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GSC Annual Report 2021

Nov 15, 2021

52060_rns_2021-11-15_0db70d62-33fb-4715-8abd-09254a2ab701.pdf

Annual Report

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Stock Code: 2406

Gigastorage Corporation and Subsidiaries

Consolidated Financial Statements for the Years End December 31, 2021 and 2020 and Independent Auditor’s Report

Address: No. 3, Industrial 1st Road, Hukou Township, Hsinchu County TEL: (03)598-5510


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

-1-

§Table of Contents§

Item
Page
1.
Cover
1
2.
Table of Contents
2
3.
Representation Letter
3
4.
Independent Auditor’s Report
4~8
5.
Consolidated Balance Sheet
9
6.
Consolidated Comprehensive Income
Statement
10~11
7.
Consolidated Statement of Changes in
Shareholders’ Equity
12
8.
Consolidated Cash Flow Statement
13~15
9.
Notes to Consolidated Financial Statements
(1)
Company History
16
(2)
Date and Procedures for Approval of
Financial Statements
16
(3)
Application of New and Revised
Standards and Interpretation
16~21
(4)
Summary of Significant Accounting
Policies
21~45
(5)
Significant Accounting Judgments and
Estimations, and Main Sources of
Assumption Uncertainties
45~46
(6)
Summary of Significant Accounting
Items
46~118
(7)
Related Party Transactions
118~123
(8)
Pledged Assets
123
(9)
Significant Contingent Liabilities and
Unrecognized Contract Commitments
124~126
(10)
Significant Disaster Loss
-
(11)
Significant Subsequent Events
-
(12)
Others
127~128
(13)
Additional Disclosure
1. Information on Significant
Transactions
128
2. Information on Invested Enterprises
128
3. Information on Investment in
Mainland China
128~129
4. Information on Major Shareholders
129
(14)
Segment Information
129~131
Financial
statements
Number of Notes
-
-
-
-
-
-
-
-
1
2
3
4
5
6~35
36
37
38
-
-
39
40
40
40
40
41

-2-

REPRESENTATION LETTER

For the fiscal year of 2021 (From January 1 to December 31, 2021), the entities which should be included in the consolidated financial statements of Gigastorage Corporation pursuant to the “Guidelines for the Preparation of Consolidated Business Report, Consolidated Financial Statements and Relationship Report of Affiliates” are the same as those that should be included in the consolidated financial statements of the parent and subsidiaries pursuant to the International Financial Reporting Standards 10, and relevant information to be disclosed in the consolidated financial statements of affiliates has already been disclosed in the consolidated financial statements of the parent and subsidiaries. Therefore, the Gigastorage Corporation and subsidiaries will not prepare separate consolidated financial statements for affiliates.

Very truly yours,

GIGASTORAGE CORPORATION

By

CHEN, CHI-MING

Chairman

March 30, 2022

-3-

INDEPENDENT AUDITORS’ REPORT

To the Board of Directors and Shareholders Gigastorage Corporation:

Audit Opinion

We have audited the consolidated balance sheet of Gigastorage Corporation and its subsidiaries as of December 31, 2021 and 2020, and the consolidated comprehensive income statements, consolidated statement of changes in shareholders’ equity, consolidated cash flow statements, and notes to the consolidated financial statements (including significant accounting policies) for the years then ended.

In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other Matters paragraph), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Gigastorage Corporation and its subsidiaries as of December 31, 2021 and 2020, and its consolidated financial performance and cash flows for the years ended December 31 2021 and 2020, in conformity with the requirements of regulations governing the preparation of financial statements by securities issuers and International Financial Reporting Standards, International Accounting Standards, and Interpretations endorsed and issued into effect by the Financial Supervisory Commission

Basis of Opinion

We conducted the audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and the Generally Accepted Auditing Standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of Gigastorage Corporation and its subsidiaries in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our audits and the reports of other independent auditors, we believed that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

-4-

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 2021 consolidated financial statements of Gigastorage Corporation and its subsidiaries. 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 separate opinions on those matters.

Key audit matters of the 2021 consolidated financial statements of Gigastorage Corporation and its subsidiaries were as follows:

Authenticity of revenues

The sales revenues of Gigastorage Corporation and its subsidiaries are mainly from the sales of solar conductive plasma and silicon excipients, which account for 85% of the consolidated revenues. The sales revenues of solar conductive plasma and silicon excipients changed significantly in 2021 (see Note 23), and the customer portfolio changed in the past two years; therefore, we have included the authenticity of the aforementioned revenues as a key audit matter.

We have performed the following key audit procedures:

  1. We assessed the effectiveness of the design and implementation of internal control practices related to sales transactions by understanding the related internal control systems and operating procedures related to the sales transaction cycle.

  2. To confirm the authenticity of revenue, we selected samples from the sales details, reviewed the original customer orders, shipping documents or export declarations and sales invoices, and examined whether there were any abnormalities in the receivable collections and the customers to whom the sales were made.

Other Matters

The financial statements of certain equity-method investees have not been audited by us, but by other independent auditors. Therefore, of our opinions on the consolidated financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors. As of December 31, 2021 and 2020, the above-mentioned investments under the equity method amounted to NT$1,347,041 thousand and NT$1,040,119 thousand, or 9.12% and 6.64% of total assets, respectively; the share of investment losses recognized under the equity method amounted to NT$1,957 thousand and NT$293 thousand, or (0.74)% and (0.06)% of net loss before tax, respectively for the years ended December 31, 2021 and 2020.

The financial statements of certain subsidiaries included in the consolidated financial statements of Gigastorage Corporation prepared in accordance with different financial reporting framework have not been audited by us, but have been audited by other independent auditors in accordance with different auditing standards. The financial statements of the aforementioned

-5-

companies have been converted into adjusted financial statements that conform to the regulations governing the preparation of financial statements by securities issuers and International Financial Reporting Standards, International Accounting Standards, and Interpretations endorsed and issued into effect by the Financial Supervisory Commission, and we have performed the requisite audit procedures. Therefore, of our opinions on the consolidated financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors and the result of additional audit procedures performed in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and relevant provisions of auditing standards generally accepted in the Republic of China. As of December 31, 2021 and 2020, the companies above had a total asset of NT$26,911 thousand and NT$108,647 thousand, representing 0.18% and 0.69% of the consolidated total assets, respectively. The operating revenues for the years ended December 31, 2021 and 2020 were NT$0 and NT$2,199 thousand, representing 0% and 0.02% of consolidated operating revenues, respectively.

Gigastorage Corporation has prepared its parent company only financial statements for the years ended December 31, 2021 and 2020, and we have issued an unqualified audit opinion with emphasis of matter and other matters paragraphs on record for reference.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

The responsibility of management is to prepare fairly presented consolidated financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards interpretations, and announcements of interpretations recognized and published by the Financial Supervisory Commission and maintain necessary internal control related to the preparation of consolidation of financial statements in order to ensure material misstatement caused by fraud or error does not exist in the consolidated financial statements.

In preparing the consolidated financial statements, the management is also responsible for assessing the ability of Gigastorage Corporation and its subsidiaries as a going concern, disclosing as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate Gigastorage Corporation and its subsidiaries or to cease operations, or has no other realistic alternative but to do so.

Those in charge of corporate governance (including the Auditing Committee) are responsible for overseeing the reporting process of the financial statements of Gigastorage Corporation and its subsidiaries.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

-6-

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 an auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted accounting principles will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material, individually or in 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 generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also performed the following tasks:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error; design, and perform countermeasures for assessed risks; and obtain evidence that is sufficient and appropriate to provide a basis of audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control effective in Gigastorage Corporation and its subsidiaries.

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

  4. Conclude the appropriateness of the use of the going concern basis of accounting by the management, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Gigastorage Corporation and its subsidiaries to continue as a going concern. 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 is inappropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Gigastorage Corporation and its subsidiaries to cease as a going concern.

  5. Evaluate the overall presentation, structure, and content of the consolidated financial statements (including related notes), whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

-7-

  1. Obtain sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of Gigastorage Corporation and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit of Gigastorage Corporation and its subsidiaries. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal control that we identify during our audit).

We also provide those in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect our independence, and other matters (including related protective measures).

From the matters communicated with those in charge of corporate governance, we determine those matters that were of most significance in the audit of the 2021 consolidated financial statements of Gigastorage Corporation and its subsidiaries and are therefore the key audit matters. 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 communication.

The engagement partners on the audits resulting in this independent auditors’ report are Huang, Yu-Feng and Chung, Ming-Yuan.

Deloitte & Touche Taipei, Taiwan Republic of China

March 30, 2022

Notice to Readers

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

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

-8-

Gigastorage Corporation and Subsidiaries Consolidated Balance Sheet

December 31, 2021 and 2020

Unit: NTD thousands

Code

1100
1140
1110
1150
1170
1180
1200
1210
1220
130X
1460
1410
1479
1476
11XX

1510
1517
1550
1600
1755
1760
1780
1840
1990
1980
15XX
1XXX
Assets
Current assets
Cash and cash equivalents (Notes 4 and 6)
Contract assets – current (Notes 4, 23 and 36)
Financial assets at fair value through profit or
loss – current (Notes 4 and 7)
Notes receivable, net (Notes 4, 9, 18 and 37)
Accounts receivable, net (Notes 4, 9 and 23)
Accounts receivable–related party,net(Notes 4,
9, 23 and 36)
Other receivables (Notes 4 and 9)
Other receivables – related party (Notes 4, 9
and 36)
Current income tax assets (Notes 4 and 25)
Inventories (Notes 4, 10 and 35)
Proceeds from disposal of non-current assets
held for sale (Notes 4 and 30)
Prepayments (Note 17)
Other current assets (Notes 17 and 37)
Other financial assets (Note 37)
Total current assets
Non-current assets
Financial assets at fair value through profit or
loss – non-current (Notes 4 and 7)
Financial assets at fair value through other
comprehensive income – non-current (Notes 4
and 8)
Investments accounted for using the equity
method (Notes 4 and 12)
Property, plant and equipment (Notes 4, 13,
29, 36 and 37)
Right-of-use assets (Notes 4 and 14)
Investment property (Notes 4, 15 and 37)
Intangible assets (Notes 4, 16 and 29)
Deferred tax assets (Notes 4 and 25)
Other non-current assets (Notes 17, 36 and 37)
Other financial assets – non-current (Note 37)
Total non-current assets
Total assets
December 31,2021 December 31,2021
%
21
1
-
2
8
1
-
-
-
9
-
6
-
1
49
-
4
9
28
1
1
3
1
4
-
51
100
December 31, 2020
(revised and audited)
Amount
%
$ 2,693,564
17
178,548
1
56,706
1
730,928
5
1,771,528
11
95,894
1
45,598
-
2,155
-
16,830
-
1,904,542
12
37,719
-
679,395
4
277,818
2
40,777

-
8,532,002

54
94,296
1
342,485
2
1,040,119
7
4,118,971
26
170,637
1
113,062
1
424,161
3
143,103
1
675,147
4
23,332

-
7,145,313

46
$ 15,677,315

100
December 31, 2020
(revised and audited)
Amount
%
$ 2,693,564
17
178,548
1
56,706
1
730,928
5
1,771,528
11
95,894
1
45,598
-
2,155
-
16,830
-
1,904,542
12
37,719
-
679,395
4
277,818
2
40,777

-
8,532,002

54
94,296
1
342,485
2
1,040,119
7
4,118,971
26
170,637
1
113,062
1
424,161
3
143,103
1
675,147
4
23,332

-
7,145,313

46
$ 15,677,315

100
Code

2100
2110
2150
2170
2180
2200
2220
2230
2280
2321
2322
2323
2399
21XX

2530
2540
2572
2580
2640
2645
25XX
2XXX


3110
3200
3310
3320
3350
3400
31XX
36XX

3XXX
Liabilities and equity
Current liabilities
Short-term borrowings (Notes 18 and 37)
Short-term notes and bills payable (Notes 18
and 37)
Notes payable
Accounts payable
Accounts payable – related party (Note 36)
Other payables (Notes 20 and 38)
Other payables – related party (Note 36)
Current income tax liabilities (Notes 4 and 25)
Lease liabilities – current (Notes 4 and 14)
Corporate bonds due or subject to exercise of
right of sale within one year (Notes 19 and 37)
Long-term borrowings due within one year
(Notes 18 and 37)
Long-term payables due within one year
Other current liabilities (Notes 10, 20, 23, 35
and 36)
Total current liabilities
Non-current liabilities
Corporate bonds payable (Notes 19 and 37)
Long-term borrowings (Notes 18 and 37)
Deferred tax liabilities (Notes 4 and 25)
Lease liabilities – non-current (Notes 4 and 14)
Net defined benefit liabilities – non-current
(Notes 4 and 21)
Deposits received
Total non-current liabilities
Total liabilities
Equity attributable to shareholders of the company
(Notes 4, 22, 27 and 32)
Capital stock
Ordinary share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
(Accumulated profits or losses)
Unappropriated earnings
Other equity
Total shareholders’ equity of the company
Non-controlling interests (Notes 4, 22 and 32)
Total equity
Total liabilities and equity
December 31,2021 December 31,2021
%
16
2
-
1
-
2
-
-
-
-
3
-
6
30
2
16
-
1
-
1
20
50
19
4
-
1

3 )

1)
20
30
50
100
December 31, 2020
(revised and audited)
December 31, 2020
(revised and audited)
December 31, 2020
(revised and audited)
Amount
$ 3,027,142
189,595
-
276,999
1,127,463
135,703
25,675
1,879
17,522
1,331,762
19,128
942,691
38,658
75,296

7,209,513

38,281
513,308
1,352,365
4,114,623
190,351
110,807
412,600
179,197
628,137
23,385

7,563,054

$ 14,772,567
Amount
$ 2,693,564
178,548
56,706
730,928
1,771,528
95,894
45,598
2,155
16,830
1,904,542
37,719
679,395
277,818
40,777

8,532,002

94,296
342,485
1,040,119
4,118,971
170,637
113,062
424,161
143,103
675,147
23,332

7,145,313

$ 15,677,315
Amount
$ 2,369,937
199,338
15,070
161,565
8
305,178
1,660
24,051
19,903
-
487,677
-
892,256

4,476,643

335,058
2,364,175
30,356
119,180
25,748
85,202

2,959,719

7,436,362

2,859,057
498,574
14,689
155,982

533,647 )


100,090)

2,894,565
4,441,640

7,336,205

$ 14,772,567
Amount
$ 3,157,068
-
790
152,024
1,705
915,880
3,026
24,220
13,783
1,710,199
328,886
65,163
1,261,276

7,634,020

-
2,007,720
31,494
113,453
27,927
4,020

2,184,614

9,818,634

2,859,057
250,109
14,689
155,982

571,686 )


173,047)

2,535,104
3,323,577

5,858,681

$ 15,677,315
%
























(
(







(
(








(
(







(
(


20
-
-
1
-
6
-
-
-
11
2
1
8
49
-
13
-
1
-
-
14
63
18
2
-
1

4 )

1)
16
21
37
100

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

(Please refer to the audit report dated March 30, 2022 of Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chen, Chi-Ming

Accounting officer: Tsai, Jyh- Pyng

-9-

Gigastorage Corporation and Subsidiaries Consolidated Comprehensive Income Statement January 1 to December 31, 2021 and 2020

(In thousands of NT$, but earnings per share is in NT$)

Code
4000
Net operating revenues (Notes 4,
23 and 36)
5000
Operating costs (Notes 10, 24 and
36)
5900
Operating gross profits
5910
Unrealized profits on sales

5950
Realized operating gross profits

Operating expenses (Notes 9, 16
and 24)
6100
Marketing expenses
6200
Administration expenses
6300
R&D expenses
6450
Expected credit (reversal
gains) impairment losses
6000
Total

6500
Net other income and expenses
(Note 38)
6900
Net operating loss

Non-operating income and
expenses
7100
Interest income (Notes 24
and 36)
7010
Other income (Notes 15, 24,
28 and 36)
7060
Share of profits or losses of
affiliates and joint ventures
accounted for using the
equity method (Notes 4 and
12)
7050
Financial costs (Notes 24 and
36)
7020
Other gains and losses (Notes
13, 16, 19 and 24)
7000
Total

7900
Net loss before tax

7950
Income tax expense (Notes 4 and
25)
8200
Net loss for the year

(Continued on next page)
2021 %
100

92

8
-

8

3
5
4
-

12

3

1)

-
1
-

1 )
2)

2)


3 )
-

3)
2020
Amount
$ 8,347,818

7,683,909

663,909
14,022)

649,887

257,653
435,586
318,943
5,222)

1,006,960

254,805

102,268)

4,261
101,553
1,941

105,281 )
164,920)

162,446)


264,714 )
8,943)

273,657)
Amount
$ 9,554,735

8,323,634

1,231,101
29,651)

1,201,450

257,497
432,214
318,379
26,563

1,034,653

409,885)

243,088)

3,347
96,859
293

272,427 )
82,625)

254,553)


497,641 )
63,339)

560,980)
%


(

(


(
(
(
(
(
(
(







(
(
(
(
(

(


(



(
(
(
(
(
(
(
(






(
(
(
(
(
(
(
(
100
87
13
-
13
3
5
3
-
11
4)
2)
-
1
-

3 )
1)
3)

5 )
1)
6)

-10-

(Continued from previous page)

Code
Other comprehensive income
8310
Items not to be reclassified as
profit or loss:
8311
Remeasurement of
defined benefit plan
8316
Unrealized gains or
losses on investments in
equity instruments
measured at fair value
through other
comprehensive income
8360
Items that may be reclassified
subsequently to profit or loss:
8361
Exchange differences on
translation of financial
statements of foreign
operations
8399
Income tax related to
items that may be
reclassified (Note 25)
8300
Other comprehensive
income for the year (net
after tax)
8500
Total comprehensive income for
the year
Net income(loss) attributable to:
8610
Shareholders of the company
8620
Non-controlling interests

8600

Total comprehensive income
attributable to:
8710
Shareholders of the company
8720
Non-controlling interests

8700

Earnings per share (Note 26)
9750
Basic

9850
Diluted
2021 %
-

3

1 )
-

2

1)

-

3)

3)

1

2)

1)


2020
Amount
$ 344
255,121

65,437 )
10,908

200,936

$ 72,721)

$ 24,796
298,453)

$ 273,657)

$ 110,745
183,466)

$ 72,721)

$ 0.09
$ 0.09
Amount
$ 4,219 )
71,440

6,552
1,745)

72,028

$ 488,952)

$ 535,475 )
25,505)

$ 560,980)

$ 491,307 )
2,355

$ 488,952)

$ 2.17)
$ 2.17)
%

(


(

(
(

(
(

(


(
(
(
(
(
(

(

(
(
(
(
(

(
(
(



(
(

(
(

(

-
1
-
-
1
5)

6 )
-
6)

5 )
-
5)

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 30, 2022 of Deloitte and Touche)

Chairperson: Chen, Chi-Ming Managerial officer: Chen, Chi-Ming Accounting officer: Tsai, Jyh- Pyng

-11-

Gigastorage Corporation and Subsidiaries

Consolidated Statement of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020

Units: NTD thousands, unless otherwise stated

Code
A1
Balance as of January 1, 2020
Appropriation and distribution of 2019 earnings
B1
Legal reserve
B3
Special reserve
O1
Cash dividends to shareholders of subsidiaries
E1
Cash capital increase
N1
Share-based payments
C7
Changes in affiliates and joint ventures recognized
under the equity method
D1
Net loss for 2020
D3
Other comprehensive income for 2020
D5
Total comprehensive income for 2020
H3
Organization restructuring
M5
Disposal of equity in subsidiaries (Note 32)
M7
Changes in ownership interest in subsidiaries
(Notes 22 and 32)
Q1
Disposal of equity instruments at fair value
through other comprehensive income
Z1
Balance as of December 31, 2020
O1
Cash dividends to shareholders of subsidiaries
D1
Net income (loss) for 2021
D3
Other comprehensive income for 2021
D5
Total comprehensive income for 2021
M5
Disposal of equity in subsidiaries (Note 32)
M7
Changes in ownership interest in subsidiaries
(Notes 22 and 32)
N1
Subsidiary share based payment transactions
C7
Changes in affiliates and joint ventures recognized
under the equity method
Q1
Disposal of equity instruments at fair value
through other comprehensive income
Z1
Balance as of December 31, 2021
Equityattributable to shareholders of the company Equityattributable to shareholders of the company Equityattributable to shareholders of the company Equityattributable to shareholders of the company Total
$ 2,181,943
-
-
-
676,503
1,432
1,935

535,475 )
44,168

491,307)

6,659 )
45,227
126,030
-
2,535,104
-
24,796
85,949
110,745
26,524
205,117
16,545
530
-
$ 2,894,565
Non-controlling
interests
$ 2,816,926
-
-

65,011 )
-
-
1,759

25,505 )
27,860
2,355
6,659
245,210
315,679
-
3,323,577

77,887 )

298,453 )
114,987

183,466)
17,628
1,323,945
24,412
13,431
-
$ 4,441,640
Total equity
Capital stock
Amount
$ 2,059,057
-
-
-
800,000
-
-
-

-

-
-
-
-

-
2,859,057
-
-

-

-
-
-
-
-

-
$ 2,859,057
Capital surplus
$ 211,927
-
-
-

117,249 )
1,432
1,935
-
-
-
-
26,034
126,030
-
250,109
-
-
-
-
26,481
204,909
16,545
530
-
$ 498,574
Retained earnings Unappropriated

earnings
(Accumulated profits
or losses)
$ 146,887
(
14,689 )
(
132,198 )
-
(
6,248 )
-
-
(
535,475 )
(
2,069)
(
537,544)
(
6,659 )
-
-
(
21,235)
(
571,686 )
-
24,796
(
1,025)

23,771
-
-
-
-

14,268
($ 533,647)
Other equity
Unrealized gains
(losses) on financial
Exchange differences
assets at fair value
on translation of
through other
financial statements of
comprehensive
foreign operations
income
( $ 114,115 )
( $ 145,597 )
-
-
-
-
-
-
-
-
-
-
-
-
-
-

1,533

44,704

1,533

44,704
-
-
15,258
3,935
-
-

-

21,235
(
97,324 )
(
75,723 )
-
-
-
-
(
25,841)

112,815
(
25,841)

112,815
152
(
109 )
208
-
-
-
-
-

-
(
14,268)
($ 122,805)
$ 22,715
Exchange differences
on translation of
financial statements of
foreign operations
( $ 114,115 )
-
-
-
-
-
-
-

1,533

1,533
-
15,258
-

-
(
97,324 )
-
-
(
25,841)
(
25,841)
152
208
-
-

-
($ 122,805)
Legal reserve
$ -
14,689
-
-
-
-
-
-
-
-
-
-
-
-
14,689
-
-
-
-
-
-
-
-
-
$ 14,689

Special reserve
$ 23,784
-
132,198
-
-
-
-
-
-
-
-
-
-
-
155,982
-
-
-
-
-
-
-
-
-
$ 155,982
Number of shares (in
thousands)
205,906
-
-
-
80,000
-
-
-

-

-
-
-
-

-
285,906
-
-

-

-
-
-
-
-

-

285,906














(





















(
(
(
(
(
(
(
(
(
(


(
(



(
(
(

(
(



(


(
(

(

(
(





(
(



(
(

(


(
(

(

(
(

(

$ 4,998,869
-
-

65,011 )
676,503
1,432
3,694

560,980 )
72,028

488,952)
-
290,437
441,709
-
5,858,681

77,887 )

273,657 )
200,936

72,721)
44,152
1,529,062
40,957
13,961
-
$ 7,336,205

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

(Please refer to the audit report dated March 30, 2022 of Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chen, Chi-Ming

Accounting officer: Tsai, Jyh- Pyng

-12-

Gigastorage Corporation and Subsidiaries

Consolidated Cash Flow Statement

January 1 to December 31, 2021 and 2020

Unit: NTD thousands

Code
Cash flow from operating activities:
A10000
Net loss before tax for the year

A20000
Adjustments:
A20010
Income or expenses having no effect
on cash flows
A20100
Depreciation expense
A20200
Amortization expense (including
amortization of other non-current
assets)
A20300
Expected credit (reversal gains)
impairment losses
A20400
Net gain (loss) on financial
assets and liabilities at fair value
through profit or loss
A20900
Financial costs
A21200
Interest income

A21300
Dividend income

A21900
Share-based remuneration costs
A22300
Share of affiliates and joint
ventures accounted for using the
equity method
A22500
Loss on disposal and scrapping
of property, plant and equipment
A23100
Loss on disposal of investment
A23200
Loss on disposal of investment
accounted for using the equity
method
A23700
Impairment loss on non-financial
assets
A23800
Loss on decline in value of
inventories (reversal gain)
A23900
Unrealized profits in affiliated
companies
A24100
Unrealized foreign currency
exchange loss
A24200
Loss (gain) on buyback or
redemption of corporate bonds
A29900
Compensation loss from
expected litigation loss (gain
from reversal) (Note 38)
A29900
Contingent Consideration
Income
2021
( $ 264,714 )

318,478
12,190
(
5,222 )
(
3,171 )
105,281
(
4,261 )

(
2,107 )


40,957
(
1,941 )

30,129
9
-
147
13,702

14,022
44,791
24,861

(
254,805 )
-
2020
( $ 497,641 )
310,427
12,365
26,563
3,750
272,427
(
3,347 )
(
1,008 )
1,432
(
293 )
4,127
-
444
54,028
(
23,657 )
29,651
88,691
(
444 )
409,885
(
20,549 )

(Continued on next page)

-13-

(Continued from previous page)

Code
A30000
Net changes in assets/liabilities related
to operating activities.
A31125
Contract assets

A31130
Notes receivables
A31150
Accounts receivables
A31160
Accounts receivable – related
party
A31180
Other receivables
A31190
Other receivables – related party
A31200
Inventories
A31230
Prepayments

A31240
Other current assets

A32130
Notes payable

A32150
Accounts payable
A32160
Accounts payable – related party
A32180
Other payables

A32190
Other payables – related party

A32230
Other current liabilities
A32240
Net defined benefit liabilities

A33000
Cash inflow from operating activities
A33100
Interests received
A33500
Income tax paid

AAAA
Net cash inflow from operating
activities
Cash flow from investment activities:
B00010
Acquisition of financial assets measured at
fair value through other comprehensive
income
B00020
Disposal of financial assets measured at fair
value through other comprehensive income
B00100
Acquisition of Financial assets at fair value
through profit or loss
B00200
Disposal of Financial assets at fair value
through profit or loss
B01800
Acquisition of investment accounted for
using the equity method
B02000
Increase in prepayments for investments
B02700
Acquisition of property, plant and
equipment
B02800
Proceeds from disposal of property, plant
and equipment
B03700
Decrease (increase) in refundable deposits
B04500
Acquisition of intangible assets

B05000
Cash inflow from merger
B06600
Decrease (increase) in other financial assets
B06800
Decrease (increase) in other non-current
assets
B07600
Dividends received

BBBB
Net cash outflow from investment
activities
2021
$ 11,047 )

453,929
662,481


39,809 )

19,934

276

72,561

263,296 )

11,434 )


120 )

9,443


1,697 )

353,243 )

1,366 )

117,497
1,835)

720,620
4,263
36,128)

688,755


5,000 )

89,149
-

115,892

265,350 )

-


749,147 )

12,364

405,700


597 )

-

34,572 )
13,075

18,600

399,886)
2020
(
(

(
(
(
(
(
(
(
(

(
(
(

(
(

(

(
(
(
(
(
(
(
(
(

(
(
(
(
(
(
(
(

(
$ 126,873
730,157

586,426 )

54,860 )
13,511

16,073 )
356,520
97,447

10,598 )

15,365 )

11,703 )
937
63,456

11,229 )
102,974
608)
1,451,864
3,629
82,970)
1,372,523

3,816 )
12,177

249,489 )
352,051

107,901 )

62,152 )

96,835 )
9,709

495,140 )

650 )
60,245
193,054

288,815 )
1,008
676,554)

(Continued on next page)

-14-

(Continued from previous page)

Code
Cash flow from financing activities:
C00200
Increase (decrease) in short-term
borrowings
C00500
Increase in short-term notes and bills
payable
C01300
Repayment of corporate bonds

C01600
Borrowing of long-term loans
C01700
Repayment of long-term loans

C01900
Decrease in other borrowings
C03100
Increase (decrease) in guarantee deposits
received
C04020
Repayment of lease principal

C04600
Cash capital increase
C05500
Disposal of equity in subsidiaries (Note 32)
C05600
Interests paid

C05800
Payment of cash dividends from
non-controlling interests
C05800
Change in non-controlling interests (Note
32)
C09900
Other financing activities

CCCC
Net cash inflow (outflow) from
financing activities
DDDD
Effect of exchange rate changes on cash and cash
equivalents
EEEE
Net increase (decrease) in cash and cash
equivalents
E00100 Balance of cash and cash equivalents at the
beginning of the year
E00200 Balance of cash and cash equivalents at the end
of the year
2021
$ 772,928 )

199,315

1,472,065 )

1,227,105

537,985 )

-

81,182


11,538 )

-

44,152

108,710 )


77,887 )

1,524,265
4,951)

89,955

45,246)

333,578
2,693,564

$ 3,027,142
2020
(
(
(
(

(
(
(

(


(
(
(
(
(
(
(

(
(

$ 355,394
-

1,358,908 )
326,840

249,498 )

563 )

952 )

11,484 )
676,503
290,437

100,486 )

65,011 )
-
1,222
136,506)
49,555)
509,908
2,183,656
$ 2,693,564

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 30, 2022 of Deloitte and Touche)

Managerial officer: Chen, Chi-Ming Accounting officer:Tsai, Jyh- Pyng

Chairperson: Chen, Chi-Ming

-15-

Gigastorage Corporation and Subsidiaries

Notes to Consolidated Financial Statements

January 1 to December 31, 2021 and 2020

(Units: NTD thousands, unless otherwise stated)

1. Company History

  • Gigastorage Corporation (hereinafter referred to as the “Company”) was established on March 26, 1997 and began operations on December 1, 1997. The Company is engaged in the manufacturing of computers and peripherals, international trade, manufacturing and reproduction of data storage media, manufacturing and trading of electronic materials, components and silicon wafers, energy technology services, and non-public power generation. The Company’s shares are listed and traded on Taiwan Stock Exchange.

The consolidated financial statements are presented in NTD, the functional currency of the Company.

The Company and its subsidiaries are hereinafter collectively referred to as the Consolidated Company.

  1. Date and Procedures for Approval of Consolidated Financial Statements

  2. The consolidated financial statements were approved by the board meeting on March 28, 2022.

3. Application of New and Revised Standards and Interpretation

  • (1) First-time application of International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IAS”), Interpretations (“IFRICs”) and Interpretations (“SICs”) (hereinafter referred to as “IFRSs”) endorsed by the Financial Supervisory Commission (“FSC”) and issued to be effective The adoption of the IFRSs endorsed and issued into effect by the FSC will not result in significant changes in the Consolidated Company’s accounting policies.

-16-

  • (2) IFRSs endorsed by the FSC in 2022.
IFRSs endorsed by the FSC in 2022.
New, Revised or Amended Standards and
Interpretations
“Annual improvement of IFRSs 2018-2020”
Amendment to IFRS 3 “Reference to Conceptual
Frameworks”
Amendment to IAS 16 “Property, plant and
equipment: price before reaching the intended state
of use”
Amendment to IAS 37 “Onerous Contracts – Cost of
Performing Contracts.”
Effective date of IASB
publication
January 1, 2022 (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
January 1, 2022 (Note 4)
  • Note 1: Amendments to IFRS 9 apply to exchanges or modification of terms of financial liabilities in annual reporting periods after 1 January 2022; amendments to IAS 41 “Agriculture” apply to fair value measurements in annual reporting periods after 1 January 2022; amendments to IFRS 1 “First application of IFRSs” apply retrospectively to annual reporting periods after 1 January 2022.

  • Note 2: This amendment applies to business mergers for which the acquisition date falls within the annual reporting period after January 1, 2022.

  • Note 3: This amendment applies to plant, property and equipment that begins to operate in the manner such as location and condition expected by management after January 1, 2021.

  • Note 4: This amendment applies to contracts with unfulfilled obligations as of January 1, 2022.

  • Amendment to IAS 16 “Property, plant and equipment: price before reaching the intended state of use”

  • The amendment provides that the sale price of output items of property, plant and equipment produced to bring them to the location and condition necessary to meet management’s expectations for the manner in which they will be operated is not appropriate as a deduction to the cost of those assets. The above-mentioned output items shall be measured according to IAS 2 “Inventory,” and the sales price and cost shall be recognized in profit or loss according to the applicable standards.

-17-

The amendment applies to plant, property and equipment in the location and condition necessary to achieve management’s intended mode of operation after January 1, 2021, and the information of the comparative period shall be restated when the amendment is first applied by the Consolidated Company.

In addition to the above impacts, the Consolidated Company will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the Consolidated Company to the date the consolidated financial statements are approved and released, and will make appropriate disclosure after the evaluation.

  • (3) The IFRSs released by the IASB but not yet endorsed and issued for implementation by the FSC
by the FSC
New, Revised or Amended Standards and
Interpretations
Amendment to IFRS 10 and IAS 28, “Sale or
Contribution of Assets between an Investor and its
Affiliate or Joint Venture.”
IFRS 17 “Insurance Contracts”
Amendment to IFRS 17
Amendment to IAS 1 “Classification of Liabilities as
Current or Noncurrent”
Amendment to IAS 1 “Disclosure of Accounting
Policies.”
Amendment to IAS 8 “Definition of Accounting
Estimates.”
Amendment to IAS 12 “Deferred income tax relating
to assets and liabilities arising from a single
transaction”
Effective date of IASB
publication(Note 1)
Undecided
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)
January 1, 2023 (Note 4)

Note 1: Unless otherwise stated, the aforementioned new/amended/revised standards

or interpretation

are effective for annual reporting periods beginning after the respective dates.

  • Note 2: This amendment will be applicable for annual reporting periods beginning after January 1, 2023.

  • Note 3: This amendment applies to changes in accounting estimates and changes in accounting policies that occur in annual reporting periods beginning after January 1, 2023.

-18-

  • Note 4: Other than the recognition of deferred tax on temporary differences in lease and decommissioning obligations on January 1, 2022, the amendment applies to transactions occurring after January 1, 2022.

  • Amendment to IFRS 10 and IAS 28, “Sale or Contribution of Assets between an Investor and its Affiliate or Joint Venture.”

  • The amendment provides that if the Consolidated Company sells or contributes an asset to an affiliate (or joint venture), or if the Consolidated Company loses control of a subsidiary but retains significant influence (or joint control) over the subsidiary, the Consolidated Company shall recognize all of the gains or losses from such transactions if the aforementioned asset or subsidiary meets the definition of “business” in “business merger” under IFRS 3.

  • In addition, if the Consolidated Company sells or contributes an asset to an affiliate (or joint venture), or if the Consolidated Company loses control of a subsidiary but retains significant influence (or joint control) over the subsidiary, the Consolidated Company shall recognize gains and losses from such transactions only to the extent that they are not related to the investor’s interest in the affiliate (or joint venture), i.e. they are eliminated to the extent of the Consolidated Company’s share of such gains and losses if the aforementioned asset or subsidiary does not meet the definition of “business” in “business merger” under IFRS 3.

  • Amendment to IAS 1 “Classification of Liabilities as Current or Noncurrent” The amendment aims to clarify whether a liability is classified as non-current; the Consolidated Company should assess whether it has the right to defer settlement at the end of the reporting period for at least 12 months after the reporting period. If the Consolidated Company has such a right as of the end of the reporting period, the liability is classified as non-current whether or not the Consolidated Company exercises its right to defer settlement of a liability. The amendment aims to clarify if the Consolidated Company is required to comply with certain conditions in order to have the right to defer settlement of a liability. The Consolidated Company must have complied with specific conditions as of the end of the reporting period, even if the lender tests whether the Consolidated Company has complied with those conditions at a later date. The amendment provides the purpose to clarify that settlement refers to the transfer to the counterparty of cash, other economic resources or equity

-19-

instruments of the Consolidated Company that results in the extinguishment of the liability. However, if the terms of the liability may result in transferring the Consolidated Company’s equity instruments at the option of the counterparty, and if the option is separately recognized in equity in accordance with IAS 32, “Financial Instruments: Presentation,” the above-mentioned provisions do not affect the classification of the liability.

  1. Amendment to IAS 1 “Disclosure of Accounting Policies.”

  2. The amendment specifies that the Consolidated Company shall determine the material accounting policy information to be disclosed based on the definition of materiality. Accounting policy information is considered material if it could reasonably be expected to affect the decisions of the primary users of the general-purpose financial statements based on those financial statements. The amendment also clarifies:

  3. Accounting policy information related to immaterial transactions, other events or circumstances is immaterial and the Consolidated Company is not required to disclose such information.

  4. The Consolidated Company may determine that related accounting policy information is material because of the nature of the transactions, other events or circumstances, even if the amount is not material.

  5. Not all accounting policy information related to significant transactions, other events or circumstances is material.

  6. In addition, the amendment provides examples of accounting policy information that may be material if it relates to significant transactions, other events or circumstances and under the following circumstances, the information may be material:

  7. (1) A change in the Consolidated Company’s accounting policy during the reporting period that results in a material change in financial statement information;

  8. (2) The Consolidated Company selects applicable accounting policies from among the options permitted by the standards;

  9. (3) Due to the lack of specific standards, the Consolidated Company establishes accounting policies in accordance with IAS 8 “Accounting Policies, Changes and Errors in Accounting Estimates”;

-20-

  • (4) The Consolidated Company discloses the relevant accounting policies that require the application of significant judgments or assumptions; or

  • (5) that it involves complex accounting requirements when users of financial statements rely on such information to understand such significant transactions, other events or circumstances.

  • Amendment to IAS 8 “Definition of Accounting Estimates.” The amendment explicitly specifies that accounting estimate represents the monetary amounts in the financial statements that are subject to measurement uncertainty. In applying accounting policies, the Consolidated Company may need to measure financial statement items using monetary amounts that are not directly observable but must be estimated, and therefore measurement techniques and input values are required to create accounting estimates for this purpose. The effect of changes in measurement techniques or input values on accounting estimates that are not corrections of prior period errors are accounted for as changes in accounting estimates.

In addition to the above effects, the Consolidated Company will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the Consolidated Company to the date the consolidated financial statements are approved and released, and will make appropriate disclosure after the evaluation.

4. Summary of Significant Accounting Policies

  • (1) Compliance Statement

The consolidated financial statements are prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs approved and published by the FSC.

  • (2) Basis of preparation

The consolidated financial statements were prepared in accordance with the Regulations Governing the Preparation of Financial Statements by Securities Issuers. The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of the related input value:

  1. Level 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment).

-21-

  1. Level 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.

  2. Level 3 input value: the unobservable input value of asset or liability.

  3. (3) Standards in differentiating current and noncurrent assets and liabilities

  4. Current assets include:

  5. Assets held primarily for trading purposes;

  6. Assets expected to be realized within 12 months of the balance sheet date; and

  7. Cash and cash equivalents (excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date).

Current liabilities include:

  1. Liabilities held primarily for trading purposes;

  2. Liabilities due for settlement within 12 months after the balance sheet date (current liabilities even if a long-term refinancing or rescheduling agreement is completed after the balance sheet date and before the financial statements are authorized for issuance), and

  3. Liabilities whose settlement deadline cannot be unconditionally deferred until at least 12 months after the balance sheet date. If the terms of the liability, at the option of the counterparty, result in the settlement of the liability by the issuance of equity instruments, the classification is not affected.

Those that are not current assets or liabilities above are classified as noncurrent assets or liabilities.

  • (4) Basis of consolidation

Principles for the Preparation of Consolidated Statements

The consolidated financial statements include the financial statements of the Company and entities controlled by the Company (subsidiaries). The consolidated comprehensive income statements include the operating profits or losses of the acquired or disposed subsidiaries for the period from the date of acquisition or up to the date of disposal. The subsidiaries’ financial statements have been properly adjusted to make the accounting policies consistent with the accounting policies of the Consolidated Company. In preparing the consolidated financial statements, all inter-company transactions, account balances, gains and losses have been eliminated.

-22-

The total comprehensive income of the subsidiaries is attributable to shareholders of the Company and non-controlling interests, even if the non-controlling interests become a loss balance as a result.

When a change in the Consolidated Company’s ownership interest in a subsidiary does not result in a loss of control, it is treated as an equity transaction. The carrying amounts of the Consolidated Company and non-controlling interests have been adjusted to reflect the changes in their relative interests in subsidiaries. The difference between the adjustment of the non-controlling interests and the fair value of the consideration paid or received is recognized directly in equity attributable to shareholders of the Company.

When the Consolidated Company loses control over a subsidiary, the gain or loss on disposal is the difference between (1) the aggregate of the fair value of the consideration received and the fair value of the remaining investment in the subsidiary at the date of loss of control, and (2) the aggregate of the assets (including goodwill) and liabilities and non-controlling interests of the subsidiary at the carrying amount at the date of loss of control. All amounts recognized in other comprehensive income related to the subsidiary are accounted for on the same basis as if the Consolidated Company had directly disposed of the related assets or liabilities.

Subsidiaries Included in Consolidated Financial Statements

Entities covered by the consolidated financial statements are as follows:

Investor name
The Company.




Wafering Technology
Corporation


Giga Solar Materials
Corporation
Subsidiaryname
Global Acetech Co., Ltd.(Note
12)

Giga Solar Materials
Corporation (Notes 5 and 6)

Ho Mi Specialty Materials
Corporation

Wafering Technology
Corporation

Giga Solar Materials
Corporation (Notes 5 and 6)

Giga Diamond Materials
Corporation (Notes 1, 10 and
11)

Green Energy Electrode, Inc.
(Notes 1)

Giga Solar Materials
Corporation (Mauritius)

Whole Sun Green Power Co.,
Ltd.

Giga Diamond Materials
Corporation (Notes 1, 10 and
11)
Principal business
Solar Energy Related Business
Precision
chemical
materials,
industrial plastic products
Precision chemical materials
Solar Energy Related Business
Precision
chemical
materials,
industrial plastic products
Manufacturing of metal wire
products,
manufacturing
of
electronic components, trading
and other related businesses
Manufacturing and trading of
energy materials
General investment
Solar Energy Related Business
Manufacturing of metal wire
products, manufacturing of
electronic components, trading
and other related businesses
Shareholding percentage Shareholding percentage
December 31,
2021
99.99%
39.15%
92.57%
100.00%
0.66%
0.03%
48.39%
100.00%
100.00%
32.05%
December 31,
2020
99.99%
45.13%
92.57%
100.00%
1.04%
0.04%
50.39%
100.00%
100.00%
36.67%

(Continued on next page)

-23-

(Continued from previous page)

Investor name
Giga Solar Materials
Corporation


Prosperous China Inc.

Green Energy Electrode
Inc.

Green Energy Electrode,
Inc.(Samoa)
Giga Solar Materials
Corporation (Mauritius)


Whole Sun Green Power
Co., Ltd.
Wisdom Field Limited
(Samoa)
Merchant Energy PTE.,
Ltd.
Giga Diamond Materials
Corporation
Giga Diamond Materials
Corporation
(Seychelles)
Subsidiaryname
Prosperous China Inc. (Note 7)
Nantong Exojet Technology
Co., Ltd. (Note 7)

Shanghai Exojet Electronic
Materials Co., Ltd. (Note 7)

Green Energy Electrode,
Inc.(Samoa)

Yancheng Green Energy
Electrode Crop. (Note 8)

Suzhou Giga Solar Materials
Corporation

Yancheng Giga Solar Materials
Corporation

Eiwa Electric Power Co., Inc.
Wisdom Field Limited
(Samoa)

Godo Kaisha Best Solar

Godo Kaisha Chiba 1(Note 9)
Preparatory Office of Whole
Sun No.2 Co., Ltd. (Note 3)

Godo Kaisha Merchant Energy
NO.8

Merchant Energy PTE., Ltd.

Sunshine Solar Power
Generation Co., Inc.(Note 4)

Giga Diamond Materials
Corporation (Seychelles)

Hua Hsu Optotech Co., Ltd.
(Note 10)

Yancheng Giga Diamond
Materials Corporation
Principal business
General investment
Manufacturing and sales of thick
film
materials
for
passive
components
Manufacturing and sales of thick
film materials for passive
components
General investment
Lithium battery material
manufacturing, research and
development, and lithium-ion
battery technology development
and consulting services
Photovoltaic process testing and
technical services, etc.
Photovoltaic process testing and
technical services, etc.
Solar Energy Related Business
General investment
Solar Energy Related Business
Solar Energy Related Business
Solar Energy Related Business
Solar Energy Related Business
General investment
Solar Energy Related Business
General investment
Wafer surface treatment, silicon
processing, silicon materials for
solar energy, OEM business, etc.
Manufacturing and sale of wire
materials, etc.
Shareholding percentage Shareholding percentage
December 31,
2021
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
(Note 2)
(Note 2)

(Note 2)
87.65%
39.93%
100.00%
100.00%
100.00%
December 31,
2020
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
(Note 2)
(Note 2)

(Note 2)
87.65%
39.93%
100.00%
51.85%
100.00%

The significant changes in consolidated entities are described below:

  • Note 1: Although the Consolidated Company does not hold more than 50% of the voting rights in Green Energy Electrode Inc. and Giga Diamond Materials Corporation, the Consolidated Company included them in the consolidated entities after considering the absolute number, relative size and distribution of voting rights held by other shareholders and judging that the Consolidated Company has the substantial ability to direct the relevant activities of the entities.

  • Note 2: Whole Sun Green Power Co., Ltd. invested in Godo Kaisha Best Solar, Godo Kaisha Chiba 1 and Godo Kaisha Merchant Energy No.8 under the TK-GK structure of Japan; although not holding voting rights, the economic beneficial rights granted to the Consolidated Company according

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to the contracts are 95%, 100% and 100% respectively, and the Consolidated Company was given the right to be consulted in advance for major decisions. Therefore, they are included in the consolidated entities.

Note 3:

Whole Sun Green Power Co., Ltd. set up its preparatory office of Whole Sun No.2 Co., Ltd. in August 2017 and made a share capital payment of NT$$2,500 thousand, The new entity is still in the preparatory stage and has not yet completed establishment, and the share capital payment was fully returned in February 2020.

Note 4: Although the Consolidated Company does not hold more than 50% of the voting rights in Sunshine Solar Power Generation Co., Inc., but has the significant economic benefit interest and it is therefore included in the consolidated entities.

  • Note 5: On June 30, 2020, the board meeting of the subsidiary, Giga Solar Materials Corporation resolved to exchange 22.1 ordinary shares of the subsidiary, Exojet Technology Corporation for each ordinary share of Giga Solar Materials Corporation in order to integrate resources, optimize resource allocation under the sharing of management, technology, talents and resources, enhance overall operational efficiency, and focus on the development and application of new products. 2,208 thousand rights shares were issued with a par value of NT$10 per share for a capital increase of NT$22,080 thousand. The case was declared effective on November 23, 2020 and December 10, 2020 by the Financial Supervisory Commission and the Investment Committee of the Ministry of Economic Affairs respectively. The book-close date of the merger was set as December 25, 2020.

  • Note 6: The Company and its subsidiaries sold a total of 3,468,000 shares of Giga Solar Materials Corporation from January to December 2020, and the consolidated shareholding decreased from 53.21% to 46.17% because of the capital increase of Giga Solar Materials Corporation on December 25, 2020. A total of 206,000 shares of Giga Solar Materials Corporation were sold from January to December 2021. Due to the capital increase of the subsidiary on June 29, 2021, the consolidated shareholding ratio decreased from 46.17% to 39.81%. Since the remaining shareholdings are widely dispersed, it is assessed that the Company still has control over Giga Solar

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Materials Corporation, considering the absolute number, relative size and distribution of voting rights held by other shareholders.

  • Note 7: The subsidiary Giga Solar Materials Corporation acquired its reinvestment businesses Haimen Exojet Technology Corporation and Changhua Co., Ltd. and its subsidiary Shanghai Exojet Technology Corporation due to the merger of Exojet Technology Corporation on December 25, 2020. Haimen Exojet Technology Corporation completed the change registration on April 22, 2021 and was renamed Nantong Exojet Technology Co., Ltd.

  • Note 8: Green Energy Electrode Inc. invested US$3.5 million in Yancheng Green Energy Electrode Crop. with the self-owned funds of Green Energy Electrode Inc.(Samoa) as an investment enterprise in the third region approved by the Investment Committee of the Ministry of Economic Affairs in April 2021, and the investment has completed.

  • Note 9: On July 6, 2021, the board meeting of Whole Sun Green Power Co., Ltd. decided to increase the investment in Godo Kaisha Chiba 1. The investment amount was JPY80 million, and the investment has been completed.

  • Note 10: On July 29, 2021, the board meeting of Giga Diamond Materials Corporation decided that in order to strengthen the closer operation with Hua Hsu Optotec Co., Ltd. to improve synergy, it planned to issue new shares and pay cash to the shareholders of Hua Hsu Optotec Co., Ltd. for share conversion, and acquire 100% of the shares of Hua Hsu Optotec Co., Ltd. The book-close date was October 1, 2021, and the registration of changes was completed on October 25, 2021. After the share conversion, the Company’s shareholding ratio of Giga Diamond Materials Corporation decreased from 35.35% to 32.08%.

  • Note 11: In October 2021 and December 2021, the board meeting of Giga Diamond Materials Corporation resolved to reduce its capital to make up for losses and issue new shares. The book-close dates for capital reduction and capital increase were January 13, 2022 and February 23, 2022 respectively, and the Company’s shareholding ratio increased from 32.08% to 34.72% after the capital decrease and increase.

  • Note 12: Global Acetech Co., Ltd. reduced its capital by THB 32,500 thousand in cash on September 1, 2021.

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(5) Business merger

Business merger is accounted for by the acquisition method. Acquisition-related costs are recognized as expenses in the year in which the costs are incurred and the labor services are obtained.

Goodwill is measured as the aggregate of the fair value of the transfer consideration, amount of non-controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the acquiree at the acquisition date over the net amount of the identifiable assets acquired and liabilities assumed at the date acquisition date.

The non-controlling interest in the acquiree that has a current ownership interest in the acquiree and is entitled to a proportionate share of the acquiree’s net assets upon liquidation is measured as its proportionate share of the recognized amount of the acquiree’s identifiable net assets. Other non-controlling interests are measured at fair value.

When the consideration transferred by the Consolidated Company in a business merger includes assets or liabilities arising from a contingent consideration agreement, the contingent consideration is measured at fair value at the acquisition date and is paid as part of the consideration transferred in exchange for the acquiree. Changes in the fair value of the contingent consideration are adjusted retroactively to the acquisition cost with a corresponding adjustment to goodwill if the change is a measurement period adjustment. Measurement period adjustments are adjustments resulting from obtaining additional information on facts and circumstances existing at the date of acquisition during the “measurement period” (which shall not exceed one year from the date of acquisition).

The subsequent treatment of changes in the fair value of contingent consideration that are not measurement period adjustments will depend on the classification of the contingent consideration. Contingent consideration is measured at fair value on subsequent balance sheet dates, with changes in fair value recognized in profit or loss.

If the measurement of the identifiable assets acquired and liabilities assumed as a result of a business merger is not yet complete, a provisional amount is recognized at the balance sheet date, and retroactive adjustments or additional assets or liabilities are recognized in the measurement period to reflect new information obtained about facts and circumstances existing at the date of acquisition.

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(6) Foreign currency

When each entity prepares its financial report, transactions in currencies other than the entity’s functional currency (foreign currency) shall be converted into functional currency records according to the exchange rate on the transaction date.

Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange differences arising from the settlement of monetary items or translating monetary items are recognized in profit or loss in the period in which they occur.

The foreign non-currency items measured at fair value are translated in accordance with the exchange rate on the fair value determination date and the exchange difference is booked as profit or loss in the period. However, for the changes in fair value recognized in other comprehensive income, the exchange difference is recorded in other comprehensive income.

The foreign non-currency items measured at historical cost are translated in accordance with the exchange rate on the transaction date without the need for a retranslation.

Upon preparation of the consolidated financial reports, the assets and liabilities of overseas operating institutions (including the subsidiaries or affiliates 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. Income and expense items are translated at the average exchange rate for the period and the exchange differences are booked in other comprehensive income and attributed to shareholders’ equity and non-controlling interests of the Company, respectively.

(7) Inventories

Inventory includes raw materials, supplies, finished goods and work-in-process. Inventory is valued in accordance with the lower of cost or net realizable value. When comparing cost and net realizable value, except for the homogeneous inventories, it is based on the itemized lower of cost or net realizable value. Net realizable value refers to the estimated sale price under normal circumstances net of the estimated cost needed to completion and the estimated expenses needed to consummate the sale. The cost of inventory is calculated using the weighted average method.

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  • (8) Investments in affiliates and joint ventures

The term “affiliate” as set forth herein denotes an enterprise which has significant effect upon the Consolidated Company but is not a subsidiary or a joint venture. A joint venture is a joint agreement between the Consolidated Company and another company with joint control and rights to the net assets.

The Consolidated Company adopts the equity method for investment in affiliates. Under the equity method, investments in affiliates and joint ventures are originally recognized at cost; the book value after the acquisition date fluctuates along with the distribution of profit or loss from the affiliates and joint ventures and other comprehensive income by the Consolidated Company. In addition, changes in equity in affiliated companies and joint ventures are recognized on a proportional basis to shareholdings.

The excess of the acquisition cost over the Consolidated Company’s share of the net fair value of the identifiable assets and liabilities of the affiliates and joint ventures at the acquisition date is recorded as goodwill, which is included in the carrying amount of the investment and is not amortized; the excess of the Consolidated Company’s share of the net fair value of the identifiable assets and liabilities of the affiliates and joint ventures at the acquisition date over the acquisition cost is recorded as gain or loss for the period.

If the Consolidated Company does not subscribe for new shares of an affiliate or joint venture in proportion to its shareholding, resulting in a change in the Consolidated Company’s shareholding and an increase or decrease in the net equity of the investment, the increase or decrease is adjusted to capital surplus – change in net worth in affiliates and joint ventures accounted for using the equity method and investments accounted for using the equity method. However, if the ownership interest in an affiliate or joint venture is reduced as a result of subscription or acquisition without proportionate shareholding, the amount recognized in other comprehensive income related to the affiliate or joint venture is reclassified in proportion to the reduction on the same basis as that required for the direct disposal of the related assets or liabilities of the affiliate or joint venture; if the former adjustment is charged to capital surplus and the balance of capital surplus from investments accounted for using the equity method is insufficient, the difference is charged to retained earnings.

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When the Consolidated Company’s share of losses in an affiliate or joint venture equals or exceeds its equity interest in the affiliate (including the carrying amount of the affiliate or joint venture under the equity method and other long-term equity interests that are in substance a component of the Consolidated Company’s net investment in the affiliate), the Consolidated Company shall cease to recognize further losses. The Consolidated Company recognizes additional losses and liabilities only to the extent that legal obligations, constructive obligations or payments on behalf of affiliates have been incurred.

The Consolidated Company assesses impairment by comparing the recoverable amount to the carrying amount of an investment as a whole (including goodwill) as a single asset. The impairment loss recognized is not allocated to any asset, including goodwill that forms part of the carrying amount of the investment. Any reversal of impairment loss can be recognized to the extent that the recoverable amount of the investment subsequently increases.

The Consolidated Company ceases to adopt the equity method from the date its investment ceases to be an affiliate or joint venture, and its retained equity interest in the affiliate or joint venture is measured at fair value. The difference between the fair value and the disposal price and the carrying amount of the investment on the date of cessation of the equity method is recognized in profit or loss for the period. In addition, all amounts recognized in other comprehensive income related to the affiliate and joint venture are accounted for on the same basis as if the Consolidated Company had directly disposed of the related assets or liabilities and joint ventures. If an investment in affiliates and joint ventures becomes a joint venture or an investment in joint venture becomes an investment in affiliates and joint ventures, the Consolidated Company continues to use the equity method without remeasuring the retained equity interest.

Gains or losses from upstream, downstream and side-stream transactions with affiliates and joint ventures are recognized in the consolidated financial statements only to the extent that they are not related to the Consolidated Company’s equity interest in the affiliates and joint ventures

  • (9) Property, plant and equipment

Property, plant, and equipment shall be recognized based on cost. Subsequent costing shall be measured on the cost net of accumulated depreciations and accumulated impairments.

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Except for owned land, which is not depreciated, other property, plant and equipment are depreciated separately over their useful lives on a straight-line basis for each significant component. The Consolidated Company reviews the estimated useful lives, residual values and depreciation methods at least at the end of each year and defers the effect of changes in applicable accounting estimates.

When property, plant and equipment is derecognized, the difference between the net disposal price and the carrying amount of the asset is recognized in profit or loss. (10) Investment property Investment property refers to real estate held for the purpose of earning rent or capital appreciation or both. Investment property also includes land held for future use that is currently undetermined.

Self-owned investment property is initially measured at cost (including transaction costs) and subsequently measured at cost less accumulated depreciation and accumulated impairment losses.

Investment property is depreciated on a straight-line basis.

When investment property is derecognized, the difference between the net disposal price and the carrying amount of the asset is recognized in profit or loss.

  • (11) Goodwill Goodwill acquired through a business merger is measured at cost based on the amount of goodwill recognized on the acquisition date and subsequently measured at cost less accumulated impairment.

For purposes of impairment tests, goodwill is allocated to each cash-generating unit or group of cash-generating units from which the Consolidated Company expects to benefit as a result of the merger.

The cash-generating units to which goodwill is allocated are tested annually (and whenever there is an indication that the units may be impaired) for impairment by comparing the carrying amount of the units that contain goodwill with their recoverable amounts. If goodwill allocated to a cash-generating unit arises from a business merger during the year, the unit should be tested for impairment before the end of the year. If the recoverable amount of a cash-generating unit to which goodwill is allocated is less than its carrying amount, the impairment loss is calculated by first reducing the carrying amount of the allocated goodwill of the cash-generating unit and then reducing the carrying amount of each asset in proportion to the carrying amount of the other assets in the unit. Any impairment loss

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is recognized directly as loss for the period. Impairment losses attributable to goodwill must not be reversed in subsequent periods.

Upon disposal of an operation within a cash-generating unit to which goodwill is allocated, the amount of goodwill associated with the disposed operation is included in the carrying amount of the operation to determine the disposal gain or loss.

  • (12) Intangible assets

  • Acquired separately

    • Intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment. Intangible assets are amortized on a straight-line basis over their useful lives. The Consolidated Company reviews the estimated useful lives, residual values and amortization methods at least at the end of each year and defers the effect of changes in applicable accounting estimates. Intangible assets with indefinite useful lives are stated at cost less accumulated impairment.
  • Acquired through business merger Intangible assets acquired through business merger are recognized at fair value at the acquisition date and separately from goodwill, and are subsequently measured in the same manner as intangible assets acquired separately.

  • Derecognition

When intangible assets are derecognized, the difference between the net disposal price and the carrying amount of the assets is recognized in profit or loss for the period.

  • (13) Impairment of property, plant and equipment, right-of-use assets, investment property and intangible assets

  • The Consolidated Company assesses on each balance sheet date whether there is any indication that the property, plant and equipment, right-of-use assets, investment property and intangible assets (other than goodwill) may have been impaired. If there is any indication of impairment, the recoverable amount of the asset should be estimated. If the recoverable amount of an individual asset cannot be estimated, the Consolidated Company is to estimate the recoverable amount of the respective cash-generating unit. Shared assets are allocated to individual cash-generating units on a reasonably consistent basis.

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Intangible assets with indefinite useful lives and not yet available for use are tested for impairment at least annually and whenever there is an indication of impairment. The recoverable amount is the higher of the fair value less costs to sell and its value in use. When the recoverable amount of an individual asset or a cash-generating unit is less than its carrying amount, the carrying amount of the asset or cash-generating unit should be reduced to its recoverable amount. The impairment loss is recognized in profit or loss.

When the impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the adjusted recoverable amount, provided that the increased carrying amount does not exceed the carrying amount (net of amortization or depreciation) that would have become if the impairment loss had not been recognized in prior years for that asset or cash-generating unit. Reversal of impairment loss is recognized in profit or loss.

  • (14) Non-current assets held for sale

The carrying amount of the disposal group is classified as held for sale when it is expected to be recovered primarily through sale transactions rather than through continued use. Disposal groups that meet this classification must be available for immediate sale in their current state and their sale must be highly probable. A sale is considered highly probable when the appropriate level of management is committed to a plan to sell the asset and the sale transaction is expected to close within one year from the date of classification.

If control over a subsidiary is lost upon disposal, all assets and liabilities of the subsidiary are classified as held for sale, regardless of whether a non-controlling interest in the subsidiary is retained after the disposal.

Disposal groups classified as held for sale are measured at the lower of carrying amount or fair value less costs to sell, and depreciation on such assets is discontinued.

  • (15) Financial instruments

  • When the Consolidated Company has become a party to the instrument contract, the financial assets and financial liabilities are to be recognized in the consolidated balance sheet.

For the initial recognition of the financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, it is measured at fair value plus transaction cost that is directly attributable to

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the acquisition or issuance of financial assets or financial liabilities. The transaction cost directly attributable to the acquisition or issuance of financial assets or financial liabilities that are measured at fair value through profit or loss is immediately recognized in profit or loss.

  1. Financial assets

The regular transaction of financial assets is recognized and derecognized in accordance with the trade date accounting.

  • (1) Type of measurement

The types of financial assets held by the Consolidated Company are financial assets at fair value through profit or loss, financial assets at amortized cost, and investments in equity instruments at fair value through other comprehensive income.

  • A. Financial assets at fair value through profit or loss

  • Financial assets at fair value through profit or loss are financial assets mandatorily measured at fair value through profit or loss. Financial assets mandatorily measured at fair value through profit or loss include investments in equity instruments investments not designated by the Consolidated Company as being measured at fair value through other comprehensive income, and investments in debt instruments not qualified for classification as being measured at amortized cost or at fair value through other comprehensive income.

  • Financial assets at fair value through profit or loss are measured at fair value, while dividends, interests and gains or losses arising from remeasurement are recognized in other gains and losses. Please refer to Note 35 for the determination of fair value.

  • B. Financial assets at amortized cost

The Consolidated Company’s financial assets, if meeting both of the following conditions, are classified as financial assets at amortized cost:

  • a. Financial assets held under a particular mode of operation and the purpose of holding is for the collection of contractual cash flows; and

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  • b. The terms of the contracts give rise to cash flows at specified dates that are solely for the payment of principal and interest on the outstanding principal amount.

Financial assets (including cash and cash equivalents, accounts receivable measured at amortized cost), after initial recognition, are measured at their total carrying amount determined using the effective interest method, less amortized cost of any impairment loss, with any foreign currency exchange gain or loss recognized in profit or loss.

Interest income is calculated by multiplying the effective interest rate by the total carrying amount of the financial assets, except for the following two cases.

  • a. Interest income on financial assets that are credit-impaired upon acquisition or creation is calculated using the credit-adjusted effective interest rate multiplied by the amortized cost of the financial assets.

  • b. Interest income on financial assets that are not credit-impaired upon acquisition or creation but become credit-impaired subsequently is calculated using the effective interest rate multiplied by the amortized cost of the financial assets from the next reporting period after the impairment.

Credit-impaired financial assets are those for which the issuer or the debtor has experienced significant financial difficulties, defaulted, or where it is probable that the debtor will declare bankruptcy or other financial reorganization, or where an active market for the financial assets has disappeared due to financial difficulties.

Cash equivalents include time deposits that are highly liquid, readily convertible into fixed amount of cash with minimal risk of changes in value within twelve months from the acquisition date and are used to meet short-term cash commitments.

  • C. Investment in equity instruments at fair value through other comprehensive income

The Consolidated Company may make an irrevocable choice at the time of initial recognition for designating the investment of equity instruments not available-for-sale and not recognized by the acquirer

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under corporate merger and acquisition or with consideration at fair value through other comprehensive income for measurement.

Investment in equity instruments at fair value through other comprehensive income is measured at fair value. Subsequent changes in fair value will be recognized as other comprehensive income and accumulated into other equity. In the disposition of assets, accumulated gains or loss shall be directly transferred to retained earnings without classification as profit or loss.

The dividend of the investment of equity instruments at fair value through other comprehensive income shall be recognized as income when the right of the Consolidated Company in the collection of dividends is ascertained, unless the dividend is obviously representing the recovery of the cost of investment in part.

  • (2) Impairment of financial assets and contract assets

The Consolidated Company at each balance sheet date assesses the impairment loss of financial assets (including accounts receivable) at amortized cost and contract assets according to the expected credit loss.

An allowance is recognized for losses on accounts receivable and contract assets based on expected credit losses over the life. Other financial assets are first evaluated to determine whether there is a significant increase in credit risk since initial recognition. If there is no significant increase, an allowance for loss is recognized based on the expected credit loss over 12 months, and if there is a significant increase, an allowance for loss is recognized based on the expected credit loss over the duration.

Expected credit loss is a weighted average credit loss based on the risk of default. Expected credit loss in a 12-month period represents the expected credit loss arising from possible defaults of the financial instruments within 12 months after the reporting date, and the ongoing expected credit loss represents the expected credit loss arising from all possible defaults of the financial instruments during the expected life of the financial instruments.

For internal credit risk management purposes, the Consolidated Company, without considering the collateral, determines the following

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circumstances indicating that a default has occurred on the financial instrument:

  • A. There is internal or external information showing that the debtor has been unable to pay off the debt.

  • B. Payments are overdue for more than 90 days, unless there is reasonable and supporting information showing that the delayed default benchmark is more appropriate.

The carrying amount of all financial assets is reduced through an allowance account

  • (3) The derecognition of financial assets

The Consolidated Company has financial assets derecognized only when the contractual rights from the cash flows of a financial asset become invalid or when the financial assets are transferred, and almost all the risks and rewards of the asset ownership have been transferred to other enterprises.

When a particular entry of financial assets measured at amortized cost is removed, the difference between its book value and consideration shall be recognized as income. When particular equity instruments measured at fair value through comprehensive income are entirely derecognized, the accumulated gains of loss shall be directly transferred to retained earnings without being classified as profit or loss.

  1. Equity instruments

The debt and equity instruments issued by the Consolidated Company are classified as financial liabilities or equity pursuant to the contractual agreements and the definition of financial liabilities and equity instruments. Equity instruments issued by the Consolidated Company are recognized for an amount after deducting the direct issuing cost from the proceeds collected.

The retrieval of the Company’s own equity instruments is recognized and deducted under equity. The Company’s equity purchased, sold, issued, or cancelled is not recognized in the profit or loss.

  1. Financial liabilities

  2. (1) Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method.

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  • (2) Derecognition of financial liabilities

When derecognizing financial liabilities, the difference between the carrying amount and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized as profit or loss.

  1. Convertible corporate bonds

The compound financial instruments (convertible corporate bonds) issued by the Consolidated Company are classified as financial liabilities and equity respectively in the original recognition according to the substance of the contractual agreement and the definition of financial liabilities and equity instruments.

In the original recognition, the fair value of the liability is estimated according to the prevailing market interest rate of a similar non-convertible instrument; also, it is measured at the amortized cost that is calculated according to the effective interest method before the conversion or maturity date. The liability of an embedded non-equity derivative is measured at fair value.

The conversion right classified as equity is equal to the remaining amount of the fair value of the compound instrument as a whole less the fair value of the separately determined liability component, which is recognized in equity net of the income tax effect and is not subsequently measured. When the conversion right is exercised, its related liability component and the amount in equity will be transferred to share capital and capital surplus – issue premium. If the conversion right of convertible corporate bonds has not been exercised on the maturity date, the amount recognized in equity will be transferred to capital surplus – issue premium.

Transaction costs related to the issuance of convertible bonds are allocated to the liability (included in the carrying amount of the liability) and the equity component (included in equity) of the instrument in proportion to the total allocation price.

The components of conversion rights contained in convertible bonds issued by the Consolidated Company are classified as derivative financial liabilities if the conversion rights are not settled by exchanging a fixed amount of cash or other financial assets for a fixed number of the Consolidated Company’s own equity instruments.

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On initial recognition, the derivative portion of convertible bonds is measured at fair value, and the original carrying amount of the non-derivative portion of financial liabilities is the balance after separation of embedded derivatives. In subsequent periods, non-derivative financial liabilities are measured at amortized cost using the effective interest method and derivative financial liabilities are measured at fair value with changes in fair value recognized in profit or loss. Transaction costs related to the issuance of convertible bonds are allocated to the non-derivative financial liability portion of the instrument (included in the carrying amount of the liability) and the derivative financial liability portion (included in profit or loss) in proportion to their relative fair values.

  • (16) Hedging instruments

The Consolidated Company uses precious metal borrowing contracts for fair value hedge.

Changes in the fair value of hedging instruments designated and qualifying as fair value hedge and changes in the fair value of the hedged item attributable to the risk being hedged are recognized immediately in profit or loss and are recognized in the consolidated comprehensive income statement under the line item relating to the hedged item.

  • The Consolidated Company defers the cessation of hedge accounting only when the hedging relationship no longer meets the requirements for hedge accounting, including when the hedging instrument has expired, been sold, unbundled by contract or exercised.

  • (17) Provision for liabilities

  • The amount recognized as provision for liabilities is the best estimate of the amount required to settle the obligation at the balance sheet date, taking into account the risk and uncertainty of the obligation. The provision for liabilities is measured as the present value of the discounted estimated cash flows to settle the obligation.

  • (18) Recognition of revenues

  • The Consolidated Company, after identifying the performance obligations, had the transaction price amortized to each performance obligation and recognized as income when the performance obligations were fulfilled.

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  1. Merchandise sales revenues

The Consolidated Company recognizes revenue when the promised product is delivered to the customer and the customer obtains control (i.e. the customer’s ability to direct the use of the product and obtain substantially all of the residual benefits of the product), based on the price stated in the contract. The credit period for goods sold by the Consolidated Company is 30 to 180 days. For most contracts, the accounts receivable are recognized when the control of the goods is transferred and there is the right to unconditionally receive the consideration. Such accounts receivable are usually short term and have no significant financial components.

  1. Revenues from power plant design and construction projects For real estate construction contracts in which the real estate is under the control of the customer during the construction process, the Company recognizes revenue gradually over time. Since the cost of construction is directly related to the degree of completion of contractual obligations, the Company measures the progress of completion based on the proportion of the actual cost invested to the expected total cost. The Company recognizes contract assets over time during the construction process and reclassifies them as accounts receivable upon billing. If the amount received exceeds the amount of revenue recognized, the difference is recognized as a contract liability. The retention money withheld by the customer under the terms of the contract are intended to ensure the Company’s completion of all contractual obligations and are recognized as contract assets until the Company’s performance of the contract is completed.

If the outcome of the performance obligation cannot be measured reliably, revenue is recognized only to the extent that the costs incurred to satisfy the performance obligation are expected to be recovered.

  • (19) Lease

The Consolidated Company assesses whether the contract is (or includes) a lease on the effective contract date.

  1. The Consolidated Company is the lessor

  2. A lease is classified as a capital lease when the terms of the lease transfer substantially all the risks and rewards incidental to the ownership of the asset to the lessee. All other leases are classified as operating leases.

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Under operating leases, lease payments, net of lease incentives, are recognized as income on a straight-line basis over the relevant lease period.

  1. The Consolidated Company is the lessee

Right-of-use assets and lease liabilities are recognized at the lease inception date, except for leases of low-value underlying assets to which the recognition exemption applies and short-term leases for which lease payments are recognized as expenses on a straight-line basis over the lease period.

Right-of-use assets are initially measured at cost (the original measured amount of the lease liability) and subsequently at cost less accumulated depreciation and accumulated impairment loss, adjusted for the remeasurement of the lease liability. The right-of-use assets are expressed separately in the consolidated balance sheet.

The right-of-use assets are depreciated on a straight-line basis over the period starting from the lease inception date to the end of their useful lives or the expiration of the lease period, whichever is sooner.

The lease liability was originally measured at the present value of the lease payments (both fixed and substantively constant). If the implicit interest rate of the lease is readily determinable, the lease payments are discounted using that rate. If that rate is not readily determinable, the lessee’s incremental borrowing rate is used.

Subsequently, the lease liability is measured on an amortized cost basis using the effective interest method, and the interest expense is apportioned over the lease term. If a change in the index used to determine lease payments during the lease term results in a change in future lease payments, the Consolidated Company remeasures the lease liability and adjusts the right-of-use asset accordingly. However, if the carrying amount of the right-of-use asset is reduced to zero, the remaining remeasurement amount is recognized in profit or loss. The lease liabilities are expressed separately in the consolidated balance sheet.

Rentals under leases that do not depend on changes in indices or rates are recognized as expense in the period in which they are incurred.

-41-

  • (20) Government subsidies

Government subsidies are recognized when there is reasonable assurance that the enterprise will comply with the conditions attached to the government subsidy and that the subsidy will be received.

Government subsidies related to income are recognized in other income on a systematic basis over the period in which the related costs for which they are intended to compensate are recognized as expenses by the Company.

Government subsidies are recognized in profit or loss in the period in which they become collectible if they are intended to compensate for expenses or losses already incurred or to provide immediate financial support to the Company and have no future related costs.

  • (21) Share-based payment agreement

  • Transfer of treasury shares by subsidiaries to their employees When a subsidiary transfers to its employees the treasury shares bought back, the shares are measured at the fair value of equity instruments on the grant day, and the capital reserve – treasury shares trading is adjusted accordingly. If the vesting is made immediately on the grant date, the full cost is recognized on the grant date. When a subsidiary handles employee subscription to treasury shares, the date on which the number of shares transferred to the employee is confirmed shall be the grant date.

  • Employee stock options and shares with restricted employee rights granted to employees

    • Employee stock options are recognized as expense on a straight-line basis over the vesting period based on the fair value of the equity instruments at the grant date and the best estimate of the number expected to be vested, with an adjustment to capital surplus – employee stock options at the same time. If the vesting is made immediately on the grant date, the full cost is recognized on the grant date. The Company reserves shares for employee subscription at the time of cash capital increase and recognizes the date as the grant date when the number of shares to be subscribed by employees is confirmed.

    • The Consolidated Company shall revise the estimated number of employee stock options expected to be vested on each balance sheet date. If the original estimated quantity is revised, the affected amount is recognized as profit or

-42-

loss, so that the accumulated expenses reflect the revised estimate, and the capital reserve – employee stock option is adjusted accordingly.

When the Consolidated Company restricted employee rights shares, the other rights and interests (remuneration not earned by employees) are recognized on the date of grant, and the capital reserve – restricted employee rights shares is adjusted at the same time. If it is a paid issue and it is agreed that the amount of consideration must be returned when the employee leaves the company, the relevant payables shall be recognized. When an employee leaves the company within the vested period, he/she does not need to return the dividends received. The dividends shall be recognized as expenses when declaring the distribution of dividends, and the capital reserve – restricted employee rights shares shall be adjusted at the same time.

  1. Employee stock options granted to the employees of subsidiaries Employee stock options granted to employees of subsidiaries for settlement with the Company’s equity instruments are considered as capital contributions to the subsidiaries and are measured at the fair value of the equity instruments at the date of grant and recognized as an increase in the carrying amount of the investment in the subsidiary during the vesting period, with a corresponding adjustment to capital surplus – employee stock options. If the vesting is made immediately on the grant date, the full cost is recognized on the grant date.

(22) Employee benefits

  1. Short-term employee benefits Liabilities relating to short-term employee benefits are measured by the non-discounted amount of the expected payment in exchange for employee services.

  2. Post-employment benefits

  3. Under defined contribution pension plan, the pension amount appropriated during the service years of the employees is recognized as an expense.

  4. The defined benefit cost (including service cost, net interest and remeasurement) of defined benefit pension plan is actuarially determined using the projected unit credit method. Service cost (including current service cost) and net interest on net defined benefit liabilities (assets) are recognized as employee benefit expense as incurred. Remeasurements (including actuarial gains and losses and return on plan assets, net of interest) are recognized in

-43-

other comprehensive income and included in retained earnings as incurred and are not reclassified to profit or loss in subsequent periods.

The net defined benefit liability (asset) represents the deficit (remaining) of the defined benefit pension plan appropriation. The net defined benefit asset may not exceed the present value of refunds of appropriations from the plan or reductions in future appropriations.

  • (23) Income tax

Income tax expense is the sum of the current income tax and deferred income tax.

  1. Current income tax

  2. The Consolidated Company determines income (loss) for the period in accordance with the regulations enacted by the income tax reporting jurisdictions and calculates income tax payable (recoverable) accordingly. Additional Income tax on unappropriated earnings calculated in accordance with the ROC Income Tax Act is recognized in the year in which resolutions are made at the shareholders’ meeting.

The adjustment to prior years’ income tax payable is booked as current period’s income tax.

  1. Deferred tax

  2. Deferred tax is calculated on temporary differences between the carrying amounts of assets and liabilities and the tax bases used to compute taxable income.

Deferred tax liabilities are generally recognized for all taxable temporary differences, while deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which income tax credits can be utilized, such as deductions for temporary differences, loss carryforwards and investment tax credits.

  • Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, affiliates, except where the Consolidated Company can control the timing of the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets are recognized for deductible temporary differences associated with such investments only to the extent that it is probable that sufficient taxable income will be available to allow the

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temporary differences to be realized and to the extent that a reversal is expected in the foreseeable future.

The carrying amount of deferred tax assets is reviewed on each balance sheet date and reduced to the extent that it is no longer probable that sufficient tax assets will be available to allow recovery of all or part of the asset. part of the asset should be adjusted down. Deferred tax assets that are not recognized as such initially are reviewed on each balance sheet date and the carrying amount is increased to the extent that it is probable that future taxable income will be available to recover all or part of the assets.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the liability is settled or the asset is realized, which are based on tax rates and tax laws that have been legislated or substantively legislated on the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequence resulting from the book value of the assets or liabilities expected to be recovered or liquidated on the balance sheet date.

  1. Current and deferred tax

Current and deferred income taxes are recognized in the profit or loss, except for the current and deferred income taxes related to the items recognized in other comprehensive income or directly included in the equity are recognized in other comprehensive income or directly included in the equity.

  1. Significant Accounting Judgments and Estimations, and Main Sources of Assumption Uncertainties

When adopting accounting policies, the Consolidated Company’s management is required to make judgments, estimates and assumptions that are based on historical experience and other factors that are not readily apparent from other sources Actual results may differ from estimates.

The Consolidated Company takes the recent development of COVID-19 in Taiwan and its possible impact on the economic environment into the consideration of major accounting estimates such as cash flow estimation, growth rate, discount rate and profitability. The management will continue to review the estimates and basic assumptions. If a revision of an estimate affects only the current period, it is recognized in the period in which it is revised. If a revision of an accounting estimate affects both

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the current and future periods, it is recognized in the period in which it is revised and in the future periods.

Significant Accounting Judgments

No

Estimations, and Main Sources of Assumption Uncertainties

  • (1) Impairment of inventories

  • The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs to complete the production and the estimated costs to complete the sale, which are based on current market conditions and historical sales experience of similar products. Changes in market conditions may materially affect the results of these estimates.

  • (2) Impairment of Investments in affiliates

  • When there is an indication that an investment in an affiliate may be impaired and the carrying amount may not be recoverable, the Consolidated Company assesses the impairment of the investment immediately. The Consolidated Company’s management assesses impairment based on future cash flow projections of the affiliates, including assumptions on sales growth and capacity utilization as estimated by the affiliates’ internal management. The Consolidated Company also considers the relevant market and industry conditions to determine the reasonableness of its relevant assumptions.

  • (3) Estimate of goodwill impairment

  • In determining whether goodwill is impaired, the value in use of the cash-generating unit to which goodwill is allocated is estimated. For value-in-use calculations, management should estimate the future cash flows expected to be generated from the cash-generating units and determine the appropriate discount rate to be used in the present value calculation. If actual cash flows are less than expected, a significant impairment loss may occur.

6. Cash and Cash Equivalents

Cash and Cash Equivalents
Cash on hand and petty cash
Checking and demand deposit
accounts
Time deposits
Cash in transit
December 31,2021
$ 1,456
3,004,970
20,716

-
$ 3,027,142
December 31,2020






$ 1,861
2,666,222
25,400
81
$ 2,693,564

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7. Financial Instruments at Fair Value Through Profit or Loss

Financial assets
Mandatorily measured at fair
value through profit or loss
Non-derivative financial assets
- Stocks
- Funds
Current
Non-current
December 31,2021
$ 11,997
26,284
$ 38,281
$ -
38,281
$ 38,281
December 31,2020 December 31,2020










$ 65,185
85,817
$ 151,002
$ 56,706
94,296
$ 151,002

The Company’s financial assets at fair value through profit or loss are not provided as guarantee.

8.

Financial Assets Measured at Fair Value Through Other Comprehensive Income

Investment in equity instruments –
non-current
Listed (emerging) company
stocks
Long Time Tech. Co., Ltd.
Unlisted (emerging) company
stocks
Big Sun Energy
Technology Inc.
Prorit Corporation
New Land Packing
Corporation
Phoenix Battery
Corporation
Adjustments to the valuation of
financial assets at fair value
through other comprehensive
income
December 31,2021
$ 256,160
25,625
13,798
59,726
5,000
152,999
$ 513,308
December 31,2020 December 31,2020









(
$ 309,824
25,625
13,798
59,726
-
66,488)
$ 342,485

The Consolidated Company invests in the ordinary shares of the Company listed above for medium- to long-term strategic purposes and expects to earn a profit from the long-term investment. The Consolidated Company’s management believes that it would be inconsistent with the aforementioned long-term investment plan to include short-term fair value fluctuations of these investments in profit or loss, and has therefore

-47-

elected to designate these investments as measured at fair value through other comprehensive income.

On August 10, 2020, the Consolidated Company participated in the rights shares of New Land Packing Corporation for NT$3,816 thousand, and acquired 382 thousand shares.

In December 2021, the Consolidated Company participated in the rights shares of Phoenix Battery Corporation for NT$5,000 thousand, and acquired 500 thousand shares. The Consolidated Company’s financial assets at fair value through other comprehensive income are not provided as guarantee.

Due to its investment strategy, the Consolidated Company sold and derecognized certain investments in equity instruments at fair value through other comprehensive income. The Information related to the derecognition in 2021 and 2020 is as follows.

Fair value at the date of
derecognition.
Accumulated gain (loss) on
disposal of retained earnings
transferred from other equity
2021
$ 89,149
14,268
2020
$ 12,177
( 21,235 )

9. Notes Receivable, Accounts Receivable and Other Receivables

Notes Receivables
Measured at amortized cost
Total carrying amount –
incurred as a result of
operations
Less: allowance for loss
Accounts Receivables
Measured at amortized cost
Total book value
Less: allowance for loss
Accounts receivable – related
party
Less: allowance for loss
December 31,2021
$ 276,999

-
$ 276,999
$ 1,350,897
(
223,434)
1,127,463
135,703

-

135,703
$ 1,263,166
December 31,2020 December 31,2020




(







(



$ 730,928
-
$ 730,928
$ 2,003,545

232,017)
1,771,528
95,894
-
95,894
$ 1,867,422

(Continued on next page)

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(Continued from previous page)

Other Receivables
Tax refund receivable
Other receivables – other
Less: allowance for loss
Other receivables – related party
December 31,2021
$ 20,829
22,795
(
17,949)
25,675

1,879
$ 27,554
December 31,2020 December 31,2020

(


(

$ 24,503
39,045

17,950)
45,598
2,155
$ 47,753
  • (1) Notes receivables

The Consolidated Company entered into a contract with a financial institution for the discounting of certain notes receivable with recourse. Although the Consolidated Company transferred the contractual rights of cash flow of these notes receivable, the Consolidated Company still had to bear the credit risk of uncollectability of these notes receivable according to the contract, and did not meet the conditions of financial assets derecognition. Information related to the transaction is as follows.

Transaction counterparty
Industrial Bank

Agricultural Bank of China
December 31,2021 December 31,2021
Amount
Transferred
$ 3,041

1,228

$ 4,269
Amount
advanced(Note)
$ 3,041

1,228
$ 4,269
Interest range




2.45%~2.70%
3.06%

Note: Please refer to Notes 18 and 37 for information on short-term borrowings and short-term loans and related guarantees.

  • (2) Accounts receivables

The Consolidated Company’s notes and accounts receivable are not provided as guarantee.

The average credit period of the Consolidated Company’s product sales ranges from 30 to 180 days.

Each unit of the Consolidated Company manages credit risk in accordance with its policies, procedures and controls over credit risk. The credit risk of all counterparties is evaluated by taking into account the financial condition of the counterparties, the ratings of credit rating agencies, historical transaction experience, the current economic environment and the Consolidated Company’s internal rating standards. The Consolidated Company also uses certain credit enhancement tools (such as

-49-

advance receipts) at appropriate times to reduce the credit risk of specific counterparties.

The Finance Department manages the credit risk of bank deposits, fixed-income securities and other financial instruments in accordance with the Consolidated Company’s policies. Since the Consolidated Corporation’s counterparties are determined by internal control procedures and are creditworthy banks and investment-grade financial institutions, corporate organizations and government agencies, there is no significant credit risk.

The Consolidated Company recognizes an allowance for losses on accounts receivable based on expected credit losses over the life of the receivables. Expected credit losses for the duration are calculated using a reserve matrix, which takes into account the customer’s past default history and current financial condition, the economic situation of the industry, as well as industry outlook. Accounts receivable are classified into groups by considering the credit rating of counterparties, regions and industries, and a reserve matrix is used to measure the allowance for loss.

If there is evidence that the counterparty is in serious financial difficulty and the Consolidated Company cannot reasonably expect to recover the amount, the Consolidated Company shall directly write off the related accounts receivable but shall engage in recourse activities and recognize the amount recovered in profit or loss as a result of the recourse. The Consolidated Company measured the allowance for losses on notes and accounts receivable based on the reserve matrix as follows. December 31, 2021

  1. Group 1
Group 1
Expected credit
impairment loss
Total book value
Allowance for loss
(expected credit loss
during the life)
Amortized cost
Group 2
Expected credit
impairment loss
Total book value

Allowance for loss
(expected credit loss
during the life)

Amortized cost



Notpast due
-
$203,010


-

$203,010

Notpast due
0–30 days
past due
31–120 days
past due
121–270
days past
due
Over 270
days past
due
-
-
-
100%
$ -
$ 2,109
$ -
$ 25,143
-

-

-
(25,143)
$ -
$ 2,109
$ -
$ -
0–60 days past
due
61–120 days
past due
Over 120 days
past due
0~35%
0~3%
3~100%
$ 137,452
$ 47,188
$ 220,497

(
4,513)
(
1,058)
(
185,326)
(
$ 132,939
$ 46,130
$ 35,171
Over 270
days past
due

(
Total






$230,262
25,143)
$ 205,119
Total

(
0~9%
$ 1,128,200

7,394)
$ 1,120,806

(

(
$ 1,533,337

198,291)
$ 1,335,046
  1. Group 2

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December 31, 2020

1. Group 1

Group 1

Expected credit
impairment loss
Total book value

Allowance for loss
(expected credit loss
during the life)

Amortized cost
Notpast due
-
$129,559

(
284)

$129,275

Past due
0–30 days
Past due
31–120 days
0~7%
$ 2,890

(
196)

$ 2,694
Past due
121–270
days

(
Past due
Over 270
days

(
Total

(


-
$ -
-
$ -

(

(
0~22%
$ 2,362

362)
$ 2,000
0~100%
$ 28,826
28,801)
$ 25
$163,637
29,643)
$133,994

2. Group 2

Group 2
Expected credit
impairment loss
Total book value

Allowance for loss
(expected credit loss
during the life)

Amortized cost
Notpast due
0~1%
$ 2,444,664


10,762)

$ 2,433,902
Past due
0–60 days
0~1%
$ 12,854


25)

$ 12,829
Past due
61–120 days
-
$ 14,321

-

$ 14,321
Past due over
120 days
84~100%
$ 194,891


191,587)
$ 3,304
Total

(

(



(

(
$ 2,666,730

202,374)
$ 2,464,356

Information on changes in allowance for losses on notes and accounts receivable is as follows:

Balance at the beginning of the
year
Add: Provision (reversal) of
impairment loss for the year
Less: Actual write off for the
year
Foreign currency translation
differences
Balance at the end of the year
2021
$ 232,017
(
5,222 )
-
(
3,361)
$ 223,434
2020
$ 206,305
26,563
(
58 )
(
793)
$ 232,017

The changes in the allowance for loss as of December 31, 2021 and 2020 were due to the combined effect of changes in notes and accounts receivable and the net increase in total carrying amount for different aging risk groups.

10. Inventories

Inventories
Raw materials (Note)
Work in process
Finished goods
Merchandise Inventory
December 31,2021
$ 960,686
180,694
188,075

2,307
$ 1,331,762
December 31,2020




$ 1,419,097
222,628
261,791
1,026
$ 1,904,542

Note: As of December 31, 2021 and 2020, the valuation gains (losses) of the borrowed silver ingots were NT$(1,728) thousand and NT$132,213 thousand, respectively.

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The operating costs related to inventories in 2021 and 2020 were NT$7,683,909 thousand and NT$8,323,634 thousand respectively. Operating costs include inventory (loss on falling price) recovery gain of NT$(13702) thousand and NT$23,657 thousand. The above-mentioned recovery of net realizable value of inventory is recognized as recovery benefits because the factors that previously caused the net realizable value of inventory to be lower than the cost have disappeared.

The Consolidated Company has a contract with a raw material supplier to borrow silver ingots for production, which is repayable in kind within one year plus interest. As of December 31, 2020 and 2019, the Consolidated Company had NT$560,853 thousand and NT$1,094,208 thousand respectively of silver ingots borrowed and outstanding, which were recorded under inventory and other current liabilities, respectively, and interest expense was appropriately estimated.

No guarantee has been provided for the Consolidated Company’s inventory.

(11) Subsidiaries

  • (1) Information on subsidiaries with significant non-controlling interests
Subsidiaryname
Giga Solar Materials
Corporation
Company and Country of
Operation
Taiwan
Percentage of ownership interests and
voting rights held in non-controlling
interests
Percentage of ownership interests and
voting rights held in non-controlling
interests
December 31,
2021
60.19%
December 31,
2020
53.83%

The following aggregated financial information for each subsidiary has been prepared using amounts before elimination of intercompany transactions:

Giga Solar Materials Corporation and Its Subsidiaries

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Equity
December 31,2021
$ 6,166,601
6,227,929
(
3,070,447 )
(
2,313,504)
$ 7,010,579
December 31,2020
$ 7,348,822
5,850,452
(
5,396,798 )
(
2,011,820)
$ 5,790,656

(Continued on next page)

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(Continued from previous page)

Equity attributable to:
Shareholders of the
company
Non-controlling interests
in Giga Solar Materials
Corporation
Non-controlling interests
in subsidiaries of Giga
Solar Materials
Corporation
Operating revenues
Net income (loss) for the year
Other comprehensive income
Total comprehensive income
Net income (loss) attributable
to:
Shareholders of the
Company
Non-controlling interests
in Giga Solar Materials
Corporation
Non-controlling interests
in subsidiaries of Giga
Solar Materials
Corporation
Total comprehensive income
attributable to:
Shareholders of the
Company
Non-controlling interests
in Giga Solar Materials
Corporation
Non-controlling interests
in subsidiaries of Giga
Solar Materials
Corporation
December 31,2021
$ 3,833,734
2,575,381

601,464
$ 7,010,579
$ 7,632,452
( $ 445,878 )

204,057
($ 241,821)
( $ 147,470 )
(
227,988 )
(
70,420)
($ 445,878)
( $ 67,135 )
(
103,790 )
(
70,896)
($ 241,821)
December 31,2020 December 31,2020








(


(
$ 2,473,573
2,823,192
493,891
$ 5,790,656
$ 8,834,835
$ 68,124
43,162
$ 111,286
$ 87,146
113,093

132,115)
$ 68,124
$ 106,401
138,082

133,197)
$ 111,286

(Continued on next page)

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(Continued from previous page)

Cash flow
Operating activities
Investment activities
Financing activities
Effect of exchange rate changes
on cash and cash equivalents
Net cash inflow
December 31,2021
$ 915,847
(
572,210 )
(
44,999 )
(
43,531)
$ 255,107
December 31,2020
$ 1,096,552
127,396
(
530,975 )
(
46,503)
$ 646,470
(12) Investment Accounted for Using the Equity Method
December 31,2021
Investment in affiliate
$ 1,252,490
Investment in joint venture

99,875
$ 1,352,365
Investment Accounted for Using the Equity Method
December 31,2021
Investment in affiliate
$ 1,252,490
Investment in joint venture

99,875
$ 1,352,365
December 31,2020 December 31,2020

Investment in affiliate
Investment in joint venture




$ 965,115
75,004
$ 1,040,119

(1) Investment in affiliate

Investment in affiliate
Investee name
Affiliates of no materiality
Tron Energy Technology
Corporation
Whole Max Green Power
Co., Ltd.
UJGIGA Co., Ltd.
Ri Yun Green Energy
Corporation
Tron Giga (Yancheng)
Energy Co., Ltd.
Yusheng Energy Co., Ltd.
December 31,2021
$ 550,117
446,746
55,453
47,933
42,114

110,127
$ 1,252,490
December 31,2020




$ 422,257
443,611
19,008
41,784
38,455
-
$ 965,115
Companyname
Tron Energy Technology
Corporation

Whole Max Green Power
Co., Ltd.

Tron Giga (Yancheng)
Energy Co., Ltd.
Business nature
Electric
buses,
diesel buses/battery
systems/energy
storage systems

Solar Energy
Related Business

Battery
module,
battery
pack
and
battery` component
assembly

Main Business
Location

Taoyuan City

Hukou Township,
Hsinchu County
Yancheng City,
Jiangsu Province
Percentage of ownership
interests and voting rights
held
Percentage of ownership
interests and voting rights
held
December
31,2021
12.73%
39%
49%
December
31,2020
13.89%

39%

49%

(Continued on next page)

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(Continued from previous page)

Companyname
Ri Yun Green Energy
Corporation

UJGIGA Co., Ltd.

Yusheng Energy Co., Ltd.
Business nature
Solar Energy
Related Business

Solar Energy
Related Business

Renewable energy
relate business

Main Business
Location

Taipei City
Kaohsiung City
Taipei City
Percentage of ownership
interests and voting rights
held
Percentage of ownership
interests and voting rights
held
December
31,2021
30%
49%
26.13%
December
31,2020

30%

49%

-

Due to the provision of important technical information and serving as a director of Tron Energy Technology Corporation, the Consolidated Company has gained significant impact on Tron Energy Technology Corporation. On January 9, 2020, the board meeting of Subsidiary Giga Solar Materials Corporation resolved to participate in the cash capital increase of Tron Energy Technology Corporation and prepaid investment amounted to $62,152 thousand. The Consolidated Company again invested in Tron Energy Technology Corporation in August 2021 with an investment amount of NT$72,450 thousand, for a total of NT$134,602 thousand and totally acquired 1,795 thousand shares with a shareholding ratio of 12.73%. The book-close date of the rights shares was August 27, 2021, and the change registration was completed on October 19, 2021. Considering that the Consolidated Company holds one seat of its directors, it is judged that it still has significant influence. The goodwill of the company acquired is NT$293,538 thousand, which is the cost of investing in affiliated enterprises.

In response to the adjustment of the Group’s business plan, the Board of Directors of the Company approved the investment in Whole Max Green Power Co., Ltd. on November 10, 2020, and acquired 42,510 thousand shares of Whole Max Green Power Co., Ltd. from Subsidiary Whole Sun Green Power Co., Ltd. After the completion of this equity transaction, the Company and Subsidiary Wafering Technology Corporation hold 31% and 8% of the shares of Whole Max Green Power Co., Ltd., respectively, and the shareholding percentage of the Consolidated Company remains unchanged at 39%.

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On March 31, 2020, the Consolidated Company invested NT$5,292 thousand in UJGIGA Co., Ltd. and acquired 529,200 shares, representing a 49% shareholding. It again invested UJGIGA Co., Ltd. on November 16, 2020, April 16, 2021 and December 25, 2021, with an investment amount of NT$7,840 thousand, NT$16,268 thousand and NT$19,992 thousand respectively, and acquired 784,000 shares, 1,626,800 shares and 1,992,000 shares respectively, with a shareholding ratio of 49% consistently.

On April 30, 2020, the Company invested NT$8,769 thousand in Ri Yun Green Energy Corporation and acquired 876,900 shares, representing a 30% shareholding. Subsequently, on December 7, 2020 and December 27, 2021, the Company further invested NT$7,500 thousand and NT$6,300 thousand in Ri Yun Green Energy Corporation and acquired 750,000 and 630,000 shares, representing a 30% shareholding.

The subsidiary, Giga Solar Materials Corporation (Mauritius) invested in Tron Giga (Yancheng) Energy Co., Ltd. on November 14, 2019, with a 59.51% shareholding, Since the Consolidated Company only held one of the three seats on the Board of Directors of Tron Giga (Yancheng) Energy Co., Ltd., it is recognized that the Consolidated Company does not have control over Tron Giga (Yancheng) Energy Co., Ltd. and is therefore evaluated under the equity method. The Consolidated Company subscribed to the rights shares of Tron Giga (Yancheng) Energy Co., Ltd. but not in proportion to its shareholding on December 15, 2020, resulting in the shareholding ratio dropping from 59.51% to 49.00%.

On November 26, 2021, the Consolidated Company invested NT$110,000 thousand in Yusheng Energy Co., Ltd. and acquired 11,000,000 shares, representing a 26.13% shareholding. The change registration was completed on January 4, 2022. Considering that the Consolidated Company holds one seat of its directors, it is judged that it still has significant influence.

The aggregate financial information of the Consolidated Company’s investments in the aforementioned affiliates, which are not material to the Consolidated Company, based on their respective shares, is presented below:

Net income from continuing
operations for the year
Other comprehensive income
Total comprehensive income
2021
$ 3,272

625)
$ 2,647
2020

(


$ 2,224
613
$ 2,837

-56-

(2) Investment in joint venture

Investment in joint venture
Affiliates of no materiality
Giga Solar Green Power
Co., Ltd.
Ligao Optoelectronics Co.,
Ltd. Ltd.
Jieshuo Co., Ltd.
Shuoyitai Green Energy
Co., Ltd.
December 31,2021
$ 62,298
32,253
4,981

343
$ 99,875
December 31,2020






$ 57,434
17,570
-
-
$ 75,004

The Consolidated Company’s ownership interest in the joint venture and the percentage of voting rights as of the balance sheet date are as follows:

Companyname
Giga Solar Green Power Co.,
Ltd.

Ligao Optoelectronics Co.,
Ltd.

Jieshuo Co., Ltd.

Shuoyitai Green Energy Co.,
Ltd.
Business nature
Solar Energy
Related Business

Solar Energy
Related Business

Development of
solar energy and
energy storage
systems

Development,
installation and
holding of energy
storage systems

Main Business
Location

Hukou Township,
Hsinchu County
Hukou Township,
Hsinchu County
Hukou Township,
Hsinchu
County

Hukou Township,
Hsinchu
County
Percentage of ownership
interests and voting rights
held
Percentage of ownership
interests and voting rights
held
December
31,2021
50%
50%
49.9%
35%
December
31,2020
50%
50%
-
-

On August 24, 2020, the Company further invested NT$42,500 thousand in Giga Solar Green Power Co., Ltd. The Company acquired 4,250,000 shares with a 50% shareholding. Later on November 17, 2020 and December 30, 2021, the Company further invested NT$25,000 thousand and NT$10,000 thousand in Giga Solar Green Power Co., Ltd. and acquired 2,500,000 and 249,975 shares, representing a 50% shareholding.

On August 6, 2020, Wafering Technology Corporation further invested in Ligao Optoelectronics Co., Ltd. with an investment amount of NT$11,000 thousand, and acquired a total of 3,180,000 shares after the investment, representing a 50% shareholding. On March 29, 2021, it further invested NT$25,000 thousand in Ligao

-57-

Optoelectronics Co., Ltd. After the investment, it totally acquired 5,680,000 shares, representing a 50% shareholding.

The Company invested in Jieshuo Co., Ltd. jointly with other companies on November 15, 2021, with an investment amount of NT$4,990 thousand and acquired 499,000 shares in total, with a shareholding ratio of 49.9%, and completed the change registration on November 29, 2021. According to the joint venture agreement, the major operations of Jieshuo shares are jointly led by all investors.

The Company invested in Shuoyitai Green Energy Co., Ltd. jointly with other companies on August 25, 2021, with an investment amount of NT$350 thousand and acquired 35,000 shares in total with a shareholding ratio of 35%, and completed the change registration on September 11, 2021. According to the joint venture agreement, the major operations of Shuoyitai Green Energy Co., Ltd. shares are jointly led by all investors.

The aggregate financial information of the Consolidated Company’s investments in the aforementioned joint ventures, which are not material to the Consolidated Company, based on their respective shares, is presented below:

Net losses from continuing
operations for the year
Other comprehensive income
Total comprehensive income
2021
( $ 1,331 )

-
($ 1,331)
2020
( $ 1,931 )

-
($ 1,931)

Jieshuo Co., Ltd. and Shuoyitai Green Energy Co., Ltd. are individual insignificant joint ventures, and their financial reports have not been audited by CPAs; however, the management of the Consolidated Company believes that these individual insignificant financial reports of the joint venture companies will not have significant differences if audited by CPAs.

For information on the business nature, principal place of operations and country of registration of the above affiliates and joint ventures, please refer to Exhibit 8, “Information on Investees.”

The Consolidated Company’s affiliates and joint ventures have no pledges as loan guarantees.

13. Property, Plant and Equipment

Property, Plant and Equipment
Self-use December 31,2021
$ 4,114,623
December 31,2020
$ 4,118,732

-58-

(1) Self-use

Self-use
Costs

Balance as of January 1,
2021
Addition
Sale or scrap
Transfer

Net exchange difference
Balance as of December
31, 2021
Accumulated
depreciation and
impairment
Balance as of January 1,
2021
Depreciation
Sale or scrap
Impairment
Transfer
Net exchange difference
Balance as of December
31, 2021
Net as of December 31,
2020 and January 1,
2021
Net as of December 31,
2021
Costs
Balance as of January 1,
2020
Addition
Acquired through
business merger
Disposal
Transfer
Net exchange difference
Balance as of December
31, 2020
Accumulated
depreciation and
impairment
Balance as of January 1,
2020
Depreciation
Disposal
Impairment
Transfer
Net exchange difference
Balance as of December
31, 2020
Net as of December 31,
2019 and January 1,
2020
Net as of December 31,
2020
Land Houses and
buildings
Machinery
equipment
Office
equipment
R&D
equipment
Miscellaneous
equipment
a
t
Unfinished
construction
nd equipment
o be accepted

Total


$ 910,310
302,278
-
(
21,145 )
(
60,574)

$ 1,130,869
$ 18,019
-
-
-
-

-

$ 18,019
$ 892,291
$ 1,112,850
$ 622,182
-
-
-
289,594
(
1,466)

$ 910,310
$ 18,019
-
-
-
-

-

$ 18,019
$ 604,163
$ 892,291


$ 2,092,990

22,011
(
3,136 )

5,928
(
7,176)

$ 2,110,617
$ 936,675

82,746
(
3,136 )

-
(
286 )
(
950)

$ 1,015,049
$ 1,156,315
$ 1,095,568
$ 2,051,627

9,659
6,664
(
617 )

14,748

10,909

$ 2,092,990
$ 882,584

77,112
(
480 )

-
(
22,157 )
(
384)

$ 936,675
$ 1,169,043
$ 1,156,315


$ 2,709,994

110,449
(
113,318 )

288,898
(
162,209)

$ 2,833,814
$ 1,072,397

160,568
(
78,124 )

147

254,866
(
27,891)

$ 1,381,963
$ 1,637,597
$ 1,451,851
$ 2,664,745

64,239
22,962
(
39,733 )
(
12,892 )

10,673

$ 2,709,994
$ 966,317

155,249
(
26,169 )

2,671
(
29,570 )

3,899

$ 1,072,397
$ 1,698,428
$ 1,637,597


$ 32,289

469
(
6 )

-
(
43)

$ 32,709
$ 29,115

1,464
(
6 )

-

-
(
28)

$ 30,545
$ 3,174
$ 2,164
$ 33,020

291
469
(
249 )
(
1,260 )

18

$ 32,289
$ 28,628

1,629
(
242 )

-
(
921 )

21

$ 29,115
$ 4,392
$ 3,174


$ 664,500

9,154
(
7,133 )
(
267,705 )

-

$ 398,816
$ 548,649

40,387
(
1,818 )

-
(
254,866 )

-

$ 332,352
$ 115,851
$ 66,464
$ 742,658

4,731
8,915
(
130,700 )

38,896

-

$ 664,500
$ 596,984

46,762
(
130,672 )

6,410

29,165

-

$ 548,649
$ 145,674
$ 115,851

$ 141,169

6,989
(
11,718 )

-
(
1,012)

$ 135,428



$ 111,911

11,041
(
9,734 )

-

-
(
650)

$ 112,568


$ 29,258

$ 22,860

$ 135,998

7,050
23
(
2,456 )

-

554

$ 141,169



$ 100,379

13,487
(
2,356 )

-

-

401

$ 111,911


$ 35,619

$ 29,258
$ 827,586

108,316

-

-
(
76,996)

$ 858,906



$ 543,101

-

-

-

-
(
47,061)

$ 496,040

$ 284,485
$ 362,866
$ 1,059,711

3,561

-

-
(
237,010 )

1,324

$ 827,586



$ 541,813

-

-

-

-

1,288

$ 543,101

$ 517,898
$ 284,485
$ 7,378,838

559,666
(
135,311 )

5,976
(
308,010)
$ 7,501,159

$ 3,259,867

296,206
(
92,818 )

147
(
286 )
(
76,580)
$ 3,386,536
$ 4,118,971
$ 4,114,623
$ 7,309,941

89,531
39,033
(
173,755 )

92,076

22,012
$ 7,378,838

$ 3,134,724

294,239
(
159,919 )

9,081
(
23,483 )

5,225
$ 3,259,867
$ 4,175,217
$ 4,118,971

Due to the poor sales of diamond lines in the market, the subsidiary Giga Diamond Materials Corporation expects a decrease in future cash inflow for equipment used to produce specific products. As a result, the recoverable amount of RMB11,794 thousand and RMB19,328 thousand was less than the carrying amount in 2021 and 2020, respectively. In addition, the carrying amount of NT$6,410 thousand of the test equipment for the production of specific products had not been used for more than one year, resulting in a recoverable amount of NT$0 in 2020; therefore, an impairment loss of NT$147 thousand and NT$9,081 thousand was recognized in 2021 and 2020, respectively. The impairment loss was included in other gains and losses in the consolidated comprehensive income statement.

-59-

Subsidiary Giga Diamond Materials Corporation determined the recoverable amount of this equipment at fair value less costs of disposal. The related fair value was determined by the cost method, and the main assumptions include the evaluation of physical wear and economic wear, which was a Level 3 fair value measurement. Depreciation expense is provided on a straight-line basis over the following useful lives:

Houses and buildings 3 to 56 years
Machinery equipment 1 to 20 years
Office equipment 3 to 6 years
R&D equipment 1 to 11 years
Transportation equipment 5 to 6 years
Other equipment 3 to 16 years

The significant components of the Consolidated Company’s buildings are mainly the main structure, electrical, mechanical and air-conditioning equipment, which have a useful life of 25 to 56 years and 3 to 11 years, respectively.

Please refer to Note 37 for the cases in which the Consolidated Company provided property, plant and equipment as collaterals.

14. Lease Agreements

  • (1) Right-of-use assets
Right-of-use assets
Book value of right-of-use
assets
Land
Houses and buildings
Transportation equipment
December 31,2021
$ 96,001
93,421

929
$ 190,351
December 31,2020






$ 108,679
60,133
1,825
$ 170,637
Addition of right-of-use assets
Depreciation expense of
right-of-use assets
Land
Houses and buildings
Transportation equipment
2021
$ 83,445
$ 5,489
13,336
896
$ 19,721
2020







$ 595
$ 5,834
6,854
896
$ 13,584
  • (2) Lease liabilities
Lease liabilities
Book value of lease liabilities
Current
Non-current
December 31,2021
$ 19,903
$ 119,180
December 31,2020


$ 13,783
$ 113,453

-60-

The discount rate range for lease liabilities is as follows:

Land
Houses and buildings
Transportation equipment
December 31,2021
2.60%
1.50%~2.00%
1.35%~5.88%
December 31,2020
2.60%
1.50%~2.00%
1.35%~5.88%

(3) Major Lease Activities and Terms

Some of the Consolidated Company’s real estate lease agreements include lease extension options. In determining the lease period, the non-cancellable period of the right to use the subject asset is combined with the period covered by the lease extension option that is reasonably certain to be exercised by the Consolidated Company. The use of these options allows for maximum flexibility in the operation of management contracts. The majority of the lease extension options available are exercisable by the Consolidated Company only. The Consolidated Company re-evaluates the lease period when a material event or significant change in circumstances occurs after the commencement date (that is within the control of the lessee and affects whether the Consolidated Company can be reasonably certain that it will exercise an option not previously included in the determination of the lease period).

  • (4) Information on other lease

Please refer to Note 15 for the Consolidated Company’s investment property agreements.

agreements.
Short-term lease expense
Total cash outflow from leases
2021
$ 9,033
$ 23,183
2020


$ 6,974
$ 21,153

The Consolidated Company has elected to apply the exemption from recognition to transportation equipment and office equipment that qualify as short-term leases and other equipment that qualifies as low-value asset leases and does not recognize the related right-of-use assets and lease liabilities for these leases.

  1. Investment Property

Investment property is the Consolidated Company’s own investment property. The Consolidated Company enters into commercial property leases for its own investment properties. The leases include provisions for annual rental adjustments based on market conditions.

-61-

Land
Houses and
buildings
Costs
January1, 2021
$ 66,003
$ 121,859

Transfer from Property, plant
and equipment

116

466

December 31, 2021
$ 66,119
$ 122,325

Accumulated depreciation
and impairment
January1, 2021
$ -
$ 74,800

Depreciation expense
-
2,551
From Property, plant and
equipment

-

286

December 31, 2021
$ -
$ 77,637

Net book value
December 31, 2021
$ 66,119
$ 44,688

Costs
January 1, 2020
$ 71,368
$ 143,457

Transfer to Property, plant
and equipment
(
5,365)
(
21,598)

December 31, 2020
$ 66,003
$ 121,859

Accumulated depreciation
and impairment
January 1, 2020
$ -
$ 84,991

Depreciation expense
-
2,604
Transfer to Property, plant
and equipment

-
(
12,795)

December 31, 2020
$ -
$ 74,800

Net book value
December 31, 2020
$ 66,003
$ 47,059

2021
Rental income from investment
property
$ 12,007
Less: Direct operating expenses of
investment properties that
generate rental income in
the current year
(
2,551)
Total
$ 9,456
Land
Houses and
buildings
Costs
January1, 2021
$ 66,003
$ 121,859

Transfer from Property, plant
and equipment

116

466

December 31, 2021
$ 66,119
$ 122,325

Accumulated depreciation
and impairment
January1, 2021
$ -
$ 74,800

Depreciation expense
-
2,551
From Property, plant and
equipment

-

286

December 31, 2021
$ -
$ 77,637

Net book value
December 31, 2021
$ 66,119
$ 44,688

Costs
January 1, 2020
$ 71,368
$ 143,457

Transfer to Property, plant
and equipment
(
5,365)
(
21,598)

December 31, 2020
$ 66,003
$ 121,859

Accumulated depreciation
and impairment
January 1, 2020
$ -
$ 84,991

Depreciation expense
-
2,604
Transfer to Property, plant
and equipment

-
(
12,795)

December 31, 2020
$ -
$ 74,800

Net book value
December 31, 2020
$ 66,003
$ 47,059

2021
Rental income from investment
property
$ 12,007
Less: Direct operating expenses of
investment properties that
generate rental income in
the current year
(
2,551)
Total
$ 9,456
Total








(


(

$ 187,862
582
$ 188,444
$ 74,800
2,551
286
$ 77,637
$ 110,807
$ 214,825

26,963)
$ 187,862
$ 84,991
2,604

12,795)
$ 74,800
$ 113,062
2020

(
$ 9,785

2,604)
$ 7,181

-62-

Investment property is depreciated on a straight-line basis over the following useful lives:

Houses and buildings 2 to 37 years

The land purchased by the Consolidated Company is located in the Xuejia Section, Zhongzhou Section and Beimen Lihu Section of Tainan City, and was used for the installation of solar power plants. Because it is agricultural land, the land is registered in the name of an individual with a land registration contract, and Whole Sun Green Power Co., Ltd., a subsidiary of the Consolidated Company, is the right holder for the setting. Please refer to Note 37 for the cases in which the Consolidated Company provided investment properties as collaterals.

The Consolidated Company does not measure its investment property at fair value, but only discloses information about its fair value, which is in Level 3 of the fair value hierarchy. The fair value of investment properties held by the Consolidated Company was NT$215,303 thousand and NT$197,902 thousand as of December 31, 2021 and 2020, respectively. The aforementioned fair values were determined by using the cash flow analysis method and considering both the cost method and the income method, respectively, and the main input values used and their quantitative information were as follows:

follows:
Discount rate
Capitalization rate of income
December 31,2021
2.04%
4.77%
December 31,2020
2.04%
5.14%

(16) Intangible Assets

Intangible Assets
Costs
Balance as of January
1, 2021
Addition
Decrease

Balance as of
December 31, 2021

Accumulated
amortization and
impairment
Balance as of January
1, 2021
Amortization

Balance as of
December 31, 2021
Computer
software

$ 13,042

597

-

$ 13,639

$ 11,564

800

$ 12,364
Goodwill

$ 368,104

-

-

$ 368,104

$ 32,495

-

$ 32,495
Technical
royalty
$ 57,143

-

-

$ 57,143



$ 57,143

-

$ 57,143
Customer
relationship
$ 113,575

-

-

$ 113,575

$ 26,501

11,358

$ 37,859
Total

























$ 551,864
597
-
$ 552,461
$ 127,703
12,158
$ 139,861

(Continued on next page)

-63-

(Continued from previous page)

Net as of December
31, 2020 and January
1, 2021
Net as of December
31, 2021

Costs
Balance as of January
1, 2020

Acquired through
business merger
Addition
Transfer
Decrease

Reclassification

Net exchange
difference

Balance as of
December 31, 2020

Accumulated
amortization and
impairment
Balance as of January
1, 2020

Amortization
Decrease

Reclassification

Transfer
Impairment
Net exchange
difference

Balance as of
December 31, 2020

Net as of December
31, 2019 and January
1, 2020
Net as of December
31, 2020
Computer
software
$ 1,478

$ 1,275


$ 13,047
-
650

-


39 )

598 )

18)
$ 13,042

$ 11,267
952


39 )

598 )
-

-


18)
$ 11,564

$ 1,780

$ 1,478
Goodwill
$ 335,609

$ 335,609


$ 91,401
276,703
-

-


-


-

-
$ 368,104

$ 3,371
-


-


-

-

29,124

-
$ 32,495

$ 88,030

$ 335,609
Technical
royalty
$ -

$ -

$ 57,143

-

-

-

-

-

-

$ 57,143



$ 57,143

-

-

-

-

-

-

$ 57,143


$ -

$ -
Customer
relationship
$ 87,074

$ 75,716
$ 113,575
-
-

-

-

-

-
$ 113,575

$ 15,143
13,358

-

-

-

-

-
$ 26,501

$ 98,432

$ 87,074
Total



(
(
(


(
(
(




































(
(
(


(
(
(


$ 424,161
$ 412,600
$ 275,166
276,703
650
-

39 )

598 )

18)
$ 551,864
$ 86,924
12,310

39 )

598 )
-
29,124

18)
$ 127,703
$ 188,242
$ 424,161

Summary of amortization by function.

Summary of amortization by function.
Administration expenses 2021
$ 12,158
2020
$ 12,310

Amortization expense is provided on a straight-line basis over the following useful lives:

Computer software 2 to 5 years Technical royalty 10 years Customer relationship 10 years

-64-

On September 1, 2018, Subsidiary Giga Diamond Materials Corporation acquired 51.85% of the shares of Hua Hsu Optotech Co., Ltd. The related goodwill of NT$88,030 thousand was mainly attributable to the benefit from the expected growth of operating revenue of the product. The business condition of the product of Hua Hsu Optotech Co., Ltd. continued to decline. As of December 31, 2020, the Consolidated Company evaluated that the recoverable amount of Hua Hsu Optotech Co., Ltd. of NT$258,642 thousand was greater than the carrying amount of NT$232,898 thousand. However, in the second quarter of 2020, after evaluation, the recoverable amount of NT$317,593 thousand was less than the carrying amount of NT$346,717 thousand, so an impairment loss of NT$29,124 thousand was recognized. The goodwill impairment loss shall not be reversed in subsequent periods. The impairment loss was included in other gains and losses in the consolidated comprehensive income statement.

The recoverable amount was greater than the carrying amount in 2021, so no impairment loss was recognized.

The Consolidated Company determines the recoverable amount of this goodwill based on the value in use, and the relevant value in use is determined based on the discounted value of the expected future cash flow of the cash-generating unit. The discount rates used in the daily assessment of December 31, 2021, December 31, 2020, and June 30, 2020 are 12.6%, 12.8% and 13.3% respectively. The main assumptions include profitability, net working capital, sustainable growth rate during the financial forecast period and discount rate, etc., which belong to Level 3 of fair value measurement.

The Consolidated Company obtained an appraisal report in 2021. According to the report, the fair value of the property, plant and equipment, inventories and other payables of Exojet Technology Corporation and its subsidiaries on the acquisition date increased by NT$7,102 thousand, and the Consolidated Company has adjusted the original accounting and provisional amounts from the acquisition date and restated the comparative information.

comparative information.
Goodwill adjustment
Property, plant and equipment
Inventories
Other payables
Acquisition date
(tentativeprice)
$ 283,805
38,794
26,914
14,255
Acquisition date
(fair value)
$ 276,703
39,033
37,046
17,524

-65-

17. Prepayments and Other Assets

Prepayments and Other Assets
Tax overpaid retained
Prepayments for goods
Long-term prepaid expenses
Prepayments for equipment
Refundable deposits
Input tax
Prepaid expenses
Prepayments for investments
(Note 12)
Others
Current
Non-current
December 31,2021
$ 452,487
372,974
289,650
200,409
148,909
75,109
38,235
-

31,713
$ 1,609,486
$ 981,349

628,137
$ 1,609,486
December 31,2020










$ 441,236
108,764
289,650
16,328
554,609
99,256
26,210
62,152
34,155
$ 1,632,360
$ 957,213
675,147
$ 1,632,360
  1. Borrowing

  2. (1) Short-term borrowings

Short-term borrowings
Secured borrowings
Bank borrowings (Note 1)
Unsecured borrowings
Line of credit borrowing
(Note 2).
Interest range
(%)

1.50~4.50

0.73~1.55
December 31,
2021
$ 716,077

1,653,860

$ 2,369,937
December 31,
2020




$ 1,282,063
1,875,005
$ 3,157,068

Note 1: As of December 31, 2021, the amount of secured bank borrowings that were discounted notes receivable was NT$4,269 thousand (see Note 9), and the effective interest rate was 2.45%–3.06% per annum as of December 31, 2021.

Note 2: The restrictions on the borrowing contract are as follows:

  • (1) Giga Solar Materials Corporation is subject to the restriction that it cannot borrow money if it has a loss of up to one-half of its capital.

  • (2) If the Company’s shareholding in Giga Solar Materials Corporation is less than 35% and 40% on December 31, 2021 and 2020 respectively, the line of loan agreements shall cease to be utilized.

Please refer to Note 37 to the consolidated financial statements for collaterals for short-term borrowings of the Consolidated Company.

-66-

  • (2) Short-term notes and bills payable
Short-term notes and bills payable
Commercial promissory notes
payable
Less: Discount of short-term
notes and bills payable
December 31,2021
$ 200,000
(
662)
$ 199,338
December 31,2020

(


$ -
-
$ -

The outstanding short-term notes and bills payable are as follows: December 31, 2021

Guarantee/
acceptance
agency
Face value Discounted
value
Discounted
value
Book value Book value Interest
range
Collateral Book value
of collateral
Book value
of collateral
Commercial
promissory notes
payable
International Bills
Finance
$200,000
( $ 662)
$199,338 1.38%
Shares of
Giga Solar
Materials
Corporation
$194,258

Please refer to Note 37 to the consolidated financial statements for collaterals for short-term notes and bills payable of the Consolidated Company.

  • (3) Long-term borrowings
Long-term borrowings
Creditor
Secured loan from Shinsei Trust
& Banking Co., Ltd.

Secured loan from the Shanghai
Commercial Bank
Secured loan from Chang Hwa
Commercial Bank
Secured loan from Taiwan
Cooperative Bank
Secured loan from Xingong
Branch, Land Bank of Taiwan
Credit loan from The Shanghai
Commercial Bank
Secured loan from the Shanghai
Commercial Bank
Secured loan from Taiwan
Cooperative Bank
December 31,
2021
$ 1,126,321
630,000
250,000
211,219
200,000
93,500
86,880
70,031
Interest
rate(%)
1.500

1.58

1.000

1.090

1.58

1.43

3.030
1.090
Repaymentperiod and method
Starting from June 29, 2018, repay the
loan in 32 installments of 6 months, with
interest payable once every 6 months.
Starting from July 29, 2021, repay the
loan in 20 installments of 3 months each,
with the interest payable once every
month.
Starting from February 15, 2023, repay
the loan in 16 installments of 3 months
each, with the interest payable once every
month.
Starting from June 7, 2020, repay the loan
in 16 installments of 3 months each, with
the interest payable once every month.
Starting from January 6, 2021, repay the
loan in 10 installments of 6 months, with
interest payable once every month.
Starting from October 26, 2019, repay the
loan in 20 installments of 3 months, with
interest payable once every month.
Starting from November 11, 2021, repay
the loan in 8 installments of 3 months
each from the 13th month onward, with
interest payable once every 3 months. .
Starting from June 7, 2020, repay the loan
in 16 installments of 3 months each, with
the interest payable once every month.

(Continued on next page)

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(Continued from previous page)

Creditor
Credit loan from Agricultural
Bank of Taiwan

Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Credit loan from Tokyo Branch,
Chang Hwa Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from the Shanghai
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from the Shanghai
Commercial Bank
Secured loan from Chang Hwa
Commercial Bank
Secured loan from Fubon Bank
(China)
Secured loan from the Shanghai
Commercial Bank
Secured loan from Land Bank of
Taiwan
Secured loan from Land Bank of
Taiwan
Secured loan from Chang Hwa
Commercial Bank
December 31,
2021
$ 28,000
27,197
23,608
22,898
15,997
15,932
15,743
12,499
8,922
3,936
2,400
1,836
1,771
1,476
741
600
Interest
rate(%)
1.25

1.730

1.730

2.600

1.730

1.730

1.500
1.730

1.730

1.500
2.000

4.500

1.000
1.000

1.500

2.000
Repaymentperiod and method
Starting from January 30, 2021, repay the
loan in 40 installments of 1 month each,
with the interest payable once every
month.
Starting from August 22, 2019, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from June 10, 2019, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from September 4, 2015, repay
the loan in 84 installments of 1 month
each, with interest payable once every
month.
Starting from April 20, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from March 17, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from November 22, 2021, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.
Starting from March 17, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from April 20, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from November 22, 2021, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.
Starting from September 25, 2020, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.
Starting from May 31, 2021, repay the
loan in 6 installments of 6 months each,
with the interest payable once every
month.
Starting from November 22, 2021, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month each,
with the interest payable once every
month. .
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month each,
with the interest payable once every
month.
Starting from September 25, 2020, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.

(Continued on next page)

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(Continued from previous page)

from previous page)
Creditor
Secured loan from the Shanghai
Commercial Bank
Secured loan from Land Bank of
Taiwan
Less: Long-term loans due within
one year


Creditor
Secured loan from Shinsei Trust
& Banking Co., Ltd.
Borrowing

Secured loan from Taiwan
Cooperative Bank
Secured loan from Xingong
Branch, Land Bank of Taiwan
Credit loan from The Shanghai
Commercial Bank
Secured loan from Taiwan
Cooperative Bank
Credit loan from Tokyo Branch,
Chang Hwa Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from E.Sun
Commercial Bank
Secured loan from Mega
International Commercial Bank
Credit loan from Chang Hwa
Commercial Bank
Credit loan from Lan Bank of
Taiwan
Credit loan from Lan Bank of
Taiwan
December 31,
2021
$ 196
149
(
487,677)
$ 2,364,175
December 31,
2020
$ 1,387,406
305,094
250,000
127,500
101,156
37,358
29,358
25,510
17,205
17,142
13,449
9,595
9,040
3,040
1,870
936
Interest
rate(%)
1.000
2.200

Interest
rate(%)
1.500

1.350

1.580

1.430

1.350

2.600

1.730

1.730

1.730

1.730

1.730

1.730

1.495

2.000

1.000

1.500
Repaymentperiod and method
Starting from November 22, 2021, repay
the loan in 60 installments of 1 month
each, with the interest payable once every
month.
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month each,
with the interest payable once every
month.
Repaymentperiod and method
Starting from June 29, 2018, repay the
loan in 32 installments of 6 months, with
interest payable once every 6 months.
Starting from June 7, 2020, repay the loan
in 16 installments of 3 months, with
interest payable once every 3 months.
Starting from January 6, 2021, repay the
loan in 10 installments of 6 months, with
interest payable once every month.
Starting from October 26, 2019, repay the
loan in 20 installments of 3 months, with
interest payable once every month.
Starting from June 7, 2020, repay the loan
in 16 installments of 3 months, with
interest payable once every 3 months.
Starting from September 4, 2015, repay
the loan in 84 installments of 1 month
each, with interest payable once every
month.
Starting from August 22, 2019, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from June 10, 2019, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from April 20, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from March 17, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from March 17, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from April 20, 2020, repay the
loan in 180 installments of 1 month each,
with interest payable once every month.
Starting from December 14, 2021, repay
the loan in 25 installments of 1 month,
with interest payable once every month.
Starting from May 25, 2020, repay the
loan in 60 installments of 1 month, with
interest payable once every month.
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month, with
interest payable once every month.
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month, with
interest payable once every month.

(Continued on next page)

-69-

(Continued from previous page)

Creditor
Credit loan from Chang Hwa
Commercial Bank

Credit loan from Lan Bank of
Taiwan
Less: Long-term loans due within
one year

December 31,
2020
$ 760
187
(
328,886)
$ 2,007,720
Interest
rate(%)
2.000

2.200
Repaymentperiod and method

(
Starting from May 25, 2020, repay the
loan in 60 installments of 1 month, with
interest payable once every month.
Starting from August 5, 2020, repay the
loan in 60 installments of 1 month, with
interest payable once every month.
  • Note 1: The Consolidated Company entered into a loan agreement with Mega International Commercial Bank in accordance with the “Ministry of Economic Affairs’ Guidelines on Capital Relief Loans and Interest Subsidies for Businesses with Operating Difficulties Affected by Severe and Special Infectious Pneumonia” and applied for interest subsidy based on the two-year fixed term savings interest rate of Chunghwa Post Co. The maximum subsidized interest is NT$220 thousand, and the interest rate is calculated by adding 0.65% interest to the floating interest rate of the two-year fixed term deposits of Chunghwa Post Co.

  • Note 2: For collaterals for long-term borrowings of the Consolidated Company, please refer to Note 37.

19. Corporate Bonds Payable

Corporate Bonds Payable
Domestic unsecured convertible
bonds (1)
Less: Discount on corporate bonds
payable
Less: portion classified as due
within one year
December 31,2021
$ 339,700
(
4,642 )

-
$ 335,058
December 31,2020
$ 1,756,400
(
46,201 )
(1,710,199)
$ -
  • (1) On January 25, 2018, the subsidiary Giga Solar Materials Corporation issued its second domestic unsecured convertible bonds with the following major terms:

  • Face value: NT$100 thousand

  • Issue price: 100%

  • Total face value of issue: NT$2,000,000 thousand.

  • Coupon rate: 0%.

  • Bond period: five years (January 25, 2018 to January 25, 2023)

-70-

  1. Repayment method: Except for early conversion or sale by bondholders or early redemption by Giga Solar Materials Corporation, Giga Solar Materials Corporation will repay the bonds in cash at face value in one lump sum upon maturity.

  2. Redemption right of the corporate bonds: If the closing price of Giga Solar Materials Corporation’s ordinary shares exceeds the prevailing conversion price by 30% (inclusive) or more for 30 consecutive business days from the day after the first month of issuance until the 40th day after the end of the issuance period, or if the outstanding balance of the bonds is less than 10% of the original issue amount, Giga Solar Materials Corporation may redeem the outstanding bonds at face value in cash.

  3. Redemption right of bondholders: The benchmark date for the redemption of the convertible corporate bonds by bondholders is three years after the issuance (January 25, 2021). Bondholders can request the Company to redeem 103.80% of the face value of the bonds in cash, and request the Taipei Exchange via letter to announce the exercise of the redemption right of the convertible corporate bondholders 30 days before the benchmark date for the redemption (December 26, 2020).

  4. Conversion:

  5. (1) Bondholders may, from the day after the expiration of one month after the issuance date to 10 days before the expiration date, apply to Giga Solar Materials Corporation for conversion into ordinary shares of Giga Solar Materials Corporation in accordance with the provisions of relevant laws and regulations. As of December 31, 2021, bondholders have requested the conversion of a total of one lot of corporate bonds with a face value of NT$100 thousand, and requested the conversion into 432 ordinary shares of Giga Solar Materials Corporation. The capital increase benchmark date was May 14, 2021, and the change registration was completed on June 11, 2021.

  6. (2) Conversion price: The conversion price at issuance was set at NT$253.31 per share.

-71-

  • (3) Adjustment to conversion price

  • A. After the issuance of corporate bonds, the conversion price shall be adjusted when the number of issued (or private placement) ordinary shares of Giga Solar Materials Corporation increases (including, but not limited to, rights shares, capital increase from earnings, capital increase from capital surplus, issuance of new shares for merger or for acquiring shares of other companies, stock split and rights shares to sponsor the issuance of overseas depositary receipts, by way of subscription or private placement), except for the conversion of ordinary shares by issuing various marketable securities with conversion options of ordinary shares.

  • B. If the ratio of cash dividends to the current price per share exceeds 1.5%, the conversion price shall be reduced by the ratio of the current price per share on the ex-dividend date after the bonds are issued.

  • C. If, after the issuance of this convertible bond, Giga Solar Materials Corporation reissues (or private placement) various securities with conversion or subscription rights to ordinary shares at a conversion or subscription price lower than the current price per share, Giga Solar Materials Corporation shall adjust the conversion price.

    • After the issuance of this convertible bond, the Company shall adjust the conversion price in the event of a reduction in the number of ordinary shares of Giga Solar Materials Corporation that is not due to a capital reduction for the retirement of treasury stock.
  • (4) The conversion price as of December 31, 2021 was NT$218.44 per share.

  • (5) Giga Solar Materials Corporation repurchased or redeemed corporate bonds on the open market according to the market price or by executing the put option of the bondholders. As of December 31, 2021, a total of 16,602 corporate bond certificates were repurchased or redeemed, with a face value of NT$1,660,200 thousand. Giga Solar Materials Corporation apportioned the repurchase or redemption price to the liability component and the equity component and apportioned the difference between the amount of the liability component and its book value, and recognized other (losses) gains of NT$(24,861) thousand and NT$444 thousand respectively from January 1 to December 31 in 2021 and 2020.

-72-

  • (2) On June 21, 2017, the Company issued its 4th domestic secured convertible bonds with the following major terms:

  • Face value: NT$100 thousand

  • Issue price: 100%

  • Total face value of issue: NT$1,200,000 thousand.

  • Coupon rate: 0%.

  • Bond period: 3 years (June 21, 2017 to June 21, 2020)

  • Repayment method: Except for early conversion by bondholders or early redemption by the Company, the Company will repay the bonds in cash at 103.03% of the face value of the bonds upon maturity.

  • Redemption right of the bonds: If the closing price of the Company’s ordinary shares exceeds the prevailing conversion price by 30% (inclusive) or more for 30 consecutive business days from the day after the 3 months of issuance until the 40th day after the end of issuance period, or if the outstanding balance of the bonds is less than 10% of the original issue amount, the Company may redeem the outstanding bonds at face value in cash.

  • Rights of sale of bondholders: None.

  • Conversion:

    • (1) The bondholders may request the Company to convert the bonds into shares of the Company’s ordinary shares from the day after the third month after the issue date (September 22, 2017) until the maturity date (June 21, 2020), in accordance with the relevant laws and regulations.

    • (2) Conversion price: The conversion price at issuance was set at NT$22 per share.

    • (3) Adjustment to conversion price

      • A. After the issuance of corporate bonds, the conversion price shall be adjusted when the number of issued (or private placement) ordinary shares of the Company increases (including, but not limited to, rights shares, capital increase from earnings, capital increase from capital surplus, issuance of new shares for merger or for acquiring shares of other companies, stock split and rights shares to sponsor the issuance of overseas depositary receipts, etc. by way of subscription or private placement), except for the conversion of ordinary shares by issuing

-73-

various marketable securities with conversion options of ordinary shares.

  • B. If the ratio of cash dividends to the current price per share exceeds 1.5%, the conversion price shall be reduced by the ratio of the current price per share on the ex-dividend date after the bonds are issued.

  • C. If, after the issuance of this convertible bond, the Company reissues (or private placement) various securities with conversion or subscription rights to ordinary shares at a conversion or subscription price lower than the current price per share, the Company shall adjust the conversion price.

  • D. After the issuance of the convertible bonds, the Company shall adjust the conversion price in the event of a reduction in the number of ordinary shares due to a capital reduction other than the retirement of treasury stock.

  • (4) The fourth domestic secured convertible bonds have not been converted or redeemed. The corporate bonds were fully repaid on July 6, 2020, with a total repayment amount of NT$1,236,360 thousand.

20. Other Payables and Other Current Liabilities

Salaries and bonuses payable
Payable on machinery and
equipment
Premiums payable
Due redemption amount of
corporate bonds payable
Remuneration payable to directors
and employees
Litigation fees payable
Others
Financial liabilities for hedging
(Note)
Contract liabilities
Other advance receipts
Others
December 31,2021
$ 75,139
34,298
13,903
-
-
-

181,838
$ 305,178
$ 560,853
302,886
21,954

6,563
$ 892,256
December 31,2020 December 31,2020










$ 68,728
12,111
14,305
43,000
26,584
535,991
215,161
$ 915,880
$ 1,094,208
126,606
31,032
9,430
$ 1,261,276

Note: The financial liabilities for hedging are silver ingot borrowing liabilities. Since

the Consolidated Company has contracts with raw material suppliers to borrow

-74-

silver ingots for production, the fair value of the financial liabilities is hedged by using precious metal borrowing contracts to mitigate the risk of changes in the fair value of the financial liabilities due to changes in international precious metal prices. Please refer to Notes 10 and 35.

21. Post-employment Benefit Plan

(1) Defined contribution plan

The pension system of the Company and its domestic subsidiaries in the Consolidated Company under the “Labor Pension Act” is a government-administered defined contribution pension plan with contributes 6% of employees’ monthly salaries contributed to the personal accounts at the Bureau of Labor Insurance.

In accordance with local government regulations, subsidiaries in Mainland China contribute a certain percentage of employees’ salaries to the pension insurance fund, which is paid to the relevant government departments and deposited in separate account for each employee.

The Consolidated Company’s other foreign subsidiaries contribute pension funds to the related pension management business in accordance with local laws and regulations.

  • (2) Defined benefit plan

The pension system of the Company and its domestic subsidiaries in the Consolidated Company under the “Labor Standards Act” is a government-administered defined benefit pension plan. The employee’s pension is calculated based on the bases of years of service and the average monthly salary at the time of approval of retirement. Two bases are granted for each year of service up to (including) 15 years, and one base is granted for each year of service over 15 years, subject to a maximum accumulation of 45 bases. The companies appropriate 2% of employees’ monthly salaries to pension funds, which is deposited by the Supervisory Committee of Labor Retirement Reserve in the name of the Committee into a special account at the Bank of Taiwan. Before the end of the year, if the balance in the special account is estimated to be insufficient to pay for employees who are expected to meet the retirement requirements in the following year, the difference will be made up in one lump sum by the end of March of the following year. The management of the special account is entrusted to the Bureau of Labor Funds, the Ministry of Labor. The Consolidated Company has no right to influence the investment management strategy.

-75-

The subsidiary Whole Sun Green Power Co., Ltd. reached an agreement with the Company’s employees on the old pension scheme in November 2021 in accordance with the Labor Standard Act and Labor Pension Act, settled the old pension based seniority, and cancelled the account in accordance with the Labor Pension Reserve Allocation and Management Measures. As of March 28, 2022, the change registration has not been completed.

The amounts included in the consolidated balance sheets for defined benefit plan are shown below:

shown below:
Present value of defined benefit
obligations
Fair value of plan assets
Net defined benefit liabilities
December 31,2021
$ 55,466
(29,718)
$ 25,748
December 31,2020

(

(
$ 55,326
27,399)
$ 27,927

The changes in net defined benefit liabilities are as follows:

Present value of
defined benefit Fair value of Net defined
obligations plan assets benefit liabilities
January 1, 2020 $ 48,234
($ 24,741) $ 23,493
Financial costs for the
period 12
- 12
Financial costs
Interest expense
(income) 412
( 208 ) 204
Service income from the
previous period -
- -
Recognized in profit or
loss 424
( 208) 216
Remeasurement
Actuarial gains
- Actuarial gains
and losses from
changes in
demographic
assumptions 145 - 145
- Changes in
financial
assumptions 4,176
( 627 ) 3,549
- Adjustments
through
experiences 700 - 700

(Continued on next page)

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(Continued from previous page)

Present value of
defined benefit Fair value of Net defined
obligations plan assets benefit liabilities
- Remeasurement
of defined
benefit assets $ -
( $ 175) ($ 175)
Recognized in other
comprehensive income 5,021
( 802) 4,219
Employer appropriation
-
( 824) ( 824)
Benefits paid
-
- -
Acquired through business
merger 1,647
( 824) 823
December 31, 2020
55,326
( 27,399) 27,927
Financial costs for the
period 59
- 59
Financial costs
Interest expense
(income) 233
( 116 ) 117
Service income from the
previous period -
- -
Recognized in profit or
loss 292
( 116) 176
Remeasurement
Actuarial (gains) losses
- Actuarial gains
and losses from
changes in
demographic
assumptions 224 - 224
- Changes in
financial
assumptions ( 3,476 ) ( 277 ) ( 3,753 )
- Adjustments
through
experiences 3,280 - 3,280
- Remeasurement
of defined
benefit assets -
( 95) ( 95)
Recognized in other
comprehensive income 28
( 372) ( 344)
Employer appropriation
-
( 2,011) ( 2,011)
Employer appropriation
( 180)
180 -
December 31, 2021
$ 55,466
( $ 29,718) $ 25,748

-77-

The Consolidated Company is exposed to the following risks as a result of the pension system under the “Labor Standards Act”:

  1. Investment risk: The Bureau of Labor Funds, Ministry of Labor invests the labor pension fund in domestic and foreign equity securities, debt securities, and bank deposits through its own management or entrusted third parties, but the amount allocated to the Consolidated Company’s plan assets is based on the income at a rate no less than the local bank’s 2-year time deposit rate.

  2. Interest rate risk: A decrease in interest rates on government bonds will increase the present value of the defined benefit obligation, but the return on debt investment in plan assets will also increase, which will have a partially offsetting effect on the net defined benefit obligation.

  3. Salary Risk: The present value of the defined benefit obligation is calculated by reference to the future salary of the plan member. Therefore, increases in plan member’s salary will result in an increase in the present value of the defined benefit obligation.

The present value of the Consolidated Company’s defined benefit obligation was actuarially determined by a qualified actuary and the significant assumptions at the measurement date were as follows.

measurement date were as follows.
Discount rate
Expected rate of salary increase
December 31,2021
0.77%~0.82%
3.00%
December 31,2020
0.42%~0.43%
3.00%

The amount by which the present value of the defined benefit obligation would increase (decrease) if there are reasonable possible changes in significant actuarial assumptions, with all other assumptions held constant, is as follows

Discount rate
Increase by 0.5%
Decrease by 0.5%
Expected rate of salary increase
Increase by 0.5%
Decrease by 0.5%
December 31,2021
($ 4,224)
$ 4,632
$ 4,511
($ 4,162)
December 31,2020 December 31,2020
(


(
(


(
$ 4,609)
$ 5,082
$ 4,924
$ 4,519)

-78-

The sensitivity analysis above may not reflect actual changes in the present value of the defined benefit obligation because the actuarial assumptions may be correlated and changes in only one assumption are not feasible.

Amount expected to be
appropriated within 1 year
Average duration to maturity of
defined benefit obligation
December 31,2021
$ 934
15–17 years
December 31,2020
$ 842
16–21 years

22. Equity

  • (1) Ordinary share capital
Ordinary share capital
Authorized number of shares
(in thousands)
Authorized capital stock
Number of shares issued and
fully paid (in thousands)
Capital stock issued
December 31,2021

500,000
$ 5,000,000

285,906
$ 2,859,057
December 31,2020






500,000
$ 5,000,000
285,906
$ 2,859,057

The issued ordinary shares has a face value of NT$10 per share and each share is entitled to one voting right and receiving dividends.

On November 12, 2019, the board meeting approved the issuance of 80,000 thousand

shares with a par value of NT$10 per share as rights shares for the repayment of bank

loans and the repayment of the principal and interest due on the fourth domestic secured convertible bonds. The capital increase was reported as effective on February 14, 2020. The book-close date for the rights shares was June 29, 2020, and the subscription price per share was NT$8.5. The total paid-in share payment of NT$680,000 thousand has been fully received.

In order to meet the demand of repaying bank loans, the board meeting decided to issue 65,000 thousand new shares by cash capital increase on November 1, 2021. The benchmark date of the cash capital increase was February 24, 2022. The subscription price per share was NT$25, and the total amount of share capital received was NT$1,625,000 thousand, which has been fully collected.

-79-

(2) Capital surplus

Capital surplus
For loss make-up, payment in
cash or capitalization as equity
(1)
Stock issuance premium
Differences between equity
price and carrying amount
arising from actual acquisition
or disposal of subsidiaries
Only for loss make-up
Recognition of changes in
ownership interest in
subsidiaries (2)
Changes in net equity of
affiliates accounted for using
the equity method
Not for any purpose
Others
December 31,2021
$ 1,432
52,515
372,807
2,465
69,355
$ 498,574
December 31,2020








$ 1,432
26,034
151,353
1,935
69,355
$ 250,109
  1. Such capital surplus may be used to make up for losses or, when the Company has no losses, to distribute cash or to capitalize equity, provided that the capitalization is limited to a certain percentage of the paid-in capital each year.

  2. This type of capital surplus represents the effect of equity transactions recognized for changes in the Company’s equity when the Company has not actually acquired or disposed of ownership interest in the subsidiary. Among them, the Company’s subsidiary Giga Diamond Materials Corporation disposed of the trust shares of its resigned employees in accordance with the trust agreement in 2021 and 2020, and the remaining amounts after deducting the amount to be distributed and returned to the employees were NT$4,797 thousand and NT$1222 thousand respectively, which is deemed to be a reissue after Giga Diamond Materials Corporation called back the shares. The Company included them in the capital reserve according to the shareholding ratio – changes in ownership interests of subsidiaries, with amounts of NT$1,538 thousand and NT$448 thousand respectively.

-80-

(3) Retained earnings and dividend policy

In accordance with the Company’s earnings distribution policy as stipulated in the Articles of Association, if there is any net earnings in the Company’s annual final accounts, the Company shall first pay tax, make up for accumulated losses and then set aside 10% as legal reserve in accordance with the law. If the accumulated legal reserve has reached the Company’s paid-in capital, the Company may no longer set aside legal reserve. The remainder shall be set aside and reversed from special reserve as provided by law or by the competent authority. If there are still remaining earnings, the board of directors shall prepare a proposal for distribution of the remainder together with the accumulated unappropriated earnings as dividends to shareholder, and submit it to the shareholders’ meeting for resolution on the distribution.

The shareholders’ meeting held on July 26, 2021 approved the amendment of the Company’s policy on the distribution of dividends to shareholders, which is subject to the Company’s current and future investment environment, capital requirements, domestic and external competition, and capital budget, with the interests of shareholders and the Company’s long-term financial planning taken into account. If the distributable earnings for the year reaches 5% of the paid-in capital, dividends shall be paid at a percentage of not less than 20% of the distributable earnings for the year; if the distributable earnings for the year does not reach 5% of the paid-in capital, no dividends may be paid. The percentage of cash dividends paid each year shall not be less than 20% of the total amount of cash and stock dividends paid in that year. The aforementioned dividend distribution percentage may be adjusted based on financial, business and operational considerations.

Please refer to Note 24(7) for the Company’s policy on employee and director remuneration distribution under the Company’s Articles of Association.

The legal reserve should be appropriated until the balance reaches the Company’s total paid-in capital. Legal reserve may be used to make up for losses. If the Company has no losses, the excess of legal reserve over 25% of the paid-in capital may be distributed in cash in addition to capitalization as equity.

On July 26, 2021, the shareholders’ meeting of the Company passed a resolution to amend the Articles of Association to specify that when the special reserve is allocated from the net deduction of other equity accumulated in the previous period, if the undistributed surplus in the previous period is insufficient to allocate, the after-tax

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net income plus items other than the after-tax net income of the current period will be added into the undistributed surplus of the current period for the allocation. Before the amendment to the Articles of Association, the Company shall allocate the undistributed earnings from the previous period according to law.

The earnings distribution proposal for 2020 was approved at the general shareholders’ meeting of the Company on July 26, 2021 as follows:

Losses to be made up at the beginning of the year
Remeasurement of defined benefit plan
Adjustment of cash capital increase
Net losses for 2020
Disposal of equity instruments at fair value through
other comprehensive income
Organization restructuring
Losses to be made up at the end of the year
2020
Proposal for loss
make-up
$ -
(
2,069 )
(
6,248 )
( 535,475 )
( 21,235 )
(
6,659)
($ 571,686)

The earnings distribution proposal for 2019 was approved at the regular shareholders’ meeting of the Company on June 9, 2020 as follows:

Legal reserve
Special reserve
2020

$ 14,689
$ 132,198

The loss compensation proposal for 2021 as proposed by the board meeting on March 28, 2022 is as follows:

March 28, 2022 is as follows:
Losses to be made up at the beginning of the year
Remeasurement of defined benefit plan
Net income for 2021
Disposal of equity instruments at fair value through
other comprehensive income.
Losses to be made up at the end of the year
2021
Proposal for loss
make-up
( $ 571,686 )
(
1,025 )
24,796
14,268
($ 533,647)

The loss compensation proposal for 2021 is pending the resolution of the shareholders’ meeting scheduled to be held on June 24, 2022.

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  • (4) Special reserve
Special reserve
Balance at the beginning of the
year
Provision of special reserve
2019 earnings distribution
Balance at the end of the year
2021
$ 155,982
-
$ 155,982
2020




$ 23,784
132,198
$ 155,982

As of December 31, 2021 and 2020, the amount of special reserve first utilized was NT$23,784 thousand.

  • (5) Other equity items

  • Exchange differences on translation of financial statements of foreign operations

operations
Balance at the beginning of
the year
Generated in the year
Translation differences
on translation of
foreign operations
Disposal of partial
interest in a subsidiary
Change in recognition of
ownership interest in
subsidiaries
Balance at the end of the
year
2021
( $ 97,324 )
( 25,841 )
152

208
($ 122,805)
2020
( $ 114,115 )
1,533
15,258

-
($ 97,324)
  1. Unrealized valuation gains or losses on financial assets measured at fair value through other comprehensive income
Balance at the beginning of
the year
Generated in the year
Unrealized gain or loss
Equity instruments
Disposal of partial interest
in a subsidiary
Transfer of accumulated
gain or loss on disposal of
equity instruments to
retained earnings
Balance at the end of the
year
2021
( $ 75,723 )
112,815
(
109 )
(14,268)
$ 22,715
2020
( $ 145,597 )
44,704
3,935
21,235
($ 75,723)

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(6) Non-controlling interests

Non-controlling interests
Balance at the beginning of
the year
Net losses for the year
attributable to non-controlling
interests
Other comprehensive
attributable to non-controlling
interests
Exchange differences
on translation of
financial statements of
foreign operations
Unrealized losses on
financial assets
measured at fair value
through other
comprehensive income
Tax effects of other
comprehensive income
Actuarial loss of defined
benefit plan
Changes in ownership interest
in affiliates
Changes in ownership interest
in subsidiaries (Note 32)
Disposal of partial interest in a
subsidiary (Note 32)
Organization restructuring
(Note 12)
Cash dividends to shareholders
of subsidiaries
Subsidiary share based
payment transactions
2021
$ 3,323,577
(
298,453 )
(
34,705 )
142,306
6,017
1,369
13,431
1,323,945
17,628
-
(
77,887 )

24,412
$ 4,441,640
2020
$ 2,816,926
(
25,505 )
4,198
26,736
(
924 )
(
2,150 )
1,759
315,679
245,210
6,659
(
65,011 )

-
$ 3,323,577

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23. Revenues

  • (1) Description of Customer Contract

Revenue recognition for the Consolidated Company is recognized at a point in time.

Information on revenue from customer contracts is as follows:

Revenue from customer
contracts
Merchandise sales
revenues
Other operating revenues
2021
$ 8,078,680
269,138
$ 8,347,818
2020




$ 9,277,648
277,087
$ 9,554,735

Breakdown of revenue from customer contracts

Breakdown of revenue from customer contracts Breakdown of revenue from customer contracts Breakdown of revenue from customer contracts
(2) Product type
2021
Revenues from sales of
conductive paste
$ 5,304,075
Revenues from sales of silicon
products
1,890,860
Revenues from sales of
electricity
252,949
Revenues from construction
projects
224,111
Others

675,823
$ 8,347,818
Contract balance
December 31,
2021
December 31,
2020
Accounts receivable (Note
9)
$ 1,127,463
$ 1,771,528
Accounts receivable –
related party
$ 135,703
$ 95,894
Contract assets
Power Plant
Construction Contract
$ 189,595
$ 178,548
Less: allowance for
loss

-

-
Contract assets –
current
$ 189,595
$ 178,548
Contract liabilities
Power Plant
Construction Contract
$ 22,194
$ 3,339
Merchandise Sales

280,692

123,267
Contract liabilities –
current (included in
other current
liabilities)
$ 302,886
$ 126,606
2020







$ 7,932,869
621,836
263,997
312,991

423,042
$ 9,554,735
January1,2020







$ 1,771,528
$ 95,894
$ 178,548
-
$ 178,548
$ 3,339
123,267
$ 126,606







$ 1,175,599
$ 41,422
$ 314,199
-
$ 314,199
$ 4,443
52,426
$ 56,869

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The change in contract assets is mainly due to the difference between the point at which the performance obligation is satisfied and the point at which the customer pays. The amount of contract liabilities from the beginning of 2020 recognized as revenue and other revenue were NT$4,443 thousand and NT$2,303 thousand respectively. The amount of contract liabilities from the beginning of 2021 recognized as revenue and other revenue were NT$759 thousand and NT$15 thousand respectively.

  • (3) Customer contracts not yet fully performed

The allocated transaction prices and the expected timing of recognition as revenue for the outstanding performance obligations are as follows:

Power Plant Construction
Contract
Performed in 2021
Performed in 2022
December 31,2021
$ -
47,097
$ 47,097
December 31,2020 December 31,2020




$ 91,376
-
$ 91,376

24. Net Income from Continuing Operations

  • (1) Interest income
Interest income
Bank deposits
Others
2021
$ 4,247
14
$ 4,261
2020




$ 3,005
342
$ 3,347
  • (2) Other income
Other income
Rental income
Investment property (Note
15)
Others
Dividend income
Government subsidy income
(Note 28)
Others
2021
$ 12,007
6,065
2,107
220
81,154
$ 101,553
2020





$ 9,785
2,307
1,008
24,317
59,442
$ 96,859

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(3) Other gains and losses

(3) Other gains and losses
Net gain (loss) on financial
assets and liabilities at fair
value through profit or loss
Loss on disposal of investment
Impairment loss on
non-financial assets
Loss (gain) on repurchase of
corporate bonds
Loss from disposal of property,
plant and equipment
Net foreign currency exchange
gain (loss)
Loss on disposal of investment
accounted for using the equity
method
Other losses
(4) Financial costs
Interest on Bank Borrowings
Interest on borrowed silver
ingots
Amortization of discount on
corporate bonds payable
Interest on lease liabilities
Interest on borrowings from
related parties
Amortization of long-term
payables
Increase on short-term notes
and bills payable
Imputed interest on deposit and
others (Note 38)
(5) Depreciation and amortization
Summary of depreciation by
function.
Operating costs
Operating expenses
2021
$ 3,171
(
9 )
(
147 )
( 24,861 )
( 30,129 )
( 81,839 )
-
(31,106)
($ 164,920)
2021
$ 83,194
10,412
5,777
2,612
2,023
1,224
23

16
$ 105,281
2021
$ 170,543
147,935
$ 318,478
2020
( $ 3,750 )
-
( 54,028 )
444
(
4,127 )
2,550
(
444 )
(23,270)
($ 82,625)
2020







$ 91,442
7,922
23,956
2,695
1,342
30,005
-
115,065
$ 272,427
2020




$ 161,007
149,420
$ 310,427

(Continued on next page)

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(Continued from previous page)

Summary of amortization by
function. (Note)
Operating costs
Operating expenses
2021
$ 36
12,154
$ 12,190
2020




$ -
12,365
$ 12,365

Note: Including the amortization of other non-current assets.

(6) Employee benefit expenses

Employee benefit expenses
Short-term employee benefits
Post-employment benefits
Defined contribution plan
Defined benefit plan (Note
21)
Share-based payments
Settlement of interests
Other employee benefits
Total employee benefit
expenses
Summary by function.
Operating costs
Operating expenses
2021
$ 466,710
17,869
136
40,957
22,852
$ 548,524
$ 178,569
369,955
$ 548,524
2020













$ 439,788
13,756
255
1,432
25,723
$ 480,954
$ 150,431
330,523
$ 480,954

(7) Remuneration for employees and directors

In accordance with the Company’s Articles of Association, the remuneration for

employees shall not be less than 4% and not more than 8%, and the remuneration for directors shall not be more than 3%.

In 2021 and 2020, no remuneration for employees and directors was estimated due to a cumulative loss.

If there is a change in the amount of the consolidated financial statements after the date of its issuance, the amount is adjusted in the following year in accordance with the rules related to changes in accounting estimates.

The estimated remuneration for employees and directors for 2019 was approved by the board meeting on March 27, 2020 as follows:

Estimated percentage

Estimated percentage
Remuneration for employees
Remuneration for directors
2019
4%
3%

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Amount

Amount
Remuneration for employees
Remuneration for directors
2019
$ 7,345
5,509

There was no difference between the actual amount of the remuneration of employees and directors and supervisors paid for 2019 and the amount recognized in the consolidated financial statements in 2019.

Please refer to the “Market Observation Post System” of the Taiwan Stock Exchange for information on the remuneration for employees and directors resolved by the board of directors of the Company.

25. Income Tax

  • (1) Income tax recognized in profit or loss

The major components of income tax expense are as follows:

The major components of income tax expense are as follows:
2021
2020
Current income tax
Generated in the year
$ 35,758
$ 28,428
Adjustments for prior
years
(
491)

1,458
35,267
29,886
Deferred tax
generated in the year
(26,324)
33,453
Income tax expense recognized
in profit or loss
$ 8,943
$ 63,339
The reconciliation of accounting income to income tax expense is as follows:
2021
2020
Net losses before tax from
continuing operations
($ 264,714)
($ 497,641)
Income tax benefit of net loss
before tax calculated at the
statutory tax rate
( $ 141,179 )
( $ 99,528 )
Benefit from tax exemption
( 15,225 )
( 26,976 )
Non-deductible expenses due
to tax purposes
59,869
7,016
Basic tax difference payable
914
4,874
Unrecognized loss
carryforwards and deductible
temporary differences
104,888
180,987
Effects of different tax rates
applicable to consolidated
entities
-
(
4,683 )
2020
($ 497,641)
( $ 99,528 )
( 26,976 )
7,016
4,874
180,987
(
4,683 )

(Continued on next page)

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(Continued from previous page)

(2)
(3)
(4)
2021
Adjustments to current income
tax expenses of previous years
( $ 491 )
Others

167
$ 8,943
Income tax recognized in other comprehensive income
2021
Deferred tax
Generated in the period
- Translation differences on
translation of foreign
operations
$ 10,908
Current income tax assets and liabilities
December 31,2021
Current income tax assets
Tax refund receivable
$ 17,522
Current income tax liabilities
Income tax payable
$ 24,051
Deferred tax assets and liabilities
2020


$ 1,458
191
$ 63,339
2020
($ 1,745)
December 31,2020

$ 16,830
$ 24,220

The changes in deferred tax assets were as follows:

(Continued 2021
Temporary difference

Allowance for
doubtful accounts in
excess of limit

Impairment of bond
investments without
active markets
Investment
accounted for using
the equity method

Interest
compensation on
corporate bonds
payable
Unrealized
inter-company
transactions between
entities
on next page)
Balance at the
beginning of the
year
Recognized in
profits(losses)
$ 1,811

-
(
2,163 )
(
13,033 )
(
1,803 )
Recognized in
other
comprehensive
income
Balance at the
end of theyear
$ 35,257
17,644
(
29,803 )
-
3,550

$ 33,446

17,644
(
27,640 )
13,033

5,353
$ -

-

-


-

-

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(Continued from previous page)

Fair value
adjustments
resulting from
business merger

Net defined benefit
liabilities –
non-current

Allowance for
decline in value of
inventories and slow
moving losses
Unrealized exchange
gain and loss

Exchange
differences on
translation of
financial statements
of foreign operations
Unused tax losses
Investment tax
credit

Deferred income tax
(expense) income
Deferred tax assets

Information expressed in
the balance sheet is as
follows.
Deferred tax assets

Deferred tax
liabilities

2020
Temporary difference

Allowance for
doubtful accounts in
excess of limit

Impairment of bond
investments without
active markets
Investment
accounted for using
the equity method

Interest
compensation on
corporate bonds
payable
Unrealized
inter-company
transactions between
entities
Balance at the
beginning of the
year
$ 695

(
101 )
18,841

(
3,753 )

47,265
-

6,826


$ 111,609
$ 143,103
$ 31,494

$ 29,946

17,644
(
24,103 )
9,013
10,725
Recognized in
profits(losses)
$ -

(
52 )
(
12,535 )

7,211
-
46,692

196

$ 26,324

$ 3,500

-
(
3,537 )
4,020
2,542
Recognized in
other
comprehensive
income
$ -


-


-
-
10,908
-

-

$ 10,908



$ -

-

-

-

-
Balance at the
end of theyear
Balance at the
end of theyear

(
(







(

(
(




(








(





(
$ 695

153 )
6,306
3,458
58,173
46,692
7,022
$ 148,841
$ 179,197
$ 30,356
$ 33,446
17,644

27,640 )
13,033
5,353

(Continued on next page)

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(Continued from previous page)

from previous page)

Fair value
adjustments
resulting from
business merger

Net defined benefit
liabilities –
non-current
Allowance for
decline in value of
inventories and slow
moving losses
Unrealized exchange
gain and loss
Exchange
differences on
translation of
financial statements
of foreign operations
Unused tax losses
Investment tax
credit

Deferred income tax
(expense) income
Deferred tax assets

Information expressed in
the balance sheet is as
follows.
Deferred tax assets

Deferred tax
liabilities
Balance at the
beginning of the
year
Recognized in
profits(losses)
$ -

(
634 )
13,956
(
4,024 )
-

(
56,102 )

6,826

($ 33,453)
Recognized in
other
comprehensive
income
$ -


-

-

-

(
1,745 )

-

-

($ 1,745)


Balance at the
end of theyear





$ 695

533

4,885
271


41,096
56,102

-


$ 146,807
$ 170,910
$ 24,103



(


(

(
(




$ 695

101 )
18,841

3,753 )

47,265
-
6,826
$ 111,609
$ 143,103
$ 31,494

(5) Deductible temporary differences and unused loss carryforwards for deferred tax

assets not recognized in consolidated balance sheets

Loss carryforwards
Expires in 2021
Expires in 2022
Expires in 2023
Expires in 2024
Expires in 2025
Expires in 2026
Expires in 2027
Expires in 2028
Expires in 2029
Expires in 2030
Expires in 2031
Deductible temporary
difference
December 31,2021
$ 61,787
594,684
539,838
513,150
536,457
42,078
807,700
1,219,754
803,729
146,575

478,778
$ 5,744,530
$ 2,168,693
December 31,2020 December 31,2020








$ 79,397
597,744
539,191
515,464
525,949
56,684
828,477
1,243,202
773,315
108,995
-
$ 5,268,418
$ 4,157,975

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  • (6) Total amount of temporary differences related to investments for which no deferred income tax liabilities were recognized

  • No deferred tax liability has been recognized for the income tax payable on the unappropriated earnings of foreign subsidiaries that may arise upon their repatriation. The Company has decided not to distribute the unappropriated earnings of its subsidiaries in the foreseeable future. As of December 31, 2021 and 2020, the amount of taxable temporary differences not recognized as deferred tax liabilities was NT$381,555 thousand and NT$358,869 thousand, respectively.

  • (7) The status of income tax assessment

The Company’s income tax returns have been assessed by the tax authorities up to 2019.

26. Earnings Per Share

Unit: NTD per share

Basic earnings per share
Diluted earnings per share
2021
$ 0.09
$ 0.09
2020

(
(
$ 2.17)
$ 2.17)

The weighted-average number of ordinary shares and net income (loss) used in the calculation of earnings per share are as follows:

Net income (loss) for the year

Net income (loss) for the year
Net income (loss) attributable to
owners of the Company
Impact of potential ordinary
shares with dilutive effect:
Effect of potential ordinary
shares of subsidiaries
Net income (loss) used in the
calculation of diluted net
income(loss) per share
2021
$ 24,796
-
$ 24,796
2020


( $ 535,475 )

-
($ 535,475)

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Number of shares
Weighted-average number of
ordinary shares used in the
calculation of basic earnings per
share
Impact of potential ordinary
shares with dilutive effect:
Remuneration for employees
Weighted-average number of
ordinary shares used in the
calculation of basic earnings per
share
Unit: Thousand shares
2021
2020
285,906
246,454
-

-
285,906
246,454
Unit: Thousand shares
2021
2020
285,906
246,454
-

-
285,906
246,454
Unit: Thousand shares
2021
2020
285,906
246,454
-

-
285,906
246,454




246,454
-
246,454

==> picture [109 x 10] intentionally omitted <==

----- Start of picture text -----

||
|---|
|Unit: Thousand shares|

----- End of picture text -----

If the Consolidated Company may choose to pay employees’ remuneration in shares or cash, when calculating the diluted earnings per share, it is assumed that the employees’ remuneration will be issued in shares, and when the potential ordinary shares have a dilutive effect, they will be included in the weighted average number of outstanding shares for the calculation of the diluted earnings per share. The dilutive effect of these potential ordinary shares will also continue to be considered in the calculation of diluted earnings per share before the resolution on the number of shares awarded to employees in the following year.

27. Share-based Payment Agreement

  • (1) Rights shares reserved for employee subscription

In November 2021 and June 2020, the board meetings respectively resolved to issue rights shares, and reserved 15% and 10% of the total number of new shares respectively for subscription by employees in accordance with the Company Act. The recipients include employees of the Company and its subsidiaries who meet certain criteria. Warrant holders may immediately exercise the stock options in accordance with the measures for the issue and exercise of employee stock options after being granted the employee stock option warrants. In February 2022 and June 2020, the Company granted 1,331 and 2,863 units of employee stock options respectively, and each unit is entitled to 1,000 shares of ordinary shares. The stock options have a duration of 0.02 and 0.03 year, and the exercise price is NT$25 and NT$8.50 per share respectively.

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Information on employee stock options of the Consolidated Company is as follows:

Employee stock options
In circulation at the beginning
of the year
Granted in the year
Exercised in the year
In circulation at the end of the
year
Exercisable at the end of the
year
Weighted average fair value of
stock options granted during
the year (NT$)
January1 to December 31,2020 January1 to December 31,2020
Unit
-
2,863

2,863)
-
-
$ 0.5
Weighted average
exercise price
(NT$)
(


$ -
8.5
8.5

The Consolidated Company used the Black-Scholes valuation model for the employee stock options granted in June 2020, and the input values used in the valuation model were as follows:

valuation model were as follows:
Share price on the grant date
Exercise price
Expected volatility
Duration
Expected rate of dividend
Risk-free interest rate
June 2019
NT$9
NT$8.5
3.06%
0.03 year
-
0.4549%

From January 1 to December 31, 2020, the Consolidated Company recognized remuneration costs of NT$1,432 thousand.

(2) Transfer of treasury shares of subsidiaries to employees

Giga Solar Materials Corporation transferred 750 thousand treasury shares to employees through the resolution of the extraordinary shareholders’ meeting on September 30, 2021. The transferees were the current employees of Giga Solar Materials Corporation, and the transfer price was NT$125. The stock options on the transfer of the treasury shares to employees have been fully executed on November 24, 2021.

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Unit: Thousand shares

Date of approval of
the extraordinary
shareholders’
meeting
September 30,
2021
Grant date
November 19,
2021
Actual number of
shares transferred
750

Fair value on the
grant date
$54

Giga Solar Materials Corporation used the Black-Scholes valuation model for the employee stock options granted in November 2021, and the input values used in the valuation model were as follows:

valuation model were as follows:
Share price on the grant date
Exercise price
Expected volatility
Duration
Expected rate of dividend
Risk-free interest rate
November 19,2021
NT$179
NT$125
20.24%
0.01 year
3.5%
0.3117%

In the Black Scholes valuation model, the expected volatility is the share price in the sample range of the most recent period equivalent to the expected duration of the stock option, and is estimated by the standard deviation of the stock return in that period.

From January 1 to December 31, 2021, the Consolidated Company recognized a remuneration cost of NT$40,500 thousand.

  • (3) Employee stock options granted to the employees of subsidiaries

Ho Mi Specialty Materials Co., Ltd. issued 900,000 employee stock option certificates by resolution of the board meeting in August 2021, and handled them in accordance with the regulations on the issuance and subscription of employee stock option certificates. The company decided to issue employee stock option certificates on September 1, 2021, which can be executed 100% within two years. Each unit may subscribe to 1000 ordinary shares. The stock options have a duration of 2.25 years and the exercise price is NT$10 per share.

  • (4) Employee stock options granted to the employees of subsidiaries

On December 16, 2021, Giga Diamond Materials Corporation decided to issue rights shares through the resolution of the board meeting, and reserved 15% of the total amount of new shares to be subscribed by employees. After being granted the

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employee stock option certificates, the certificate holders may immediately exercise the share subscription in accordance with the regulations on the issuance and subscription of employee stock option certificates, and the date of grant was February 18, 2022.

  • (5) Employee stock options granted to the employees of subsidiaries

The extraordinary shareholders’ meeting of Giga Diamond Materials Corporation decided on October 29, 2021 to issue new shares with restricted employee rights, with a total amount of NT$20,000 thousand. It is planned to issue 2,000 thousand shares at an issue price of NT$0 per share, which is pending submission to the competent authority for approval.

Information on the employee stock options is as follows:

Employee stock options
Outstanding at the beginning of
the year
Grant in the year
Exercise in the year
Abandonment in the year
Outstanding at the end of the
year
Exercisable at the end of the
year
Weighted average fair value of
stock options granted during
the year (NT$)
2021
Unit
-
900
-

5)
895
-
$ 3.12
Weighted average
exercise price
(NT$)
(


$ -
10
10
-

Ho Mi Specialty Materials Corporation used the Black-Scholes valuation model for the employee stock options granted in September 2021, and the input values used in the valuation model were as follows:

the valuation model were as follows:
Share price on the grant date
Exercise price
Expected volatility
Duration
Expected rate of dividend
Risk-free interest rate
September 2021
NT$11.88
NT$10
31.19%
2.25 years
-
0.1993%

The Consolidated Company recognized a remuneration cost of NT$457 thousand in

-97-

28. Government Subsidies

  • In addition to those disclosed in other notes, the Consolidated Company received the following government subsidies:

On May 14, 2020, the Consolidated Company applied for the Industrial Development Bureau of the Ministry of Economic Affairs to subsidize the salaries and working capital of the manufacturing and technical service industries affected by severe and special infectious pneumonia, which were approved and disbursed after examination and approval, and a total of NT$22,444 thousand was approved. In 2020, NT$22,262 thousand of government subsidy income was recognized and NT$22,262 thousand of grant was received.

In accordance with the “Notice to the Ministry of Economic Affairs for Handling Applications for Salary and Operating Capital Subsidies for Enterprises in Hardship Affected by Severe and Special Infectious Pneumonia in the Manufacturing and Technical Service Industries,” the Industrial Development Bureau of the Ministry of Economic Affairs may revoke or annul the subsidies and recover all or part of the amount paid if the agreed items are not complied with.

  1. Business Merger

Acquisition of Exojet Technology Corporation

On June 30, 2020, the board of directors of the subsidiary, Giga Solar Materials Corporation resolved to exchange 22.10 shares of ordinary shares of the subsidiary, Exojet Technology Corporation for each ordinary shares of Giga Solar Materials Corporation in order to integrate resources, optimize resource allocation under the sharing of management, technology, talents and resources, enhance overall operational efficiency, and focus on the development and application of new products and issued 2,208 thousand new shares with a par value of NT$10 per share for a capital increase of NT$22,080 thousand, with the book-close date of December 25, 2020.

Exojet Technology Corporation is mainly engaged in the development, blending and manufacturing of pastes for new generation electronic and optoelectronic components.

  • (1) Transfer pricing

Issue of equity instruments

The subsidiary Giga Solar Materials Corporation issued 2,208 thousand ordinary shares with a face value of NT$10 as consideration for Exojet Technology

-98-

Corporation The aggregate fair value of these ordinary shares, determined based on the closing price on the acquisition date, was NT$440,487 thousand.

  • (2) Assets acquired and liabilities assumed on the consolidation date
Cash and cash equivalents
Accounts receivables
Inventories
Other current assets
Property, plant and equipment
Other non-current assets
Subtotal
Short-term borrowings
Notes and accounts payable
Other payables
Other current liabilities
Other non-current liabilities
Subtotal
Provisionalprice
$ 60,245
44,765
26,914
19,370
38,794

2,843
192,931
( 15,328 )
(
3,312 )
( 14,255 )
(
2,531 )
(
823)
(36,249)
$ 156,682
Fair value
$ 60,245
44,765
37,046
19,370
39,033

2,843
203,302
( 15,328 )
(
3,312 )
( 17,524 )
(
2,531 )
(
823)
(39,518)
$ 163,784

At the date of issuance of this consolidated financial report, the required market evaluation and other calculations have been completed, and the Consolidated Company has adjusted the original accounting treatment and provisional sum since the acquisition date, and restated the comparative information.

  • (3) Goodwill arising from Merger
Goodwill arising from Merger
Transfer pricing
Less: Fair value of identifiable
net assets
Goodwill
Provisionalprice
$ 440,487
(156,682)
$ 283,805
Fair value

(

(
$ 440,487
163,784)
$ 276,703

The goodwill arising from the acquisition of Exojet Technology Corporation was mainly due to the control premium. In addition, the consideration paid for the merger includes the expected consolidation effect of the merger, revenue growth, future market development, and the value of Exojet Technology Corporation’s employees. However, these benefits do not qualify for recognition as identifiable intangible assets and are therefore not recognized separately.

  • (4) Net cash inflow from acquisition of Exojet Technology Corporation
Consideration paid in cash
Add: Balance of cash and cash equivalents acquired
Net cash inflow
Fair value


$ -
60,245
$ 60,245

-99-

  • (5) Effect of business mergers on operating results

  • From the date of merger (December 25, 2020) to December 31, 2020, Exojet Technology Corporation did not yet generate revenues and net income to the Consolidated Company. Had the merger occurred at the beginning of 2020, the proposed consolidated operating revenues and net income for 2020 would have been NT$9,726,488 thousand and NT$(565,313) thousand, respectively. These amounts do not reflect the actual revenues and operating results that would have been generated by the Consolidated Company if the business merger had been completed at the beginning of the year of acquisition and should not be used as a projection of future operating results.

In preparing the proposed consolidated operating income and net income of the acquisition of Exojet Technology Corporation from the beginning of the Consolidated Company’s accounting year of the acquisition date, the management has taken into account the following factors:

  1. Depreciation is calculated based on the fair value of plant and property at the time of the initial accounting for the business merger, rather than the carrying amount recognized in the pre-acquisition financial statements; and

  2. The cost of borrowing is estimated based on the Consolidated Company’s capital position, credit rating and debt-to-equity ratio after the merger.
  1. Non-current Assets Held for Sale

  2. On September 10, 2020, Global Acetech Co., Ltd. decided to sell some assets by resolution of the shareholders’ meeting, and signed a contract for the sale of land, houses, buildings and other ancillary equipment with Xiangfu-Metal (Thailand) Co., Ltd. on September 29, 2020. The book value of the assets sold was THB 39,784 thousand, and the sale price was THB 50,200 thousand, which was collected in three phases. Because the sale price is expected to exceed the book amount of relevant net assets, when these units are classified as non-current assets for sale, there is no impairment loss that should be recognized. The transfer procedure has been completed before the end of 2021

Global Acetech Co., Ltd. decided to sell some assets by resolution of the shareholders’ meeting on March 21, 2021, and signed a land sale contract with the Great Star Precision Screw Co., Ltd. on March 31, 2021. The book value of the assets sold was THB 23,096 thousand, and the sale price was THB 27,600 thousand which was collected in three phases. Because the sale price is expected to exceed the book amount

-100-

of relevant net assets, when these units are classified as non-current assets for sale, there is no impairment loss that should be recognized. As of March 28, 2022, the deposit of THB 19,600 thousand has been received.

31. Disposal of Subsidiaries

New Elite Investments Limited, a subsidiary of the Company, was approved for its application for cancellation of registration on September 14, 2020, and returned the remaining share prices on October 20, 2020.

  • (1) Consideration received
Consideration received
Cash New Elite
Investments
Limited
$ 1,876
  • (2) Analysis of assets and liabilities over which controls have been lost
Current assets – cash
Gain (loss) from disposal of subsidiaries
Consideration received
Net assets disposed of
Cumulative translation differences of net assets of
subsidiaries reclassified from equity to profit or loss
due to loss of control over the subsidiary
Loss on disposal
New Elite
Investments
Limited
$ 1,876
New Elite
Investments
Limited
$ 1,876
(
1,876 )
(
444)
($ 444)
  • (3) Gain (loss) from disposal of subsidiaries

  • (4) Net cash inflow from disposal of subsidiaries

Net cash inflow from disposal of subsidiaries
Consideration received in cash
Less: Cash balance disposed of
New Elite
Investments
Limited

(
$ 1,876

1,876)
$ -

-101-

32. Equity Transactions with Non- controlling Interests

The subsidiaries Giga Solar Materials Corporation and Wafering Technology Corporation did not subscribe to the rights shares of Giga Diamond Materials Corporation according to the shareholding ratio on February 3, 2021, resulting in the shareholding ratio decreasing from 36.71% to 35.35%. On October 1, 2021, Giga Diamond Materials Corporation exchanged all the shares of the remaining shareholders of its subsidiary Hua Hsu Optotech Co., Ltd. by issuing new shares and paying cash, resulting in the reduction of the shareholding ratio of Giga Solar Materials Corporation and Wafering Technology Corporation from 35.35% to 32.08%.

On February 13, 2021, the subsidiary Giga Solar Materials Corporation did not subscribe to the rights shares of the subsidiary Green Energy Electrode Inc. according to the shareholding ratio, resulting in the shareholding ratio decreasing from 50.39% to 48.39%.

The Company and its subsidiary Wafering Technology Corporation sold a total of 206 thousand shares of Giga Solar Materials Corporation in 2021. Due to the capital increase of Giga Solar Materials Corporation on June 29, 2021 and the resolution of the

extraordinary shareholders’ meeting on September 30, 2021, the Company transferred

750 thousand treasury shares to employees. The book-close date of share subscription was November 11, 2021, and the objects were the current employees of Giga Solar Materials Corporation, so the consolidated shareholding ratio decreased to 39.81%.

Since the above transaction did not change the Company’s control over the subsidiary, the Company treated it as an equity transaction.

Cash consideration received

The carrying amount of the
subsidiary’s net assets that
should be transferred to
non-controlling interests
based on the relative changes
in equity.
Adjustments to other equity
items attributed to
shareholders of the Company
- Exchange differences
on translation of
financial statements of
foreign operations
- Unrealized gains or
losses on financial
assets measured at fair
value through other
comprehensive income
Equity transaction differences
Giga Diamond
Materials
Corporation
$ 77,433

(
75,365 )
(
229 )

-

$ 1,839
Green Energy
Electrode Inc.
$ 120,782

(
118,573 )

21

-
$ 2,230
Giga Solar
Materials
Corporation
$ 1,381,902

1,154,540 )

152 )
109
$ 227,319
Hua Hsu
Optotech Co.,
Ltd.
( $ 11,700 )
6,905

-


-

($ 4,795)
Total

(
(


(



(
(

(

(

(
(

$ 1,568,417
1,341,573 )

360 )
109
$ 226,593

(Continued on next page)

-102-

(Continued from previous page)

Adjustment account of equity
transaction differences
Capital surplus – Recognition
of changes in ownership
interest in subsidiaries
Capital surplus – Differences
between equity price and
carrying amount arising from
actual acquisition or disposal
of subsidiaries
Giga Diamond
Materials
Corporation
$ 1,839


-

$ 1,839
Green Energy
Electrode Inc.
$ 2,230

-
$ 2,230
Giga Solar
Materials
Corporation
$ 200,838
26,481
$ 227,319
Hua Hsu
Optotech Co.,
Ltd.
( $ 4,795 )

-
($ 4,795)
Total






(

(


$ 200,112
26,481
$ 226,593

The Consolidated Company sold 3,468,000 shares of Giga Solar Materials Corporation from January to December of 2020, and Giga Solar Materials Corporation issued new shares to merge with Exojet Technology Corporation in December 2020, resulting in a decrease in the shareholding ratio from 53.21% to 46.17%. Because the Company is a domestic listed company, the shareholding of the remaining shares is very scattered. Considering the absolute number, relative size and distribution of voting rights held by other shareholders, it is evaluated that the Company still has control over Giga Solar Materials Corporation.

Since the above transaction did not change the Company’s control over the subsidiary, the Company treated it as an equity transaction.

the Company treated it as an equity transaction.
Consideration received $ 732,146
The carrying amount of the subsidiary’s net assets that
should be transferred to non-controlling interests based
on the relative changes in equity. ( 560,889 )
Adjustments to other equity items attributed to
shareholders of the Company
- Exchange differences on translation of financial
statements of foreign operations ( 15,258 )
- Unrealized gains or losses on financial assets
measured at fair value through other
comprehensive income ( 3,935)
Equity transaction differences $ 152,064
Adjustment account of equity transaction differences
Capital surplus – Differences between equity price and
carrying amount arising from actual acquisition or
disposal of subsidiaries $ 26,034
Capital surplus – Recognition of changes in ownership
interest in subsidiaries 126,030
$ 152,064

-103-

33. Information on Cash Flow

(1) Changes in liabilities from financing activities

January 1 to December 31, 2021

Short-term
borrowings

Short
term
notes and bills
payable

Long-term
borrowings

Deposits
received

Corporate
bonds payable
Long-term
payables

Lease
liabilities

January1,2021 January1,2021
Cash flow

( $ 772,928 )

199,315

689,120

81,182
(
1,418,518 )
(
53,547 )
(
11,538)

($ 1,286,914)
N on-Cash Changes December 31,
2021
Lease changes
Gain on
repurchase of
corporate bonds

I
nterest expense
and
amortization of
discount
Conversion of
corporate bonds
into ordinary
shares
Exchange rate
changes







$ 3,157,068
-
2,336,606
4,020
1,710,199
65,163

127,236

$ 7,400,292
$ -

-

-

-

-

-

31,521

$ 31,521
$ -

-

-

-

37,701
(
12,840 )

-
$ 24,861


$ -
23
-
-
5,777
1,224

-

$ 7,024
$ -

-

-

-
(
101 )

-

-

($ 101)
( $ 14,203 )

-
(
173,874 )

-

-

-
(
8,136)

($ 196,213)







$ 2,369,937
199,338
2,851,852
85,202
335,058
-

139,083
$ 5,980,470

January 1 to December 31, 2020

Short-term
borrowings

Long-term
borrowings

Deposits
received

Corporate
bonds
payable

Long-term
payables

Lease
liabilities

January 1,
2020
Cash flow
No n-Cash Changes



December 31,
2020
Lease changes Gain on
repurchase of
corporate
bonds
$ -
-
-
(
444 )
-

-
($ 444)
Amortization
of discount
Amortization
of interest
expense
Contingent
Consideration
Income
Absorptive
merger
Exchange rate
changes






$ 2,770,246
2,251,671
4,972
3,005,165
96,700

136,877
$ 8,265,631





$ 355,394
77,342
(
952 )
( 1,318,478 )
(
40,993 )
(
11,484)
($ 939,171)


$ -
-
-
-
-
(
571)
($ 571)





$ -
-
-
23,956
30,005
-
$ 53,961


$ -

5,912

-

-

-


-

$ 5,912






$ -

-

-

-
(
20,549 )

-

($ 20,549)



$ 15,328
-
-
-

-
2,233
$ 17,561


$ 16,100
1,681
-
-
-

181
$ 17,962
$ 3,157,068
2,336,606
4,020
1,710,199
65,163

127,236
$ 7,400,292

34. Capital Risk Management

The Consolidated Company conducts capital management to ensure that the Group’s enterprises are able to maximize shareholder returns by optimizing debt and equity balances while continuing to operate. There were no significant changes in the Consolidated Company’s overall strategy.

The Consolidated Company’s capital structure consists of net debt (i.e. borrowings less cash) and equity (i.e. capital stock, capital surplus, retained earnings, other equity items and non-controlling interests).

35. Financial Instruments

  • (1) Fair value information – financial instruments not measured at fair value

December 31, 2021

December 31, 2021

Financial liabilities
Financial liabilities at amortized cost
- Convertible corporate bonds
Book value Fair value
Level 1 Level 2
$ -
Level 3 Total

$ 335,058
$ 373,670
$ -
$ 373,670

-104-

December 31, 2020

December 31, 2020

Financial liabilities
Financial liabilities at amortized cost
- Convertible corporate bonds
Book value Fair value
Level 1 Level 2 Level 3 Total


$ 1,710,199
$ 1,809,970
$ -
$ -
$ 1,809,970
  • (2) Fair value information – financial instruments measured at fair value on a recurring basis

The Consolidated Company does not have assets that are not measured at fair value on a recurring basis. The fair value hierarchy of assets and liabilities measured at fair value on a recurring basis is presented below:

  1. Fair value hierarchy.

December 31, 2021

December 31, 2021
Financial assets at fair
value through profit or
loss
Funds

Stocks

Total

Financial assets measured
at fair value through other
comprehensive income
Investment in equity
instruments

December 31, 2020
Financial assets at fair
value through profit or
loss
Funds

Stocks

Total

Financial assets measured
at fair value through other
comprehensive income
Investment in equity
instruments
Level 1
$ -

11,997

$ 11,997

$ 119,639

Level 1
$ 56,706

65,185

$ 121,891

$ 124,746
Level 2
$ -

-

$ -

$ 341,220

Level 2
$ -

-

$ -

$ 173,280
Level 3
$ 26,284

-

$ 26,284

$ 52,449

Level 3
$ 29,111

-

$ 29,111

$ 44,459
Total












$ 26,284

11,997
$ 38,281
$ 513,308
Total












$ 85,817

65,185
$ 151,002
$ 342,485

There was no transfer between Level 1 and Level 2 fair value measurements in 2021and 2020.

-105-

  1. Reconciliation of financial instruments measured at fair value in Level 3

2021

2021
Balance at the beginning
of the year
Total income (loss)
recognized during the
year.
Recognized in profit
or loss (reported in
“Other gains and
losses”)
Recognized in other
comprehensive
income (reported in
“unrealized gains or
losses on
investments in equity
instruments
measured at fair
value through other
comprehensive
income”)
Addition
Balance at the end of the
year
2020
Assets
Measured at fair
value through profit
or loss
Funds
$ 29,111
(
2,827 )
-

-
$ 26,284
Measured at fair
value through other
comprehensive
income
Stocks


$ 44,459
-
2,990
5,000
$ 52,449
2020
Balance at the beginning of the
year

Total income (loss) recognized
during the year.
Recognized in profit or
loss (reported in “Other
gains and losses”)
Assets
Measured at fair value through
profit or loss
Stocks
Funds
$ 431,693 $ 30,309
- (
1,198 )
Measured at
fair value
through other
comprehensive
income
Funds Stocks
$ 30,309
(
1,198 )
$ 10,210

-

(Continued on next page)

-106-

(Continued from previous page)

Recognized in other
comprehensive income
(reported in “unrealized
gains or losses on
investments in equity
instruments measured at
fair value through other
comprehensive income”)

Addition
Disposal

Balance at the end of the year
Assets Assets Assets
Measured at fair value through
profit or loss

Stocks
Funds
$ - $ -
-
-
(
431,693)

-

$ -
$ 29,111
Measured at
fair value
through other
comprehensive
income
Stocks
$ -
-

431,693)

$ -
Stocks

(





(
$ 30,537

3,816

104)
$ 44,459
  1. Valuation techniques and input values for Level 2 fair value measurement

Type of financial instruments Valuation techniques and input values Investment in equity Equity instruments measured at fair value instruments through other comprehensive income or loss in Level 2 of the fair value hierarchy are subject to restrictions on transfer or sale, and their fair values are based on quoted prices in active markets for similar unrestricted equity instruments, after discounted prices taken into account.

  1. Valuation techniques and input values for Level 3 fair value measurement

  2. The following table presents the significant unobservable input values to the Consolidated Company’s fair value hierarchy for assets measured at fair value on a recurring basis within Level 3 of the fair value hierarchy:

December 31, 2021

December 31, 2021
Financial assets
Measured at fair value
through profit or loss
Funds
Valuation
techniques
Significant
Unobservable
Input Values
Quantitative
Information

Relationship between
input value and fair
value
Sensitivity analysis of the
relationship between input
value and fair value
Asset method
Discount for lack
of liquidity
30%
The higher the degree
of illiquidity, the
lower the fair value
estimate
When the percentage of
illiquidity increases
(decreases) by 1%, the
Consolidated Company’s
income or loss would
decrease/increase by
NT$375 thousand.

(Continued on next page)

-107-

(Continued from previous page)

Measured at fair value
through other
comprehensive income
Stocks

December 31,
Valuation
techniques
Significant
Unobservable
Input Values
Quantitative
Information

Relationship between
input value and fair
value
Sensitivity analysis of the
relationship between input
value and fair value
Market method

2020
Valuation
techniques
Discount for lack
of liquidity
Significant
Unobservable
Input Values
30%

Quantitative
Information
The higher the degree
of illiquidity, the
lower the fair value
estimate


Relationship between
input value and fair
value
When the percentage of
illiquidity increases
(decreases) by 5%, the
Consolidated Company’s
income or loss would
decrease/increase by
NT$907 thousand to
NT$2,479 thousand.
Sensitivity analysis of the
relationship between input
value and fair value

Financial assets
Measured at fair value
through profit or loss
Funds
Measured at fair value
through other
comprehensive income
Stocks
Asset method

Market method
Discount for lack
of liquidity
Discount for lack
of liquidity
30%

30%
The higher the degree
of illiquidity, the
lower the fair value
estimate

The higher the degree
of illiquidity, the
lower the fair value
estimate
When the percentage of
illiquidity increases
(decreases) by 1%, the
Consolidated Company’s
income or loss would
decrease/increase by
NT$416 thousand.
When the percentage of
illiquidity increases
(decreases) by 5%, the
Consolidated Company’s
income or loss would
decrease/increase by
NT$512 thousand to
NT$2,651 thousand.

The Consolidated Company’s finance and investment departments are responsible for conducting fair value tests to ensure that the valuation results approximate market conditions, that the sources of information are independent, reliable, consistent with other resources and representative of realizable prices, and that changes in the value of assets and liabilities that are subject to remeasurement or re-evaluation in accordance with the Consolidated Company’s accounting policies are analyzed at each reporting date to ensure that the valuation results are reasonable.

-108-

(3) Type of Financial instruments

Type of Financial instruments
Financial assets
Measured at fair value through
profit or loss
Mandatorily measured at
fair value through profit or
loss
Financial assets at amortized
cost (Note 1)
Financial assets measured at
fair value through other
comprehensive income
Financial liabilities
Measured at amortized cost
(Note 2)
Financial liabilities for hedging
December 31,2021
$ 38,281
4,821,622
513,308
6,253,926
560,853
December 31,2020
$ 151,002
5,933,882
342,485
8,242,045
1,094,208
  • Note 1: The balance consisted of financial assets measured at amortized cost, such as cash and cash equivalents, notes and accounts receivable and accounts receivable – related party, other receivables, other receivables – related party, and refundable deposits.

  • Note 2: The balance consisted of financial liabilities measured at amortized cost, including short-term borrowings, notes payable, accounts payable, other payables, bonds payable, long-term borrowing, long-term bank borrowings due within one year, corporate bonds due or subject to exercise of right of sale within one year, long-term payables and deposits received.

  • (4) Objectives and Policies of Financial Risk Management

  • The Consolidated Company’s major financial instruments include investments in equity instruments, accounts receivable, accounts payable, corporate bonds payable, borrowings and lease liabilities. The Consolidated Company’s financial management department provides services to each business unit, coordinates the operation of access to domestic financial markets, and monitors and manages financial risks associated with the Consolidated Company’s operations through internal risk reports that analyze risk exposures based on risk degree and breadth. These risks include market risk (which includes exchange rate risk, interest rate risk and other price risks), credit risk and liquidity risk.

-109-

The Consolidated Company uses derivative financial instruments to hedge its exposure in risk in order to mitigate the impact of these risks. The use of derivative financial instruments is governed by the policies approved by the Consolidated Company’s board of directors, which are the written principles for exchange rate risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of surplus circulating capital. Internal auditors review policy compliance and risk limits on an ongoing basis. The Consolidated Company does not trade in financial instruments (including derivative financial instruments) for speculative purposes.

The financial management department reports to the board of directors of the Consolidated Company on a quarterly basis.

  1. Market risk

The main financial risks to which the Consolidated Company is exposed as a result of its operating activities are changes in foreign currency exchange rates (see (1) below) and changes in interest rates (see (2) below). The Consolidated Company engages in various derivative financial instruments to manage its exposure to foreign currency exchange rate and interest rate risk.

There have been no changes in the Consolidated Company’s exposure to market risk of financial instruments and the way it manages and measures such exposures.

  • (1) Exchange rate risk

The Consolidated Company’s exposure to exchange rate risk relates primarily to operating activities (when revenues or expenses are denominated in currencies different from the Consolidated Company’s functional currency) and net investments in foreign operations.

A portion of the Consolidated Company’s foreign currency receivables and payables are denominated in the same currency, in which case, a natural hedge is created. The Consolidated Company does not apply hedge accounting because the aforementioned natural hedge and the management of exchange rate risk by means of swap contracts do not meet the requirements of hedge accounting; in addition, the net investment in foreign operations is a strategic investment and therefore the Consolidated Company does not hedge it.

-110-

The carrying amounts of monetary assets and monetary liabilities denominated in a currency other than the functional currency (including monetary items denominated in a currency other than the functional currency that have been written off in the consolidated financial statements) and the carrying amounts of derivatives with exchange rate risk exposure as of the balance sheet date are described in Note 39. Sensitivity analysis

The Consolidated Company is primarily affected by fluctuations in the exchange rates of USD, JPY and RMB.

The following table details the sensitivity analysis of the Consolidated Company when the exchange rate of the NTD (functional currency) increases and decreases by 1% against each relevant foreign currency. The sensitivity analysis includes only foreign currency monetary items in circulation and adjusts their period-end translation by a 1% change in exchange rates. The positive numbers in the following table represent the increase in net income before tax if the NTD weakens by 1% against the respective currencies, and the negative numbers for the same amount represent the decrease in net income before tax if the NTD strengthens by 1% against the respective currencies.

Gain (loss) Impact of USD
2021
2020
$ 9,842 $ 18,000
Impact of JPY
2021
2020
$ 523 $ 259
Impact of RMB
2021
$ 9,842
2021
2020
$ 17,689 $ 29,899

(2) Interest rate risk

Interest rate risk arises because entities within the Consolidated Company borrow funds at both fixed and floating rates. The Consolidated Company manages interest rate risk by maintaining an appropriate mix of fixed and floating rates; however, hedge accounting is not applied because the Company does not meet the requirements for hedge accounting.

-111-

The carrying amounts of financial assets and financial liabilities exposed to interest rate risk as of the balance sheet date were as follows:

Fair value interest rate
risk
- Financial assets
- Financial liabilities
Cash flow interest rate
risk
- Financial assets
- Financial liabilities
December 31,2021
$ 99,717
474,141
3,024,649
5,421,127
December 31,2020
$ 43,006
1,837,435
2,712,806
5,493,674

Sensitivity analysis

The following sensitivity analysis is based on the interest rate risk of derivative and non-derivative instruments as of the balance sheet date. For floating rate assets (liabilities), the analysis assumes that the amount of the liability outstanding at the balance sheet date is outstanding during the reporting period. The rate of change used in reporting interest rates internally to key management is a 1% basis point increase or decrease in interest rates, which also represents management’s assessment of the range of reasonably possible changes in interest rates.

If the floating rate had increased/decreased by 1%, with all other variables held constant, the Company’s net income before tax would have decreased/increased by NT$21,971 thousand and NT$27,809 thousand for 2021 and 2020, respectively.

(3) Other price risk

The fair value of the Company’s listed, OTC (emerging) and unlisted equity securities may be affected by the uncertainty of the future value of these underlying securities. The Company’s listed, OTC (emerging) and unlisted equity securities are included in the fair value measurement through profit or loss and fair value measurement through other comprehensive income, respectively. The Consolidated Company manages the price risk of equity securities by diversifying its investments and setting limits on its investments in equity securities, both individually and in the aggregate. Portfolio information on equity securities is provided to the Consolidated Company’s senior management on a regular

-112-

basis, and the Board of Directors is required to review and approve all investment decisions on equity securities.

Sensitivity analysis

In 2021 and 2020, the Consolidated Company’s profit or loss would increase/decrease by NT$3,828 thousand and NT$15,100 thousand, respectively, if the price of equity securities in listed, OTC (emerging) and unlisted companies that are mandatorily measured at fair value through profit or loss increased/decreased by 10%. In 2021 and 2020, the Consolidated Company’s equity would increase/decrease by NT$51,331 thousand and NT$34,248 thousand, respectively, if the price of equity securities in listed (emerging) companies that are measured at fair value through other comprehensive income increased/decreased by 10%.

The Consolidated Company entered into precious metal borrowing contracts with suppliers at prices based on international precious metal market quotations plus a margin. In order to manage the precious metal price risk of the inventory, the Consolidated Company uses international precious metal borrowing contracts with the same nominal number as a fair value risk hedge for the components of precious metal price risk contained in the inventory. Based on historical experience, changes in the fair value of the designated components of precious metals price risk cover, on average, price changes in the contracts as a whole, and therefore market price risk is not material.

Hedge accounting

The Consolidated Company uses precious metal borrowing contracts for fair value hedge to mitigate the risk of fair value of financial liabilities arising from changes in international precious metal prices. The fair value of precious metal borrowing transactions as of the balance sheet date is estimated based on the market price of precious metals.

The aforementioned precious metal borrowing transactions are subject to the same conditions as the related financial liabilities. The Consolidated Company uses a qualitative assessment to determine that the value of the precious metal borrowing transactions and the hedged financial liabilities will systematically change inversely due to changes in the prices of the hedged international precious metals. The hedge ineffectiveness of the

-113-

hedge relationship arises primarily from the effect of the credit risk between the Consolidated Company and the counterparty on the fair value of the precious metal borrowing transactions. This credit risk does not affect changes in the fair value of international precious metal prices attributable to the hedged item. There were no other sources of hedge ineffectiveness during the hedge period.

Information on the Consolidated Company’s international precious metals price risk hedge is summarized as follows:

December 31, 2021

December 31, 2021
Hedginginstruments Contract
amount
Expiration
Period
Line item on the
balance sheet

Book value
Change in fair
value of
hedging
instruments
used to assess
hedge
ineffectiveness
duringtheyear
Liabilities
Fair value hedge
Precious metal borrowing
contract

Hedged items





Boo
Assets Value changes
Fair value hedge
Inventories
December 31, 2020

Con
am
$ 1,728
Line item on the
balance sheet
Financial liabilities
for hedging
( $ k value
1,728 )
Change in fair
value of
hedging
instruments
used to assess
hedge
ineffectiveness
duringtheyear

Hedginginstruments
Lia bilities
Fair value hedge
Precious metal borrowing
contract
$ 961,995
Financial liabilities
for hedging
$1,094,208 ( $ 132,213 )

-114-

Hedged items
Fair value hedge
Inventories
Book value
Assets
$ 1,094,208
Cumulative
fair value
adjustment
Assets

$ 132,213
Change in
value of
hedged items
used to assess
hedge
ineffectiveness
duringtheyear
Value changes
$ 132,213
  1. Credit risk

Credit risk refers to the risk of financial loss due to default on contract obligations by the counterparties. The Consolidated Company’s credit risk is attributable to operating activities (mainly accounts receivable and notes) and financial activities (mainly bank deposits and various financial instruments).

Each unit of the Consolidated Company manages credit risk in accordance with its policies, procedures and controls over credit risk. The credit risk of all counterparties is evaluated by taking into account the financial condition of the counterparties, the ratings of credit rating agencies, historical transaction experience, the current economic environment and the Consolidated Company’s internal rating standards. The Consolidated Company also uses certain credit enhancement tools (such as advance receipts) at appropriate times to reduce the credit risk of specific counterparties.

As of December 31, 2021 and 2020, the percentages of receivables from the top ten customers to the Consolidated Company’s total receivables were 46% and 45%, respectively, and the credit concentration risk of the remaining receivables was relatively insignificant.

The Finance Department manages the credit risk of bank deposits, fixed-income securities and other financial instruments in accordance with the Consolidated Company’s policies. Since the Consolidated Corporation’s counterparties are determined by internal control procedures and are creditworthy banks and investment-grade financial institutions, corporate organizations and government agencies, there is no significant credit risk.

-115-

3. Liquidity risk

The Consolidated Company manages and maintains sufficient positions of cash and cash equivalents to support the Group’s operations and mitigate the impact of cash flow fluctuations. The Consolidated Company’s management monitors the use of bank financing lines and ensures compliance with the terms of the loan agreements.

The Company’s financial position as of December 31, 2021 was subject to the liquidity risk of current liabilities exceeding current assets. In order to improve its operating condition, the Company has been actively transforming and increasing its domestic power plant construction project business and wafer processing business in order to continuously improve its operations and increase profitability. At the same time, the Company has disposed of some of its long-term investments and completed the renewal of its bank loan facilities, and continues to negotiate and sign new long-term secured loan facilities with banks to meet short-term capital needs and improve liquidity risk.

Limit, to meet short-term capital needs and improve liquidity risk.

In order to meet the demand of repaying bank loans, the board meeting decided to issue 65,000 thousand rights shares on November 1, 2021. The book-close date of the rights shares was February 24, 2022 with a face value of NT$10. The subscription price per share was NT$25, and the total amount of share capital received was NT$1,625,000 thousand, which has been fully collected to meet the demand for repayment of bank loans and improve liquidity risk.

Bank loans are an important source of liquidity for the Consolidated Company. See (2) below for a description of the Consolidated Company’s unused financing lines.

  • (1) Liquidity and interest rate risk of non-derivative financial liabilities

  • The analysis of the remaining contractual maturities of non-derivative financial liabilities has been prepared based on the undiscounted cash flows (including principal and estimated interest) of the financial liabilities based on the earliest possible date on which the Consolidated Company could be required to make repayment. Therefore, bank loans that the Consolidated Company may be required to repay immediately are shown in the earliest period of the below table, without regard to the probability that the bank will enforce the right immediately; the maturity

-116-

analysis of other non-derivative financial liabilities is prepared based on the contractual repayment dates.

The undiscounted interest amount of interest cash flows paid at floating interest rates is derived from the curve of the yield rate at the balance sheet date.

December 31, 2021

Accounts payable

Borrowing

Corporate bonds
Lease liabilities

Less than 1
year
1–3years 4–5years More than 5
years
Total



$ 481,821

3,174,363
-
22,844

$ 3,679,028


$ -

866,740
339,700
42,773

$ 1,249,213


$ -
533,284
-
28,009

$ 561,293




$ -

919,405

-
65,253

$ 984,658




$ 481,821
5,493,792

339,700
158,879
$ 6,474,192

Further information on the maturity analysis of the financial liabilities above is as follows:

Floating interest
rate
Fixed interest
rate
Lease liabilities
Less than 1
year
$2,608,039
566,324
22,844

$3,197,207
1–5years
$ -
1,739,724
70,782

$1,810,506
5–10years
$ -
612,514
65,253

$ 677,767
10–15years
$ -
306,891
-

$ 306,891
15–20years More than 20
years











$ -
-
-

$ -


$ -
-
-
$ -

December 31, 2020

Accounts payable

Borrowing

Corporate bonds

Lease liabilities
Long-term
payables

Less than 1
year
1–3years 4–5years More than 5
years
Total




$ 1,067,130

3,796,336
1,756,400
13,785
66,743

$ 6,700,394


$ -

775,759
-
26,406
-

$ 802,165


$ -
315,199
-
25,841
-

$ 341,040





$ -

974,715

-

80,519
-

$ 1,055,234





$ 1,067,130
5,862,009
1,756,400

146,551
66,743
$ 8,898,833

Further information on the maturity analysis of the financial liabilities above is as follows:

above is as follows:
Floating interest
rate
Fixed interest
rate
Lease liabilities
Less than 1
year
NT$3,451,049
2,168,430

13,785

$5,633,264
1–5years
$
1,090,958

52,247

$1,143,205
5–10years
$
611,623

80,519

$ 692,142
10–15years
$
363,092


$ 363,092
15–20years More than 20
years




$



$
$



$

(2) Financing line limit

December 31, 2021 December 31, 2020

Unsecured bank overdraft
limit (Revisited every
year)
- Amount used

- Amount unused

$ 1,948,342

1,898,502

$ 3,846,844
$ 2,171,575
1,381,330
$ 3,552,905

(Continued on next page)

-117-

(Continued from previous page)

Secured bank overdraft
limit
- Amount used
- Amount unused
December 31,2021
$ 3,809,192
1,144,677
$ 4,953,869
December 31,2020 December 31,2020




$ 3,855,560
354,130
$ 4,209,690

36. Related Party Transactions

All transactions, account balances, incomes and expenses between the Company and its subsidiaries, which are related parties of the Company, are eliminated upon consolidation and are therefore not disclosed in this note. In addition to those disclosed in other notes, the transactions between the Consolidated Company and other related parties are as follows:

  • (1) Name and relationship of related party
Name and relationship of related party
Name of relatedparty
Whole Max Green Power Co., Ltd.
Ya Fei Solar Energy Co., Ltd.
Hunjin Enterprise Inc.
Jiahe Energy Co., Ltd.
Whole Wing Energy Co., Ltd.
Whole Fund Energy Co., Ltd.
Yuandeng Solar Energy Co., Ltd.
Tron Giga (Yancheng) Energy Co.,
Ltd.
Tron Energy Technology
Corporation
Landian Solar Energy Co., Ltd.
Lanjing Volt Co., Ltd.
Huiqun Energy Co., Ltd.
UJGIGA Co., Ltd.
Yiguang Energy Co., Ltd.
Yijia Energy Co., Ltd.
Yichia Energy Co., Ltd.
Yijshin Energy Co., Ltd.
Yihui Energy Co., Ltd.
Ligao Optoelectronics Co., Ltd.
Lichao Optoelectronics Co., Ltd.
Relationship with the Consolidated
Company
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise
Affiliated enterprise (Note 1)
Affiliated enterprise (Note 1)
Affiliated enterprise (Note 1)
Affiliated enterprise (Note 1)
Affiliated enterprise (Note 1)
Joint venture
Joint venture (Note 2)

(Continued on next page)

-118-

(Continued from previous page)

Relationship with the Consolidated Name of related party Company Suefu Co., Ltd. Joint venture (Note 2) Giga Solar Green Power Co., Ltd. Joint venture Giga Solar No.1 Co., Ltd. Joint venture (Note 3) Giga Solar No.2 Co., Ltd. Joint venture (Note 3) Giga Solar No.3 Co., Ltd. Joint venture (Note 3) Shuoyitai Green Energy Co., Ltd. Joint venture (Note 4) Jieshuo Co., Ltd. Joint venture (Note 5) Long Time Tech. Co., Ltd. Related party in substance Jiangmen Long Time Electronic Related party in substance Materials Corporation Shanggao Long Time Tech. Co., Ltd. Related party in substance Wu, Xi-Lun Related party in substance Li, Ming-Zong Related party in substance

  • Note 1: Whole Max Green Power Co., Ltd. holds 100% of Yiguang Energy Co., Ltd., Yijia Energy Co., Ltd., Yichia Energy Co., Ltd., Yihsin Energy Co., Ltd. and Yihui Energy Co., Ltd., and is listed as an affiliated enterprise after evaluation.

  • Note 2: Ligao Optoelectronics Co., Ltd. owned 100% of Lichao Optoelectronics Co., Ltd. and Suefu Co., Ltd., and is listed as a joint venture after evaluation.

  • Note 3: Giga Solar Green Power Co., Ltd. owned 100% of Giga Solar No.1 Co., Ltd., Giga Solar No.2 Co., Ltd. and Giga Solar No.3 Co., Ltd., and is listed as a joint venture after evaluation.

  • Note 4: The Company increased its capital in August 2021 and holds 35% of Shuoyitai Green Energy Co., Ltd., and it is listed as a joint venture after evaluation.

  • Note 5: The Company increased its capital in November 2021 and holds 49.9% of Jieshuo Co., Ltd., and it is listed as a joint venture after evaluation.

  • (2) Operating revenues

Account item
Sales

revenues
Type/name of relatedparty
Affiliated enterprise

Related party in substance

2021
$ 18,466

378

$ 18,844
2020




$ 17,055
-
$ 17,055

(Continued on next page)

-119-

(Continued from previous page)

Account item Type/name of relatedparty 2021 2020
Revenues
Affiliated enterprise
from Yuandeng Solar Energy $ - $
11,168
construction Co., Ltd.
projects
Revenues
Joint venture

from Giga Solar Green Power
construction Co., Ltd. $
91,662
$ 181,607
projects Ligao Optoelectronics
Co., Ltd. 63,137 62,248
Lichao Optoelectronics
Co., Ltd. 55,675 41,802
$ 210,474 $ 285,657
The above sale prices are agreed upon by both parties and there is no fixed
percentage of price increase.
Purchases
Account item Type/name of relatedparty 2021 2020
Purchases Related party in substance $ 8 $ -
Affiliated enterprise
- 2,955
$ 8 $ 2,955

The above sale prices are agreed upon by both parties and there is no fixed percentage of price increase.

(3) Purchases

The purchase price of the Consolidated Company from a related party shall be negotiated by both parties with reference to the market situation. The payment terms for the Consolidated Company to purchase goods from related parties are equivalent to those of ordinary manufacturers, and the payment period is 60–90 days.

(4) Other income

Other income
Account item
Other income

Type/name of relatedparty
Affiliated enterprise

Joint venture

Related party in substance

2021
$ 2,927


1,477

238

$ 4,642
2020






$ 1,284

957
-
$ 2,241

(5) Receivables from related parties

Account item
Accounts

receivables

Type/name of relatedparty
Affiliated enterprise

Related party in substance

Joint venture

December 31,
2021
$ 135,450


253


-

$ 135,703
December 31,
2020
December 31,
2020






$ 88,781

-
7,113
$ 95,894

(Continued on next page)

-120-

(Continued from previous page)

Account item
Other

receivables

Type/name of relatedparty
Affiliated enterprise

Joint venture

Related party in substance

December 31,
2021
$ 933


696


250

$ 1,879
December 31,
2020
December 31,
2020






$ 735

1,420

-
$ 2,155
  • (6) Payables to related parties
Account item
Accounts
payable

Other payables
Type/name of relatedparty
Related party in substance

Related party in substance
Joint venture

December 31,
2021
$ 8



$ 1,660


-

$ 1,660
December 31,
2020
December 31,
2020








$ 1,705
$ -
3,026
$ 3,026
  • (7) Other advance receipts

December 31, December 31, Account item Type/name of related party 2021 2020 Other advance Joint venture $ 70 $ 55 receipts Affiliated enterprise 26 13 $ 96 $ 68 (8) Prepayments for investments December 31, December 31, Account item Type/name of related party 2021 2020 Prepayments for Affiliated enterprise - investments Tron Energy $ $ 62,152 Technology Corporation

  • (8) Prepayments for investments

  • (9) Property, plant and equipment acquired

Type/name of relatedparty
Affiliated enterprise
Acquisitionprice Acquisitionprice Acquisitionprice
2021
$ 40
2020
$ 100
  • (10) Other related party transactions

The Consolidated Company participated in the rights shares of Tron Energy Technology Corporation in August 2021 and increased the investment amount by NT$134,602 thousand. Because it did not subscribe according to the original shareholding ratio, the shareholding ratio decreased from 13.89% to 12.73%.

-121-

(11) Lease agreement

Lease agreement
Type/name of relatedparty
Rental income
Affiliated enterprise
Joint venture
2021
$ 6,026
181
$ 6,207
2020




$ 5,892
161
$ 6,053

The Consolidated Company leases office space to related parties. The lease terms are determined by agreement between the two parties and the rent is collected monthly.

  • (12) Contract assets
Contract assets
Type/name of relatedparty
Joint venture
Giga Solar Green Power
Co., Ltd.
Ligao Optoelectronics Co.,
Ltd.
Lichao Optoelectronics
Co., Ltd.
Suefu Co., Ltd.
2021
$ 42,382
9,323
5,564
1,873
$ 59,142
2020






$ 7,619
37,578
36,236
-
$ 81,433

(13) Contract liabilities

(13) Contract liabilities
(14) Type/name of relatedparty
Affiliated enterprise
Lanjing Volt Co., Ltd.
Landian Solar Energy Co.,
Ltd.
Joint venture
Lichao Optoelectronics
Co., Ltd.
Borrowings from related parties
Interest expense
Type/name of relatedparty
Related party in substance
2021
$ 1,569
1,011
$ 2,580
$ 4,462
2021
$ 2,133
2020






$ 1,569
1,011
$ 2,580
$ 759
2020
$ 1,342

The interest expenses above are mainly incurred by borrowings from substantial related parties for short-term project purposes and short-term working capital needs. The interest expenses in 2021 and 2020 are calculated according to the balance of outstanding loans multiplied by the annual interest rate of 3.50%–4.50%.

-122-

(xv) Lending to related parties

Interest income

Type/name of related party December 31, 2021 December 31, 2020 Joint venture Ligao Optoelectronics Co., Ltd. $ - $ 15

The lending amount was NT$3,200 thousand on September 8, 2020 and was fully collected on November 30, 2020, with no lending balance on December 31, 2020.

  • (16) Salary for key management
Salary for key management
Short-term employee benefits
Post-employment benefits
2021
$ 45,760
1,176
$ 46,936
2020




$ 44,269
2,579
$ 46,848

The remuneration for directors and other key management is determined by the Remuneration Committee based on individual performance and market trends.

37. Pledged Assets

The following assets have been pledged as collateral for financing loans and issuance of corporate bonds, lodgment of collateral for litigation and tariff guarantees for imported raw materials or deposits for performance guarantee of contracts and leases.

Item
Property, plant and
equipment
(including investment
property)

Refundable deposits
Other financial assets –
current and non-current
Notes receivables
Shares of subsidiaries
(Giga Solar Materials
Corporation)

December 31,
2021
$ 1,640,698

148,909
98,681
4,269

1,617,409

$ 3,509,966
December 31,
2020

$ 451,181

554,609

64,109

-


1,354,988

$ 2,424,887
Content of secured debts




Bank borrowings
Processed the lodgment of
collateral with the
lodgment office of the
Hsinchu District Court
and the deposit of court
cost, etc. for the Philips
lawsuit.
Customs bonds,
performance bonds,
commodity bonds, lease
bonds and bank loans
Bank borrowings 1)
Bank loans, short-term
bills payable and project
performance guarantees

-123-

38. Significant Contingent Liabilities and Unrecognized Contract Commitments

  • (1) As of December 31, 2021, the unused balance of the letters of credit opened by the Consolidated Company amounted to approximately NT$29,782 thousand.

  • (2) The Company has entered into the following product licensing agreements with the following companies:

following companies:
Companyname
Industrial Technology
Research Institute
Payment of
royalties for
products

Coating-related
products
Contract Year
November 2005
Valid
period
20 years
Calculation of royalties
Calculated based on product
sales, payable annually
  • (3) On November 8, 2017, the Consolidated Company’s subsidiary, Giga Solar Materials Corporation, resolved by the Board of Directors to merge with E. I. du Pont de Nemours and Company entered into a non-exclusive patent license agreement and paid a license fee to obtain a patent license related to solar conductive plasma.

  • (4) Heraeus Precious Metals North America Conshohocken LLC. ( “Heraeus”) filed a civil lawsuit against the subsidiary Giga Solar Materials Corporation at the Taiwan Intellectual Property Court on June 10, 2015, and claimed that the different types of conductive paste products sold by Giga Solar Materials Corporation infringed items 1–7 of the patent scope of its invention patent No. I432539 of the Republic of China (“the patent of Heraeus”), and claimed compensation of NT$10 million. The subsidiary Giga Solar Materials Corporation claimed that the patent of Heraeus was invalid, and Giga Solar Materials Corporation did not infringe the holly’s patent. On July 7, 2017, the Intellectual Property Court announced the first-instance judgment dismissed the claim of the plaintiff Heraeus. Heraeus filed a second instance appeal on August 4, 2017, but was rejected by the second instance judgment of the Taiwan Intellectual Property Court on May 23, 2019. Heraeus filed a third instance appeal to the Supreme Court in July 2019, and the Supreme Court rejected the appeal of Heraeus on December 2, 2020.

  • (5) Sunshine Solar Power Generation Co., Inc., a subsidiary of the Consolidated Company, entered into a construction contract with Meralco Industrial Engineering Services Corporation for a total contract amount of US$4,546 thousand and Philippine peso 117,500 thousand. The accumulated amount paid as of December 31, 2021 was US$3,436 thousand and Philippine peso 11,175 thousand, which were recorded as construction in progress.

-124-

  • (6) The Consolidated Company entered into a contract with a supplier for the purchase of equipment and materials for the construction of a solar power plant at a contract price of US$48,649 thousand. As of December 31, 2021, the cumulative amount paid was US$24,716 thousand. However, due to the delay in the construction of the solar power plant, the Consolidated Company and the supplier are still in the process of negotiating the termination of the contract. The Consolidated Company has assessed that the aforementioned incident does not have a significant impact on the current operations.

  • (7) Koninklijke Philips Electronics N.V. (“Philips”) filed a civil lawsuit against the Company on April 28, 2014, claiming that the DVD-R and DVD-RW products manufactured and sold by the Company infringe upon Philips’ patent No. 82864 in the Republic of China (“Patent at Issue”), and requesting the Company to pay compensation of NT$10,000 thousand plus interest at 5% per annum from the day following the service of the complaint to the date of settlement. On May 13, 2015, Philips requested the Taiwan Intellectual Property Court to expand the amount of the original patent infringement lawsuit filed against Philips from NT$10,000 thousand to NT$1,050,000 thousand. On March 29, 2016, the Intellectual Property Court ruled in the first instance that the Company should compensate Philips for NT$10,500 thousand plus interest at 5% per annum from June 25, 2015 to the date of settlement, and dismissed the rest of Philips’ claims. The Company and Philips filed appeals to the Intellectual Property Court for the 2nd instance against the judgment of the first trial. The second instance of the Intellectual Property Court ruled on June 29, 2017 that the Company should return NT$1,050,000 thousand to Philips as unjust enrichment, and therefore the Company has already recorded in the accounting books the amount of the second instance judgment plus interest. The Company reappointed professional lawyers to appeal to the Supreme Court against the aforementioned second instance judgment of the Intellectual Property Court. The Supreme Court ruled on September 26, 2018 that the original judgment ordering the Company to pay and dismissing the Company’s appeal and the portion related to the court costs were reversed and remanded to the Intellectual Property Court. Therefore, the Company reversed the full amount of the potential compensation from the original intellectual property court’s second instance verdict in accordance with the Supreme Court’s ruling.

-125-

The judgment of the Intellectual Property Court adjudicating the case was pronounced on May 14, 2020. The Intellectual Property Court ruled that the Company should pay Philips an additional NT$409,885 thousand, plus interest at 5% per annum from June 25, 2015 to the date of settlement. The portion of the payment ordered by the judgment may be provisionally executed with a guarantee of NT$136,630 thousand issued by Philips or a promissory note of the same amount by Citibank Taiwan Limited. However, if the Company provides security in advance for Philips with NT$ 409,885 thousand, it is exempted from provisional execution. The Company has estimated and booked the amount of the intellectual property court judgment plus interest.

After receiving the judgment of the Intellectual Property Court on May 25, 2020, the Company lodged NT$409,885 thousand with the Hsinchu District Court as provision of security in advance to be exempted from the provisional execution, and on September 28, 2020, the Company provided a performance guarantee of NT$409,885 thousand from Shanghai Commercial Bank. On September 30, 2020, the Company obtained a ruling from the Intellectual Property Court to replace the original lodgment with the performance guarantee from the Shanghai Commercial Bank and on January 18, 2021, the Company received back the lodgment of NT$409,885 thousand and its interest. The Company pledged 3,183 thousand shares of Giga Solar Materials Corporation’s stock under the performance guarantee contract with Shanghai Commercial Bank and lodged NT$160,000 thousand in a demand deposit reserve account in January 2021.

The Company has officially signed a confidential settlement agreement with Philips on April 28, 2021, which has come into force on April 30, 2021. According to the settlement agreement, both Philips and the Company withdrew their appeal on May 13, 2021; The Company withdrew the Shanghai Commercial Bank guarantee deposited with the court in June 2021, withdrew the NT$160,000 thousand deposited in the demand deposit reimbursement account, and then withdrew the rest of the cash deposited with the court on June 21, 2021. All litigation and non-litigation proceedings between the company and Philips have been concluded.

-126-

  1. Information on Foreign Currency Assets and Liabilities with Significant Effect The following information is expressed in aggregate in foreign currencies other than the functional currency of each of the consolidated entities, and the exchange rates disclosed refer to the rates at which such foreign currencies are converted to the functional currency. Information on foreign currency assets and liabilities with significant effect is as follows:
December 31, 2021
Financial assets

Monetary items
RMB

USD
JPY

THB

EUR

Financial liabilities

Monetary items

USD

JPY

THB

RMB

December 31, 2020
Financial assets

Monetary items
RMB

USD
JPY

THB

EUR
Financial liabilities

Monetary items

USD

JPY

THB

RMB
Foreign
currency

$ 409,208
90,900


221,163

9,877
36,045





55,345

3,555

17,755

2,003


686,871
107,533

1,101,770

40,333
128





44,329
1,008,076

37,793

3,763
Exchange rate
4.3440


27.6800

0.2405

0.8282


31.3200




27.6800

0.2405

0.8282

4.3440

4.3770


28.4800

0.2763

0.9482


35.0200




28.4800

0.2763

0.9482

4.3770
Book value
$ 1,777,600
2,516,112

53,190

29,852

309,348




153,950

855

14,705

8,701
3,006,434
3,062,540

304,419

38,244

4,483


1,262,490

278,531

35,835

16,471

The net foreign currency exchange gain (loss) (realized and unrealized) of the Consolidated Company was NT$(81,839) thousand and NT$2,550 thousand in 2021 and 2020, respectively. Due to the wide variety of the functional currencies of the group

-127-

entities with foreign currency transaction, it is not possible to disclose the exchange gains or losses by each currency of significant impact.

40. Additional Disclosure

  • (1) Information on major transactions and (ii) invested enterprise

  • Lending funds to others (Exhibit 1)

  • Endorsement and guarantee for others (Exhibit 2)

  • Marketable securities held at the end of the period (excluding investment in subsidiaries, affiliated enterprises and joint ventures) (Exhibit 3)

  • Acquisition or sale of the same security with the accumulated cost exceeding NT$300 million or 20% of the Company’s paid-in capital. (None)

  • Acquisition of real estate exceeding NT$300 million or 20% of paid-in capital or more. (Exhibit 4)

  • Disposal of real estate exceeding NT$300 million or 20% of paid-in capital or more. (None)

  • Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more. (Exhibit 5)

  • Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more. (Exhibit 6)

  • Engagement in derivative transactions. (None)

  • Business relationships and significant intercompany transactions between the parent and subsidiaries and between subsidiaries and the amounts involved: (Exhibit 7)

  • Information on Investees (Exhibit 8)

  • (3) Information on investment in Mainland China

  • The name of the investees in Mainland China, principal business, paid-in capital, investment methods, capital outward and inward remittances, shareholding, investment gains and losses, investment carrying amount at the end of the period, repatriated investment gains and losses, and investment quota for Mainland China. (Exhibit 9)

  • Please refer to the following significant transactions with Mainland China investees directly or indirectly through third regions, as well as their prices, payment terms, and unrealized profits or losses: (Exhibits 1 and 2 and Note 7)

    • (1) The amount and percentage of purchases and the related ending balance and percentage of payables.

-128-

     - (2) The amount and percentage of sales and the related ending balance and percentage of receivables.

     - (3) The amount of property transactions and the amount of resulting gains or losses.

     - (4) The ending balance of endorsement guarantee of bills or the provision of collateral and its purpose.

     - (5) The maximum balance, ending balance, interest rate range and total current interest amount of financial accommodation

     - (6)  Other transactions that have a significant effect on the current profit or loss or financial position, such as the provision or receipt of services.
  • (4) Information on major shareholders: Name, number and percentage of shares held by shareholders with 5% or more of the shares. (None)

  • Segment Information

    • The reportable segments of the Consolidated Company are strategically managed business units that provide different products and services and earn revenues and incur expenses. Since each strategic business unit requires different technology and marketing strategies, the operating decision maker manages and monitors the operating results of each business unit separately to make decisions on resource allocation and performance evaluation.

The reportable segments of the Consolidated Company are as follow:

  1. The Silicon Products Division is engaged in the production, processing and sale of solar silicon wafers, solar silicon accessories and wafers, as well as the manufacturing and sale of diamond wires.

  2. The Photovoltaic Materials Division is mainly engaged in the research and development, manufacturing and sales of solar conductive plasma.

  3. The Solar Power Plant Division is mainly engaged in solar power plant construction, solar power plant power generation and electricity sales.

The Consolidated Company aggregated the business divisions of Gigastorage Corporation, Giga Diamond Materials Corporation, Yancheng Giga Diamond Materials Corporation, and Hua Hsu Optotech Co., Ltd. and consolidated their relevant information into the reportable segment of Silicon Products Division, since management determines that these divisions have similar economic characteristics and meet most of the aggregation criteria,

-129-

The profits or losses of the reportable segments of the Consolidated Company are measured at operating profits before tax and are used as the basis for performance evaluation. The accounting policies of the business divisions are the same as those described in the summary of significant accounting policies in Note 4; however, non-operating income and gains, non-operating expenses and losses, and income taxes in the consolidated financial statements are managed on a group basis and are not allocated to the business divisions.

Transfer pricing between business divisions of the Consolidated Company is based on similar regular transactions with external third parties or markets.

  • (1) Segment Revenue and Operating Results

The revenue and operating results of the Consolidated Company’s continuing operations are analyzed by reportable segment as follows:

2021

2021
Consolidated revenues

Operating costs and
expenses

Division profits (losses)

Other income and expenses
Interest income
Share of affiliates and joint
ventures accounted for using
the equity method
Other income
Other gains and losses
Financial costs
Net income before tax from
continuing operations
Silicon
Products
Division
Photovoltaic
Materials
Division
Solar Power
Plant Division
Other
Divisions
Adjustments
and
eliminations
Total

(
(
$ 1,890,860
1,912,068)

$ 21,208)

(
(
$ 5,304,075
5,625,197)

$ 321,122)

(
$ 477,060

393,881)

$ 83,179

(
(
$ 675,823

773,745)

$ 97,922)


$ -
-

$ -



$ 8,347,818
(8,704,891)
(
357,073 )
254,805
4,261
1,941
101,553
(
164,920 )
(
105,281)
($ 264,714)

2020

2020
Consolidated revenues

Operating costs and
expenses

Division profits (losses)

Other income and expenses
Interest income
Share of affiliates and joint
ventures accounted for using
the equity method
Other income
Other gains and losses
Financial costs
Net losses before tax from
continuing operations
Silicon
Products
Division
Photovoltaic
Materials
Division
Solar Power
Plant Division
Other
Divisions
Adjustments
and
eliminations
Total

(
(
$ 621,836

761,330)

$ 139,494)

(
$ 7,932,869
7,590,730)

$ 342,139

(
$ 602,420

505,195)

$ 97,225

(
(
$ 397,610

530,683)

$ 133,073)


$ -
-

$ -



$ 9,554,735
(9,387,938)
166,797
(
409,885 )
3,347
293
96,859
(
82,625 )
(
272,427)
($ 497,641)

-130-

(2) Revenues from major products

Revenues from major products
Revenues from sales of
conductive paste
Revenues from sales of silicon
products
Revenues from sales of
electricity
Revenues from construction
projects
Others
2021
$ 5,304,075
1,890,860
252,949
224,111
675,823
$ 8,347,818
2020





$ 7,932,869
621,836
263,997
312,991
423,042
$ 9,554,735

(3) Regional information

Revenues from external customers:

Revenues from external customers:
Taiwan
Mainland China
Other countries
Total
2021
$ 1,708,796
3,798,248
2,840,774
$ 8,347,818
2020






$ 1,546,121
5,738,272
2,270,342
$ 9,554,735

Revenue is aggregated based on the country in which the customer is located. Non-current assets:

Non-current assets:
Taiwan
Mainland China
Japan
Others
Total
2021
$ 2,371,673
1,209,933
1,122,514
614,320
$ 5,318,440
2020








$ 1,856,319
1,312,308
1,336,617
634,428
$ 5,139,672
  • (4) Information on major customers

Revenues from a single customer amounting to 10% or more of the Consolidated

Company’s total revenues are listed as follows:

Item
Customer A
Customer B
2021
$ 1,247,849
949,021
2020
$ 225,650
465,162

-131-

Gigastorage Corporation and Subsidiaries

Exhibit 1

Units: NTD thousands, unless otherwise stated

Lending Funds to Others

January 1 to December 31, 2021

Number
The lending
company of funds
The borrower of funds Transactions Related
party or not

Highest balance
in the period
Balance at the
end of the
period
Actual amounts
drawn
Interest
range
Nature of funds
lending
Amount of
business
dealings
Reasons for the
necessity of
short-term financial
accommodation
Provision of
allowance for
doubtful
accounts
Collateral Collateral The limit for
individual funds
lending

The limit for
total funds
lending
Remarks
Name Value
0
1
2
3
4
5
6
7
8
Gigastorage
Corporation
Giga Solar Materials
Corporation
Whole Sun Green
Power Co., Ltd.
Green Energy
Electrode Inc.
Green Energy
Electrode,
Inc.(Smoa)
Wisdom Field
Limited
Merchant Energy
PTE., Ltd.
Eiwa Electric Power
Co., Inc.
Giga Diamond
Materials
Corporation
Wafering Technology
Corporation

Yancheng Giga Solar
Materials Corporation
Sunshine Solar Power
Generation Co., Inc.
Yancheng Green Energy
Electrode Crop.
Green Energy Electrode,
Inc.(Samoa)
Yancheng Green Energy
Electrode Crop.
Sunshine Solar Power
Generation Co., Inc.
Sunshine Solar Power
Generation Co., Inc.
Giga Solar Materials
Corporation
Yancheng Giga Diamond
Materials Corporation
Hua Hsu Optotech Co.,
Ltd.
Other
receivables
Other
receivables
(Note 1)
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
$ 30,000
1,103,216
( CNY 253,963 )
470,105
( USD 16,984 )
44,288
( USD
1,600 )
8,304
( USD
300 )
8,304
( USD
300 )
193,760
( USD
7,000 )
130,096
( USD
4,700 )
240,500
( JPY1,000,000 )
209,814
( USD
7,580 )
30,000
$ -

703,568
( CNY 161,963 )

259,737
( USD
9,384 )

44,288
( USD
1,600 )

8,304
( USD
300 )

8,304
( USD
300 )

193,760
( USD
7,000 )

130,096
( USD
4,700 )

-
( JPY
- )

157,499
( USD
5,690 )

25,000
$ -
703,568
( CNY 161,963 )

259,737
( USD
9,384 )

44,288
( USD
1,600 )

8,304
( USD
300 )

8,304
( USD
300 )

193,760
( USD
7,000 )

130,096
( USD
4,700 )

-
( JPY
- )

157,499
( USD
5,690 )

25,000
2.5%

-


2%

1%

1%

1%

2%

2%

1.6%

1%
3%
Short-term
financial
accommodation
Business dealings
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
Short-term
financial
accommodation
$ -

960,771
-
-
-
-
-
-
-
-
-


To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
To meet the
operational needs
To meet the
operational needs of
subsidiary
To meet the
operational needs of
subsidiary
$ -
-
-
-
-
-
-
-
-
-
-
No
No
No
No
No
No
No
No
No
No
No
$ -
-
-
-
-
-
-
-
-
-
-
$ 289,457
(Note 2)
960,771
(Note 2)
592,267
(Note 3)
55,502
(Note 7)
55,502
(Note 7)
25,992
(Note 7)
184,769
(Notes 3 and 8)
109,704
(Notes 3 and 8)
615,931
(Note 5)
266,116
(Note 4)
266,116
(Note 4)
$ 1,157,826
(Note 2)
2,563,646
(Note 2)
888,400
(Note 3)
111,005
(Note 7)
111,005
(Note 7)
51,984
(Note 7)
277,153
(Note 3)
164,557
(Note 3)
615,931
(Note 5)
266,116
(Note 4)
266,116
(Note 4)










Note 1: It refers to the other receivables recognized instead due to the fact that the receivables of related parties exceeded a certain period of normal credit extension period, and the loan nature was approved by the board meeting of Giga Solar Materials Corporation on November 11, 2021.

Note 2: The amount of funds lending to individual shall not exceed 10% of the current net worth of the lending company, and the total amount of funds lending shall not exceed 40% of the current net worth of the lending company; for companies that have business dealings with the Company, the amount of individual funds lending shall not exceed the amount of business dealings between the two parties, and the total amount of funds lending from the Company shall not exceed 40% of the Company’s net worth.

Note 3: The total amount of funds lending shall not exceed 60% of the net worth of the lending company, and the total amount of funds lending to companies with short-term financial accommodation needs shall not exceed 40% of the net worth of the lending company. If the lending company directly

or indirectly owns more than 50% of the voting shares of a subsidiary or a subsidiary that is included as a consolidated entity under IFRSs, the amount of individual funds lending is limited to 40% of the Company’s net worth; the amount of individual funds lending to other parties is limited to 10% of the Company’s net worth.

Note 4: The total amount of funds lending shall not exceed 40% of the Company’s net worth, and the amount of funds lending to individual companies that are affiliated with the Company with short-term financing accommodation needs shall be limited to 40% of the Company’s net worth; for other parties, the amount shall not exceed 10% of the Company’s net worth.

Note 5: The total amount of funds lending by Eiwa Electric Power Co., Inc. shall be limited to no more than 2% of its most recent net worth. The amount of individual funds lending to the parent company that directly or indirectly holds 100% of its voting shares is limited to 2000% of the Company’s

net worth. For subsidiaries in which more than 50% of the voting shares are directly or indirectly held and are in needs for short-term financial accommodation as well as those included in the consolidated entities under IFRSs, the amount of individual funds lending is limited to 40% of its most recent net worth.

Note 6: If foreign currencies are involved, they are converted into New Taiwan dollars at the exchange rate on the date of the financial report (the ending exchange rate is 1 RMB = 4.3440 NT$, 1 USD = 27.68 NTD and 1 JPY = 0.2405 NTD).

Note 7: The total amount of funds lending shall not exceed 40% of the Company’s most recent net worth, and the amount of funds lending to individual companies that are affiliated with the Company for short-term financing accommodation shall be limited to 20% of the Company’s most recent net worth; for other parties, the amount shall not exceed 10% of the Company’s most recent net worth.

Note 8: The capital loan and ending balance exceeded the limit; the subsidiary Whole Sun Green Power Co., Ltd. formulated an improvement plan on December 8, 2021 which has been approved by the board meeting, and will complete the improvement according to the planned schedule.

Note 9: NT$748,644 thousand was recognized as other receivables due to the fact that the receivables of Giga Solar Materials Corporations from Yancheng Giga Diamond Materials Corporation exceeded a certain period of normal credit extension period, and the loan nature was approved by the board meeting of Giga Solar Materials Corporation on January 24, 2022.

-132-

Gigastorage Corporation and Subsidiaries

Endorsement and Guarantee for Others

January 1 to December 31, 2021

Exhibit 2

Units: NTD thousands, unless otherwise stated

Number Name of the
company providing
endorsement and
guarantee
Partyendorsed andguaranteed Partyendorsed andguaranteed Limit for
endorsement
and guarantee
for a single
enterprise
Balance of the
maximum
endorsement
and guarantee
for the period
Balance of
endorsement
and guarantee at
the end of the
period

Actual
amounts
drawn
Amount of
endorsement
and
guarantee by
property
Percentage of
cumulative
endorsement
and
guarantee to
net worth of
the most
recent
financial
statements
(%)

Limit for
Maximum
Endorsement
and
Guarantee

Parent
company
endorsement
and
guarantee for
subsidiary

Subsidiary
endorsement
and
guarantee for
parent
company

Endorsement
and
guarantee for
Mainland
China


Remarks
Company name Relationship
1 Giga Diamond
Materials
Corporation
Yancheng Giga
Diamond Materials
Corporation
2 $ 665,291
(Note 1)
$ 208,512 $ 186,792 $ 121,082 $ 129,582 28.08 $ 665,291 Y Y

Note 1: According to Giga Diamond Materials Corporation’s “Operating Procedures for Endorsements and Guarantee,” the total amount of endorsement and guarantee shall not exceed 100% of the net worth of the current period, among which the endorsement and guarantee limit for a single enterprise shall not exceed 10% of the net worth of the current period, except for the subsidiaries directly or indirectly invested by Giga Diamond Materials Corporation. The total amount of endorsements and guarantee by Giga Diamond Materials Corporation and its subsidiaries as a whole shall not exceed 100% of the Company’s net worth, and the endorsement and guarantee for a single enterprise shall not exceed 10% of the Giga Diamond Materials Corporation’s net worth.

Note 2: If foreign currencies are involved, they are converted into New Taiwan dollars at the exchange rate on the date of the financial report (the ending exchange rate is 1 RMB = 4.3440 NT$, 1 USD = 27.68 NTD and 1 JPY = 0.2405 NTD).

-133-

Gigastorage Corporation and Subsidiaries

Marketable Securities Held at the End of the Period

December 31, 2021

Exhibit 3

Units: NTD thousands, unless otherwise stated

.Subsidiaries held Type of
marketable
securities
Name of marketable securities Relationship with
the issuer of
marketable
securities
Booked account End of theperiod End of theperiod Remarks
Unit Book value Shareholding
(%)
Fair value
Gigastorage
Corporation
Wafering
Technology
Corporation
Giga Solar Materials
Corporation
Green Energy
Electrode Inc.
Stocks
Stocks
Stocks

Stocks
Funds
Stocks
Stocks
Stocks
Prorit Corporation
New Land Packing Corporation
Big Sun Energy Technology Inc.
SyneuRx International (Taiwan)
Corp.
TIEF Fund, L.P.
Long Time Tech. Co., Ltd.
Big Sun Energy Technology Inc.
Phoenix Battery Corporation


The Company is its
corporate director




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

Financial assets measured at fair
value through other comprehensive
income – non-current
Financial assets at fair value
through profit or loss – non-current
Financial assets at fair value
through profit or loss – non-current
Financial assets measured at fair
value through other comprehensive
income – non-current
Financial assets measured at fair
value through other comprehensive
income – non-current
Financial assets at fair value
throughprofit or loss – non-current


3,942,205


2,155,410


8,000,000
245,086
-
8,005,000
2,250,000
500,000
$ 12,812
34,637
-
11,997
26,284
460,859
-
5,000
1.26
11.97
1.98
0.20
7.45
6.65
0.56
1.33
$ 12,812
34,637
-
11,997
26,284
460,859
-
5,000







Note 1: The marketable securities listed above were not guaranteed or pledged for borrowing or otherwise restricted by contract as of December 31, 2021.

Note 2: For information on investment in subsidiaries and affiliated companies, please refer to Exhibits 8 and 9.

-134-

Gigastorage Corporation and Subsidiaries

Acquisition of Real Estate Reaching NT$300 Million or 20% of Paid-in Capital or More.

January 1 to December 31, 2021

Exhibit 4

Unit: NTD thousands

The company
which acquired
the real estate
Asset name Date of
occurrence
Transaction
amount
Consideration
payment status
Trading
counterparty
Relationship If the trading counterparty is a related party, the previous
transfer information
counterparty is a related party, the previous
transfer information
counterparty is a related party, the previous
transfer information
Reference for
price
determination
Acquisition
purpose and status
of use

Other agreed
matters

Owner
Relationship
with the
issuer
Transfer date Amount
The Company.
Giga Solar
Materials
Corporation
Land
Land and
buildings
Land and
buildings
February 19,
2021
July 6, 2021
December 15,
2021
1/6 of
NT$2,000,000
thousand
$ 315,000
840,379
The first
installment has
been paid, and
the total amount
is NT$50,000
thousand
$ 315,000

80,000
Natural person
Yoyo Enterprise
Inc.
Energy Pass
Incorporation
No
No
No
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Not
applicable
Market price and
appraisal report
After considering
the current market
price and
negotiating with
the seller
After considering
the current market
price and
negotiating with
the seller
It is required for
participating in
the development
of the Green
Energy Industrial
Park and the
medium and
long-term
operation
planning of the
Group

For the operation
of Giga Solar
Materials
Corporation and
its subsidiaries

For the operation
of Giga Solar
Materials
Corporation and
its subsidiaries
No
No
No

-135-

Gigastorage Corporation and Subsidiaries

Purchases or Sales of Goods from or to Related Parties Reaching NT$100 Million or 20% of Paid-in Capital or More

January 1 to December 31, 2021

Exhibit 5

Units: NTD thousands, unless otherwise stated

Purchase (sales)
company
Name of trading
counterparty
Relationship The circumstance of the dealings The circumstance of the dealings The circumstance of the dealings The circumstances and reasons why the
trading terms are different from those of
ordinarytransactions
The circumstances and reasons why the
trading terms are different from those of
ordinarytransactions

Notes and accounts receivable
(payable)

Notes and accounts receivable
(payable)
Remar
ks
Purchase
(sales)
Amount As a
percentage of
total purchase
(sales)
Credit period Unit price Credit period Balance As a
percentage of
total notes and
accounts
receivable
(payable)
Giga Solar
Materials
Corporation
Yancheng Giga Solar
Materials
Corporation

Affiliates of the
Company
Sales $ 959,382 21.15% Monthly settlement
120–180 days

$ -
$ 477,094 46.12%

-136-

Gigastorage Corporation and Subsidiaries

Receivables from Related Parties Reaching NT$100 Million or 20% of Paid-in Capital or More.

December 31, 2021

Exhibit 6

Units: NTD thousands, unless otherwise stated

Companies recorded as accounts
receivables

Name of trading counterparty
Relationship Balance of
receivables from
related parties
Turnover rate Past due receivables from relatedparties Past due receivables from relatedparties
Amount of
receivables from
related parties
collected during the
subsequentperiod

Provision of
allowance for loss
Amount Method of
processing
Accounts receivable and other
receivables
Giga Solar Materials
Corporation
Giga Diamond Materials
Corporation
Other receivables
Whole Sun Green Power Co.,
Ltd.
Wisdom Field Limited (Samoa)
Merchant Energy PTE.,Ltd.
Yancheng Giga Solar Materials
Corporation
Yancheng Giga Solar Materials
Corporation
Yancheng Giga Diamond Materials
Corporation
Sunshine Solar Power Generation Co.,
Inc.
Sunshine Solar Power Generation Co.,
Inc.
Sunshine Solar Power Generation Co.,
Inc.
Tron Giga (Yancheng) Energy Co., Ltd.
Affiliates of the
Company
Affiliates of the
Company
Affiliates of the
Company
Affiliates of the
Company
Affiliates of the
Company
Affiliates of the
Company
$ 1,444,023
288,589
269,085
199,955
138,716
117,440
Once
-
-
-
-
-
$ 966,929
131,090
-
-
-
9,997
Ongoing
Collections
Ongoing
Collections



Ongoing
Collections
$ 499,560
-
-
-
-
9,997
$ -
-
-
-
-
-

-137-

Gigastorage Corporation and Subsidiaries

Business Relationships and Significant Intercompany Transactions between the Parent and Subsidiaries and the Amounts Involved:

January 1 to December 31, 2021

Exhibit 7

Units: NTD thousands, unless otherwise stated

Number Name of trading counterparty Trading counterparty Relationship with the trading
counterparty
Circumstance of the transactions Circumstance of the transactions
Account Amount Terms of Trade Percentage of total
consolidated revenues or
total assets
0
1
2
3
4
5
6
7
8
9
Gigastorage Corporation
Ho Mi Specialty Materials Corporation
Giga Solar Materials Corporation
Whole Sun Green Power Co., Ltd.
Green Energy Electrode Inc.
Green Energy Electrode, Inc.(Samoa)
Wisdom Field Limited (Samoa)
Merchant Energy PTE., Ltd.
Giga Diamond Materials Corporation
Hua Hsu Optotech Co., Ltd.
Giga Solar Materials Corporation
Ho Mi Specialty Materials Corporation
Yancheng Giga Diamond Materials
Corporation
Hua Hsu Optotech Co., Ltd.
Whole Sun Green Power Co., Ltd.
Giga Solar Materials Corporation
Yancheng Giga Solar Materials
Corporation
Sunshine Solar Power Generation Co.,
Inc.
Green Energy Electrode, Inc.(Samoa)
Yancheng Green Energy Electrode
Crop.
Yancheng Green Energy Electrode
Crop.
Sunshine Solar Power Generation Co.,
Inc.
Sunshine Solar Power Generation Co.,
Inc.
Yancheng Giga Diamond Materials
Corporation
Hua Hsu Optotech Co., Ltd.
Yancheng Giga Diamond Materials
Corporation
1
1
1
1
1
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
Other receivables
Other payables
Purchases
Other receivables
Sales revenues
Sales revenues
Sales revenues
Sales revenues
Accounts receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Accounts receivables
Other receivables
Other receivables
Interest income
R&D expenses
Other receivables
Interest income
Other receivables
Operating revenues
Operating costs
Property, plant and equipment
Accountspayable
$ 3,910
1,035
1,066
1,640
2,319
2,329
1,900
959,382
477,094
966,929
269,085
8,304
44,288
8,304
199,955
138,716
8,398
122,692
157,499
1,656
93
25,000
792
2,784
224
114
728
33
90 days from the monthly cut-off day
90 days from the monthly cut-off day
The above purchase prices are agreed upon by
both parties and there is no fixed percentage of
price increase.
90 days from the monthly cut-off day
The above sale prices are agreed upon by both
parties and there is no fixed percentage of price
increase.
The above sale prices are agreed upon by both
parties and there is no fixed percentage of price
increase.
The above sale prices are agreed upon by both
parties and there is no fixed percentage of price
increase.
The above sale prices are agreed upon by both
parties and there is no fixed percentage of price
increase.
Monthly settlement 120 – 180 days
According to the contract
According to the contract
According to the contract
According to the contract
According to the contract
According to the contract
According to the contract
90 days from the monthly cut-off day
90 days from the monthly cut-off day
According to the contract
90 days from the monthly cut-off day
90 days from the monthly cut-off day
According to the contract
90 days from the monthly cut-off day
90 days from the monthly cut-off day
90 days from the monthly cut-off day
90 days from the monthly cut-off day
According to the contract
90 days from the monthlycut-off day
0.03%
0.01%
0.01%
0.01%
0.03%
0.03%
0.02%
11.49%
3.23%
6.55%
1.82%
0.06%
0.3%
0.06%
1.35%
0.94%
0.06%
0.83%
1.07%
0.02%
-
0.17%
0.01%
0.02%
-
-
-
-

Note 1: 1. Representing parent company’s transactions to subsidiary

  1. Representing subsidiary’s transactions to subsidiary

Note 2: Sales prices and property transactions with subsidiaries are not comparable to those of other parties, and the collection period from subsidiaries is 90 days.

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Gigastorage Corporation and Subsidiaries

Name of Investee, Location, Etc.

January 1 to December 31, 2021

Exhibit 8

Units: NTD thousands, unless otherwise stated

Investor name Investee name Location Principal Business Initial investment amount Initial investment amount Holdingat the end of the Holdingat the end of the Holdingat the end of the period Profits (losses) of
the investee for
theperiod

Investment gain
(loss) recognized
in theperiod
Remarks

The end of the
period
The end of last
year
Number of shares Percentage Book value
Gigastorage Corporation Global Acetech Co., Ltd.
UJGIGA Co., Ltd.
Giga Solar Materials
Corporation
Ho Mi Specialty Materials
Corporation
Giga Solar Green Power Co.,
Ltd.
Wafering Technology
Corporation
Whole Max Green Power Co.,
Ltd.
Ri Yun Green Energy
Corporation
Tron Energy Technology
Corporation
Shuoyitai Green Energy Co.,
Ltd.
Jieshuo Co., Ltd.
Thailand
Kaohsiung City
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County

Hukou
Township,
Hsinchu
County
Taipei City
Taoyuan City
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County
Solar Energy
Related Business
Solar Energy
Related Business
Precision chemical
materials, industrial
plastic products
Precision chemical
materials
Solar Energy
Related Business
Solar Energy
Related Business
Solar Energy
Related Business
Solar Energy
Related Business
Electric buses, diesel
buses/battery
systems/energy
storage systems
Development,
installation and
holding of energy
storage systems
Development of
solar energy and
energy storage
systems
$ 1,094,992
33,840
163,955
93,500
85,000
180,001
366,622
48,300

49,950
350
4,990
$ 1,123,004
11,640
164,087
93,500
75,000
180,001
366,622
42,000
-
-
-
29,574,997
3,384,000
29,708,902
9,350,000
8,749,975
26,996,112
33,790,000
4,830,000
666,000
35,000
499,000
99.99%
30%
39.15%
92.57%
50%
100%
31%
30%
1.11%
35%
49.9%
$ 11,962
33,949
2,509,214
83,061
86,887
244,078
356,775
47,933
48,995
343
4,981
$ 3,319
379
(
375,458 )
(
1,083 )
(
1,982 )
6,721
50,033
(
506 )
(
64,050 )
(
20 )
(
18 )
$ 3,319

113
(
143,756 )
(
924 )
(
991 )
7,418

15,511
(
151 )
(
918 )
(
7 )
(
9 )


(Note 5)
(Note 5)
(Note 5)
(Note 5)
(Note 5)


(Note 6)
(Note 6)

(Continued on next page)

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Investor name Investee name Location Principal Business Initial investment amount Initial investment amount Holdingat the end of the Holdingat the end of the Holdingat the end of the period Profits (losses) of
the investee for
theperiod

Investment gain
(loss) recognized
in theperiod
Remarks

The end of the
period
The end of last
year
Number of shares Percentage Book value
Wafering Technology
Corporation
Giga Solar Materials
Corporation
Giga Solar Materials
Corporation
Giga Diamond Materials
Corporation
Tron Energy Technology
Corporation
Ligao Optoelectronics Co.,
Ltd.
Whole Max Green Power Co.,
Ltd.
UJGIGA Co., Ltd.
Yusheng Energy Co., Ltd.
Whole Sun Green Power Co.,
Ltd.
Giga Solar Materials
Corporation (Mauritius)
Tron Energy Technology
Corporation
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County
Taoyuan City
Hukou
Township,
Hsinchu
County

Hukou
Township,
Hsinchu
County
Kaohsiung City
Taipei City
Hukou
Township,
Hsinchu
County
Mauritius
Taoyuan City
Precision chemical
materials, industrial
plastic products
Manufacturing of
metal wire products,
manufacturing of
electronic
components, trading
and other related
businesses
Electric buses, diesel
buses/battery
systems/energy
storage systems
Solar Energy
Related Business
Solar Energy
Related Business
Solar Energy
Related Business
Renewable energy
relate business
Solar Energy
Related Business
General investment
Electric buses, diesel
buses/battery
systems/energy
storage systems
$ 105,387
1,077

49,302
56,800
94,612
21,432
50,000
2,723,842

565,410

461,875
$ 143,593
1,043
31,970
31,800
94,612
7,372
-
2,723,842
565,410
399,723
502,000
38,114
733,200
5,680,000
8,720,000
2,143,200
5,000,000
126,516,924
17,900,000
6,244,989
0.66%
0.03%
1.22%
50%
8%
19%
11.88%
100%
100%
10.40%
$ 42,399
222
43,865
47,707
92,071
21,504
50,058
1,480,667
854,867
457,257
( $ 375,458 )
(
104,098 )
(
64,050 )
(
649 )
50,033
379
228
3,139
(
140,186 )
(
64,050 )

(Note 2)

(Note 2)

(Note 2)

(Note 2)
(Note 2)

(Note 2)

(Note 2)

(Note 2)

(Note 2)

(Note 2)








(Note 5)
(Note 5)

(Continued on next page)

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(Continued from previous page)

Investor name Investee name Location Principal Business Initial investment amount Initial investment amount Holdingat the end of the Holdingat the end of the Holdingat the end of the period Investee
Profits (losses)
for the period
Recognized in the
period
Investment
income(loss)

Remarks

The end of the
period
The end of last
year
Number of shares Percentage Book value
Giga Solar Materials
Corporation
Green Energy Electrode
Inc.
Whole Sun Green Power
Co., Ltd.
Wisdom Field Limited
(Samoa)
Merchant Energy PTE.,
Ltd.
Giga Diamond Materials
Corporation
Giga Diamond Materials
Corporation
Green Energy Electrode Inc.
Prosperous China Inc.
Yusheng Energy Co., Ltd.
Green Energy Electrode,
Inc.(Samoa)
Eiwa Electric Power Co., Inc.
Godo Kaisha Best Solar
Godo Kaisha Chiba 1
Godo Kaisha Merchant
Energy NO.8
Wisdom Field Limited
(Samoa)
Merchant Energy PTE., Ltd.
Sunshine Solar Power
Generation Co., Inc.
Giga Diamond Materials
Corporation (Seychelles)
Hua Hsu Optotech Co., Ltd.
Hukou
Township,
Hsinchu
County
Hukou
Township,
Hsinchu
County
Samoa
Taipei City
Samoa
Fukushima
Prefecture,
Japan
Chiba
Prefecture,
Japan
Wakayama,
Japan
Fukushima
Prefecture,
Japan
Samoa
Singapore
Philippines
Sesel
Xitun District,
Taichung
Manufacturing of
metal wire products,
manufacturing of
electronic
components, trading
and other related
businesses
Manufacturing and
trading of energy
materials
General investment
Renewable energy
relate business
General investment
Solar Energy
Related Business
Solar Energy
Related Business
Solar Energy
Related Business
Solar Energy
Related Business
General investment
General investment
Solar Energy
Related Business
General investment
Wafer
surface
treatment,
silicon
processing,
silicon
materials for solar
energy,
OEM
business,etc.
$ 500,471
216,971

18,904
60,000

176,342
15,070
44,939
62,788
69,325

1,173,221

930,951
814,827

594,542





235,784
$ 477,938
116,754
18,904
-
77,966
15,070
44,939
42,428
69,325
1,173,221
930,951
814,827
594,542
152,712
36,658,046
15,858,067
500,000
6,000,000
6,000,000
-
-
-
-
37,110,000
29,800,000
-
19,200,000
8,100,000
32.05%
48.39%
100%
14.25%
100%
100%
-
(Note 1)
-
(Note 1)
-
(Note 1)
100%
87.65%
39.93%
100%
100%
$ 222,312
134,863
19,031
60,069
129,729
76,846
42,397
48,420
135,815
461,922
240,390
100,833
(
128,263 )
244,620
( $ 104,098 )
(
42,229 )
277
228
(
25,365 )
18,307
7,708
(
963 )
51,967
(
47,736 )
(
50,783 )
(
56,689 )
(
121,897 )
83,576

(Note 2)

(Note 2)

(Note 2)

(Note 2)

(Note 2)
(Note 2)
(Note 2)

(Note 2)
(Note 2)

(Note 2)

(Note 2)

(Note 2)

(Note 2)

(Note 2)













(Continued on next page)

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(Continued from previous page)

  • Note 1: Whole Sun Green Power Co., Ltd. invests in Godo Kaisha Best Solar, Godo Kaisha Chiba 1 and Godo Kaisha Merchant Energy No.8 according to the Japanese TK-GK structure. Although it does not hold voting rights, Whole Sun Green Power Co., Ltd. is endowed with economic beneficial rights and the right to request these parties to consult Whole Sun Green Power Co., Ltd. in advance for major decision-making requests according to the contract.

  • Note 2: Gains or losses on investments in these companies are included in the investment gain or loss of the subsidiaries.

  • Note 3: The relevant figures here are presented in NTD. Where foreign currencies are involved, they should be translated into NTD using the exchange rates prevailing at the date of the financial statements.

  • Note 4: Please refer to Exhibit 9 for information on investees in Mainland China.

  • Note 5: For the investment gain or loss for the period, taken into account were the unrealized gain or loss on intercompany transactions and the amortization effect of the excess of the fair value of identifiable net assets over their carrying amount at the time of original acquisition.

  • Note 6: Jieshuo Co., Ltd. and Shuoyitai Green Energy Co., Ltd. are individual insignificant joint ventures, and their financial reports have not been audited by CPAs; however, the management of the Consolidated Company believes that these individual insignificant financial reports of the joint venture companies will not have significant differences if audited by CPAs.

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Gigastorage Corporation and subsidiaries

Information on Investment in Mainland China

January 1 to December 31, 2021

Exhibit 9

Units: NTD thousands, unless otherwise stated

Investee name in
Mainland China
Principal Business Principal Business Paid-in capital Investment method Investment method Accumulated
investment
amount remitted
from Taiwan at the
beginning of the
period
Amount of investment remitted or
recovered duringtheperiod
Amount of investment remitted or
recovered duringtheperiod
Amount of investment remitted or
recovered duringtheperiod
Accumulated
investment
amount remitted
from Taiwan at the
end of the period

Investee
Current profit
and loss
Shareholding
percentage of
the
Company’s
direct or
indirect
investment
Investment gain or
loss recognized in
the period (Note
2)
Carrying amount
of investment at
the end of the
period
Investment
income remitted
back as of the end
of the period
Remarks

Remittance
Recovery
Suzhou Giga Solar
Materials Corporation
Yancheng Giga Solar
Materials Corporation
Yancheng Giga
Diamond Materials
Corporation
Yancheng Green
Energy Electrode
Crop.
Tron Giga (Yancheng)
Energy Co., Ltd.
Nantong Exojet
Technology Co., Ltd.
Shanghai Exojet
Electronics Co., Ltd.
Photovoltaic process
testing and technical
services, etc.
Photovoltaic process
testing and technical
services, etc.
Manufacturing and sale
of wire materials, etc.
Lithium battery material
manufacturing, research
and development, and
lithium-ion battery
technology development
and consulting services
Battery module, battery
pack and battery
component assembly
Manufacturing and sales
of thick film materials
for passive components
Manufacturing and sales
of thick film materials
for passive components
$ 88,625
( USD
3,000 )
638,350
( USD
14,900 +
CNY
35,000 )
(Note 5)
594,542
( USD
19,200 )

176,342
( USD
6,000 )
91,071
( USD
1,530+
CNY
10,437 )
(Note 6)

154,128
( USD
5,000 )

13,686
( USD
350 )

Indirectly invested
through an invested
enterprise in the third
region (Mauritius)


Indirectly invested
through an invested
enterprise in the third
region (Mauritius)

Indirectly invested
through an invested
enterprise in the third
region (Seychelles)

Indirectly invested
through an invested
enterprise in the third
region (Samoa)

Indirectly invested
through an invested
enterprise in the third
region (Mauritius)

Direct invest in
mainland China

Indirectly invested
through an invested
enterprise in the third
region(Samoa)
$ 88,625
( USD
3,000 )
478,050
( USD
14,900 )
594,542
( USD
19,200 )
77,966
( USD
2,500 )
-
154,128
( USD
5,000 )
13,686
( USD
350 )

$ -

-

-

98,376
( USD
3,500 )

-

-

-






$ -

-

-
-

-
-
-
$ 88,625
( USD
3,000 )

478,050
( USD
14,900 )

594,542
( USD
19,200 )

176,342
( USD
6,000 )

-

154,128
( USD
5,000 )

13,686
( USD
350 )

( $ 3,739

(
140,392

(
121,897

(
25,365

8,052

(
9,428

277

100%

100%

100%

100%

49%

100%

100%
( $ 3,739 )
(
140,392 )
(
121,966 )
(
25,365 )
3,945
(
9,428 )
277
$ 81,683

748,966
(
125,199 )

129,953

42,114

88,593

18,963
$ -

-

-

-

-

-

-
(Note 2)
(Note 2)
(Note 2)
(Note 7)
-
(Note 2)
(Note 2)
Company name Cumulative amount of investment remitted
from Taiwan to Mainland China at the end
of theperiod
Investment amount approved by the
Investment Commission of the Ministry
Economic Affairs
of Ceiling on investments in Mainland China imposed by the
Investment Commission of the Ministry of Economic
Affairs
Giga Solar Materials Corporation $940,232
(USD23,250+CNY45,437)
$937,902
(USD29,849)
$ 3,845,469
Giga Diamond Materials Corporation 594,542
(USD19,200)
594,542
(USD19,200)
399,174
Green Energy Electrode Inc. 176,342
(USD6,000)
178,833
(USD6,090)
166,507

Note 1: Investment methods are classified into the following three categories; fill in the number of the category that each case belongs to:

  1. Invest in Mainland China directly.

  2. Invest in Mainland China through companies in third regions. (Please specify the investment company of the third region.)

  3. Other methods.

(Continued on next page)

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(Continued from previous page)

Note 2: The investment gain or loss recognized in the current period is based on the evaluation of the financial statements audited by CPAs.

Note 3: The translation is based on the exchange rate at the time of remittance.

Note 4: The repatriated investment amount was translated at the prevailing exchange rate, and the investment amount not repatriated was translated at the period end rate of 1:27.68.

  • Note 5: RMB35,000 thousand represented the direct investment of cash dividends from the earnings of Suzhou Giga Solar Materials Corporation through a third region (Mauritius) into Yancheng Giga Solar Materials Corporation. The process of application to the Investment Commission of the Ministry of Economic Affairs had been completed. The difference between the paid-in capital and the amount approved by the Investment Commission of the Ministry of Economic Affairs is due to the difference between the exchange rate of USD and RMB on the date of application and the date of remittance.

  • Note 6: RMB10,437 thousand represented the direct investment of cash dividends from the earnings of Suzhou Giga Solar Materials Corporation through a third region (Mauritius) into Tron Giga (Yancheng) Energy Co., Ltd. The process of application to the Investment Commission of the Ministry of Economic Affairs had been completed. The difference between the paid-in capital and the amount approved by the Investment Commission of the Ministry of Economic Affairs is due to the difference between the exchange rate of USD and RMB on the date of application and the date of remittance.

  • Note 7: Green Energy Electrode Inc. invested US$3.5 million in Yancheng Green Energy Electrode Crop. with the self-owned funds of Green Energy Electrode Inc.(Samoa) as an investment enterprise in the third region approved by the Investment Committee of the Ministry of Economic Affairs in April 2021, and the investment has completed.

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