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GUC Annual Report 2021

Oct 28, 2021

52327_rns_2021-10-28_85c5b1f0-cbd8-4294-9ed4-64a880d0d08f.pdf

Annual Report

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Global Unichip Corp. and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors' Report

REPRESENTATION LETTER

The companies required to be included in the consolidated financial statements of affiliates in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" for the year ended December 31, 2021 are the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standard 10 "Consolidated Financial Statements." Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Consequently, Global Unichip Corp. and its subsidiaries do not prepare a separate set of consolidated financial statements.

Very truly yours,

GLOBAL UNICHIP CORP.

By

DR. F. C. TSENG Chairman

January 26, 2022

Valuation of inventory

Due to the current rapid changes in technology and the high level of competition in the business environment, the prices of products are fluctuating quickly; consequently, the changes in the net realizable value of inventory could have a material impact on the financial statements. As of December 31, 2021 the carrying amount of inventory was NT\$2,788,572 thousand, which accounted for 19% of the total assets in the consolidated balance sheet. Please refer to Notes 4, 5 and 8 to the consolidated financial statements for the details of the information and accounting policy about inventory. The Company's primary business is rendering of services and producing and selling of products in the semiconductor industry. The rapid technological changes in the semiconductor industry require management to timely estimate possible loss on inventory that is expected to be scrapped or disposed of according to the Company's inventory control and accounting policy and the clients' demands. As uncertainty exists in management's judgment when determining loss on inventory, the valuation of inventory has been identified as a key audit matter.

Our key audit procedures performed in respect of this area included the following:

    1. We obtained an understanding of the design of the key controls over the valuation of inventory.
    1. We obtained the inventory aging report, and we verified the accuracy and completeness of the report by agreeing the age interval, quantity, and amount to the supporting documents of inbound inventory. We assessed the reasonableness of allowance for inventory loss by recalculating the amount in accordance with the stated valuation policy for the inventory.
    1. We performed a retrospective review of past estimates to determine the reasonableness of the past judgments with reference to actual amounts of inventory loss.

Other Matter

We have also audited the parent company only financial statements of Global Unichip Corp. as of and for the years ended December 31, 2021 and 2020 on which we have issued an unmodified opinion.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Company's financial reporting process.

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

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

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

    1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
    1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
    1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
    1. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
    1. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
    1. Obtain sufficient and appropriate audit evidence on the financial information of components constituting the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

We also provide those charged with governance with statements that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2021, and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Ming-Hui Chen and Su-Li Fang.

Deloitte & Touche Taipei, Taiwan Republic of China

January 26, 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 accepted and 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.

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

December
31,
2021 December
31,
2020
December
31,
2021
December
31,
2020
ASSETS Amount % Amount % LIABILITIES AND EQUITY Amount % Amount %
CURRENT ASSETS CURRENT LIABILITIES
Cash and cash equivalents \$
5,587,232
38 \$
3,896,753
40 Contract liabilities (Note 16) \$
5,313,950
36 \$
2,381,778
24
Financial assets at fair value through profit or loss Accounts payable 1,240,392 8 682,090 7
(Note 7) 2,130,000 14 730,000 7 Payables to related parties (Note 27) 609,293 4 379,010 4
Accounts receivable, net (Notes 6 and 16) 1,507,550 10 1,137,071 12 Accrued employees' compensation and remuneration to
Receivables from related parties (Note 27) 5,500 - 37,371 - directors (Note 23) 299,495 2 145,634 1
Inventories (Note 8) 2,788,572 19 1,674,466 17 Payables on machinery and equipment 3,820 - 4,171 -
Other financial assets 782 - 383 - Current tax liabilities (Note 21) 219,949 2 95,526 1
Other current assets (Notes 12 and 27) 1,607,981 11 742,068 8 Lease liabilities -
current
(Notes 10, 24 and 27)
Accrued expenses and other current liabilities (Notes 13
61,223 - 53,693 1
Total current assets 13,627,617 92 8,218,112 84 and 27) 1,454,671 10 1,150,230 12
NON-CURRENT ASSETS Total current liabilities 9,202,793 62 4,892,132 50
Property, plant and equipment (Note 9) 564,391 4 778,354 8
Right-of-use assets (Note 10) 260,357 2 238,263 3 NON-CURRENT LIABILITIES
Intangible assets (Note 11) 317,888 2 443,885 5 Deferred income tax liabilities (Note 21) 91,547 1 63,100 1
Deferred income tax assets (Note 21) 14,374 - 20,285 - Lease liabilities -
non-current (Notes 10, 24 and 27)
210,004 2 189,398 2
Refundable deposits (Note 27) 50,832 - 24,713 - Other long-term payables (Note 13) 53,687 - 74,921 1
Pledged time deposits (Note 28) 22,200 - 22,200 - Net defined benefit liabilities (Note 14) 33,388 - 36,320 -
Guarantee deposits (Note 24) 2,911 - 2,957 -
Total non-current assets 1,230,042 8 1,527,700 16
Total non-current liabilities 391,537 3 366,696 4
Total liabilities 9,594,330 65 5,258,828 54
EQUITY (Note 15)
December
31,
2021 December
31,
2020 December
31,
2021 December
31,
2020
ASSETS Amount % Amount % LIABILITIES AND EQUITY Amount % Amount %
CURRENT ASSETS CURRENT LIABILITIES
Cash and cash equivalents \$
5,587,232
38 \$
3,896,753
40 Contract liabilities (Note 16) \$
5,313,950
36 \$
2,381,778
24
Financial assets at fair value through profit or loss Accounts payable 1,240,392 8 682,090 7
(Note 7) 2,130,000 14 730,000 7 Payables to related parties (Note 27) 609,293 4 379,010 4
Accounts receivable, net (Notes 6 and 16) 1,507,550 10 1,137,071 12 Accrued employees' compensation and remuneration to
Receivables from related parties (Note 27) 5,500 - 37,371 - directors (Note 23) 299,495 2 145,634 1
Inventories (Note 8) 2,788,572 19 1,674,466 17 Payables on machinery and equipment 3,820 - 4,171 -
Other financial assets 782 - 383 - Current tax liabilities (Note 21) 219,949 2 95,526 1
Other current assets (Notes 12 and 27) 1,607,981 11 742,068 8 Lease liabilities -
current
(Notes 10, 24 and 27)
61,223 - 53,693 1
Accrued expenses and other current liabilities (Notes 13
Total current assets 13,627,617 92 8,218,112 84 and 27) 1,454,671 10 1,150,230 12
NON-CURRENT ASSETS Total current liabilities 9,202,793 62 4,892,132 50
Property, plant and equipment (Note 9) 564,391 4 778,354 8
Right-of-use assets (Note 10) 260,357 2 238,263 3 NON-CURRENT LIABILITIES
Intangible assets (Note 11) 317,888 2 443,885 5 Deferred income tax liabilities (Note 21) 91,547 1 63,100 1
Deferred income tax assets (Note 21) 14,374 - 20,285 - Lease liabilities -
non-current (Notes 10, 24 and 27)
210,004 2 189,398 2
Refundable deposits (Note 27) 50,832 - 24,713 - Other long-term payables (Note 13) 53,687 - 74,921 1
Pledged time deposits (Note 28) 22,200 - 22,200 - Net defined benefit liabilities (Note 14) 33,388 - 36,320 -
Guarantee deposits (Note 24) 2,911 - 2,957 -
Total non-current assets 1,230,042 8 1,527,700 16
Total non-current liabilities 391,537 3 366,696 4
Total liabilities 9,594,330 65 5,258,828 54
EQUITY (Note 15)
Share capital 1,340,119 9 1,340,119 14
Capital surplus 32,641 - 32,618 -
Retained earnings
Appropriated as legal reserve 910,172 6 825,628 8
Appropriated as special reserve 22,153 - 20,745 -
Unappropriated earnings 2,996,715 20 2,290,027 24
Others (38,471) - (22,153) -
Total equity 5,263,329 35 4,486,984 46
TOTAL \$
14,857,659
100 \$
9,745,812
100 TOTAL \$
14,857,659
100 \$
9,745,812
100

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

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

2021 2020 Amount % Amount % NET REVENUE (Notes 16 and 27) \$ 15,107,915 100 \$ 13,569,441 100 COST OF REVENUE (Notes 23 and 27) 9,877,961 65 9,498,564 70 GROSS PROFIT 5,229,954 35 4,070,877 30 OPERATING EXPENSES Sales and marketing (Notes 23 and 27) 279,373 2 266,020 2 General and administrative (Notes 23 and 27) 478,707 3 336,914 3 Research and development (Notes 23 and 27) 2,817,903 19 2,504,010 18 Expected credit impairment gain (Note 6) (19,921) - - - Total operating expenses 3,556,062 24 3,106,944 23 INCOME FROM OPERATIONS 1,673,892 11 963,933 7 NON-OPERATING INCOME AND EXPENSES Interest income (Note 17) 14,082 - 12,353 - Other income (Notes 10 and 18) 90,505 1 67,683 - Other gains and losses (Note 19) (32,551) - (38,781) - Finance costs (Notes 20 and 27) (4,623) - (3,625) - Total non-operating income and expenses 67,413 1 37,630 - INCOME BEFORE INCOME TAX 1,741,305 12 1,001,563 7 INCOME TAX EXPENSE (Note 21) 281,156 2 151,556 1 NET INCOME 1,460,149 10 850,007 6 OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss Remeasurement of defined benefit plans (Note 14) 2,551 - (4,569) - Items that may be reclassified subsequently to profit or loss Exchange differences on translation of foreign operations (Note 15) (16,318) - (1,408) - Other comprehensive income (loss) for the year, net of income tax (13,767) - (5,977) - TOTAL COMPREHENSIVE INCOME FOR THE YEAR \$ 1,446,382 10 \$ 844,030 6 EARNINGS PER SHARE (Note 22) Basic earnings per share \$ 10.90 \$ 6.34 Diluted earnings per share \$ 10.86 \$ 6.32

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

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Others
Foreign
Share Capital -
Share
(In
Thousands)
Common Stock
Amount
Capital Surplus Legal
Reserve
Special
Reserve
Retained Earnings
Unappropriated
Earnings
Total Currency
Translation
Reserve
Total Equity
BALANCE, JANUARY 1, 2020 134,011 \$
1,340,119
\$
32,578
\$
762,708
\$
8,636
\$
2,189,678
\$
2,961,022
\$
(20,745)
\$
4,312,974
Appropriation and distribution of prior year's earnings
Legal reserve
Special reserve
-
-
-
-
-
-
62,920
-
-
12,109
(62,920)
(12,109)
-
-
-
-
-
-
Cash dividends to shareholders -
NT\$5.00 per share
- - - - - (670,060) (670,060) - (670,060)
Total - - - 62,920 12,109 (745,089) (670,060) - (670,060)
Dividends from claims extinguished by prescription - - 40 - - - - - 40
Net income in 2020 - - - - - 850,007 850,007 - 850,007
Other comprehensive income (loss) in 2020, net of income tax - - - - - (4,569) (4,569) (1,408) (5,977)
Total comprehensive income (loss) in 2020 - - - - - 845,438 845,438 (1,408) 844,030
BALANCE, DECEMBER 31, 2020 134,011 1,340,119 32,618 825,628 20,745 2,290,027 3,136,400 (22,153) 4,486,984
Appropriation and distribution of prior year's earnings
Legal reserve
- - - 84,544 - (84,544) - - -
Special reserve
Cash dividends to shareholders -
NT\$5.00 per share
-
-
-
-
-
-
-
-
1,408
-
(1,408)
(670,060)
-
(670,060)
-
-
-
(670,060)
Total - - - 84,544 1,408 (756,012) (670,060) - (670,060)
Dividends from claims extinguished by prescription - - 23 - - - - - 23
Net income in 2021 - - - - - 1,460,149 1,460,149 - 1,460,149
Other comprehensive income (loss) in 2021, net of income tax - - - - - 2,551 2,551 (16,318) (13,767)
Total comprehensive income
(loss) in 2021
- - - - - 1,462,700 1,462,700 (16,318) 1,446,382
BALANCE, DECEMBER 31, 2021 134,011 \$
1,340,119
\$
32,641
\$
910,172
\$
22,153
\$
2,996,715
\$
3,929,040
\$
(38,471)
\$
5,263,329

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

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars)

2021 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax \$
1,741,305
\$
1,001,563
Adjustments for:
Depreciation 370,430 370,910
Amortization 301,169 306,821
Expected credit impairment gain (19,921) -
Gain on financial assets at fair value through profit or loss (3,792) (2,802)
Finance costs 4,623 3,625
Interest income (14,082) (12,353)
Loss (gain) on foreign exchange, net 9,212 (8,000)
Gain on lease modification (462) -
Changes in operating assets and liabilities:
Contract assets - 324,965
Accounts receivable (including related parties) (318,687) 225,520
Inventories (1,114,106) 104,018
Other current assets (699,980) (168,215)
Contract liabilities 2,932,172 1,272,736
Accounts payable (including related parties) 620,178 (483,462)
Accrued employees' compensation and remuneration to directors 153,861 64,943
Accrued expenses and
other current liabilities
389,029 376,015
Net defined benefit liabilities (381) (353)
Cash generated from operations 4,350,568 3,375,931
Income tax paid (119,647) (86,009)
Net cash generated from operating activities 4,230,921 3,289,922
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of:
Financial assets at fair value through profit or loss (3,930,000) (3,610,000)
Property, plant and equipment (91,832) (161,391)
Intangible assets (290,024) (322,203)
Proceeds from disposal of:
Financial assets at fair value through profit or loss 2,533,792 2,882,802
Refundable deposits paid (30,209) (8,435)
Refundable deposits refunded 2,364 4,577
Interest received 13,683 12,312
Net cash used in investing activities (1,792,226) (1,202,338)
(Continued)

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars)

2021 2020
CASH FLOWS FROM FINANCING ACTIVITIES
Guarantee deposits received \$
67
\$
51
Guarantee deposits refunded (33) (21)
Repayment of the principal portion of lease liabilities (59,088) (57,495)
Cash dividends paid (670,060) (670,060)
Interest paid (4,623) (3,625)
Dividends from claims extinguished by prescription reclassified to
capital surplus 23 40
Net cash used in financing activities (733,714) (731,110)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS (14,502) (1,349)
NET INCREASE IN CASH AND CASH EQUIVALENTS 1,690,479 1,355,125
CASH AND CASH EQUIVALENTS,
BEGINNING OF YEAR
3,896,753 2,541,628
CASH AND CASH EQUIVALENTS, END OF YEAR \$
5,587,232
\$
3,896,753

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

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

1. GENERAL

Global Unichip Corp. (GUC), a Republic of China (R.O.C.) corporation, was incorporated on January 22, 1998. GUC is engaged mainly in researching, developing, producing, testing and selling of embedded memory and logic components for various application ICs, cell libraries for various application ICs, and EDA tools for various application ICs. On November 3, 2006, GUC's shares were listed on the Taiwan Stock Exchange (TWSE). The address of its registered office and principal place of business is No. 10 Li-Hsin 6th Rd., Hsinchu Science Park, Taiwan. GUC together with its consolidated subsidiaries are hereinafter referred to collectively as the "Company".

2. APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements were approved and authorized by GUC's Audit Committee and Board of Directors for issue on January 26, 2022.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (FSC)

The initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Company's accounting policies.

b. The IFRSs endorsed by the FSC for application starting from 2022

New IFRSs Effective Date
Announced by IASB
"Annual Improvements to IFRS Standards 2018-2020" January 1, 2022 (Note 1)
Amendments to IFRS 3 "Reference to the Conceptual Framework" January 1, 2022 (Note 2)
Amendments to IAS 16 "Property, Plant and Equipment
-
Proceeds
before Intended Use"
January 1, 2022 (Note 3)
Amendments to IAS 37 "Onerous Contracts -
Cost of Fulfilling a
Contract"
January 1, 2022 (Note 4)

Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 "Agriculture" will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 "First-time Adoptions of IFRSs" will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
  • Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs Effective Date
Announced by IASB (Note 1)
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets To be determined by IASB
between An Investor and Its Associate or Joint Venture"
IFRS 17 "Insurance Contracts" January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IFRS 17
"Initial Application of IFRS 9 and IFRS 17 -
Comparative Information"
January 1, 2023
Amendments to IAS 1 "Classification of Liabilities as Current or
Non-current"
January 1, 2023
Amendments to IAS 1 "Disclosure of Accounting Policies" January 1, 2023 (Note 2)
Amendments to IAS 8 "Definition of Accounting Estimates" January 1, 2023 (Note 3)
Amendments to IAS 12 "Deferred Tax related to Assets and January 1, 2023 (Note 4)
Liabilities arising from a Single Transaction"
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
  • Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
  • Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
  • Note 4: Except that deferred taxes will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

As of the date the consolidated financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of above standards and interpretations will have on the Company's financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

For the convenience of readers, the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the R.O.C. 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 consolidated financial statements shall prevail.

Significant accounting policies are summarized as follows:

Statement of Compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by the FSC.

Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets, as explained in the accounting policies below.

Historical cost is generally based on the fair value of the consideration given in exchange for assets.

Basis of Consolidation

Principles for preparing consolidated financial statements

The consolidated financial statements incorporate the financial statements of GUC and entities controlled by GUC (its subsidiaries). Control is achieved where GUC has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies consistent with those used by GUC.

All intercompany transactions, balances, income and expenses are eliminated in full upon consolidation.

The subsidiaries in the consolidated financial statements

The detail information of the subsidiaries at the end of reporting period is as follows:

Percentage of Ownership
Name of Main Businesses and Establishment and December 31
Investor Name of Investee Products Operating Location 2021 2020 Remark
GUC Global Unichip
Corp.-NA (GUC-NA)
Products consulting,
design and technical
support service
U.S.A. 100% 100% Note
Global Unichip Japan
Co., Ltd. (GUC-Japan)
Products consulting,
design and technical
support service
Japan 100% 100% Note
Global Unichip Corp.
Europe B.V.
(GUC-Europe)
Products consulting,
design and technical
support service
Netherlands 100% 100% Note
Global Unichip Corp.
Korea (GUC-Korea)
Products consulting,
design and technical
support service
Korea 100% 100% Note
Global Unichip
(Nanjing) Ltd.
(GUC-Nanjing)
Products consulting,
design and technical
support service
Nanjing, China 100% 100% Note
Global Unichip
(Shanghai) Company,
Limited
(GUC-Shanghai)
Products consulting,
design and technical
support service
Shanghai, China 100% 100% Note

Note: The subsidiaries are not significant subsidiaries. Their financial statements have not been audited, except for GUC-NA and GUC-Nanjing.

Foreign Currencies

The financial statements of each individual consolidated entity were expressed in the currency, which reflected its primary economic environment (functional currency). The functional currency of GUC and the presentation currency of the consolidated financial statements are both New Taiwan Dollars (NT\$). In preparing the consolidated financial statements, the operating results and financial position of each consolidated entity are translated into NT\$.

In preparing the financial statements of each individual consolidated entity, transactions in currencies other than the entity's functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences on the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

For the purposes of presenting consolidated financial statements, the assets and liabilities of the Company's foreign operations are translated into NT\$ using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity.

Classification of Current and Non-current Assets and Liabilities

Current assets include:

  • a. Assets held primarily for the purpose of trading;
  • b. Assets expected to be realized within twelve months after the reporting period; and
  • c. Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

Current liabilities include:

  • a. Liabilities held primarily for the purpose of trading;
  • b. Liabilities due to be settled within twelve months after the reporting period; and
  • c. Liabilities for which the Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

Assets and liabilities that are not classified as current are classified as non-current.

Cash Equivalents

Cash equivalents, for the purpose of meeting short-term cash commitments, consist of highly liquid time deposits and investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Financial Instruments

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

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

Financial Assets

All regular way purchases or sales of financial assets are recognized and derecognized on a settlement date basis.

a. Measurement category

Financial assets are classified into the following categories: Financial assets at fair value through profit or loss (FVTPL) and financial assets at amortized cost.

1) Financial assets at FVTPL

Financial assets at FVTPL include financial assets that are mandatorily classified as at FVTPL, which include investments in equity instruments which are not designated as at fair value through other comprehensive income (FVOCI) and debt instruments that do not meet the amortized cost criteria or the FVOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, and any dividends, interest earned and remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 26: Financial Instruments.

2) Financial assets at amortized cost

Financial assets that meet the following 2 conditions are subsequently measured at amortized cost:

  • a) The financial asset is held within a business model whose objective is collecting contractual cash flows; and
  • b) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost (including cash and cash equivalents, notes and accounts receivable (including related parties) and other receivables), are measured at amortized cost, which equals gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

b. Impairment of financial assets and contract assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including accounts receivable) and contract assets.

The Company always recognizes lifetime Expected Credit Losses (ECLs) for accounts receivable. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

For poor credit rating customers that have accounts receivable balances past due over 90 days, the Company recognizes loss allowance at full amount.

The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss allowance account.

c. Derecognition of financial assets

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

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.

Financial Liabilities and Equity Instruments

a. Classification as debt or equity

Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

b. Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs.

c. Financial liabilities

Financial liabilities are subsequently measured at amortized cost using effective interest method.

Financial liabilities other than those held for trading purposes and designated as at FVTPL are subsequently measured at amortized cost at the end of each reporting period.

d. Derecognition of financial liabilities

The Company derecognizes financial liabilities when, and only when, the Company's obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss.

Inventories

Inventories consist of raw materials, supplies, finished goods and work-in-process. Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are made on an item-by-item basis, except where it may be appropriate to group similar or related items. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and necessary selling costs. Inventories are recorded at the weighted-average cost on the balance sheet date.

Property, Plant and Equipment

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

Depreciation is recognized so as to write off the cost of the assets less their residual values over their useful lives, and it is computed using the straight-line method over the following estimated useful lives:

Buildings 50 years
Machinery and equipment 4 to 7 years
Research and development equipment 3 to 5 years
Transportation equipment 5 years
Office equipment 3 to 5 years
Miscellaneous equipment 2 to 10 years

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.

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

Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

a. The Company as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

When the Company subleases a right-of-use asset, the sublease is classified by reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. However, if the head lease is a short-term lease that the Company, as a lessee, has accounted for applying recognition exemption, the sublease is classified as an operating lease.

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

b. The Company as lessee

The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

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

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments and variable lease payments which depend on an index or a rate. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses its incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.

Intangible Assets

Intangible asset with definite useful life is initially recorded at the purchase cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized using the straight-line method over the following estimated useful lives:

Software 2 to 5 years Patents Economic lives of the patents

The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

Expenditure on research activities is recognized as an expense when incurred. An internally-generated intangible asset arising from development activities is capitalized and then amortized on a straight-line basis over its useful life if the recognition criteria for an intangible asset have been met; otherwise, the development expenditure is recognized as an expense when incurred.

Impairment of Tangible and Intangible Assets

At the end of each reporting period, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Recoverable amount is the higher of fair value less costs to sell or value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss.

When an impairment loss subsequently reverses, the carrying amount of the asset or a cash-generating unit is increased to the revised estimate of its recoverable amount, but the increased carrying amount should not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

Revenue Recognition

The Company identifies the contract with the customers, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied. Revenue from sale of goods is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances.

Revenue from sale of goods

Revenue is recognized when a customer obtains control of promised goods, at which time the goods are delivered to the customer's specific location and performance obligation is satisfied.

Rendering of Non-Recurring Engineering (NRE) services

Revenue is recognized when the NRE service is completed and the qualifications in the contract with the customer have been met. If each performance obligation can be measured reasonably by completion stages, the contract is restricted for another use, and the customer would compensate the company to recover the costs incurred plus a reasonable profit margin whenever the contract is terminated by the customer, revenue from the contract service is recognized over time.

Retirement Benefits

Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered service entitling them to the contributions.

Defined benefit costs under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost and net interest on the net defined benefit liability are recognized as employee benefits expense in the period they occur. Remeasurement is recognized in other comprehensive income in the period in which it occurs, and it is reflected in retained earnings immediately and will not be reclassified to profit or loss.

Net defined benefit liability represents the actuarial deficit in the Company's defined benefit plan.

Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

According to the Income Tax Law, an additional income tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.

Adjustments of prior years' tax liabilities are added to or deducted from the current year's tax provision.

Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, provided it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and such temporary differences are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. The deferred tax assets which were originally not recognized are also reviewed at the end of each reporting period and recognized to the extent that it is probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current tax and deferred tax for the period

Current tax and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity, respectively.

Government Grants

Government grants are recognized when the Company complies with the conditions attached to them and that the grants will be received.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION AND UNCERTAINTY

In the application of the Company's accounting policies, which are described in Note 4, the directors are required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The Company considers the recent development of the COVID-19 in Taiwan and its economic environment implications when making its critical accounting estimates in cash flow projections growth rate, discount rate, profitability, etc. The estimates and underlying assumptions are reviewed on an ongoing basis. The COVID-19 did not have material impact on the Company's accounting estimates. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period, or in the period of the revisions and future periods if the revisions affect both current and future periods.

CRITICAL ACCOUNTING JUDGMENTS

Revenue Recognition

The Company evaluates whether its performance obligation is satisfied over time or at a point in time in accordance with the respective contract with a customer and applicable regulation when the conditions described in Note 4 are satisfied.

The Company also records a provision for estimated future allowance in the same period the related revenue is recorded. Provision for estimated sales allowance is generally made and adjusted based on management judgment, historical experience and any known factors that would significantly affect the allowance; the management periodically reviews the adequacy of the allowance.

KEY SOURCES OF ESTIMATION AND UNCERTAINTY

Impairment of Financial Assets

The provision for impairment of accounts receivable is based on assumptions about probability of default and loss given default. The Company uses judgment in making these assumptions and in selecting the inputs to the impairment calculation, based on the Company's historical experience, existing market conditions as well as forward looking estimates at the end of each reporting period. Please refer to Note 6 for the details of the key assumptions and inputs used. Where the actual future cash inflows are less than expected, a material impairment loss may arise.

Realization of Deferred Income Tax Assets

Deferred tax assets are recognized to the extent that it is probable that future taxable profits will be available against which those deferred tax assets can be utilized. Assessment of the realizability of deferred tax assets requires the Company's subjective judgment and estimation, including the future revenue growth and profitability, tax holidays, the amount of tax credits that can be utilized and feasible tax planning strategies. Any changes in the global economic environment, the industry trends and relevant laws and regulations could result in significant adjustments to deferred tax assets.

Valuation of Inventory

Inventories are stated at the lower of cost or net realizable value. The Company estimates the net realizable value of inventory at the end of each reporting period.

Due to the rapid technological changes, the Company estimates the net realizable value of inventory for obsolescence and unmarketable items at the end of reporting period and then writes down the cost of inventories to net realizable value. The net realizable value of inventory is mainly determined based on assumptions of future demand within a specific time horizon.

Lessees' Incremental Borrowing Rates

In determining a lessee's incremental borrowing rate used in discounting lease payments, a risk-free rate for the same currency and relevant duration is selected as a reference rate, and the lessee's credit spread adjustments and lease specific adjustments (such as asset type, secured position, etc.) are also taken into account.

6. ACCOUNTS RECEIVABLE, NET

December
31
2021 2020
At amortized cost
Gross carrying amount
Less: Allowance for credit loss
\$
1,507,550
-
\$
1,156,992
(19,921)
\$
1,507,550
\$
1,137,071

In principle, the payment term granted to customers is due 30 days from the invoice date or 30 days from the end of the month the invoice is issued.

The Company measures the loss allowance for accounts receivable at an amount equal to lifetime expected credit losses. The expected credit losses on accounts receivable are estimated using a provision matrix prepared by reference to the past account aging records of the debtor and an analysis of the debtor's current financial position, adjusted for factors that are specific to the debtor and an assessment of the gross domestic product growth rate, unemployment rate and industrial indicators at the reporting date. The Company estimates expected credit losses based on the number of days that receivables are past due. As the Company's historical credit losses experience does not show significantly different loss patterns for different customer segments, the provision for losses based on past due status of receivables is not further distinguished between the Company's different customer base; poor credit rating customers that have accounts receivable balances past due over 90 days are provided with full amount of loss allowance.

The Company writes off an account receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery of the receivable. For accounts receivable that have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivables which are due. Where recoveries are made, these are recognized in profit or loss.

Aging analysis of accounts receivable

December 31
2021 2020
No past due \$
1,454,821
\$
1,098,680
Past due
Past due within 1-30 days 52,729 24,149
Past due within 31-60 days - 15,738
Past due over 180 days - 18,425
Less: Loss allowance - (19,921)
\$
1,507,550
\$
1,137,071

The movement of the loss allowance of accounts receivable was as follows:

Years Ended December
31
2021 2020
Balance at January 1 \$
19,921
\$
19,921
Net remeasurement of credit loss allowance (19,921) -
Balance at December 31 \$
-
\$
19,921

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

December
31
2021 2020
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Mutual funds
\$
2,130,000
\$
730,000

8. INVENTORIES

December 31
2021 2020
Finished goods \$
159,667
\$
122,300
Work in process 2,344,644 1,380,771
Raw
materials
284,261 171,395
\$
2,788,572
\$
1,674,466

Write-down of inventories to net realizable value and reversal of inventory valuation losses were included in the cost of revenue, the amounts were as follows:

Years Ended December 31
2021 2020
Reversal of write-down of inventories
(write-down of inventories)
\$
36,670
\$
(55,193)

9. PROPERTY, PLANT AND EQUIPMENT

Buildings Machinery and
Equipment
Research and
Development
Equipment
Transportation
Equipment
Office
Equipment
Miscellaneous
Equipment
Total
Cost
Balance at January 1, 2021
Additions
Disposals
Effect of exchange rate changes
\$
242,923
-
-
-
\$
56,136
42,331
-
-
\$
1,560,939
24,568
(2,993)
(297 )
\$
1,375
-
-
-
\$
29,450
3,811
-
(440 )
\$
429,300
20,627
(991 )
(1,483)
\$
2,320,123
91,337
(3,984)
(2,220)
Balance at December 31, 2021 \$
242,923
\$
98,467
\$
1,582,217
\$
1,375
\$
32,821
\$
447,453
\$
2,405,256
Accumulated depreciation
Balance at January 1, 2021
Depreciation
Disposals
Effect of exchange rate changes
\$
78,096
4,766
-
-
\$
14,608
9,785
-
-
\$
1,106,091
253,572
(2,993)
(208 )
\$
689
266
-
-
\$
23,897
2,725
-
(204 )
\$
318,388
33,344
(991 )
(966 )
\$
1,541,769
304,458
(3,984)
(1,378)
Balance at December 31, 2021 \$
82,862
\$
24,393
\$
1,356,462
\$
955
\$
26,418
\$
349,775
\$
1,840,865
Carrying amount at December 31, 2021 \$
160,061
\$
74,074
\$
225,755
\$
420
\$
6,403
\$
97,678
\$
564,391
Cost
Balance at January 1, 2020
Additions
Disposals
Effect of exchange rate changes
\$
242,923
-
-
-
\$
24,741
31,395
-
-
\$
1,506,119
61,303
(5,932)
(551 )
\$
1,375
-
-
-
\$
29,728
1,454
(1,699)
(33 )
\$
430,306
12,686
(13,640)
(52 )
\$
2,235,192
106,838
(21,271)
(636 )
Balance at December 31, 2020 \$
242,923
\$
56,136
\$
1,560,939
\$
1,375
\$
29,450
\$
429,300
\$
2,320,123
Accumulated depreciation
Balance at January 1, 2020
Depreciation
Disposals
Effect of exchange rate changes
\$
73,330
4,766
-
-
\$
8,560
6,048
-
-
\$
847,771
264,567
(5,932)
(315 )
\$
424
265
-
-
\$
23,338
2,293
(1,699)
(35 )
\$
299,282
32,986
(13,640)
(240 )
\$
1,252,705
310,925
(21,271)
(590 )
Balance at December 31, 2020 \$
78,096
\$
14,608
\$
1,106,091
\$
689
\$
23,897
\$
318,388
\$
1,541,769
Carrying amount at December 31, 2020 \$
164,827
\$
41,528
\$
454,848
\$
686
\$
5,553
\$
110,912
\$
778,354

10. LEASE ARRANGEMENTS

a. Right-of-use assets

Transportation
Land Buildings Equipment Total
Cost
Balance at January 1, 2021
Additions
Lease
expired
Lease modification
Effect of exchange rate changes
\$
58,995
-
-
-
-
\$
288,970
95,339
(1,437)
(14,719)
(10,069)
\$
4,957
341
(478)
(1,345)
-
\$
352,922
95,680
(1,915)
(16,064)
(10,069)
Balance at December 31, 2021 \$
58,995
\$
358,084
\$
3,475
\$
420,554
Accumulated depreciation
Balance at January 1, 2021
Depreciation
Lease
expired
Lease modification
Effect of exchange rate changes
\$
3,225
1,613
-
-
-
\$
109,013
63,251
(1,437)
(14,156)
(3,566)
\$
2,421
1,108
(478)
(797)
-
\$
114,659
65,972
(1,915)
(14,953)
(3,566)
Balance at December 31, 2021 \$
4,838
\$
153,105
\$
2,254
\$
160,197
Carrying amount at
December 31, 2021
\$
54,157
\$
204,979
\$
1,221
\$
260,357
Cost
Balance at January 1, 2020
Additions
Effect of exchange rate changes
\$
58,995
-
-
\$
239,159
48,815
996
\$
4,957
-
-
\$
303,111
48,815
996
Balance at December 31, 2020 \$
58,995
\$
288,970
\$
4,957
\$
352,922
Accumulated depreciation
Balance at January 1, 2020
Depreciation
Effect of exchange rate changes
\$
1,612
1,613
-
\$
51,968
57,155
(110)
\$
1,204
1,217
-
\$
54,784
59,985
(110)
Balance at December 31, 2020 \$
3,225
\$
109,013
\$
2,421
\$
114,659
Carrying amount at
December 31, 2020
\$
55,770
\$
179,957
\$
2,536
\$
238,263
Years Ended December 31
2021 2020
Income from the subleasing of right-of-use assets (presented in
other income)
\$
299
\$
299

b. Lease liabilities

December 31
2021 2020
\$
61,223
\$
53,693
\$
189,398
\$
210,004
December 31
2021 2020
Land 1.62% 1.62%
Buildings 0.589%-4.75% 0.642%-4.75%
Transportation equipment 0.589%-0.825% 0.825%

c. Material leasing activities and terms

The Company leases land and buildings for the use of plants and offices with lease terms of 1 to 37 years. The lease contract for land located in the R.O.C. specifies that lease payments will be adjusted on the basis of changes in announced land value prices and other factors at any time. The Company does not have bargain purchase option to acquire the leasehold land and buildings at the end of the lease terms. In addition, the Company is prohibited from subleasing or transferring all or any portion of the underlying assets without the lessor's consent.

d. Subleases

The other sublease transaction is set out below.

Sublease of right-of-use assets

The Company subleased its leasehold parking lot under operating lease with lease term of 3 years and with an option to extend for an additional 1 year.

The maturity analysis of lease payments receivable under operating subleases was as follows:

December 31
2021 2020
Year 1
Year 2
\$
299
-
\$
299
299
\$
299
\$
598

e. Other lease information

Years Ended December
31
2021 2020
Expenses relating to short-term leases
Expenses relating to low-value asset leases
Total cash outflow for leases
\$
5,880
\$
30
\$
(69,804)
\$
6,433
\$
34
\$
(67,609)

The Company's leases for certain buildings, transportation equipment and miscellaneous equipment qualify as short-term leases and leases for certain office equipment and miscellaneous equipment qualify as low-value asset leases. The Company has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.

11. INTANGIBLE ASSETS

Software Patents Total
Cost
Balance at January 1, 2021
Additions
Disposals
Effect of exchange rate changes
\$
1,059,356
175,172
(185,319)
(2)
\$
519
-
-
-
\$
1,059,875
175,172
(185,319)
(2)
Balance at December 31, 2021 \$
1,049,207
\$
519
\$
1,049,726
Accumulated amortization
Balance at January 1, 2021
Amortization
Disposals
Effect of exchange rate changes
\$
615,510
301,140
(185,319)
(2)
\$
480
29
-
-
\$
615,990
301,169
(185,319)
(2)
Balance at December 31, 2021 \$
731,329
\$
509
\$
731,838
Carrying amount at December 31, 2021 \$
317,878
\$
10
\$
317,888
Cost
Balance at January 1, 2020
Additions
Disposals
Effect of exchange rate changes
\$
930,730
338,659
(210,037)
4
\$
519
-
-
-
\$
931,249
338,659
(210,037)
4
Balance at December 31, 2020 \$
1,059,356
\$
519
\$
1,059,875
Accumulated amortization
Balance at January 1, 2020
Amortization
Disposals
Effect of exchange rate changes
\$
518,750
306,793
(210,037)
4
\$
452
28
-
-
\$
519,202
306,821
(210,037)
4
Balance at December 31, 2020 \$
615,510
\$
480
\$
615,990
Carrying amount at December 31, 2020 \$
443,846
\$
39
\$
443,885

12. OTHER CURRENT ASSETS

December 31
2021 2020
Prepayment for purchases \$
1,126,096
\$
235,125
Prepaid license fees 326,812 359,389
VAT tax receivable 133,448 104,685
Prepaid expenses 20,819 30,736
Prepaid income tax 806 3,235
Temporary payments - 8,898
\$
1,607,981
\$
742,068

13. OTHER LIABILITIES

December 31
2021 2020
Current
Payable for salaries and bonuses
License
fees payable
Payable for royalties
Refund liabilities
Others
\$
547,693
272,893
23,336
-
610,749
\$
1,454,671
\$
323,839
206,942
10,431
621
608,397
\$
1,150,230
Non-current
License
fees payable
\$
53,687
\$
74,921

The Company estimates and recognizes refund liabilities based on historical experience and the consideration of varying contractual terms.

The license fees payable are primarily attributable to several agreements that GUC entered into for certain technology license and software.

14. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The pension mechanism under the Labor Pension Act is deemed a defined contribution retirement plan. Pursuant to the Act, GUC makes monthly contributions equal to 6% of each employee's monthly salary to employees' pension accounts. Furthermore, GUC-NA, GUC-Japan, GUC-Korea, GUC-Shanghai and GUC-Nanjing make monthly contributions at certain percentages of the salary of their employees. Accordingly, the Company recognized expenses of NT\$64,055 thousand and NT\$53,860 thousand in the consolidated statements of comprehensive income for the years ended December 31, 2021 and 2020, respectively.

b. Defined benefit plans

GUC has a defined benefit plan under the Labor Standards Act, which provides benefits based on an employee's length of service and average monthly salary of the last six months prior to retirement. GUC contributes an amount equal to 2% of salaries paid each month to a pension fund (the Fund), which is administered by the Labor Pension Fund Supervisory Committee (the Committee) and deposited in the Committee's name in the Bank of Taiwan. Before the end of each year, GUC assesses the balance in the Fund. If the amount of the balance in the Fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, GUC is required to fund the difference in one appropriation that should be made before the end of March of the next year. The Fund is managed by the Bureau of Labor Funds, Ministry of Labor ("the Bureau"); GUC has no right to influence the investment policy and strategy.

The amounts included in the consolidated balance sheets in respect of the Company's defined benefit plans were as follows

December 31
2021 2020
Present value of defined benefit obligation
Fair value of plan assets
\$
78,457
(45,069)
\$
78,670
(42,350)
Net defined benefit liabilities \$
33,388
\$
36,320

Movements in net defined benefit liabilities were as follows:

Present Value
of the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Net Defined
Benefit
Liabilities
Balance at January 1, 2020 \$
72,709
\$
(40,605)
\$
32,104
Service cost
Current service cost 1,342 - 1,342
Net interest expense (income) 545 (312) 233
Recognized in profit or loss 1,887 (312) 1,575
Remeasurement
Return on plan assets - (1,295) (1,295)
Actuarial loss -
changes in demographic
assumptions 1,010 - 1,010
Actuarial loss -
changes in financial
assumptions 3,953 - 3,953
Actuarial loss -
experience adjustments
901 - 901
Recognized in other comprehensive (income)
loss 5,864 (1,295) 4,569
Contributions from the employer - (1,928) (1,928)
Benefits paid (1,790) 1,790 -
Balance at December 31, 2020 78,670 (42,350) 36,320
Service cost
Current service cost 1,471 - 1,471
Net interest expense (income) 275 (152) 123
Recognized in profit or loss 1,746 (152) 1,594
(Continued)
Present Value
of the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Net Defined
Benefit
Liabilities
Remeasurement
Return on plan assets \$
-
\$
(592)
\$
(592)
Actuarial loss -
changes in demographic
assumptions 444 - 444
Actuarial loss -
changes in financial
assumptions (2,924) - (2,924)
Actuarial loss -
experience adjustments
521 - 521
Recognized in other comprehensive (income)
loss (1,959) (592) (2,551)
Contributions from the employer - (1,975) (1,975)
Balance at December 31, 2021 \$
78,457
\$
(45,069)
\$
33,388
(Concluded)

An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans is as follows:

Years Ended December 31
2021 2020
General and administrative expenses \$
1,594
\$
1,575

Through the defined benefit plan under the Labor Standards Act, GUC is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan's debt investments.
  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

December 31
2021 2020
Discount rate 0.65% 0.35%
Expected rate of salary increase 3.00% 3.00%
Turnover rate 1.90% 2.00%

If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

December 31
2021 2020
Discount rate
0.25% increase \$
(2,370)
\$
(2,555)
0.25% decrease \$
2,469
\$
2,669
Expected rate of salary increase
0.25% increase \$
2,401
\$
2,587
0.25% decrease \$
(2,317)
\$
(2,492)
Turnover rate
10% increase \$
(450)
\$
(595)
10% decrease \$
461
\$
609

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

December 31
2021 2020
The expected contributions to the plan for the next year \$
2,090
\$
2,037
The average duration of the defined benefit obligation 12
years
13
years

The maturity analysis of undiscounted pension benefit is as follows:

December 31
2021 2020
Later than 1 year and not later than 5 years
Later than 5 years
\$
10,445
73,441
\$
8,666
72,389
\$
83,886
\$
81,055

15. EQUITY

a. Share capital

December
31
2021 2020
Authorized \$
1,500,000
\$
1,500,000
Issued \$
1,340,119
\$
1,340,119

As of December 31, 2021 and 2020, GUC is authorized to issue 150,000 thousand shares, with par value of \$10; each share is entitled to the right to vote and to receive dividends; a total of 134,011 thousand shares have been paid and issued.

b. Capital surplus

December
31
2021 2020
From merger \$
16,621
\$
16,621
Additional paid-in capital 13,232 13,232
Donations 2,660 2,660
Dividends from claims extinguished by prescription 128 105
\$
32,641
\$
32,618

Under the Company Law, the capital surplus generated from the excess of the issuance price over the par value of capital stock (including the stock issued for new capital and mergers) and donations may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be appropriated as cash dividends or stock dividends, which are limited to a certain percentage of GUC's paid-in capital. The capital surplus recognized from dividends with claims extinguished by prescription may be used to offset a deficit.

c. Retained earnings and dividend policy

According to GUC's Articles of Incorporation when allocating the net profits of each fiscal year, GUC shall first offset its losses in previous years before making appropriations to the following items:

  • 1) Legal reserve at 10% of the remaining profit;
  • 2) Special reserve in accordance with the resolution in the shareholders' meeting;
  • 3) Any balance remaining shall be allocated to shareholders according to the resolution in the shareholders' meeting.

The Articles of Incorporation provide the policy about employee' compensation and remuneration to directors; refer to Note 23.

In GUC's profit distribution, the proportion of cash dividends shall not be lower than 60% of the total dividends, depending on future expansion plans and needs for cash.

The appropriation for legal reserve shall be made until the reserve equals GUC's paid-in capital. The reserve may be used to offset a deficit, or be distributed as dividends and bonuses to the extent that the portion exceeds 25% of the paid-in capital if GUC incurs no loss.

A special reserve equivalent to the net debit balance of other components of shareholders' equity, such as exchange differences on the translation of foreign operations, shall be made from unappropriated earnings. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses.

The appropriations of earnings for 2020 and 2019 had been approved in the meetings of the shareholders of GUC held on May 20, 2021 and May 14, 2020, respectively. The appropriations and dividends per share were as follows:

Appropriation of Earnings
For the Year Ended December 31
2020 2019
Legal reserve \$
84,544
\$
62,920
Special reserve \$
1,408
\$
12,109
Cash dividends \$
670,060
\$
670,060
Cash dividends per share (NT\$) \$
5.00
\$
5.00

The appropriations of earnings for 2021 had been proposed by the Board of Directors of GUC on January 26, 2022. The appropriations and dividends per share were as follows:

Appropriation
of Earnings
Dividends Per
Share (NT\$)
Legal reserve \$
146,270
Special reserve 16,318
Cash dividends
to shareholders
938,083 \$
7.00
\$
1,100,671

The appropriations of earnings for 2021 are to be resolved in the meeting of the shareholders of GUC which is expected to be held on May 19, 2022.

d. Others

Changes in foreign currency translation reserve were as follows:

Years
Ended December
31
2021 2020
Balance, beginning of year
Exchange differences on translation of foreign operations
\$
(22,153)
(16,318)
\$
(20,745)
(1,408)
Balance, end of year \$
(38,471)
\$
(22,153)

The exchange differences on translation of foreign operation's net assets from its functional currency to GUC's presentation currency are recognized directly in other comprehensive income and also accumulated in the foreign currency translation reserve.

16. NET REVENUE

The analysis of the Company's net revenue was as follows:

Years
Ended December
31
2021 2020
Revenue from customer contracts
Net
revenue from sale of goods
\$
10,086,532
\$
8,524,887
Net
revenue from NRE service
5,021,383 5,044,554
\$
15,107,915
\$
13,569,441

Revenue from sale of goods is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances. The Company estimates and recognizes refund liabilities based on historical experience and the consideration of varying contractual terms; refund liabilities are classified under accrued expenses and other current liabilities.

a. Contract balances

December 31, December 31, January 1,
2021 2020 2020
Accounts receivable
Contract assets
-
current
Contract liabilities
-
current
\$
1,507,550
\$
-
\$
5,313,950
\$
1,137,071
\$
-
\$
2,381,778
\$
1,377,203
\$
324,965
\$
1,109,042

The changes in the contract asset and the contract liability balances primarily result from the timing difference between the satisfaction of performance obligation and the customer's payment.

For the years ended December 31, 2021 and 2020, the Company recognized revenue of NT\$2,098,244 thousand and NT\$1,031,673 thousand, respectively, from the beginning balance of contract liability.

b. Disaggregation of revenue from contracts with customers

Years
Ended December
31
Production 2021 2020
ASIC and wafer product \$
10,086,532
\$
8,524,887
NRE 4,708,703 4,614,332
Others 312,680 430,222
\$
15,107,915
\$
13,569,441
Years Ended December
31
Region 2021 2020
China \$
5,554,165
\$
3,047,735
United States 3,297,975 4,071,493
Taiwan 2,717,737 2,387,977
Japan 1,419,624 703,452
Korea 1,251,753 2,034,681
Europe 866,661 1,324,103
\$
15,107,915
\$
13,569,441

The Company categorized net revenue mainly based on the country of sales region.

Years Ended December
31
Application Type 2021 2020
Digital Consumer \$
5,985,740
\$
6,555,633
Networking 3,589,054 2,999,275
AI/ML 2,620,115 1,475,312
Industry 1,873,791 1,812,677
Others 1,039,215 726,544
\$
15,107,915
\$
13,569,441
Years Ended December
31
Customer Type 2021 2020
System House \$
10,099,377
\$
9,103,510
Fabless 5,008,538 4,465,931
\$
15,107,915
\$
13,569,441
Year
Ended December
31, 2021
Year
Ended December
31, 2020
Resolution Net Revenue
from NRE
Service
Net Revenue
from Sale of
Goods
Net Revenue
from NRE
Service
Net Revenue
from Sale of
Goods
7-nanometer \$
1,500,628
\$
1,408,826
\$
1,188,995
\$
-
16-nanometer 1,971,515 1,963,278 1,925,356 990,233
28-nanometer 660,841 1,861,162 935,864 2,667,106
40-nanometer
and above
575,719 4,853,266 564,117 4,867,548
Others 312,680 - 430,222 -
\$
5,021,383
\$
10,086,532
\$
5,044,554
\$
8,524,887

17. INTEREST INCOME

Years
Ended December
31
2021 2020
Bank deposits \$
14,082
\$
12,353

18. OTHER INCOME

Years
Ended December
31
2021 2020
Government grants \$
55,525
\$
59,574
Past due over 2 years' contract liabilities transferred to income 17,709 3,528
Rental income 299 299
Other income 16,972 4,282
\$
90,505
\$
67,683

19. OTHER GAINS AND LOSSES

Years
Ended December
31
2021 2020
Gain on financial assets at fair value through profit or loss
Gain on lease modification
Foreign exchange
loss, net
\$
3,792
462
(36,805)
\$
2,802
-
(41,583)
\$
(32,551)
\$
(38,781)

20. FINANCE COSTS

Years
Ended December
31
2021 2020
Interest on lease liabilities
Interest on bank loans
\$
4,623
-
\$
3,600
25
\$
4,623
\$
3,625

21. INCOME TAX

a. Income tax expense recognized in profit or loss

Income tax expense consisted of the following:

Years
Ended December
31
2021 2020
Current income tax expense
Current tax expense recognized in
the current period
\$
246,941
\$
117,148
Adjustments to income tax of prior years (159) (5,509)
246,782 111,639
Deferred income tax
expense
Temporary differences 34,325 39,917
Effect of tax rate changes 49 -
34,374 39,917
Income tax expense recognized in profit or loss \$
281,156
\$
151,556

A reconciliation of income before income tax and income tax expense recognized in profit or loss was as follows:

Years
Ended December
31
2021 2020
Income before tax \$
1,741,305
\$
1,001,563
Income tax expense at the
statutory rate
\$
375,539
\$
222,203
Tax effect of
adjusting items:
Nondeductible items in determining
taxable income
2,799 329
Tax-exempt income - (28,236)
Investment tax credits used (101,543) (37,231)
Additional income tax expense on unappropriated earnings 4,471 -
Adjustments to income tax of prior years (159) (5,509)
Effect of tax rate changes 49 -
Income tax expense recognized in profit or loss \$
281,156
\$
151,556

b. Deferred income tax

The analysis of deferred income tax assets and liabilities in the consolidated balance sheets was as follows:

December 31
2021 2020
Deferred income tax assets
Temporary differences
Write-down of inventory \$
5,366
\$
13,077
Allowance for credit
loss
in excess of
amount allowed by law
- 1,598
Refund liability - 124
Others 9,008 5,486
\$
14,374
\$
20,285
(Continued)
December 31
2021 2020
Deferred income tax liabilities
Temporary differences
Share of profit of subsidiaries accounted for using equity
method
\$
(91,332)
\$
(62,521)
Others (215)
\$
(91,547)
(579)
\$
(63,100)
(Concluded)

Movements of deferred income tax assets and deferred income tax liabilities were as follows:

Year ended December 31, 2021

Balance,
Beginning
of Year
Recognized in
Profit or Loss
Effect of
Exchange Rate
Changes
Balance,
End of Year
Deferred income tax assets
Temporary differences
Write-down of inventory \$
13,077
\$
(7,711)
\$
-
\$
5,366
Allowance for credit loss in
excess of amount allowed
by law 1,598 (1,598) - -
Refund liability 124 (124) - -
Others 5,486 3,522 - 9,008
\$
20,285
\$
(5,911)
\$
-
\$
14,374

Year ended December 31, 2020

Balance,
Beginning
of Year
Recognized in
Profit or Loss
Effect of
Exchange Rate
Changes
Balance,
End of Year
Deferred income tax assets
Temporary differences
Write-down of inventory \$
29,768
\$
(16,691)
\$
-
\$
13,077
Allowance for credit loss in
excess of amount allowed
by law 1,106 492 - 1,598
Refund liability 124 - - 124
Others 7,812 (2,326) - 5,486
\$
38,810
\$
(18,525)
\$
-
\$
20,285

Year ended December 31, 2021

Balance,
Beginning
of Year
Recognized in
Profit or Loss
Effect of
Exchange Rate
Changes
Balance,
End of Year
Deferred income tax liabilities
Temporary differences
Share of profit of subsidiaries
accounted for using equity
method
Others
\$
(62,521)
(579)
\$
(28,811)
348
\$
-
16
\$
(91,332)
(215)
\$
(63,100)
\$
(28,463)
\$
16
\$
(91,547)
Year ended December 31, 2020
Balance,
Beginning
of Year
Recognized in
Profit or Loss
Effect of
Exchange Rate
Changes
Balance,
End of Year
Deferred income tax liabilities
Temporary differences
Share of profit of subsidiaries
accounted for using equity
method
Others
\$
(41,127)
(699)
\$
(21,394)
2
\$
-
118
\$
(62,521)
(579)
\$
(41,826)
\$
(21,392)
\$
118
\$
(63,100)

c. Deductible temporary differences for which no deferred tax assets have been recognized in the consolidated balance sheets

As of December 31, 2021 and 2020, the aggregate deductible temporary differences for which no deferred income tax assets have been recognized amounted to NT\$7,694 thousand and NT\$4,431 thousand, respectively.

d. Income tax examination

The tax authorities have examined the income tax returns of GUC through 2019.

22. EARNINGS PER SHARE

Years Ended December
31
2021 2020
Basic EPS
Diluted EPS
\$10.90
\$10.86
\$6.34
\$6.32

EPS is computed as follows:

Amounts
(Numerator)
Number of
Shares
(Denominator)
(In Thousands)
EPS (NT\$)
Year ended December 31, 2021
Basic EPS
Net income available to common shareholders
Effect of dilutive potential common stock
\$
1,460,149
-
134,011
488
\$10.90
Diluted EPS
Net income available to common shareholders
(including effect of dilutive potential
common stock)
\$
1,460,149
134,499 \$10.86
Year ended December 31, 2020
Basic EPS
Net income available to common shareholders
Effect of dilutive potential common stock
\$
850,007
-
134,011
426
\$6.34
Diluted EPS
Net income available to common shareholders
(including effect of dilutive potential
common stock)
\$
850,007
134,437 \$6.32

The Company may settle the employees' compensation in cash or shares; therefore, the Company assumes that the entire amount of the compensation will be settled in shares, and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

23. ADDITIONAL INFORMATION OF EXPENSES BY NATURE

Net income included the following items:

Years
Ended December
31
2021 2020
a. Depreciation expense
Depreciation of property, plant and equipment
Recognized in cost of revenue \$ 11,784 \$ 7,833
Recognized in operating expenses 292,674 303,092
304,458 310,925
Depreciation of right-of-use assets
Recognized in cost of revenue 3,845 4,006
Recognized in operating expenses 62,127 55,979
65,972 59,985
\$ 370,430 \$ 370,910
Years Ended December
31
2021 2020
b. Amortization of intangible assets
Recognized in cost of revenue
Recognized in operating expenses
\$
295
300,874
\$
-
306,821
\$
301,169
\$
306,821
c. Research and development costs expensed as incurred \$
2,817,903
\$
2,504,010
d. Employee benefits expense
Post-employment benefits (Note 14)
Defined contribution plans
Defined benefit plans
Other employee benefits
\$
64,055
1,594
65,649
2,567,227
\$
2,632,876
\$
53,860
1,575
55,435
2,092,396
\$
2,147,831
Employee benefits expense summarized by function
Recognized in cost of revenue
Recognized in operating expenses
\$
247,934
2,384,942
\$
2,632,876
\$
187,312
1,960,519
\$
2,147,831

e. Employees' compensation and remuneration to directors

GUC shall allocate employees' compensation and remuneration to directors no less than 2% and no more than 2%, respectively, of net income before tax and before the employees' compensation and remuneration to directors. Directors who also serve as executive officers of GUC are not entitled to receive the remuneration to directors. GUC shall first offset its losses in previous years before allocating for employees' compensation and remuneration to directors. GUC may issue stock or cash compensation to employees of an affiliated company upon meeting the conditions set by the Board of Directors.

For 2021 and 2020, GUC accrued employees' compensation and remuneration to directors; the accruals were approved in the meetings of the Board of Directors held on January 26, 2022 and January 28, 2021, respectively; the accruals were made at the approved percentage of net income before tax and before deduction of the employees' compensation and remuneration to directors. The accrued amounts were as follows:

Years Ended December 31
2021 2020
Employees'
compensation
\$
271,773
\$
133,640
Remuneration
to directors
27,722 11,994

The aforementioned approved amounts were the same as the amounts reported as expenses in 2021 and 2020.

If there is a change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate.

The employees' compensation and remuneration to directors of GUC in the amounts of NT\$75,228 thousand and NT\$5,463 thousand in cash for 2019 were approved by the Board of Directors in their meeting held on February 6, 2020. The aforementioned approved amounts did not have any difference with the amounts recognized in the consolidated financial statements for the year ended December 31, 2019.

The information about appropriations of employees' compensation and remuneration to directors of GUC is available at the Market Observation Post System website.

24. CASH FLOW INFORMATION

Movements of liabilities with cash flows and non-cash changes:

Non-cash Changes
Balance as of
January 1,
2021
Cash Flows Lease
Additions
Lease
Termination
Foreign
Exchange
Movement
Balance as of
December 31,
2021
Guarantee deposits
Lease liabilities
\$
2,957
243,091
\$
34
(59,088)
\$
-
95,680
\$
-
(1,573)
\$
(80)
(6,883)
\$
2,911
271,227
Non-cash Changes
Balance as of
January 1,
2020
Cash Flows Lease
Additions
Lease
Termination
Foreign
Exchange
Movement
Balance as of
December 31,
2020
Guarantee deposits
Lease liabilities
\$
3,075
250,577
\$
30
(57,495)
\$
-
48,815
\$
-
-
\$
(148)
1,194
\$
2,957
243,091

25. CAPITAL MANAGEMENT

The Company manages its capital to ensure that entities in the Company are able to operate sustainability while maximizing the return to stakeholders through the optimization of the debt and equity balance. The Company engages in the semiconductor design services, which is closely tied with customer demand. Business is influenced by the cyclical nature of the semiconductor industry but not significantly. In consideration of the industry dynamics, the Company manages its capital in a manner to ensure that it has sufficient and necessary financial resources to fund its working capital needs, capital asset purchases, research and development activities, dividend payments, debt service requirements and other business requirements associated with its existing operations over the next 12 months. Through capital management, the Company is capable of coping with changes in the industry, striving for improvement, and ultimately creating shareholder value.

26. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments measured at fair value on a recurring basis
  • 1) Fair value hierarchy

December 31, 2021

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Mutual funds \$
2,130,000
\$
-
\$
-
\$
2,130,000

December 31, 2020

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Mutual funds \$
730,000
\$
-
\$
-
\$
730,000

There were no transfers between Levels 1 and 2 in the current and prior period.

b. Categories of financial instruments

December 31
2021 2020
Financial assets
FVTPL
Mandatorily classified as at FVTPL \$
2,130,000
\$
730,000
Amortized cost
Cash and cash equivalents 5,587,232 3,896,753
Accounts receivable, net
(including related parties)
1,513,050 1,174,442
Other financial assets 782 383
Refundable deposits 24,458 1,328
Pledged time deposits 22,200 22,200
\$
9,277,722
\$
5,825,106
Financial liabilities
Amortized cost
Accounts payable (including related parties) \$
1,849,685
\$
1,061,100
Payables on machinery and equipment 3,820 4,171
Accrued expenses and other current liabilities 748,203 612,556
Other long-term payables 176,040 281,863
Guarantee deposits 2,768 2,848
\$
2,780,516
\$
1,962,538

c. Financial risk management objectives and policies

The Company's objectives in financial risk management are to manage its exposure to market risk, credit risk and liquidity risk related to the operating activities. To reduce the related financial risks, the Company engages in identifying, assessing and avoiding the market uncertainties with the objective to reduce the potentially adverse effects the market uncertainties may have on its financial performance.

The plans for material treasury activities are reviewed by the Audit Committee and the Board of Directors in accordance with procedures required by relevant regulations and internal controls. During the implementation of such plans, the treasury function must comply with certain treasury procedures that provide guiding principles for overall financial risk management and segregation of duties.

d. Market risk

Foreign currency risk

The Company's operating activities are mainly denominated in foreign currency and exposed to foreign exchange risk. To protect against the volatility of future cash flows arising from changes in foreign exchange rates, the Company maintains a balance of net foreign currency assets and liabilities in hedge.

The Company's sensitivity analysis to foreign currency risk mainly focuses on the foreign currency monetary items at the end of the reporting period. Assuming a 10% strengthening of New Taiwan Dollars against the relevant currencies, the net income before tax for the years ended December 31, 2021 and 2020 would have increased by NT\$41,287 thousand and decreased by NT\$65,864 thousand, respectively.

e. Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company is exposed to credit risk from operating activities, primarily accounts receivable, and from investing activities primarily deposits with banks. Credit risk is managed separately for business related and financial related exposures. As of the balance sheet date, the Company's maximum credit risk exposure is mainly from the carrying amount of financial assets recognized in the consolidated balance sheet.

Business related credit risk

The Company has considerable accounts receivable from its customers worldwide. Majority of the Company's outstanding accounts receivable are not covered by collateral or credit insurance. While the Company has procedures to monitor and limit exposure to credit risk on accounts receivable, there can be no assurance such procedures will effectively limit its credit risk and avoid losses.

As of December 31, 2021 and 2020, the Company's ten largest customers accounted for 58% and 31% of accounts receivable, respectively.

Financial credit risk

The Company monitors and reviews the transaction limit applied to counterparties and adjusts the concentration limit according to market conditions and the credit standing of the counterparties regularly. The Company mitigates its exposure by selecting financial institution with high credit rating.

f. Liquidity risk management

The objective of liquidity risk management is to ensure the Company has sufficient liquidity to fund its business requirements. The Company manages its liquidity risk by maintaining adequate cash and banking facilities.

As of December 31, 2021 and 2020, the unused financing facilities of the Company amounted to NT\$1,600,000 thousand.

The table below summarizes the maturity profile of the Company's financial liabilities based on contractual undiscounted payments.

Non-derivative Financial Liabilities Less Than
1 Year
2-3 Years 4+ Years Total
December 31, 2021
Accounts payable (including related
parties) \$ 1,849,685 \$
-
\$
-
\$ 1,849,685
Payables on machinery and equipment 3,820 - - 3,820
Accrued expenses and other current
liabilities 748,203 - - 748,203
Lease liabilities 64,931 125,243 106,403 296,577
Other long-term payables 122,353 53,687 - 176,040
Guarantee deposits - - 2,768 2,768
\$ 2,788,992 \$
178,930
\$
109,171
\$ 3,077,093

Additional information about the maturity analysis of lease liabilities:

Less than
4 Year
4-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities \$ 190,174 \$
55,971
\$ 10,692 \$
10,692
\$
29,048
Non-derivative Financial Liabilities Less Than
1 Year
2-3 Years 4+ Years Total
December 31, 2020
Accounts payable (including related
parties) \$ 1,061,100 \$ - \$ - \$ 1,061,100
Payables on machinery and equipment 4,171 - - 4,171
Accrued expenses and other current
liabilities 612,556 - - 612,556
Lease liabilities 56,593 106,365 102,968 265,926
Other long-term payables 206,942 74,921 - 281,863
Guarantee deposits - - 2,848 2,848
\$ 1,941,362 \$ 181,286 \$ 105,816 \$ 2,228,464

Additional information about the maturity analysis of lease liabilities:

Less than
4 Year
4-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities \$ 162,958 \$
50,398
\$
10,692
\$
10,692
\$
31,186

g. Fair value of financial instruments

The carrying amounts of the Company's financial assets and financial liabilities measured at amortized cost at the end of financial reporting period recognized in the consolidated financial statements approximate their fair values. Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.

27. RELATED PARTY TRANSACTIONS

Intercompany balances and transactions between GUC and its subsidiaries have been eliminated upon consolidation; therefore, those items are not disclosed in this note. The following is a summary of transactions between the Company and other related parties:

a. Related party name and category

Related Party Name Related Party Category
Taiwan Semiconductor Manufacturing Co., Ltd.
(TSMC)
TSMC North America (TSMC-NA)
VisEra
Technologies Co., Ltd. (VisEra)
Vanguard International Semiconductor
An investor
that accounts for its investment by
using the equity method
A subsidiary of TSMC
A subsidiary of TSMC
An associate of TSMC
Corporation (VIS)

b. Operating transactions

Related Party Name and Years Ended December 31
Line Item Category 2021 2020
Net revenue from sale Investors with significant
influence over the Company
\$
218,235
\$
228,500
Purchases Investors with significant
influence over the Company
TSMC
TSMC-NA
\$
3,850,703
1,332,553
\$
3,271,489
1,007,193
Other related parties 5,183,256
53,240
4,278,682
68,136
Manufacturing overhead Investors with significant
influence over the Company
TSMC
TSMC-NA
\$
5,236,496
\$
1,706,918
411,195
\$
4,346,818
\$
1,816,286
421,575
Operating expenses VisEra
Investors with significant
1,587
\$
2,119,700
\$
11,274
1,712
\$
2,239,573
\$
14,804
influence over the Company

The following balances were outstanding at the end of the reporting period:

Related Party Name and December 31
Line Item Category 2021 2020
Receivables from related
parties
Investors with significant
influence over the Company
TSMC
\$
5,500
\$
37,371
(Continued)
Related Party Name and December 31
Line Item Category 2021 2020
Other current
assets
Investors with significant
influence over the Company
TSMC
\$
725,936
\$
-
Refundable deposits Investors with significant
influence over the Company
VisEra
TSMC-NA
\$
2,832
-
\$
2,832
419
\$
2,832
\$
3,251
Payables to related parties Investors with significant
influence over the Company
TSMC
TSMC-NA
VisEra
Other related parties
\$
391,150
205,986
258
597,394
11,899
\$
609,293
\$
317,199
58,136
234
375,569
3,441
\$
379,010
Accrued expenses and other
current liabilities
Investors with significant
influence over the Company
\$
-
\$
1,057
(Concluded)

The terms of sales to related parties were not significantly different from those of sales to third parties. For other related party transactions, the terms of transactions were determined in accordance with mutual agreement because there were no comparable terms for third-party transactions. The payment term granted to related parties is due 30 days from the invoice date or 30 days from the end of the month when the invoice is issued, while the payment term granted to third parties is due 30 days from the invoice date or 75 days from the end of the month when the invoice is issued.

c. Lease arrangements

Line Item Related Party Name and December 31
Category 2021 2020
Lease liabilities -
current
Investors with significant
influence over the Company
VisEra \$
16,399
\$
16,236
TSMC-NA - 1,671
\$
16,399
\$
17,907
Lease liabilities -
non-current
Investors with significant
influence over the Company
VisEra \$
50,196
\$
66,595
(Continued)
Related Party Name and December 31
Line Item Category 2021 2020
Interest expense Investors with significant
influence over the Company
VisEra
TSMC-NA
\$
756
4
\$
760
\$
918
171
\$
1,089
(Concluded)

The Company leased server room and office from related parties. The lease terms and prices were determined in accordance with mutual agreements. The rental expense was paid monthly.

d. Compensation of key management personnel:

The remuneration to directors and other key management personnel were as follows:

Years Ended December 31
2021 2020
Short-term employee benefits
Post-employment benefits
\$
116,971
687
\$
74,477
648
\$
117,658
\$
75,125

The remuneration to directors and other key management personnel were determined by the Compensation Committee of GUC in accordance with the individual performance and the market trends.

28. PLEDGED OR MORTGAGED ASSETS

As of December 31, 2021 and 2020, GUC provided pledged time deposits of NT\$20,000 thousand as collateral for customs clearance and also provided pledged time deposits of NT\$2,200 thousand as collateral for lease of a parcel of land from the Science Park Administration (SPA).

29. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

GUC has entered into license agreements with several companies that own intellectual property rights. According to the agreements, GUC shall pay specific amounts of money to obtain licenses of their intellectual property rights or shall pay royalties at specific percentages of sales amount of identified products. Under the agreements, GUC shall pay at least US\$4,200 thousand, US\$4,200 thousand and US\$8,200 thousand to the counterparty in the period from April 2020 to April 2023, from October 2020 to October 2023 and from March 2021 to March 2024, respectively.

Under the agreement, GUC shall pay at least US\$1,500 thousand to the counterparty in the period from July 2021 to June 2023.

30. EXCHANGE RATE INFORMATION OF FOREIGN-CURRENCY FINANCIAL ASSETS AND LIABILITIES

The following information was aggregated by the foreign currencies other than functional currencies of the consolidated entities. The significant foreign-currency financial assets and liabilities were as follows:

(Unit: Foreign Currency in Thousands)

Foreign
Currency
Exchange Rate
(Note)
Carrying
Amount
December 31, 2021
Monetary item
-
financial assets
USD \$ 73,957 27.68 \$
2,047,121
Monetary item -
financial liabilities
USD 87,568 27.68 2,423,890
JPY 77,554 0.2405 18,652
RMB 3,424 4.344 14,873
December 31, 2020
Monetary item
-
financial assets
USD 82,639 28.48 2,353,564
Monetary item -
financial liabilities
USD 58,306 28.48 1,660,554
JPY 66,988 0.2763 18,509
RMB 3,077 4.377 13,468

Note: Exchange rate represents the amount of NT\$ that can be exchanged to one unit of foreign currency.

The significant (realized and unrealized) foreign exchange gains (losses) were as follows:

Years Ended December 31
2021 2020
Foreign Currency Exchange Rate Net Foreign
Exchange Gain
(Loss)
Exchange Rate Net Foreign
Exchange Gain
(Loss)
JPY 0.2554 (JPY:NTD) \$
2,428
0.2769 (JPY:NTD) \$
(443)
EUR 33.1566 (EUR:NTD) 159 33.7084 (EUR:NTD) (278)
KRW 0.02471 (KRW:NTD) 15 0.02529 (KRW:NTD) (16)
RMB 4.3413 (RMB:NTD) (290) 4.2816 (RMB:NTD) 113
USD 28.0088 (USD:NTD) (36,973) 29.5491 (USD:NTD) (39,613)
USD 1,130.9918 (USD:KRW) (7) 1,165.8161 (USD:KRW) (45)
USD 6.4615 (USD:RMB) (2,137) 6.9284 (USD:RMB) (1,301)
\$
(36,805)
\$
(41,583)

31. OPERATING SEGMENT INFORMATION

The Company operates in a single industry and viewed by the Company's chief operating decision maker as one segment when reviewing information in order to allocate resources and assess performance. The basis for the measurement of the operating segment profit (loss), assets and liabilities is the same as that for the preparation of financial statements. Refer to the consolidated financial statements for the related operating segment information and Note 16 for information about disaggregation of revenue.

a. Geographic information

Non-current Assets
December 31
2021 2020
Taiwan \$
1,021,781
\$
1,387,190
United States 69,930 8,283
Europe 21,346 26,836
Japan 20,199 17,552
China 7,455 19,835
Korea 1,925 806
\$
1,142,636
\$
1,460,502

Non-current assets include property, plant and equipment, right-of-use assets and intangible assets, but exclude financial instrument and deferred income tax assets.

b. Major customers representing at least 10% of net revenue

Years Ended December 31
2021 2020
Amount % Amount %
Customer A \$
1,616,924
11 (Note) -
Customer B (Note) - \$
1,497,659
11

Note: The customer did not exceed 10% of net revenue in the current year, the disclosure is not required.

32. ADDITIONAL DISCLOSURES

  • a. Significant transactions and b. Related information of reinvestment
  • 1) Financing provided: None;
  • 2) Endorsements/guarantees provided: None;
  • 3) Marketable securities held (excluding investments in subsidiaries, associates and jointly controlled entities): See Table 1 attached;
  • 4) Marketable securities acquired and disposed of at costs or prices of at least NT\$300 million or 20% of the paid-in capital: See Table 2 attached;
  • 5) Acquisition of individual real estate at costs of at least NT\$300 million or 20% of the paid-in capital: None;
  • 6) Disposal of individual real estate at prices of at least NT\$300 million or 20% of the paid-in capital: None;
  • 7) Total purchases from or sales to related parties of at least NT\$100 million or 20% of the paid-in capital: See Table 3 attached;
  • 8) Receivables from related parties amounting to at least NT\$100 million or 20% of the paid-in capital: None;

  • 9) Information about the derivative instruments transaction: None;

  • 10) Others: Intercompany relationships and significant intercompany transactions: See Table 4 attached;
  • 11) Names, locations, and related information of investees over which the Company exercises significant influence (excluding information on investment in Mainland China): See Table 5 attached;
  • c. Information on investment in Mainland China
  • 1) The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, net income (losses) of the investee, investment income (losses), ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 6 attached.
  • 2) Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in Mainland China on financial reports: See Table 4 attached.
  • d. Information of major shareholders: List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder: See Table 7 attached.

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2021

(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

December 31, 2021
Holding Company
Name
Marketable Securities Type and Name Relationship with the Company Financial Statement Account Shares/Units Carrying
Amount
Percentage of
Ownership (%)
Fair
Value
Note
GUC Mutual funds
Jih Sun Money Market Fund - Financial assets at fair value through
profit or loss -
current
48,708,556 \$
730,000
- \$
730,000
Taishin 1699 Money Market Fund - Financial assets at fair value through
profit or loss -
current
27,780,621 380,000 - 380,000
Fuh Haw Money Market Fund - Financial assets at fair value through
profit or loss -
current
24,030,374 350,000 - 350,000
UPAMC James Bond Money Market Fund - Financial assets at fair value through
profit or loss -
current
13,039,123 220,000 - 220,000
Yuanta Wan Tai Money Market Fund - Financial assets at fair value through
profit or loss -
current
13,089,862 200,000 - 200,000
Taishin Ta-Chong Money Market Fund - Financial assets at fair value through
profit or loss -
current
10,452,670 150,000 - 150,000
Prudential Financial Money Market Fund - Financial assets at fair value through
profit
or loss -
current
6,253,283 100,000 - 100,000
Preferred stock
eTopus Technology Inc. - Financial assets at fair value through
profit or loss -
non-current
1,515,151 - 3.0 -

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT\$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Beginning Balance Acquisition Disposal Ending Balance
Company
Name
Type and Name of
Marketable Securities
Financial Statement Account Counterparty Relationship Units Amount Amount Units Amount Carrying
Amount
Gains on
Disposal
Units Amount
GUC Jih Sun Money Market Fund
Taishin 1699 Money Market
Fund
Fuh Haw Money Market Fund Financial assets at fair value
UPAMC James Bond Money
Market fund
Yuanta Wan Tai Money Market
Fund
Taishin Ta-Chong Money
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
-
-
-
-
-
-
-
-
-
-
-
-
26,755,853
20,518,984
3,437,844
-
-
-
\$
400,000
280,000
50,000
-
-
-
70,754,211
35,108,077
72,144,215
26,093,581
26,199,802
20,925,702
\$ 1,060,000
480,000
1,050,000
440,000
400,000
300,000
48,801,508
27,846,440
51,551,685
13,054,458
13,109,940
10,473,032
\$
731,393
380,900
750,491
220,259
200,307
150,292
\$
730,000
380,000
750,000
220,000
200,000
150,000
\$
1,393
900
491
259
307
292
48,708,556
27,780,621
24,030,374
13,039,123
13,089,862
10,452,670
\$
730,000
380,000
350,000
220,000
200,000
150,000
Market Fund through profit or loss

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

TOTAL PURCHASE FROM OR SALE TO RELATED PARTIES OF AT LEAST NT\$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts in Thousands of New Taiwan Dollars)

Transaction Details Abnormal Transaction Notes/Accounts
Receivable
(Payable)
Company Name Related Party Nature of Relationship Purchases/
Sales
Amount % to
Total
Payment Terms Unit Price Payment Terms Ending
Balance
% to
Total
Note
GUC TSMC TSMC is an investor that accounts for its
investment by using equity method
Sales \$
218,235
1 30 days after monthly closing Note 27 Note 27 \$
5,500
-
TSMC-NA TSMC-NA is a subsidiary of TSMC Purchases
Purchases
3,851,351
1,332,553
73
25
30 days after monthly closing
30 days after invoice date and 30
days after monthly closing
Note 27
Note 27
Note 27
Note 27
(391,150)
(205,986)
(21)
(11)

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts in Thousands of New Taiwan Dollars)

Intercompany Transactions
No. Company Name Counterparty Nature of Relationship
(Note 1)
Financial Statement Account Amount Terms
(Note 2)
Percentage to
Consolidated Net
Revenue
or Total Assets
0
GUC
GUC-NA 1 Operating expenses \$
230,341
- 2%
Accrued expenses and other current liabilities 15,421 - -
GUC-Japan 1 Operating expenses 230,339 - 2%
Accrued expenses and other current liabilities 18,652 - -
GUC-Europe 1 Operating expenses 32,294 - -
Accrued expenses and other current liabilities 2,373 - -
GUC-Korea 1 Operating expenses 7,048 - -
Accrued expenses and other current liabilities 488 - -
GUC-Shanghai 1 Operating expenses 87,609 - 1%
Accrued expenses and other current liabilities 5,930 - -
GUC-Nanjing 1 Manufacturing overhead 532,997 - 4%
Operating expenses 103,719 - 1%
Accrued expenses and other current liabilities 8,942 - -

Note 1: No. 1 represents the transactions from parent company to subsidiary.

Note 2: The intercompany transactions, prices and terms are determined in accordance with mutual agreements and no other similar transactions could be used for comparison.

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2021

(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Location Original Investment Amount Balance as of December 31, 2021
December 31,
December 31,
Net Income Investment
Investor Company Investee Company Main Businesses and Products 2021 2020 Percentage of Carrying (Losses) of the Income Note
(Foreign
(Foreign
Currencies in
Currencies in
Shares Ownership (%) Amount Investee (Losses)
Thousands) Thousands)
GUC GUC-NA U.S.A. Products consulting, design and technical support service \$ 40,268 \$ 40,268 800,000 100 \$ 135,704 \$
8,275
\$
8,275
( US\$ 1,264) ( US\$ 1,264)
GUC-Japan Japan Products consulting, design and technical support service 15,393 15,393 1,100 100 63,070 10,722 10,722
( YEN 55,000) ( YEN 55,000)
GUC-Europe Netherlands Products consulting, design and technical support service 8,109 8,109 - 100 12,275 1,552 1,552
( EUR 200) ( EUR 200)
GUC- Korea Korea Products consulting, design and technical support service 5,974 5,974 44,000 100 6,695 388 388
( KRW222,545) ( KRW222,545)

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Investee Company Main Businesses and
Products
Total Amount
of Paid-in
Capital
(US\$ in
Thousands)
Method of
Investment
Accumulated
Outflow of
Investment
from Taiwan as
of January 1,
2021
(US\$ in
Thousands)
Outflow Investment Flows
Inflow
Accumulated
Outflow of
Investment
from Taiwan as
of
December 31,
2021 (US\$ in
Thousands)
Net Income
(Losses) of the
Investee
Percentage of
Ownership
Investment
Income (Losses)
Carrying
Amount
as of
December 31,
2021
Accumulated
Inward
Remittance of
Earnings as of
December 31,
2021
GUC-Nanjing Products consulting,
design and technical
\$
118,133
(US\$
4,000)
(Note 1) \$
90,138
(US\$
3,000)
\$
27,995
(US\$
1,000)
\$ -
\$
118,133
(US\$
4,000)
\$
118,496
100% \$
118,496
(Note 2)
\$
380,507
\$
-
GUC-Shanghai support service
Products consulting,
design and technical
support service
31,165
(US\$
1,000)
(Note 1) 31,165
(US\$
1,000)
- -
31,165
(US\$
1,000)
4,622 100% 4,622
(Note 3)
45,670 -
Accumulated Investment in Mainland China
as of December 31, 2021
(US\$ in Thousands)
Investment Amounts Authorized by
Investment Commission, MOEA
(US\$ in Thousands)
Upper Limit on Investment
(US\$ in Thousands)
\$ \$ \$
149,298 207,998 3,157,997
(US\$ (US\$ (Note
5,000) 7,000) 4)

Note 1: The Company invested the investee directly.

Note 2: Investment income (loss) was determined based on audited financial statements.

Note 3: Investment income (loss) was determined based on unaudited financial statements.

Note 4: Subject to 60% of net asset value of GUC according to the revised "Guidelines Governing the Approval of Investment or Technical Cooperation in Mainland China" issued by the Investment Commission.

GLOBAL UNICHIP CORP. AND SUBSIDIARIES

INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2021

Shares
Name of Major Shareholder Number of Shares Percentage of Ownership (%)
Taiwan Semiconductor Manufacturing Co., Ltd.
SmallCap World Fund Inc.
46,687,859
7,626,000
34.83
5.69

Note 1: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Company as of the last business day for the current quarter. The share capital in the consolidated financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.

Note 2: If a shareholder delivers the shareholdings to the trust, the above information will be disclosed by the individual truster who opened the trust account. For shareholders who declare insider shareholdings with ownership greater than 10% in accordance with the Security and Exchange Act, the shareholdings include shares held by shareholders and those delivered to the trust over which shareholders have rights to determine the use of trust property. For information relating to insider shareholding declaration, please refer to Market Observation Post System.