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FOCL Audit Report / Information 2022

Nov 14, 2022

52122_rns_2022-11-14_a81e67b5-8730-4151-a7ac-0c5b1f1de9e7.pdf

Audit Report / Information

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Stock Code: 2491

Fortune Oriental Company Limited Parent Company Only Financial Statements for the Years Ended December 31,2022 and 2021 and Independent Auditors’ Report

Address: No. 6, Lane 54, Zhongzheng Road, Xindian District, New Taipei City TEL: (02)8911-2000

  • 1 -

Table of Contents

Table of Contents
Item Page No. Note Index
1.Cover Page 1 -
2.Table of Contents 2 -
3.Independent Auditors’ Report 3~8 -
4.Parent Company Only Balance Sheets 9 -
5.Parent Company Only Statements of Comprehensive Income 10 -
6.Parent Company Only Statements of Changes in Equity 11 -
7.Parent Company Only Statements of Cash Flows 12~13 -
8.Notes to Parent Company Only Financial Statements
(1)Company History 14 1
(2)Date and Procedure for Approval of Financial Statements 14 2
(3)Application of New and Revised International Financial
ReportingStandards
14~15 3
(4)Summary of Significant Accounting Policies 15~26 4
(5)Critical Accounting Judgments, Assumptions and Key Sources
of Estimation Uncertainty
26~27 5
(6)Description of Significant Accounting Title 27~46 6~24
(7)Related Party Transactions 46~47 25
(8)Pledged(mortgage) Assets 47 26
(9)Significant Contingent Liabilities and Unrecognised Contract
Commitments
47~48 27
(10)Others 48 28
(11)Supplementary Disclosures
a.Information on significant transactions 48~49 29
b.Information on investees 49 29
c.Information on investments in mainland China 49 29
d.Information on Major Shareholders 49 29
(12)Segment Information 49 30
9.Tables 1 to 5 50~56
10.Statement of Major Accounting Subjects 57~72
  • 2 -

==> picture [66 x 30] intentionally omitted <==

Certified Public Accountants, Taipei, Taiwan 11F-l ,NO.299 Sec.4 Chung-Hsiao E.Rd.Taipei ,Taiwan ,R.O.C - - - - - - T E L :+ 8 8 6 2 2 7 8 1 2 5 5 9 F A X :+ 8 8 6 2 8 7 7 1 7 0 4 9

Independent Auditors’ Report

The Board of Directors and Shareholders

Fortune Oriental Company Limited

Opinions

We have audited the accompanying parent company only financial statements of Fortune Oriental Company Limited(the “Company”), which comprise the parent company only balance sheets as of December 31, 2022 and 2021, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2022 and 2021, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

  • 3 -

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2022. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter for the Company's parent company only financial statements for the year ended December 31, 2022 is stated as follows:

Litigation and contingent liabilities

Refer to Note 17 and 27 to the parent company only financial statements.

For major pending legal cases, does the Company's estimate sufficient litigation or settlement losses. Will affect the completeness of the parent company only financial statements to recognize related losses and liabilities, it also has an impact on the parent company only financial performance and condition. Therefore, the audit of litigation and contingent liabilities is identified as a key audit matter.

In response to the above-mentioned litigation and contingent liabilities, our major audit procedures executed are as follows:

  • 1.Evaluate the rationality of the Group's estimated litigation or settlement loss liability provisions.

  • 2.Review the board meeting minutes, major news announcements, and news reports during and after the audit period to search for any unaccounted for legal disputes, lawsuits, or settlement losses of the Company.

  • 3.Evaluate the claimed amounts in relevant lawsuit, and whether sufficient losses and liability provisions are accounted for.

  • 4.Obtain the lawyer's reply letter and opinion on the litigation case, and inquire about the Company's point of view to verify the development status of the litigation case, the completeness of the loss and provision of liabilities.

  • 5.Evaluate whether the Company 's liability provision and the disclosure about the litigation are

appropriate.

  • 4 -

Investments accounted for using the equity method-2nd-tier subsidiary's inventory-

evaluation of the land held for construction

The inventory- land held for construction and its superstructure of the 2nd-tier subsidiaryDajixiang International Construction Co., Ltd. at the end of 2022 accounted for 85% of the total assets of the 2nd-tier subsidiary, mainly for the market land, and the current planning combines the ownership of other real estate in the same area, jointly participate in the urban renewal business plan: transform the functional buildings into a market, a residence, or a combination of the two to increase the development value of real estate. However, the promotion of urban renewal business and the required legal procedures take a long time. Therefore, before the decision of the urban planning committee of the competent authority, The 2nd-tier subsidiary has uncertainty about the development value of the land held for construction, which affects the the Company's investment performance accounted for using the equity method. Refer to Note 8 to the financial statements of the 2nd-tier subsidiary, so the evaluation of the land held for construction is identified as a key audit matter.

In response to the above-mentioned evaluation of the land held for construction, our major audit procedures executed are as follows:

  • 1.Review the documents or reports on the implementation of the construction site urban renewal plan, and pay attention to the changes in the implementation progress, whether it is in line with the urban renewal project and content.

  • 2.Review the board meeting minutes of the urban renewal plan for the construction site, and examine whether the item approved by the board affects the development value of the construction site; and evaluate whether the impact of the directors' opinions holding other opinions affects the financial performance of the management authority.

  • 3.Examine and review the asset appraisal report of external experts on the balance sheet date to evaluate whether there is a risk of impairment on the land held for construction.

  • 4.Examine whether the note to the financial statements disclosure of the 2nd-tier subsidiary’s inventory- evaluation of the land held for construction is appropriate.

Responsibilities of Management and Those Charged with Governance for the Parent

Company Only Financial Statements

  • 5 -

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Company’s financial reporting process. Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

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

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

1.Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for

  • 6 -

our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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

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

  • 4.Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going

  • concern.

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

  • 6.Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

  • We communicate with those charged with governance regarding, among other matters, the

  • planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

  • We also provide those charged with governance with a statement that we have complied

  • 7 -

with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2022 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Huang, Shih Chia and Lee, Hui Chin.

==> picture [195 x 61] intentionally omitted <==

==> picture [203 x 60] intentionally omitted <==

G & F Certified Public Accountants Taipei, Taiwan Republic of China March 24,2023

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.

For the convenience ofreaders, the independent auditors'report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and theoriginal Chinese version or any difference in the interpretation of the two versions, the Chinese language independent auditors' report and consolidated financial statements shall prevail.

  • 8 -

Fortune Oriental Company Limited Parent Company Only Balance Sheets December 31, 2022 and 2021

Unit: NT $ thousands

Asset Notes December 31, 2022 December 31, 2022 December 31, 2021 December 31, 2021 Liabilities and equity Liabilities and equity Notes December 31, 2022 December 31, 2022 December 31, 2021 December 31, 2021
Code Item Amount % Amount % Code Item Amount % Amount %
1100
1110
1150
1170
1181
1200
130X
1410
11XX
1550
1600
1755
1780
1920
1960
15XX
Current assets
Cash and cash equivalents
Financial assets at fair value through
profit or loss-current
Notes receivable, net
Accounts receivable, net
Accounts receivable from related
parties
Other receivables
Inventories
Prepayments
Total current assets
Non-current assets
Investments accounted for using
equity method
Property, plant and equipment
Right-of-use assets
Intangible assets
Refundable deposits
Prepayments for investment
Total non-current assets
6
7
5, 8
5, 8
5, 25
9
10
11
12
13
14
$ 23,745
105,377
108
4,429
-
-
9,860
24
2
13
-
1
-
-
1
-
$ 17,952
238,614
218
6,752
22
60,583
986
44
1
19
-
1
-
5
-
-
2150
2162
2170
2200
2220
2230
2280
2399
21XX
2570
2670
25XX
2XXX
3110
3200
3300
3310
3320
3350
3400
3XXX
Current liabilities
Notes payable
Other notes payable to related parties
Accounts payable
Other payables
Other payables to related parties
Current income tax liabilities
Lease liabilities
Other current liabilities - others
Total current liabilities
Non-current liabilities
Deferred income tax liabilities
Lease liabilities
Other non-current liabilities

Total non-current liabilities

Total liabilities
Equity
Capital stock
Capital surplus
Retained earnings
Legal reserve
Special reserve
(Losses to be compensated)
unappropriated earnings
Total retained earnings
Other equity

Total equity
25
15
15, 25
20
13
20
13
5, 17
18
$ 71
3,523
4,696
10,881

13
-
972
20
-
1
1
1
-
-
-
-
$ 301
3,104
3,604
72,064
13
3,897
-
87
-
-
-
6
-
-
-
-
143,543 17 325,171 26 20,176 3 83,070 6
673,483
539
2,556
710
1,800
-
82
-
1
-
-
-
929,396
207
-
648
-
-
74
-
-
-
-
-
4
1,599
8,233
-
-
1
2
-
8,233
-
-
1
9,836 1 8,235 1
30,012 4 91,305 7
820,080
78,025
33,281
5
(
147,248 )
100
9
4
-
(18)

820,080
61,996
28,103
5

256,311
65
5
2
-
21
679,088 83 930,251 74
(
113,962 )
(14)
284,419
23
8,476 1 (
2,378 )
-
792,619 96 1,164,117 93
1XXX Total assets $ 822,631 100 $ 1,255,422 100 Total liabilities and equity $ 822,631 100 $ 1,255,422 100

The accompanying notes are an integral part of the parent company only financial statements (Please refer to independent auditors’ report of G & F Certified Public Accountants on March 24, 2023)

Chairman : Chen, Bi hua

Manager : Chen, Bi hua Head of Accounting : Lin, Zhi chong

Fortune Oriental Company Limited

Parent Company Only Statements of Comprehensive Income

For the Years Ended December 31, 2022 and 2021

Unit: NT $ thousands,except for earnings per share

Code Item Notes 2022 2022 2021 2021
Amount % Amount %
4000
5000
5900
6000
6100
6200
6450
6900
7000
7010
7020
7050
7070
7900
7950
8200
8310
8316
8360
836A
8300
8500
9750
9850
Operating revenue, net
Operating costs
Gross operating profit
Operating expenses
Selling and marketing expenses
Administrative expenses
Expected credit gains(losses)
Total operating expenses
Operating losses
Non-operating income and expenses
Other income
Other gains and losses
Finance costs
Share of (losses)profits of subsidiaries and
associates
Total non-operating income and expenses
Net (loss)income before tax
Income tax expenses
Net (loss)income
Other comprehensive income(loss)
Items that will not be reclassified to profit or loss:
Unrealized gains on investments in equity
instruments at fair value through other
comprehensive income on subsidiaries
Items that may be reclassified subsequently to
profit or loss:
Unrealized gains(losses) on investments in
debt instruments at fair value through other
comprehensive income on subsidiaries
Other comprehensive income(loss) for the year,
net of income tax
Total comprehensive (loss)income for the year
Earnings per share (NT$in dollars)
Basic (losses)earnings per share
Diluted(losses)earningsper share
22,25
19
19
11
20

18
18
$ 21,762
(
16,295)
100
(75)
$ 12,171
(
8,529)
100
(70)
5,467 25 3,642 30

(
5,972 )
(
17,247 )
422
(27)
(79)
1
(
2,677 )
(
17,493 )
(
307 )
(22)
(143)
(3)
(
22,797)
(105) (
20,477)
(168)
(
17,330)
(80) (
16,835)
(138)
26,112
(
116,131 )
(
33 )
(
277,977 )
120
(534)

-
(1,277)

2,884

981
-
68,433

24

8

-
562
(
368,029)
(1,691)
72,298
594
(
385,359 )
(
2) )
(1,771)

-
55,463
(
3,684 )
456
(30)
(
385,361 )
(1,771) 51,779 426
6,034
-

28
-
-
(
1,045 )

-

(9)
6,034 28 (
1,045 )

(9)
$(
379,327 )
(1,743) $ 50,734 417
$ (4.70)
$ (4.70)
$ 0.63
$0.63

The accompanying notes are an integral part of the parent company only financial statements

(Please refer to independent auditors’ report of G & F Certified Public Accountants on March 24, 2023) Chairman: Chen, Bi hua Manager: Chen, Bi hua Head of Accounting: Lin, Zhi chong

  • 10 -

Fortune Oriental Company Limited

Parent Company Only Statements of Changes in Equity

For the Years Ended December 31, 2022 and 2021

Unit: NT $ thousands

Item Capital
stock
Capital
surplus
Retained earnings Retained earnings Retained earnings Otherequity Total equity Total equity
Legal
reserve
Special
reserve

unappropriated
earnings
(Losses to be
compensated)

Unrealized (losses)gains on
financial assets at fair value
through other comprehensive
income on subsidiaries
Balance as of January 1, 2021
Appropriations of earnings
Legal reserve
Cash dividends to shareholders
Total
Net income
Other comprehensive loss
Total comprehensive income
Balance as of December 31, 2021
$ 820,080 $ 61,996 $ 15,799 $ 5 $ 249,639 $(
1,333 )
$ 1,146,186
-
-

-
-

12,304
-

-
-
(
12,304 )
(
32,803 )

-

-

(

-

32,803 )
- - 12,304
-
(
45,107 )

-
(
32,803 )
-
-

-
-

-
-

-
-

51,779
-

-
(
1,045 )

(

51,779

1,045 )
-
-

-

-

51,779
(
1,045 )
50,734
$ 820,080 $ 61,996 $ 28,103 $ 5 $ 256,311 $(
2,378 )
$ 1,164,117
Balance as of January 1, 2022
Appropriations of earnings
Legal reserve
Cash dividends to shareholders
Total
Net loss
Other comprehensive income
Total comprehensive loss
From share of changes in equities of
subsidiaries
Balance as of December 31, 2022
$ 820,080 $ 61,996 $ 28,103 $ 5 $ 256,311 $(
2,378 )
$ 1,164,117
-
-

-
-

5,178
-

-
-
(
5,178 )
(
8,200 )

-

-

(

-

8,200 )
- - 5,178
-
(
13,378 )

-
(
8,200 )
-
-

-
-

-
-

-
-
(
385,361 )
(
4,820 )

-

10,854
(

385,361 )

6,034
-
-

-

-
(
390,181)
10,854 ( 379,327 )
-
16,029

-

-

-

-
16,029
$ 820,080 $ 78,025 $ 33,281 $ 5 $ (
147,248 )
$
8,476
$
792,619

The accompanying notes are an integral part of the parent company only financial statements

(Please refer to independent auditors’ report of G & F Certified Public Accountants on March 24, 2023)

Chairman: Chen, Bi hua

Manager: Chen, Bi hua

Head of Accounting: Lin, Zhi chong

Fortune Oriental Company Limited

Parent Company Only Statements Of Cash Flows

For the Years Ended December 31, 2022 and 2021

Unit: NT $ thousands

Item 2022 2021
Amount Amount
Cash flows from operating activities
(Loss)income before tax
Adjustments for :
Adjustments to reconcile income(loss)
Depreciation expenses
Amortization expense
Expected credit (reversal)loss
Losses(gains) on disposal of financial assets at
fair value through profit or loss, net
Valuation losses on financial assets at fair value
through profit or loss
Interest income
Interest expense
Dividend income
Share of loss(profit) of subsidiaries and associates
Losses(gains) on foreign exchange, net
Changes in operating assets and liabilities :
Net changes in operating assets
Notes receivable
Accounts receivable
Accounts receivables from related parties
Other receivables
Inventories
Prepayments
Net changes in operating liabilities
Notes payable
Other notes payable to related parties
Accounts payable
Other pyables
Other payables to related parties
Other current liabilities
Other non-current liabilities
Cash outflow from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash inflow(outflow) from operating activities
Cash flows from investing activities
Acquisitions of :
$ (
385,359 )
487
150
(
422 )
96,092
20,777
(
51 )
33
(
26,362 )

277,977
52
110
2,728
22
60,583
(
8,874 )
20
(
229 )
418
1,079
(
60,562 )
-
(
67 )
-
$ 55,463
3
-
307
(
109,811 )
108,796
(
14 )
-
(
2,584 )
(
68,433 )
(
278 )
225
(
4,823 )
(
22 )
(
60,577 )
(
973 )
(
31 )
(
1,153 )
417
855
55,957
(
16 )
3
(
8,722 )
(
21,398 )
51
26,362
(
33 )
(
3,897 )
(
35,411 )
14
2,584
-
(
6,330 )
1,085 (
39,143 )

(Continued on the next page)

  • 12 -

(Continued from the previous page)

Fortune Oriental Company Limited and Subsidiaries

Parent Company Only Statements Of Cash Flows(continued)

For the Years Ended December 31, 2022 and 2021

Unit: NT $ thousands

Item 2022 2021
Amount Amount
Property, plant and equipment
Intangible assets
Financial assets at fair value through profit
or loss
Proceeds from disposal of :
Financial assets at fair value through profit
or loss
Refund from capital reduction related to
financial assets at fair value through profit
or loss
Refundable deposits paid
Net cash inflow from investing activities
Cash flows from financing activities
Payment of principal of lease liabilities
Cash dividends paid
Net cash outflow from financing activities
Effect of exchange rate changes on cash and cash
equivalents
Net increase(decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
(
512 )
(
729 )
(
53,236 )
66,010

3,594
(
1,800 )
(
106 )
(
131 )
(
1,042,824 )
1,095,947
-

-
13,327 52,886
(
397 )
(
8,200 )

-
(
32,803 )
(
8,597 )
(
32,803 )
(
22 )

282

5,793
17,952
(
18,778 )
36,730
$ 23,745 $ 17,952

The accompanying notes are an integral part of the parent company only financial statements

(Please refer to independent auditors’ report of G & F Certified Public Accountants on March 24, 2023)

Chairman: Chen, Bi hua Manager: Chen, Bi hua Head of Accounting: Lin, Zhi chong

  • 13 -

Fortune Oriental Company Limited

Notes to Parent Company Only Financial Statements

For the Years Ended December 31, 2022 and 2021 (Unit:NT $ thousands, unless specified otherwise)

1.Company History

Fortune Oriental Company Limited(hereinafter referred to as the “Company”) was incorporated on April 14, 1995. The main business is the agency of electronic components related products, the import and export trade of multimedia information products.

Shares of the Company were listed for trading on Taipei Exchange from February 21, 2000; the Company later received approval to list for trading on Taiwan Stock Exchange Corporation from September 19, 2001 onwards.

2.Date and Procedure for Approval of Financial Statements

The parent company only financial statements were approved by the board of directors on March 24, 2023.

3.Application of New and Revised International Financial Reporting Standards

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

The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC did not have a significant effect on the accounting policies of the Company.

  • (2)Amendments to the IFRSs issued by International Accounting Standards Board (IASB) and

endorsed by the FSC with effective date starting 2023

endorsed by the FSC with effective date starting 2023
Application of New/Amended/Revised
Standards and Interpretations
Amendments to IAS 1 Regarding “Disclosure of Accounting
Policies”
Amendments to IAS 8 Regarding “Definition of Accounting
Estimates”
Amendments to IAS 12 Regarding “Deferred Tax Related to
Assets and Liabilities Arising From a Single Transaction”
Effective Date Issued
by IASB(Note1)
January 1, 2023
January 1, 2023
January 1, 2023
  • 14 -

(3) The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC

Application of New/Amended/Revised
Standards and Interpretations
Amendments to IFRS 10 and IAS 28 Regarding the “Sale or
Contribution of Assets Between an Investor and Its Associate
or Joint Venture”
Amendments to IFRS 16 “Leases Liability in a Sale and
Leaseback”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17 “Insurance Contracts”
IFRS Amendments to 17 “Initial application of IFRS 17 and
IFRS 9 Compare Information”
Amendments to IAS 1 “Classification of Liabilities as
Current or Non-current”
Amendments to IAS 1 “Non-current Liabilities with
Covenants”
Effective Date Issued
by IASB (Note 1)
Undetermined
January 1, 2024(Note 2)
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2024
January 1, 2024

Note 1:Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

Note 2: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.

As of the date the accompanying parent company only financial statements were authorized for issue, the Company continues in evaluating the impact on its financial position and financial performance from the initial adoption of the aforementioned standards or interpretations and related applicable period. The related impact will be disclosed when the Company completes its evaluation.

4.Summary of Significant Accounting Policies

(1)Statement of compliance

The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

(2)Basis of preparation

a.Basis for measurement

The accompanying parent company only financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair values, as explained in the accounting policies below.

  • 15 -

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

b.Functional currency and presentation currency

The functional currency of the Company is the currency of the main economic environment in which it operates, and the functional currency of the company is NT $ .

(3)Foreign currencies

Foreign currency transactions are converted into the functional currency using exchange rate as at the trade day. Foreign currency-denominated assets and liabilities at the end of the period are converted into the functional currency using exchange rate applicable on that day. Exchange differences arising from settlement or translation of monetary accounts are recognized in profit or loss in the period occurred.

Foreign currency-denominated non-monetary items measured at fair value are converted using exchange rates as at the date of fair value. However, items that have fair value changes recognized in other comprehensive income shall also have exchange differences recognized in other comprehensive income.

Foreign currency-denominated non-monetary items measured at historical cost are converted using exchange rate as of the date of initial transaction. No further conversion is made.

(4)Classification of current and non-current assets and liabilities

Assets that meet one of the following criteria are classified as current assets:

a.Assets held primarily for the purpose of trading.

b.ssets that are expected to be realized within 12 months from the balance sheet date.

c.Cash or cash equivalents, excluding assets restricted from being exchanged or used to settle

a liability for at least 12 months after the balance sheet date.

The Company classifies assets not meeting the aforesaid criteria into non-current assets.

  • 16 -

Liabilities that meet one of the following criteria are classified as current liabilities:

a. Liabilities incurred primarily for the purpose of trading.

b.Liabilities that are expected to be settled within 12 months after the balance sheet date.

  • c. Liabilities with a repayment deadline that cannot be unconditionally deferred for at least 12 months after the balance sheet date.

The Company classifies liabilities not meeting the aforesaid criteria into non-current liabilities.

(5)Financial instruments

Financial assets and liabilities shall be recognized when the Company becomes a party to the contractual provisions of the instruments.

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

a. Financial assets

The classification of financial assets depends on the nature and purpose of the financial assets and is determined at the time of initial recognition. Regular way purchases or sales of financial assets are recognized and derecognized on a trade date or settlement date basis for which financial assets were classified in the same way, respectively. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

(a)Category of financial assets and measurement

Financial assets are classified into: financial assets at fair value through profit or loss, investments in debt instruments and equity instruments at fair value through other comprehensive income, and financial assets at amortized cost.

Financial assets at fair value through profit or loss

For certain financial assets which include debt instruments that do not meet the criteria of amortized cost or fair value through other comprehensive income, it is

  • 17 -

mandatorily required to measure them at fair value through profit or loss. Any gain or loss arising from remeasurement is recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest earned on the financial asset.

Investments in debt instruments at fair value through other comprehensive income

Debt instruments with contractual terms specifying that cash flows are solely payments of principal and interest on the principal amount outstanding, together with objective of collecting contractual cash flows and selling the financial assets, are measured at fair value through other comprehensive income.

Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment gains or losses on investments in debt instruments at fair value through other comprehensive income are recognized in profit or loss. Other changes in the carrying amount of these debt instruments are recognized in other comprehensive income and will be reclassified to profit or loss when these debt instruments are disposed. Investments in equity instruments at fair value through other comprehensive income

On initial recognition, the Company may irrevocably designate investments in equity investments that is not held for trading and not a consideration for business acquisition as at fair value through other comprehensive income.

Investments in equity instruments at fair value through other comprehensive incom are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity.

Dividends on these investments in equity instruments at fair value through other comprehensive incom are recognized in profit or loss when the Compny’s right to receive the dividends is established, unless the Compny’s rights clearly represent a recovery of part of the cost of the investment.

Financial assets at amortized cost

Cash and cash equivalents, debt instrument investments, notes and accounts receivable (including related parties), other receivables and refundable deposits are measured at amortized cost.

Debt instruments with contractual terms specifying that cash flows are solely payments of principal and interest on the principal amount outstanding, together with objective of holding financial assets in order to collect contractual cash flows, are

  • 18 -

measured at amortized cost.

Subsequent to initial recognition, financial assets are measured at amortized cost, which equals to carrying amount determined by the effective interest method less any impairment loss.

(b)Impairment on financial assets

At the end of the period, a loss allowance for expected credit loss is recognized for financial assets at amortized cost (including accounts receivable) and for investments in debt instruments that are measured at fair value through other comprehensive income.

All receivables have loss provisions recognized based on expected credit losses over their duration. For other financial assets, the Company first evaluates whether there is significant increase in credit risk since initial recognition. If there is no significant increase in credit risk, loss provisions are recognized based on 12-month expected credit loss; if there is significant increase in credit risk, loss provisions are recognized based on expected credit loss over the remaining duration.

Expected credit losses are determined as average credit loss weighed against the risk of default. 12-month expected credit losses represent the amount of credit losses that the financial instrument is likely to incur due to default event in the next 12 months, whereas expected credit losses for the remaining duration represent the amount of credit losses that the financial instrument is likely to incur due to all possible default events for the remaining duration.

For the purpose of internal credit risk management, a financial asset is deemed to have defaulted in any of the following circumstances, without considering the presence of collaterals:

  • ˙ There is internal or external information to indicate that the debtor is unable to settle outstanding debts.

˙ Debts are not settled past the credit term.

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

  • 19 -

assets.

(c)Derecognition of financial assets

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

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

b.Financial liabilities

  • (a)Recognition and measurement

Except for financial liabilities at fair value through profit or loss, which are measured at fair value, all other financial liabilities are measured at amortized cost using the effective interest method (including notes and accounts payable, other payables).

(b)Derecognition of financial liabilities

When a financial liability is derecognition, the difference between carrying value and the consideration paid (including any non-cash assets transferred or any additional liabilities borne) is recognized through profit or loss.

(6)Inventories

Inventories are stated at the lower of cost or net realizable value; the lower of cost or net realizable value is compared item-by-item, except items within the same category. Net realizable value refers to the estimated selling price less all estimated costs required for completion and all associated marketing expenses under normal circumstances. Inventories are calculated using the weighted average method.

  • (7)Investments accounted for using equity method

  • 20 -

Investments accounted for using the equity method include investments in subsidiaries refers to an entity under the control of the Company.

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share in the changes in the equity of subsidiaries. The parent company only financial statements, the current year profit and loss and other comprehensive profit and loss are the same as those in the consolidated financial statements, the equity attributable to shareholders of the parent is the same.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amount of the subsidiary and the fair value of the consideration paid or received is recognized directly in equity.

When the Company loses control over a subsidiary, the retained investment in such former subsidiary is remeasured, and the remeasurement is regarded as the fair value of a financial asset on initial recognition. Difference between fair value and carrying amount is recognized in profit or loss. For all amounts previously recognized in other comprehensive income related to said subsidiary, the accounting treatment is on the same basis as if the Company directly disposes of the relevant assets or liabilities.

Unrealised profits or losses on downstream transactions between the Company and its subsidiaries are eliminated to the extent of the Company’s interest in the subsidiaries. The profits or losses arising from the countercurrent and sidestream transactions between the Company and its subsidiaries are recognized in the parent company only financial statements to the extent that they are not related to the Company's interests in the subsidiaries.

(8)Property, plants and equipment

Property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment. Costs include any incremental costs that are directly attributable to the construction, acquisition of the item of property, plant and equipment or borrowing costs eligible for capitalization.

For any property, plant, or equipment that comprises several different components, each major component is treated as a separate property, plant, or equipment if it makes up a material

  • 21 -

part relative to total cost and if use of different depreciation rate or method is deemed more appropriate.

An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the assets. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.

Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the part replaced shall be derecognized. All other amount of repairs and maintenance are recognized as profit or loss during the financial period in which they are incurred.

Except for land which is not depreciated, other property, plant, and equipment are subsequently measured using the cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. If the components of property, plant and equipment are significant, they shall be separately depreciated. Please refer to Note 12 for the useful years of property, plant, and equipment.

Depreciation, useful years, and residual value are reviewed at the end of the period. Any changes will be treated as changes in accounting estimates.

(9)Leases

Leased assets are recognized as right-of-use assets and lease liabilities on the date when they are available for use by the Company.

a.The Company as lessee

The Company recognizes right-of-use assets and lease liabilities from the lease start date for each lease arrangement, except for exempted low-value and short-term leases where expenses are recognized on a straight-line basis over the lease tenor.

Right-of-use assets are measured at cost. The cost of right-of-use assets comprises the initial measurement of lease liabilities adjusted for lease payments and initial direct costs made at or before the commencement date, plus an estimate of costs needed to restore the underlying assets. Subsequent measurement is calculated as cost less accumulated

  • 22 -

depreciation and accumulated impairment loss and adjusted for changes in lease liabilities as a result of lease term modifications or other related factors. Right-of-use assets are presented separately in the parent company only balance sheets.

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

Lease liabilities are measured at the present value of the lease payments. Lease payments comprise fixed payments, variable lease payments which depend on an index or a rate and the exercise price of a purchase option if the Company is reasonably certain to exercise that option. The lease payments are discounted using the lessee’s incremental borrowing rates.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, a change in future lease payments resulting from a change in an index or a rate used to determine those payments, or a change in the assessment of an option to purchase an underlying asset, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use assets. If, however, the carrying value of right-of-use asset has already been reduced to zero, any subsequent remeasurements are recognized through profit or loss. Lease liabilities are presented on a separate line in the parent company only balance sheets.

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

(10)Intangible assets

a.Other intangible assets other than goodwill

Other separately acquired intangible assets with finite useful lives are measured at cost less accumulated amortization and accumulated impairment losses.

b.Amortization

Except for goodwill and intangible assets with undefined useful life, intangible assets are amortized using the straight-line method over the useful life from the time they reach the usable state. Amortizations are recognized in profit or loss.

The method and period of amortization are reviewed at the end of the period. Any

  • 23 -

changes will be treated as changes in accounting estimates.

(11)Impairment of non-financial assets

Other tangible and intangible assets and additional cost for contract establishment

The Company examines the carrying values of these assets for signs of impairment at the end of the period. If signs of impairment are discovered, the Company then estimates each asset’s recoverable amount to determine the amount of impairment to be recognized. If the recoverable amount can not be estimated for a particular asset, the Company will estimate recoverable amount for the entire cash-generating unit. Recoverable amount is the higher between fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate.

If recoverable amount of an asset or cash-generating unit falls below its carrying value, the carrying value of that particular asset or cash-generating unit is reduced to the recoverable amount with impairment losses recognized through profit or loss. When impairment losses are reversed on a later date, the carrying value of corresponding assets or cash-generating units is adjusted upwards to the estimated recoverable amount. However, the increased carrying value shall not exceed the carrying value of the asset or cash-generating unit before impairment losses were recognized. Reversals of impairment loss are recognized through profit or loss in the period occurred.

(12)Liability provisions

A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and an outflow of economic benefits is possibly required to settle the obligation.

Provisions are recognized to account for the risk and uncertainty of the Company’s obligations. It represents the best estimate of the cash outflows needed to settle obligations at the end of the period. Where liabilities reserve is estimated based on cash outflows at the time of settlement, its carrying value is calculated as the present value of future cash outflows. (13)Revenue recognition

The Company first identifies performance obligations in a contract it signs with customer, then allocates the transaction sum to various obligations, and recognizes revenue when each obligation is fulfilled.

a.Revenue from sale of merchandise

  • 24 -

The Company sells the electronic components and multimedia information products, and recognizes revenues and accounts receivable at the time products are shipped to customer’s designated location, as the customer then becomes entitled to set price and make use of such product while at the same time bears the main responsibility to resell and assumes obsolescence risks.

The credit period of the Company's sales of goods is 60~120 days. Most contracts are recognized as accounts receivable when the control of the goods is transferred and the right to receive consideration is unconditional. Such accounts receivable is usually short and not significant financial component. The Company also has part of the sale of goods transactions that first collects the consideration from the customer and assumes the obligation to transfer the goods in the future, so it is recognized as a contract liability.

The period during which the above-mentioned contract liabilities of the company are transferred to income usually does not exceed one year, and does not lead to the generation of major financial components, so it is measured at the original amount.

(14)Employee benefits

Liabilities associated with short-term employee benefits are measured at non-discounted amount of cash that the Company expects to pay in exchange for employees’ service.

Contributions to the defined contribution plan are recognized as expenses over the duration of employees’ service.

(15)Income tax

The tax expense for the period comprises current and deferred income taxes. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.

a.Current income tax

Current income tax includes amounts that are calculated based on the current year’s taxable income (or loss), plus any adjustment to income tax payable in previous years.

Income tax on unappropriated earnings is expensed in the year the shareholders approved the appropriation of earnings which is the year subsequent to the year the earnings are generated.

b.Deferred income tax

  • 25 -

Deferred income taxes are measured and recognized based on temporary differences between the carrying value and tax base of an asset or liability at the end of the period. Deferred income tax assets are recognized under the condition that the Company is very likely to generate taxable income in the future to offset deductible temporary differences.

Taxable temporary differences arising from subsidiaries investments are recognized as deferred income tax liabilities, except in cases where the Company is able to control the timing of which temporary differences are reversed, and that such temporary differences are highly likely to be kept from reversing in the foreseeable future. Deductible temporary differences relating to these investments are recognized as deferred income tax assets only to the extent that sufficient taxable income can be earned to realize the temporary differences, and that reversal is expected in the foreseeable future.

Deferred income tax is calculated using the tax rate that is expected to be effective at the time deferred income tax asset or liability is expected to be realized or repaid. In this financial report, the statutory tax rate or substantively enacted tax rate at the end of the period was used for calculation. Deferred income tax liabilities and assets represent tax impacts of the method by which the Company expects to recover or settle the carrying value of its assets and liabilities at the end of the period.

Unused tax losses and tax credits can be carried forward, added to deductible temporary differences, and recognized as deferred income tax assets to the extent that is likely to be offset against taxable income earned in the future. Deferred income tax assets are evaluated at the end of the period. Income tax benefits that are not very likely to be realized will be reduced down to the realizable amount.

5.Critical Accounting Judgments, Assumptions and Key Sources of Estimation Uncertainty

The management is required to make judgments, estimates, and assumptions when preparing the parent company only financial statements. These judgments, estimates, and assumptions may affect the types of accounting policies adopted and amounts of assets, liabilities, income, and expenses reported. The actual outcome may differ from initial estimates.

The management constantly reviews its estimates and assumptions. Impacts from changes in accounting estimates are recognized in the year the changes take place and in future years when impacts materialize.

  • 26 -

(1)Estimated impairment on receivables

The Company estimates impairment loss of receivables by measuring expected credit losses over the remaining duration. Credit loss is determined as the present value of differences between contractual cash flow (carrying value) and expected cash flow collection (after evaluating forward-looking information), but considering that the effect of discounting is insignificant for short-term receivables, credit loss is not measured using present value of differences. Significant impairment losses may arise if actual cash flow falls below expectation in the future.

(2) Liability provisions - lawsuit reserve

The Company evaluates occurrence and cost of lawsuits regularly based on historical experience. Lawsuit reserves are recognized when a lawsuit is very likely to give rise to current obligations and that the amount can be reasonably estimated. Please refer to Note 17.

6.Cash and Cash Equivalents

Cash and Cash Equivalents

Cash on hand

Deposits in banks
Total
December 31,
2022

$ 121
23,624
$ 23,745
December 31,
2021
$ 60

17,892
$ 17,952

7.Financial Assets at Fair Value Through Profit or Loss - Current


Financial assets mandatorily at fair
value through profit or loss :

Equity instrument-current

Beneficiary certificates

TWSE/TPEX listed stocks

Total
December 31,
2022





$ 22,122

83,255
$ 105,377
December 31,
2021


$ 21,228

217,386
$ 238,614

As of December 31, 2022 and 2021, none of the financial assets at fair value through profit or loss is pledged as collateral.

8.Notes and Accounts Receivable, Net

  • 27 -
Notes receivable - non-related parties

ccounts receivable - non-related parties
Less: Lossallowance

Net amount
Total
December 31,
2022
$ 108
421,447
(
417,018 )
4,429
$ 4,537
December 31,
2021
$ 218

424,192
(
417,440 )

6,752
$ 6,970

The average credit term granted on the sale of merchandise is 60-120 days. Accounts receivable do not calculate interest. The Company rates its main customers based on publicly available financial information and transaction history. The Company persistently monitors credit exposure and counterparties’ credit ratings, and controls counterparty exposure through credit limits that are reviewed and approved by the management.

The Company adopts the simplified approach of IFRS 9 and recognizes loss allowance on accounts receivable based on expected credit losses over the duration (after excluding special cases where 100% of losses have been provided). Expected credit losses for the duration of account are calculated using a provision matrix, which takes into consideration a customer’s default history and current financial position, the current state of industry and economy, GDP forecast, and industry outlook. Since previous credit loss records showed no significant difference in loss pattern across customer groups, the provision matrix did not distinguish between customer groups, but merely used different expected credit loss rates for the number days of the accounts receivable.

If there is evidence to suggest that the counterparty is undergoing severe financial crisis and the recoverable amount can not be reasonably estimated, the Company will directly offset loss allowance against accounts receivable. In which case, the Company will continue collection efforts on the receivables, and any amounts recovered will be recognized through profit or loss.

The amount of loss allowance calculated based on the provision matrix is presented below: (1)December 31, 2022

Total carrying value
Lossallowance
Amortized cost
Not past due
Past due
1-60 days
$ 179
(
32 )
$ 147
Past due
61-90 days
Past due
91-365 days
Past due
over 365 days
Total
$ 4,522
(
240 )
$ -

-
$ -

-
$ 416,746
(
416,746 )
$ 421,447
( 417,018 )
$ 4,282 $ - $ - $ - $ 4,429

(2)December 31, 2021

  • 28 -
Total carrying value
Lossallowance
Amortized cost
Not past due Overdue 1-
60 Days
Past due
61-90 days
Past due
91-365 days
Past due
over 365 days
Total
$ 7,206
(
563 )
$ 240
(
131 )
$ -

-
$ -

-
$ 416,746
(
416,746 )
$ 424,192
( 417,440 )
$ 6,643 $ 109 $ - $ - $ - $
6,752

Changes in loss allowance on accounts receivable are shown below:

Changes in lossallowanceon accounts re ceivable are shown below:
Balance, beginning of year
Loss allowance (reversal)
Balance, end of year
2022
$ 417,440
(
422 )
$ 417,018
2021
$ 417,132

308
$ 417,440

9.Other Receivables

Other Receivables
Securities settlement proceeds receivable
Others
Less: Loss allowance
Total
December 31,
2022
$ -
8
(
8 )
$ -
December 31,
2021
$ 60,583

8

(
8 )
$ 60,583

10.Inventories

Inventories
Merchandise December 31,
2022
$ 9,860
December 31,
2021
$ 986

As of December 31, 2022 and 2021, none of inventories is pledged as collateral.

11.Investments Accounted for Using Equity Method Investments in subsidiaries

December 31, 2022

Subsidiaries
Huaxun Venture Capital Co., Ltd.
INFOMEDIA INC.
INNOTEK PHOTOELECTRIC
TECHNOLOGY CORP.
Total
percentage
of ownership
99.97%

60.41%

27.81%

Carrying
amount
$ 14,015

639,198

20,270
$ 673,483
Investment
profit(loss)
$(
3,063 )
( 270,217 )
(
4,697 )
$( 277,977 )
  • 29 -
Subsidiaries
Huaxun Venture Capital Co., Ltd.
INFOMEDIA INC.
INNOTEK PHOTOELECTRIC
TECHNOLOGY CORP.
Total
December 31, 2021 December 31, 2021 December 31, 2021
percentage
of ownership
99.97%

49.48%

27.81%

Carrying
amount
$ 17,078

887,351

24,967
$ 929,396
Investment
profit(loss)
$ (
2,101 )
73,072
(
2,538 )
$ 68,433
  • (1)As of December 31, 2022 and 2021, none of investments accounted for using equity method are pledged as collateral.

(2)Subsidiary - INFOMEDIA INC. canceled the recovered shares in 2022. The base date of capital reduction was October 31, 2022. After the capital reduction, the Company's shareholding ratio was 60.41%.

(3)The financial statements of subsidiaries have been audited by CPA. for information on the Company's subsidiaries, please refer to the 2022 of the consolidated financial statements.

12.Property, Plant and Equipment


Cost of equipment
Balance at January 1, 2022
Additions
Balance at December 31, 2022
Accumulated depreciation and
cumulative impairment
Balance at January 1, 2022
Depreciation
Balance at December 31, 2022
Carrying amounts at
December 31, 2022
Cost of equipment
Balance at January 1, 2021
Additions
Balance at December 31, 2021
Accumulated depreciation and
cumulative impairment
Machinery Office
$
210
109
$
319

$
3
47
$
50
$
269
Office
Total
$
-
299
$
210
408
$
299
$
618

$
-
29

$
3
76
$
29
$
79
$
270
$
539
Machinery Total
$
-
-
$
-
210
$
-
210
$
-
$
210
$
210
  • 30 -

Balance at January 1, 2021
Depreciation
Balance at December 31, 2021
Carrying amounts at
December 31, 2021
Machinery Office Total
$
-
-
$
-
3
$
-
3
$
-
$
3
$
3
$
-
$
207
$
207

(1)Property, plant and equipment of the Company are depreciated on a straight-line basis over the number of useful years shown below:

Machinery equipment 5 Years Office equipment 5 Years

(2)The Company do not capitalize interest in 2022 and 2021.

(3)The Company's real estate, plant and equipment non-cash transaction investment activities are as follows:

are as follows:
Item
Additions to property, plant and equipment

Net change in other payables
Acquisition of real estate, plant and
equipment cash payments
2022 2021
$ 408
104
$ 210
(
104 )
$ 512 $ 106

(4)None of the above assets of the Company is pledged as collateral as at December 31, 2022 and 2021.

13.Lease Agreements

(1)Right-of-use assets

December 31, 2022 December 31, 2021

December 31, 2022 December 31, 2021
Carrying amounts of right-of-
use assets :

Transportation equipment

Addition of right-of-use
assets

Depreciation expense on
right-of-use assets :

Transportation equipment


$ 2,556
2022
$ 2,968


$ 411

$ -
2021
$ -

$ -

(2)Lease liabilities

  • 31 -

2022

Carrying amounts of the lease
liabilities:

Non-related parties
Current


$
972
Non-current

$
1,599

2021 : None

The monthly discount rate range for the lease liabilities is as follows:

Transportation equipment 2022
0.244%
2021
-

(3)Other lease information

Other lease information
Item
Lease expense for short-term

Lease expense for low-value leases
Total cash (outflow) from leases
2022
$ 40

-
$ 40
2021
$ 36

-
$ 36

14.Prepayments for Investment

Item
Gold Target Fund
December 31,
2022
$ -
December 31,
2021
$ -

On June 30, 2004, the Company prepaid US$ 77,750 thousand (equivalent to NT$ 2,624,833) of investment in exchange for 7,775 shares of Gold Target Fund. Price per share of the fund was US$ 10 thousand, and the investment represented a 15% ownership interest. Gold Target Fund had aimed to raise US$ 500,000 thousand of capital in this offering. This fund investment was entered into by former chairman - Mr. Lu, Hsueh-Ren under the authorization of the Company’s board of directors. According to the indictment drafted by prosecutor of Banqiao District Court Prosecutors Office on December 20, 2004, the investment arrangement had been the former chairman’s fraudulent attempt to conceal the use of capital and to obtain proof of capital. No court judgment had been yet determined as of the publication date of the parent company only financial statements, but the Company recognized impairment losses for the entire sum out of conservatism.

15.Other Payables

  • 32 -

Other payables to related parties

Other payables to non-related parties :
Salary payables
Accruals for technical cooperation
Securities settlement proceeds payable
Others
Subtotal
Total
December 31,
2022

$ 13
1,002
7,559
-
2,320
10,881
$ 10,894
December 31,
2021
$ 13

2,001

7,559

59,785

2,719

72,064
$ 72,077

16.Retirement Benefit Plans

The retirement policy that the Company has established in accordance with the “Labor Pension Act” introduces a defined contribution plan. According to the “Labor Pension Act”, the Company is required to make monthly pension fund contributions at an amount no less than 6% of employee’s monthly salary. The Company has established a set of employee retirement policy according to the “Labor Pension Act”, and makes monthly contributions to employees’ pension fund accounts held with the Bureau of Insurance at 6% of salary.

Pension expenses recognized for the defined contribution plan totaled NT$ 444 in 2022 and NT$ 307 in 2021.

17.Other Non-Current Liabilities

Other Non-Current Liabilities

Estimated litigation settlement losses
December 31,
2022

$ 8,233
December 31,
2021
$ 8,233

(1)In 2002 and 2003, the Company engaged Gemini Limited (an overseas underwriter) for the issuance of European convertible bonds (ECB). The underwriting income that Gemini Limited had earned on this transaction was subject to profit-seeking enterprises income tax of NT$ 7,286 under the Taiwan tax laws, and a lawsuit was raised to have the Company pay this sum according to contract terms. On August 17, 2011, Taiwan High Court issued a judgment that required the Company to pay Gemini Limited NT$ 6,933 plus NT$ 1,300 of interests accrued at the statutory rate for a total of NT$ 8,233, which were presented under

  • 33 -

the accounts “Other expense” and “Other non-current liabilities - others.” The Company raised an appeal to Supreme Court on September 13, 2011 , but was rejected on June 5, 2013. (2)On December 14, 2009, Conjunctive Points Properties I,L.P. filed a lawsuit with the Superior Court of California, County of Los Angeles, to claim against the Company for US$ 2,926 thousand in rent plus interest (for which the Company was informed in March 2010). This lawsuit had arisen because Mediacopy Texas, Inc., affiliated enterprise, did not pay rent for the offices leased from February 28, 2005 to December 31, 2007, and that the Company had served as lessee’s guarantor. The Superior Court of California, County of Los Angeles, later issued a judgment on May 23, 2012 that required the Company to pay US$ 2,899 thousand plus US$ 125 thousand of attorney fees for a sum of US$ 3,024 thousand.

On March 5, 2014, Formula Ten Corporation (referred to as Formula below) issued an attestation letter saying that Conjunctive Points Properties I,L.P. had transfered debt claims over to Formula, and therefore requested the Company to settle the amounts owed. On November 25, 2015, Formula reached an agreement with the Company to settle the amount at US$ 400 thousand; a sum of US $50 thousand was paid on November 26, 2015, whereas the remaining balance is payable over 24 monthly installments of US$ 14.58 thousand starting from December 29, 2015.

The Company received executive order from Taiwan Taipei District Court Civil Execution Department (referred to as Court Order below) in relation to the above on March 8, 2016, but due to the claimant - OXFORD INVESTMENTS LIMITED PARTNERSHIP (referred to as OXFORD below) having prohibited Formula from collecting debt and interest from the Company, another order was received from court on November 8, 2017 to withdraw the previous order. Instead, OXFORD later requested for Court Order on November 14, 2017 to seize properties to cover the US$ 306 thousand of debt owed to Formula including execution charges. The Company had since been settling the debt according to the new Court Order.

On December 3, 2020, the Company received a Court Order to issue a payment forwarding instruction as requested by claimant - OXFORD in the civil claim brief dated September 22, 2020, and later completed the payment on January 7, 2021.

As of December 31, 2022 and 2021, the balance of guaranteed liabilities in this case

  • 34 -

was NT$ 0.

18.Equity

(1)Capital stock

Capital stock
Authorized Capital

Issued capital
December 31,
2022

$ 10,000,000
$ 820,080
December 31,
2021
$ 10,000,000
$ 820,080

Changes in the number of issued common shares:

Balance as of December 31, 2022
Balance as of December 31, 2021
Capital surplus
Item
Additional paid-in capital

Discount on issued capital
Difference between the equity price of
subsidiary actually acquired or disposed
of and the caryying value
Changes in ownership equity of subsidiary
canceled and reclaimed shares
Total
Shares
(thousands)
82,008
82,008
December 31,
2022
$ 4,650
(
4,650 )
61,996
16,029
$ 78,025
Shares capital
$ 820,080
$ 820,080
December 31,
2021
$ 4,650
(
4,650 )
61,996
-
$ 61,996

(2)Capital surplus

According to the Company's Articles of Incorporation, additional paid-in capital (including common shares issued in excess of par value, corporate bond conversion premium, difference between the equity price of subsidiary actually acquired or disposed of and the caryying value, and treasury share transactions) may be distributed in cash or capitalized into capital stock when the Company is free of cumulative losses. However, capitalization of this surplus is capped at a certain percentage of the Company’s issued capital each year. Furthermore, changes of equity interest in subsidiaries, changes of equity interest in equityaccounted affiliated enterprises, and shareholders’ uncollected and expired dividends can be taken to offset losses but not for any other purpose.

(3)Retained earnings and dividend policy

  • 35 -

According to the Company's Articles of Incorporation, if there are earnings in the annual final accounts, the Company shall pay taxe first and compensate the accumulated losses; appropriate 10% of the balance for legal reserve, but this does not apply when the legal reserve has reached the amount of the Company's total capital. Subsequently, the Company shall make an appropriation for or reverse the special reserve in accordance with the law. Then, if there are still earnings, together with the undistributed earnings accumulated from the beginning of the same period, the board of directors shall put forth an earnings distribution proposal for the resolution by the shareholders' meeting before distribution. Please refer to Note 30(2) - Employee benefit and profit-sharing policy for rules concerning employee and director remuneration stated in the Company's Articles of Incorporation.

The Company’s dividend policy has been established to accommodate current and future development plans after taking into consideration the investment environment, capital requirement, domestic/foreign competition, and shareholders’ interests. No less than 5% of distributable earnings shall be paid as dividend each year, but the Company may decide to withhold earnings if the amount of cumulative distributable earnings is less than the issued capital. Dividends can be paid in cash or in shares, with cash dividends amounting to no less than 10% of total dividends.

The above earnings appropriation proposals shall be raised for resolution and acknowledgment during the annual general meeting held in the following year.

According to The Company Act, companies are required to make legal reserve at 10% of after-tax profit until the balance of legal reserve equals paid-up capital. The Company may distribute legal reserve in cash or in shares in the absence of cumulative losses, subject to resolution in a shareholders meeting; however, only the amount of legal reserve that exceeds 25% of paid-up capital is distributable.

Earnings appropriation proposals for 2021 and 2020 were passed during the annual shareholders meeting held on June 17, 2022 and August 27, 2021, respectively. Details of the earnings appropriation proposals were as follows:

Earnings appropriation

Legal reserve
2021
$ 5,178
2020
$ 12,304
  • 36 -

From the distributable earnings concluded for 2021 and 2020, the Company distributed NT$ 8,200 and NT$ 32,803 to shareholders, which represented cash dividends of NT$ 0.1(in dollars) and NT$ 0.4(in dollars) per share, respectively.

(4)Other equity

Item
January 1

Losses on disposal of debt instruments measured at
fair value through other comprehensive income
on subsidiaries were transferred to retained
earnings
Unrealized gains(losses) on valuation of financial
assets at fair value through other comprehensive
income on subsidiaries
December 31
2022
$ (
2,378 )
4,820
6,034
$ 8,476
2021
$ (
1,333 )
-
(
1,045 )
$ (
2,378 )

Other equity, as mentioned above, include changes in other equity of the Company and subsidiaries that had recognized proportionally based on ownership percentage.

19.Non-Operating Income and Expenses

(1)Other Income

Other Income
Interest income

Other income - others
Total
2022
$ 51
26,061
$ 26,112
2021
$ 14

2,870
$ 2,884

(2)Other gains and losses

Other gains and losses
(Losses)gains on disposal of financial assets at fair
value through profit or loss

Valuation losses on financial assets at fair value
through profit or loss

Net gains(losses) on currency exchange
Other losses

Total
2022
$ (
96,092 )
(
20,777 )
782
(
44 )
$ (
116,131 )
2021
$ 109,811
(
108,796 )
(
12 )
(
22 )
$ 981

20.Income Tax Expenses

(1)Income tax recognized in profit or loss

  • 37 -
Current income tax expenses

Deferred income tax expenses :
Occurrence(reversal) of temporary
differences
Income tax expenses
2022
$ -
2
$ 2
2021
$ 3,897
(
213 )
$ 3,684

Reconciliation of income tax expenses and profit or loss before tax:

Item
Net (loss)income before tax
Income tax expense at the statutory
rate

Tax effect of adjusting items
Occurrence(reversal) of temporary
differences
Losses carried forward

A surtax on undistributed earnings
Income tax expenses recognized in
profit or loss
2022
$ (
385,359 )
$ (
77,072 )
77,788
7
(
721 )
-
$ 2
2021
$ 55,463
$ 11,093
(
10,354 )
(
5 )
(
947 )
3,897
$ 3,684

(2)Income tax expenses recognized in other comprehensive income

The Company recognized NT$ 0 of income tax expenses in other comprehensive income in 2022 and 2021.

  • (3)Deferred income tax liabilities

Below are changes in deferred income tax liabilities:

2022
Deferred income tax liabilities
Temporary differences :
Unrealized gains on
exchange
2021
Deferred income tax liabilities
Temporary differences :
Unrealized gains on
exchange
January 1 Recognized
in profit
or loss
December 31
$ 2 $ 2 $ 4
January 1 Recognized
in profit
or loss
December 31
$ 215 $ ( 213) $ 2
  • 38 -

(4)Summary of unused losses carried forward :

Year occurred
2013
2014
2015
2016
2017
2018
2019
Total

Amount
of loss
$ 152,742
112,573
27,123
5,078
41,718
5,714
15,487
$ 360,435
Final year
deductible

2023

2024

2025

2026

2027

2028

2029

(5)Items not recognized as deferred income tax assets

As of December 31, 2022 and 2021, the aggregate deductible temporary differences for which no deferred income tax assets had been recognized amounted to NT$ 2,350,027 and NT$ 2,353,545, respectively.

(6)Income tax declarations

Income tax declarations were approved until 2020 by the Tax Bureau for the Company as at December 31, 2022.

21.Earnings Per Share

Earnings Per Share
Basic and diluted losses per share:
Net loss available to common
shareholders of the parent

Basic and diluted earnings per share:
Net income available to common
shareholders of the parent
2022
Net loss Number of Shares
(Denominator)
(thousand shares)
Losses
per share
(in dollars)
$ ( 385,361 )
82,008
$ (
4.70 )
2021
Net income Number of Shares
(Denominator)
(thousand shares)
Earnings
per share
(in dollars)

$ 51,779
82,008 $ 0.63

22.Employee benefit, depreciation and amortization expenses

(1)Depreciation and amortization expenses

  • 39 -
Property, plant, and equipment
Intangible assets
Right-of-use asset
Total
Summary of depreciation and
amortization expenses by function :
Operating expenses
(2)Employee benefit expenses
Post-employment benefits (Note 16) :
Defined contribution plan
Other employee benefits
Total employee benefit expenses
Summary of other employee benefit
expenses by function :
Operating expenses
2022
$ 76
150
411
$ 637
$ 637
2022
$ 444
13,051
$ 13,495
$ 13,495
2021
$ 3

-

-
$ 3
$ 3
2021
$ 307

9,779
$ 10,086
$ 10,086

a.The Company employed the average of 20 employees in 2022 and 16 employees in 2021;

the number of directors without concurrent role as employee was 6 in both years.

b.Information on employees’ and directors’ remuneration

The amount of profit after accumulated losses compensated but before tax and employee or director remuneration is subject to the following distributions at the percentages stated in the Articles of Incorporation:

Remuneration:
Employees

Directors
2022
No lower than 1%
No higher than 3%
2021
No lower than 1%
No higher than 3%

The Company’s net loss in 2022, so employees’ and directors’ remuneration are not estimated, the amounts of employee and director remuneration estimated using the above percentages for 2021 was later resolved during the board of directors meeting held on March 25, 2022, and a final decision was made to allocate 1% for employee remuneration and 1% for director remuneration.

  • 40 -

Details are as follows:

Employees’ remuneration
Directors’ remuneration
Total employee benefit expenses
2022
$ -
-
$ -
2021
$ 566

566
$ 1,132

If the amount changes after annual parent company only financial statements are approved and announced to the public, the difference will be treated as a change of accounting estimate and recognized as a gain or loss in the following year.

Please visit “Market Observation Post System” for more information regarding employee/director remuneration resolved during the Company’s board of director meetings for 2022 and 2021.

23.Capital Management

The Company exercises capital management to ensure business continuity and to maintain capital structure at the optimal level that maximizes shareholders’ value. The Company has maintained the same strategy from the previous year; its capital structure comprises equity attributable to owners of parent company (including capital stock, capital surplus, retained earnings, and other equity). The Company conducts regular reviews to determine whether the Company’s capital structure is appropriate; these reviews address the costs and risks associated with various types of capital. As per suggestion of the management, the Company currently adopts a centralized capital allocation approach for enhanced capital management.

24.Financial Instruments

(1)Fair value information

a.Financial assets and liabilities not measured at fair value

In the management’s opinion, all financial assets and liabilities that are not measured at fair value have been presented on the parent company only balance sheets at carrying values that resemble their fair values. Liquid financial instruments (including cash and cash equivalents, receivables, and payables) mature within one year and therefor have carrying values that closely resemble their fair values. Non-liquid financial instruments (including

  • 41 -

refundable and guarantee deposits) have carrying values that closely resemble their fair values due to the insignificant effect of discounting, or because that the floating rate is reflective of the market condition and credit rating of the Company.

b.Fair value measurement for balance sheet

According to IAS, the Company may classify financial instruments by the types of input used for fair value measurement into the following three categories:

  • Level 1:Financial instruments that are openly quoted in an active market, and have fair values measured using market value as of the parent company only balance sheets date.

  • Level 2:Financial instruments that do not have level 1 class, and have fair values measured using data that is directly observable (price) or indirectly observable (inferred from price).

  • Level 3:Financial instruments that do not belong to either of the above two, and have fair values measured using non-observable market data. The chart below explains how fair value of financial instrument is measured after initial recognition; the measurement method is distinguished between levels 1-3 class based on availability of observable data.

  • c.Valuation techniques and assumptions used in the measurement of fair value of financial assets and financial liabilities are determined in the following manner:

  • (a)Financial assets and financial liabilities that involve standardized terms and conditions and are traded in open markets shall have fair values determined using market quotation. If no indicative market value is available, fair value shall be estimated using the valuation approach. Estimates and assumptions used in the Company’s valuation approach are consistent with the estimates and assumptions adopted by other market participants when pricing the underlying financial instruments.

  • (b)Derivative instruments that are openly quoted in an active market shall have fair value determined at the openly quoted price. If no market price is available for reference, nonoption derivatives shall have fair value determined based on discounted cash flows using yield curve that matches the duration of the derivative, whereas option derivatives shall have fair value determined using an option pricing model. Estimates and assumptions

  • 42 -

used in the Company’s valuation approach are consistent with the estimates and assumptions adopted by other market participants when pricing the underlying financial instruments.

  • (c) Where valuation involves the use of level 3 class fair value, the Company assigns its Finance Department to validate fair value of each financial instrument using independently sourced data so that the outcome of valuation is closely relevant to market conditions. The Finance Department ensures that data is sourced from independent and reliable sources, and is consistent compared to other sources of data while being representative of the true price. All valuation models are calibrated, back-tested and updated regularly; adjustments are made to the required inputs, data, and fair value as deemed necessary to ensure that the outcome of valuation is reasonable.
Financial assets at fair value
through profit or loss :

TWSE/TPEX listed stocks
Beneficiary certificates

Total

Financial assets amortized at
cost

Financial liabilities amortized
at cost

Financial assets at fair value
through profit or loss :

TWSE/TPEX listed stocks
Beneficiary certificates

Total

Financial assets amortized at
Cost

Financial liabilities amortized
at cost
December 31, 2022
Level 1

$ 83,255

22,122
$ 105,377
$ -
$ -
Level 2 Level 3
$ -

-
$ -
$ 30,082
$ 19,184
31, 2021
Total
$ -

-
$ 83,255

22,122
$ - $ 105,377
$ - $ 30,082
$ - $ 19,184
December
Level 1

$ 217,386

21,228
$ 238,614
$ -
$ -
Level 2 Level 3
$ -

-
$ -
$ 85,527
$ 79,086
Total
$ -

-
$ 217,386

21,228
$ - $ 238,614
$ - $ 85,527
$ - $ 79,086

There was no transfer between Level 1 and Level 2 fair value measurements in

2022 and 2021.

  • 43 -

(2)Categories of financial instrument

Categories of financial instrument

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

Financial assets amortized at cost (current and
non-current) (Note 1)
Total

Financial liabilities
Financial liabilities amortized at cost (current
and non-current) (Note 2)
December
31, 2022
$ 105,377
30,082
$ 135,459
$ 19,184
December
31, 2021
$ 238,614

85,527
$ 324,141
$ 79,086

Note 1:Includes cash and cash equivalents, receivables (including related parties) and refundable deposits.

Note2: Includes payables (including related parties).

(3)Purpose and policy of financial risk management

The Company places particular emphasis on the control of financial risks, and conducts timely and effective tracking and management of market risk, credit risk, and liquidity risk to ensure that the Company has access to adequate and low-cost working capital and is able to minimize the adverse impacts that market uncertainty has on the Company.

All of the Company’s main financial activities are reviewed by the board of directors according to internal policies and control systems. The Finance Department observes areas of responsibility and financial risk management procedures when executing financial plans, whereas internal auditor review internal compliance with rules and exposure limits on a regular basis. Furthermore, the Company does not engage in any speculative trading of financial instruments (including financial derivatives). a.Market risk

(a) Exchange rate risk

Some of the Company’s business activities involve the use of non-functional currencies, the main functional currency is NT $ . Because the impact of exchange rate fluctuations is minimal, no significant exchange rate risk is expected to occur. Sensitivity analysis

The Company is mostly susceptible to changes in the US $ exchange rate; the effects are explained below.

  • 44 -

The following table is a sensitivity analysis showing the effect when NT $ (the functional currency) strengthens/weakens against US $ by 5% The sensitivity analysis indicates the amount of increase in profit before tax if NT $ was to weaken against US $ by 5% at the end of the period; if NT $ was to strengthen against US $ by 5%, the effect on profit before tax would be a negative figure of the same amount or opposite effect at loss. The sensitivity analysis covers cash and cash equivalents, accounts receivable, and accounts payable.

accounts payable.
Gain/Loss Effects of exchange
rate variation(US$)
2022
$ 126
2021
$ 239

(b)Interest Rate Risk

Interest rate risk refers to risk of fair value change and cash flow change to a financial instrument following a change of market interest rate.

The carrying value of financial assets and liabilities susceptible to interest rate risks as at the parent company only balance sheet date is presented below:


Risk of cash flow changes due
to interest rate :
Financial assets
December 31,
2022

$ 23,624
December 31,
2021
$ 17,892

Sensitivity analysis

Sensitivity analysis on interest rate risk is conducted by calculating cash flow changes using floating interest rate as at the end of the period, while assuming a 10-basis point increase in a given year. The effect on profit and loss is explained below:

Effect of interest rate variation

Gain/Loss
2022
$ 24
2021
$ 18

b.Credit risk

Credit risk refers to the risk of financial loss the Company may incur due to its customers being unable to fulfill contractual obligations. Credit risk mainly arises from customers’ accounts receivable. The Company transacts with reputable counterparties and monitors credit exposures as well as counterparties’ credit rating persistently. There was no

  • 45 -

significant concentration of transactions in any single customer or transaction counterparty.

25.Related Party Transactions

  • (1)Name of related party and relationship

Relationship with Name of related party the Company INFOMEDIA INC. Subsidiary INNOTEK PHOTOELECTRIC Subsidiary TECHNOLOGY CORP. Chairman and director Key management Sun Deco Investment Ltd. Other related party

  • (2)Significant transactions with related parties

a.Sales

a.Sales
Subsidiary
b.Operating expenses
Rental expenses
Other related party
Postage fees
Subsidiary
Other expenses
Subsidiary
2022
$ 72
2022
$ 36
$ 75
$ 11
2021
$ 21
2021
$ 36
$ 75
$ 5

The Company leases offices from other related party. The content of the lease is determined by agreement between the two parties. The rent is paid on a monthly basis in accordance with the lease. The relevant rental expenses are listed as operating expenses.

c.Assets and liabilities transactions

Accounts receivable
Subsidiary

Other nores payable
Key management

Other payables
Subsidiary
2022
$ -
$ 3,523
$ 13
2021
$ 22
$ 3,104
$ 13
  • 46 -

d.Endorsement/guarantee: Please refer to table 1 for details on related party endorsement and guarantee.

(3)Compensation of key management personnel

Sum of compensation to directors and other members of executive management:

Short-term employee benefits 2022
$ 3,558
2021
$ 4,659

26.Pledged(Mortgage) Assets: N/A.

27.Significant Contingent Liabilities and Unrecognised Contract Commitments

(1)Regarding the violation of the Securities Exchange Law by the former person in charge of the Company, Mr. Hsieh, Han-Chin, etc., the Supreme Court’s 2021 Taishang No. 5982 judgment was confirmed on the case, which aims to reveal the Supreme Court’s decision to uphold the original judgment: " Mr. Hsieh, Han-Chin was a director duty of care as a good manager should not have followed the sales structure arranged by Mr. Luo, Fu-Chu for disposing of the factory in this case. As a result, the Company could only collect NT$ 480,000 for the transaction price, instead of the NT$ 550,000 that should be paid for the actual sale to Hengtong Company. So that Mr. Luo, Fu-Chu obtained the NT$ 70,000 that should have belonged to the Company. It was fully recognized that the price difference of NT$ 70,000 obtained by Mr. Luo, Fu-Chu has indeed caused significant damage to the Company, and it was an unprofitable and unconventional transaction." The Company had filed a lawsuit for civil damages against the above-mentioned parties involved in the above-mentioned damages, requesting to pay the Company NT$ 70,000 and related statutory interest jointly and severally, so as to protect the rights and interests of the Company and shareholders.

Regarding the above transaction, the Company received a notice from the civil court of the Taipei District Court in Taiwan in early April 2012, and the Investors Protection Center filed a lawsuit against the former person in charge of the Company, the Company, the directors and the supervisors to compensate investors for damages. The requested amount was NT$ 83,304 and the interest calculated at 5% per annum until the date of repayment. In this case, the Company had signed a settlement agreement with the Investors Protection Center on February 14, 2014 to reach a settlement, and the Investors Protection Center had

  • 47 -

withdrawn the lawsuit with the Taipei District Court in Taiwan on March 21, 2014. The Company had completed the settlement agreement.

The case was rejected by the Taiwan Taipei District Court on April 12, 2016, and the application for false execution was rejected. The Investors Protection Center appealed to the Taiwan High Court on May 3, 2016, and the appeal amount was reduced to NT$ 72,031, the Taiwan High Court ruled on May 31, 2017 to reject the appeal, and the Investors Protection Center appealed to the Supreme Court on June 23, 2017, and the Supreme Court pronounced on January 31, 2019: the original judgment was abolished , sent back to the Taiwan High Court; on December 7, 2021, the Taiwan High Court still rejected the appeal of the Investors Protection Center, and the Investors Protection Center appealed to the Supreme Court, and the Supreme Court on March 9, 2023 "2022, Taishang No. 1045" ruled to reject the appeal of the Investors Protection Center, and the case was finalized.

(2)Please refer to Note 17(2) for details of guarantee liabilities pertaining to the lawsuit that Conjunctive Points Properties I,L.P. filed with the Superior Court of California, County of Los Angeles, on December 14, 2009 to claim against the Company for US$ 2,926 thousand in rent plus interest.

  • (3)On January 10, 2007, the Company received correspondence from KOREA EXCHANG BANK, a lender for New Star Digital, which was an investee of Global Solutions Holdings Ltd., with the intention to claim against the Company’s US$ 10,000 thousand guarantee to New Star Digital. The Company had not received legal documents pertaining to this claim as of December 31, 2022, and was therefore temporarily free of responsibilities to pay.

  • (4)As of December 31, 2022 and 2021, the Company had offered NT$ 785,734 and NT$ 737,357 of financial guarantee, respectively, to external parties. Refer to Table 1 for details.

28.Others

The Company has no major donation expenditures in 2022 and 2021.

29.Supplementary Disclosures

  • (1)Information on significant transactions:

  • a.Loans to others: N/A.

  • b.Endorsements/guarantees provided to others. (Table 1)

  • 48 -

  • c.Marketable securities held at the end of the period. (excluding investment subsidiaries and affiliated companies) (Table 2)

  • d.Marketable securities acquired or sold amounting to at least NT$ 300 million or 20% of the paid-in capital. (Table 3)

  • e. Acquisition of real estate amounting to at least NT$ 300 million or 20% of the paid-in capital: N/A.

  • f.Disposal of real estate amounting to at least NT$ 300 Million or 20% of the paid-in capital:

  • N/A.

  • g.Total purchases from or sales to related parties amounting to at least NT$ 100 million or 20% of the paid-in capital: N/A.

  • h.Receivables from related parties amounting to at Least NT$ 100 million or 20% of the paidin capital: N/A.

  • i.Trading in derivative instruments: N/A.

  • (2)Information on investees. (Table 4)

  • (3)Information on investments in mainland China: N/A.

  • (4)Information on major shareholders:names of shareholders with more than 5% ownership

  • interest, the number and percentage of shares held. (Table 5)

30.Segment Information

Please refer to the consolidated financial statement in 2022 for details.

  • 49 -

Table 1

Endorsements/guarantees provided to others:

Unit: NT $ thousands

Unit: NT $thousands
No.
(Note 1)

Endorser
/guarantor
Party being endorsed/guaranteed Limit on
endorsements/
guarantees
provided for a
single party
(Note 3)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31,
2022
(Note 4)
Outstanding
endorsement/
guarantee
amount at
December 31,
2022
(Note 5)

Actual
amount
drawn
down
Amount of
endorsements/
guarantees
secured with
collateral

Ratio of
accumulated
endorsements/
guarantees
amount to net
asset value
of the
Endoreser/guara
ntor company
Ceiling on tatal
amount of
endorsements/
guarantees
provided
(Note 3)
Provision of
Endorsements/
guarantees by
parent
company to
subsidiary
Provision of
Endorsements/
guarantees by
subsidiary to
parent
company

Provision of
Endorsements/
guarantees to
the party in
Mainland
China
Company name Relationship
(Note 2)
0 The Company New Star Digital Inc. 1 7,116,282
(Note 8)
785,734 785,734 785,734 - 99.37% 11,860,470
(8)
No No No
  • Note 1: The serial number column is explained below:

  • (1) The Company is ' 0 '.

  • (2) The subsidiaries are numbered in order 1 starting from ' 1 '.

  • Note 2: Relationship between the endorser/guarantor and the party being endoresd/guaranteed is classified into the following 7 catagories; fill in the number of category each case belongs to: (1) Having business relationship.

  • (2) The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (3) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.

  • (4) The endorser/guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed/guaranteed company.

  • (5) Mutual guarantee of the trade made by the endorsed / guaranteed company or joint contractor as required under the construction contract.

  • (6) Due to joint venture, all shareholders provide endorsements / guarantees to the endorsed / guaranteed company in proportion to its ownership.

  • (7) Joint guarantee of the performance guarantee for pre-sold home sales contract as required under the Consumer Protection Act.

  • Note 3: Specify the Company’s single-party and overall endorsement/guarantee limits as mentioned in the external party endorsement/guarantee procedures. Explain in the remarks field how the singleparty and overall endorsement/guarantee limits are calculated.

  • Note 4: Represents the highest balance of endorsements/guarantees made to external parties during the year.

  • Note 5: Represents board-approved amount. If the Chairman has been authorized by the board of directors to make decisions according to Subparagraph 8, Article 12 of Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies, the column shall represent Chairman-approved amount.

  • Note 6: Represents the actual amount utilized by the guaranteed/endorsed within the endorsement/guarantee limit.

  • Note 7: Specify “Y” only for: endorsement/guarantee from a TWSE/TPEX listed parent to a subsidiary, endorsement/guarantee from a subsidiary to a TWSE/TPEX listed parent, or endorsement/guarantee to the Mainland area.

  • Note 8: The Company established its own set of “Endorsement and Guarantee Policy” with board of directors’ approval on April 25, 2013, which was later approved through shareholders’ resolution during the meeting held on June 11, 2013. According to the policy, the sum of endorsements/guarantees to external parties shall not exceed 1,500% of the Company’s net assets, as shown in the latest financial statements, whereas endorsements/guarantees to any single external party is capped at 900% of the Company’s net assets, as shown in the latest financial statements.

  • Note 9: The Company had granted NT$ 785,734 of endorsements/guarantees to external parties as of December 31, 2022.

Table 2

Marketable securities held at the end of the period:

Unit: NT $ thousands/shares

Unit: NT$tho Unit: NT$tho Unit: NT$tho Unit: NT$tho usands/sh
Securities held by Marketable securities(Note 1) Relationship with
the securities issuer
(Note 2)


General ledger account
Ending balance Remarks
(Note 4)
No. of
shares
Carrying
value
(Note 3)
Ownership
(%)
Fair value
The Company Fuh Hwa Guardian Fund None Financial assets at fair value through profit or loss-current 1,150,655
22,122

-

22,122
The Company Shares of HU LANE ASSOCIATE INC. None Financial assets at fair value through profit or loss-current 100,000
14,450

0.1%

14,450
The Company Shares of EVERGREEN MARINE
CORPORATION (TAIWAN) LTD.
None Financial assets at fair value through profit or loss-current 239,600
39,055

0.01%

39,055
The Company Shares of KINIK COMPANY None Financial assets at fair value through profit or loss-current 100,000
10,550

0.07%

10,550
The Company Shares of Unimicron Technology Corp. None Financial assets at fair value through profit or loss-current 160,000
19,200

0.01%

19,200
Huaxun Venture
Capital Co., Ltd
Shares of Aetas Technology Incorporated None Financial assets at fair value through other comprehensive
income-noncurrent
468,750
-

1.23%

-
(Note 5)

Huaxun Venture
Capital Co., Ltd
Shares of Integrated Memory Incorporated None Financial assets at fair value through other comprehensive
income-noncurrent
100,000
-

1.15%

-
(Note 5)

Huaxun Venture
Capital Co., Ltd
Shares of BroadRiver Commuatuons Inc. None Financial assets at fair value through other comprehensive
income-noncurrent
142,045
-

1.4%

-
(Note 5)

INFOMEDIA
INC.
Shares of United Microelectronics Corporation None Financial assets at fair value through profit or loss-current 3,709,000
150,956

0.03%

150,956
INFOMEDIA
INC.
Shares of EVERGREEN MARINE
CORPORATION (TAIWAN) LTD.
None Financial assets at fair value through profit or loss-current 650,000
105,950

0.03%

105,950
INFOMEDIA
INC.
Shares of Yageo Corporation None Financial assets at fair value through profit or loss-current 246,736
111,278

0.06%

111,278

(Continued next page)

(Continued from previous page)

Securities held by Marketable securities(Note 1) Relationship with
the securities issuer
(Note 2)


General ledger account
Ending balance Remarks
(Note 4)
No. of
shares
Carrying
value
(Note 3)
Ownership
(%)

Fair value
INFOMEDIA
INC.
Shares of Wan Hai Lines Ltd. None Financial assets at fair value through profit or loss-current 400,000
32,040

0.01%

32,040
INFOMEDIA
INC.
Shares of Federal Corporation None Financial assets at fair value through profit or loss-current 70,000
1,400

0.01%

1,400
INFOMEDIA
INC.
Shares of Nan Ya PCB Corporation None Financial assets at fair value through profit or loss-current 280,000
63,560

0.04%

63,560
INFOMEDIA
INC.
Shares of Taiwan Semiconductor Co., Ltd. None Financial assets at fair value through profit or loss-current 300,000
22,260

0.11%

22,260
INFOMEDIA
INC.
Shares of Unimicron Technology Corp. None Financial assets at fair value through profit or loss-current 250,000
30,000

0.02%

30,000
INFOMEDIA
INC.
Shares of PAN-INTERNATIONAL
INDUSTRIAL CORP.
None Financial assets at fair value through profit or loss-current 1,500,000
55,950

0.29%

55,950
INFOMEDIA
INC.
Shares of GENIUS ELECTRONIC OPTICAL
CO., LTD.
None Financial assets at fair value through profit or loss-current 20,000
6,710

0.02%

6,710
INFOMEDIA
INC.
Shares of HU LANE ASSOCIATE INC. None Financial assets at fair value through profit or loss-current 50,000
7,225

0.05%

7,225
INFOMEDIA
INC.
Shares of KINIK COMPANY None Financial assets at fair value through profit or loss-current 200,000
21,100

0.14%

21,100
INFOMEDIA
INC.
Shares of Pharma Essentia Corp. None Financial assets at fair value through other comprehensive
income-noncurrent
100,000
38,160

0.03%

38,160
(Note 6)
INFOMEDIA
INC.
Xin-Chuan-Gan Capital Limited Partnership
Private Equity Fund
- Financial assets at fair value through other comprehensive
income-noncurrent
-
7,500

-

7,500

(Continued next page)

(Continued from previous page)

Dajixiang
International
Construction Co., Ltd

KGI Taiwan Premium Selection High
Dividend 30 ETF
None Financial assets at fair value through profit or loss-current 400,000
6,072

-

6,072

Note 1: Securities mentioned in this table shall refer to shares, bonds, beneficiary certificates, and any securities derived from the above, as specified in IAS 39 “Financial Instruments.” Note 2: Not required if the securities issuer is a non-related party.

Note 3: For items that are measured at fair value, the amount of fair value after adjustment and net of cumulative impairment is shown in the carrying value column; for items that are not measured at fair value, the amount of original acquisition cost or cost after amortization net of cumulative impairment is shown in the carrying value column.

Note 4: All securities that have been placed as collateral, borrowed against, or are subject to restrictions under agreed terms shall have details such as the quantity pledged, the amount charged, and restrictions explained in the remarks column.

Note 5: Financial statements are no longer available.

Note 6: INFOMEDIAINC. acquired 100,000 shares of privately placed common shares of Pharma Essentia Corp. in May 2022. Except for the transfer in accordance with Article 43-8 of the Securities Exchange Law, this shareholding cannot be freely transferred within 3 years of acquisition, and its rights and obligations. The same as the publicly issued common stock, at the end of the period, the valuation adjustment is calculated based on the closing price on December 31, 2022 after deducting the liquidity discount.

Table 3

Marketable securities acquired or sold amounting to at least NT$ 300 million or 20% of the paid-in capital:

Unit: NT $ thousands/thousand shares (unless specified otherwise)

Trading
company
Type and name of
securities (Note 1)
General ledger account Counterparty
(Note 2)
Relationship
(Note 2)
Beginning
Balance
Beginning
Balance
Acquired (Note 3) Acquired (Note 3) Sold Sold End of Period
Number of
shares
(thousands)
Amount
3,709 150,956
650 105,950
400
32,040
Remarks
Number of
shares
(thousands)
Amount
Number of
shares
(thousands)
Amount
Number of
shares
(thousands)
Amount Book
cost
(Losses)
Gains on
Disposal
Number of
shares
(thousands)
INFOMEDIA
INC.

INFOMEDIA
INC.

INFOMEDIA
INC.
United
Microelectronics
Corporation
EVERGREEN
MARINE
CORPORATION
(TAIWAN) LTD.
Wan Hai Lines
Co.,Ltd.
Financial assets at fair
value through profit or
loss-current
Financial assets at fair
value through profit or
loss-current
Financial assets at fair
value through profit or
loss-current
-
-
-

-

-

-

1,014

4,204

2,000

65,910
599,070
397,000

3,095

600

600
164,235

91,500

95,850

400
2,954
2,455

15,680
396,056
271,011

20,235
314,820
446,440

(4,555)

81,236
(175,429)
3,709
650
400
-
(Note 4)
(Note 4)

Note 1: Securities mentioned in this table shall refer to shares, bonds, beneficiary certificates, and any securities derived from the above. Note 2: The two columns are mandatory for marketable securities that are accounted using the equity method, whereas the remainder can be left blank. Note 3: Securities cumulative acquired or sold are calculated separately at market price to determine whether they exceed NT$ 300 million in value or 20% of paid-up capital.

Note 4: End of period balance includes refund from capital reduction, stock dividend from earnings, and valuation adjustments for the current period.

Table 4

Information on investees:

Unit: NT $ thousands/thousand shares

Investor Name of Investee Location Principal
business
Initial investment
amoun
Initial investment
amoun
Shares held as at
December 31,2022
Shares held as at
December 31,2022
Shares held as at
December 31,2022
Ownership (%)
multiplied with
investee’s net
assets as at
December 31,
2022
Net
income(loss)
of investee
in 2022
Investment
income(loss)
recognized by
the Company
in 2022
Remarks
Balance
as at
December
31, 2022
Balance
as at
December
31, 2021
No. of
shares
Ownership
(%)

Carrying
Value
The Company Huaxun Venture
Capital Co., Ltd.
Taiwan General
investment
159,952
159,952

15,995

99.97%

14,015

14,015

(3,064)

(3,063)
The Company INFOMEDIA
INC.
Taiwan General
investment
1,305,458
1,305,458

90,644

60.41%

639,198

639,198

(526,328)

(270,217)
The Company INNOTEK
PHOTOELECTRIC
TECHNOLOGY
CORP.
Taiwan Lighting
equipment
49,500
49,500

4,950

27.81%

20,270

20,270

(17,092)

(4,697)
INFOMEDIA
INC.
Dajixiang International
Construction Co., Ltd.

Taiwan
Real estate
devlopment
334,061
334,061

50,350

100%

377,734

377,734

17,030

17,030
INFOMEDIA
INC.
INNOTEK
PHOTOELECTRIC
TECHNOLOGY
CORP.
Taiwan Lighting
equipment
65,000
65,000

6,500

36.52%

26,518

26,518

(17,092)

(6,241)
Huaxun Venture
Capital Co., Ltd.
INNOTEK
PHOTOELECTRIC
TECHNOLOGY
CORP.
Taiwan Lighting
equipment
30,000
30,000

3,000

16.85%

12,239

12,239

(17,092)

(2,881)

Note 1: If the public company has set up a foreign holding entity and prepared consolidated financial statements on the holding entity according to local regulations, information on foreign investees can be disclosed to the level of the foreign holding entity and no further breakdown is needed.

Note 2: Companies that do not meet the condition described in Note 1 shall complete the form according to the following rules:

  • (1) For columns including “Name of investee,” “Location,” “Principal business,” “Initial investment amoun,” and “Shares held as at December 31, 2022,” list down investees that are held by the Company (public company) first, followed by those held by directly controlled investees and indirectly controlled investees. Specify in the remarks column the relationship between each investee and the Company (public company) (such as a subsidiary or 2nd-tier subsidiary).

  • (2) ” Specify the amount of profit or loss made by each investee in the current period.

  • (3) ” Specify only the amount of profit or loss that the Company (public company) has recognized from directly held subsidiaries and equity-accounted investees. No disclosure is needed on indirectly held investees. When disclosing “current gains/losses recognized on directly held subsidiaries,” make sure that the gains/losses already include investment gains/losses that they are required to recognize on their investments.

Table 5

Information on major shareholders

Table 5
Information on major shareholders
Name of Major Shareholder Number of shares
held (thousands)
Ownership
percentage (%)
GUANG-SHENInvestment Co.,Ltd. 15,410 18.79
Li,Guo-Long 14,634 17.84
Chen,Bi -hua 6,071 7.40
Luo,Guang-Wei 5,890 7.18
Bank SinoPac is entrusted to keep the investment account of SinoPac Securities (Asia) Co., Ltd., a
client of SinoPac(Asia) Nominees Co., Ltd.
4,237 5.16

Explanation: If information of this table is obtained from Taiwan Depository & Clearing Corporation, the following explanations can be added to the footnote section of this table:

  • (1) Information on major shareholders, as presented in this table, was taken from records of Taiwan Depository & Clearing Corporation as at the final business day of each quarter, and included parties holding book-entry common and preferred shares (including treasury stock) for an aggregate ownership of 5% and above. Share capital reported in the Company’s financial statements may differ from the number of shares delivered via book entry due to different basis of preparation/calculation.

  • (2) Shareholders who placed shares under trust are disclosed in trustors’ sub-accounts held with various trustees. Shareholders with more than 10% ownership interest are subject to insider equity reporting, according to the Securities and Exchange Act. Insider equity includes shares held in own name and any shares placed under trust that the insider has control over. Please access Market Observation Post System for reports on insider equity.

Statement of Major Accounting Subjects

Item
Statements of assets, liabilities and equity
Cash and cash equivalents statement
Financial assets at fair value through profit or loss statement
-current
Notes receivable statement
Accounts receivable statement
Other receivables statement
Inventories statement
Investments accounted for using equity method statement
Property, plant and equipment statement
Statement of accumulated depreciation and impairment
changes of property, plant and equipment
Right-of-use assets statement
Notes payable statement
Accounts payable statement
Other payables statement
Lease liabilities statement
Other non-current liabilities statement
Statements of profit and loss
Operating revenue statement
Operating costs statement
Selling and marketing expenses statement
Administrative expenses statement
Other income statement
Other gains and losses statement
Functional summary of employee benefits, depreciation and
amortization expenses incurred in the current period
Number/Index
1
Note 7
2
3
Note 9
4
5
Note 12
Note 12
6
7
8
Note 15
9
Note 17
10
11
12
13
Note 19
Note 19
Note 2214
  • 57 -

Fortune Oriental Company Limited

Cash and cash equivalents

December 31, 2022

Statement 1 Unit: NT$ thousands

Statement 1 December 31, 2022
Unit: NT$ thousands
Items Summary Amount
Cash on hand
Deposits in banks:
Demand deposit
Total
120
23,625
23,745
  • 58 -

Fortune Oriental Company Limited

Notes receivable

December 31, 2022

Statement 2 Unit: NT$ thousands

Statement 2 Unit: NT$ thousands
Customer name Summary Amount Remark
Non-related parties:
A
B
C
D
Subtotal
Less: Loss allowance
Net amount
Occurrence of business nature



84
16
5
3
108
-
108
  • 59 -

Fortune Oriental Company Limited

Accounts receivable

December 31, 2022

Statement 3 Unit: NT$ thousands

Statement 3 Unit: NT$ thousands
Customer name Summary Amount Remark
Non-related parties:
a
b
c
d
e
f
g
Others
Subtotal
Less: Loss allowance
Net amount
Allowance for bad debts has
been fully provided.





82,678
66,761
57,592
52,890
43,198
35,813
22,625
59,890
The balance of each
customer did not
exceed 5% of the
balance of this
account.
421,447
(
417,018)
4,429
  • 60 -

Fortune Oriental Company Limited

Inventories

December 31, 2022

Statement 4 Unit: NT$ thousands

Statement 4 December 31, 2022
December 31, 2022
Unit: NT$ thousands
Items Amount Remark
Costs Net realizable
value
Merchandise 9,860 10,027
  • 61 -

Fortune Oriental Company Limited

Changes in investments accounted for using the equity method

For the Year Ended December 31, 2022

Statement 5 Unit: NT$ thousands

Name of Investee January 1 January 1 Retrospective
adjustment
Increase in this
period
Increase in this
period
Decrease in this
period
Decrease in this
period
Adjustments for
valuations
(Note 1, 3)

December 31

December 31

December 31
Market value or
net assets value
Market value or
net assets value
Collateral
Number of
shares
(thousands)
Amount Number of
shares
(thousands)
Amount Number of
shares
(thousands)
Amount Number of
shares
(thousands)
% Amount Unit price
(Note 2)
Total
amount
Huaxun Venture
Capital Co., Ltd.
15,995
17,078

-

-

-

-

-

(3,063)

15,995
99.97%
14,015

0.88

14,015

N/A
- 62 -
INFOMEDIA
INC.
90,644
887,351

-

-

-

-

-

(254,187)

90,644
60.41% 639,198
7.05

639,198

N/A
INNOTEK
PHOTOELECTRIC
TECHNOLOGY CORP.
4,950
24,967

-

-

-

-

-

(4,697)

4,950
27.81%
20,270

4.09

20,270

N/A
Total 929,396
-

-

-

-

-

(261,947)
673,483
673,483

Note 1:Adjustments for valuation using the equity method include the share of recognized profit or loss of subsidiaries and associates and other comprehensive gain or loss, and the recognized changes in equity of subsidiaries and associates.

Note 2: Net assets value per share of the invested company.

Note 3: Total adjusted amount for valuationt using equity method is NT$ (261,947) and other equity adjustments NT$ 6,034 have been deducted.

Fortune Oriental Company Limited

Right-of-use assets

December 31, 2022

Statement 6 Unit: NT$ thousands

December 31, 2022
Statement 6
Unit: NT$ thousands
Item Transportation equipment
Cost
Balance at January 1, 2022
Additions
Disposal and Scrapping
Balance at December 31, 2022
Accumulated depreciation
Balance at January 1, 2022
Depreciation
Disposal and Scrapping
Balance at December 31, 2022
Net balance at December 31, 2022
$
-
2,968
-
$
2,968
$
-
412
-
$
412
$
2,556
  • 63 -

Fortune Oriental Company Limited

Notes payable

December 31, 2022

Statement 7 Unit: NT$ thousands

Statement 7 Unit: NT$ thousands
Customer name Summary Amount Remark
Non-related parties:
Notes payable
E
Business nature 71
Related parties:
Other notes payable
to related parties
Key management
Non-business nature 3,523
  • 64 -

Fortune Oriental Company Limited Accounts payable

December 31, 2022

Statement 8 Unit: NT$ thousands

Statement 8 Unit: NT$ thousands
Customer name Summary Amount Remark
Non-related parties:
Accounts payable
h
i
Others
Total
Business nature

3,105
1,322
269
The balance of each
supplier did not
exceed 5% of the
balance of this
account.
4,696
  • 65 -

Fortune Oriental Company Limited

Lease liabilities

December 31, 2022

Statement 9 Unit: NT$ thousands

Item Summary Rental period Monthly
discount
rate (%)
Ending balance
Lease liabilities:
Transportation equipment
Less: Within 1 year
Lease liabilities - non-current
Official use 3 years 0.244 2,571
(
972 )
1,599
  • 66 -

Fortune Oriental Company Limited

Operating revenue

For the year ended December 31, 2022

Statement 10 Unit: NT$ thousands

Items Sales volume Amount Remark
Sales of multimedia information
products, etc.
Electronic products
Less: Sales returns and allowances
Operating revenue,net
375,786(pieces)
8,286,672(Note)
-

4,303

17,459

-
21,762

Note: The equivalent number of chips.

  • 67 -

Fortune Oriental Company Limited

Operating costs

For the year ended December 31, 2022

Statement 11 Unit: NT$ thousands

Items Summary Amount Remark
Merchandise, beginning of period
Add: Purchase of merchandise
Less: Merchandise, end of period
Less: Transfer of operating expenses
Cost of merchandise sold
Allowance for valuation loss
Total
79,391
25,233
(
89,594)
(
64)
14,966
1,329
16,295
  • 68 -

Fortune Oriental Company Limited

Selling and marketing expenses

For the year ended December 31, 2022

Statement 12 Unit: NT$ thousands

Items Summary Amount Remark
Salaries
Travel expenses
Insurance
Entertainment fee
Service fee
Pension
Others
Total
3,824
310
371
192
607
174
494
The balance of each
item did not exceed
2% of the balance of
this account.
5,972
  • 69 -

Fortune Oriental Company Limited

Administrative expenses

For the year ended December 31, 2022

Statement 13 Unit: NT$ thousands

Items Summary Amount Remark
Salaries
Travel expenses
Insurance
Entertainment fee
Depreciation
Service fee
Miscellaneous
Others
Total
7,889
467
758
1,245
428
1,740
3,031
1,689
The balance of each
item did not exceed
2% of the balance of
this account.
17,247
  • 70 -

Fortune Oriental Company Limited

Functional summary of employee benefits, depreciation and

amortization expenses incurred in the current period

For the year ended December 31, 2022

Statement 14 Unit: NT$ thousands

Nature
Function
2022 2021
Operatingcosts Operatingexpenses Total Operatingcosts Operatingexpenses Total
Employee Benefit Expenses
Salaries $ - $ 10,873 $ 10,873 $ - $ 8,437 $ 8,437
Labor health insurance - 995 995 - 647 647
Pension - 444 444 - 307 307
Director's remuneration - 840 840 - 480 480
Others - 343
343

-
215 215
Depreciation - 487 487 - 3 3
Amortization - 150 150 - - -

Note 1: The average number of employees in 2022 and 2021 is 20 and 16 respectively, of which the number of directors who are not concurrently employees is 6.

Note 2: The average employee welfare expenses in 2022 and 2021 are NT$ 904 and NT$ 961 respectively, and the average employee salary expenses are NT$ 777 and NT$ 844 respectively, the average staff salary adjustment change is (7.94)%.

Note 3: An audit committee is set up, so there is no remuneration for supervisors.

Note 4: Salary policy

(1)The remuneration of directors is reviewed and approved by the remuneration committee, and directors are paid a fixed salary on a monthly

basis. If there is a profit in the year, no more than 3% may be appropriated as director remuneration by resolution of the board of directors. If there are still accumulated losses, the compensation amount should be reserved in advance. The distribution of remuneration for directors shall be submitted to the Remuneration Committee for deliberation, then to the Board of Directors for resolution, and to the report of the Shareholders' Meeting. If the director is also an employee, the remuneration shall be paid in accordance with the following (2) and (3).

  • (2)The appointment, dismissal and remuneration of managers are handled in accordance with company regulations. The standard of remuneration is determined by the company in accordance with the relevant regulations of performance appraisal, depending on individual performance and contribution to the company's overall operation, and in consideration of the market peer level. After being submitted to the remuneration committee for deliberation, it is submitted to the board of directors for resolution.

  • (3)The employee remuneration policy is based on personal ability, contribution to the company, and performance, which are positively correlated with business performance; and the company has already controlled future risks, so the remuneration policy has a low correlation with future risks. The overall salary and remuneration package mainly includes basic salary, bonus and employee remuneration, benefits, etc. As for the standard of remuneration payment, the basic salary is reviewed according to the market conditions of the positions held by employees; bonuses and employee remuneration are paid in conjunction with the achievement of employees, department goals or company operating performance; the design of benefits is based on the premise of compliance with laws and regulations, and taking into account the needs of employees, to design employee-shareable welfare measures.