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FocalTech Interim / Quarterly Report 2021

Dec 29, 2021

52342_rns_2021-12-29_ce0c1eec-4b7d-4c20-a300-28ae62e4cbaf.pdf

Interim / Quarterly Report

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FocalTech Systems Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Nine Months Ended September 30, 2021 and 2020

Notice to Readers

The reader is advised that these financial statements have been prepared originally in Chinese. In the event of a conflict between these financial statements and the original Chinese version or difference in interpretation between the two versions, the Chinese language financial statements shall prevail.

  • 1 -

Independent Accountants’ Review Report

To the Board of Directors of FocalTech Systems Co., Ltd.

Introduction

We have reviewed the accompanying consolidated balance sheets of FocalTech Systems Co., Ltd. and its subsidiaries (collectively, “the Company”) as of September 30, 2021 and 2020, the related consolidated statements of comprehensive income for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, as well as the consolidated statements of changes in equity and cash flows for the nine months period ended September 30, 2021 and 2020, and the related notes to the consolidated financial statements, including a summary of significant accounting policies(collectively referred to as 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 International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of Review

Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 "Review of Financial Information Performed by the Independent Auditor of the Entity". A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for Qualified Conclusion

As disclosed in Note 12 to the consolidated financial statements, the financial statements of non-significant subsidiaries included in the consolidated financial statements referred to in the first paragraph were not reviewed. As of September 30, 2021 and 2020, combined total assets of these non-significant subsidiaries were NT$427,255 thousand and NT$547,314 thousand, respectively, representing 2% and 5%, respectively, of the consolidated total assets, and combined total liabilities of these subsidiaries were NT$68,590 thousand and NT$173,810 thousand, respectively, representing 1% and 4%, respectively, of the consolidated total liabilities; for the three months and nine months ended September 30, 2021 and 2020, the amounts of combined comprehensive loss of these subsidiaries were NT$43,894 thousand,NT$51,964 thousand, NT$159,576 thousand and NT$136,016 thousand ,respectively, representing (2%), (22%), (3%), (41%).

Qualified Conclusion

Based on our reviews, except for the adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries and as described in the preceding paragraph been reviewed, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not give a true and fair view of the consolidated financial position of the Group as of September 30, 2021 and 2020, its consolidated financial performance and its consolidated cash flows for the for the nine months ended September 30, 2021 and 2020 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 "Interim Financial Reporting" endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

The engagement partners on the reviews resulting in this independent auditors' review report are Shiow-Ming Shue and Chih-Ming Shao.

Deloitte & Touche Taipei, Taiwan Republic of China November 10, 2021

  • 2 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current
(Note 8)
Accounts receivables, net (Note 10)
Inventories (Note 11)
Other financial assets (Note 9)
Other current assets

Total current assets

NON-CURRENT ASSETS
Financial assets at fair value through profit or loss - non-current (Note 7)
Financial assets at fair value through other comprehensive income - non-current
(Note 8)
Investments accounted for using equity method
Property, plant and equipment (Note 13)
Goodwill (Notes 14)
Other intangible assets (Note 15)
Deferred tax assets
Defundable deposits
Other non-current assets (Note 16 and 31)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Note 17)

Accounts payables (Note 18)
Other payables (Note 19)
Dividends payables
Current tax liabilities (Notes 4)
Other current liabilities (Notes 22)

Total current liabilities

NON-CURRENT LIABILITIES
Long-term borrowings (Note 17)
Deferred tax liabilities
Net defined benefit liabilities - non-current (Note 4)
Guarantee deposits received
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Notes 4, 21 and 26)
Share capital
Ordinary shares

Capital surplus
Additional paid-in capital
Treasury shares
Employee stock options
Restricted stock for employees
Employee share options – expired

Total capital surplus

Retained earnings
Legal reserve
Special reserve
Undistributed earnings

Total retained earnings

Other equity
Exchange differences from translating the financial statements of foreign
operations
Unrealized gain (loss) on financial assets at fair value through other comprehensive
income
Unearned employee compensation

Total other equity

Treasury shares

Equity attributable to owners of the parent

NON-CONTROLLING INTERESTS (Note 21)

Total equity

TOTAL
September 30, 2021
(Reviewed)
Amount
%
$ 8,028,997
37
118,195

1
56,302

-
2,575,410
12
2,493,821
12
963,546
5

486,573

2

14,722,844
69

336,632
2
181,941
1
-
-
1,325,179
6
1,237,268
6
51,214
-
42,188
-
2,481,317
11

1,089,813

5


6,745,552
31

$ 21,468,396
100

$ 859,664
4
2,166,241
10
1,319,945
6
700,000
3
1,327,561
6

117,312

1


6,490,723
30

786,840
4
59,531

-
23,015

-
1,902,874

9

10,400

-


2,782,660
13


9,273,383
43


2,165,215
10

4,736,211
22
79,963
1
45,871
-
1,212,385
6

34,134

-


6,108,564
29

101,230
-
122,316
1

4,873,886
23


5,097,432
24

(217,608)
(1)
1,844
-

(977,385)

(5)

(1,193,149)

(6)


(371)

-

12,177,691
57

17,322

-

12,195,013
57

$ 21,468,396
100
December 31, 2020
(Audited)
Amount
%
$ 4,011,682
33
-

-
-

-
1,633,900
13
1,755,142
14
1,385,936
11

184,262

2


8,970,922
73

234,662

2
247,974

2
-

-
1,321,940
11
1,237,268
10
63,202

-
85,154

1
172,465

1

11,466

-


3,374,131
27

$12,345,053
100

$ 523,648
4

1,731,109
14

1,037,431
8

-
-

433,121
4

230,944

2


3,956,253
32


-
-

53,213
1

23,366
-

490,361
4

10,400

-


577,340

5


4,533,593
37


2,103,532
17

4,725,445
38
69,361

1
14,903

-

-
-

33,933

-


4,843,642
39


-
-

-
-

1,012,301

8


1,012,301

8


(125,038)
(1)

2,722
-

-

-


(122,316)

(1)


(24,316)

-


7,812,843
63

(1,383)

-


7,811,460
63

$ 12,345,053
100
September 30, 2020
(Reviewed)











































































Amount
$ 4,011,682

-

-

1,633,900

1,755,142

1,385,936


184,262


8,970,922

234,662

247,974

-

1,321,940

1,237,268

63,202

85,154

172,465


11,466


3,374,131

$12,345,053

$ 523,648

1,731,109


1,037,431

-

433,121

230,944


3,956,253


-

53,213

23,366

490,361

10,400


577,340


4,533,593


2,103,532

4,725,445

69,361

14,903


-

33,933


4,843,642


-

-

1,012,301


1,012,301


(125,038)


2,722

-


(122,316)


(24,316)


7,812,843


(1,383)


7,811,460

$ 12,345,053




















































Amount
%
$ 3,535,594
30

-
-

17,587
-

1,486,527
12

2,266,684
19

1,260,351
11

246,938

2

8,813,681
74

55,481
-

197,314
2

4,970
-

1,310,337
11

1,237,268
10

67,117
1

105,947
1

137,634
1

12,968

-

3,129,036
26
$ 11,942,717
100
$ -
-
1,832,027
15

1,836,772
16

-
-

399,501
3

144,672

1

4,212,972
35

-
-

30,897
-

23,796
-

407,754
4

10,400

-

472,847

4

4,685,819
39

2,100,456
18

4,714,996
39

68,133
1

15,249
-

-
-

33,933

-

4,832,311
40

-
-

-
-

448,132

4

448,132

4

(90,032)
(1)

497
-

-

-

(89,535)

(1)

(43,074)

-

7,248,290
61

8,608

-

7,256,898
61
$ 11,942,717
100

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

  • 3 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

REVENUE (Note 22)

COST OF REVENUE (Note
11 and 23)

GROSS PROFIT

OPERATING EXPENSES
(Note 23, 26, 28 and 30)
Selling and marketing
expenses
General and administrative
expenses
Research and development
expenses

Total operating
expenses

OPERATING INCOME

NON-OPERATING INCOME
AND EXPENSES
Finance costs(Note 23)
Interest income
Gain on financial assets and
liabilities at fair value
through profit or loss
Other gains and losses - net
(Loss) gain on foreign
exchange

Total non-operating
income and
expenses

INCOME BEFORE
INCOME TAX
INCOME TAX EXPENSE
(Note 24)

NET INCOME

OTHER COMPREHENSIVE
INCOME
Items that may be
reclassified subsequently
to profit or loss:
Exchange differences
from translating the
financial statements of
foreign operations
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months For the Nine Months EndedSeptember 30 EndedSeptember 30 EndedSeptember 30
2021 2020 2021 2020










Amount
%
$ 6,272,422
100
(2,857,205)

(46)


3,415,217

54

(153,340)
(3 )
(190,348 )
(3 )

(654,004)

(10)


(997,692)

(16)


2,417,525

38

(2,724)
-
9,069
-
(179,102 )
(3 )

151,615
3

8,719

-


(12,423)

-

2,405,102
38

(577,633)

(9)


1,827,469

29

(7,945)
-

















Amount
%
$ 3,815,809
100
(3,001,044)

(79)


814,765

21


(87,234)
(2 )

(97,449 )
(3 )

(391,046)

(10)


(575,729)

(15)


239,036

6


-
-

8,980
-

2,973
-

24,273
1

2,461

-


38,687

1


277,723
7

(10,014)

-


267,709

7


(26,216)
(1 )

















Amount
$ 16,394,543

(8,442,986)


7,951,557


(398,136)

(449,917)
(1,721,637)

(2,569,690)


5,381,867


(7,481)

23,647

80,219

347,445

(41,160)


402,670


5,784,537
(1,021,027)


4,763,510


(95,003)
%
100

(51)


49


(2 )

(3 )

(11)


(16)


33


-
-
-
2

-


2

35

(6)


29


(1 )

















Amount
%
$ 9,493,042
100
(7,425,266)

(78)

2,067,776

22

(257,800)
(3 )

(267,130)
(3 )
(1,125,648)

(12)
(1,650,578)

(18)

417,198

4

(1,078)
-

44,658
1

(1,619)
-

43,594
-

13,738

-

99,293

1

516,491
5

(88,300)

(1)

428,191

4

(96,232)
(1 )
(Continued)
  • 4 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

Unrealized gain(loss)
from debt instrument
investments measured
at fair value through
other comprehensive
loss

Items that may be
reclassified
subsequently to
profit or loss

Total other
comprehensive
income

TOTAL COMPREHENSIVE
INCOME FOR THE
PERIOD

NET INCOME
ATTRIBUTABLE TO:
Owners of the Parent

Non-controlling interests


TOTAL COMPREHENSIVE
INCOME
ATTRIBUTABLE TO:
Owners of the Parent

Non-controlling interests


EARNINGS PER SHARE
(Note 25)

Basic

Diluted
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months EndedSeptember 30 EndedSeptember 30
2021 2020 2021 2020












Amount
%

(1,082)

-


(9,027)

-


(9,027)

-

$ 1,818,442

29

$ 1,833,297
29

(5,828)

-

$ 1,827,469

29

$ 1,824,311
29

(5,869)

-

$ 1,818,442

29


$ 9.02

$ 8.58












Amount
%

(1,793)

-


(28,009)

(1)


(28,009)

(1)

$ 239,700

6

$ 275,308
7

(7,599)

-

$ 267,709

7

$ 248,577
6

(8,877)

-

$ 239,700

6


$ 1.06

$ 1.00












Amount
%

(878)

-


(95,881)

(1)


(95,881)

(1)

$ 4,667,629

28

$ 4,785,388
29

(21,878)

-

$ 4,763,510

29

$ 4,691,940
28

(24,311)

-

$ 4,667,629

28


$ 23.73

$ 22.52












Amount
%

(1,253)

-

(97,485)

(1)

(97,485)

(1)
$ 330,706

3
$ 448,132
4

(19,941)

-
$ 428,191

4
$ 352,790
3

(22,084)

-
$ 330,706

3
$ 1.64
$ 1.55
$ $ $ $
$ $ $ $
$ $ $ $
$ $ $ $
$ $ $ $




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

(Concluded)

  • 5 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

(In Thousands of New Taiwan Dollars)
(Reviewed, Not Audited)

BALANCE, JANUARY 1, 2020

Reduction on capital surplus to offset accumulated deficits
Cash distribution from additional paid-in capital
Net income for the nine months ended September 30, 2020
Other comprehensive income (loss) for the nine months
ended September 30, 2020, net of income tax
Total comprehensive income (loss) for the nine months
ended September 30, 2020
Reduction of capital (Note 21)
Compensation cost of employee share options (Note 21 and
26)
Treasury shares transferred to employees (Note 21 and 26)
Issuance of ordinary shares from exercise of employee share
options (Note 21 and 26)
BALANCE, SEPTEMBER 30, 2020

BALANCE, JANUARY 1, 2021

Appropriation of 2020 earnings
Legal reserve
Special reserve
Cash dividends
Net income for the nine months ended September 30, 2021
Other comprehensive income (loss) for the nine months
ended September 30, 2021, net of income tax
Total comprehensive income (loss) for the nine months
ended September 30, 2021
Compensation cost of employee share options (Note 21 and
26)
Treasury shares transferred to employees (Note 21 and 26)
Increase in non-controlling interests
Changes in ownership interests in subsidiaries
Issuance of ordinary shares from exercise of employee share
options (Note 21 and 26)
Issuance of restricted stock employees (Note 4, 21 and 26)
Compensation cost of restricted stock to employees (Note 4,
21 and 26)
BALANCE, SEPTEMBER 30, 2021
Equity Attributable to Owners of the Parent Total
$ 7,697,478

-

(150,000)

448,132
(95,342)

352,790


(899,721)

16,049

224,084
7,610

$ 7,248,290

$ 7,812,843

-

-

(700,000)

4,785,388
(93,448)

4,691,940


45,261

25,893

-

(257)

8,561

58,450
235,000

$ 12,177,691
Non-controlling
Interests
$ 30,692

-

-

(19,941)

(2,143)


(22,084)


-

-

-

-

$ 8,608

$ (1,383)

-

-

-

(21,878)

(2,433)


(24,311)


-

-

42,759

257

-

-

-

$ 17,322
Total Equity
Share Capital
Ordinary Shares
$ 2,996,759
-
-

-

-


-

(899,721)
-
-

3,418

$ 2,100,456

$ 2,103,532
-
-
-

-

-


-

-
-
-
-
3,233
58,450

-

$ 2,165,215
CapitalSurplus
$ 5,145,377

(183,307)

(150,000)

-

-


-


-

16,049

-

4,192

$ 4,832,311

$ 4,843,642

-

-

-

-

-


-


45,261

1,948

-

-

5,328

1,212,385

-

$ 6,108,564
Retainted Earnings Undistributed
Earnings
$ (183,307)

183,307

-

448,132

-


448,132


-
-

-

-

$ 448,132

$ 1,012,301

(101,230)

(122,316)

(700,000)

4,785,388

-


4,785,388

-

-

-

(257)
-

-

-

$ 4,873,886
Other Equity Unearned
employee
compensation
$ -
-
-
-

-

-
-
-
-

-
$ -

$ -
-
-
-
-

-

-
-
-
-
-
-
(1,212,385)

235,000
$ (977,385)
Treasury Shares
$ (267,158)

-

-

-

-


-


-
-

224,084

-

$ (43,074)

$ (24,316)

-

-

-

-

-


-

-

23,945

-

-
-

-

-

$ (371)
Legal Reserve
$ -

-

-

-

-

-

-

-

-

-
$ -

$ -

101,230

-

-

-

-

-

-

-

-

-

-

-

-
$ 101,230
Special Reserve
$ -

-

-

-

-

-

-
-

-

-
$ -

$ -

-

122,316

-

-

-

-
-

-

-

-
-

-

-
$ 122,316
Exchange Differences
from Translating the
Financial Statement of
Foreign Operations
$ 4,057


-

-

-

(94,089)


(94,089)


-

-

-

-

$ (90,032)

$ (125,038)


-

-

-

-

(92,570)


(92,570)


-

-

-

-

-

-

-

$ (217,608)
Unrealized Gain (Loss)
on Financial Assets at
Fair Value through
Other Comprehensive
Income
$ 1,750

-
-
-

(1,253)


(1,253)

-
-
-

-

$ 497

$ 2,722

-
-
-
-

(878)


(878)

-
-
-
-
-
-


-

$ 1,844






















































































































































































































































$ 7,728,170

-

(150,000)

428,191
(97,485)
330,706

(899,721)

16,049

224,084
7,610
$ 7,256,898
$ 7,811,460

-

-

(700,000)

4,763,510
(95,881)
4,667,629

45,261

25,893

42,759

-

8,561

58,450
235,000
$ 12,195,013

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

  • 6 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Net (gain) loss on financial assets at fair value through profit or loss
Finance costs
Interest income
Compensation cost of employee share options
Compensation cost of restricted stock to employees
(Gain) loss on disposal of investments
Reversal gain on write-off of inventories
Unrealized (gain) loss on foreign exchange
Changes in operating assets and liabilities
Financial assets mandatorily measured at fair value through profit or
loss
Trade receivables
Inventories
Other current assets
Trade payables
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated from operations
Interest paid
Income tax paid

Net cash inflow (outflow) from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through other
comprehensive income
Proceeds from disposal of financial assets at fair value through other
comprehensive income
Acquisition of investments accounted for using equity method
Acquisition of property, plant and equipment
Acquisition of intangible assets
Decrease in other financial assets
Increase in refundable deposits

Increase in other non-current assets

Interest received

Net cash (outflow) inflow from investing activities
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30








2021
$ 5,784,537

59,929
11,933

(80,219)
7,481
(23,647)
45,261
235,000
(183,272)
(177,808)
(20,626)
40,286
(947,252)
(577,197)
(304,763)
443,052
299,999
(111,372)
(351)

4,500,971
(7,378)
(70,484)

4,423,109

-
-
-
(83,728)
-
401,101
(2,309,367)
(1,078,451)
26,384

(3,044,061)
2020
$ 516,491
58,368
32,087

1,619
1,078

(44,658)
16,049
-

40,928

-

(26,705)
(42,487)

(72,688)

(711,684)

105,715
(142,024)
4,680

38,068

(282)
(225,445)

(1,078)

(29,919)

(256,442)
(142,888)
101,378
(4,970)

(15,907)
(147)

302,476

-

(15,648)

52,540

276,834

(Continued)

  • 7 -

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings

Increase in long-term borrowings
Increase in guarantee deposits
Issuance of restricted stock employees
Dividends paid to owners of the Company
Exercise of employee share options
Treasury shares transferred to employees
Increase in non-controlling interests

Net cash inflow financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS

NET INCREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS, END OF PERIOD
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30





2021
$ 339,139

786,840
1,412,648
58,450
-
8,561
25,893
42,759

2,674,290

(36,023)

4,017,315
4,011,682

$ 8,028,997
2020
$ -
-
14,959
-
(150,000)
7,610
224,084

-

96,653

(42,954)
74,091

3,461,503
$ 3,535,594

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

(Concluded)

  • 8 -

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES

1. GENERAL INFORMATION

FocalTech Systems Co., Ltd. (“FocalTech” or “the Company”), formerly named as Orise Technology Co., Ltd., was incorporated in the Republic of China (“ROC”) in January 2006 and moved to Hsinchu Science Park in April in the same year. The Company’s shares have been listed on the Taiwan Stock Exchange (“TWSE”) since July 2007. On January 2, 2015, the Company acquired FocalTech Corporation, Ltd. through a share swap and renamed on January 17, 2015. This acquisition was comprehensively considered as a reverse merger, where FocalTech Corporation, Ltd. was treated as the acquirer in the financial statements. The Company mainly engages in the research, development, design, manufacturing, and sales of Human-Machine Interface solutions, such as Display Driver IC, Touch Control IC and so on.

The consolidated financial statements are presented in the Company’s functional currency of New Taiwan dollars.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company’s board of directors on October 28, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

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

The initial application of the amendments to the IFRS 9, IAS 39, IFRS 7, IFRS 4, IFRS 16 (Interest Rate Benchmark Reform-Phase 2 and Covid-19-Related Rent Concessions beyond 30 June 2021) endorsed and issued in to effect by the FSC did not have a significant impact on the Group’s accounting policies.

b.

New, Revised or Amended Standards and Interpretations
Annual Improvements to IFRS Standards 2018–2020

Amendments to IFRS 3 “Reference to the Conceptual Framework”

Amendments to IAS 16 “Property, Plant and Equipment-Proceeds
before Intended Use”
Effective Date
**Announced by IASB **
January 1, 2022 (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)

— Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a January 1, 2022 (Note 4) Contract”

  • Note 1: The amendments to IFRS 9 will be applied prospectively to modifications or exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

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

  • 9 -

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

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

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

  • c. The IFRSs issued by IASB, but not yet endorsed and issued into effect by the FSC
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Disclosure of Accounting Policies”

Amendments to IAS 8 “Definition of Accounting Estimates”

Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities
arising from a Single Transaction”
Effective Date
Announced by IASB (Note 1)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)
January 1, 2023 (Note 4)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

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

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

  • Note4: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

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

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”) and IAS 34 “Interim Financial Reporting” as endorsed by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual financial statements.

  • 10 -

b. Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis, except for financial instruments measured at fair value and the net defined benefit liabilities recognized in the amount of the present value of defined benefit obligation less the fair value of any plan assets.

The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of related input value:

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

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

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

  • c. Basis of consolidation

The detail information, holding percentages, and main business of the subsidiaries could be found in Note 12, TABLE 6 and TABLE 7.

d. Other significant accounting policies

Except for the following, the accounting policies applied in these consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2020.

1) Retirement benefits

Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, and adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.

  • 2) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period’s pre-tax income and the tax rate that would be applicable to expected total annual earnings.

  • 3) Share-based payment arrangements

Restricted shares for employees

The fair value at the grant date of the restricted shares for employees is expensed on a straight-line basis over the vesting period, based on the Group’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in other equity - unearned employee benefits.

When restricted shares for employees are issued, other equity - unearned employee benefits is recognized on the grant date, with a corresponding increase in capital surplus - restricted shares for employees.

At the end of each reporting period, the Group revises its estimate of the number of restricted shares for employees that are expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - restricted shares for employees.

  • 11 -

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Critical accounting judgments, estimations and assumptions applied in these consolidated financial statements are consistent with those in the consolidated financial statements for the year ended December 31, 2020.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalent (time deposits with original
maturities within three months)
September 30,
2021
$ 3,401

5,329,409
2,696,187
$ 8,028,997
December 31,
2020
$ 2,182

3,668,013
341,487
$ 4,011,682
September 30,
2020
$ 6,727
2,847,233
681,634
$ 3,535,594

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed ordinary shares
Non–Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed preferred shares
Private Funds
Structured Investments




September 30,
2021
$ 118,195



$ 149,088

80,002
107,542
$ 336,632
December 31,
2020
$-





$ 72,186

52,579
109,897
$ 234,662
September 30,
2020
$-


$ 10,625
44,856
-
$ 55,481
  • 12 -

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

September 30,
2021
December 31,
2020
Investments in debt instruments
Current
Foreign investments
Fixed income bonds
$ 56,302
$ -

Non–Current
Foreign investments
Fixed income bonds
$ 181,941
$ 247,974

OTHER FINANCIAL ASSETS
September 30,
2021
December 31,
2020
Time deposits with original maturities more than
three months
$ 963,546
$ 1,385,936
ACCOUNTS RECEIVABLES, NET
September 30,
2021
December 31,
2020
Accounts receivables
$ 2,575,410
$ 1,633,900
September 30,
2021
December 31,
2020
Investments in debt instruments
Current
Foreign investments
Fixed income bonds
$ 56,302
$ -

Non–Current
Foreign investments
Fixed income bonds
$ 181,941
$ 247,974

OTHER FINANCIAL ASSETS
September 30,
2021
December 31,
2020
Time deposits with original maturities more than
three months
$ 963,546
$ 1,385,936
ACCOUNTS RECEIVABLES, NET
September 30,
2021
December 31,
2020
Accounts receivables
$ 2,575,410
$ 1,633,900
September 30,
2020
September 30,
2020
$ 17,587
$ 197,314

September 30,
2020
$ 1,385,936 $ 1,260,351
December 31,
2020
September 30,
2020
$ 1,633,900 $ 1,486,527

9. OTHER FINANCIAL ASSETS

10. ACCOUNTS RECEIVABLES, NET

The average credit term for sales of goods was 30-120 days. In order to minimize credit risk, management of the Group has delegated a team responsible for determining line of credit, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade receivable at the end of the reporting period to ensure that adequate allowances are made for irrecoverable amounts. In this regard, the Group’s management believes the Group’s credit risk was significantly reduced.

The Group applies the simplified approach prescribed by IFRS 9, which permits the use of allowances of expected credit losses over the lifetime for all trade receivables. The expected credit losses on trade receivables are estimated by using an allowance matrix with references to past customer default records, customer’s current financial position, and general economic conditions of the industry. Due to the past experiences, there is no significant difference in the loss patterns of different customer groups. Therefore, the allowance matrix does not further distinguish the customer base, and only sets the expected credit loss rate based on the overdue days of trade receivable.

  • 13 -

The following table details the loss allowance of trade receivables based on the Group’s allowance matrix. September 30, 2021


Expected credit loss
rate
Gross carrying amount
and Amortized cost

December 31, 2020

Expected credit loss
rate
Gross carrying amount
and Amortized cost

September 30, 2020
Non Past Due
0%
$2,481,578

Non Past Due
0%
$1,593,485
Non Past Due
0%
$1,476,532

Overdue 1-60
Days
Overdue 61-180
Days
0%
$ -

Overdue 61-180
Days
0%
$ 14

Overdue 61-180
Days
0%
$ 15
Overdue Over
180 Days
0%
$ -
Overdue Over
180 Days
0%
$ -
Overdue Over
180 Days
0%
$ -
Total
0%

$93,832
0%
$2,575,410

Overdue 1-60
Days
Total
0%
$40,401
0%
$1,633,900

Overdue 1-60
Days
Total


Expected credit loss
rate
Gross carrying amount
and Amortized cost
0%
$ 9,980
0%
$1,486,527

11. INVENTORIES

Finished goods

Work in process

Raw materials and supplies

September 30,
2021
$ 747,063


1,194,552


552,206


$ 2,493,821
December 31,
2020
$ 418,694


1,025,201


311,247



$ 1,755,142
September 30,
2020
$ 481,383

1,201,434

583,867

$ 2,266,684

The cost of goods sold were NT$2,857,205 thousand and NT$3,001,044 thousand, including reverse of write-off of inventories of NT$84,207 thousand and NT$0 thousand for the three months ended September 30, 2021 and 2020. The cost of goods sold were NT$8,442,986 thousand and NT$7,425,266 thousand, including the reverse of write-off of inventories NT$177,808 thousand and NT$0 thousand for the nine months ended September 30, 2021 and 2020. Above mentioned gains from price recovery of inventory are resulted from sales of slow moving inventory.

  • 14 -

12. SUBSIDIARIES

Details of the Company’s subsidiaries included in the consolidated financial statements were as follows:

Investor Investee Main Businesses Percentage of Ownership Percentage of Ownership Percentage of Ownership Note
September 30,
2021
December 31,
2020
September 30,
2020
FocalTech Systems
Co., Ltd.

FocalTech Systems
Co.,Ltd.
FocalTech Corporation,
Ltd.

FocalTech Electronics,
Ltd.
Investment activity
Investment activity
100%
100%
100%
100%
100%
100%
-
-
FocalTech Systems
Co., Ltd. And
FocalTech
Electronics Co.,
Ltd.
FocalTech Smart
Sensors, Ltd.
Investment activity 66.45%
67.15%
67.15% Note1.2
FocalTech Smart
Sensors, Ltd.
FocalTech Smart Sensors
Co., Ltd.
Research, development,
manufacturing and sale of
integrated circuits
100% 100% 100% Note2
FocalTech
Corporation,Ltd.
FocalTech Systems, Inc. Investment activity 100% 100% 100% -
FocalTech Systems,
Inc.
FocalTech Systems, Ltd. Investment activity 100% 100% 100% -
FocalTech Systems,
Ltd.

FocalTech Systems,
Ltd.
FocalTech Systems
(Shenzhen) Co., Ltd.

FocalTech Electronics
Co.,Ltd.
Design and research of
integrated circuits
Import and export of
integrated circuits
100%
100%
100%
100%
100%
100%
-
Note2
FocalTech
Electronics, Ltd.

FocalTech
Electronics, Ltd.

FocalTech
Electronics,Ltd.
FocalTech Electronics
(Shanghai) Co., Ltd.

FocalTech Electronics
(Shenzhen) Co., Ltd.

Hefei PineTech
Electronics Co.,Ltd.
Sales support and post-sales
service for affiliates’ IC
products
Research, development,
manufacturing and sale of
integrated circuits
Research, development and
sale of integrated circuits
100%
100%
100%
100%
100%
100%
100%
100%
100%
Note2
-
Note2

Note1: The changes in the shareholding ratio of FocalTech Smart Sensors, Ltd. is due to the Group did not subscribe proportionally when its cash capital was increased.

Note2: Immaterial subsidiaries of the Company, whose financial statements had not been reviewed by auditors.

  • 15 -

13. PROPERTY, PLANT AND EQUIPMENT


Cost


Balance, January 1, 2020

Additions
Reclassification
Effect of foreign currency
exchange differences
Balance, September 30, 2020

Accumulated depreciation
Balance, January 1, 2020

Depreciation
Reclassification
Effect of foreign currency
exchange differences
Balance, September 30, 2020

Carrying amounts as of
September 30, 2020
Cost


Balance, January 1, 2021

Additions
Disposals
Reclassification
Effect of foreign currency
exchange differences
Balance, September 30, 2021


Accumulated depreciation


Balance, January 1, 2021

Depreciation
Disposals
Effect of foreign currency
exchange differences
Balance, September 30, 2021


Carrying amounts as of
December 31, 2020 and
January 1, 2021
Carrying amounts as of
September 30, 2021
**Buildings ** Development
Equipment
Office
Equipment
Information
Equipment
Leasehold
Improve-
ments
Total



$ 1,322,961
-
-
(7,298)
$ 285,660

12,769
(258)
(4,438)
$ 15,548

2,154
(76)

(61)
$ 42,621

984
334

(215)
$ 38,388

-
-

(77)
$ 1,705,178
15,907
-

(12,089)
$ 1,315,663 $ 293,733 $ 17,565
$ 43,724
$ 38,311
$ 1,708,996



$ 84,761
26,155
-
(402)



$ 174,368

29,624

-
(2,726)
$ 12,431

727

10

(43)
$ 33,752

1,862

(10)

(161)
$ 38,388

-

-

(77)
$ 343,700

58,368

-
(3,409)

$ 110,514


$ 201,266


$ 13,125


$ 35,443


$ 38,311

$ 398,659

$ 1,205,149


$ 92,467


$ 4,440


$ 8,281


$ -

$ 1,310,337





$ 1,343,090
-
-
-
(21,116)






$ 292,977

77,932

(5,041)

(158)

(4,209)






$ 11,557

731

-

105

(138)






$ 38,869

5,065

-

53

(606)






$ 38,604

-

-

-

(226)



$ 1,725,097

83,728

(5,041)

-

(26,295)

$ 1,321,974


$ 361,501


$ 12,255


$ 43,381


$ 38,378

$ 1,777,489




$ 121,696
26,598
-
(2,144)




$ 203,722

30,952

(5,041)

(2,841)






$ 9,574

431

-

(101)






$ 29,561

1,948

-

(423)






$ 38,604

-

-

(226)



$ 403,157

59,929

(5,041)

(5,735)
$ 146,150
$ 226,792


$ 9,904


$ 31,086


$ 38,378

$ 452,310

$ 1,221,394

$ 89,255


$ 1,983


$ 9,308


$ -

$ 1,321,940
$ 1,175,824 $ 134,709 $ 2,351 $ 12,295 $ - $ 1,325,179

Property, plant and equipment were depreciated on a straight-line basis over the estimated useful lives as follows:

Buildings 45-50 years Development equipment 3-5 years Office equipment 3-5 years Information equipment 3-5 years Leasehold improvements 1-5 years

Property, plant and equipment were pledged as collateral. Refer to Note 31.

  • 16 -

14. GOODWILL

Ending balance
September 30,
2021
$ 1,237,268
December 31,
2020
$ 1,237,268
September 30,
2020
$ 1,237,268

Considering the synergy of integration of LCD driver and touch controller under the industry trend, the reverse merger was triggered by FocalTech Corporation, Ltd. on January 2, 2015, accounted for goodwill according to business combination. The Group estimated cash flows from sales of IDC (Integrated Driver Controller) based on smartphone market growth rate and market share. Refer to Note 14 in financial statements in 2020 for related information.

15. OTHER INTANGIBLE ASSETS

Cost
Balance, January 1, 2020

Additions
Effect of foreign currency
exchange differences
Balance, September 30, 2020
Accumulated amortization
Balance, January 1, 2020

Amortization expenses
Effect of foreign currency
exchange differences
Balance, September 30, 2020
Carrying amounts as of
September 30, 2020

Cost
Balance, January 1, 2021

Effect of foreign currency
exchange differences
Balance, September 30, 2021
Licenses
and
Franchises
$ 127,719
-
(3,201)
$ 124,518
$ 109,676
17,778
(3,107)
$ 124,347
$ 171
$ 122,262
(2,293)
$ 119,969
Software
$ 154,970

147
(4,121)
$ 150,996
$ 148,376

2,920
(4,083)
$ 147,213
$ 3,783
$ 148,247
(3,023)
$ 145,224
Patents

$ 76,704

-
-
$ 76,704
$ 39,152

5,839
-
$ 44,991
$ 31,713
$ 76,708
(4)
$ 76,704
Trademark
$ 74,000

-

-
$ 74,000
$ 37,000

5,550

-
$ 42,550
$ 31,450
$ 74,000
-
$ 74,000

**Total **
$ 433,393

147

(7,322)
$ 426,218
$ 334,204

32,087

(7,190)
$ 359,101
$ 67,117
$ 421,217

(5,320)
$ 415,897
  • 17 -

Licenses and

Licenses
and
Accumulated amortization
Balance, January 1, 2021

Amortization expenses
Effect of foreign currency
exchange differences
Balance, September 30, 2021
Carrying amounts as of
December 31, 2020and
January 1, 2021

Carrying amounts as of
September 30, 2021
Franchises
$ 122,130
119
(2,293)
$119,956
$ 132
$ 13
Software
$ 144,543

425
(2,968)
$142,000
$ 3,704
$ 3,224
Patents

$ 46,942

5,839
(4)
$ 52,777
$ 29,766
$ 23,927
Trademark
$ 44,400

5,550
-
$ 49,950
$ 29,600
$ 24,050

**Total **
$ 358,015

11,933

(5,265)
$364,683
$ 63,202
$ 51,214

(concluded)

Other intangible assets were amortized on a straight-line basis over the estimated useful lives as follows:

Licenses and franchises 3-5 years
Software 1-5 years
Patents 7-10 years
Trademark 10 years

16. OTHER NON-CURRENT ASSETS

Prepayments on commercial building

Pledge deposits

Other

September 30,
2021
$ 1,080,130


4,000


5,683

$1,089,813
December 31,
2020
$ -


4,000


7,466

$11,466
September 30,
2020
$ -

4,000

8,968
$12,968

Other non-current assets are pledged as collateral for the bank loans and import customs duties, please refer to Note 31.

  • 18 -

17. BORROWINGS

  • a. Short-term borrowings
Unsecured bank loans

Secured bank loans


Annual interest rate
Unsecured bank loans
Secured bank loans
September 30,
2021
$ 580,000


279,664

$ 859,664

0.88-0.92%
1.73-4.52%
December 31,
2020
$ 480,000


43,648
$ 523,648

0.88-1.06%
4.1%
September 30,
2020
$ -
-
$ -

Properties, plants and equipment are pledged as collateral for the bank loans, please refer to Note 31.

  • b. Long-term borrowings
Secured bank loans

Annual interest rate
Secured bank loans
September 30,
2021
$ 786,840

1.00%
December 31,
2020
$ -

-
September 30,
2020
$ -
-

The Company increased 786,840 thousand long-term loans in August, 2021 to acquire the commercial building. Properties, plants and equipment are pledged as collateral for long-term loans, please refer to Note 31.

18. ACCOUNTS PAYABLES

Accounts payables
September 30,
2021
$2,166,241
December 31,
2020
$1,731,109
September 30,
2020
$1,832,027

The average credit period on purchases was 30-60 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

  • 19 -

19. OTHER PAYABLES

Payable for rebates

Payable for salaries and bonuses

Payable for labor, health and social insurance

Reserve for litigations

Payable for professional services and others

Payable for cash reduction of capital


September 30,
2021
$ 549,142


590,683

13,592

46,545

119,983

-

$1,319,945
December 31,
2020
$ 423,800

467,979
13,977
47,598
84,077
-
$1,037,431
September 30,
2020
$ 447,450
356,477
14,613
48,634
69,877
899,721
$1,836,772

20. RETIREMENT BENEFIT

Pension expenses under the defined benefit plans, calculated using the actuarially determined pension cost rate as of December 31, 2020 and 2019, were NT$46 thousand, NT$90 thousand, NT$138 thousand and NT$272 thousand for the three months ended September 30, 2021 and 2020, and nine months ended September 30, 2021 and 2020, respectively.

21. EQUITY

  • a. Share capital

Ordinary shares (par value at NT$10 per share)

Numbers of shares authorized (in thousands)
Shares authorized

Number of shares issued and fully paid (in
thousands)

Shares issued
September 30,
2021

500,000
$5,000,000


216,522
$2,165,215
December 31,
2020
500,000
$5,000,000

210,353
$2,103,532
September 30,
2020
500,000
$5,000,000
210,046
$2,100,456

The company has redeemed 140 thousand shares of issued restricted stocks for employees as of September 30, 2021. The registration processes have not been completed until September 30, 2021.

  • b. Capital surplus

BALANCE, JANUARY 1, 2020

Capital surplus used to cover accumulated deficits

Cash distribution from additional paid-in capital

Treasury shares transferred to employees

Compensation cost of employee share options

Issuance of ordinary shares from exercise of employee share
options

Employee share options expired

BALANCE, SEPTEMBER 30, 2020
Additional
Paid-in Capital
(1)
$ 5,037,671
(183,307)
(150,000)
-
-
10,632
-
$ 4,714,996
Treasury Shares
(1)
$ 48,662
-
-
19,471
-

-
-
$ 68,133
Restricted stock
for employees
(3)
$ -

-
-
-
-

-
-
$ -
Employee Share
Options
(3)

$ 25,510

-

-

(19,471 )

16,049

(6,440 )

(399 )

$ 15,249
Employee Share
Options
-Expired
(2)

$ 33,534


-

-

-

-


399
$ 33,933
Total
$5,145,377
(183,307 )
(150,000 )
-
16,049
4,192
-
$ 4,832,311
  • 20 -
BALANCE, JANUARY 1, 2021

Treasury shares transferred to employees
Employee treasury share vested
Compensation cost of employee share options
Issuance of ordinary shares from exercise of employee share
options

Employee share options expired
Issuance of restricted stock for employees

BALANCE, SEPTEMBER 30, 2021
Additional
Paid-in Capital
(1)
$ 4,725,445
-
-
-
10,766
-
-
$ 4,736,211
Treasury Shares
(1)
$ 69,361

1,948

8,654

-

-

-
-
$ 79,963
Restricted stock
for employees
(3)
$ -

-

-

-

-

-
1,212,385
$ 1,212,385
Employee Share
Options
(3)
$ 14,903

-

(8,654)

45,261

(5,438)

(201)
-
$ 45,871
Employee Share
Options
-Expired
(2)
$ 33,933

-

-

-

-

201
-
$ 34,134
Total
$ 4,843,642

1,948

-

45,261

5,328

-
1,212,385
$ 6,108,564

1) This type of capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (at a certain percentage of the Company’s capital surplus annually).

  • 2) This type of capital surplus may be used to offset a deficit.

  • 3) This type of capital surplus cannot be used for any purposes.

  • c. Retained earnings and dividend policy

The amendments to the Company’s Articles of Incorporation had been approved by the Company’s shareholders’ meeting held on June 20, 2019, which stipulate that earnings distribution may be made on a quarterly basis after the close of each quarter.

According to The Company’s amended Articles of Incorporation, when the Company distributed earnings belonging to the first three quarters, it shall first estimate and reserve taxes to be paid, offset its deficits, estimate and reserve employees’ compensation and remuneration to directors. Second, the Company set aside a legal capital reserve at 10% of the remaining earnings and set aside or reverse special reserve in accordance with the laws and regulations. Third any remaining profit along with any undistributed retained earnings at the beginning shall be used by the Company’s board of directors. The board of directors shall propose the distribution of retained earnings after considering operational situations. When the retained earnings are distributed in form of stock, the resolution shall be approved by the shareholders’ meeting. When the retained earnings are distributed in form of cash, the resolution shall be approved by the board of directors.

When the Company has earnings at the end of the year, it shall pay taxes, offset its losses, set aside 10% as legal reserve, then set aside or reverse a special reserve in accordance with relevant laws or regulations. The Board of Directors shall propose a distribution for the remaining earnings, along with the unappropriated retained earnings of previous years. Earnings distribution may be made in the form of shares after an approved resolution made by the shareholders’ meeting. Pursuant to the Company Act, the distributable dividends and bonuses or the legal reserve and the capital reserve (stipulated in Article 241, Paragraph 1 of the Company Act) in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and in addition to a report of such distribution shall be submitted to the shareholders’ meeting.

Before the amendment of the Company’s Articles of Incorporation on shareholders’ meeting on June 20, 2019, the earning distribution is only allowed after yearly closing by the approval of the shareholders’ meeting. The remaining retained earnings and dividends policy are consistent.

On June 20, 2020, the shareholders’ meeting resolved that the Company’s Articles of Incorporation amended on June 20, 2019 shall be revised back to the previous version.

See Note 23(d) for policy stipulated in the Articles of Incorporation regarding to the remuneration for employees and directors.

  • 21 -

Considering current and future development plans, investment conditions, capital requirements, and market competition situations and shareholder benefits, the Company would appropriate the dividends to the shareholders not less than 10% of the current year’s earnings. The dividends could be paid in cash or shares. The cash portion should be equal or more than 10% of the total dividends. It is allowed not to distribute any cash dividend if the cash amount per share is less than NT 0.5.

Legal reserve should be appropriated from earnings until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

The Company’s shareholders’ meeting was held on June 20, 2020. The resolution was as follows. The Company offset the loss of NT$183,307 thousand from additional paid-in capital and the cash distribution of NT$150,000 thousand, i.e. NT$0.50291032 per share, from additional paid-in capital of share issue premium.

To increase the return on shareholders’ equity, the Company was approved for reduction of capital in the Company’s shareholders’ meeting on June 20, 2020. Company’s share capital was reduced by $899,721 thousand, and estimated to eliminate 89,972 thousand shares of the Company. Each share will be returned by $3 and the ratio of capital reduction is 30%. The reduction of capital was approved by Financial Supervisory Commission on September 2, 2020. The record date of capital reduction was September 8, 2020, and the date of completion of capitalization change registration was on September 14, 2020. The fund of capital reduction was returned to the company’ shareholders on October 28[th] , 2020.

The appropriation of earnings for 2020 was approved by the shareholders’ meeting held on August 19[th] ,2021. The details of distribution are as follows:

Legal reserve
Special reserve
Cash dividends
Cash dividends per share
2020
$ 101,230
$ 122,316
$ 700,000
$ 3.32
  • d. Special reserve
Balance, beginning

Special reserve appropriated

Balance, ending
For the Nine
Months Ended
September 30
$ -
122,316
$ 122,316
  • 22 -

e. Treasury stock

Treasury stock
Number of shares on January 1, 2020
Decrease during the period
Decrease due to capital reduction
Number of shares on September 30, 2020
Number of shares on January 1, 2021
Decrease during the period
Number of shares on September 30, 2021
Shares
(In Thousands)
10,978
(9,247)
(519)
1,212
778
(766)
12

The detailed information for other treasure stock transferred to employees programs could be found in Note 26 (b).

The treasury shares held by the company cannot be pledged and no dividend and voting right is attached in accordance with the Regulations of Securities and Exchange Act.

  • f. Unearned employee compensation
Balance, beginning
Issuance of shares

Share-based payment expenses recognized
Balance, ending
For the Nine
Months Ended
September 30
$ -
( 1,212,385)
235,000
($ 977,385)

The issuance of employee restricted share plan has been approved by shareholders’ meeting held on June 20, 2020. The board of directors approved to issue 5,749 and 236 thousand shares on April 7 2021 and July 29 2021 respectively. Please refer Note 26 (c) for the detailed information.

g. Non-controlling interests

Balance, beginning
Net loss
Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Non-controlling interests subscribing subsidiary new shares issuing
for cash
Changes in ownership interests in subsidiaries
Balance, ending
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
($ 1,383)
(21,878)

(2,433)
42,759
257
$ 17,322
2020

$ 30,692

(19,941)


(2,143)

-

-

$ 8,608
  • 23 -

22. REVENUE

IC for Human-Machine
Interface solutions

Contract balances
Contract liabilities
Sales of goods
For the Three Months Ended
September 30
For the Nine Months Ended
September 30
2021
2020
2021
2020
$ 6,272,422
$ 3,815,809
$16,394,543
$ 9,493,042
September 30,
2021
December 31,
2020
September 30,
2020
$ 46,386
$ 149,430
$ 90,452
For the Three Months Ended
September 30
For the Nine Months Ended
September 30
2021
2020
2021
2020
$ 6,272,422
$ 3,815,809
$16,394,543
$ 9,493,042
September 30,
2021
December 31,
2020
September 30,
2020
$ 46,386
$ 149,430
$ 90,452
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 6,272,422
$ 2020
$ 9,493,042
September 30,
2020
$ 149,430 $ 90,452

23. NET INCOME

a. Financial costs

Interest on bank loans

Interest on deposits
For the Three Months Ended
September 30
2021
2020
$ 2,724
$ -

-
-
$ 2,724
$ -
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 2,724

-
$ 2,724
2021
$ 7,041

440
$ 7,481
2020
$ -
1,078
$ 1,078

b. Depreciation and amortization

Property, plant and
equipment

Intangible assets


An analysis of
deprecation by
function
Operating costs
Operating expenses
For the Three Months Ended
September 30
2021
2020
$ 21,446
$ 19,379


3,941

3,959

$ 25,387
$ 23,338

$ 2,012
$ 173

23,375
23,165

$ 25,387
$ 23,338
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 21,446


3,941

$ 25,387

$ 2,012
23,375
$ 25,387
2021
$ 59,929


11,933

$ 71,862

$ 2,280


69,582

$ 71,862
2020
$ 58,368

32,087
$ 90,455
$ 548

89,907
$ 90,455
  • 24 -

c. Employee benefits expense

Post-employment
benefits
Defined contribution
plans
Defined benefit plans
(Note 20)
Share-based payments
(Note 26)

Other employee benefits

Total employee benefits
expense

An analysis of
employee benefits
expense by function
Operating costs
Operating expenses
For the Three Months Ended
September 30
2021
2020
$ 8,483
$ 7,027

46

90


155,644

6,088


617,038

357,837




$ 781,211
$ 371,042

$ 68,646
$ 31,390

712,565
339,652
$ 781,211
$ 371,042
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 8,483

46


155,644


617,038



$ 781,211

$ 68,646

712,565
$ 781,211
2021
$ 22,689


138


280,261


1,590,232



$1,893,320

$ 156,268

1,737,052
$1,893,320
2020
$ 20,925

272

16,049

1,029,532

$1,066,778
$ 90,547
976,231
$1,066,778
  • d. The remuneration of employees and directors

According to the Company’s Articles of Incorporation, the distributable compensation to employees and remuneration to directors shall not be less than 1% and not more than 1.5%, respectively, of net profit before income tax. The accrued employees’ compensation and remuneration of directors for the three months and nine months ended September 30, 2021 and 2020 are as follows:

Amount

Employees’
compensation

Remuneration of
directors
For the Three Months Ended
September 30
2021
2020
$ 22,778
$ 28,371

$ 1,199
$ 3,153
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 22,778

$ 1,199
2021
$ 126,292

$ 7,223
2020
$ 52,873
$ 5,875

If there is any change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate.

The board of directors resolved the remuneration of employees and directors on February 4[th] ,2021 as follows:

Employees’ compensation
Remuneration of directors
Cash
$ 123,450
$ 7,214

There is no difference between the actual amount of remuneration of employees and directors paid and that accounted for in 2020 financial statements.

  • 25 -

Information on the employees’ compensation and remuneration to directors resolved by the Company’s board of directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.

24. INCOME TAXES

a. Major components of tax expense recognized in profit or loss:

Current income tax
expense
recognized in the
current period
Deferred income tax
expense
recognized in the
current period
Other income tax
adjustments

Income tax expense
(benefit) recognized
in profit or loss
For the Three Months Ended
September 30
2021
2020
$ 558,953
$ 14,694

18,680
(4,680)
-
-
18,680
(4,680)

$ 577,633
$ 10,014
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 558,953
18,680
-
18,680
$ 577,633
2021
$ 971,866

49,161
-
49,161
$1,021,027
2020
$ 76,184
10,782
1,334
12,116
$ 88,300
  • b. Income tax assessments

The Company’s tax returns through 2018, FocalTech Smart Sensors Co., Ltd., and FocalTech Electronics Co., Ltd.’s tax returns through 2019 have been examined by the tax authorities.

25. EARNINGS PER SHARE

Unit: NT$ Per Share

Basic earnings per share
Diluted earnings per
share
For the Three Months Ended
September 30
2021
2020
$ 9.02
$ 1.06

$ 8.58
$ 1.00
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 9.02

$ 8.58
2021
$ 23.73

$ 22.52
2020
$ 1.64
$ 1.55

The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share were as follows:

Net Profit for the Period

Earnings used in the
computation of basic
earnings per share
For the Three Months Ended
September 30
2021
2020
$1,833,297
$ 275,308
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$1,833,297
2021
$4,785,388
2020
$ 448,132
  • 26 -

Weighted Average Number of Ordinary Shares Outstanding (In Thousand Shares)

Weighted average
number of ordinary
shares in computation
of basic earnings per
share
Effect of potentially
dilutive ordinary
shares:
Treasure share issued
to employee
Employees stock
options (share)
Restricted stock for
employees( share)
The compensation to
employees
Weighted average
number of ordinary
shares used in the
computation of
diluted earnings per
share
For the Three Months Ended
September 30
2021
2020
203,235
260,614
7,376
15,153
438
542
2,498
-
147
-
213,694
276,309
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
203,235
7,376
438
2,498
147
213,694
2021
201,648
8,604
507
780
999
212,538
2020
273,253
14,687
557
-
-
288,497

26. SHARE-BASED PAYMENT ARRANGEMENTS

The Group did not have stock option plan issued for employees and share buyback program for the nine months ended September 30, 2021 and 2020. The detailed information could be found in Note 25 of the consolidated financial statements of the year ended December 31, 2020.

  • a. Employee stock option plan

Information on outstanding options for the nine months ended September 30, 2021 and 2020 is as follows:

September 30, 2021

Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options expired EndingBalance EndingBalance
Units of
Option
398,199
397,500
Weighted-
Average
Exercise
Price
(NT$)
Units of
Option
Weighted-
Average
Exercise
Price
(NT$)
Units of
Option
Weighted-
Average
Exercise
Price
(NT$)
Units of
Option
198,399
262,000
Weighted-
Average
Exercise
Price
(NT$)
2006
2015
$26.25
15.90
( 199,800)
$33.04
( 123,500)
15.86
-
( 12,000)
$ -
15.90
$19.86
15.60
  • 27 -

September 30, 2020

Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options exercised Options expired
EndingBalance
Options expired
EndingBalance
Units of
Option
805,599
677,500
Weighted-
Average
Exercise
Price
(NT$)
$ 23.49
12.20
Units of
Option
Weighted-
Average
Exercise
Price
(NT$)
Units of
Option
Weighted-
Average
Exercise
Price
(NT$)
Units of
Option
-
$ -
566,799
(24,000)
12.20
550,500
Weighted-
Average
Exercise
Price
(NT$)
2006
2015
(238,800)
(103,000)
$ 26.60
12.20
$ 22.18
12.20

b. Treasure stock transferred to employees Information about treasure stock transferred to employees as follows:

Items The date of
board of
directors
approved
2018/7/26
2018/8/23
Buyback
shares
(In thousand
share)

8,000

7,689
Transferred
shares
(In thousand
share)

7,952

7,206
Adjustment
due to capital
reduction
(In thousand
share)


(46)

(473)
Shares not
transferred
yet
(In thousand
share)

2

10
Transferred
price
(in dollar)
The 4th treasure stock
transferred to
employee Program
The 5th treasure stock
transferred to
employee Program

$33.69
(Adjusted)

$32.93
(Adjusted)

Information about treasure stock transferred to employees for the nine months ended September 30, 2021 is as follows:

The 4th Shares Buy Back Program The 5th Shares Buy Back Program

Employee
subscription
base date
2020/03/20
2021/04/07
Total
Shares
transferred
(In Thousands)
The fair
value of the
right to
subscribe
(NT$)
$ 3.30

181.40




Employee
subscription
base date
2019/05/07
2019/11/08
2020/03/20
2020/11/16
2021/04/07
2021/07/29
Total
Shares
transferred
(In Thousands)

4,651

60

1,399

434

572

90
7,206
The fair
value of the
right to
subscribe
(NT$)

7,848

104
$ -

-

3.70

1.90

181.70
242.20
7,952

c. Restricted stock for employees

The Company’s shareholders’ meeting resolved to issue restricted stocks for employees up to 6,000 thousand shares on June 20, 2020, and the issued price is NT$10 per share. The restricted stocks plan was approved by Financial Supervisory Commission on August 12, 2020. The information of the issued resolved by board of directors is as follow:

Grant date
2021/04/07
2021/07/29
Fair value per share
(in dollar)
$ 205
265
Actual shares of issued
(in thousand)
5,749
236
  • 28 -

After the employees were granted restricted stock, the employees will be vested in the stocks if they fulfill both service period and performance condition. The vesting condition are as follows:

  • a. Upon service for two years. the shares vested in 50% to employees.

  • b. Upon service for three years. the shares vested in 25% to employees.

  • c. Upon service for four years. the shares vested in 25% to employees.

The constraints of restricted stock are as follows:

  • a. Employees can not dispose, pledged, transferred, and give to others the granted shares until they are vested.

  • b. The rights of restricted stock is same as ordinary share including attendance, propose, speak, voting right and so on.

  • c. Stock dividends and cash dividends yielding from restricted stock will be distributed to employees in the current year, and will not be restricted.

  • d. National employee should transfer the granted shares to trustee appointed by the Company immediately. Before they are vested, the restricted should be kept in trustee. Non-national employee’ granted share should be kept by bank appointed by the Company.

The Company will buy back the restricted shares at issued price and write off the shares if employees do not fulfill the vesting condition.

Compensation cost of aforementioned share-based payments for the nine months ended September 30, 2021 and 2020 was as follows:

Shares buyback programs
Restricted stock for employees
Adjustment account:
Capital surplus - employee stock options
Other equity - unearned employee compensation
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 45,261
235,000
2020
$ 16,049
-
$16,049
$ 16,049
-
$16,049
$280,261
$ 45,261
235,000
$280,261

27. NON-CASH TRANSACTIONS

The cash dividends of 2020 resolved by the shareholder’s meeting was NT$700,000 thousand and was not distributed as of September 30, 2020. (Referring to Note 21)

28. OPERATING LEASE ARRANGEMENTS

The Group as Lessee

The Company and its subsidiaries have lease contracts in relation to office, plant and part of office equipment, and they would expire by September, 2022. Those agreements are short-term leases and qualified for the recognition exemption to leases so the Company does not recognize right-of-use assets and lease liabilities for these leases. The committed payments for the short-term leases were $16,405 thousand and $4,398 thousand as of September 30, 2021 and 2020.

  • 29 -

The lease payments recognized in profit or loss were as follows:

lease payment For the Three Months Ended
September 30
2021
2020
$ 8,811
$ 8,363
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 8,811
2021
$ 25,763
2020
$ 26,079

29. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments that are not measured at fair value

The Group’s management believes the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values.

  • b. Fair value of financial instruments that are measured at fair value on a recurring basis
1) Fair value hierarchy
September 30, 2021
Financial assets at FVTPL
Listed ordinary shares

Private funds

Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds

December 31, 2020
Financial assets at FVTPL
Listed ordinary shares

Private funds

Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds

September 30, 2020
Financial assets at FVTPL
Listed ordinary shares

Private funds

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds
Level 1
$ 267,283

-

-
$ 267,283

$ -
Level 1
$ 72,186

-

-
$ 72,186

$ -
Level 1
$ 10,625

-
$ 10,625

$ -
Level 2
$ -

-

107,542
$ 107,542
$ 238,243
Level 2
$ -

-

109,897
$ 109,897
$ 247,974
Level 2
$ -

-
$ -
$ 214,901
Level 3
$ -

80,002

-
$ 80,002
$ -
Level 3
$ -

52,579

-
**Total **
$ 267,283

80,002

107,542
$ 454,827
$ 238,243
Total
$ 72,186

52,579

109,897
$ 52,579 $ 234,662
$ -
Level 3
$ -

44,856
$ 44,856
$ -
$ 247,974
**Total **
$ 10,625

44,856
$ 55,481
$ 214,901

There were no transfers between Level 1 and Level 2 for the nine months ended September 30, 2021 and 2020.

  • 30 -

  • 2) Reconciliation of Level 3 fair value measurements of financial instruments

Financial assets at FVTPL
Balance, beginning of period
Purchases
Disposals
Recognized in profit or loss(other income or loss)
Effect of foreign exchange differences
Balance, end of period
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ 52,579

24,937
(181)
3,274
(607)
$ 80,002
2020
$ 45,423
2,046
-
(1,800)
(813)
$ 44,856
  • 3) Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement

The fair values of foreign fixed income bonds are determined by quoted market prices provided by the independent third party. The fair values of structured investments are determined by quoted prices provided by the seller.

  • 4) Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement

The fair values of non-publicly traded equity investments are mainly determined by using the market approach, with reference to the recent financing activities of investees or the market transaction prices and status of the similar instruments. The Group evaluated and selected the suitable valuation method with discretion, but the use of different valuation models or fair values may result in different valuation results.

  • c. Categories of financial instruments
Financial assets
Fair value through profit or loss (FVTPL)
Mandatorily at FVTPL

Amortized cost (Note 1)

Financial assets at FVTOCI
Investments in debt instruments
Financial liabilities
Amortized cost (Note 2)
September 30,
2021
$ 454,827

14,049,270
238,243
7,735,564
December 31,
2020
$ 234,662

7,203,983
247,974
3,782,549
September 30,
2020
$ 55,481
6,420,106
214,901
4,076,553
  • 1) The balances included financial assets measured at amortized cost, which comprise cash and cash equivalents, accounts receivables, other financial assets and refundable deposits.

  • 2) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowing, accounts payables, other payables, dividends payables and guaranteed deposits received.

  • d. Financial risk management objectives and policies

The Group’s major financial instruments include cash and cash equivalents, trade receivable, other financial assets, financial assets at FVTPL, financial assets at FVTOCI, trade and other payables. The Group’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations

  • 31 -

of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign exchange risk, interest rate risk and other price risk), credit risk and liquidity risk.

The board of directors is solely responsible for establishing and monitoring the framework of risk management of the Group. The chairman is authorized by the board of directors to develop and monitor the risk management policy of the Group with the operation center of the Group, and regularly reported the situation to the board of directors.

The Group’s financial risk management policies are established for identifying and analyzing the financial risks to the Group, evaluating the impacts of the financial risks, and conducting the financial-risk aversion policies. The financial risk management policies are periodically reviewed to reflect changes in the market and the operations. The Group devotes to build a disciplined and constructive control environment through proper internal controls, such as training and establishing managerial principles and operation procedures in order to have all employees aware of their own roles and responsibilities.

The Group’s management oversees the Group operation in compliance with financial risk management policies and reviews the appropriateness of risk management structure under supervision of the board of directors. Internal auditors, in assistance to the board of directors, perform periodical and exceptional reviews on the controls and procedures of financial risk management and report the results of review to the board of directors.

1) Market risk

The major financial risks from the Group’s operations were foreign exchange risk (referred to a) and interest rate risk (referred to b).

a) Foreign exchange risk

The carrying amounts of the Group’s monetary assets and monetary liabilities denominated in foreign currency at the end of the reporting period are shown in Note 32.

Sensitivity analysis

The Group was mainly exposed to the U.S. dollar. The following table details the Group’s sensitivity to a 5% appreciate and depreciate in New Taiwan dollars (the functional currency) against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items and adjusts their translation value at the end of the reporting period by a 5% change in foreign currency rates. A positive number in below table indicates an increase in pre-tax profit or equity associated with a 5% depreciation of the New Taiwan Dollar against the U.S. dollar.

Profit or loss/ equity USD Impact USD Impact
For the Nine Months Ended
September 30
2021
$289,333
(i)
2020
$17,065
(i)
  • i. This was mainly attributable to the outstanding balances of USD deposits, trade receivables, bank loans, accounts payables, other payables, other current assets, other non-current assets, refundable deposits, other current liabilities and other non-current liabilities.

  • 32 -

b) Interest rate risk

The Group was exposed to interest rate risk primarily related to its investments in fixed-rate time deposits, bonds, floating-rate demand deposits and structured investments. The time deposits were at fixed interest rates, and bonds were at fixed rates or with guaranteed minimal interest rates and carried. Therefore, changes in interest rates would not affect estimated profit or loss regarding to the financial instruments above.

Financial assets exposed to interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Financial assets

Financial liabilities

Cash flow interest rate risk
Financial assets
September 30,
2021
$3,897,976

$1,646,504

$5,431,511
December 31,
2020
$1,975,397

$ 523,648

$3,777,910
September 30,
2020
$2,156,886
$-
$2,847,233

Sensitivity analysis

The below sensitivity analysis was determined based on the Company’s exposure to interest rates for non-derivative instruments as of the end of the reporting period. An increase or a decrease of 25 basis points was used when reporting interest rate risk internally to key management and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 25 basis points higher/ lower and all other variables were held constant, the Company’s pre-tax profit for the nine months ended September 30, 2021 and 2020 would increase/ decrease by NT$10,184 thousand and NT$5,339 thousand, respectively.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk which will cause a financial loss to the Company due to failure of counterparties to discharge an obligation could arise from the carrying amounts of the financial assets as recognized in the balance sheets.

The Company’s major credit risk of trade receivables mainly came from its top 5 customers. Ongoing credit evaluation of the financial condition of the customers is performed.

As of September 30, 2021, trade receivables from top 5 customers are 65% of total trade receivables. The credit concentration risk of other trade receivables was insignificant.

Credit risk management for investments in debt instruments

The Company’s investments in debt instruments are financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. The Company’s policy allows it only to invest in those with credit ratings equal to or higher than the investment grade and with low credit risk after the impairment assessment. Credit rating information is provided by independent rating institutions. The Company continuously tracks external rating information to monitor changes in credit risk of the invested debt instruments, and also examines other information such as the bond yield curve and material information concerning the debtors to assess whether the credit risk of the debt instrument investment has increased significantly after the original recognition.

  • 33 -

The Company assesses the 12-month expected credit loss based on the probability of default and loss given default provided by external credit rating agencies. The current credit risk assessment policies and carrying amount of investments in debt instruments for each credit rating are as follows:

Category
Description
Basis for
Recognizing
Expected Credit
Loss
Performing
The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Category
Description
Basis for
Recognizing
Expected Credit
Loss
Performing
The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Category
Description
Basis for
Recognizing
Expected Credit
Loss
Performing
The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Expected
Credit Loss
Ratio
0%

Expected
Credit Loss
Ratio
0%

Expected
Credit Loss
Ratio
0%
Carrying
Amount as of
September
30, 2021
$ 238,243
Carrying
Amount as of
December 31,
2020
$ 247,974
Carrying
Amount as of
September
30, 2020
$ 214,901

3) Liquidity risk

The Company manages its liquidity risk by monitoring and maintaining adequate cash and cash equivalents to fund its operations and mitigate the impacts of fluctuations in cash flows.

Liquidity and interest rate risk tables for non-derivative financial liabilities

The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments, including principal and interest.

  • 34 -

September 30, 2021

Non-interest bearing

Fixed interest rate liabilities


December 31, 2020
Non-interest bearing

Fixed interest rate liabilities


September 30, 2020
Non-interest bearing
On Demand or
Less than 1
Year
$ 4,185,866
859,984
$5,045,850
On Demand or
Less than 1
Year
$ 2,768,322
523,866
$3,292,188
On Demand or
Less than 1
Year
$3,668,799
1-5 Years More than 5
Years
$ -
646,757
$ 646,757
$ 1,902,874
140,083
$2,042,957
1-5 Years More than 5
Years
$ -

-
$ -
$ 490,361

-
$ 490,361
1-5 Years More than 5
Years
$ -
$ 407,754

30. TRANSACTIONS WITH RELATED PARTIES

  • a. Balances, transactions, revenue and expenses between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note.

  • b. Compensation of key management personnel

Long-term employee
benefits

Short-term employee
benefits
Post-employment
benefits
Share-based payments
For the Three Months Ended
September 30
2021
2020
$ (31)
$ -
7,767
10,910
92
135
15,665
1,111
$ 23,493
$ 12,156
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2021
$ (31)

7,767
92
15,665
$ 23,493
2021
$ 12,682

61,363
353
35,854
$ 110,252
2020
$ 21,870
34,270
405
3,271
$ 59,816
  • 35 -

31. PLEDGED ASSETS

The following assets were provided as collateral for bank loans and import customs duties:

Properties, plants and equipment – net of
buildings

Prepayments on commercial building
(categorized in other non-current assets)
Pledge deposits
(categorized in other non-current assets)
September 30,
2021
$ 507,524

1,080,130
4,000
$1,591,654
December 31,
2020
$ 524,487

-
4,000
$ 528,487
September 30,
2020
$ -
-
4,000
$ 4,000

32. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The following information was aggregated by the foreign currencies other than functional currencies of the Group entities and the exchange rates between foreign currencies and respective functional currencies were disclosed. The significant assets and liabilities denominated in foreign currencies were as follows:

September 30, 2021

Financial assets
Monetary items
USD

USD
Financial liabilities
Monetary items
USD
USD
December 31, 2020
Financial assets
Monetary items
USD

USD
RMB
Financial liabilities
Monetary items
USD
USD
Foreign
Currencies
(thousand)
$ 394,682
16,728

171,186
32,444

Foreign
Currencies
(thousand)
$ 147,429
2,459

12,369

105,765
2,354
Exchange Rate

27.85(USD:NTD)
6.4854 (USD:RMB)
27.85 (USD:NTD)
6.4854 (USD:RMB)
Exchange Rate

28.48 (USD: NTD)
6.5249 (USD:RMB)
0.1533 (RMB:USD)
28.48 (USD: NTD)
6.5249 (USD:RMB)
NT$(thousand)
$ 10,991,894

465,863

4,767,528

903,562
NT$(thousand)
$ 4,198,767

70,018

53,988

3,012,178

67,049
  • 36 -

September 30, 2020

Financial assets
Monetary items
USD

USD
RMB

Financial liabilities

Monetary items

USD
USD
Foreign
Currencies
(thousand)
$ 114,746
2,284

31,218




102,331
2,971
Exchange Rate

29.10 (USD: NTD)
6.8101 (USD:RMB)
0.1468 (RMB:USD)
29.10 (USD: NTD)
6.8101 (USD:RMB)
NT$(thousand)
$ 3,339,118

66,471

133,396

2,977,824

86,465

34. ADDITIONAL DISCLOSURES

Following are the additional disclosures required by the Securities and Futures Bureau for the Company:

  • a. Financings provided to others: See Table 1 attached;

  • b. Endorsement/guarantee provided: See Table 2 attached;

  • c. Marketable securities held (excluding investments in subsidiaries and associates): See Table 3 attached;

  • d. Marketable securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the paid-in capital: None;

  • e. Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: See Table 4 attached;

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

  • g. Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: None;

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

  • i. Information about the derivative financial instruments transaction: None;

  • j. Others: The business relationship between the parent and the subsidiaries and significant transactions between them: See Table 5 attached;

  • k. Names, locations, and related information of investees over which the Company exercises significant influence (excluding information on investment in mainland China): See Table 6 attached;

  • l. Information on investment in Mainland China:

  • 1) The name of the investee in mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 7attached.

  • 2) Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in Mainland China on financial reports: See Table 5 attached.

  • m. Information of major shareholders: There are no shareholders holding more than 5% of the Company’s shares for the nine months ended September 30, 2021.

35. SEGMENT INFORMATION

Segment information is provided to business decision makers to allocate resources and assesse segment performance. The Company operates the business of the sales and development of Human-Machine Interface solutions related IC under a single operation unit. Thus, the information of separate operating segments is not applicable.

  • 37 -

TABLE 1

FocalTech Systems Co., Ltd. and Subsidiaries FINANCINGS PROVIDED TO OTHERS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

No
(Note 1)
Financing
Company
Counterparty Financial
Statement
Account
Related
Party

Maximum
Balance for the
Period
(Note 4)
Ending
Balance
(Note 4)
Amount Actually
Drawn
(Note 4)
Interest
Rate

Nature for
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Collateral Collateral Financing
Limits for Each
Borrowing
Company
(Note 2)
Financing
Company’s
Total Financing
Amount Limits
(Note 2)
Note
Item Value
1 FocalTech
Systems, Ltd.
FocalTech
Systems Co.,
Ltd.
Other
receivables from
relatedparties

Yes
$ 1,671,000
(USD 60,000)
$ 1,671,000
(USD 60,000)
$ - - The need for
short-term financing

$ -
Operating
capital
$ - - - $ 2,467,011 $ 2,467,011 Note 3

Note 1: The parent company and its subsidiaries are coded as follows:

  • 1) The parent company is coded "0".

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

  • Note 2: The lending limits:

  • 1) The total amount available for lending purpose shall not exceed 20% of the net worth of the Company.

  • 2) The lending limits for any borrowers are set forth as below:

  • A. The total amount for lending to a company having a business relationship with the company shall not exceed the total transaction amount between the parties during the period of twelve months prior to the time of lending (the transaction amount shall mean the sales or purchasing amount between the parties, whichever is higher), and shall not exceed 20% of the net worth of the financing company or 30% of the net worth of the counterparty, whichever is lower.

  • B. The total amount for lending to a company in need of funds for a short-term period shall not exceed 20% of the net worth of the financing company. The lending limits for any borrower shall not exceed 10% of the net worth of the creditor or 30% of the net worth of the borrower, whichever is lower.

  • 3) For financing needs between offshore subsidiaries whose voting shares are 100% owned, directly or indirectly, by the Company, or financing needs to the Company by offshore subsidiaries whose voting shares are 100% owned, directly or indirectly, by the Company, the total amount for such fund-lending shall not be subject to the limit of 100% of the net worth of the creditor

4) Where the Company’s financial reports are prepared in accordance with the International Financial Reporting Standards, “net worth” in the Procedures means the equity attributable to shareholders of the parent in the balance sheet. Note 3: The balances have been eliminated on consolidation.

Note 4: Using the exchange rate of 1 USD: 27.85 NTD as of September 30, 2021.

  • 38 -

TABLE 2

FocalTech Systems Co., Ltd. and Subsidiaries

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

No.
(Note1)

Endorsement/
Guarantee Provider
Guaranteed Party Guaranteed Party Limits on
Endorsement/
Guarantee Amount
Provided to Each
Guaranteed Party
(Note 2)
Maximum Balance
for the Period
(Note 5)
Ending Balance
(Note 5)
Amount Actually
Drawn
Amount of
Endorsement/
Guarantee
Collateralized by
Properties
Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity per
Latest Financial
Statements(%)
Maximum
Endorsement/
Guarantee
Amount
Allowable
(Note 2)
Guarantee
Provided
by Parent
Company
Guarantee
Provided by
A Subsidiary

Guarantee
Provided to
Subsidiaries
in Mainland
China
Note
Name Nature of
Relationship
0
0
0
0
0
0
1
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech
Systems Co., Ltd.
FocalTech Systems
(Shenzhen) Co.,
Ltd.
FocalTech
Systems, Ltd.
FocalTech
Electronics, Ltd.
Hefei PineTech
Electronics Co.,
Ltd.
FocalTech
Electronics
(Shenzhen) Co.,
Ltd.
FocalTech Smart
Sensors Co., Ltd.
FocalTech Smart
Sensors, Ltd.
FocalTech
Electronics
(Shenzhen) Co.,
Ltd.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/guarantor
parent company owns
directly and indirectly
more than 50% voting
shares of the endorsed/
guaranteed company.
The endorser/ guarantor
parent company owns
directly and indirectly
100% voting shares of the
endorsed/guaranteed
company.
$ 6,088,846
6,088,846
6,088,846
6,088,846
6,088,846
6,088,846

1,282,303
$ 1,253,250
( USD
45,000 )

1,270,079
( USD
45,604 )

1,587,450
( USD
57,000 )

1,838,100
( USD
66,000 )

197,475

97,475
( USD
3,500 )

429,420
( CNY 100,000 )
$ 1,253,250
( USD
45,000 )
1,270,079
( USD
45,604 )
1,587,450
( USD
57,000 )
1,838,100
( USD
66,000 )
197,475
97,475
( USD
3,500 )
429,420
( CNY 100,000 )
$ -
-
17,081
76,095
714
-
279,667
$ -

-

-

-

-

-

429,420
10.29%
10.43%
13.04%
15.09%
1.62%
0.8%
33.49%
$ 6,088,846
6,088,846
6,088,846
6,088,846
6,088,846
6,088,846
1,282,303
Y
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
Y
Y
N
N
Y
(Note 3)
(Note 3)
(Note 3
and 6)
(Note 3
and 6)
(Note 4
and 5)
(Note 4)
-

Note 1: Number should be input in the remark column for intercompany transactions. Here illustrate how to assign numbers to transaction

  • 1) 0 for parent company.

  • 2) Subsidiaries are given a number in sequence starting with No. 1.

Note 2: Limits on Endorsement/ Guarantee Amount

  • 1) The ceilings on the amount of endorsements/guarantees due to business transaction are as below:

  • 2) The total amount of endorsements/guarantees and the amount of endorsements/guarantees for any single entity shall not exceed 50% of the net worth of the Company.

  • 3) The total amount of endorsements/guarantees between the Company owns directly or indirectly 100% voting shares shall not exceed 100% of the net worth of the Company.

  • 4) The total amount of endorsement/guarantee provided by the Company or by the Company and its subsidiaries shall not exceed 50% of the net worth of the Company. The total amount of the endorsement/guarantee provided by the Company and the subsidiaries to any individual entity shall not exceed 50% of the net worth of the Company.

  • 5) The net worth referred to above are based on the latest reviewed financial statements. Where the Company’s financial reports are prepared in accordance with the International Financial Reporting Standards, “net worth” in the Procedures means the equity attributable to shareholders of the parent in the balance sheet.

  • 39 -

TABLE 2

  • Note 3: FocalTech Systems Co., Ltd. provided USD 45,000 thousand of endorsements/guarantees for FocalTech Electronics Ltd., FocalTech Systems, Ltd., Hefei PineTech Electronics Co., Ltd. and FocalTech Electronics (Shenzhen) Co., Ltd. for the purchases, the amount actually drawn during the period is NT$0, NT$0, NT$0, and NT$ 28,915 thousand respectively.

  • Note 4: FocalTech Systems Co., Ltd. provided USD 3,500 thousand of endorsements/guarantees for FocalTech Smart Sensors Ltd. and FocalTech Smart Sensors Co., Ltd. for the purchases, the amount actually drawn during the period is NT$0 and NT$ 714 thousand respectively.

  • Note 5: FocalTech Systems Co., Ltd. provided NT$ 100,000 thousand of endorsements/guarantees for FocalTech Smart Sensors Co., Ltd..

  • Note 6: FocalTech Systems Co., Ltd. provided USD 5,000 thousand of endorsements/guarantees for Hefei PineTech Electronics Co., Ltd. and FocalTech Electronics (Shenzhen) Co., Ltd. for the purchases, the amount actually drawn during the period is NT$11,772 and NT$ 0 thousand respectively.

  • Note 7: Using the exchange rate of 1 USD: 27.85 NTD and 1 RMB: 4.2942 NTD as of September 30, 2021.

  • 40 -

TABLE 3

FocalTech Systems Co., Ltd. and Subsidiaries MARKETABLE SECURITIES HELD SEPTEMBER 30, 2021

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Held Company Name Marketable Securities Type and Name Relationship with
the Company
Financial Statement Account September 30,2021 September 30,2021 Note
Shares/Units Carrying Value Percentage of
Ownership (%)
Fair Value
FocalTech Systems Co., Ltd.
FocalTech Systems, Ltd.

FocalTech Electronics, Ltd.
Stock
Common stock of Wisdom Marine Lines Co., Ltd.
(CAYMAN)
Class B Preferred Stock of Fubon Financial Holding
Co., Ltd.
Class A Preferred Stock of WT Microelectronics Co.,
Ltd.
Privately Offered Fund
CDIB Capital Healthcare Ventures II Limited
Partnership
CDIB Capital Growth Partners L.P.
CDIB-Innolux Limited Partnership
Structured product
CLN Link HSBC SUB
CLN Link Barclays SUB
Fixed income bond
Azure Nova International Finance Limited
Maturity DateMarch 21, 2022
Bank of China Limited
Maturity DateNovember 13, 2024
Industrial and Commercial Bank of China Limited
Maturity DateSeptember 21, 2025
Privately Offered Fund
TIEF Fund, L.P.
-
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or loss -
current
Financial assets at fair value through profit or loss - non
current

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


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

Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - non current

Financial assets at fair value through profit or loss - non
current
1,461,000
170,000
2,882,000
-

-

-

-

-

-

-

-

-
NT$ 118,195
NT$ 10,608
NT$ 138,480
NT$ 12,727
NT$ 28,270
NT$ 12,400
NT$ 53,486
( USD
1,921 )
NT$ 54,056
( USD
1,941 )
NT$ 56,302
( USD
2,022 )
NT$ 130,927
( USD
4,701 )
NT$ 51,014
( USD
1,832 )
NT$ 26,605
(USD
955)
0.20
0.03
2.13
0.96
0.66
4.37








4.83
NT$ 118,195
NT$ 10,608
NT$ 138,480
NT$ 12,727
NT$ 28,270
NT$ 12,400
NT$ 53,486
( USD
1,921 )
NT$ 54,056
( USD
1,941 )
NT$ 56,302
( USD
2,022 )
NT$ 130,927
( USD
4,701 )
NT$ 51,014
( USD
1,832 )
NT$ 26,605
(USD
955)












Note 1 The percentage of ownership for preferred stock is the held shares divided by the number of outstanding shares. Note 2 Using the exchange rate of 1 USD: 27.85 NTD as of September 30, 2021.

  • 41 -

TABLE 4

FocalTech Systems Co., Ltd. and Subsidiaries

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR NINE MONTHS ENDED SEPTEMBER 30, 2021

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

Company Name Types of
Property
Date of the
Event
Transaction
Amount
Status of payment Counterparty Relationship Information on prior transaction
if the counterpartyis a relatedparty
Information on prior transaction
if the counterpartyis a relatedparty
Information on prior transaction
if the counterpartyis a relatedparty
Basis or reference
used in setting the
price
Purpose of acquisition
and utilization
Other Terms
Owner Relationship
with the
company
Date of transfer Amount
FocalTech Systems
Co., Ltd.
Commercial
building
May 28, 2021 $1,071,400 Based on the terms
in the contract
MADISON ASSET
MANAGEMENT
CORP.
- Not applicable Not applicable Not applicable Not applicable Market price and
real estate
assessment report
Office building
for own-use
None

Note 1: Fill in the column the “Basis or reference used in setting the price” if an appraisal report issued by a professional appraiser shall be obtained.

  • Note 2: Pain-in capital means the shares that the Company issued and fully paid. In the case of the company whose shares have no par value or a par value other than NT$10, the term “20% of the company’s paid-in capital” used herein shall be calculated based on the equity attributable to shareholders of the parent in the balance sheet.

  • Note 3: “Date of the Event” used herein means, the contract date, the payment date, the transaction date, the title transfer date, the date of relevant board resolutions or other dates in which the transaction parties and the transaction amount can be ascertained (whichever is earlier).

  • 42 -

TABLE 5

FocalTech Systems Co., Ltd. and Subsidiaries

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR NINE MONTHS ENDED SEPTEMBER 30, 2021 (Amount in Thousands of New Taiwan Dollars)

No.
(Note 1)
Company Name Counterparty Nature of Relationship
(Note 3)
IntercompanyTransactions IntercompanyTransactions
Financial Statements Item Amount
(Note 4)
Terms Percentage of Consolidated Net
Revenue or Total Assets
0
0
0
1
1
2
2
2
3
3
4
FocalTech Systems Co., Ltd.
FocalTech Systems Co., Ltd.
FocalTech Systems Co., Ltd.
FocalTech Electronics, Ltd.
FocalTech Electronics, Ltd.
FocalTech Systems, Ltd.
FocalTech Systems, Ltd.
FocalTech Systems, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Smart Sensors,Ltd.
FocalTech Systems, Ltd.
FocalTech Electronics, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Systems (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shanghai) Co., Ltd.
Hefei PineTech Electronics Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
Hefei PineTech Electronics Co., Ltd.
FocalTech Systems (Shenzhen) Co., Ltd.
FocalTech Smart Sensors Co.,Ltd.
1
1
1
2
2
2
2
2
2
2
2
2
2
Unearned Receipts- related
parties
Accounts Payables
Cost of Revenue
Research and development
expenses
Other Receivables
Cost of Revenue
Research and development
expenses
Research and development
expenses
Other Receivables
Accounts Payables
Other Payables
Research and development
expenses
Other Receivables
$ 241,793
509,002
23,319
58,850
63,484
29,159
65,601
24,626
271,327
83,782
99,022
397,190
301,493
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
1.13%
2.37%
0.14%
0.36%
0.3%
0.18%
0.4%
0.15%
1.26%
0.39%
0.46%
2.42%
1.4%

Note 1: Number should be input in the remark column for intercompany transactions. Here illustrate how to assign numbers to transaction 1) 0 for parent company.

2) Subsidiaries are given a number in sequence starting with No. 1.

Note 2: The services of production management, sales, research and development are provided between the Company and its subsidiaries. For other intercompany transactions, prices and terms are determined in accordance with mutual agreements. Note 3: The transaction relationships with the counterparties are as follows:

1) The Company to the consolidated subsidiary.

2) The consolidated subsidiary to another consolidated subsidiary.

Note 4: Balances, transactions, revenue and expenses between the Company and its subsidiaries have been eliminated on consolidation.

  • 43 -

TABLE 6

FocalTech Systems Co., Ltd. and Subsidiaries

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) (Note 1) FOR NINE MONTHS ENDED SEPTEMBER 30, 2021

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount Balance as of September 30,2021 Balance as of September 30,2021 Balance as of September 30,2021 Net Income (Losses) of
the Investee
(Note 4)
Share of Profits/Losses
of Investee
(Note 4)
Note
September 30,2021
(Note 2)
December 31,2020
(Note 3)
Shares Percentage
of
Ownership
Carrying Value
(Note 2)
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Systems Co.,
Ltd.
FocalTech Electronics
Co., Ltd.
FocalTech Smart
Sensors, Ltd.
FocalTech Corporation,
Ltd.
FocalTech Systems, Inc.
FocalTech Systems,
Ltd.
FocalTech Corporation,
Ltd.
FocalTech Electronics,
Ltd.
FocalTech Smart
Sensors, Ltd.
Vitrio Technology
Corporation
FocalTech Smart
Sensors, Ltd.
FocalTech Smart
Sensors Co., Ltd.
FocalTech Systems, Inc.
FocalTech Systems,
Ltd.
FocalTech Electronics
Co., Ltd.
Cayman Islands
Cayman Islands
Cayman Islands
Taiwan
Cayman Islands
Taiwan
U.S.A
Cayman Islands
Taiwan
Investment activity
Investment activity
Investment activity
Research, development,
manufacturing and sale of
integrated circuits
Investment activity
Research, development,
manufacturing and sale of
integrated circuits
Investment activity
Investment activity
Import and export of
integrated circuits
NT$ 7,059,264
NT$ 2,785
(USD
100 )
NT$ 85,350
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 2,848,856
(USD
102,293 )
NT$ 650,299
(USD
23,350 )
NT$ 20,000
NT$ 7,059,264
NT$ 2,848
(USD
100 )
NT$ -
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 2,913,300
(USD
102,293 )
NT$ 665,010
(USD
23,350 )
NT$ 20,000
5,491,200
2
3,000,000
142,000
18,813,050
17,417,000
100
2
2,000,000
100%
100%
9.14%
50.00%
57.31%
100%
100%
100%
100%
NT$ 2,497,203
(USD 89,666 )
NT$ 1,809,988
(USD
64,991 )
NT$ 4,719
(USD
169 )
NT$ -
NT$ 29,589
(USD
1,062 )
(NT$ 264,717 )
NT$ 2,379,341
(USD
85,434 )
NT$ 2,467,011
(USD
88,582 )
NT$ 100,891
(USD
3,623 )
(NT$ 531,575 )
(USD
18,939)
NT$ 282,953
USD
10,081
(NT$ 65,209 )
(USD
2,323 )
(NT$ 3,238 )
(NT$ 65,209 )
(USD
2,323 )
(NT$ 62,677 )
(NT$ 526,995 )
(USD
18,776 )
(NT$ 510,703 )
(USD
18,196 )
(NT$ 40,064 )
(USD
1,427 )
(NT$ 531,575 )
(USD
18,939 )
NT$ 282,953
USD
10,081
(NT$ 5,960 )
(USD
212 )
NT$ -
(NT$ 37,371 )
(USD
1,331 )
(NT$ 62,677 )
(NT$ 526,995 )
(USD
18,776 )
(NT$ 510,703 )
(USD
18,196 )
(NT$ 40,064 )
(USD
1,427 )
Subsidiary
Subsidiary
Subsidiary
Joint Venture
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

Note 1: Please refer to the table 7 for the information on investment in Mainland China.

Note 2: Using the exchange rate of 1 USD: 27.85 NTD as of September 30, 2021.

Note 3: Using the exchange rate of 1 USD: 28.48 NTD as of December 31, 2020.

Note 4: Using the average exchange rate of 1 USD: 28.0672 NTD for nine months ended September 30, 2021.

  • 44 -

TABLE 7

FocalTech Systems Co., Ltd. and Subsidiaries INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR NINE MONTHS ENDED SEPTEMBER 30, 2021

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

Investee company Main businesses and
products
Total amount of
paid-in capital
(Note 1)
Method of
investment
Accumulated outflow
of investment from
Taiwan as of January
1,2021(Note 1)
Investment flows Investment flows Accumulated outflow of
investment from Taiwan as
of September 30, 2021
(Note 1)
Net income (loss) of
investee company
(Note 2)
Percentage of
ownership
Investment income
(loss) recognized
(Note 2)
Carrying amount
as of September
30, 2021 (Note 1)
Accumulated inward
remittance of earnings as
of September 30, 2021

Note
Outflow Inflow
FocalTech
Electronics
(Shanghai) Co., Ltd.
FocalTech
Electronics
(Shenzhen) Co., Ltd.
FocalTech Systems
(Shenzhen) Co., Ltd.
Hefei PineTech
Electronics Co., Ltd.
Sales support and
post-sales service for
affiliates’ IC products
Research, development,
manufacturing and sale
of integrated circuits
Design and research of
integrated circuits
Research, development
and sale of integrated
circuits
NT$ 55,700
(USD 2,000)
NT$ 64,055
(USD 2,300)
NT$ 1,030,454
(USD 37,000)
NT$ 128,826
(RMB 30,000)
(Note 3 and 4)
(Note 3)
(Note 4)
(Note 4)
NT$ 27,850
(USD 1,000)
NT$ 27,850
(USD 1,000)
-
-
$ -
-
-
-
$ -
-
-
-
NT$ 27,850
(USD 1,000)
NT$ 27,850
(USD 1,000)
-
-
(NT$ 4,835)
(USD 172)
NT$ 392,988
(USD 14,002)
(NT$ 84,218)
(USD 3,001)
NT$ 8,636
(USD 308)
100%
100%
100%
100%
(NT$ 4,835)
(USD 172)
NT$ 392,988
(USD 14,002)
(NT$ 84,218)
(USD 3,001)
NT$ 8,636
(USD 308)
NT$ 30,386
USD 1,091
NT$ 446,347
(USD 16,027)
NT$ 1,282,303
(USD 46,043)
NT$ 222,182
(USD 7,978)
$ -
-
-
-
Accumulated Investment in Mainland China as of
September 30,2021
Investment Amounts Authorized by
Investment Commission,MOEA
Upper Limit on Investment
$55,700
(USD2,000)
$1,684,009
(USD60,467)
$7,306,615

Note 1: Using the exchange rate of 1 USD: 27.85 NTD and 1 RMB :4.2942 NTD as of September 30, 2021.

Note 2: Using the average exchange rate of 1 USD: 28.0672 NTD and 1 RMB :4.3381 NTD for nine months ended September 30, 2021. Note 3: Indirect investment in Mainland China through a holding company established in other countries. Note 4: The investment is through the foreign subsidiaries, has not been remitted from Taiwan.

  • 45 -