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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.

==> picture [39 x 38] intentionally omitted <==

Chairman: Kevin Chiu

==> picture [34 x 33] intentionally omitted <==

Recorder: Tracy Kuo

  • 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.

  • II. Chairman’s Address: (Omitted)

  • III. Report matters

  • (1) 2024 Business Report(Omitted)

  • (2) Audit Committee’s Review Report on 2024 Financial Statements(Omitted)

  • (3) 2024 Distribution of Remuneration to Employees and Directors(Omitted)

  • (4) 2024 Distribution of Cash Dividends(Omitted)

  • (5) Revision of Rules of Procedures for Board Meetings(Omitted)

  • IV. Matters to be Approved

Proposal 1 (Proposed by the Board of Directors)

Proposal: 2024 Business Report and Financial Statements Description:

  1. 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

  2. consolidated financial statements and have issued an unqualified audit opinion.

  3. 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%
  • VI. Extraordinary Motion: None

  • 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.

  1. In terms of revenue:

  2. 1.1 2024 revenue amounted NT$16,454,476 thousand, up NT$13,051,357 thousand or 26.07% from 2023.

  3. 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).

  4. In terms of expenses:

  5. 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.

  6. 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.

  7. In terms of profit:

  8. 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:

  1. Evaluated and tested the Group’s internal controls in respect of revenue recognition.

  2. 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.

  3. 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

  • 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.

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:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive 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.

  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 Group’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 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.

  5. 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.

  6. 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
%
$
7,526,593
33
326
-
2,679,224
12
1,694,802
7
11,719
-
3,888,007
17
344,638
1
16,145,309
70
48,505
-
338,492
1
109,559
1
5,186,102
22
585,449
3
26,953
-
10,100
-
678,050
3
6,983,210
30
$
23,128,519
100
December 31, 2023 December 31, 2023
AMOUNT
$
7,526,593
326
2,679,224
1,694,802
11,719
3,888,007
344,638
16,145,309
48,505
338,492
109,559
5,186,102
585,449
26,953
10,100
678,050
6,983,210
$
23,128,519
AMOUNT
$
6,956,133
-
3,627,151
782,640
121,882
2,620,129
216,603
14,324,538
27,550
292,437
96,705
3,780,898
318,207
28,913
9,516
490,959
5,045,185
$
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
-
19
4
1
13
1
74
-
1
-
20
2
-
-
3
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
-
333,823
2
1,711,501
7
2,074,232
9
406,177
2
72,600
-
628,584
3
290,545
1
5,549,264
24
-
-
1,423,956
6
85,575
1
547,468
2
314,809
1
2,371,808
10
7,921,072
34
1,060,004
4
16,245
-
1,692
-
5,715,305
25
1,142,209
5
6,336
-
6,927,340
30
338,316
2
15,207,447
66
$
23,128,519
100
December 31, 2023 December 31, 2023
AMOUNT
$
30,000
1,802
333,823
1,711,501
2,074,232
406,177
72,600
628,584
290,545
5,549,264
-
1,423,956
85,575
547,468
314,809
2,371,808
7,921,072
1,060,004
16,245
1,692
5,715,305
1,142,209
6,336
6,927,340
338,316
15,207,447
$
23,128,519
AMOUNT
$
35,000
-
339,282
941,407
1,464,158
251,149
47,235
64,715
393,363
3,536,309
1,865,038
1,571,780
47,413
285,457
461,486
4,231,174
7,767,483
971,861
246
2,286
4,051,311
943,255
6,336
5,586,669
40,276
11,602,240
$
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
-
-
2
5
8
1
-
-
2
18
10
8
-
2
2
22
40
5
-
-
21
5
-
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
$
16,454,476
100
$
13,051,357
100
6(5)
(
12,165,987) (
74) (
9,636,790) (
74)
4,288,489
26
3,414,567
26
6(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)
2,662,203
16
2,030,033
15
237,730
2
239,953
2
6(20)
134,057
1
161,015
1
6(21)
235,413
1
131,791
1
7
(
41,308)
- (
41,535)
-
(
13,442)
- (
8,828)
-
552,450
4
482,396
4
3,214,653
20
2,512,429
19
6(24)
(
602,010) (
4) (
521,961) (
4)
$
2,612,643
16
$
1,990,468
15
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
$
4,633
149,747
154,380
239,959
3,943
243,902
$
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
-
-
-
-
-
6
3,934
-
-
$
971,861
$
971,861
-
-
-
-
-
77,439
10,704
-
-
-
$ 1,060,004
$
-
-
-
-
-
-
246
-
-
-
$
246
$
246
-
-
-
-
-
15,999
-
-
-
-
$
16,245
$
2,588
-
-
-
-
-
-
(
302 )
-
-
$
2,286
$
2,286
-
-
-
-
-
-
(
594 )
-
-
-
$
1,692
$ 3,939,329
-
-
-
-
-
3,853
39,814
68,086
229
$ 4,051,311
$ 4,051,311
-
-
-
-
-
1,458,254
146,127
59,761
-
(
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
$ 5,166,593
1,990,468
(
925 )
1,989,543
(
229,858 )
(
1,339,609 )
-
-
-
-
$ 5,586,669
$ 5,586,669
2,612,643
4,633
2,617,276
(
198,954 )
(
1,173,260 )
-
-
-
95,609
-
$ 6,927,340
$
14,747
-
(
73,199 )
(
73,199 )
-
-
-
-
-
-
($
58,452 )
($
58,452 )
-
243,902
243,902
-
-
-
-
-
-
-
$
185,450
$
20,246
-
78,482
78,482
-
-
-
-
-
-
$
98,728
$
98,728
-
149,747
149,747
-
-
-
-
-
(
95,609 )
-
$
152,866
$ 10,831,157
1,990,468
4,358
1,994,826
-
(
1,339,609 )
4,105
43,446
68,086
229
$ 11,602,240
$ 11,602,240
2,612,643
398,282
3,010,925
-
(
1,173,260 )
1,551,692
156,237
59,761
-
(
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
$
2,512,429
6(8)(22)
537,995
399,683
6(22)
13,435
10,199
(
20,923 ) (
3,880 )
6(16)
59,761
68,086
6(11)
44,045
38,784
13,442
8,828
630
(
2,989 )
6(21)
1,862
(
175,518 )
6(21)
485
3,109
(
237,730 ) (
239,953 )
41,308
41,535
(
3,251 ) (
4,023 )
(
64,798 ) (
62,927 )
507
411
(
911,684 )
172,110
140,015
-
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
-
-
853
2,593,395
3,297,652
(
418,066 ) (
656,353 )
2,175,329
2,641,299

(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 )
6,890,645
4,650,772
(
22,500 ) (
30,230 )
6(26)
(
1,923,295 ) (
544,808 )
3,251
4,023
3,411
375
6(3)
113,510
-
237,730
239,953
20,291
(
73,935 )
(
601,641 ) (
2,521,112 )
(
31,241 ) (
21,233 )
6(27)
154,000
923,540
6(27)
(
159,000 ) (
1,305,172 )
6(27)
(
40,865 ) (
46,816 )
-
(
44,150 )
6(27)
163,557
141,208
(
70,400 ) (
30,932 )
6(18)
(
1,173,260 ) (
1,339,609 )
156,237
43,446
(
1,000,972 ) (
1,679,718 )
(
2,256 ) (
28,324 )
570,460
(
1,587,855 )
6,956,133
8,543,988
$
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:

  1. Evaluated and tested the Company’s internal controls in respect of revenue recognition.

  2. 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.

  3. 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:

  1. Ascertained whether the policies and procedures on allowance for inventory valuation losses were reasonable and consistently applied in all the periods.

  2. 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.

  3. Assessed the reasonableness of separately identified obsolete and damaged inventories and verified against information obtained during the stock count.

  4. 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:

  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 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.

  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 Company’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 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.

  1. 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.

  2. 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
%
$
2,203,630
11
326
-
1,300,000
7
1,462,463
8
1,642,166
8
1,031,375
5
29,924
-
7,669,884
39
48,505
-
97,422
1
11,767,417
59
135,365
1
41,100
-
50,487
-
2,159
-
25,312
-
12,167,767
61
$
19,837,651
100
December 31, 2023 December 31, 2023
AMOUNT
$
2,203,630
326
1,300,000
1,462,463
1,642,166
1,031,375
29,924
7,669,884
48,505
97,422
11,767,417
135,365
41,100
50,487
2,159
25,312
12,167,767
$
19,837,651
AMOUNT
$
3,521,365
-
2,570,000
561,344
1,255,507
537,677
22,972
8,468,865
27,550
189,524
7,482,833
122,508
54,904
49,389
1,473
24,748
7,952,929
$
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
-
16
3
8
3
-
52
-
1
46
1
-
-
-
-
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
%
$
250,754
1
485,055
2
2,145,712
11
840,265
4
237,830
1
2,905
-
322,888
2
210,598
1
4,496,007
22
-
-
85,575
1
47,818
-
804
-
134,197
1
4,630,204
23
1,060,004
5
16,245
-
1,692
-
5,715,305
29
1,142,209
6
6,336
-
6,927,340
35
338,316
2
15,207,447
77
$
19,837,651
100
December 31, 2023 December 31, 2023
AMOUNT
$
250,754
485,055
2,145,712
840,265
237,830
2,905
322,888
210,598
4,496,007
-
85,575
47,818
804
134,197
4,630,204
1,060,004
16,245
1,692
5,715,305
1,142,209
6,336
6,927,340
338,316
15,207,447
$
19,837,651
AMOUNT
$
304,003
139,059
1,226,548
637,229
126,976
3,468
-
303,639
2,740,922
1,865,038
47,413
61,144
105,037
2,078,632
4,819,554
971,861
246
2,286
4,051,311
943,255
6,336
5,586,669
40,276
11,602,240
$
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
2
1
7
4
1
-
-
2
17
11
-
-
1
12
29
6
-
-
25
6
-
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
$
13,061,193
100
$
10,089,159
100
6(4) and 7
(
10,851,671 ) (
83) (
8,241,865) (
82)
2,209,522
17
1,847,294
18
6(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)
1,549,678
12
1,245,942
12
6(1)
148,839
1
183,729
2
6(18) and 7
52,019
-
61,047
-
6(19)
164,176
1
(
1,770)
-
(
11,349 )
-
(
21,904)
-
6(5)
1,162,821
9
868,365
9
1,516,506
11
1,089,467
11
3,066,184
23
2,335,409
23
6(22)
(
453,541 ) (
3) (
344,941) (
3)
$
2,612,643
20
$
1,990,468
20
6(11)
$
4,633
-
($
925)
-
6(2)
92,102
1
72,233
1
57,645
-
6,249
-
154,380
1
77,557
1
239,959
2
(
71,890) (
1)
3,943
-
(
1,309)
-
243,902
2
(
73,199) (
1)
$
398,282
3
$
4,358
-
$
3,010,925
23
$
1,994,826
20
6(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
-
-
-
-
-
6
3,934
-
-
$
971,861
$
971,861
-
-
-
-
-
77,439
10,704
-
-
-
$ 1,060,004
$
-
-
-
-
-
-
246
-
-
-
$
246
$
246
-
-
-
-
-
15,999
-
-
-
-
$
16,245
$
2,588
-
-
-
-
-
-
(
302 )
-
-
$
2,286
$
2,286
-
-
-
-
-
-
(
594 )
-
-
-
$
1,692
$ 3,939,329
-
-
-
-
-
3,853
39,814
68,086
229
$ 4,051,311
$ 4,051,311
-
-
-
-
-
1,458,254
146,127
59,761
-
(
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
$ 5,166,593
1,990,468
(
925 )
1,989,543
(
229,858 )
(
1,339,609 )
-
-
-
-
$ 5,586,669
$ 5,586,669
2,612,643
4,633
2,617,276
(
198,954 )
(
1,173,260 )
-
-
-
95,609
-
$ 6,927,340
$
14,747
-
(
73,199 )
(
73,199 )
-
-
-
-
-
-
($
58,452 )
($
58,452 )
-
243,902
243,902
-
-
-
-
-
-
-
$
185,450
$
20,246
-
78,482
78,482
-
-
-
-
-
-
$
98,728
$
98,728
-
149,747
149,747
-
-
-
-
-
(
95,609 )
-
$
152,866
$ 10,831,157
1,990,468
4,358
1,994,826
-
(
1,339,609 )
4,105
43,446
68,086
229
$ 11,602,240
$ 11,602,240
2,612,643
398,282
3,010,925
-
(
1,173,260 )
1,551,692
156,237
59,761
-
(
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
$
2,335,409
6(6)(7)(8)
32,416
31,920
6(10)
9,835
2,560
11,349
21,904
6(20)
2,410
1,397
6(19)
(
661 ) (
1,527 )
565
(
48 )
6(14)
43,518
48,774
6(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 )
532
1,285,714
(
651,425 )
(
85,073 ) (
23,407 )
(
51,879 )
306,909
11
-
-
(
925 )
1,588,071
288,893
(
305,319 ) (
503,749 )
1,282,752
(
214,856 )
148,839
183,729
6(6)
23
70
(
226 ) (
6,349 )
(
440,089 )
722,793
6(24)
(
46,582 ) (
19,841 )
6(5)
(
2,929,692 ) (
1,477,338 )
127,585
527,938
6(5)
198,500
32,023
(
21,145 ) (
14,404 )
(
3,250,000 ) (
5,443,680 )
4,520,000
3,773,680
6(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 )
156,237
43,446
(
1,021,210 ) (
1,301,151 )
(
1,317,735 ) (
3,237,386 )
3,521,365
6,758,751
$
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