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Highwealth Audit Report / Information 2022

Nov 14, 2022

52150_rns_2022-11-14_17b36f73-15f3-4085-ab5c-fc0d0129b3b6.pdf

Audit Report / Information

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1

Stock Code:2542

HIGHWEALTH CONSTRUCTION CORP.

Parent Company Only Financial Statements

With Independent Auditors’ Report For the Years Ended December 31, 2022 and 2021

Address: 10F., No.267, Lequn 2nd Rd., Zhongshan Dist., Taipei City 104, Taiwan (R.O.C.) Telephone: (02)2755-5899

The independent auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent company only financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Parent Company only Financial Statements
(1)
Company history
(2)
Approval date and procedures of the financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of significant accounting policies
(5)
Significant accounting assumptions and judgments, and major sources
of estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Commitments and contingencies
(10) Losses due to major disasters
(11) Subsequent events
(12) Other
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(d) Major shareholders
(14) Segment information
9. List of major account titles
Page
1
2
3
4
5
6
7
8
8
8~10
10~26
26~27
27~57
58~63
63
64
64
64
65~66
67~69
70
70~71
71
71
72~81

3

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==> picture [169 x 19] intentionally omitted <==

KPMG

���110615���5�7�68�(��101��) ���� Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, ���� Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) ���� Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of Highwealth Construction Corp.:

Opinion

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

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

Basis for Opinion

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

Key Audit Matters

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

  1. Revenue recognition

Please refer to note 4(o) and 6(w) of the parent company only financial statements for the account policies on revenue recognition and the details of revenue.

Description of key audit matter

The real estate industry, in which the Company is into, has a higher tendency of revenue fluctuation, therefore the management has set up relevant internal control procedures. The Company's sales revenue was $23,660,237 thousand in 2022, whether revenue is presented fairly has a significant impact on financial statement. Therefore, the recognition of sales revenue is one of the most important evaluation in performing our audit procedures.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

3-1

Auditing procedures proformed

Our principal audit procedures included testing the effectiveness of the design and implementing the internal control system of sales revenue. Inspection of sales contracts, bank account transaction record and real estate ownership transfer document, etc. Testing the samples of sales transaction before and after the end of the year to ensure the correctness of sales revenue.

2.Inventory valuation

Please refer to note 4(g) and 6(e) of the parent company only financial statements for the accounting policies on measuring inventory, assumption used and uncertainties considered in determining the net realizable value and the details of inventory.

Description of key audit matter

As of December 31, 2022, inventory of the Company valued $107,006,078 thousand, constituting 70% of the total assets, which was presented with lower of cost or net realizable value amount. The judgment of net realizable value of land held for construction sites and construction in progress relies on management subjective judgment or estimate, since the Company focuses on real estate industry, which is not only deeply affected by the politics, economy and tax reform of real estate, but also an industry involving a large portion of capital infusion and long term payback. Thus, the valuation of land held for construction sites and construction in progress is one of the most important valuation in performing our audit procedures.

Auditing procedures proformed

Our principal audit procedures included understanding the Company’s operating and accounting procedures for I and held for construction sites and construction in progress valuation. Obtain the Company management’s data of land held for construction sites and construction in progress valuation, inspecting and recalculating the net realizable value of I and held for construction sites and construction in progress whether adequate. The net realizable value can be assessed in both ways: through reviewing the recent selling price of the premises, or by inquiring the selling price of premises nearby from the “Actual Selling Price of Real Estate” website.

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

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

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

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

Auditor’s Responsibilities for the Audit of the Parent Company only Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

3-2

As part of an audit in accordance with Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

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

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

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

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

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

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

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

3-3

The engagement partners on the audit resulting in this independent auditors’ report are Yilien Han and KuoYang Tseng.

KPMG

Taipei, Taiwan (Republic of China) March 14, 2023

Notes to Readers

The accompanying parent company only financial statements are intended only to present the financial position, financial performance and cash flows in accordance with the 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 parent company only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.

4

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Balance Sheets

December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar)

Assets
Current assets:
1100
Cash and cash equivalents (Note 6(a))
1110
Current financial assets at fair value through profit or loss
(Notes 6(b) and 8)
1150
Notes receivable, net (Note 6(d))
1170
Accounts receivable, net (Notes 6(d) and 7)
130X
Inventories (Notes 6(e), 7 and 8)
1410
Prepayments (Note 7)(Notes 7)
1476
Other current financial assets (Notes 6(l), (z), 7, 8 and 9(b))
1479
Other current assets, others
1480
Current assets recognized as incremental costs to obtain contract with
customers (Note 6(l))
Non-current assets:
1517
Non-current financial assets at fair value through other comprehensive
income (Note 6(c))
1550
Investments accounted for using equity method, net (Notes 6(g), (h) and 8)
1600
Property, plant and equipment (Notes 6(i) and 8)
1755
Right-of-use assets (Note 6(j))
1760
Investment property, net (Notes 6(k) and 8)
1780
Intangible assets
1840
Deferred tax assets (Note 6(t))
1980
Other non-current financial assets (Notes 6(l) and 8)
1990
Total other non-current assets, others
Total assets
December 31, 2022
Amount
%
$ 8,448,964
6
265,237
-
2,026,846
1
39,059
-
107,006,078
70
260,376
-
9,318,709
6
19,401
-
1,641,114
1
129,025,784
84
5,000
-
11,900,907
8
455,402
-
41,511
-
7,946,944
5
5,048
-
14,544
-
3,801,981
3
132,875
-
24,304,212
16
$
153,329,996
100
December 31, 2021
Amount
%
7,488,210
5
272,854
-
1,940,864
1
88,907
-
109,347,222
73
80,331
-
9,489,284
6
135,097
-
1,614,585
1
130,457,354
86
556,458
-
8,185,352
6
425,156
-
48,324
-
6,472,768
5
3,742
-
14,544
-
3,776,164
3
78,890
-
19,561,398
14
150,018,752
100
Liabilities and Equity
Current liabilities:
2100
Short-term borrowings (Note 6(m))
2110
Short-term notes and bills payable (Note 6(n))
2130
Current contract liabilities (Notes 6(w), 7 and 9(a))
2150
Notes payable
2170
Accounts payable
2180
Accounts payable to related parties (Note 7)
2200
Other payables (Note 7)
2230
Current tax liabilities
2280
Lease liabilities-current (Note 6(q))
2305
Other current financial liabilities (Note 7)
2321
Bonds payable, current portion (Note 6(p))
2322
Long-term borrowings, current portion (Note 6(o))
2399
Other current liabilities, others
Non-Current liabilities:
2530
Bonds payable (Note 6(p))
2540
Long-term borrowings (Note 6(o))
2570
Deferred tax liabilities (Note 6(t))
2580
Non-current lease liabilities (Note 6(s))
2640
Net defined benefit liability, non-current (Note 6(s))
Total liabilities
Stockholders’Equity:
3100
Common stock (Note 6(u))
3200
Capital surplus (Note 6(u))
Retained earnings (Note 6(u)):
3310
Legal reserve
3350
Unappropriated retained earnings
3400
Other equity interest (Note 6(u))
3500
Treasury stock (Note 6(u))
Total equity
Total liabilities and equity
December 31, 2022 December 31, 2021
Amount
%
68,832,722
46
4,683,438
3
6,413,104
4
2,099
-
447,244
-
1,572,788
1
2,491,921
2
884,977
1
37,933
-
128,397
-
6,332,175
4
98,310
-
403,286
-
92,328,394
61
14,406,358
10
2,389,420
2
340
-
143,985
-
26,386
-
16,966,489
12
109,294,883
73
13,927,531
9
3,609,808
3
7,552,326
5
16,069,240
11
538,747
-
(973,783)
(1)
40,723,869
27
150,018,752
100
Amount
%
$ 73,267,113
48
3,010,189
2
7,023,706
5
2,452
-
453,409
-
1,358,669
1
2,100,750
1
714,963
-
40,905
-
226,291
-
2,489,554
2
70,929
-
226,474
-
90,985,404
59
13,911,921
9
3,714,573
3
340
-
109,680
-
23,971
-
17,760,485
12
108,745,889
71
17,146,741
11
8,408,194
6
8,363,751
5
11,642,373
8
268
-
(977,220)
(1)
44,584,107
29
$
153,329,996
100

See accompanying notes to parent company only financial statements.

5

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Statements of Comprehensive Income

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar , Except for Earnings Per Share)

2022
Amount
%
4000
Operating revenue (Notes 6(r) and (w))
$ 23,785,809
100
5000
Operating costs (Note 6(e))
16,707,175
70
Gross profit from operations
7,078,634
30
5920
Add:Realized profit (loss) on from sales
40,101
-
7,118,735
30
Operating expenses:
6100
Selling expenses (Note 7)
942,879
4
6200
Administrative expenses
1,455,745
6
2,398,624
10
Net operating income
4,720,111
20
Non-operating income and expenses:
7100
Total interest income (Note 6(y))
29,877
-
7010
Other income (Notes (y) and 7)
87,906
-
7020
Other gains and losses, net (Note 6(y))
(22,390)
-
7050
Finance costs, net (Note 6(y))
(697,231)
(3)
7070
Share of profit (loss) of associates and joint ventures accounted for
using equity method, net (Note 6(g))
391,009
2
Total non-operating income and expenses
(210,829)
(1)
Profit from continuing operations before tax
4,509,282
19
7950
Less: Income tax expenses(Note 6(t))
768,284
3
Profit
3,740,998
16
8300
Other comprehensive income:
8310
Components of other comprehensive income that will not be
reclassified to profit or loss
8311
Gains on remeasurements of defined benefit plans (Note 6(s))
2,417
-
8316
Unrealized gains from investments in equity instruments measured at
fair value through other comprehensive income
2,814
-
8330
Share of other comprehensive income of subsidiaries, associates and
joint ventures accounted for using equity method, components of
other comprehensive income that will not be reclassified to profit
or loss
(659)
-
8349
Income tax related to components of other comprehensive income
that will not be reclassified to profit or loss
-
-
Components of other comprehensive income that will not be
reclassified to profit or loss
4,572
-
8360
Components of other comprehensive income that will be reclassified
to profit or loss
8361
Exchange differences on translation of foreign financial statements
47
-
8399
Income tax related to components of other comprehensive income
that will be reclassified to profit or loss
-
-
Components of other comprehensive income that will be
reclassified to profit or loss
47
-
8300
Other comprehensive income
4,619
-
Total comprehensive income
$
3,745,617
16
Earnings per share (Note 6(v))
Basic earnings per share
$
2.29
Diluted earnings per share
$
2.26
2021
Amount
%
34,035,323
100
23,689,352
70
10,345,971
30
1,486,744
4
11,832,715
34
1,442,173
4
1,096,907
3
2,539,080
7
9,293,635
27
9,533
-
33,692
-
1,116,626
3
(858,103)
(3)
(201,347)
-
100,401
-
9,394,036
27
1,207,168
3
8,186,868
24
10,981
-
3,319
-
112
-
-
-
14,412
-
(25)
-
-
-
(25)
-
14,387
-
8,201,255
24
5.77
4.95

See accompanying notes to parent company only financial statements.

6

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Statements of Changes in Equity

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar)

Balance on January 1, 2021
Profit (loss)
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings in 2020:
Legal reserve appropriated
Cash dividends of ordinary share
Conversion of convertible bonds
Purchase of treasury share
Adjustments of capital surplus for company's cash dividends received by subsidiaries
Difference between consideration and carrying amount of subsidiaries acquired or disposed
Changes in ownership interests in subsidiaries
Balance on December 31, 2021
Profit (loss)
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings in 2021:
Legal reserve appropriated
Cash dividends of ordinary share
Stock dividends of ordinary share
Conversion of convertible bonds
Cash dividends distributed to the subsidiaries which adjusted to capital surplus
Difference between consideration and carrying amount of subsidiaries acquired or disposed
Changes in ownership interests in subsidiaries
Other changes in capital surplus
Disposal of investments in equity instruments designated at fair value through other comprehensive income
Balance at December 31, 2022
Share capital Share capital Capital
surplus
Retained earnings Retained earnings Tot Tot al other equity inter est est Treasury
stock
Total equity
Exchange
differences on
translation of
foreign financial
statements
Unrealized gains
(losses) on
financial assets
measured at fair
value through
other
comprehensive
income
Total other
equity interest
Common
stock
Legal
reserve
Unappropriated
retained earnings
Total retained
earnings
$ 12,902,969
-
-
-
-
-
1,024,562
-
-
-
-
13,927,531
-
-
-
-
-
1,542,891
1,676,319
-
-
-
-
-
$
17,146,741
680,821 7,295,747 10,793,502 18,089,249 246 535,207 535,453 (86,568)
-
-
-
-
-
-
(884,908)
-
-
(2,307)
(973,783)
-
-
-
-
-
-
-
-
-
(3,437)
-
-
(977,220)
32,121,924
8,186,868
14,387
8,201,255
-
(2,581,927)
3,894,448
(884,908)
58,773
(83,717)
(1,979)
40,723,869
3,740,998
4,619
3,745,617
-
(6,171,566)
-
6,351,042
117,460
(185,081)
(2,620)
5,386
-
44,584,107
-
-
-
-
-
-
8,186,868
11,093
8,186,868
11,093
-
3,319
-
3,294
- - - 8,197,961 8,197,961 3,319 3,294
-
-
1,024,562
-
-
-
-
-
-
2,869,886
-
58,773
-
328
256,579
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
13,927,531
-
-
3,609,808
-
-
7,552,326
-
-
538,526
-
2,814
538,747
-
2,861
- - - 2,814 2,861
-
-
1,542,891
1,676,319
-
-
-
-
-
-
-
-
4,674,723
117,460
-
817
5,386
-
811,425
-
-
-
-
-
-
-
-
$
17,146,741
8,408,194 8,363,751

See accompanying notes to parent company only financial statements.

7

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Statements of Cash Flows

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Interest expense
Interest income
Dividend income
Share of loss (profit) of subsidiaries,associates and joint ventures accounted for using equity
method
(Gain) loss on disposal of property, plant and equipment
Loss (gain) on disposal of investment properties
Realized loss (profit) on from sales
Gain on lease back
Others
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Increase in notes receivable
Decrease in accounts receivable
Decrease (increase) in inventories
Decrease (increase) in other non-current assets
Increase (decrease) in prepayments
Decrease (increase) in other current assets
Increase in other financial assets
Increase (decrease) in incremental costs to obtaining a contract
Total changes in operating assets
Changes in operating liabilities:
Increase (decrease) in contract liabilities
Increase (decrease) in notes payable
(Decrease) increase in accounts payable (include related parties)
(Decrease) increase in other payable
Increase (decrease) in other financial liabilities
Decrease in other current liabilities
Increase in net defined benefit liability
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Income taxes paid
Net cash flows from (used in) operating activities
2022
$ 4,509,282
108,681
6,065
7,617
697,231
(29,877)
(26,882)
(391,009)
(22,378)
54
(40,101)
-
554,272
863,673
(85,982)
49,848
2,980,594
5,991
(171,249)
115,696
(468,328)
(26,529)
2,400,041
610,602
353
(207,954)
(436,370)
97,894
(176,812)
2
(112,285)
2,287,756
3,151,429
7,660,711
(937,934)
6,722,777
2021
9,394,036
72,755
5,540
(2,556)
858,103
(9,533)
-
201,347
100
(245,982)
(1,486,744)
(870,373)
-
(1,477,343)
(650,743)
18,288
(13,644,914)
(78,890)
132,669
(121,919)
(303,209)
339,940
(14,308,778)
(1,227,100)
(1,534)
311,951
784,951
(47,871)
(188,782)
80
(368,305)
(14,677,083)
(16,154,426)
(6,760,390)
(506,843)
(7,267,233)

7-1

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Statements of Cash Flows (CONT’D)

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar)

Cash flows from (used in) investing activities:
Acquisition of investments accounted for using equity method
Proceeds from capital reduction of investments accounted for using equity method
Proceeds from disposal of non-current assets classified as held for sale
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Acquisition of investment properties
Increase in other non-current assets
Interest received
Dividends received
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Increase in short-term loans
Decrease in short-term loans
Decrease in short-term notes and bills payable
Proceeds from issuing bonds
Repayments of bonds
Proceeds from long-term debt
Repayments of long-term debt
Payment of lease liabilities
Cash dividends paid
Payments to acquire treasury shares
Interest paid
Other financing activities
Net cash flows from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of the year
Cash and cash equivalents at end of the year

See accompanying notes to parent company only financial statements.

8

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) HIGHWEALTH CONSTRUCTION CORP.

Notes to the Parent Company only Financial Statements

For the years ended December 31, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollar, Unless Otherwise Specified)

(1) Company history

HIGHWEALTH CONSTRUCTION CORP. (the “ Company” ) was incorporated in January 1980 as a company limited by shares under the company Act of the Republic of China. The Company registered address is 10F, No.267, Lequn 2nd Rd., Zhongshan Dist., Taipei City 104, Taiwan (R.O.C.) The Company primarily engages in the business of construction, sales, and leasing of residual and commercial buildings. Please refer to the financial statements for the Company’s main business activities.

(2) Approval date and procedures of the financial statements:

The parent company only financial statements were authorized for issuance by the Board of Directors on March 14, 2023.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2022:

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018–2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2023, would not have a significant impact on its financial statements:

  • ●Amendments to IAS 1 “Disclosure of Accounting Policies”

  • ●Amendments to IAS 8 “Definition of Accounting Estimates”

  • ●Amendments to IAS 12 “ Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

(Continued)

9

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
Amendments to IAS 1
“Classification of Liabilities
as Current or Non-current”
Amendments to IAS 1 “Non-
current Liabilities with
Covenants”
Content of amendment
Effective date per
IASB
Under
existing
IAS
1
requirements,
companies classify a liability as current
when they do not have an unconditional
right to defer settlement for at least 12
months after the reporting date. The
amendments has removed the requirement
for a right to be unconditional and instead
now requires that a right to defer settlement
must exist at the reporting date and have
substance.
The amendments clarify how a company
classifies a liability that can be settled in its
own shares – e.g. convertible debt.
January 1, 2024
After reconsidering certain aspects of the
2020
amendments1,
new
IAS
1
amendments clarify that only covenants
with which a company must comply on or
before the reporting date affect the
classification of a liability as current or
non-current.
Covenants with which the company must
comply after the reporting date (i.e. future
covenants) do not affect a liability’ s
classification at that date. However, when
non-current liabilities are subject to future
covenants, companies will now need to
disclose
information
to
help
users
understand the risk that those liabilities
could become repayable within 12 months
after the reporting date.
January 1, 2024

The Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and financial performance. The results thereof will be disclosed when the Company completes its evaluation.

The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

(Continued)

10

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • ●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • ●Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9 – Comparative Information “

  • ●IFRS16 “Requirements for Sale and Leaseback Transactions”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the parent company only financial statements are summarized as below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the parent company only financial statements.

(a) Statement of compliance

These parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations”).

  • (b) Basis of preparation

  • (i) Basis of preparation

The parent company only financial statements have been prepared on the historical cost basis except for the following significant accounts.

  • 1) Financial asset measured at fair value through profit or loss are measured at fair value;

  • 2) Financial instruments measured at fair value through other comprehensive income are measured at fair value;

  • 3) The defined benefit liability (asset) is recognized as the fair value of the plan asset less the present value of defined benefit obligation and the upper limit impact mentioned in note 4(p).

  • (ii) Functional and presentation currency

The functional currency of each Company entities is determined based on the primary economic environment in which the entities operate. The Company’ s parent company only financial statements are presented in New Taiwan Dollar, which is the Company’s functional currency.All the financial information presented in NTD has been rounded to the nearest thousand.

(c) Foreign currencies

(i) Currencies transaction

Transactions in foreign currencies are translated to the respective functional currencies of Company entities at the exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date.

(Continued)

11

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Non-monetary items in a foreign currency that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Foreign currency differences arising on retranslation are recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • 1) Fair value through other comprehensive income equity investment;

  • 2) A financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or

  • 3) Qualifying cash flow hedges to the extent that the hedge is effective.

(ii) Foreign operation

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to the reporting currency at exchange rates at the reporting date. The income and expenses of foreign operations are translated at the average exchange rate. Translation differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non controlling interests. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, foreign exchange gains and losses arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (d) Current and non-current distinction

An asset is classified as current when

  • (i) The Company expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;

  • (ii) The Company holds the asset primarily for the purpose of trading;

  • (iii) The Company expects to realize the asset within twelve months after the reporting period;

  • (iv) The asset is cash or cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

(Continued)

12

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

A liability is classified as current when

  • (i) The Company expects to settle the liability in its normal operating cycle;

  • (ii) The Company holds the liability primarily for the purpose of trading;

  • (iii) The liability is due to be settled within twelve months after the reporting period;

  • (iv) The Company does not have an unconditional right to defer settlement of the liability 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.

(e) Cash and cash equivalents

Cash comprises cash on hand, demand deposits, cash equivalents are highly liquid time deposits or investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes. They are reported as cash equivalents.

(f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

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

On initial recognition, a financial asset is classified as measured at: amortized cost, fair value through other comprehensive income (FVOCI) – equity investment, or fair value through profit or loss (FVTPL). Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • It is held within a business model whose objective is to hold assets to collect contractual cash flows; and

(Continued)

13

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI)

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL

  • It is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets

  • Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding

Debt investments at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established., which in the case of quoted securities is normally company the ex-dividend date.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as measured at amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

Financial assets in this category are measured at fair value at initial recognition. Attributable transaction costs are recognized in profit or loss as incurred. Subsequent changes that are measured at fair value, consider account any dividend and interest income, are recognized in profit or loss.

(Continued)

14

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 4) Business model assessment

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

  • 5) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (”ECL”) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and accounts receivable, other receivable, guarantee deposit paid and other financial assets), debt investments measured at FVOCI, accounts receivable measured at FVOCI and contract assets.

The Company measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

  • Debt securities that are determined to have low credit risk at the reporting date; and

  • Other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for accounts receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

The Company considers a debt security to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘ investment grade which is considered to be BBB- or higher per Standard & Poor’s, Baa3 or higher per Moody’s or twA or higher per Taiwan Ratings.

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

(Continued)

15

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. An evidence that a financial asset is credit-impaired includes the following observable data.

  • Significant financial difficulty of the borrower or issuer;

  • A breach of contract such as a default or being more than 90 days past due;

  • The lender of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider;

  • It is probable that the borrower will enter bankruptcy or other financial reorganization;or

  • The disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and its recognized in other comprehensive income instead of reducing the carrying amount of the asset.

The gross carrying amount of a financial asset is written off either partially or in full to the extent that there is no realistic prospect of recovery. The Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedure for recovery of amounts due.

  • 6) Derecognition of financial assets

Financial assets are derecognized when the contractual rights to the cash flows from the assets expire, or when the Company transfers substantially all the risks and rewards of ownership of the financial assets, or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company enters into transactions whereby it transfers assets recognized in its statement of balance sheet but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

(Continued)

16

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity instruments

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

2) Equity instruments

An equity instrument is any contract that evidences the residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

3) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

4) Compound financial instruments

Compound financial instruments issued by the Company comprise convertible bonds denominated in NTD that can be converted to ordinary shares at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value.

The liability component of compound financial instruments is initially recognized at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognized at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortized cost using the effective interest method. The equity component of a compound financial instrument is not remeasured.

Interest related to the financial liability is recognized in profit or loss. On conversion at maturity, the financial liability is reclassified to equity and no gain or loss is recognized.

5) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative, or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

(Continued)

17

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

6) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred, or liabilities assumed) is recognized in profit or loss.

7) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Company currently has a legally enforceable right to offset the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(g) Inventories

  • (i) Construction industry

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is calculated using the weighted average method, and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their existing location and condition, and capitalization of interest.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realizable value is estimated as follows:

1) Construction site

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses, or estimated by recent market value (development analytical method or comparison method).

  • 2) Construction in progress

Net realizable value is the estimated selling price (prevailing market condition) in the ordinary course of business, less the estimated costs and selling expenses needed to complete.

(Continued)

18

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

3) Real estate for sales

Net realizable value is the estimated selling price (refer to the market condition estimated by authority) in the ordinary course of business, less the estimated selling cost and expenses need to sell the real estate.

(h) Non-current assets held for sale

Non-current assets or disposal groups comprising assets and liabilities that are highly probable to be recovered primarily through sale rather than through continuing use, are reclassified as held for sale. Immediately before classification as held for sale, the assets, or components of a disposal group, are remeasured in accordance with the Company’s accounting policies. Thereafter, generally, the assets or disposal groups are measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group is first allocated to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to assets not within the scope of IAS 36 – Impairment of Assets. Such assets will continue to be measured in accordance with the Company’s accounting policies. Impairment losses on assets initially classified as held for sale and any subsequent gains or losses on remeasurement are recognized in profit or loss. Gains are not recognized in excess of the cumulative impairment loss that has been recognized. Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortized or depreciated, and any equity-accounted investee is no longer equity accounted.

(i) Investing subsidiaries

In preparing the parent company only financial statements of the Company, investee company that controlled by the Company is accounted for under the equity method. Under equity method, profit for the year and other comprehensive income for the year reported in an entity’s Parent Company only financial statement of comprehensive income, shall equal to profit for the year and other comprehensive income’ attributable to owners of the parent reported in that entity’s consolidated statement of comprehensive income. Total equity reported in an entity’ s Parent Company only financial statements shall equal to equity attributable to owners of parent reported in that entity’s consolidated financial statements.

The Company’ s changes in equity interests in subsidiaries that did not lead to loss of control, deemed as equity transactions between owners.

(j) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is initially recognized at cost and then subsequently measured at cost again. The depreciation expense is appropriated in accordance with the depreciable amount after the initial recognition. The depreciation methods, useful lives, and residual values of investment property are same as the practice of the property, plant, and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

(Continued)

19

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (k) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • (ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it is probable that future economic benefits associated with the expenditure will flow to the Company.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for the current and comparative periods are as follows:

he estimated useful lives of property, plant and equipment for
eriods are as follows:
the current and comparative
1) Buildings 3~50 years
2) Transportation equipment 5 years
3) Office equipment 3~5 years
4) Other equipment and leasehold improvements 3 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

  • (iv) Reclassification to investment property

A property is reclassified to investment property at its carrying amount when the use of the property changes from owner-occupied to investment property.

(Continued)

20

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(l) Lease

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration.

  • (i) As a lessee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful lives of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • 1) Fixed payments;

  • 2) Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • 3) Amounts expected to be payable under a residual value guarantee; and

  • 4) Payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is subsequently measured at amortized cost using the effective interest method. It is remeasured when:

  • 1) There is a change in future lease payments arising from the change in an index or rate; or

  • 2) There is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • 3) There is a change of its assessment on whether it will exercise a purchase, extension or termination option; or

  • 4) There is a change of its assessment on lease period on whether it will exercise an extension or termination option; or

  • 5) There are any lease modifications

(Continued)

21

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

If an arrangement contains lease and non-lease components, the Company allocates the consideration in the contract to each lease component basis on their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Company has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

The Company has elected not to recognize right-of-use assets and lease liabilities for shortterm leases of office equipment and lease of low-value assets, The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

For sale-and-leaseback transactions, the Company applies the requirements for determining when a performance obligation is satisfied in IFRS15 to determine whether the transfer of an asset is accounted for as a sale of the asset. If the transfer of an asset satisfies the requirement of IFRS15 to be accounted for as a sale of the asset, the Company derecognizes the transferred asset, then measures the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained. Accordingly, the Company recognizes only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor. For leaseback transaction, the Company applies the lessee accounting policy. If the transfer of an asset does not satisfy the requirement of IFRS15 to be accounted for as a sale of the asset, the Company continues to recognize the transferred asset and recognizes the financial liability equal to the transfer proceeds.

(ii) As a lessor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

(Continued)

22

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

The Company recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs incurred in negotiating and arranging on operating lease is added to the net investment of the lease asset. The lessor recognizes the interest income over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor’ s net investment in the lease. The Company recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘other income’.

(m) Intangible assets

(i) Recognition and measurement

Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses.

Development expenditure is capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Company intends to, and has sufficient resources to, complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost, less accumulated amortization and any accumulated impairment losses.

Other intangible assets that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

Computer software 1~3 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(Continued)

23

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(n) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’ s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, 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 or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(o) Revenue

  • (i) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’ s main types of revenue are explained below.

  • 1) Land development and sale of real estate

The Company develops and sells residential properties and usually sales properties in advance during construction or before construction begins. Revenue is recognized when control over the properties has been transferred to the customer. The properties have generally no alternative use for the Company due to contractual restrictions. However, an enforceable right to payment does not arise until legal title of a property has passed to the customer. Therefore, revenue is recognized at a point in time when the legal title has passed to the customer

(Continued)

24

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The revenue is measured at the transaction price agreed under the contract. For sale of readily available house, in most cases, the consideration is due when legal title of a property has been transferred. While deferred payment terms may be agreed in rare circumstances, the deferral never exceeds twelve months. The transaction price is therefore not adjusted for the effects of a significant financing component. For preselling properties, the consideration is usually received by installment during the period from contract inception until the transfer of properties to the customer. If the contract includes a significant financing component, the transaction price will be adjusted for the effects of the time value of money during the period, using the specific borrowing rate of the construction project. Receipt of a prepayment from a customer is recognized as contract liability. Interest expense and contract liability are recognized when adjusting the effects of the time value of money. Accumulated amount of contract liability is recognized as revenue when control over the property has been transferred to the customer.

2) Financing components

The Company expects that (i) the financing components are not substantiative to individual contract or (ii) the period between the transfer of the promised goods or services to the customer and payment by the customer does not exceed one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

(ii) Contract costs-incremental costs of obtaining a contract

The Company recognizes as an asset the incremental costs of obtaining a contract with a customer if the Company expects to recover those costs. The incremental costs of obtaining a contract are those costs that the Company incurs to obtain a contract with a customer that it would not have incurred if the contract had not been obtained. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained shall be recognized as an expense when incurred, unless those costs are explicitly chargeable to the customer regardless of whether the contract is obtained.

(p) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided in the periods during which services are rendered by employees.

(ii) Defined benefit plans

The Company’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

(Continued)

25

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • (iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(q) Income Taxes

Income tax expenses include both current taxes and deferred taxes. Except for expenses that are related to business combinations, expenses recognized in equity or other comprehensive income directly, and other related expenses, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are not recognized for the following:

  • (i) Assets and liabilities that are initially recognized from non-business combination transactions, with no effect on net income or taxable gains (losses).

(Continued)

26

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (ii) Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) Taxable temporary differences arising on the initial recognition of goodwill.

A deferred tax asset is recognized for unused tax losses available for carry-forward, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profit will be available against which the unused tax losses, unused tax credits and deductible temporary differences can be utilized. Such unused tax losses, unused tax credits and deductible temporary differences are also re-evaluated every year on the financial reporting date, and adjusted based on the probability that future taxable profit will be available against which the unused tax losses, unused tax credits and deductible temporary differences can be utilized.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) If the entity has the legal right to settle tax assets and liabilities on a net basis; and

  • (ii) The taxing of deferred tax assets and liabilities fulfill one of the below scenarios:

  • 1) Levied by the same taxing authority; or

  • 2) Levied by different taxing authorities, but where each such authority intend to settle tax assets and liabilities (where such amounts are significant) on a net basis every year of the period of expected asset realization or debt liquidation; or where the timing of asset realization and debt liquidation is matched.

(r) Earnings per share

The Company disclose the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. The basic earnings per share is calculated based on the profit attributable to the ordinary shareholders of the Company divided by weighted average number of ordinary shares outstanding. The diluted earnings per share is calculated based on the profit attributable to ordinary shareholders of the Company, divided by weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as remuneration of employees and employee stock options.

  • (s) Operating segments

Please refer to the consolidated financial report of Highwealth Construciton Corp. for the years ended December 31, 2022 and 2021 for operating segments information.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

In preparing theseparent company only financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by securities, Issuers, the Regulations and the IFRSs endorsed by the FSC, requires management has made judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

(Continued)

27

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information for the assumptions of uncertainty and the estimation having significant risks that will result in significant adjustments in the following year is as follows:

(a) Valuation of inventories

Inventories are measured at the lower of cost and net realizable value. The Company’s evaluate the selling price in the market is below the cost, and write off the cost of inventory to net realizable value. The estimation of net realizable value is based on current market conditions. Please refer note 6(e) for inventory valuation.

The Company’ s accounting policies and disclosures included financial and non-financial assets and liabilities measured at fair value. The Company’ s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. The fair value measurement of investment property is based on the website of Department of Land Administration and estate agency’s website or the close deal in similar district.

Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3: inputs for the assets or liabilities that are not based on observable market data.

If there is any movement of financial instruments measured at fair value between Level 1, Level 2 and Level 3, the Company recognizes the movement at the reporting date. Please refer notes as follows:

  • (a) Note 6(k) Investment property.

  • (b) Note 6(z) Financial instruments.

(6) Explanation of significant accounts:

(a) Cash and cash equivalents

Bank overdrafts used for cash management purposes
Demand and time deposits
Cash and cash equivalent
December 31,
2022
$ 3,219
8,445,745
$
8,448,964
December 31,
2021
2,167
7,486,043
7,488,210

Please refer Note 6(z) for the disclosure of the Company’s financial assets and liabilities interest risk and sensitivity analysis.

(Continued)

28

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (b) Financial assets at fair value through profit or loss
Mandatorily measured at fair value through profit or loss:
Stocks listed on domestic markets
December 31,
2022
$
265,237
December 31,
2021
272,854
  • (i) For the net gain or loss on fair value on financial instruments at FVTPL, please refer to note 6(y).

  • (ii) For credit risk and market risk, please refer to note 6(z).

(iii)Please refer to note 8 for the financial asset that had been pledged as collateral for bank

borrowings for the years ended December 31, 2022 and 2021.

  • (c) Financial assets at fair value through other comprehensive income
Equity investments at fair value through other
comprehensive income:
Unlisted Common Share
December 31,
2022
$
5,000
December 31,
2021
556,458
  • (i) Equity investments at fair value through other comprehensive income

The Company designated the investments shown above as equity investment at fair value through other comprehensive income because these equity securities represent those investments that the Company intends to hold for long-term for strategic purposes and not hold for sale.

In 2022, the Company donated financial assets at fair value through other comprehensive income to related parties, please refer to note 7 (b) .The accumulated valuation gains of the aforementioned financial assets of $541,340 thousand have been transferred from other equity interest to retained earnings.

  • (ii) For credit risk and market risk, please refer to note 6(z).

  • (iii) As of December 31, 2022, and 2021, the financial assets at fair value through other comprehensive income of the Company had not been pledged as collateral for long-term borrowings.

  • (d) Notes and account receivable

Note receivables
Accounts receivables
Less: loss allowance
December 31,
2022
$ 2,031,826
41,751
7,672
$
2,065,905
December 31,
2021
1,945,844
91,599
7,672
2,029,771

(Continued)

29

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information. The expected credit losses of the note receivables and trade receivables were as followed:

Current
More than 365 days past due
Current
More than 365 days past due
December 31, 2022 December 31, 2022
Gross carrying
amount
Weighted-
average loss
rate
$ 2,065,905
-
7,672
100%
$
2,073,577
December 31, 2021
Loss allowance
Provision
-
7,672
7,672
Weighted-
average loss
rate
-
100%
Loss allowance
Provision
-
7,672
7,672

The movement in the allowance for notes and accounts receivable was as follows:

Balance on December 31(as opening balance) For the years ended December 31 For the years ended December 31
2022
$
7,672
2021
7,672

As of December 31, 2022 and 2021, note receivables had been pledged as collateral, please refer to note 8.

(e) Inventories

Properties and Land held for sale
Land held for construction sites
Construction in progress
Prepaid for land purchase
Total
December 31,
2022
$ 9,118,528
22,221,434
75,666,116
-
$
107,006,078
December 31,
2021
10,036,525
34,353,988
63,989,505
967,204
109,347,222

(Continued)

30

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

For the years ended December 31, 2022 and 2021, the inventory costs recognized as cost of goods sold were $16,620,619 thousand and $23,647,760 thousand, respectively, and there were no inventory impairment losses or reversals of inventory write-downs recognized for the years ended December 31, 2022 and 2021.For the years ended December 31, 2022 and 2021, the Company classified construction in progress and land held for sale that meet the definition of investment property and property, plant and equipment as investment property and property, plant and equipment due to the change in use of certain assets, please refer to note 6(k).

For the years ended December 31, 2022 and 2021, the Company has changed the usage of partial assets, and reclassified properties and land held for sale to construction in progress and investment property and property, plant and equipment according to definition, please refer to note 6(k).

For the years ended December 31, 2022 and 2021, construction in progress of the company is calculated using a capitalization rate 1.98% and 1.79%, respectively. For capitalized interest, please refer to note 6(y).

As of December 31, 2022 and 2021, the inventories of the Company had been pledged as collateral for bank borrowings, please refer to note 8.

(f) Non-current assets held for sale

Since the selling process to dispose the land and building located at JinTai section, Zhongshan Dist., Taipei City, has commenced based on the resolution made during the board meetings held on November 26, 2020 and December 24, 2020, the Company reclassified the above property and building to non-current assets held-for- sale. The contract amount for the disposal and sale-andleaseback, as well as the selling price, amounted to $1,628,706 thousand (tax included) and $401,552 thousand (VAT included), respectively, resulting in a loss to be recognized as other operating income and loss in the statements of comprehensive income; please refer to note 6(y).

(g) Investments accounted for using equity method

The components of investments accounted for using the equity method at the reporting date were as follows:

Subsidiaries December 31,
2022
$
11,900,907
December 31,
2021
8,185,352
  • (i) Subsidiaries

Please refer to consolidated financial statement of 2022.

Due to the organizational structure adjustment of the Company, the Board of Directors made a resolution on May 7, 2021, to acquire 100% of the common stocks of WELL RICH INTERNATIONAL CO., LTD., which was previously wholly owned by CHYI YUH CONSTRUCTION CO., LTD. in cash of $145,621 thousand. On Jun 9, 2021, the Company acquired direct control over WELL RICH INTERNATIONAL CO., LTD.

(Continued)

31

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The Board of Directors made a resolution in 2022 to invest in BI CHIANG CO.,LTD., BOYUAN CONSTRUCTION Co., Ltd., SHING FU FA CONSTRUCTION CO., LTD., WELL RICH INTERNATIONAL CO., LTD. and Ju Feng Hotel Management Consultant Co.,Ltd. with 150,000 thousand shares, 150,000 thousand shares, 25,000 thousand shares, 10,000 thousand shares, and 1,300 thousand shares, respectively. The price per share is $10.

Resolution was passed during the general meeting of shareholders held in 2022 that CHYI YUH CONSTRUCTION CO., LTD. for the issuance at $0.94 pere share using retained earnings, respectively, with an amount totaling 33,500 thousand shares.

HIGHWEALTH PROPERTY MANAGEMENT CO., LTD. refund of capital reduction by $18,000 thousand in 2022.

BO-YUAN CONSTRUCTION CO., LTD. resolved to eliminate loss by reducing capital by $570,000 thousand in 2022.

The Board of Directors made a resolution in 2021 to invest in CHYI YUH CONSTRUCTION CO., LTD. and SHING FU FA CONSTRUCTION CO., LTD. with 150,000 thousand and 1,000 thousand shares, respectively. The price per share is $10.

BO-YUAN CONSTRUCTION CO., LTD. resolved to eliminate losses by reducing capital by $429,000 thousand in 2021

(ii) Guarantees

As of December 31, 2022 and 2021, the investments accounted for using equity method had been pledged as collateral for bank borrowings, please refer to note 8.

  • (h) Changes in a parent's ownership interest in a subsidiary

The Company acquired RUN LONG CONSTRUCTION CO., LTD.'s shares with cash in 2022 and 2021.

The effects of the changes in shareholdings were as follows:

Carrying amount of non-controlling interest on acquisition
Consideration paid to non-controlling interests
Retained earnings
For the years ended December 31
2022
2021
$ 46,158
30,729
(231,239)
(114,446)
$
(185,081)
(83,717)

(Continued)

32

HIGHWEALTH CONSTRUCTION CORP.

Notes to the Parent Company only Financial Statements

(i) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Company for the years ended December 31, 2022 and 2021, were as follows:

Cost or deemed cost:
Balance on January 1, 2022
Reclassification from inventories
Additions
Disposals
Balance on December 31, 2022
Balance on January 1, 2021
Additions
Disposals
Balance on December 31, 2021
Depreciation and impairments loss:
Balance on January 1, 2022
Depreciation
Disposals
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation
Disposals
Balance on December 31, 2021
Carrying amounts:
Balance on December 31, 2022
Balance on December 31, 2021
Balance on January 1, 2021
Land
$ 247,050
33,346
-
(12,636)
$
267,760
$ 247,050
-
-
$
247,050
$ -
-
-
$
-
$ -
-
-
$
-
$
267,760
$
247,050
$
247,050
Buildings
and
construction
219,368
32,051
-
(15,951)
235,468
217,982
1,386
-
219,368
65,709
6,773
(769)
71,713
57,879
7,830
-
65,709
163,755
160,103
153,659
Other
equipment
55,155
-
8,850
(8,492)
55,513
53,920
4,535
(3,300)
55,155
30,708
9,386
(8,468)
31,626
23,497
10,411
(3,200)
30,708
23,887
30,423
24,447
Total
521,573
65,397
8,850
(37,079)
558,741
518,952
5,921
(3,300)
521,573
96,417
16,159
(9,237)
103,339
81,376
18,241
(3,200)
96,417
455,402
437,576
425,156

As of December 31, 2022 and 2021, the property, plant and equipment of the Company had been pledged as collateral for bank borrowings, please refer to note 8.

(Continued)

33

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(j) Right-of-use assets

The Company leases assets including land, buildings and construction and transportation equipment. Information about leases for which the Company as a lessee was presented below:

Cost:
Balance on January 1, 2022
Additions
Balance on December 31, 2022
Balance on January 1, 2021
Additions
Lease Improvement
Balance on December 31, 2021
Depreciation and impairment losses:
Balance on January 1, 2022
Depreciation for the year
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation for the year
Decrease
Balance on December 31, 2021
Carrying amounts:
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Land
$ -
-
$
-
$ 4,853
-
(4,853)
$
-
$ -
-
$
-
$ 3,426
1,427
(4,853)
$
-
$
-
$
1,427
$
-
Buildings
and
construction
Transportation
equipment
-
-
-
1,886
-
(1,886)
-
-
-
-
1,886
-
(1,886)
-
-
-
-
Total
59,062
5,889
64,951
6,739
59,062
(6,739)
59,062
10,738
12,702
23,440
5,312
12,165
(6,739)
10,738
41,511
1,427
48,324
59,062
5,889
64,951
-
59,062
-
59,062
10,738
12,702
23,440
-
10,738
-
10,738
41,511
-
48,324

(k) Investment Property

Self-owned property

Cost or deemed cost:
Balance on January 1, 2022
Additions
Transfer from inventory
Disposals
Balance on December 31, 2022
Balance on January 1, 2021
Reclassification from inventories
Reclassification from inventories
Balance on December 31, 2021
Land and
improvement
$ 3,231,866
-
221,019
-
$
3,452,885
$ 2,121,836
-
1,110,030
$
3,231,866
Buildings and
construction
2,937,960
-
209,691
-
3,147,651
2,022,034
-
915,926
2,937,960
Other
equipment
50,139
-
-
(73)
50,066
-
-
50,139
50,139
Investment
property
constructed
in progress
540,772
1,123,340
-
-
1,664,112
-
-
540,772
540,772
Right-of-use
assets
21,439
-
-
-
21,439
-
21,439
-
21,439
Total
6,782,176
1,123,340
430,710
(73)
8,336,153
4,143,870
21,439
2,616,867
6,782,176

(Continued)

34

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Depreciation and impairments loss:
Balance on January 1, 2022
Depreciation
Disposals
Balance on December 31, 2022
Balance on January 1, 2021
Depreciation
Balance on December 31, 2021
Carrying amounts:
Balance on December 31, 2022
Balance on December 31, 2021
Balance on January 1, 2021
Fair value:
Balance on December 31, 2022
Balance on December 31, 2021
Self-owned property Self-owned property Investment
property
constructed
in progress
-
-
-
-
-
-
-
1,664,112
-
540,772
Right-of-use
assets
Total
1,276
309,408
3,063
79,820
-
(19)
4,339
389,209
-
267,059
1,276
42,349
1,276
309,408
17,100
7,946,944
-
3,876,811
20,163
6,472,768
$
9,452,032
$
6,964,320
Land and
improvement
$ 40,818
-
-
$
40,818
$ 40,818
-
$
40,818
$
3,412,067
$
2,081,018
$
3,191,048
Buildings and
construction
267,314
60,044
-
327,358
226,241
41,073
267,314
2,820,293
1,795,793
2,670,646
Other
equipment
-
16,713
(19)
16,694
-
-
-
33,372
-
50,139

The investment property is real estate property owned by the Company and leased to third parties. Please refer to note 6 (r) and 6(w) for more information.

The fair value measurement of investment property is based on the website of Department of Land Administration and estate agency’ s website or the close deal in similar district. The fair value measurement for investment property has been categorized as a level 3 fair value based on the inputs to the valuation technique used.

The investment property under construction included the real estate property constructed by the Company and the real estate property constructed together with its subsidiary BO-YUAN CONSTRUCTION Corp., which is expected to be leased out under operating leases and calculated using the interest rate of 1.98% and 1.79% in 2022 and 2021, respectively. Please refer to note 7 for more information.

As of December 31, 2022 and 2021, the Company’ s investment property had been pledged as collateral for bank borrowings, please refer to note 8.

(l) Other financial assets and current incremental costs of obtaining a contract

Other current financial assets
Current incremental costs of obtaining a contract-current
Other non-current financial assets
December 31,
2022
$ 9,318,709
1,641,114
3,801,981
$
14,761,804
December 31,
2021
9,489,284
1,614,585
3,776,164
14,880,033

(Continued)

35

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (i) Other financial asset

Other financial assets include Trust account for presale of properties, reserve account for borrowing, performance guarantee, reserve account for corporation bonds and construction deposit.

  • (ii) Incremental costs of obtaining a contract-current

The Company expects that incremental commission fees paid to intermediaries, and the bonus for the internal sales department are recoverable The Company has therefore capitalized them as contract costs. Capitalized commission fees are amortized when the related revenues are recognized. For the years ended December 31, 2022 and 2021, the Company recognized $515,867 thousand and $1,083,110 thousand of selling expenses, respectively.

  • (iii) As of December 31, 2022 and 2021, the other financial assets of the Company had pledged as collateral for long-term borrowings, please refer to note 8.

  • (m) Short-term borrowings

Unsecured bank loans
Secured bank loans
Less:Syndicated Loan Expense
Total
Range of interest rates
December 31,
2022
$ 10,037,333
63,247,595
(17,815)
$
73,267,113
1.70%~3.25%
December 31,
2021
5,233,333
63,609,205
(9,816)
68,832,722
1.20%~2.00%
  • (i) The issue of bank loan and repayment

For the years ended December 31, 2022 and 2021, the incremental amounts are $15,197,950 thousand and $24,958,290 thousand, respectively; the repayment amounts are $10,947,560 thousand and $14,489,865 thousand, respectively. Please refer to note 6(y) for interest expense.

  • (ii) Collateral for Bank Loans

For the collateral for short-term borrowings, please refer to note 8.

  • (n) Short-term notes and bills payable
Commercial paper payable
Less: Discount on short-term notes
and bills payable
Total
December 31, 2022
Guarantee or
acceptance institute
Range of interest
rate
Amount
Financial institute
1.548%~2.838% $ 3,022,200
(12,011)
$
3,010,189
Guarantee or
acceptance institute
Financial institute

(Continued)

36

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Commercial paper payable
Less: Discount on short-term notes
and bills payable
Total
December 31, 2021
Trust or acceptance
institute
Range of interest
rate
Amount
Financial institute
0.418%~1.738% $ 4,689,600
(6,162)
$
4,683,438
Trust or acceptance
institute
Financial institute

For the collateral for short-term notes and bills payable, please refer to note 8.

  • (o) Long-term borrowings

The Company’s long-term borrowings details, conditions, and provisions were as follows:

Secured bank loans
Less: current portion
Total
Secured bank loans
Less: current portion
Total
December 31, 2022
Maturity
Amount
2024~2038
$ 3,785,502
(70,929)
$
3,714,573
31, 2021
Maturity
Amount
2021~2038
$ 2,487,730
(98,310)
$
2,389,420
Currency Range of
interest rate
TWD 2.18%~2.57%
December
Currency Range of
interest rate
TWD 1.55%~1.94%
  • (i) The issue of bank loan and repayment

The amount issued for the years ended December 31, 2022 and 2021 are $2,042,000 thousand and $500,000 thousand, respectively; the repayment amounts are $552,228 thousand and $1,820,370 thousand, respectively, please refer to note 6(y) for interest expense.

  • (ii) Collateral for Bank Loans

For the collateral for long-term borrowings, please refer to note 8.

(Continued)

37

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (p) Bonds payable/ current portion of bonds payable

The details of the Company’s bonds payable were as follows:

The details of the
Company’s bonds payable were as follows:
Secured ordinary corporate bonds - current
Secured convertible bond -current
Secured ordinary corporate bond- non-current
Total
December 31,
2022
$ 2,489,554
-
13,911,921
$
16,401,475
December 31,
2021
-
6,332,175
14,406,358
20,738,533
  • (i) The Company issued the secured ordinary corporate bonds amounting to $2,000,000 thousand, $3,000,000 thousand, $4,000,000 thousand, $5,000,000 thousand, and $2,500,000 thousand, with an interest rate of 0.90%, 0.55%, 0.50%~0.52%, 0.53%, and 0.90% respectively,and in April 2022, September 2021, January 2021, December 2020, and May 2018. The secured ordinary corporate bonds were issued for 3 to 5 years, interest paid annually, repayment of principal at maturity. The repayment amounts for the year ended December 31, 2021, are $7,000,000 thousand.

  • (ii) The Company’s details of secured convertible bonds were as follows:

Secured convertible bonds
Discount on bonds payable-unamortized amount
Accumulated convertible amount
Repayment of principal at maturity
Ending balance: bonds payable
December 31,
2022
$ 10,577,820
-
(10,564,280)
(13,540)
$
-
December 31,
2021
10,577,820
(47,097)
(4,198,548)
-
6,332,175

In June 2017, the Company issued a secured 5-year convertible bond with zero interest for $10,577,820 thousand with the following conditions:

  • 1) The conversion price was $57.1 per share, when it comes to adjusting conversion price of subsidiary’s common share, it should adhere to the Company’s conversion rules. The conversion price change with formula within issuance details. The secured convertible bond does not have reset terms.

  • 2) At any time within three months after the issuance date till 40 days before maturity date, the subsidiary would repurchase the bond at the face value if the close of the subsidiary's ordinary share price exceeded 30% of the bond's conversion price for successive 30 days, or the outstanding value of the bond was lower than 10% of the total issuance value.

  • 3) The bondholders can execute put options after three years from the issuance date, the redemption value is 103.7971% of the bonds value (the real yield is 1.25%).

(Continued)

38

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 4) Unless the bond has been redeemed before maturity, repurchased and cancelled or converted, the bond will be redeemed by the Company on the maturity date at 106.4082% of the face value of the bond (the real yield is 1.25%). On June 8, 2022, the Company's convertible bonds expired.

  • (iii) Please refer to the note 6(y) for the interest expense for the years ended December 31, 2022 and 2021. For the details of collateral of secured convertible bonds and bonds payable, please refer to note 8.

(q) Lease liabilities

The carrying amount of lease liabilities were as follows:

Current
Non-current
December 31,
2022
$
40,905
$
109,680
December 31,
2021
37,933
143,985

For the maturity analysis, please refer to Note 6(z).

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Expenses relating to short-term and low-value leases
For the years ended December 31 For the years ended December 31
2022
$
3,087
$
45,772
2021
2,729
69,673

The amounts recognized in the statement of cash flows for the Company was as follows:

Total cash outflow for leases For the years ended December 31 For the years ended December 31
2022
$
86,081
2021
104,397

(i) Real estate leases

As of December 31, 2022 and 2021, the Company leases land and buildings for the construction of its reception center and parking lot. The leases for land and buildings run for a period of 5 and a half years to 7 years. The leases for reception center and parking lot typically run for a period of 2-3 years.

  • (ii) Other leases

The Company leases transportation equipment, with lease terms of three years.

The Company also leases office equipment, short-term reception center, and outdoor advertising. These leases are short-term and leases of low-value items. The Company has elected not to recognize its right-of-use assets and lease liabilities for these leases.

(Continued)

39

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(iii) Sale-and-leaseback

In January and August 2021, the Company sold its property, plant and equipment and investment property and leased back for 5 years 6 months, and 7 years. The Company recognized the gains to the rights transferred of the sale and leaseback. Please refer to note 6 (y).

(r) Operating lease

(i) Leases as lessor

The Company leases out its investment property. The Company has classified these leases as operating leases, because it does not transfer substantially all of the risks and rewards incidental to the ownership of the assets. Please refer to note 6(k) for investment property.

A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:

Less than one year
One to two years
Two to three years
Three to four years
Four to five years
Total undiscounted lease payments
December 31,
2022
$ 119,775
86,212
74,743
67,021
60,506
$
408,257
December 31,
2021
73,223
60,389
53,379
46,182
23,921
257,094

For the years ended December 31, 2022 and 2021, rental income from investment properties were $123,325 thousand and $79,172 thousand, respectively.

(s) Employee benefits

(i) Defined benefit plans

The expenses recognized in profit or loss for the Company were as follows:

The present value of defined benefit plans
Fair value of plan asset
Net defined benefit liability
December 31,
2022
$ 54,895
(32,783)
$
22,112
December 31,
2021
55,411
(30,462)
24,949

(Continued)

40

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

1) Composition of plan assets

The Company allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

The Company’ s Bank of Taiwan labor pension reserve account balance amounted to $32,783 thousand as of December 31, 2022. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

2) Movements in present value of the defined benefit obligations

The movement in present value of the defined benefit obligations for the Company were as follows:

Defined benefit obligations at January 1
Current service cost and interest
Remeasurement of net define benefit liabilities
(assets)
-Return on plan assets excluding interest
income
-Actuarial loss -arising from demographic
assumptions
Benefits paid
Defined benefit obligations at December 31
For the years ended December 31
2022
2021
$ 55,411
65,223
346
834
(53)
322
-
(10,968)
(809)
-
$
54,895
55,411
2022
$ 55,411
346
(53)
-
(809)
$
54,895
  • 3) Change of fair value of plan asset

The amounts included in the parent company only balance sheets in respect of the Company’s fair value of plan asset for the years ended December 31, 2022 and 2021 were as follows:

Fair value of plan asset January 1
Remeasurement of net defined benefit liabilities
(assets)
-Return on plan assets (excluding interest
income)
Amount that has been allocated to the plan
Expected return on plan asset
Benefits paid
Fair value of plan assets, December 31
For the years ended December 31 For the years ended December 31
2022
$ 30,462
2,364
574
192
(809)
$
32,783
2021
29,347
335
595
185
-
30,462

(Continued)

41

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Company were as follows:

Current service cost
Net interest of net liabilities for defined benefit
obligations
Administration expense
For the years ended December 31 For the years ended December 31
2022
$ -
154
$
154
$
154
2021
427
222
649
649
  • 5) Actuarial valuations

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increase rate
2022.12.31
2021.12.31
%
1.500
%
0.625
%
3.00
%
2.00

The expected allocation payment to be made by the Company to the defined benefit plans for the one-year period after the reporting date is $586 thousand.

The weighted average lifetime of the defined benefit plans is 9.30 years.

  • 6) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2022
Discount rate (0.25% difference)
Future salary increase rate (0.25% difference)
December 31, 2021
Discount rate (0.25% difference)
Future salary increase rate (0.25% difference)
Defined benefit obligation
Increase 0.25
Decrease 0.25
$ (1,005)
1,032
987
(967)
(1,156)
1,189
1,142
(1,116)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2022 and 2021.

(Continued)

42

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(ii) Defined contribution plans

The Company allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Company allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance for the years ended December 31, 2022 and 2021 amounted to $11,076 thousand and $10,769 thousand, respectively.

(t) Income tax

(i) Income tax expenses

The components of income tax expenses for the years ended December 31, 2022 and 2021 were as follows:

Current tax expense
Current period
Land value increment tax
Adjustment for prior periods
Tax expense
For the years ended December 31
2022
2021
$ 717,693
975,997
50,237
239,092
354
(7,921)
$
768,284
1,207,168
2022
$ 717,693
50,237
354
$
768,284

The reconciliation of tax expense and income before tax for the years ended December 31, 2022 and 2021 are as follows:

Income before tax
Income tax expense at domestic statutory tax rate
Land tax exempt income
Book –tax difference between recognition time
Book –tax difference of capitalization
Profit or loss from investment accounted for using equity
method
Book –tax difference between deferred sales commission
Land value increment tax
Financial assets measured at fair value through profit
and loss
Realized loss from investment
Unrealized profit or loss from associated company
Adjustment for prior periods
Others
Total
For the years ended December 31
2022
2021
$ 4,509,282
9,394,036
901,856
1,878,807
(124,922)
(537,297)
129,708
156,037
(87,486)
(72,008)
(78,202)
40,269
6,663
(5,701)
50,237
239,092
1,523
(511)
(131,742)
(108,269)
(8,020)
(297,349)
354
(7,921)
108,315
(77,981)
$
768,284
1,207,168
2022
$ 4,509,282
901,856
(124,922)
129,708
(87,486)
(78,202)
6,663
50,237
1,523
(131,742)
(8,020)
354
108,315
$
768,284

(Continued)

43

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(ii) Deferred tax asset and liability recognized

Changes in the amount of deferred tax assets and liabilities for 2022 and 2021 were as follows:

Deferred tax assets:

Balance on January 1, 2022
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Deferred tax liabilities:
Balance on January 1, 2022
Balance on December 31, 2022
Balance on January 1, 2021
Balance on December 31, 2021
Investment
property
impairment
$
11,242
$
11,242
$
11,242
$
11,242
Others
3,302
3,302
3,302
3,302
$
$
$
$
Others
3,302
3,302
3,302
3,302
$
$
$
$
Total
14,544
14,544
14,544
14,544
Others
$
$
$
$
340
340
340
340

(iii) The Company’s income tax had been examined by the tax authorities till 2020.

(u) Capital and other equity

As of December 31, 2022 and 2021, the total value of authorized ordinary shares was $20,000,000 thousand, with a par value of $10 per share. The paid-in capital were $17,146,741 thousand and $13,927,531 thousand, respectively.

(i) Ordinary shares

Reconciliation of shares outstanding during 2022 and 2021 was as follows:

Reconciliation of shares outstanding during 2022 and 2021 was as follows: was as follows:
Balance on January 1
Capital increase by retained earning
Convertible bonds transfer
Balance on December 31
Ordinary Shares
2022
1,392,753
154,289
167,632
1,714,674
2021
1,290,297
-
102,456
1,392,753

(Continued)

44

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

A resolution was passed during the general meeting of shareholders held on June 14, 2022, for the issuance new shares by retained earnings and capital surplus, amounting to $1,542,891 thousand per 1,000 shares. The Company had received approval from the Financial Supervisory Commission for this capital increase on July 28, 2022. And a resolution was passed during the board meeting, to set September 26, 2022 , and October 2, 2022 as the exrights date and the base date for the capital increase, and the registration was completed on October 14, 2022.

For the years ended December 31, 2022 and 2021, due to the convertible bondholders' exercised the convert option, the Company issued 167,632 thousand new shares and 102,456 thousand new shares, respectively, at par value, amounting to $1,676,319 thousand and $1,024,562 thousand, respectively. The relevant legal registration procedures had been completed.

(ii) Capital surplus

The balance of capital surplus as of December 31, 2022 and 2021, were as follows:

Treasury share transactions
Difference arising from subsidiary’s equity
Conversion premium of convertible bonds
Capital surplus-premium from merger
Donation from shareholders
Other
December 31,
2022
$ 608,590
34,675
7,747,840
62
3,284
13,743
$
8,408,194
December 31,
2021
491,130
33,858
3,073,117
62
3,284
8,357
3,609,808

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(iii) Retained earnings

In accordance with the Company’s articles of incorporation, after paying the income taxes, the Company’ s net earnings should first be used to offset the prior years’ deficits. Of the remaining balance, 10% is to be appropriated as legal reserve, which in accordance with the regulations of the competent authority or reversal appropriated retained earnings. And then any remaining profit, together with any undistributed retained earnings, shall not be distributed less than 20% as shareholders’dividends proposed by the Board of Directors to be submitted to the stockholders’ meeting for approval. The cash dividends should not be less than 10% of the total dividends.

(Continued)

45

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

As the Company distributes dividends or legal reserves and part or all paid-in capital in cash, the Company should hold a Board meeting to pass the resolution by more than half of the directors present at Board meeting, which requires a quorum of two-third of all the directors. The resolution should be submitted to the shareholder’s meeting.

1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Special reserve

In accordance with Rule issued by the FSC, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the currentperiod total net reduction of other shareholders’ equity. Similarly, a portion of unappropriated earnings prior-period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders’ equity shall qualify for additional distributions.

3) Earnings distribution

The amounts of cash dividends on the appropriations of earnings for 2021 and 2020 had been approved during the board meeting on Apr 6, 2022 and Mar 19, 2021, as well as the shareholders' meeting on Jun 14, 2022 and Aug 13, 2021, respectively. The relevant dividend distributions to shareholders were as follows:

Dividends distributed to ordinary
shareholders:
Cash dividends
Stock dividends
Total
For the years ended December 31 For the years ended December 31 For the years ended December 31
2021
Amount per
share
(dollars)
Total
amount
$ 4.01
6,171,566
1.00
1,542,891
$
7,714,457
2020
Amount per
share
(dollars)
2.00
-
Total
amount
2,581,927
-
2,581,927

(iv) Treasury shares

  • 1) In accordance with the Securities and Exchange Act requirements as stated above, to encourage employees and improve their work performance, the board has decided to repurchase the treasury shares at the price ranging from $40~$60 per share and transfer the shares to employees. During 2021, the total amount of repurchase shares were 20,000 thousand shares at the price of $884,908 thousand.

(Continued)

46

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 2) Prior to Company ACT amendment in 2001, Subsidiaries of the Company, Ju Feng Hotel Management Consultant Co.,Ltd., HIGHWEALTH PROPERTY MANAGEMENT CO., LTD., and CHYI YUH CONSTRUCTION CO., LTD. held part of the Company’s shares for investment purpose. RUN LONG CONSTRUCTION CO., LTD., a subsidiary the Company has control over, acquired 11,950 thousand of the Company’ s shares for investment purpose in the public market in 2015. As of December 31, 2022 and 2021, the market price per share were $40.30 and $46.25, respectively.

The details of the treasury shares held by subsidiaries are as followed:

Subsidiary
Ju Feng Hotel Management
Consultant Co.,Ltd.
HIGHWEALTH PROPERTY
MANAGEMENT CO., LTD.
CHYI YUH CONSTRUCTION
CO., LTD.
RUN LONG CONSTRUCTION
CO., LTD.
December 31, 2022
Shares
(thousand)
Book value
5,037 $ 1,733
9,736
10,850
3,020
-
14,462
79,729
32,255
$
92,312
December 31, 2021 December 31, 2021
Shares
(thousand)
4,578
8,849
2,745
13,145
29,317
Book value
1,733
10,850
-
76,292
88,875
  • (v) Other equity items
Balance on January 1, 2022
Exchange differences on foreign operations
Unrealized gains (losses) from financial assets
measured at fair value through other
comprehensive income
Disposal of investments in equity instruments
designated at fair value through other
comprehensive income
Balance on December 31, 2022
Balance on January 1, 2021
Exchange differences on foreign operations
Unrealized gains (losses) from financial assets
measured at fair value through other
comprehensive income
Balance on December 31, 2021
Exchange
differences on
translation of
foreign
financial
statements
$ 221
47
-
-
$
268
$ 246
(25)
-
$
221
Unrealized gains
(losses) from
financial assets
measured at fair
value through
other
comprehensive
income
538,526
-
2,814
(541,340)
-
535,207
-
3,319
538,526
Total
538,747
47
2,814
(541,340)
268
535,453
(25)
3,319
538,747

(Continued)

47

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(v) Earnings per share

  • (i) Basic earnings per share

The Company’ s basic earnings per share is calculated by profit attributable to ordinary shareholders of the Company for 2022 and 2021 were $3,740,998 thousand and $8,186,868 thousand, respectively, and both the weighted average number of ordinary shares outstanding for 2022 and 2021 were 1,636,197 thousand and 1,419,694 thousand shares, respectively, calculated as follows:

  • 1) Profit attributable to ordinary shareholders of the Company
Profit attributable to ordinary shareholders of the
Company
Weighted-average number of ordinary shares
Ordinary shares outstanding on January 1
Effect of treasury stock
Effect of conversion of convertible bonds
Effect of stock dividends
Weighted-average number of ordinary shares on
December 31
For the years ended December 31
2022
2021
$
3,740,998
8,186,868
For the years ended December 31
2022
2021
1,392,753
1,290,297
(52,254)
(45,472)
141,409
20,580
154,289
154,289
1,636,197
1,419,694
For the years ended December 31
2022
2021
$
3,740,998
8,186,868
For the years ended December 31
2022
2021
1,392,753
1,290,297
(52,254)
(45,472)
141,409
20,580
154,289
154,289
1,636,197
1,419,694
2022
1,392,753
(52,254)
141,409
154,289
1,636,197
  • 2) Weighted-average number of ordinary shares

(ii) Diluted earnings per share

The Company’ s diluted earnings per share is calculated by profit attributable to ordinary shareholders of the Company for 2022 and 2021 were $3,754,605 thousand and $8,273,870 thousand respectively. After adjusting the effect of dilution of ordinary share, the weighted average number of ordinary shares for 2022 and 2021 were 1,664,143 thousand and 1,671,179 thousand shares, respectively. The related calculations are as follows:

  • 1) Profit attributable to ordinary shareholders of the Company (diluted)
Profit attributable to ordinary shareholders of the
Company (diluted)
For the years ended December 31 For the years ended December 31
2022
$
3,754,605
2021
8,273,870

(Continued)

48

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 2) Weighted-average number of ordinary shares (diluted)
Weighted-average number of ordinary shares
(basic)
Effect of conversion of convertible bonds
Effect of employee share bonus
Weighted-average number of ordinary shares
(diluted) on December 31
For the years ended December 31 For the years ended December 31
2022
1,636,197
26,761
1,185
1,664,143
2021
1,419,694
250,020
1,465
1,671,179

(w) Revenue from contracts with customers

(i) Disaggregation of revenue

For the years ended December 31
2022
2021
Primary geographical markets:
Taiwan
$
23,785,809
34,035,323
Major products/services lines:
Sales of real estate
$ 23,660,237
33,952,426
Other revenue
125,572
82,897
$
23,785,809
34,035,323
Timing of revenue recognition:
Revenue transferred at a point in time
$ 125,572
82,897
Products and services transferred over time
23,660,237
33,952,426
$
23,785,809
34,035,323
Contract balances
December 31,
2022
December 31,
2021
January 1,
2021
Contract liabilities-sales of real
estate
$ 7,011,892
6,405,472
7,944,933
Contract liabilities-advance receipt
11,814
7,632
4,044
Total
$
7,023,706
6,413,104
7,948,977
For the years ended December 31
2022
2021
Primary geographical markets:
Taiwan
$
23,785,809
34,035,323
Major products/services lines:
Sales of real estate
$ 23,660,237
33,952,426
Other revenue
125,572
82,897
$
23,785,809
34,035,323
Timing of revenue recognition:
Revenue transferred at a point in time
$ 125,572
82,897
Products and services transferred over time
23,660,237
33,952,426
$
23,785,809
34,035,323
Contract balances
December 31,
2022
December 31,
2021
January 1,
2021
Contract liabilities-sales of real
estate
$ 7,011,892
6,405,472
7,944,933
Contract liabilities-advance receipt
11,814
7,632
4,044
Total
$
7,023,706
6,413,104
7,948,977
2022
23,785,809
23,660,237
125,572
23,785,809
125,572
23,660,237
23,785,809
December 31,
2021
6,405,472
7,632
$ 7,011,892
11,814
$
7,023,706
7,944,933
4,044
6,413,104 7,948,977

(ii) Contract balances

For details on accounts receivable and allowance for impairment, please refer to note 6(d).

The amount of revenue recognized for the years ended December 31, 2022 and 2021. that was included in the contract liability balance at the beginning of the period were $3,263,429 thousand and $4,363,973 thousand, respectively.

(Continued)

49

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The major change in the balance of contract assets and liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received. There were no other significant changes for the years ended December 31, 2022 and 2021.

(x) Employee compensation and directors' and supervisors' remuneration

In accordance with the articles of incorporation the Company should contribute no less than 0.1%of the profit as employee compensation and less than 1% as directors’ and supervisors’ remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The recipients of shares and cash may include the employees of the Company’s affiliated companies who meet certain conditions.

For the years ended December 31, 2022 and 2021, the Company estimated its employee remuneration amounting to $38,000 thousand and $60,000 thousand, and directors’ and supervisors' remuneration amounting to $8,000 thousand and $11,000 thousand, respectively. The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company’s articles. These remunerations were expensed under operating costs or operating expenses during 2022 and 2021. Related information would be available at the Market Observation Post System website. The amounts, as stated in the parent company only financial statements, are identical to those of the actual distributions for 2022 and 2021.

(y) Non-operating income and expense

(i) Interest income

The details of interest income were as follows:

The details of interest income were as follows:
Interest income
Others
For the years ended December 31
2022
$ 28,474
1,403
$
29,877
2021
9,427
106
9,533

(ii) Other income

The details of other income were as follows:

Contract termination income
Dividend income
Others
For the years ended December 31 For the years ended December 31
2022
$ 16,737
26,882
44,287
$
87,906
2021
4,470
-
29,222
33,692

(Continued)

50

HIGHWEALTH CONSTRUCTION CORP.

Notes to the Parent Company only Financial Statements

(iii) Other gains and losses

The details of other gains and losses were as follows:

Gains (losses) on disposal of property, plant and
equipment
Losses (gains) on disposal of investment properties
Gains (losses) on financial assets (liabilities) at fair
value through profit or loss
Gains to the rights transferred of the sale and leaseback
Other expenses
For the years ended December 31
2022
2021
$ 22,378
(100)
(54)
245,982
(7,617)
2,556
-
870,373
(37,097)
(2,185)
$
(22,390)
1,116,626
2022
$ 22,378
(54)
(7,617)
-
(37,097)
$
(22,390)

(iv) Finance costs

The details of finance costs were as follows:

Interest expense
Bank loans and collateral
Amortization on discounted corporate bond
Interest on corporate bond
Other finance costs
Less: capitalized interest
For the years ended December 31
2022
2021
$ 1,746,712
1,489,169
20,365
112,094
97,066
107,760
3,087
2,729
(1,169,999)
(853,649)
$
697,231
858,103
2022
$ 1,746,712
20,365
97,066
3,087
(1,169,999)
$
697,231

(z) Financial instruments

(i) Credit risk

1) Credit risk exposure

The financial instrument’ s biggest credit risk exposure is the same as the carrying amount of the financial assets.

2) Concentration of credit risk

The Company has a vast client base that is not connected; thus, the ability to concentrate the credit risk is limited.

(Continued)

51

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

3) Receivables and debt securities

For credit risk exposure of note and trade receivables, please refer to note 6(d).

Other financial assets at amortized cost are other receivables (classified as other current financial assets). All these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected losses.

The loss allowance provisions were determined as follows:

The loss allowance provisions were determined as follows:
Balance on December 31, 2022(as opening balance)
Balance on December 31, 2021(as opening balance)
Other
receivables
$
8,235
$
8,235

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

Contractual
cash flows
December 31, 2022
Non derivative financial liabilities:
Secured loans
$ 72,502,329
Unsecured loans
10,253,282
Short-term investment payables
3,022,200
Ordinary corporate bonds (including current
portion)
16,769,022
Notes payable, accounts payable and other payables
3,915,280
Lease liability
156,369
$
106,618,482
December 31, 2021
Non derivative financial liabilities:
Secured loans
$ 69,609,826
Unsecured loans
5,358,303
Short-term investment payables
4,689,600
Other financial liabilities-current
128,397
Convertible bond
6,379,272
Ordinary corporate bond (including current portion)
14,777,596
Notes payable, accounts payable and other payables
4,514,052
Lease liability
190,679
$
105,647,725
Within
1 year
5,713,502
8,401,239
3,022,200
2,590,510
3,868,818
41,310
23,637,579
14,156,085
1,260,569
4,689,600
-
6,379,272
85,900
4,479,787
38,310
31,089,523
1-5
years
49,707,334
1,852,043
-
14,178,512
45,934
110,022
65,893,845
54,462,682
4,097,734
-
128,397
-
14,691,696
33,737
138,698
73,552,944
Over 5
years
17,081,493
-
-
-
528
5,037
17,087,058
991,059
-
-
-
-
-
528
13,671
1,005,258

(Continued)

52

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

The Company does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

  • (iii) Market risk

  • 1) Currency risk exposure: None

  • 2) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Company’s financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding assets with variable interest rates, the analysis is based on the assumption that the amount of assets outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.5% when reporting to management internally, which also represents the Company management's assessment of the reasonably possible interest rate change.

If the interest rate had increased / decreased by 0.5% basis points, the Company’s interest expenses would have increased / decreased by $400,314 thousand and $380,019 thousand for the years ended December 31, 2022 and 2021, with another variable factors remaining constant. Considering that capitalized interest of profit may decrease or increase by $149,479 thousand and $190,504 thousand. This is mainly due to the Company’s borrowing at variable rates.

  • 3) Other market price risk

For the years ended December 31, 2022 and 2021, the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss as illustrated below:

Prices of
securities at the
reporting date
Increase 10%
Decrease 10%
For the years ended December 31
2022
2021
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
$
500
26,524
55,646
27,285
$
(500)
(26,524)
(55,646)
(27,285)
For the years ended December 31
2022
2021
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
$
500
26,524
55,646
27,285
$
(500)
(26,524)
(55,646)
(27,285)
For the years ended December 31
2022
2021
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
Comprehensive
Income (Loss)
(net of tax)
Net Income
(Loss)
(net of tax)
$
500
26,524
55,646
27,285
$
(500)
(26,524)
(55,646)
(27,285)
2022
Comprehensive
Income (Loss)
(net of tax)
$
500
$
(500)
Net Income
(Loss)
(net of tax)
26,524

(Continued)

53

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(iv) Information of fair value

1) Valuation techniques for financial instruments measured at fair value

The fair value of financial assets and liabilities at fair value through profit or loss, and financial assets at fair value through other comprehensive income is measured on a recurring basis. The carrying amount and fair value of the Company’s financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:

Financial assets at fair value through
profit or loss
Derivative financial assets
mandatorily measured at fair
value through profit or loss
Financial assets at fair value through
other comprehensive income
Stocks in unlisted company
Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other financial assets - current
Other financial assets - non-current
Subtotal
Financial liabilities measured at
amortized cost
Short-term loans
Short-term investment payables
Notes payable, accounts payable
and other payables
Lease liabilities
Other financial liabilities- current
Corporate bonds payable (Current
portions)
Long-term loans (Current portions)
Subtotal
December 31, 2022 December 31, 2022 December 31, 2022
Book Value
$ 265,237
$ 5,000
$ 8,448,964
2,065,905
9,318,709
3,801,981
$ 23,635,559
$ 73,267,113
3,010,189
3,915,280
150,585
226,291
16,401,475
3,785,502
$ 100,756,435
Fair Value
Level 1
265,237
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 2
-
5,000
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
265,237
5,000
-
-
-
-
-
-
-
-
-
-
-
-
-

(Continued)

54

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Financial assets at fair value through
profit or loss
Derivative financial assets
mandatorily measured at fair
value through profit or loss
Financial assets at fair value through
other comprehensive income
Stocks in unlisted company
Financial assets measured at
amortized cost
Cash and cash equivalents
Notes and accounts receivable
Other financial assets- current
Other financial assets- non-current
Subtotal
Financial liabilities measured at
amortized cost
Short-term loans
Short-term investment payables
Notes payable, accounts payable
and other payables
Lease liabilities
Other financial liabilities- current
Corporate bonds payable
Long-term loans (Current portions)
Subtotal
December 31, 2021 December 31, 2021 December 31, 2021
Book Value
$ 272,854
$ 556,458
$ 7,488,210
2,029,771
9,489,284
3,776,164
$ 22,783,429
$ 68,832,722
4,683,438
4,514,052
181,918
128,397
20,738,533
2,487,730
$ 101,566,790
Fair Value
Level 1
272,854
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 2
-
556,458
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
272,854
556,458
-
-
-
-
-
-
-
-
-
-
-
-
-
  • 2) Valuation techniques for financial instruments not measured at fair value

The Company’s valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:

  • a) Financial assets measured at amortized cost (debt investment that has no active markets) and financial liabilities measured at amortized cost.

If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values.

(Continued)

55

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 3) Valuation techniques for financial instruments measured at fair value

  • a) Non-derivative financial instruments

A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’ s-length basis. Whether transactions are taking place ‘regularly’ is a matter of judgment and depends on the facts and circumstances of the market for the instrument.

Quoted market prices may not be indicative of the fair value of an instrument if the activity in the market is infrequent, the market is not well-established, only small volumes are traded, or bid-ask spreads are very wide. Determining whether a market is active involves judgment.

Measurements of fair value of financial instruments without an active market are based on a valuation technique or quoted price from a competitor. Fair value measured by a valuation technique can be extrapolated from similar financial instruments, the discounted cash flow method, or other valuation technique including a model using observable market data at the reporting date.

  • b) Derivative financial instruments

Measurement of the fair value of derivative instruments is based on the valuation techniques generally accepted by market participants such as the discounted cash flow or option pricing models. Fair value of forward currency is usually determined by the forward currency exchange rate.

  • 4) Transfers between Level 1 and Level 2

Stock held by the Company quoted in an active market is sorted to Level 1. There is no difference regarding valuation techniques between 2022 and 2021. There is no transfer between first and second level measured at fair value in 2022 and 2021.

  • (aa) Financial risk management

  • (i) Overview

The Company has exposures to the following risks from its financial instruments:

  • 1) Credit risk

  • 2) Liquidity risk

  • 3) Market risk

The following likewise discusses the Company’ s exposure information, objectives, policies and processes for measuring and managing the above mentioned risks.

(Continued)

56

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(ii) Structure of risk management

The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

(iii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investments in debt securities.

1) Account receivable and other receivable

The Company is credit risk is affected by its clients. Accounts receivable generated by selling real estate has a lower credit risk since the payment is completed by the masses with transferring, check, or loans form the bank.

The Company discloses the estimation of accounts receivables’ and other receivables’ loss with allowance for bad debt account. Allowance for bad debt account is composed with specific losses and batch of unrecognized losses components. Unrecognized losses components are determined by historically statistical data from similar financial assets.

2) Investments

The exposure to credit risk for the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Company’s finance department. The Company only deals with banks, other external parties, corporate organizations, government agencies and financial institutions with good credit rating. The Company does not expect any counterparty above fails to meet its obligations hence there is no significant credit risk arising from these counterparties.

3) Guarantees

The Company’s policy is to provide financial guarantees to subsidiaries that directly or indirectly hold more than 50% of voting shares and companies with business relations. At December 31, 2022 and 2021, the situation about the Company provided guarantees to wholly owned subsidiaries, please refer to note 7(b).

(iv) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’ s reputation.

(Continued)

57

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, and equity prices, will affect the Company’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

(ab) Capital management

The Company’s objectives for managing capital to safeguard the capacity to continue to operate, to continue to provide a return on shareholders, to maintain the interest of other related parties, and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabilities.

The Company and other entities in the same industry use the debt-to-equity ratio to manage capital. This ratio is the total net debt divided by the total capital. The net debt from the balance sheet is derived from the total liabilities less cash and cash equivalents. The total capital and equity include share capital, capital surplus, retained earnings, and other equity plus net debt.

As of 2022, the Company’s capital management strategy is consistent with the prior year as of 2021. The gearing ratio is maintained so as to ensure an “ A” credit rating and ensure financing at reasonable cost. The Company’ s debt-to-equity ratio at the end of the reporting period as of December 31, 2022, were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total Equity
Total adjusted capital
Debt-to-equity ratio
December 31,
2022
$ 108,745,889
(8,448,964)
100,296,925
44,584,107
$
144,881,032
%
69.23
December 31,
2021
109,294,883
(7,488,210)
101,806,673
40,723,869
142,530,542
%
71.43

(Continued)

58

HIGHWEALTH CONSTRUCTION CORP.

Notes to the Parent Company only Financial Statements

(7) Related-party transactions:

(a) Names and relationship with related parties

The following are entities that have had transactions with related parties and the Company's subsidiaries during the periods covered in the parent company only financial statements.

Name of related party Relationship with the Company Subsidiary company Subsidiary company Subsidiary company

CHYI YUH CONSTRUCTION CO., LTD. Ju Feng Hotel Management ConsultantCo.,Ltd. HIGHWEALTH PROPERTY MANAGEMENT

CO., LTD.

JIN JYUN CONSTRUCTION CO., LTD. BO-YUAN CONSTRUCTION CO., LTD. GUANGYANG INVESTMENT CONSTRUCTION CO., LTD. WELL RICH INTERNATIONAL CO., LTD. QUANXIANG TRADING (SHANGHAI) CO., LTD. XINGFUYU TRADING (XIAMEN) CO., LTD. RUN LONG CONSTRUCTION CO., LTD. YEH KEE ENTERPRISE CO., LTD. BI CHIANG CO., LTD. SHING FU FA CONSTRUCTION CO., LTD. Taichung Highwealth Culture and Art Foundation ○○,Fan ○○,Chen ○○,Huang

○○,Lin ○○,Tsai ○○,Lu ○○,Miao

Subsidiary company Subsidiary company Subsidiary company

Subsidiary company Subsidiary company

Subsidiary company Subsidiary company Subsidiary company Subsidiary company Subsidiary company Same president with the Company Director of the Company Key management personnel of the Company Family of the key management personnel of the Company Key management personnel of the subsidiary Key management personnel of the subsidiary Key management personnel of the subsidiary Key management personnel of the subsidiary

(Continued)

59

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(b) Significant transactions with related parties

(i) Operating revenue

Significant selling amount to related parties and the remaining balance were as follows:

○○, Chen
○○, Fan
○○, Lin
○○, Huang
○○, Lu
○○,Tsai
○○,Miao
Recognized revenue in current
period
For the years ended December 31
2022
2021
$ -
-
12,920
-
-
-
-
-
-
-
886
-
-
-
$
13,806
-
Advanced payment
December 31,
2022
819
-
1,124
1,300
2,880
-
5,389
11,512
December 31,
2022
2022
$ -
12,920
-
-
-
886
-
$
13,806
543
2,543
1,124
1,070
2,800
-
-
8,080

As of December 31, 2022 and 2021, the real estate sold to related parties amounted to $67,350 thousand and $39,150 thousand (including tax), respectively, based on the contracts. Sales prices are in accordance with the employee purchase policy, and conditions for related parties and the contracts mentioned above were not different from those for unrelated parties.

(ii) Purchase

Significant purchasing amount to related parties and the remaining balance were as follows:

Subsidiary:
CHYI YUH CONSTRUCTION CO.,
LTD.
JIN JYUN CONSTRUCTION CO.,
LTD.
Other subsidiaries
Purchasing
Accumulated amount
For the years ended December 31
Purchasing
Accumulated amount
For the years ended December 31
Purchasing
Accumulated amount
For the years ended December 31
Purchasing
Accumulated amount
For the years ended December 31
2022
$ 7,777,590
-
-
$
7,777,590
2021
7,771,597
660,444
84,212
8,516,253
2022
17,941,413
-
-
17,941,413
2021
18,389,231
4,693,451
84,212
23,166,894

There were no significant difference of the price and conditions for related parties and ordinary contract mentioned above.

Note: Among the purchases in 2022 and 2021, $1,040,673 thousand and $511,566 thousand are Investment real estate under construction.

(Continued)

60

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(iii) Receivables from related parties

The details of receivables from related parties were as follows:

Accounted items
Accounts receivable
Other receivables
(other financial assets-current)
Categories
Subsidiaries
Subsidiaries
December 31,
2022
$ 10,670
1,894
$
12,564
December 31,
2021
8,436
6,127
14,563

(iv) Prepayments

The details of prepayments from related parties were as follows:

Accounted items
Prepayments
Categories
Subsidiaries
December 31,
2022
$
3,630
December 31,
2021
3,180

(v) Payables to related parties

The payables to related parties were as follows:

Accounted items
Accounts payable

Other payables
Categories
Subsidiaries:
CHYI YUH CONSTRUCTION
CO., LTD.
JIN JYUN CONSTRUCTION
CO., LTD.
Subsidiaries
Subsidiaries
December 31,
2022
$ 1,342,413
-
16,256
25,112
$
1,383,781
December 31,
2021
1,418,380
96,679
57,729
25,459
1,598,247

(vi) Contract liabilities

The details of contract liabilities from related parties were as follows:

Categories
Note
Subsidiaries
Unearn rents and administration fees
December 31,
2022
$
5,833
December 31,
2021
5,847

(vii) Guarantees

The Company provided guarantees to subsidiary company. As of December 31, 2022 and 2021 , the guarantee ceiling was $16,059,000 thousand and $13,496,000 thousand, respectively, and the amount of $10,216,173 thousand and $6,575,000 thousand has been used, respectively, and property pledged for guarantees and endorsements amount was $1,248,000 thousand and $198,000 thousand, respectively.

(Continued)

61

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Subsidiaries provided land for guarantees to the Company. As of December 31, 2022 and 2021,the guarantee ceiling and used was $1,907,700 thousand.

(viii) Others

  • 1) The Details of the Company renting offices from related parties is as follows:
Guarantee deposit paid
Rental expense
For the years ended December 31
December 31,
2022
December 31,
2021
2022
2022
Subsidiaries
$
1,614
1,614
11,302
10,509
Recognizing rental revenue due to renting offices to related parties:
Guarantee deposit received
Rental Revenue
For the years ended December 31
December 31,
2022
December 31,
2021
2022
2022
Subsidiaries
$
5,956
956
29,968
8,079
Rental expense Rental expense
For the years ended December 31
2022
10,509
For the years ended December 31
2022
29,968
2022
8,079
  • 2) Recognizing rental revenue due to renting offices to related parties:

  • 3) Recognizing other income due to signing entrusted administration contract with related parties:

Subsidiaries For the years ended December 31 For the years ended December 31
2022
$
8,886
2021
4,843
  • 4) Paying consulting and service fee to related parties for selling real estate on consignment:
Subsidiary company-Ju Feng Hotel
Management Consultant
Co.,Ltd.
For the years ended December 31 For the years ended December 31
2022
$
75,598
2021
78,400
  • 5) Paying administration expense to related parties for administrating constructing site:
For the years ended December 31
2022
2021
Subsidiaries
$
9,831
6,477
The related expense about selling activities with related parties as follows:
For the years ended December 31
2022
2021
Subsidiaries
$
11,428
6,476
For the years ended December 31 For the years ended December 31
2021
6,477
2022
$
11,428
2021
6,476
  • 6) The related expense about selling activities with related parties as follows:

(Continued)

62

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 7) As of December 31, 2022 and 2021, cooperation cases with related parties were as follows:
Case Name
December
31, 2022
Buo Shao
Section
Buo Shao
Section
Wu Fu
Section
Middle Road
Fifth class
Hui An
Fourth

December
31, 2021
Buo Shao
Section
Buo Shao
Section
Guo Mao
Section
Hui An
Fourth
Categories
Landowner-subsidiary company-YEH
KEE ENTERPRISE CO., LTD.
Landowner-subsidiary company-BI
CHIANG CO., LTD.
Builder-subsidiary company-BO-
YUAN CONSTRUCTION CO., LTD.


Builder-subsidiary company-RUN
LONG CONSTRUCTION CO., LTD.

Landowner-subsidiary company-YEH
KEE ENTERPRISE CO., LTD.
Landowner-subsidiary company-BI
CHIANG CO., LTD.
Builder-subsidiary company-BO-
YUAN CONSTRUCTION CO., LTD.
Builder-subsidiary company-RUN
LONG CONSTRUCTION CO., LTD.
Type
Cooperation
cases
Cooperation
cases
Joint
investment
Cooperation
cases



Cooperation
cases
Cooperation
cases
Cooperation
cases
Cooperation
cases
Security
Refundable deposit $143,150
Refundable deposit 122,140
Guarantee deposit 25,000
Refundable deposit 100,000
Guarantee deposit 7,250,000
Refundable deposit 100,000
Guarantee deposit 200,000
Refundable deposit $240,000
Refundable deposit 127,500
Guarantee deposit 25,000
Guarantee deposit 100,000
Guarantee deposit 200,000

8) Performance bond received from related parties for contract work:

Subsidiaries December 31,
2022
$
200,311
December 31,
2021
174,778

9) In September, 2008, the Company sold a portion of land to Mr. Tsai, ○○ with a land developing plan at 5 million dollars, recognized as other payables. The Company would repurchase the land without any interest if the plan was not completed within three years. Both parties agreed lengthening the expiry date unconditionally indefinitely. As of December 31, 2022 and 2021, other payables are both 5 million dollars.

(Continued)

63

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • 10) The Company acquired 100% of common stocks of WELL RICH INTERNATIONAL CO., LTD. from its subsidiary, CHYI YUH CONSTRUCTION CO., LTD., for $145,621 thousand. As of December 31, 2021, transactions were entirely completed.

  • 11) In 2021, the Company bought gift certificates from BO-YUAN CONSTRUCTION CO., LTD., for $280 thousand respectively.

  • 12) In 2021 and 2020, the Company donated 713 thousand shares (which had a book value of $554,272 thousand) of Li Shuo Investment Co., Ltd., $21,246 thousand and $473 thousand, respectively, to Taichung Highwealth Culture and Art Foundation for its promotion and development.

  • (c) Key management personnel transactions

(8) Short-term employee benefits
Pledged assets:
Pledged assets
Object Object Object
$
Financial assets at FVTPL
Notes receivable
Inventories (construction)
Other financial assets- current and
non-current
Investment accounted for using equity
method
Property, plant and equipment
Investment property at net value
Mortgage
Mortgage
Mortgage, issuing commercial paper
and bonds payable
Mortgage, issuing commercial paper,
performance bond, real estate trust
account, and bonds payable
Mortgage
Mortgage and bonds payable
Mortgage, issuing commercial paper,
and bonds payable

As of December 31, 2022 and 2021, the book value of pledged assets providing undrawn guaranteed loan are $0 and $1,482,026 thousand, respectively.

For the years ended December 31, 2022 and 2021, the Company provided notes receivable of presale cases $1,599,580 thousand, and $3,277,998 thousand, respectively, as collateral for the bank loans.

(Continued)

64

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(9) Commitments and contingencies:

  • (a) Unrecognized contractual commitments

  • (i) Contract price signed with clients were as follows:

Amount of signed contracts
Received amount from contracts
Outstanding checks received from presale cases
December 31,
2022
$
74,693,851
$
7,011,892
$
5,234,386
December 31,
2021
76,730,166
6,405,472
6,117,659
  • (ii) Unrecognized commitments generated by signing contracts for purchasing land for construction, building bulk, and investment properties are as follows:
construction, building bulk, and investment properties are as follows:
Acquisition of inventory (construction) December 31,
2022
$
-
December 31,
2021
2,273,820

(b) Others

  • (i) As of December 31, 2022 and 2021 the refundable deposit paid for cooperation and urban renewal cases are $985,676 thousand and $1,234,289 thousand, respectively. For the partial above-mentioned joint construction projects, the Company committed to provide a certain minimum recovery amount for the houses allocated by the landowners, and will settle the amount on the date agreed by both parties.

  • (ii) On February 8, 2022, the parent company entered into an agreement with Kaohsiung City Government for the (urban renewal project) and entrustment implementation of “Kaohsiung Multifunctional Commerce and Trade Park Special Trade III (North Base) Land”, based on a resolution approved during the board meeting on December 27, 2021.

(10) Losses due to major disasters: None

(11) Subsequent events: None

(Continued)

65

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(12) Other:

A summary of current-period employee benefits, depreciation, and amortization, by function, were as follows:

follows:
By function
By item
For theyear ended December 31
2022 2021
Operating
cost
Operating
Expense
Total Operating
cost
Operating
Expense
Total
Employee benefits
Salary $ - 425,132 425,132 - 402,322 402,322
Labor and health insurance - 29,527 29,527 - 27,563 27,563
Pension - 11,230 11,230 - 11,418 11,418
Remuneration of directors - 15,518 15,518 - 19,716 19,716
Others - - - - - -
Depreciation 79,820 28,861 108,681 41,073 31,682 72,755
Depletion - - - - - -
Amortization - 6,065 6,065 - 5,540 5,540

For the years ended December 31, 2022 and 2021, the information on the number of employees and employee benefit expense of the Company is as follows:

Number of employees
Number of directors who were not employees
The average employee benefit
The average salaries and wages
Percentage of average employee salary expense
Remuneration to supervisors

The items of the Company’s salary and remuneration of directors, independent director, managers, and employees are as follows:

  • (a) Independent directors

  • (i) Regardless of the Company’s profit or loss, independent directors’ salary and remuneration need to be paid on monthly basis (or quarterly, half yearly) and be adjusted according to the value of his/her participation in the contribution to Company’s operation.

  • (ii) The independent directors cannot participate in the distribution of director's compensation and other bonus distribution.

  • (iii) According to the needs of the actual execution of the business, the Company has to pay for the traffic allowance.

(Continued)

66

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

  • (b) Other directors

  • (i) The Company pays other directors’ remuneration, according to the value of his/her participation in the contribution to Company’s operation and refer to peer remuneration levels.

  • (ii) Other directors’ remuneration is allocated at a rate specified in the Company’ s articles of incorporation.

  • (iii) According to the needs of the actual execution of the business, the Company has to pay for the traffic allowance.

  • (c) Managerial officer

  • (i) The monthly fixed salary is determined by salary level of each rank.

  • (ii) According to the result of the operation performance assessment, the Company distributes the peformance bonus.

  • (iii) Year-end bonuses will be paid based on the results of employee performance appraisal.

  • (iv) Employees’ remuneration is allocated at a rate specified in the Company’ s articles of incorporation.

  • (v) Traffic allowance and supervisor allowance are paid in accordance to duties and standards.

  • (d) Other employees

  • (i) The salary of the Company’s employees is handled in accordance with the regulations of the “post ranks table” and “post salary benchmark table”. The employee salary is divided into recurring and non-recurring salaries.

  • (ii) Recurring salaries include basic salaries, duties allowance, construction site allowance, professional allowance, meal allowance and other allowances.

  • (iii) Non-recurring salaries include overtime pay, Dragon Boat Festival bonus, Mid-Autumn Festival bonus and year-end bonus.

(Continued)

67

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company:

(i) Loans to other parties: None

(ii) Guarantees and endorsements for other parties:

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting date
Actual usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees and
endorsements
Parent
company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name Relationshi
p with the
Company
0 The
company
Chyi Yuh
Construction
Co., Ltd.
2 $ 44,584,107 8,846,000 7,846,000 5,239,000 - %
17.60
89,168,214 Y N N
0 The
company
Bo-yuan
Construction
Co., Ltd.
2 44,584,107 3,528,000 3,528,000 1,810,000 1,248,000 %
7.91
89,168,214 Y N N
0 The
company
Well Rich
International
Co., Ltd.
2 44,584,107 640,000 440,000 - - %
0.99
89,168,214 Y N N
0 The
Company
BI CHIANG
CO., LTD.
2 44,584,107 4,145,000 4,145,000 3,145,000 - %
9.30
89,168,214 Y N N
0 The
Company
SHING FU
FA
CONSTRU
CTION CO.,
LTD.
2 44,584,107 200,000 100,000 22,173 - %
0.22
89,168,214 Y N N
1 YEH KEE
ENTERPRI
SE CO.,
LTD.
The
Company
3 44,584,107 1,907,700 1,907,700 1,907,700 1,907,700 %
4.28
89,168,214 N Y N
2 CHYI YUH
CONSTRU
CTION CO.,
LTD.
BI CHIANG
CO., LTD.
4 44,584,107 550,000 - - - %
-
89,168,214 N N N
3 BI CHIANG
CO., LTD.
BO-YUAN
CONSTRU
CTION CO.,
LTD.
4 44,584,107 1,000,000 1,000,000 500,000 500,000 %
2.24
89,168,214 N N N
4 JIN JYUN
CONSTRU
CTION CO.,
LTD.
RUN LONG
CONSTRU
CTION CO.,
LTD.
3 1,204,665 1,000,000 1,000,000 - 1,000,000 %
16.60
3,011,663 N Y N

Note 1: The numbering is as follows:

  • 1.“0” represents the parent company.

  • Subsidiaries are sequentially numbered from 1 by company.

Note 2: The relationship between the guarantee and the guarantor are as follows:

  1. Transactions between the companies.

  2. The Company directly or indirectly holds more than 50% voting right.

  3. When other companies directly or indirectly hold more than 50% voting rights of the Company.

  4. The Company directly or indirectly holds more than 90% voting right.

  5. A company that is mutually protected under contractual requirements based on the needs of the contractor.

  6. A company that is endorsed by all the contributing shareholders in accordance with their shareholding ratio due to joint investment relationship.

  7. Under the Consumer Protection Act, performance guarantees for pre-sale contracts for companies in the same industry.

  8. Note 3: The Company, YEH KEE ENTERPRISE CO., LTD., BI CHIANG CO., LTD., and CHYI YUH CONSTRUCTION CO., LTD. endorsed the operation method for the total amount of guarantees and the limit for endorsement of a single enterprise:

  9. The total amount of guarantee for external endorsement shall not exceed 200% of the net value of the company.

  10. The guarantee amount for a single enterprise endorsement shall not exceed 100% of the current net value of the company.

(Continued)

68

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

Note 4: RUN LONG CONSTRUCTION CO., LTD. endorsed the operation method for the total amount of guarantee s and the limit for endorsement of a single enterprise;

  1. The total amount of guarantee for external endorsement shall not exceed 50% of the net value of RUN LONG CONSTRUCTION CO., LTD..

  2. The guarantee amount for a single enterprise endorsement shall not exceed 20% of the current net value of RUN LONG CONSTRUCTION CO., LTD.

(iii) Securities held as of December 31, 2022 (excluding investment in subsidiaries, associates and joint ventures):

Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Ending balance Ending balance Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company Stock-Shin Kong
Real Estate
Management Co.,
Ltd.
Total non-current
financial assets at
fair value through
other comprehensive
income
500,000 5,000 %
1.67
5,000
Stock- Da-Li
Development Co.,
Ltd.
Financial assets at
fair value through
profit or loss-current
8,960,710 265,237 %
2.31
265,237
Ju Feng Hotel
Management
Consultant Co.,Ltd.
Stock-
HIGHWEALTH
CONSTRUCTION
CORP.
Ultimate Parent
Company
Total non-current
financial assets at
fair value through
other comprehensive
income
5,036,927 202,988 %
0.29
202,988
HIGHWEALTH
PROPERTY
MANAGEMENT
CO., LTD.
Stock-
HIGHWEALTH
CONSTRUCTION
CORP.
Ultimate Parent
Company
Total non-current
financial assets at
fair value through
other comprehensive
income
9,735,658 392,347 %
0.57
392,347
CHYI YUH
CONSTRUCTION
CO., LTD.
Stock-
HIGHWEALTH
CONSTRUCTION
CORP.
Ultimate Parent
Company
Total non-current
financial assets at
fair value through
other comprehensive
income
3,019,507
$ 121,686 %
0.18
121,686
Corporate bond-
China Rebar Co.,
Ltd.
Financial assets at
fair value through
profit or loss-current
3 - %
-
- Note
RUN LONG
CONSTRUCTION
CO., LTD.
Stock-
HIGHWEALTH
CONSTRUCTION
CORP.
Ultimate Parent
Company
Financial assets at
fair value through
profit or loss-current
14,461,638 582,804 %
0.84
582,804

Note: Recognized as impairment loss.

  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock:
Name of
company
Category
and
name of
security
Account
name
Name of
counter-
party
Relationship
with the
company
Beginning Balance Beginning Balance Purchases Purchases Sales Sales Sales Sales Ending Balance Ending Balance
Shares Amount Shares Amount Shares Price Cost
Gain (loss) on
disposal
Shares Amount
The
Company
BI CHIANG
CO., LTD.
Investments
accounted
for using
equity
method, net
Capital
increase
The subsidiary 720,000
(Note1)
$ 1,244,074 150,000,000 1,500,000 - - - - 150,720,000 2,663,888
BO-YUAN
CONSTRU
CTION CO.,
LTD.
Capital
increase
30,800,000 66,095 150,000,000 1,500,000 57,900,000
(Note2)
- - - 122,900,000 1,440,046

Note1: the shares of BI CHIANG CO., LTD., hold by the Company were 7,000 shares at the beginning of the period and 720,000 shares after the change of par value during the period.

Note2: Capital reduction to offset accumulated deficits.

(Continued)

69

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:

Name of
company
Name of
property
Transaction
date
Transaction
amount
Status of
payment
Counter-party Relationship
with the
Company
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
References
for
determining
price
Purpose of
acquisition
and current
condition
Owner Relationship
with the
Company
Date of
transfer
Amount
The Company


Xinxing Three
Short
Paragraphs
March 15,2021 1,244,230 1,244,230 OO ,Huang
and other 9
people
Not related
parties
- Appraisal Construction
BI CHIANG
CO., LTD.
J
hong Lu
Section(Note)
February 16,2021 2,037,504 2,037,504 Satohara and
Mida
Investment
-

Note: The transaction amount includes the right and interests of applying for a license.

  • (vi) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:None

  • (vii) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$100 million or 20% of the capital stock:

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions wit
from
h terms different
others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivable (payable)
The Company Chyi Yuh
Construction
Co., Ltd.
Investee
accounted for
using equity
method of the
company
Contracting
project
$ 6,736,917 48.96% Pay by contract
terms
- - (1,342,413) (73.98)%
Note 2
Chyi Yuh
Construction
Co., Ltd.
The Company The ultimate
parent of the
company
Contracted
project
(9,418,229) (94.15)% Pay by contract
terms
- - 1,342,413 90.38%
Note 1
Bo-yuan
Construction
Co., Ltd.
Investee
accounted for
using equity
method of the
company
Contracted
project
(461,293) (4.61)% Pay by contract
terms
- - 80,710 5.43%
Note 1
Run Long
Construction
Co., Ltd.
Jin Jyun
Construction
Co., Ltd.
Investee
accounted for
using equity
method of the
company
Contracting
project
4,700,460 49.10% Pay by contract
terms
- - (555,304) (50.18)%
Note 2
Chyi Yuh
Construction
Co., Ltd.
The ultimate
parent of the
company
Land held for
development
and
administration
fee
174,989 1.83% Pay by contract
terms
- - (55,927) (5.05)%
Note2
Jin Jyun
Construction
Co., Ltd.
Run Long
Construction
Co., Ltd.
Investee
accounted for
using equity
method of the
company
Contracted
project
(4,906,282) (97.68)% Pay by contract
terms
- - 555,304 96.89%
Note 1

Note 1: The contracted company recognizes its construction revenue through percentage of completion method, and the amount of sales included.

Note 2: The contracting company records its import price through estimates of amount of purchase through number of trials.

(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock:

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Overdue Overdue Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
Chyi Yuh
Construction Co.,
Ltd.
The company The ultimate
parent of the
company
1,342,413 6.82 - - 1,221,972 -
JIN JYUN
CONSTRUCTION
CO., LTD.
RUN LONG
CONSTRUCTION
CO., LTD.
Investee accounted
for using equity
method of the
company
555,304 8.82 - 548,297 -

(ix) Trading in derivative instruments: None

(Continued)

70

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2022 (excluding information on investees in Mainland China):

The followin g is the informat ion on i nvesteesfor the years ended December 31, 2022(exc ended December 31, 2022(exc luding information on investees i luding information on investees i luding information on investees i n Mainland China):
Name of investor Name of investee Location Main
businesses and products
Original investment amount Balance as of December 31, 2022 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2022 December 31, 2021 Shares
(thousands)
Percentage of
ownership
Carrying value
The Company Ju Feng Hotel
Management
Consultantco.,ltd.
Taiwan Residential and building
development, rental and sales
$ 25,000 12,000 2,500,000 %
100.00
59,175 15,386 80,658
Highwealth Property
Managementco., Ltd.
Taiwan Real estate brokerage, real
estate trading
7,000 25,000 700,000 %
100.00
36,136 35,046 (409)
Chyi Yuh Construction
Co., Ltd.
Taiwan Construction, housing and
building development rental
services etc.
3,030,041 3,030,041 388,500,000 %
100.00
4,534,895 550,951 581,718
Run Long Construction
Co., Ltd.
Taiwan Environmental protection
technology, real estate
development, rental and sales
industries, etc.
940,853 861,910 27,289,288 %
6.05
262,280 156,636 (40,466)
Yeh Kee Enterprise Co.,
Ltd.
Taiwan Construction, housing and
building development rental
services etc.
2,423,152 2,423,152 2,200,000 %
100.00
2,402,306 (16,141) (16,141)
Bi Chiang Co., Ltd. Taiwan Residential and building
development, rental services,
etc.
2,802,900 1,302,900 150,720,000 %
100.00
2,663,888 (79,782) (80,186)
The Company SHING FU FA
CONSTRUCTION CO.,
LTD.
Taiwan Residential and building
development, rental services,
etc.
265,000 15,000 26,500,000 %
100.00
263,170 1,476 1,685
BO-YUAN
CONSTRUCTION CO.,
LTD.
Taiwan Residential and building
development, rental services,
etc.
2,430,000 930,000 122,900,000 %
100.00
1,440,046 (126,049) (126,049)
Well Rich International
Co., Ltd.
Taiwan Wholesale of construction
Material Hotels and Motels
245,621 145,621 18,100,000 %
100.00
236,371 (11,586) (9,710)
CHYI YUH
CONSTRUCTION
CO., LTD.
GUANGYANG
INVESTMENT
CONSTRUCTION CO.,
LTD.
Taiwan Residential and building
development, rental services,
etc.
284,050 284,050 29,900,000 %
100.00
492,546 10,295 Expempt from
disclosure
RUN LONG
CONSTRUCTION CO.,
LTD.
Taiwan Investment industry 864,938 803,226 23,510,755 %
5.21
312,810 156,636 -
Goyu Building Material
Co., Ltd
Taiwan Investment 120,000 120,000 12,000,000 %
30.00
109,127 10,761
GUANGYANG
INVESTMENT
CONSTRUCTION
CO., LTD.
Run Long Construction
Co., Ltd.
Taiwan Wholesale of Building Materials 618,533 542,850 28,759,103 %
6.37
426,333 156,636
RUN LONG
CONSTRUCTION
CO., LTD.
JIN JYUN
CONSTRUCTION CO.,
LTD.
Taiwan Environmental protection
technology, real estate
development, rental and sales
industries, etc.
718,300 518,300 70,000,000 %
100.00
580,477 103,845

(c) Information on investment in mainland China:

(i) The names of investees in Mainland China, the main businesses and products, and other information:

Name of
investee
Main
businesses
and
products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2021
Investment flows Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31, 2022
Net
income
(losses)
of the
investee
Percentage
of
ownership
Investment
income
(losses)
(Note 2)
Book
value
Accumulated
remittance of
earnings in
current period
Outflow Inflow
QUANXIANG
TRADING
(SHANGHAI)
CO., LTD.
Construction
material,
furniture,
metal parts
26,555
USD 900,000
(Note 1) 26,555
USD
900,000
- - 26,555
USD
900,000
(214) 100.00% (214) 1,020 -
XINGFUYU
TRADING
(XIAMEN)
CO., LTD.
Construction
material
wholesale
27,104
USD 900,000
(Note 1) 27,104
USD
900,000
- - 27,104
USD
900,000
123 100.00% 123 1,620 -

(Continued)

71

HIGHWEALTH CONSTRUCTION CORP. Notes to the Parent Company only Financial Statements

(ii) Limitation on investment in Mainland China:

Accumulated Investment in Mainland China
as of December 31, 2022
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on Investment
53,659
(USD1,800,000)
53,659
(USD1,800,000)
26,750,464
(Note)

Note 1: Three types of investment method are as follows:

  1. Directly investing in the mainland area

  2. Investing in the mainland through companies in another country (Please note the name of the investing company from the other country)

  3. Other methods

Note 2: Profit and loss recognized from investment for the current period:

  1. If it is in preparation, and has no investment profit or loss, it should be noted

  2. The basis for profit or loss from investment are as follows:

  3. A. The international accounting firm which has cooperative relationships with the CPA in the Republic of China verifies its financial statements

  4. B. Financial statement of the parent company is verified by the Taiwanese accountant

C. Others

  • (iii) Significant transactions: None

  • (d) Major shareholders:

Shareholding
Shareholder’s Name
Shares Percentage
Xing Ri-Sheng Investment Co., Ltd 108,860,296 %
6.34
Ear Winner Investment Co., Ltd 103,498,786 %
6.03

(14) Segment information:

Please refer to the consolidated financial statements.

72

Highwealth Construction Corp.

Statement of cash and cash equivalents

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Cash and petty cash
Bank deposit
Demand deposit
Checking deposit
Foreign currency deposit
Summary
Amount
$ 3,219
8,439,396
657
USD166,657.64 and HKD16.29
5,692
8,445,745
$
8,448,964

73

Highwealth Construction Corp.

Statement of inventories

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Land for construction
Construction in progress
Summary
Fu Dou Sin Sixth
Huei Guo Section
Huei Guo Second
Sin Sing Section
Xinxing Three Short Section
Others
Less: Allowance to reduce inventory to market
Jhong Gang Huei Min Second
Tan Hai Fifth
Ching Sheng Second
Fu Sing Bei
Shan Jieh Second
Fong Kong Section
Huei Guo Fifth
An Kang Section
Huei Shun Second
Hui An Third
Jhong Lu Fifth
Huei Shun Third
Hui An Fourth
Shih Jheng Huei Min Third
Huei Guo Section
Shih Jheng Huei Min Second
Si Tun Section
Fu Shan Section
Yu Guang 891
Shin Do Section
Da Gang Section
Zhongzheng Section
Bo Xiao Second
Construction Seciton
Others
Less: Allowance to reduce inventory to market
Amount
Note
$ 8,588,104
8,407,708
2,103,442
1,585,569
1,420,885
139,041
(23,315)
22,221,434
6,729,311
5,708,624
5,656,483
5,409,804
4,816,574
4,244,014
3,512,262
3,472,626
3,311,007
3,068,967
2,938,020
2,668,312
2,652,593
2,546,838
2,500,850
2,320,698
2,248,430
1,860,831
1,623,446
1,433,477
1,300,355
1,067,472
1,026,429
1,010,790
2,538,396
(493)
75,666,116

74

Highwealth Construction Corp.

Statement of inventories (CONT’D)

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Real estate for sale


Total
Summary
Shan Jie Section
Wuri High Spead Rail
Liu He Section
Long Fu Second
Long Zhong Sixth
Jin Tai Ninth
He Nan Hui Min
Long Zhong Fifth
Huei Shun Section
Long Fu Second
Huei Sin Section
National Section
Others
Less: Allowance to reduce inventory to market

75

Highwealth Construction Corp.

Statement of other receivables

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Bank deposit
Refundable deposit for
construction
Others
Summary
Bank accounts for real estate value trust
services, reserve accounts, certificates of deposit
and etc.
Guarantee deposit for cooperating construction
and etc.
Interest receivable and other receivables
Amount
Note
$ 8,124,140
1,141,766
52,803
$
9,318,709

Statement of other non-current financial assets

Item
Bank deposit
Refundable deposit
Summary
Reserve accounts for corporation bonds
Guarantee deposit of rental and office, etc.
Amount
Note
$ 3,776,640
25,341
$
3,801,981

76

Highwealth Construction Corp.

Statement of changes in investments accounted for

using the equity method

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Entity
Ju Feng Hotel
Management
Consultant
Co.,Ltd.
HIGHWEALTH
PROPERTY
MANAGEMENT
CO., LTD.
CHYI YUH
CONSTRUCTION
CO., LTD.
RUN LONG
CONSTRUCTION
CO., LTD.
BO-YUAN
CONSTRUCTION
CO., LTD.
YEH KEE
ENTERPRISE
CO., LTD.
BI CHIANG CO.,
LTD.
Note3
XINGFUYU
TRADING
(XIAMEN) CO.,
LTD.
QUANXIANG
TRADING
(SHANGHAI)
CO., LTD.
SHING FU FA
CONSTRUCTION
CO., LTD.
WELL RICH
INTERNATIONA
L CO., LTD.
Total
Balance o
2
n
0
January 1,
22
Amount
$ (52,826)
55,176
4,038,105
258,064
66,095
2,418,447
1,244,074
1,471
1,213
11,485
144,048
$
8,185,352
Increase in current
period (note 1)
Number of
shares (in
thousand)
Amount
1,300
112,001
-
35,455
33,500
612,074
4,866
166,034
150,000
1,500,000
-
-
150,000
1,500,000
-
149
-
21
25,000
251,685
10,000
102,033
4,279,452
Decrease
period
in current
(note 2)
Amount
-
(54,495)
(115,284)
(161,818)
(126,049)
(16,141)
(80,186)
-
(214)
-
(9,710)
(563,897)
Balance on December 31, 2022
Percentage
of voting
interest
Amount
%
100.00
59,175
%
100.00
36,136
%
100.00
4,534,895
%
6.05
262,280
%
100.00
1,440,046
%
100.00
2,402,306
%
100.00
2,663,888
%
100.00
1,620
%
100.00
1,020
%
100.00
263,170
%
100.00
236,371
11,900,907
Market price or total
equity amount
Price per
share
Total
amount
Details of
collateral
Note
104.80
261,999
None
612.04
428,429

13.97
4,960,755

69.50
1,896,606 Borrowings
11.72
1,440,046
None
38.17
83,977

9.05
1,364,915

-
1,620

-
1,020

9.93
263,170

13.11
237,333

10,939,870
Number of
shares (in
thousand)
Number of
shares (in
thousand)
1,300
-
33,500
4,866
150,000
-
150,000
-
-
25,000
10,000
Number of
shares (in
thousand)
-
(1,800)
-
-
(57,900)
-
-
-
-
-
-
Number of
shares (in
thousand)
2,500
700
388,500
27,289
122,900
2,200
150,720
-
-
26,500
18,100
Percentage
of voting
interest
%
100.00
%
100.00
%
100.00
%
6.05
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
Price per
share
104.80
612.04
13.97
69.50
11.72
38.17
9.05
-
-
9.93
13.11
1,200
2,500
355,000
22,423
30,800
2,200
720
-
-
1,500
8,100

Note 1: Increase in current period due to investment income recognized under equity method $664,183 thousands, deferred credits $40,101 thousands, acquisition cost $3,456,844 thousands, and adjusting capital surplus due to distributing cash dividend to subsidiaries $117,460 thousands,equity change in subsidiaries $817 thousands, and deferred credits $47 thousand.

  • Note 2: Decrease in current period due to investment loss recognized under equity method $273,174 thousands, cash dividend received $83,546 thousands, deferred credits $659 thousands, adjusting retained earnings with the difference of prices of acquiring subsidiary company and carrying amount $185,081 thousands and changes of voting interest percentage resulting in regarding subsidiary company purchasing parent company stock as treasury stock $3,437 thousands, equity-accounted investee of comprehensive income $659 and refund of capital reduction by $18,000.

  • Note 3: The shares of BI CHIANG CO., LTD., hold by the company change from 7 thousand shares to 720 thousand shares due to the change of the par value per share this period.

77

Highwealth Construction Corp.

Statement of short-term borrowings

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Type of borrowings
Short-term loan








Mortgage
















































Ending balance
$ 4,500,000
1,500,000
100,000
300,000
1,250,000
50,000
200,000
100,000
200,000
100,000
150,000
1,100,000
150,000
33,333
304,000
243,750
238,000
1,120,000
450,000
48,200
66,667
3,796,000
3,465,000
192,000
1,571,200
700,300
1,567,000
1,907,700
4,677,658
2,019,000
1,437,200
1,741,000
2,575,350
3,463,000
10,973,000
2,576,257
1,672,000
1,133,000
226,000
2,190,000
1,793,000
1,912,269
1,740,000
304,045
450,000
143,090
859,500
81,390
600,000
532,000
362,800
956,000
164,350
995,000
700,000
1,240,000
164,789
146,735
35,530
$
73,267,113
Contract period
2022.10.28~2023.10.28
2022.10.28~2024.10.28
2022.12.02~2023.07.06
2022.07.06~2023.07.06
2021.10.26~2023.10.26
2022.08.08~2023.08.07
2022.11.09~2023.11.09
2022.03.03~2023.03.03
2022.05.25~2023.05.24
2022.06.07~2023.06.07
2022.01.28~2023.01.20
2020.09.11~2023.09.10
2022.07.15~2023.07.15
2022.09.24~2023.05.13
2022.01.24~2027.01.24
2020.09.11~2023.09.10
2022.10.21~2023.10.21
2022.09.01~2025.09.01
2021.10.20~2024.10.20
2022.09.24~2023.05.13
2022.09.24~2023.05.13
2019.08.19~2026.08.19
2020.07.29~2026.07.29
2016.07.21~2024.07.21
2021.04.28~2026.04.28
2021.06.15~2026.06.15
2022.01.07~2026.11.29
2018.04.09~2023.01.03
2022.04.01~2029.04.01
2019.07.15~2026.01.22
2022.08.10~2024.03.14
2018.08.31~2023.08.31
2019.06.12~2024.06.12
2020.02.25~2025.02.25
2022.03.01~2029.03.01
2021.09.14~2026.09.14
2022.01.24~2027.01.24
2019.10.28~2026.10.28
2020.12.01~2026.10.28
2020.11.27~2025.11.27
2021.06.08~2026.06.08
2020.09.01~2025.09.01
2020.10.21~2025.10.21
2013.05.10~2025.05.10
2015.03.03~2026.03.03
2022.08.15~2026.08.15
2016.11.15~2026.11.15
2022.09.28~2027.09.28
2017.11.24~2026.11.24
2017.02.20~2026.02.20
2022.07.01~2026.07.01
2018.03.06~2027.03.06
2022.08.01~2027.08.01
2022.07.13~2024.07.13
2020.03.24~2026.05.31
2021.08.05~2026.08.05
2022.05.06~2024.05.06
2022.01.21~2023.01.21
2022.10.26~2023.10.26
Range of interest
rates
Note 2

























































Mortgages
Notes
Other current financial assets
-
Notes receivable
Notes receivable
-
Notes receivable,
Other current financial assets
Other current financial assets
-
-
Notes receivable,
Other current financial assets
Notes receivable,
Other current financial assets
Notes receivable,
Other current financial assets
Other current financial assets
-
-
Real estate for sale
Real estate for sale
Investment property and real estate
Real estate for sale
Real estate for sale
Stock
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Investment property
Land for construction
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Land for construction
Construction in progress
Land for construction
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Other current financial assets,
Real estate for sale
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Construction in progress
Other current financial assets,
Land for construction
Construction in progress
Construction in progress
Construction in progress

Note 1: All the money is borrowed from the bank. Note 2: The range of interest rate is 1.700% 〜 3.25%.

78

Highwealth Construction Corp.

Statement of bonds payable

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Name of bonds
Corporate bonds
fourth
Corporate bonds sixth
Corporate bonds
seventh
Corporate bonds
eighth
Corporate bonds ninth
Corporate bonds tenth
Corporate bonds
eleventh
Less:Redeemble bonds
due within one year
Trustee
Jin Sun
International
bank
Land Bank
of Taiwan
Jin sun
International
Land Bank
of Taiwan
Jin sun
International
Land Bank
of Taiwan
Land Bank
of Taiwan
Date of
issuance
2018.05.28
2020.12.30
2020.12.30
2021.01.14
2021.01.14
2021.09.15
2.22.04.18
Date of
interest
paid
Yearly
Yearly
Yearly
Yearly
Yearly
Yearly
Yearly
Interest
rate
%
0.90
%
0.53
%
0.53
%
0.52
%
0.50
%
0.55
%
0.90
Amount Carrying amount
2,489,554
2,968,195
1,978,743
1,997,990
1,998,443
2,976,485
1,992,065
(2,489,554)
13,911,921
Method for repayment
Details of collateral
Paid at maturity
Other financial assets,
investment property, and
real estate for sale
Paid at maturity
Other financial
assets,and Land in
construction
Paid at maturity
Other financial assets,
and real estate for sale
Paid at maturity
Other financial assets,
and real estate for sale
Paid at maturity
Other financial assets,
and real estate for sale
Paid at maturity
Other financial assets,
and real estate for sale
Paid at maturity
Other financial assets,
and real estate for sale
Paid at maturity
Total amount
of issuance
$ 2,500,000
3,000,000
2,000,000
2,000,000
2,000,000
3,000,000
2,000,000
(2,500,000)
$ 14,000,000
Amount
converted
-
-
-
-
-
-
-
-
-
Balance on
December
31,2019
2,500,000
3,000,000
2,000,000
2,000,000
2,000,000
3,000,000
2,000,000
(2,500,000)
14,000,000
Amount
unamortized
(10,446)
(31,805)
(21,257)
(2,010)
(1,557)
(23,515)
(7,935)
10,446
(88,079)

79

Highwealth Construction Corp.

Statement of prepayments

December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Advance real estate receipts
Subtotal
Advance receipts- rent
Advance receipts, other
Summary
Fu Shan Section
Shan Jieh Section
Fong Gong Section
Wuri High Speed Rail
Huei Shun Second
Bo Xiao Second
Ching Sheng Second
Yu Guang 891
Huei An Third
Liu He Section
Zhongzheng Section
Shan Jieh Second
Si Tun Section
Da Gang Section
Huei An Fourth
Huei Shun Third
Shin Jheng Huei Min Third
Others
Amount
Note
$ 916,527
753,237
619,075
529,555
466,802
439,689
409,327
373,001
364,017
360,385
329,232
284,395
280,344
266,015
200,088
194,274
186,653
39,276
7,011,892
8,957
2,857
$
7,023,706

80

Highwealth Construction Corp.

Statement of operating revenue

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Land revenue
Building revenue
Rental revenue
Total
Amount
Note
$ 14,616,539
9,043,698
125,572
$
23,785,809

Statement of operating costs

Item
Land cost
Building cost
Rental cost
Total
Amount
Note
$ 7,655,440
8,965,179
86,556
$
16,707,175

81

Highwealth Construction Corp.

Statement of selling expenses

For the year ended December 31, 2022

(Expressed in thousands of New Taiwan Dollar)

Item
Salaries
Commission
Rental
Advertising
Depreciation
Other expense
Summary Amount
Note
$ 189,086
333,286
33,554
204,126
1,963
180,864
$
942,879

Statement of administrative expenses

Item
Salaries
Pension
Rental
Business trip expense
Repair and maintenance
Utilities
Insurance
Entertainment
Donation
Tax expense
Registration
Depreciation
Amortization
Board expense
Employee benefit
Charge of service
Other expense
Summary Amount
Note
$ 251,564
11,230
12,218
2,820
32,231
2,526
34,017
8,233
585,785
288,075
30,548
26,898
6,065
8,148
27,085
40,410
87,892
$
1,455,745