AI assistant
FSP — Interim / Quarterly Report 2025
May 6, 2026
52606_rns_2026-05-06_2f050592-1163-404f-9f2d-1f2713c32db2.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
6670
FUSHENG PRECISION CO., LTD.
AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
WITH INDEPENDENT AUDITORS' REPORT
FOR THE SIX-MONTH PERIODS ENDED
JUNE 30, 2025 AND 2024
Address: 3F., No. 172, Sec. 2, Nanjing E. Rd., Zhongshan Dist., Taipei City, Taiwan (R.O.C.)
Telephone: 886-2-2507-2211
The reader is advised that these consolidated financial statements have been prepared originally in Chinese. In the event of a conflict between these financial statements and the original Chinese version or difference in interpretation between the two versions, the Chinese language financial statements shall prevail.
1
EV安永
Building a better working world
安永聯合會計師事務所
11012 台北市基隆路一段 333 號 9 樓
9F, No. 333, Sec. 1, Keelung Road
Taipei City, Taiwan, R.O.C.
電話 Tel: 886 2 2757 8888
傳真 Fax: 886 2 2757 6050
www.ey.com/tw
English Translation of Review Report Originally Issued in Chinese
Independent Auditors' Review Report
To Fusheng Precision Co., Ltd.
Introduction
We have reviewed the accompanying consolidated balance sheets of Fusheng Precision Co., Ltd. (the "Company") and its subsidiaries as of June 30, 2025 and 2024, and the related consolidated statements of comprehensive income, for the three-month and six-month periods ended June 30, 2025 and 2024 and consolidated statement of changes in equity and cash flows for six-month periods ended June 30, 2025 and 2024, and notes to the consolidated financial statements, including the summary of significant accounting policies (together "the consolidated financial statements"). Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, "Interim Financial Reporting" as endorsed and became effective by Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope of Review
We conducted our reviews in accordance with the Standard on Review Engagements 2410, "Review of Financial Information Performed by the Independent Auditor of the Entity" of the Republic of China. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the Standards on Auditing of the Republic of China and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
EV安永
Building a better working world
安永聯合會計師事務所
11012 台北市基隆路一段 333 號 9 樓
9F, No. 333, Sec. 1, Keelung Road
Taipei City, Taiwan, R.O.C.
電話 Tel: 886 2 2757 8888
傳真 Fax: 886 2 2757 6050
www.ey.com/tw
Conclusion
Based on our reviews, and review reports of the other independent auditors (please refer to the Other Matters paragraph below) nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Company and its subsidiaries as of June 30, 2025 and 2024, and their consolidated financial performance for the three-month and six-month periods ended June 30, 2025 and 2024, and their consolidated cash flows for the six-month periods ended June 30, 2025 and 2024, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, "Interim Financial Reporting" as endorsed and became effective by Financial Supervisory Commission of the Republic of China.
Emphasis of Matter
As described in Note 6(28) of the consolidated financial statements, Fusheng Precision Co., Ltd. and its subsidiaries acquired Proxene Tools Co., Ltd. and its subsidiaries on April 9, 2025, the acquisition date, and measured the identifiable assets acquired and liabilities assumed at their fair value as of that date. However, as of the date of approval for the issuance of these consolidated financial statements, the valuation procedures for the identifiable assets acquired and liabilities assumed by Fusheng Precision Co., Ltd. and its subsidiaries are still ongoing. Therefore, according to International Financial Reporting Standard No. 3 "Business Combinations," paragraph 45 and B67(a), if the initial accounting treatment of a business combination is not complete before the end of the reporting period in which the combination occurs, the acquirer shall report the provisional amounts for the incomplete accounting items in its financial statements. Thus, in the consolidated financial statements of Fusheng Precision Co., Ltd. and its subsidiaries as of June 30, 2025, the amounts of identifiable assets acquired, liabilities assumed, and non-controlling interests of the acquiree due to the business combination are recognized at provisional amounts, which may be adjusted upon the issuance of the formal valuation report. The accountant did not revise the review conclusion as a result.
EY安永
Building a better working world
安永聯合會計師事務所
11012 台北市基隆路一段 333 號 9 樓
9F, No. 333, Sec. 1, Keelung Road
Taipei City, Taiwan, R.O.C.
電話 Tel: 886 2 2757 8888
傳真 Fax: 886 2 2757 6050
www.ey.com/tw
Other Matter
The financial statements of certain subsidiaries included in the consolidated financial statements of Fusheng Precision Co., Ltd. and its subsidiaries have not been reviewed by the accountant but were reviewed by other accountants. Therefore, the conclusion of this accountant's review of the aforementioned consolidated financial statements regarding the amounts presented in those financial statements is based on the review reports of other accountants. As of June 30, 2025, the total assets of certain subsidiaries amounted to $1,579,637 thousand, accounting for 5.96% of the consolidated total assets. The net operating revenue for both the three-month and six-month periods ended June 30, 2025 amounted to $198,518 thousand, accounting for 3.02% and 1.32% of the consolidated net operating revenue, respectively.
Chang, Chiao-Ying
Huang, Zi-Ping
Ernst & Young, Taiwan
August 14, 2025
Notice to Readers
The accompanying consolidated financial statements are intended only to present the financial position, results of operations 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 review such consolidated financial statements are those generally accepted and applied in the Republic of China.
Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or the Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
4
English Translation of Consolidated Financial Statement Originally Issued in Chinese
FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
June 30, 2025, December 31, 2024 and June 30, 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | Notes | As of | ||
|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 | |||
| (After retrospective) | June 30, 2024 | |||
| Current assets | ||||
| Cash and cash equivalents | 6 | $8,384,409 | $7,397,574 | $7,277,313 |
| Current financial assets at fair value | ||||
| through profit or loss | 6 | 174,251 | 170,870 | 168,204 |
| Current financial assets at amortised cost | 6, 8 | 116,164 | 15,000 | 73,410 |
| Notes receivable, net | 6 | 21,150 | 16,515 | 9,185 |
| Accounts receivable, net | 6, 7 | 3,977,551 | 5,361,161 | 3,834,491 |
| Other receivables | 666,664 | 651,873 | 343,106 | |
| Current tax assets | 7,962 | 7,707 | 31,512 | |
| Inventories, net | 6 | 2,916,794 | 4,077,040 | 2,834,711 |
| Prepayments | 300,477 | 219,806 | 200,141 | |
| Other current assets | 3,261 | 1,416 | 2,328 | |
| Total current assets | 16,568,683 | 17,918,962 | 14,774,401 | |
| Non-current assets | ||||
| Non-current financial assets at fair value | ||||
| through profit or loss | 6 | 85,959 | 62,817 | 55,222 |
| Non-current financial assets at amortised cost | 6 | 584 | 4,533 | 519 |
| Property, plant and equipment | 6, 8 | 6,884,312 | 5,802,878 | 5,100,673 |
| Right-of-use assets | 6, 7 | 729,620 | 767,762 | 548,122 |
| Investment property, net | 6 | 24,746 | - | 9,488 |
| Intangible assets | 6 | 1,810,951 | 1,099,545 | 634,691 |
| Deferred tax assets | 61,470 | 75,616 | 56,884 | |
| Prepayments for business facilities | 47,791 | 65,329 | 94,547 | |
| Guarantee deposits paid | 7 | 77,356 | 85,220 | 142,917 |
| Other non-current assets, others | 228,732 | 280,864 | 295,051 | |
| Total non-current assets | 9,951,521 | 8,244,564 | 6,938,114 | |
| Total assets | $26,520,204 | $26,163,526 | $21,712,515 |
5
English Translation of Consolidated Financial Statement Originally Issued in Chinese
FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Continued)
June 30, 2025, December 31, 2024 and June 30, 2024
(Expressed in Thousands of New Taiwan Dollars)
| Liability and Equity | Notes | As of | ||
|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 (After retrospective) | June 30, 2024 | ||
| Current liabilities | ||||
| Current borrowings | 6, 8 | $1,227,624 | $1,188,095 | $770,292 |
| Current financial liabilities at fair value through profit or loss | 6 | 6,441 | - | - |
| Current contract liabilities | 6 | 71,116 | 44,386 | 33,821 |
| Notes payable | 294 | 5 | 24,743 | |
| Accounts payable | 7 | 2,426,629 | 3,599,725 | 2,427,291 |
| Other payables | 6, 7 | 1,525,088 | 2,200,689 | 1,482,223 |
| Dividends payable | 6 | 3,201,209 | 272,861 | 1,754,642 |
| Current tax liabilities | 995,724 | 742,636 | 422,701 | |
| Current provisions | 6 | 19,774 | 22,032 | 29,696 |
| Current lease liabilities | 6, 7 | 40,525 | 39,359 | 48,532 |
| Bonds payable, current portion | 6 | - | 352,783 | 785,390 |
| Long-term borrowings, current portion | 6 | 50,124 | 8,160 | 8,160 |
| Other current liabilities, others | 6 | 219,035 | 224,433 | 81,826 |
| Total current liabilities | 9,783,583 | 8,695,164 | 7,869,317 | |
| Non-current liabilities | ||||
| Non-current portion of non-current borrowings | 6 | 134,330 | 24,480 | 28,560 |
| Non-current provisions | 6 | 10,559 | 10,391 | 10,220 |
| Deferred tax liabilities | 172,644 | 141,379 | 112,494 | |
| Non-current lease liabilities | 6, 7 | 311,536 | 322,687 | 232,954 |
| Net defined benefit liability, non-current | 80,391 | 86,796 | 61,636 | |
| Guarantee deposits received | 4,314 | 376 | 3,236 | |
| Other non-current liabilities, others | 6 | 191,062 | 185,851 | 339,504 |
| Total non-current liabilities | 904,836 | 771,960 | 788,604 | |
| Total liabilities | 10,688,419 | 9,467,124 | 8,657,921 | |
| Equity | ||||
| Equity attributable to owners of parent | ||||
| Ordinary share | 6 | 1,393,870 | 1,366,582 | 1,331,305 |
| Certificate of entitlement of new shares from convertible bond | - | 7,506 | 16,968 | |
| Capital surplus | 6 | 3,565,990 | 3,247,601 | 2,588,639 |
| Retained earnings | ||||
| Legal reserve | 2,631,044 | 2,252,645 | 2,252,645 | |
| Special reserve | 266,902 | 582,078 | 582,078 | |
| Unappropriated retained earnings | 6,217,210 | 7,483,535 | 5,374,400 | |
| Total retained earnings | 9,115,156 | 10,318,258 | 8,209,123 | |
| Other equity interest | ||||
| Exchange differences on translation of foreign financial statements | (1,077,195) | (266,902) | (388,133) | |
| Total equity attributable to owners of parent | 12,997,821 | 14,673,045 | 11,757,902 | |
| Non-controlling interests | 6 | 2,833,964 | 2,023,357 | 1,296,692 |
| Total equity | 15,831,785 | 16,696,402 | 13,054,594 | |
| Total liabilities and equity | $26,520,204 | $26,163,526 | $21,712,515 |
The accompanying notes are an integral part of the consolidated financial statements.
English Translation of Consolidated Financial Statement Originally Issued in Chinese
FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three-month and six-month periods ended June 30, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Accounting Items | Notes | For the three-month periods ended June 30, | For the six-month periods ended June 30, | ||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Operating revenue | 6, 7 | $6,571,980 | $6,142,405 | $15,051,493 | $12,512,038 |
| Operating costs | 6, 7 | (4,989,061) | (4,578,226) | (11,257,430) | (9,280,937) |
| Gross profit from operations | 1,582,919 | 1,564,179 | 3,794,063 | 3,231,101 | |
| Operating expenses | 6, 7 | ||||
| Selling expenses | (142,228) | (125,134) | (298,832) | (243,473) | |
| Administrative expenses | (344,972) | (325,954) | (702,287) | (654,190) | |
| Research and development expenses | (228,193) | (194,951) | (460,375) | (371,635) | |
| Impairment loss (impairment gain and reversal of impairment loss) | (5,745) | 1,935 | 1,560 | 1,480 | |
| Total operating expenses | (721,138) | (644,104) | (1,459,934) | (1,267,818) | |
| Net operating income | 861,781 | 920,075 | 2,334,129 | 1,963,283 | |
| Non-operating income and expenses | 6, 7 | ||||
| Interest income | 40,288 | 58,092 | 81,080 | 97,076 | |
| Other income | 36,429 | 29,857 | 58,932 | 49,042 | |
| Other gains and losses, net | (418,776) | 56,919 | (284,425) | 205,431 | |
| Finance costs, net | (5,051) | (13,415) | (29,127) | (25,294) | |
| Total non-operating income and expenses | (347,110) | 131,453 | (173,540) | 326,255 | |
| Profit from continuing operations before tax | 514,671 | 1,051,528 | 2,160,589 | 2,289,538 | |
| Total tax expense | 6 | (188,237) | (261,737) | (529,601) | (525,404) |
| Profit | 326,434 | 789,791 | 1,630,988 | 1,764,134 | |
| Other comprehensive income, net | 6 | ||||
| Components of other comprehensive income that will be reclassified to profit or loss | |||||
| Exchange differences on translation | (1,132,358) | 56,825 | (923,875) | 213,300 | |
| Income tax related to components of other comprehensive income that will be reclassified to profit or loss | 2,927 | - | 2,927 | - | |
| Other comprehensive income, net | (1,129,431) | 56,825 | (920,948) | 213,300 | |
| Total comprehensive income | $(802,997) | $846,616 | $710,040 | $1,977,434 | |
| Profit, attributable to: | |||||
| Profit, attributable to owners of parent | $316,201 | $744,632 | $1,535,735 | $1,674,854 | |
| Profit, attributable to non-controlling interests | 10,233 | 45,159 | 95,253 | 89,280 | |
| $326,434 | $789,791 | $1,630,988 | $1,764,134 | ||
| Comprehensive income attributable to: | |||||
| Comprehensive income, attributable to owners of parent | $(671,972) | $794,548 | $725,442 | $1,868,799 | |
| Comprehensive income, attributable to non-controlling interests | (131,025) | 52,068 | (15,402) | 108,635 | |
| $(802,997) | $846,616 | $710,040 | $1,977,434 | ||
| Earnings per share(NTS): | 6 | ||||
| Basic earnings per share | $2.27 | $5.57 | $11.07 | $12.57 | |
| Diluted earnings per share | $2.26 | $5.36 | $11.00 | $12.05 |
The accompanying notes are an integral part of the consolidated financial statements.
English Translation of Consolidated Financial Statement Originally Issued in Chinese
FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGE IN STOCKHOLDERS' EQUITY
For the six-month periods ended June 30, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Equity attributable to owners of parent | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital | Retained earnings | Other equity interest | ||||||||
| Ordinary share | Certificate of entitlement of new shares from convertible bond | Capital surplus | Legal reserve | Special reserve | Unappropriated retained earnings | Exchange differences on translation of foreign financial statements | Total | Non-controlling interests | Total equity | |
| Balance as of January 1, 2024 | $1,325,735 | $- | $2,211,537 | $2,013,994 | $421,540 | $5,758,438 | $(582,078) | $11,149,166 | $1,282,232 | $12,431,398 |
| Appropriation and distribution of 2023 retained earnings | ||||||||||
| Legal reserve appropriated | - | - | - | 238,651 | - | (238,651) | - | - | - | - |
| Special reserve appropriated | - | - | - | - | 160,538 | (160,538) | - | - | - | - |
| Cash dividends of ordinary share | - | - | - | - | - | (1,659,703) | - | (1,659,703) | - | (1,659,703) |
| Due to recognition of equity component of convertible bonds issued | - | - | (63,889) | - | - | - | - | (63,889) | - | (63,889) |
| Profit for the six-month period ended June 30, 2024 | - | - | - | - | - | 1,674,854 | - | 1,674,854 | 89,280 | 1,764,134 |
| Other comprehensive income for the six-month period ended June 30, 2024 | - | - | - | - | - | - | 193,945 | 193,945 | 19,355 | 213,300 |
| Total comprehensive income | - | - | - | - | - | 1,674,854 | 193,945 | 1,868,799 | 108,635 | 1,977,434 |
| Conversion of convertible bonds | - | 22,538 | 437,520 | - | - | - | - | 460,058 | - | 460,058 |
| Conversion of certificates of bonds-to-share | 5,570 | (5,570) | - | - | - | - | - | - | - | - |
| Changes in ownership interests in subsidiaries | - | - | 3,471 | - | - | - | - | 3,471 | 764 | 4,235 |
| Changes in non-controlling interests | - | - | - | - | - | - | - | - | (94,939) | (94,939) |
| Balance as of June 30, 2024 | $1,331,305 | $16,968 | $2,588,639 | $2,252,645 | $582,078 | $5,374,400 | $(388,133) | $11,757,902 | $1,296,692 | $13,054,594 |
| Balance as of January 1, 2025 (After retrospective) | $1,366,582 | $7,506 | $3,247,601 | $2,252,645 | $582,078 | $7,483,535 | $(266,902) | $14,673,045 | $2,023,357 | $16,696,402 |
| Appropriation and distribution of 2024 retained earnings | ||||||||||
| Legal reserve appropriated | - | - | - | 378,399 | - | (378,399) | - | - | - | - |
| Reversal of special reserve | - | - | - | - | (315,176) | 315,176 | - | - | - | - |
| Cash dividends of ordinary share | - | - | - | - | - | (2,738,837) | - | (2,738,837) | - | (2,738,837) |
| Due to recognition of equity component of convertible bonds issued | - | - | (53,655) | - | - | - | - | (53,655) | - | (53,655) |
| Profit for the six-month period ended June 30, 2025 | - | - | - | - | - | 1,535,735 | - | 1,535,735 | 95,253 | 1,630,988 |
| Other comprehensive income for the three-month period ended June 30, 2025 | - | - | - | - | - | - | (810,293) | (810,293) | (110,655) | (920,948) |
| Total comprehensive income | - | - | - | - | - | 1,535,735 | (810,293) | 725,442 | (15,402) | 710,040 |
| Conversion of convertible bonds | - | 19,782 | 370,289 | - | - | - | - | 390,071 | - | 390,071 |
| Conversion of certificates of bonds-to-share | 27,288 | (27,288) | - | - | - | - | - | - | - | - |
| Changes in ownership interests in subsidiaries | - | - | 1,755 | - | - | - | - | 1,755 | (1,211) | 544 |
| Changes in non-controlling interests | - | - | - | - | - | - | - | - | 827,220 | 827,220 |
| Balance as of June 30, 2025 | $1,393,870 | $- | $3,565,990 | $2,631,044 | $266,902 | $6,217,210 | $(1,077,195) | $12,997,821 | $2,833,964 | $15,831,785 |
The accompanying notes are an integral part of the consolidated financial statements.
English Translation of Consolidated Financial Statement Originally Issued in Chinese
FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six-month periods ended June 30, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| For the six-month periods ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from (used in) operating activities: | ||
| Profit before tax | $2,160,589 | $2,289,538 |
| Adjustments: | ||
| Adjustments to reconcile profit: | ||
| Depreciation expense (including investment property) | 438,549 | 408,847 |
| Amortization expense | 32,122 | 19,601 |
| Expected credit loss (gain) for bad debt expense | (1,560) | (1,480) |
| Net loss (gain) on financial assets or liabilities at fair value through profit or loss | 68 | 1,253 |
| Interest expense | 29,127 | 25,294 |
| Interest income | (81,080) | (97,076) |
| Share-based payments | - | 4,235 |
| Loss (gain) on disposal of property, plan and equipment | (1,284) | 1,877 |
| Gain on lease modification | - | (120) |
| Changes in operating assets and liabilities: | ||
| Decrease (increase) in notes receivable | (2,754) | 1,441 |
| Decrease (increase) in accounts receivable | 1,523,211 | 625,268 |
| Decrease (increase) in other receivable | 26,154 | (54,537) |
| Decrease (increase) in inventories | 1,378,294 | 237,726 |
| Decrease (increase) in prepayments | (74,710) | (39,521) |
| Decrease (increase) in other current assets | (1,845) | 4,612 |
| Increase (decrease) in contract liabilities | 9,875 | 13,751 |
| Increase (decrease) in notes payable | 1 | 24,738 |
| Increase (decrease) in accounts payable | (1,192,177) | (274,238) |
| Increase (decrease) in other payable | (575,510) | (140,911) |
| Increase (decrease) in provisions | (717) | (3,978) |
| Increase (decrease) in other current liabilities | (20,087) | 54,938 |
| Increase (decrease) in net defined benefit liability | (6,405) | 959 |
| Cash inflow (outflow) generated from operations | 3,639,861 | 3,102,217 |
| Interest received | 81,080 | 97,076 |
| Interest paid | (25,722) | (14,366) |
| Income taxes paid | (273,078) | (604,213) |
| Net cash flows from (used in) operating activities | 3,422,141 | 2,580,714 |
| Cash flows from (used in) investing activities: | ||
| Acquisition of financial assets at amortised cost | (40) | (58,147) |
| Proceeds from disposal of financial assets at amortised cost | 3,846 | 58,156 |
| Acquisition of financial assets at fair value through profit or loss | (948) | (11,136) |
| Proceeds from disposal of financial assets at fair value through profit or loss | 137,437 | - |
| Acquisition of subsidiaries (Deduct the cash obtained) | (1,182,458) | - |
| Acquisition of property, plant and equipment | (391,651) | (418,057) |
| Proceeds from disposal of property, plant and equipment | 44,688 | 27,339 |
| Increase in refundable deposits | - | (578) |
| Decrease in refundable deposits | 8,242 | - |
| Acquisition of intangible assets | (3,827) | (1,542) |
| Decrease in other non-current assets | 51,375 | 58,646 |
| Increase in prepayments for business facilities | - | (61,992) |
| Decrease in prepayments for business facilities | 17,973 | - |
| Net cash flows from (used in) investing activities | (1,315,363) | (407,311) |
| Cash flows from (used in) financing activities: | ||
| Increase in short-term loans | 368,255 | 734,224 |
| Decrease in short-term loans | (724,961) | (662,626) |
| Repayments of bonds | (17,200) | - |
| Repayments of long-term debt | (31,630) | (4,080) |
| Increase in guarantee deposits received | 4,104 | - |
| Decrease in guarantee deposits received | - | (98) |
| Payments of lease liabilities | (24,607) | (35,798) |
| Decrease in other non-current liabilities | - | 27,683 |
| Increase in other non-current liabilities | (7,487) | - |
| Changes in non-controlling interests | (246,439) | - |
| Net cash flows from (used in) financing activities | (679,965) | 59,305 |
| Effect of exchange rate changes on cash and cash equivalents | (439,978) | 190,130 |
| Net increase (decrease) in cash and cash equivalents | 986,835 | 2,422,838 |
| Cash and cash equivalents at beginning of period | 7,397,574 | 4,854,475 |
| Cash and cash equivalents at end of period | $8,384,409 | $7,277,313 |
The accompanying notes are an integral part of the consolidated financial statements.
English Translation of Consolidated Financial Statements Originally Issued in Chinese FUSHENG PRECISION CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Six-Month Periods Ended June 30, 2025 and 2024 (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)
- History and organization
(1) Fusheng Precision Co., Ltd. (The Company) was established by Coöperatieve Valiant APO Global U.A. on September 14, 2010.
(2) To work in line with the parent company, Coöperatieve Valiant APO Global U.A., to engage in re-organization and specialization to enhance competitiveness and efficiency of management, the Company's board of directors ("Board of Directors") approved on September 14, 2010 the proposed deal to divide and assign the Sporting Goods Divisions (SGD) and Precision Products Divisions (PPD) of Fu Sheng Industrial CO., Ltd. under "Business Mergers and Acquisitions Act" and "Company Act", effective November 1, 2010. The assets, liabilities, all rights and obligations of SGD and PPD, including the existing factories, equipment and employees, were assigned to the Company upon completion of the division and assignment. The Company will continue to operate its business.
(3) The Company's first public offering was approved in October 2017 and its shares were first traded on the emerging stock market on November 30, 2017. The Company's common shares were publicly listed on the Taiwan Stock Exchange (TWSE) on December 18, 2018. The Company's registered office and the main business location are at 3F., No. 172. Sec. 2, Nanjing E. Rd., Zhongshan Dist., Taipei City, Taiwan (R.O.C.) and No. 9, Xingzhong St., Taoyuan Dist., Taoyuan City 330, Taiwan (R.O.C.).
- Date and procedures of authorization of financial statements for issue
The consolidated financial statements of the Company and its subsidiaries ("the Group") for the six-month periods ended June 30, 2025 and 2024 were authorized for issue by the Board of Directors on August 14, 2025.
- Newly issued or revised standards and interpretations
(1) Changes in accounting policies resulting from applying for the first-time certain standards and amendments
The Group applied for the first time International Financial Reporting Standards, International Accounting Standards, and Interpretations issued, revised or amended which are recognized by Financial Supervisory Commission ("FSC") and become effective for annual periods beginning on or after January 1, 2025. The adoption of these new standards and amendments had no material impact on the Group.
10
(2) Standards or interpretations issued, revised or amended, by International Accounting Standards Board ("IASB") which have been endorsed by FSC, and not yet adopted by the Group as at the date when the Group's financial statements were authorized for issue, are listed below.
| Items | New, Revised or Amended Standards and Interpretations | Effective Date issued by IASB |
|---|---|---|
| A | IFRS 17 “Insurance Contracts” | 1 January, 2023 |
| B | Amendments to the Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7 | 1 January, 2026 |
| C | Annual Improvements to IFRS Accounting Standards – Volume 11 | 1 January, 2026 |
| D | Contracts Referencing Nature-dependent Electricity – Amendments to IFRS 9 and IFRS 7 | 1 January, 2026 |
A. IFRS 17 "Insurance Contracts"
IFRS 17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects (including recognition, measurement, presentation and disclosure requirements). The core of IFRS 17 is the General (building block) Model, under this model, on initial recognition, an entity shall measure a group of insurance contracts at the total of the fulfilment cash flows and the contractual service margin. The carrying amount of a group of insurance contracts at the end of each reporting period shall be the sum of the liability for remaining coverage and the liability for incurred claims.
Other than the General Model, the standard also provides a specific adaptation for contracts with direct participation features (the Variable Fee Approach) and a simplified approach (Premium Allocation Approach) mainly for short-duration contracts.
IFRS 17 was issued in May 2017, and it was amended in 2020 and 2021. The amendments include deferral of the date of initial application of IFRS 17 by two years to annual beginning on or after January 1, 2023 (from the original effective date of January 1, 2021); provide additional transition reliefs; simplify some requirements to reduce the costs of applying IFRS 17 and revise some requirements to make the results easier to explain. IFRS 17 replaces an interim Standard - IFRS 4 Insurance Contracts - from annual reporting periods beginning on or after January 1, 2023.
B. Amendments to the Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7
The amendments include:
(a) Clarify that a financial liability is derecognised on the settlement date and describe the accounting treatment for settlement of financial liabilities using an electronic payment system before the settlement date.
(b) Clarify how to assess the contractual cash flow characteristics of financial assets that include environmental, social and governance (ESG)-linked features and other similar contingent features.
(c) Clarify the treatment of non-recourse assets and contractually linked instruments.
(d) Require additional disclosures in IFRS 7 for financial assets and liabilities with contractual terms that reference a contingent event (including those that are ESG-linked), and equity instruments classified at fair value through other comprehensive income.
C. Annual Improvements to IFRS Accounting Standards – Volume 11
(a) Amendments to IFRS 1
The amendments mainly improve the consistency in wording between first-time adoption of IFRS and requirements for hedge accounting in IFRS 9.
(b) Amendments to IFRS 7
The amendments update an obsolete cross-reference relating to gain or loss on derecognition.
(c) Amendments to Guidance on implementing IFRS 7
The amendments improve some of the wordings in the implementation guidance, including the introduction, disclosure of deferred difference between fair value and transaction price and credit risk disclosures.
(d) Amendments to IFRS 9
The amendments add a cross-reference to resolve potential confusion for a lessee applying the derecognition requirements and clarify the term “transaction price”.
12
(e) Amendments to IFRS 10
The amendments remove the inconsistency between paragraphs B73 and B74 of IFRS 10.
(f) Amendments to IAS 7
The amendments remove a reference to "cost method" in paragraph 37 of IAS 7.
D. Contracts Referencing Nature-dependent Electricity – Amendments to IFRS 9 and IFRS 7
The amendments include:
(a) Clarify the application of the 'own-use' requirements.
(b) Permit hedge accounting if these contracts are used as hedging instruments.
(c) Add new disclosure requirements to enable investors to understand the effect of these contracts on a company's financial performance and cash flows.
The abovementioned standards and interpretations issued by IASB have not yet endorsed by FSC at the date when the Group's financial statements were authorized for issue, the local effective dates are to be determined by FSC. As the Group is still currently determining the potential impact of the new or amended standards and interpretations listed under B and C, it is not practicable to estimate their impact on the Group at this point in time. The remaining new or amended standards and interpretations have no material impact on the Group.
(3) Standards or interpretations issued, revised or amended, by International Accounting Standards Board ("IASB") which have not been endorsed by FSC, and not yet adopted by the Group as at the date when the Group's financial statements were authorized for issue, are listed below.
| Items | New, Revised or Amended Standards and Interpretations | Effective Date issued by IASB |
|---|---|---|
| A | IFRS 10 “Consolidated Financial Statements” and IAS 28 “Investments in Associates and Joint Ventures” — Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures | To be determined by IASB |
| B | IFRS 18 “Presentation and Disclosure in Financial Statements” | January 1, 2027 |
| C | Disclosure Initiative – Subsidiaries without Public Accountability: Disclosures (IFRS 19) | January 1, 2027 |
A. IFRS 10 “Consolidated Financial Statements” and IAS 28 “Investments in Associates and Joint Ventures” — Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures
The amendments address the inconsistency between the requirements in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures, in dealing with the loss of control of a subsidiary that is contributed to an associate or a joint venture. IAS 28 restricts gains and losses arising from contributions of non-monetary assets to an associate or a joint venture to the extent of the interest attributable to the other equity holders in the associate or joint ventures. IFRS 10 requires full profit or loss recognition on the loss of control of the subsidiary. IAS 28 was amended so that the gain or loss resulting from the sale or contribution of assets that constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized in full.
IFRS 10 was also amended so that the gains or loss resulting from the sale or contribution of a subsidiary that does not constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized only to the extent of the unrelated investors’ interests in the associate or joint venture.
B. IFRS 18 “Presentation and Disclosure in Financial Statements”
IFRS 18 replaces IAS 1 Presentation of Financial Statements. The main changes are as below:
(a) Improved comparability in the statement of profit or loss (income statement)
IFRS 18 requires entities to classify all income and expenses within their statement of profit or loss into one of five categories: operating; investing; financing; income taxes; and discontinued operations. The first three categories are new, to improve the structure of the income statement, and requires all entities to provide new defined subtotals, including operating profit or loss. The improved structure and new subtotals will give investors a consistent starting point for analysing entities’ performance and make it easier to compare entities.
(b) Enhanced transparency of management-defined performance measures
IFRS 18 requires entities to disclose explanations of those entity-specific measures that are related to the income statement, referred to as management-defined performance measures.
14
(c) Useful grouping of information in the financial statements
IFRS 18 sets out enhanced guidance on how to organize information and whether to provide it in the primary financial statements or in the notes. The changes are expected to provide more detailed and useful information. IFRS 18 also requires entities to provide more transparency about operating expenses, helping investors to find and understand the information they need.
C. Disclosure Initiative – Subsidiaries without Public Accountability: Disclosures (IFRS 19)
This standard permits subsidiaries without public accountability to provide reduced disclosures when applying IFRS Accounting Standards in their financial statements. IFRS 19 is optional for subsidiaries that are eligible and sets out the disclosure requirements for subsidiaries that elect to apply it.
The abovementioned standards and interpretations issued by IASB have not yet endorsed by FSC at the date when the Group’s financial statements were authorized for issue, the local effective dates are to be determined by FSC. As the Group is still currently determining the potential impact of the new or amended standards and interpretations listed under A and B, it is not practicable to estimate their impact on the Group at this point in time. The remaining new or amended standards and interpretations have no material impact on the Group.
- Summary of material accounting policies
(1) Statement of compliance
The consolidated financial statements of the Group for the six-month periods ended June 30, 2025 and 2024 have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”) and IAS 34 Interim Financial Reporting as endorsed and became effective by the FSC.
(2) Basis of preparation
The consolidated financial statements have been prepared on a historical cost basis, except for financial instruments that have been measured at fair value. The consolidated financial statements are expressed in thousands of New Taiwan Dollars (“NT$”) unless otherwise stated.
(3) Basis of consolidation
The principles of the preparation of the Group’s consolidated financial statements are the same as those of the 2024 consolidated financial report, please refer to the Group’s 2024 consolidated financial report.
15
The consolidated entities are listed as follows:
| Name of the investors | Name of subsidiaries | Nature of Business | Percentage of ownership (%) | ||
|---|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |||
| The Company | Sharphope Company Ltd. | Investment holding | 100% | 100% | 100% |
| The Company | Vision International Co., Ltd. (Note 6) | Manufacture and sale of golf club head | 76.1% | 62.31% | 62.31% |
| The Company | Gainsmart Group Ltd.(Note 2) | Investment holding | 100% | 100% | 100% |
| The Company | World Gate Holdings Ltd. | Investment holding | 100% | 100% | 100% |
| The Company | NFT Technology Co., Ltd. | Manufacture and sale of medical equipment and automotive parts | 69.74% | 69.74% | 69.74% |
| The Company | Crosspace Co., Ltd. | Selling pure titanium tableware and kitchenware | 100% | 100% | 100% |
| The Company | Minson Integration, Inc. (Note 1) | R&D and sales of shoes, helmets and protective gear for ice hockey, cross-country motorcycles, baseball, skiing and other sports | 65.3% | 65.3% | 81.96% |
| The Company | Proxene Tools Co., Ltd. (Note 4) | Manufacturing and sales of hand tools, pneumatic tools, and their related components. | 51% | -% | -% |
| Sharphope Company Ltd. | Extensor World Trading Ltd. (Hong Kong) | International trade | 100% | 100% | 100% |
| Sharphope Company Ltd. | Vision International Co., Ltd. (Note 6) | Manufacture and sale of golf club head | 23.9% | 37.69% | 37.69% |
| Sharphope Company Ltd. | DIAMOND SPORTS EQUIPMENT CO., LTD (Note 5) | International import and export trade of various products. | 40% | -% | -% |
| Gainsmart Group Ltd. | FS-North America, Inc. (Note 2) | Investment holding | 100% | 100% | 100% |
| FS-North America, Inc. | FS-Precision Tech Co., LLC. (Note 2) | Manufacture and sale of medical equipment and automotive parts | 100% | 100% | 100% |
| World Gate Holdings Ltd. | Zhong Shan Worldmark Sporting Goods Ltd. | Manufacture and sale of golf club head | 100% | 100% | 100% |
| World Gate Holdings Ltd. | Zhong Shan LongXing Precision Machinery Co., Ltd. | Manufacture and sale of sports equipment, automotive parts, molds and other products | 100% | 100% | 100% |
| World Gate Holdings Ltd. | Zhong Shan Auto Precision Technology Co., Ltd. | Researching and developing and manufacturing of hardware, plastics and printing of packaging | 52.5% | 52.5% | 52.5% |
| Percentage of ownership (%) | |||||
|---|---|---|---|---|---|
| Name of the investors | Name of subsidiaries | Nature of Business | June 30,2025 | December 31,2024 | June 30,2024 |
| Zhong Shan Aubo Precision Technology Co., Ltd. | Zhong Shan Aubo Metal Surface Treatment Co., Ltd. | Anodizing process | 100% | 100% | 100% |
| Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO (VIETNAM)PRECISION TECHNOLOGY COMPANY LIMITED | Manufacture hardware and plastics | 100% | 100% | 100% |
| Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | International trade | 100% | 100% | 100% |
| Zhong Shan Aubo Precision Technology Co., Ltd. | Aubo (Chongqing)Optoelectronics Co., Ltd. | Manufacture and sales of optical and electronic related parts, instruments and optical glass | 100% | 100% | 100% |
| Zhong Shan Worldmark Sporting Goods Ltd. | Zhong Shan Dingxing Vacuum Technology Co., Ltd. | Research, development and manufacturing of vacuum technology products, vacuum coating processing and sports equipment, metal products import and export business | 100% | 100% | 100% |
| Zhong Shan Worldmark Sporting Goods Ltd. | Alloy Seiko Industry (SZ) Co., LTD. (Note 3) | Manufacture and sale metalworking (aluminum alloy forged products) | 77.51% | 77.51% | -% |
| Alloy Seiko Industry (SZ) Co., LTD. | Alloy Seiko Technology (Jiangsu) CO., LTD. (Note 3) | Manufacture and sale metalworking (aluminum alloy forged products) | 100% | 100% | -% |
| Minson Integration,Inc. | MENXON ENTERPRISES (THAILAND) COMPANY LIMITED | Manufacture and sale of ice hockey shoes | 100% | 100% | 100% |
| Minson Integration,Inc. | MINONE ENTERPRISES COMPANY LIMITED | Manufacture and sale of sports protective gear | 100% | 100% | 100% |
| Minson Integration,Inc. | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Manufacture and sale of motocross boots | 100% | 100% | 100% |
| Minson Integration,Inc. | MINTECH ENTERPRISES COMPANY LIMITED | Manufacture and sale of plastic injection parts and sports helmets | 100% | 100% | 100% |
| MINTECH ENTERPRISES COMPANY LIMITED | MENXON ENTERPRISES (THAILAND) COMPANY LIMITED (Note 7) | Manufacture and sale of ice hockey shoes | 0% | 0% | 0% |
| MINTECH ENTERPRISES COMPANY LIMITED | MINONE ENTERPRISES COMPANY LIMITED (Note 7) | Manufacture and sale of sports protective gear | 0% | 0% | 0% |
| Name of the investors | Name of subsidiaries | Nature of Business | Percentage of ownership (%) | ||
|---|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |||
| MINTECH ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED (Note 7) | Manufacture and sale of motocross boots | 0% | 0% | 0% |
| MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED (Note 7) | Manufacture and sale of plastic injection parts and sports helmets | 0% | 0% | 0% |
| Proxene Tools Co., Ltd. | DUCROWN INDUSTRIAL CO., LTD. (Note 4) | Import and export trade | 100% | -% | -% |
| Proxene Tools Co., Ltd. | WINAHEAD TRADING CO., LTD.(Note 4) | Manufacture and sale of processed steel products. | 100% | -% | -% |
(Note 1) To comply with the public float threshold required for Minson Integration, Inc. ("Minson Integration") to apply to be listed on the emerging market, the Company's board of directors approved the share release plan of Minson Integration. The Company sold a total of 4,593 thousand shares at $120 per share. After the completion of the share release process in the fourth quarter of 2024, the Company's shareholding in Minson Integration was decreased to 65.30%. Since the Company still maintains control over Minson Integration, the difference of $195,037 thousand between the equity and carrying amount of subsidiaries disposed will be recorded under capital surplus in accordance with the accounting standards. Additionally, the changes in the percentage of equity held by Minson Integration in each financial statement period was due to the change caused by exercising the employee stock options issued by Minson Integration in each period. Refer to Note 6(19) for the relevant share-based payment plan.
(Note 2) In response to the Group's long-term development plan and improve the business structure and performance, the Company approved the liquidation of FS-Precision Tech Co., LLC., a subsidiary of Gainsmart Group Ltd., by a board meeting resolution held on January 26, 2024, and planned to suspend production and enter the liquidation and dissolution procedures in the fourth quarter of 2024. The subsidiary has prepared its financial statements on a liquidation value basis from December 31, 2023. In order to comply with local regulations in the United States, it is proposed to settle the receivables and payables arising from the operations of FS-Precision Tech Co., LLC. and its subsidiary businesses to facilitate the subsequent liquidation and dissolution process. The Company, by a board resolution on June 18, 2025, has increased the capital of its subsidiary Gainsmart Group Ltd. by USD $7,600 thousand and has transferred capital to its subsidiary FS-North America, Inc. and its subsidiary FS-Precision Tech Co., LLC. As of the date of this financial report, the aforementioned capital increase has been paid and the registration of the change has been completed.
(Note 3) In order to develop new businesses, the Company obtained a subsidiary, Alloy Seiko Industry (SZ) Co., Ltd., and its subsidiary, Alloy Seiko Technology (Jiangsu) Co., Ltd., through another subsidiary, Zhong Shan Worldwide Sporting Goods Ltd., upon resolution approved at the board meeting held on July 5, 2024. During the third quarter of 2024, the group remitted share payments to acquire 77.51% stock in Alloy Seiko Industry (SZ) Co., Ltd., and from that quarter onwards, it has been included in the consolidated financial statements. For information related to the business combination, please refer to Note 6(28).
(Note 4) For strategic investment purposes, the Company, by a board resolution made on March 11, 2025, approved acquisition proposal of shares in Proxene Tools Co., Ltd. and its subsidiaries, DUCROWN INDUSTRIAL CO., LTD. and WINAHEAD TRADING CO., LTD. The record date of this acquisition was April 9, 2025. The Group remitted the share payments during the first quarter of 2025 and completed the equity transfer in the second quarter of the same year, thereby acquiring a 51% stock in Proxene Tools Co., Ltd. Commencing from the second quarter of 2025, Proxene Tools Co., Ltd. has been included in the consolidated financial statements. For information related to the business combination, please refer to Note 6 (28).
(Note 5) To develop new businesses, the Company, by a board resolution made on July 5, 2024, approved Sharphope Company Ltd. to invest in Thailand to establish DIAMOND SPORTS EQUIPMENT CO., LTD. Sharphope Company Ltd. subscribed to a capital contribution of THB400 thousand on June 25, 2025. As of the date of this financial report, the registered capital is THB1,000 thousand, with a shareholding ratio of 40%. Although the Group holds less than 50% of the voting rights, the Group is able to direct the relevant activities of the investee. Accordingly, the Group has included the company in the consolidated financial statements beginning in the second quarter of 2025.
(Note 6) To meet the operational turnover needs of its subsidiary, Vision International Co., Ltd. (hereinafter referred to as "Vision"), the Company, by a board resolution made on May 8, 2025, approved a direct capital increase in the amount of $15,000 thousand to Vision. After the capital increase, Vision's registered capital will be $41,000 thousand, with the Company and its subsidiary Sharphope Company Ltd. holding 76.1% and 23.9% shares of Vision, respectively. As of the date of this financial report, the Company has paid the $15,000 thousand capital increase to Vision, and the registration of the change has been completed.
(Note 7) To adjust the investment structure in line with the Group's long-term development plan, during the fourth quarter of 2023, MINSON ENTERPRISES (THAILAND) COMPANY LIMITED acquired 2 shares from the original Thai individual shareholders of MINTECH ENTERPRISES COMPANY LIMITED, and MINTECH ENTERPRISES COMPANY LIMITED acquired 2 shares each from the original Thai individual shareholders of MINSON ENTERPRISES (THAILAND) COMPANY LIMITED, MENXON ENTERPRISES (THAILAND) COMPANY LIMITED, and MINONE ENTERPRISES COMPANY LIMITED.
19
(4) The same accounting policies applied in the Group’s consolidated financial statements for the six-month periods ended June 30, 2025, as those applied in the Group’s consolidated financial statements for the year ended December 31, 2024, except for the accounting policies below. For summary of other significant policies, please refer to Note 4 to the Group’s consolidated financial statements for the year ended December 31, 2024.
(a) For lease receivables arising from transactions within the scope of IFRS 16, the Group measures the loss allowance at an amount equal to lifetime expected credit losses.
(b) Pension cost for an interim period is calculated on a year-to-date by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted and disclosed for significant market fluctuations since that time and for significant curtailments, settlement, or other significant one-off events.
(c) Income tax expense for the interim period is accrued and disclosed at the rate applicable to the expected gross surplus of the current year, the estimated annual average effective tax rate includes only current income tax expense, while deferred income tax is consistent with the annual financial report and is recognized and measured in accordance with IAS 12 Income Taxes. When there is a change in the tax rate in the current period, the impact of the change in the tax rate on the deferred income tax will be recognized in profit or loss, other comprehensive income or loss or directly recognized in equity.
(d) Financial liabilities and equity
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated as at fair value through profit or loss. A financial liability is classified as held for trading if:
i. it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term;
ii. on initial recognition it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking; or
iii. it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument).
20
If a contract contains one or more embedded derivatives, the entire hybrid (combined) contract may be designated as a financial liability at fair value through profit or loss; or a financial liability may be designated as at fair value through profit or loss when doing so results in more relevant information, because either:
i. it eliminates or significantly reduces a measurement or recognition inconsistency; or
ii. a group of financial liabilities or financial assets and financial liabilities is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the group is provided internally on that basis to the key management personnel.
Gains or losses on the subsequent measurement of liabilities at fair value through profit or loss including interest paid are recognized in profit or loss.
(e) Revenue recognition
The sales revenue of certain products of the Group is recognized at the contract price less estimated sales discounts. The sales discounts granted to customers are typically calculated based on the cumulative sales volume over a 12-month period. The Group estimates sales discounts based on historical experience, and recognizes revenue only based on the portion that is highly unlikely to result in a significant reversal in the future, with estimates updated on each balance sheet date. As of the balance sheet date, the estimated sales discounts payable to customers are recognized as refund liabilities. The payment terms for sales transactions are usually due 14 to 120 days after the shipment date. Since the time interval between the transfer of promised goods or services to customers and customer payments does not exceed one year, the group has not adjusted the transaction price to reflect the time value of money.
(f) Government grants
Government grants are recognized where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. Where the grant relates to an asset, it is recognized as deferred income and released to income in equal amounts over the expected useful life of the related asset. When the grant relates to an expense item, it is recognized as income over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate.
Where the Group receives non-monetary grants, the asset and the grant are recorded gross at nominal amounts and released to the statement of comprehensive income over the expected useful life and pattern of consumption of the benefit of the underlying asset by equal annual installments. Where loans or similar assistance are provided by governments or related institutions with an interest rate below the current applicable market rate, the effect of this favorable interest is regarded as additional government grant.
21
- Significant accounting judgments, estimates and assumptions
The same significant accounting judgments, estimates and assumptions have been applied in the Group's consolidated financial statements for the six-month periods ended June 30, 2025, as those applied in the Group's consolidated financial statements for the year ended December 31, 2024. For significant accounting judgments, estimates and assumptions, please refer to Note 5 to the Group's consolidated financial statements for the year ended December 31, 2024.
- Contents of significant accounts
(1) Cash and cash equivalents
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Cash on hand | $2,841 | $2,434 | $2,143 |
| Checking and savings accounts | 7,348,575 | 6,331,103 | 5,430,920 |
| Time deposits (Note) | 1,032,993 | 1,064,037 | 1,844,250 |
| Total | $8,384,409 | $7,397,574 | $7,277,313 |
Note: The contract will expire within 3 months and it must be readily convertible to a known amount of cash and be subject to an insignificant risk of changes in value.
(2) Financial assets at fair value through profit or loss
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Financial assets mandatorily measured at fair value through profit or loss: | |||
| Preferred stocks | $174,251 | $170,870 | $168,204 |
| Unlisted stocks | 1,400 | 1,400 | 1,400 |
| Convertible bond redemption | - | - | 79 |
| US dollar aggressive funds | - | - | 439 |
| Private-placement Fund | 84,559 | 61,417 | 53,304 |
| Total | $260,210 | $233,687 | $223,426 |
| Current | $174,251 | $170,870 | $168,204 |
| Non-current | 85,959 | 62,817 | 55,222 |
| Total | $260,210 | $233,687 | $223,426 |
Financial assets at fair value through profit or loss were not pledged.
22
(3) Financial assets at amortized cost
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Time deposits | $116,748 | $19,533 | $73,929 |
| Less: loss allowance | - | - | - |
| Total | $116,748 | $19,533 | $73,929 |
| Current | $116,164 | $15,000 | $73,410 |
| Non-current | 584 | 4,533 | 519 |
| Total | $116,748 | $19,533 | $73,929 |
The Group classified certain financial assets as financial assets at amortized cost. Please refer to Note 6(21) for more details on loss allowance and Note 8 for more details on financial assets at amortized cost under pledge. Please refer to Note 12 for more details on credit risk.
(4) Notes receivables
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Notes receivables arising from operating activities (total carrying amount) | $21,150 | $16,515 | $9,185 |
| Less: loss allowance | - | - | - |
| Total | $21,150 | $16,515 | $9,185 |
Notes receivables were not pledged.
The Group follows the requirement of IFRS 9 to assess the impairment. Please refer to Note 6(21) for more details on loss allowance and Note 12 for details on credit risk.
(5) Accounts receivable, net
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Accounts receivable (total carrying amount) | $3,980,406 | $5,369,550 | $3,856,442 |
| Less: loss allowance | (7,799) | (8,890) | (22,510) |
| Subtotal | 3,972,607 | 5,360,660 | 3,833,932 |
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Accounts receivable—related parties (total carrying amount) | 4,944 | 501 | 559 |
| Less: loss allowance | - | - | - |
| Subtotal | 4,944 | 501 | 559 |
| Total | $3,977,551 | $5,361,161 | $3,834,491 |
Accounts receivable were not pledged.
Accounts receivable are generally on 14-120 day terms. The total carrying amount as of June 30, 2025, December 31, 2024, and June 30, 2024, were $4,006,500 thousand, $5,386,566 thousand and $3,866,186 thousand, respectively. Please refer to Note 6(21) for more details on loss allowance of accounts receivable for the six-month periods ended June 30, 2025 and 2024. Please refer to Note 12 for more details on credit risk management.
(6) Inventories, net
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Raw materials | $939,620 | $1,098,585 | $867,155 |
| Work in progress | 1,051,293 | 1,060,634 | 882,028 |
| Finished goods | 636,388 | 990,654 | 739,461 |
| Goods | 30,908 | 26,738 | 73,006 |
| Inventories in transit | 258,585 | 900,429 | 273,061 |
| Total | $2,916,794 | $4,077,040 | $2,834,711 |
For the three-month periods ended June 30, 2025 and 2024, the Group recognized $4,989,061 thousand and $4,578,226 thousand, respectively, in operating cost, including the write-down / (reversal of) of inventories of $32,998 thousand and $(7,569) thousand, respectively. The reversal is due to destocking of slow-moving inventories.
For the six-month periods ended June 30, 2025 and 2024, the Group recognized $11,257,430 thousand and $9,280,937 thousand, respectively, in operating cost, including the write-down / (reversal of) of inventories of $51,043 thousand and $(47,588) thousand, respectively. The reversal is due to destocking of slow-moving inventories.
No inventories were pledged.
(7) Property, plant and equipment
| Land | Buildings | Machinery and equipment | Others | Construction in progress and equipment awaiting examination | Total | |
|---|---|---|---|---|---|---|
| Cost: | ||||||
| As of January 1, 2025 | $1,459,849 | $3,134,846 | $5,620,279 | $878,516 | $264,502 | $11,357,992 |
| Additions | - | 47,930 | 127,486 | 31,230 | 185,005 | 391,651 |
| Acquisitions through business combinations | 635,586 | 712,143 | 300,539 | 101,623 | - | 1,749,891 |
| Disposals | - | (1,308) | (117,587) | (31,621) | (1,216) | (151,732) |
| Transfers | - | (70,800) | 266,080 | 17,123 | (291,742) | (79,339) |
| Exchange differences | (6,641) | (184,738) | (422,088) | (29,311) | (19,611) | (662,389) |
| As of June 30, 2025 | $2,088,794 | $3,638,073 | $5,774,709 | $967,560 | $136,938 | $12,606,074 |
| As of January 1, 2024 | $1,448,379 | $2,393,753 | $4,991,647 | $866,424 | $213,804 | $9,914,007 |
| Additions | - | 4,288 | 65,259 | 34,429 | 314,081 | 418,057 |
| Disposals | - | - | (81,636) | (39,189) | - | (120,825) |
| Transfers | - | 122 | 78,990 | 7,700 | (86,812) | - |
| Exchange differences | (2,220) | 28,526 | 65,382 | 8,620 | 1,410 | 101,718 |
| As of June 30, 2024 | $1,446,159 | $2,426,689 | $5,119,642 | $877,984 | $442,483 | $10,312,957 |
| Depreciation and impairment: | ||||||
| As of January 1, 2025 | $- | $1,585,889 | $3,382,283 | $586,942 | $- | $5,555,114 |
| Depreciation | - | 57,063 | 292,189 | 50,674 | - | 399,926 |
| Acquisitions through business combinations | - | 83,885 | 148,505 | 45,742 | - | 278,132 |
| Disposals | - | (887) | (78,907) | (28,534) | - | (108,328) |
| Transfers | - | (48,117) | (5,668) | - | - | (53,785) |
| Exchange differences | - | (95,494) | (236,665) | (17,138) | - | (349,297) |
| As of June 30, 2025 | $- | $1,582,339 | $3,501,737 | $637,686 | $- | $5,721,762 |
| As of January 1, 2024 | $- | $1,319,568 | $2,963,746 | $582,847 | $- | $4,866,161 |
| Depreciation | - | 39,611 | 266,612 | 62,754 | - | 368,977 |
| Disposals | - | - | (63,380) | (28,229) | - | (91,609) |
| Transfers | - | - | (3,976) | 3,976 | - | - |
| Exchange differences | - | 20,455 | 40,999 | 7,301 | - | 68,755 |
| As of June 30, 2024 | $- | $1,379,634 | $3,204,001 | $628,649 | $- | $5,212,284 |
| Net carrying amount as of: | ||||||
| June 30, 2025 | $2,088,794 | $2,055,734 | $2,272,972 | $329,874 | $136,938 | $6,884,312 |
| December 31, 2024 | $1,459,849 | $1,548,957 | $2,237,996 | $291,574 | $264,502 | $5,802,878 |
| June 30, 2024 | $1,446,159 | $1,047,055 | $1,915,641 | $249,335 | $442,483 | $5,100,673 |
25
Components of building that have different useful lives are main building structure, fire protection engineering, air conditioning units and elevators, which are depreciated respectively.
There were no capitalized borrowing costs of construction in progress for the six-month periods ended June 30, 2025 and 2024.
Please refer to Note 8 for more details on property, plant, and equipment under pledge.
(8) Investment property
The Group’s investment properties is owned investment properties. The Group has entered into commercial property leases on its owned investment properties with terms of between 1 and 3 years.
| Buildings | |
|---|---|
| Cost: | |
| As of January 1, 2025 | $- |
| Transfer from property, plant and equipment (Note 1) | 74,374 |
| Exchange differences | (2,415) |
| As of June 30, 2025 | $71,959 |
| As of January 1, 2024 | $92,383 |
| Exchange differences | 2,498 |
| As of June 30, 2024 | $94,881 |
| Depreciation and impairment: | |
| As of January 1, 2025 | $- |
| Depreciation (Note 2) | 681 |
| Transfer from property, plant and equipment (Note 1) | 48,117 |
| Exchange differences | (1,585) |
| As of June 30, 2025 | $47,213 |
| As of January 1, 2024 | $83,145 |
| Depreciation | - |
| Exchange differences | 2,248 |
| As of June 30, 2024 | $85,393 |
| Net carrying amount as at: | |
| June 30, 2025 | $24,746 |
| December 31, 2024 | $- |
| June 30, 2024 | $9,488 |
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Rental income from investment property | $7,150 | $- | $7,150 | $- |
| Less: Direct operating expenses from investment property generating rental income | (681) | - | (681) | - |
| Total | $6,469 | $- | $6,469 | $- |
Note 1: For the six-month period ended June 30, 2025, the Group reclassified certain properties held for the purpose of earning rental income (having signed a one-year commercial property lease agreement) from property, plant, and equipment to investment properties.
Note 2: The depreciation expense for investment properties is recorded under other gains and losses.
No investment property was pledged.
The Group has signed operating lease agreements, and as of June 30, 2025, the undiscounted lease payments to be received for a period not exceeding one year amount to NT$18,229 thousand.
Investment properties held of the Group are not measured at fair value but for which the fair value is disclosed. The fair value measurements of the investment properties are categorized within Level 3. The fair value of investment properties was $70,275 thousand, $0, and $46,963 thousand, as June 30, 2025, 31 December 2024, and June 30, 2024, respectively. The fair value as of June 30, 2025, was estimated by management using the income approach. The discount rate used in the cash flow estimates by management under the income approach is 2.47%, and the growth rate used to extrapolate the cash flow estimates is 0%. The fair value as of June 30, 2024, was determined based on the valuation performed by an independent external valuer commissioned in 2023, using the cost approach.
(9) Intangible assets
| Relationship of customer | Technology and Know-how | Goodwill | Computer software | Total | |
|---|---|---|---|---|---|
| Cost: | |||||
| As of January 1, 2025 | $243,210 | $201,410 | $760,427 | $113,830 | $1,318,877 |
| Additions | - | - | - | 3,827 | 3,827 |
| Acquisitions through business combinations | 407,837 | - | 363,247 | 7,209 | 778,293 |
| Disposals | - | - | - | (202) | (202) |
| Transfers | - | - | - | 2,430 | 2,430 |
| Exchange differences | (7,540) | (7,046) | (19,204) | (4,352) | (38,142) |
| As of June 30, 2025 | $643,507 | $194,364 | $1,104,470 | $122,742 | $2,065,083 |
| As of January 1, 2024 | $136,000 | $103,000 | $500,078 | $85,473 | $824,551 |
| Additions | - | - | - | 1,542 | 1,542 |
| Disposals | - | - | - | (181) | (181) |
| Exchange differences | - | - | 260 | 653 | 913 |
| As of June 30, 2024 | $136,000 | $103,000 | $500,338 | $87,487 | $826,825 |
| Amortization and impairment: | |||||
| As of January 1, 2025 | $74,275 | $69,924 | $- | $75,133 | $219,332 |
| Amortization | 11,068 | 11,493 | - | 9,561 | 32,122 |
| Acquisitions through business combinations | - | - | - | 6,573 | 6,573 |
| Disposals | - | - | - | (202) | (202) |
| Exchange differences | (537) | (481) | - | (2,675) | (3,693) |
| As of June 30, 2025 | $84,806 | $80,936 | $- | $88,390 | $254,132 |
| As of January 1, 2024 | $55,300 | $51,929 | $- | $64,986 | $172,215 |
| Amortization | 7,400 | 7,357 | - | 4,844 | 19,601 |
| Disposals | - | - | - | (181) | (181) |
| Exchange differences | - | - | - | 499 | 499 |
| As of June 30, 2024 | $62,700 | $59,286 | $- | $70,148 | $192,134 |
| Net carrying amount as of: | |||||
| June 30, 2025 | $558,701 | $113,428 | $1,104,470 | $34,352 | $1,810,951 |
| December 31, 2024 | $168,935 | $131,486 | $760,427 | $38,697 | $1,099,545 |
| June 30, 2024 | $73,300 | $43,714 | $500,338 | $17,339 | $634,691 |
28
Amortization expense of intangible assets under the statement of comprehensive income:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating costs | $353 | $231 | $399 | $456 |
| Operating expenses | ||||
| Sales and marketing expenses | - | 119 | 119 | 238 |
| General and administrative expenses | 15,191 | 9,457 | 30,432 | 18,466 |
| Research and development expenses | 612 | 42 | 1,172 | 441 |
| Subtotal | 15,803 | 9,618 | 31,723 | 19,145 |
| Total | $16,156 | $9,849 | $32,122 | $19,601 |
(10) Current borrowings
| As of | ||||
|---|---|---|---|---|
| Interest Rates (%) | June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Secured bank loans | 0.5%~5.05% | $894,386 | $319,427 | $- |
| Unsecured bank loans | 0.5%~6.94% | 333,238 | 868,668 | 770,292 |
| Total | $1,227,624 | $1,188,095 | $770,292 |
(a) The Group's unused short-term lines of credits amount to $12,897,076 thousand, $13,189,668 thousand and $12,682,340 thousand, as of June 30, 2025, December 31, 2024, and June 30, 2024, respectively.
(b) Please refer to Note 8 for more details on assets pledged as security for current borrowings.
(11) Financial liabilities at fair value through profit or loss—current
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Held for trading: | |||
| Derivatives not designated as hedging instruments | |||
| Option—Royalty | $6,441 | $- | $- |
For the above financial instrument contracts, please refer to Note 12 (8) of the consolidated financial statements.
(12) Other payables
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Salaries payable | $723,434 | $1,021,443 | $716,286 |
| Accrued expenses | 456,032 | 624,432 | 567,243 |
| Share capital payable | - | 192,026 | - |
| Employees’ compensation and remuneration to directors and supervisors payable | 78,529 | 103,015 | 82,873 |
| Other payable — other (Note) | 266,864 | 258,154 | 114,413 |
| Other payable — related parties | 229 | 1,619 | 1,408 |
| Total | $1,525,088 | $2,200,689 | $1,482,223 |
Note: Individual items amount not exceeded $50,000 thousand were aggregated as others.
(13) Bonds payable
Domestic convertible bonds payable
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Liability component: | |||
| Principal amount | $- | $354,300 | $794,200 |
| Discounts on bonds payable | - | (1,517) | (8,810) |
| Subtotal | - | 352,783 | 785,390 |
| Less: current portion | - | (352,783) | (785,390) |
| Net | $- | $- | $- |
| Embedded derivative (Recognized in “Financial assets at fair value through profit or loss - non-current”) | $- | $- | $79 |
| Equity component (Recognized in “Equity - Capital surplus”) | $- | $56,392 | $126,410 |
On April 11, 2022, the Company issued zero coupon unsecured convertible bonds. The actual fund raised amounted to a total of $1,680,102 thousand. The terms of the convertible bonds were evaluated to include a liability component, embedded derivatives (a call option and a put option) and an equity component (an option for conversion into issuer's ordinary shares). The terms of the bonds are as follows:
Issue amount: NT$1,500,000 thousand with issue price at par value of $100 thousand per bond.
Coupon rate: 0%
Period: April 11, 2022 ~ April 11, 2025
Important redemption clauses:
A. The Company may redeem the bonds at par value, in whole or in part, after 3 months of the issuance and prior to 40th day before maturity date, if the closing price of the Company's ordinary shares on the Taiwan Stock Exchange (TWSE) for 30 consecutive trading days is at least 130% of the conversion price.
B. The Company may redeem the bonds, in whole, at the early redemption conversion price if the amount of the company's outstanding shares is lower than the conversion price by 10% of the original total issuance amount during the period from the date after 3 months of the issuance and prior to 40th day before maturity date.
Terms of Exchange:
A. Underlying Securities: Common shares of the Company.
B. Exchange Period: The bonds are exchangeable at any time on or after July 12, 2022, and prior to April 11, 2025, into common shares of the Company.
C. Exchange Price and Adjustment: The exchange price was set at NT$210 per share when the shares were issued. The exchange price will be subject to adjustments upon the occurrence of certain events set out in the indenture.
D. Redemption on the Maturity Date: On the maturity date, the Company will redeem the bonds that remain outstanding at the principal amount.
The first domestic unsecured convertible bonds matured on April 11, 2025. Upon maturity, the Company repaid $17,200 thousand, and the bonds were canceled according to the conversion regulations and will no longer be issued. Additionally, the capital surplus - subscription rights in the amount of $2,737 thousand was reclassified to capital surplus - expired subscription rights.
The bonds already exchanged amount to $1,482,800 thousand, $1,145,700 thousand and $705,800 thousand, as of June 30, 2025, December 31, 2024, and June 30, 2024, respectively.
31
(14) Non-current borrowings
Details of non-current borrowings as of June 30, 2025, are as follows:
| Lenders | As of June 30, 2025 | Interest Rate (%) | Maturity date and terms of repayment |
|---|---|---|---|
| CTBC bank. — Unsecured bank loan | $28,560 | 2.21% | The terms of repayment are from December 14, 2023, to December 14, 2028, repayment of 5% of the principal is repayable quarterly, and interest is paid monthly. |
| E.SUN Bank — Secured bank loan | 157,559 | 0.6% | From July 31, 2020, to December 15, 2029, interest is paid monthly. |
| E.SUN Bank — Unsecured bank loan | 1,729 | 0.6% | From December 30, 2020, to December 15, 2026, interest is paid monthly. |
| Subtotal | 187,848 | ||
| Less: current portion | (50,124) | ||
| Less: discount on long-term borrowings | (3,394) | ||
| Total | $134,330 |
Details of non-current borrowings as of December 31, 2024, are as follows:
| Lenders | As of December 31, 2024 | Interest Rate (%) | Maturity date and terms of repayment |
|---|---|---|---|
| CTBC bank. — Unsecured bank loan | $32,640 | 1.98% | The terms of repayment are from December 14, 2023, to December 14, 2028, repayment of 5% of the principal is repayable quarterly, and interest is paid monthly. |
| Subtotal | 32,640 | ||
| Less: current portion | (8,160) | ||
| Total | $24,480 |
Details of non-current borrowings as of June 30, 2024, are as follows:
| Lenders | As of June 30, 2024 | Interest Rate (%) | Maturity date and terms of repayment |
|---|---|---|---|
| CTBC bank. — Unsecured bank loan | $36,720 | 2.06% | The terms of repayment are from December 14, 2023, to December 14, 2028, repayment of 5% of the principal is repayable quarterly, and interest is paid monthly. |
| Subtotal | 36,720 | ||
| Less: current portion | (8,160) | ||
| Total | $28,560 |
Please refer to Note 8 for more details on the above long-term borrowings under pledge.
(15) Post-employment benefits
Defined contribution plan
Expenses under the defined contribution plan for the three-month and six-month periods ended June 30, 2025 were $67,308 thousand and $139,310 thousand, respectively, and for the three-month and six-month periods ended June 30, 2024 were $58,212 thousand and $114,468 thousand, respectively.
Defined benefits plan
Expenses under the defined benefits plan for the three-month and six-month periods ended June 30, 2025 were $2,154 thousand and $4,338 thousand, respectively, and for the three-month and six-month periods ended June 30, 2024 were $1,797 thousand and $3,569 thousand, respectively.
(16) Provisions
| Decommissioning, restoration, and rehabilitation | Other provision | Total | |
|---|---|---|---|
| As of January 1, 2025 | $10,391 | $22,032 | $32,423 |
| Utilized | - | (5,969) | (5,969) |
| Additions | - | 5,252 | 5,252 |
| Discount rate adjustment and unwinding of discount from the passage of time | 168 | - | 168 |
| Exchange differences | - | (1,541) | (1,541) |
| As of June 30, 2025 | $10,559 | $19,774 | $30,333 |
| As of January 1, 2024 | $10,052 | $32,826 | $42,878 |
| Utilized | - | (17,197) | (17,197) |
| Additions | - | 13,219 | 13,219 |
| Discount rate adjustment and unwinding of discount from the passage of time | 168 | - | 168 |
| Exchange differences | - | 848 | 848 |
| As of June, 2024 | $10,220 | $29,696 | $39,916 |
| Current—June 30, 2025 | $- | $19,774 | $19,774 |
| Non-current—June 30, 2025 | 10,559 | - | 10,559 |
| As of June 30, 2025 | $10,559 | $19,774 | $30,333 |
| Current—December 31, 2024 | $- | $22,032 | $22,032 |
| Non-current—December 31, 2024 | 10,391 | - | 10,391 |
| As of December 31, 2024 | $10,391 | $22,032 | $32,423 |
| Current—June 30, 2024 | $- | $29,696 | $29,696 |
| Non-current—June 30, 2024 | 10,220 | - | 10,220 |
| As of June 30, 2024 | $10,220 | $29,696 | $39,916 |
Decommissioning, restoration and rehabilitation
A provision has been recognized for decommissioning costs associated with a factory owned by subsidiary. The Group is committed to restore the site as was when decommissioning the site.
35
Other provision
According to the management’s judgement and other known reasons, the expected employee occupational injury expenses were recognized as miscellaneous expense and estimated related provisions.
Carbon fees
The Company has been conducting carbon inventory since 2022. Based on the historical information and the assessment of greenhouse gas emissions in 2025, the Company is not subject to carbon fee collection under Taiwan’s Ministry of Environment. Therefore, as of June 30, 2025, the Company has not yet been required to estimate related liabilities for carbon fees.
(17) Other non-current liabilities
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Other non-current liabilities - Temporary credits | $157,560 | $157,560 | $315,120 |
| Other liabilities - others | 33,502 | 28,291 | 24,384 |
| Total | $191,062 | $185,851 | $339,504 |
Other non-current liabilities - Others include long-term deferred income related to assets, which the Group recognizes in profit or loss over time in accordance with accounting policies.
(18) Equities
A. Ordinary share
The Company’s authorized capital and issued capital was $3,000,000 thousand and $1,325,735 thousand as of January 1, 2024. Each share at a par value of $10 and has one voting right and a right to receive dividends.
The Company issued domestic unsecured convertible corporate bonds on April 11, 2022. For the six-month periods ended June 30, 2025 and 2024 and for the year period ended December 31, 2024, 1,978 thousand, 2,254 thousand and 4,835 thousand shares with a nominal value of $10 per share were successively requested by bondholders, respectively. As of June 30, 2025, December 31, 2024 and June 30, 2024, 0,751 thousand and 1,697 thousand shares had not been completed and registered yet. The bond conversion entitlement certificates of January 1, 2025 and 2024 were amended in the second quarter of 2025 and 2024 with 2,729 thousand shares and 557 thousand shares respectively.
As of April 11, 2025 (maturity date of corporate bonds), the accumulated shares been successively requested by bondholders were 8,357 thousand shares with a nominal value of $10 per share.
The Company's authorized capital was $3,000,000 thousand as of June 30, 2025, December 31, 2024, and June 30, 2024. The Company's issued capital were $1,393,870 thousand, $1,366,582 thousand and $1,331,305 thousand as of June 30, 2025, December 31, 2024 and June 30, 2024, respectively. Each share at a par value of $10 and has one voting right and a right to receive dividends.
B. Capital surplus
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Additional paid-in capital | $3,203,422 | $2,833,133 | $2,352,595 |
| Difference between consideration given/received and carrying amount of interests in subsidiaries acquired/disposed of | 270,909 | 270,909 | 75,872 |
| Share options | - | 56,392 | 126,410 |
| Changes in ownership interest in subsidiaries | 88,471 | 86,716 | 33,762 |
| Expired share options | 2,737 | - | - |
| Others | 451 | 451 | - |
| Total | $3,565,990 | $3,247,601 | $2,588,639 |
According to the Company Act, the capital reserve shall not be used except for making good the deficit of the company. When a company incurs no loss, it may distribute the capital reserves related to the income derived from the issuance of new shares at a premium or income from endowments received by the company. The distribution could be made in cash or in the form of dividend shares to its shareholders in proportion to the number of shares being held by each of them.
C. Retained earnings and dividend policies
According to the Company's Articles of Incorporation, current year's earnings, if any, shall be distributed in the following order:
(a) Payment of all taxes and dues;
(b) Offset prior years' operation losses;
(c) Set aside 10% of the remaining amount after deducting items (a) and (b) as legal reserve;
(d) Set aside or reverse special reserve in accordance with law and regulations; and
(e) The distribution of the remaining portion, if any, will be recommended by the Board of Directors and resolved in the shareholders' meeting.
36
The policy of dividend distribution should reflect factors such as the current and future investment environment, fund requirements, domestic and international competition and capital budgets; as well as the interest of the shareholders, share bonus equilibrium and long-term financial planning etc. The Board of Directors shall make the distribution proposal annually and present it at the shareholders' meeting. The Company's Articles of Incorporation further provide at least 10% of the dividends must be paid in the form of cash.
According to the Company Act, the Company needs to set aside amount to legal reserve unless where such legal reserve amounts to the total paid-in capital. The legal reserve can be used to make good the deficit of the Company. When the Company incurs no loss, it may distribute the portion of legal serve which exceeds 25% of the paid-in capital by issuing new shares or by cash in proportion to the number of shares being held by each of the shareholders.
When the Company distributes distributable earnings, it shall set aside supplemental special reserve based on the difference between the amount already set aside and other net deductions from shareholders' equity, provided that the Company has already set aside special reserve according to the requirements for the adoption of IFRS. For any subsequent reversal of other net deductions from shareholders' equity, the amount reversed may be distributed from the special reserve.
On March 31, 2021, the FSC issued Order No. Financial-Supervisory-Securities-Corporate-1090150022, which sets out the following provisions for compliance:
On a public company's first-time adoption of the TIFRS, for any unrealized revaluation gains and cumulative translation adjustments (gains) recorded to shareholders' equity that the company elects to transfer to retained earnings by application of the exemption under IFRS 1, the company shall set aside an equal amount of special reserve. For any subsequent reversal of other net deductions from shareholders' equity, the amount reversed may be distributed.
On first-time adoption of the TIFRS, the Company's special reserve amounted to $112,383 thousand. The Company did not reverse special reserve to undistributed earnings for the years ended 2024 and 2023 as a result of the use, disposal of or reclassification of related assets. The Company approved at its shareholders' meetings held on June 19, 2025 and June 18, 2024 that in accordance with the articles of incorporation, the difference between the balance of the special reserve previously appropriated upon the first adoption of IFRS and the net amount of other equity contra account was additionally (reversed) / appropriated to the special reserve of earnings, in the amount of $(315,176) thousand and $160,538 thousand.
Details of the year of 2024 and 2023 earnings distribution and dividends per share as resolved by the stockholders' meeting on June 19, 2025 and June 18, 2024, are as follows:
37
38
| Appropriation of earnings | Dividend per share ($) | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Legal reserve | $378,399 | $238,651 | ||
| Special reserve | (315,176) | 160,538 | ||
| Cash dividend of common stock (Note) | 2,738,837 | 1,659,703 | $19.7 | $12.5 |
Note: As of June 30, 2025, and June 30, 2024, the undistributed cash dividends on common stock have been recorded under dividends payable.
Please refer to Note 6(23) for details on employees' compensation and remuneration to directors and supervisors.
D. Non-controlling interests
| For the six-month periods ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Beginning balance | $2,023,357 | $1,282,232 |
| Net gains attributable to non-controlling interests | 95,253 | 89,280 |
| Other comprehensive income, attributable to non-controlling interests, net of tax: | ||
| Exchange differences on translation of foreign operations | (110,655) | 19,355 |
| Significant non-controlling interests due to acquisition | 1,074,203 | - |
| Subsidiaries appropriated and distributed retained earnings for cash dividends | (246,983) | (94,939) |
| Share-based payment | - | 764 |
| Changes in ownership interests in subsidiaries | (1,211) | - |
| Ending balance | $2,833,964 | $1,296,692 |
(19) Share-based payment plans
Certain employees of the Group are entitled to share-based payment as part of their remunerations; services are provided by the employees in return for the equity instruments granted. These plans are accounted for as equity-settled share-based payment transactions.
Subsidiary—Minson Integration, Inc. ("Minson Integration".)
A. In November 2022 and July 2024, Minson Integration was authorized by the Board of Directors to issue employee share options with a total number of 274 thousand and 322 thousand units, respectively. Each unit entitles an optionee to subscribe for one share of Minson Integration's common shares. Settlement upon the exercise of the options will be made through the issuance of new shares by Minson Integration.
The fair value of the share options is estimated at the grant date using the Black-Scholes model, taking into account the terms and conditions upon which the share options were granted.
The contractual term of the share options granted under this plan is from the month of issuance up to 2 years, and no cash settlement alternatives are provided. Minson Integration does not have a past practice of cash settlement for these share options.
The relevant details of the aforementioned share-based payment plan are as follows:
| Type of agreement | Grant date | Total number of share options granted (in thousands) | Contract period | Vesting condition |
|---|---|---|---|---|
| The first employee stock option plan in 2022 | December 1, 2022 | 274 | 1.98 years | The certificate holder can exercise a certain percentage of the granted stock option within two years after the issuance expires. |
| The first employee stock option plan in 2024 | July 22, 2024 | 322 | 0.04 years | The certificate holder can exercise a certain percentage of the granted stock option within two years after the issuance expires. |
The share-based payment agreement mentioned above was accounted for equity-based settlement.
For the six-month periods ended June 30, 2025 and 2024, the following table contains further details on the aforementioned share-based payment plan of the subsidiary Minson Integration, Inc.:
| For the six-month periods ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Number of share options outstanding (in thousands) | Weighted average exercise price of share options (NT$) | Number of share options outstanding (in thousands) | Weighted average exercise price of share options (NT$) | |
| Outstanding at beginning of period | - | $- | 274 | $10 |
| Granted | - | - | - | - |
| Forfeited | - | - | (10) | - |
| Exercised | - | - | - | - |
| Outstanding at end of period | - | $- | 264 | $10 |
| Exercisable at end of period | - | $- | - | $- |
| Weighted average fair value of share options granted during the period ($) | $- | $- |
The information on the outstanding share-based payment plan as of each financial reporting date is as follows:
As of June 30, 2025: There are no outstanding stock options.
As of December 31, 2024: There are no outstanding stock options.
| Range of exercise price | Weighted average remaining contractual life (years) | |
|---|---|---|
| As of June 30, 2024 | ||
| Share options outstanding at the end of the period | $10 | 0.43 |
For the share-based payment plan granted in 2024, Minson Integration used the Black-Scholes option pricing model to estimate the fair value of the share options on the grant date. The information on each factor is as follows:
| Grant date | |
|---|---|
| July 22, 2024 | |
| Expected volatility (%) | 32.08 |
| Risk-free interest rate (%) | 1.49 |
| Expected option life (Years) | 0.04 |
| Weighted average share price ($) | 110.07 |
B. For the six-month periods ended June 30, 2025 and 2024, the Group did not make any cancellations or modifications to the share-based payment plan.
C. The expense recognized for employee services received is shown in the following table:
| For the six-month periods ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Total expense arising from equity-settled share-based payment transactions | $- | $4,235 |
(20) Operating revenue
A. Disaggregation of revenue
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Revenue from contracts with customers | ||||
| Sale of goods | $6,502,242 | $6,060,336 | $14,898,391 | $12,355,743 |
| Other revenue | 69,738 | 82,069 | 153,102 | 156,295 |
| Total | $6,571,980 | $6,142,405 | $15,051,493 | $12,512,038 |
B. The Group recognizes contract revenue which is at a point in time.
C. Contract balances
Current contract liabilities
| As of | ||||
|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | January 1, 2024 | |
| Sales of goods | $71,116 | $44,386 | $33,821 | $20,070 |
The significant changes in the Group's balances of contract liabilities for the six-month periods ended June 30, 2025 and 2024 were as follows:
| For the six-month periods ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| The opening balance transferred to revenue | $(36,290) | $(4,650) |
| Acquisitions through business combinations | 16,855 | - |
| Increase in unearned receipted during the period (excluding the amount incurred and transferred to - revenue during the period) | 45,679 | 18,278 |
| Effect of changes in foreign exchange rates and others | 486 | 123 |
(21) Impairment loss (impairment gain and reversal of impairment loss)
A. The amounts of expected credit losses (reversal gains) recognized by the Group in operating expenses are as follows:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating expenses—Expected credit (losses) gains | ||||
| Accounts receivables | $(5,745) | $1,935 | $1,560 | $1,480 |
B. Please refer to Note 12 for more details on credit risk.
C. The credit risk for the Group's financial assets at amortized cost are assessed as low as of June 30, 2025, December 31, 2024, and June 30, 2024 (the same as the assessment result in the beginning of the period). Since the counterparties of the company are all financial institutions such as banks with good credit profile, all of them are calculated based on the expected credit loss rate of $0\%$ and the allowance loss amount is $\$0$ .
D. The Group measures the loss allowance of its accounts receivable (including notes receivables and accounts receivable) at an amount equal to lifetime expected credit losses. The assessment of the Group's loss allowance as of June 30, 2025, December 31, 2024, and June 30, 2024 are as follows:
(a) Considering counterparties credit rating, industry characteristics, the loss allowance of accounts receivable is measured by using a provision matrix. In addition, the provision matrix is expressed aggregately since overdue days interval between each entities in the Group is equivalent. Details for provision matrix are as follows:
As of June 30, 2025
| Not yet due (Note) | Overdue | ||||
|---|---|---|---|---|---|
| Under 60 days | 61~180 days | Over 181 days | Total | ||
| Gross carrying amount | $3,775,918 | $211,713 | $15,413 | $3,456 | $4,006,500 |
| Loss ratio | 0.1946% | ||||
| Lifetime expected credit losses | (541) | (237) | (3,565) | (3,456) | (7,799) |
| Net carrying amount | $3,775,377 | $211,476 | $11,848 | $- | $3,998,701 |
As of December 31, 2024
| Not yet due (Note) | Overdue | ||||
|---|---|---|---|---|---|
| Under 60 days | 61~180 days | Over 181 days | Total | ||
| Gross carrying amount | $4,957,553 | $414,478 | $11,782 | $2,753 | $5,386,566 |
| Loss ratio | 0.1650% | ||||
| Lifetime expected credit losses | - | (246) | (5,891) | (2,753) | (8,890) |
| Net carrying amount | $4,957,553 | $414,232 | $5,891 | $- | $5,377,676 |
As of June 30, 2024
| Not yet due (Note) | Overdue | ||||
|---|---|---|---|---|---|
| Under 60 days | 61~180 days | Over 181 days | Total | ||
| Gross carrying amount | $3,615,834 | $226,237 | $20,990 | $3,125 | $3,866,186 |
| Loss ratio | 0.5822% | ||||
| Lifetime expected credit losses | - | (2,075) | (17,310) | (3,125) | (22,510) |
| Net carrying amount | $3,615,834 | $224,162 | $3,680 | $- | $3,843,676 |
Note: The Group's note receivables are not overdue.
E. The change of the provision for impairment of notes receivables and accounts receivable during the six-month periods ended June 30, 2025 and 2024 is as follows:
| Notes receivables | Accounts receivable | Total | |
|---|---|---|---|
| As of January 1, 2025 | $- | $8,890 | $8,890 |
| Through business combinations. | - | 805 | 805 |
| Reversal for the current period | - | (1,560) | (1,560) |
| Exchange differences | - | (336) | (336) |
| As of June 30, 2025 | $- | $7,799 | $7,799 |
| As of January 1, 2024 | $- | $23,074 | $23,074 |
| Reversal for the current period | - | (1,480) | (1,480) |
| Exchange differences | - | 916 | 916 |
| As of June 30, 2024 | $- | $22,510 | $22,510 |
(22)Leases
A. Group as a lessee
The Group leases various properties, including real estate such as land and buildings and other equipment. The lease terms range from 1 to 13 years. The Group is not subject to any special restrictions.
The Group's leases effect on the financial position, financial performance and cash flows are as follows:
(a) Amounts recognized in the balance sheet
i. Right-of-use assets
The carrying amount of right-of-use assets
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Land | $659,499 | $704,810 | $497,045 |
| Buildings | 70,121 | 62,952 | 51,077 |
| Total | $729,620 | $767,762 | $548,122 |
During the six-month periods ended June 30, 2025 and 2024, the Group's additions to right-of-use assets amounting to $38,989 thousand and $19,194 thousand, respectively.
Please refer to Note 8 for more details on right-of-use assets under pledge.
ii. Lease liabilities
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Lease liabilities | $352,061 | $362,046 | $281,486 |
| Current | $40,525 | $39,359 | $48,532 |
| Non-current | 311,536 | 322,687 | 232,954 |
| Total | $352,061 | $362,046 | $281,486 |
Please refer to Note 6(24) (D) for the interest on lease liabilities recognized during the six-month periods ended June 30, 2025 and 2024 and refer to Note 12(5) Liquidity Risk Management for the maturity analysis for lease liabilities on June 30, 2025, December 31, 2024 and June 30, 2024.
(b) Amounts recognized in the statement of profit or loss
Depreciation charge for right-of-use assets
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Land | $15,466 | $8,314 | $19,578 | $14,882 |
| Buildings | 3,535 | 13,606 | 18,364 | 24,988 |
| Total | $19,001 | $21,920 | $37,942 | $39,870 |
(c) Income and costs relating to leasing activities
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| The expenses relating to leases of low-value assets (Including the expenses relating to short-term leases of low-value assets) | $2,103 | $3,929 | $4,568 | $7,894 |
(d) Cash outflow relating to leasing activities
During the three-month and six-month periods ended June 30, 2025 the Group's total cash outflows for leases amounting to $14,720 thousand and $29,175 thousand, respectively, and during the three-month and six-month periods ended June 30, 2024, the Group's total cash outflows for leases amounting to $21,892 thousand and $43,692 thousand, respectively.
(e) Other information relating to leasing activities
Some of the Group's agreement contain extension and termination options. In determining the lease terms, the non-cancellable period for which the Group has the right to use an underlying asset, together with both periods covered by an option to extend the lease if the Group is reasonably certain to exercise that option and periods covered by an option to terminate the lease if the Group is reasonably certain not to exercise that option. These options are used to maximize operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable only by the Group.
After the commencement date, the Group reassesses the lease term upon the occurrence of a significant event or a significant change in circumstances that is within the control of the lessee and affects whether the Group is reasonably certain to exercise an option not previously included in its determination of the lease term, or not to exercise an option previously included in its determination of the lease term.
B. Group as a lessor
The Group's leases of self-own investment properties are classified as operating leases as they do not transfer substantially all the risks and rewards incidental to ownership of underlying assets.
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Lease income for operating leases | ||||
| Income relating to fixed lease payments | $7,400 | $3,264 | $7,400 | $6,465 |
For operating leases entered by the Group, the undiscounted lease payments to be received and a total of the amounts for the remaining years as of June 30, 2025, December 31, 2024 and June 30, 2024 are as follows:
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Not later than one year | $18,229 | $- | $1,077 |
(23)Summary statement of employee benefits, depreciation, and amortization expenses by function
| For the three-month periods ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Operating costs | Operating expenses | Total | Operating costs | Operating expenses | Total | |
| Employee benefits expense | ||||||
| Salaries | $873,745 | $327,941 | $1,201,686 | $858,165 | $294,769 | $1,152,934 |
| Labor and health insurance | 15,284 | 11,155 | 26,439 | 12,408 | 9,669 | 22,077 |
| Pension | 53,442 | 16,020 | 69,462 | 46,939 | 13,070 | 60,009 |
| Other employee benefits expense | 99,497 | 37,731 | 137,228 | 106,436 | 36,303 | 142,739 |
| Depreciation | 181,020 | 37,556 | 218,576 | 170,950 | 33,512 | 204,462 |
| Amortization | 353 | 15,803 | 16,156 | 231 | 9,618 | 9,849 |
| For the six-month periods ended June 30, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | |||||
| Operating costs | Operating expenses | Total | Operating costs | Operating expenses | Total | |
| Employee benefits expense | ||||||
| Salaries | $1,862,773 | $665,272 | $2,528,045 | $1,704,742 | $600,168 | $2,304,910 |
| Labor and health insurance | 29,894 | 24,366 | 54,260 | 25,240 | 22,116 | 47,356 |
| Pension | 111,298 | 32,350 | 143,648 | 92,503 | 25,534 | 118,037 |
| Other employee benefits expense | 252,216 | 71,972 | 324,188 | 209,194 | 67,397 | 276,591 |
| Depreciation | 361,600 | 76,268 | 437,868 | 338,697 | 70,150 | 408,847 |
| Amortization | 399 | 31,723 | 32,122 | 456 | 19,145 | 19,601 |
The depreciation expenses for the Group's investment properties for the six-month periods ended June 30, 2025 and 2024, amounted to $681 thousand and $0, respectively, recorded under other gains and losses.
According to the Articles of Incorporation, no lower than 2% of profit of the current year is distributable as employees' compensation and no higher than 0.5% of profit of the current year is distributable as remuneration to directors and supervisors. Furthermore, no less than 0.36% of the aforementioned employees' compensation shall be allocated for the compensation of non-managerial employees. However, the company's accumulated losses shall have been covered. The Company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, have the profit distributable as employees' compensation in the form of shares or in cash; and in addition there to a report of such distribution is submitted to the shareholders' meeting. If the Board of Directors subsequently modifies the estimates significantly, the company will recognize the change as an adjustment in the profit or loss in the subsequent period. Information on the Board of Directors' resolution regarding the employees' compensation and remuneration to directors and supervisors can be obtained from the "Market Observation Post System" on the website of the TWSE.
Based on profit for the six-month period ended June 30, 2025, the Company estimated the amounts of the employees' compensation and remuneration to directors and supervisors for the six-month period ended June 30, 2025 to be 2.16% and 0.03%, respectively, recognized as employee benefits expense. As such, employees' compensation and remuneration to directors for the three-month and six-month periods ended June 30, 2025 amount to $12,473 thousand and $375 thousand, $41,000 thousand and $750 thousand, respectively and recognized as salaries expense.
Based on profit for the six-month period ended June 30, 2024, the Company estimated the amounts of the employees' compensation and remuneration to directors and supervisors for the six-month period ended June 30, 2024 to be 2% and 0.03%, respectively, recognized as employee benefits expense. As such, employees' compensation and remuneration to directors for the three-month and six-month periods ended June 30, 2024 amount to $19,316 thousand and $375 thousand, $42,065 thousand and $750 thousand, respectively and recognized as salaries expense.
A resolution was resolved at a board meeting held on March 11, 2025, to distribute $93,604 thousand and $1,500 thousand in cash as employees' compensation and remuneration to directors of 2024, respectively. No material differences exist between the estimated amount and the actual distribution of the employee compensation and remuneration to directors and supervisors for the year ended December 31, 2024.
No material differences exist between the estimated amount and the actual distribution of the employee compensation and remuneration to directors and supervisors for the year ended December 31, 2023.
47
(24) Non-operating income and expenses
A. Interest income
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest income | ||||
| Financial assets measured at amortized cost | $39,888 | $57,733 | $80,280 | $96,359 |
| Financing provided to others (Note) | 400 | 359 | 800 | 717 |
| Total | $40,288 | $58,092 | $81,080 | $97,076 |
Note: Please refer to attachment 1 for financing provided to others.
B. Other income
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Rent income | $7,400 | $4,228 | $9,243 | $8,375 |
| Other income - government grants | 1,061 | 2,230 | 4,634 | 5,141 |
| Other income - others | 27,968 | 23,399 | 45,055 | 35,526 |
| Total | $36,429 | $29,857 | $58,932 | $49,042 |
C. Other gains and losses, net
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Gains/(Losses) on disposal of property, plant and equipment | $(1,779) | $(2,060) | $1,284 | $(1,877) |
| Gains/(Losses) on financial assets at fair value through profit or loss (Note) | (15,826) | (1,569) | (68) | (1,253) |
| Foreign exchange gains/(losses), net | (391,807) | 101,761 | (276,417) | 261,411 |
| Miscellaneous disbursements | (8,683) | (41,213) | (10,414) | (52,970) |
| Depreciation of investment properties | (681) | - | (681) | - |
| Gains on lease modification | - | - | - | 120 |
| Others | - | - | 1,871 | - |
| Total | $(418,776) | $56,919 | $(284,425) | $205,431 |
Note: Including balances were arising from financial assets mandatorily measured at fair value through profit or loss.
D. Finance costs, net
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest on borrowings from bank | $2,551 | $8,987 | $23,710 | $15,822 |
| Interest on provisions | 81 | 85 | 168 | 168 |
| Interest on lease liabilities | 2,400 | 890 | 4,416 | 1,901 |
| Interest on bonds payable | 19 | 3,453 | 833 | 7,403 |
| Total | $5,051 | $13,415 | $29,127 | $25,294 |
(25) Components of other comprehensive income
For the three-month period ended June 30, 2025
| Arising during the period | Reclassification adjustments during the period | Other comprehensive income, before tax | Income tax relating to components of other comprehensive | Other comprehensive income, net of tax | |
|---|---|---|---|---|---|
| Will be reclassified to profit or loss in subsequent periods: | |||||
| Exchange differences on translation | $(1,132,358) | $- | $(1,132,358) | $2,927 | $(1,129,431) |
For the three-month period ended June 30, 2024
| Arising during the period | Reclassification adjustments during the period | Other comprehensive income, before tax | Income tax relating to components of other comprehensive | Other comprehensive income, net of tax | |
|---|---|---|---|---|---|
| Will be reclassified to profit or loss in subsequent periods: | |||||
| Exchange differences on translation | $56,825 | $- | $56,825 | $- | $56,825 |
For the six-month period ended June 30, 2025
| Arising during the period | Reclassification adjustments during the period | Other comprehensive income, before tax | Income tax relating to components of other comprehensive | Other comprehensive income, net of tax | |
|---|---|---|---|---|---|
| To be reclassified to profit or loss in subsequent periods: | |||||
| Exchange differences on translation | $(923,875) | $- | $(923,875) | $2,927 | $(920,948) |
For the six-month period ended June 30, 2024
| Arising during the period | Reclassification adjustments during the period | Other comprehensive income, before tax | Income tax relating to components of other comprehensive | Other comprehensive income, net of tax | |
|---|---|---|---|---|---|
| To be reclassified to profit or loss in subsequent periods: | |||||
| Exchange differences on translation | $213,300 | $- | $213,300 | $- | $213,300 |
(26) Income tax
A. The major components of income tax expense (income) are as follows:
Income tax expense (income) recognized in profit or loss
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Current income tax expense: | ||||
| Current income tax charge | $186,064 | $239,816 | $467,688 | $487,350 |
| Adjustments in respect of current income tax of prior periods | 377 | (1,310) | 22,068 | 306 |
| Current tax expense (income) related to Pillar Two legislation (Note) | - | (not applicable) | - | (not applicable) |
| Deferred tax expense: | ||||
| Deferred tax expense relating to origination and reversal of temporary differences | 2,334 | 23,155 | 40,614 | 37,672 |
| Tax expense (income) recognized in the period for previously unrecognized tax loss, tax credit or temporary difference of prior periods | (538) | 76 | (769) | 76 |
| Total income tax expense | $188,237 | $261,737 | $529,601 | $525,404 |
Note : The consolidated financial statements of the group included entities located in countries where the Pillar Two rules have been in effect (including Hong Kong, Vietnam and Thailand), whose consolidated revenue reached EUR 750 million (reaching EUR 750 million for any two years within four tested years), therefore the "International Tax Reform- Pillar Two Model Rules (Amendment to IAS 12)" affected these entities. As of the end of this quarter, the Group assessed that the income tax expense of these entities affected by Pillar Two is not material to the Group, and the specific numbers of the effect will be disclosed upon completion of calculation.
Income tax recognized in other comprehensive income
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Deferred tax expense (income): | ||||
| Exchange differences on translation | $(2,927) | $- | $(2,927) | $- |
B. The assessment of income tax returns
As of the reporting date, the assessment of the income tax returns of the Company and its domestic subsidiaries are as follows:
The Company
Subsidiary- NFT Technology Co., Ltd
Subsidiary- Crosspace Co., LTD
Subsidiary- Minson Integration,Inc.
Subsidiary-PROXENE TOOLS CO., LTD.
Sub-subsidiary-DUCROWN INDUSTRIAL CO., LTD.
The assessment of income tax returns
Assessed and approved up to 2023
Assessed and approved up to 2021
Assessed and approved up to 2023
Assessed and approved up to 2022
Assessed and approved up to 2023
Assessed and approved up to 2023
(27) Earnings per share
Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent entity by the weighted average number of ordinary shares outstanding during the year.
Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent entity by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| A. Basic earnings per share | ||||
| Profit attributable to ordinary equity holders of the Company (in thousand) | $316,201 | $744,632 | $1,535,735 | $1,674,854 |
| Weighted average number of ordinary shares outstanding for basic earnings per share (in thousands) | 139,378 | 133,704 | 138,747 | 133,196 |
| Basic earnings per share (NT$) | $2.27 | $5.57 | $11.07 | $12.57 |
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| B. Diluted earnings per share | ||||
| Profit attributable to ordinary equity holders of the Company (in thousand) | $316,201 | $744,632 | $1,535,735 | $1,674,854 |
| Interest expense from convertible bonds (in thousand) | 16 | 2,762 | 667 | 5,921 |
| Profit attributable to ordinary equity holders of the Company after dilution | $316,217 | $747,394 | $1,536,402 | $1,680,775 |
| Weighted average number of ordinary shares outstanding for basic earnings per share (in thousands) | 139,378 | 133,704 | 138,747 | 133,196 |
| Effect of dilution: | ||||
| Employee compensation - stock (in thousands) | 129 | 148 | 242 | 251 |
| Convertible bonds(in thousands) | 110 | 5,583 | 741 | 6,091 |
| Weighted average number of ordinary shares outstanding after dilution (in thousands) | 139,617 | 139,435 | 139,730 | 139,538 |
| Diluted earnings per share (NT$) | $2.26 | $5.36 | $11.00 | $12.05 |
There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of completion of the financial statements.
(28) Business combinations
A. Acquisition of Alloy Seiko Industry (SZ) Co., LTD. and its subsidiary — Alloy Seiko Technology (Jiangsu) CO., LTD.
In order to improve operating performance, the Company acquire Alloy Seiko Industry (SZ) Co., LTD (hereinafter referred to as "ASIC"). and its subsidiary — Alloy Seiko Technology(Jiangsu) CO., LTD. (collectively referred to as "AS Group") to expand the layout of the automotive components business. Following an agreement between the Group and the shareholders of ASIC, Zhong Shan Worldmark Sporting Goods Ltd.( hereinafter referred to as "Zhongshan Worldmark"), a wholly-owned subsidiary of the Group, participated in the cash capital increase of ASIC and remitted the capital increase funds on August 23, 2024, resulting in the Group holding a $77.51\%$ equity interest in ASIC. For details on the related consolidation structure, please refer to Note 4(3).
The Company and its subsidiaries set August 23, 2024, as the acquisition date to acquire AS Group and measured the identifiable assets acquired and liabilities assumed at their fair values as of that date. The consolidated financial statements for the year ended December 31, 2024 issued by the Group on March 11, 2025 were recognized at provisional amounts. The Group completed the independent evaluation and obtained the evaluation report from an independent appraiser in April 2025. The differences between the provisional amounts and the valuation results will be retrospectively adjusted in the consolidated financial statements for the year ended December 31, 2024, as detailed in the explanation below.
The Group elected to measure the non-controlling interest in AS Group at the non-controlling interest's proportionate share of the acquiree's identifiable net assets.
The fair values of the identifiable assets and liabilities of AS Group as at the date of acquisition were as follows:
| Fair value recognized on acquisition | |
|---|---|
| Assets | |
| Cash and cash equivalents | $710,268 |
| Accounts receivable, net | 349,508 |
| Other receivable | 241,562 |
| Inventories | 138,969 |
| Prepayments | 69,812 |
| Property, plant, and equipment | 398,006 |
| Right-of-use assets | 90,552 |
| Intangible assets Intangible assets (including customer relationships, patented technologies, etc.) | 217,900 |
| Deferred tax assets | 5,059 |
| Other non-current assets | 5,721 |
| Liabilities | |
| Short-term loans | (421,096) |
| Contract liabilities | (68,338) |
| Accounts payable | (348,888) |
| Other payables | (642,634) |
| Deferred tax liabilities | (40,887) |
| Other current liabilities | (1,754) |
| Long-term loans | (24,534) |
| Other non-current liabilities | (47,035) |
| Total identifiable net assets at fair value | $632,191 |
The goodwill for the AS Group is as follows:
| Amount | |
|---|---|
| Cash consideration | $693,124 |
| Add: non-controlling interests | 201,114 |
| Less: identifiable net assets at fair value | (632,191) |
| Goodwill | $262,047 |
The amount of goodwill in the amount of $262,047 thousand is expected to result from the synergy of the acquisition.
Cash flows on acquisition:
| Amount | |
|---|---|
| Net cash acquired with the subsidiary | $710,268 |
| Cash paid | (693,124) |
| Net cash inflow | $17,144 |
As of the date the financial report was approved, the independent valuation expert has completed the fair value assessment of the identifiable net assets of the AS Group. The result differed from the provisional amounts reported in the consolidated financial statements for the year ended December 31, 2024. Therefore, in accordance with the International Financial Reporting Standards, the Group recognized the provisional goodwill in the amount of $248,630 thousand as of December 31, 2024, and also retrospectively adjusted the other intangible assets, goodwill, and deferred tax liabilities as of December 31, 2024. The adjustments to the financial information for the comparative periods are explained as follows:
(a) Provisional amount differences:
The consolidated financial statements as of December 31, 2024
| Provisional amounts | Adjustment | The result of valuation | |
|---|---|---|---|
| Cash consideration | $693,124 | $- | $693,124 |
| Add: non-controlling interests | 201,114 | - | 201,114 |
| Less: identifiable net assets at fair value | (645,608) | 13,417 | (632,191) |
| Goodwill | $248,630 | $13,417 | $262,047 |
(b) The Group's consolidated financial statements for the comparative periods based on retrospective adjustments are as follows:
| Balance Sheet | As of December 31, 2024 | ||
|---|---|---|---|
| Before retrospective | The amount of retrospective | After retrospective | |
| Assets | |||
| Total current assets | $17,918,962 | $- | $17,918,962 |
| Intangible assets | 1,101,913 | (2,368) | 1,099,545 |
| Other non-current assets | 7,145,019 | - | 7,145,019 |
| Total non-current assets | 8,246,932 | (2,368) | 8,244,564 |
| Total assets | $26,165,894 | $(2,368) | $26,163,526 |
| Balance Sheet | As of December 31, 2024 | ||
|---|---|---|---|
| Before retrospective | The amount of retrospective | After retrospective | |
| Liability | |||
| Total current liabilities | $8,695,164 | $- | $8,695,164 |
| Deferred tax liabilities | 143,747 | (2,368) | 141,379 |
| Other non-current liabilities | 630,581 | - | 630,581 |
| Total non-current liabilities | 774,328 | (2,368) | 771,960 |
| Total liabilities | 9,469,492 | (2,368) | 9,467,124 |
| Total equity | 16,696,402 | - | 16,696,402 |
| Total liabilities and equity | $26,165,894 | $(2,368) | $26,163,526 |
Note: The difference between the provisional amount and the formal valuation report is not material to the Group's retained earnings. Therefore, the difference in retained earnings will not be adjusted retrospectively but will be adjusted in the current period's profit and loss in 2025.
B. Acquisition of Proxene Tools Co., Ltd. and its subsidiary
The Group acquired Proxene Tools Co., Ltd. (hereinafter referred to as "Proxene") and its subsidiaries (collectively referred to as "Proxene Group") for strategic investment purposes. The Group obtained 51% of the common stock equity through a public tender offer, with the payment made to the public tender account on March 11, 2025, and the consideration payment and equity transfer were completed on April 9, 2025, resulting in the Group holding 51% of the shareholders' equity in Proxene. Refer to Note 4 (3) for the relevant consolidation structure.
The Group elected to measure the non-controlling interest in Proxene Group at the non-controlling interest's proportionate share of the acquiree's identifiable net assets.
The fair value of the identifiable assets and liabilities of Proxene Group as at the date of acquisition were:
| Fair value recognized on acquisition | |
|---|---|
| Assets | |
| Cash and cash equivalents | $298,837 |
| Financial assets at fair value through profit or loss | 182,960 |
| Financial assets at amortized cost | 55,664 |
| Accounts receivable, net | 140,258 |
| Other receivable | 40,945 |
| Inventories | 218,048 |
| Prepayments | 5,961 |
| Property, plant, and equipment | 1,471,759 |
| Right-of-use assets | 28,475 |
| Intangible assets | 408,473 |
| Other non-current assets | 12,057 |
| Liabilities | |
| Short-term loans | (246,147) |
| Financial liabilities at fair value through profit or loss | (15,279) |
| Contract liabilities | (16,855) |
| Accounts payable | (19,369) |
| Other payables | (101,525) |
| Current tax liabilities | (32,760) |
| Other current liabilities | (14,689) |
| Lease liabilities | (7,918) |
| Long-term loans | (183,190) |
| Deferred tax liabilities | (20,755) |
| Other non-current liabilities | (12,697) |
| Total identifiable net assets at fair value | $2,192,251 |
The goodwill for the Proxene Group is as follows:
| Amount | |
|---|---|
| Cash consideration | $1,481,295 |
| Add: non-controlling interests | 1,074,203 |
| Less: identifiable net assets at fair value | (2,192,251) |
| Goodwill | $363,247 |
The amount of goodwill in the amount of $363,247 thousand is expected to result from the synergy of the acquisition.
Cash flows on acquisition:
| Amount | |
|---|---|
| Net cash acquired with the subsidiary | $298,837 |
| Cash paid | (1,481,295) |
| Net cash inflow | $(1,182,458) |
As of June 30, 2025, the cash consideration paid by the Group was based on the equity purchase agreement, with the Company paying $1,481,295 thousand in cash to acquire equity in Proxene.
The Group designated April 9, 2025 as the acquisition date for the consolidation of Proxene Group and measured the identifiable assets acquired and liabilities assumed at their fair value as of the acquisition date. However, as of the day the consolidated financial statements were authorized for issue, the valuation procedures for the identifiable assets acquired and liabilities assumed were still ongoing. Therefore, in accordance with paragraphs 45 and B67(a) of International Financial Reporting Standard No. 3 'Business Combinations', if the initial accounting for a business combination is incomplete before the end of the reporting period in which the combination occurs, the acquirer shall report provisional amounts for the incomplete accounting items in its financial statements. Thus, in the Group's consolidated financial statements as of June 30, 2025, the identifiable assets acquired, liabilities assumed, and non-controlling interests of the acquiree resulting from the business combination are recognized at provisional amounts, which may be adjusted upon the issuance of the formal valuation report.
Based on the aforementioned provisional amounts, from the acquisition date (April 9, 2025) to June 30, 2025, the acquiree generated net profit from continuing operations in the amount of $1,613 thousand for the Group. Had the consolidation occurred in the beginning of 2025, the revenue generated by the continuing operations would have been $446,138 thousand and the net profit from the continuing operations would have been $24,249 thousand.
57
(29) Subsidiaries that have material non-controlling interests
Financial information of subsidiaries that have material non-controlling interests was provided below:
Proportion of equity interest held by non-controlling interests:
| Name | Country of Incorporation and operation | As of | ||
|---|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | ||
| Zhong Shan Aubo Precision Technology Co., Ltd. | China | 47.50% | 47.50% | 47.50% |
| Minson Integration, Inc. | Taiwan | 34.70% | 34.70% | 18.04% |
| Proxene Tools Co., Ltd. (Note) | Taiwan | 49% | -% | -% |
Note: It was consolidated into the consolidated financial statements in the second quarter of 2025.
A. Accumulated balances of material non-controlling interest:
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Zhong Shan Aubo Precision Technology Co., Ltd. | $769,032 | $924,296 | $761,106 |
| Minson Integration, Inc. | 783,807 | 832,733 | 453,129 |
| Proxene Tools Co., Ltd. | 987,670 | - | - |
| Total | $2,540,509 | $1,757,029 | $1,214,235 |
B. Profit(loss) allocated to material non-controlling interest:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Zhong Shan Aubo Precision Technology Co., Ltd. | $18,983 | $33,662 | $60,095 | $62,849 |
| Minson Integration, Inc. | (6,291) | 11,708 | 29,763 | 25,835 |
| Proxene Tools Co., Ltd. | 790 | - | 790 | - |
| Total | $13,482 | $45,370 | $90,648 | $88,684 |
C. Dividends paid to material non-controlling interests
For the six-month period ended June 30, 2025, Zhong Shan Aubo Precision Technology Co., Ltd., Minson Integration, Inc., and Proxene Tools Co., Ltd. announced to distribute $138,636 thousand, $63,245 thousand and $81,585 thousand, respectively, which have not been distributed as of June 30, 2025.
For the six-month period ended June 30, 2024, Zhong Shan Aubo Precision Technology Co., Ltd. and Minson Integration, Inc. announced to distribute $76,116 thousand and $18,823 thousand, respectively, which have not been distributed as of June 30, 2024.
D. The aggregated financial information of subsidiaries that have material non-controlling interests was provided blow. This information was based on amounts before inter-company eliminations.
(a) Zhong Shan Aubo Precision Technology Co., Ltd.
(i) Summarized information of profit or loss as follows:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating revenue | $443,523 | $570,951 | $1,316,888 | $1,138,182 |
| Profit/(Loss) from continuing operations | 39,961 | 70,868 | 126,514 | 132,315 |
| Total comprehensive income | 37,006 | 70,844 | 108,716 | 133,849 |
(ii) Summarized information of financial position as follows:
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Current assets | $1,302,669 | $1,715,946 | $1,364,182 |
| Non-current assets | 788,997 | 849,921 | 810,007 |
| Current liabilities | 460,735 | 619,981 | 571,859 |
| Non-current liabilities | 11,915 | - | - |
(b) Minson Integration, Inc.
(i) Summarized information of profit or loss as follows:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating revenue | $696,829 | $638,231 | $1,515,790 | $1,140,949 |
| Profit/(Loss) from continuing operations | (12,439) | 70,580 | 97,148 | 155,203 |
| Total comprehensive income | (82,227) | 73,965 | 52,676 | 142,052 |
(ii) Summarized information of financial position as follows:
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Current assets | $1,443,165 | $1,418,197 | $1,335,839 |
| Non-current assets | 1,457,337 | 1,468,401 | 1,391,594 |
| Current liabilities | 833,277 | 685,325 | 763,098 |
| Non-current liabilities | 127,910 | 132,372 | 105,573 |
(c) Proxene Tools Co., Ltd.
(i) Summarized information of profit or loss as follows:
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating revenue | $198,518 | $- | $198,518 | $- |
| Profit/(Loss) from continuing operations | 1,613 | - | 1,613 | - |
| Total comprehensive income | (10,098) | - | (10,098) | - |
(ii) Summarized information of financial position as follows:
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Current assets | $748,471 | $- | $- |
| Non-current assets | 831,166 | - | - |
| Current liabilities | 483,962 | - | - |
| Non-current liabilities | 155,089 | - | - |
- Related party transactions
Information of related parties that had transactions with the Group and the significant transactions during the financial reporting periods is as follows:
Name and nature of relationship of the related parties
| Name of the related parties | Nature of relationship of the related parties |
|---|---|
| Fu Sheng Industrial Co., Ltd. | Substantive related party |
| Fu Sheng Industrial (Shanghai) Co., Ltd. | Substantive related party |
| Zhong Shan Fu Sheng Electromechanical Co., Ltd. | Substantive related party |
| Zhong Shan Fu Sheng Machinery Co., Ltd. | Substantive related party |
| Fu Sheng (Vietnam) Industrial Co., Ltd. | Substantive related party |
| Worldmark Service Ltd. | Substantive related party |
| FS-Elliot Co. LLC | Substantive related party |
| California Air Compressor Company | Substantive related party |
| FS COMPRESSOR (THAILAND) CO., LTD | Substantive related party |
| Eclatorq technology Co., Ltd. | Substantive related party |
| WU, CHUAN-FU | Substantive related party |
Significant transactions with the related parties
Transactions with related parties that are significant in amount or balance, exceeding 10% or $5,000 thousand of the total amount or balance of each type of transaction for the group, should be individually listed, and all the remaining amount or balance should be aggregated and presented collectively.
(1) Sales
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Fu Sheng Industrial Co., Ltd. | $1,712 | $560 | $2,155 | $841 |
| Fu Sheng Industrial(Shanghai) Co., Ltd. | 658 | 1 | 1,258 | 117 |
| Eclatorq technology Co., Ltd. | 3,080 | - | 3,080 | - |
| Other | - | - | 24 | - |
| Total | $5,450 | $561 | $6,517 | $958 |
The sales price to the above related parties was determined through mutual agreement based on the market rates. The collection period for domestic sales to related parties was month-end 90 days, while the terms for overseas sales were 30~120 days from FOB shipping point. The collection period for third party domestic sales was month-end 14~120 days, while the terms for overseas sales were 30~90 days from FOB shipping point.
(2) Purchases
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Zhong Shan Fu Sheng Machinery Co., Ltd. | $159 | $105 | $277 | $625 |
| Fu Sheng (Vietnam) Industrial Co., Ltd. | - | 12 | - | 332 |
| FS COMPRESSOR (THAILAND) CO., LTD | 261 | - | 261 | - |
| Total | $420 | $117 | $538 | $957 |
The purchase price to the above related parties was determined through mutual agreement based on the market rates. The payment terms from the related party suppliers are comparable with third party suppliers and are between 30~90 days.
(3) Accounts receivable
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Substantive related party | |||
| Fu Sheng Industrial Co., Ltd. | $2,485 | $501 | $559 |
| Fu Sheng Industrial (Shanghai) Co., Ltd. | 243 | - | - |
| Eclatorq technology Co., Ltd. | 2,216 | - | - |
| Total | $4,944 | $501 | $559 |
As of June 30, 2025, December 31, 2024 and June 30, 2024 the outstanding funds were unsecured, interest-free, and subject to cash settlement. There is no guarantee for the receivables of related parties.
(4) Accounts payables
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Substantive related party | |||
| California Air Compressor Company | $- | $- | $401 |
| Fu Sheng (Vietnam) Industrial Co., Ltd. | 212 | 84 | 12 |
| Fu Sheng Industrial Co., Ltd. | 47 | - | 111 |
| FS-Elliott Co. LLC | - | 164 | 6 |
| Zhong Shan Fu Sheng Machinery Co., Ltd. | 35 | - | - |
| FS COMPRESSOR (THAILAND) CO., LTD | 80 | - | - |
| Total | $374 | $248 | $530 |
(5) Refundable deposits
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Substantive related party | |||
| Fu Sheng (Vietnam) Industrial Co., Ltd. | $62,531 | $70,144 | $92,429 |
(6) Lease
A. Rent Income
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Worldmark Service Ltd. | $118 | $124 | $245 | $245 |
The rental income is generated from leasing the plant to related parties. The transaction conditions are agreed upon by both parties, and the rent is paid monthly.
B. Rent Expense
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Fu Sheng Industrial Co., Ltd | $315 | $285 | $630 | $630 |
Rental expenses incurred as a result of leasing from related parties. The transaction conditions are agreed upon by both parties, and the rent is paid monthly.
C. Right-of-use assets
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Substantive related party | |||
| Fu Sheng (Vietnam) Industrial Co., Ltd. | $330,468 | $373,942 | $250,638 |
| Zhong Shan Fu Sheng Electromechanical Co., Ltd. | 153,529 | 172,334 | 175,341 |
| Total | $483,997 | $546,276 | $425,979 |
D. Lease liabilities
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Substantive related party | |||
| Fu Sheng (Vietnam) Industrial Co., Ltd. | $268,569 | $292,443 | $217,859 |
| WU, CHUAN-FU | 2,581 | - | - |
| Total | $271,150 | $292,443 | $217,859 |
E. Interest Expense
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Fu Sheng (Vietnam) | $1,458 | $408 | $3,036 | $833 |
| Industrial Co., Ltd. | ||||
| WU, CHUAN-FU | 11 | - | 11 | - |
| Total | $1,469 | $408 | $3,047 | $833 |
F. Depreciation
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Substantive related party | ||||
| Fu Sheng (Vietnam) | $6,044 | $4,661 | $12,598 | $9,306 |
| Industrial Co., Ltd. | ||||
| Zhong Shan Fu Sheng | 1,829 | 1,918 | 3,789 | 3,815 |
| Electromechanical Co., Ltd. | ||||
| WU, CHUAN-FU | 194 | - | 194 | - |
| Total | $8,067 | $6,579 | $16,581 | $13,121 |
(7) Property transactions
Acquisition of fixed assets:
| Related party | Property acquired | Acquisition price | |||
|---|---|---|---|---|---|
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | ||||
| 2025 | 2024 | 2025 | 2024 | ||
| Fu Sheng Industrial Co., Ltd. | Machinery and equipment | $940 | $1,300 | $940 | $1,300 |
| Fu Sheng Industrial Co., Ltd. | Miscellaneous equipment | - | 105 | - | 105 |
| Total | $940 | $1,405 | $940 | $1,405 |
The above purchase price was negotiated by the buyer and the seller.
(8) Key management personnel compensation
| For the three-month periods ended June 30, | For the six-month periods ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Short-term employee benefits | $21,021 | $13,793 | $40,540 | $27,340 |
- Assets pledged as security
The following table lists assets of the Group pledged as security:
| Items | Carrying amount | Secured liabilities | ||
|---|---|---|---|---|
| June 30, 2025 | December 31, 2023 | June 30, 2024 | ||
| Financial assets at amortised cost - Current | $37,664 | $15,000 | $15,000 | Security deposit for natual gas service, options, project performance guarantee deposits |
| Property, plant and equipment - Land | 345,317 | 51,495 | 47,513 | Long-term loans and Short-term loans (Note) |
| Property, plant and equipment - Buildings | 618,469 | 285,666 | 102,443 | Long-term loans and Short-term loans (Note) |
| Property, plant and equipment - Machinery and equipment | 14,013 | - | - | Long-term loans |
| Right-of-use assets - Land | 42,704 | 44,470 | - | Short-term loans |
| Total | $1,058,167 | $396,631 | $164,956 |
Note: As of June 30, 2024 and December 31, 2024, there were facilities available but not actually drawn.
- Commitments and contingencies
(1) Contingent liabilities
Qingda Construction Co., Ltd. (hereinafter referred to as 'Qingda') contracted with its subsidiary, Proxene Tools Co., Ltd. (hereinafter referred to as 'Proxene'), for the 'Proxene Factory Office New Construction Project' on October 25, 2019. Due to defects in Qingda's work, and after Proxene's requests for repairs, Qingda still refused to make the necessary repairs. Therefore, on September 21, 2023, Proxene applied for mediation. However, Qingda refused to appear in court despite receiving two notices from the Taichung District Court, resulting in Proxene receiving a certificate of unsuccessful mediation on December 13, 2023.
On November 28, 2023, Qingda filed a lawsuit against Proxene, requesting payment for the project cost in the amount of $15,130 thousand, additional cost of $10,526 thousand, penalty of $817 thousand and interest, totaling $26,473 thousand. Qingda also requested the return of a performance guarantee check in the amount of $2,678 thousand.
On December 20, 2023, Proxene filed a counterclaim requesting Qingda to pay for repair costs of $3,367 thousand and to reduce the project price by $576 thousand. Qingda contended that Proxene's claims were time-barred. On February 23, 2024, Proxene submitted a counterclaim preparation document, additionally requesting for a follow-up notice regarding defects discovered by Proxene in October 2023. However, the repair costs are still pending estimation after Qingda's refusal to make repairs. As the case is still pending at the court, as of June 30, 2025, Proxene's present obligations have not been confirmed, and the amount of those obligations cannot be reliably estimated.
Proxene has already recognized $14,470 thousand of the aforementioned project costs as other payable during the project.
(2) Commitments
A. As of June 30, 2025, the Group has unused letters of credit was amounted to RMB890,804 thousand, JPY95,100 thousand, EUR1,161 thousand and $100,239 thousand.
B. As of June 30, 2025, the Group provided endorsement and guarantee to subsidiaries were amounted to USD57,000 thousand, RMB150,000 thousand and $240,00 thousand. Please refer to Note 13 for more details.
C. As of June 30, 2025, the financial institutions provided the following guarantees to the Group,
| Financial institution | Purpose of guarantee | Amount |
|---|---|---|
| Bank Sinopac Co. Ltd. | Customs Duty Guarantee | $3,000 |
| Bangkok Bank Public Company Limited | Electricity Usage Guarantee | 6,018 |
D. As of June 30, 2025, the details of the commitments signed by the Group but not yet paid are as follows,
| Contract | Contract amount | Payment amount | Unpaid amount |
|---|---|---|---|
| Machinery and equipment, etc. | $321,786 | $285,526 | $36,260 |
Payment amount is recognized as construction in progress and equipment awaiting examination, prepayments for equipment and prepayments.
E. On January 2, 2024, Proxene applied to the Industrial Development Administration, Ministry of Economic Affairs for the 'Forging Material Carbon Reduction Technology Upgrade and Transformation Project' under the 2024 'Ministry of Economic Affairs Small and Medium-Sized Manufacturing Industry Low Carbon and Intelligent Upgrade Case Subsidy.' This project runs from April 1, 2024, to March 31, 2025, with a total subsidy of $2,600 thousand. A performance guarantee certificate is issued by the bank, and the guarantee is secured by Proxene Group's pledged time deposits. Please refer to Note 8 for details.
- Losses due to major disasters:
None.
- Significant subsequent events:
A. On April 1, 2025, the Company's board of directors resolved to issue the second domestic unsecured convertible bonds, with a total issuance amount of $2,000,000 thousand, which became effective on July 21, 2025, after being reported to the Financial Supervisory Commission of the Executive Yuan.
B. On August 12, 2025, Proxene's board of directors resolved to issue the first domestic unsecured convertible bonds, with a face value of $100 thousand each. The maximum number of bonds to be issued is 2,000, totaling a maximum face value of $200,000 thousand. The coupon rate is 0%, and the issuance period is 3 years. The public offering will be conducted either through a price inquiry or competitive auction.
C. To strengthen operating capital and repay bank loans, Proxene's board of directors resolved on August 12, 2025, to conduct a cash capital increase by issuing common stock, with a maximum planned issuance of 2,000 thousand shares, each with a par value of $10.
68
- Others
(1) Categories of financial instruments
Financial assets
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Financial assets at fair value through profit or loss: | |||
| Mandatorily measured at Fair value through profit or loss | $260,210 | $233,687 | $223,426 |
| Subtotal | 260,210 | 233,687 | 223,426 |
| Financial assets at amortized cost: | |||
| Cash and cash equivalents (excluding cash on hand) | 8,381,568 | 7,395,140 | 7,275,170 |
| Financial assets at amortized cost | 116,748 | 19,533 | 73,929 |
| Notes and accounts receivable, net (including related parties) | 3,998,701 | 5,377,676 | 3,843,676 |
| Other receivables (including related parties) | 666,664 | 651,873 | 350,779 |
| Guarantee deposits paid | 77,356 | 85,220 | 142,917 |
| Subtotal | 13,241,037 | 13,529,442 | 11,686,471 |
| Total | $13,501,247 | $13,763,129 | $11,909,897 |
Financial liabilities
| As of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Financial liabilities at fair value through profit or loss: | |||
| Mandatorily measured at Fair value through profit or loss | $6,441 | $- | $- |
| Subtotal | 6,441 | - | - |
| Financial liabilities at amortized cost: | |||
| Current borrowings | 1,227,624 | 1,188,095 | 770,292 |
| Accounts payables (including related parties) | 2,426,923 | 3,599,730 | 2,452,034 |
| Other payables (including related parties) | 1,525,088 | 2,200,689 | 1,482,223 |
| Dividend payables | 3,201,209 | 272,861 | 1,754,642 |
| Lease liabilities | 352,061 | 362,046 | 281,486 |
| Guarantee deposits received | 4,314 | 376 | 3,236 |
| Non-current borrowings (including current portion with maturity less than 1 year) | 184,454 | 32,640 | 36,720 |
| Bonds payable (including current portion with maturity less than 1 year) | - | 352,783 | 785,390 |
| Subtotal | 8,921,673 | 8,009,220 | 7,566,023 |
| Total | $8,928,114 | $8,009,220 | $7,566,023 |
69
(2) Financial risk management objectives and policies
The Group’s principal financial risk management objective is to manage the market risk, credit risk and liquidity risk related to its operating activities. The Group identifies measures and manages the aforementioned risks based on the Group’s policy and risk appetite.
The Group has established appropriate policies, procedures and internal controls for financial risk management. Before entering into significant transactions, due approval process by the Board of Directors and Audit Committee must be carried out based on related protocols and internal control procedures. The Group complies with its financial risk management policies at all times.
(3) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of the changes in market prices. Market prices comprise currency risk, interest rate risk and other price risk (such as equity instrument).
In practice, it is rarely the case that a single risk variable will change independently from other risk variable, there is usually interdependencies among risk factors. However, the sensitivity analysis disclosed below does not take into account the interdependencies among risk factors.
Foreign currency risk
The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s operating activities (when revenue or expense are denominated in a different currency from the Group’s functional currency) and the Group’s net investments overseas.
The Group has certain foreign currency receivables to be denominated in the same foreign currency with certain foreign currency payables, therefore natural hedge is received. The Group also uses forward contracts to hedge the foreign currency risk on certain items denominated in foreign currencies. Hedge accounting is not applied as they did not qualify for hedge accounting criteria. Furthermore, as net investments in foreign subsidiaries are for strategic purposes, they are not hedged by the Group.
The foreign currency sensitivity analysis of the possible change in foreign exchange rates on the Group’s profit is performed on significant monetary items denominated in foreign currencies as at the end of the reporting period. The Group’s foreign currency risk is mainly related to the volatility in the exchange rates for foreign currency USD. Please refer to Note 12(10) for details on the information of the sensitivity analysis.
When NTD strengthens/weakens against foreign currency USD by 1%, the profit for the six-month periods ended June 30, 2025 and 2024 are decrease/increase by $30,455 thousand and $26,293 thousand, respectively.
70
71
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s debt instrument investments at floating interest rates, bank borrowings with fixed interest rates and floating interest rates.
The Group manages its interest rate risk by having a balanced portfolio of fixed and floating loans.
The interest rate sensitivity analysis is performed on items exposed to interest rate risk as at the end of the reporting period, including investments and borrowings with variable interest rates. At the reporting date, a change of 10% of interest rate in a reporting period could cause the profit for the six-month periods ended June 30, 2025 and 2024 to decrease/increase by $165 thousand and $193 thousand, respectively.
Equity price risk
The fair value of the Group’s listed equity securities is susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group’s listed equity securities is classified under financial assets measured at fair value through profit or loss. The Group manages the equity price risk through diversification and placing limits on individual and total equity instruments.
At the reporting date, a change of 1% in the price of the listed equity securities measured at fair value through profit or loss could increase/decrease the Group’s profit for the six-month periods ended June 30, 2025 and 2024 by $1,743 thousand and $1,682 thousand, respectively.
Please refer to Note 12(9) for sensitivity analysis information of other equity instruments or derivatives that are linked to such equity instruments whose fair value measurement is categorized under Level 3.
(4) Credit risk management
Credit risk is the risk that a counterparty will not meet its obligations under a contract, leading to a financial loss. The Group is exposed to credit risk from operating activities (primarily for accounts and notes receivables) and from its financing activities, including bank deposits and other financial instruments.
Credit risk is managed by each business unit subject to the Group’s established policy, procedures and control relating to credit risk management. Credit limits are established for all counter parties based on their financial position, rating from credit rating agencies, historical experience, prevailing economic condition and the Group’s internal rating criteria etc. Certain counter parties’ credit risk will also be managed by taking credit enhancing procedures, such as requesting for prepayment.
As of June 30, 2025, December 31, 2024, and June 30, 2024, amounts receivables from top ten customers represent 72%, 78% and 81% of the total accounts receivables of the Group, respectively. The credit concentration risk of other accounts receivables is insignificant.
Credit risk from balances with banks, fixed income securities and other financial instruments is managed by the Group’s treasury in accordance with the Group’s policy. The Group only transacts with counterparties approved by the internal control procedures, which are banks and financial institutions, companies and government entities with investment grade. Consequently, there is no significant credit risk for these counter parties.
The Group adopted IFRS 9 to assess the expected credit losses. Except for accounts and notes receivables, the remaining debt instrument investments which are not measured at fair value through profit or loss, low credit risk for these investments is a prerequisite upon acquisition and by using their credit risk as a basis for the distinction of categories.
Financial assets are written off when there is no realistic prospect of future recovery.
When the Company adopted IFRS 9 to assess the expected credit losses, the evaluation of the forward-looking information (available without undue cost and effort) is mainly based on the macroeconomic information and the credit loss ratio is further adjusted if there is significant impact from forward-looking information.
(5) Liquidity risk management
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of cash and cash equivalents, bank borrowings and finance leases. The table below summarizes the maturity profile of the Group’s financial liabilities based on the contractual undiscounted payments and contractual maturity. The payment amount includes the contractual interest. The undiscounted payment relating to borrowings with variable interest rates is extrapolated based on the estimated interest rate yield curve as of the end of the reporting period.
72
Non-derivative financial liabilities
| Less than 1 year | 2 to 3 years | 4 to 5 years | > 5 years | Total | |
|---|---|---|---|---|---|
| As of June 30, 2025 | |||||
| Current borrowings (including interest payable) | $1,262,609 | $- | $- | $- | $1,262,609 |
| Accounts payables (including related parties) | 2,426,923 | - | - | - | 2,426,923 |
| Other payables (including related parties) | 1,525,088 | - | - | - | 1,525,088 |
| Dividends payable | 3,201,209 | - | - | - | 3,201,209 |
| Lease liabilities | 49,824 | 51,355 | 54,391 | 262,281 | 417,851 |
| Guarantee deposits | 4,314 | - | - | - | 4,314 |
| Non-current borrowings (including interest payable) | 50,680 | 86,051 | 52,284 | - | 189,015 |
| As of December 31, 2024 | |||||
| Current borrowings (including interest payable) | $1,235,768 | $- | $- | $- | $1,235,768 |
| Accounts payables (including related parties) | 3,599,730 | - | - | - | 3,599,730 |
| Other payables (including related parties) | 2,473,550 | - | - | - | 2,473,550 |
| Lease liabilities | 43,003 | 66,521 | 29,394 | 307,803 | 446,721 |
| Guarantee deposits | 376 | - | - | - | 376 |
| Non-current borrowings (including interest payable) | 8,705 | 16,925 | 8,221 | - | 33,851 |
| Convertible bonds | 354,300 | - | - | - | 354,300 |
| As of June 30, 2024 | |||||
| Current borrowings (including interest payable) | $785,829 | $- | $- | $- | $785,829 |
| Accounts payables (including related parties) | 2,452,034 | - | - | - | 2,452,034 |
| Other payables (including related parties) | 1,482,223 | - | - | - | 1,482,223 |
| Dividends payable | 1,754,642 | - | - | - | 1,754,642 |
| Lease liabilities | 50,587 | 53,709 | 26,405 | 169,491 | 300,192 |
| Guarantee deposits | 3,236 | - | - | - | 3,236 |
| Non-current borrowings (including interest payable) | 8,762 | 17,102 | 12,403 | - | 38,267 |
| Convertible bonds | 794,200 | - | - | - | 794,200 |
Derivative financial liabilities
| Less than 1 | |||||
|---|---|---|---|---|---|
| year | 2 to 3 years | 4 to 5 years | > 5 years | Total | |
| As at June 30, 2025 | |||||
| Currency options | $6,441 | $- | $- | $- | $6,441 |
As of December 31, 2024 and June 30, 2024, there are no such occurrences.
(6) Reconciliation of liabilities arising from financing activities
Reconciliation of liabilities for the six-month period ended June 30, 2025:
| Current borrowings | Bonds Payable | Non-current borrowings | Guarantee deposits | Lease liabilities | Total liabilities from financing activities | |
|---|---|---|---|---|---|---|
| As of January 1, 2025 | $1,188,095 | $352,783 | $32,640 | $376 | $362,046 | $1,935,940 |
| Cash flows | (356,706) | (17,200) | (31,630) | 4,104 | (24,607) | (426,039) |
| Non-cash change | 246,147 | (335,583) | 183,190 | - | 51,323 | 145,077 |
| Exchange differences | 150,088 | - | 254 | (166) | (36,701) | 113,475 |
| As of June 30, 2025 | $1,227,624 | $- | $184,454 | $4,314 | $352,061 | $1,768,453 |
Reconciliation of liabilities for the six-month period ended June 30, 2024:
| Current borrowings | Bonds Payable | Non-current borrowings | Guarantee deposits | Lease liabilities | Total liabilities from financing activities | |
|---|---|---|---|---|---|---|
| As of January 1, 2024 | $680,793 | $1,174,183 | $40,800 | $3,159 | $296,986 | $2,195,921 |
| Cash flows | 71,598 | - | (4,080) | (98) | (35,798) | 31,622 |
| Non-cash change | - | (388,793) | - | - | 16,151 | (372,642) |
| Exchange differences | 17,901 | - | - | 175 | 4,147 | 22,223 |
| As of June 30, 2024 | $770,292 | $785,390 | $36,720 | $3,236 | $281,486 | $1,877,124 |
(7) Fair values of financial instruments
A. The methods and assumptions applied in determining the fair value of financial instruments:
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used by the Group to measure or disclose the fair values of financial assets and financial liabilities:
(a) The carrying amount of cash and cash equivalents, notes and accounts receivables, accounts payable and other current liabilities approximate their fair value due to their short maturities.
(b) For financial assets and liabilities traded in an active market with standard terms and conditions, their fair value is determined based on market quotation price (including listed equity securities, beneficiary certificates, bonds and futures etc.) at the reporting date.
(c) Fair value of equity instruments without market quotations (including private placement of listed equity securities, unquoted public company and private company equity securities) are estimated using the market method valuation techniques based on parameters such as prices based on market transactions of equity instruments of identical or comparable entities and other relevant information (for example, inputs such as discount for lack of marketability, P/E ratio of similar entities and Price-Book ratio of similar entities).
(d) Fair value of debt instruments without market quotations, bank loans and other non-current liabilities are determined based on the counterparty prices or valuation method. The valuation method uses DCF method as a basis, and the assumptions such as the interest rate and discount rate are primarily based on relevant information of similar instrument (such as yield curves published by the Taipei Exchange, average prices for Fixed Rate Commercial Paper published by Reuters and credit risk, etc.)
75
(e) The fair value of derivatives which are not options and without market quotations, is determined based on the counterparty prices or discounted cash flow analysis using interest rate yield curve for the contract period. Fair value of option-based derivative financial instruments is obtained using on the counterparty prices or appropriate option pricing model (for example, Black-Scholes model) or other valuation method (for example, Monte Carlo Simulation).
B. Fair value of financial instruments measured at amortized cost
Other than cash and cash equivalents, trade receivables, accounts payable and other current liabilities whose carrying amount approximate their fair value, the fair value of the Group’s financial assets and financial liabilities measured at amortized cost is listed in the table below:
| Carrying amount as of | |||
|---|---|---|---|
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Financial liabilities: | |||
| Bonds payable | $- | $352,783 | $785,390 |
| Fair value as of | |||
| June 30, 2025 | December 31, 2024 | June 30, 2024 | |
| Financial liabilities: | |||
| Bonds payable | $- | $353,733 | $787,767 |
C. Fair value measurement hierarchy for financial instruments
Please refer to Note 12(9) for fair value measurement hierarchy for financial instruments of the Group.
(8) Derivative financial instruments
The related information for derivative financial instruments not qualified for hedge accounting and not yet settled held by the Group is as follows:
Option—Royalty
As of June 30, 2025:
Option-royalty are used to manage certain trading exposure positions but are not designated as hedging instruments.
76
Details of option-royalty are as follows:
| Items | Notional Amount (in thousands) | Foreign exchange rate | Contract Period |
|---|---|---|---|
| Sell USD Call / Sell TWD Put | USD 500 /NTD 16,500 | 33.00 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 33,000 | 33.00 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 33,500 | 33.50 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 2,000 /NTD 67,000 | 33.50 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 2,000 /NTD 67,000 | 33.50 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 33,500 | 33.50 | From Jul. 2024 to Jul. 2025 |
| Sell USD Call / Sell TWD Put | USD 2,000 /NTD 66,000 | 33.00 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 33,000 | 33.00 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 33,000 | 33.00 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Aug. 2024 to Aug. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Aug. 2024 to Sep. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,000 /NTD 32,500 | 32.50 | From Sep. 2024 to Sep. 2025 |
| Sell USD Call / Sell TWD Put | USD 1,700 /NTD 55,590 | 32.70 | From Oct. 2024 to Oct. 2025 |
As of December 31, 2024 and June 30, 2024, there are no such occurrences.
Embedded derivatives
The embedded derivatives arising from issuing convertible bonds have been separated from the host contract and carried at fair value through profit or loss. Please refer to Note 6(13) for further information on this transaction.
(9) Fair value measurement hierarchy
A. Fair value measurement hierarchy
All asset and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole. Level 1, 2 and 3 inputs are described as follows:
Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities that the entity can access at the measurement date
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3 – Unobservable inputs for the asset or liability
For assets and liabilities that are recognized in the financial statements on a recurring basis, the Group determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization at the end of each reporting period.
B. Fair value measurement hierarchy of the Group’s assets and liabilities
The Group does not have assets that are measured at fair value on a non-recurring basis. Fair value measurement hierarchy of the Group’s assets and liabilities measured at fair value on a recurring basis was as follows:
As of June 30, 2025
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets: | ||||
| Financial assets at fair value through profit or loss: | ||||
| Preferred stocks | $174,251 | $- | $- | $174,251 |
| Unlisted stocks | - | - | 1,400 | 1,400 |
| Private-placement funds | - | - | 84,559 | 84,559 |
| Level 1 | Level 2 | Level 3 | Total | |
| Financial liabilities: | ||||
| Financial liabilities at fair value through profit or loss: | ||||
| Currency options | $- | $6,441 | $- | $6,441 |
| As of December 31, 2024 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets: | ||||
| Financial assets at fair value through profit or loss: | ||||
| Preferred stocks | $170,870 | $- | $- | $170,870 |
| Unlisted stocks | - | - | 1,400 | 1,400 |
| Private-placement funds | - | - | 61,417 | 61,417 |
As of June 30, 2024
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets: | ||||
| Financial assets at fair value through profit or loss: | ||||
| Preferred stocks | $168,204 | $- | $- | $168,204 |
| Unlisted stocks | - | - | 1,400 | 1,400 |
| US dollar aggressive funds | - | - | 439 | 439 |
| Convertible bond redemption | - | - | 79 | 79 |
| Private-placement funds | - | - | 53,304 | 53,304 |
Transfers between Level 1 and Level 2 during the period
During the six-month periods ended June 30, 2025 and 2024, there were no transfers between Level 1 and Level 2 fair value measurements.
Reconciliation for Recurring fair value measurements in Level 3 of the fair value hierarchy for movements during the period is as follows:
| Assets | |||||
|---|---|---|---|---|---|
| at fair value through profit or loss | |||||
| Stocks | Convertible bond redemption | US dollar aggressive funds | Private-placement funds | Total | |
| Beginning balances as of January 1, 2025 | $1,400 | $- | $- | $61,417 | $62,817 |
| Acquisition for the six-month period ended June 30, 2025 | - | - | - | 9,000 | 9,000 |
| Amount recognized in profit (presented in “other profit or loss”) | - | - | - | 14,142 | 14,142 |
| Ending balances as of June 30, 2025 | $1,400 | $- | $- | $84,559 | $85,959 |
80
| Assets | |||||
|---|---|---|---|---|---|
| at fair value through profit or loss | |||||
| Stocks | Convertible bond redemption | US dollar aggressive funds | Private-placement funds | Total | |
| Beginning balances as of January 1, 2024 | $1,400 | $- | $403 | $42,362 | $44,165 |
| Acquisition for the six-month period ended June 30, 2024 | - | - | - | 11,136 | 11,136 |
| Settlements for the six-month period ended June 30, 2024 | - | (25) | - | - | (25) |
| Amount recognized in profit (presented in “other profit or loss”) | - | 104 | 36 | (194) | (54) |
| Ending balances as of June 30, 2024 | $1,400 | $79 | $439 | $53,304 | $55,222 |
Total gains and losses recognized in profit or loss for the six-month periods ended June 30, 2025 and 2024 in the table above contain gains and losses related to assets on hand as of June 30, 2025 and 2024 in the amount of $14,142 thousand and $(54) thousand, respectively.
Information on significant unobservable inputs to valuation
Description of significant unobservable inputs to valuation of recurring fair value measurements categorized within Level 3 of the fair value hierarchy is as follows:
(a) No quantitative information of significant unobservable inputs and sensitivity analysis were available as the fair values of structured investment products and financial products were measured by the unadjusted quotes from transaction counterparties.
(b) The fair value of unlisted securities is estimated using the market approach valuation techniques based on parameters such as the market transaction prices of comparable companies whose business and industry are similar to the investee's and considering the liquidity discount factor.
(c) As the binomial tree model is used by the embedded derivatives to price the fair value, the volatility of the embedded derivatives is a significant unobservable input. A change of 1 basis points of volatility could cause the profit of the Group to decrease/increase by $0 thousand.
(d) The fair value of private-placement funds is estimated using the net asset value and consider the liquidity discount. A change of 1 basis points of the liquidity discount could cause the profit of the Group to decrease/increase by $846 thousand.
Valuation process used for fair value measurements categorized within Level 3 of the fair value hierarchy
The Group’s Management Department is responsible for validating the fair value measurements and ensuring that the results of the valuation are in line with market conditions, based on independent and reliable inputs which are consistent with other information, and represent exercisable prices. The Department analyses the movements in the values of assets and liabilities which are required to be re-measured or re-assessed as per the Group’s accounting policies at each reporting date.
C. Fair value measurement hierarchy of the Group’s assets and liabilities not measured at fair value but for which the fair value is disclosed.
As of June 30, 2025,
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets not measured at fair value but for which the fair value is disclosed: | ||||
| Investment property (refer to Note 6(8)) | $- | $- | $70,275 | $70,275 |
| Financial liabilities not measured at fair value but for which the fair value is disclosed: | ||||
| None. |
As of December 31, 2024,
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets not measured at fair value but for which the fair value is disclosed: | ||||
| None. | ||||
| Financial liabilities not measured at fair value but for which the fair value is disclosed: | ||||
| Bonds payables | $- | $353,733 | $- | $353,733 |
| As of June 30, 2024, | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets not measured at fair value but for which the fair value is disclosed: | ||||
| Investment property | $- | $- | $46,963 | $46,963 |
| Financial liabilities not measured at fair value but for which the fair value is disclosed: | ||||
| Bonds payables | - | 787,767 | - | 787,767 |
(10) Significant assets and liabilities denominated in foreign currencies
Information regarding the significant assets and liabilities denominated in foreign currencies is listed below:
| As of June 30, 2025 | |||||
|---|---|---|---|---|---|
| Foreign currencies (thousands) | Foreign exchange rate | NTD (thousands) | Sensitivity analysis | Effect on income | |
| Financial assets | Fluctuation | ||||
| Monetary items | |||||
| USD | $212,223 | 29.31 | $6,220,256 | 1% | $62,202 |
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 108,315 | 29.31 | 3,174,713 | 1% | 31,747 |
As of December 31, 2024
| Foreign currencies (thousands) | Foreign exchange rate | NTD (thousands) | Sensitivity analysis | ||
|---|---|---|---|---|---|
| Fluctuation | Effect on income | ||||
| Financial assets | |||||
| Monetary items | |||||
| USD | $297,432 | 32.78 | $9,749,821 | 1% | $97,498 |
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 148,963 | 32.78 | 4,883,007 | 1% | 48,830 |
As of June 30, 2024
| Foreign currencies (thousands) | Foreign exchange rate | NTD (thousands) | Sensitivity analysis | ||
|---|---|---|---|---|---|
| Fluctuation | Effect on income | ||||
| Financial assets | |||||
| Monetary items | |||||
| USD | $178,101 | 32.45 | $5,779,378 | 1% | $57,794 |
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 15,928 | 32.45 | 516,878 | 1% | 5,169 |
The above information is disclosed based on book value of foreign currency. The exchange rate is determined with reference to the spot selling exchange rate announced by Anue.
Since there were various functional currencies used within the subsidiaries of the Group, the Group was unable to disclose foreign exchange gains and losses towards each foreign currency with significant impact. The realized and unrealized foreign exchange (losses) gains was $(391,807) thousand and $(276,417) thousand for the three-month and six-month periods ended June 30, 2025 respectively, and was $101,761 thousand and $261,411 thousand for the three-month and six-month periods ended June 30, 2024.
(11) Capital management
The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value. The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust dividend payment to shareholders, return capital to shareholders or issue new shares.
- Other disclosure
(1) Information at significant transactions
A. Financing provided to others: Please refer to Attachment 1.
B. Endorsement/Guarantee provided to others: Please refer to Attachment 2.
C. Material securities held at the end of the period: Please refer to Attachment 3.
D. Related party transactions for purchases and sales amounts exceeding $100 million or 20 percent of the capital stock or more: Please refer to Attachment 4.
E. Receivables from related parties with amounts exceeding $100 million or 20 percent of capital stock or more: Please refer to Attachment 5.
F. Others: Business relationship between the parent and the subsidiaries and between each subsidiary, and the circumstances and accounts of any significant transactions between term: Please refer to Attachment 6.
(2) Information on investees
A. Of the investee company directly or indirectly has significant influence or control over, their investee companies’ information: Please refer to Attachment 7.
B. For the investees in which the Company directly or indirectly has a control, should the related information from A to F of investees shall be disclosed: Please refer to attachment for 1 to 6.
84
(3) Information on investments in mainland China (written off as a result of consolidated statements):
A. The investee company name, main businesses, paid-in capital, type of the investment, capital inflow and outflow, ownership, investment gains and loss, ending balance of investment, repatriation of investment income and the mainland investment limit scenario: Please refer to Attachment 8.
B. Transactions with the investee companies directly or indirectly through and third country following the occurrence of significant transactions, prices, payment terms and unrealized gains and losses: Please refer to Attachment 9.
- Segment information
(1) General information
For management purposes, the Group divides operating units based on different products and services, and divides them into the following two reporting operating departments:
A. Golf Business Segment: This segment is responsible for the manufacturing and sales of golf club head and shafts.
B. Sports Equipment Business Segment: This segment is responsible for the manufacture and sales of boots, helmets and protective gear for ice hockey, cross-country motorcycles, baseball, skiing and other related sports.
The aforementioned reportable operating department did not summarize more than one operating department.
(2) Segment Information
The management individually monitors the operating results of its business units to formulate decisions on resource allocation and performance evaluation. The performance of the department is evaluated based on pre-tax profit and loss. The reportable department's accounting policies are the same as the general accounting policies of the Group.
85
(3) Reconciliation for segment revenue, income(loss), assets, liabilities and others
Information on reportable segments profit or loss
For the three-month period ended June 30, 2025:
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| External customer | $5,407,236 | $696,829 | $6,104,065 | $467,915 | $- | $6,571,980 |
| Inter-segment (Note 2) | 1,349,569 | - | 1,349,569 | 19,885 | (1,369,454) | - |
| Total revenue | $6,756,805 | $696,829 | $7,453,634 | $487,800 | $(1,369,454) | $6,571,980 |
| Segment profit | $481,391 | $(16,778) | $464,613 | $(138,179) | $- | $326,434 |
For the three-month period ended June 30, 2024:
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| External customer | $5,222,845 | $638,202 | $5,861,047 | $281,358 | $- | $6,142,405 |
| Inter-segment (Note 2) | 6,596 | 29 | 6,625 | 15,326 | (21,951) | - |
| Total revenue | $5,229,441 | $638,231 | $5,867,672 | $296,684 | $(21,951) | $6,142,405 |
| Segment profit | $724,606 | $77,557 | $802,163 | $(12,372) | $- | $789,791 |
For the six-month period ended June 30, 2025:
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| External customer | $12,735,935 | $1,515,640 | $14,251,575 | $799,918 | $- | $15,051,493 |
| Inter-segment (Note 2) | 1,349,725 | 150 | 1,349,875 | 28,243 | (1,378,118) | - |
| Total revenue | $14,085,660 | $1,515,790 | $15,601,450 | $828,161 | $(1,378,118) | $15,051,493 |
| Segment profit | $1,504,987 | $87,945 | $1,592,932 | $38,056 | $- | $1,630,988 |
For the six-month period ended June 30, 2024:
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| External customer | $10,853,546 | $1,140,820 | $11,994,366 | $517,672 | $- | $12,512,038 |
| Inter-segment (Note 2) | 8,820 | 129 | 8,949 | 23,372 | (32,321) | - |
| Total revenue | $10,862,366 | $1,140,949 | $12,003,315 | $541,044 | $(32,321) | $12,512,038 |
| Segment profit | $1,631,859 | $163,840 | $1,795,699 | $(31,565) | $- | $1,764,134 |
Information on reportable segments assets
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| June 30, 2025 | $22,338,535 | $2,900,244 | $25,238,779 | $1,446,741 | $(165,316) | $26,520,204 |
| December 31, 2024 (After retrospective) | $15,020,612 | $2,886,598 | $17,907,210 | $8,444,612 | $(188,296) | $26,163,526 |
| June 30, 2024 | $18,955,737 | $2,042,977 | $20,998,714 | $716,129 | $(2,328) | $21,712,515 |
Information on reportable segments liabilities
| Sports | Other | |||||
|---|---|---|---|---|---|---|
| Golf Business Segment | Equipment Business Segment | Subtotal | Operating Segments (Note1) | Adjustment and Elimination | Consolidated | |
| June 30, 2025 | $8,861,622 | $963,037 | $9,824,659 | $1,029,076 | $(165,316) | $10,688,419 |
| December 31, 2024 (After retrospective) | $6,920,962 | $817,697 | $7,738,659 | $1,916,761 | $(188,296) | $9,467,124 |
| June 30, 2024 | $7,061,305 | $955,004 | $8,016,309 | $643,940 | $(2,328) | $8,657,921 |
Note1: Revenue from other operating segments are operating segments that do not meet the quantitative thresholds for reportable segments.
Note2: Inter-segment revenues are eliminated on consolidation and recorded under the "Adjustment and Elimination" column.
ATTACHMENT 1: Financing provided to others
(Unit: thousands of NT$)
| No. (Note 1) | Financing Company | Contributory | Financial Statement Account (Total)* | Related Party | Maximum Balance for the period (Year)† | Ending Balance (Year)‡ | Actual Amount provided | Interest Rate | Nature of Financing (Note9) | Transaction Amount (Total)§ | Reason for short-term financing (Note6) | Allowance for final limit | Collateral | Amount for Individual Contributory (Note 1) | Financial Amount for Financing Company (10000000) | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 0 | Fockeng Precision Co., Ltd. | Ming Fu Cheng Enterprise Co., Ltd. | Other receivables | No | $50,000 | $50,000 | $50,000 | 3.28% | 1 | $64,549 | - | X- | Carbon's check provided by third party | $50,000 | $64,540 | $5,359,128 |
| 0 | Fockeng Precision Co., Ltd. | Vision International Co., Ltd | Other receivables - related parties | Yes | $20,688 | $20,680 | - | 3.12% | 2 | - | - | Operating turnover | - | - | 1,299,762 | 5,359,128 |
| 1 | Minson Integration, Inc. | MINONE ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 170,000 | 100,000 | - | 3.24% | 2 | - | - | Operating turnover | - | - | 193,932 | 775,726 |
| 1 | Minson Integration, Inc. | MINTECH ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 180,000 | 180,000 | 73,275 | 3.24% | 2 | - | - | Operating turnover | - | - | 193,932 | 775,726 |
| 2 | MINTECH ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Other receivables - related parties | Yes | 138,135 | 138,135 | - | - | 2 | - | - | Operating turnover | - | - | 437,400 | 437,400 |
| 2 | MINTECH ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Other receivables - related parties | Yes | 64,463 | 64,463 | - | - | 2 | - | - | Operating turnover | - | - | 437,400 | 437,400 |
| 2 | MINTECH ENTERPRISES COMPANY LIMITED | MINONE ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 138,135 | 138,135 | - | - | 2 | - | - | Operating turnover | - | - | 437,400 | 437,400 |
| 3 | MENSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Other receivables - related parties | Yes | 36,836 | 36,836 | - | - | 2 | - | - | Operating turnover | - | - | 216,837 | 216,837 |
| 3 | MENSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 138,135 | 138,135 | 69,068 | 2.5% - 2.9% | 2 | - | - | Operating turnover | - | - | 216,837 | 216,837 |
| 3 | MENSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINONE ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 46,045 | 46,045 | - | - | 2 | - | - | Operating turnover | - | - | 216,837 | 216,837 |
| 4 | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | MENSON ENTERPRISES (THAILAND) COMPANY LIMITED | Other receivables - related parties | Yes | 46,045 | 46,045 | - | - | 2 | - | - | Operating turnover | - | - | 296,984 | 296,984 |
| 4 | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 138,135 | 108,666 | 46,045 | 2.5% - 2.85% | 2 | - | - | Operating turnover | - | - | 296,984 | 296,984 |
| 6 | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | MINONE ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 46,045 | 46,045 | - | - | 2 | - | - | Operating turnover | - | - | 296,984 | 296,984 |
| 5 | MINONE ENTERPRISES COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 18,438 | 18,438 | - | - | 2 | - | - | Operating turnover | - | - | 194,913 | 194,913 |
| 5 | MINONE ENTERPRISES COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | Other receivables - related parties | Yes | 64,463 | 64,463 | - | - | 2 | - | - | Operating turnover | - | - | 194,913 | 194,913 |
| 5 | MINONE ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Other receivables - related parties | Yes | 36,836 | 36,836 | - | - | 2 | - | - | Operating turnover | - | - | 194,913 | 194,913 |
| 6 | Zheng Shun Worldwide Sporting Goods Ltd. | Alley Index Technology (Jiangsu) CO.,LTD. | Other receivables - related parties | Yes | 492,060 | 492,060 | 166,800 | 2.87% | 2 | - | Operating turnover and capital expenditure | - | - | - | 526,240 | 2,104,958 |
| 7 | Zheng Shun Auto-Precision Technology Co., Ltd. | Auto (Chongqing) Optoelectronics Co., Ltd | Other receivables - related parties | Yes | 20,850 | 20,850 | 20,850 | 3.36% | 2 | - | Operating turnover | - | - | - | 161,902 | 647,686 |
| 8 | Estrenor World Trading Ltd.(Hong Kong) | Vision International Co., Ltd. | Other receivables - related parties | Yes | 674,130 | 674,130 | 674,130 | 3.24% | 2 | - | Operating turnover | - | - | - | 77,173 | 771,734 |
| 9 | PROXENE TOOLS CO., LTD. | WINABEAD TRADING CO., LTD. | Other receivables - related parties | Yes | 29,310 | 14,655 | - | 4.08% | 2 | - | Operating turnover | - | - | - | 94,859 | 108,117 |
| 10 | DUZBOWN INDUSTRIAL CO., LTD. | PROXENE TOOLS CO., LTD. | Other receivables - related parties | Yes | 16,000 | 16,000 | - | 1.88% | 2 | - | Operating turnover | - | - | - | 20,926 | 20,926 |
Note 1: The Company and its subsidiaries are coded as follows:
(1) The Company is coded "0".
(2) The subsidiaries are coded starting from "1" in the order.
Note 2: If the economic substance of transactions are financing to others, regardless of which component they recognized as in the financial statements, certain transactions are included herein.
Note 3: Maximum balance of the Company and its subsidiaries' financing to others for the period.
Note 4: Nature of financing is coded as follows:
(1) The financing occurred due to business transactions is coded "1".
(2) The financing occurred due to short-term financing is coded "2".
Note 5: Total amount of the financing is disclosed herein if the financing was related to business transactions. The amount shall mean the transaction amount between the lending entity and the borrower within the most recent year.
Note 6: The reasons and counterparties of the financing are addressed herein as the financing associated with short-term capital needs.
Note 7: (1) Financing to an individual entity is limited to the amount of the business transaction between the two parties. The transaction amount is the higher of purchase or sale amount between the two parties in the most recent year and is limited to 10% of the Company's net value. The accumulated total financing provided to others is limited to 40% of the Company's net value.
(2) Financing to an individual entity which has short-term lending needs is limited to 10% of the Company's net worth. These subsidiaries of the Company in which the Company directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit in case of short-term lending needs.
(3) Minson Integration, Inc.: Financing to an individual entity is limited to the amount of the business transaction between the two parties. The transaction amount is the higher of purchase or sale amount between the two parties in the most recent year and is limited to 10% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and those subsidiaries of the Company that directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit.
(4) MINTECH ENTERPRISES COMPANY LIMITED: Companies or businesses engaged in transactions with our company are prohibited from engaging in lending activities. The accumulated total financing provided to others is limited to 40% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and those subsidiaries of the Company that directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit.
(5) MENSON ENTERPRISES (THAILAND) COMPANY LIMITED: Companies or businesses engaged in transactions with our company are prohibited from engaging in lending activities. The accumulated total financing provided to others is limited to 40% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and those subsidiaries of the Company that directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit.
(6) MINSON ENTERPRISES (THAILAND) COMPANY LIMITED: Companies or businesses engaged in transactions with our company are prohibited from engaging in lending activities. The accumulated total financing provided to others is limited to 40% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and those subsidiaries of the Company that directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit.
(7) MINONE ENTERPRISES COMPANY LIMITED: Companies or businesses engaged in transactions with our company are prohibited from engaging in lending activities. The accumulated total financing provided to others is limited to 40% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and those subsidiaries of the Company that directly or indirectly holds 100% the voting rights shall not be subject to the preceding limit.
(8) Zheng Shun Worldwide Sporting Goods Ltd.: The individual loan of a company or firm with business transactions with the Company is capped at the amount of business transactions between the two parties. The aforementioned business transaction amount refers to the higher of the purchase or sale amount between the two parties in the most recent fiscal year, and must not exceed 10% of the Company's net worth. The accumulated total financing provided to others is limited to 40% of the Company's net value. For companies or firms that require short-term financing, the individual loan is capped at 10% of the Company's net worth.
(9) Zheng Shun Auto-Precision Technology Co., Ltd. The accumulated total financing provided to others is limited to 40% of the Company's net value. The individual loan of a company or firm with business transactions with the Company is capped at the amount of business transactions between the two parties.
The aforementioned business transaction amount refers to the higher of the purchase or sale amount between the two parties in the most recent fiscal year, and must not exceed 10% of the Company's net worth. For companies or firms that require short-term financing, the individual loan is capped at 10% of the Company's net worth.
(10)Estrenor World Trading Ltd. (Hong Kong): Companies or businesses engaged in transactions with our company are prohibited from engaging in lending activities. The term "business transaction amount" refers to the higher of the purchase or sales amount between both parties in the most recent fiscal year, which shall not exceed 10% of the Company's net value. The short-term financing shall not exceed 10% of the loan and the net value of the company, and subsidiaries of the Company that directly or indirectly hold 100% of the voting rights shall not be subject to the preceding limit. However, when engaging in final lending with foreign subsidiaries that are also directly or indirectly wholly owned by the parent company, the total amount of final lending and individual lending shall not exceed 100% of the Company's net worth, and both the total and individual lending amounts shall not exceed 10% of the most recent financial statement net worth of the parent company. The term of the final lending shall be limited to one year.
(11)PROXENE TOOLS CO., LTD. The total amount of funds lost by the Company shall not exceed 20% of the Company's net worth. The amount lost to individual entities shall be limited to 10% of the Company's net worth.
(12)DUZBOWN INDUSTRIAL CO., LTD. The total amount of funds lost by DUZBOWN INDUSTRIAL CO., LTD. shall not exceed 40% of DUZBOWN INDUSTRIAL CO., LTD.'s net worth. The amount lost to individual entities shall be limited to 40% of DUZBOWN INDUSTRIAL CO., LTD.'s net worth.
Note 9: If a listed company brings the financing proposal to the board of directors according to Paragraph 1, Article 1 of the Regulations Governing Leasing of Funds and Making of Endorsements/Equisamters by Public Companies, the company still needs to disclose the resolution amount of the board in the balance to disclose the risk, even if the funds are not appropriated yet. With the return of the funds afterward, the company should disclose the amount returned to reflect the adjusted risk. If a listed company authorizes the chairman of the board of directors to appropriate or not certain limits of the funds several times in the period of a year according to Paragraph 2, Article 14 of Regulations Governing Leasing of Funds and Making of Endorsements/Equisamters by Public Companies, the company still needs to disclose the amount approved by the board.
ATTACHMENT 2: Endorsement/Guarantee provided to others
Unit: thousands of NTD/thousands of USD
| No. (Note 1) | Endorsement guarantee | Receiving Party | Limited of Endorsement/ Guarantor Amount for receiving party (Note3) | Maximum Balance of the period (Notes) | Ending Balance (Note5)(Notes) | Actual Amount provided (Notes)(Notes) | Amount of Endorsement/ Guarantor (e)Unrealized | Percentage of Accumulated Endorsement/ Guarantor to Net Equity per latest Financial statements | Limit on the Endorsement/ Guarantor Amount (Note 3) | Parent Company Endorsed or Guaranteed for the Period Category (Note 7) | Subsidiaries Endorsed or Guaranteed for the Parent Company (Note 7) | Endorsement or Guarantee for Entities in China (Note 7) | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company Name | Relationship (Note2) | ||||||||||||
| 0 | Fusheng Precision Co., Ltd. | World Gate Holdings Ltd. | 2 | $32,494,552 | $468,960 (USD16,000) | $468,960 (USD16,000) | - | None | 3.61% | $32,494,552 | Y | N | N |
| 0 | Fusheng Precision Co., Ltd. | FS-Precision Tech Co., LLC. | 2 | 32,494,552 | 586,200 (USD20,000) | 322,410 (USD11,000) | - | None | 2.48% | 32,494,552 | Y | N | N |
| 0 | Fusheng Precision Co., Ltd. | Estensor World Trading Ltd. (Hong Kong) | 2 | 32,494,552 | 879,300 (USD50,000) | 879,300 (USD50,000) | - | None | 6.76% | 32,494,552 | Y | N | N |
| 0 | Fusheng Precision Co., Ltd. | Alloy Seiko Industry (SZ) Co., LTD. | 2 | 15,597,385 | 375,300 (RMB90,000) | 375,300 (RMB90,000) | - | None | 2.89% | 32,494,552 | Y | N | Y |
| 0 | Fusheng Precision Co., Ltd. | Alloy Seiko Technology (Jiangsu) CO.,LTD. | 2 | 15,597,385 | 250,200 (RMB60,000) | 250,200 (RMB60,000) | 20,850 | None | 1.92% | 32,494,552 | Y | N | Y |
| 0 | Fusheng Precision Co., Ltd. | NFT Technology Co., Ltd. | 2 | 15,597,385 | 240,000 | 240,000 | 88,560 | None | 1.85% | 32,494,552 | Y | N | N |
| 1 | MINTECH ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | 4 | 437,400 | 138,135 (THB150,000) | 138,135 (THB150,000) | - | 138,135 (THB150,000) | 1.06% | 437,400 | N | N | N |
| 1 | MINTECH ENTERPRISES COMPANY LIMITED | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | 4 | 437,400 | 138,135 (THB150,000) | 138,135 (THB150,000) | - | 138,135 (THB150,000) | 1.06% | 437,400 | N | N | N |
| 1 | MINTECH ENTERPRISES COMPANY LIMITED | MINONE ENTERPRISES COMPANY LIMITED | 4 | 437,400 | 92,090 (THB100,000) | 92,090 (THB100,000) | - | 92,029 (THB100,000) | 0.71% | 437,400 | N | N | N |
| 2 | Zhong Shan Worldwide Sporting Goods Ltd. | Alloy Seiko Technology (Jiangsu) CO.,LTD. | 2 | 6,314,874 | 229,350 (RMB53,000) | 229,350 (RMB53,000) | 204,330 (RMB49,000) | None | 1.76% | 13,155,987 | Y | N | Y |
| 2 | Zhong Shan Worldwide Sporting Goods Ltd. | Alloy Seiko Industry (SZ) Co., LTD. | 2 | 6,314,874 | 83,400 (RMB20,000) | 83,400 (RMB20,000) | 41,700 (RMB10,000) | None | 0.64% | 13,155,987 | Y | N | Y |
| 3 | PROSENE TOOLS CO., LTD. | DUCHOWN INDUSTRIAL CO., LTD. | 2 | 282,176 | 15,000 | 15,000 | 15,000 | None | 0.12% | 470,203 | Y | N | N |
Note 1: The Company and its subsidiaries are coded as follows:
(1) The Company is coded "0".
(2) The subsidiaries are coded starting from "1" in numerical order.
Note 2: The relationship between the guarantee of the endorsement and the object to be guaranteed is as follows:
(1) An inventor that has a business relationship with the Company.
(2) A subsidiary in which the Company holds directly over 50% of equity interest.
(3) An inventor in which the Company and its subsidiaries hold over 50% of equity interest.
(4) An inventor in which the Company holds directly or indirectly over 90% of equity interest.
(5) A company which needs mutual insurance having on the construction agreement.
(6) A company in which the Company endorses or guarantees having on the holding proportion of mutual investments.
(7) The performance guarantee of the preconstruction tool exists certain between the same industry in accordance with the Consumer Protection Law is jointly guaranteed.
Note 3: The maximum of endorsement guarantee to a single entity is capped at 120% of the Company's net value; 100% directly and indirectly owned subsidiaries are not subject to such limitation, however the maximum amount of guarantee shall not exceed 250% of the Company's net value.
The total guarantee provided externally is limited to 250% of the Company's net value; the total accumulated external guarantee the Company and subsidiaries provided shall not exceed 250% of the Company's net value.
MINTECH ENTERPRISES COMPANY LIMITED: The total amount of guarantees endorsed by the Company shall not exceed 100% of the Company's net worth. The limit for guarantees endorsed to a single enterprise shall not exceed 40% of the Company's net worth.
For subsidiaries in which the Company's parent company directly or indirectly holds 100% of the voting shares, the amount of guarantees endorsed among those subsidiaries shall not be subject to this limit, but still shall not exceed 100% of the Company's net worth.
Zhong Shan Worldwide Sporting Goods Ltd.: The total amount of guarantees endorsed by the Company shall not exceed 100% of the Company's net worth. The limit for guarantees endorsed to a single enterprise shall not exceed 40% of the Company's net worth.
For subsidiaries in which the Company's parent company directly or indirectly holds 100% of the voting shares, the amount of guarantees endorsed among those subsidiaries shall not be subject to this limit, but still shall not exceed 100% of the Company's net worth.
PROSENE TOOLS CO., LTD.: The total amount of endorsements or guarantees provided by the Company to others shall not exceed 50% of the Company's net worth.
The individual limit for endorsements or guarantees provided by the Company to others shall not exceed 30% of the Company's net worth.
Note 4: The maximum amount of the Company and its subsidiaries' endorsement or guarantee to others.
Note 5: It should be filled in the amount which approved by the Board of Directors. However, it should be filled in the amount which utilized by the chairman, whom authorized by the Board of Directors in accordance with Subparagraph 8, Article 12 of Guidelines for Lending of Capital, Endorsements and Guarantees by Public Companies.
Note 6: Fill in the actual amount shown from the balance.
Note 7: Fill in "Y" if it belongs to "Parent Company Endorsed or Guaranteed for the Subsidiaries", "Subsidiaries Endorsed or Guaranteed for the Parent Company", or "Endorsement or Guarantee for Entities in China".
Note 8: Foreign currency were exchanged by exchange rate as at balance sheet date.
ATTACHMENT 3 : Material securities held as of June 30, 2025 (excluding subsidiary, associates and jointly controlled)
(Unit : thousands of NTD)
| Company | Type and Name of the securities
(Note 1) | Relationship
(Note 2) | Financial Statement Account | As of June 30, 2025 | | | | Remark |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | Shares/Unit | Carrying Value
(Note 3) | Percentage of ownership | Fair Value | |
| Fusheng Precision Co., Ltd. | Preferred Shares B - Fubon Financial Holding Co., Ltd. | - | Financial assets at fair value through profit and losses – current | 1,666 thousands shares | $104,291 | - | $104,291 | |
| Fusheng Precision Co., Ltd. | Preferred Stock B - Cathay Financial Holding Co., Ltd. | - | Financial assets at fair value through profit and losses – current | 1,166 thousands shares | 69,960 | - | 69,960 | |
| Fusheng Precision Co., Ltd. | Private-placement funds - Hoshun Hing Intelligent Mobile Limited Partnership | - | Financial assets at fair value through profit and losses – non-current | NTD 61,250 | 75,557 | 1.11% | 75,557 | |
Note 1 : The securities herein shall refer to stocks, bonds, beneficiary certificates and other marketable securities derived from the above items in the scope of IFRS 9-Financial Instruments.
Note 2 : Securities issued by non-related parties are not required to fill in this column.
Note 3 : For items measured at fair value, the carrying value is the balance of the book value adjusted by fair value valuation deducting accumulated impairment. For items not measured at fair value, the carrying value is the book value balance of the historical cost or amortized cost after deducting accumulated impairment.
Note 4 : Individual items amount not exceeded $50 millions were not be presented.
90
ATTACHMENT 4: Related party transactions for purchases and sales amounts exceeding $100 million or 20 percent of the capital stock as of June 30, 2025
(Unit: thousands of NTD)
| Company Name | Related Party | Transaction Details | Details Different from Non-arm's Length Transactions | Notes and Accounts Receivable (Payable) | Remark | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Relationship | Purchases/Sales | Amount (Non2) | Percentage of Total Sales or Purchases(%) | Payment Terms | Unit Price | Payment Terms | Balance (Non 2) | Percentage of Total Receivable (Payable) | |||
| Fusheng Precision Co., Ltd. | Extensor World Trading Ltd. (Hong Kong) | Parent - subsidiary | Sales | $(157,057) | (1.33)% | T/T 60 days | No significant difference | No significant difference | Accounts receivables | $31,671 | 1.11% |
| Fusheng Precision Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | Parent - subsidiary | Purchases | 4,000,105 | 42.00% | T/T 60 days | No significant difference | No significant difference | Accounts payable | (1,999,374) | (75.79)% |
| Fusheng Precision Co., Ltd. | Vision International Co., Ltd. | Parent - subsidiary | Purchases | 4,526,009 | 47.52% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (61,481) | (2.33)% |
| Extensor World Trading Ltd. (Hong Kong) | Fusheng Precision Co., Ltd. | Parent - subsidiary | Sales | (4,000,105) | (70.13)% | T/T 60 days | No significant difference | No significant difference | Accounts receivables | 1,999,374 | 75.53% |
| Extensor World Trading Ltd. (Hong Kong) | Fusheng Precision Co., Ltd. | Parent - subsidiary | Purchases | 157,057 | 2.44% | T/T 60 days | No significant difference | No significant difference | Accounts payable | (31,671) | 0.75% |
| Extensor World Trading Ltd. (Hong Kong) | Zhong Shan Worldwide Sporting Goods Ltd | Affiliate Company | Purchases | 4,551,864 | 70.73% | T/T 90 days | No significant difference | No significant difference | Accounts payable | (4,162,013) | 98.04% |
| Extensor World Trading Ltd. (Hong Kong) | Vision International Co., Ltd. | Affiliate Company | Purchases | 115,061 | 1.79% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (19,489) | (0.46)% |
| Extensor World Trading Ltd. (Hong Kong) | Vision International Co., Ltd. | Affiliate Company | Sales | (133,273) | (2.34)% | T/T 120 days | No significant difference | No significant difference | Accounts receivables | 34,033 | 1.29% |
| Vision International Co., Ltd. | Fusheng Precision Co., Ltd. | Parent - subsidiary | Sales | (4,526,009) | (95.17)% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 61,481 | 28.01% |
| Vision International Co., Ltd. | Extensor World Trading Ltd. (Hong Kong) | Affiliate Company | Sales | (115,061) | (2.42)% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 19,489 | 8.88% |
| Vision International Co., Ltd. | Extensor World Trading Ltd. (Hong Kong) | Affiliate Company | Purchases | 133,273 | 5.36% | T/T 120 days | No significant difference | No significant difference | Accounts payable | (34,033) | (3.97)% |
| Zhong Shan Worldwide Sporting Goods Ltd | Extensor World Trading Ltd.(Hong Kong) | Affiliate Company | Sales | (4,551,864) | (99.43)% | T/T 90 days | No significant difference | No significant difference | Accounts receivables | 4,162,013 | 98.46% |
| Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | Parent - subsidiary | Sales | (715,664) | 74.16% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 88,174 | 29.11% |
| Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO (VIET NAM) PRECISION TECHNOLOGY COMPANY LIMITED | Parent - subsidiary | Sales | (165,921) | 17.19% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 171,121 | 56.49% |
| AUBO PRECISION (HONG KONG) CO., LIMITED | Zhong Shan Aubo Precision Technology Co., Ltd. | Parent - subsidiary | Purchases | 715,664 | 73.29% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (88,174) | 89.27% |
| AUBO (VIET NAM) PRECISION TECHNOLOGY COMPANY LIMITED | Zhong Shan Aubo Precision Technology Co., Ltd. | Parent - subsidiary | Purchases | 165,921 | 90.33% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (171,121) | 66.03% |
| Minson Integration, Inc. | MENXON ENTERPRISES (THAILAND) COMPANY LIMITED | Parent - subsidiary | Purchases | 301,128 | 30.19% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (7,963) | (5.56)% |
| Minson Integration, Inc. | MINTECH ENTERPRISES COMPANY LIMITED | Parent - subsidiary | Purchases | 305,420 | 30.62% | T/T 30 days | No significant difference | No significant difference | Accounts payable | (7,593) | (5.30)% |
| MENXON ENTERPRISES (THAILAND) COMPANY LIMITED | Minson Integration, Inc. | Parent - subsidiary | Sales | (301,128) | (99.31)% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 7,963 | 89.08% |
| MINTECH ENTERPRISES COMPANY LIMITED | Minson Integration, Inc. | Parent - subsidiary | Sales | (305,420) | (75.31)% | T/T 30 days | No significant difference | No significant difference | Accounts receivables | 7,593 | 16.56% |
Note 1: The above ratios are calculated based on the Company's individual financial statements.
Note 2: It has been written off as a result of consolidated statements.
ATTACHMENT 5: Receivables from related parties with amounts exceeding $100 million or 20 percent of capital stock as of June 30, 2025
(Unit: thousands of NTD)
| Company | Counterparty | Relationship | Ending Balance(Note) | Turnover | Overdue Receivables | Amount Received in Subsequent Period | Allowance for Bad Debt | |
|---|---|---|---|---|---|---|---|---|
| Amount | Collection | |||||||
| Extensor World Trading Ltd. (Hong Kong) | Fusheng Precision Co., Ltd. | Parent - subsidiary | $1,999,374 | 1.83 | $- | - | $174,658 | $- |
| Zhong Shan Worldmark Sporting Goods Ltd | Extensor World Trading Ltd. (Hong Kong) | Parent - subsidiary | 4,162,013 | 1.14 | - | - | 439,650 | - |
| Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO (VIET NAM) PRECISION TECHNOLOGY COMPANY LIMITED | Parent - subsidiary | 171,121 | 1.55 | - | - | 26,482 | - |
Note : It has been written off as a result of consolidated statements.
ATTACHMENT 6: Significant intercompany transactions for the three-month period ended June 30, 2025
(Unit: thousands of NTD)
| No. (Note 1) | Related Party | Counter Party | Relationship with the Company | Transaction Details | |||
|---|---|---|---|---|---|---|---|
| Account | Amount (Note4) | Terms | Percentage of consolidated total operating revenues or total assets(Note2) | ||||
| 0 | Fusheng Precision Co., Ltd. | Vision International Co., Ltd. | Parent company to subsidiary | Accounts payable | $ 61,481 | T/T 30 days | -% |
| 0 | Fusheng Precision Co., Ltd. | Vision International Co., Ltd. | Parent company to subsidiary | Sales | 68,424 | T/T 30 days | -% |
| 0 | Fusheng Precision Co., Ltd. | Vision International Co., Ltd. | Parent company to subsidiary | Purchases | 4,526,009 | T/T 30 days | 30% |
| 0 | Fusheng Precision Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | Parent company to subsidiary | Accounts payable | 1,999,374 | T/T 60 days | 8% |
| 0 | Fusheng Precision Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | Parent company to subsidiary | Sales | 157,057 | T/T 60 days | 1% |
| 0 | Fusheng Precision Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | Parent company to subsidiary | Purchases | 4,000,105 | T/T 60 days | 27% |
| 1 | Vision International Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | subsidiary company to subsidiary | Sales | 115,061 | T/T 30 days | -% |
| 1 | Vision International Co., Ltd. | Extensor World Trading Ltd.(Hong Kong) | subsidiary company to subsidiary | Purchases | 133,273 | T/T 120 days | -% |
| 1 | Vision International Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | subsidiary company to subsidiary | Purchases | 98,196 | T/T 45 days | -% |
| 2 | Extensor World Trading Ltd.(Hong Kong) | Zhong Shan Worldmark Sporting Goods Ltd | subsidiary company to subsidiary | Accounts payable | 4,162,013 | T/T 90 days | 16% |
| 2 | Extensor World Trading Ltd.(Hong Kong) | Zhong Shan Worldmark Sporting Goods Ltd | subsidiary company to subsidiary | Purchases | 4,551,864 | T/T 90 days | 30% |
| 2 | Extensor World Trading Ltd.(Hong Kong) | AUBO PRECISION (HONG KONG) CO., LIMITED | subsidiary company to subsidiary | Purchases | 83,323 | T/T 45 days | -% |
| 3 | Zhong Shan Worldmark Sporting Goods Ltd | Zhong Shan LongXing Precision Machinery Co., Ltd. | subsidiary company to subsidiary | Purchases | 58,314 | T/T 30 days | -% |
| 4 | Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO (VIET NAM) PRECISION TECHNOLOGY COMPANY LIMITED | Parent company to subsidiary | Sales | 165,921 | T/T 30 days | 1% |
| 4 | Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO (VIET NAM) PRECISION TECHNOLOGY COMPANY LIMITED | Parent company to subsidiary | Accounts receivables | 171,121 | T/T 30 days | 1% |
| 4 | Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | Parent company to subsidiary | Sales | 715,664 | T/T 30 days | 5% |
| 4 | Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | Parent company to subsidiary | Accounts receivables | 88,174 | T/T 30 days | -% |
| 4 | Zhong Shan Aubo Precision Technology Co., Ltd. | AUBO PRECISION (HONG KONG) CO., LIMITED | Parent company to subsidiary | Purchases | 65,153 | T/T 30 days | -% |
| 5 | Minson Integration, Inc. | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Parent company to subsidiary | Sales | 69,361 | T/T 120 days | -% |
| 5 | Minson Integration, Inc. | MINTECH ENTERPRISES COMPANY LIMITED | Parent company to subsidiary | Sales | 63,389 | T/T 120 days | -% |
| 5 | Minson Integration, Inc. | MINONE ENTERPRISES COMPANY LIMITED | Parent company to subsidiary | Sales | 54,569 | T/T 120 days | -% |
| 5 | Minson Integration, Inc. | MINSON ENTERPRISES (THAILAND) COMPANY LIMITED | Parent company to subsidiary | Purchases | 65,374 | T/T 30 days | -% |
| 5 | Minson Integration, Inc. | MINTECH ENTERPRISES COMPANY LIMITED | Parent company to subsidiary | Purchases | 305,420 | T/T 30 days | 2% |
| 5 | Minson Integration, Inc. | MENXON ENTERPRISES (THAILAND) COMPANY LIMITED | Parent company to subsidiary | Purchases | 301,128 | T/T 30 days | 2% |
| 5 | Minson Integration, Inc. | MINONE ENTERPRISES COMPANY LIMITED | Parent company to subsidiary | Purchases | 84,991 | T/T 30 days | -% |
| 6 | MENXON ENTERPRISES (THAILAND) COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | subsidiary company to subsidiary | Purchases | 59,591 | T/T 60 days | -% |
| 7 | PROXENE TOOLS CO., LTD. | WINAHEAD TRADING CO., LTD. | Parent company to subsidiary | Purchases | 60,987 | T/T 120 days | -% |
| 7 | PROXENE TOOLS CO., LTD. | WINAHEAD TRADING CO., LTD. | Parent company to subsidiary | Accounts payable | 11,203 | T/T 120 days | -% |
Note1: The Company and its subsidiaries are coded as follows:
1. The Company is coded "0".
2. Subsidiaries are coded consecutively starting from "1" in the order presented in the table above.
Note 2: The percentage is determined by the ratio of the transaction amount to the consolidated revenues or the total assets. Items on the balance sheet are calculated by the ending balance to total consolidated assets;
items on the income statement are calculated by their cumulative balance to the total consolidated income.
Note 3: We included only the intercompany transactions with amount larger than $50 millions in the attachment.
Note 4: The above important transactions have been written off as a result of consolidated statements.
ATTACHMENT 7: Names, locations and related information of invoice companies (excluding investment in Mainland China)
(City: thousands of NTD/thousands of USD)
| Invoice company | Invoice company (Note1.2) | Address | Main business and products | Initial Investment | Investment as of June 30, 2025 | Net income (loss) of invoice company | Investment income (loss) recognized (Note 3) | Remark | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Ending balance | Beginning balance | Number of shares | Percentage of ownership | Bank Value (Note 1) | |||||||
| Fusheng Precision Co., Ltd. | World Gans Holdings Ltd. | Unit 908, Off. Lippo Sun Plaza, 20 Canton Road, Tsinohansai, Kowloon, HongKong. | Investment holding | £169,750 (HK$350,000) | £149,750 (HK$350,000) | 93,000,000 | 100.00% | 86,372,633 | £215,879 | £219,448 | (Note 4) |
| Fusheng Precision Co., Ltd. | Shanphupo Company Ltd. | Tengxi Jun Building, P.O. Box 418, Road Toros, Toriela, British Virgin Island. | Investment holding | 1,530 (US$150) | 1,530 (US$150) | 50,000 | 100.00% | 1,209,592 | 108,126 | 99,559 | (Note 4) |
| Fusheng Precision Co., Ltd. | Vision International Co., Ltd. | 10 Foundation Avenue, Singapore Industrial Zone, Shan Shen An County, Binh Duong Province/Vietnam | Manufacture and sale of golf club head | 1,635,221 (US$131,200) | 338,924 (US$116,200) | 31,200,000 | 76.10% | 1,308,026 | 121,691 | 72,583 | (Note 4) |
| Fusheng Precision Co., Ltd. | Gainamart Group Ltd. | P.O. Box 957, Offshore Incorporation Center, Road Toros, Toriela, British Virgin Island. | Investment holding | £16,830 (US$125,000) | 399,096 (US$110,000) | 25,600,000 | 100.00% | 19,212 | (10,080) | (10,080) | (Note 4) |
| Fusheng Precision Co., Ltd. | NFT Technology Co., Ltd. | No. 88, Wuxai W. Rd., Gangshan Dist., Kaohsiung | Manufacture and sale of aerospace precision casting parts | 226,000 | 226,000 | 13,600,000 | 69.74% | 188,764 | (5,934) | (3,859) | (Note 4) |
| Fusheng Precision Co., Ltd. | Cirvopace Co., Ltd. | 3F, No. 172, Sec. 2 Nanjing E Rd., Zhengshan Dist., Taipei City | Selling pure titanium calibrears and latchesware | 1,000 | 1,000 | 100,000 | 100.00% | 273 | (646) | (444) | (Note 4) |
| Fusheng Precision Co., Ltd. | Minson Integration, Inc. | 6F, No. 168, Huayang Rd., Naihu Dist., Taipei City | R&D and sales of shoes, behears and protective gear for ice hockey, cross country motorcycles, baseball, skiing and other sports | 1,409,227 | 1,409,227 | 19,836,000 | 65.10% | 1,925,208 | 97,148 | 56,000 | (Note 4) |
| Fusheng Precision Co., Ltd. | PROXENE TOOLS CO., LTD. | No. 9-2, Lane 893, Zhengshan Road, Beishuang Village, Shengang | Manufacturing and sales of hand tools, pneumatic tools, and their related parts | 1,481,295 | - | 9,435,000 | 51.00% | 1,391,230 | 24,249 | 823 | (Note 4) |
| Shanphupo Company Ltd. | Eatonor World Trading Ltd. (Hong Kong) | Unit 908, Off. Lippo Sun Plaza, 20 Canton Road, Tsinohansai, Kowloon, HongKong. | International trade | 294,106 (US$110,000) | 294,106 (US$110,000) | 10,000,000 | 100.00% | 771,735 | 70,997 | 59,960 | (Note 4) |
| Shanphupo Company Ltd. | Vision International Co., Ltd. | 10 Foundation Avenue, Singapore Industrial Zone, Shan Shen An County, Binh Duong Province/Vietnam | Manufacture and sale of golf club head | 298,900 (US$19,000) | 298,900 (US$19,000) | 9,800,000 | 23.90% | 438,485 | 121,691 | 48,955 | (Note 4) |
| Shanphupo Company Ltd. | DIAMOND SPORTS EQUIPMENT CO., LTD | 8930 Kuchu Village, Phaya Dam Flat Road, Nan-Rong Subdistrict, Nan-Rong District, Buntuan Province | International import and export trade of various products | 302,852 (T$88,404) | - | - | 40.00% | 305 | (10) | (4) | (Note 4) |
| Gainamart Group Ltd. | FS-North America, Inc. | Sec. 1B, 9 E, Lockerman Street, Dover, Kent 19981, Delaware, USA. | Investment holding | 748,282 (US$123,300) | 522,548 (US$115,700) | 10,000 | 100.00% | 19,105 | (10,181) | (10,181) | (Note 4) |
| FS-North America, Inc. | FS-Precision Tech Co., LLC | 3025 East Victoria Street, Rancho Dominguez, CA 90221, USA. | Manufacture and sale automotive parts and aerospace parts | 748,282 (US$123,300) | 522,548 (US$115,700) | - | 100.00% | 3,410 | (22,456) | (22,456) | (Note 4) |
| Zheng Shan Aube Precision Technology Co., Ltd. | AGRO (VIST NAM) PRECISION TECHNOLOGY COMPANY LIMITED | CN16, No. 1201, N2 Road, Shandong Third Industrial Zone, Fuzhichang, Tsun Long, Vietnam | Manufacture precision hardware products, plastic products | 185,635 (US$16,500) | 185,635 (US$16,500) | 300,000 | 100.00% | 312,303 | 19,072 | 19,072 | (Note 4) |
| Zheng Shan Aube Precision Technology Co., Ltd. | AGRO PRECISION (HONG KONG) CO., LIMITED | Unit 908, Off. Lippo Sun Plaza, 20 Canton Road, TST, KLS, HongKong. | International trade | 363 (HK$3,104) | 363 (HK$3,104) | 100,000 | 100.00% | 114,496 | 18,920 | 18,920 | (Note 4) |
| Minson Integration, Inc. | MSSION ENTERPRISES (THAILAND) COMPANY LIMITED | No. 667, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of instructors boots | 200,000 | 280,000 | 11,999,998 | 100.00% | 412,115 | 8,559 | 6,557 | (Note 4) |
| Minson Integration, Inc. | MISION ENTERPRISES (THAILAND) COMPANY LIMITED | No. 668, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of ice hockey shoes | 230,000 | 230,000 | 9,999,998 | 100.00% | 275,864 | (27,898) | (38,838) | (Note 4) |
| Minson Integration, Inc. | MINTECH ENTERPRISES COMPANY LIMITED | No. 652, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of plastic injection parts and sports behears | 400,000 | 400,000 | 19,999,998 | 100.00% | 527,864 | 38,345 | 35,196 | (Note 4) |
| Minson Integration, Inc. | MINONE ENTERPRISES COMPANY LIMITED | No. 675, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of sports protective gear | 189,594 | 189,594 | 1,499,998 | 100.00% | 242,804 | 20,748 | 19,183 | (Note 4) |
| MINONE ENTERPRISES (THAILAND) COMPANY LIMITED | MINTECH ENTERPRISES COMPANY LIMITED | No. 652, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of plastic injection parts and sports behears | 0 | 0 | 2 | 0.00% | 0 | 38,345 | 0 | (Note 4) |
| MINTECH ENTERPRISES (THAILAND) COMPANY LIMITED | MINONE ENTERPRISES (THAILAND) COMPANY LIMITED | No. 667, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of instructors boots | 0 | 0 | 2 | 0.00% | 0 | 8,559 | 0 | (Note 4) |
| MINTECH ENTERPRISES COMPANY LIMITED | MINTECH ENTERPRISES (THAILAND) COMPANY LIMITED | No. 668, Mno. 4, Taubed Peakless, Amphire Musing Isanuripukarn, Isanuripukarn. | Manufacture and sale of isos | 0 | 0 | 2 | 0.00% | 0 | (27,898) | 0 | (Note 4) |
| PROXENE TOOLS CO., LTD. | WISABILAD TRADING CO., LTD. | Road No. 6, Tsang Bang Industrial Zone, An Tink Ward, Tsang-Bang Town, Tay Nuki Province, Vietnam | Manufacturing and sales of hand tools and their related parts | 61,845 | - | - | 100.00% | 144,593 | 17,920 | 17,920 | (Note 4) |
| PROXENE TOOLS CO., LTD. | DUCHOWN INDUSTRIAL CO., LTD. | 3F, No. 9-2, Lane 893, Zhengshan Road, Shengang District. | International trade of metal hand tools | 41,760 | - | 1,000 | 100.00% | 52,179 | 24,507 | 24,508 | (Note 4) |
Note 1. It's probably issued company has a foreign holding company and uses consolidated statements as its main financial statement in accordance with local laws and regulations.
the disclosure of information about foreign invested companies may only disclose relevant information to the holding company.
Note 2: These rules are not in the situation described in Note 1 should fill in according to the following regulations:
(1) The columns of "Inventor company", "Address", "Main business and products", "Initial Investment", and "Investment as of June 30, 2025" should fill in information of the reinvestment of the listed company, reinvestment of every direct or indirect reinvestment of the investor, and disclose the relationship of the investors with the Company to the Bunnah column.
(2) The column of "Not income/loss of investor company" should fill in the current profit and loss of the investors.
(3) The columns of "Investment income (loss) recognized" only require prohibitive of the direct investors and all investors accounted for under the equity method.
When filling in the above terms, make sure the prohibitive of direct investor subsidiaries include the profit or loss of their reinvestments that are required to be recognized.
Note 3. It includes the unrealized gross profit of the current and downstream sales.
Note 4. It has been written off as a result of consolidated statements.
ATTACHMENT 8: Investment in Mainland China
(Unit: thousands of NTD/thousands of foreign currency)
| Investor company | Main business and products | Total amount of paid-in capital | Method of investment (Note1) | Accumulated outflow of investment from Taiwan as of January 1, 2025 | Investment Flows | Accumulated outflow of investment from Taiwan as of June 30, 2025 | Net income (loss) of investor company | Percentage of ownership | Investment income recognized (Note 10) | Carrying value as of June 30, 2025 (Note 10) | Accumulated inward remittance of earnings as of outflow June 30, 2025 | Remark | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | ||||||||||||
| Zhong Shan Worldwide Sporting Goods Ltd | Manufacture and sale of golf club head | USD 40,900 | (2) | USD54,000 (Note 4) | $- | $- | USD54,000 (Note 4) | $173,079 RMB39,549 | 100.00% | $173,079 RMB39,549 (Note 2)(2)B | $5,545,479 RMB1,267,162 (Note 2)(2)B | $- | |
| Zhong Shan LongXing Precision Machinery Co., Ltd. | Manufacture and sale of sports equipment, automotive parts, molds and other products | USD 2,000 | (2) | USD2,000 | - | - | USD2,000 | (3,578) (RMB 818) | 100.00% | (3,578) (RMB 818) (Note 2)(2)B | 112,982 RMB25,817 (Note 2)(2)B | - | |
| Zhong Shan DingXing Vacuum Technology Co., Ltd. | Researching and development and manufacturing of vacuum technology products, vacuum coating processing and sports equipment, metal products import and export business | RMB 15,200 | (3) (Note 6) | - | - | - | - | 9,133 RMB2,087 | 100.00% | 9,133 RMB2,087 (Note 2)(2)B | 105,819 RMB24,180 (Note 2)(2)B | - | |
| Zhong Shan Aubo Precision Technology Co., Ltd. | Researching and developing and manufacturing hardware, plastics and printing of packaging | RMB 60,000 | (2) | USD5,500 (Note 7) | - | - | USD5,500 (Note 7) | 126,516 RMB28,909 | 52.50% | 66,421 RMB15,177 (Note 2)(2)B | 895,707 RMB204,672 (Note 2)(2)B | 74,167 | |
| Zhong Shan Aubo Metal Surface Treatment Co., Ltd. | Anodizing process | RMB 500 | (3) (Note 8) | - | - | - | - | 3,241 RMB741 | 52.50% | 1,702 RMB389 (Note 2)(2)B | 27,774 RMB6,346 (Note 2)(2)B | - | |
| Aubo (Chongqing) Optoelectronics Co., Ltd | Optical and electronic related parts, instruments and optical glass | RMB 3,600 | (3) (Note 8) | - | - | - | - | (6,982) (RMB 1,595) | 52.50% | (3,665) (RMB 837) (Note 2)(2)B | 3,619 RMB827 (Note 2)(2)B | - | |
| Alloy Seiko Industry (SZ) Co., LTD. | Research and development and production of hardware machinery products, and sales of automotive-related parts | USD 6,667 | (3) (Note 6) | - | - | - | - | 27,051 RMB8,683 | 77.51% | 21,665 RMB4,951 (Note 2)(2)B | 469,081 RMB107,187 (Note 2)(2)B | - | |
| Alloy Seiko Technology (Jiangsu) CO.,LTD. | Manufacturing and sales of automotive parts and related metal hardware products | RMB 63,994 | (3) (Note 9) | - | - | - | - | (18,918) (RMB 4,323) | 77.51% | (14,664) (RMB 3,351) (Note 2)(2)B | 44,192 RMB10,098 (Note 2)(2)B | - | |
| Accumulated Investment in Mainland China as of June 30, 2025 (Note1)(Note3) | Investment Amounts Authorized by Investment Commission, MOEA (Note3) | Limit on Investment Amount to Mainland China (Note5) | |||||||||||
| --- | --- | --- | |||||||||||
| $1,802,565 | $1,802,565 | $9,499,071 | |||||||||||
| (USD 61,500) | (USD 61,500) |
Note 1: The methods for engaging in investment in Mainland China include the following:
(1) Direct investment in Mainland China companies.
(2) Investment in Mainland China companies through a company invested and established in a third region (The investment company in the third region is World Gate Holdings Ltd.)
(3) Other methods.
Note 2: In the column of profit or loss on investment:
(1) The investment still in preparation and not generating profit or loss yet should be noted.
(2) The gain or loss on investment were determined based on the following:
A. The financial report was reviewed by an international certified public accounting firm in cooperation with an R.O.C. accounting firm.
B. The financial statements were reviewed by the auditors of the parent company in Taiwan.
C. Others.
Note 3: The amount of this attachment are expressed in New Taiwan Dollars. The exchange rate on the financial reporting date used for translating the amount of investment in foreign currency.
Note 4: It is the indirect investment repatriation amount through the reinvestment company World Gate Holdings Ltd.
Note 5: Maximum investment in Mainland China: 60% of net or consolidated net value, whichever is higher.
Note 6: It is directly invested by Zhong Shan Worldwide Sporting Goods Ltd.
Note 7: The actual remittance amount was HKD 15,000 thousand and RMB 45,000 thousand, equivalent to approximately USD 5,500 thousand.
Note 8: It is directly invested by Zhong Shan Aubo Precision Technology Co., Ltd.
Note 9: It is directly invested by Alloy Seiko Industry (SZ) Co., LTD.
Note 10: It has been written off as a result of consolidated statements.
ATTACHMENT 9 : Transactions with the investee companies directly or indirectly through a third country following the occurrence of significant transactions, prices, payment terms and unrealized gains and losses were as below:
(1) Sale/Purchase:
(Unit: thousands of NTD)
| Company Name | Related Party | Transaction Details | Details Different from Non-arm's Length Transactions | Notes and Accounts Receivable (Payable) | Remark | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Purchases/Sales | Amount | Percentage of Total Sales or Purchases | Payment Terms | Unit Price | Payment Terms | Balance | Percentage of Total Receivable (Payable) | |||
| Fusheng Precision Co., Ltd. | Zhong Shan Worldmark Sporting Goods Ltd | Sales | ($157,057) | (1.33)% | T/T 60 days | Not applicable | $31,671 | 1.11% | Note 1, Note 2 | |
| Fusheng Precision Co., Ltd. | Zhong Shan Worldmark Sporting Goods Ltd | Purchases | 4,000,105 | 42.00% | T/T 60 days | Not applicable | (1,999,374) | (75.79)% | Note 1, Note 2 |
Note1 : The above ratios are calculated based on the company's individual financial statements.
Note2 : The above important transactions have been written off as a result of consolidated statements.