January 1, 2022 (Note 3) Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts–Cost of Fulfilling a January 1, 2022 (Note 4) Contract”

Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The

13

amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the individual financial statements were authorized for issue, the Company evaluated that there is no significant impact on its financial position and financial performance as a result of the initial adoption of the aforementioned standards or interpretations and related applicable period.

c. The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
Effective Date Issued
New,Revised or Amended Standards and Interpretations byIASBNote 1
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of To be determined by IASB
Assets between an Investor and its Associate or Joint
Venture”
IFRS 17 “Insurance Contracts” January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IFRS 17 “Initial Application of IFRS 17 and
IFRS 19 – Comparative Information”
Amendments to IAS 1 “Classification of Liabilities as Current January 1, 2023
or Noncurrent”
Amendments to IAS 1 “Disclosure of Accounting Policies” January 1, 2023 (Note 2)
Amendments to IAS 8 “Definition of Accounting Estimates” January 1, 2023 (Note 3)
Amendments to IAS 12 “Deferred Tax related to Assets and January 1, 2023 (Note 4)
Liabilities Arising from a Single Transaction”
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

  • Note 4: Except for the recognition of deferred tax for the temporary differences of lease and decommissioning obligations on January 1, 2022, the amendment applies to all transactions after January 1, 2022.

  • Amendments to IAS 1 “Disclosure of Accounting Policies”

The amendments specify that the Company should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The

14

amendments also clarify that:

  • Accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed;

  • The Company may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and

  • Not all accounting policy information relating to material transactions, other events or conditions is itself material.

The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:

  • (1) The Company changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;

  • (2) The Company chose the accounting policy from options permitted by the standards;

  • (3) The accounting policy was developed in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” in the absence of an IFRS that specifically applies;

  • (4) The accounting policy relates to an area for which the Company is required to make significant judgements or assumptions in applying an accounting policy, and the Company discloses those judgements or assumptions; or

  • (5) The accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.

  • Amendments to IAS 8 “Definition of Accounting Estimates”

The amendments define that accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. In applying accounting policies, the Company may be required to measure items at monetary amounts that cannot be observed directly and must instead be estimated. In such a case, the Company uses measurement techniques and inputs to develop accounting estimates to achieve the objective. The effects on an accounting estimate of a change in a measurement technique or a change in an input are changes in accounting estimates unless they result from the correction of prior period errors.

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

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(1) Statement of compliance

The individual financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (the “Accounting Standards Used in Preparation of the Individual Financial Statements”).

15

(2) Basis of preparation

The individual financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair values.

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

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

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

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

When preparing the individual financial statements, the Company account for subsidiaries and associates by using the equity method. In order to agree with the amount of net income, other comprehensive income and equity attributable to shareholders of the parent in the consolidated financial statements, the differences of the accounting treatment between the individual basis and the consolidated basis are adjusted under the heading of investments accounted for using equity method, share of profits of subsidiaries and associates and share of other comprehensive income of subsidiaries and associates in the individual financial statements.

  • (3) Classification of current and non-current assets and liabilities

  • Current assets include:

  • Assets held primarily for the purpose of trading;

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

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

Current liabilities include:

  1. Liabilities held primarily for the purpose of trading;

  2. Liabilities due to be settled within 12 months after the reporting period and

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

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

  • (4) Foreign currencies

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

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

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

Non-monetary item denominated in a foreign currency and measured at historical cost is stated at the reporting currency as originally translated from the foreign currency.

For the purposes of presenting individual financial statements, the assets and liabilities

16

of the Company’s foreign operations (including of the subsidiaries and associates in other countries with currencies used different from the Company) are translated into New Taiwan dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income.

On the disposal of a foreign operation (i.e. a disposal of the Company’s entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, or a disposal involving loss of significant influence over an associate that includes a foreign operation), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

In relation to a partial disposal of a subsidiary that does not result in the Company losing control over the subsidiary, the proportionate share of accumulated exchange differences is re-attributed to non-controlling interests of the subsidiary and are not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.

(5) Inventories

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

(6) Investments in subsidiaries

The Company uses the equity method to account for its investments in subsidiaries. A subsidiary is an entity that is controlled by the Company.

Under the equity method, investments in subsidiaries are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of those subsidiaries. The Company also recognizes the changes in the Company’s share of the equity of subsidiaries.

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

When the Company’s share of losses of an associate equals or exceeds its interest in that associate (including carrying amount of investments in associates using equity method and other long-term interests of net investment in associates and joint ventures), the Company continues recognizing its share of further losses.

Any excess of the cost of an acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of the acquisition is recognized immediately in profit or loss. When the Company acquires a subsidiary that does not constitute a business, the Company appropriately allocates the cost of acquisition to the Company’s share of the amounts of the identifiable assets acquired (including intangible assets) and liabilities assumed, and the transaction does not give rise to goodwill nor gains.

The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the entire financial statements of the invested company. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes reversal of the impairment loss; the

17

adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.

When the Company loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date when control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides, the Company accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Company had directly disposed of the related assets or liabilities.

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

(7) Investments in associates

An associate is an entity over which the Company has significant influence and which is neither a subsidiary nor an interest in a joint venture. The Company uses the equity method to account for its investments in associates.

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

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

When the Company subscribes for additional new shares of the associate, at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in the Company’s share of equity of associates. If the Company’s ownership interest is reduced due to the additional subscription of the new shares of associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for by the equity method is insufficient, the shortage is debited to retained earnings.

When the Company’s share of losses of an associate equals or exceeds its interest in that associate (including carrying amount of investments in associates using equity method and other long-term interests of net investment in associates and joint ventures), the Company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is deducted from investment and carrying amount of investment is net of impairment loss. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Company discontinues the use of the equity method from the date on which it ceases to have significant influence over the associate. Any retained investment is measured

18

at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Company accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required if that associate had directly disposed of the related assets or liabilities. If an investment in the associate becomes an investment in a joint venture, or an investment in a joint venture becomes an investment in the associate, the Company will continue to use the equity method without re-evaluating the retained equity.

When the Company entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the individual financial statements to the extent of interests in the associate that are not related to the Company.

(8) Property, Plant and Equipment

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

Freehold land is not depreciated.

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

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

(9) Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes). Investment properties also include land held for a currently undetermined future use.

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

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

(10) Intangible assets

1) Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful lives, residual values, and amortization methods are reviewed at the end of each reporting period, with the effect of any changes in the estimates accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are measured at cost less accumulated impairment loss.

2) Derecognition of intangible assets

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

(11) Impairment of tangible assets and intangible assets

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

19

belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

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

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

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

(12) Financial instruments

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

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss. 1) Financial

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

a) Measurement categories

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost and equity instruments at FVTOCI.

i. Financial assets at FVTPL.

Financial assets are classified as at FVTPL when such a financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, and any dividends, interest earned and remeasurement gains or losses on such financial assets are recognized in gains on financial assets and liabilities at fair value through profit or loss. Fair value is determined in the manner described in Note 26.

ii. Financial assets at amortized

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

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

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

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, trade receivables at amortized cost, are measured at amortized cost, which equals the gross carrying amount

20

determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

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

i) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • ii) Financial assets that are not credit-impaired on purchase or origination but have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

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

iii. Investments in equity instruments at FVTOCIC

On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

b) Impairment of financial assets

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

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

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

The Company recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognized in other comprehensive income and does not reduce the carrying

21

amount of such a financial asset.

c) Derecognition of financial assets

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

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in a debt instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. However, on derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

2) Equity instruments

Debt and equity instruments issued by a company entity are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

3) Financial liabilities

a) Subsequent measurement

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

b) Derecognition of financial liabilities

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

(13) Revenue recognition

The Company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied. Sales are customers obtain control of the promised goods which is generally when the goods are delivered to the customers’ specified locations.

Revenue from sale of goods is measured at the fair value of the consideration received or receivable.

(14) Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

1) The Company as lessor

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

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying

22

amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

2) The Company as lessee

The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the individual financial statements.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments, variable lease payments which depend on an index or a rate, residual value guarantees, the exercise price of a purchase option if the Company is reasonably certain to exercise that option, and payments of penalties for terminating a lease if the lease term reflects such termination, less any lease incentives receivable. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, a change in the amounts expected to be payable under a residual value guarantee, a change in the assessment of an option to purchase an underlying asset, or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the individual balance sheets.

Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.

(15) Employee benefits

1) Short-term employee benefits

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

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions. Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost and net interest on the net defined benefit liabilities are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets

23

(excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss. Net defined benefit liability represents the actual deficit in the Company’s defined benefit plan.

(16) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. 1) Current tax

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

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

2) Deferred tax

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

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

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

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

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

3) Current and deferred taxes for the year

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

  1. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’s accounting policies, the Company’s management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated

24

assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Company considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

  1. CASH AND CASH EQUIVALENTS
6. CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS
7. December 31, 2021
December 31, 2020
Cash on hand
$ 396
$ 406
Checking accounts and cash in
bank
432,358
145,412
Cash equivalents
Bonds with repurchase
agreements
330,358
45,082
$ 763,112
$ 190,900
The market rate intervals of cash in the bank at the end of the year were as follows:
December 31, 2021
December 31, 2020
Bank balance
0.005%~0.12%
0.01%~0.05%
Bonds with repurchase
agreements
0.25%
0.25%
FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
December 31, 2021
December 31, 2020
Financial assets-Current
Mandatorily measured at FVTPL
Non-derivative financial
assets
Domestic listed
shares
$ 765,080
$ 225,583
Oversea unlisted
shares
22,264

-
$ 787,344
$ 225,583
Financial assets–Non-current
Mandatorily measured at FVTPL
Non-derivative financial
assets
Mutual funds
$ 1,077
$ 991
Financial assets-Current
Mandatorily measured at FVTPL
Non-derivative financial
assets
Domestic listed
shares
Oversea unlisted
shares
Financial assets–Non-current
Mandatorily measured at FVTPL
Non-derivative financial
assets
Mutual funds
December 31, 2021
$ 765,080
22,264
$ 787,344
$ 1,077






  1. As December 31, 2021 and 2020, the Company acquired NT$142,035,000 and NT$67,139,000 of domestic listed shares of the financial assets – current which mandatorily measured at FVTPL. And the Company sold NT$25,067,000 and NT$34,089,000 of domestic listed shares with the disposal price NT$34,860,000 and NT$91,300,000 in 2021 and 2020, respectively. The gain of investment is NT$9,793,000 and NT$57,211,000. As December 31, 2020, the financial assets – non-current with mandatorily measured at FVTPL is NT$126,000.

  2. As December 31, 2021 and 2020, the financial asset at fair value through profit or loss is NT$444,879,000 and NT$130,083,000, respectively.

25

  1. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE

INCOME

December 31, 2021 December 31, 2020 Current Domestic investment Listed and emerging shares Fubon Financial Holding Co., Ltd. (Ordinary share) $ 337 $ 188 Non-current Domestic investment Unlisted shares Benetop Technology Co., Ltd. (Ordinary share) $ - $ 373 Eleceram Technology Co., Ltd. (Ordinary share) 30,837 21,476 $ 30,837 $ 21,849

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes.

9. FINANCIAL ASSET MEASURED AT AMORTIZED COST

December 31, 2021 December 31, 2020 Non-current Domestic investment Restricted assets – - offshore funds account (1) $ 119,908 $

The above restricted financial assets are holding by the Company in the consolidated financial statements in accordance with the Management, Utilization, and Taxation of Repatriated Offshore Funds Act (“the Act”). The use of these financial assets is restricted by the Act.

10. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES

Notes receivable
Notes receivableNon-Related
parties
Trade receivables
At amortized cost
Carrying amount
Non-Related Parties
December 31,2021
$ 615
$ 23,277
December 31,2020 December 31,2020


$ -
$ 17,095

26

Carrying amountRelated
Parties
Less: Allowance for
impairment loss
Other receivables
Other receivablesRelated
Parties
December 31,2021
2,996
(
15
)
$ 26,258
$ 367
$ 22
December 31,2020 December 31,2020
(


(


5,587

143
)
$ 22,539
$ 475
$ 71,104

The Company measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated using a provision matrix by reference to the past default experience with the respective debtors and an analysis of the debtors’ current financial positions, industrial economic atmosphere, and consider the industrial prospect. As the Company’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the loss allowance based on the past due status of receivables is not further distinguished according to different segments of the Company’s customer base.

The Company transfers a trade receivable to overdue receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the trade receivables are over 330 days past due. The Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in overdue receivable. For recognized in the loss allowance, the Company consider if there any collateral or guarantee of the overdue receivable.

The following table details the loss allowance of note receivables, trade receivables and overdue receivables:

December 31, 2021 Not Past Due Not Past Due
Less than 90
Days

Less than 90
Days
91 to 180
Days
181 to 330
Days
More than 330
Days
Total


Expected credit loss
rate
Gross carrying amount

Loss allowance
(lifetime ECLs)

Amortized cost

December 31, 2020
0%
$ 20,941


-

$ 20,941

Not Past Due

(

0%~0.28%

$ 5,947


15
)
$ 5,932

Less than 90
Days
1.69%~2.91%
$ -


-

$ -

91 to 180
Days
4.26%~9.16%
$ -


-

$ -

181 to 330
Days
11.19%~100%
$ -


-

$ -

More than 330
Days


(
$ 26,888

15
)
$ 26,873
Total


Expected credit loss
rate
Gross carrying amount

Loss allowance
(lifetime ECLs)

Amortized cost

(
0%~0.84%
$ 22,667


143
)
$ 22,524


0%~7.59%
$ 15

-

$ 15
5.47%~10.59
%

$ -


-

$ -
9.80%~15.6%
$ -


-

$ -
11.73%~100%
$ -


-

$ -


(
$ 22,682

143
)
$ 22,539

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

Balance at January 1
Add: Net remeasurement of loss
allowance
Balance at December 31
2021
$ 143

128
)
$ 15
2020

(


$ 85
58
$ 143

27

11. INVENTORIES

VENTORIES
Finished goods and merchandise
Raw materials and spare parts
Overhead Used in Construction
December 31,2021
$ 2,798

411
3,209

4,303
$ 7,512
December 31,2020






$ 4,029
2,057
6,086
10,378
$ 16,464

The allowance for inventory valuation losses for the years ended December 31, 2021 and 2020 was NT$7,152,000 and NT$14,935,000, respectively.

The cost of inventories recognized as cost of goods sold for the year ended December 31, 2021 and 2020 included reversal of inventory write-downs of (NT$7,783,000) and NT$4,717,000, respectively.

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2021 and 2020 was NT$135,258,000 and NT$112,546,000, respectively.

12.
INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
December 31,2021
December 31,2020
Subsidiaries
$ 1,501,236
$ 1,054,885
Associates

472,635

414,728
$ 1,973,871
$ 1,469,613
a. Investments in subsidiaries
December 31,2021
December 31,2020
Unlisted Company
EVERSPRING INDUSTRY
(S) PTE LTD.
(“(S) EVERSPRING”)
$ 71,035
$ 319,660
EVERSPRING TECH USA,
INC.
(“USA EVERSPRING”)
4,793
4,545
WORLDTREND CO., LTD.
(“WORLDTREND”)
467,010
304,309
UNINN TECHNOLOGY
CO., LTD.
(“UNINN”)
532,815
353,009
TUNG SHENG
DEVELOPMENT
CORPORATION
(“TUNG SHENG”)
425,583
73,362
PHASE ELECTRONICS
(UK) LTD.
(“PHASE
ELECTRONICS”)

-

(
728
)
1,501,236
1,054,157
Add: Long-term investment loan
transfer to other liabilities

-


728
$ 1,501,236
$ 1,054,885
12.
INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
December 31,2021
December 31,2020
Subsidiaries
$ 1,501,236
$ 1,054,885
Associates

472,635

414,728
$ 1,973,871
$ 1,469,613
a. Investments in subsidiaries
December 31,2021
December 31,2020
Unlisted Company
EVERSPRING INDUSTRY
(S) PTE LTD.
(“(S) EVERSPRING”)
$ 71,035
$ 319,660
EVERSPRING TECH USA,
INC.
(“USA EVERSPRING”)
4,793
4,545
WORLDTREND CO., LTD.
(“WORLDTREND”)
467,010
304,309
UNINN TECHNOLOGY
CO., LTD.
(“UNINN”)
532,815
353,009
TUNG SHENG
DEVELOPMENT
CORPORATION
(“TUNG SHENG”)
425,583
73,362
PHASE ELECTRONICS
(UK) LTD.
(“PHASE
ELECTRONICS”)

-

(
728
)
1,501,236
1,054,157
Add: Long-term investment loan
transfer to other liabilities

-


728
$ 1,501,236
$ 1,054,885
12.
INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
December 31,2021
December 31,2020
Subsidiaries
$ 1,501,236
$ 1,054,885
Associates

472,635

414,728
$ 1,973,871
$ 1,469,613
a. Investments in subsidiaries
December 31,2021
December 31,2020
Unlisted Company
EVERSPRING INDUSTRY
(S) PTE LTD.
(“(S) EVERSPRING”)
$ 71,035
$ 319,660
EVERSPRING TECH USA,
INC.
(“USA EVERSPRING”)
4,793
4,545
WORLDTREND CO., LTD.
(“WORLDTREND”)
467,010
304,309
UNINN TECHNOLOGY
CO., LTD.
(“UNINN”)
532,815
353,009
TUNG SHENG
DEVELOPMENT
CORPORATION
(“TUNG SHENG”)
425,583
73,362
PHASE ELECTRONICS
(UK) LTD.
(“PHASE
ELECTRONICS”)

-

(
728
)
1,501,236
1,054,157
Add: Long-term investment loan
transfer to other liabilities

-


728
$ 1,501,236
$ 1,054,885
12.
INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
December 31,2021
December 31,2020
Subsidiaries
$ 1,501,236
$ 1,054,885
Associates

472,635

414,728
$ 1,973,871
$ 1,469,613
a. Investments in subsidiaries
December 31,2021
December 31,2020
Unlisted Company
EVERSPRING INDUSTRY
(S) PTE LTD.
(“(S) EVERSPRING”)
$ 71,035
$ 319,660
EVERSPRING TECH USA,
INC.
(“USA EVERSPRING”)
4,793
4,545
WORLDTREND CO., LTD.
(“WORLDTREND”)
467,010
304,309
UNINN TECHNOLOGY
CO., LTD.
(“UNINN”)
532,815
353,009
TUNG SHENG
DEVELOPMENT
CORPORATION
(“TUNG SHENG”)
425,583
73,362
PHASE ELECTRONICS
(UK) LTD.
(“PHASE
ELECTRONICS”)

-

(
728
)
1,501,236
1,054,157
Add: Long-term investment loan
transfer to other liabilities

-


728
$ 1,501,236
$ 1,054,885

December 31,2021
$ 1,501,236

472,635
$ 1,973,871
December 31,2021
$ 71,035
4,793
467,010
532,815
425,583

-

1,501,236

-

$ 1,501,236
$ 1,054,885

414,728
$ 1,469,613
December 31,2020





(


$ 319,660
4,545
304,309
353,009
73,362

728
)
1,054,157
728
$ 1,054,885

28

The following table shows the Company’s proportion of ownership and voting right of associates at the end of the reporting date:

ociates at the end of the reporting date:
(S) EVERSPRING
USA EVERSPRING
WORLDTREND
UNINN
TUNG SHENG
PHASE ELECTRONICS
December 31,2021
100.00%
94.55%
100.00%
100.00%
65.80%
-%
December 31,2020
100.00%
94.55%
95.36%
100.00%
27.88%
100.00%

PHASE ELECTRONICS was resolved for liquidation by the resolution of Board of Directors on May 13, 2020, and was liquidated on March 16, 2021.

The Company increased its investment in TUNG SHENG by NT$350,000,000 in 2021 by the resolution of the Board of Directors, resulting in an increase in shareholding from 27.88% to 65.8%. In 2021, the Company acquired the shares of WORLDTREND from UNINN, resulting in an increase in shareholding from 95.36% to 100%. Please refer to Note 27.

In 2021, (S) EVERSPRING decreased its paid-in capital and remitted back to Taiwan the payment of shares amounting to NT$569,287,000 and surplus NT$597,412,000.

And the Company was business combination with Asupistek Corporation at Season 4 in 2020. For details, please refer Note 30.

The calculation of the investments accounted for using the equity method and the share of profit or loss and other comprehensive income of the investments.

For the financial statements of EVERSPRING TECH USA, INC. and PHASE ELECTRONICS were not reviewed by auditor because their capital and revenue were not significant. The financial statements of other subsidiaries have been reviewed. The management agrees that there is no material impact for the above mentioned subsidiaries whose financial statements were not review by auditor.

b. Investments in associates

estments in associates
Material associates
Medigen Biotechnology
Corporation
(“Medigen”)
Material associates
December 31,2021
$ 472,635
December 31,2020
$ 414,728
Material associates
Name of Associate
Medigen
% of Ownership and Voting Rights Held by
the Company
December 31,2021
10.11%
December 31,2020
10.14%

Refer to Table 3 “Information on Investees” for the nature of activities, principal place of business and country of incorporation of the associates.

The Medigen is listed as associate because Everspring is the relatively large shareholder and be two seats of director and it is significant influence on Medigen.

The calculation of the investments accounted for using the equity method and the share of profit or loss and other comprehensive income of the investments were based on the associates’ financial statements that have been audited.

Fair values (Level 1) of investments in associates with available published price quotation are summarized as follows

Name of Associate December 31, 2021 December 31, 2020 Medigen Biotechnology Corporation $ 808,960 $ 834,328

29

All the associates are accounted for using the equity method.

The Company’s share of profit and other comprehensive income of associates for the years ended December 31, 2020 and 2019 were based on the associates’ financial statements audited by independent auditors for the same period.

Medigen Biotechnology Co., Ltd. (Individual Financial Statement)

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Equity
Proportion of the Group’s
ownership
Equity attributable to the
Group
Accumulated impairment loss
Goodwill
Other adjustments
Carrying amount
Operating revenue
Net profit for the year
Other comprehensive income
(loss)
Total comprehensive income
for the year
December 31, 2021
$ 655,193
2,483,180
(
314,480 )
(
429,506
)
$ 2,394,387
10.11%
$ 242,073
(
40,426 )
306,320
(
35,332
)
$ 472,635
2021
$ 36,312
( $ 52,614 )
(
14,741
)
($ 67,355
)
December 31, 2020
$ 483,438
2,143,970
(
383,840 )
(
428,150
)
$ 1,815,418
10.14%
$ 184,166
(
40,426 )
306,320
(
35,332
)
$ 414,728
2020
$ 41,845
( $ 337,923 )
(
24,430
)
($ 362,353
)

13. PROPERTY, PLANT AND EQUIPMENT

Cost

Balance at January 1, 2021
Additions
Disposals

Balance at December 31,
2021

Accumulated depreciation
and
impairment
Balance at January 1, 2021
Depreciation

Disposals

Balance at December 31,
2021

Carrying amounts at
December 31, 2021

Cost

Balance at January 1, 2020
Additions
Disposals

Balance at December 31,
2020

Accumulated depreciation
and
impairment
Balance at January 1, 2020
Depreciation

Disposals

Balance at December 31,
2020

Carrying amounts at
December 31, 2020
Land Building Machinery
and
Equipment
Office
Equipment
Transportatio
n Equipment
Transportatio
n Equipment
Other
Equipment
TOTAL




















$ 99,019

-

-

$ 99,019

$ -

-

-

$ -

$ 99,019

$ 99,019

-

-

$ 99,019

$ -

-

-

$ -

$ 99,019













$ 131,477

-

-

$ 131,477

$ 74,093

5,199

-

$ 79,292

$ 52,185

$ 137,170

252
(
5,945
)
$ 131,477

$ 74,690

5,348
(
5,945
)
$ 74,093

$ 57,384













$ 810

105
(
495
)
$ 420

$ 635

201
(
495
)
$ 341

$ 79

$ 1,480

-
(
670
)
$ 810

$ 1,076

229
(
670
)
$ 635

$ 175













$ 1,483

143

-

$ 1,626

$ 678

243

-

$ 921

$ 705

$ 1,935

106
(
558
)
$ 1,483

$ 968

268
(
558
)
$ 678

$ 805













$ -

3,600

-

$ 3,600

$ -

180

-

$ 180

$ 3,420

$ -

-

-

$ -

$ -

-

-

$ -

$ -













$ -

567

-

$ 567

$ -

82

-

$ 82

$ 485

$ 58

-
(
58
)
$ -

$ 58

-
(
58
)
$ -

$ -













$ 232,789
4,415
(
495
)
$ 236,709
$ 75,406
5,905
(
495
)
$ 80,816
$ 155,893
$ 239,662
358
(
7,231
)
$ 232,789
$ 76,792
5,845
(
7,231
)
$ 75,406
$ 157,383

The Company carries out a periodic review of the impairment assessment for the property, plant and equipment; after the review, the Company found no indication of impairment for the

30

years ended December 31, 2021 and 2020.

The depreciated are calculated on a straight-line basis over the following estimated useful lives:

Buildings
Main building of plant 5 to 50 years
Electrical power plant 7 to 15 years
Engineering system 8 to 10 years
Machinery and Equipment 3 years
Transportation 5 years
Office equipment 3 to 5 years
Molding equipment 2 years
Other equipment 3 years

Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 28.

14. INVESTMENT PROPERTIES

ESTMENT PROPERTIES
Completed investment properties
Cost
Balance at January 1, 2021
Balance at December 31, 2021
Accumulated depreciation and
impairment
Balance at January 1, 2021
Depreciation expense
Balance at December 31, 2021
Cost
Balance at January 1, 2020
Balance at December 31, 2020
Accumulated depreciation and
impairment
Balance at January 1, 2020
Depreciation expense
Balance at December 31, 2020
December 31,2021
$ 231,067
December 31,2020
$ 236,210
Completed
investment
properties
$ 334,563
$ 334,563
( $ 98,353 )
(
5,143
)
($ 103,496
)
$ 334,563
$ 334,563
( $ 93,209 )
(
5,144
)
($ 98,353
)

The completed investment properties are depreciated under the straight-line method over their estimated useful lives of 45 to 50 years.

  • a) The fair values of the investment properties which are land and plant at Guishan District, Taoyuan City and Tucheng District, New Taipei City of the Group on December 31, 2021 and 2020 were NT$589,952,000 and NT$600,417,000, respectively. The fair value was not evaluated by independent qualified professional valuers. The valuation was arrived at by reference to the market evidence of transaction price for similar properties, and the fair value was measured by using Level 3 inputs. The fair value was made reference with market price of similar property because of no significant change of the property's price in these regions during 2021 and 2020.

31

b) The maturity analysis of lease payments receivable under operating leases of investment properties as of December 31, 2021 and 2020 is as follows:

Year 1
Year 2
Year 3
Year 4
Year 5
December 31, 2021
$ 16,367
13,647
14,859
-

-
$ 44,873
December 31, 2020 December 31, 2020






$ 6,376
4,618
2,537
-
-
$ 13,531
  • c) All investment properties of the Company are its own equity. The investment properties pledged as collateral for bank borrowings are set out in Note 28.

15. OTHER ASSETS

OTHER ASSETS
Current
Payment in advance
Others
Non-current
Prepayments of equipment
Others
BORROWINGS
a. Short-term loans
Secured borrowings
(Note 28)
Bank loans
December 31, 2021
$ 14

1,804
$ 1,818
$ 1,824

66
$ 1,890
December 31, 2021
$ 50,000
December 31, 2020
$ -

2,463
$ 2,463
$ 240

78
$ 318
December 31, 2020
$ 30,000

16. BORROWINGS

a. Short-term loans

The interest rates of bank loans were 1.2% as of December 31, 2021 and 2020.

b. Long-term borrowings

g-term borrowings
Secured borrowings (Note
27)
First Commercial
Bank
Long-term bank loans

Bank of Taiwan
Collateralized
borrowing

Less: Current portion of
long-term borrowings
Long-term bank loans
Maturity
date
Significant Covenant
Interest rate December
31,2021
December
31,2020
2019.12.20
-
2024.12.20

2020.04.15
-
2023.04.14

Long-term credit loan, principal
repayment at maturity, from
December 20, 2019 to December
20, 2024, interest is monthly
basis.

Long-term credit loan, principal
repayment at maturity, from
April 15, 2020 to April 14, 2023,
interest is monthly basis.
1.45%~1.60%
1.6406%




(
$ 36,525

17,777

54,302

25,332
)
$ 28,970


(
$ 48,352
31,111
79,463

25,160
)
$ 54,303

Land and buildings as collateral provided for funds borrowed from banks.

17. NOTES AND ACCOUNTS PAYABLES

32

Account payables
Account payables - caused by
operation
December 31,2021
$ 423
December 31,2020 December 31,2020
$ 1,263

The repayment period of accounts receivables is 30-90 days and interest free. The financial risk management policy made by the Company is to ensure all the repayment with in the credit period.

18.OTHER LIABILITIES

ER LIABILITIES
Current
OTHER ACCOUNT PAYABLES
Salary Payables
NHI and labor insurance
payables
Pension Payables
Bonus Payables
Interest Payables
Employees and Directors’
Remuneration Payables
Others
Non-current
Guarantee Deposit
December 31,2021
$ 6,857
1,317
874
5,938
59
74,942

3,415
$ 93,402
$ 3,264
December 31,2020







$ 6,410
951
1,101
5,063
47
-
2,429
$ 16,001
$ 2,458

19. RETIREMENT BENEFIT PLANS

Defined contribution plans

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

20. EQUITY

a. Share capital

Ordinary shares

Y
e capital
Ordinary shares
Number of shares authorized
(in thousands)
Shares authorized
Number of shares issued and
fully paid (in thousands)
Shares issued
December 31,2021

380,000
$ 3,800,000

214,021
$ 2,140,216
December 31,2020






380,000
$ 3,800,000
214,021
$ 2,140,216

Ordinary shares issued have a par value of NT$10, carry one vote per share and carry the right to receive dividends.

33

b. Capital surplus

ital surplus
May be used to offset a deficit,
distributed as cash
dividends, or transferred to
share capital*
Conversion of bonds
Gain on disposal of assets
May be used to offset a deficit
only
Share of change in capital
surplus of associates or joint
ventures
December 31,2021
$ 219,420
424
312,653
$ 532,497
December 31,2020




$ 219,420
424
234,986
$ 454,830
  • Such capital surplus may be used to offset a deficit; in addition, when the Bank has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and to once a year).

c. Retained earnings and dividend policy

Under the Company’s dividend policy as set forth in the Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as a legal reserve of 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for the distribution of dividends and bonuses to shareholders. For the policies on the distribution of employees’ compensation and remuneration of directors, refer to employees’ compensation and remuneration of directors in Note 22(6).

The appropriation of earnings mentioned above shall be retained by the board of directors in accordance with the changing operating environment, operation and investment needs. When dividends are declared, cash dividends must be at least 20% of total dividends declared.

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

According to Order No. 1010012865 issued by the FSC, Order No. 1010047490 issued by the FSC, Order No. 1030006415 issued by the FSC and International Financial Reporting Standards and “Q&A on the application of the reference to the special reserve following adoption of IFRSs”, retained earnings should be appropriated to or reversed from a special reserve by the Company.

The loss off-setting for 2020 and 2019 had been approved in the shareholders’ meetings of the Company on July 8, 2021 and June 16, 2020, respectively.

The appropriation of surplus for 2021 was proposed for the resolution of the Board of Directors meeting on March 23, 2022, the proposal is as follows:

34

Legal surplus reserve
Cash
Appropriation of
surplus
$ 120,407
214,022
Dividend per share
(NT$)
$ -
1.00

The appropriation of surplus for 2021 is subject to the resolution of the Shareholders’ Meeting of the Company in June 2022.

d. Other equity items

  • 1) Exchange differences on translation of the financial statements of foreign
d. Other equity items
1) Exchange differences on translation of the financial statements of foreign
nts of foreign nts of foreign
21. 2021
2020
Balance at January 1
Recognized for the period
( $ 48,974 )
( $ 40,372 )
Exchange differences
arising on translation of
foreign operations
(
5,602 )
(
8,602 )
Reclassification adjustment
Disposal and
liquidation of
subsidiaries
42,873


-
Balance at December 31
($ 11,703
)
($ 48,974
)
2) Unrealized valuation gain (loss) on financial assets at FVOCI
2021
2020
Balance at January 1
( $ 18,849 )
( $ 31,570 )
Recognized for the period
Unrealized gain and loss
Equity instruments
9,510
6,325
Share from associates
accounted for using the
equity method
8,826
6,396
Cumulative unrealized gain
of equity instruments
transferred to retained
earnings

1,330


-
Balance at December 31
$ 817

($ 18,849
)
REVENUE
2021
2020
Revenue from contracts with
customers
Sales revenue
$ 152,803
$ 120,961
Other operating revenue

413

3,898
$ 153,216
$ 124,859
December 31,2021
December 31,2020
Notes receivables and Accounts
receivables (Note 10 & 27)
$ 26,873
$ 22,539
Contract liabilities -current
Sales of goods
$ 1,759
$ 6,235
2020
( $ 31,570 )
6,325
6,396

-
($ 18,849
)
2020
$ 120,961

3,898
$ 124,859
December 31,2020

$ 22,539
$ 6,235

35

22. Net Profit (Loss) for the Year

This year's net profit includes the following items

(1) Interest Income
2021 2020
Bank Savings $ 604 $ 907
Others 153 1,232
$ 757 $ 2,139
(2) Other Income
2021 2020
Dividend Income $
27
$
21
Rental Income 16,873 6,665
Others 3,251 15,940
$ 20,151 $ 22,626
(3) Other Profits and Losses
2021 2020
Disposal of investment
interests $ 9,793 $ 57,211
Disposal of losses of intangible
assets ( 2,793 ) ( 423 )
Gains (Losses) on disposal of
investments by using equity
method ( 42,059 ) 55,665
Mandatory profit (loss) of
financial assets measured at
fair value through profit and
loss 444,879 130,083
Net foreign currency exchange
losses ( 5,803 ) ( 9,183 )
Depreciation of investment
property ( 5,143 ) ( 5,144 )
Others ( 6,846
) 1,101
$ 392,028 $ 229,310
(4) Financial Costs
2021 2020
Interest on Bank Loans ($ 1,137
) ($ 1,361
)
(5) Depreciation and Amortization
2021 2020
Fixed Assets $
5,905
$
5,845
Investment Property 5,143 5,144
Other Intangible Assets 834 1,191
Total $ 11,882 $ 12,180
Depreciation Expenses
Summarized by Function
Operating Expenses $ 5,905 $ 5,845
Other Profits & Losses 5,143 5,144
Total $ 11,048 $ 10,989
Amortization Expenses
Summarized by Function
Operating Expenses $
834
$ 1,191

36

(6) Expenses of Employee’s Benefits

Expenses of Employee’s Benefits
Post-retirement Benefits
Confirmed Distribution
Plan (Note 19)
Confirmed Welfare Plan
Other Employee’s Benefits
Total Expenses of Employee’s
Benefits
Summary by Function
Operating Costs
Operating Expenses
Total
2021
$ 3,100
-
3,100
148,902
$ 152,002
$ 4,414
147,588
$ 152,002
2020












$ 3,102
37
3,139
66,979
$ 70,118
$ 5,254
64,864
$ 70,118

The Company respectively uses 3.75% to 12% and no more than 3% of the benefits before tax of the current year before deducting the distribution of employees and directors and supervisors to provide employees’ remuneration and directors and supervisors' remuneration.

Estimated percentage
Remuneration of employees
Remuneration of directors and
supervisors
Amount
Remuneration of employees
Remuneration of directors and
supervisors
2021
4.55%
0.98%
2021
$ 61,661
13,281
2020
-
-
2020
$ -
-

EVERSPRING INDUSTRY CO., LTD. is accumulated losses in 2020, the remuneration of employees and the remuneration of directors and supervisors are not estimated.

If there are any amount changes after the date of publication of the annual individual financial statements, it will be treated as the changes in accounting estimates and adjusted to account in the next year.

The relevant information regarding the employees and directors’ remuneration resolved by the Company’s board of directors, please go to the “Market Observation Post System” of Taiwan Stock Exchange for inquiries.

23. Income Taxes

(1) Income Tax Recognized in Profit or Loss

The main components of income tax expenses are as follows

Current Tax
Generated This Year
Deferred Tax
Generated This Year
Income Tax Recognized in
Profit or Loss
2021
$ 14,420
60,507
$ 74,927
2020



(
$ 6,267
1,816
)
$ 4,451

37

The adjustments of accounting income and current income tax expenses are as follows

follows
2021 2020
Net profit before tax
The income tax expenses of net
$1,501,494 $ 199,719
profit before tax calculated at
the statutory tax rate $ 300,299 $ 39,944
Income not recognized in tax ( 21,085 ) ( 39,944 )
Gains derived from the
securities transactions ( 1,959 ) -
Losses on investments by using
equity method ( 251,095 ) -
Basic income tax 1,115 6,267
Unrecognized deductible
temporary differences 57,464 ( 1,816 )
Unrecognized loss carrybacks ( 23,117 ) -
Surplus remitted back from the
subsidiaries 13,305
-
Income tax interest recognized
in profit and loss $ 74,927 $ 4,451
Assets of Current Tax
December 31, 2021 December 31, 2020
Liabilities of Current Tax
Income Tax Payable $
1,115
$
6,153
  • (2) Assets of Current Tax

(3) Assets and Liabilities of Deferred Tax The adjustments of the assets and liabilities of deferred tax are as follows 2021

2021
Assets of Deferred Tax
Temporary Differences
Allowance for Bad Debts
Unrealized Exchange Profits
and Losses
Unrealized Gross Profit
Investment Profits and
Losses Recognized by the
Equity Method
Unrealized Compensation
for Losses
Liabilities of Deferred Tax
Temporary Differences
Unrealized Exchange Profits
and Losses
2020
Assets of Deferred Tax
Temporary Differences
Allowance for Bad Debts
Unrealized Exchange Profits
and Losses
Unrealized Gross Profit
Investment Profits and
Losses Recognized by the
Equity Method
Opening Balance
$ 5,640
452
1,523
74,174

714
$ 82,503
$ -
Opening Balance
$ 5,756
570
-
74,174
Recognized in
Profit and Loss
( $ 5,640 )
(
452 )
(
1,300 )
(
52,710 )

-
($ 60,102
)
$ 405

Recognized in
Profit and Loss
( $ 116 )
(
118 )
1,523
-
Closing Balance

$ -
-
223
21,464

714
$ 22,401
$ 405

Closing Balance
$ 5,640
452
1,523
74,174

38

Unrealized Compensation
for Losses
Liabilities of Deferred Tax
Temporary Differences
Unrealized Gross Profit
Accrued Pension Liabilities
Opening Balance

714
$ 81,214
$ 8


519
$ 527
Recognized in
Profit and Loss

-

$ 1,289
( $ 8 )
(
519
)
($ 527
)
Closing Balance Closing Balance








(
(
(






714
$ 82,503
$ -
-
$ -
  • (4) Income Tax Verification Status

The Company's settlement and declaration of the profit-seeking enterprise income tax in 2019 and previous years has been verified by the tax collection agency.

24. Earnings Per Share

ings Per Share
Basic earnings per share
Diluted earnings per share
Unit: NT Dollars per Share
2021
2020
$ 6.67
$ 0.91
$ 6.58
$ 0.91

Used to calculate the earnings per share and the weighted average number of ordinary shares are as follows Current Net Profit

ordinary shares are as follows
Current Net Profit
Net profit for the year
Number of Shares
The Weighted Average Number of
Ordinary Shares Used to Calculate
the Basic Earnings per Share
The Impact of Diluting Potential
Ordinary Shares:
Employees’ Remuneration
The Weighted Average Number of
Ordinary Shares Used to Calculate
the Diluted Earnings per Share
2021
$1,426,567
Unit: In
2021
214,021
2,675
216,696




If the Company chooses to distribute employees’ remuneration in stocks or cash, when calculating the diluted earnings per share, it is assumed that employees’ remuneration will be distributed in stocks, and when the potential ordinary stock has a diluting effect, it is included in the weighted average number of outstanding shares to calculate diluted earnings per share. When calculating the diluted earnings per share before the shareholders' meeting in the following year decides on the number of shares to be distributed for employees’ remuneration, the dilution effect of these potential ordinary shares will also be considered.

25. Capital Risk Management

The Company conducts capital management to ensure that the companies in the group can be under the premise of continuous operation and maximize shareholder compensation by optimizing the balance of debt and equity.

The capital structure of the Company is composed of the net debts (i.e. borrowings minus cash and cash equivalents) and the equity (i.e. capital stock, capital reserves, retained earnings and other equity items).

The Company does not have to comply with other external capital requirements.

39

26. Financial Instrument

  • (1) Fair value information – financial instruments not measured at fair value The management of the Company believes that the carrying amount of financial assets

  • and financial liabilities that are not measured by fair value approaches their fair value.

  • (2) Fair value information – financial instruments measured at fair value

  • Fair Value Hierarchy December 31, 2021

Fair Value Hierarchy
December 31, 2021
Financial assets measured
at fair value through profit
and loss
Domestic Listed (OTC)
Stocks

Oversea Unlisted
(Un-OTC) Stocks
Fund Beneficiary
Certificate

Total

Financial assets measured
at fair value through other
comprehensive income and
losses
Domestic Listed (OTC)
Stocks

Domestic Unlisted
(Un-OTC) Stocks

Total

December 31, 2020
Financial assets measured
at fair value through profit
and loss
Domestic Listed (OTC)
Stocks

Fund Beneficiary
Certificate

Total

Financial assets measured
at fair value through other
comprehensive income and
losses
Domestic Listed (OTC)
Stocks

Domestic Unlisted
(Un-OTC) Stocks

Total
Level 1
$ 765,080
-

-

$ 765,080

$ 337

-

$ 337

Level 1
$ 225,583

-

$ 225,583

$ 188

-

$ 188
Level 2
$ -

-

-

$ -

$ -

-

$ -

Level 2
$ -

-

$ -

$ -

-

$ -
Level 3
$ -

22,264

1,077

$ 23,341

$ -

30,837

$ 30,837

Level 3
$ -

991

$ 991

$ -

21,849

$ 21,849
Total























$ 765,080

22,264

1,077
$ 788,421
$ 337

30,837
$ 31,174
Total




















$ 225,583

991
$ 226,574
$ 188

21,849
$ 22,037

In 2021 and 2020, there were no transfers of fair value measurement between level 1 and level 2.

40

  1. Reconciliation of Financial Assets Measured by Level 3 Fair Value 2021
2021
Opening Balance
Recognized in Profit and Loss (other
Profits and Losses)
Recognized in Other Comprehensive
Income and Losses (Unrealized
Profits and Losses of Financial Assets
Measured at Fair Value Through
Other Comprehensive Income and
Losses)
Investments increased
Capital Reduction and Refund of
Shares
Closing Balance
2020
Opening Balance
Recognized in Profit and Loss (other
Profits and Losses)
Recognized in Other Comprehensive
Income and Losses (Unrealized
Profits and Losses of Financial Assets
Measured at Fair Value Through
Other Comprehensive Income and
Losses)
Capital Reduction and Refund of
Shares
Closing Balance
Measured at Fair Value
Through Profit and Loss
EquityInstrument
$ 991
86
22,264

-

$ 23,341
Measured at Fair Value
Through Profit and Loss
EquityInstrument
$ 1,632
(
515 )
-
(
126
)
$ 991
Financial Assets Measured at
fair Value Through Other
Comprehensive Income and
Losses
EquityInstrument
$ 21,849
-
9,361
-
(
373
)
$ 30,837
Financial Assets Measured at
fair Value Through Other
Comprehensive Income and
Losses
EquityInstrument

(
(


$ 15,526
-
6,323
-
$ 21,849
  1. Evaluation Technology and Input Value for Level 3 Fair Value Measurement The fair value estimation of financial assets measured at fair value through other comprehensive income and losses is based on the analysis of the investee’s financial status and operating results, with reference to companies with similar businesses, their stock quotes in active markets, and the value multiplier implied by such prices and related transaction information. Considering the difference between the evaluation target and the comparable target, use an appropriate multiplier to estimate the value of the evaluation target.

41

(3) Categories of Financial Instruments

Financial Assets
Financial Assets Measured at
Fair Value Through Profit and
Loss
Financial Assets Measured at
Fair Value Through Other
Comprehensive Income and
Losses
Investment of Equity
Instrument
Financial Assets Measured at
Amortized Cost (Note 1)
Financial Liabilities
Measured at Amortized Cost
(Note 2)
December 31,2021
$ 788,421
31,174
790,374
208,408
December 31,2020
$ 226,574
22,037
285,018
137,265
  • Note 1 The balance includes the financial assets measured at amortized cost such as cash and cash equivalents, notes receivable, notes receivable – related parties, accounts receivable, accounts receivable – related parties, other receivables, other receivables – related parties and the time deposits of the original due date over 3 months, etc.

  • Note 2 The balance includes the financial liabilities measured at amortized cost such as short-term loans, notes payable, accounts payable, other payables, other payables – related parties, long-term loans due date within one year and long-term loans, etc.

  • (4) Objectives and Policies of Financial Risk Management

The main financial instruments of the Company include equity investment, note receivable, notes receivable – related parties, accounts receivable, accounts receivable – related parties, other receivables, other receivables – related parties, notes payable, accounts payable, accounts payable – related parties, other payables and loans. The Company's financial management department provides services for various business units, overall plans and coordinates access to operate domestic and international financial market, and supervises and manages financial risks related to the Company's operations by analyzing internal risk reports based on the degree and breadth of risk. These risks include market risks (including exchange rate risk and interest rate risk), credit risk and liquidity risk. The board of directors is responsible for overseeing risks and implementing the policies to reduce risks.

The financial management department reports quarterly to the board of directors of the Company. The board of directors is an independent organization responsible for monitoring risks and implementing policies to reduce risk

  1. Market Risk

The operating activities of the Company make the Company bear the main financial risks that are the risk of changes in foreign currency exchange rates (see below (1)) and the risk of changes in interest rates (see below (2)).

The Company’s risks related to market risks of financial instruments and their management and measurement methods have not changed.

  • (1) Currency Risk

The Company is engaged in sales and purchase transactions denominated in foreign currencies. As a result, the Company has the risk of exchange rate changes.

42

The carrying amounts of monetary assets and monetary liabilities of the Company that are not denominated in functional currencies at the balance sheet date are detailed in Note 31.

Sensitivity Analysis

The Company is mainly affected by fluctuations in the exchange rate of the U.S. dollar.

The following table details the sensitivity analysis of the Company when the exchange rate of the New Taiwan Dollar (functional currency) to each relevant foreign currency increases and decreases by 1%. 1% is the sensitivity rate used when reporting exchange rate risks to the key management within the Company, and also represents the management's evaluation of the reasonably possible range of changes in foreign currency exchange rates. The sensitivity analysis only includes monetary items in foreign currencies in circulation and forward foreign exchange contracts designated as cash flow hedging. The positive numbers in the following table indicate the amount of increase in net profit or equity before tax when the New Taiwan Dollar depreciates by 1% relative to each relevant currency; when the New Taiwan Dollar appreciates by 1% relative to each relevant foreign currency, its impact on net profit or equity before tax will be a negative number of the same amount.

Profits and Losses
Profits and Losses
Profits and Losses
Impact of U.S. Dollars Impact of U.S. Dollars
2021
2020
$ 371 (i)
$ 279 (i)
Impact of CNY
2020
2021
2020
$ 621 (i)
$ - (i)
Impact of HongKongDollars
2020
2021
$ 589 (i)
2020
$ - (i)

(i) Mainly derived from the USD, RMB and HKD-denominated monetary items of the Company that are still in circulation on the balance sheet date and have not conducted cash flow hedging.

  • (2) Interest Rate Risk

Due to the entities in the Company borrow funds at fixed and floating interest rates at the same time, interest rate risk is incurred. The Company manages interest rate risk by maintaining an appropriate combination of fixed and floating interest rates.

The carrying amounts of the Company's financial assets and financial liabilities subject to interest rate risk on the balance sheet date are as follows


With Fair Value
Interest Rate Risk
Financial Assets
Financial
Liabilities
With Cash Flow
Interest Rate Risk
Financial Assets
Financial
Liabilities
December 31,2021
$ 330,358
54,302
552,261
50,000
December 31,2020
$ 45,082
79,463
145,391
30,000

43

Sensitivity Analysis

The sensitivity analysis below is determined based on the interest rate risk of derivative and non-derivative instruments on the balance sheet date. For floating-rate liabilities, the analysis method is based on the assumption that the amount of liabilities outstanding on the balance sheet date is in circulation during the reporting period. The rate of change used when reporting interest rates to the key management within the Company is an increase or decrease of 0.25%, which also represents management's evaluation of the reasonably possible range of changes in interest rates.

If the interest rate increases/decreases by 0.25% and all other variables remain unchanged, the Company's net loss before tax for 2021 and 2020 will increase/ decrease by NT$1,256,000 and NT$288,000, mainly due to the part of risk of interest rate changes caused by bank deposits and bank borrowings of the Company's floating interest rate calculation.

  • (3) Other Price Risks

The Company incurs the equity price risk due to the listed (OTC) equity securities investment. The equity price risk of the Company is mainly concentrated on the equity instruments of the ROC Stock Exchange. The equity price risk of the Company is still under the control of the management. Sensitivity Analysis

The sensitivity analysis below is based on the equity price risk on the balance sheet date.

If the equity price increases/decreases by 1%, the 2021 profits (losses) before tax will increase/decrease by NT$7,884,000 due to the changes in the fair value of financial assets measured at fair value through profit and loss. The 2021 other comprehensive income and losses before tax will increase/decrease by NT$312,000 due to changes in the fair value of financial assets measured at fair value through other comprehensive income and losses.

If the equity price increases/decreases by 1%, the 2020 profits (losses) before tax will increase/decrease by NT$2,266,000 due to the changes in the fair value of financial assets measured at fair value through profit and loss. The 2020 other comprehensive income and losses before tax will increase/decrease by NT$220,000 due to changes in the fair value of financial assets measured at fair value through other comprehensive income and losses.

  1. Credit Risk

Credit risk refers to the risk that the counterparty of the transaction defaults on contractual obligations and causes financial losses to the Company in the consolidates financial statements. As of the balance sheet date, the maximum credit risk of the Company that may cause financial losses due to the counterparty's failure to perform obligations is mainly derived from the carrying amount of financial assets recognized in the consolidated balance sheet.

  1. Liquidity Risk

The Company manages and maintains sufficient cash and cash equivalents to support the group's operations and reduce the impact of cash flow fluctuations. The management of the Company supervises the use status of the bank’s financing lines and ensures compliance with the terms of the loan contract.

(1) Liquidity and Interest Rate Risk Table of Non-Derivative Financial Liabilities

The remaining contract maturity analysis of non-derivative financial liabilities is based on the earliest date that the Company may be required to repay, and is compiled based on the undiscounted cash flows of the financial liabilities (including principal and estimated interest).

Therefore, the bank loans that the Company can be required to repay immediately are within the earliest period in the table below, regardless of the probability of the bank immediately executing the right; the maturity analysis of

44

other non-derivative financial liabilities is compiled in accordance with the agreed repayment date.

For interest cash flows paid at floating interest rates, the undiscounted interest amount is derived from the yield curve on the balance sheet date.

December 31, 2021

Pay on
Demand or
Less Than 1
Month

Non-derivative
Financial
Liabilities
Floating Interest
Rate Instruments
$ 50,049
Fixed Interest
Rate Instruments

-

$ 50,049

December 31, 2020
Pay on
Demand or
Less Than 1
Month

Non-derivative
Financial
Liabilities
Floating Interest
Rate Instruments
$ 30,030
Fixed Interest
Rate Instruments

-

$ 30,030
Pay on
Demand or
Less Than 1
Month
1 to 3 Months 1 to 3 Months
3 Months to 1
Year

3 Months to 1
Year
1 to 5 Years More Than 5
Years
More Than 5
Years
$ -

-

$ -

1 to 3 Months
$ -

26,145

$ 26,145


3 Months to 1
Year



$ -
30,134

$ 30,134

1 to 5 Years
$ -

-
$ -
More Than 5
Years

Non-derivative
Financial
Liabilities
Floating Interest
Rate Instruments
Fixed Interest
Rate Instruments


$ 30,030
-

$ 30,030


$ -
-

$ -


$ -
26,005

$ 26,005


$ -
56,083

$ 56,083


$ -
-
$ -

The amount of floating interest rate instruments for the aforementioned non-derivative financial assets and liabilities will be changed due to the difference between the floating interest rate and the interest rate estimated on the balance sheet date.

(2)
Financing Line

Guaranteed Bank
Overdraft Line
Used Amount
Unused Amount
December 31,2021
$ 104,302
245,698
$ 350,000
December 31,2020 December 31,2020




$ 109,463
204,537
$ 314,000

45

27. Related Parties Transactions

The transactions between the Company and related parties are as follows

  • (1) Name and Relations of Related Parties

Relations with Name of Related Parties the Company Worldtrend Co., Ltd. (Worldtrend) Subsidiary Huachen Apartment Building Management & Maintenance Co., Second-tier Ltd. (Huachen) subsidiary UNIINN Technology Co., Ltd. (Referred to as UNIINN Co.) Subsidiary Tung Sheng Development Corporation (Referred to as Tung Subsidiary Sheng Development) PHASE ELECTRONICS (UK) LTD. (Referred to as PHASE) Subsidiary EVERSPRING TECH USA, INC. (Referred to as US Subsidiary EVERSPRING) EVERSPRING INDUSTRY (S) PTE LTD. (Referred to as Subsidiary Singapore EVERSPRING) Dongguan Li Yuan Electronics Co., Ltd. (Referred to as Subsidiary Dongguan Li Yuan Co.) Dongguan Found Chain IOT Co., Ltd. (Referred to as Dongguan Subsidiary Found Chain Co.) Ningbo Guanglian Electronics Co., Ltd. (Referred to as Ningbo Subsidiary Guanglian) Everspring Lubricant Co., Ltd. (Referred to as Lubricant Co.) Subsidiary Medigen Vaccine Biologics Corporation (Referred to as Other Affiliated Medigen Vaccine) Company Tong Chuang Construction and Development Co., Ltd. Other Affiliated (Referred to as Tong Chuang Co.) Company

(2) Operating Revenues

Category/Name of Related

Category/Name of Related
Account Item
Sales Revenues




Other Operating
Revenues



Parties
Subsidiary
Worldtrend

US EVERSPRING
Others


Subsidiary

Other Affiliated Company
Tong Chuang Co.
Others

2021
$ 621

3,381
567

$ 4,569

$ 872

2,080
17

$ 2,969
2020











$ 18,714
7,336
1,510
$ 27,560
$ 867
2,110
-
$ 2,977

The allowance on construction payments from the Company to Tong Chuang Co. in 2021 was NT$2,566,000.

The sales prices of the Company's products sold to related parties in 2021 and 2020 are calculated based on the Company's product cost plus. The terms of collection are within 60-360 days after the end of the month, which is the same as that of general domestic customers.

46

There are no major differences between the sales prices and payment transaction conditions from the general manufacturers.

  • (3) Purchase
Purchase
Category/Name of Related
Parties
Subsidiary
Dongguan Found Chain
Co.
Dongguan Li Yuan Co.
Ningbo Guanglian
Others
2021
$ 111,623
-
-
-
$ 111,623
2020





$ 11,772
73,273
2,911
1,275
$ 89,231

The Company purchases goods from related parties in 2021 and 2020, some payment methods adopt the method of offsetting creditor’s rights and debts, and some are payment within 30 days after the month end.

  • (4) Accounts Receivable from the Related Parties
Account Item
Accounts
Receivable







Other
Receivables





Category/Name of Related
Parties
Subsidiary
Dongguan Found
Chain Co.

US EVERSPRING
PHASE
Others
Other Affiliated Company
Tong Chuang Co.



Subsidiary
Tong Chuang Co.

Singapore
EVERSPRING
PHASE
Others


December 31,
2021
$ 368

2,520
-
108


-

$ 2,996

$ -

-
-

22

$ 22
December 31,
2020
December 31,
2020











$ -
751
774
353

3,709
$ 5,587
$ 60,000
10,170
907

27
$ 71,104

No guarantee is received for the outstanding accounts receivable from related parties. No allowance for losses is provided for the accounts receivable from related parties in 2021 and 2020.

47

Other accounts receivable from related parties including loans to related parties is as follows

Category of Related Parties December 31, 2021 December 31, 2020 Other Receivables Subsidiary Tung Sheng - Development $ $ 60,000

(5) Accounts Payable to Related Parties (Not Including Borrowings from Related Parties)

Category/Name of Related December 31, December 31, Account Item Parties 2021 2020 Accounts Subsidiary Payable Dongguan Found $ 10,020 $ 8,145 Chain Co. Ningbo Guanglian Co. - 1,466 UNIINN - 724 Second-tier subsidiary Huachen 177 - $ 10,197 $ 10,335 Other Payable Subsidiary Worldtrend $ 84 $ 203 (6) Pre-payments Category/Name of Related Parties December 31, 2021 December 31, 2020 Subsidiary Worldtrend $ 36 $ 72

  • (7) Obtain Financial Assets and Long-term Investment by using the equity method 2021

Number of Category of Related Way of Shares Transaction The Price Related Parties Parities Account Item Obtaining Traded Subject Obtained Subsidiary UNIINN Long-term Purchase 988 Stock $ 17,931 investment by using equity method

In 2021, the Company acquired the shares of WORLDTREND from UNINN for 4.64%. Please refer to Note 12.

2020

Related Parities Participating Number of Category of in the Bidding Way of Shares Transaction The Price Related Parties Auction Account Item Obtaining Traded Subject Obtained Other Affiliated Medigen Financial assets Cash 658 Stock $ 52,584 Company Vaccine measured at fair capital value through increase profit and loss

48

(8) Rental Income

Category/Name of Related

Account Item Parties 2021 2020 Rental Income Subsidiary Worldtrend $ 1,572 $ 1,572 Others - 545 $ 1,572 $ 2,117

The lease contract between the Company and its subsidiaries is to negotiate the rents with reference to the market conditions, and the rent collection is equivalent to that of non-related parties, and the rent income is calculated on a monthly basis.

(9) Others

Others
Account Item
Interest Income

Category/Name of Related
Parties
Subsidiary
Tung Sheng
Development
2021
$ 153
2020
$ 1,232

(10) Reward for Key Management

The total remuneration for directors and other key management in 2021 and 2020 is as follows

follows
Short-term Employee Benefits 2021
$ 25,845
2020
$ 8,031

The remuneration of directors and other key management is determined by the remuneration committee in accordance with individual performance and market trends.

28. Pledged Assets

The following assets (accounting for property, plant and equipment, and investment property) have been provided as collateral for bank's borrowings

Land
Building
December 31,2021
$ 164,901
123,831
$ 288,732
December 31,2020 December 31,2020




$ 164,901
129,731
$ 294,632

29. Significant Contingent Liabilities and Unrecognized Commitments

The Company entrusted Pegatron Corporation (referred to as "Pegatron Company") to produce multimedia audio-visual equipment. However, Pegatron Company requested the Company to pay the amount stated on the notice minus the amount of materials sold by Pegatron Company with the "Consignment Production Preparation Material Notice" that was not signed by both parties. As the two parties had disputes over the validity of the dispute preparation material notice, Pegatron Company requested the New Taipei District Court for EVERSPRING INDUSTRY CO., LTD. to pay US$164,793.67. This case has reached a settlement with Pegatron Company in 2021, and the Company needs to pay Pegatron Company US$120,000. As of December 31, 2021, the Company had paid US$60,000 and accounted to the related liabilities; as of February 24, 2022, the balance of US$60,000 had been paid.

As of December 31, 2021 and 2020, the Company issued guaranteed bills payable for bank loans is NT$120,000,000 and NT$120,000,000, respectively.

30. Other Items

  • (1) The Company evaluated that the global pandemic of COVID-19 did not have a significant impact on the Company's ability to continue operations, asset impairment, and financing risks, etc.

49

  • (2) On November 11, 2020, the board of directors of EVERSPRING INDUSTRY CO., LTD. passed the resolution to merge AUSPISTEK Corporation to improve the Company’s operating efficiency and the integration of the group’s brand, and in the same resolution of the board of directors that the base date of the merger was December 1, 2020. Due to AUSPISTEK Corporation is a 100%-owned subsidiary of Everspring Company, in accordance with the regulations of the Questions and Answers "Doubts about Handling Business Mergers under Joint Control of IFRS3" issued by the Accounting Research and Development Foundation, since IFRS3 "Business Mergers" does not have express provisions for business mergers under joint control, the relevant interpretation letters issued by our country should still apply.

  • The essence of Everspring Company’s merging of AUSPISTEK Corporation is the

  • organizational reorganization. According to the relevant interpretation letter issued by the Accounting Research and Development Foundation, when EVERSPRING INDUSTRY CO., LTD. acquired the equity of AUSPISTEK Corporation for merger, it shall account for the book value of all assets and liabilities in AUSPISTEK Corporation and prepare the consolidated balance sheet accordingly. When preparing the comparative financial statements, it should be deemed to have been consolidated from the beginning and re-edited the comparative period financial statements.

50

31. Information on the Significant Impact of Foreign Currency Assets and Liabilities

The following information is summarized and expressed in foreign currencies other than the Company's functional currencies. The disclosed exchange rates refer to the exchange rates of these foreign currencies into functional currencies. The foreign currency assets and liabilities with significant impact are as follows:

December 31, 2021
Financial Assets
Monetary Items
USD

CNY

EUR

HKD

Non-monetary Items

USD


Financial Liabilities
Monetary items

USD

December 31, 2020
Financial Assets
Monetary Items
USD

CNY

SGD

EUR

Non-monetary Items

USD


Financial Liabilities
Monetary items

USD
Foreign
Currency
$ 1,343
14,298
32
16,592

39



5
Foreign
Currency
$ 1,021
883
234
65

35



42
Exchange Rate
27.680
USDTWD
4.344
CNYTWD
31.320
EURTWD
3.549
HKDTWD
27.680USDTWD
27.680
USDTWD
Exchange Rate
28.480USDTWD

4.377CNYTWD

21.560SGDTWD

35.020EURTWD

28.480USDTWD

28.480USDTWD
Carrying
Amount
$ 37,179

62,112

992

58,884

1,077

126
Carrying
Amount
$ 29,078

3,865

5,045

2,276

991

1,200

The net foreign currency exchange losses of the Company in 2021 and 2020 were NT$5,803,000 and NT$9,183,000 respectively. Due to the various types of functional currencies of the Company, therefore, it is impossible to disclose the exchange profits and losses according to the foreign currencies of each significant impact.

51

32. Supplementary Disclosures

  1. Information on significant transactions, and 2. Information on investees:

  2. A. Lending funds to others: Please refer to Table 1.

  3. B. Providing endorsements or guarantees for others: None.

  4. C. Holding of securities at the end of the period (excluding investment in subsidiaries' affiliates): Please refer to Table 2.

  5. D. Aggregate purchases or sales of the same securities reaching NT$300 million or 20 percent of paid-in capital or more: None.

  6. E. Acquisition of real estate reaching NT$300 million or 20 percent of paid-in capital or more: None.

  7. F. Disposal of real estate reaching NT$300 million or 20 percent of paid-in capital or more: None.

  8. G. Purchases or sales of goods from or to related parties reaching NT$100 million or 20 percent of paid-in capital or more: Please refer to Table 3.

  9. H. Accounts receivable from related parties reaching NT$100 million or 20 percent of paid-in capital or more: None.

  10. I. Trading in derivative instruments: None.

  11. J. Investee information: Please refer to Table 4.

2. Information on investments in the Mainland Area:

  • A. An investee company in the Mainland Area shall disclose information of the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding ratio, profit or loss for the period and recognized investment gain or loss, carrying amount of the investment at the end of the period, repatriated investment gains, and limit on the amount of investment in the Mainland Area: Please refer to Table 5.

  • B. Any of the following significant transactions with investee companies in the Mainland Area, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses: Please refer to Table 6.

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

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

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

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

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

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

  • Information on major shareholders: the names, numbers of shares held, and shareholding percentages of shareholders who hold 5% or more of the insurance enterprise's equity: Please refer to Table 7.

52

Everspring Industry Co., Ltd. and Subsidiaries Loans to Others

Year ended December 31, 2021

Table 1 Unit : NT$thousand
No.
(Note 1)
Creditor Borrower General Ledger
Account
(Note 2)
Maximum
outstanding
balance during
the year ended
December 31,
2021

Balance at
December 31,
2021
(Note 8)
Actual
Amount
Drawn Down
Interest Rate
%
Nature of
Loan
(Note 3)
Amount of
Transactions
with the
Borrower
(Note 4)
Reason for
Short-erm
Financing
(Note 5)
Loss
Allowance
Col lateral Limit on
Loans Granted
to a Single
Party
(Note 6 & 7)
Ceiling on
Total Loans
Granted
(Note 6 & 7)
Item Value
0
1
2
Everspring
Industry Co., Ltd.
Uniinn
Technology Co.,
Ltd..
Everspring
Lubricant Co.,Ltd.
Tung Sheng
Development
Corporation
Tung Sheng
Development
Corporation
Ningbo
Guanglian
Electronics
Co.,Ltd.
Other
receivables-rela
ted parties
Other receivables
Other receivables
90,000

8,000

438
90,000
-
-
-
-
-
1.7
-%
-%
2
2
2
-
-
-
Operating
needs
Operating
need
Operating
need
-
-
-
-
-
-
-
-
-
782,187
106,563
1,156
1,564,374
213,126
2,312
  • Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:

(1) The Company is ‘0’

(2) The subsidiaries are numbered in order starting from ‘1’.

Note2: In case of fund loan and nature, accounts receivable from related enterprises, accounts receivable from related parties, shareholder transactions, prepayments, interim payments, etc., shall be filled in the table. Note 3: The companies with number ‘1’ are related to business transaction; and the companies with number ‘2’ are related to short-term financing.

Note 4: If the loan and nature of funds is "1", the amount of business transaction shall be filled in.

Note 5: If the loan and nature of the funds is 2, the reasons for the necessary funds and the use of the funds to be lent shall be specified, such as repayment of loans, purchase of equipment, business turnover, etc. Note 6:

  • (1) The total loans to others of the Company shall not exceed twenty percent of the net value, and the total amount shall not exceed forty percent of the Company's net value.

  • (2) The Company's business and individual loans shall not exceed the total business transactions between the two parties in the previous two years. Business transaction amount means the amount of purchase or sales between both parties, whichever is higher. In addition, the amount of goods sold includes the part of goods purchased on behalf of others.

  • Note 7: The company, directly and indirectly, holds one hundred percent of the voting shares of foreign companies, due to the need for short-term financing funds to engage in capital loans, the amount of which is not subject to the "loan and forty percent of net corporate value" limit, and its financing period does not apply to one year or one business cycle.

  • Note 8: Public Companies follow item 1 Article 14 of “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies”. Each financing provided need to be approved by board of directors and announce the amount, risk even the Financing Company doesn’t borrow money to the counter party. It needs to announce the amount after repay. It needs to announce the highest lending limit for announcement application amount even the board of directors approved the loan can borrow several times during one year or roll over.

53

Everspring Industry Co., Ltd. and Subsidiaries Holding of Securities at the End of the Period Year ended December 31, 2021

Table 2

Unit: NT$ thousand

Securities held by Marketable securities Relationship with the securities
issuer
General ledger account As of December 31,2020 As of December 31,2020 As of December 31,2020 As of December 31,2020 F o o t n o t e
Number of shares
(in thousands)
Book Value Ownership
(%)
Fair Value
Everspring Industry Co., Ltd. Stock
Medigen Vaccine
Biologics
U-GEN Biotechnology Inc.
TATUNG CO.
NANKANG Rubber Tire
Corp. Ltd.
Stock
Fubon Financial
Bonds
Lanka Graphite Limited
Fund
ARCH VENTURE FUND
Stock
Eleceram Technology Co.,
Ltd.
UWIN Technologies Co.,
Ltd.









Current financial assets at fair
value through profit or loss



Current financial assets at fair
value
through
other
comprehensive profit or loss
Amortized cost financial assets.
AC financial assets
Non-Current financial assets at fair
value through profit or loss
Non-Current financial assets at fair
value through other
comprehensive profit or loss

2,
2,
1,




1,
$654,848
22,264
65,200
45,032
$ 787,344
$ 337
$-
Note 1
$ 1,077

$ 30,837
-
$ 30,837


1.04
0.35
-
-
-
-
-

13.77
5.44
$ 654,
22,264
65,200
45,032
1,077
30,837
-



@299
@32.6
@40.1
@76.30
-


$ 30,837
-
$ 30,837

Note 1: It is the net amount of NT$13,507 thousand net of accumulated impairment of NT$13,507 thousand (financial assets measured at amortized cost – current). Note 3: The company has disclosed the relevant information of the reinvestment business in the consolidated financial statements. Please refer to the consolidated financial report of 2021 issued by the company for details.

54

Everspring Industry Co., Ltd. and Subsidiaries Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more Year ended December 31, 2021

Table 3

Unit: NT$ thousand

Purchases or
sales of goods
from or to
Transaction party Relationship Transaction Transaction Conditions and causes why
trading condition is different
from normal trading
Conditions and causes why
trading condition is different
from normal trading
Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Footnote
Purchases
or Sales
Amount % of total
purchases
(sales) amount

Credit period
Unit price Credit period Balance % of total
notes and
accounts
receivable
(payable)
amount
Dongguan Found
Chain Co.
Everspring
Industry Co.,
Ltd.
The final parent
company is
Everspring
Industry Co., Ltd.

Sales
$ 111,623
93%
Credit and debt
offsetting
It’s not
comparative
due to the
single
customer
- $ 10,020 70%

55

Everspring Industry Co., Ltd. and Subsidiaries

Information on investees

Year ended December 31, 2021

Table 4

Unit: NT$/Foreign currency in thousands

Investor Investee Location Main business activities Initial invest ment amount Shares hel d as at Decembe r 31,2021 r 31,2021 Net profit (loss)
of the investee
for the year
ended at
December 31,
2021
Investment
income (loss)
recognized
by the Company
for the year
ended December
31,2021
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of
shares
(in thousands)
O w n e rs h i p
(
%
)
Book value
Everspring Industry
Co., Ltd.
EVERSPRING
INDUSTRY (S)
PTE LTD.
EVERSPRING
TECH USA, INC.
WorldTrend Co., Ltd.
UNIINN
TECHNOLOGY
CO., LTD..
Tung Sheng
Development
Corporation
Medigen
Biotechnology
Corporation
PHASE
ELECTRONICS
10 Anson Road #13-12 International
Plaza Singapore 0207
850 S. Rancho Drive #2321 Las Vegas,
Nevada 89016, U.S.A.
2F., No. 50, Sec. 1, Zhonghua Rd.,
Tucheng Dist., New Taipei City,
Taiwan (R.O.C.)
13F., No. 198, Sec. 3, Civic Blvd.,
Da’an Dist., Taipei City, Taiwan
(R.O.C.)
10F., No. 198, Sec. 3, Civic Blvd.,
Da’an Dist., Taipei City, Taiwan
(R.O.C.)
14F., F building, No. 3, Park St.,
Nangang Dist., Taipei City, Taiwan
(R.O.C.)
Willow Drive Sherwood Park
Industrial Estate Annesley
Nottingham NG15 0DP United
Kingdom
Investment holding
Trading of various types of
burglar alarm, light
controller and burglar
proof accessories etc.
Trading of preservation
equipment and design of
preservation system
Investment in various
production enterprises,
securities investment
companies, bank and
insurance companies, etc.
Housing and buildings,
industrial plants,
particular professional
areas, new towns, new
community development,
leasing, real estate
development leasing, etc.
Wholesale and retail of
medical equipment of
Chinese and Western
medicine in
biopharmaceutical
research and development
business
Trading of various types of
burglar alarm, light
controller and
burglar-proof accessories,
etc.
$ 156,075
129,225
284,346
488,851
438,000
588,611
-
$ 632,541
129,225
266,415
488,851
88,000
588,611
127,323
4,000
260
21,264
44,847
43,800
14,093
-
100
94.55
100
100
65.80
10.11
-
$ 71,035
4,793
467,010
532,815
425,583
472,635

-

$ 1,973,871
$ 916,349
406
177,040
159,657
33,647
(
52,614 )
(
80 )
$ 916,349

383
169,295
152,803
22,140
(
5,417)
(
80
)
$ 1,255,473
Subsidiaries




Investee
company
evaluated by
the equity
method
Subsidiaries

Note 1: The Company has disclosed the relevant information of the reinvestment business in the consolidated financial statements. Please refer to the consolidated financial report of 2021 issued by the Company for details. Note 2: PHASE ELECTRONICS was liquidated on May 5, 2021, and the Company reported to MOEA for filing on May 14, 2021.

56

Everspring Industry Co., Ltd. and Subsidiaries Information on investments in Mainland China gains or losses Year ended December 31, 2021

Table 5

Unit: NT$/Foreign currency in thousands

Investee in
Mainland China
Main business
activities
Paid-in capital Investment
method
Accum
amo
remittan
Taiw
Mainlan
as of Dec
20
ulated
unt of
ce from
an to
d China
ember 31,
21
Amount remitted fro
China/ Amount remitt
theyear ended D
m Taiwan to Mainland
ed back to Taiwan for
ecember 31,2021
Accumulated
amount
of remittance
from Taiwan to
Mainland China
as of December 31,
2021
Net income (loss) of
investee as of
December 31, 2021
Net income (loss) of
investee as of
December 31, 2021
Ownership held
by the Company
(direct or indirect)

Investment income
(loss) recognized by
the Company for the
year ended December
31, 2021
(Note 2(2) 2.)
Book value of
investments in
Mainland China
as of December
31, 2021
Accumulated amount
of investment
income remitted back
to
Taiwan as of
December 31, 2021
Remitted to Mainland
China
Remitted back to
Taiwan
DONGGUAN LI
YUAN
ELECTRONIC
S CO., LTD.
NINGBO
GUANGLIAN
ELECTRONIC
S CO., LTD.
EVERSPRING
LUBRICANT
CO., LTD.
Dongguan Found
Chain IOT CO.,
LTD.
Manufacture,
processing,
and
trading of various
types
of
burglar
alarm
Manufacture,
processing,
and
trading of various
types
of
burglar
alarm
Import and export
business of sales of
lubricating oil,
self-operation and
agency of various
commodities and
technologies
Research and
development,
production and
sales of intelligent
security monitoring
equipment



RMB
123,922



RMB
3,022
RMB
3,000
RMB
19,999
Note 1 (2)
Note 1 (2)
Note 1 (5)
Note 1 (6)
USD
( NT$ USD
( NTD
USD
( NTD
16,184
515,438 )
400
12,720 )
-
2,129
60,647 )
$ -
-
-
-
$ -
-
-

-
USD
16,184
( NTD
515,438 )
USD
400
( NTD
12,720 )
-
USD
2,129
( NTD
60,647 )
( RMB$ 7,1
( NTD
31,0
( RMB
5,9
( NTD
25,9
( RMB
7
( NTD
3,1
( RMB
2,1
( NTD
9,3
02 )
78 )
36 )
88 )
34 )
97 )
03 )
19 )
-
-
100
100
( RMB
7,102 )
( NTD
31,078 )
( RMB
5,936 )
( NTD
25,988 )
( RMB
734 )
( NTD
3,197 )
( RMB
2,103 )
( NTD
9,319 )
RMB
-
NTD
-
RMB
-
NTD
-
RMB
1,331
NTD
5,782
RMB
15,343
NTD
66,650
( SGD
28,300 )
( NTD
589,210 )
-
-
-
Accumu
remittan
to Mainland China
lated amount of
ce from Taiwan
as of December 31,2021
Investment amount approved by the I
of the Ministry of Economic A
nvestment Commiss
ffairs (MOEA)
ion Ceiling o
In
n investments in Ma
vestment Commissi
inland China imposed by the
on of MOEA (Note 3)
USD
(NT$
18,713
588,805)
USD
18,713
(NT$ 588,805)
NT$ 2,346,561

Note 1: Investment methods are classified into the following three categories:

  • (1) Invest in mainland companies through third-area remittance.

  • (2) Reinvest in mainland companies through third region investment to establish companies.

  • (3) Through investing in an existing company in the third area, which then invested in the investee in Mainland China.

  • (4) Others.

  • (5) It is the 100% equity interest of NINGBO GUANGLIAN ELECTRONICS CO., LTD. held by Dongguan Found Chain IOT CO., LTD on 30 December 2020. Dongguan Found Chain IOT CO., LTD has the 100% equity interest of EVERSPRING LUBRICANT CO., LTD on 100%, which is the internal organization adjustment of the group.

  • (6) It is the 100% equity interest of NINGBO GUANGLIAN ELECTRONICS CO., LTD. held by EVERSPRING INDUSTRY (S) PTE LTD. on 26 August 2020. Dongguan Found Chain IOT CO., LTD has the 100% equity interest of NINGBO GUANGLIAN ELECTRONICS CO., LTD. on 100%, which is the internal organization adjustment of the group.

  • (7) INGBO GUANGLIAN ELECTRONICS CO., LTD. was determined to be liquidated by the resolution of Board of Directors meeting on March 24, 2021, and the registration of liquidation was completed in 2021.

  • (8) The Board of Directors meeting on January 11, 2021 resolved that to sell DONGGUAN LI YUAN ELECTRONICS CO., LTD. to the non-related party, Dongguan Huatang Yueshan Investment Co., Ltd. The registration of alteration for the business license of DONGGUAN LI YUAN ELECTRONICS CO., LTD. was completed on January 18, 2021, and the Company received the payment in February 2021 and completed the handover process.

  • Note 2: In the column of investment profit and loss recognized in the current period:

  • (1) If there is no investment profit or loss in preparation, it shall be stated.

  • (2) The recognition basis of investment profit and loss is divided into the following three types, which shall be noted:

    • A. Financial statements audited and certified by an international accounting firm in partnership with the ROC accounting firm

    • B. Financial statements audited and certified by the Taiwan parent company licensed public accountant C. Others.

Note 3: Sixty percent of net worth or consolidated net worth, whichever is higher.

57

Everspring Industry Co., Ltd. and Subsidiaries

Any of the following significant transactions with investee companies in the Mainland Area, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses Year ended December 31, 2021

Table 6

Expressed in thousands of NTD (Except as otherwise indicated)

  1. Any of the following significant transactions with investee companies in the Mainland Area, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses.
Company Investee in Mainland
China
Transaction
type
Import and sale of goods Import and sale of goods Unit price Terms of transaction Terms of transaction Notes and accounts
receivable(payable)
Notes and accounts
receivable(payable)
Unrealized gains
and losses

Footnotes
Amount % Payment terms Comparison with
general transactions

Amount
%
Everspring Industry Co.,
Ltd.

Dongguan Found Chain
IOT CO., LTD
Purchases $ 111,623 87 Measured at the
cost of related
parties
Credit and debt
offsetting method

Credit and debt
offsetting method

Accounts payable
$ 10,020
94 $ -
  1. The amount of property transactions and the amount of the resultant gains or losses: None.

  2. The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None.

  3. The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: None.

  4. Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.

58

Everspring Industry Co., Ltd. and Subsidiaries Major shareholders information Year ended December 31, 2021

Table 7

Name of major shareholders Shares Shares
Name of shares held Ownership (%)
Chang Tse Ling
Huang Tzu Liang
Kao Yun Hwa
32,450,492
16,464,637
13,442,914
15.16
7.69
6.28
  • Note 1: The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialized form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialized form because of a different calculation basis.

  • Note 2: If the aforementioned data contains shares which were held in trust by the shareholders, the data disclosed is the settlor’s separate account for the fund set by the trustee. As for the shareholder who reports share equity as an insider whose shareholding ratio is greater than 10% in accordance with Securities and Exchange Act, the shares include the self-owned shares and shares held in trust, and at the same time, the shareholder has the power to decide how to allocate the trust assets. The information on the reported share equity of insider is provided in the “Market Observation Post System”.

59

Everspring Industry Co., Ltd. and Subsidiaries The Contents of Statements of Major Accounting Items

Item Statements Index Major Accounting Items in Assets, Liabilities and Equity Statement of cash and cash equivalents Statement 1 Statement of accounts receivable Statement 2 Statement of inventories Statement 3 Statement of changes in investments accounted for using equity Statement 4 method Statement of changes in property, plant and equipment Note 13 Major Accounting Items in Profit or Loss Statement of operating costs Statement 5 Statement of production overheads Statement 6 Statement of operating expenses Statement 7 Statement of labor, depreciation and amortization by function Statement 8

60

Everspring Industry Co., Ltd. and Subsidiaries Statement of cash and cash equivalents December 31, 2021

(Unit: NT Dollars in thousands; Foreign Currencies in thousands, unless less than one thousand, expressed in a full amount)

Statement 1

Item
Petty cash and cash on hand
Checking deposits
Demand deposits
NTD
USD
HKD
GBP
EUR
CNY
AUD
Repurchase bond
Description
(USD 395,000 @27.680)
(HKD 18,000 @3.549)
(GBP 502 @37.300)
(EUR 29,000 @31.32)
(CNY 797,000 @4.344)
(AUD 57 @21.95)
Amount







$ 396
5
419,399
10,921
66
19
922
1,025
1
432,353
330,358
$ 763,112

61

Everspring Industry Co., Ltd. and Subsidiaries Statement of accounts receivable December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars)

Statement 2

Item
TIMEGUARD LTD.
HONEYWELL MIDDLE EAST FZE
Tyco Fire & Security GMBH
Others (Note)
Less: Allowance for doubtful accounts
Amount



(
$ 11,317
4,825
2,803
4,332
23,277

15
)
$ 23,262

Note: The balance amount of each customer all are less than 5% of the account amount.

62

Everspring Industry Co., Ltd. and Subsidiaries Statement of inventories December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars)

Statement 3

Item
Raw materials and
supplies
Finished goods
Work in process
Description Amount(Note) Amount(Note) Amount(Note)
Cost

$ 411
2,798
4,303
$ 7,512
Net Realizable Value




$ 411
2,798
4,303
$ 7,512

Note: When comparing cost with net realizable value, the classification comparison method is adopted. Net realizable value means the balance of the estimated interest price under normal circumstances after deducting the costs and selling expenses that need to be invested to the completion.

63

Everspring Industry Co., Ltd. and Subsidiaries Statement of changes in investments accounted for using equity method December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars/Shares, Unless Specified Otherwise)

Statement 4

Name
EVERSPRING INDUSTRY (S) PTE LTD.
(Note 1)
EVERSPRING TECH USA, INC.
(Note 2)
WorldTrend Co., Ltd. (Note 3)
UNIINN TECHNOLOGY CO., LTD.
(Note 4)
Tung Sheng Development Corporation
(Note 5)
Medigen Biotechnology Corporation (Note 6)
PHASE ELECTRONICS (UK) LTD.
(Note 7)
Balance,January1,2021
Shares
(In Thousands)
Amount
31,462 $ 319,660
260
4,545
20,275
304,309
44,847
353,009
8,800
73,362
14,093
414,728
2,396
-
$ 1,469,613
Balance,January1,2021
Shares
(In Thousands)
Amount
31,462 $ 319,660
260
4,545
20,275
304,309
44,847
353,009
8,800
73,362
14,093
414,728
2,396
-
$ 1,469,613
Additions
Shares
(In Thousands)
Amount

- $ -

-
-

989
17,931

-
-

35,000
350,000

-
-
-
-

$ 367,931
Additions
Shares
(In Thousands)
Amount

- $ -

-
-

989
17,931

-
-

35,000
350,000

-
-
-
-

$ 367,931
Decrease
Shares
(In Thousands)
Amount
(
27,462 ) ( $ 1,166,699 )

-
-

- (
39,991 )

-
-

-
-

-
-
(
2,396 )
-

($ 1,206,690
)
Collateral
using equity
method
$ 918,074

248

184,761

179,806

2,221

57,907

-

$ 1,343,017
Balance,December 31, Balance,December 31, Balance,December 31, 2021
Amount
$ 71,035

4,793

467,010

532,815

425,583
472,635

-

$ 1,973,871
Market Value or Net
Assets Value
Unit
Price Total Amount
- $ -
-
-
-
-
-
-
-
-
57.4
-
-
-

Collateral
Shares
(In Thousands)
31,462
260
20,275
44,847
8,800
14,093
2,396
Shares
(In Thousands)

-

-

989

-

35,000

-
-
Shares
(In Thousands)
(
27,462 )

-

-

-

-

-
(
2,396 )
Shares
(In Thousands)

4,000

260

21,264

44,847

43,800

14,093
-
%
100.00
94.55
100.00
100.00
65.80
10.11

Unit
Price
-
-
-
-
-
57.4
-



























None





Note 1: It includes an investment profit of NT$916,349 thousand recognized following the equity method, a decrease of NT$4,774 thousand in the foreign currency translation adjustment, an increase of NT$6,499 thousand in the investment adjusted by the downstream transaction in the current period, and remittance of NT$597,412 thousand and NT$569,287 thousand for the earning surplus and the reduction of paid-in capital.

Note 2: Including NT$383 thousand of investment interests recognized by the equity method and NT$135 thousand decreases in foreign currency translation adjustment in the current period.

Note 3: It includes the recognition of investment benefits under the equity method of NT$169,295 thousand, the decrease of foreign currency translation adjustment of NT$95 thousand, the decrease of unrealized profit and loss of financial assets of NT$152 thousand, the increase of capital reserve – the long-term investment of NT$15,624 thousand, the receipt of dividends of NT$39,991 thousand, the increase of actuarial profit and loss of defined benefits of NT$89 thousand, and the increase of investments of NT$17,931 thousand.

Note 4: It includes the recognition of investment benefits under the equity method of NT$152,803 thousand, the decrease of foreign currency translation adjustment of NT$7 thousand, the increase of unrealized profit and loss of financial assets of NT$9,862 thousand, the increase of capital reserve – the long-term investment of NT$17,148 thousand.

Note 5: It includes an investment loss of NT$22,140 thousand recognized under the equity method in the current period, the decrease of capital reserve – the long-term investment of NT$19,919 thousand, and the increase of investments of NT$350,000 thousand. Note 6: It includes an investment loss of NT$5,417 thousand recognized under the equity method, a decrease in foreign currency translation adjustments of NT$585 thousand, the decrease in unrealized gains and losses of financial assets of NT$884 thousand, an increase in capital reserve – the long-term investment of NT$64,814 thousand and a decrease in actuarial gains and losses for determining benefits of NT$21 thousand in the current period.

Note 7: It includes the investment loss of NT$80 thousand recognized following the equity method and the decrease of foreign currency translation adjustment of NT$6 thousand. Due to the liquidation of PHASE ELECTRONICS (UK) LTD. in the current period, the beginning credit balance of investments by using the equity method amounting to NT$728 thousand was transferred to the other liabilities, an investment loss of NT$80 thousand recognized under the equity method and the foreign currency translation adjustments of (NT$6) thousand were recognized as the loss for disposal and liquidation of the subsidiary, amounting to NT$814 thousand. In addition, the foreign currency translation adjustments of NT$7,600 thousand was also recognized as the loss for disposal and liquidation of the subsidiary due to the liquidation.

64

Everspring Industry Co., Ltd. and Subsidiaries Statement of operating costs December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Statement 5

Item
Cost of goods sold
Direct raw material
Add: raw materials, beginning of year
Purchases in the current period
Less: raw materials, end of year
raw materials sold
Raw materials consumed
Manufacturing overheads
Manufacturing costs
Add: supplies purchased
Cost of finished goods
Add: cost of raw materials sold
Cost of products sold
Cost of goods sold for purchased goods
Add: goods, beginning of year
current purchase
Less: goods, end of year
other consumption of goods
Cost of goods sold for purchased goods
Other operating costs
Total cost of goods sold
Amount
$ 2,057
94
(
411 )
(
1,740
)
-

4,710
4,710

-
4,710

1,740

6,450
4,029
128,972
(
2,798 )
(
1,395
)
128,808

6,535
$ 141,793

65

Everspring Industry Co., Ltd. and Subsidiaries Statement of production overheads December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Statement 6

Item
Salary and Wages
Insurance of labors
Others (note)
Amount


$ 3,670
400
640
$ 4,710

Note: Amount of each item is less than 5% of the account amount.

66

Everspring Industry Co., Ltd. and Subsidiaries Statement of Operating expenses December 31, 2021

(All Amounts Expressed in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Statement 7

Item
Selling expenses
Salary and Wages
Insurance
Others (note)
General and administrative
expenses
Salary and Wages
Directors’ remuneration
Insurance
Depreciation
Professional service
fees
Others (note)
Research and development
expenses
Salary and Wages
Technical services fee
Insurance
Others (note)
Gain on reversal of expected
credit impairment loss
Total
Description Amount







(
$ 15,373
757
3,035
19,165
42,673
14,963
1,889
5,601
8,845
8,440
82,411
63,874
7,546
3,039
7,793
82,252

128
)
$ 183,700

Note: Amount of each item is less than 5% of the account amount.

67

Everspring Industry Co., Ltd. and Subsidiaries Statement of Operating expenses December 31, 2021 and 2020

(All Amounts Expressed in Thousands of New Taiwan Dollars, Unless Specified Otherwise) Statement 8

Nature
Salary and Wages

Labor and health
insurance fees
Pension expense
Directors' remuneration
Others employee
benefit expense
Depreciation
Amortization

2021 Total
$ 125,590

5,848

3,100

14,963

2,502

5,905
834

$ 158,742
2020
Operating
costs
$ 3,670
394
194

-
156
82
-

$ 4,496
Operating
expenses
$ 121,920

5,454

2,906

14,963

2,346

5,823
834

$ 154,246
Operating
costs
$ 4,438

437

202

-

177

-
-

$ 5,254
Operating
expenses
$ 53,240

5,013

2,937

1,634

2,040

5,845
1,191

$ 71,900
Total






































$ 57,678

5,450

3,139

1,634

2,217

5,845
1,191
$ 77,154

Note:

  1. As of December 31, 2021 and 2020, the Company had 73 employees for both years, including 7 non-employee directors for both years.

  2. A company whose stock is listed for over-the-counter securities exchange shall additionally disclose the following information:

  3. (1) Average employee benefit expense in 2021 was $2,076 thousand and in 2020 was $1,038 thousand.

  4. (2) Average employee salaries in 2021 were $1,903 thousand and in 2020 were $874 thousand.

  5. (3) Adjustments of average employee salaries were 118%.

  6. The Company has set up an audit committee to replace the supervisor, so there is no supervisor remuneration.

  7. The remuneration policies of the directors, managers, and employees of the company are as follows:

  8. (1) Directors

    • I. Directors' emoluments Based on the degree of participation and contribution value to the company's operation, the expenses shall be determined by the board of directors according to the average level of the industry.

    • II. Directors' remuneration

      • When the company is profitable, it shall be paid according to the provision ratio of the Articles of Association (not more than 3%).
    • III. Attendance fee of directors

      • It shall be paid according to the number of times that he attends the functional committees such as the board of directors, the Remuneration Committee, and the audit committee in person.
  9. (2) Managers The remuneration to be paid to the company manager shall be determined by the Remuneration Committee based on his position, contribution, and the company's operating performance for the year and submitted to the board for resolution.

  10. (3) Employees

To maintain the competitiveness of the overall remuneration, the Company conducts annual salary surveys to measure the salary level of the market and considers the Company's operating performance and future development to formulate a reward plan. The Company implements the performance-oriented policy and provides differentiated rewards based on individual performance to reward the contribution of colleagues.

68

Note: "Directors' emoluments" means the emoluments, retirement pensions, directors' emoluments, and business execution fees received by all directors, excluding salaries, health insurance, pension, and other welfare expenses received for concurrent employment.

69