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FocalTech Interim / Quarterly Report 2023

Nov 14, 2023

52342_rns_2023-11-14_df3ccd70-42c5-481a-8970-ac94e0c5aa3d.pdf

Interim / Quarterly Report

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FocalTech Systems Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Six Months Ended June 30, 2023 and 2022

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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

INDEPENDENT AUDITORS’ REVIEW REPORT

To the Board of Directors and Shareholders 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 June 30, 2023 and 2022, the related consolidated statements of comprehensive income for the three months ended June 30, 2023 and 2022 and for the six months ended June 30, 2023 and 2022, the consolidated statements of changes in equity and of cash flows for the six months then ended, 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 the Standards on Review Engagements of the Republic of China “Review of Interim 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 June 30, 2023 and 2022, combined total assets of these non-significant subsidiaries were NT$2,155,998 thousand and NT$2,077,258 thousand, respectively, representing 12% and 8%, respectively, of the consolidated total assets, and combined total liabilities of these subsidiaries were NT$858,278 thousand and NT$971,170 thousand, respectively, representing 9% and 7%, respectively, of the consolidated total liabilities; for the three months and six months ended June 30, 2023 and 2022, the amounts of combined comprehensive income (loss) of these subsidiaries were NT$36,071 thousand, NT$56,649 thousand, NT$4,021 thousand and NT$(64,798) thousand ,respectively, representing 34%, 40%, 3%, (6%).

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 June 30, 2023 and 2022, its consolidated financial performance and its consolidated cash flows for the three months ended June 30, 2023 and 2022 and for the six months ended June 30, 2023 and 2022 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 Yu-Hong Kuo and Chih-Ming Shao.

Deloitte & Touche Taipei, Taiwan Republic of China August 11, 2023

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-1-

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)
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)
Property, plant and equipment (Note 13)
Goodwill (Notes 14)
Other intangible assets (Note 15)
Deferred tax assets
Refundable deposits(Note 16)
Other non-current assets (Note 32)

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 (Note 28)
Current tax liabilities (Note 4)
Current position of long-term borrowings (Note 17)
Other current liabilities (Notes 23)

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(Notes 21)
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Notes 22 and 27)
Share capital
Ordinary shares

Capital surplus

Retained earnings
Legal reserve
Special reserve
Undistributed earnings

Total retained earnings

Other equity

Treasury shares

Equity attributable to owners of the parent
NON-CONTROLLING INTERESTS (Note 22)

Total equity

TOTAL
June 30, 2023
(Reviewed)
Amount
%
$ 5,363,649
30
124,807

1
1,179,869

6
3,593,162
20
535,247
3

222,631

1

11,019,365
61

516,519
3
180,807
1
2,456,871
14
1,237,268
7
71,244
-
223,765
1
2,418,643
13

18,679

-


7,123,796
39

$ 18,143,161
100

$ 516,513
3
1,387,760
8
1,441,700
8
108,000
-
403,460
2
129,288
1

161,447

1


4,148,168
23

786,840

4
220,196

1
13,331

-
3,931,728
22

-

-


4,952,095
27


9,100,263
50


2,159,300
12


5,900,050
33

712,562

4
-

-

565,045

3


1,277,607

7


(141,928)

(1)


(163,060)

(1)

9,031,969
50

10,929

-


9,042,898
50

$ 18,143,161
100
December 31, 2022
(Audited)
Amount
%

$ 5,674,470
27
-

-
1,148,471

6
5,753,731
28
517,464

2

258,794

1

13,352,930
64

467,143

2
179,137

1
2,514,208
12
1,237,268

6
60,549

-
306,129

2
2,654,474
13

25,347

-


7,444,255
36

$ 20,797,185
100

$ 3,070,806
15

929,492
4

1,653,776
8

-

-

629,303
3

25,000
-

81,038

-


6,389,415
30


961,840
5

216,757
1

13,560
-

4,369,353
21

-

-


5,561,510
27

11,950,925
57


2,161,107
11


6,041,988
29

712,562

3
211,479

1

196,847

1


1,120,888

5


(296,495)

(1)


(196,057)

(1)


8,831,431
43

14,829

-


8,846,260
43

$ 20,797,185
100
December 31, 2022
(Audited)
Amount
%

$ 5,674,470
27
-

-
1,148,471

6
5,753,731
28
517,464

2

258,794

1

13,352,930
64

467,143

2
179,137

1
2,514,208
12
1,237,268

6
60,549

-
306,129

2
2,654,474
13

25,347

-


7,444,255
36

$ 20,797,185
100

$ 3,070,806
15

929,492
4

1,653,776
8

-

-

629,303
3

25,000
-

81,038

-


6,389,415
30


961,840
5

216,757
1

13,560
-

4,369,353
21

-

-


5,561,510
27

11,950,925
57


2,161,107
11


6,041,988
29

712,562

3
211,479

1

196,847

1


1,120,888

5


(296,495)

(1)


(196,057)

(1)


8,831,431
43

14,829

-


8,846,260
43

$ 20,797,185
100
June 30, 2022
(Reviewed)
June 30, 2022
(Reviewed)
Amount
$ 5,363,649

124,807

1,179,869

3,593,162

535,247


222,631

11,019,365

516,519
180,807
2,456,871

1,237,268
71,244
223,765
2,418,643


18,679


7,123,796

$ 18,143,161

$ 516,513
1,387,760
1,441,700
108,000
403,460
129,288

161,447


4,148,168

786,840

220,196

13,331

3,931,728


-


4,952,095


9,100,263


2,159,300


5,900,050

712,562

-


565,045


1,277,607


(141,928)


(163,060)

9,031,969


10,929


9,042,898

$ 18,143,161
Amount
$ 5,674,470

-

1,148,471

5,753,731

517,464


258,794

13,352,930

467,143

179,137

2,514,208

1,237,268

60,549

306,129

2,654,474


25,347


7,444,255

$ 20,797,185

$ 3,070,806


929,492

1,653,776

-


629,303

25,000

81,038


6,389,415


961,840

216,757

13,560

4,369,353


-


5,561,510

11,950,925


2,161,107


6,041,988

712,562

211,479


196,847


1,120,888


(296,495)


(196,057)


8,831,431


14,829


8,846,260

$ 20,797,185
Amount
$ 5,092,965


23,075


1,875,211


8,066,294


2,726,810


240,147

18,024,502


474,689

179,864

2,484,591


1,237,268

65,683

12,639

2,911,003


57,830


7,423,567

$ 25,448,069

$ 649,951
2,474,372


1,395,473

3,400,000


867,958

-

65,291


8,853,045


786,840


50,459


21,847


4,431,227


10,400


5,300,773

14,153,818


2,163,617


6,076,459


712,562


211,479


2,920,459


3,844,500


(594,368)


(213,824)

11,276,384


17,867

11,294,251

$ 25,448,069
%















































































































































20

-

7
32
11

1
71
2
1
10
5
-
-
11

-
29
100
3
10
6
13
3
-

-
35

3

-

-
18

-
21
56

8
24

3

1
11
15

(2)

(1)
44

-
44
100

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

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-2-

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 23)

COSTS OF SALES (Note 11
and 24)

GROSS PROFIT

OPERATING EXPENSES
(Note 24, 27, 29 and 31)
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 24)
Interest income
Gain (loss) on financial
assets and liabilities at
fair value through profit
or loss
Other gains and losses - net
Gain (loss) on foreign
exchange

Total non-operating
income and
expenses

INCOME BEFORE INCOME
TAX
INCOME TAX EXPENSE
(Note 25)

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 EndedJune 30 For the Three Months EndedJune 30 For the Three Months EndedJune 30 For theSix Months EndedJune 30 For theSix Months EndedJune 30 For theSix Months EndedJune 30 For theSix Months EndedJune 30
2023 2022 2023 2022










Amount
%
$ 3,112,352
100
(2,474,171)

(79)


638,181

21

(81,527)
(3 )
(109,017 )
(4 )

(410,156)

(13)


(600,700)

(20)


37,481

1

(11,988)
-
61,017
2
23,226
1

12,558
-

14,552

-


99,365

3

136,846
4

(34,150)

(1)


102,696

3

3,141
-

















Amount
%
$ 3,327,292
100
(2,200,307)

(66)


1,126,985

34


(132,400)
(4 )

(148,789 )
(4 )

(823,399)

(25)

(1,104,588)

(33)


22,397

1


(6,372)
-

16,704
-

(64,769 )
(2 )

115,838
3

124,898

4


186,299

5


208,696
6

(125,638)

(4)


83,058

2


61,508
2

















Amount
$ 6,337,630

(5,092,268)


1,245,362


(158,856)

(214,894)

(798,682)

(1,172,432)


72,930


(32,409)

111,258

31,472

17,369

(1,564)


126,126


199,056

(46,344)


152,712


(5,372)
%
100

(80)


20


(3 )

(3 )

(13)


(19)


1


(1 )
2
1
-

-


2

3

(1)


2


-

















Amount
%
$ 7,219,974
100
(4,551,392)

(63)

2,668,582

37

(261,477)
(4 )

(292,138)
(4 )
(1,419,834)

(20)
(1,973,449)

(28)

695,133

9

(10,158)
-

26,660
1

(51,255)
(1 )

149,065
2

294,134

4

408,446

6

1,103,579
15

(297,935)

(4)

805,644

11

211,856
3
(Continued)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-3-

Unrealized (loss) gain
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 loss
TOTAL COMPREHENSIVE
INCOME FOR THE
PERIOD

NET INCOME
ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


TOTAL COMPREHENSIVE
INCOME
ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


EARNINGS PER SHARE
(Note 26)

Basic

Diluted
For the Three Months EndedJune 30 For the Three Months EndedJune 30 For the Three Months EndedJune 30 For theSix Months EndedJune 30 For theSix Months EndedJune 30 For theSix Months EndedJune 30
2023 2022 2023 2022












Amount
%

(454)

-


2,687

-


2,687

-

$ 105,383

3

$ 105,062
3

(2,366)

-

$ 102,696

3

$ 107,578
3

(2,195)

-

$ 105,383

3


$ 0.51

$ 0.49












Amount
%

(1,536)

-


59,972

2


59,972

2

$ 143,030

4

$ 89,612
2

(6,554)

-

$ 83,058

2

$ 144,861
4

(1,831)

-

$ 143,030

4


$ 0.44

$ 0.42












Amount
%

1,897

-


(3,475)

-


(3,475)

-

$ 149,237

2

$ 156,719
2

(4,007)

-

$ 152,712

2

$ 153,137
2

(3,900)

-

$ 149,237

2


$ 0.76

$ 0.74












Amount
%

(9,101)

-

202,755

3

202,755

3
$ 1,008,399

14
$ 818,875
11

(13,231)

-
$ 805,644

11
$ 1,012,832
14

(4,433)

-
$ 1,008,399

14
$ 4.02
$ 3.83

$
$ $ $
$ $ $ $
$ $ $ $
$ $ $ $
$ $ $ $




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

(Concluded)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-4-

FOCALTECH SYSTEMS CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)

BALANCE, JANUARY 1, 2022

Appropriation of 2021 earnings
Legal reserve
Special reserve
Cash dividends
Net income for the six months ended June 30, 2022
Other comprehensive income (loss) for the six months
ended June 30, 2022, net of income tax
Total comprehensive income (loss) for the six months
ended June 30, 2022
Compensation cost of employee share options
Treasury shares acquired
Treasury shares transferred to employees
Issuance of ordinary shares from exercise of
employee share options

Retirement of restricted stock employees
Compensation cost of restricted stock to employees

BALANCE, JUNE 30, 2022


BALANCE, JANUARY 1, 2023

Appropriation of 2022 earnings
Reversal of special reserve
Net income for the six months ended June 30, 2023
Other comprehensive income (loss) for the six months
ended June 30, 2023, net of income tax
Total comprehensive income (loss) for the six months
ended June 30, 2023
Cash distribution from additional paid-in capital
Changes in other additional paid-in capital
Compensation cost of employee share options
Issuance of ordinary shares from exercise of
employee share options
Compensation cost of restricted stock to employees
Retirement of restricted stock employees
Treasury shares transferred to employees

BALANCE, JUNE 30, 2023
Equity Attributable Equity Attributable Equity Attributable to Owners of the Parent to Owners of the Parent Total
$ 13,625,662

-

-
(3,400,000)

818,875
193,957

1,012,832


32,089

(507,621)

293,797

3,821

(980)
216,784

$ 11,276,384

$ 8,831,431

-

156,719
(3,582)

153,137


(108,000)

(1,781)

14,350

971

111,134

(2,270)
32,997

$ 9,031,969
Non-controlling
Interests
$ 22,300


-

-

-


(13,231)
8,798

(4,433)


-

-

-

-

-
-

$ 17,867

$ 14,829


-

(4,007)
107

(3,900)


-

-

-

-

-

-
-

$ 10,929
Total Equity
Share Capital
Ordinary Shares
$ 2,162,367
-
-
-

-

-


-

-
-
-
2,230

(980)

-

$ 2,163,617



$ 2,161,107
-

-

-


-

-
-
-
463
-
(2,270)

-

$ 2,159,300
Capital Surplus
$ 6,062,869

-

-

-

-

-


-


32,089

-

-

1,591

(20,090)

-

$ 6,076,459



$ 6,041,988

-

-

-


-


(108,000)

(1,781)

14,350

508

-

(47,015)

-

$ 5,900,050
Retained Earnings Undistributed
Earnings
$ 6,202,079

(611,332)

(89,163)
(3,400,000)
818,875
-

818,875


-

-

-
-

-
-

$ 2,920,459

$ 196,847

211,479
156,719
-

156,719


-

-

-
-

-

-
-

$ 565,045
Other Equity Unearned
employee
compensation
$ (813,720)

-

-

-

-
-
-

-

-

-

-


20,090
216,784

$ (576,846)


$ (335,829)

-

-
-
-

-

-

-

-

111,134

47,015
-

$ (177,680)
Treasury Shares
$ -

-

-

-
-

-


-


-

(507,621)

293,797
-


-

-

$ (213,824)


$ (196,057)

-
-

-


-


-

-

-
-

-

-

32,997

$ (163,060)
Legal Reserve
$ 101,230

611,332

-

-

-
-
-

-

-

-

-


-
-

$ 712,562


$ 712,562

-

-
-
-

-

-

-

-

-

-
-

$ 712,562
Special Reserve
$ 122,316

-

89,163

-
-

-

-

-

-

-
-


-

-

$ 211,479


$ 211,479

(211,479)
-

-

-

-

-

-
-

-

-

-

$ -
Exchange Differences
from Translating the
Financial Statement of
Foreign Operations
$ (211,648)


-

-

-

-

203,058


203,058


-

-

-

-

-

-

$ (8,590)

$ 52,472


-

-

(5,479)


(5,479)


-

-

-

-

-

-

-

$ 46,993
Unrealized Gain
(Loss) on Financial
Assets at Fair Value
through Other
Comprehensive
Income
$ 169
-
-
-
-

(9,101)


(9,101)

-
-
-
-

-

-

$ (8,932)


$ (13,138)
-
-

1,897


1,897

-
-
-
-
-
-

-

$ (11,241)








































































































































































































































































$ 13,647,962
-
-
(3,400,000)

805,644
202,755
1,008,399
32,089
(507,621)
293,797
3,821
(980)
216,784
$ 11,294,251
$ 8,846,260
-

152,712
(3,475)
149,237
(108,000)
(1,781)
14,350
971
111,134
(2,270)
32,997
$ 9,042,898

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

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-5-

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
Loss on disposal of property plant and equipment
Compensation cost of restricted stock to employees
Gain on disposal of investments
(Reversal gain) loss on write-down 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
Accounts receivables
Inventories
Other current assets
Accounts payables
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated (used) from operations
Interest paid
Income tax paid

Net cash inflow (outflow) from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of financial asset at fair value through other
comprehensive income
Acquisition of property, plant and equipment
Acquisition of intangible assets
(Increase) decrease in other financial assets
Decrease (increase) in refundable deposits
Decrease (increase) in other non-current assets
Interest received

Net cash inflow from investing activities
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ 199,056

57,245
37,893

(31,472)
32,409
(111,258)
14,350
170
111,134
-
(616,609)
20,629
(138,237)
(33,233)
2,747,444

30,587
464,707
(219,377)
83,307
(229)

2,648,516

(33,404)
(190,301)

2,424,811

-
(27,353)
(48,640)
(13,337)
235,740
6,330
117,680

270,420
2022






















$ 1,103,579
54,718
26,802

51,255
10,158

(26,660)
32,089
220
216,784
(83,302)
20,663
89,634

75,807

1,386,860
(4,241,713)
306,584
(152,473)

(270,339)
(47,251)

(293)
(1,446,878)

(10,108)
(1,244,214)
(2,701,200)
57,449

(45,283)

(45,196)

1,205,246
(68,792)
(47,133)

26,885

1,083,176

(Continued)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-6-

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
(Decrease) increase in short-term borrowings

Decrease in long-term borrowings
(Decrease) increase in guarantee deposits
Retirement of restricted stock employees
Exercise of employee share options
Treasury shares acquired
Treasury shares transferred to employees
Other

Net cash (outflow) inflow financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS

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

CASH AND CASH EQUIVALENTS, END OF PERIOD
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ (2,542,856)
(67,657)
(437,543)
(2,270)
971
-
32,997
(1,781)

(3,018,139)

12,087

(310,821)

5,674,470

$ 5,363,649
2022














$ 342,504

-

33,526

(980)
3,821
(507,621)
293,797

-

165,047

88,954
(1,364,023)

6,456,988
$ 5,092,965

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

(Concluded)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-7-

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (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 August 11, 2023.

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 IFRSs endorsed and issued in to effect by the FSC did not have a significant impact on the Group’s accounting policies.

  • b. The IFRSs issued by International Accounting Standards Board (IASB), but not yet endorsed and issued into effect by the Financial Supervisory Commission (FSC):

  • c.

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”

Amendments to IFRS 16” Lease liabilities in a sale and leaseback”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS
17-Comparative Information”

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

Amendments to IAS 1 “Noncurrent liabilities with contractual terms”
Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements”
Amendments to IAS 12 “International Tax Reform - Pillar Two Model
Rules”
Effective Date
Announced by IASB (Note )
To be determined by IASB
January 1, 2024 (Note 2)
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2024
January 1, 2024
January 1, 2024
(Note 3)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-8-

  • Note3: The requirement that the Company applies the exception and the requirement to disclose that fact is applied immediately upon issuance of the amendments retrospectively in accordance with IAS 8. The remaining disclosure requirements are applied for annual reporting periods beginning on or after January 1, 2023, but not for any interim period ending on or before December 31, 2023.

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 present Consolidated Financial Report has been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by Financial Supervisory Commission.

  • 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 5 and TABLE 6.

  • 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, 2022.

  • 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-9-

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.

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, 2022.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalent (time deposits with original
maturities within three months)

June 30,
2023
December 31,
2022
$ 9,947
$ 15,560

2,440,066
1,855,151
2,913,636

3,803,759

$ 5,363,649
$ 5,674,470
June 30,
2022
$ 5,308
4,389,695
697,962

$ 5,092,965

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - NON-CURRENT

Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed ordinary shares

Beneficiary Certificate


Non–Current
Mandatorily measured at fair value through profit
or loss (FVTPL)
Listed preferred shares

Private Funds

Structured Investments

June 30,
2023
December 31,
2022
$ -

$ -


124,807

-

$ 124,807
$ -

$ 148,807
$ 147,391

253,409
207,977

114,303
111,775

$ 516,519
$ 467,143
June 30,
2022
$ 23,075

-
$ 23,075
$ 149,902
217,883
106,904
$ 474,689

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-10-

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

9.
10.
Investments in debt instruments
Non–Current
Foreign investments
Fixed income bonds
OTHER FINANCIAL ASSETS
Time deposits with original maturities more than
three months

ACCOUNTS RECEIVABLES, NET
Accounts receivables
June 30,
2023
December 31,
2022
$ 180,807
$ 179,137
June 30,
2023
December 31,
2022
$ 535,247
$ 517,464

June 30,
2023
December 31,
2022
$ 1,179,869
$ 1,148,471
June 30,
2022
$ 179,864
June 30,
2022
$ 2,726,810
June 30,
2022
$ 1,875,211

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 accounts 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 accounts receivables. The expected credit losses on accounts 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 accounts receivable.

The following table details the loss allowance of accounts receivables based on the Group’s allowance matrix.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-11-

June 30, 2023

Non Past Due
Expected credit loss
rate
0%
Gross carrying amount
and Amortized cost
$ 1,171,168

December 31, 2022
Non Past Due
Expected credit loss
rate
0%
Gross carrying amount
and Amortized cost
$ 1,102,087

June 30, 2022
Non Past Due
Expected credit loss
rate
0%
Gross carrying amount
and Amortized cost
$ 1,810,907

INVENTORIES
Finished goods
Work in process
Raw materials and supplies

Overdue 1-60
Days
0%
$ 8,701

Overdue 1-60
Days
0%
$ 15,049

Overdue 1-60
Days
0%
$ 64,304



Overdue 61-180
Days
0%
$ -

Overdue 61-180
Days
0%
$ 31,335

Overdue 61-180
Days
0%
$ -

June 30,
2023
$ 1,212,204
1,114,456

1,266,502
$ 3,593,162
Overdue 61-180
Days
0%
$ -

Overdue 61-180
Days
0%
$ 31,335

Overdue 61-180
Days
0%
$ -

June 30,
2023
$ 1,212,204
1,114,456

1,266,502
$ 3,593,162
Overdue Over
180 Days
Total
0%
0%
$ -
$ 1,179,869
Overdue Over
180 Days
Total
0%
0%
$ -
$ 1,148,471
Overdue Over
180 Days
Total
0%
0%
$ -
$ 1,875,211
December 31,
2022
June 30,
2022

$ 1,020,143
$ 2,381,272

2,073,643
3,547,964


2,659,945

2,137,058

$ 5,753,731
$ 8,066,294












$ 3,593,162

11. INVENTORIES

The cost of goods sold were NT$2,474,171 thousand and NT$2,200,307 thousand, including reverse of write-down inventories of NT$252,188 thousand and NT$1,378 thousand for the three months ended June 30, 2023 and 2022. The cost of goods sold were NT$5,092,268 thousand and NT$4,551,392 thousand, including reverse of write-down inventories of NT$616,609 thousand and the write-down inventories of NT$(20,663) thousand for the six months ended June 30, 2023 and 2022. Above mentioned gains from price recovery of inventory are resulted from sales of slow moving inventory.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-12-

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
June 30,
2023
December 31,
2022
June 30,
2022
FocalTech Systems
Co., Ltd.

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

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

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

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-13-

13. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance, January 1, 2022
Additions

Disposals

Reclassification

Effect of foreign currency
exchange differences
Balance, June 30, 2022

Accumulated
depreciation
Balance, January 1, 2022
Depreciation

Disposals

Effect of foreign currency
exchange differences
Balance, June 30, 2022

Carrying amounts as of
June 30, 2022

Cost

Balance, January 1, 2023
Additions

Disposals

Reclassification

Effect of foreign currency
exchange differences
Balance, June 30, 2023

Accumulated
depreciation
Balance, January 1, 2023
Depreciation

Disposals

Effect of foreign currency
exchange differences
Balance, June 30, 2023

Carrying amounts as of
December 31, 2022
and January 1, 2023
Carrying amounts as of
June 30, 2023
Land Buildings Development
Equipment
Office
Equipment
Information
Equipment
Leasehold
**Improvements **
Leasehold
**Improvements **
Construction
Inprogress
**Total **



























$ -


-


-


557,110


-
$ 557,110

$ -


-


-


-
$ -

$ 557,110

$ 557,110


-


-


-


-
$ 557,110

$ -


-


-


-
$ -

$ 557,110
$ 557,110



























$ 1,336,121


-


-


500,183


25,961
$ 1,862,265

$ 156,566


18,106


-


2,991
$ 177,663

$ 1,684,602

$ 1,856,612


-


-


-

(
29,849)
$ 1,826,763

$ 199,720


18,429


-

(
4,548)
$ 213,601

$ 1,656,892
$ 1,613,162


$ 434,688


3,808

(
11,117 )

-


11,595
$ 438,974

$ 240,423


34,795

(
11,117 )

9,214
$ 273,315

$ 165,659


$ 476,829


10,233

(
2,562 )

-

(
1,270)
$ 483,230

$ 292,528


30,759

(
2,520 )

438
$ 321,205

$ 184,301
$ 162,025


$ 12,349


223


-


-


175
$ 12,747

$ 10,107


304


-


132
$ 10,543

$ 2,204


$ 60,977


17,120

(
49 )

56,640

(
206)
$ 134,482

$ 12,980


6,817

(
44 )
(
164)
$ 19,589

$ 47,997
$ 114,893


$ 44,540


1,449

(
2,183 )

-


799
$ 44,605

$ 32,127


1,513

(
1,963 )

552
$ 32,229

$ 12,376


$ 43,345


-

(
1,225 )

-

(
848)
$ 41,272

$ 32,077


1,240

(
1,102 )
(
624)
$ 31,591

$ 11,268
$ 9,681


























$ 38,530


-

-


-


278
$ 38,808

$ 38,530


-

-


278
$ 38,808

$ -


$ 21,869


-

-


-

(
319)
$ 21,550

$ 21,869


-

-

(
319)
$ 21,550

$ -
$ -

$ 1,080,130


39,803


-

(
1,057,293 )

-
$ 62,640

$ -


-


-


-
$ -

$ 62,640



$ 56,640


-


-

(
56,640 )

-
$ -

$ -


-


-


-
$ -

$ 56,640
$ -

$ 2,946,358

45,283
(
13,300 )

-

38,808
$ 3,017,149
$ 477,753

54,718
(
13,080 )

13,167
$ 532,558
$ 2,484,591

$ 3,073,382

27,353
(
3,836 )

-
(
32,492)
$ 3,064,407
$ 559,174

57,245
(
3,666 )
(
5,217)
$ 607,536
$ 2,514,208
$ 2,456,871

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 32.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-14-

14. GOODWILL

Ending balance
June 30,
2023
December 31,
2022
$ 1,237,268
$ 1,237,268
June 30,
2022
$ 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 consolidated financial statements in 2022 for related information.

15. OTHER INTANGIBLE ASSETS

Cost
Balance, January 1, 2022

Additions
Effect of foreign currency
exchange differences

Balance, June 30, 2022

Accumulated amortization
Balance, January 1, 2022

Amortization expenses
Effect of foreign currency
exchange differences

Balance, June 30, 2022

Carrying amounts as of June
30, 2022

Cost
Balance, January 1, 2023

Additions
Disposal

Effect of foreign currency
exchange differences

Balance, June 30, 2023
Licenses
and
Franchises
$ 128,012
-

8,059

$ 136,071

$ 128,012
-

8,059

$ 136,071

$ -

$ 144,432
-
(18,656)

1,700

$ 127,476
Software
$ 135,839

45,196
8,957

$ 189,992

$ 132,792

19,371
8,896

$ 161,059

$ 28,933

$ 229,600

48,640
(60,784)
1,723

$ 219,179
Patents

$ 76,707

-
4

$ 76,711

$ 54,726

3,731
4

$ 58,461

$ 18,250

$ 76,710

-

-
(5)

$ 76,705
Trademark
$ 74,000

-

-

$ 74,000

$ 51,800

3,700

-

$ 55,500

$ 18,500

$ 74,000

-

-

-

$ 74,000
Total






























































$ 414,558

45,196

17,020
$ 476,774
$ 367,330

26,802

16,959
$ 411,091
$ 65,683
$ 524,742

48,640
(79,440)

3,418
$ 497,360

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-15-

Accumulated amortization
Balance, January 1, 2023

Amortization expenses
Disposal

Effect of foreign currency
exchange differences

Balance, June 30, 2023

Carrying amounts as of
December 31, 2022 and
January 1, 2023

Carrying amounts as of June
30, 2023
$ 142,207
2,225
(18,656)

1,700

$ 127,476

$ 2,225

$ -
$ 200,676

28,318
(60,784)
1,775

$ 169,985

$ 28,924

$ 49,194
$ 62,110

3,650

-
(5)

$ 65,755

$ 14,600

$ 10,950
$ 59,200

3,700

-

-

$ 62,900

$ 14,800

$ 11,100
$ 464,193

37,893
(79,440)

3,470
$ 426,116
$ 60,549
$ 71,244

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

Licenses and franchises
Software
Patents
Trademark
REFUNDABLE DEPOSITS
Capacity guarantee deposits and others
1-5 years
1-5 years
7-10 years
10 years
June 30,
2023
December 31,
2022
June 30,
2022
$ 2,418,643
$2,654,474
$ 2,911,003

16. REFUNDABLE DEPOSITS

Guarantee deposits mainly consists of cash paid to suppliers to ensure stable foundry capacity.

17. BORROWINGS

a. Short-term borrowings

Unsecured bank loans

Annual interest rate
Unsecured bank loans
June 30,
2023
December 31,
2022
$ 516,513
$ 3,070,806

2.80-3.80%
1.30-4.20%
June 30,
2022
$ 649,951
2.3~4.25%

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-16-

b. Long-term borrowings

Secured bank loans (1)

Unsecured bank loans (2)
Unsecured bank loans (3)

Less: reclassification to Current position of
long-term borrowings


Annual interest rate
Unsecured bank loans
Secured bank loans
June 30,
2023
December 31,
2022
$ 786,840
$ 786,840

129,288
-

-

200,000

916,128
986,840

(129,288)

(25,000)

$ 786,840
$ 961,840

3.65%
1.65%
1.75-1.875%
1.625~1.75%
June 30,
2022
$ 786,840
-

-
786,840

-
$ 786,840
-
1.00%
  • (1) For secured bank loans, the principals will be paid monthly or quarterly after three years from drawdown date. The period of borrowings is from September, 2021 to September, 2036. Commercial building is pledged as collateral for the long-term loans, please refer to Note 32.

  • (2) For unsecured bank loans, the principals will be paid according to the contract. The period of borrowings is from March, 2023 to June, 2024.

  • (3) For unsecured bank loans, the principals will be paid monthly after one year from drawdown date. The period of borrowings is from September, 2022 to September, 2025. The borrowing was settled in March, 2023.

18. ACCOUNTS PAYABLES

Accounts payables
June 30,
2023
December 31,
2022
$ 1,387,760
$ 929,492
June 30,
2022
$ 2,474,372

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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-17-

19. OTHER PAYABLES

Payable for rebates

Payable for salaries and bonus
Payable for labor, health and social insurance
Reserve for litigations
Payable for professional services and others

June 30,
2023
December 31,
2022
June 30,
2022
$ 825,514
$ 870,372
$ 697,620
360,887

584,170
467,889
15,236

14,276
13,677
51,584

51,325
49,671
188,479

133,633

166,616

$1,441,700
$1,653,776
$1,395,473

20. RETIREMENT BENEFIT

Pension expenses under the defined benefit plans, calculated using the actuarially determined pension cost rate as of December 31, 2022 and 2021, were NT$41 thousand, NT$36 thousand, NT$82 thousand and NT$71 thousand for the three months ended and the six months ended June 30, 2023 and 2022, respectively.

21. GUARANTEE DEPOSITS RECEIVED

Capacity guarantee deposits and others
June 30,
2023
December 31,
2022
June 30,
2022
$ 3,931,728
$4,369,353
$ 4,431,227

Guarantee deposit mainly consists of cash received from customers to ensure they have access to the Group’s specified capacity

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-18-

22. EQUITY

a. Share capital

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

June 30, December 31, June 30,
2023 2022 2022
Numbers of shares authorized (in thousands)
500,000

500,000

500,000
Shares authorized
$ 5,000,000 $ 5,000,000 $ 5,000,000
Number of shares issued and fully paid (in
thousands)

215,930

216,111

216,362
Shares issued
$ 2,159,300 $ 2,161,107 $ 2,163,617
company has issued 46 thousand shares of exercised employees’ share option and redeemed 22
usand shares of issued restricted stocks for employees during the year ended June 30, 2023. Th
istration processes of 47 thousand shares of restricted stocks for emploeyys have not been completed
August 11, 2023.
Capital surplus
The categories of uses and the sources of capital surplus based on regulations were as follows:
June 30, December 31, June 30,
2023 2022 2022
May be used to offset a deficit, distributed as
cash dividends, or transferred to share
capital(1)
Additional paid-in capital
$5,129,503 $4,753,839 $4,742,334
Treasury stock 162,095 125,381 119,477
Employee share options-expired 34,448 34,448 34,448
Maybe used to offset a deficit only
Other – unclaimed dividend 6 - -
Maynot be used for any purpose
Restricted stock for employees 534,892 1,066,015 1,125,465
Employee share options

39,106

62,305

54,735
$5,900,050 $6,041,988 $6,076,459

The company has issued 46 thousand shares of exercised employees’ share option and redeemed 227 thousand shares of issued restricted stocks for employees during the year ended June 30, 2023. The registration processes of 47 thousand shares of restricted stocks for emploeyys have not been completed as of August 11, 2023.

b. Capital surplus

(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).

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-19-

c. Retained earnings and dividend policy

Under the Company’s Article of Incorporation, when distributing annual earnings, the Company 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 prepare a distribution proposal for the remaining earnings plus 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.

See Note 24(d) for policy stipulated in the Articles of Incorporation regarding to the remuneration for employees and directors.

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 is required to set aside additional special capital reserve equal to the total amount of items that are accounted for as deductions from stockholders’ equity shall be set aside from prior-year earnings.

The annual shareholders’ meeting on May 30, 2023 resolved to distribute the additional paid-in capital in the amount of $108,000 thousand, or $0.5 per share.

The appropriations of earnings for 2022 and 2021 were resolved by the annual shareholders’ meeting on May 30, 2023, and June 9, 2022, respectively. The details of the distribution are as follows:

Legal reserve
Special reserve (reversed)
Cash dividends
Cash dividends per share
2022
$-
$ (211,479)
$-
$-
2021






$ 611,332
$ 89,163
$3,400,000
$ 15.71

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-20-

d. Special reserve

Balance, beginning

Special reserve (reversed)

Balance, ending

Treasury stock
Number of shares on January 1, 2022
Increase during the period
Decrease during the period
Number of shares on June 30, 2022
Number of shares on January 1, 2023
Decrease during the period
Number of shares on June 30, 2023
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ 211,479
(
211,479)

$ -
2022
$ 122,316

89,163
$ 211,479
Shares
(In Thousands)



-
4,000

(2,315)

1,685
1,545

(260)

1,285
  • e. Treasury stock

On February 23, 2022, the board of directors resolved the 6th treasure stock transferred to employees program no more than 4,000,000 shares for transferring to employees. The transferring price to employees would be the average purchase price.

The detailed information for other treasure stock transferred to employee programs could be found in Note 27 (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.

  • e. Unearned employee compensation
Balance, beginning

Retirement of shares
Share-based payment expenses recognized

Balance, ending
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ 335,829 )
47,015
111,134

$ 177,680)
2022
(

(
(

(
$ 813,720 )
20,090
216,784
$ 576,846)

The issuance of employee restricted share plan has been approved by shareholders’ meeting held on June 20, 2020. Please refer Note 27 (c) for the detailed information.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-21-

f. Non-controlling interests

Balance, beginning
Net loss
Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Balance, ending
REVENUE
For the Three Months Ended
June 30
2023
2022
IC for human and
machine interface
devices
$ 3,112,352
$ 3,327,292

Contract balances
June 30,
2023
Contract liabilities(classified as current
liabilities)
Sales of goods
$ 131,401
Balance, beginning
Net loss
Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Balance, ending
REVENUE
For the Three Months Ended
June 30
2023
2022
IC for human and
machine interface
devices
$ 3,112,352
$ 3,327,292

Contract balances
June 30,
2023
Contract liabilities(classified as current
liabilities)
Sales of goods
$ 131,401
Balance, beginning
Net loss
Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Balance, ending
REVENUE
For the Three Months Ended
June 30
2023
2022
IC for human and
machine interface
devices
$ 3,112,352
$ 3,327,292

Contract balances
June 30,
2023
Contract liabilities(classified as current
liabilities)
Sales of goods
$ 131,401
Balance, beginning
Net loss
Other comprehensive income (loss)
Exchange differences from translating the financial statements
of foreign operations
Balance, ending
REVENUE
For the Three Months Ended
June 30
2023
2022
IC for human and
machine interface
devices
$ 3,112,352
$ 3,327,292

Contract balances
June 30,
2023
Contract liabilities(classified as current
liabilities)
Sales of goods
$ 131,401



For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
2022
$ 14,829 $ 22,300
(
4,007) (
13,231)

107

8,798
$ 10,929
$ 17,867
For the Six Months Ended
June 30
2022
$ 2023
$ 6,337,630

December 31,
2022
$ 56,455
$ 2022

7,219,974
June 30,
2022

$ 131,401 $ 21,841

23. REVENUE

24. NET INCOME

a. Finance costs

For the Three Months Ended
June 30
2023
2022
Interest on bank loans
$ 11,988
$ 6,372
Interest on deposits

-

-
$ 11,988
$ 6,372
b. Depreciation and amortization
For the Three Months Ended
June 30
2023
2022
Property, plant and
equipment
$ 27,533
$ 27,434

Intangible assets

21,608

22,884

$ 49,141
$ 50,318
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
2022
$ 32,342
$ 10,158

67

-
$ 32,409
$ 10,158
For the Six Months Ended
June 30


2023
$ 57,245

37,893

$ 95,138
2022
$ 54,718

26,802
$ 81,520

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-22-

An analysis of
deprecation by
function
Operating costs
$ 6,294
$ 6,676

Operating expenses

42,847

43,642

$ 49,141
$ 50,318

c. Employee benefits expense
For the Three Months Ended
June 30
2023
2022
Post-employment
benefits
Defined contribution
plans
$ 7,902
$ 7,946

Defined benefit plans
(Note 20)
41
36
Share-based payments
(Note 27)
39,974
117,457
Other employee benefits
343,826

747,596

Total employee benefits
expense
$ 391,743
$ 873,035

An analysis of
employee benefits
expense by function
Operating costs
$ 28,726
$ 72,495

Operating expenses

363,017

800,540

$ 391,743
$ 873,035



$ 12,595
$ 13,270
82,543

68,250
$ 95,138
$ 81,520
For the Six Months Ended
June 30
$ 12,595
$ 13,270
82,543

68,250
$ 95,138
$ 81,520
For the Six Months Ended
June 30





2023
$ 16,397

82
125,484

645,708

$ 787,671

$ 62,136


725,535

$ 787,671
2022
$ 15,593
71
248,873

1,311,172
$ 1,575,709
$ 145,098

1,430,611
$ 1,575,709

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 six months ended June 30, 2023 and 2022 are as follows:

Amount

For the Three Months Ended
June 30
2023
2022
Employees’
compensation
$ 1,332
$ 2,113

Remuneration of
directors
$ 70
$ 111
For the Six Months Ended
June 30
2023
2022
$ 1,807
$ 92,304
$ 95
$ 4,858

If there is any change in the proposed amounts after the annual consolidated financial statements were

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-23-

authorized for issue, the differences are recorded as a change in accounting estimate. There were no employees’ compensation and remuneration of directors accrued due to loss before income tax for the year ended December 31, 2022.

The board of directors resolved the remuneration of employees and directors for 2021 on February 23,2022. There is no difference between the actual amount of remuneration to employees and directors resolved and the amount of remuneration to employees and directors accounted for in 2021 consolidated financial statements.

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.

25. INCOME TAXES

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

Current income tax
expense
In respect of the
current year
Income tax on
undistributed
earnings
Other income tax
adjustments
Deferred income tax
expense
In respect of the
current year
Income tax expense
recognized in profit
or loss
For the Three Months Ended
June 30
2023
2022
$ 239
$ 23,782
-
81,702

263

36,675
502
142,159

33,648
(16,521)
$ 34,150
$ 125,638
For the Six Months Ended
June 30
For the Six Months Ended
June 30



2023
$ 239

-

263

502


33,648

$ 34,150



2023
$ 239

-

263

502


45,842

$ 46,344
2022
$ 183,408
81,702

36,675
301,785
(
3,850)
$ 297,935
  • b. Income tax assessments

The Company’s tax returns through 2020, FocalTech Smart Sensors Co., Ltd., and FocalTech Electronics Co., Ltd.’s tax returns through 2021 have been examined by the tax authorities.

26. EARNINGS PER SHARE

Unit: NT$ Per Share

Basic earnings per share
Diluted earnings per
share
For the Three Months Ended
June 30
2023
2022
$ 0.51
$ 0.44
$ 0.49
$ 0.42
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ 0.51
$ 0.49
2023
$ 0.76
$ 0.74
2022
$ 4.02
$ 3.83

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-24-

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

Weighted Average Number
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
June 30
For the Six Months Ended
June 30
2023
2022
2023
2022
$ 105,062
$ 89,612
$ 156,719
$ 818,875
of Ordinary Shares Outstanding (In Thousand Shares)
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2023
2022
2023
2022
207,992
203,209
206,161
203,793
3,695
7,724
4,414
7,101
85
356
64
169
1,296
582
1,886
861

17

23

23

1,661
213,085
211,894
212,548
213,585
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
207,992
3,695
85
1,296

17
213,085


2023
206,161
4,414
64
1,886

23
212,548
2022
203,793
7,101
169
861

1,661
213,585

27. SHARE-BASED PAYMENT ARRANGEMENTS

The Group did not have new share option plan issued for employees for the six months ended June 30, 2023 and 2022. The detailed information could be found in Note 27 of the consolidated financial statements of the year ended December 31, 2022.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-25-

  • a. Employee share option plan

Information on outstanding options for the six months ended June 30, 2023 and 2022 were as follows:

June 30, 2023

Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options expired EndingBalance EndingBalance
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
-
63,000
Weighted-
Average
Exercise
Price (NT$)
$29.68
12.80
( 22,399)
$29.68
( 24,000)
12.80
-
-
$ -
-
$ -
12.80
Employee Stock
Option Plan
BeginningBalance BeginningBalance Options exercised Options expired EndingBalance EndingBalance
Units of
Option
198,399
209,000
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
Weighted-
Average
Exercise
Price (NT$)
Units of
Option
42,399
106,000
Weighted-
Average
Exercise
Price (NT$)
2006
2015
$19.86
15.60
( 120,000)
$18.45
( 103,000)
15.60
( 36,000)
-
$ 5.37
-
$36.17
15.60

b. Treasure stock transferred to employees

Information about treasure stock transferred to employee are as follows:

Items The date of
board of
directors
approved
Buyback shares
(In thousand
share)
Transferred
shares
(In thousand
share)
Transferred
price
(in dollar)
The 6th treasure stock transferred to
employee program
2022/2/23 4,000 2,715 126.91

Information about treasure stock transferred to employee for the six months ended June 30, 2023 are as follows:

The 6th treasury stock transferred to employee program

Employee subscription
base date
2022/06/21
2022/11/11
2023/2/23

Total
Shares transferred
(In Thousands)
2,315

140
260
2,715
The fair value of the
right to subscribe
(NT$)
$ -
-
-

c. Restricted stock for employees

The Company’s shareholders’ meeting resolved to issue restricted stocks for employees up to 6,000 thousand shares on May 30, 2023, and the issued price is NT$10 per share. The restricted stocks plan was approved by Financial Supervisory Commission on July 25, 2023 and the actual date of issue is to be resolved by the board of directors.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-26-

The information of the issued restricted stock for employees are as follows:

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

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 are restricted to sell, pledge, transfer, and give to another, create any encumbrance on, or otherwise dispose of, any shares before vested.

  • b. The rights of restricted stock are same as ordinary share including attendance, propose, speak, voting right and so on at the Company’s shareholders’ meeting. The exercise of such rights shall be performed in accordance with the trust agreement or the securities custodies by the Company’s prescribed.

  • 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.

d. Compensation cost of aforementioned share-based payments for the six months ended June 30, 2023 and 2022 are as follows:


Shares buyback programs

Restricted stock for employees


Adjustment account:
Capital surplus - employee stock options

Other equity - unearned employee compensation

For the Six Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30
2023
$ 14,350
111,134

$ 125,484
$ 14,350
111,134

$ 125,484
2022






$ 32,089
216,784
$ 248,873
$ 32,089
216,784
$ 248,873

28. NON-CASH TRANSATION

The cash dividends resolved by the annual shareholders’ meeting was not distributed as of June 30,2022 and 2023. (Referring to Note 22)

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-27-

29. 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 March, 2024. 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 $4,804 thousand and $6,104 thousand as of June 30, 2023 and 2022.

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

lease payment For the Three Months Ended
June 30
2023
2022
$ 2,847
$ 8,963
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2023
$ 2,847
2023
$ 5,188
2022
$ 18,067

30. 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

June 30, 2023
Financial assets at FVTPL
Listed preferred shares

Private funds
Beneficiary certificate
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds

December 31, 2022
Financial assets at FVTPL
Listed preferred shares

Private funds
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds
Level 1
$ 148,807
-
124,807

-

$ 273,614

$ -

Level 1
$ 147,391
-

-

$ 147,391

$ -
Level 2
$ -

-

-

114,303

$ 114,303

$ 180,807

Level 2
$ -

-

111,775

$ 111,775

$ 179,137
Level 3
$ -

253,409

-

-

$ 253,409

$ -

Level 3
$ -

207,977

-

$ 207,977

$ -
Total



















$ 148,807

253,409

124,807

114,303
$ 641,326
$ 180,807
**Total **
















$ 147,391

207,977

111,775
$ 467,143
$ 179,137

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-28-

June 30, 2022
Financial assets at FVTPL
Listed preferred shares

Private funds
Structured Investments

Total

Financial assets at FVTOCI
Investments in debt instruments
Fixed income bonds
Level 1
$ 172,977
-

-

$ 172,977

$ -
Level 2
$ -

-

106,904

$ 106,904

$ 179,864
Level 3
$ -

217,883

-

$ 217,883

$ -
Total
$ 172,977

217,883

106,904

$ 497,764

$ 179,864

There were no transfers between Level 1 and Level 2 for the six months ended June 30, 2023 and 2022.

  • 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 currency exchange differences

Balance, end of period
For the Six Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30
2023
$ 207,977

17,500
(1,707)
29,115
524

$ 253,409
2022




$ 156,075
38,540
-
21,280
1,988
$ 217,883
  • 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-29-

c. Categories of financial instruments

June 30, December 31, December 31, June 30,
2023 2022 2022
Financial assets
Fair value through profit or loss (FVTPL)
Mandatorily at FVTPL $
641,326
$
467,143
$
497,764
Amortized cost (Note 1) 9,497,408 9,994,879
12,605,989
Financial assets at FVTOCI
Investments in debt instruments 180,807 179,137 179,864
Financial liabilities
Amortized cost (Note 2) $ 8,301,829 $ 11,010,267
$ 13,137,863
  • 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 borrowings, accounts payables, other payables, dividends payables, current position of long-term borrowings, long-term borrowings and guarantee deposits received.

  • d. Financial risk management objectives and policies

The Group’s major financial instruments include cash and cash equivalents, accounts receivable, other financial assets, financial assets at FVTPL, financial assets at FVTOCI, accounts payables 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 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 operates 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-30-

1) Market risk

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

  • a) Foreign currency 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 34.

Sensitivity analysis

The Group was mainly exposed to the U.S. dollar. The following table details the Group’s sensitivity to a 5% increase and decrease 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 Six Months Ended June 30
2023
$ 54,537(i)
2022
$ 91,726(i)
  • i. This was mainly attributable to the outstanding balances of USD time deposits, accounts receivables, bank loans, accounts payables, other payables, other current assets, refundable deposit, other current liabilities and guarantee deposits received.

b) Interest rate risk

The Group was exposed to interest rate risk primarily related to its investments in time deposits, bonds, short-term borrowings with fixed-rate interest, and demand deposits, structured investments, current position of long-term borrowings and long-term borrowings with floating-rate interest. 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

Financial liabilities
June 30,
2023
December 31,
2022
$ 3,629,690
$ 4,500,360

$ 516,513
$ 3,070,806

$ 2,550,911
$ 1,963,302

$ 916,128
$ 986,840
June 30,
2022
$ 3,604,636
$ 649,951
$ 4,491,033
$ 786,840

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

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-31-

decrease of 25 basis points was used when reporting interest rate risk internally to key management personnel 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 six months ended June 30, 2023 and 2022 would increase/ decrease by NT$2,043 thousand and NT$4,630 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 accounts receivables mainly came from its top 5 customers. Ongoing credit evaluation of the financial condition of the customers is performed.

As of June 30, 2023, accounts receivables from top 5 customers represented 66% of total accounts receivables. The credit concentration risk of other accounts 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 institute. 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.

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
Performing
Description
Basis for
Recognizing
Expected Credit
Loss

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%
Carrying
Amount as of
June 30, 2023
Carrying
Amount as of
June 30, 2023
$ 180,807

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-32-

Category
Performing
Category
Performing
Description
Basis for
Recognizing
Expected Credit
Loss

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

The debtor with low credit
risk and fully capable of
paying off contractual cash
flows
12 months expected
credit loss
Expected
Credit Loss
Ratio
Carrying
Amount as of
December 31,
2022
Carrying
Amount as of
December 31,
2022
0%

Expected
Credit Loss
Ratio
$ 179,137
Carrying
Amount as of
June 30, 2022
$ 179,137
0%
$ 179,864
  • 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. The Company relies on bank borrowings as a significant source of liquidity.

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.

June 30, 2023

Non-interest bearing

Fixed interest rate liabilities
Floating interest rate liabilities

On Demand or
Less than 1
Year
$ 2,937,106
516,867
129,288

$ 3,583,261
1-5 Years
$ 3,931,728

-
252,917

$ 4,184,645
More than 5
Years








$ -

-
533,923
$ 533,923

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-33-

December 31, 2022

Non-interest bearing

Fixed interest rate liabilities

Floating interest rate liabilities


June 30, 2022
Non-interest bearing

Fixed interest rate liabilities

Floating interest rate liabilities

On Demand or
Less than 1
Year
$ 2,581,919
3,072,155

25,000

$ 5,679,074

On Demand or
Less than 1
Year
$ 7,269,569
650,227

-

$ 7,919,796
1-5 Years
$ 4,369,353

-
395,556

$ 4,764,909

1-5 Years
$ 4,431,227

-
188,194

$ 4,619,421
More than 5
Years






$ -

-
566,284
$ 566,284
More than 5
Years









$ -

-
598,646
$ 598,646

31. 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
June 30
2023
2022
$ -
$ 29,784
15,053
32,377
135
135

9,576

19,157
$ 24,764
$ 81,453
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2023
$ -

15,053
135

9,576

$ 24,764


2023
$ 19,705

29,389
270

19,152

$ 68,516
2022
$ 29,784
56,323
270

38,313
$ 124,690

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-34-

32. PLEDGED ASSETS

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

Property, plant and equipment – Net of buildings
Properties, plants and equipment – Land
Property, plant and equipment –Construction in
progress
Pledge deposits (categorized in other non-current
assets)

June 30,
2023
December 31,
2022
$ 490,179
$ 495,182

557,110
557,110
-
-

4,000

4,000

$ 1,051,289
$ 1,056,292
June 30,
2022
$ 1,014,813
557,110
-

4,000
$ 1,575,923

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACTUAL COMMITMENTS

NOVATEK MICROELECTRONICS CORP. (“NOVATEK”) filed five patent infringement actions with Intellectual Property and Commercial Court on August 9, 2021, asking the court to prohibit the Company from manufacturing, offering for sale, selling, utilizing or importing, for the aforementioned purposes, products infringing on such patents and asking for indemnification for any losses. The parties have reached a settlement agreement after the both parties have withdrawn all civil and administrative actions against the other party in April 2023. It does not have material impact on the Company’s operation and finance.

34. 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 are as follows:

June 30, 2023

Financial assets
Monetary items
USD

USD

Financial liabilities

Monetary items

USD
USD
Foreign
Currencies
(thousand)
$ 226,022
8,001




180,031
18,964
Exchange Rate

31.14 (USD:NTD)
7.2258 (USD:RMB)
31.14 (USD:NTD)
7.2258 (USD:RMB)
NT$(thousand)
$ 7,038,321

249,158

5,606,179

590,554

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-35-

December 31, 2022

Financial assets
Monetary items
USD

USD

Financial liabilities

Monetary items

USD
USD
June 30, 2022
Financial assets
Monetary items
USD

USD

Financial liabilities

Monetary items

USD
USD
Foreign
Currencies
(thousand)
$ 219,107
16,780




183,023
18,896

Foreign
Currencies
(thousand)
$ 332,995
11,681




251,500
31,449
Exchange Rate

30.71 (USD:NTD)
6.9646 (USD:RMB)
30.71 (USD:NTD)
6.9646 (USD:RMB)
Exchange Rate

29.72 (USD:NTD)
6.7114 (USD:RMB)
29.72 (USD:NTD)
6.7114 (USD:RMB)
NT$(thousand)
$ 6,728,783

515,311

5,620,630

580,291
NT$(thousand)
$ 9,896,616

347,156

7,474,583

934,675

35. ADDITIONAL DISCLOSURES

  • (1)Information about significant transactions and investees:

  • 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 property at costs of at least NT$300 million or 20% of the paid-in capital: None;

  • f. Disposal of individual real estate property 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 4 attached;

  • (2) Names, locations, and related information of investees over which the Company exercises significant influence (excluding information on investment in mainland China): See Table 5 attached;

  • (3) Information on investment in Mainland China:

  • a. 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 6 attached.

  • b. Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or This is the translation of the financial statements. CPAs do not audit or review on this translation.

-36-

loss, and other related information which is helpful to understand the impact of investment in Mainland China on financial reports: See Table 4 attached.

  • (4) Information of major shareholders

List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: None.

36. 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-37-

TABLE 1

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

FOR THE SIX MONTHS ENDED JUNE 30, 2023

(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
$ 1,868,400
(USD 60,000)
$ 934,200
(USD 30,000)
$ - - The need for
short-term financing

$ -
Operating
capital
$ - - - $ 1,996,283 $ 1,996,283 Note 3
1 FocalTech
Systems, Ltd.
FocalTech
Electronics
(Shenzhen)
Co.,Ltd.
Other
receivables from
related parties

Yes
311,400
(USD 10,000)
311,400
(USD 10,000)
- - The need for
short-term financing

-
Operating
capital
- - - 1,996,283 1,996,283 Note 3
2 FocalTech
Electronics,
Ltd.
FocalTech
Electronics
(Shenzhen)
Co.,Ltd.
Other
receivables from
related parties

Yes
778,500
(USD 25,000)
778,500
(USD 25,000)
- - The need for
short-term financing

-
Operating
capital
- - - 1,522,192 1,522,192 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: 31.14 NTD as of June 30, 2023.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 38 --

TABLE 2

FocalTech Systems Co., Ltd. and Subsidiaries ENDORSEMENTS/GUARANTEES PROVIDED FOR THE SIX MONTHS ENDED JUNE 30, 2023

(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
Ending Balance Amount Actually
Drawn
Amount of
Endorsement/
Guarantee
Collateralized by
Property
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
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, Ltd.
FocalTech
Electronics, Ltd.
Hefei PineTech
Electronics Co.,
Ltd.
FocalTech
Electronics
(Shenzhen) Co.,
Ltd.
FocalTech Smart
Sensors Co., Ltd.
FocalTech Smart
Sensors, 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.
$ 4,515,985
4,515,985
4,515,985
4,515,985
4,515,985
4,515,985
$ 1,401,300
( USD
45,000 )

1,420,117
( USD
45,604 )

1,774,980
( USD
57,000 )

2,148,660
( USD
69,000 )

108,990
( USD
3,500 )

108,990
( USD
3,500 )
$ 1,401,300
( USD
45,000 )
1,420,117
( USD
45,604 )
1,774,980
( USD
57,000 )
2,148,660
( USD
69,000 )
108,990
( USD
3,500 )
108,990
( USD
3,500 )
$ -
-
12,063
48,112
-
-
$ -

-

-

-

-

-
15.51%
15.72%
19.65%
23.79%
1.21%
1.21%
$ 4,515,985
4,515,985
4,515,985
4,515,985
4,515,985
4,515,985
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
Yes
Yes
No
No
(Note 3)
(Note 3)
(Note 3
and 5)
(Note 3
and 5)
(Note 4)
(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.

  • 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$0, and NT$ 47,698 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.

Note 5: 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$ 0. Note 6: Using the exchange rate of 1 USD: 31.14 NTD as of June 30, 2023.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 39 --

TABLE 3

FocalTech Systems Co., Ltd. and Subsidiaries MARKETABLE SECURITIES HELD JUNE 30, 2023

(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 June 30,2023 June 30,2023 Note
Shares/Units Carrying Value Percentage of
Ownership (%)
Fair Value
FocalTech Systems Co., Ltd.
FocalTech Systems, Ltd.

FocalTech Electronics, Ltd.
Stock
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
Cathay Private Equity Smart Tech Limited Partnership
Structured product
CLN Link HSBC SUB
CLN Link Barclays SUB
Beneficiary certificate
UBS Monetary Fund
Fixed income bond
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 - 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 profit or loss -
current
Financial assets at fair value through other
comprehensive income - non current

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

-

-

-
-

-

-

-

-
NT$ 10,183
NT$ 138,624
NT$ 27,836
NT$ 30,692
NT$ 59,574
NT$ 99,387
NT$ 57,248
( USD
1,838 )
NT$ 57,055
( USD
1,832 )
NT$ 124,807
( USD
4,008 )
NT$ 130,505
( USD
4,191 )
NT$ 50,302
( USD
1,615 )
NT$ 35,920
(USD
1,154)
0.03
2.13
0.96
0.66
4.37
24.59








4.83
NT$ 10,183
NT$ 138,624
NT$ 27,836
NT$ 30,692
NT$ 59,574
NT$ 99,387
NT$ 57,248
( USD
1,838 )
NT$ 57,055
( USD
1,832 )
NT$ 124,807
( USD
4,008 )
NT$ 130,505
( USD
4,191 )
NT$ 50,302
( USD
1,615 )
NT$ 35,920
(USD
1,154)













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: 31.14 NTD as of June 30, 2023.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 40 --

TABLE 4

FocalTech Systems Co., Ltd. and Subsidiaries

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 (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
1
2
3
3
3
FocalTech Systems Co., Ltd.
FocalTech Electronics, Ltd.
FocalTech Systems, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics, Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
FocalTech Electronics (Shenzhen) Co., Ltd.
Hefei PineTech Electronics Co., Ltd.
FocalTech Systems (Shenzhen) Co., Ltd.
FocalTech Electronics (Shanghai) Co., Ltd.
1
2
2
2
2
2
2
2
Accounts Payables
Other Receivables
Other Receivables
Other Payables
Other Prepayment
Research and development
expenses
Other Payables
Sellingand marketingexpenses
$ 462,701
91,864
313,589
213,990
396,345
109,523
31,064

37,758
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
2.55%
0.51%
1.73%
1.18%
2.18%
1.73%
0.17%
0.60%
  • 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 41 --

TABLE 5

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 THE SIX MONTHS ENDED JUNE 30, 2023

(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 June 30,2023 Balance as of June 30,2023 Balance as of June 30,2023 Net Income (Losses) of
the Investee
(Note 4)
Share of Profits/Losses
of Investee
(Note 4)
Note
June 30,2023
(Note 2)
December 31,2022
(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$ 3,114
(USD
100 )
NT$ 85,350
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 3,185,399
(USD
102,293 )
NT$ 727,121
(USD
23,350 )
NT$ 20,000
NT$ 7,059,264
NT$ 3,071
(USD
100 )
NT$ 85,350
NT$ 4,970
NT$ 238,821
NT$ 11,990
NT$ 3,141,414
(USD
102,293 )
NT$ 717,080
(USD
23,350 )
NT$ 20,000
5,491,200
2
3,000,000
-
18,813,050
17,417,000
100
2
2,000,000
100%
100%
9.14%
-
57.31%
100%
100%
100%
100%
NT$ 2,040,881
(USD 65,539 )
NT$ 1,522,192
(USD
48,882 )
NT$ 2,977
(USD
96 )
NT$ -
NT$ 18,669
(USD
600 )
NT$ 9,259
NT$ 1,918,960
(USD
61,624 )
NT$ 1,996,283
(USD
64,107 )
NT$ 102,547
(USD
3,293)
(NT$ 146,705)
(USD
4,802)
NT$ 32,022
(USD 1,048)
(NT$ 11,948 )
(USD
391 )
(NT$ 71 )
(NT$ 11,948 )
(USD
391 )
(NT$ 12,431 )
(NT$ 145,413 )
(USD
4,760 )
(NT$ 140,822 )
(USD
4,610 )
(NT$ 4,896 )
(USD
160 )
(NT$ 146,705)
(USD
4,802)
NT$ 32,022
(USD 1,048)
(NT$ 1,092 )
(USD
36 )
NT$ -
(NT$ 6,847 )
(USD
224 )
(NT$ 12,431 )
(NT$ 145,413 )
(USD
4,760 )
(NT$ 140,822 )
(USD
4,610 )
(NT$ 4,896 )
(USD
160 )
Subsidiary
Subsidiary
Subsidiary
Joint Venture
(Note 5)
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

Note 1: Please refer to the table 6 for the information on investment in Mainland China.

Note 2: Using the exchange rate of 1 USD: 31.14 NTD as of June 30, 2023.

Note 3: Using the exchange rate of 1 USD: 30.71 NTD as of December 31, 2022.

Note 4: Using the average exchange rate of 1 USD: 30.55 NTD for the six months ended June 30, 2023.

Note 5: Vitrio Technology Corporation has been dissolved on April 18, 2023 ,and submitted liquidation tax return on June 8,2023.The liquidation will end in finishing the Court’s process.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 42 --

TABLE 6

FocalTech Systems Co., Ltd. and Subsidiaries INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE SIX MONTHS ENDED JUNE 30, 2023

(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
1,2023(Note 1)
Investment flows Investment flows Accumulated outflow of
investment from Taiwan as
of June 30, 2023
(Note 1)
Net income (loss) of
investee company
(Note 2)
Percentage of
ownership
Investment income
(loss) recognized
(Note 2)
Carrying amount
as of June 30, 2023
(Note 1)

Accumulated inward
remittance of earnings as
of June 30, 2023

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$ 62,280
(USD 2,000)
NT$ 289,602
(USD 9,300)
NT$ 1,152,185
(USD 37,000)
NT$ 129,288
(RMB 30,000)
(Note 3 and 4)
(Note 3)
(Note 4)
(Note 4)
NT$ 31,140
(USD 1,000)
NT$ 31,140
(USD 1,000)
-
-
$ -
-
-
-
$ -
-
-
-
NT$ 31,140
(USD 1,000)
NT$ 31,140
(USD 1,000)
-
-
NT$ 2,980
(USD 98)
NT$ 20,628
(USD 675)
(NT$ 160,022)
(USD 5,238)
(NT$ 20,289)
(USD 664)
100%
100%
100%
100%
NT$ 2,980
(USD 98)
NT$ 20,628
(USD 675)
(NT$ 160,022)
(USD 5,238)
(NT$ 20,289)
(USD 664)
NT$ 36,552
(USD 1,174)
NT$ 477,474
(USD 15,333)
NT$ 717,168
(USD 23,030)
NT$ 222,792
(USD 7,155)
$ -
-
-
-
-
-
-
-
Accumulated Investment in Mainland China as of
June 30,2023
Investment Amounts Authorized by
Investment Commission,MOEA
Upper Limit on Investment
$62,280
(USD2,000)
$1,882,946
(USD60,467)
$5,419,182

Note 1: Using the exchange rate of 1 USD: 31.14 NTD and 1 RMB :4.3096 NTD as of June 30, 2023. Note 2: Using the average exchange rate of 1 USD: 30.55 NTD and 1 RMB :4.4114 NTD for six months ended June 30, 2023. 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.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

-- 43 --