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Fiti — Annual Report 2024
Jun 4, 2025
52322_rns_2025-06-04_1d68b100-8cf3-4fab-8706-c29b2f545c2b.pdf
Annual Report
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Foxsemicon Integrated Technology Inc.
Procedures for 2025 Regular Shareholders' Meeting
Time: 9:00 a.m., May 28, 2025 (Wednesday)
Venue: 2F., No. 16, Kejung Rd., chunan Township, Miaoli County, Taiwan
Method of convening: Physical meeting
Attendands : Total shares represented by shareholders presented in person or by proxy: 64,952,145 shares, accounting for 60.12% of the Company’s total outstanding shares of 108,022,907 shares (excluding shares without voting rights)
Directors present:
Director Kevin Chiu, Independent Director Chen, Hsi-Chih Attendees:
CFO Yung-Fang Tsou, CIO Grace J.Y. Lee, CPA of Pricewaterhouse Coopers, Taiwan Wu, Jen-Chieh, Lawyer Lu, Yu-Sheng.
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Chairman: Kevin Chiu
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Recorder: Tracy Kuo
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I. Meeting Commencement Announced: The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum. The Chairman called the meeting to order.
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II. Chairman’s Address: (Omitted)
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III. Report matters
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(1) 2024 Business Report(Omitted)
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(2) Audit Committee’s Review Report on 2024 Financial Statements(Omitted)
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(3) 2024 Distribution of Remuneration to Employees and Directors(Omitted)
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(4) 2024 Distribution of Cash Dividends(Omitted)
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(5) Revision of Rules of Procedures for Board Meetings(Omitted)
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IV. Matters to be Approved
Proposal 1 (Proposed by the Board of Directors)
Proposal: 2024 Business Report and Financial Statements Description:
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The Company’s 2024 individual and consolidated financial statements and business report have been approved by resolution at the Board Meeting on and reviewed by the Audit Committee. The CAPs Patrick Hsu and Jen-Chieh Wu of PricewaterhouseCoopers, Taiwan have reviewed the individual and
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consolidated financial statements and have issued an unqualified audit opinion.
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For the business report, the audit committee's review report, the independent auditors’ report and the 2024 Financial statements, please refer to Attachment
1-3.
Resolution:
Shares present at the time of voting: 64,952,145 (Including55,107,275 shares from electronic voting).
| electronic voting). | electronic voting). | |
|---|---|---|
| Voting Results | % of the represented sharepresent |
|
| Votes in favor (electronic votes) | 57,240,790 votes(47,416,955) |
88.12% |
| Votes against(electronic votes) | 58,937votes(58,937) | 0.09% |
| Invalid Votes | 0votes(0) | 0.00% |
| Votes abstained / Not Voted (electronic votes) |
7,652,418 votes(7,631,383) |
11.78% |
Proposal 2 (Proposed by the Board of Directors)
Proposal: 2024 Earnings Distribution
Description:
The 2024 earnings distribution has been approved by resolution at the Board
Meeting and reviewed by the Audit Committee. For details, please refer to Attachment 4.
Resolution:
Shares present at the time of voting: 64,952,145 (Including55,107,275 shares from electronic voting).
| electronic voting). | electronic voting). | |
|---|---|---|
| Voting Results | % of the represented sharepresent |
|
| Votes in favor (electronic votes) | 57,421,748 votes(47,597,913) |
88.40% |
| Votes against(electronic votes) | 73,034votes(73,034) | 0.11% |
| Invalid Votes | 0votes(0) | 0.00% |
| Votes abstained / Not Voted (electronic votes) |
7,457,363 votes(7,436,328) |
11.48% |
V. Discussion:
Proposal 1 (Proposed by the Board of Directors)
Proposal: Proposal to Amend the Company's "Articles of Incorporation," Submitted for Discussion.
Explanation:
In accordance with Article 14, Paragraph 6 of the Securities and Exchange Act and FSC Order No. 1130385442, we propose to amend certain provisions of the Articles of Incorporation. Please refer to Attachment 6 of this handbook for the comparison table of the "Articles of Incorporation" before and after revision. Resolution:
Shares present at the time of voting: 64,952,145 (Including55,107,275 shares from electronic voting).
| electronic voting). | electronic voting). | |
|---|---|---|
| Voting Results | % of the represented sharepresent |
|
| Votes in favor (electronic votes) | 57,351,435 votes(47,527,600) |
88.29% |
| Votes against(electronic votes) | 70,067votes(70,067) | 0.10% |
| Invalid Votes | 0votes(0) | 0.00% |
| Votes abstained / Not Voted (electronic votes) |
7,530,643 votes(7,509,608) |
11.59% |
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VI. Extraordinary Motion: None
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VII. Adjournment: 9:16 a.m.
(The minutes of this shareholders’ meeting shall state only the main subject of the meeting and the outcome of the motion; the content of the meeting and the shareholders’ speech shall be still subject to the audio and video recordof the meeting)
No questions raised by the present shareholders.
Attachment 1
Foxsemicon Integrated Technology Inc. 2024 Business Report
The Company’s 2024 revenue totaled NT$ 16,454,476 thousand, at an increase of 26.07% YoY, and an increase of NT$ 632,170 thousand in operating profit. The 2024 profit before tax amounted to NT$ 3,214,653 thousand and net income for the period was NT$ 2,612,643 thousand. EPS was NT$ 25.22, up NT$ 4.74 from NT$ 20.48 in the previous year. The Company’s 2024 operating performance report is as follows:
I. Operating status: Performance analysis for the years 2024 and 2023
| Unit:NT$thousands | Unit:NT$thousands | |||||
|---|---|---|---|---|---|---|
| Year Financial statement account |
2024 | 2023 | Difference | % difference (Note) |
||
| Amount | % | Amount | % | |||
| Revenue | 16,454,476 | 100% | 13,051,357 | 100% | 3,403,119 | 26.07% |
| Operating cost | (12,165,987) | -73.94% | (9,636,790) | -73.84% | (2,529,197) | 0.10% |
| Gross profit | 4,288,489 | 26.06% | 3,414,567 | 26.16% | 873,922 | -0.10% |
| Operating expense | (1,626,286) | -9.88% | (1,384,534) | -10.61% | (241,752) | -0.73% |
| Operating profit | 2,662,203 | 16.18% | 2,030,033 | 15.55% | 632,170 | 0.63% |
| Non-operating income | 552,450 | 3.36% | 482,396 | 3.70% | 70,054 | -0.34% |
| Profit before tax | 3,214,653 | 19.54% | 2,512,429 | 19.25% | 702,224 | 0.29% |
| Income tax expense | (602,010) | -3.66% | (521,961) | -4.00% | (80,049) | -0.34% |
| Net income | 2,612,643 | 15.88% | 1,990,468 | 15.25% | 622,175 | 0.63% |
| Basic EPS (NT$) | 25.22 | 20.48 | 100% | 4.74 | 23.15% |
Note: The percentage difference for revenue and basic EPS are calculated based on the amount difference, otherwise the difference between the percentage differences in both years.
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In terms of revenue:
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1.1 2024 revenue amounted NT$16,454,476 thousand, up NT$13,051,357 thousand or 26.07% from 2023.
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1.2 In 2024, the non-operating income totaled NT$607,200 thousand, including interest income of NT$237,730 thousand, other income of NT$134,057 thousand (government grants of NT$86,865 thousand, payables transferred to income of NT$20,923 thousand, rental income of NT$14,445 thousand, and other miscellaneous income of NT$11,824 thousand), and other gains and losses of NT$235,413 thousand (net foreign currency exchange gain of NT$240,316 thousand, loss on financial assets measured at fair value through profit or loss of NT$2,369 thousand, loss on disposal of property, plant and equipment of NT$485 thousand, and other losses of NT$2,049 thousand).
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In terms of expenses:
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2.1 2024 operating cost amounted NT$12,165,987 thousand, and operating cost as a percentage of revenue increased by 0.1% from NT$9,636,790 thousand in 2023. 2024 operating expense amounted NT$1,626,286 thousand, and operating cost as a percentage of revenue decreased by 0.73% from NT$1,384,534 thousand in 2023.
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2.2 The non-operating expenses for 2024 amounted to NT$ 54,750 thousand, including financial costs of NT$ 41,308 thousand and the share of profit or loss of affiliates and joint ventures recognized using the equity method of NT$ 13,442 thousand.
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In terms of profit:
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2024 net profit amounted NT$2,612,643 thousand, up NT$622,175 thousand from NT$1,990,468 Thousand in 2023. 2024 basic EPS amounted NT$25.22, up NT$4.74 from NT$20.48 in 2023.
II. Innovation and R&D
The Company upholds the spirit of “Cultivate core technology and create new values” in the development of its R&D, and continues to invest in the R&D of advance equipment technology, with focuses on application in the semiconductor, optoelectronics, new energy, and automation. Standing on our solid R&D foundation, we step forward to strengthen our core competitiveness, and emphasize low-carbon emission and energy-saving features of smart equipment and smart manufacturing.
In terms of semiconductor equipment technology, we continue to develop nextgeneration nano-process equipment for the future. We aim to upgrade the microcontamination prevention capability and develop automated micro-contamination control, air curtain cleaning solutions, and functional water supply systems. We continue to keep up with the latest process technologies of our customers and entered the mass protection of the 2nm process of customers. After EUV became the mainstream exposure process in advanced semiconductor processes beyond 5nm, we successfully extended our high-purity automated equipment R&D technologies. With precision positioning accuracy and micro-environment monitoring technology, we developed an EUV photomask pellicle automated bonding machine and photomask transfer machine. After passing customer verification for the 3nm process, we continued to refine these systems to achieve mass production for the 2nm process. In response to the rapidly increasing demand for advanced semiconductor packaging capacity, we completed the development of wafer appearance inspection equipment, standard semiconductor wafer sorting machines, and integrated wafer stacking box packaging/unpacking and sorting equipment, which have been progressively adopted by major wafer manufacturing and testing companies.
In optoelectronics and other automation equipment technologies, our solid R&D capabilities have attracted alliances with global equipment manufacturers to develop advanced semiconductor process front-end automation modules and next-generation photomask pellicle film coating equipment.
We continue to work on industrial upgrading and sustainable development. We invest in low-carbon, energy-saving and intelligent manufacturing technologies, and incorporated the technologies of real-time monitoring technology of carbon emissions, cloud computing, mobile terminals, Internet of Things, and big data. Then we apply these key technologies to new applications in wafer sorting equipment, semiconductor factory standard automation interface, unmanned whole plant intelligent automation, and environmental monitoring.
The Company’s 2024 main R&D results are as follows:
| Item | R&D results |
|---|---|
| 1 | Developed a fully automated wafer external appearance inspection equipment with a multi-wafer cassette loading interface |
| 2 | Developed real-time equipment carbon emission monitoring technology and participated in an ESG friendlycompetitionproposal with wafer fab customers |
| 3 | 2nm process micro-contamination prevention solution passed customer mass production verification |
| 4 | Developed next-generation EUV photomask pellicle film deposition equipment |
| 5 | Developed next-generation EUV photomask pellicle cutting and bonding equipment |
The Company is ahead of its peers in the field of semiconductor and semiconductor and ultra-clean automation equipment. Under the booming global demand for semiconductor equipment, the development of advanced processing is expecting a prominent future. On the other hand, the Company extends the application of its technologies to new fields and emerging industries, such as electric vehicles and the development and manufacture of medical equipment. We continue to make in-depth R&D in advanced and innovative technologies, expand the application of low-carbon internet and the core technologies of automation, and continue to incorporate our technologies into the development of new products.
Chairman: Young-Way Liu
Manager: Kevin Chiu
Chief Accounting Officer: Hsiao-Pei Chung
Attachment 2
Audit Committee’s Report on Financial Statements
The Company’s 2024 business report, financial statements, and earnings appropriation proposal are prepared by the board of directors. The financial statements have been audited and verified by CPAs Sheng-Chung Hsu and Jen-Chieh Wu of PwC Taiwan, to which the firm has issued an independent auditor’s report. We have reviewed the above business report, financial statements, and earnings appropriation proposal without identifying any inconsistency, so we have issued a report as above in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the company Act.
Please proceed to review it.
Submitted to
2025 Shareholders’ Meeting of Foxsemicon Integrated Technology Inc.
Foxsemicon Integrated Technology Inc.
Audit Committee
Convener Shui-Hui Wu
February 26, 2025
Attachment 3
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors and Shareholders of Foxsemicon Integrated Technology Inc.
Opinion
We have audited the accompanying consolidated balance sheets of Foxsemicon Integrated Technology Inc. and subsidiaries (the “Group”) as at December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Assestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group 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.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2024 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Group’s 2024 consolidated financial statements are stated as follows:
Sales revenue cut-off
Description
Please refer to Note 4(31) for accounting policy on revenue recognition, Note 5(1) for critical judgement on revenue recognition, and Note 6(19) for details of revenue. For the year ended December 31, 2024, the balance of revenue amounted to NT$16,454,476 thousand.
The Group has three sales transaction types, including direct shipment from the factory, FOB destination, and hub. For FOB destination and hub, revenue is recognized when goods are shipped to the destination or picked up by customers (when control of the product is transferred). The supporting documents for revenue recognition include receipts from customers (FOB destination), reports or other information provided by hub custodians and inventory movement record of hub. The process of revenue recognition contains numerous manual procedures, which may potentially result in inaccurate timing of revenue recognition.
Since there are numerous daily revenue from hubs and from FOB destination, the transaction amounts prior to and after the balance sheet date are significant to the financial statements, and revenue recognition involves subjective judgment, revenue cut-off has been identified as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
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Evaluated and tested the Group’s internal controls in respect of revenue recognition.
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Tested sales transactions that took place shortly before and after the balance sheet date, by verifying customers’ receipt notes, supporting documents provided by hub custodian, inventory movement records, and costs of goods sold recognized in the correct reporting periods.
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Confirmed the inventory quantities with hub custodian and agreed the results to accounting records.
Evaluation of inventories
Description
Please refer to Note 4(14) for description of accounting policy on inventory valuation, Note 5(2) for accounting estimates and assumption uncertainty in relation to inventory valuation, and Note 6(5) for details of inventories. As of December 31, 2024, the balances of inventories and allowance for valuation loss on inventories amounted to NT$4,015,934 thousand and NT$127,927 thousand respectively.
The Group is primarily engaged in manufacture and sales of semiconductors and automation equipment and components. As technology changes rapidly, the life cycles of electronic products are short, prices are easily influenced by fluctuation in market price, there is higher risk of incurring inventory valuation losses or obsolescence. The Group measures inventories sold at the lower of cost and net realizable value. For inventories that are over a certain age and individually identified obsolete or ruined inventory, losses are recognized at net realizable value.
The Group’s allowance for inventory valuation losses mainly arises from individually identified obsolete or ruined inventory, and since the value of inventories is significant, inventory types are various, the individual identification of inventory usually involves human judgement and the valuation contains uncertainty. Thus, we identified the valuation of allowance for valuation loss on inventories as one of key audit matters.
How our audit addressed the matter
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We performed the following audit procedures in respect of the above key audit matter:
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Ascertained whether the policies and procedures on allowance for inventory valuation losses were reasonable and consistently applied in all the periods.
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Verified the appropriateness of the system logic in calculating the ageing of inventories, and confirmed the information in the reports is consistent with the relevant policies.
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Assessed the reasonableness of separately identified obsolete and damaged inventories and verified against information obtained during the stock count.
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For net realizable value of inventories over normal age and those individually identified obsolete and damaged inventory, we discussed with the management, obtained supporting documents and reviewed the calculation of inventory loss.
Other matter – Parent company only financial reports
We have audited and expressed an unqualified opinion on the parent company only financial statements of Foxsemicon Integrated Technology Inc. as at and for the years ended December 31, 2024 and 2023.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditors’ responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our 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 communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Hsu, Sheng-Chung Wu, Jen-Chieh For and on Behalf of PricewaterhouseCoopers, Taiwan February 26, 2025
------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic[of China, and their applications in practice. ]
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(1) 6(4) and 7 6(2) and 7 6(5) 6(2) 6(3) 6(6) and 9 6(7) and 7 6(8) 6(24) 6(1) and 8 |
December 31, 2024 AMOUNT % $7,526,59333326-2,679,224121,694,802711,719-3,888,00717344,638116,145,3097048,505-338,4921109,55915,186,10222585,449326,953-10,100-678,05036,983,21030$23,128,519100 |
December 31, 2023 | December 31, 2023 |
|---|---|---|---|---|
AMOUNT$7,526,5933262,679,2241,694,80211,7193,888,007344,63816,145,30948,505338,492109,5595,186,102585,44926,95310,100678,0506,983,210$23,128,519 |
AMOUNT$6,956,133-3,627,151782,640121,8822,620,129216,60314,324,53827,550292,43796,7053,780,898318,20728,9139,516490,9595,045,185$19,369,723 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Current financial assets at fair value through profit or loss 1136 Current financial assets at amortized cost 1170 Accounts receivable 1200 Other receivables 130X Inventory 1410 Prepayments 11XX Total current assets Non-current assets 1510 Non-current financial assets at fair value through profit or loss 1517 Non-current financial assets at fair value through other comprehensive income 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
36-1941131 |
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74 |
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-1-202--3 |
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26 |
||||
100 |
(Continued)
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 6(9) 6(2) 6(19) 6(10) 7 6(13)(14) 6(11) 6(13) 6(14) 6(24) 7 6(11) 6(15) 6(17) 6(18) 9 11 |
December 31, 2024 AMOUNT % $30,000-1,802-333,82321,711,50172,074,2329406,177272,600-628,5843290,54515,549,26424--1,423,956685,5751547,4682314,80912,371,808107,921,072341,060,004416,245-1,692-5,715,305251,142,20956,336-6,927,34030338,316215,207,44766$23,128,519100 |
December 31, 2023 | December 31, 2023 |
|---|---|---|---|---|
AMOUNT$30,0001,802333,8231,711,5012,074,232406,17772,600628,584290,5455,549,264-1,423,95685,575547,468314,8092,371,8087,921,0721,060,00416,2451,6925,715,3051,142,2096,3366,927,340338,31615,207,447$23,128,519 |
AMOUNT$35,000-339,282941,4071,464,158251,14947,23564,715393,3633,536,3091,865,0381,571,78047,413285,457461,4864,231,1747,767,483971,8612462,2864,051,311943,2556,3365,586,66940,27611,602,240$19,369,723 |
% | ||
| Current liabilities 2100 Short-term loans 2120 Current financial liabilities at fair value through profit or loss 2130 Current contract liabilities 2170 Accounts payable 2200 Other payables 2230 Current tax liabilities 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Total current liabilities Non-current liabilities 2530 Bonds payable 2540 Long-term loans 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total Liabilities Equity Equity attributable to owners of parent Share capital 3110 Common stock 3130 Certificate of entitlement to new shares from convertible bond 3140 Advance receipts for share capital Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3XXX Total equity Significant Contingent Liabilities and Unrecognized Contract Commitments Significant Events after the Balance Sheet Date 3X2X Total liabilities and equity |
--2581--2 |
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18 |
||||
108-22 |
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22 |
||||
40 |
||||
5--215-29- |
||||
60 |
||||
100 |
The accompanying notes are an integral part of these consolidated financial statements.
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
| Items | Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(19) and 7 $16,454,476100$13,051,3571006(5) (12,165,987) (74) (9,636,790) (74)4,288,489263,414,567266(22) (420,758) (3) (368,097) (3)(639,645) (4) (510,639) (4)(565,253) (3) (508,787) (4)12(2) (630)-2,989-(1,626,286) (10) (1,384,534) (11)2,662,203162,030,03315237,7302239,95326(20) 134,0571161,01516(21) 235,4131131,79117 (41,308)- (41,535)-(13,442)- (8,828)-552,4504482,39643,214,653202,512,429196(24) (602,010) (4) (521,961) (4)$2,612,64316$1,990,46815 |
|---|---|
| 4000 Operating revenue 5000 Operating costs 5900 Gross profit from operations Operating expenses 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment (loss) gain 6000 Total operating expenses 6900 Net operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of loss of associates and joint ventures accounted for using equity method 7000 Total non-operating revenue and expenses 7900 Profit (loss) before income tax 7950 Income tax expense 8200 Profit for the period |
(Continued)
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
| Items | Notes 6(12) 6(3) 6(25) |
Year ended December 31 | Year ended December 31 |
|---|---|---|---|
| 2024 | 2023 | ||
AMOUNT$4,633149,747154,380239,9593,943243,902$398,282$3,010,925$2,612,643$3,010,925$ |
|||
| Components of other comprehensive income that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plan 8316 Unrealized gain on valuation of financial assets at fair value through the comprehensive 8310 Components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8361 Financial statements translation difference of foreign operations 8370 Share of other comprehensive income(loss) of associates and joint ventures accounted for using equity method 8360 Other comprehensive income (loss) that will be reclassified to profit or loss 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Profit attributable to: 8610 Owners of the parent Total comprehensive income attributable to: 8710 Owners of the parent Earnings per share (in dollars) 9750 Basic earnings per share 9850 Diluted earnings per share |
|||
$ |
The accompanying notes are an integral part of these consolidated financial statements.
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
Equity attributable to owners of the parent
| 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income for the year Total comprehensive income Appropriations of 2022 earnings Legal reserve Cash dividends Conversion of convertible bonds Executive employee stock options Share-based payment Change in equity of associates and joint ventures accounted for using equity method Balance at December 31, 2023 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income for the year Total comprehensive income Appropriations of 2023 earnings Legal reserve Cash dividends Conversion of convertible bonds Executive employee stock options Share-based payment Disposal of equity instruments at fair value through other comprehensive income Change in equity of associates and joint ventures accounted for using equity method Balance at December 31, 2024 |
Notes | Capital | Total capital surplus, additional paid-in capital |
R | etained Earnings | Other equityinterest | Other equityinterest | Other equityinterest | Total equity | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock | e | Certificate of ntitlement to new shares from convertible bond |
Advance receipts for share capital |
Legal reserve | Special reserve | Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
a f |
Total Unrealised gains (losses) from financial ssets measured at air value through other comprehensive income |
||||||||||
| 6(18) 6(17) 6(17) 6(18) 6(17) 6(17) 6(16)(17) 6(3) |
$967,921-----63,934--$971,861$971,861-----77,43910,704---$ 1,060,004 |
$------246---$246$246-----15,999----$16,245 |
$2,588------(302 )--$2,286$2,286------(594 )---$1,692 |
$ 3,939,329-----3,85339,81468,086229$ 4,051,311$ 4,051,311-----1,458,254146,12759,761-(148 )$ 5,715,305 |
$713,397---229,858-----$943,255$943,255---198,954------$1,142,209 |
$6,336---------$6,336$6,336----------$6,336 |
$ 5,166,5931,990,468(925 ) 1,989,543(229,858 )(1,339,609 )----$ 5,586,669$ 5,586,6692,612,6434,6332,617,276(198,954 )(1,173,260 )---95,609-$ 6,927,340 |
$14,747-(73,199 )(73,199 )------($58,452 )($58,452 )-243,902243,902-------$185,450 |
$20,246-78,48278,482------$98,728$98,728-149,747149,747-----(95,609 )-$152,866 |
$ 10,831,1571,990,4684,3581,994,826-(1,339,609 )4,10543,44668,086229$ 11,602,240$ 11,602,2402,612,643398,2823,010,925-(1,173,260 )1,551,692156,23759,761-(148 )$ 15,207,447 |
The accompanying notes are an integral part of these consolidated financial statements.
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation expense (including investment property and right-of-use assets) Amortization expense Gain on reversal of payable Share-based payments Additional provision recognized Share of loss of associates and joint ventures accounted for using equity method Expected credit (gains) losses recognized Loss on financial assets at fair value through profit or less Loss on disposal of property, plant and equipment Interest income Interest expense Dividend income Realized profit of deferred income of government Changes in operating assets and liabilities Changes in operating assets Financial assets and liabilities at fair value through profit or loss, mandatorily Accounts receivable net Accounts receivable related parties Other receivable Other receivable related parties Inventories Prepayment Changes in operating liabilities Accounts payable Accounts payable related parties Other payable Other payable related parties Contract liabilities Other current liabilities Defined benefit plans asset Accrued pension liabilities Cash inflow generated from operations Income taxes paid Net cash flows from operating activities |
YearendedDecember 31 Notes 2024 2023 $3,214,653$2,512,4296(8)(22) 537,995399,6836(22) 13,43510,199(20,923 ) (3,880 )6(16) 59,76168,0866(11) 44,04538,78413,4428,828630(2,989 )6(21) 1,862(175,518 )6(21) 4853,109(237,730 ) (239,953 )41,30841,535(3,251 ) (4,023 )(64,798 ) (62,927 )507411(911,684 )172,110140,015-115,398(2,437 )(301 )-(1,197,842 )1,150,890(103,152 ) (20,889 )791,094(486,783 )(127,120 )-322,055(412,015 )(12,040 )-(5,910 )323,347(18,550 ) (21,198 )11--8532,593,3953,297,652(418,066 ) (656,353 )2,175,3292,641,299 |
|---|---|
(Continued)
FOXSEMICON INTERGRATED TECHNOLOGY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of financial assets at amortized cost Disposal of financial assets at amortized cost Acquisition of Investments accounted for using equity method Acquisition of property, plant and equipment Dividends received Proceeds from disposal of property, plant and equipment Proceeds from disposal of financial assets at fair value through other comprehensive income Interest received Decrease (increase) in other non-current assets Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Interest paid Increase in short-term loans Decrease in short-term loans Payments of lease liabilities Repayments of supplemental loan Proceeds from long-term debt Repayments of long-term debt Payment of cash dividends Executive employee stock options Net cash flows used in financing activities Effect of changes in foreign currency exchange rates on cash Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
YearendedDecember 31 Notes 2024 2023 ($21,145 ) ($14,404 )-256,545(5,903,539 ) (7,009,403 )6,890,6454,650,772(22,500 ) (30,230 )6(26) (1,923,295 ) (544,808 )3,2514,0233,4113756(3) 113,510-237,730239,95320,291(73,935 )(601,641 ) (2,521,112 )(31,241 ) (21,233 )6(27) 154,000923,5406(27) (159,000 ) (1,305,172 )6(27) (40,865 ) (46,816 )-(44,150 )6(27) 163,557141,208(70,400 ) (30,932 )6(18) (1,173,260 ) (1,339,609 )156,23743,446(1,000,972 ) (1,679,718 )(2,256 ) (28,324 )570,460(1,587,855 )6,956,1338,543,988$7,526,593$6,956,133 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Foxsemicon Integrated Technology Inc.
Opinion
We have audited the accompanying parent company only balance sheets of Foxsemicon Integrated Technology Inc. and subsidiaries (the “Company”) as at December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, parent company only statements of changes in equity and parent company only statements of cash flows for the years then ended, and 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 parent company only financial position of Foxsemicon Integrated Technology Inc. as of December 31, 2024 and 2023, and its parent company only financial performance and 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 in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public 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.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2024 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Company’s parent company only financial statements of the year ended December 31,2024 are stated as follows:
Sales revenue cut-off
Description
Please refer to Note 4(30) for accounting policy on revenue recognition, Note 5(1) for critical judgement on revenue recognition, and Note 6(17) for details of revenue. For the year ended December 31, 2024, the balance of revenue amounted to NT$13,061,193 thousand.
The Company has three sales transaction types, including direct shipment from the factory, FOB destination, and hub. For FOB destination and hub, revenue is recognized when goods are shipped to the destination or picked up by customers (when control of the product is transferred). The supporting documents for revenue recognition include receipts from customers (FOB destination), reports or other information provided by hub custodians and inventory movement record of hub. The process of revenue recognition contains numerous manual procedures, which may potentially result in inaccurate timing of revenue recognition.
Since there are numerous daily revenue from hubs and from FOB destination, the transaction amounts prior to and after the balance sheet date are significant to the financial statements, and revenue recognition involves subjective judgment, revenue cutoff has been identified as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
-
Evaluated and tested the Company’s internal controls in respect of revenue recognition.
-
Tested sales transactions that took place shortly before and after the balance sheet date, by verifying customers’ receipt notes, supporting documents provided by hub custodian, inventory movement records, and costs of goods sold recognized in the correct reporting periods.
-
Confirmed the inventory quantities with hub custodian and agreed the results to accounting records.
Evaluation of inventories
Description
Please refer to Note 4(13) for description of accounting policy on inventory valuation, Note 5(2) for accounting estimates and assumption uncertainty in relation to inventory valuation, and Note 6(4) for details of inventories. As of December 31, 2024, the balances of inventories and allowance for valuation loss on inventories amounted to NT$1,037,293 thousand and NT$5,918 thousand respectively.
The Company is primarily engaged in manufacture and sales of semiconductors and automation equipment and components. As technology changes rapidly, the life cycles of electronic products are short, prices are easily influenced by fluctuation in market price, there is higher risk of incurring inventory valuation losses or obsolescence. The Company measures inventories sold at the lower of cost and net realizable value. For inventories that are over a certain age and individually identified obsolete or ruined inventory, losses are recognized at net realizable value.
The Company’s allowance for inventory valuation losses mainly arises from individually identified obsolete or ruined inventory, and since the value of inventories is significant, inventory types are various, the individual identification of inventory usually involves human judgement and the valuation contains uncertainty. Thus, we identified the valuation of allowance for valuation loss on inventories as one of key audit matters.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
-
Ascertained whether the policies and procedures on allowance for inventory valuation losses were reasonable and consistently applied in all the periods.
-
Verified the appropriateness of the system logic in calculating the ageing of inventories, and confirmed the information in the reports is consistent with the relevant policies.
-
Assessed the reasonableness of separately identified obsolete and damaged inventories and verified against information obtained during the stock count.
-
For net realizable value of inventories over normal age and those individually identified obsolete and damaged inventory, we discussed with the management, obtained supporting documents and reviewed the calculation of inventory loss.
Responsibilities of management and those charged with governance for the parent company only financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so
Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the parent company only financial statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Auditing Standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with the Auditing Standards in the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the
Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
-
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.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our 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 communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Hsu, Sheng-Chung Wu, Jen-Chieh For and on Behalf of PricewaterhouseCoopers, Taiwan February 26, 2025
------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or[misunderstandings that may derive from the translation. ]
FOXSEMICON INTEGRATED TECHNOLOGY INC. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(1) 6(3) and 7 7 6(4) 6(2) 6(5) 6(6) 6(7) 6(8) 6(22) 6(11) and 8 |
December 31, 2024 AMOUNT % $2,203,63011326-1,300,00071,462,46381,642,16681,031,375529,924-7,669,8843948,505-97,422111,767,41759135,365141,100-50,487-2,159-25,312-12,167,76761$19,837,651100 |
December 31, 2023 | December 31, 2023 |
|---|---|---|---|---|
AMOUNT$2,203,6303261,300,0001,462,4631,642,1661,031,37529,9247,669,88448,50597,42211,767,417135,36541,10050,4872,15925,31212,167,767$19,837,651 |
AMOUNT$3,521,365-2,570,000561,3441,255,507537,67722,9728,468,86527,550189,5247,482,833122,50854,90449,3891,47324,7487,952,929$16,421,794 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Current financial assets at fair value through profit or loss 1136 Current financial assets at amortised cost 1170 Accounts receivable 1200 Other receivables 130X Inventory 1410 Prepayments 11XX Current Assets Non-current assets 1510 Non-current financial assets at fair value through profit or loss 1517 Non-current financial assets at fair value through other comprehensive income 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets |
22-16383- |
|||
52 |
||||
-1461---- |
||||
48 |
||||
100 |
(Continued)
FOXSEMICON INTEGRATED TECHNOLOGY INC. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 7 6(9) and 7 6(12) 6(10) 6(12) 6(22) 6(5)(10)(11) 6(13) 6(15) 6(16) 9 11 |
December 31, 2024 AMOUNT % $250,7541485,05522,145,71211840,2654237,83012,905-322,8882210,59814,496,00722--85,575147,818-804-134,19714,630,204231,060,004516,245-1,692-5,715,305291,142,20966,336-6,927,34035338,316215,207,44777$19,837,651100 |
December 31, 2023 | December 31, 2023 |
|---|---|---|---|---|
AMOUNT$250,754485,0552,145,712840,265237,8302,905322,888210,5984,496,007-85,57547,818804134,1974,630,2041,060,00416,2451,6925,715,3051,142,2096,3366,927,340338,31615,207,447$19,837,651 |
AMOUNT$304,003139,0591,226,548637,229126,9763,468-303,6392,740,9221,865,03847,41361,144105,0372,078,6324,819,554971,8612462,2864,051,311943,2556,3365,586,66940,27611,602,240$16,421,794 |
% | ||
| Current liabilities 2130 Current contract liabilities 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2230 Current tax liabilities 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Current Liabilities Non-current liabilities 2530 Corporate bonds payable 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Total Liabilities Equity Share capital 3110 Common stock 3130 Certificate of entitlement to new shares from convertible bond 3140 Advance receipts for share capital Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3XXX Total equity Significant Contingent Liabilities and Unrecognized Contract Commitments Significant Events after the Balance Sheet Date 3X2X Total liabilities and equity |
21741--2 |
|||
17 |
||||
11--1 |
||||
12 |
||||
29 |
||||
6--256-34- |
||||
71 |
||||
100 |
The accompanying notes are an integral part of these parent company only financial statements.
FOXSEMICON INTEGRATED TECHNOLOGY INC. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
| Items | Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(17) and 7 $13,061,193100$10,089,1591006(4) and 7 (10,851,671 ) (83) (8,241,865) (82)2,209,522171,847,294186(20) and 7 (250,518 ) (2) (228,899) (2)(344,565 ) (3) (309,206) (3)(64,196 )-(63,295) (1)(565 )-48-(659,844 ) (5) (601,352) (6)1,549,678121,245,942126(1) 148,8391183,72926(18) and 7 52,019-61,047-6(19) 164,1761(1,770)-(11,349 )-(21,904)-6(5) 1,162,8219868,36591,516,506111,089,467113,066,184232,335,409236(22) (453,541 ) (3) (344,941) (3)$2,612,64320$1,990,468206(11) $4,633-($925)-6(2) 92,102172,233157,645-6,249-154,380177,5571239,9592(71,890) (1)3,943-(1,309)-243,9022(73,199) (1)$398,2823$4,358-$3,010,92523$1,994,826206(23) $25.22$20.48$22.70$18.22 |
|---|---|
| 4000 Operating revenue 5000 Operating costs 5900 Gross profit from operation Operating expenses 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment (loss) gain 6000 Total operating expenses 6900 Net operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of profit of associates and joint ventures accounted for using equity method 7000 Total non-operating revenue and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plan 8316 Unrealized gain on valuation of financial assets at fair value through the comprehensive 8330 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8310 Other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Financial statements translation difference of foreign operations 8380 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8360 Other comprehensive income that will be reclassified to profit or loss 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Basic earnings per share 9750 Total basic earnings per share 9850 Total diluted earnings per share |
The accompanying notes are an integral part of these parent company only financial statements.
FOXSEMICON INTEGRATED TECHNOLOGY INC. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income for the year Total comprehensive income Appropriations of 2022 earnings Legal reserve Cash dividends Conversion of convertible bonds Executive employee stock options Share-based payment (include subsidiaries) Changes in equity of associates and joint ventures accounted for using equity method Balance at December 31,2023 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income for the year Total comprehensive income Appropriations of 2023 earnings Legal reserve Cash dividends Conversion of convertible bonds Executive employee stock options Share-based payment (Include subsidiaries) Disposal of equity instruments at fair value through other comprehensive income Changes in equity of associates and joint ventures accounted for using equity method Balance at December 31,2024 |
Notes | Capital | Total capital surplus, additional paid-in capital |
Retained Earnings | Other equity interest | Other equity interest | Other equity interest | Total equity | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock | e | Certificate of ntitlement to new shares from convertible bond |
Advance receipts for share capital |
Legal reserve | Special reserve | Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
a f |
Total Unrealised gains (losses) from financial ssets measured at air value through other comprehensive income |
||||||||||
| 6(16) 6(15) 6(15) 6(15) 6(15) 6(16) 6(15) 6(15) 6(14)(15) 6(2) |
$967,921-----63,934--$971,861$971,861-----77,43910,704---$ 1,060,004 |
$------246---$246$246-----15,999----$16,245 |
$2,588------(302 )--$2,286$2,286------(594 )---$1,692 |
$ 3,939,329-----3,85339,81468,086229$ 4,051,311$ 4,051,311-----1,458,254146,12759,761-(148 )$ 5,715,305 |
$713,397---229,858-----$943,255$943,255---198,954------$ 1,142,209 |
$6,336---------$6,336$6,336----------$6,336 |
$ 5,166,5931,990,468(925 ) 1,989,543(229,858 )(1,339,609 )----$ 5,586,669$ 5,586,6692,612,6434,6332,617,276(198,954 )(1,173,260 )---95,609-$ 6,927,340 |
$14,747-(73,199 )(73,199 )------($58,452 )($58,452 )-243,902243,902-------$185,450 |
$20,246-78,48278,482------$98,728$98,728-149,747149,747-----(95,609 )-$152,866 |
$ 10,831,1571,990,4684,3581,994,826-(1,339,609 )4,10543,44668,086229$ 11,602,240$ 11,602,2402,612,643398,2823,010,925-(1,173,260 )1,551,692156,23759,761-(148 )$ 15,207,447 |
The accompanying notes are an integral part of these parent company only financial statements.
FOXSEMICON INTEGRATED TECHNOLOGY INC.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation expense (including investment property and right-of-use assets) Additional provision recognized Interest expense Amortization expense Loss on financial assets at fair value through profit or less Expected credit losses recognized (reversal) Share-based payments Share of gain of subsidiaries associates and joint ventures accounted for using equity method Reversal of payables benefit Interest income Dividends income Changes in operating assets and liabilities Changes in operating assets Financial assets and liabilities at fair value through profit or loss, mandatorily Accounts receivable net Other receivable Inventories Prepayment Changes in operating liabilities Accounts payable Other payable Other current liabilities Defined benefit plans asset Accrued pension liabilities Cash inflow generated from operations Income taxes paid Net cash flows from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Interest received Proceeds from disposal of property, plan and equipment Increase in other non-current assets (Increase) decrease receivables arose from purchasing materials on behalf of others Acquisition of property, plant and equipment Acquisition of Investments accounted for using equity method Receivables from other related parties decrease Dividends received Acquisition of financial assets at fair value through profit or loss Acquisition of financial assets at amortized cost Disposal of financial assets at amortized cost Proceeds from disposal of financial assets at fair value through other comprehensive income Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Payment of cash dividends Payments of lease liabilities Interest paid Executive employee stock options Net cash flows used in financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2024 2023 $3,066,184$2,335,4096(6)(7)(8) 32,41631,9206(10) 9,8352,56011,34921,9046(20) 2,4101,3976(19) (661 ) (1,527 )565(48 )6(14) 43,51848,7746(5) (1,162,821 ) (868,366 )6(18) (20,554 ) (3,880 )(148,839 ) (183,729 )6(2) (3,251 ) (4,023 )(40 ) (315 )(889,281 )235,677(882 ) (965,402 )(493,698 )6,858(6,952 )5321,285,714(651,425 )(85,073 ) (23,407 )(51,879 )306,90911--(925 )1,588,071288,893(305,319 ) (503,749 )1,282,752(214,856 )148,839183,7296(6) 2370(226 ) (6,349 )(440,089 )722,7936(24) (46,582 ) (19,841 )6(5) (2,929,692 ) (1,477,338 )127,585527,9386(5) 198,50032,023(21,145 ) (14,404 )(3,250,000 ) (5,443,680 )4,520,0003,773,6806(2) 113,510-(1,579,277 ) (1,721,379 )6(16) (1,173,260 ) (1,339,609 )(2,906 ) (3,387 )(1,281 ) (1,601 )156,23743,446(1,021,210 ) (1,301,151 )(1,317,735 ) (3,237,386 )3,521,3656,758,751$2,203,630$3,521,365 |
|---|---|
The accompanying notes are an integral part of these parent company only financial statements.
Attachment 4
Foxsemicon Integrated Technology Inc. Statement of Retained Earnings For the year ended December 31, 2024
| Unit: NT$ | |
|---|---|
| Beginning undistributed earnings 2024 net profit after tax 2024 Defined benefit plan remeasurements Disposal of financial assets measured at fair value through other comprehensive income Sum of the total amount of after-tax net income for the period and other profit items adjusted to the current year’s undistributed earnings Appropriation: Legal reserve Special reserve Distributable earnings Distribution: Dividends (NT$ 14.5 per share) Ending undistributed earnings |
4,214,454,018 2,612,643,346 4,633,692 95,609,188 |
2,712,886,226 |
|
| (271,288,623) 0 |
|
| 6,656,051,621 | |
| (1,564,135,097) | |
| 5,091,916,524 | |
| Chairman: Young-Way Liu Manager: Kevin Chiu |
Chief Accounting Officer: Hsiao-Pei Chung |
Attachment 5
Foxsemicon Integrated Technology Inc. Comparison Table for Before and After Revision of Rules of Procedures for Board Meetings
| Article | Before revision | After revision | Reasons for revision |
|---|---|---|---|
| Article 11 | If less than one-half of all the directors are in attendance at the appointed meeting time, the Chair may announce postponement of the meeting time, provided that no more than two such postponements may be made. If the quorum is still not met after two postponements, the Chair shall reconvene the meeting in accordance with the procedures in Article 2. The number of "all the directors," as used in the preceding paragraph and in Article 17, paragraph 2, subparagraph 2, shall be counted as the number of directors currently in office. |
If less than one-half of all the directors are in attendance at the appointed meeting time, the Chair may announce postponement of the meeting timeon the same day, provided that no more than two such postponements are made. If the quorum is still not met after two postponements, the Chair shall reconvene the meeting in accordance with the procedures in Article 2. The number of "all the directors," as used in the preceding paragraph and in Article 17, paragraph 2, subparagraph 2, shall be counted as the number of directors currently in office. |
Revised in accordance with FSC Order Fa-Zi No. 1120383996 on January 11, 2024 |
| Article 12 |
A Board Meeting shall proceed in the order of the agenda as provided in the meeting notice. However, the order may be changed upon the approval of a majority of Directors in attendance at the Board Meeting. The Chair may not declare the meeting adjourned without the approval of a majority of the Directors in attendance at the meeting. At any time during the course of a Board Meeting, if the number of Directors sitting at the meeting does not constitute a majority of the attending Directors, then upon the motion by a Director sitting at the meeting, the Chair shall declare a suspension of the meeting, in which case paragraph 1 of the preceding article shall apply mutatis mutandis. |
A Board Meeting shall proceed in the order of the agenda as provided in the meeting notice. However, the order may be changed upon the approval of a majority of Directors in attendance at the Board Meeting. The Chair may not declare the meeting adjourned without the approval of a majority of the Directors in attendance at the meeting. At any time during the course of a Board Meeting, if the number of Directors sitting at the meeting does not constitute a majority of the attending Directors, then upon the motion by a Director sitting at the meeting, the Chair shall declare a suspension of the meeting, in which case paragraph 1 of the preceding article shall apply mutatis mutandis. If the chairperson is unable to preside over the |
Revised in accordance with FSC Order Fa-Zi No. 1120383996 on January 11, 2024 |
board meeting while it is in progress or fails to |
|||
announce the adjournment of the meeting in accordance with paragraph 2, the selection of the chairperson's proxy shall follow mutatis mutandis the provisions of Article 6, paragraph 3. |
Attachment 6
Foxsemicon Integrated Technology Inc. Comparison Table of the Articles of Incorporation Before and After Revision
| Article | Before revision | After revision | Reasons for **revision ** |
|---|---|---|---|
| Article 29 | If the company makes profits for the year, it shall set aside 3% to 8% as employee remuneration and less than 0.5% as the director remuneration. This shall be resolved by the Board and reported at the shareholders’ meeting. However, when the Company has accumulated losses, it shall reserve the amount to make up the losses, then allocate the employee and director remuneration from the remainder according to the ratio mentioned in the preceding paragraph. Employee remuneration can be paid in cash or in shares to employees of companies controlled by the Company or the Company’s subsidiaries who meet certain criteria, where such criteria shall be determined by the Board of Directors. |
If the Company has profits for the year, it shall first set aside 3–8% as employee compensation(20–80% of this employee compensation amount shall be allocated to base-level employees),and set aside no more than 0.5% as directors' compensation, which shall be resolved by the board of directors and reported to the shareholders' meeting. However, when the Company has accumulated losses, it shall reserve the amount to make up the losses, then allocate the employee and director remuneration from the remainder according to the ratio mentioned in the preceding paragraph. Employee remuneration can be paid in cash or in shares to employees of companies controlled by the Company or the Company’s subsidiaries who meet certain criteria, where such criteria shall be determined by the Board of Directors. |
Amended in accordan ce with Article 14, Paragrap h 6 of the Securities and Exchange Act |
| Article 34 | These Articles of Incorporation are formulated as approved by all initiators at the initiators' meeting on April 19, 2001. Amendment for the 1st instance: May 1, 2001 Amendment for the 2nd instance: April 14, 2002 Amendment for the 3rd instance: June 24, 2003 Amendment for the 4th instance: May 20, 2004 Amendment for the 5th instance: June 24, 2005 Amendment for the 6th instance: June 27, 2006 Amendment for the 7th instance: June 15, 2007 Amendment for the 8th instance: June 27, 2008 Amendment for the 9th instance: June 16, 2009 Amendment for the 10th instance: June 14, 2010 |
These Articles of Incorporation are formulated as approved by all initiators at the initiators' meeting on April 19, 2001. Amendment for the 1st instance: May 1, 2001 Amendment for the 2nd instance: April 14, 2002 Amendment for the 3rd instance: June 24, 2003 Amendment for the 4th instance: May 20, 2004 Amendment for the 5th instance: June 24, 2005 Amendment for the 6th instance: June 27, 2006 Amendment for the 7th instance: June 15, 2007 Amendment for the 8th instance: June 27, 2008 Amendment for the 9th instance: June 16, 2009 Amendment for the 10th instance: June 14, 2010 Amendment for the 11th instance: June 28, |
Added the revision date |
| Article | Before revision | After revision | Reasons for **revision ** |
|---|---|---|---|
| Amendment for the 11th instance: June 28, 2011 Amendment for the 12th instance: June 27, 2013 Amendment for the 13th instance: June 25, 2014 Amendment for the 14th instance: May 27, 2016 Amendment for the 15th instance: May 26, 2017 Amendment for the 16th instance: May 29, 2018 Amendment for the 17th instance: July 26, 2021 Amendment for the 18th instance: May 27, 2022 |
2011 Amendment for the 12th instance: June 27, 2013 Amendment for the 13th instance: June 25, 2014 Amendment for the 14th instance: May 27, 2016 Amendment for the 15th instance: May 26, 2017 Amendment for the 16th instance: May 29, 2018 Amendment for the 17th instance: July 26, 2021 Amendment for the 18th instance: May 27, 2022 Amendment for the 19th instance: May 28, 2025 |