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GCE — Annual Report 2024
Nov 12, 2024
52035_rns_2024-11-12_790c6d00-f043-4a62-8c14-d3f7e56f70a1.pdf
Annual Report
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Stock Code: 2368
Gold Circuit Electronics Ltd. and its Subsidiaries
Consolidated Financial Reports and Auditors’ Report 2024 and 2023
Address No. 113, Xiyuan RD., Jhongli Industrial Park, Zhongli District, Taoyuan City Tel: (03)4612541
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TABLE OF CONTENTS
| ITEM I. Cover page II. Table of Contents III. Declaration for Consolidated financial reports of Affiliated Companies III. Auditors’ Report V. Consolidated Balance Sheet VI. Consolidated Statements of Income VII. Consolidated Statements of Changes in Shareholders’ Equity VIII. Consolidated Statements of Cash Flow IX. Notes to Consolidated Financial Statements (I) Company History (II) Date and procedure for resolution of the financial reports (III) Applicability of newly promulgated and amended standard rules and interpretations (IV) Summary of Significant Accounting Policies (V) Critical accounting judgments, estimates and key sources of assumption uncertainty (VI) Notes to major accounting titles (VII) Transactions-related party (VIII) Pledged Assets (IX) Important Matters, if Any (X) Information on Foreign Currency Assets and Liabilities with Major Impacts (XI) Noted disclosures 1. Information Related to Material Transactions 2. Information Related to Reinvested Enterprises 3. Information about Investment in Mainland China 4. Primary Shareholders Information (XII) Segment information |
PAGE NO. 1 2 3 4 ~89 10 ~1112 13 ~1415 15 15 ~2121 ~3838 39 ~7676 77 77 77 ~7979 ~80- - - - 80 |
NO. OF NOTES | NO. OF NOTES |
|---|---|---|---|
| TO | FINANCIAL | ||
| REPORT - - - - - - - - I II III IV V VI ~XXVIIIXXIX XXX XXXI XXXII XXXIII - - - - XXXIV |
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Declaration for Consolidated Financial Reports of Affiliated Companies
Companies that shall be included in the compiled Consolidated Financial Statement of Affiliates for 2024 (from January 1, 2024 to December 31, 2024) in accordance with the Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliates are identical to those that shall be compiled in the Consolidated Statement of Parent Company and Subsidiaries as per International Financial Reporting Standard 10 and all the information that shall be disclosed in the Consolidated Financial Statement of Affiliates has been disclosed in the Consolidated Statement of Parent Company and Subsidiaries. Therefore, the Consolidated Financial Statement of Affiliates is not prepared separately.
Declared by:
Company: GOLD CIRCUIT ELECTRONICS LTD.
Responsible person: Chen-Tse Yang
March11,2025
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Auditors’ report
To GOLD CIRCUIT ELECTRONICS LTD.:
Audit opinions
We have audited the accompanying balance sheet of GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries (Gold Circuit Electronics Group) on December 31, 2024 and 2023 and the related consolidated statements of income, consolidated statements of changes in shareholders’ equity, consolidated statements of cash flow, and notes to the consolidated financial statements (including the material accounting policies summary) from January 1 to December 31, 2024 and 2023.
In our opinion, the major issues of said financial reports prove to have been duly worked out in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), and International Financial Reporting Standards Interpretations Committee’s Interpretations (IFRSIC) and Standing Interpretation Committee’s Interpretative Announcement (SIC) recognized and issued into effect by the Financial Supervisory Commission, Executive Yuan (FSC), presenting fairly the consolidated financial position of Gold Circuit Electronics Group on December 31, 2024 and 2023 and the consolidated results of financial performance and consolidated cash flow for the periods starting from January 1 till December 31, 2024 and 2023.
The basis for opinions
We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. The personnel of the CPA Firm subject to the independence requirement have acted independently from the business operations of Gold Circuit Electronics Group in accordance with the Code of Ethics and with other responsibilities
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of the Code of Ethics performed. We believed that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matter
The “key audit matter” means that the independent auditors have used their professional judgment as the basis to audit the most important matters on the 2024 consolidated financial statements of Gold Circuit Electronics Group. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.
The key audit matters of the 2024 consolidated financial statements of Gold Circuit Electronics Group are described as follows:
Recognition of revenue
When the subsidiary in Mainland China actually ships goods, the inventory control is transferred and the income from the triangle trade of GOLD CIRCUIT ELECTRONICS LTD. is recognized. Therefore, it is possible that recognition of income exists despite the absence of actual shipment. Therefore, we (the CPAs) believe that there might be risk over whether such type of income occurs. Given this, it is classified as a key audit matter. The policy for recognition of revenue is disclosed in Note IV herein.
The audit procedure that we performed on the above-mentioned key matters primarily covers the following:
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Understand and test the design and effectiveness of execution of the major internal control for recognition of revenue of the Company.
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Samples were selected from the income statement of the triangle trade to verify how original purchase orders from customers were approved and to verify the shipping receipts and payment collection documents from the subsidiary in Mainland China for confirmation over whether the transaction really occurred or not.
Other information
GOLD CIRCUIT ELECTRONICS LTD. has duly worked out the 2024 and 2023 parent company only financial statements for which we, the Undersigned Certified Public Accountant, have duly worked out the standard type, an Audit Report with unqualified (unreserved) opinion for reference.
Responsibilities of Management and Those in Charge with Governance of the Consolidated Financial Statements
The responsibility of the management is to have the consolidated financial reports presented fairly, in all material respects, in accordance with the “Regulations Governing the Preparation of
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Financial Reports by Securities Firms”, and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), International Financial Reporting Standards Interpretations Committee's Interpretations (IFRSIC) and Standing Interpretation Committee's Interpretative Announcement (SIC) recognized and issued into effect by the Financial Supervisory Commission, Executive Yuan (FSC), and also to maintain the necessary internal controls related to the consolidated financial reports to ensure that the consolidated financial reports are free of any material misstatement arising from fraud or errors.
In the preparation of the consolidated financial statements, the management’s responsibility also includes assessing the continuing operation of Gold Circuit Electronics Group, the disclosure of the relevant matters, and the adoption of the continuing operation accounting base, unless the management intends to liquidate Gold Circuit Electronics Group or cease business operation, or there is a lack of any option except for liquidation or suspension.
The governance unit (including the Audit Committee) of Gold Circuit Electronics Group is responsible for supervising the financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue and auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that any audit conducted in accordance with the accounting principles will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. If fraud or errors are considered materials, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the accounting principles, we exercise professional judgment and maintain professional skepticism throughout the audit. We also perform the following works:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design, and perform audit procedures responsive to those risks, and obtain evidence that is sufficient and appropriate to provide a basis of our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.
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Obtain the necessary understanding on the internal control related to the audit in order to design appropriate audit procedures under the circumstances, but the purpose is not to
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express an opinion on the effectiveness of the internal control of Gold Circuit Electronics Group.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
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Use the audit evidence obtained as the basis to draw conclusions on the suitability of the continuing operation accounting base adopted by the management and whether or not there are events or circumstances causing significant doubts regarding the continuing operation ability of Gold Circuit Electronics Group have significant uncertainties. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosure are inappropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditor’s report. However, future events or circumstances may result in the inability of Gold Circuit Electronics Group to continue operating.
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Evaluate the overall presentation, structure, and content of the consolidated statements, including the disclosures, whether the consolidated statements represent the underlying transactions and events in a matter that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence on the financial information of the Group in order to express an opinion on the consolidated financial statements. The independent auditor is responsible for guiding, supervising, and implementing the audit of the Group; also, is responsible for forming an opinion on the audit of the Group.
We communicate with those in charge of governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal control that we identify during our audit).
We also provide those in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, (related safeguards).
We have used the communications with the governing unit as the basis to determine the key audit matters to be performed on the 2024 consolidated financial statements of Gold Circuit Electronics Group. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.
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Deloitte & Touche CPA Chen Chao-Ling
Financial Supervisory Commission’s written approval No.: Jin-Guan-Zheng-Liu-Zi No.: 0930160267
CPA Chang Chun-Yi
Securities and Futures Commission’s written approval No: Tai-Cai-Zheng-Liu-Zi No. 0920123784
March 11, 2025
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GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Consolidated Balance Sheet
December 31, 2024 and 2023
Unit: NTD thousand
| Code 1100 1110 1150 1170 1200 1220 130X 1410 1470 11XX 1535 1600 1755 1760 1780 1840 1900 15XX 1XXX Code 2100 2120 2150 2170 2200 2230 2250 2280 2320 2399 21XX 2530 2540 2570 2580 2640 2670 25XX 2XXX 3110 3200 3310 3320 3350 3300 3490 3500 31XX 3XXX |
Assets Current assets Cash and cash equivalents (Notes IV and VI) Financial assets at fair value through profit or loss - current (Notes. IV & VII) Notes receivable (Notes IV and IX) Accounts receivable (Notes IV, V and IX) Other receivable (Notes IV and IX) Income tax assets for the current period Inventories (Notes IV and X) Prepayments Other current assets (Note XVI) Total current assets non-current assets Financial assets measured at amortized cost – non-current (Note IV and VIII) Property, plant and equipment (Notes IV, XII and XXX) Right-of-use assets (Notes IV, XIII and XXX) Investment property (Notes IV and XIV) Other intangible assets (Notes IV and XV) Deferred income tax assets (Notes IV and XXV) Other non-current assets (Note XVI) Total non-current assets Total assets Liabilities and shareholders’ equity Current liabilities Short-term borrowings (Notes IV and XVII) Financial liabilities at fair value through gains or losses – current (Notes IV and VII) Notes payable Accounts payable (Note XIX) Other payables (Note XX) Income tax liabilities for the current term Provision for liabilities-current (Notes IV and XXI) Lease liabilities – current (Notes IV and XIII) Long-term loans – current portion Other current liabilities (Note XX) Total current liabilities Non-current liabilities Corporate bonds payable (Notes IV and XVIII) Long-term borrowings (Notes IV and XVII) Deferred income tax liabilities (Notes IV and XXV) Lease liabilities – non-current (Notes IV and XIII) Net defined benefit liabilities – non-current (Notes IV and XXII) Other non-current liabilities (Note XX) Total non-current liabilities Total liabilities Equity attributable to owners of the Company (Note XXIII) Capital stock Common shares Additional paid-in capital Retained earnings Legal reserve Special reserve Undistributed earnings Total retained earnings Other equity items Treasury stocks Total equity attributable to owners of the Company Total equity Total liabilities and equity |
December 31,2024 | December 31,2024 | %21 - - 30 1 - 18 1 - 71 - 26 - 2 - 1 - 29 100 3 - - 19 10 2 1 - 3 - 38 8 2 4 - - - 14 52 11 5 3 1 27 31 1 - 48 48 100 |
December 31,2023 | December 31,2023 | |||
|---|---|---|---|---|---|---|---|---|---|
| Amount $ 9,184,576 6,219 6,795 13,394,565 342,017 168,260 7,900,225 469,716 1,685 31,474,058 74,000 11,634,704 211,380 724,800 45,680 357,776 61,996 13,110,336 $ 44,584,394 $ 1,281,962 136,909 - 8,268,001 4,538,289 842,177 275,553 8,221 1,440,000 178,289 16,969,401 3,516,462 1,015,000 1,523,174 65,904 18,926 163,322 6,302,788 23,272,189 4,918,395 2,135,760 1,277,132 475,522 11,954,445 13,707,099 643,705 92,754) 21,312,205 21,312,205 $ 44,584,394 |
Amount $ 7,740,915 79,437 5,404 10,728,000 110,179 5 5,970,385 275,169 3,305 24,912,799 56,600 6,945,126 230,004 595,800 58,186 287,318 15,410 8,188,444 $ 33,101,243 $ 216,760 21,860 16 6,021,443 3,111,814 702,395 212,729 10,438 - 177,874 10,475,329 3,393,537 1,465,000 655,027 74,125 89,220 117,880 5,794,789 16,270,118 4,918,391 2,117,649 927,568 475,522 8,373,552 9,776,642 111,197 92,754) 16,831,125 16,831,125 $ 33,101,243 |
% |
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( |
( |
23 - - 33 - - 18 1 - 75 - 21 1 2 - 1 - 25 100 1 - - 18 9 2 1 - - 1 32 10 5 2 - - - 17 49 15 6 3 2 25 30 - - 51 51 100 |
Notes to the consolidated financial reports constitute a part of these financial reports.
Chairman: Chen-Tse Yang
Manager: Chen-Tse Yang
Accounting Supervisor: Chang-Chin Yang
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GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Consolidated Statements of Income
January 1 to December 31, 2024 and 2023
| Code Operating income 4100 Sales revenue (Note IV) Operating cost (Notes X. XXII and XXIV) 5110 Cost of goods sold 5900 Gross profit Operating expenditure (Notes XXII and XXIV) 6100 Promotional expenditure 6200 Operating expenditure 6300 R&D expenditure 6450 Expected credit impairment profit 6000 Total operating expenses 6500 Net amount of other gains and losses (Note XXIV) 6900 Net operating profit Non-operating income and expenditure (Notes IV and XXIV) 7100 Interest revenue 7010 Other revenue 7020 Other gain or loss 7050 Financial cost 7000 Total non-operating revenue and expense 7900 Net profit before tax from continuing operation 7950 Income tax expense (Notes IV and XXV) |
Unit: 2024 |
NTD thousand, except for EPS (NT$) 2023 %Amount %100 $ 30,043,950 100 71 22,320,154 74 29 7,723,796 26 3 880,142 3 3 986,344 3 2 802,580 3 - ( 44,485) - 8 2,624,581 9 - 36,852 - 21 5,136,067 17 1 196,469 1 - 107,223 - 1 ( 103,876 ) - ( 1) ( 117,976) ( 1) 1 81,840 - 22 5,217,907 17 8 1,689,315 5 |
NTD thousand, except for EPS (NT$) 2023 %Amount %100 $ 30,043,950 100 71 22,320,154 74 29 7,723,796 26 3 880,142 3 3 986,344 3 2 802,580 3 - ( 44,485) - 8 2,624,581 9 - 36,852 - 21 5,136,067 17 1 196,469 1 - 107,223 - 1 ( 103,876 ) - ( 1) ( 117,976) ( 1) 1 81,840 - 22 5,217,907 17 8 1,689,315 5 |
NTD thousand, except for EPS (NT$) 2023 %Amount %100 $ 30,043,950 100 71 22,320,154 74 29 7,723,796 26 3 880,142 3 3 986,344 3 2 802,580 3 - ( 44,485) - 8 2,624,581 9 - 36,852 - 21 5,136,067 17 1 196,469 1 - 107,223 - 1 ( 103,876 ) - ( 1) ( 117,976) ( 1) 1 81,840 - 22 5,217,907 17 8 1,689,315 5 |
|
|---|---|---|---|---|---|
| Amount $ 38,951,890 27,555,961 11,395,929 1,119,549 1,222,351 974,222 747) 3,315,375 13,511) 8,067,043 246,274 94,576 250,821 168,312) 423,359 8,490,402 2,874,795 |
% |
||||
( ( ( |
( |
( |
100 74 26 3 3 3 - 9 - 17 1 - - 1) - 17 5 |
(To be continued)
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(Continued)
| Code 8000 Continuing operation net profit for the year Other comprehensive income 8310 Not reclassified to profit and loss: 8311 Defined benefit plan re-measurement amount (Note XXII) 8349 Incomes tax related to titles not subject to reclassification 8360 May be reclassified to profit and loss subsequently: 8361 Exchange differences on translation of foreign financial statements 8300 Other comprehensive income (net amount after tax) of the year 8500 Total comprehensive income of the year The net earnings belong to: 8610 Owners of the Company The total comprehensive income belongs to: 8710 Owners of the Company EPS (Note XXVI) From continuing operations 9710 Basic 9810 Diluted |
2024 | %14 - - 2 2 16 14 16 |
2023 | |||||
|---|---|---|---|---|---|---|---|---|
% |
||||||||
( ( |
12 - - 1) 1) 11 12 11 |
Notes to the consolidated financial reports constitute a part of these financial reports.
Chairman: Chen-Tse Yang Manager: Chen-Tse Yang Accounting Supervisor: Chang-Chin Yang
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GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
January 1 to December 31, 2024 and 2023
Unit: NTD thousand
| Code A1 Balance as of January 1, 2023 Appropriation and distribution of 2022 earnings: B1 Appropriation of legal reserve B5 Cash dividends to the Company’s shareholders Change in other capital reserves: C5 Capital reserve – stock options C17 Capital reserve – treasury stock transactions D1 2023 net profit D3 2023 other comprehensive income after tax D5 Total amount of 2023 comprehensive income Z1 Balance as of December 31, 2023 Appropriation and distribution of 2023 earnings: B1 Legal reserve B5 Cash dividends to the Company’s shareholders Change in other capital reserves: C17 Capital reserve – treasury stock transactions I1 Corporate bond conversion to common shares D1 2024 net profit D3 2024 other comprehensive income after tax D5 Total amount of 2024 comprehensive income Z1 Balance as of December 31, 2024 |
Equity attributable to owners of the Company | Equity attributable to owners of the Company | Equity attributable to owners of the Company | Equity attributable to owners of the Company | Treasury stocks ( $ 92,754 ) - - - - - - - ( 92,754 ) - - - - - - - ($ 92,754) |
Total shareholders’ equity |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital stock $ 4,918,391 - - - - - - - 4,918,391 - - - 4 - - - $ 4,918,395 |
Additional paid-in capital $ 1,219,167 - - 880,452 18,030 - - - 2,117,649 - - 18,030 81 - - - $ 2,135,760 |
Retained earnings |
Undistributed earnings $ 7,062,701 463,353 ) 1,721,436 ) - - 3,528,592 32,952) 3,495,640 8,373,552 349,564 ) 1,721,436 ) - - 5,615,607 36,286 5,651,893 $ 11,954,445 |
Other equity items | Property revaluation surplus $ 295,781 - - - - - - - 295,781 - - - - - - - $ 295,781 |
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| Exchange differences on translation of foreign financial statements ( $ 8,435 ) - - - - - ( 165,579) ( 165,579) ( 174,014 ) - - - - - 532,508 532,508 $ 358,494 |
Unrealized gain/loss on valuation of financial assets at fair value through other comprehensive income ( $ 10,570 ) - - - - - - - ( 10,570 ) - - - - - - - ($ 10,570) |
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| Legal reserve $ 464,215 463,353 - - - - - - 927,568 349,564 - - - - - - $ 1,277,132 |
Special reserve $ 475,522 - - - - - - - 475,522 - - - - - - - $ 475,522 |
||||||||||||||
( ( ( ( ( |
( ( ( ( |
( ( ( |
( ( ( |
( ( ( |
$ 14,324,018 - 1,721,436 ) 880,452 18,030 3,528,592 198,531) 3,330,061 16,831,125 - 1,721,436 ) 18,030 85 5,615,607 568,794 6,184,401 $ 21,312,205 |
Notes to the consolidated financial reports constitute a part of these financial reports.
Chairman: Chen-Tse Yang
Manager: Chen-Tse Yang
Accounting Supervisor: Chang-Chin Yang
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GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Consolidated Statements of Cash Flow
January 1 to December 31, 2024 and 2023
Unit: NTD thousand
| Unit: NTD thousand | ||
|---|---|---|
| Code Cash flow from operating activities A10000 Net profit before tax for the year A20010 Income charges (credits): A20300 Expected credit impairment (reversal profit) A20100 Depreciation expenditure A20200 Amortization expenditure A20900 Financial cost A29900 Provision (reversal) for liabilities A21200 Interest revenue A21300 Dividend income A23800 Inventory devaluation and obsolescence loss A22500 Loss on disposal of property, plant and equipment A20400 Net loss from financial assets at fair value through Loss (gains) A20400 Net loss from financial liabilities at fair value through gains or losses A24100 Net profit (loss) of exchange in foreign currencies A24600 Gain from fair value adjustment of investment property A29900 Net defined benefit liabilities A30000 Net change in operating assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31180 Other receivables A31200 Inventories A31230 Prepayments A31240 Other current assets A32140 Notes payable A32150 Accounts payable A32180 Other payables A32230 Other current liabilities A33000 Cash yielded in business operation A33200 Interest collected A33500 Income tax paid AAAA Net cash generated by operating activities |
2024 $ 8,490,402 ( 747 ) 1,051,317 37,275 168,312 61,472 ( 246,274 ) ( 31 ) 289,380 39,253 73,218 115,049 ( 184,562 ) ( 129,000 ) ( 24,937 ) ( 1,391 ) ( 2,667,534 ) ( 231,333 ) ( 2,224,666 ) ( 194,547 ) 3,300 ( 16 ) 2,246,558 988,622 415 7,659,535 245,769 (2,279,826) 5,625,478 |
2023 |
| $ 5,217,907 ( 44,485 ) 940,984 25,921 117,976 ( 39,147 ) ( 196,469 ) ( 140 ) 126,051 28,716 ( 36,135 ) 1,183 334,263 ( 19,600 ) ( 25,071 ) 4,020 44,042 ( 21,426 ) ( 478,530 ) ( 10,029 ) ( 371 ) ( 100 ) 361,022 197,040 ( 19,678) 6,507,944 196,449 (1,387,303) 5,317,090 |
Cash flow from investing activities
(To be continued)
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(Continued)
| Code B00040 Acquisition of financial assets at amortized cost B00050 Disposal of financial assets measured at amortized cost B07600 Dividends received B02700 Procurement of property, plant and equipment B04500 Procurement of intangible assets B02800 Proceeds from disposal of property, plant and equipment B03800 Increase in refundable deposit BBBB Net cash used in investing activities Cash flow from financing activities C01200 Issuance of corporate bonds C00100 Increase in short-term loans C00200 Decrease in short-term loans C01600 Application for long-term loans C01700 Repayment of long-term loans C04020 Repayment of lease liability principal C03000 Collection of guarantee deposits received C05600 Interest paid C04500 Cash dividends paid CCCC Net cash generated by (used in) from financing activities DDDD Impact of change in exchange rate upon cash & cash equivalents EEEE Net increase in cash and cash equivalents E00100 Cash and cash equivalents, beginning of year E00200 Cash and cash equivalents, end of year |
2024 ( $ 47,400 ) 30,000 31 ( 5,130,922 ) ( 24,265 ) 14,624 ( 46,586) (5,204,518) - 3,092,074 ( 2,038,154 ) 990,000 - ( 20,672 ) 45,442 ( 42,380 ) (1,703,406) 322,904 699,797 1,443,661 7,740,915 $ 9,184,576 |
2023 |
|---|---|---|
| ( $ 11,500 ) - 140 ( 1,622,790 ) ( 41,647 ) 18,629 ( 4,552) (1,661,720) 4,281,160 2,035,046 ( 3,956,469 ) 1,465,000 ( 3,340,000 ) ( 15,461 ) 12,870 ( 115,418 ) (1,703,406) (1,336,678) ( 551,754) 1,766,938 5,973,977 $ 7,740,915 |
Notes to the consolidated financial reports constitute a part of these financial reports.
Chairman: Chen-Tse Yang Manager: Chen-Tse Yang Accounting Supervisor: Chang-Chin Yang
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GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Notes to consolidated financial statement January 1 to December 31, 2024 and 2023
(Expressed in Thousand New Taiwan Dollars, unless specified otherwise)
I. History
GOLD CIRCUIT ELECTRONICS LTD. (GCE) was established in Jhongli Dist., Taoyuan City in September 1981, primarily engaged in manufacturing, processing and trading printed circuit boards.
The Company’s stocks have been traded on TWSE since March 1998.
The functional currencies adopted by the Company and its subsidiaries are NTD, CNY, USD and THB respectively. Considering that the Company is a listed company in Taiwan, in order to improve the comparability and consistency of the financial reports, the consolidated financial reports are denominated in NTD.
II. Date and procedure for resolution of the financial reports
This Consolidated Financial Statement was passed after being officially resolved at the Board of Directors meeting convened on March 11, 2025.
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III. Applicability of newly promulgated and amended standard rules and interpretations
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(I) The Initial-time adoption of the IFRS, IAS, IFRIC, and SIC approved and effective upon promulgation by the Financial Supervisory Commission (“FSC”) (hereinafter referred to as the “IFRSs” collectively).
The application of the amended IFRSs that are approved and released to take effect by the FSC would not cause significant changes to the accounting policies of the Consolidated Company.
- (II) IFRSs approved by the FSC and applicable in 2025
The effective date New promulgation/Amendment/Amended Rules and promulgated by IASB Interpretation (Note 1) Amendments to IAS 21 “Lack of Exchangeability” Wednesday, January 1, 2025 (Note 1) The application guidance on the classification of Thursday, January 1, 2026 financial assets as revised in the amendments to (Note 2) IFRS 9 and IFRS 7 “Classification and Measurement of Financial Instruments”
Note 1: The amendments are applicable to the annual reporting period that begins after January 1, 2025. The information related to the comparative periods
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should not be restated when the Company adopts the amendment for the first time. Instead, the Company should recognize the effects as retained earnings or in the exchange difference of foreign operations under equity on the initial application date (as appropriate) and the related assets and liabilities affected.
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Note 2: The amendments are applicable to the annual reporting period that begins after January 1, 2026. The enterprise may choose to apply earlier from January 1, 2025. When applying the amendments for the first time, they should be applied retrospectively without the need to restate the comparative periods. The effects that are applied for the first time initial application should be recognized on the initial application date. However, if the enterprise can conduct restating without using the hindsight, it may choose to restate the comparative period.
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Amendments to IAS 21 “Lack of Exchangeability”
The amendments clearly stipulate that if an enterprise is able to exchange a currency for another through an exchange transaction with enforceable rights and obligations established through a market or exchange mechanism within the time range of normal management delays, the currency is exchangeable. When the currency is not exchangeable on the measurement date, the Consolidated Company shall estimate the spot exchange rate to reflect the exchange rate that would be used by market participants for orderly transactions on the measurement date in consideration of the prevailing economic conditions. Under such circumstances, the Consolidated Company shall disclose information that will enable users of financial reports to assess how the lack of exchangeability of a currency has affected or is expected to affect its operating results, financial position and cash flows.
- The application guidance on classification of financial assets as revised in the amendment to IFRS 9 and IFRS 7 “Classification and Measurement of Financial Instruments”
The amendments are mainly related to the classification of financial assets, including:
- (1) If the financial assets include a contingency that will change the time point or amount of the contractual cash flow, and the contingency, in terms of its nature, is not directly related to the basic lending risk and
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cost changes (such as whether the debtor achieves a specific carbon reduction), the contractual cash flows of such financial assets are fully for the payment of the principal and the interest on the outstanding principal amount when the financial assets meet the following two conditions:
- The contractual cash flows generated from all possible scenarios (before or after the contingency) are fully for the payment of the principal and the interest on the outstanding principal amount; and
- There is no significant difference between the contractual cash flows generated from all possible scenarios and the cash flows of the financial instruments with the same contractual terms but without the characteristics of contingency.
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(2) The financial assets without the characteristics of recourse refer to the ultimate right of an enterprise to receive cash flows, which is limited to the cash flows generated from a specific asset in accordance with a contract.
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(3) For the contractually linked instruments, a waterfall payment structure is used for establishing a variety of graduated securities to define the payment priority for financial asset holders, resulting in concentration credit risks and lead to the cash shortage from the underlying pool and disproportionate allocation among different graduated securities.
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The Consolidated Company is expected not to apply the amendments earlier.
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- (III) IFRSs already published by the IASB but not yet recognized or issued into effect by the FSC.
| the FSC. | |
|---|---|
| The effective date | |
| New promulgation/Amendment/Amended Rules and | promulgated by IASB |
| Interpretation | (Note 1) |
| Annual Improvements to IFRSs – Volume 11 | Thursday, January 1, 2026 |
| The application guidance on derecognition of | Thursday, January 1, 2026 |
| financial liabilities as revised in the amendments | |
| to IFRS 9 and IFRS 7 “Classification and | |
| Measurement of Financial Instruments” | |
| Amendments to IFRS 9 and IFRS 7 “Contracts | Thursday, January 1, 2026 |
| Referencing Nature-dependent Electricity” | |
| IFRS 10 and IAS 28 amendment “Assets sales or | To be determined |
| contribution between the investor and the affiliated | |
| company or joint venture.” | |
| IFRS 17 “Insurance Contracts” | Sunday, January 1, 2023 |
| Amendments to IFRS 17 | Sunday, January 1, 2023 |
| Amendments to IFRS 17 “Initial Application of IFRS | Sunday, January 1, 2023 |
| 17 and IFRS 9 – Comparative Information” | |
| IFRS 18 “Presentation and Disclosure in Financial | Friday, January 1, 2027 |
| Statements” | |
| IFRS 19 “Subsidiaries without Public Accountability: | Friday, January 1, 2027 |
| Disclosures” | |
| Note 1: Unless otherwise expressly remarked, the aforementioned |
|
| new/Amendment/Amended Rules or Interpretation come into effect in the | |
| fiscal year starting from the respective specified | effective dates. |
- Amendments to IFRS 10 and IAS 28 “Assets sales or contribution between the investor and the affiliated company or joint venture.”
The amendment provides that if a consolidated company sells or contributes assets to affiliated companies (or joint ventures), or the consolidated company loses the control over a subsidiary but retains significant influence on the subsidiaries (or joint control), and if the aforementioned assets or subsidiary in compliance with the definition of a business under IFRS 3 “Business Combinations” the consolidated company is to recognize the profit and loss of the transactions fully.
In addition, if a Consolidated Company sells or contributes assets to affiliated companies (or joint ventures), or the Consolidated Company loses the control over a subsidiary in the trade with affiliated companies (or joint ventures) but retains significant influence on the subsidiaries (or joint control), and if the aforementioned assets or subsidiary not in compliance with the
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definition of IFRS 3 “Business,” the Consolidated Company is to recognize the profit and loss of the transactions only within the equity scope of the affiliated companies (or joint ventures) irrelevant to the investors, in other words, the profit and loss attributable to the Consolidated Company should be offset.
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IFRS 18 “Presentation and Disclosure in Financial Statements” IAS 1 “Expression of Financial Statements” will be replaced with IFRS
-
The main changes include:
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The gains and expenses in the statement of income should be classified into operating, investment, financing, income tax and discontinued operations.
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The statement of income statement should contain operating profit/loss, pre-tax profit/loss before financing, and subtotal and total of profit/loss.
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Guidelines are provided to strengthen aggregation and segmentation requirements: The consolidated company must identify the assets, liabilities, equity, gains, expenses and cash flows generated from individual transactions or other matters, and conduct classification and aggregation based on the common characteristics, so that each item on a single line in the primary financial statement has at least one similar characteristic. Items with dissimilar characteristics should be segmented in the primary financial statements and the notes. The consolidated company should only mark the items as “other” when it cannot find a more informative label.
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Additional disclosure of management-defined performance measures: When the consolidated company communicates publicly for those other than financial statements and communicates to the users of the financial statements about management’s views on a particular aspect of the consolidated company’s overall financial performance, the consolidated company should disclose the information on the performance measures defined by management in a single note to the financial statements, including a description of the measure, how it is calculated, its reconciliation with the subtotals or totals specified in IFRS accounting standards, and the impact of relevant reconciling items on income taxes and non-controlling interests.
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The application guidance on derecognition of financial liabilities as revised in the amendments to IFRS 9 and IFRS 7 “Classification and Measurement of Financial Instruments”
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As the amendments state, when an enterprise uses an electronic payment system to settle financial liabilities in cash, it may choose to derecognize the financial liabilities before the settlement date if the following conditions are met:
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The enterprise does not have the actual ability to withdraw, stop or cancel the payment instruction.
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The enterprise does not have the actual ability to withdraw the cash to be used for settlement due to the payment instruction.
-
The settlement risk related to the electronic payment system is not significant.
The consolidated company should apply the amendments retrospectively without the need to restate the comparative periods. The effects that are applied for the first time should be recognized on the initial application date.
- Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity”
Contracts referencing nature-dependent electricity is a contract whose source of electricity depends on uncontrollable natural factors and either party of the contract assumes the uncertainty risk of actual power generation as a result, including the purchase or sale of a contract referencing nature-dependent electricity or a financial instrument related to such said electricity. As stated in the amendments, if the consolidated company enters into a contract for the purchase of nature-dependent electricity and exposes itself to the risk that the amount of electricity purchased is greater than the demand, and that the design and operation of the electricity market require the consolidated company to sell unused electricity within a specific period, this sale does not necessarily make the consolidated company incompliant with the conditions that require holding of the electricity purchase contract for anticipated electricity usage needs, and thereby the contract shall be deemed a financial instrument. If the consolidated company buys the same amount of electricity in the same market within a reasonable period after the sale of electricity, it still meets the conditions that require holding the electricity purchase contract for anticipated electricity usage needs.
As stated in the amendments, if the consolidated company enters into a contract referencing nature-dependent electricity and designates it as a hedging
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instrument for an expected transaction, it may designate as a hedged item the transaction of a variable amount of anticipated electricity consistent with the aforementioned contract.
The consolidated company should apply the amendments retrospectively and judge whether the contract referencing nature-dependent electricity complies with the amendments related to the conditions that require holding the electricity purchase contract for anticipated electricity usage needs. The consolidated company does not need to restate comparative periods and the effects that are applied for the first time should be recognized on the initial application date. The application of the requirements related to hedge accounting should be deferred.
In addition to the impact referred to above, the Consolidated Company continued to assess the impact of other standards and interpretations on the financial position and financial performance up to the date the consolidated financial reports were approved and published; also, the relevant influences would be disclosed upon the completion of the assessment.
VI. Summary of significant accounting policies (I) Declaration in compliance
The present consolidated financial reports have been duly worked out in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and the IFRS Accounting Standards recognized and issued into effect by the FSC.
- (II) Basis of preparation
Except for the financial instruments measured at fair value, investment properties, and the net defined benefit liabilities recognized at fair value after the project assets are deducted from the current value of defined benefit obligations, this Consolidated Financial Statement has been duly prepared on the grounds of historical costs.
The evaluation of fair value could be classified into
Degree 1 to Degree 3 by the observable intensity and importance of related input value:
- Degree 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment)
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-
Degree 2 input value: refers to the direct (the price) or indirect (inference of price) observable input value of asset or liability further to the quotation of Level 1.
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Degree 3 input value: the unobservable input value of asset or liability.
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(III) Standards in differentiating current and non-current assets and liabilities
- Current assets include:
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Assets held primarily for the purposes of transactions;
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Assets anticipated to be realized within 12 months after the balance sheet date; and
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Cash and cash equivalents (excluding those restricted for exchanging or liquidating liabilities over 12 months after the balance sheet date).
non-current liabilities include:
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Liabilities held primarily for the purposes of transactions;
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The liabilities to be liquidated upon due within 12 months after the balance sheet date (those with long-term refinancing or payment term rearrangement completed from the balance sheet date to the financial reports approved and published date are also classified as current liabilities), and
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Liabilities for which there is no substantive right on the balance sheet date to defer settlement of the liability for a period of at least 12 months after the balance sheet date.
Those not as aforementioned current assets or current liabilities are classified into non- current assets or non-current liabilities. Where, according to the terms and conditions of liabilities, the liabilities might be paid off at the discretion of the trading counterpart through the transfer of the Consolidated Company’s equity instruments and the Consolidated Company classifies said discretion into an equity instrument, the classification of the liabilities as current or non-current would remain unaffected by said terms and conditions.
- (IV) Grounds of consolidation
The present Consolidated financial reports are the financial reports containing the Company, and the entities under the control by the Company (subsidiaries). Consolidated statements of income of comprehensive income already covered the operating profit and/or loss of the subsidiaries, which have been acquired or disposed of the current term, from the date of acquisition until the date of disposal. The financial reports of the subsidiaries have been duly adjusted so that their accounting
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policies would be consistent with the accounting policies of the Consolidated Company. Upon preparation of the consolidated financial reports, the transactions among entities, balances, gains, expenses and losses on account have been written out in full. The total comprehensive incomes of the subsidiaries were non-controlling interest attributed to the Company’s owners and the non-controlling interest, to become the balance of loss even as the non-controlling interest.
When the change in the ownership equity on a subsidiary of any consolidated company does not result in a loss of control, it is processed as an equity transaction. The book value of the Consolidated Company and the non-controlling equity has been adjusted to reflect the change in the relative equity on the subsidiary. The difference between the adjusted amount of the non-controlling equity and the considerations paid or collected is directly recognized as equity and attributable to the Company’s shareholders.
When the Consolidated Company loses control of a subsidiary, the disposal of gains or losses is the difference between the following two: (1) the sum of the fair value of the consideration collected and the remainder of the investment in the foregoing subsidiary according to the fair value on the date the control was lost and (2) the sum of assets (including good will) and liabilities and non-controlling interests of the said subsidiary according to the book value on the date the control was lost. Meanwhile, the amount relevant to the said subsidiary recognized in other combined gains or losses were managed on the same accounting grounds as those that it shall comply with if the Consolidated Company directly disposes of the relevant assets or liabilities.
(V)
Please refer to Note XI and Attachment 6. for the information, shareholding ratio, and business operation of the subsidiary. Foreign currency
When the respective entities prepared for the consolidated financial reports, the transactions conducted in currencies other than the entities’ functional currencies (foreign currencies) were converted into the records of functional currencies based on the exchange rates quoted on the date of transactions.
The items in foreign currencies were converted at the exchange rates closed on each and every balance sheet date. The difference in foreign exchanges incurred by the items of settlement currency items or conversion currency items was recognized as the profit and/or loss for the term of occurrence.
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The foreign currencies, non-current items measured at fair values were converted at the exchange rates quoted on the date on which the fair values were determined. The difference in foreign exchange so incurred was entered as the profit and/or loss of the current term. In the event where the change in the fair value was recognized into other comprehensive profit and/or loss, the difference of the foreign exchange so incurred was entered as other comprehensive profit and/or loss.
The non-current items measured at historical costs were converted based on the exchange rate quoted on the date of transaction and were not converted anew.
Upon preparation of the consolidated financial reports, the assets and liabilities of the Company and our foreign operations (including the subsidiaries in the countries of business operation or those using currencies different from the Company’s) were converted to New Taiwan Dollars based on the exchange rate quoted on every balance sheet date. The gain, fee and loss items were converted based on the exchange rates averaged in the current term. The difference of conversion so incurred was entered as other comprehensive income.
If the Consolidated Company disposes of all equities of its foreign operations or disposes of some of the equities of the subsidiaries of its foreign operations and loses control or the retained equities following such disposal are financial assets handled according to the accounting policy for financial instruments, all accumulated differences of conversion that are relevant to the said foreign operations shall be recategorized as gains or losses.
If partial disposal of the subsidiaries of foreign operations does not lead to loss of control, accumulated differences of conversion will be calculated as part of the equity transactions proportionally yet they are not recognized as gains or losses. Under other circumstances where overseas operating institutions are partially disposed of, accumulated differences of conversion, on the other hand, are recategorized to gains or losses in proportion to the disposal.
(VI) Inventory
Inventories include raw materials, supplies, finished goods and work in process. The inventory was measured at the lower of cost and net realizable value. In comparison between the cost and realizable value, the individual items shall be taken as the grounds except inventory of the same categories. The term “net realizable value” as set forth herein denotes the balance of the selling price estimated under normal conditions deducted with the cost which is estimated to be invested till
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completion of manufacture and completion of sales. The cost of inventory was calculated in weighted average method.
(VII) Property, plant and equipment
The property, plant and equipment were recognized at costs. Subsequently thereafter, they were measured at the amount of the costs deducted with depreciation and the loss in the accumulated impairment.
The property, plant and equipment under construction were recognized at the amount of the costs after deducting the loss in the accumulated impairment. The costs included fees incurred for professional services and costs of loan which were consistent with the conditions of capitalization. The samples produced for testing whether the assets can operate normally before reaching the expected state of use are measured based on the lower of the cost or net realizable value. The sale price and cost are recognized in profit or loss. For those assets, depreciation started being amortized when those assets were completed to the extent of being ready for use and duly classified into the appropriate categories of property, plant and equipment.
Except own land, for which no depreciation would be provided, the other property, plant and equipment were depreciated and for each and every major part individually, on a straight-line basis within the useful years. The Consolidated Company, at least at the end of each fiscal year, has the estimated useful years, residual value, and depreciation method reviewed, and also delayed the effects of changes in applying accounting estimates.
When the property, plant, and equipment were written-off, the difference between the net proceeds from disposal and the book value of the asset is recognized in the profit and loss.
(VIII) Investment property
The investment property denotes such property held in an attempt to earn rent or capital increment or for the both purposes. The investment property also includes the land held for which the future purpose of use has not been resolved.
The investment property was measured at the initial costs (including transaction costs). Subsequently thereafter, it will be measured at the fair value. Changes of the fair value are recognized in the profit and loss when occurring.
When investment property is written off, the difference between the net proceeds from disposal and the book value of the asset is recognized in the profit and loss.
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(IX) Intangible assets
1. Individually acquired
The intangible assets with limited useful life individually acquired were measured at costs. Subsequently, they were measured at cost deducted with the amount of accumulated amortization and the loss of the accumulated impairment. Intangible assets within the durability period are amortized on a straight-line basis The Consolidated Company reviews at least on the end date of each year the estimated durability period, residual value, and depreciation method and postpones impacts where changes in accounting estimates apply. Intangible assets with uncertain useful years are recognized with the cost less accumulated impairment loss.
- Derecognition
When intangible assets are written off, the difference between the net proceeds from disposal and the book value of the asset is recognized in the profit and loss.
- (X) Impairment of properties, plants, and equipment, right-of-use assets, investment properties, and intangible assets
The Consolidated Company evaluates on the date shown on each balance sheet whether there are any signs showing that real estate, plants, and equipment, right-of-use assets, and intangible assets might have been impaired. Where any sign of impairment was found existent, the Company estimated the recoverable amount of such assets. In the event that the recoverable amount of individual assets could not be estimated, the Consolidated Company estimated the recoverable amount of the units that yielded cash. The common asset is amortized to each cash-generating unit in accordance with a consistent and reasonable sharing basis.
The intangible asset with indefinite useful years and not yet available for use should be tested for impairment at least annually or should be tested when there is an indication of impairment.
The recoverable amount denotes fair value deducted with the selling costs and the useful value, whichever is the higher. In the event that the individual asset or the recoverable amount of the units that yielded cash was found below the book value, such asset or the book value of the units that yielded cash was adjusted downward to the recoverable amount, with the impairment profit and loss recognized in profit and loss.
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(XI) Financial instruments
The financial assets and financial liabilities were recognized onto the consolidated balance sheet when the Consolidated Company became a party to the contract of the financial instruments.
Upon initial recognition of financial assets and financial liabilities, if the financial assets or financial liabilities were measured for fair values not through profit and/or loss, the Company measured based on the fair value plus the transaction costs, which could be directly attributed to the acquisition or issuance of the financial assets or financial liabilities. The transaction costs which could be directly attributed to the acquisition or issuance of such financial assets or financial liabilities, which were measured at the fair value, were imaginably recognized as the profit and/or loss.
- Financial assets
The transaction customs of the financial assets were recognized or derecognized on the transaction day accounting basis.
- (1) Type of measurement
The financial assets held by the Consolidated Company include financial assets at fair value through profit or loss, financial assets measured at amortized cost, and investment in equity instruments at fair value through other comprehensive income.
A. The financial assets at fair value through profit or loss.
The financial assets at fair value through profit or loss refer to those measured at fair value through profit or loss compulsorily. The financial assets measured at fair value through profit or loss compulsorily include the investment in equity instruments not designated to be measured at fair value through other comprehensive income, and the investment in bond instruments not eligible to be categorized those at amortized cost or at fair value through other comprehensive income.
The financial assets at fair value through gains or losses were measured at fair value, and the gains or losses so incurred were recognized as other profit and loss. Please refer to Note XXVIII for the determination of fair value.
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- B. Financial assets measured at amortized cost
If the financial assets invested by the Consolidated Company meet the following two conditions at the same time, they are classified as financial assets measured at amortized cost:
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a. Being held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
-
b. The contractual terms of the financial asset give rise, on specified dates, to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Upon the initial recognition, the financial assets measured at amortized cost (including cash and cash equivalents, accounts receivable measured at amortized cost, other accounts receivable, and refundable deposit) were measured at the amortized cost after the total book value decided using the effective interest method less any impairment loss. Any foreign currency exchange income was recognized as gains or losses.
Except in the following two circumstances, the interest revenue was calculated at the effective interest rate multiplying by the total book value of the financial assets:
-
a. For the purchased or originated credit-impaired financial assets, the interest revenue was calculated at the effective interest rate multiplying by the amortized cost of the financial assets upon credit adjustment.
-
b. For those other than purchased or originated credit-impaired financial assets, which, however, became the purchased or originated credit-impaired financial assets subsequently, the interest revenue was calculated at the effective interest rate multiplying by their amortized cost as of the next reporting period after the credit impairment.
The credit-impaired financial assets mean that issuers or debtors already suffered hard-up financial standing or default, or an event where a debtor was about to run into bankruptcy or proceed with financial reorganization, or the hard-up financial standing leading to loss of active market of the assets.
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Cash equivalents include time deposits in high liquidity, which could be converted into cash of the specified amounts at any time within three (3) months from acquisition, with little risk in the change in values, intended to be used to satisfy the commitment in the short-term cash.
- C. Investment in Equity Instruments at Fair Value through Other Combined Gains or Losses
However, the Consolidated Company may choose at the time of original recognition to have the equity instrument investment not held for trading and not recognized by the acquirer in the business combination transaction or not with consideration measured at fair value through other comprehensive income.
Investment in equity instruments at fair value through other comprehensive income are measured at fair value, and the subsequent movements of the fair value are measured in other comprehensive income, and accumulated in other equity. When disposing of investments, the accumulated gains/losses are transferred to the retained earnings directly without reclassified as gains or losses.
The dividends from the investment in equity instruments at fair value through other comprehensive income are recognized in profit/loss when the Consolidated Company’s rights of receiving payment is confirmed, unless such dividends obviously represents the recovery of part of the investment.
(2) Impairment of financial assets and contact assets
At each date of balance sheet, the Consolidated Company evaluates the impairment loss on financial assets (including accounts receivable) and contract assets based on the expected credit loss.
The allowance losses on accounts receivable were all recognized based on the lifetime expected credit loss. For other financial assets, the credit risk is evaluated if there is any significant increase after the initial recognition. If not, the allowance loss is recognized based on the expected credit losses of 12 months; if there any significant increases, the allowance loss is recognized based on the expected credit losses of life time.
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Expected credit losses as the weighted average of credit losses with the weightings being the respective risks of a default occurring. 12-month expected credit losses are expected credit losses that result from those default events on the financial instruments that are possible within 12 months after the reporting date. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the life of the financial instruments.
The book value of all impairment losses on financial assets were reduced via the allowance account.
- (3) Derecognition of financial assets
The Consolidated Company only derecognizes financial assets when the rights coming from the contract over cash flows of such assets are expired or financial assets are transferred and nearly all risks and rewards associated with the ownership of such assets have been transferred to another enterprise.
Where a financial asset measured at amortized cost was derecognized end masse, the difference between the book value and collected consideration was recognized into profit or loss. When fully derecognizing the investment in equity instrument at fair value through other comprehensive income, the accumulated profit/loss is directly transferred to retained earnings, not to be reclassified as profit or loss.
2.
- Equity instruments
The liabilities and equity instruments issued by the consolidated company were categorized as financial liabilities or equity based on the substance of the contract agreement and the definition of financial liabilities and equity instruments.
The equity instruments issued by the Consolidated Company were recognized based on the acquisition price less direct issuing cost.
The Consolidated Company’s own equity instruments reacquired were derecognized and deducted under the equity title. The book value is calculated according to the weighted average based on the types of shares and is calculated separately in accordance with the reasons for the recovery. Acquisition, sale, issuance or cancellation of the Consolidated Company' own equity instruments would not be recognized into profit or loss.
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3. Financial liabilities
- (1) Subsequent measurement
All financial liabilities are measured at amortized cost based on the effective interest, unless in the following circumstances:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss refer to the financial liabilities held for trading.
The financial liabilities held for trading were measured at fair value, the interest so incurred recognized into the financial cost, and the other profit or loss so incurred from re-measurement recognized into other profit or loss.
Please refer to Note XXVIII for the determination of fair value.
- (2) Derecognition of financial liabilities
When de-recognizing financial liabilities, the difference between the book value and the consideration paid (including any transferred non-cash assets or assumed liabilities) is recognized into profit or loss.
4.
- Convertible corporate bonds
For the compound financial instruments (convertible corporate bonds) issued by the Consolidated Company, its components are classified as financial liabilities or equity based on the definitions of real and financial liabilities and equity instruments under the terms and conditions of the contracts.
When recognized initially, the fair value of the debt components is estimated based on the market interest rate of similar nonconvertible instruments at that time and measured at amortized cost calculated under the effective interest method prior to the conversion or maturity date. The debt components classified into embedded non-equity derivatives is measured at fair value.
The conversion option classified as equality is equal to the remaining amount of the entire fair value of the compound instruments less the fair value of the debt components determined individually. It is recognized as equity after deduction of the income tax effect and no remeasurement is conducted subsequently. When the conversion option is executed, related debt components and the amount related to the equity are transferred to share capital and capital reserve – issuance premium. If the conversion option of the
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convertible corporate bond is not executed on the maturity date, the amount recognized in the equity is transferred to capital reserve – issuance premium.
The transaction cost related to issuance of convertible corporate bonds is amortized to the components of the debt (recognized in the book value of liabilities) and equity (recognized in equity) of the instrument concerned based on the amortization proportion of the total amount.
- Derivative financial instruments
The Consolidated Company entered into forward foreign exchange contracts as their derivative financial instruments to manage their exposure to the foreign exchange rate risk.
Derivative financial instruments were initially recognized at fair value at the date the derivative financial instrument contracts were entered into and were subsequently remeasured to their fair value on the balance sheet date. The resulting profit or loss is stated into profit or loss immediately. Notwithstanding, when the derivative financial instruments which were designated and considered as effective hedging instruments should be recognized into profit or loss should be decided subject to the nature of hedging relationship. The derivatives with positive value were classified as financial assets. Those with negative value were classified as financial liabilities.
If the derivatives are embedded into the master contracts for assets falling in the scope under IFRS 9 “Financial Instruments”, the financial assets shall be classified based on the entire contracts. Embedded derivatives other than those embedded into the host contracts for assets falling in the scope under IFRS 9 (e.g. those embedded into the master contracts for financial liabilities) were treated as separate derivatives when they met the definition of a derivative, their risks and characteristics were not closely related to those of the host contracts, and the contracts were not measured at fair value through profit or loss.
(XII) Provision for liabilities
The provision for liabilities was determined with the obligation risk and uncertainty taken into account, which is the best estimate of the obligation payable on the balance sheet date.
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(XIII) Recognition of revenue
Upon identification of the performance obligation in the contract with customers, the Consolidated Company amortized the transaction price to the performance obligations in the contract and recognize income upon fulfilling performance obligation of the contract.
If the Consolidated Company signs multiple contracts with the same customer (or the customer’s related party) almost at the same time, the Consolidated Company would treat them as one single contract, as the commitment about commodity or labor service under the contracts should be identified as single performance obligation.
For any contract providing the time interval between transfer of commodities or labor services and collection of consideration no more than one year, no adjustment would be made on the transaction price with respect to the financing component thereof.
Sales revenue
The sales revenue was generated from the sale of the electronic products, such as printed circuit boards. Upon departure of products or their arrival to the destination designated by customers, the customers have already owned the right to set the price and use the same and taken the responsibility for resale and borne the obsolescence risk; therefore, the Consolidated Company recognized the income and accounts receivable at that moment.
As the ownership of processed products has not yet been transferred at the time of processing on order, no revenue would be recognized at that moment. (XIV) Lease
The Consolidated Company evaluated if a contract was, or included a lease on the date when the contract was established.
- The Consolidated Company was the Lessor.
In the event that all risks and remuneration of the ownership of the assets based on the leasehold terms and conditions were transferred to the lessees in full, such assets were classified as financing leases. All other categories of leases were classified as operating leases.
Under the operating leases, the rent less the lease incentives was recognized into profit or loss based on the straight-line method in the duration of the leases. The initial direct cost arising from negotiating and arranging
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operating leases, was increased to the book value of the underlying assets, and recognized as expenditure on the straight-line basis over the lease period.
2.
The Consolidated Company was the Lessee.
The lease payments applicable to the recognized waived low-valued underlying asset lease and the short-term lease are recognized as expenditure on the straight-line basis over the lease period. For all other leases, the right-of-use assets and lease liabilities are recognized from the starting date of leases.
The right-of-use assets were originally measured at the costs (including the original measured amount of lease liability); subsequently, they were measured at the costs deducting the accumulated depreciation and the accumulated impairment loss, and the re-measurement of the lease liability was adjusted. The right-of-use assets were individually expressed in the parent company only balance sheets.
The right-of-use assets on the straight-line basis were depreciated from the starting date of lease until expiration of the useful years or the lease period, whichever earlier. If the ownership of underlying assets would be acquired upon expiration of the lease period, or the costs of right-of-use assets reflected the exercise of right of first refusal, the assets should be depreciated from the starting date of lease until expiration of the useful years.
The lease liabilities were measured based on the present value of the lease payment (including fixed payment and variable lease payment depending on any index or fees). If the implied interest rate of a lease should be easy to be confirmed, the rate should be applied to discount the lease payment. Otherwise, the incremental the lessee’s loan rate of interest should apply instead.
Subsequently, the lease liabilities were measured at amortized cost using the effective interest method. The interest expenditure was also amortized within the lease period. If there was any change in the lease period or any index or fees determining the lease payments would result in changes of future lease payment, the Consolidated Company re-measured the lease liabilities, and relatively adjusted the right-of-use assets; provided the book value of the right-of-use asset has decreased to zero, the remaining re-measured amount was recognized in the profit or loss. The lease liabilities are individually expressed in the parent company only balance sheets.
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(XV) Costs of loan
The costs of loan for the assets that meet the essential requirement and directly attributable to the acquisition, construction, or production of assets is deem as part of the asset cost until all of the necessary activities completed for the assets to reach its intended use or sale state.
The income of a temporary investment with a specific loan that has not yet met the essential requirement of capital expenditure is deducted from the cost of loan that meets the essential requirements of capitalization.
In addition to the transaction stated in the preceding paragraph, costs of all other loans are recognized into profit and loss upon occurring.
- (XVI) Government subsidies
The government subsidies would be recognized only if that it is strongly believed on reasonable grounds that the Consolidated Company would comply with the conditions imposed on the government subsidies and such subsidies may be received affirmatively.
Government subsidies concerning gains are recognized systematically as other income during the period where related costs they are meant to offset are recognized by the Consolidated Company as expenditure. The government subsidies for acquisition of non-current assets by the Consolidated Company through procurement/construction or in any other manners should be debited into the book value of the non-current assets, and recognized into profit and/or profit within the useful years of the assets by reducing the depreciation or amortization expenses for the non-current assets.
If government subsidies are meant to compensate for incurred expenditure or losses or for providing the Consolidated Company with immediate financial support and are not associated with costs in the future, they are recognized as profits and losses during the collectible period.
(XVII) Employee benefits
- Short-term employee benefits
Short-term employee benefits related liabilities are the non-discounted amount prepaid in exchange for employee services.
- Post-retirement benefits
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For pension under the defined contribution retirement plan, the amounts of pension to be contributed during the period in which employees provided services were recognized as expenditure.
The defined benefit costs under the defined benefit retirement plan (including the service costs, net interest, and re-measurement amount) were based on the actuary of projected unit credit method. The service costs (including current service costs), and net interest on the net defined benefit liabilities (assets) were recognized as employee benefit expenditure in the period they occur. The re-measurement amount (including actuarial profit and loss and projected ROA net of applicable interest) was recognized as other comprehensive income and stated as retained earnings at the time of realization, but would not be reclassified as income in subsequent periods.
The net defined benefit liabilities (assets) refer to the amount short (surplus) in the contribution under the defined benefit retirement plan. The net defined benefit assets should not exceed the refund of the contributed fund or decrease the present value of contribution of fund in the future.
- Resignation benefits
The Consolidated Company had resignation benefit liabilities recognized when the resignation benefit contract cannot be revoked or when recognizing the related reorganization cost (whichever is sooner).
(XVIII) Income tax
The income tax expenditure denotes the total of the income tax payable in the current term and the deferred income tax.
- Income tax for the year
The Consolidated Company determines the current income (loss) in accordance with the laws and regulations of the jurisdiction for filing income taxes and, with this as a basis, calculates the income tax payable (receivable).
The income tax imposed on undistributed earnings calculated as required by the Income Tax Act of the Republic of China is recognized for the year according to the resolution reached in the shareholders’ meeting.
Adjustment of the prior years’ income tax is added to current income tax expenditure in the year the adjustment is made.
– 36 –
2. Deferred income tax
Deferred income tax is computed in accordance with the temporary differences between book value of the assets and liabilities and the tax base for calculating the taxable income.
Deferred tax liabilities are generally recognized in accordance with all taxable temporary differences. Deferred tax assets are recognized when there are likely to have taxable income available for deductible temporary difference.
All taxable temporary differences relevant to the investment in subsidiaries were recognized as deferred income tax liabilities, unless the Consolidated Company could control the time point of recovery of the control over the temporary difference, or said temporary difference would be very likely not recoverable in the foreseeable future. The deductible temporary differences associated with such investment were recognized as deferred income tax assets, to the extent that sufficient taxable income was available to realization of temporary differences and such differences were expected to be reversed in the foreseeable future.
The book value of the deferred income tax assets was reviewed anew on each and every balance sheet date. Aiming at such event where there would be very likely not adequate taxable income to recover the assets either in whole or in part, the Consolidated Company adjusted downward the book value. Those which were not initially recognized as deferred income tax assets were also reviewed anew on each and every balance sheet date. The Consolidated Company, in turn, would adjust upward the book value in the future while there would be likely to yield taxable income to recover assets either in whole or in part.
The deferred income tax assets and liabilities were measured at the tax rates of that term. The said tax rate would be on the grounds of the tax rates and taxation laws, which had been enacted or had been substantially enacted as of the balance sheet date. The deferred income tax liabilities and assets were measured to reflect the Consolidated Company’s taxation consequences for the book value of the assets and liabilities anticipated to be recovered or reimbursed as of the balance sheet date. Where the investment property measured at fair value is a non-depreciation asset, or the economic model as held would not be likely to consume almost all of the economic benefit from
– 37 –
the assets over time, the Consolidated Company would assume that the book value of the assets was recovered through sale.
The exceptions to the rules for recognition and disclosure of deferred income tax assets and liabilities of the Pillar Two income tax have been applied to the Consolidated Company; therefore, the Consolidated Company neither recognizes the deferred income tax assets and liabilities of the Pillar Two income tax nor discloses relevant information.
- Current and deferred income tax
The current and deferred income tax was recognized into profit and/or loss. The current and deferred income tax relevant to the items, which were recognized in other comprehensive income or directly counted into the items of equity, was recognized into other comprehensive income or directly counted into equity respectively.
V. Critical accounting judgments, estimates and key sources of assumption uncertainty
Where the Consolidated Company adopts accounting policies and the relevant information is found hardly available from other sources,
the management must come to relevant judgments,
estimates, and assumptions based on historical experiences and other relevant factors. The actual consequences might differ from the estimates.
Major sources of estimates and hypotheses of uncertainty
Estimated impairment of financial assets
The estimated impairment of accounts receivable was based on the Consolidated Company’s assumptions about the probability and loss rate of default. The Consolidated Company took into consideration the historical experience, existing market conditions and forward-looking estimates to make the assumptions and select the inputs to the impairment calculation. For details of the key assumptions and inputs used, please refer to Note XXVIII. If the actual cash flow in the future is less than what the Consolidated Company expects, a material impairment loss may occur as a result.
– 38 –
VI. Cash and cash equivalents
| Cash and cash equivalents | Cash and cash equivalents | ||
|---|---|---|---|
| December 31,2024 Cash on hand and working capital $ 2,190 Bank’s notes and current deposit 7,527,040 Cash equivalents (investment due within three (3) months in the date of initial maturity). Bank time deposit 1,655,346 $ 9,184,576 Financial instruments at fair value through profit or loss December 31,2024 Financial assets-current At fair value through profit or loss compulsorily Derivatives (not under hedge accounting) -Forward foreignexchange contracts (1) $ 4,064 -FX swaps contracts(2) - Non-derivative financial assets -TWSE/TPEx-listedstocks 2,155 $ 6,219 Financial liabilities–Current Held for transactions Derivatives (not under hedge accounting) -Forward foreignexchange contracts (1) $ 122,387 -FX swaps contracts(2) 8,140 - Conversion option (3. Note 18) 6,382 $ 136,909 |
December 31,2023 | ||
| $ 1,146 7,290,020 449,749 $ 7,740,915 December 31,2023 |
|||
Financial assets-current At fair value through profit or loss compulsorily Derivatives (not under hedge accounting) -Forward foreignexchange contracts (1) -FX swaps contracts(2) Non-derivative financial assets -TWSE/TPEx-listedstocks Financial liabilities–Current Held for transactions Derivatives (not under hedge accounting) -Forward foreignexchange contracts (1) -FX swaps contracts(2) - Conversion option (3. Note 18) |
|||
| $ 66,949 10,068 2,420 $ 79,437 $ - - 21,860 $ 21,860 |
VII. Financial instruments at fair value through profit or loss
– 39 –
- (I) The outstanding forward foreign exchange contracts not under hedge accounting on the balance sheet date are stated as follows:
| December 31, 2024 Sold forward foreign exchange contracts Sold forward foreign exchange contracts Sold forward foreign exchange contracts December 31, 2023 Sold forward foreign exchange contracts Sold forward foreign exchange contracts Sold forward foreign exchange contracts |
Currencytype Sell USD/Buy CNY Sell USD/Buy CNY Sell USD/Buy NTD Sell USD/Buy CNY Sell USD/Buy CNY Sell USD/Buy NTD |
Maturitydate January 27, 2025 January 23, 2025–June 27, 2025 January 02, 20252022.01.02–Mar ch 13, 2025 January 31, 2024–February 29, 2024 January 26, 2024–April 04, 2024 January 02, 2024–March 05, 2024 |
Contract amount (NTD Thousand) |
|---|---|---|---|
| USD 12,000 /CNY 87,152 USD 163,000 /CNY 1,153,637 USD 58,000 /NTD 1,861,567 USD 15,000 /CNY 106,818 USD 85,000 /CNY 609,218 USD 40,000 /NTD 1,261,481 |
- (II) The outstanding FX swaps contracts not under hedge accounting on the balance sheet date are stated as follows:
December 31, 2024-FX swaps contractsDecember 31, 2023 -FX swaps contracts |
Currencytype Sell USD/Buy NTD Sell USD/Buy NTD |
Maturitydate January 24, 2025 January 31, 2024 |
Contract amount (NTD Thousand) |
|---|---|---|---|
| USD 44,000 /NTD 1,434,400 USD 44,000 /NTD 1,361,088 |
The Consolidated Company entered into forward foreign exchanges and FX swaps primarily in order to hedge against the risk arising from foreign currency assets and liabilities due to fluctuations in foreign exchange rate.
- (III) Financial liabilities with embedded derivative conversion options are split off by issuing convertible bonds.
VIII. Financial assets measured at amortized cost
| Financial assets measured at amortized | cost | ||
|---|---|---|---|
| Noncurrent Domestic investment Time deposit whose original maturity date exceeds 3 months |
December 31,2024 $ 74,000 |
December 31,2023 | |
| $ 56,600 |
– 40 –
As of December 31, 2023 and 2022, the range of interest rates for time deposits whose original maturity date exceeds 3 months were an annual rate of 1.125%–1.385% and 1.11%–1.25%, respectively.
IX. Notes receivable, accounts receivable and other receivables
| Notes receivable Total book value measured at amortized cost Less: Allowance losses Generated from operations Accounts receivable Total book value measured at amortized cost Less: Allowance losses Generated from operations Other receivables Business tax refund receivable Accounts receivable from sale of scraps Others |
December 31,2024 $ 6,795 - $ 6,795 $ 13,465,690 ( 71,125) $ 13,394,565 $ 277,695 55,236 9,086 $ 342,017 |
December 31,2023 | December 31,2023 |
|---|---|---|---|
( |
( |
$ 5,404 - $ 5,404 $ 10,798,156 70,156) $ 10,728,000 $ 53,829 50,285 6,065 $ 110,179 |
Notes receivable and accounts receivable
The Consolidated Company’s average credit period for sale of commodities was 180 days. The notes receivable and accounts receivable were collected without interest. Considering that the Consolidated Company’s trading counterparts were primarily domestic/foreign renowned companies/entities with fair goodwill, no material credit risk was expected to arising therefor. Upon determination of the recoverability of notes receivable and accounts receivable, the Consolidated Company took into account and all changes in the quality of credit of the accounts receivable during the period starting from the initial granting of the loan until the balance sheet date. The historical experiences showed that most of the notes and accounts receivable have been recovered successfully.
In order to mitigate the credit risk, on the balance sheet date, the Consolidated Company would recheck on a case-by-case basis the recoverable amount of notes and accounts receivable to assure that for the notes and accounts receivable which were not recoverable, appropriate impairment loss has been duly amortized. Accordingly, the
– 41 –
Consolidated Company’s management held that the Consolidated Company’s credit risks had been significantly mitigated.
The Consolidated Company recognized the allowance losses on notes and accounts receivable based on the lifetime expected credit loss. The lifetime expected credit losses were calculated using the reserve matrix, by considering the customers’ past default records and current financial position, industrial economic situations, as well as the recoverable amount. As the Consolidated Company’s credit loss history showed that there was no significant difference among the loss patterns of different customer bases, the reserve matrix didn’t further divide the customer bases, but only established the expected credit losses based on the number of days for which the notes and accounts receivable became overdue.
Where any evidence showed that the trading counterparts had severe financial difficulties, and it was impossible for the Consolidated Company to reasonably expect the recoverable amount, e.g. the counterparts were under restructuring and liquidation, the Consolidated Company would write off the related notes and accounts receivable. However, the pursuit of recovery would be continued, and the amount recovered from such pursuit would be recognized as gains or losses.
The allowance losses on notes and accounts receivable measured by the Consolidated Company based on the reserve matrix are stated as following: December 31, 2024
Accounts receivable
| Expected Credit Loss (ECL) Rate Total book value Allowance losses (lifetime expected credit loss) Amortized cost |
Not overdue | Overdue for 1~60 days |
Overdue for 61~90 days |
Overdue for 91~120 days |
Overdue for more than 120 days |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|
( |
0% $ 13,212,333 171) $ 13,212,162 |
( |
0%~0.25%$ 157,237 195) $ 157,042 |
( |
0%~1%$ 11,687 27) $ 11,660 |
( |
0%~1.8%$ 12,739 9) $ 12,730 |
97.37%~100%$ 71,694 ( 70,723) $ 971 |
( |
$ 13,465,690 71,125) $ 13,394,565 |
December 31, 2023
Accounts receivable
| Expected Credit Loss (ECL) Rate Total book value Allowance losses (lifetime expected credit loss) Amortized cost |
Not overdue | Overdue for 1~60 days |
Overdue for 61~90 days |
Overdue for 91~120 days |
Overdue for more than 120 days |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|
( |
0%~0.04%$ 10,621,354 4,619) $ 10,616,735 |
( |
0%~21.98%$ 97,482 14,330) $ 83,152 |
( |
0%~59.2%$ 39,244 13,057) $ 26,187 |
( |
76.91% $ 1,369 1,053) $ 316 |
99.23%~100%$ 38,707 ( 37,097) $ 1,610 |
( |
$ 10,798,156 70,156) $ 10,728,000 |
– 42 –
The information about changes in allowance losses on notes and accounts receivable is stated as follows:
Accounts receivable
| Accounts receivable | ||
|---|---|---|
| Balance – beginning of year Less: Reversal of impairment loss in the current period Foreign currency exchange difference Balance – end of period |
2024 $ 70,156 ( 747 ) 1,716 $ 71,125 |
2023 |
| $ 115,206 ( 44,485 ) ( 565) $ 70,156 |
X. Inventories
| Inventories | |||
|---|---|---|---|
| Finished goods Work in process Raw materials & supplies Inventories in transit |
December 31,2024 $ 2,708,333 4,428,274 688,935 74,683 $ 7,900,225 |
December 31,2023 | |
| $ 2,436,553 2,675,496 816,173 42,163 $ 5,970,385 |
The nature of the sales cost is defined as follows:
| Cost of inventory sold Loss on inventory devaluation Income from sale of scraps and waste materials Others |
2024 $ 28,445,002 289,380 ( 1,348,483 ) 170,062 $ 27,555,961 |
2023 |
|---|---|---|
| $ 22,960,593 126,051 ( 635,287 ) ( 131,203) $ 22,320,154 |
XI. Subsidiaries
The subsidiaries included into the consolidated financial reports
The present consolidated financial reports were prepared for the following key entities:
| entities: | |||||
|---|---|---|---|---|---|
| Investor | Name of subsidiary | Business nature General investment and international trade business General investment business Design, produce and sell multi-layer printed circuit boards General investment and international trade business |
Percentage of equity held |
Desc riptio n |
|
| Decembe r 31, 2024 |
Decembe r 31,2023 |
||||
| The Company The Company The Company Goldex Holding Limited |
Goldex Holding Limited King Hsiang Investment Co. Gold Circuit Electronics (Thailand) Co., Ltd. Gold Circuit Enterprise Limited |
100.00 99.997 50.11 100.00 |
100.00 99.997 100.00 100.00 |
– 43 –
| Investor | Name of subsidiary | Business nature | Percentage of equity held |
Percentage of equity held |
Desc riptio n |
|---|---|---|---|---|---|
| Decembe r 31, 2024 |
Decembe r 31,2023 |
||||
| Goldex Holding Limited Goldex Holding Limited Gold Circuit Enterprise Limited Gold Circuit Enterprise Limited Gold Circuit International Limited Gold Circuit Electronics (Thailand) Co., Ltd. |
Gold Circuit International Limited Gold Circuit Electronics (Thailand) Co., Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Crystalrock Enterprise Co., Ltd. |
General investment and international trade business Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards General investment business |
100.00 49.89 100.00 100.00 100.00 100.00 |
100.00 - 100.00 100.00 100.00 - |
Note 1 |
Note 1: Gold Circuit Electronics (Thailand) Co., Ltd. invested in Crystalwise Technology Inc. (Thailand) Co., Ltd. in the current period. As of December 31, 2024, the investment amount was THB 87,500 thousand. However, due to the local laws and regulations, 70% of the shares are held by local natural persons in Thailand.
XII. Property, plant and equipment
For own use
| C | ost alance at January 1, 2024 ddition isposal eclassification et difference in foreign exchange alance as of December 31, 2024 umulative depreciation and impairment alance at January 1, 2024 isposal epreciation expenditure et difference in foreign exchange alance as of December 31, 2024 et amount as of December 31, 2024 ost alance as of January 1, 2023 ddition isposal eclassification et difference in foreign exchange alance as of December 31, 2023 umulative depreciation and impairment alance as of January 1, 2023 isposal epreciation expenditure et difference in foreign exchange alance as of December 31, 2023 et amount as of December 31, 2023 |
Own land | Building | Machinery & equipment |
Transportation equipment |
Office equipment | Other equipment | e |
Unfinished construction and quipment pending acceptance |
Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 1,058,091 64,974 - 22,984 23,987 $ 1,170,036 $ - - - - $ - $ 1,170,036 $ 701,186 - - 356,905 - $ 1,058,091 $ - - - - $ - $ 1,058,091 |
( ( ( ( ( ( |
$ 4,392,947 - 3,299 ) 83,944 106,855 $ 4,580,447 $ 3,537,900 3,134 ) 108,774 86,260 $ 3,729,800 $ 850,647 $ 4,409,149 - 111 ) 19,064 35,155) $ 4,392,947 $ 3,433,706 105 ) 132,673 28,374) $ 3,537,900 $ 855,047 |
( ( ( ( ( ( |
$ 14,134,717 - 565,971 ) 1,347,071 478,086 $ 15,393,903 $ 10,109,856 518,777 ) 588,267 353,612 $ 10,532,958 $ 4,860,945 $ 13,890,894 - 464,389 ) 862,998 154,786) $ 14,134,717 $ 10,098,052 420,819 ) 551,990 119,367) $ 10,109,856 $ 4,024,861 |
( ( ( ( ( ( |
$ 71,660 - 2,986 ) 7,615 1,777 $ 78,066 $ 45,146 2,812 ) 7,596 1,173 $ 51,103 $ 26,963 $ 67,668 - 5,717 ) 10,255 546) $ 71,660 $ 44,357 5,266 ) 6,505 450) $ 45,146 $ 26,514 |
( ( ( ( ( ( |
$ 152,360 - 5,675 ) 25,593 4,205 $ 176,483 $ 104,962 5,360 ) 14,240 3,001 $ 116,843 $ 59,640 $ 144,450 - 9,199 ) 18,446 1,337) $ 152,360 $ 102,392 8,742 ) 12,402 1,090) $ 104,962 $ 47,398 |
( ( ( ( ( ( |
$ 2,845,677 4,086 61,334 ) 532,420 99,925 $ 3,420,774 $ 2,148,491 55,112 ) 296,781 81,789 $ 2,471,949 $ 948,825 $ 2,676,870 - 106,276 ) 306,326 31,243) $ 2,845,677 $ 2,063,151 103,862 ) 216,299 27,097) $ 2,148,491 $ 697,186 |
( ( ( |
$ 236,029 5,518,498 - 2,043,012 ) 6,133 $ 3,717,648 $ - - - - $ - $ 3,717,648 $ 145,878 1,706,696 - 1,615,128 ) 1,417) $ 236,029 $ - - - - $ - $ 236,029 |
( ( ( ( ( ( ( ( |
$ 22,891,481 5,587,558 639,265 ) 23,385 ) 720,968 $ 28,537,357 $ 15,946,355 585,195 ) 1,015,658 525,835 $ 16,902,653 $ 11,634,704 $ 22,036,095 1,706,696 585,692 ) 41,134 ) 224,484) $ 22,891,481 $ 15,741,658 538,794 ) 919,869 176,378) $ 15,946,355 $ 6,945,126 |
|||
| B A D R N B C |
|||||||||||||||||
| B D D N B N C |
|||||||||||||||||
| B A D R N B C |
|||||||||||||||||
| B D D N B N |
– 44 –
There was no sign of impairment in 2024. Therefore, the Consolidated Company didn’t recognize or reverse impairment loss.
Depreciation expenditure is appropriated in accordance with the straight line method and the useful years illustrated below:
| e useful years illustrated below: | |
|---|---|
| Buildings | |
| Main building of plant | 11~55 years |
| Electromechanical & power | |
| equipment | 5 years – 11 years |
| Engineering system | 3~25 years |
| Others | 5 years – 15 years |
| Machinery & equipment | 2 year ~14 years |
| Transportation equipment | 2~19 years |
| Office equipment | 2~11 years |
| Other equipment | 1 year ~13 years |
Please refer to Note XXX for the property, plant and equipment for own use offered as collateral of loans.
XIII. Lease agreement
- (I) Right-of-use assets
| Right-of-use assets | |||
|---|---|---|---|
| Book value of right-of-use assets Land Building Machinery & equipment Depreciation expenses of right-of-use assets Land Building Machinery & equipment |
December 31,2024 $ 132,828 73,012 5,540 $ 211,380 2024 $ 4,482 8,424 22,753 $ 35,659 |
December 31,2023 | |
| $ 130,565 81,436 18,003 $ 230,004 2023 |
|||
| $ 4,398 - 16,717 $ 21,115 |
Except for the additions and recognition of depreciation expenditure as listed above, no major sublease and impairment of the right-of-use assets of the Consolidated Company occurred in 2024 and 2023.
Please refer to Note XXX for the amount of right-of-use assets offered as collateral of loans.
– 45 –
(II) Lease liabilities
| Lease liabilities | |||
|---|---|---|---|
| Book value of lease liabilities Current Noncurrent |
December 31,2024 $ 8,221 $ 65,904 |
December 31,2023 | |
| $ 10,438 $ 74,125 |
| The range of discount rates for the lease liabilities is stated December 31,2024 Building 1.68% Machinery & equipment 1.38% |
as following: December 31,2023 |
|---|---|
| 1.68% 1.38% |
- (III) Major lessee activities and terms and conditions
The Consolidated Company rented certain energy-conservation equipment and water quality monitoring systems. The lease periods were 10 years and 3 years, respectively. Upon expiration of the lease period, the lease objects would be transferred to the Consolidated Company unconditionally. Among the other things, the energy-conservation equipment lease contract provided that the lease payment should vary depending on the specific percentage of the energy-conservation amount on a monthly basis.
- (IV) Other lease agreement
| Other lease agreement | ||||
|---|---|---|---|---|
| Short-term lease expenditure Low-value asset lease expenditure Total amount of cash (outflow) from lease |
2024 $ 14,504 $ 8,232 $ 43,408) |
2023 | ||
( |
( |
$ 3,107 $ 7,465 $ 26,024) |
XIV. Investment property
| Investment property | |||
|---|---|---|---|
| Balance – beginning of year Profit (loss) from changes in fair value Balance – end of period |
December 31,2024 $ 595,800 129,000 $ 724,800 |
December 31,2023 | |
| $ 576,200 19,600 $ 595,800 |
Except for the changes in fair value that were recognized, no major additions or disposals of the Consolidated Company’s investment property occurred in 2024 and 2023.
The investment property was measured at fair value on a recurring basis. The evaluation basis for the fair value thereof is stated as following:
– 46 –
December 31, 2024 December 31, 2023 $ 724,800 $ 595,800
External appraisal service
The fair values of any investment property amounting to more than NT$300 million on December 31, 2024 and 2023 were appraised by Appraiser Hsieh Tien-Ching from CCSI Real Estate Joint Appraisers Firm, who held the real estate appraiser qualification in the ROC, on the same dates respectively.
Except undeveloped land, the fair value of investment property was evaluated under the income approach. The important hypotheses thereof are stated as following. When the projected future cash inflow increased or discount rate declined, the fair value would increase therefor.
| would increase therefor. | |||
|---|---|---|---|
| Projected future cash inflow Projected future cash outflow Projected future cash inflow Discount rate |
December 31,2024 $ 1,066,000 341,200 $ 724,800 3.470% |
December 31,2023 | |
| $ 858,200 262,400 $ 595,800 2.470% |
The rent prevailing in the area where the investment property was located was about NT$0.569 thousand per ping, while that for any comparable object on the market was about NT$0.569 thousand–NT$0.681 thousand per ping.
The projected future cash inflow from investment property included rent revenue and deposit interest revenue less loss from idle assets. The rent income was evaluated based on the rent prevailing locally or that for any comparable object on the market, with any overestimated or underestimated comparable objects excluded, and also based on the growth rate of the future rent. The income analysis period was estimated to be five years. The deposit interest income was estimated based on one-year time deposit interest rate. The loss from idle assets was estimated based on 1.5-month rent income plus deposit interest income. The projected future cash outflow from investment property included the expenditures, such as land value tax, house tax, insurance premium, management expense, maintenance expense, replacement appropriation fee, depreciation expense, disposal expense and estimated land value increment tax. Such expenditures were estimated based on the current expenditure level and by taking into consideration the adjustment on the current land value announced in the future, and tax rate prescribed by house tax regulations.
The discount rate was decided based on the two-year time deposit interest rate published by Chunghwa Post Co., Ltd. plus 1.75%.
– 47 –
XV. Other intangible assets
December 31, 2024 December 31, 2023 Computer software $ 45,680 $ 58,186
Except for the amortization expenditure that was recognized, no major additions, disposals, or impairment of other intangible assets of the Consolidated Company occurred in 2024 and 2023. Amortization expense was appropriated on a straight-line basis within 1~5 useful years.
Summarization of amortization expenses by functions:
| Operating costs Operating expenditure R&D expense |
2024 $ 27,318 3,662 6,295 $ 37,275 |
2023 | ||
|---|---|---|---|---|
| $ 19,561 1,095 5,265 $ 25,921 |
XVI. Other assets
| Other assets | |||
|---|---|---|---|
| Current Others Noncurrent Refundable deposit |
December 31,2024 $ 1,685 $ 61,996 |
December 31,2023 | |
| $ 3,305 $ 15,410 |
XVII. Loan
- (I) Short-term loans
| Short-term loans | |||
|---|---|---|---|
| Secured loans(Note XXX) Bank loans Unsecured loans Line of credit loans |
December 31,2024 $ - 1,281,962 $ 1,281,962 |
December 31,2023 | |
| $ 86,704 130,056 $ 216,760 |
Revolving bank loan interest rate was 2.14%~3.32% and 2.29%~2.40% on December 31, 2024 and 2023, respectively.
– 48 –
(II) Long-term loans
| Long-term loans | |||
|---|---|---|---|
| Unsecured loans Syndicated banks including Taipei Fubon Bank (1) Mega International Commercial Bank (2) The Export-Import Bank of the Republic of China (3) Subtotal Less: The part of long-term borrowings entered as due within one year Long-term loans |
December 31,2024 $ 1,440,000 515,000 500,000 2,455,000 (1,440,000) $ 1,015,000 |
December 31,2023 | |
( |
$ 1,440,000 25,000 - 1,465,000 - $ 1,465,000 |
-
The syndicated loans, totaling NT$1,440,000 thousand, have been drawn down in full. The loans are effective from December 20, 2022 to December 20, 2025. The loans were drawn down on a revolving basis within 3 years with the interest thereon payable on a monthly basis. As of December 31, 2024 and 2023, the effective annual interest rate was 2.3337%–2.336% and 2.1247%, respectively. The annual consolidated financial ratios on the loans during the effective term were subject to the following restrictions: The current ratio should stay above 100%. The financial liabilities (less cash and cash equivalents) defined under the loan agreement in the net value of tangible assets should stay less than 110%. The interest coverage ratio (Earnings before interest, taxes and amortization of depreciation) should stay more than 2.5 times. The net value of tangible assets should stay more than NT$6,200,000 thousand.
-
For credit loans, NT$515,000 thousand of the total loans, NT$1,000,000 thousand, has been drawn down. The loans are effective from November 24, 2023, to November 24, 2030. The interest thereon is payable on a monthly basis. The first installment was counted upon expiration of the 24th month after the date of the first drawdown, and each installment consists of three months. The loans are repayable at the average over nine installments. Until December 31, 2024, and 2023 the effective annual interest rates were 1.95% and 1.78%, respectively.
– 49 –
- For credit loans, NT$500,000 thousand of the total loans, NT$1,000,000 thousand, has been drawn down. The loans were effective from July 23, 2024 to July 23, 2027. Since the date of borrowing, the interest should be accrued, subject to the balance of the loan, at the interest rate agreed upon the loan on a monthly basis. The first installment was counted upon expiration of the 18th month after the date of the first drawdown, and each installment consists of six months. The loans are repayable at the average over four installments. As of December 31, 2024, the effective annual interest rate was 1.9833%
XVIII. Corporate bonds payable
| Corporate bonds payable | |||
|---|---|---|---|
| Domestic unsecured convertible corporate bonds – Gold Circuit Electronics 2 |
December 31,2024 $ 3,516,462 |
December 31,2023 | |
| $ 3,393,537 |
- Domestic unsecured convertible bonds
On December 5, 2023, the Consolidated Company issued 40 thousand units of second domestic unsecured convertible corporate bonds in Taiwan with a coupon rate of 0% for a period of 5 years. The principal amount was NTD 4,000,000 thousand.
Other terms and conditions of issuance:
-
(1) Conversion period: March 6, 2024 to December 5, 2028.
-
(2) Conversion price: The price is NTD 223.1 per share at the time of issuance. In case the number of the Company’s issued common stocks increases after issuance of the convertible corporate bonds (such as cash capital increase, capital increase from earnings, capital increase from capital reserve, issuance of new shares through a merger or acquisition of shares of another company, stock split, and capital increase for participation in issuance of GDRs), the conversion price shall be adjusted based on the formula specified in the issuance terms. The conversion price was adjusted from July 5, 2024 due to distribution of cash dividends. The adjusted conversion price was NT$218.9 per share.
-
Call and put options of bonds:
-
(1) Call option upon maturity: The principal will be repaid at face value upon maturity of the bonds.
– 50 –
-
(2) Early execution of call option: During the period from the day following the end date on which the convertible corporate bond was issued for three months to the 40th day prior to the expiration of the issue date, if the closing price of the Consolidated Company’s common shares exceeds the current conversion price by more than 30% (inclusive) for thirty consecutive business days, the Consolidated Company may redeem part or all of the bonds at face value. During the period from the day next to the end date on which the convertible corporate bond has been issued for three months to the 40th day prior to the expiration of the issue date, if the balance of the Consolidated Company’s outstanding convertible corporate bonds is less than 10% of the initial total issue price, the Company may redeem the bonds at face value at any time.
-
The convertible corporate bonds include liabilities and equities, and the latter are stated in equity and presented as capital reserve – stock option. The initially recognized effective interest rate with respect to the liabilities is 3.63%.
-
The components of liabilities and equities of convertible corporate bonds are as
-
follows:
| follows: | |
|---|---|
| Issue price (less a trading cost of NTD 5,080 thousand) Component of equity (less a trading cost of NTD 1,048 thousand) Option derivatives Component of liabilities on the issuance date (less a trading cost of NTD 4,032 thousand) Interest calculated at the effective interest rate Debt components as of December 31, 2023 Interest calculated at the effective interest rate Conversion of corporate bonds payable into common stock Debt components as of December 31, 2024 |
Amount |
| $ 4,281,160 ( 880,452 ) ( 15,769) 3,384,939 8,598 3,393,537 123,010 ( 85) $ 3,516,462 |
Changes in option derivatives are as follows:
| Beginning of period Date of issue Loss from changes in fair value Balance – end of period |
2024 $ 21,860 - 15,478) $ 6,382 |
2023 | ||
|---|---|---|---|---|
( |
$ - 15,769 6,091 $ 21,860 |
– 51 –
| XIX. XX. XXI. |
Accounts payable Accounts payable Generated from operations Other liabilities Current Other payables Salary and bonus payable Repairs and maintenance payable Processing fees payable Equipment accounts payable Consumables payable Commission payable Pension fund payable Interest payable Damages payable Others Other liabilities Others Noncurrent Other liabilities Guarantee deposit received Provision for liabilities Current Sales returns and allowances |
December 31,2024 $ 8,268,001 December 31,2024 $ 1,605,230 444,137 581,616 858,227 74,048 153,701 14,500 7,046 250,532 549,252 $ 4,538,289 $ 178,289 $ 163,322 December 31,2024 $ 275,553 |
December 31,2023 | December 31,2023 |
|---|---|---|---|---|
| $ 6,021,443 December 31,2023 |
||||
| $ 1,251,530 325,213 344,478 426,379 58,659 127,682 8,483 4,124 157,736 407,530 $ 3,111,814 $ 177,874 $ 117,880 December 31,2023 |
||||
| $ 212,729 |
The sales returns and allowances were provided based on the amount estimated according to historical experience, the management’s judgment, and other critical factors. The provision should be debited into the operating revenue in the year in which the related goods were sold.
– 52 –
XXII. Post-retirement benefit plans
(I) Defined contribution plan
The Consolidated Company applied the retirement system under the “Labor Pension Act,” which was identified as the defined contribution plan managed by the government. Under the plan, the Company contributed 6% of each employee’s salary to the personal account maintained at the Bureau of Labor Insurance on a monthly basis.
(II) Defined benefit plan
The pension system implemented by the Consolidated Company based on the “Labor Standards Act” is a defined benefit plan managed by the government. The pension benefits a participant receives were determined based on an employee’s number of years of service and average compensation for the six-month period prior to retirement. Those companies have an amount equivalent to 2% of the total monthly salary of employees appropriated and deposited in the specific account with Bank of Taiwan in the name of Labor Pension Reserve Committee. Before the end of the fiscal year, if the pension account balance is insufficient to pay for the employees expecting to retire in the following year, the spread amount should be deposited in a lump sum before the end of March in the following year. The special account has been commissioned to the Bureau of Labor Fund of the Ministry of Labor Affairs for management. The Consolidated Company exercised no influence on the right of the Bureau in its investment management strategy.
The amount of defined benefit plan recognized in the consolidated balance sheet is shown below:
| is shown below: | |||
|---|---|---|---|
| Present value of the defined benefit obligations Fair value of the planned assets Shortfall in contribution Limit of assets Net defined benefit liabilities |
December 31,2024 $ 342,232 (323,306) 18,926 - $ 18,926 |
December 31,2023 | |
( |
( |
$ 371,901 282,681) 89,220 - $ 89,220 |
– 53 –
The net defined benefit liabilities show the following changes:
| Balance at January 1, 2024 Service cost Service cost in current period Interest expenses (revenue) Recognized into profit and/or loss Re-measurement amount ROE on planned assets (except the amount of net interest) Actuarial losses -changes in financialassumptions -adjustment throughexperience Recognized into other comprehensive income Contributed by employer Benefits paid Balance as of December 31, 2024 Balance as of January 1, 2023 Service cost Service cost in current period Interest expenses (revenue) Recognized into profit and/or loss Re-measurement amount ROE on planned assets (except the amount of net interest) Actuarial losses -changes in financialassumptions -adjustment throughexperience Recognized into other comprehensive income Contributed by employer Benefits paid Balance as of December 31, 2023 |
Present value of the defined benefit obligations $ 371,901 530 4,649 5,179 $ - ( 8,082 ) ( 12,892) ( 20,974) - ( 13,874) $ 342,232 $ 340,553 599 5,108 5,707 - 9,051 33,532 42,583 - ( 16,942) $ 371,901 |
Fair value of the planned assets ($ 282,681) - ( 3,697) ( 3,697) ($24,383 ) - - ( 24,383) ( 26,419 ) 13,874 ($ 323,306) ($ 267,452) - ( 4,204) ( 4,204) ( 1,393 ) - - ( 1,393) ( 26,574 ) 16,942 ($ 282,681) |
Net defined benefit liabilities |
|---|---|---|---|
| $ 89,220 530 952 1,482 ($24,383 ) ( 8,082 ) ( 12,892) ( 45,357) ( 26,419 ) - $ 18,926 $ 73,101 599 904 1,503 ( 1,393 ) 9,051 33,532 41,190 ( 26,574 ) - $ 89,220 |
– 54 –
The recognized loss of defined benefit plans by function is summarized below:
| Summarization by functions Operating costs Promotional expenditure Operating expenditure R&D expense |
2024 $ 1,028 80 134 240 $ 1,482 |
2023 | ||
|---|---|---|---|---|
| $ 1,050 84 130 239 $ 1,503 |
The pension fund system of the Consolidated Company was exposed to the following risks due to the “Labor Standards Act”:
-
Investment risk: The Bureau of Labor Fund of the Ministry of Labor Affairs uses the labor pension fund for investment in domestic and foreign equity securities and debt securities, and as bank deposits through proprietary trade or commissioned third parties. However, the amount attributable to the planned asset of the business combination shall not fall below the interest rate offered by the banks in the regions or countries of investment for 2-year time deposit as return.
-
Interest rate risk: The decrease of the interest rate of government bonds will cause the present value of the defined benefit obligations to go up; however, the return on the debt of the plan assets will go up too; therefore, they will mutually offset the impact on the net defined benefit liabilities.
-
Salary risk: The calculation of the present value of defined benefit obligation is based on the salaries of the members in the plan of the future. As such, an increase of the salaries of the members of the plan is bound to increase the present value of defined benefit obligation.
The present value of the Consolidated Company’s defined benefit liabilities was based on the actuarial calculation of the actuary and the major hypotheses as of the evaluation day are stated as following:
| Discount rate Anticipated increase in salaries |
December 31,2024 1.50% 2.000% |
December 31,2023 |
|---|---|---|
| 1.25% 2.000% |
In case of reasonable and possible change in the major actuarial assumptions, and other assumptions remained unchanged, the amount of increase (decrease) in the present value of defined benefit obligation will be:
– 55 –
| Discount rate Increase by 0.25% Decrease by 0.25% Anticipated increase in salaries Increase by 0.25% Decrease by 0.25% |
December 31,2024 ($ 7,809) $ 8,082 $ 7,891 ($ 7,663) |
December 31,2023 | December 31,2023 |
|---|---|---|---|
| ( ( |
( ( |
$ 9,051) $ 9,384 $ 9,142 $ 8,863) |
Actuarial assumptions may be inter-related. The possibility of change in specific assumption is not high. Said sensitivity analysis may not be able to reflect the actual change in the present value of defined benefit obligation.
| Amount projected for appropriation in 1 year Average maturity of defined benefit obligation |
December 31,2024 $ 25,208 9.3 years |
December 31,2023 | December 31,2023 |
|---|---|---|---|
| $ 26,181 9.9 years |
XXIII. Equity
| (I) | Capital stock Common shares Authorized shares (thousand) Authorized capital The number of issued and outstanding shares with paid-in capital (thousand shares) Issued and outstanding share capital |
December 31,2024 750,000 $ 7,500,000 491,840 $ 4,918,395 |
December 31,2023 | December 31,2023 |
|---|---|---|---|---|
| 750,000 $ 7,500,000 491,839 $ 4,918,391 |
The stocks retained for employee stock warrants from the authorized capital stocks totaled 40,000 thousand shares.
The change in the Company’s capital share is mainly due to exercising the conversion option of convertible corporate bonds. From January 1 to December 31, 2024, the holders of the convertible bonds converted to the Company’s common shares of NT$4 thousand. The change was registered on June 5, 2024.
– 56 –
(II) Additional paid-in capital
| Additional paid-in capital | ||
|---|---|---|
| December 31,2024 | December 31,2023 | |
| It can be applied for making | ||
| losses, cash distribution, or | ||
| capitalization(1) | ||
| Premium in stock issuance | $ 968,615 | $ 968,615 |
| Transaction of treasury stocks | 133,467 | 115,437 |
| Corporate bond conversion premium |
141,462 | 141,359 |
| Coupon rate for release of corporate bond |
11,715 | 11,715 |
| Donated assets | 71 | 71 |
| Not to be used for any purpose | ||
| (2) | ||
| Stock options | 880,430 |
880,452 |
| $ 2,135,760 | $ 2,117,649 |
-
This type of capital reserve may be used for covering losses carried forward, and for cash payment or capitalization into new shares if there is no loss carried forward. However, the appropriation for capitalization into new shares shall be limited to a certain ratio of the paid-in capital.
-
Such capital reserve is generated upon the issuance of convertible corporate bonds and the adjustment for the subsequent lapse.
-
(III) Retained earnings and dividend policy
The Company’s Articles of Incorporation were amended at the shareholders’ meeting on June 8, 2022. According to the earnings distribution policy under the Articles of Incorporation, if there is a surplus after account settlement of the fiscal year, the Company shall pay applicable taxes and cover loss carried forward, followed by the allocation of 10% of the remainder as legal reserve, and appropriate special reserve or reverse special reserve. If there is still a balance, it will be pooled up with the undistributed earnings carried forward from previous years for distribution as shareholder dividend under a motion proposed by the Board subject to the final approval of a general shareholders’ meeting. Please refer to Note XXIV (VIII) “Remuneration to Employees and Directors” for the policy for distribution of remuneration to the employees and directors under the Articles of Incorporation.
The Company’s dividend policy takes the long-term business growth and investment projects into consideration, and also attends to a robust financial structure. The Board of Directors is required to propose a motion for allocation of earnings. The dividends will be distributed in the form of stock dividend or cash
– 57 –
dividend adequate subject to the future funding needs and level of dilution of capital stocks. Among other things, the cash dividend shall be no less than 10% of the total distribution for the current year.
The legal reserve should be contributed until its balance reaches the Company’s total paid-in capital stock. The legal reserve can be appropriated to cover previous losses. Where the Company did not operate at a loss, the part of the legal reserve in excess of 25% of the paid-in capital could be taken as capital and may be allocated in cash as well.
The Company has special reserve appropriated and reversed in accordance with the Jin-Guan-Zheng-Fa-Zi No. 1010012865 Letter, Jin-Guan-Zheng-Fa-Zi No. 1010047490 Letter, Jin-Guan-Zheng-Fa-Zi No. 1030006415 and “Appropriation of Special Reserve Q&A after the Adoption of International Financial Reporting Standards (IFRSs).”
The Company’s 2023 and 2022 earnings distribution is as follows:
| Legal reserve Cash dividends Cash dividend per share (NTD) |
2023 $ 349,564 $ 1,721,436 $ 3.5 |
2022 | ||
|---|---|---|---|---|
| $ 463,353 $ 1,721,436 $ 3.5 |
The distribution of the above cash dividends was adopted by the general shareholders’ meetings held on May 30, 2024 and June 14, 2023, respectively. The Company’s 2024 earnings distribution proposed by the Board of Directors on March 11, 2025 is as follows:
| on March 11, 2025 is as follows: | ||
|---|---|---|
| Legal reserve Cash dividends Cash dividend per share (NTD) |
2024 | |
| $ 565,189 $ 2,951,037 $ 6.00 |
– 58 –
(IV) Other equity items
- Exchange differences on translation of foreign financial statements
| Balance – beginning of year Those yielded in the current period Translation differences of foreign operations Other comprehensive income for current period Balance – end of period |
2024 ( $ 174,014 ) 532,508 532,508 $ 358,494 |
2023 |
|---|---|---|
| ( $ 8,435 ) (165,579) (165,579) ($ 174,014) |
- Unrealized gain/loss on valuation of financial assets at fair value through other comprehensive income
| comprehensive income | |||
|---|---|---|---|
| 2024 | 2023 | ||
| Balance – beginning of | |||
| year | ($ 10,570) | ( | $ 10,570) |
| Balance – end of period | ($ 10,570) | ( | $ 10,570) |
| 3. Property revaluation surplus |
|||
| 2024 | 2023 | ||
| Balance – beginning of | |||
| year | $ 295,781 | $ 295,781 | |
| Balance – end of period | $ 295,781 | $ 295,781 | |
| Treasury stocks | |||
| The stocks of | |||
| parent company | |||
| held by the | |||
| subsidiaries | Total (thousand | ||
| Causes of Redemption | (thousand shares) | shares) | |
| Number of shares as of January | |||
| 1, 2023 | 5,151 |
5,151 | |
| Number of shares as of | |||
| December 31, 2023 | 5,151 |
5,151 | |
| Number of shares as of January | |||
| 1, 2024 | 5,151 |
5,151 | |
| Number of shares as of | |||
| December 31, 2024 | 5,151 |
5,151 |
- (V) Treasury stocks
– 59 –
Information on shares of the Company held by the subsidiaries as of the balance sheet date is provided as follows:
| Name of subsidiary December 31, 2024 King Hsiang Investment Co. December 31, 2023 King Hsiang Investment Co. |
Shares (thousand) 5,151 5,151 |
Book value $ 1,244,057 $ 1,123,000 |
Marketprice | Marketprice | |
|---|---|---|---|---|---|
| $ 1,244,057 $ 1,123,000 |
The Company’s treasury stocks may not be pledged in accordance with the Security and Exchange Law, and no privilege of dividend and voting right may be vested in them. The stocks of the Company held by the subsidiaries were treated as Treasury Stock and entitled to the rights vested in shareholders except for the privilege of cash capitalization and voting right.
XXIV. Net profit from continuing operations
- (I) Other gains and (expenses and losses) - net
| Other gains Other expenses and losses |
2024 $ 264,842 278,353) $ 13,511) |
2023 | ||
|---|---|---|---|---|
( ( |
( |
$ 187,998 151,146) $ 36,852 |
- (II) Interest revenue
| Interest revenue | ||||
|---|---|---|---|---|
| Bank deposit Others |
2024 $ 246,218 56 $ 246,274 |
2023 | ||
| $ 196,348 121 $ 196,469 |
- (III) Other revenue
| Other revenue | ||||
|---|---|---|---|---|
| Lease income Dividend income Others |
2024 $ 11,507 31 83,038 $ 94,576 |
2023 | ||
| $ 11,495 140 95,588 $ 107,223 |
– 60 –
(IV) Other gains and (losses)
| (IV) Other gains and (losses) | ||
|---|---|---|
| 2024 2023 Profit (loss) from financial assets and financial liabilities Financial assets measured at fair value through profit or loss compulsorily ( $ 186,166 ) ( $ 189,368 ) Financial liabilities held for trading ( 114,247 ) ( 6,091 ) Net gain from foreign currency exchange 462,359 109,902 Loss on disposal of property, plant and equipment ( 39,253 ) ( 28,716 ) Gain (loss) from fair value adjustment of investment property 129,000 19,600 Others ( 872) ( 9,203) $ 250,821 ($ 103,876) (V) Financial cost 2024 2023 Bank loan interest $ 58,795 $ 107,483 Interest on corporate bonds 123,010 8,598 Interest of lease liabilities 1,431 391 Other interest expenses 3,057 3,435 Less: Included costs of the assets that meet essential requirements ( 17,981) ( 1,931) $ 168,312 $ 117,976 The information related to capitalization of interest is stated as following: 2024 2023 Amount of capitalization of interest $ 17,981 $ 1,931 Interest rate of capitalization of interest 1.95%~3.57% 1.92% |
2023 | |
| ( $ 189,368 ) ( 6,091 ) 109,902 ( 28,716 ) 19,600 ( 9,203) ($ 103,876) 2023 |
||
| $ 1,931 1.92% |
– 61 –
(VI) Depreciation and amortization
| Depreciation and amortization | ||||
|---|---|---|---|---|
| Summarization of the depreciation expenses by functions Operating costs Operating expenses Summarization of the amortization expenses by functions Operating costs Operating expenses |
2024 $ 959,544 91,773 $ 1,051,317 $ 27,318 9,957 $ 37,275 |
2023 | ||
| $ 820,643 120,341 $ 940,984 $ 19,561 6,360 $ 25,921 |
(VII) Employee benefit expenses
| Employee benefit expenses | ||||
|---|---|---|---|---|
| Post-employment benefits Defined contribution plan Defined benefit plan (Note XXII) Resignation benefits Other employee benefits Total of employee benefits expenses Summarization by functions Operating costs Operating expenses |
2024 $ 88,258 1,482 89,740 1,328 6,920,294 $ 7,011,362 $ 5,203,689 1,807,673 $ 7,011,362 |
2023 | ||
| $ 70,497 1,503 72,000 129 5,681,432 $ 5,753,561 $ 4,294,706 1,458,856 $ 5,753,562 |
(VIII) Remuneration to employees and directors
According to the Articles of Incorporation, no less than 5–10% and no more than 1% of the net profit before tax before deduction of the remuneration to employees and directors for the current year should be distributed to employees and directors, respectively. The Board of Directors decided on the 2024 and 2023 remuneration to employees and directors on March 11, 2025 and March 12, 2024, respectively, as follows:
Estimated ratio
| Estimated ratio | ||
|---|---|---|
| Remuneration to employees Remuneration to directors |
2024 5.58% 0.79% |
2023 |
| 6.39% 0.92% |
– 62 –
Amount
| Amount | ||||
|---|---|---|---|---|
| Remuneration to employees Remuneration to directors |
2024 Cash $ 410,000 $ 58,000 |
2023 | ||
| Cash | ||||
| $ 298,000 $ 43,000 |
If there is still change to the value after the date when the annual consolidated financial statement is approved and released, it is handled as changes in accounting estimates and will be adjusted and booked in the following year.
For information on the remunerations to employees and that to directors decided by the Board of Directors, please visit the Market Observation Post System of Taiwan Stock Exchange.
- (IX) Profit (loss) from foreign currency exchange
| Total profit of exchange in foreign currencies Total loss of exchange in foreign currencies Net profit (loss) |
2024 $ 951,431 489,072) $ 462,359 |
2023 | ||
|---|---|---|---|---|
( |
( |
$ 1,421,389 1,311,487) $ 109,902 |
XXV. Income tax of continued operations
- (I) Income tax recognized in profit or loss
Main components of the income tax expense are as follows:
| Income tax for the year Those incurred for the current term Additional tax levied on undistributed earnings Adjustment of previous year(s) Deferred income tax Those incurred for the current term The income tax expenses recognized into profit and/or loss |
2024 $ 2,198,264 102,399 82,931) 2,217,732 657,063 $ 2,874,795 |
2023 | ||
|---|---|---|---|---|
( |
( |
$ 1,411,202 102,492 81,570) 1,432,124 257,191 $ 1,689,315 |
– 63 –
The accounting income and income tax expenses are adjusted below:
| 2024 | 2023 | ||||
|---|---|---|---|---|---|
| Net profit before tax from | |||||
| continuing operation | $ 8,490,402 | $ 5,217,907 | |||
| Income tax expenses for net | |||||
| profit before tax calculated | |||||
| at the statutory tax rate | $ 2,997,179 | $ 1,797,888 | |||
| Expenses and losses which | |||||
| could not be reduced from | |||||
| tax | 32,660 | 4,217 | |||
| Income exempted from income | |||||
| tax | ( | 25,057 ) |
( | 3,928 ) |
|
| Additional tax levied on | |||||
| undistributed earnings | 102,399 | 102,492 | |||
| Land value increment tax of | |||||
| investment property | ( | 25 ) | 1,325 | ||
| Reversal of unrecognized | |||||
| deductible temporary | |||||
| difference for current period | ( | 149,430 ) |
( | 108,318 ) |
|
| Unrecognized loss | |||||
| carryforwards drawn in the | |||||
| current period | - | ( | 22,791 ) |
||
| The income tax expenses of | |||||
| previous year(s) adjusted in | |||||
| the present year | ( | 82,931) | ( | 81,570) | |
| The income tax expenses | |||||
| recognized into profit and/or | |||||
| loss | $ 2,874,795 | $ 1,689,315 |
The Consolidated Company should apply the tax rate 20% applicable to entities under the ROC Income Tax Act. The tax rate, 25%, should be applied to the subsidiaries in Mainland China, while the income tax generated in any other jurisdictions should be calculated at the tax rates applicable within the jurisdictions.
(II) Income tax recognized into other comprehensive income
| Deferred income tax Those yielded in the current period - Translation of foreign operations -Defined benefit planre-measurement amount Income tax recognized into other comprehensive income |
2024 $ 133,127 9,071 $ 142,198 |
2023 | |
|---|---|---|---|
| ( $ 41,396 ) ( 8,238) ($ 49,634) |
– 64 –
(III) Deferred income tax assets and liabilities
The deferred income tax assets and liabilities show the following changes:
2024
| 2024 | |||||
|---|---|---|---|---|---|
| Deferred income tax assets Temporary difference Loss on inventory devaluation Exchange gains or losses Financial liabilities at fair value through profit or loss Provision for liabilities Defined benefit retirement plan Loss in impairment in financial assets Tax difference between fixed assets and idle assets Provision of compensation loss Others Deferred income tax liabilities Temporary difference Portions of profits or losses of subsidiaries, affiliates, and joint ventures recognized adopting the equity method Financial assets at fair value through profit or loss Gain from foreign currency exchange Defined benefit retirement plan Investment property Others |
Balance - beginning of year $ 81,206 25,338 - 28,177 48 4,500 1,531 32,865 113,653 $ 287,318 $ 333,094 7,451 - - 84,658 229,824 $ 655,027 |
Recognized into profit and/or loss $ 65,577 ( 25,338 ) 6,525 ( 5,574 ) ( 48 ) - 2,167 14,000 56,654 $ 113,963 $ 616,993 ( 7,451 ) 8,708 4,940 ( 25 ) 146,289 $ 769,454 |
Recognized into other comprehensiv e income $ - - - - - - - - ( 43,505) ($ 43,505) $ - - - 9,071 - 89,622 $ 98,693 |
Balance - end ofyear |
|
( ( |
$ 146,783 - 6,525 22,603 - 4,500 3,698 46,865 126,802 $ 357,776 $ 950,087 - 8,708 14,011 84,633 465,735 $ 1,523,174 |
– 65 –
2023
| 2023 | |||||
|---|---|---|---|---|---|
| Deferred income tax assets Temporary difference Loss on inventory devaluation Exchange gains or losses Financial liabilities at fair value through profit or loss Provision for liabilities Defined benefit retirement plan Loss in impairment in financial assets Tax difference between fixed assets and idle assets Provision of compensation loss Others Deferred income tax liabilities Temporary difference Portions of profits or losses of subsidiaries, affiliates, and joint ventures recognized adopting the equity method Financial assets at fair value through profit or loss Defined benefit retirement plan Tax difference between fixed assets and idle assets Investment property Others |
Balance - beginning of year $ 49,401 6,588 982 22,030 - 4,500 440 33,112 59,200 $ 176,253 $ 54,545 - 3,176 63 83,333 197,516 $ 338,633 |
Recognized into profit and/or loss $ 31,805 18,750 ( 982 ) 6,147 ( 8,190 ) - 1,091 ( 247 ) 13,057 $ 61,431 $ 278,549 7,451 ( 3,176 ) ( 63 ) 1,325 32,308 $ 316,394 |
Recognized into other comprehensiv e income $ - - - - 8,238 - - - 41,396 $ 49,634 $ - - - - - - $ - |
Balance - end ofyear |
|
| $ 81,206 25,338 - 28,177 48 4,500 1,531 32,865 113,653 $ 287,318 $ 333,094 7,451 - - 84,658 229,824 $ 655,027 |
- (IV) The deductible temporary differences and unused loss credit of the deferred income
tax assets that are not recognized in the consolidated balance sheet
| Deductible temporary differences Overseas subsidiaries |
December 31,2024 $ 2,790,000 |
December 31,2023 | December 31,2023 |
|---|---|---|---|
| $ 2,660,000 |
- (V) Summarized amount of temporary differences related to investment but not recognized as deferred income tax liabilities
As of December 31, 2024 and 2023, the taxable temporary differences related to the investment in subsidiaries and not recognized as deferred income tax liabilities were NT$5,074,600 thousand and NT$4,361,000 thousand, respectively.
– 66 –
(VI) Authorization of income tax
The tax collection authorities have authorized the profit-seeking enterprise income tax returns of the Company and Gold Circuit Investment Company until 2022.
XXVI. Earnings per share
| Earnings per share | |||
|---|---|---|---|
| Basic EPS Diluted earnings per share |
2024 $ 11.54 $ 11.25 |
Unit: NTD per share 2023 $ 7.25 $ 7.22 |
|
The weighted average number of common shares used to calculate the earnings in the earnings per share (EPS) are enumerated below:
Net profit of the year
| Net profit of the year | |||
|---|---|---|---|
| The net profit of owner attributed to the Company Impacts of potential common stock with diluting effects: Interest after tax of convertible corporate bonds Gain/loss from fair value assessment of convertible corporate bonds Net profit for calculating the basic and diluted earnings per share Number of shares The weighted average number of common shares to be used to calculate basic earnings per share (EPS) Impacts of potential common stock with diluting effects: Remuneration to employees Convertible corporate bonds The weighted average number of common shares for calculating the diluted earnings per share (EPS) |
2024 $ 5,615,607 98,408 15,478) $ 5,698,537 2024 486,688 1,936 18,102 506,726 |
||
( |
|||
– 67 –
If the Company can choose to issue employee remunerations in the form of shares or cash, in the calculation of diluted earnings per share, it is assumed that issuance of shares will be adopted for employee remunerations and the weighted average circulating shares are included in the calculation when the said common stock exercises the diluting effect in order to calculate the diluted earnings per share. When the diluted earnings per share are calculated prior to issuance of shares as employee remunerations as determined in the following year, the diluting effect from the said potential common stock shall continue to be taken into consideration, too.
XXVII. Capital risk management
The Consolidated Company managed their capitals to assure that, insofar as various entities within the Group continued operations, the returns to shareholders could be maximized through optimal balances in liabilities and equity.
The Consolidated Company’s capital structure consisted of their net debts (namely the loans less cash and cash equivalents) and equity (namely the capital stock, additional paid-in capital, retained earnings and other equity less treasury stocks).
It was not necessary for the Consolidated Company to comply with any other external capital requirements.
XXVIII. Financial instruments
- (I) Fair value - financial instruments that are not measured at fair value
The management of the Consolidated Company believed that the financial assets and financial liabilities not measured at fair value that was close to the fair value thereof. As of December 31, 2024 and 2023, there was no significant difference between the book value and fair value.
– 68 –
- (II) Information on fair value – financial instruments measured at fair value on a recurring basis
| 1. | Fair value hierarchy December 31, 2024 Financial assets at fair value through profit or loss Derivative financial instruments Non-derivative financial instruments -TWSE/TPEx-listedand emerging stocks Total Financial liabilities at fair value through profit or loss Derivative financial instruments December 31, 2023 Financial assets at fair value through profit or loss Derivative financial instruments Non-derivative financial instruments -TWSE/TPEx-listedand emerging stocks Total Financial liabilities at fair value through profit or loss Derivative financial instruments |
Degree I $ - 2,155 $ 2,155 $ - Degree I $ - 2,420 $ 2,420 $ - |
Degree II $ 4,064 - $ 4,065 $ 136,909 Degree II $ 77,017 - $ 77,017 $ 21,860 |
Total | |||
|---|---|---|---|---|---|---|---|
| $ | $ 4,064 2,155 $ 6,219 $ 136,909 Total |
||||||
| $ | |||||||
| $ | |||||||
| $ 77,017 2,420 $ 79,437 $ 21,860 |
There was no transfer between fair value measurements Degree 1 and Degree 2 in 2024 and 2023.
– 69 –
- Evaluation techniques and an input value of Degree 2 fair value measurement
| Categories of financial instruments Derivative financial instruments - Forward foreign exchange contracts & FX swaps contracts Derivatives – Convertible corporate bond conversion option – TWSE/TPEx-listed stocks |
Evaluation techniques and input values |
|---|---|
| Discounted cash flow approach: Future cash flows are estimated based on observable forward exchange rates and contractual forward exchange rates, discounted at a rate that reflects the credit risk of various trading counterparts. The binary tree-based convertible bond valuation model is adopted to estimate the bond value and the call option value based on the stock price volatility at the end of the period, the risk-free interest rate, the risk discount rate, and the liquidity risk. Market approach: Evaluated based on other comparable asset liabilities and critical information. |
(III) Categories of financial instruments
| Categories of financial instruments | ||
|---|---|---|
| Financial assets At fair value through profit or loss At fair value through profit or loss compulsorily Measured at amortized cost (Note 1) Financial liabilities At fair value through profit or loss Held for transactions Measured at amortized cost (Note 2) |
December 31,2024 $ 6,219 22,786,254 136,909 20,223,036 |
December 31,2023 |
| $ 79,437 18,656,508 21,860 14,326,450 |
Note 1: The balances included the financial assets at amortized costs, such as cash &
cash equivalents, time deposit with initial maturity date more than three months away, notes receivable, accounts receivable, other receivables and refundable deposits.
Note 2: The balances included the financial liabilities measured at amortized costs,
such as short-term loans, notes and accounts payable, other payables, long-term loans (including those due within a year), payable, corporate bonds payable, and guarantee deposits received.
– 70 –
(IV) Objectives and policies of financial risk management
The Consolidated Company manages foreign currency exchange rate risk, interest rate risk, equity instrument price risk, credit risk and liquidity risk to reduce the potential adverse effects of market uncertainty on the financial performance of the Company. The Company’s significant financial plans are reviewed by the Audit Committee and/or the Board of Directors in accordance with relevant regulations and internal control systems. The Company strictly abides by relevant financial standards for overall financial risk management and division of authority when executing financial plans.
The Consolidated Company hedged against the exposure through derivative financial instruments, in order to mitigate the effect posed by such risks. The application of derivative financial instruments was governed by the policies passed by the Consolidated Company’s board of directors, as the written principles for application of foreign risk, interest risk, credit risk, derivative financial instruments and non-derivative financial instruments and residual current fund. The internal auditors kept rechecking the compliance with the policies and limit of exposure. The Consolidated Company never engaged in transactions of financial instruments (including derivative financial instruments) for the purpose of any speculative operations.
- Market risk
The major financial risks incurred by operating activities upon the Consolidated Company included the risk of changes in foreign exchange rate (see (1) below) and risk of changes in interest rate (see (2) below). The Consolidated Company is engaged in various transactions of derivative financial instruments to manage the foreign exchange and interest rate risks to be borne by them, including the hedge against the foreign exchange risk arising from export sales with forward foreign exchange and FX swaps contracts.
The Consolidated Company’s exposure to the market risk over related financial instruments and the management and measurement methods adopted by the Consolidated Company with respect to the risk remained unchanged.
- (1) Foreign exchange rate risk
Several subsidiaries of the Company engaged in foreign currency-denominated sales and purchases, which exposed the Consolidated Company the risk of foreign exchange rate changes
– 71 –
therefor. About 90.56% of the Consolidated Company’s sales were not denominated in the functional currency adopted by the group entity engaged in the relevant transaction. About 34.41% of the costs of goods sold were not denominated in the functional currency adopted by the group entity engaged in the relevant transaction. Insofar as it is permitted by policies, the Consolidated Company utilized forward foreign exchange contracts to help manage the risk.
For the book value of the Consolidated Company’s non-functional currency-denominated monetary assets and liabilities (including the non-functional currency-denominated monetary items already written off in the consolidated financial statements), please see Note XXXII.
Sensitivity analysis
The Consolidated Company were primarily exposed to the fluctuation in foreign exchange rates in USD and JPY.
The following table details the Consolidated Company’s sensitivity analysis in the case of the increase or decrease of 2% in functional currency against the relevant foreign currency. 2% represents the sensitivity ratio applied by the Consolidated Company when the foreign exchange rate risk is reported to the management within the Group, and also the management’s evaluation on reasonable changes of the foreign exchange rate. The sensitivity analysis included only outstanding foreign currency-denominated monetary items and forward foreign exchange contracts designated to hedge against cash flows, and their translation at the end of the year was adjusted by changes in exchange rates by 2%. The positive figures in the following table indicate the amount decreased for the net profit before tax when NTD against the related currencies appreciates 2%; when NTD against the related currencies depreciates 2%, the effects to the net profit before tax will be negative at the same amount.
| amount. | ||
|---|---|---|
| Loss | Effect of USD | |
| 2024 $ 295,631 |
2023 | |
| $ 194,691 |
– 72 –
- (i) Primarily as a result of the Consolidated Company’s receivables and payables which were denominated in USD and still outstanding on the balance sheet date, without hedging against cash flows.
The Consolidated Company’s sensitivity to exchange rates declined in the current period, primarily as a result of the increase in the Company’s sales denominated in USD, resulting in the increase in the balance of the Consolidated Company’s accounts receivable denominated in USD.
- (2) Interest rate risk
The interest rate risk arose as a result of the loans bearing interest accruing at fixed interest rate and floating interest rate borrowed by the Consolidated Company. The Consolidated Company maintains an adequate combination of fixed and floating interest rates to manage the interest rate risk.
The book values of the Consolidated Company’s financial assets and financial liabilities with exposure to interest rates on the balance sheet date are stated as following:
| date are stated as following: | ||
|---|---|---|
| With fair value interest rate risk -Financialliabilities With cash flow interest rate risk -Financial assets-Financialliabilities |
December 31,2024 $ 74,125 9,258,576 3,736,962 |
December 31,2023 |
| $ 84,563 7,797,515 1,681,760 |
Sensitivity analysis
The following analyses of sensitivity were determined based on the interest rate risk exposure if derivative and non-derivative financial instruments on the balance sheet dates. For liabilities at floating rate, the analysis was prepared under the assumption that the amount of the liabilities outstanding on the balance sheet date was outstanding during the reporting period. 50 base points mean the interest rate change ratio applied by the Group when it reported interest rates to the management,
– 73 –
and also the management’s evaluation on reasonable changes of the interest rate.
If the interest rate increases/decreases by 50 base points and all the other variables remain unchanged, the Consolidated Company’s pre-tax net profit would increase by NT$27,237 thousand and NT$30,156 thousand in 2024 and 2023, respectively, primarily as a result of the Consolidated Company’s exposure to the risk of changes in interest rates for demand deposits and loans.
- Credit risk
The credit risk denotes the risk that the Consolidated Company might incur a loss when the trading counterparts default the obligations under the contracts. As of the balance sheet date, the top credit risk the Consolidated Company might incur in financial losses due to failure by the counterparts in failure in performance of the obligations and the Consolidated Company’s provision of financial guarantees primarily come from notes the book amount of notes and accounts receivable recognized in the consolidated balance sheet. Operation-related credit risk
The outstanding accounts receivable of the Consolidated Company are mainly from customers around the world, and most of them are not provided as collaterals or credit guarantees. Although the Consolidated Company has procedures in place to monitor and reduce the credit risk of accounts receivable, there is no guarantee that such procedures can completely prevent the loss caused by the credit risk. Such credit risk will increase when economic conditions deteriorate. As of December 31, 2024 and 2023, the balance of accounts receivable from the top ten customers accounted for 80% and 81% of the Consolidated Company’s total accounts receivable, respectively. The credit risk concentration of the remaining accounts receivable is relatively insignificant.
In order to mitigate the credit risk, on the balance sheet date, the Consolidated Company would recheck on a case-by-case basis the recoverable amount of notes and accounts receivable to assure that for the notes and accounts receivable which were not recoverable, appropriate impairment loss has been duly amortized. Accordingly, the Company’s management held that the Consolidated Company’s credit risks had been significantly mitigated.
– 74 –
3. Liquidity risk
The Consolidated Company managed and maintained sufficient cash and cash equivalent to support the Group’s business operations and minimize the impact of changes in cash flow. The Consolidated Company’s management closely watches the usage of the financing credit lines in banks and assures faithful compliance of the terms and conditions set forth under the loan contracts.
To the Consolidated Company, bank loans functioned as a key source of liquidity. Please refer to Note (2) “Facility” for the Consolidated Company’s unused facility.
- (1) Liquidity and interest rate risk of non-derivative financial liabilities
Non-derivative financial liabilities remaining contract maturity analysis was prepared in accordance with the earliest payment date expected of the Consolidated Company and the undiscounted cash flows (including principal and estimated interest) of financial liabilities. Therefore, the Consolidated Company may be required to immediately repay the bank loan that is illustrated in the following table without considering the probability that the bank may immediately exercise such right. The other non-derivative financial liabilities maturity analysis was prepared on the agreed repayment date.
The undiscounted interest for the cash flow of interest payable at floating interest rate derived from the bond yield curves at the balance sheet date.
December 31, 2024
| Liabilities without interest Lease liabilities Floating interest rate instruments Fixed interest rate instruments |
Repayment on demand or less than 1 months |
Repayment on demand or less than 1 months |
1 month ~ 3 months |
3 months ~ 1 year |
3 months ~ 1 year |
1year~5years | 1year~5years | Over 5years | ||
|---|---|---|---|---|---|---|---|---|---|---|
| $ 3,211,414 775 259,821 - $ 3,472,010 |
$ 4,209,419 1,553 1,022,141 - $ 5,233,113 |
$ 3,283,467 5,893 - 1,440,000 $ 4,729,360 |
$ 479,608 32,963 - 900,556 $ 1,413,127 |
$ - 32,941 - 114,444 $ 147,385 |
The other information about lease liabilities maturity analysis is stated as following:
Lease liabilities |
Less than 1 year |
Less than 1 year |
1 year~5 years |
5 years~10 years |
5 years~10 years |
10 years~15 years |
10 years~15 years |
15 years~20 years |
15 years~20 years |
Over 20 years |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 8,221 |
$ 32,963 |
$ 32,941 |
$ - |
$ - | $ - |
– 75 –
December 31, 2023
| Liabilities without interest Lease liabilities Floating interest rate instruments Fixed interest rate instruments |
Repayment on demand or less than 1 months |
Repayment on demand or less than 1 months |
1 month ~ 3 months |
3 months ~ 1 year |
3 months ~ 1 year |
1year~5years | 1year~5years | Over 5years | ||
|---|---|---|---|---|---|---|---|---|---|---|
| $ 2,097,977 1,168 - - $ 2,099,145 |
$ 3,150,786 2,342 - - $ 3,153,128 |
$ 2,425,135 6,928 216,761 - $ 2,648,824 |
$ 196,919 32,548 - 1,445,556 $ 1,675,023 |
$ - 41,577 - 19,444 $ 61,021 |
The other information about lease liabilities maturity analysis is stated as following:
Less than 1 1 year~5 5 years~10 10 years~15 15 years~20 Over 20 year years years years years years Lease liabilities $ 10,438 $ 32,548 $ 41,577 $ - $ - $ -
(2) Facility
| Facility | |||
|---|---|---|---|
| Unsecured bank overdraft (to be reviewed annually) -Already drawndown -Not yet drawndown Secured bank overdraft -Already drawndown -Not yet drawndown |
December 31,2024 $ 3,736,962 14,516,811 $ 18,253,773 $ - 2,456,082 $ 2,456,082 |
December 31,2023 | |
| $ 1,595,056 9,844,718 $ 11,439,774 $ 86,704 2,264,566 $ 2,351,270 |
XXIX. Transactions-related party
Upon consolidation, the transactions, balances in accounts, gains, expenses and losses existing between the Company and its subsidiaries (as the Company's related parties) were written out in full and, therefore, are not disclosed in this Note.
Remuneration to the management
| Remuneration to the management | ||||
|---|---|---|---|---|
| Short-term employee benefits Post-employment benefits |
2024 $ 104,235 1,548 $ 105,783 |
2023 | ||
| $ 87,941 1,510 $ 89,451 |
– 76 –
The salaries and remunerations to directors and other key management were determined by the Salary Committee in accordance with the personal performances and trends in the markets:
XXX. Pledged assets
The following assets were provided as collateral for financing loans and for the tariffs of imported raw materials and supplies:
| Land Building - net Right-of-use assets |
December 31,2024 $ 648,300 443,681 62,003 $ 1,153,984 |
December 31,2023 | December 31,2023 |
|---|---|---|---|
| $ 648,300 420,426 60,747 $ 1,129,473 |
XXXI. Material contingencies
The amount of unused letters of credit issued by the Consolidated Company for procurement of raw materials and machinery & equipment are enumerated as following (expressed in NTD thousand):
| (expressed in NTD thousand): | ||
|---|---|---|
| Currencytype JPY USD EUR |
December 31,2024 $ 179,980 298 632 |
December 31,2023 |
| $ 33,900 296 894 |
XXXII. Information on financial assets and liabilities in foreign currencies with significant
impact
The following information was summarized according to the foreign currencies other than the functional currencies of the Consolidated Company. The exchange rates disclosed was used to translate the foreign currencies into the functional currency. Financial assets and liabilities in foreign currencies with significant influence are summarized as following:
December 31, 2024
| Foreign currency assets Monetary items USD USD USD CNY EUR EUR |
Foreign currency $ 509,905 282,956 1,719 1,790 5,158 1,651 |
Exchange rate 32.7850 (USD:NTD) 7.1884 (USD:CNY) 34.0694 (USD:THB) 4.4780 (CNY:NTD) 34.1400 (EUR:NTD) 7.5257 (EUR:CNY) |
Book value |
|---|---|---|---|
| $ 16,717,226 9,276,697 56,366 8,014 176,102 56,380 |
– 77 –
| JPY 102,500 THB 44 Foreign currency liabilities Monetary items USD 338,320 USD 3,677 CNY 145 EUR 2,659 JPY 91,380 December 31, 2023 Foreign currency Foreign currency assets Monetary items USD $ 386,371 USD 204,329 USD 8,812 CNY 2,726 EUR 1,470 EUR 2,235 JPY 36,000 THB 2 Foreign currency liabilities Monetary items USD $ 267,188 USD 6,476 CNY 366 EUR 2,424 EUR 510 JPY 33,900 JPY 36,000 |
0.2099 (JPY:NTD) 0.9623 (THB:NTD) 32.7850 (USD:NTD) 7.1884 (USD:CNY) 4.4780 (CNY:NTD) 34.1400 (EUR:NTD) 0.2099 (JPY:NTD) Exchange rate 30.705 (USD:NTD) 6.9646 (USD:CNY) 34.223 (USD:THB) 4.327 (CNY:NTD) 33.98 (EUR:NTD) 7.423 (EUR:CNY) 0.2173 (JPY:NTD) 0.9017 (THB:NTD) 30.705 (USD:NTD) 6.9646 (USD:CNY) 4.327 (CNY:NTD) 33.98 (EUR:NTD) 7.4229 (EUR:CNY) 0.2173 (JPY:NTD) 0.0524 (JPY:RMB) |
21,515 42 $ 26,312,342 $ 11,091,815 120,567 650 90,794 19,181 $ 11,323,007 Book value |
|
|---|---|---|---|
Foreign currency assets Monetary items USD USD USD CNY EUR EUR JPY THB Foreign currency liabilities Monetary items USD USD CNY EUR EUR JPY JPY |
|||
| $ 11,863,522 6,273,922 270,572 11,795 49,951 75,979 7,823 2 $ 18,553,566 $ 8,204,008 198,846 1,584 82,368 17,330 7,366 7,823 $ 8,519,325 |
– 78 –
XXXIII. Disclosures in the Notes
-
(I) Information related to material transactions and (II) information related to reinvested enterprises:
-
Lending of funds to others: Attachment 7
-
Endorsement and guarantee to others: Attachment 1.
-
Marketable securities – end (exclusive of investments in subsidiaries, affiliates, and joint ventures): Attachment 2 and 8.
-
Cumulative amount of the same marketable security purchased or sold reaching NT$300 million or more than 20% of the paid-in capital: Attachment 3.
-
Acquisition amount of real estate reaching NT$300 million or more than 20% of the paid-in capital: Attachment 9.
-
Amount on disposal of real estate reaching NT$300 million or more than 20% of the paid-in capital: None.
-
Purchase/sale amount of transactions with related parties reaching NT$100 million or more than 20% of the paid-in capital: Attachment 4 and 10.
-
Accounts receivable from related party reaching NT$100 million or more than 20% of the paid-in capital: Attachment 5 and 11.
-
Transactions of derivatives: Note VII.
-
Information on investees: Attachment 6.
-
Others: Amount of the business relationship and major transactions between parent company and subsidiaries and among subsidiaries: Attachment 14.
-
(III) Information on investment in Mainland China
-
The name of the investee in Mainland China, main items involved in the scope of operation, paid-in capital size, investment method, capital importation/exportation, holding ratio, investment profits and losses, book value of investments at end of term, repatriated investment profits or losses, and investment ceiling value for Mainland China: Attachment 12.
-
Major transactions and their values, payment terms, unrealized profits or losses that have incurred directly or indirectly through a third region with the investees in Mainland China: Attachment 13.
-
Direct, or indirect, via a third area, endorsement, guarantee or provision of collateral made with the investees in the Mainland China: Attachment 1.
-
Direct, or indirect, via an enterprise in a third area, financing with the investees in the Mainland China: Attachment 7.
– 79 –
-
Other transactions that produce material effects on the income or financial status in the current period: None.
-
(IV) Information of major shareholders: Names and shareholding quantities and ratios of shareholders that hold at least 5% of the equity: Attachment 15.
XXXIV. Segment information
The Consolidated Company primarily engaged in manufacturing, processing and trading printed circuit boards from the same production process, in the similar manner in the similar market. Meanwhile, the business decision makers also allocated resources among all of the companies as a whole. Therefore, all of the companies should constitute one single industry segment, and there should be no need to disclose the information by segment.
– 80 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Endorsement and guarantee made for others
January 1 to December 31, 2024
Attachment 1
Unit: NTD thousand, USD thousand, CNY thousand, EUR thousand
| No. | Endorsed/guaranteed by | Counterpart | Counterpart | Limits of endorsement and guarantee to a single enterprise (Note 1) |
Maximum balance of endorsement / guarantee made during the current period |
Balance of endorsement / guarantee at end of the period |
Amount actually disbursed |
Endorsement/guar antee secured by property |
Accumulated amount of endorsement and guarantee as a percentage in the net worth of the financial statements in the most recent period(%) |
Maximum limits of endorsement and guarantee (Note 2) |
Endorsem ent/guaran tee provided by the Company to the subsidiary (Note 3) |
Endorsem ents/guara ntees provided by subsidiari es to parent company (Note 3) |
Endorsem ent/guaran tee in Mainland China (Note 3) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Affiliation | ||||||||||||
| 0 | GOLD CIRCUIT ELECTRONICS LTD. |
Goldex Holding Limited Gold Circuit International Limited Gold Circuit Enterprise Limited Gold Circuit Electronics (Thailand) Co., Ltd |
Subsidiary wholly invested by the Company directly Company wholly invested via a subsidiary indirectly Company wholly invested via a subsidiary indirectly Subsidiary wholly invested by the Company directly and via a subsidiary indirectly Subsidiary wholly invested by the Company directly and via a subsidiary indirectly |
$ 14,927,306 14,927,306 14,927,306 14,927,306 14,927,306 14,927,306 |
$ 852,410 ( USD 26,000 ) 106,560 ( EUR 3,000 ) 262,680 ( USD 8,000 ) 656,700 ( USD 20,000 ) 5,243,961 ( USD 159,950 ) 2,501,980 ( THB 2,600,000 ) |
$ 852,410 ( USD 26,000 ) - ( EUR - ) 262,280 ( USD 8,000 ) 655,700 ( USD 20,000 ) 5,243,961 ( USD 159,950 ) 2,501,980 ( THB 2,600,000 ) |
$ - ( USD - ) - ( EUR - ) - ( USD - ) - ( USD - ) 981,550 (USD 29,939 ) 163,591 ( THB 170,000 ) |
$ - - - - - - |
4.28% 0.00% 1.32% 3.29% 26.35% 12.57% |
$ 29,854,612 29,854,612 29,854,612 29,854,612 29,854,612 29,854,612 |
Y Y Y Y Y Y |
N N N N N N |
N N N N N N |
Note 1: The aggregate amount of the endorsements/guarantees provided by the Company to a single enterprise shall not exceed 75% of the Company’s net value in the current period. The maximum of the endorsements/guarantees made on December 31, 2024 was equivalent to 75% of the Company’s most recent financial statements audited or certified by the CPA (for Q3 of 2024).
Note 2: The aggregate amount of the endorsements/guarantees made by the Company outward shall not exceed 150% of the Company’s net value in the current period. The maximum of the endorsements/guarantees made on December 31, 2024 was equivalent to 150% of the Company’s most recent financial statements audited or certified by the CPA (for Q3 of 2024).
Note 3: Enter Y only in the case of the parent company’s endorsements/guarantees toward subsidiary(ies), a subsidiary’s endorsements/guarantees toward its parent company, and the endorsements/guarantees toward the Mainland China area.
– 81 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Marketable securities held – end of year
December 31, 2024
Attachment 2
Unit: NTD thousand
| Holder | Type and name | Affiliation to the issuer | Account title | End ofperiod | End ofperiod | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Equity (%) | Fairvalue | |||||||
| GOLD CIRCUIT ELECTRONICS LTD. 〃〃 |
Stock Amb Technology Co., Ltd Ultra Precision Technology Company |
-- |
Financial assets at fair value through other comprehensive income - noncurrent Financial assets at fair value through other comprehensive income - noncurrent |
267,857 1,000,000 |
$ - - $ - |
1.984 10.290 |
$ - - $ - |
– 82 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Cumulative amount of the same marketable securities purchased or sold reaching NT$300 million or more than 20% of the paid-in capital
January 1 to December 31, 2024
Attachment 3
Unit: NTD thousand, unless otherwise specified
| Buying/selling company |
Type and name of securities (Note 1) |
Account title | Trading counterpart (Note 2) |
Affiliation (Note 2) |
Beginningofperiod | Beginningofperiod | Buy (Note 3) | Buy (Note 3) | Sale(Note 3) | Sale(Note 3) | End ofperiod | End ofperiod | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares |
Amount | Number of shares |
Amount | Number of shares |
Selling price | Book cost | Disposal gain or loss |
Number of shares |
Amount | |||||
| GOLD CIRCUIT ELECTRONIC S LTD. Goldex Holding Limited |
Gold Circuit Electronics (Thailand) Co., Ltd Gold Circuit Electronics (Thailand) Co., Ltd |
Investments under equity method Investments under equity method |
Note 2 Note 2 |
Associate Associate |
72,077,953 - |
$ 667,644 - |
59,752,150 131,265,577 |
$ 555,500 1,196,965 |
- - |
$ - - |
$ - - |
$ - - |
131,830,103 131,265,577 |
$ 1,223,144 1,196,965 |
Note 1: Securities mentioned in this table refer to stocks, bonds, beneficiary certificates and marketable securities derived from the above items. Note 2: As for the amount for Gold Circuit Electronics (Thailand) Co., Ltd., a capital increase by cash amounting to US$54 million (equivalent to NT$1,752,465 thousand) was performed in 2024. Gold Circuit Electronics Ltd. and Goldex Holding Limited made contributions of US$17 million and US$37 million, respectively. The total amount of the aforementioned investment was converted into THB 1,910,177,266 against 191,017,727 shares. Note 3: The cumulative amount of purchases and sales shall be separately calculated according to the market price to determine whether it reaches NTD 300 million or 20% of the paid-in capital. Note 4: Paid-in capital refers to that of the parent company. In the case of an issuer whose shares have no par value or a par value other than NT$10 per share, the requirement of 20% of paid-in capital for transaction amount shall be calculated based on 10% of the equity attributable to the owners of the parent company on the balance sheet.
– 83 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Purchase/sale amount of transactions with related parties reaching NT$100 million or more than 20% of the paid-in capital
January 1 to December 31, 2024
Attachment 4
Unit: NTD thousand
| Supplier (customer) | Trading counterpart | Affiliation |
Status | Status | Distinctive terms and conditions of trade and the reasons |
Distinctive terms and conditions of trade and the reasons |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Remarks |
||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase (sale) |
Amount | Percentage in total purchase (sale) amount % |
Duration | Unit price | Duration | Balance | Percentage in total accounts/notes receivable (payable)% |
||||
| GOLD CIRCUIT ELECTRONICS LTD. GOLD CIRCUIT ELECTRONICS LTD. GOLD CIRCUIT ELECTRONICS LTD. GOLD CIRCUIT ELECTRONICS LTD. |
Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. |
Company wholly invested via a subsidiary indirectly Company wholly invested via a subsidiary indirectly Company wholly invested via a subsidiary indirectly Company wholly invested via a subsidiaryindirectly |
Purchase Purchase Purchase Sales |
$ 14,944,542 6,041,510 1,935,081 ( 114,451 ) |
50 20 6 - |
O/A 3 months O/A 4 months O/A 4 months O/A 3 months |
- - - - |
---- |
( $ 7,067,734 ) ( 1,105,104 ) ( 355,627 ) 3,256 |
( 65 ) ( 10 ) ( 3 ) - |
– 84 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Receivables from related parties worth NT$100 million or more than 20% of the paid-in capital
December 31, 2024
Attachment 5
Unit: NTD thousand
| Companies stated into accounts receivable |
Trading counterpart |
Affiliation | Balance of accounts receivable - related party |
Turnover (Note 1) |
Overdue accounts receivable - related party |
Overdue accounts receivable - related party |
Amounts received in subsequent period - related party |
Allowance loss |
|---|---|---|---|---|---|---|---|---|
| Amount | Accounting treatment |
|||||||
| GOLD CIRCUIT ELECTRONICS LTD. |
Gold Circuit Electronics (Thailand) Co., Ltd. |
Subsidiary wholly invested directly and via a subsidiary indirectly |
Other receivables $ 575,403 |
- | $ - | - |
$ 2,766 | $ - |
Note 1: The days sales outstanding are not calculated for other receivables from related parties.
– 85 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Information related to the reinvested companies… such as names and locations.
January 1 to December 31, 2024
Table 6
Unit: NTD thousand
Foreign Currency thousand
| Investor | Investee | Location | Principal business | Original investment cost | Original investment cost | Holdings at end ofyear | Holdings at end ofyear | Holdings at end ofyear | Investment gain (loss) of the investee |
Investment gain (loss) recognized for the current period (Note 1) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| End of the current period |
End of the previous period |
Number of shares | Percentage (%) |
Book value | |||||||
| GOLD CIRCUIT ELECTRONICS LTD. 〃〃Goldex Holding Limited 〃〃Gold Circuit International Limited Gold Circuit Enterprise Limited 〃Gold Circuit Electronics (Thailand) Co., Ltd. |
King Hsiang Investment Co. Goldex Holding Limited Gold Circuit Electronics (Thailand) Co., Ltd. Gold Circuit International Limited Gold Circuit Enterprise Limited Gold Circuit Electronics (Thailand) Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Crystalrock Enterprise Co., Ltd. |
No. 149-1, Zhong Zeng Rd., Tamsui Dist, New Taipei City Trust Net Chambers Lotemau Centre, P.O. Box 1225, Apia, Samoa No. 664/25 Pracharat Bamphen Rd., Sam Saen Nok, Huai Khwang, Bangkok, 10310, Thailand P.O. Box 362, Road Town, Tortola, Virgin islands, British Turst Net Chambers Lotemau Centre, P.O. Box 1225, Apia, Samoa No. 664/25 Pracharat Bamphen Rd., Sam Saen Nok, Huai Khwang, Bangkok, 10310, Thailand No. 238, Jinfeng Road, New District, Suzhou City, Jiangsu Province No. 9, Jiulong Rd., Changshu Southeast Economic Development Zone, Jiangsu Province No. 816, Southeast Avenue, Changshu Hi-Tech Industrial Development Zone, Jiangsu Province No.238/7, 6th Floor, Ratchadaphisek Road, Huai Khwang Subdistrict, Huai Khwang District, Bangkok 10310, Thailand |
General investment business〃Design, produce and sell multi-layer printed circuit boards General investment business 〃Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards 〃〃General investment business |
$ 199,994 5,191,133 1,223,144 3,239,310 1,751,829 1,196,965 3,239,310 959,724 980,105 84,201 |
$ 199,994 5,822,733 667,644 3,239,310 2,383,429 - 3,239,310 959,724 980,105 - |
19,999,400 161,910,000 131,830,103 98,000,000 63,010,000 131,265,577 98,000,000 30,010,000 33,000,000 8,750,000 |
99.997 100 50.11 100 100 49.89 100 100 100 100 |
$ 45,775 13,147,568 1,224,979 8,269,680 2,889,224 1,219,601 8,448,794 3,057,542 ( 309,194 ) 84,213 |
$ 108,174 3,648,733 ( 86,808 ) 2,585,942 1,101,826 ( 86,808 ) 2,731,864 979,400 283,725 ( 12 ) |
( $ 30,912 ) 3,718,907 ( 50,341 ) 2,647,622 1,110,320 ( 36,468 ) 2,793,544 1,012,266 259,353 ( 12 ) |
(Note 2) (Note 3) (Note 3) (Note 4) |
Note 1: The investment gain (loss) recognized for the current period has taken into consideration the effects of unrealized (realized) gross losses on sales among reinvested companies.
Note 2: The investment loss of King Hsiang Investment Co. recognized in the current period, NT$30,912 thousand, includes the investment gain recognized under the equity method, NT$108,171 thousand, the reversal of the financial asset valuation loss of NT$121,053 thousand derived by Gold Circuit Investment for holding the Company’s stocks under the “Accounting Principles for Management of Treasury Stocks,” and the dividend revenue of NT$18,030 thousand received from the Company.
Note 3: The investment of Gold Circuit Electronics Ltd. and Goldex Holding Limited in Gold Circuit Electronics (Thailand) Co., Ltd. is valued in USD, with a contribution of USD 37.75 million and USD 37.70 million, respectively. In accordance with the conversion into NTD at the investment point, the investment amount as of the end of the period was NTD 1,223,144 thousand and NTD 1,196,965 thousand, respectively, against 131,830,103 shares and 131,265,577 shares, respectively.
Note 4: Gold Circuit Electronics (Thailand) Co., Ltd. invested in Crystalwise Technology Inc. (Thailand) Co., Ltd. in the current period. As of December 31, 2024, the contribution was THB 87,500 thousand. However, due to the local laws and regulations, 70% of the shares are held by local natural persons in Thailand.
– 86 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Fund loaned by investees to others January 1 to December 31, 2024
Attachment 7
Unit: NT$ thousand, USD thousand, and CNY thousand
| No. | Loaner | Debtor | Whethe r a related party or not |
Transaction items |
Maximum balance for the current period |
Balance – end of period |
Amount actually disbursed |
Interest rate interval (Note 3) |
Nature of lending of funds (Note 1) |
Amount |
Reasons for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit of loan to each borrower (Note 2) |
Limit of total lending (Note 2) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Title | Value | |||||||||||||||
| 1 2 2 2 2 |
Goldex Holding Limited Gold Circuit Enterprise Limited Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Suzhou Gold Circuit Electronics Ltd. |
Gold Circuit International Ltd Gold Circuit International Ltd Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Technology Co., Ltd. |
Y Y Y Y Y |
Other receivabl es Other receivabl es Other receivabl es Other receivabl es Other receivabl es |
$ 91,938 ( USD 2,800 ) 98,505 ( USD 3,000 ) 1,136,250 ( RMB 250,000 ) 234,675 ( USD 7,500 ) 840,825 ( RMB 185,000 ) |
$ 91,798 ( USD 2,800 ) 98,355 ( USD 3,000 ) 1,119,500 ( RMB 250,000 ) - ( USD - ) 806,040 ( RMB 180,000 ) |
$ 91,798 ( USD 2,800 ) 98,355 ( USD 3,000 ) 1,119,500 ( RMB 250,000 ) - ( USD - ) 806,040 ( RMB 180,000 ) |
4.5%~5.0% 4.5%~5.0% 2.4%~3.5% - 2.4%~3.5% |
(2) (2) (2) (2) (2) |
$ - - 193,310 193,310 118,942 |
Working capital Working capital Working capital Working capital Working capital |
$ - - - - - |
----- |
$ - - - - - |
$ 38,614,108 8,258,301 4,187,826 4,187,826 11,525,207 |
$ 38,614,108 8,258,301 4,187,826 4,187,826 11,525,207 |
Note 1: The fund loaned to others is categorized two types as following by nature:
-
(1) Business association
-
(2) Short-term financing needed
Note 2: The limit of funds lent to a single borrower and aggregate amount of the fund loaned to others by a reinvested company (except Goldex Holding Limited and Gold Circuit Enterprise Limited) shall not exceed 150% of the reinvested company’s net value in its most recent financial
statements audited or certified by the CPA (for Q3 of 2024). The limit of fund loaned to a single borrower and aggregate amount of the fund loaned to others by Goldex Holding Limited and Gold Circuit Enterprise Limited shall not exceed 300% of their net value in their most recent financial statements audited or certified by the CPA (for Q3 of 2024).
The limit of fund loaned to a single borrower and aggregate amount of the fund loaned to others by any reinvested company in Mainland China shall not exceed 150% of the reinvested company’s net value in its most recent financial statements audited or certified by the CPA (for Q3 of 2024).
Note 3: The interest rate interval for the funds lent in 2024
– 87 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Marketable securities held by investees - end of period
December 31, 2024
Table 8
Unit: NTD thousand
| Holder | Type and name | Affiliation to the issuer | Account title | End ofperiod | End ofperiod | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Equity (%) | Fairvalue | |||||||
King Hsiang Investment Co.〃〃 |
Stock Lee Chi Enterprise Co., Ltd. Gold Circuit Electronics Ltd. |
-The parent company in which King Hsiang Investment Co. held 99.997% shares |
Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current |
155,595 5,151,375 |
$ 2,155 1,244,057 $ 1,246,212 |
0.068 1.047 |
$ 2,155 1,244,057 $ 1,246,212 |
– 88 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Acquisition amount of real estate reaching NT$300 million or more than 20% of the paid-in capital
2024
Attachment 9
Unit: NTD thousand, unless otherwise specified
| Real estate acquiring company |
Property name |
Date of occurrence |
Transaction currency/amount |
Payment status | Trading counterpart |
Affiliation | If the trading counterparty is a related party, the information of theprevious transfer |
If the trading counterparty is a related party, the information of theprevious transfer |
If the trading counterparty is a related party, the information of theprevious transfer |
If the trading counterparty is a related party, the information of theprevious transfer |
Reference for price determination |
Purpose of acquisition and use status |
Other agreements |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Owner | Relationship with the issuer |
Date of transfer |
Amount | ||||||||||
| Gold Circuit Electronics (Thailand) Co., Ltd. |
Factory engineerin g |
May 10, 2024 –July 5, 2024 |
THB $ 1,201,760 NTD thousand |
The consideratio n is paid in accordance with the payment terms agreed upon by both parties in the contract. |
CESE2 (Thailand) Co., Ltd. |
Non-related party |
N/A | N/A | N/A | N/A | Price inquiry, comparison and negotiation |
Factory equipment for business use and expansion of engineering projects |
Note 1: If the acquired assets are subject to appraisal according to the regulations, the appraisal result shall be indicated in the “Reference for price determination” column.
-
Note 2: Paid-in capital refers to that of the parent company. In the case of an issuer whose shares have no par value or a par value other than NT$10 per share, the requirement of 20% of paid-in capital for transaction amount shall be calculated based on 10% of the equity attributable to the owners of the parent company on the balance sheet.
-
Note 3: The date of occurrence refers to the date of contract signing, date of payment, date of consignment trade, date of transfer, date of resolution of the board of directors, or other dates based on which the counterparty and amount of the transaction, whichever date is earlier, can be determined.
– 89 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Purchase/sale amount of transactions of reinvested companies with related parties reaching NT$100 million or more than 20% of the paid-in capital
January 1 to December 31, 2024
Attachment 10
Unit: NTD thousand
| Supplier (customer) | Trading counterpart | Affiliation | Status | Status | Distinctive terms and conditions of trade and the reasons |
Distinctive terms and conditions of trade and the reasons |
Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Remarks |
||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase (sale) |
Amount | Percentage in total purchase (sale) amount (%) |
Duration | Unit price | Duration | Balance | Percentage in total accounts/notes receivable (payable) (%) |
||||
| Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Suzhou Gold Circuit Electronics Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. |
Gold Circuit Electronics Ltd. Gold Circuit Electronics Ltd. Gold Circuit Electronics Ltd. Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Technology Co.,Ltd. |
Ultimate parent company Ultimate parent company Ultimate parent company Ultimate parent company Associate Associate Associate |
Sales Sales Sales Purchase Purchase Purchase Purchase |
( $ 14,944,542 ) ( 6,041,510 ) ( 1,935,081 ) 114,451 871,111 118,942 193,310 |
( 97 ) ( 85 ) ( 82 ) 1 9 1 5 |
O/A 3 months O/A 4 months O/A 3 months O/A 3 months O/A 4 months O/A 4 months O/A 4 months |
- - - - - - - |
------- |
$ 7,067,734 1,105,104 355,627 ( 3,256 ) ( 407,799 ) ( 39,280 ) ( 8,859 ) |
97 70 59 - ( 9 ) ( 1 ) ( 1 ) |
– 90 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Receivable of the investee from related parties reaching NT$100 million or more than 20% of the paid-in capital
December 31, 2024
Attachment 11
Unit: NTD thousand
| Companies stated into accounts receivable |
Trading counterpart | Affiliation | Balance of accounts receivable - related party |
Turnover (Note 1) |
Overdue accounts receivable - related party |
Overdue accounts receivable - related party |
Amounts received in subsequent period - related party |
Allowance loss |
|---|---|---|---|---|---|---|---|---|
| Amount | Accounting treatment |
|||||||
| Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. |
Gold Circuit Electronics Ltd. Gold Circuit Electronics Ltd. Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Electronics Ltd. |
Ultimate parent company Ultimate parent company Ultimate parent company Affiliated enterprise Affiliated enterprise Affiliated enterprise Affiliated enterprise Affiliated enterprise Affiliated enterprise Affiliated enterprise Affiliated enterprise |
Accounts receivable $ 7,067,734 Accounts receivable 1,105,104 Accounts receivable 355,627 Accounts receivable 90 Accounts receivable 407,799 Accounts receivable 1,956 Accounts receivable 8,859 Other receivables 831,243 Other receivables 46 Other receivables 1,161,638 Other receivables 96,076 |
2.72 4.78 5.77 32.13 2.22 1.42 43.61 - - - |
$ - - - - - - - - - - - |
----------- |
$ 2,294,260 979,169 350,446 80 379,533 93 6,701 6 20 234,332 43,506 |
$ - - - - - - - - - - - |
Note 1: The days sales outstanding are not calculated for other receivables from related parties.
– 91 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Information about investment in Mainland China
January 1 to December 31, 2024
Attachment 12
Unit: NTD thousand/USD thousand
| Name of invested company in China |
Principal business | Principal business | Paid-in capital | Investment method (Note 1) |
Cumulative investment amount outward remitted from Taiwan - beginning of the period |
Cumulative investment amount outward remitted from Taiwan - beginning of the period |
Investment remittance or regain in the currentperiod |
Investment remittance or regain in the currentperiod |
Cumulative investment amount outward remitted from Taiwan - end of the period |
Net income of investee |
Shareholdings of the Company’s direct or indirect investment (%) |
Investment gains or losses recognized for the current period (Note 2) |
Book value of investment at ending |
Investment income repatriated to Taiwan as of the end of the period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward remitted | Repatriated |
|||||||||||||
| Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. |
Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards Design, produce and sell multi-layer printed circuit boards |
$ 3,239,310 959,724 980,105 |
2 2 3 |
$ 3,239,310 959,724 980,105 |
$ - - - |
$ - - - |
$ 3,239,310 959,724 980,105 |
$ 2,731,864 979,400 283,725 |
100 100 100 |
2. (2) $ 2,793,544 2. (2) 1,012,266 2. (2) 259,353 |
$ 8,448,794 3,057,542 ( 309,194 ) |
$ 627,583 252,915 - |
||
| Accumulated investments outward remitted from Taiwan at Ending |
Investment amount approved by Investment Commission,MOEA |
Limit of investment amount required by Investment Commission,MOEA(Note 4) |
||||||||||||
| $ 5,179,139 USD 161,010 |
$ 5,278,713 USD 161,010 |
$ - |
Note 1: The modes of investment are classified into the following four types:
-
Investments in Mainland China companies through remittance from a third area.
-
To invest in Mainland China companies through a company invested and established in a third area.
-
To invest in Mainland China companies through reinvesting in an existing company in a third area.
-
Other ways, ex: discretionary investment contract
Note 2: For the field of investment gain/loss recognized in the current period:
-
Please mark out if there has been no investment gain or loss yet because the investment is still under planning.
-
The basis of recognition of investment gain/loss is classified into following three types, which should be marked out.
-
(1) Financial statements reviewed and approved by an international CPA firm which cooperates with a CPA firm of the ROC.
-
(2) Financial statements audited by the CPAs of the parent company in Taiwan.
-
(3) Others.
Note 3: The related figures herein should be expressed in NTD.
Note 4: The Company has received the certificate of compliance with business lines of operational headquarters issued by Industrial Development Bureau, MOEA on August 25, 2022. Therefore, the Company may be exempted from the limit of investment amount required by Investment Commission, MOEA.
– 92 –
GOLD CIRCUIT ELECTRONICS LTD. and its subsidiaries
Any significant transactions with investees in Mainland China, either directly or indirectly through a third area
January 1 to December 31, 2024
Attachment 13
Unit: NTD thousand
| Related parties’ names | Affiliation of the Company with related party |
Type of transaction | Amount | Trading conditions | Notes/accounts receivable (payable) |
Notes/accounts receivable (payable) |
Unrealized loss (gain) |
||
|---|---|---|---|---|---|---|---|---|---|
| Price | Payment terms | Comparison with the general transactions |
Balance | Percentage (%) |
|||||
| Suzhou Gold Circuit Electronics Ltd. 〃Changshu Gold Circuit Electronics Ltd. 〃Changshu Gold Circuit Technology Co., Ltd. 〃 |
Company wholly invested via a subsidiary indirectly 〃Company wholly invested via a subsidiary indirectly 〃Company wholly invested via a subsidiary indirectly 〃 |
Purchase Sales Purchase Sales Purchase Sales |
$ 14,944,542 114,451 6,041,510 80,569 1,935,081 20,517 |
$ 14,944,542 114,451 6,041,510 80,569 1,935,081 20,517 |
General General General General General General |
Similar Similar Similar Similar Similar Similar |
( $ 7,067,734 ) 3,256 ( 1,105,104 ) 4,087 ( 355,627 ) 17,323 |
97 - 70 - 59 - |
$ 61,680 32,866 ( 24,372 ) |
– 93 –
GOLD CIRCUIT ELECTRONICS LTD. and its investees
The business relationship and significant transactions between the parent company and subsidiaries
January 1 to December 31, 2024
| Attachment 14 | Attachment 14 | Unit: NTD thousand Percentage in total consolidated operating revenue or total assets % (Note III) - - - 16 - ( 38 ) - 2 - - ( 16 ) - - 1 - ( 5 ) 1 - - - - |
|||||
|---|---|---|---|---|---|---|---|
| No. (Note 1) |
Name of trader | Trading counterpart | Affiliation to trader (Note II) |
Transaction | |||
| Title | Amount | Trading conditions | Percentage in total consolidated operating revenue or total assets % (Note III) |
||||
| 0 1 2 |
Gold Circuit Enterprise Goldex Holding Limited Gold Circuit Enterprise Limited |
King Hsiang Investment Co. Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. Gold Circuit Electronics (Thailand) Co., Ltd. Gold Circuit International Limited Gold Circuit International Limited |
1 1 1 1 1 3 3 |
Other revenue Accounts receivable Other receivables Accounts payable Sales revenue Cost of goods sold Accounts receivable Accounts payable Other receivables Sales revenue Cost of goods sold Accounts receivable Other receivables Accounts payable Sales revenue Cost of goods sold Other receivables Interest receivable Other receivables Interest revenue Interest receivable |
$ 24 3,256 10,207 7,067,734 114,451 14,944,542 4,087 1,105,104 638 80,569 6,041,510 17,323 13,890 355,627 20,517 1,935,081 575,403 138 91,798 4,445 148 |
Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party |
- - - 16 - ( 38 ) - 2 - - ( 16 ) - - 1 - ( 5 ) 1 - - - - |
– 94 –
| No. (Note 1) |
Name of trader | Trading counterpart | Affiliation to trader (Note II) |
Transaction | |||
|---|---|---|---|---|---|---|---|
| Title | Amount | Trading conditions | Percentage in total consolidated operating revenue or total assets % (Note III) |
||||
| 3 3 |
Suzhou Gold Circuit Electronics Ltd. Changshu Gold Circuit Electronics Ltd. |
Changshu Gold Circuit Technology Co., Ltd. Changshu Gold Circuit Electronics Ltd. Changshu Gold Circuit Technology Co., Ltd. |
3 3 3 |
Other receivables Interest revenue Accounts receivable Other receivables Accounts payable Other payables Sales revenue Cost of goods sold Interest receivable Interest revenue Other receivables Accounts payable Other payables Sales revenue Cost of goods sold Accounts receivable Other receivables Accounts payable Other payables Engineering equipment accounts payable Interest receivable Sales revenue Cost of goods sold Interest revenue |
98,355 4,758 $ 90 821,394 39,280 25,249 2,667 118,942 9,849 21,529 5,368 407,799 46 21,888 871,111 1,956 1,140,971 8,859 92,993 3,083 20,667 3,506 193,310 28,943 |
Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party Equivalent to those applicable to a non-related party |
- - - 2 - - - - - - - 1 - - ( 2 ) - 3 - - - - - - - |
– 95 –
Note 1: The information about transactions between parent company and subsidiaries shall be numbered and noted in the following manner in the box of numbers:
-
0 is for the Parent Company.
-
Subsidiaries are numbered from number 1.
-
Note 2: The relationship with the trader is classified into three categories following:
-
Parent Company to subsidiaries.
-
Subsidiaries to Parent Company.
3. Subsidiaries to subsidiaries.
- Note 3: For computing the ratio of trade amount to total operating revenue or total assets, if it is for asset and liability accounts, the computation is based on the ratio of ending balance to total consolidated assets; however, if it is for income and expense accounts, the computation is based on the ratio of interim cumulative amount to total consolidated operating revenue.
– 96 –
GOLD CIRCUIT ELECTRONICS LTD.
Information of Major Shareholders
December 31, 2024
Attachment 15
| Name of major shareholder | Shares | Shares |
|---|---|---|
| Number of shares held(share) |
Shareholding ratio | |
| Chang-Chi Yang The labor pension reserve fund was fully authorized to Nomura Investment Account for the first time in 2022. Jui-Ching Li |
96,622,217 34,038,444 27,651,870 |
19.64% 6.92% 5.62% |
– 97 –