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HIWIN Annual Report 2021

Aug 10, 2021

51962_rns_2021-08-10_b7b21cb7-c6aa-4e31-859e-1869a8ab0962.pdf

Annual Report

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http://mops.twse.com.tw

2020

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2021 . 6 . 10

Table of Contents

Table of Contents
I. Letter to Shareholders........................................................................................................................................... 1
i. 2020 Business Report ........................................................................................................................ 2
ii. 2021 Business Plan Outline ............................................................................................................... 3
II. Company Profile.................................................................................................................................................... 5
III.Corporate Governance Report
i. Organization System ...................................................................................................................... 14
ii. Information of Directors and Major Managers ............................................................................. 16
iii. Implementation of Corporate Governance .................................................................................... 33
iv. Information on Accountants .......................................................................................................... 81
v. Information on Change of Accountant ........................................................................................... 82
vi. If the Company’s Chairman, General Manager and Managers Responsible for Financial and
Accounting Affairs Have Held Office in the CPA Firm or Any of Its Affiliated Companies
Within a Year, Their Names, Job Titles and the Periods During Which They Have Held Such
Office Should Be Disclosed
83
........................................................................................................................................................
vii. Transfer and Pledge of Shares by the Chairman, Supervisors, Managers and Shareholders
Holding more than 10% of the Company’s Shares within the Latest Year and up till the
Publication Date of This Annual Report
83
........................................................................................................................................................
viii. Information of the 10 Largest Shareholders Who Are Related as Stated in Statement of
Financial Accounting Standards No. 6, or Couples or Relatives Within the Second Degree of
Kinship
85
........................................................................................................................................................
ix. The Shareholdings and Joint Shareholding Held by the Company, its Directors, its
Supervisors, its Managers and Affiliates Controlled Directly or Indirectly by the Company in
the Same Invested Businesses
86
........................................................................................................................................................
IV. Capital Overview
i. Capital and Shares ......................................................................................................................... 87
ii. Issuance of Corporate Bond ......................................................................................................... 92
iii. Issuance of Preferred Stocks........................................................................................................ 92
iv. Issuance of Global Depositary Receipts (GDR) .......................................................................... 92
v. Exercise of Employee Stock Option Plan (ESOP)........................................................................ 92
vi. Acquisition of New Restricted Stock ........................................................................................... 92
vii. Mergers and Acquisitions of New Shares Issued by Other Companies ..................................... 92
viii. Execution of Capital Utilization Plan ........................................................................................ 92
V. Business Overview
i. Business Content ......................................................................................................................... 93
ii. Market, Production and Sales Status ............................................................................................ 103
iii. Employee Data of the Recent Two Years and Up to the Publication Date ................................. 106
iv. Information Regarding Expenditure on Environmental Protection ............................................. 106
v. Labor Relations ........................................................................................................................... 109
vi. Important Contracts ..................................................................................................................... 112

VI. Financial Overview

VI. Financial Overview
i. Condensed Balance Sheets and Statements of Income for the Past Five Years ................................. 114
ii. Financial Analyses for the Last Five Years ....................................................................................... 117
iii. The Audit Committee’s Audit Report of the Financial Report for the Past Year ............................ 121
iv. The Financial Report and the Accountant’s Audit Report for the Past Year .................................... 122
v. Consolidated Financial Statements Audited by CPA for the Past Year............................................. 122
vi. The Impacts of Any Financial Difficulties Encountered by the Company or Its Affiliates in the
Past Year and up to the Annual Report Publication Date on the Company’s Financial Status .......
122
VII. Review and Analysis of Financial Status, Financial Performance, and Risk Management
i. Financial Status ................................................................................................................................... 123
ii. Financial Performance ....................................................................................................................... 124
iii. Cash Flow ......................................................................................................................................... 125
iv. Effects of Major Capital Expenditure on Financial Business of the Past Year ................................ 125
v. Investment Policy of the Past Year, Main Causes for Profits or Losses, Improvement Plan and
Investment Plan for the Coming Year ...............................................................................................
125
vi. Risk Analysis .................................................................................................................................... 126
vii. Other Important Matters .................................................................................................................. 129
VIII. Special Disclosures
i. Information on Affiliates .................................................................................................................... 130
ii. Private Placement of Securities during the Past Year and up to the Annual Report Publication Date
..............................................................................................................................................................
134
iii. Holding or Disposal of Stocks of the Company by Subsidiaries in the Past Year and up to the
Annual Report Publication Date
134
.............................................................................................................................................................
iv. Other Necessary Supplemental Information ..................................................................................... 134
v. Events Having Significant Impacts on Shareholders’ Equity or Security Price According to
Article 36.2.2 of Securities Exchange Act in the Past Year and up to the Issuance of Annual 134
Report .............................................................................................................................................
Appendix
i. Financial Report of Recent Year and CPA Audit Report ................................................................. 135
ii. Independent Financial Report of Recent Year audited and signed by CPA ...................................... 208

I. Letter to shareholders

To HIWIN’s shareholders:

In 2020, the Covid-19 pandemic broke out and spread rapidly. The number of confirmed cases worldwide had exceeded 160 million. This has caused global economic recession and structural change in the supply chain. All industries are facing tremendous change. Among them, the machinery industry is one of the most severe impacted industries. HIWIN had still grown slightly under the pandemic, and consolidated revenue in 2020 reached 21.267 billion NTD, an increase of 5.2% compared to 2019, which is the second highest revenue in HIWIN’s history. During the harsh pandemic period, HIWIN not only actively served the new requirements of customers, but also executed early deployment in semiconductor, medical, 5G, automation equipment and other industries. With long-term investment in brand marketing and product research and development, we have greatly demonstrated our strong competitive strength!

In 2020, many countries have implemented lockdowns due to the pandemic. HIWIN uses smart electromechanical integration and system service differentiation to provide the strategic needs for industrial transformation and upgrading. We have successfully developed a number of well-known global customers against the pandemic. The direct drive (Torque Motor) rotary table independently developed by HIWIN cooperated with a well-known Japanese machine tool manufacturer for high-end five-axis machine. At the same time, we also use the innovative 3+1 axis combined machine and directly serve the precision component machining end users to improve its efficiency and quality; Furthermore, our wafer robots successfully installed and approved by major semiconductor manufacturers in Taiwan and South Korea, as well as semiconductor equipment suppliers in Japan. The i4.0BS intelligent ballscrew has gradually expanded from the machine tool industry to Japan's injection molding machine and Singapore's major semiconductor equipment manufacturer, and has also won the 2020 Taiwan Excellence Silver Award. The ballscrew for electrical vehicle’s steering system and the ballscrew for electrical vehicle’s brake system been developed by HIWIN and under testing with many European and American global 1[st] tier leading manufacturers for long term cooperation. HIWIN products and services have extended from supplying components, sub-systems, and system components to providing overall solutions for electromechanical integration. With long-term unique innovation and customized services, HIWIN has become an important partner for customers to practice Industrie 4.0 and smart manufacturing.

In terms of company operating performance and branding, we continue to gain recognition in Taiwan and abroad: for consumer and capital product brand competition, HIWIN ranked as 24th in Taiwan's International Brands in 2020, which is the recognition for HIWIN brand among fierce market competition. We have also passed the certification of IATF 16949 automotive quality management system and enabled us to step into the newgeneration automotive supply chain successfully. In addition, HIWIN won the BSI (British Standards Institute) outstanding sustainability award, TCSA's highest honor "Taiwan Top Ten Sustainability Model Enterprise Award", "Taiwan Enterprise Sustainability Report Gold Medal Award", "Innovative Growth Award and Talent Development Award". These awards and recognitions are the achievement of HIWIN team's long-term efforts in management, innovation and marketing. At the same time, HIWIN Group is also the vanguard of Taiwan's national mask team and the world team for supply of components to pandemic prevention medical equipment.

Looking forward to 2021, we foresee greater opportunity and market potential. HIWIN will continue to develop edge leading, competitive and value-added smart manufacturing and electromechanical integration services, uphold the belief of creating value to human’s well-being, and lead all HIWIN members work together to create an global leading brand. I look forward to have the continuous support and cooperation from all shareholders, business and banking community partners and government officials, in the coming year, so HIWIN cankeep shining in the world, and create another record high performance.

1

2020 Business Plan Implementation Results are as follow:

i. 2020 Business Report

(i) Business Plan Implementation Results

2020 consolidated financial statement revenue was NT$ 21,266,659 thousand, a 5% up from 2019’s NT$ 20,209,798 thousand; Operating Income was NT$ 1,732,474 thousand, a 28% drop from 2019’s 2,400,890 thousand; Pre-tax net income was NT$ 2,303,471 thousand, a 4% up from 2019’s 2,209,849 thousand; Consolidated net income attributed to stockholders of the company was NT$ 1,929,730 thousand, a 3% up from 2019’s 1,865,316 thousand; Earnings per share was at NT$ 6.05, a 3% up from 2019’s NT$5.85.

(ii) Financial Revenues and Expenditures and Profitability Analysis

1. Financial Revenues and Expenditures

1. Financial Revenues and Expenditures
Unit: thousand NTD
Year
Item
2020 Number of Certification of
Finance
Amoun Percentage
Net Operating Revenue 21,266,659 100
Cost of Goods Sold or Manufacturing 15,476,252 73
Gross Profit 5,790,407 27
Operating Expenses 4,057,933 19
Operating Income 1,732,474 8
Net Non-operating Revenue 570,997 3
Income before Tax 1,698,779 8
Consolidated Net Income Attributed to Stockholders of the Company 1,929,730 9

Note: This is a consolidated financial statement. The company did not disclose a budget plan in 2020, therefore no disclosure of the budget.

2. Profitability Analysis

fitability Analysis
Item 2020
Return on Asset (%) 3.91
Return on equity (%) 6.93
Profit Before Tax to Capital Stock (%) 69.62
Profit Margin (%) 7.99
Earnings Per Share (dollar) 6.05

(iii) Research and Development

  • 1.The R&D funding in 2020 was 5% of the revenue. There were 147 patent applications and 249 patent certifications acquired. Until the end of 2020, we have acquired 2,130 valid patent certifications.

  • 2.2020 domestic corporation rank in top 100 Intellectual Property Office by Ministry of Economic Affairs.

2

  • (1) 74th in patent application.

  • (2) 57th in invention patent announce certification.

  • (3) 41th in patent announce certification.

R&D result in metal steel and precision machinery fields is the best in the country and continues to stay on top.

  • 3.i4.0BS intelligent ballscrew won the 29th Taiwan Excellence Award Silver Award by the Ministry of Economic Affairs.

  • R&D Results:

  • (1) Mass production of the next-generation smart ball screw i4.0BS.

  • (2) Complete prototype development of composite high-speed turntable.

(3) The development and mass production of all specifications of cross-type linear slides have been completed.

(4) The development of the entire series of anti-torque linear slides and low assembly types has been completed.

ii. 2021 Business Plan Outline

(i) Business principle

  1. Accelerate the promotion of high-end smart manufacturing and electromechanical integration products, transform and upgrade, and drive revenue growth.

  2. Provide electromechanical integration system services and provide customers with solutions to create value and enhance competitiveness.

  3. Intelligent manufacturing and precise management in the factory to improve profitability.

  4. To improve the overall quality management and enhance the brand value of HIWIN.

  5. Continue to proceed global deployment and provide local rapid electromechanical integration services.

(ii) Estimated sales numbers and basis

  1. 2021 Estimated Sales Numbers are as follow:

Unit: thousand unit

21 Estimated Sales Numbers are as follow:
Unit: thousand unit
Product Type Sales Amount
Ballscrews 1,800-2,000
Linear Guideway 32,000-34,000
Industrial Robotics 3,300-3,800

2. Basis:

In accordance with global economy trend, operating environment in various industries, market demand and supply and competitive situation, analysis business developments of current clientele and development progress of potential clients, and consider various factors including production and sales balance as basis, to estimate the sales numbers of 2021.

(iii) Important production and sales policy

  1. The 3+1 axis strategy of the rotary table, serving the metal processing industry to upgrade the machine, and provide solutions for end customers.

  2. Accelerate the marketing of high-end new products and electromechanical integrated products to provide differentiation and competitiveness.

3

  1. Integrate HIWIN products, establish automation templates, and cooperate with system integration partners to provide industrial intelligent automation services.

  2. Build a global partner ecosystem (Partner Ecosystem) and become a system service channel for electromechanical integrated marketing.

  3. Real-time material/production/sales adjustment to ensure delivery competitiveness and healthy inventory management.

(iv) Future developing strategy

  • 1.Develop and integrate the total solutions system portfolio of the group's electromechanical products, and provide customers with original and intelligent manufacturing services.

  • 2.Promote the Torque Motor rotary table, assist the equipment industry and manufacturing industry to upgrade, and become the company's new main product. 3.Continue to invest in the research and development of smart machinery technology, develop i4.0 BS/i4.0 GW and expand more industrial applications.

  • 4.Enter the automobile production line and electric vehicle supply chain, and open up a new business map of the company.

  • 5.Expand the layout of global subsidiaries and distribution bases, and enhance competitiveness and differentiation with the full product service of electromechanical integration.

  • 6.Expand production capacity and build new plants: Taichung and Yunlin plants.

(v) Effects on external competition environment, regulation environment, and overall

operation environment

The overall business environment in 2021 will be a year in which many uncertain situations will gradually become clear. The Covid-19 vaccine will begin to be supplied, and the impact of the pandemic may gradually ease. However, the economic recovery status of each economy is different, and the imbalance between regions may increase. Major forecasting agencies all believe that the global economy and trade will grow in 2021. The industrial ecology of the post-pandemic economy, such as the continuous expansion of semiconductor demand, international crude oil and raw material prices, rising shipping fees, the accelerated development of electric vehicles by global automobile manufacturers, and the development of the global supply chain after the reorganization, all of these factors will have impact on company's operations. However, it’s also a great opportunity.

The policies of the three major economies under the dual impact of the pandemic and politics are the key to dominating the development of the global market, including President Biden of the United States taking office, his policy changes and whether sanctions against China continue, the trend of the US-China trade conflict, and whether China continues Dominate the economic recovery and the challenge of whether the Tokyo Olympics in Japan will still be held. In addition, the impact of Brexit on the economic performance of the European Union, the general elections in Germany and France and the test of the new government, the development of the five ASEAN countries and the Indian market will all have a significant impact on the global economic environment.

HIWIN continues to observe environmental changes, and early deployment of the group's electromechanical integration and high-end smart products and global service network. We are fully prepared for the economic development trend and global localized supply in the post-pandemic era. Challenges and opportunities are coexistence in 2021 which is also a great chance for HIWIN to break new ground and show our capabilities.

HIWIN Technologies CORP

Best Regards

Chuo-Wen Hen, Chairman

4

II. Company Profile

1. Establishment Date

1989 ● Established in October.

2. Company History

1992 ●Set up a subsidiary in USA.

  • ●Acquired ISO 9001 certification through SGS, UK.

  • 1993 ●Acquired HOLZER and set up a subsidiary in Germany.

  • ●Acquired Aircraft Quality Systems Approval by McDonnell Douglas Corp., USA.

  • ●Precision Ballscrew Awarded the 1st “Taiwan Excellence Silver Award”.

  • 1996 ●Merged with Finest Ballscrew Company, Taiwan

  • 1997 ●Acquired ISO 14001 certification from TÜV Germany

  • 1999 ●Linear Bearing Awarded the 7th “Taiwan Excellence Gold Award”.

  • ●Strategic alliance formed with Parker Hannifin, USA.

  • ●Set up a subsidiary in Japan.

  • 2000 ●HIWIN Germany reinvested HIWIN Switzerland

  • ●Awarded the “Excellence Award” of the 8th “Industrial Technology Advancement Award” from MOEA. t

  • ●Awarded the 1st “Industrial Excellence Award” by MOEA.

  • ●HIWIN Linear Guideway was Awarded the 8th “Taiwan Excellence Award”.

  • ●Ranked 79 in Top Patents 100 of National Institutional Corps in Taiwan.

  • 2001 ●HIWIN Germany reinvested HIWIN Czech Republic.

  • ●High Speed Ballscrew Awarded 9th “Taiwan Excellence Silver Award”.

  • ●Ranked 816th in Top 1,000 Manufacturers 2001 by Common Wealth Magazine.

  • 2002 ●Self-lubricated Linear Guideway Awarded the 10th “Taiwan Excellence Silver Award”.

  • ●Awarded the Gold Medal of the 11th “National Invention Award” by MOEA.

  • ●Awarded “Outstanding Promoter” of “National Award of Excellence-Taiwan”.

  • ●Ranked 65 in Top 100 Patents of National Institutional Corps in Taiwan.

  • ●Ranked 855 in Top 1,000 Manufacturers 2002 by Common Wealth Magazine.

  • ●Acquired OHASA 18001 Occupational Safety and Health Certificate by TÜV Germany.

  • 2003 ●Precision Linear Module was awarded the 11th “National Product Image Gold Award”. t

  • ●Purchased a land with an area of 15,332 tsubo in Yun-Lin Science Industrial Park and built plant in the first phase.

  • ●Ranked 734 in Top 1,000 Manufacturers 2003 by Common Wealth Magazine.

  • 2004 ●Awarded “Most Outstanding” of the 12th “Industrial Technology Advancement Award” by MOEA.

  • ●Continued the expansion of the new factory in Yun-Lin Science Industrial Park and started production.r

  • ●R&D Center in Tokyo, Japan was founded. n

  • ●Hosted the first HIWIN THESIS AWARDS.

  • ●Ranked 603 in Top 1,000 Manufacturers 2004 by Common Wealth Magazine.

  • 2005 ●Awarded the 2 Taiwan Superior Brands Award by Bureau of Foreign Trade, MOEA.

5

  • ●All-Electric Injection Molding Machine Ballscrew was awarded the 11th “National t Product Image Gold Award”.n

  • ●Selected “Enterprise Citizen” by Common Wealth Magazine.

  • ●Ranked 79 in Top 100 Patents of National Institutional Corps in Taiwan.

  • ●Ranked 552 in Top 1,000 Manufacturers 2005 by Common Wealth Magazine.

  • 2006 ●Won First Place in the competition of acquiring new land in Taichung Precision Machinery & Innovation Park planned by Taichung City Government among over 500 companies and got a land of 12,665 tsubo.

  • ●Awarded the 3 Taiwan Superior Brands Award by Bureau of Foreign Trade, MOEA. ●Super S Ballscrew Awarded the 14th “Taiwan Excellence Silver Award”. ●New factory started in Chicago, US. t

  • ●Ranked 40 in Top 100 Patents of National Institutional Corps in Taiwan.

  • ●Ranked 513 in Top 1,000 Manufacturers 2006 by Common Wealth Magazine.

  • 2007 ●Ranked 4 of “Excellence in Corporate Social Responsibility” honor in mid-size company category from Common Wealth Magazine.

  • ●Selected as the benchmarking company in “Flagship Enterprise Development Project” by MOEA.

  • ●Groundbreaking for the new headquarter in Taichung Precision Machinery & Innovation Park.

  • ●Acquired new land and started new plant in Tanzi.

  • ●Acquired ISAT certification from Applied Material (USA) and became a qualified supplier.

  • ●Ranked 32 in Top 100 Patents of National Institutional Corps in Taiwan. ●HIWIN Germany acquired new factory and land with an area of about over 2000 square t meters to merge with the old plant and expand production capacity.

  • ●RG Linear Guideway Awarded the 10th “Taiwan Excellence Silver Award”.

  • ●Ranked 440 in Top 1,000 Manufacturers 2007 by Common Wealth Magazine.

  • 2008 ●Ranked 3 of “Excellence in Corporate Social Responsibility” honor in mid-size company category from Common Wealth Magazine.

  • ●105,214 m² land in Dapumei Intelligent Industrial Park Registered.

  • ●E2 Series Awarded the 16th “Taiwan Excellence Gold Award”.

  • ●Awarded the Industry Contribution Award of “National Invention t

  • ●Award” 2008 from Intellectual Property Office, MOEA.

  • ●Hosted the first HIWIN Intelligence Robotic Competition.

  • ●Ranked 36 in Top 100 Patents of National Institutional Corps 2008 in Taiwan. t

  • ●Obtained the certification of Taiwan Occupational Safety & Health Management System (TOSHMS).

  • ●Ranked 380 in Top 1,000 Manufacturers 2008 by Common Wealth Magazine.

  • 2009 ●Ranked 3 of “Excellence in Corporate Social Responsibility” honor in mid- size company category from Common Wealth Magazine.

  • ●Energy Conservation Driving Module R1 Series was Awarded the 17th “Taiwan Excellence Gold Award”.

  • ●Stocks are listed for public trading

  • ●Awarded Taiwan Superior Brands Award 2009 by Bureau of Foreign Trade, MOEA.

  • ●CEO was honored the Gold Merit winner of National Innovation Award (Individual Category) by Intellectual Property Office, MOEA.

6

  • ●Honored with the Excellent Corp. Award for Reserve Military Officer by Ministry of National Defense. r

  • ●20th anniversary of HIWIN. s

  • ●Reinvested MegaFabs Motion Systems LTD in Israel.

  • ●Ranked 33 in Top 100 Patents of National Institutional Corps 2009 in Taiwan.

  • ●Ranked 471 in Top 1,000 Manufacturers 2009 by Common Wealth Magazine.

  • 2010 ●Additional 29,514 m² land in Dapumei intelligent Industrial Park Registered, total land area reaching 45,286 m². t

  • ●Energy Conservation Driving Module SK Series Awarded the 18th “Taiwan Excellence Gold Award”.

  • ●Ranked 59 in Top 100 Patents of National Institutional Corps 2010 in Taiwan.

  • ●Received the 2 Contribution Award for Job Creation 2010 from Executive Yuan.

  • ●Honored with the Contribution Award for Providing Job Opportunities to Veterans by Executive Yuan.

  • ●Received the Contribution Award for Job Creation from Taichung City Government. ●Awarded the National Champion Award by MOEA for committing public facilities n green landscaping, and employing specialists for long term maintenance.

●Ranked 313s in Top 1,000 Manufacturers 2010 by Common Wealth Magazine. ●Ranked 2 of “Excellence in Corporate Social Responsibility” honor in mid-size

company category from Common Wealth Magazine.

  • 2011 ●Received Contribution Award for Job Creation from Executive Yuan.

  • ●Energy-Saving & Thermal-Controlling Ballscrew C1 Series Awarded the 19th

  • “Taiwan Excellence Gold Award”.

  • ●Awarded Taiwan Top 100 Brands by Bureau of Foreign Trade, MOEA.

  • ●Awarded the first “Monte Jade Innovation Award” by Monte Jade Science and Technology Association.

  • ●Awarded the first “Taiwan Green Classic Award” by MOEA.

  • ●Awarded Taiwan Top 10 Innovative Enterprises 2011 by MOEA.

  • ●Awarded National Enterprises Innovation Award.

  • ●Received the “Taiwan Train Quality System-Enterprise TTQS” Silver Award.

  • ●Hosted 1st Annual HIWIN Doctoral Dissertation Award.

  • ●CEO was honored with the Management of Technology Award from Chinese Society for Management of Technology.

  • ●CEO was honored with SUPER MVP Manager of the year from Manager Today Magazine.

  • ●CEO was awarded the Honorary Doctor of Engineering from National Kaohsiung First r University of Science & Technology.

  • ●CEO received the Honorary Professor glory from Dalian University of Technology. ●Ranked 33 in Top 100 Patents of National Institutional Corps 2011 in Taiwan.

  • ●Ranked 223rdin Top 1,000 Manufacturers 2011 from Common Wealth Magazine.

  • 2012 ●Honored with the Contribution Award for providing job opportunities to alternative military service from Ministry of the Interior.

  • ●Acquired Greenhouse Gases Emissions ISO14064-1 Certificate.

  • ●Acquired Product Carbon Footprint PAS 2050 Certificate.

  • ●Ranked No.1 of the Best Business Performance from 2009~2011 by Common Wealth Magazine.

7

  • ●Awarded for the safety working environment record of continuously occupational accidents or injuries free by Council of Labor Affairs.

  • ●Ranked the No.21 of the Taiwan “2012 Excellence in Corporate Social Responsibility” under the category of large-scale enterprise by Common Wealth Magazine.

  • ●Recirculation Divide Ballscrew RD Series Awarded with the 20th “Taiwan Excellence Gold Award”.

  • ●The new HIWIN Global Headquarter and R&D Center were officially opened.

  • ●Forbes 2012 Honor “200 Best Under a Billion”.

  • ●Awarded “Taiwan Top 20 Innovative Enterprises” in 2012 by Ministry of Economic Affairs.

  • ●TTQS Certificate of Taiwan Train Quality System Enterprise Version Gold. t ●CEO was awarded the Honorary Doctor of Business Administration from National Chung Cheng University.

  • ●Ranked 257 in Top 1,000 Manufacturers 2012 from Common Wealth Magazine.

  • ●CEO was awarded the 6th National Excellence Manager Outstanding Achievement Award by Chinese Professional Management Association

  • ●Associate Vice President Dr. Jerry Chiu was awarded the 30th National Excellence R&D Manager Award.

  • ●Operational Headquarters Received the honor of “Taichung Outstanding Healthy Workplace” by Bureau of Health Promotion, Department of Health, ROC.

  • 2013 ●Awarded the first Taiwan Mittelstand Award.

  • ●Crossed Roller Bearing Series Awarded with the 21st “Taiwan Excellence Gold Award” .

  • ●Received the “Taiwan Train Quality System-Enterprise TTQS” Gold Award.

  • ●Acquired ISO13485 certification.

  • ●Honored with the SGS Merit Award by SGS Yarsley Ltd., UK.

  • ●Awarded “Taiwan Top 20 Innovative Enterprises” by Ministry of Economic Affairs.

  • ●CEO was awarded the Honorary Alumnus with Golden Eagle Award by Tamkang University.

  • ●Started Management Associate Program to develop international marketing talents.

  • ●HIWIN signed the Industry-Academy Collaboration contract with Taichung Industrial High School and National Taiwan University of Science and Technology, to foster the future leaders.

  • ●“Chuo Yung-Tong Memorial Library” donation contract signing ceremony was held th

  • in Dec. 2013.

  • ●HIWIN released the first “Corporate Social Responsibility Report”.

  • ●Subsidiaries in Singapore, South Korea, and Italy, were founded.

  • ●Ranked 259 in Top 1,000 Manufacturers 2013 from Common Wealth Magazine.

  • 2014 ●Tangential External Recirculation Ballscrew Super T Series Awarded with the 22nd “Taiwan Excellence Gold Award”.

  • ●Introduced the Toyota Production System (TPS) for improvement.

  • ●Ranked No.50 of “The World’s Most Innovative Growth Companies 2014” by Forbes.

  • ●HIWIN was selected as No.1 weighted component in the investment benchmark Index “The ROBO-STOX Global Robotics & Automation Index “among 81 promising worldwide companies.

  • HIWIN established collaborative research centers with National Tsing Hua University.

8

  • ●HIWIN-MPEI (Moscow Power Engineering Institute) Precision Electrical Engineering Research Center established.

  • ●HIWIN teamed up with industrial computer supplier Advantech Co.

  • ●Stone ceremony for the second factory of HIWIN GmbH was held.

  • ●Awarded Taiwan Top 20 Innovative Enterprises by MOEA.

  • ●HIWIN Robotic Gait Training System acquired the CE Medical Devices Certificate.

  • ●Subsidiary in Suzhou, China, was founded.

  • ●Held the groundbreaking ceremony of “Chuo Yung-Tong Memorial Library”.

  • ●Awarded the “Taiwan Corporate Sustainability Awards (TCSA)” and honored with th

  • “Social Inclusion Award”.

  • ●Selected as one of the favorite enterprises for R&D alternative service.

  • ●Acquired the Certification of Taiwan Intellectual Property Management System (TIPS).

  • ●Ranked 227 in Top 1,000 Manufacturers 2014 from Common Wealth Magazine.

  • 2015 ●Acquired 48% stake in Luren Precision Co., Ltd.

  • ●Acquired the certification of ISO 50001 Energy Management System.

  • ●Ranked No.37 of “The World’s Most Innovative Growth Companies 2015” by Forbes.

  • ●Robotic Gait Training System MRG-P100 Awarded with the 23rd “Taiwan Excellence Gold Award”.

  • ●General Manager Enid Tsai was honored “50 Power Businesswomen in Asia” by Forbes, the only one from Taiwan.

  • ●Released “Corporate Social Responsibility Report” 2013~2014 and acquired AA1000 certification.

  • ●Awarded Taiwan Corporate Sustainability Awards (TCSA) and Growth through Innovation Awards.

  • ●Ranked the No.31 of the Taiwan “Excellence in Corporate Social Responsibility” under the category of large-scale enterprise by Common Wealth Magazine.

  • ●Cooperated with China Medical University to set up a R&D Center.

  • ●Entered Top 20 Innovative Companies selected by MOEA.

  • ●Started a new project of “Jingke Plant II”.

  • ●Held the groundbreaking ceremony of dormitories of Taichung City Precision Machinery Innovation Technology Park.

  • th

  • ●CEO was awarded an honorary doctorate of philosophy from National Tsing Hua University and an honorary doctorate of engineering from Taiwan University of Technology.

  • ●Ranked 220 in Top 1,000 Manufacturers 2015 from Common Wealth Magazine.

  • 2016 ●Rated as No.5 in Top100 Global Growth Enterprises by Nikkei Business Publications.

  • ●Held cornerstone-laying ceremony for a new plant of HIWIN China.

  • ●Ranked in the top 5 percent of listed companies in the 2 Corporate Governance Evaluation.

  • ●The single axis robot module (HM series) won iF and Red Dot awards.

  • ●Delta Robot, a parallel one, won Taiwan Excellence Silver Award.

  • ●CEO Ranked 25 in Top 50 Taiwanese CEOs 2015 selected by Harvard Business Review.

  • ●Signed a memorandum with IRCAD/AITS on “Robotic Endoscope Holder” surgery training courses and promotion.

  • ●Chairman Eric Y. T. Chuo received an honorary doctorate of science from China Medical University.

9

●CNC rotating table achieved EU CE certification. t

  • ●HIWIN and Etron signed a memorandum.

  • ●HIWIN, HIWIN MIKROSYSTEM and Global MEMS signed a memorandum.

  • ●Awarded “The 17 National Standardization Award” by the Bureau of Standards, Metrology & Inspection, MOEA.

  • New factory started in the 2 factory area in HIWIN Germany.

  • Awarded “Taiwan Corporate Social Award”, “Taiwan Corporate Social Award-People Development Awards”, and the “Gold Award of Top 50 Taiwan Corporate Sustainability Reports” by Taiwan Institute for Sustainable Energy.

  • HIWIN and Siemens signed a memorandum.

  • ●Held the groundbreaking ceremony of a new factory in Chiayi Dapumei Precision Machinery Park.

  • ●Robotic Gait Training System achieved SNQ certification and won the bronze medal of “National Biotechnology & Medical Care Quality Awards”.

  • ●General Manager Enid Tsai won Kwol-Ting Li’s Management Award.

  • ●Assistant General Manager Wu Yueqin was selected as Excellent Accountant.

  • ●Executive Assistant Manager Liao Kehuang won National Manager Excellence Award.

  • ●Executive Assistant Manager Chen Congren National Production Manager Excellence Award.

  • ●Ranked the No.14 of the Taiwan “Excellence in Corporate Social Responsibility” under the category of large-scale enterprise by Common Wealth Magazine.

  • 2017 ●Signed a contract “Exported Litchi Cultivation Pattern and Value-Added Key Preservation Technology” with National Chung Hsing University and Taiping District Farmers’ Association.

  • ●Wafer Robot won the 25tTaiwan Excellence Silver Award.

  • ●Ranked in the top 5 percent of listed companies in the 3 Corporate Governance Evaluation.

  • ●Ranked 201sin Top 1,000 Manufacturers 2016 from Common Wealth Magazine.

  • ●Obtained market license from TFDA for the “Bath Assistive Equipment”

  • ●Ranked as No.1 in ASIA 300 Index for 179% market value increased rate in one year by Nikkei Business Publications.

  • ●Awarded 2017 “Good Design Award” in Japan for the electric gripper.

  • ●Awarded “Sustainable Practice Award” by BSI Standard.

  • ●Held the ceremony of new plant started in HIWIN China.

  • ●Held the opening ceremony for “Chuo Yung-Tong Memorial Library”.

  • ●CG series won the 26 Taiwan Excellence Silver Award.

  • ●Acquired the Certification of Taiwan Intellectual Property Management System (TIPS) for 4 years in a row. t

  • ●Awarded Gold in Taiwan Corporate Sustainability Awards (TCSA) in Electronic t Information Manufacturing Group.

  • ●CEO was awarded Outstanding Award in the 4 National Intelligence Award. t ●General Manager Enid Tsai was recognized in the 35 National General Manager Award.

  • 2018 ●Ranked in the top 5 percent of listed companies in the 4th Corporate Governance Evaluation.

  • ●Ranked 163rdin Top 1,000 Manufacturers 2017 from Common Wealth Magazine.

10

  • ●Ranked 534tin Top 1,000 market value in Cross-Strait 2018 from Business Today.

  • ●The endoscope supporting robotic arm MTG-H100 series was awarded the Gold Medal of the 27th Taiwan Excellence Award

  • ●The micro ballscrew Super Z series, was awarded the Silver Medal of the 27th Taiwan Excellence Award

  • ●Received the Certificate of the Taiwan Intellectual Property Management System

  • ●The Equipment Front End Module received the SEMI S2 international safety provisions certification

  • ●The smart ballscrew i4.0BS was awarded the 2018 International Innovation Award

  • ●Received the TCSA’s “Top 50 Comprehensive Performances Award”, “Individual Performance- Innovative Growth Award”, “Individual Performance- Gender Equality Award”, “Individual Performance- Talent Development Award”, and the Gold Medal for the “Reporting Category - Electronic Information Manufacturing Group”

  • ●Received the “Outstanding Sustainability Award” from the British Standards Institution

  • ●Received an A grade certificate of the Japanese Sumitomo Group’s hard labor evaluation

  • ●The subsidiary in Germany received the “Best Supplier Award” from HELLER

  • ●HIWIN signed a memorandum of cooperation with Gyeonggi-do, South Korea

  • ●Received the Ministry of the Interior Alternative Service Excellence Award

  • ●HIWIN Group’s President Chuo,Yung-Tsai was recognized by the Harvard Business Review as the 8th most powerful Taiwanese CEO of 2018

  • ●HIWIN Group’s President Chuo,Yung-Tsai was named an honorary professor by National Chin-Yi University of Technology

  • ●Senior Manager Chiang, He-Shen was selected as Excellent Accountant

  • ●Collaborated with Mr. Wang-Tse in the Taiwan Design Exhibition, with the HIWIN robotic arms demonstrating their “two arms three kettles” brewing techniques

  • ●Funded the key module for the Earth’s largest mechanical flower “Listen to the Blossoms” at the Taichung World Flora Exposition

  • ●HIWIN Robotics collaborated with the National Taiwan Orchestra and dance groups, in a stage performance of “What Happened?”

  • ●HIWIN Robotics integrated inter-departmentally with National Taiwan University of Arts, in the stage performances of “DaDa’s Dream Music Note” and “Island Times”

  • ●HIWIN Robotics collaboratively promoted the “Greater Taichung Lychee ValueAdding Preservation Key Technique” project with National Chung Hsing University and the Taiping District Farmers’ Association, and held the “Taichung Promotional Event of Beautiful Lychee” in Tokyo, Japan, making an effort for Taiwanese Agriculture

  • 2019 ●The third-generation cooling ballscrew received the Outstanding Award of the Statistics Monitoring Machine Tool Key Components Category at the 2019 14th Annual Machine Tools “R&D Innovative Products” Competition

  • ●Passed the Occupational Health and Safety Management System’s ISO 45001 International Standards Certification

  • ●Ranked 124th in CommonWealth Magazine’s 2018 “1,000 Biggest in the Manufacture Industry”

  • ●Ranked 869th in Business Today’s 2019 “1,000 Biggest Three Places Across The Strait”

11

  • ●Received a ranking of the 9th Place of the CommonWealth Magazine’s “2000 Biggest Enterprises”, Top 50 Best Operation Performances in Manufacture

  • ●The linear guideway was awarded the Gold Medal of the 2018 National Creative Invention Award

  • ●Ranked 16th in Nikkei’s ASIA 300

  • ●Ranked in Forbes Magazine’s Best 200 Enterprises in Asia 2019

  • ●Won the 2019 CommonHealth Magazine’s "CHR Healthy Corporate Citizen" Innovation Award.

  • ●President Chuo Yung Tsai won the "Entrepreneur of the Year Award" from Enterprise Asia

  • ●Received the "Gold Trade Award” of the Best Trade Contribution Award from the Bureau of Foreign Trade of the Ministry of Economic Affairs in 2018.

  • ●Won the 2019 Taiwan International Brand Star of Potential.

  • ●Won the "Gold Award" and the "Jury Special Award" of the 14th Arts and Businesses Award from the Ministry of Culture.

  • ●The WUT / WTI series of harmonic reducer won the Gold Medal of the 28th Taiwan Excellence Award.

  • ●Won the TCSA Taiwan Enterprise Sustainability Award "Comprehensive Performance Award-Taiwan TOP50 Sustainability Enterprise Award", "Single Performance AwardSocial Inclusion Award" and "Corporate Sustainability Report Award-Gold Medal".

  • ●Won the "Sustainable Excellence Award" from British Standards Association.

  • ●Integrated with the National Taiwan Symphony Orchestra and Dance Dance in a crossdisciplinary manner, and performed the "Dialogue of Technology and Art" stage show at the Taichung National Opera House.

  • ●The HIWIN lower limb strength training machine won the 2019 International Innovation Award.

  • 2020 ● When the National Team of Mask Equipment of Taiwan is formed, we participate in the first time. We are the pioneer of pandemic prevention of the mask manufacturing team.

  • ●Common Wealth Magazine ranked 173rd in the “Top 1000 Manufacturing Industries” in 2019.

  • ●Ranked 29th in the 2020 CSR Top 100 Corporate Citizens of Common Wealth Magazine.

  • ●The President of HIWIN Group Zhuo Yongcai was ranked 17th in the Harvard Business Review's 2020 Taiwan Top 100 CEOs, and has been honored and affirmed for three consecutive years.

  • ●Automotive precision ball screws have obtained IATF 16949 automotive quality management system certification, which is an active layout for entering the newgeneration automotive supply chain.

  • ●Cooperate with China Medical University to join the R&D Center and signed the second five-year plan to continue to cultivate more medical professionals.

  • ●Won the 24th award of 2020 Taiwan's best international brand by the Ministry of Economic Affairs.

  • ●Won the TCSA Taiwan Enterprise Sustainability Award "Taiwan Top Ten Sustainability Model Companies Award", "Taiwan Enterprise Sustainability ReportPlatinum Award", "Single Performance-Innovation Growth Award" and "Single Performance-Talent Development Award".

12

  • ●Won the "Outstanding Resilience Award" from the BSI British Standards Institute.

  • ●Cooperate with the affiliated hospital of Sun Yat-Sen Medical University to create the first "MIT Robotic Arm Clinical Surgery Teaching Field" in Taiwan. It is hoped that more people can be benefited in the future, regardless of rich or poor, who can enjoy precision medicine.

  • ●i4.0BS intelligent ball-screw won the 29th Taiwan Excellence Award [Silver Award]; the high-precision Torque Motor rotary table RAS-170 was selected for the 29th Taiwan Excellence Award.

  • ●Passed ISO ISO14046 verification of water footprint

  • 2021 ●Ranked in the top 5 percent of listed companies in the 7thtCorporate Governance Evaluation.

  • ●Ranked 15th in the Top 100 of V- reverse in the Top 200 in Resilience Corporate of Common Wealth Magazine

  • ●Ranked 163 in Top 1,000 Manufacturers 2020 by Common Wealth Magazine.

13

III. Corporate Governance Report

i. Organization System

(i) Organization Chart

==> picture [434 x 342] intentionally omitted <==

(ii) Operating Functions of Each Main Department

  • Audit Office

Corporate management risk assessment and normal audit

  • Chairman Room

  • The company’s business objective setting, promotion of major plans, business performance appraisal and analysis, activity planning, brand management, overseas procurement, legal management and intellectual property management

  • Human Resource Department Planning, management, selection, training and retention of human resource, and educational training

  • Labor Security and Environmental Protection Department Having specific responsibility for environmental protection and health, labor safety and health, and plant safety management

  • Management Department

  • Building and maintaining the general affairs management system

  • Financial Section Budgeting and capital planning, financial affairs, accounting and taxation planning, and evaluation management of overseas subsidiaries reinvestment companies

  • Purchasing Department

Domestic procurement of production equipment and raw materials

  • Storage and Transportation Department Warehouse management of raw materials, semi-finished products and finished products, and product shipping

14

  • Information Section

  • Information system planning, software development, safety and operation of maintenance information network system

  • Global Marketing Business Group Marketing management, market survey, new product planning, market expanding and customer service

  • Overseas Subsidiary

  • Marketing management, market survey, new product planning, market expanding, customer service and product processing and manufacturing

  • Production Business Group Manufacturing of products, including ball screws, linear guideway, linear bearing, special bearing and robots

  • System Development Business Group Equipment development, design, assembling and maintenance, system product development and manufacturing, and plant electric system maintenance

  • Product Development Business Group Research and development of new products and subsystem products, drawing design, and customers’ technology consulting

  • Project Development Department Research and development of major new products and equipment, and project planning and implementation

  • Quality Assurance Department

  • Product quality system building, implementation and auditing, and quality control.

15

ii. Information of Directors and Major Managers

(i) Information of Directors

April 30th, 2021 Unit: Shares: %

==> picture [762 x 425] intentionally omitted <==

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

Shares Held With Spouse or a Relative
Current Shares
Shares Held at the Current Shares under the Within the Second Degree of
Held by Spouse and
Date of Selection Held Names of Kinship Who Are a Director
Minor Children
Others Major Current Position or Supervisor
Experiences in This Company
(Education and Other
Background) Companies
Chairman and co-
CEO of HIWIN
Technologies
CORP
Chairman of:
-HIWIN
Corporate
Management
Company
-Chairman of
HIWIN Italy
(Legal
Representative)
Master of
Co-Chairman of:
Business
Chuo, -Eterbright Solar Eric
3 Administrati Father
Chairman Taiwan Wen- M 20190628 Years 19930816 6,112,237 2.03% 6,629,808 2.01% 200.000 0.01% - - on at Corporation Direcor Y. T. and Son Note 1
Hen -Matrix Precision Chuo
Dominican
University Co.
Director of:
-HIWIN
America,
-HIWIN
Singapore
-HIWIN South
Korea
-Matrix Corp
UK(Legal
Representative)
-HIWIN
Investment
Corporation
Title Name Gender Term Remarks
Nationality (Selection)
or Place of Registration Date of First Selection Shares Ratio Shares Ratio Shares Ratio Ratio Title Name
Date of Assumption of Duty Number of Shareholding Number of Shareholding Number of Shareholding Number of Shareholding Relationship
----- End of picture text -----

16

-Everfortune
A.I.(Legal
Representative)
-HIWIN
Education
Foundation
Co-
Chairman
Taiwan Chen,
Chin-
Tsai
M 20190628 3
Years
19891203 4,180,956 1.39% 3,818,812 3,112,615 0.94% - - -Master of
Public
Administrati
o n at
University of
San
Francisco
-Master of
Accounting
at Tamkang
University
Deputy chairman
of this company,
WIN
Semiconductors
Corp., Inventec
Solar Energy
Corporation and
Kinmac Solar
Corporation,
director of ITEQ
Corporation,
independent
director of Tong
Hsing Electronic
Industries
Limited and
Kinsus
Interconnect
Technology
Corp., director of
Namchow
Chemical
Industrial Ltd.
and Namchow
Chemical
Industrial Co.,
Ltd., and
supervisor of
Taipei Financial
Center
Corporation.
- - - -
1.15%

17

Director M 3
Years
19890926 13,453,495 4.48% 13,954,135 4.22% 1,225,063 0.37% - - Master of
Management
at University
of San
Francisco -
Honorary
Doctor of
Management
at National
Chung
Cheng
University
-Honorary
Doctor of
Engineering
at National
Kaohsiung
First
University of
Science and
Technology
-Honorary
Doctor of
Engineering
at Taiwan
University of
Technology
-Honorary
Doctor of
Philosophy
at National
Tsing Hua
University
-Honorary
Doctor of
Science at
China
Medical
University
CEO of HIWIN
Technologies
CORP
Chairman of:
-HIWIN America
-HIWIN
Germany
-HIWIN Japan
and General
manager
-HIWIN
Singapore
-HIWIN South
Korea
-HIWIN China
-HIWIN
Switzerland
-HIWIN
Mikrosystem
Ltd.(Legal
Representative)
-Eterbright Solar
Corporation(Lega
l Representative)
-Matrix Precision
Co.and General
Manager
-HIWIN
Investment
Corporation
-HIWIN
Education
Foundation
Chairman Chuo
Wenhe
n g
Father
and Son
Chuo,
Yung-
Taiwan 20190628

Tsai

18

Director Tsai,
Huey-
Chin
F 20190628 3
Years
19890926 4,372,885 1.45% 4,000,010 1.21% - - - - Doctor of
Organization
al
Psychology
at Philips
Academy
General and co-
CEO of HIWIN
Technologies
CORP.
Chairman of
HIWIN
Healthcare Corp.
Director of:
-HIWIN America
-HIWIN Japan
-HIWIN China
-HIWIN
Investments
-Matrix Precision
Co.(Legal
Representative)
-HIWIN
Education
Foundation
- - -
Taiwan
Director Taiwan Lee,
Shun-
Chin
M 20190628 3
Years
19891203 2.50% 406,682 0.12% - - Certification
of
completion
in high level
management
at UC
Berkeley
Certification
of
completion
in EMBA at
Feng Chia
University
Chairman of:
-Zhengjie
Enterprise
Limited
-Naqiang Limited
-Zhengyung
Limited
-
Yungqiang(Legal
Representative)
Director of:
-Eterbright Solar
Corporation
-HIWIN
Mikrosystem
Ltd.(Legal
Representative)
- - -
7,394,267 2.46% 8,261,391
Director Taiwan Sanko
Invest
ments
Ltd.
- 20190628 3
Years
20040630 1.21% - - - - - Director of East
Steel Co., Ltd.
Director of
Taiwan Steel
Tower Co., Ltd.
- - -
4,011,651 1.33% 3,997,209

19

Represe
ntative:
Huang
Ching-
Yi
F 20190928 20190928 3,288 304 - - - - Fu Yan
University
Graduated
from
Department
of
International
TradeVirgini
a, United
StatesOld
Dominion
University,
MBA
Chairman of:
- Sanko
Investments
Ltd.
- Taipei
Sanxing Charity
Foundation
- - - Note 2
0.00% 0.00%
Independ
ent
Director
Taiwan Chiang,
Cheng -
Ho
228,456 0.07% Master of
Administrati
on at
National
Chengchi
University
Member of the
company’s Audit
Committee
Member of the
company’s
Remuneration
Committee
M 20190628 3
Y
20080624 - - - -
ears
Independ
ent
Director
Taiwan Chen ,
Ching
-Hui
F 20190628 3
Years
20160628 - - - - - - - - Department
of Business,
College of
Law,
National
Taiwan
University
Member of the
company’s Audit
Committee
Member of the
company’s
Remuneration
Committee
- - -
Independ
ent
Director
Chairman
Taiwan
Taiwan
Tu,
Li-
Ming
F 20190628 3
Years
20170628 - - - - - - - - Graduated
from
Business
Administrati
on
Department
of Tamkang
University
Member of the
company’s Audit
Committee
Member of the
company’s
Remuneration
Committee
- - -

Note 1: The chairman and the general manager or the equivalent (the top manager) are the same person, and are spouses, or relatives within the first degree: none

20

April 30th, 2021

1. Primary Shareholders of Institutional Shareholders


April30th,2021

April30th,2021
Name of Institutional Shareholders Main Shareholders
Sanko Investments Limited Huang Chin-Yi 33.33%
Huang Yi-Cang 33.33%
Huang Xiao-Yu 33.33%

2. Information of Directors

Requirements
Name
Whether work experience of over 5 years
and professional qualifications below are
equipped
Conformity to Independence The number
of other
public
compani es
where posts
of independ
ent directors
are held by
these people
Judge,
procurator,
lawyer,
accountant
or
professional
technical
personnel
(having
national
certificates)
related to
company
business
Work experien
ce in commerc
e, law, finance,
or accounti ng
or required by
company
business
1 2 3 4 7 8 9 10 11 12
The title
ranks
above
lecturer in
department
of
commerce,
law,
accounting
or related
to
company
business
public and
private
universities
and
colleges.
5 6
Chairman:Chuo,Wen-
Hen
Deputy Chairman:
Chen,Chin-Tsai
3
Director: Chuo,Yung-
Tsai
Director: Tsai, Hui-
Quing
Director: Lee,Shun-
Chin
Director: Representative
of San Hsin Investment
Co.Ltd.: Huang, Jing-Yi
Independent Director:
Chiang,Cheng -Ho
Independent Director:
Ching-Hui Chen
Independent Director:
Tu,Li-Ming

Directors and supervisors who meet the following conditions during the two years prior to election and during their tenure of office, please mark "✓" in the space below each condition code:

  • (1) Not an employee of the Company or other affiliates;

  • (2) Not a director or supervisor of the Company (the same does not apply if the person is an independent director of the parent company or subsidiaries where the company have over 50% voting shares directly or indirectly);

21

  • (3) Non-self and his spouse, minor children, or other natural person shareholders who hold more than 1% of the total issued shares of the company in the name of others or the top ten shareholders.

  • (4) Not managers listed in (1) or the spouse of personnel listed in (2), (3), relatives within the second degree, or the blood relatives within the third degree.

  • (5) Not directors, supervisors or directors of corporate shareholders who directly hold more than 5% of the company's total issued shares, top five shareholders, or appointed representatives to act as company directors or supervisors in accordance with paragraph 1 or 2 of Article 27 of the Company Act (but if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, it is not limited to this).

  • (6) Not directors, supervisors or employees of other companies who are controlled by the same person as many than half of the shares or voting rights (but if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, it is not limited to this)

  • (7) Not directors, supervisors, or employees of other companies or institutions that are the same person or spouse with the company ’s chairman, general manager or equivalent (but if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, it is not limited to this)

  • (8) Not directors, supervisors, managers or shareholders of specific companies or institutions that do not have financial or business dealings with the company or holding more than 5% of shares (but if specific companies or institutions hold more than 20% but not more than 50% of issued company shares, and the independent directors established by the company and its parent company, subsidiary company or subsidiary company of the same parent company in accordance with this law or local national laws and regulations concurrently serve each other, this limit shall not apply).

  • (9) Not professionals, sole proprietorships, partnerships, companies or institutions that do not provide audits for companies or related companies or business, legal, financial, accounting and other related services that do not exceed NT $ 500,000 in cumulative compensation in the past two years Business owners, partners, directors (directors), supervisors (supervisors), managers and their spouses. However, members of the Salary and Compensation Committee, Public Acquisition Review Committee, or M&A Special Committee that perform their duties in accordance with the relevant laws and regulations of the Securities Exchange Act or the Corporate M&A Act are not limited to this.

  • (10) Not the spouse or a relative within the second degree of kinship of any other director of the Company.

  • (11) Not being involved in any of the situations set forth in Article 30 of the Company Act.

  • (12) Not a government agency, corporation, or its representative set forth in Article 27 of the Company Act.

22

(ii)Information of General Managers, Vice General Managers, Assistant Managers, and Directors of Departments and Branches

April 30th, 2021


April 30th, 2021

April 30th, 2021

April 30th, 2021
Title Nationality
or
Registration
Place
Name Gender Date of
Assumption
of Duty
(Note 1)
Shares Held Shares Held Now by
Spouse and Minor
Children
Shares Held under the
Names of Others
Main Experiences
(Education
Background)
Posts Held in
Other Companies
Now
With Spouse or a Relative Within
the Second Degree of Kinship
Who Are a Manager
Number of
Shares
Shareholding
Ratio
Number of
Shares
Number
of
Shares
Shareholding
Ratio
Title Name Relation
ship
Shareholdi
ng Ratio
Chief
Executive
Officer
Taiwan Chuo,Yung-
Tsai
M 20190628 4.22% - Master of
Management at
University of San
Francisco Honorary
Doctor of
Management at
National Chung
Cheng University
Honorary Doctor of
Engineering at
National
Kaohsiung First
University of
Science and
Technology
Honorary Doctor of
Engineering at
Taiwan University
of Technology
Honorary Doctor of
Philosophy at
National Tsing Hua
University
Honorary Doctor of
Science at China
Medical University

Chairman of:
-HIWIN America
-HIWIN Germany
-HIWIN Japan and
General Manager
-HIWIN Singapore
-HIWIN South
Korea
-HIWIN China
-HIWIN
Switzerland
-HIWIN
Mikrosystem Corp
(Legal
Representative)
-Eterbright Solar
Corporation(Legal
Representative)
-Matrix Precision
Co., Ltd. and
General Manager
-HIWIN
Investment
Corporation
-HIWIN Education
Foundation

Chairman
Chuo,
Wen-Hen
Father
and Son
13,954,135 1,225,063 0.37% -
Chairman
and co-CEO
Taiwan Chuo,Wen-
Hen
M 20190628 0.01% Master of Business
Administration at
Dominican
University
Chuo,Yun
g Tsai
Father
and Son
6,629,808 2.00% 200,000 - - Chairman of:
-HIWIN Corporate
Management
Company
-HIWIN Italy
Vice Chairman of:
-Eterbright Solar
Corporation
-Matrix Precision
Co., Ltd.
Chief
Executive
Officer

23

Director of:
-HIWIN America
-HIWIN
Singapore, -
HIWIN South
Korea,
-Matrix Corp UK
-HIWIN
Investment
Corporation
-Everfortune
A.I.(Legal
Representative)
-HIWIN Education
Foundation
General
Manager and
co-CEO
Taiwan Tsai,Huey-
Chin
F 20190628 1.21% - General and co-
CEO of HIWIN
Technologies
CORP.
Chairman of
HIWIN Healthcare
Corp.
Director of:
-HIWIN America
-HIWIN Japan
-HIWIN China
-HIWIN
Investments
-Matrix Precision
Co., Ltd.(Legal
Representative)
-HIWIN Education
Foundation
- -
4,000,010 - - - Doctor of
Organizational
Psychology at
Philips Academy
-
Senior
Deputy
General
Manager
of
Finance
Office
Taiwan Wu, Yue-
Qin
F 20200401 0.06% - - Master of Business
Administration
at
Feng
Chia
University
Chairman of:
-Eterbright Solar
Corporation (Legal
Representative)
-Matrix Precision
Co. Ltd.,(Legal
Representative)
-HIWIN Education
Foundation
Supervisor of
HIWIN China
- - -
200,892 - -

24

Deputy
General
Manager
of
Marketing
Business
Group
Taiwan Peng, Yan-
Qi
F 20150201 22,599 0.01% Master
of
Information
Engineering
at
University
of
Southern California

General Manager
of HIWIN China
- - -
- - - -
Assistant
General
Manager
of
Chairman
Room
Taiwan Wu, Jun-
Liang
M 20180201 - - - - Master of
Engineering at
National Tsing
Hua University
- - -
21,506 0.01% -
Assistant
Manager
of
Chairman
Room
M 20200401 13,340 0.00% 21 - - Master at
Mechanics Institute
of National Chung
Hsing University
General Manager
of HIWIN Italy
- - -
Taiwan Yang,
Chuang-
Bao
0.00%
Assistant
General
Manager
of
System
Development
Businesses
Office
Taiwan Wang,Fu-
Qing
M 20190301 51,533 0.02% - - - Doctor of
Mechanics at
National Chung
Cheng University
Deputy General
Manager of Matrix
Precisions Co.,
Ltd.
- - -
-
Assistant
General
Manager
of
Finance
Office
Taiwan M 39,990 0.01% - Master at
Accounting
Institute of
National Chung
Hsing University
Legal Representative
of HIWIN
Mikrosystem Corp.
Supervisor of:
-HIWIN Japan
-Eterbright Solar
Corporation
-Matrix Precisions
Co., Ltd., Suzhou
- - -
Liao,Ke-
Huang
20170801 - - -
Executive
Assistant
Manager
of
Chairman’s
Office
Li,Wen-Bin
M
20200401 - - Master of
Mechanics at Feng
Chia University
- - - -
Taiwan 12,412 0.00% - -
Assistant
Manager
of
Information
Office
Zhang,Yon
g-Ming
M 20200101 2,000 - - - - Master at
Information
Engineering
Institute of
Tunghai University

-
- - -
Taiwan 0.00%

25

Assistant
Manager
of
Chairman’s
Office
Taiwan Chiu, Shi-
Rong
M 20110701 Master of Business
Administration at
University of
Massachusetts
General Manager
and Director of
HIWIN America
-
4,400 0.00% 5,507,625 1.66% - - - -
Assistant
Manager
of
Chairman’s
Office
Taiwan M 20180601 - Graduated from the
Department of
Accounting of
National Taiwan
University
Assistant General
Manager of
HIWIN China
Director of Matrix
Precisions Co.,
Ltd., Suzhou
- - -
Chen,
Hong-Ming
10,072 0.00% - - -
Assistant
Manager
of
Chairman’s
Office
Taiwan M 20200501 7,286 MBA at New York
Institute of
Technology
-
Huang, Li-
Hong
18,954 0.01% 0.00%
Assistant
Manager
of
Production
Business
Group
Taiwan Wu, Wen-
Chia
M 20170701 5,064 0.00% - - - - -
- - - Master of
Mechanics at
National Taiwan
University
Assistant
Manager
of
Chairman’s
Office
Taiwan Yang, Feng-
Ming
M 20200619 3,000 - - Department of
Asset Management,
Ming Chuan
University
Director of HIWIN
Japan
- -
0.00% - - -
Assistant
Manager
of
Business
Department
Taiwan Chang,Kun-
yao
20070401 7,852 - - - Master of
Mechanics at
University of
Southern California
- - - -
M 0.00% -
Assistant
Manager
of
Quality
Assurance
Department
Taiwan Chou,Yi-
Show
M 3,000 0.00% - - Master of Industrial
Management at
Tunghai University
- - - -
20180322 - -

Note 1: Date of Assumption of Current Position

Note 2: The general manager or equivalent (the top manager) and the chairman are the same person, spouse or first degree relatives: none 。 Note 3: Incumbent at Date of the Report’s Publication

26

(iii) Remunerations of Directors and Primary Managers in the Past Year

1. Remunerations of Directors (Including Independent Directors)

Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand Unit: NTD Thousand
Title Name Directors’ Remuneration Ratio of the Total
Remuneration
(A+B+C+D) to
Net Profit After
Tax (%)
Relevant Remuneration Received by Directors Who Are Also
Employees
Ratio of Total
Compensation
(A+B+C+D+E+F+
G) to Net Profit
After Tax (%)
Compensation
Paid to
Directors from
Reinvestment
Business Other
than the
Company’s
Subsidiary
(Note 3)
Remuneration
(A)
Pension (B) Directors’
Remuneration
(C)
Business
Affairs
Expense (D)
(Note 1)
Salary, Bonus
and Special
Disbursement
(E) (Note 2)
Pension (F) Employee Remuneration (G)
(Note 3)
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es in the
Financial Report
This Compan y All Compani es
in the Financial
Report

This Compan y
All Compani es
in the Financial
Report
This Compan y All Compani es in the
Financial Report
Cash
Bonu s
Stoc k
Bonu s
Cash
Bonu s
Stoc k
Bonu s
Director Chuo,Wen-Hen - - - - 19,298 19,298 360 380 1.02% 1.02% 13,287 13,287 72 72 2,200 - 2,200 - 1.82% 1.83% -
Chen,Chin-Tsai - - - - 38,597 38,597 720 3,702 2.04% 2.19% 48,041 48,041 303 302 4,500 - 4,500 - 4.78% 4.93% 13,680
Chuo,Yung-Tsai
Tsai,Huey-Chin
Lee,Shun-Chin
Representative of
San Hsin
Investment
Co.Ltd.:Huang,
Jing-Yi
Independent
Director
Chiang,Cheng-Ho - - - - 19,298 19,298 360 360 1.02% 1.02% - - - - - - - - 1.02% 1.02% None
Chen,Ching-Hui
Tu,Li-Ming
1.Please state the policy, system, standards and structure of independent directors ’remuneration payment, and describe the relevance to the amount of remuneration according to the responsibilities, risks, time invested and other factors:
The remuneration of independent directors of the company refers to the company's overall operating performance, future risks and development trends of the industry, and also refers to the results of the performance evaluation
standards and the contribution to the company to give reasonable remuneration. The salary and compensation committee makes recommendations to the board of directors for resolution.
2.In addition to the disclosures in the above table, the directors of the company have received remuneration for providing services for all companies in the financial report (such as serving as consultants for non-employees) in the most
recent year: None。
Note 1: It includes the company car costs NT$ 25,259 thousand and excludes annual salaries of drivers NT$ 2,605 thousand.
Note 2: Employee remunerations were NT$ 154,385 thousand in 2020, but the employee remuneration distribution list hadn’t been decided as of the publication date of the annual report, so the remuneration planned to be distributed
this year shall be based on practices in previous years.
Note 3: Salary and business execution fee of Directors Chuo,Yung-Tsai and Lee,Shun-Chin as CEO and director of HIWIN Mikrosystem Corp.

27

Remuneration Interval of Directors and Independent Directors Remuneration Interval of Directors and Independent Directors Remuneration Interval of Directors and Independent Directors Remuneration Interval of Directors and Independent Directors Remuneration Interval of Directors and Independent Directors
Interval of Remunerations of Directors Name of Directors
Total of First Four Remunerations(A+B+C+D) Total of Latter Seven Remunerations(A+B+C+D+E+F+G)
This Company All Companies in the Financial
Report H
This Company All Reinvestments of the
Company I
Below NT$ 1,000,000
1,000,000(Including)~2,000,000(Excluding)
2,000,000(Including)~3,500,000(Excluding)
3,500,000(Including)~5,000,000(Excluding)
5,000,000 (Including) ~10,000,000 (Excluding) Director:
Chuo,Yung-Tsai, Tsai,
Huey-Chin, Lee, Shun-
Chin, Representative of San
Hsin Investment Co., Ltd.:
Huang, Ching-Yi
Independent Directors:
Chiang, Cheng-Ho,
Chen, Ching-Hui, Tu, Li-
Ming
Director:
Chuo,Yung-Tsai, Tsai, Huey-
Chin,
Lee, Shun-Chin,
Representative of
San Hsin Investment Co., Ltd.:
Huang, Ching-Yi
Independent Directors:
Chiang, Cheng-Ho,
Chen, Ching-Hui,
Tu, Li-Ming
Director:
Lee, Shun-Chin,
Representative of San Hsin
Investment Co., Ltd.:
Huang, Ching-Yi
Independent Directors:
Chiang, Cheng-Ho,
Chen, Ching-Hui, Tu, Li-
Ming
Director:
Lee, Shun-Chin,
Representative of San Hsin
Investment Co., Ltd.:
Huang, Ching-Yi
Independent Directors:
Chiang, Cheng-Ho,
Chen, Ching-Hui, Tu, Li-
Ming
10,000,000 (Including) ~15,000,000 (Excluding) Director:
Chen,Chin-Tsai
Director:
Chen,Chin-Tsai
Director:
Chen,Chin-Tsai
Director:
Chen,Chin-Tsai
15,000,000 (Including) ~30,000,000 (Excluding) Director:
Chuo,Wen-Hen
Director:
Chuo,Wen-Hen
Director:
Tsai, Huey-Chin,
Director:
Tsai, Huey-Chin,
30,000,000 (Including) ~50,000,000 (Excluding) Director:
Chuo,Yung-Tsai
Chuo,Wen-Hen
Director:
Chuo,Wen-Hen
50,000,000 (Including) ~100,000,000 (Excluding) Director:
Chuo,Yung-Tsai
Above NT$ 100,000,000
Total 9 People 9 People 9 People 9 People

28

2. Remuneration of CEO, General Managers, and Vice General Managers

Unit: NTD Thousand

Title Name Remuneration (A) Pension (B) Bonus and Special
Disbursement (C)
(Note: 1)
Employee remuneration (D) (Note: 2) Ratio of the Total
Remuneration
(A+B+C+D) to Net
Profit After Tax (%)
Compensation
Paid to Directors
from
Reinvestment
Business Other
than the
Company’s
Subsidiary (Note:
3)
This
Company
All
Companies
in the
Financial
Report
This
Company
All
Companies
in the
Financial
Report
This
Company
All
Companies
in the
Financial
Report
This
Company
All
Companies
in the
Financial
Report
This
Company
All
Companies
in the
Financial
Report
This
Company
All
Companies
in the
Financial
Report
Cash
Bonus
Stock
Bonus
Cash
Bonus
Stock
Bonus
Chairman and
CEO
Chuo,Yung-
Tsai
24,522
27,162 539 539 52,865 53,260 9,200 - 9,200 - 4.51% 4.67% 13,560
Chairman and
co-CEO
Chuo,Wen-
Hen
General Manager
and co-CEO
Tsai,Huey-
Chin
Deputy General
Manager of
Chairman’s
Office(Note 4)
Song,Xian-
De
Deputy General
Manager of
Marketing
Business Group
Peng,Yan-Qi
Deputy General
Manager of
Finance Section
Wu,Yue- Qin

Note 1: It includes the company car costs NT$ 28,403 thousand and excludes annual salaries of drivers NT$ 2,605 thousand.

Note 2: Employee remunerations were NT$ 154,385 thousand in 2019, but the employee remuneration distribution list hadn ’t been decided as of the publication date of the annual report, so the remuneration planned to be distributed this year shall be based on practices in previous years.

Note 3: Remuneration of Chairman Chuo,Yung-Tsai as CEO of HIWIN Mikrosystem Corp.

Note 4: Song,Xian-De, Deputy General Manager of Chairman’s Office,retired on February.15.2020, and his remuneration was disclosed.

29

Remuneration Interval of CEO, General Manager, and Deputy General Manager Remuneration Interval of CEO, General Manager, and Deputy General Manager Remuneration Interval of CEO, General Manager, and Deputy General Manager
Interval of Remunerations of General Managers and Deputy General
Managers
Name of General Managers and Deputy General Managers
All Reinvestment Businesses of This Company All Reinvestment Businesses of This Company
Below NT$ 1,000,000
1,000,000(Including)~2,000,000(Excluding) Song,Xian-De Song,Xian-De
2,000,000(Including)~3,500,000(Excluding)
3,500,000(Including)~5,000,000(Excluding)
5,000,000 (Including) ~10,000,000 (Excluding) Wu,Yue-Qin Wu,Yue-Qin
10,000,000 (Including) ~15,000,000 (Excluding) Peng,Yan-Qi Peng,Yan-Qi
15,000,000 (Including) ~30,000,000 (Excluding) Chuo,Wen-Hen,Tsai,Huey-Chin Chuo,Wen-Hen,Tsai,Huey-Chin
30,000,000 (Including) ~50,000,000 (Excluding) Chuo,Yung-Tsai Chuo,Yung-Tsai
50,000,000 (Including) ~100,000,000 (Excluding)
Above NT$ 100,000,000
Total 6 People 6 People

30

April 30, 2021 Unit: NTD Thousand

3. Name of Managers Distributing Employee Remunerations and Distribution Status

April 30, 2021
Unit: NTD Thousand
General
Manager
Title Name Stock Bonus Cash Bonus Total Ratio of the Total to to Net Profit
After Tax (%)
(%)
CEO - 14,400 14,400 0.75%
Chuo,Yung-Tsai
Chairman and co-CEO Chuo,Wen-Hen
General Manager and co-CEO Tsai,Huey-Chin
Deputy General Manager of Finance Office Wu,Yue-Qin
Deputy General Manager of Marketing Business Group Peng,Yan-Qi
Assistant General Manager of Chairman’s Office
Wu, Chun-Liang
Assistant General Manager of Chairman’s Office
Yang, Chuang-Bao
Assistant General Manager of the System Development
Businesses Office
Wang, Fu-Ching
Assistant General Manager of Finance Section Liao,Ke-Huang
Executive Assistant Manager of Chairman’s Office
Li, Wen-Bin
Senior Assistant Manager of Information Department
Zhang,Yong-Ming
Assistant Manager of Chairman’s Office
Chiu,Shih-Rong
Chen, Hong-Ming
Assistant Manager of Chairman’s Office
Assistant Manager of Chairman’s Office Huang, Li-Hong
Assistant Manager of Chairman’s Office Yang, Fong-Ming
Assistant Manager of Manufacture Business Group
Wu, Wen-Chia
Assistant Manager of Business Department Chang,Qun-Yao
Assistant Manager of Quality Assurance Department Chou, Yi-Hsiu

Note 1: Employee remunerations were NT$ 154,385 thousand in 2020, but the employee remuneration distribution list hadn’t been decided as of the publication date of the annual report, so the remuneration planned to be distributed this year shall be based on practices in previous years.

Note 2: Incumbent at Date of the Report’s Publication

31

(iv) Analysis of the Ratio of the Total Remuneration Given to Directors, General Managers, and Vice General Managers by This Company and All Companies in the Consolidated Financial Statements over the Past Two Years to the Net Profit After Tax in the Individual Financial Report, and Description of the Relationship between the Remuneration Policy, Standards and Packages, Procedures for Determining Remuneration, Business Performance, and Future Risk:

1.Analysis of the Ratio of the Total Remuneration Given to Directors, General Managers and Vice General Managers by This Company and All Companies in the Consolidated Financial Statements over the Past Two Years to the Net Profit After Tax in the Individual Financial Report

Item
Title
Ratio of the Total Remuneration to the Net Profit After Tax
2020 2019
This Company All Companies in the
Financial Report
This Company All Companies in the
Financial Report
Director 7.62% 7.78% 7.78% 7.90%
CEO, General Manager and Deputy
General Manager
4.51% 4.67% 5.13% 5.45%

Note 1. The net profit after tax belonging to the parent company in 2020 was NT$ 1,929,730 thousand dollars. Note 2. The net profit after tax belonging to the parent company in 2019 was NT$ 1,865,316 thousand dollars.

Note 3.The total remuneration of directors includes the part of employees receiving relevant remuneration. Therefore, there is overlap with the calculation of the total remuneration of the chief executive, general manager and deputy general manager.

  • 2.Description of the Relationship between the Remuneration Policy, Standards and Packages, Procedures for Determining Remuneration, and Business Performance and Future Risk:

  • (1)Article 31 of the company's articles of association. If the company makes a profit in the year, the employee compensation shall be no less than 1% and the director compensation shall be no more than 4%. The amount of the appropriation shall be released after being reviewed by the Remuneration Committee and then submitted to the Board of Directors for discussion, and shall be submitted to the shareholders ’meeting

  • (2)The company sets the remuneration procedures for directors, general managers and deputy general managers, which is based on "director performance evaluation and remuneration system", "board performance evaluation method" and "manager performance evaluation and bonus system" as the basis for evaluation; directors In addition to referencing the company ’s overall operating performance, future risks and development trends of the industry, it also refers to the results obtained from the performance evaluation standards and its contribution to the company and gives reasonable remuneration; the remuneration of the general manager and deputy general manager is based on "Salary and various treatment procedures", and take into account the relevance of the manager ’s personal performance and the company ’s overall business performance and future risks, and the salary and compensation committee will make recommendations to the board of directors for resolution, depending on the actual operating conditions and relevant laws Review the remuneration system to balance the company's sustainable operation and risk control 。

32

iii. Implementation of Corporate Governance

(i) The Operation of Board of Directors

  1. The Board of Directors held 9 meetings (A) in 2020. The actual attendance rate of all directors of the board is: 79 / 81=97.5%, individual director attendances are as follow:
rd is:79 / 81= 97.5%, individual direct or attendance s are as follow:
Title Name Number of
Meetings
Attended
Personally
(B)
Number of
Meetings Attended
by Proxy
Personal Attendance Rate
(%) (B/A)
Remarks
Chairman Chuo,Wen-Hen 9 0 100.0%
Deputy
Chairman
Chen,Chin-Tsai 9 0 100.0%
Director Chuo,Yung-Tsai 8 1 88.9%
Director Tsai,Huey-Chin 9 0 100%
Director Lee,Shun-Chin 9 0 100%
Director Representative of San Hsin
Investment Co.Ltd.: Huang,
Ching-Yi
8 1 88.9%
Independent
Director
Chiang,Cheng -Ho 9 0 100.0%
Independent
Director
Chen,Ching-Hui 9 0 100.0%
Independent
Director
Tu,Li-Ming 9 0 100.0%
Other Essential Information:
1.If the operation of the board has any of the following situations, the board meeting’s date, motion period, discussion
details, opinions from independent directors, and the company’s response should be noted:
(1)Items listed in Article 14-3 of the Securities Exchange Act
All independent directors agreed the issues without objection.
(2) Except for the pre-opening matters, other resolutions that have not been approved by the Audit Committee and have been approved by more
than two-thirds of all directors : There is no such case.
2. The implementation status of the independent directors’ avoidance of the proposal of interest shall state the name of the independent director,
the content of the proposal, the reasons for the avoidance of the interests and the situation of participation in voting
2020.3.25 11thCommittee, 6thSession
Case of lifting ban on their representatives’restriction of competition.
Reasons for avoiding interests and voting conditions: This case involves the directors' own interests. Except for directors Chuo,Wen-Hen and
Chuo,Yung-Tsai who did not participate in the discussion and voting, the other directors were consulted by the acting chairman for the
results. As the company's interests were not harmed, it was passed without objection.
2020.10.29 11thCommittee,12thSession
Formulated a cash capital increase for manager's share subscription plan
Reasons for avoiding interests and voting conditions: This case involves the directors' own interests. Except for directors Chuo,Wen-Hen and
Chuo,Yung-Tsai who did not participate in the discussion and voting, the other directors were consulted by the acting chairman for the
results. As the company's interests were not harmed, it was passed without objection.
2020.11.03 11thCommittee,13thSession
Hiwin (Schweiz) GmbH investment
Reasons for avoiding interests and voting conditions: This case involves the directors' own interests. Except for directors Chuo,Wen-Hen and
Chuo,Yung-Tsai who did not participate in the discussion and voting, the other directors were consulted by the acting chairman for the
results. As the company's interests were not harmed, it was passed without objection.

33

3. Implementation of the Board of Directors’ self-assessment:
Assessment
cycle
Assessment period
Assessment
field
Assessment method
Assessment content
Include
1.Level of participation in the company’s
Board of
operations
Once annually
2020.1.1~2020.12.31
Directors,
Audit
Committee,
Internal assessment by
the Board of Directors
2.Increase quality of the Board’s decisions
3.Composition and structure of the Board
4.Appointment and refresher courses of
Salary
directors
Committee
5.Internal control
4. The objectives of strengthening the functions of the board of directors in the current year and the most recent year (for example, the establishment
of an audit committee, the improvement of information transparency, etc.) and the assessment of implementation:
(1) In order to promote corporate governance and effectively play the functions of the board of directors, the company has established a corporate
governance supervisor in accordance with the "Points to be Followed for the Establishment and Exercising of the Board of Directors of Listed
Companies".
(2) In order to implement corporate governance and enhance the functions of the board of directors to establish performance targets to strengthen
the efficiency of the operation of the board of directors, the company has completed the formulation of the board of directors performance
evaluation method on November 12, 2019, and the evaluation will be executed before the end of the first quarter of each year The results of the
2020 evaluation are excellent, and the board of directors will report the results of the implementation on March 23, 2021.
(3) Adhering to the transparency of operations, safeguarding the rights and interests of shareholders, and proactively revealing important
resolutions of the board of directors on the company's website.
(4) The goal of board diversification: The company pays attention to the diversity of board members. When selecting directors, the company also
nominates directors for consideration based on operational management capabilities, crisis management capabilities, financial accounting ... etc.
In addition, the company also pays special attention to the diversity of gender equality. Among the 9 board members elected , 4 are female
members, an increase of 1 more than the previous board of directors to implement the gender equality diversity policy.
(5) The company upholds the attitude of information transparency and publishes important resolutions of the board of directors on the
company ’s information observatory or company website for investors ’enquiries. In principle, three legal person briefings are held annually for
investors to obtain company-related information and increase investors’ recognition. The investor’s conference was suspenddue to the silent
period for cash increase in capitaL in thesecond half year of 2020, The company's approval will be held in May, August in 2020.

34

  • (ii) The Operation of the Audit Committee:

  • The Audit Committee is formed by three independent directors. They are in charge of reviewing the content of the Company’s financial statement, employing or deploying of the CPAs and its independence and performance, effectively implementing the Company’s internal control, complying related laws and regulations, and controlling the potential or existing risk of the Company. Their main duties are as follow: (1) In accordance with Item 1, Clause 14 of the Securities and Exchange Act, establish or amend the Internal Control System Statement.

  • (2) Evaluate the effectiveness of the Internal Control System Statement.

  • (3) In accordance with Item 1, Clause 36 of the Securities and Exchange Act, establish or amend the procedure of significant financial business behaviors such as obtain or dispose assets, trade on derivative goods, capital loan to others, and endorse or guarantee for others.

  • (4) Issues involving personal interests of the directors.

  • (5) Major capital loans, endorsement, and guarantees.

  • (6) The offering, issuance, or private placement of any equity-type securities.

  • (7) Issue of securities with private equity.

  • (8) Employment, deployment, and compensation of the CPAs.

  • (9) Appointment on Finance, Accounting, and internal audit managers.

  • (10) Annual and semi-annual financial reports

  • (11) Other major issues under the regulations of the company or competent authority.

2020 Audit Committee Items of Discussion are included below:

  • (1) Audit of financial statements and accounting policies and procedures.

  • (2) Evaluation of the effectiveness of the internal control system.

  • (3) Amend the handling procedures for acquiring or disposing of assets, engaging in derivative commodity transactions, lending funds to others, endorsing others or providing guarantees.

  • (4) Matters related to directors' own interests.

  • (5) Significantly obtained assets, capital loans and endorsement guarantees.

  • (6) Raise or issue marketable securities.

  • (7) Visa accountant qualifications, independence and competence.

  • (8) Appointment and remuneration of visa accountants.

  • (9) Appointment and removal of the head of finance, accounting and corporate governance.

  • (10) Compliance.

  • (11) Fraud prevention plan and fraud investigation.

  • (12) Corporate risk management.

The Audit Committee held 9 meetings (A) in 2020, and the attendance of directors was as follows:

Title Name Number of
Meetings
Attended
Personally (B)
Number of
Meetings
Attended by
Proxy
Personal
Attendance Rate
(%) (B/A)
Remarks
Independent Director Jiang, Cheng-He 9 0 100%
Independent Director Chen, Ching-Hui 9 0 100%
Independent Director Tu, Li-Min 9 0 100%
Other Essential Items:
1. The operation of the audit committee should include one of the following circumstances, the date, period, con
audit committee, and the company ’s handling of the audit committee ’s opinions:
(1) Article14 of the Securities Exchange Act 5 listed items
Date of Audit
Committee Meeting
(Period)
Motion Content
2020.03.252nd
Committee, 5th
Session
2019 internal control system statements
2019 Business report, surplus distribution and financial
statements
tent of the bill,
Date of Audit
Committee Meeting
(Period)
Motion Content Audit Committee
Decision Results
The
company's
handling of
the opinions
of the audit
committee
2020.03.252nd
Committee, 5th
Session
2019 internal control system statements The case was
passed
unanimously
after inquiry
from the host,
submitted to the
None
2019 Business report, surplus distribution and financial
statements

35

Ever Fotune.AI Investment board for
discussions
Endorsement guarantee of subsidiary Matrix Precision
Endorsement guarantee of subsidiary Eterbright Solar
Corporation
Subsidiary overdue account transfer funds loan case
Lifting directors and their representatives' prohibition
on competition
2020.05.05
2nd Committee, 6th
Session
2019 surplus transfer to capital increase issuance of
new shares
Endorsement guarantee for Japanese subsidiary
Subsidiary overdue account transfer funds loan case
Amendment to the ”Internal control system” and
“Internal audit plan”
2020.06.19
2nd Committee, 7th
Session
Endorsement guarantee of subsidiary Eterbright Solar
Corporation
Endorsement guarantee of subsidiary Matrix Precision
Endorsement guarantee case for Singaporesubsidiary
Subsidiary overdue account transfer funds loan case
2020.07.24
2nd Committee, 8th
Session
Tanzi plant related matters
Subsidiary overdue account transfer funds loan case
2020.8.5
2nd Committee, 9th
Session
Financial statements for the first half of 2020
Endorsement guarantee of subsidiary Eterbright Solar
Corporation
Endorsement guarantee of Japan subsidiary
Endorsement guarantee of Korean subsidiary and fund
loan
Subsidiary overdue account transfer funds loan case
2020.9.17
2nd Committee,
10th Session
Cancellation of the loan and quota for the subsidiary
Matrix
Cancellation of the loan and quota for the Korean
subsidiary
Endorsement guarantee of Japan subsidiary
Subsidiary overdue account transfer funds loan case
Domestic cash capital increase issuance of ordinary
shares
2020.10.29.
2ndCommittee, 11th
Session
Cash capital increase manager's share subscription plan
Capital reduction and increase in Japanese subsidiary
Endorsement guarantee of subsidiary Eterbright Solar
Corporation
Endorsement guarantee of Korean subsidiary
Extension of the guarantee period of the Italian
subsidiary's endorsement

36

Subsidiary overdue account transfer funds loan case
2020.11.03.
2ndCommittee, 12th
Session
Hiwin (Schweiz) GmbH Investment
Endorsement guarantee of subsidiary Matrix Precision
Endorsement guarantee of Japan subsidiary
Endorsement guarantee of subsidiary Matrix
Subsidiary overdue account transfer funds loan case
Assess the independence, competence and appointment
remuneration of certified public accountants
2020.12.23.
2ndCommittee, 13th
Session
Cash capital increase and endorsement guarantee of
subsidiary Matrix Precision
Subsidiary overdue account transfer funds loan case
Revise "Financial Statement Preparation Process
Management"
  • (2) Except for the pre-opening matters, other resolutions that have not been approved by the Audit Committee and have been approved by more than twothirds of all directors: There is no such case.

  • The implementation status of the independent directors' avoidance of the proposal of interest shall state the name of the independent director, the content of the proposal, the reasons for the avoidance of interests and the situation of participation in voting: there is no such situation.

  • Communication between independent directors, internal audit supervisors and accountants (should include major matters, methods and results of communication on the company's financial and business conditions):

Independent director and internal audit supervisor:


supervisor:
Date
2020.03.25
2020.04.03
2020.05.05
2020.08.05
2020.11.03
Attendant Communication Focuses Communication Results
Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
1. Report the audit focus and results to the independent
directors
2. Issue the company's 2019 internal control system
statement
After discussion and
communication, the
independent directors
had no objection to the
report on the execution
results of the audit
business.
Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
Report to independent directors on internal control
regulations
After discussion and
communication, the
independent directors
had no objection to the
report on the execution
results of the audit
business.
Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
Discuss and amend internal control regulations After discussion and
communication, the
independent directors
agreed to the internal
control system
Modified content.
Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
Report the audit focus and results to the independent
directors
After discussion and
communication, the
independent directors
had no objection to the
report on the execution
results of the audit
business.
Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
1. Report the audit focus and results to the independent
directors
2. Formulate internal audit plan 2021

After discussion and
communication, the
independent directors
concluded the audit
business execution
The report has no
objections.

37

2020.12.16
Independent Director and CPA:
Date
2020.03.25
2020.11.03
2020.12.16 Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Internal auditor:
Chen Shi-Chong
Discuss and amend internal control regulations After discussion and
communication, the
independent directors
agreed to the internal
control system
Modified content.
Date Attendant Communication Focuses
Communication Results
2020.03.25 Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Accountant::
Tseng,Dong-Jun
1. Accountants explain the results of the
2019 consolidated financial report and
discuss the findings
2.
The
accountant
reports
to
the
independent directors on the results of
the internal control review.
3. Accountants discuss and communicate
issues raised by independent directors.

Through the audit committee to
approve the annual financial
statement and submit it to the
board of directors for approval,
Announce and report to the
competent
authority
as
scheduled.
2020.11.03 Independent director:
Jiang, Cheng-He
Chen, Ching-Hui
Tu, Li-Min
Accountant::
Tseng,Dong-Jun
1. Fraud matters assessment, significant
risks and key verification matters report
2. Accountants report to the independent
directors on the new law and the letter
from the Securities and Exchange
Commission
3. Accountants discuss and communicate
issues raised by independent directors
No objection after discussion.

38

(iii) Implementation of Corporate Governance and its Differences from Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies and the Causes:

Evaluation Items Implementation Differences
from Corporate
Governance
Best Practice
Principles for
TWSE/GTS M
Listed
Companies and
the Causes
Yes No Summary
1. Does the company set and disclose
corporate
governance
best
practice
principles
according
to
“Corporate
Governance Best Practice Principles for
TWSE/GTSM Listed Companies”?
V This company sets its own “Corporate Governance
Best Practice Principles” according to “Corporate
Governance
Best
Practice
Principles
for
TWSE/GTSM Listed Companies”; there are no
major differences between its implementation and
the principles it has set; it’ll continue to promote the
implementation of corporate governance according
to relevant provisions.
None
2. The Company’s shareholding structure
and stockholders’ equity
(1) Does the company establish an internal
operating procedure to deal with
shareholders’
suggestions,
doubts,
disputes and litigations, and treat them
based on the procedure?
(2) Does the company possess the list of its
major shareholders as well as the
ultimate owners of those shareholders?
(3) Does the company establish and
execute the risk management and
firewall mechanisms between it and
affiliated companies?
(4) Does the company formulate internal
regulations to prohibit insider trading?

V
V
V
V
(1) The company has established an internal
operation procedure and designated related
departments to handle shareholders’ suggestions
or
disputes;
it
has
also
established
a
spokesperson system, so there’s a person
responsible for responding to shareholders’
questions,
including
suggestions,
doubts,
disputes and litigation.
(2) The company knows the shareholding of its
directors, managers and major shareholders
holding over 10% of its shares at all times.
(3) The company has established related internal
control systems and firewall mechanisms, such
as rules governing the management of its
subsidiaries
and
procedures
for
loan,
endorsement and guarantee according to law and
regulations.
(4) The company has established “Procedure for
Precaution against Insider Trading and Internal
Significant Information Processing” to expressly
prohibit insiders from trading marketable
securities
using
undisclosed
information;
besides, Article 37 of “Corporate Governance
Best Practice Principles” also stipulates that
board members shall do their duties loyally, bear
their duties of care and exercise their powers in
a highly disciplined and prudent way; the audit
department evaluate whether the procedure
execution above meet the rules irregularly by
random checks, and the company has also
emphasized precaution against insider trading to
directors and supervisors.
None
3. Composition and Responsibilities of the
Board of Directors
(1) Does the Board develop and implement
a diversified policy for its members?
(2) Does the company voluntarily establish
other functional committees in addition to
the Remuneration Committee and the
Audit Committee?
V V (1) The company has set “Corporate Governance
Best Practice Principles” which writes that board
members should pay attention to gender equality
and be equipped with knowledge, skills and
qualities necessary for performing their duties; it
has indeed executed such principles. The
company pays special attention to diversification
in the board, there was one newly-elected female
board member, the 9 board members on the
current board includes 4 female directors.
None

39

Evaluation Items Implementation Differences
from Corporate
Governance
Best Practice
Principles for
TWSE/GTS M
Listed
Companies and
the Causes
Yes No Summary
(3) Does the company establish a standard to
measure the performance of the Board,
and implement it annually?
(4) Does the company regularly evaluate the
independence of CPAs?
V
V
Besides the gender equality, capability of
operation management, risk management, and
professionalism on finance and accounting...etc.,
are the considering factors when choosing board
members, so it’d correspond the policy of
diversity of the board members.
(2) This company has set a compensation
committee according to law and no other
functional committees at present.
(3) In order to implement corporate governance to
enhance the functions of the board of directors
and establish performance targets to enhance the
efficiency of the operation of the board of
directors,
the
company
formulated
the
performance evaluation methods of the board of
directors of the company in accordance with the
letter
No.
1070025395
of
the
Taiwan
Governance Code on December 27, 2018.
Approved by the board of directors. At the end
of each year, the company ’s deliberative unit
will invite directors to fill out self-assessment
questionnaires for the board of directors, board
members, and functional committees to conduct
board performance assessments for the year. The
performance of the board of directors in 2020
has been evaluated as excellent, with no major
missing improvement projects, and has been
listed in the board meeting of the board of
directors on March 23, 2021
(4) According to the Code of Practice for
Governance on the Stock Market, the company
invites visa accountants to reply to the
“Independence
Assessment
Questionnaire”
every year. The board of directors regularly
assesses the independence and suitability of visa
accountants (Note); Or independent directors,
have no direct or significant indirect financial
interests, and are not shareholders of the
company, nor pay salaries in the company, the
independence of visa accountants has been
assessed without any risk. The company's 2020
accountant performance evaluation has been
completed and has been reviewed and approved
by the audit committee on November 3, 2020
and the board of directors on November 3, 2020
to implement corporate governance and enhance
the functions of the board of directors. The 2021
public
accountant
verification
public
expenditure has been approved by the board of
directors of the company on 2020.11.3.
4. Do TWSE/GTSM Listed Companies set a
special unit or person for corporate
governance to be in charge of related
V In order to promote corporate governance and
effectively play the functions of the board of
directors, the company has set up a full-time
None

40

Evaluation Items Implementation Differences
from Corporate
Governance
Best Practice
Principles for
TWSE/GTS M
Listed
Companies and
the Causes
Yes No Summary
matters
of
corporate
governance
(including but not limited to providing
data needed by directors and supervisors
to perform business, handling matters
related to the board meeting and
shareholders’ meeting according to law,
registering the company and changing the
registration, and taking minutes in the
board
meeting
and
shareholders’
meeting)?
corporate governance unit under the jurisdiction of
the company's finance department in accordance
with the provisions of Articles 20 and 22 of the
"Points to be Followed for the Establishment and
Exercise of Power of the Board of Directors of
Listed Companies" The chief of the Finance Office
is also part-timer, and he has more than three years
of experience in the management of finance, stocks
or deliberations in public issuing companies, and his
qualifications
meet
the
requirements.
He
comprehensively manages corporate governance
related matters, and his main responsibilities are as
follows:
(1)Providing
data needed
by
directors
and
supervisors to perform business, handling
matters related to the board meeting and
shareholders’
meeting
according
to
law,
registering the company and changing the
registration, and making records of proceedings
in the board meeting and shareholders’ meeting.
(2)Before the board of directors consults the
opinions of the directors to plan and formulate
the agenda, and at least 7 days before the
meeting, all directors are notified to attend and
provide relevant meeting materials, so that the
directors can understand the content of the
relevant issues in advance.
(3)Every year, register the date of the shareholders'
meeting before the time limit prescribed by the
law, prepare and report the meeting notice, the
proceedings manual and the proceedings in
accordance with the law, and handle the change
registration after amending the articles of
association or re-electing the directors.
(4)In order to ensure that the members of the board
of directors are immediately informed of the
company
’s
major
news,
the
company
immediately informs the members of the board
of directors after issuing major messages, and
arranges for directors to participate in financial,
business and other professional knowledge
courses.
(5)Irregularly convene communication meetings of
accountants,
independent
directors,
and
supervisors of auditing and accounting to
implement the internal control system. For
details of the communication meetings, please
refer to the company's website.
(6)The board of directors is regularly notified of the
revisions and developments of the latest laws
and regulations related to the company ’s
business field and corporate governance.
(7)Review and design and plan the company's
overall internal control system to ensure

41

Evaluation Items Implementation Differences
from Corporate
Governance
Best Practice
Principles for
TWSE/GTS M
Listed
Companies and
the Causes
Yes No Summary
corporate governance management measures to
maintain
efficiency
and
flexibility,
and
coordinate related matters across departments.
(8)Relevant matters related to the board of directors
and shareholders' meeting were successfully
completed
in
2020,
and
the
business
development situation has been listed in the
board meeting of the board of directors on March
23, 2021. The main implementation situation is
as follows:
1. Assist directors and independent directors to
perform their duties, provide necessary
information and arrange for their further
studies
2. Assist the board of directors and shareholders
in meeting procedures and resolutions, such as
reporting on corporate governance and
responsible for the release of important
information on important board resolutions.
3. Draft the agenda of the board of directors to
notify the directors seven days ago, convene
the meeting and provide meeting materials, if
the issue needs to be avoided, give advance
reminders, and complete the minutes of the
board meeting within 20 days after the
meeting.
4. Handle the registration of the shareholding
date in accordance with the law, and prepare
the meeting notice, the discussion manual and
the proceedings within the legal period.
The items above have been completed in 2020.
(9)The head of corporate governance participated in
the continuing training course for the issuer's
securities firm stock exchange accounting
directors organized by the Stock Exchange in
2020 for a total of 18 hours.
5.Does
the
company
establish
a
communication channel and build a
designated section on its website for
interested parties, and handle all the
issues they care for in terms of corporate
social responsibilities?
V (1)The company instructs related departments to
communicate with interested parties as required
and there is an “Area for Interested Parties” on
the corporate website for customers, suppliers,
media and employees to contact the company. In
addition, it has also established a spokesperson
system, so there’s a person responsible for
dealing with related issues of legal persons and
investors.
(2)The “Interested Parties Section” on the corporate
website provides a questionnaire for interested
parties to give suggestions or put questions and
the important social responsibility issue they’re
deeply concerned about must be responded to
appropriately. The company also has speaker
corner and website for shareholder column email
and investor related email, also set up
None

42

Evaluation Items Implementation Differences
from Corporate
Governance
Best Practice
Principles for
TWSE/GTS M
Listed
Companies and
the Causes
Yes No Summary
corresponding windows for sales management
and operation items. In the interested parties
section, if there is any question, suggestion, or
complain, the interested parties may contact the
CEO, General Manager, Independent Directors,
Audit Room, or special contact window for the
interested parties by the emails provided in this
section for smooth and effective communication
channels.
6. Does the company appoint a professional
shareholder service agency to deal with
shareholder affairs?
V This company entrusts related affairs of the board of
shareholders to professional stock affairs agencies
and this year it authorizes Yuanta Securities to do
the job.
None
7. Information Disclosure
(1)Does the company have a corporate
website to disclose both financial
standings and the status of corporate
governance?
(2)Does
the
company
have
other
information disclosure channels (e.g.
building an English website, appointing
designated people to handle information
collection and disclosure, creating a
spokesman system, webcasting investor
conferences)?
(3)Does the Company announce and file its
annual financial report within two
months after the end of the fiscal year,
and announce and file its financial
reports for the first, second and third
quarters as well as its operating status for
each month before the specified
deadline?
V
V
(1) The company has set up an "investor ’s section"
in Chinese and English on the company's website
to disclose financial business and corporate
governance information, and in accordance with
relevant laws and regulations, declare relevant
information on the path designated by the
Financial Supervisory Commission on time.
(2) The company has Chinese and English websites,
and instructs relevant departments to collect
relevant information and place it on the company
website. The company has a spokesperson
system in accordance with regulations, and has a
spokesperson and deputy spokesperson, with
designated personnel handling related questions
from the corporation and investors. The
company's website also has telephone and e-mail
contact methods.
In principle, the company holds three corporate
briefings a year, and publishes the information
and videos of the briefings on the company's
website and public information observatory as
required. The impact of the company's cash
capital increase period in the second half of 2020
will be held twice in May and August in 2020.
(3) The company announces and declares the annual
financial report (within three months), the first,
second, and third quarter financial reports
(within 45 days) and the monthly operating
situation (monthly 10 days ago). Due to the
incompatibility between some of the group's
individual information systems and the head
office, it has not yet announced and filed the
annual financial report within two months after
the end of the fiscal year. The 2020 financial
statements were announced and filed on March
23, 2021.
None

43

  1. Does the company have any other important information that helps to understand the operation of corporate governance? Yes, the explanation is as follows:

  2. (1)Operational performance:

In order to implement corporate governance, the company has established an effective internal control system, implemented self-checking operations, and set up independent directors. It borrows the professional experience of independent directors and increases the practical experience of the team to strengthen the functions of the board of directors, to protect the shareholders’ rights and enhance information transparency. On the other hand, the company has established public information declaration operations in accordance with relevant regulations, so that shareholders and stakeholders can fully understand the company's financial business status and the implementation of corporate governance. In addition, in order to strengthen the corporate governance of the company, in addition to updating the company's Chinese and English pages for investors to immediately obtain corporate information, it also established a stakeholder platform for stakeholders to express opinions to the company in real time, so that the company can get the respond quickly and improve.

  • (2)Explanation of environmental protection expenditure information and labor relations (employee rights and employee care): Please refer to the fourth and fifth points of this annual report.

  • (3)Investor Relations ︰

The company treats all shareholders in accordance with the principle of fairness and openness. It convenes shareholders’ meetings in accordance with the provisions of the company act and relevant laws and regulations, and informs shareholders to attend the shareholders' meeting in accordance with relevant regulations. It also gives shareholders the opportunity to ask questions or make proposals to achieve the effect of checks and balances., and formulate rules of procedure for shareholders’ meetings in accordance with the law, properly keep minutes of shareholders’ meetings and fully disclose relevant information on public information observatories; in addition, in order to ensure that shareholders have the right to fully understand, participate in and decide on major issues, besides immediate disclosure of the company ’s important information, major information in Chinese and English, and spokespersons and agent spokespersons to respond to shareholder suggestions and concerns, respond to corporate and investor issues in real time, and let them better understand the company's operating results and conditions.

(4)Respect the rights and interests of interested parties: The company honestly discloses company information in accordance with laws and regulations to protect the basic rights and interests of investors. It maintains a smooth communication channel with banks, employees, consumers and suppliers, and has set up “stakeholders’ area" on the company's website for all interested parties to contact the company immediately. The company respects and protects its legitimate rights and interests. The company also has argon mailbox [Chairman Communication Channel], hope mailbox [General Manager Communication Platform] and help mailbox [Human Resources Feedback Platform]., encouraging colleagues or stakeholders to express opinions or report violations, which will help the company’s growth and development. Processed Events of 2020

Year Management System Employee Benefits Gender Equality Completed Items Completion
2020 10 5 1 16 100%

Enhance corporate governance and protect shareholders’ rights: In order to reduce the risk and diversify the risk of directors and managers from causing major damage to the company and shareholders due to wrongful or negligent acts, it has been stipulated in Article 25 of the company's articles of association within the term of directors and shall be liable for the scope of business execution The company ’s liability for compensation is for the purchase of liability insurance. The company and the board of directors approved the renewal of liability insurance for directors on March 23, 2021. The insurance coverage is as follows:

overage is as follows: overage is as follows:
(5)The Insured Party Insurance Company Insured Amount Insured Period
All directors and
managers
Shinkong Product Insurance Co., Ltd. 5,000,000 USD Dollars
(Approx. NT$142,500,000)
2021/3/27~2022/3/26
company's directors of 2020 participated in corporate governance related courses and laws, which are
Title Name Date Course Name Hours
Chairman Chuo,Wen-Hen 2020/03/24 Discussion on Intellectual Property Rights-Talking from Business
Secrets
3
2020/05/11 The discussion of enterprises facing information security governance-
with legal practice as the center
3
2020/07/03 Ordeal or disaster? How to face the crisis and make it become
opportunity?
3
Deputy
Chairman
Chen,Ching-Tsai 2020/07/17 International Anti-Corruption and the Protection of Exposers-
Discussion on Preventing Money Laundering and Combating
Information Terrorist Attacks
3
2020/08/06 Insider trading prevention and countermeasures 3
2020/11/06 Strengthen corporate governance and corporate social responsibility
culture
3

44

Director Chuo,Yung-Tsai 2020/03/24 Discussion on Intellectual Property Rights-Talking from Business
Secrets
3
2020/05/11 The discussion of enterprises facing information security governance-
with legal practice as the center
3
Director Lee,Shun-Ching 2020/03/24 Discussion on Intellectual Property Rights-Talking from Business
Secrets
3
2020/05/11 The discussion of enterprises facing information security governance-
with legal practice as the center
3
Director Tsai,Huey-Ching 2020/01/16 Propaganda activities for the intellectual property management
obligations of the board of directors of listed companies
2.5
2020/02/05 CEO lecture hall and keynote speech 2
2020/03/24 Discussion on Intellectual Property Rights-Talking from Business
Secrets
3
2020/05/11 The discussion of enterprises facing information security governance-
with legal practice as the center
3
2020/09/19 Corporate Governance-a good recipe for enterprises! Independent
Director-Enterprise Wind Force Double Blade
3
Director Sanko Investments
Co., Ltd.
Representative:
Huang,Ching-Yi
2020/07/22 Corporate Governance and Corporate Sustainability Workshop 3
2020/08/25 Responsibilities of directors and supervisors for false financial reports 3
2020/11/05 Ten Required Courses of Corporate Governance 3
Independent
Director
Chiang,Cheng-He 2020/07/14 Discussion on Legal Risks and Responses of Directors and Supervisors
from Major Enterprise Malpractice Cases
3
2020/07/15 Discussion on Legal Risks and
Relevant norms and operational practices of the audit committee
3
Independent
Director
Chen,Ching-Huey 2020/07/14 Discussion on Legal Risks and Responses of Directors and Supervisors
from Major Enterprise Malpractice Cases
3
2020/07/15 Relevant norms and operational practices of the audit committee 3
Independent
Director
Tu,Li-Ming 2020/07/14 Discussion on Legal Risks and Responses of Directors and Supervisors
from Major Enterprise Malpractice Cases
3
2020/07/15 Relevant norms and operational practices of the audit committee 3

(6)The company's financial controller, audit director and corporate governance director of the company in 2019 participate in corporate governance related courses and laws and regulations are listed as follows:

Title Name Date Title Hours
Assistant General
Manager of the
Finance Office
(Financial
Supervisor)
Liao,Ke-
Huang
2020/09/03 Practice and case analysis of labor law compliance under the Covid-19
pandemic
6
2020/09/10-
9/11
Continuing Training Course for Accounting Supervisors of the Issuer's
Securities Firms and Stock Exchanges
12
2020/01/21-
01/22
Continuing Training Course for Accounting Supervisors of the Issuer's
Securities Firms and Stock Exchanges
12
Manager of
Chairman’s
Office (Audit
Supervisor)
Control design and audit skills to prevent bribery and corruption in
enterprises
6
Chen,Shih-
2020/09/29
Rong
2020/10/13 How to detect and prevent hidden fraud signs and case study 6
Deputy General
Manager of the
Finance Office
(Corporate
3
2020/03/24 Discussion on Intellectual Property Rights-Talking from Business Secrets
Wu, Yue-
Qin
2020/05/11 The discussion of enterprises facing information security governance-with legal
practice as the center
3

45

Governance
Supervisor)
2020/07/24 From the perspective of Covid-19 pandemic, business strategies and
corporate governance in response to the world's impermanent risks
3
2020/08/31 Analysis and Practice of International Tax Trends Issues under the New
Version of Corporate Governance plan
3
2020/10/12 5G key technologies and application opportunities 3
2020/11/09 Integrity Management and Corporate Governance 3

(7)The situation of the relevant personnel of the group company's accounting audit obtaining relevant domestic and foreign licenses: There are 8 accountant licenses (CPA) in the Republic of China, 3 US accountant licenses (US CPA), 4 accountant licenses in other countries, and 2 international internal auditor licenses (CIA) , Accounting and Audit Supervisor have CPA license.

  • (8)The specific management objectives of the board member diversity policy and the current achievements:

  • Diversity Policy:

  • In order to strengthen corporate governance and promote the sound development of the composition and structure of the board of directors, the board of directors of the company has adopted and revised the code of practice of corporate governance. Among them, the third chapter strengthens the functions of the board of directors, which includes the establishment of a diversity policy. Including but not limited to the basic conditions and values, professional knowledge and skills of the two major standards, and should generally have the knowledge, skills and literacy necessary to perform their duties. The current board of directors of the company is composed of 9 directors, including 3 independent directors. The members have rich experience and professionalism in the fields of finance, business and management.

2. Specific management objectives:

  • The company's board of directors should guide the company's strategy, supervision and management, and be responsible to the company and its shareholders. All operations and arrangements of its corporate governance system should ensure that the board of directors exercises its powers in accordance with laws, the company's articles of association or shareholders' meeting resolutions. The board of directors should have sufficient professional knowledge and skills. The professional background of the members should cover law, accounting, industry, finance, marketing, and technology. The number of seats in each professional field should be at least 2 people. In addition, the company also pays attention to the gender equality of the members of the board of directors, at least two female directors.

3. The current situation and the board's overall capabilities are as follows :

The members of the board of directors of the company have extensive experience and expertise in the fields of finance, commerce and management. In addition, the company also pays attention to the gender equality of the members of the board of directors. The target of female directors is 2 or more. The current 9 directors of the board of directors include 4 female directors, which is 1 more than the previous board members. The ratio of female directors to directors has reached 44.4 %; When the company selects directors, it also evaluates the directors ’management and management capabilities, crisis management capabilities, financial accounting, etc. to implement the company ’s policy of diversification of directors. The specific implementation conditions are as follows:

Director’s
Name
Nationality Gender Also
Employee
of the
company
Age Industry Experience Professional Capability
Under
60
61-
70
Over
71
Bank Asset
Management
Accounting Law Risk
Management
Chuo,Wen-
Hen
R.O.C. M V V V V
Chen,Ching-
Tsai
R.O.C. M V V V V
Chuo,Yung-
Tsai
R.O.C. M V V V V V V V
Tsai,Huey-
Ching
R.O.C. F V V V V V
Lee,Shun-
Ching
R.O.C. M V V V

46

Sanko
Investments
Co., Ltd.
Representative:
Huang,Ching-
Yi
R.O.C. F V V V V
Chiang,Cheng-
He
R.O.C. M V V V V
Chen,Ching-
Huey
R.O.C. F V V V V
Tu,Li-Ming R.O.C. F V V V V
Director’s
Name
OperationJudgement Accounting
Finance
Operation
Management
Crisis
Handling
Industry
Knowledge
International
Market
View

Leadership
Skills
Decision
Skills
Chuo,Wen-
Hen
V V V V V V V
Chen,Ching-
Tsai
V V V V V V V
Chuo,Yung-
Tsai
V V V V V V V V
Tsai,Huey-
Ching
V V V V V V V
Lee,Shun-
Ching
V V V V V
Sanko
Investments
Co., Ltd.
Representative:
Huang,Ching-
Yi
V V V V V
Chiang,Cheng-
He
V V V
Chen,Ching-
Huey
V V V
Tu,Li-Ming V V V
Target 2 2 2 2 2 2 2 2
Achieved 6 6 5 5 7 8 5 6
Level 100% 100% 100% 100% 100% 100% 100% 100%

(9)The company pays special attention to the disclosure and disclosure of information, and regularly or irregularly exposes company-related information on public information observatories or company websites. In 2020, it also published 28 major messages in Chinese and English at the same time, so that investors can immediately learn about the company’s operational status and important information.

(10)Director and manager performance evaluation and remuneration links:

The remuneration of directors of the company is in accordance with the provisions of Article 25 of the company's articles of association. The remuneration of the chairman, deputy chairman and directors is determined by the board of directors according to the degree of participation in the operation of the company and the value of the contribution, and taking into account the domestic and foreign industry standards. The procedures for determining remuneration are based on the company's "Board Performance Evaluation Method" as the basis for evaluation. In addition to referring to the company's overall operating performance, board decision-making quality and internal control,

47

and referring to individual performance evaluation results, reasonable remuneration is given. The rationality of remuneration is reviewed by the Remuneration Committee and the Board of Directors in order to balance the company's sustainable operation and risk control. In addition, the managers of the company are regarded as ordinary employees receiving salaries, and various bonuses, dividends and benefits are paid according to the operation and profit status, taking into account the company's operating results, and taking into account the scope of management and responsibility of each manager in the company The situation and the results of the annual performance evaluation are given reasonable remuneration; the policy of remuneration for managers is based on the company's "salary scale", "salary treatment method" and the scope of rights and responsibilities of the position in the company and the contribution to the company's operating performance Pay dividends, year-end bonuses and other remuneration.

(11)Build the information security risk management framework as follows : The company has established an information security risk management structure as follows. In addition to regularly reviewing the security policy, the results of information security implementation are reported to the board of directors at least once a year.

HIWIN Technologies— Information Security Risk Management Network

HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network HIWIN Technologies— Information Security Risk Management Network
Internal External
Corporate
Management
Level
Corporate
Governance
Information
Security
Policy
Stakeholder Professional
Info Security
Firm
External
Inspection
Information
Office
Information
Security
Operating
Regulations
Internal
Control
Management
Provisions
Info Security
Risk and
Safety
Evaluation
Inspections
Office
New Info
Security Threat
Educational
Training
Regular
Info
Security
Inspection
Information
hard/software asset
management
Info Security New
Information
Technology
Educational
Training

Controlling

Management System
Regular
info
security
inspection
Program
Source Code
Management
Safety
Settings
Alteration
White-list
program list
Department
of Info
System Users
Information
Operation and
Mnagement
Daily
Operations
Irregularity
Report
Client
Supplier
Management
Info Security
System
Proposals
Information Security Educational Training Info Security
Weakness
Assessment
Information Security Organization Culture and Awareness

48

==> picture [457 x 386] intentionally omitted <==

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

Information security policies and concrete managing plans were stipulated:
Information Security Organization Culture and Cognition
 Stipulate information security policies
Management Level  Implement information security educational training
 Information security risks and safety assessment
Information Security Control and Response
 Stipulating and implementing information security operating
Information Management
procedures
Department
 Manage information assets and formulate information security control
Information Security Risk Supervising and Report
 Regular information security auditing
Internal and External Auditing
 Compile information security risk report
 Suggestions for information security setting adjustments
----- End of picture text -----

Information security policies and specific management plans have been formulated as well:

The company fully understands the information security of the company's current and future competitive advantages. In order to enhance the overall information security awareness and establish various safety management action standards, the company establishes information security policies in accordance with the company's operational and management objectives and laws or regulations. To ensure that the company's information security management system can be implemented, operated and continued to maintain the confidentiality, integrity and availability of various information assets within the company and through the joint efforts of all employees, the following objectives are achieved:

  • I. Formulate information security operation specifications, specify safety management objectives and operational points, and implement the promotion.

  • II. Establish security measures such as identity authentication and access control, and strengthen the internal and external information release process control and review to prevent leakage, error or tampering of confidential information.

  • III. Establish an inter-departmental information security organization to develop, promote, implement and evaluate improved information security management issues to ensure that the company has an information-based environment in which the business can continue to operate.

  • IV. Handle information security education and training to strengthen employees' awareness and compliance with information security. V. Establish and implement an information security risk assessment mechanism to ensure the effectiveness and immediacy of information security management.

  • VI. Implement an internal audit system for information security to ensure the implementation of information security management. VII.Regularly review and continuously improve the company's information security management system.

  • Properly controlling the company's data, systems, equipment and network security is the best protection for the company, shareholders, employees, customers and suppliers. To this end, the company continues to strengthen its ability to protect information security and enhance employees' The correct concept and alertness of information security protection, and reduce the risks associated with information operations, also require outsourcing service providers and visitors to comply with the implementation of relevant safety management regulations, any behavior that jeopardizes information security, regardless of anyone, the company will According to the seriousness of the case, pursue civil, criminal and administrative responsibilities or conduct consultations according to the relevant regulations of the company, demonstrating the company's determination to defend information security. The company also sets the following normative points and management plans for information security objectives:

49

I. Information security organization.

II. Personnel safety management and information security education and training.

III. Computer system security management.

  • IV. Network security management.

  • V. System access control.

VI. Application system development and maintenance security management.

VII. Asset security hierarchical management.

VIII. Physical and environmental security management.

IX. Planning and management of business sustainability plans.

In case of violation of the company's information security regulations, the company will always resort to appropriate disposal procedures or legal actions, and all employees of the company should know that all information obtained during the work period is the company's assets, if not allowed, any other unauthorized use is prohibited.

  • (12) Management plan and implementation of intellectual property rights:

  • Formulate intellectual property management policies, goals and systems related to operating strategies

  • In order to strengthen the industry leadership and maintain the hard-won R&D technological achievements, the company has formulated an intellectual property strategy that combines the company’s operational goals and R&D resources. The chairman’s office’s intellectual property team will lead the communication and coordination with relevant units in accordance with intellectual property rights. The spirit of the management policy is to set goals and systems for various intellectual property rights and let relevant units follow them to avoid infringement of the intellectual property rights of others in the company’s products or marketing process, complete the layout of intellectual property rights of products, and establish effective communication channels for relevant units to communicate with The intellectual property unit can indeed implement relevant intellectual property decisions and continuously improve the management system.

  • Intellectual property acquisition, protection, maintenance and operation management system

  • From the beginning of its establishment, Shanghai Bank of China has drawn up a long-term development blueprint, with innovative R&D and brand marketing as its core values. It has established R&D centers and laboratories in Taiwan, Tokyo, Japan, Offenburg, Germany, Moscow, Russia, and Israel. , There are more than 500 R&D personnel. In order to maintain its competitive advantage in the field of precision linear transmission components and system technology products, and hope to become the number one brand in this field, Shanghai Silver Technology continues to actively devote itself to product research and development and technological innovation. The Intellectual Property Unit of BOB Technology will work closely with R&D units to build comprehensive and strong patent barriers. As of the end of December 2020, the number of patent applications of BOB Technology has reached 3,138, and the total number of approved global patents exceeds 2,499. It has been ranked among the top 100 patents of the Smart Office for 19 consecutive years.

  • Provide sufficient resources to effectively implement and maintain the intellectual property management system BOC Technology takes innovative R&D and brand marketing as its core values, and allocates 3%-7% of its turnover to R&D expenditures every year, and it does not hesitate to spend on the hardware and software implementation of the intellectual property system. , And there is an intellectual property unit responsible for the management and maintenance of the company’s intellectual property system, and regularly report the management status of intellectual property rights to the company’s senior management. For innovative output, the expenses for applying for protection of intellectual property rights will be invested 55,905,000 and 50,020,000 NTD in 2020 and 2019, respectively.

  • Implementation status

  • In order to improve the protection of intellectual property achievements, and strengthen the intellectual property management system through a third-party fair verification unit, the main implementation situation in recent years is as follows: (1) Introduced the Taiwan Intellectual Property Management Regulations (TIPS) from 2014 to 2017

  • (2) In 2018, the intellectual property unit will continue to deepen the intellectual property management system, establish the control points of an effective intellectual property rights system, and expand the introduction of the TIPS system to various factories (Taichung, Yunlin and Chiayi).

  • (3) Since 2017, we have severely pursued and cracked down on counterfeit products in the global market. With the company’s trademark rights, 53 factories and 261 sellers have been investigated and 147,504 sliders have been seized, and 11,534 counterfeit products have been seized. Pack of blocks.

  • (4) In 2019, General Manager Cai Huiqing was invited by the Institute of Science and Technology Law (TIPS) of the Information Industry Promotion Association of the consortium to give lectures on the topic of "Intellectual Property Management Obligations of the Board of Directors of Listed Companies" and share the company's intellectual property management experience .

  • (5) The business secret registration system will be implemented in 2021. The business secret registration makes the management of business secrets more precise, and strictly controls the access and audit of business secrets to avoid the leakage of business secrets.

  • (6) Continue to improve the legal concept of supervisors, and use legal disputes in the company as teaching plans every year, so that supervisors at all levels can inspect whether the responsible unit has similar legal issues, and improve the department's management system.

  • (7) Provide patent five-stage education training for new R&D colleagues, including: patent specification structure introduction, patent search methods, patent proposal techniques, patent refusal and defense, patent infringement identification, etc., so as to cultivate the basic knowledge of patents for R&D personel , In order to enhance the company's research and development capabilities and reduce the risk of patent infringement.

  • (8) Regularly review the trademarks applied by others, and file opposition, evaluation (invalidation) or abolition (unused cancellation) procedures for trademarks that are the same or similar to the company's trademarks to maintain the company's brand value.

50

  1. Achieve results:

(1) Patent

  • 147 patent applications have been filed and 249 patent certificates have been awarded. As of the end of 2020, a total of 2,130 patents have been obtained but are still valid. In 2020, it is listed in the top 100 patents of the Intellectual Property Bureau of the Ministry of Economic Affairs. The part of the domestic legal person:

  • I. The 74th in patent application.

II. The 57th place for invention patent announcement.

III. The 41st place for patent announcement.

The R&D achievements in the field of metal, steel and precision machinery are still second to none in Taiwan, and continue to maintain the throne.

  • (2) Combating counterfeiting

  • The mainland registration number 18961112 and 18961115 color combination trademarks owned by HIWIN Technologies Corp. were selected by the mainland authorities as the top ten typical trademark infringement cases in Wenzhou in 2017 and the administrative protection of trademarks by the State Intellectual Property Office in 2019. Ten typical cases.

  • By monitoring mainland e-commerce platforms, complaining and deleting sales links that infringe on the company's color combination trademark rights, and suing online sellers with more serious infringements, as of 2020, 5 online sellers have been sued, and Obtained 40,000 RMB compensation and certain settlement funds to protect the company's online brand reputation.

  • The two manufacturers that infringed the company's Mainland Announcement No. 100425901 invention patent rights were sued. The company won both cases in the first instance, and the defendant appealed for the second instance. The trial is currently underway.

  • Please comment on the results of the recent corporate governance evaluation issued by the Corporate Governance Center of the Taiwan Stock Exchange Co., Ltd., and propose priorities and measures for those who have not yet improved.

  • The Corporate Governance Center of the Stock Exchange announced the fifth corporate governance evaluation. The company ranked 6%-20% of the listed companies. It can be seen that the efforts in implementing corporate governance have been affirmed. I. Hold the shareholders' meeting before the end of May: The company is actively evaluating whether to hold the shareholders' meeting in advance in May.

  • II. Announce the annual financial report within two months after the end of the fiscal year: In the accountant's research, this is the goal of the company's medium-term efforts.

  • III. Voluntary Announcement Financial Forecast Information: The company has no plans to voluntarily announce annual financial forecast data.

  • IV. The company signs a group agreement with the employees: The company has not established a professional association, and it is not necessary to sign a group agreement according to the group agreement law. If the association is established, it will be implemented according to the regulations.

  • V. Director performance evaluation method: In order to implement corporate governance to enhance the functions of the board of directors and establish performance targets to strengthen the efficiency of the board of directors, the company has established the company's board of directors performance evaluation method in accordance with the letter of December 27th, 2018’s Taiwan Governance Code No. 1070025395, and passed by the board of directors passed on December 11th, 2019. At the end of each year, the company ’s deliberative unit will invite directors to fill out self-assessment questionnaires for the board of directors, board members, and functional committees to conduct board performance assessments for the year. The performance of the board of directors in 2019 has been evaluated as excellent, with no major missing improvement projects, and has been listed in the board meeting of the board of directors on March 23th, 2021.

Note: CPA Independency and Competency Evaluation Criteria

No. Evaluation Item Is the evaluation outcome
independent
1 Does the accountant have a direct or important indirect financial interest in the Company? No Yes
2 Does the accountant finance or guarantee something for the Company or other directors and
supervisors?
No Yes
3 Does the accountant have a close business relationship with the Company? No Yes
4 Is there a potential employment relationship between the accountant and the Company? No Yes
5 Are there contingent fees related to the audit case? No Yes
6 Has the accountant held the post of director, supervisor or manager, or a post having significant
impacts on the audit case recently or in the last 2 years?
No Yes
7 Does the accountant advertise or broker shares or other securities issued by the Company? No Yes
8 Can the non-audit services the accountant provides affect important items in the audit case
directly?
No Yes
9 Does the accountant act as the counsel of the Company or mediate conflicts with a third party
on behalf of the Company?
No Yes

51

No. Evaluation Item Is the evaluation outcome
independent
10 Is there a kinship between the accountant and the Company’s directors, supervisors, managers
or persons having significant impacts on the audit case?
No Yes
11 Does the CPA who retires within one year hold the post of director, supervisor or manager, or a
post having significant impacts on the audit case?
No Yes
12 Has the accountant accepted valuable presents or gifts from the Company or other directors or
managers?
No Yes
13 Does the accountant provide services of directors, supervisors or other equivalent posts to the
Company’s colleagues?
No Yes
14 Does the accountant provide non-audit services below (excluding what’s said in Norm of
Professional Ethics for Certified Public Accountant of the Republic of China No.2)?
(1)Bookkeeping service
(2)Evaluation service
(3)Tax service
(4)Internal audit service
(5)Short-term staffing service
(6)Recruiting senior managers
(7)Corporate finance service
No Yes
15 Does the accountant regularly participate in the shareholders' meetings and attend meetings of
the audit committee and the board of directors if necessary?
Yes Non-applicable
16 Does the accountant provide relevant training for the company? Yes Non-applicable
17 The company’s financial statements have not been corrected by the competent authority Yes Non-applicable

Conclusion of Evaluation: Certified Public Accountants Tseng, Dong-Yun and Wu, Li-Dong from Deloitte Touche Tohmatsu Limited are in line with the Company's independence and compliance evaluation standards, they are sufficient to serve as a visa accountant for the company.

(iv) Composition, Responsibilities and Operation of the Remuneration Committee:

1. Information of Remuneration Committee Members

Title Require-
ments

Name
Having over 5 years of work experience and
the following professional qualifications
Having over 5 years of work experience and
the following professional qualifications
Having over 5 years of work experience and
the following professional qualifications
Conformity to Independence (Note Conformity to Independence (Note Conformity to Independence (Note Conformity to Independence (Note Conformity to Independence (Note Conformity to Independence (Note Conformity to Independence (Note 1) The
number of
other
public
companie
s where
posts of
independe
nt director
s are held
by these
people
Rem
arks
Having the
title ranking
above
lecturer in
departments
of commerce,
law, or
accounting or
related to
company
business in
public and
private
universities
and colleges
Judge,
procurator,
lawyer,
accountant or
professional
technical
personnel
(having
national
certificates)
related to
company
business
Work
experience in
commerce,
law, finance,
or accounting
or required by
company
business
1 2 3 4 5 6 7 8 9 10
Independe
nt Director
Chiang,
Zheng-
He
0
Independe
nt Director
Chen,
Ching-
Huey
0
Independe
nt Director
Tu, Li-
Ming
0
Note If the member meets any of the following criteria in the tw
corresponding boxes:
o years before being elected o r during the term of office, please check the

(1) Not an employee of the Company or other affiliates.

52

  • (2) Not a director or supervisor of the Company (however, if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, this limit shall not apply).

  • (3) Not an individual shareholder in Top 10 Shareholders or the company where he/she, his/her spouse and minor children have over 1% of the total issued shares or have such shares in the name of others;

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of any of the persons in the preceding three paragraphs.

  • (5) Not directors, supervisors or directors of corporate shareholders who directly hold more than 5% of the company's total issued shares, hold the top five shares, or directors, supervisors, or employees who appoint representatives to act as company directors or supervisors in accordance with Article 27, paragraph 1 or 2, of the Company Law (however, if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, this limit shall not apply).

  • (6) Not directors, supervisors or employees of other companies who control more than half of the shares or voting rights by the same person (however, if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, this limit shall not apply).

  • (7) Not directors, supervisors or employees of other companies or organizations who are the same person or spouse with the company's chairman, general manager or equivalent (however, if the independent directors established by the company and its parent company, subsidiary company or subsidiary of the same parent company in accordance with this law or local national laws and regulations are concurrently held by each other, this limit shall not apply).

  • (8) Not directors, supervisors, managers or shareholders holding more than 5% of a particular company or institution that have financial or business dealings with the company. (However, if a specific company or institution holds more than 20% of the total issued shares of the company, but not more than 50%, or the independent directors established by the company and its parent company, subsidiary company or subsidiaries of the same parent company in accordance with this law or local national laws concurrently serve each other, are not limited to this)

  • (9) Professionals, proprietors, sole proprietorships, partnerships, companies or institutions that do not provide audits for companies or related companies, or business, legal, financial, accounting and other related services that have not received NT $ 500,000 in the past two years. Partners, directors (directors), supervisors (supervisors), managers and their spouses. However, members of the Salary and Compensation Committee, Public Acquisition Review Committee, or M & A Special Committee that perform their duties in accordance with the relevant laws and regulations of the Securities Exchange Act or the Corporate M & A Act are not limited to this.

  • (10) Not any of the situations set forth in Article 30 of the Company Act.

2. Responsibilities of Remuneration Committee

To assist the board of directors in executing, evaluating and reviewing the policy, system, standard and structure of salaries and remunerations of the Company’s directors and managers regularly, the remuneration committee shall exercise the care of a good administrator in faithfully performing the official powers listed below, and shall submit suggestions for discussion to the board of directors

  • (1)The committee shall make and periodically review the performance evaluation, remuneration policy, system, standards and structure of directors and managers.

  • (2)The committee shall periodically evaluate and set the remuneration of directors and managers.

  • (3)Regularly review the organizational rules of the Compensation Committee and assess whether to propose amendments.

  • The Salary and Compensation Committee shall perform its functions and powers in accordance with the following standards:

  • (1)Salary management should conform to the company's salary concept.

  • (2)The performance evaluation and remuneration of directors and managers should be related to the

  • (3)company's operating performance and future risks.

  • (4)The ratio of dividends to the short-term performance of directors and managers and the payment time of part of the variable remuneration should be determined in consideration of the characteristics of the industry and the nature of the company's business.

  • (5)The members of this committee shall not participate in discussion and voting on their personal salary and remuneration decisions.

  • Operation of Remuneration Committee

  • (1)The committee has 3 members.

  • (2)Tenure of this Committee Term: June 28th, 2019 to June 27th, 2022, The Remuneration Committee held 3 (A) meetings in the past year and the qualifications of the committee members as well as their attendance records are shown below:

Title Name Number of
Meetings
Attended
Personally (B)
Number of
Meetings
Attended by
Proxy
Personal Attendance
Rate (%) (B/A)
Remarks
Convener Jiang, Cheng-He 3 100.0%
0
Member 3 0 100.0%
Chen, Ching-Hui
Member Tu, Li-Ming 3 100.0%
0

53

Review salary and compensation regularly:

The function of the company's salary and compensation committee is to evaluate the salary and compensation policies and systems of the directors and managers of the company in a professional and objective position. It meets three times a year and may hold meetings at any time as necessary to make recommendations to the board for Reference for decision-making. Other necessary information:

  1. If the Board does not adopt or revise proposals of the remuneration committee, the Board meeting date, session, session, content of the motion, the Board decision, and the Company’s response to the remuneration committee’s opinions shall be properly recorded (for example, if the remuneration package approved by the Board is superior to that suggested by the remuneration committee, the difference and reasons must be noted): none

  2. Should a committee member oppose or reserve their opinion regarding any decision made by the remuneration committee and their opinion has been recorded or submitted in a written statement, the committee meeting date, session, content of the motion, opinions of all members, and the response to the opinions shall be recorded: none.

  3. (3)The Remuneration Committee’s date of meetings, content of proposals, and the company’s handling of the committee’s opinions in the recent year

==> picture [514 x 559] intentionally omitted <==

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

The company’s
Remuneration
Committee Dates Motion Content Proposal Outcome handling of the
(Period) committee’s
opinions
1. Revise the "Salary and Compensation
Committee Organization Rules"
2020.03.25 2. "Management Remuneration Operation
Method", "Employee Salary and
4th Session, 3 [rd]
Committee Various Remuneration Operation
Method" are revised together The case was approved
3. 2019 employee compensation and director compensation proposal by consultation with all the the chairman in Submitted to the
board of directors
members present without
2020.9.17 objection and submitted and approved by all
4th Session, 4th Revise the "Salary and Compensation to the board of directors the directors present
Committee Organization Rules" for discussion.
Committee
2020.10.29
Formulated the 2020 cash capital increase
4th Session, 5th
manager's share subscription proposal
Committee
(5) Fulfillment of Social Responsibility:
Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Evaluation Principles
Yes No Summary for
TWSE/G
TSM
Listed
Companie
s and the
Causes
1.Has the Company conducted risk assessment V The company set up a CSR Committee under the
on environmental social and coporate management of the CEO to promote corporate social
governance issues related to coporate operations responsibility. Members of the Committee include
and formulated relevant risk management Chairman Room, Management Department, Labor Security
policies or strategies based on materiality and Environmental Protection Department, Human
principle? Resource Department, Financial Office and Planning
Section; the general manager is responsible for setting the
Company’s vision of corporate social responsibility;
relevant units convene meetings irregularly and report the
year’s implementation plan and results to the Board, which,
after discussion, would be listed as a Board report, and
should be reported once every year, the 2019 execution
results and 2020 plans have been listed in the board meeting
report of August 5th, 2020. CSR committee pays attention
to issues related to education, economy, environment and
socially vulnerable group. The Committee’s
responsibilities are as follows:
----- End of picture text -----

54

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
1.Responsible
for
formulating
corporate
social
responsibility-related
systems,
policies,
and
promotional programs
2.Co-ordination and validation of the production of
corporate social responsibility reports.
3.Review corporate social responsibility policies and
systems regularly, and hold meetings to track
progress of various projects.
4.Approval of other matters related to corporate social
responsibility or for future references.
Maintain communication and interaction between various
functional
organizations
and
stakeholders,
and
management of all major issues regarding to corporate
social responsibility.
Please refer to the 2020 CSR Report for details
2.Has the Company established an exclusively(or
concurrently) dedicated unit under supervision of
senior management authorized by the Board of
Directors to promote CSR and report its
implementation to the Board of Directors.
V The company sets up a CSR committee under the general
manager to promote corporate social responsibility. The
members of the committee include the chairman's office,
the management department, the industrial safety and
environmental protection department, the human resources
department, the financial department and the planning
team. Social responsibility vision, relevant units convened
meetings from time to time, and regularly listed the
implementation plan and results of the year after the
committee discussed and approved as a report of the board
of directors. At least once a year, the 2020 implementation
results and the 2021 plan have been reported to 2021.5.5.
board of directors.
3. Environment Issues
(1)
Does
the
company
establish
an
appropriate
environmental
management
system based on the characteristics of its
industry?
(2) Has the company committed to improving
resource utilization efficiency and to the use of
renewable materials with low environmental
impact?
(3) Does the company evalulated the current
and future potential risks and opportunities of
climate change, and aqdopted countermeasures
related to climate issues?
(4)Does the Company collected statistics of
emissions of greenhouse gas(GHG), the uaage
of water, and the total weight of waste in the
past two years, and formulated energy saving
and carbon reduction, GHG reduction, water
saving, and other waste management policies?
V
V
V
(1) The
company
appoints
Labor
Security
and
Environmental
Protection
Department
and
environmental protection personnel to deal with air
pollution, waste water and garbage, and authorizes a
professional handling agency to dispose waste
produced in the productive process and plan and
arrange training courses related to industrial safety
and environmental management for employees to
ensure the implementation of the company policy,
reducing waste production by taking measures at the
source.
(2) We’ve
achieved
ISO14000
Environment
Management System certification in 1997, and
conducted “Greenhouse Gas Inventory 2010” and
“Ball
Screw
Carbon
Footprint
Verification”
according to ISO14064-1(Greenhouse Gas Inventory
at Organization Level) and PAS 2050 (Product
Carbon Footprint) standards; it got ISO14064-1 and
ISO14067:2018 certificates from British Standards
Institution (BSI). HIWIN adheres to the following
environmental, safety, health and energy policies to
implement the corporate sustainability vision and
philosophy. 1.Comply with the government's
None

55

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
"Environment, Safety, Health and Energy" laws and
regulations, and support the procurement of
sustainable products and services.2.Promote the
management concept of "Environment, Safety,
Health and Energy", and encourage stakeholders to
consult and participate in the decision-making of
issues. 3.Identify hazards and evaluate risks and
improvement
opportunities,
strengthen
hazard
prevention, and build a healthy workplace. 4.Promote
source design ideas, improve circular economy,
energy performance and pollution prevention and
other work. 5.Draw up the goal of "Environment,
Safety, Health and Energy" and provide the resources
needed for the plan to achieve the expected results of
the management system. 6.Implement corporate
social responsibility, continue to improve the
management performance of "Environment, Safety
and Health", and move towards sustainable business.
The ISO 14001 verification date is 2019.2.20 and the
certificate is valid until 2022.1.28.
(3) The company is committed to the development and
use of green product materials and packaging
materials with environmental protection concepts,
and strengthens garbage classification and resource
recovery
to
reduce
resource
waste.
The
implementation
of
the
ISO
50001
energy
management system and the improvement of energy
inventory and diagnosis are also used to effectively
manage
energy
usage.
The
reduction
plans
formulated in 2020 and 2019 will save 3.82 million
kWh and 3.83 million kWh of electricity, which
means a reduction of 1,944 metric tons and 2,042
metric
tons
of
carbon
dioxide
emissions,
respectively. . In addition to the above strategies, we
also implemented paperless documents to reduce
paper waste, and installed solar modules on the roof
of the operational headquarters to respond to the
government's green energy policy and reduce the
impact of the company's operations on the natural
environm
(4) The company’s coping strategies for climatic change:
A. Prevention and control of air and water
pollution
B. Waste reduction and recovery
C. Reduction of greenhouse gases
D. Save water and chemicals
E. Increase the use of energy saving products
F. Build carbon footprint
G. Avoid using harmful and toxic substance

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The aforementioned strategies have been included in
the company's risk management protocols
(5)The company’s main manufacturing facilities have
undergone onsite data verification by the a certifying
authority, the BSI Group, and according to the
examination a direct emission of 9,196 tons of CO2-
e and an indirect emission of 121,866 tons of CO2-e
in 2019, totaling 131,062 tons of CO2-e;, The total
water consumption in 2020 and 2019 is 0.879 million
tons and 0.799 million tons; the total amount of
waste in the two years is 8,789 tons and 8,500 tons
respectively; in order to improve water use
efficiency and reduce water waste, water recycling
and reuse facilities will be established, 2020
Recycled water in 2019 and 2019 accounted for
7.7% and 7.8% of the total water consumption,
respectively; the company expects to continue to
promote several energy management action plans in
2021, saving approximately 6.86 million kilowatt-
hours of electricity and saving approximately 20.19
million in electricity bills each year. Direct carbon
reduction is 3,495 metric tons of CO2e.
The company is committed to the development and
use of green product materials and packaging
materials with environmental protection concepts,
and strengthens garbage classification and resource
recycling to reduce resource waste. Through system
implementation
and
energy
inspection
and
diagnosis, we can effectively manage energy usage
and promote the company's energy conservation.
The reduction plan formulated in 2020 and 2019
saves 3.81 million and 3.83 million kWh, which
means a reduction of 1,944 and 2,042 metric tons of
carbon dioxide emissions, respectively. . In addition
to the above strategies, we also implemented
paperless documents to reduce paper waste, and
installed solar modules on the roof of the operational
headquarters to respond to the government's green
energy policy and reduce the impact of the
company's operations on the natural environment.
Please refer to the company's 2020 CSR Report for
more details.
4. Social Issues
(1) Has the Company established its
management policies and procedures
in accordance with relevant laws,
regulations, as well as International
Covenants on Human Rights?
V
V
(1) In order to protect the rights and interests of
employees, the Company refers to the International
Covenants on Human Rights to formulates policies for the
protection of human rights as follows:
1.
Gender equality and maternal health protection:
No differential salary, benefits protection and
None

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(2) Has the Company formulated and
implemented reasonable employee
welfare measures (including
remuneration, rest and annual leave,
and other benefits), and appropriately
reflected the operating performance
or achievements in the employee
remuneration?
(3) Does the company provide a healthy
and safe work environment and
organize training on health and safety
for its employees on a regular basis?
(4) Has the Company established
mechanisms for regular
communications with employees and
keeping employees informed in a
reasonable manner changes in
Company operations that might have
significant impacts on employees?
(5) Does the Company comply with
relevant laws and international
standards in health, safety, and
privacy of consumers as well as
marketing and labeling of its products
and services, and establish consumer
protection policies and appeals
procedures?
(6) Before doing business with suppliers,
does the Company assess whether or
not the suppliers have had previous
records of negatively affecting the
environment or society?
V
V
V
V
promotion opportunities will be given due to gender,
while respecting gender equality, setting key points
for prevention and treatment of sexual harassment;
the Company also abides to labor standards and
gender laws to regulate female labor equality,
maternity leave, paternity leave, parental leave, etc.;
employee may also adjust working hours and
locations during pregnancy.
2.
Ban on child labor: The Company do not employ
child workers under the age of 16, and follows the
Labor Ordinance to treat workers under the age of 18;
“Work Regulations” are also set.
3.
Equality in disability: Same paths of career
development and salary benefits as that of general
staff members.
4.
International shift protection: Legal salary and leave
management.
5.
Reasonable working hours: Follows the relevant
regulations of the Labor Law to establish Company's
working hours policy and legal wage payment.
6.
Set regulations such as “Work Regulations”,
“Harassment Preventive Measures”, “Attendance
and Leave Management Measures”, “Babysitting
Subsidies for Staff Members”, “Employee Group
Insurance
Regulations”,
“Special
Vacation
Management Measures”.
The company's human rights concerns and practices
are as follow:
1.
Provide a safe and healthy working environment
2.
Eliminate unlawful discrimination and ensure equal
job opportunities
3.
Prohibition of child labor
4.
Prohibition of forced labor
5.
Assist employees to maintain physical and mental
health and work-life balance
Results of the 2020:
The company has 101 hours of courses for human
rights and anti-corruption issues, and a total of 1,826
trainees. In the future, we will continue attention to
human rights protection issues , promote relevent
educationtraining, increase the awareness of
human rights protection and reduce the possibility of
related risks.
(2) The annual salary provided by the Company to
employees is higher than the industry average, and the
salary of new employees in Taiwan and around the world
is higher than the local minimum salary. Adhering to the
concept of pay design for equal pay for equal work, in

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addition to retaining employees who are not paid, all
assessments are given. Through new assessments,
quarterly assessments, year-end assessments, and project
assessments, we encourage and reward the contributions
of outstanding employees. Giving different bonus
bonuses is also a key feature of the reward design; for
example, the lifetime premium system: the new
technology developed by employees, if they bring profits
to the company, the company will regularly settle
bonuses to employees, which is equivalent to the
authorization fee, so that employees and the company
Share achievements for life.
(3) The ISO 45001 verification date is 2019.3.7 and the
certificate is valid until 2022.3.6.
To implement environmental safety and health policy,
the Company has established systematic management
(ISO45001, OHSAS18001 and TOSHMS); through the
management spirit of PDCA Cycle, it adds the
environmental safety and health concepts to R&D,
product manufacturing and service, raw materials using
and waste gas; in addition, it promotes continuous
improvement in goal management schemes through
organizing meetings, educational training and employee
involvement to fulfill environmental safety and health
protection. The mode of operation is shown below:
1.Every factory has appointed occupational safety
and health management units and personnel to draw up
occupational safety and health management plans,
promote work environment and operation hazard risk
identification, evaluate and control health and safety
management items, carry out automatic inspection
before operation of mechanical equipment and working
environment monitoring and continuously improve
safety and health facilities so as to create a safe, healthy,
comfortable and friendly work environment.
2. Before being designed or purchased, the equipment
must conform to necessary safety and health standards
and be reviewed and evaluated by safety and health
personnel through the management system of change,
and must meet safety and health standards before being
used in the factory
3. All factories hold occupational health and safety
committee meetings regularly every year to review and
improve related safety and health issues, and take
precautionary measures depending on operating risks,
such as mechanical equipment management, contractor
management, chemicals safety management, personal
protective equipment requirements and safety audit
management. Besides, they also do emergency

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response drills regularly so as to minimize employees’
and the Company’s capital losses and impacts of
disasters on the society and environment
4. It appoints special physicians and employs special
nurses to provide health service near factories, plans
and implements labor health education, health
promotion and guidance, prevention and cure of work-
related injuries, health consultation, first aid and
emergency treatment, and holds regular health
promotion activities, such as healthy eating, relaxation,
preserving health using traditional Chinese medicine
and walking to fitness to satisfy employees’ health
needs. Moreover, it also conducts health examination
according their ages and special work health
examination
to
effectively
evaluate
and
track
employees’ health condition.
5. It
conducts
working
environment
monitoring
semiannually, including physical and chemical factors
defined in laws and regulations, such as illumination,
concentrations
of
carbon
dioxide,
noise,
and
concentration of special chemical substances specified
by laws and regulations. When there is an unusual
phenomenon found from monitoring, the labor security
personnel in the factory will conduct evaluation and
improvement to ensure an acceptable level of hazard
factor exposure risk so as to protect the health of
operating personnel.
6. Apart from improvement in work environment and
workplace health, there’s also improvement in human
factors engineering, including simple fork lift truck,
vacuum extractor, hydraulic cart and trolley; moreover,
it also conducts allotment of labor, and educational
trainings and advocacy on correct handling posture.
7.The implementation status in 2020 is as follows:
A.There was 5 cases of disability injuries at all sites of
HIWIN Technologies Corp., 8 cases less compared to
2019, with no major occupational catastrophes. In
addition to strengthening personnel education and
audit training, high-risk machines should also be
examined.
B.General Manager Tsai,Huey-Ching led the senior
management to promote the safety and culture work
area security joint activities. The heads of various
departments led the colleagues to participate in the
regional joint defense. In 2020, a total of 2,338 risks
were discovered and improved. In 2021, the
improvement activities will continue to be promoted.
C.The company hired occupational health nurses and
special occupational therapists to provide regular

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health care services, such as medical treatment, health
consultation, case management, emergency injury and
medical care, and abnormal medical examinations. In
2020, 1,299 people participated in such services.
D.The
company
provides
employees
with
a
comfortable, secretive and safe space for breast-
feeding, as well as timely care and support, and
related education information, in order to enhance the
willingness to continue breast-feeding.
E.Organize health check-up services for on-the-job
employees for the early detection of health hazards
and potential pathogenic factors, and promote related
chronic disease prevention and cancer screening
activities. Analyze and track management based on
the results of employee health examinations, and
through pre- and post-test questionnaire surveys and
data tracking and monitoring, to understand
individual health problems and provide individual
guidance. After most employees have been instructed
in 2020, 51.5% of employees in the metabolic
syndrome group will improve their hypertension.
(4)The company has a complete career development
training system. The training topics include the
establishment of core functions in the workplace,
different levels of professional knowledge and skills in
various fields, leadership management and humanistic
literacy, etc., to cultivate employees' complete functions.
Excellent human resources are the cornerstone of the
company's sustainable management. In order to improve
the ability and quality of employees and to maintain
long-term competitive advantage, the company's
chairman, general manager and first-level senior
executives all serve as internal lecturers, and spend tens
of millions of dollars every year. The per capita training
cost for employee education and training is maintained
at NT $ 2,000 / person or more, ensuring that every
employee has the opportunity to be trained.
(5)The company's products are sold to the global market
and must comply with the environmental protection
regulations of various countries. The company and its
suppliers ensure that they comply with the above
regulations, and at the same time enhance and
consciousness and ability of counseling suppliers'
quality and environment, and jointly assume the
corporate social responsibility of both parties. . The
transmission control and system products manufactured
and sold by the company are industrial products. By
providing complete technical support and product after-

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sales service to customers, they will grow together with
customers.
(6)The company's website and a stakeholder area are
provided for consumers to give feedback in real time Or
appeal, the company will reply to its questions to protect
its rights.
1. In addition to providing high-tech, high-quality, and
cost-effective products, the company also adheres to the
philosophy of "manufacturing is not an end, it is to meet
the needs of human beings" and is committed to
providing diversified services. HIWIN not only
regulates all the company's colleagues, but also
encourages suppliers on the system to provide good
quality and delivery time, as well as to fulfill the
responsibility of protecting the environment, including
the current state of labor compliance with national laws
and regulations, the original materials and the conflict-
prohibited
areas.
Minerals,
banned
hazardous
substances (such as EU RoSH), and signed a conflict-
free minerals declaration, and added a supply partner
labor human rights management project in the
procurement contract to avoid and reduce potential
hazards and risks to the overall operation of the HIWIN
Technologies, to ensure the benefits The interests of the
people involved, as well as the provision of a good
employment environment, etc., thereby enhancing the
competitiveness of both parties. The average score for
suppliers in 2020 is 8.7 points, which is lower than the
average of 8.8 points in 2019.
2. When the company orders the main equipment, it is
stipulated that if the manufacturer has a significant
impact on environmental protection, it will reassess
whether it will continue to trade with it. In the case of a
transaction with a supplier, the parties must enter into a
contract for sale and purchase. The contract states the
terms of corporate social responsibility: Party A and
Party B shall abide by the corporate social
responsibility policy and shall comply with the
standards of ethical, legal and public requirements for
the operation of the company. Considering the impact
on society and the natural environment, any party may
terminate or terminate the contract at any time if it
involves a policy that violates corporate social
responsibility.
3. The company has a specific supplier management
policy, which is based on the long-term cooperation of
the suppliers and the company's sustainable operation
and mutual growth through the close cooperation
model. The selection of new suppliers is based on their

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price and quality. The delivery period is listed as an
assessment project, and the environmental safety
management, labor rights and financial assessment
projects are evaluated. The survey results show that
100% of the new supply partners have passed the
assessment. In 2020, a total of 181 new suppliers joined
HIWIN. HIWIN Technologies annually proposes a
questionnaire survey on supplier labor management
operations to conduct surveys and evaluations on the
human rights and labor status of the top 100 suppliers.
The results of the 2020 evaluation are 100% passed
4. The company always attaches great importance to the
safety and hygiene of employees and a comfortable
working environment. It also hopes that upstream and
downstream manufacturers will work together to
establish industry standards in safety, health and
environmental protection. In order to protect the safety,
health and facilities maintenance of contractors and
colleagues, the company has set up a management
system for contracting safety, health and environmental
protection agreements. The number of households has
reached 219. Currently, the company will continue to
promote and provide assistance when necessary. Expect
to work together to reduce the risk of hazard.
5.Through the supplier evaluation and corporate social
responsibility questionnaire analysis, the survey items
are product quality, product supply price, after-sales
service, delivery punctuality rate, supplier location,
flexible cooperation degree, compliance with company
confidential contract, supplier inventory policy,
environmental safety management, labor human rights
and financial assessment are evaluated. Only through
evaluation can we become qualified suppliers of the
company.
In
response
to
the
supply
chain
environmental security management, there are 2
suppliers that do not comply with relevant occupational
safety regulations, and are listed as key counseling
targets.
5. Has the Company adopted
internationally recognized standards
or guidelines to prepare non-financial
reports such as corporate social
responsibility reports?Has the
Company obtained a third-party
assurance or verification for such
reports?
V (1) The company voluntarily publishes a corporate
social responsibility report in June every year. The
2020 corporate social responsibility report has
adopted a cross-comparison method to conduct
internal verification on the content of the report. It has
been verified by the British Standards Institute Taiwan
Branch (BSI) in April 2021, and is in compliance with
the latest version of GRI Standards and the AA1000
standard TYPE I medium assurance level verification
standard. The company regularly publishes the
None

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specific promotion plan and implementation results of
social corporate responsibility on the company
website in June each year. The URL is as follows:
csr.hiwin.tw; and the corporate social report will also
be uploaded to the public information before the end
of September. Observatory.
(2) HIWIN's investment in corporate social participation
in 2020 is NT$133,109,000, which includes four
major
items:talent
cultivation
NT$36,133,000,
industry-university
cooperation
NT$65,215,000,
community
care
NT$26,226,000
and
charity
sponsorship NT$5,535,000. The specific promotion
plans and implementation results of the company's
various corporate social responsibilities in 2020 are
summarized as follows (for details, please refer to the
company's corporate social responsibility report):
talent Education-
A. Leading the promotion of the "Automation
Engineer" and "Robot Engineer" certification
exams. Their ideas and concepts have been
recognized and supported by academia and
industry. There are more than 400 automation-
related teachers and more than 100 senior
corporate
executives.
Participate
in
the
proposition and review of questions, and more
than 200 companies support engineers who are
willing to give priority to hiring or interview
qualified engineers. The first "Automation
Engineer" license exam was held in December
2009. As of December 2020, 23 exams have
been completed, with a total of 35,737
applicants and 9,077 certificates. Promotion of
the "Robot Engineer" certification exams in
2016. As of December 2020, 9 exams have been
completed, with a total of 2,127 applicants and
668 certificates.
B. Accounting Elite Cultivation Program (Asia
University), which aims to improve students'
accounting professional ability and international
mobility, and assist top outstanding students to
become professional accountants. The total
amount of sponsorship in 2020 is 1,157,775
yuan. The implementation of the plan has
entered its eighth year, and the number of
certificates has reached 105, which has greatly
increased the willingness of students to obtain
certificates and the learning atmosphere.
Students' participation in evening counseling
has also become a hot spot for admissions.
Industry-University Cooperation-
A. This program enables students with work
experience to further deepen their professional
fields, and then return to the company after
obtaining a degree and be employed in R&D,

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automation or smart manufacturing units, so as
to achieve a true integration of learning and use,
and consistent talent development. In 2020, 5
students who completed the industry-university
program will participate in the industry master
class.
B. In order to enable students in the mechanical
field to get in touch with the industry early,
HIWIN arranges student visits and product
knowledge planning so that students can
actually
understand
product
applications
through interaction with engineers. The number
of visitors in 2020 will be 664.
C. Tsinghua University is HIWIN's first large-
scale joint R&D center in Taiwan. The
establishment of this R&D center is to set up a
new model for industry-university cooperation.
Since 2014, an annual R&D investment of 20
million yuan is expected, and the investment is
expected to be at least Approximately 200
million yuan in 10 years to carry out the research
and development of long-term prospective
technology. The joint implementation plan in
2020 includes the feasibility test of endoscopic
support robotic arm, the test of upper limb
rehabilitation equipment, the market survey of
children's rehabilitation, and the conduct of a
number of clinical expert consultation meetings
to accumulate research and development
energy.
D. The purpose of the "HIWIN-CMU joint
R&D center" is conduct medical care, care
related,
forward-looking
technology
development, cross-field application research,
and cultivate high-level R&D talents in medical
engineering. Since 2015, an annual investment
of 10 million yuan. It is hoped that the expertise
of industry and universities can be used to
complement and drive Taiwan's medical
engineering to a new milestone. We will jointly
implement 3 plans and conduct multiple
consultation meetings with clinical experts to
accumulate research and development energy in
2020.
Community care-
A. HIWIN promotes the implementation of the
"Greater Taichung Lychee Value-Added Key
Technologies and International Certification"
program
to
implement
corporate
social
responsibility and community care, and support
farmers’ technology upgrades with practical
actions, combined with the "color protection and
loss prevention" developed by the Chung Hsing
University team The “Water Technology” was
transferred to the Taiping District Farmers’
Association. The program started trials in 2017

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to improve the difficulty of storage of lychees
and the poor selling after refrigeration. The
“cold-chain low temperature” treatment of
lychees is used to keep fresh lychees. It can be
kept fresh for more than 21 days. Although it has
been transported for about 10 days, the
appearance remains bright red after the listing.
At the same time, the Taiping District Farmers'
Association is funded to conduct "International
Certification and Good Agricultural Practice
(GLOBAL
GAP)
Verification".
HIWIN
actively
promotes
the
value-added
and
innovation of agriculture. The purpose is to
apply the successful model of industry-
university cooperation in industrial application
to agriculture, and to promote agriculture to high
value. More industry-university cooperation and
innovation in agriculture.
B.
The
HIWIN
Education
Foundation
established the HIWIN Volunteer Group in June
2012, mainly focusing on education and social
services. The purpose is to use company
resources and employee participation to provide
internal care and support services to company
employees, and to participate in education and
social welfare services externally, so as to
realize HIWIN's vision of "adding value to
human well-being" and respond to the United
Nations sustainable development goals. , To
create a better society. In 2020, there will be a
total of 717 visits and 2,151 service hours.
Charity sponsorship-
A. HIWIN sponsors 2 million yuan to provide
assistance in a timely manner every year. The
public welfare platform Cultural Foundation is
used in the following parts: 1. Deep cultivation
of art and culture 2. Educational rooting plan 3.
Tourism
industry
guidance
4.
Resource
integration project.
B. HIWIN sponsors Huiming School for the
Blind with an annual funding of 1 million yuan
to support the education assistance program, to
support the life of every child with love, and to
help
Huiming
implement
balanced
and
appropriate learning development for students,
safe and unimpeded campus, professional
growth
teachers,
The
school-running
philosophy of community school inclusiveness
enriches learning energy and provides a
sustainable business environment of humanities,
nature, aesthetics, and creativity.
C.Since 2015, HIWIN sponsors 0.5 million
yuan to support Boyo social welfare foundation
in every year , to provide free remedial teaching
for
disadvantaged
children,
prevent
disadvantaged children from falling into eternal

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poverty, and teach students in accordance with
their aptitude so that children have the
opportunity to learn from scratch And learn
basic abilities and have good competitiveness.
6. If the Company has established the corporate social responsibility principles based on “the Corporate Social Responsibility Best-
Practice Principles for TWSE/TPEX Listed Companies”, please describe any difference between the Principles and their
implementation:
The Company has established corporate social responsibility principles based on “the Corporate Social Responsibility Best- Practice
Principles for TWSE/ TPEX Listed Companies”, and there is no major difference between actual operation and the principles.
Besides, with the efforts of all the colleagues, corporate governance, energy conservation and environment protection and efforts
devoted to public welfare, and protection of other rights of interested parties are well received.
7. Other important information that helps comprehending the status of CSR operations:
1. The company has spent tens of thousands sponsoring the "HIWIN Machinery Master's Thesis Award" every year since 2004, it
has been held for sixteen years until the date of the annual report’s publication, mainly to encourage young students to invest in
R&D and innovation in the field of mechanical engineering, to cultivate more outstanding talents for the country and enterprises,
and to promote and enhance the research interests and standards of domestic young students in the machinery industry, and to
absorb more talents into the machinery industry
2. The "HIWIN Smart Robotics" competition has been held since 2008, it has been held for 13 years until the date of the annual
report’s publication, laying the foundation for the future talents and technologies of the robot industry
3. HIWIN has been responsible for the talents of Taiwan's machinery industry. Since 2009, it has assisted the Taiwan Automation
Intelligence and Robotics Association (TAIROA) to promote the "Automation Engineer" license exam, mobilizing 500 teachers
from national mechanical-related universities and corporate elites to participate in propositions and questions. 20 exams have
been completed until the date of the annual report’s publication. In response to the development trend of major countries in the
world, robots have developed the necessary foundation for smart manufacturing. Since 2016, we have assisted TAIROA to
promote the "Robotics Engineer" license exam. The 7th exam has completed development
4. In 2009, the "HIWIN Technologies Education Foundation" was established with promoting the promotion of our country’s
industrial standards as principal through various education and award-winning activities
5. Since 2010, the “College Student JIMTOF Study Group" has been organized by the HIWIN Technologies Education Foundation
to encourage mechanical students to focus on the study of precision machinery and expand their international vision, thereby
enhancing the innovation of Taiwan's machinery industry technology. This activity is engaging in the primary selection and re-
election of domestic mechanical, with the target being college students in domestic mechanical-related departments, up to 32
students from grades 2~3 in the mechanical engineering, automation and electrical related departments of domestic universities
and colleges are selected to attend the biennial Japan International Machine Tool Fair (JIMTOF), and arrange to visit Japan's index
factory
6. Since 2011, the Chinese Mechanical Engineering Society has been entrusted to hold the "HIWIN Award for Excellence in
Mechanical Doctoral Thesis". The purpose is to raise the standard of Chinese precision machinery and manufacturing technology
across the Taiwan Straits, strengthen the cultivation work of high-level creative talents, and improve cross-strait mechanical
engineering and the quality of doctoral education in the field of intelligent automation, stimulating and encouraging young
students to invest in R&D and creative applications in this field. It has been held for 10 years until the date of the annual report’s
publication, and will continue to be held in the future
7. The company has been committed to industry-university cooperation and school education for many years, to fulfill corporate
social responsibility, the company and Chairman Chuo donated a new library to Hsinchu Liu-Jia Elementary School, it is expected
to have online library functions, a reading room, and a grand lecture hall, etc., so that teachers and students can easily use the
library, cultivating children's reading habits, international perspective and basic ability to cope with globalization. The Chuo Yong-
Tong Memorial Library opened in November, 2017. It covers an area of 1,865 square meters and is a five-story building. The 1-
2 floor is mainly composed of children's books and has a story theater area, a large tree reading area and a multimedia interactive
learning area; the third floor is an adult reading room with foreign newspapers and magazines for citizens to connect with the
world; the 4th floor stepped grand lecture hall can accommodate 200 people at the same time, the 5th floor is the meeting room
and research room, the roof is a learning field planned as an environmental energy zone including wind power and solar energy,
the total floor area is 2,735 square meters, the construction lasted for 5 years and the total cost is about NTD 160 million. The
construction of the Chuo Yong-Tong Memorial Library is mainly to enable alma mater students to have better reading habits,
international outlook and basic ability to cope with globalization. At the same time, it will be open to communal use, so that
community residents can have a better communicating learning space
8. The actual performance in 2020 is as follows: the amount of corporate social responsibility investment is 133,109,000 NTD,
which includes four major items: 36,133,000 NTD for talent cultivation, 65,215,000 NTD for industry-university cooperation,

67

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
26,226,000 NTD for community care, and 5,535,000 NTD for public welfare sponsorship; number of health care recipients , A
total of 8,663 person-times; 100% of new suppliers have passed human rights and labor surveys and evaluations.
9. The "2020 TCSA Taiwan Enterprise Sustainability Award" sponsored by the Taiwan Sustainable Energy Research Foundation, a
consortium, won the "Taiwan Top Ten Sustainability Model Enterprise Award", "Taiwan Enterprise Sustainability Report-
Platinum Award", "Single Performance-Innovation and Growth" Award” and “Single Performance-Talent Development Award”.
10. Taiwan Railways Taroko Express had 408 serious casualties on April 2. Although the source of the disaster was the personal
negligence of the contractor,However, HIWIN Group, a leading technology company in transmission and control, gave full play
to the spirit of hunger and drowning, and donated NT$10 million to assist in disaster relief and relief needs. We hope that it can
comfort the injured and the families of the casualties. I wish the injured a quick recovery and the families of the deceased. Back
to normal life, all employees of the HIWIN Group gathered energy and prayed for the casualties, and cheered for all the medical
staff who were rescued on the front line..
11. The impact of global climate change and warming has led to an increase in the frequency and intensity of extreme climates at
home and abroad, which has a huge impact on life, property and business operations. In order to be able to assess the impact of
climate change on operations as early as possible, HIWIN Technologies plans relevant countermeasures to ensure that the
resilience of climate change is enhanced. Since 2015, HIWIN Technologies has joined the "Earth Hour" activity to take this spirit
as a habit in HIWIN's life and continue it. General Manager Tsai,Huey-Ching served as the convener of the adjustment
management, and Assistant General Manager Wu,Chun-Liang served as the risk management representative. The adjustment
management team was established to investigate the external environment of the plant and the past disasters. (Assets, processes,
personnel, supply chain, and finance), assuming possible types of disasters (including high temperature, heavy rain, drought,
strong winds, and lightning strikes) and impacts, conduct risk analysis and sequencing, and then develop an action plan.

68

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

Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Evaluation Principles
Yes No Summary for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Timeline of Climate Change Response
Join in the “Earth Hour” Event
Voluntarily Disclose Carbon Emissions
PAS2050 Product
Promote Carbon Footprint ISO14067
(Ballscrew) Set up Solar Power
2010 2012 2014 2015 2016 2018 2019 2020
Self-Inspection of Greenhouse Gas Climate Change Water Footprint
Promote ISO14064-1:2006 Adaptation ISO14046
Establish Adaptation
Management Team
Set up ISO50001:2011 Transfer to ISO50001:2018
The Climate Change Adaptation Management Team sets targets to adopt mitigation and adaptation measures, and
formulates strategies to implement short-, medium- and long-term objectives. Through exposure and vulnerability
matrices, we develop adaptation action plans, and accordingly implement screening for major risks and opportunities,
and in accordance with policies and regulations , Market and manufacturing, etc., respectively, to conduct climate
change risk analysis and assessment of potential financial shocks
Potential
Climate Potential Financial
Climate Risks Financial Response Measures/Initiative
Opportunities Impact
Impact
Greenhouse Increase Input Energy Decrease Energy Usage Voluntary greenhouse gas reduction
gas voluntary Equipment and Reduction Cost and energy consumption reduction
reduction Cost Plans ISO14064-1, product carbon
commitment footprint inventory, ISO50001
external verification
Company Loss of Increase Social Invest in carbon 1. The establishment of ISO14001
image impact company image Image reduction and management system to effectively
adaptation and gain a improve the overall
good reputation environmental performance
2. Strengthen the resilience and
adaptability of climate-related
disasters
3. Life cycle analysis of product
environmental impact, to reduce
the source
Extreme High Invest in Upgrade Strengthen climate 1. Electric room air conditioning
temperature equipment Disaster resilience and reduce equipment
control cost Defense operation interruptions 2. Maintenance measures for
increase/electric Ability and losses generators
ity usage and
carbon emission
increase
----- End of picture text -----*

69

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
Rainstorm
Production
affected, loss of
property and
revenue
1. Increase
product
demand
2. Reduce
operating
costs
1. Floods and typhoons
cause damage to
public facilities and
increase steel demand
2. Increased typhoon
caused waste and
increased
transportation costs
The location of the plant is included
in the consideration of future site
selection (the operation base has not
been affected by heavy rain and
flooding)
Drought
Production
affected, loss of
property and
revenue
Improve water
resource
efficiency and
recycle water
Strengthen climate
resilience and reduce
the impact of disasters
on production
1. Water storage measures for tap
water and signing of waterwheel
dispatching operations
2. Effective use of limited water
resources
3. Expand water recovery and reuse,
reduce water demand
Thunderstrike
Power outages
cause
production
losses
Improve
disaster
prevention
capabilities
Strengthen climate
resilience and reduce
production interruptions
and losses
Lightning rod maintenance
mechanism
According to the results of the climate risk matrix, it can be seen that the future risk of climate shocks faced by HIWIN
Technologies will increase with the future occurrence of natural disasters, and the degree of climate shock risk will also
increase. HIWIN Technologies will implement the action plan and strengthen emergency response to reduce financial shocks,
so that normal operations can be maintained when climate risks occur, and losses can be reduced, and related equipment
should be built according to the priority evaluation results, such as the addition of air conditioning equipment and pumping
equipment in the electrical room, with a view to reducing future climate shocks. (Detailed Corporate Social Responsibility
Report about descriptio of Climate Change)
12. According to the principle of materiality, the CSR Committee reports to the board of directors on major issues discussed in the
economic, social and environmental aspects and issues discussed with related parties at least once a year. The relevant risks in
2019 and the management policies and regulations are formulated according to each risk. The corresponding measures have
been reported on the board of directors on May5th,2020 as follows
Stakeholder
Employee
Shareholder
Client
Contractor
Academia
Significance to
HIWIN
HIWIN
Technologies
regards its
employees as its
biggest asset and
is also an
important gene for
the company's
sustainable
operation.
Shareholders and
investors are the
behind-the-scenes
promoters of
HIWIN
Technologies’
sustainable
operation and the
benefit of
mankind.
Customer
satisfaction is the
company's
sustainability
policy and the
source of the
company's
operating
performance.
The contractor is
an important
partner of the
company's value
chain and jointly
creates a safe and
healthy
environment.
The academic
community is a leader
in the knowledge of
HIWIN Technologies
and an indispensable
partner for the
integration of
production functions,
and jointly cultivates
precision machinery
talents
Concerned
Issues and
Risks
• Labor-
employment
relationship
• Occupational
safety and health
• Training and
education
• Market status
• Labour Relations
• Economic
performance
• Smart Machinery
• Marketing and
labeling
• Market status
• Smart Machinery
• Customer privacy
• Economic
performance
• Market status
• Marketing and
labeling
• Economic
performance
• Market status
• Smart Machinery
• Waste water and
waste
• Occupational
safety and health
• Smart Machinery
• Industry-university
cooperation
• Occupational safety
and health
• Economic
performance
• Training and
education
Rainstorm Production
affected, loss of
property and
revenue
1. Increase
product
demand
2. Reduce
operating
costs
1. Floods and typhoons
cause damage to
public facilities and
increase steel demand
2. Increased typhoon
caused waste and
increased
transportation costs
The location of the plant is included
in the consideration of future site
selection (the operation base has not
been affected by heavy rain and
flooding)
Drought Production
affected, loss of
property and
revenue
Improve water
resource
efficiency and
recycle water
Strengthen climate
resilience and reduce
the impact of disasters
on production
1. Water storage measures for tap
water and signing of waterwheel
dispatching operations
2. Effective use of limited water
resources
3. Expand water recovery and reuse,
reduce water demand
Thunderstrike Power outages
cause
production
losses
Improve
disaster
prevention
capabilities
Strengthen climate
resilience and reduce
production interruptions
and losses
Lightning rod maintenance
mechanism
Stakeholder Employee Shareholder Client Contractor Academia
Significance to
HIWIN
HIWIN
Technologies
regards its
employees as its
biggest asset and
is also an
important gene for
the company's
sustainable
operation.
Shareholders and
investors are the
behind-the-scenes
promoters of
HIWIN
Technologies’
sustainable
operation and the
benefit of
mankind.
Customer
satisfaction is the
company's
sustainability
policy and the
source of the
company's
operating
performance.
The contractor is
an important
partner of the
company's value
chain and jointly
creates a safe and
healthy
environment.
The academic
community is a leader
in the knowledge of
HIWIN Technologies
and an indispensable
partner for the
integration of
production functions,
and jointly cultivates
precision machinery
talents
Concerned
Issues and
Risks
• Labor-
employment
relationship
• Occupational
safety and health
• Training and
education
• Market status
• Labour Relations
• Economic
performance
• Smart Machinery
• Marketing and
labeling
• Market status
• Smart Machinery
• Customer privacy
• Economic
performance
• Market status
• Marketing and
labeling
• Economic
performance
• Market status
• Smart Machinery
• Waste water and
waste
• Occupational
safety and health
• Smart Machinery
• Industry-university
cooperation
• Occupational safety
and health
• Economic
performance
• Training and
education

70

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
Risk
Management
Policies and
Responses
• Sound salary and
benefits,
retirement system,
labor insurance,
health insurance
and additional
group insurance,
etc.
• Diversified
employee
communication
channels and
various
mechanisms to
take care of
employees'
physical and
mental health
• Regularly handle
various
educational
trainings, reading
clubs, lectures and
degree training





























• At least quarterly
board meetings are
held to review
business
performance and
discuss important
strategic issues
• The board of
directors reviewed
all possible major
risks to formulate
an operating plan,
and strictly
controlled through
internal operation
processes to
continuously
improve
• The company ’s
relevant important
resolutions are
immediately
announced on the
Taiwan Stock
Exchange ’s public
information
observatory
• Internal control
of privacy and
business secrets
• Provide quality
pre-sales and after-
sales services
through customer
surveys and
regular visits and
exchanges
• By updating web
pages, linking to
subsidiary
websites and 3D
website
construction,
allowing
customers to
quickly understand
product and
service
information
• Maintain
customer visit data
and after-sales
service
information
through software
management;
potential business
opportunities
information
obtained from
exhibitions and
official website
business
opportunity
messages can also
be managed and
tracked by
software
• Provide
cooperation in the
product display /
application
combination of the
Industrial Research
Institute, the
Science and
Technology
Museum and the
education unit
• Real-time online
responses can be
provided through
mobile apps
(official Line and
WeChat)
• Carry out safety
and health
management and
implement control
for contractors,
with a view to
managing at the
source and
preventing
occupational
disasters
• Regularly handle
annual agreement
organization
meetings
• Conduct annual
appraisal of
contractors
• Conduct internal
employee
supervision
training
• Annually hold the
Master of Mechanical
Engineering,
Doctoral Dissertation
Award of HIWIN,
and the competition
for the
implementation of
HIWIN’s intelligent
robots
• Automation
Engineer Certificate
Exam and Robot
Engineer Certificate
Exam
• Comply with
government
regulations and other
requirements
• Corporate Social
Responsibility Report
Issuance Visiting
Arrangements and
Invitations
• HIWIN
practitioners to teach
at school to share

71

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary

CSR major themes, short, medium and long term goals:
The financial impact of climate change risks:
Short goal
Economic
1. Consolidated revenue reached 30 billion
NTD
2. The number of patent applications has
reached 3,000
3. Customer satisfaction increase 5%
Enviorment
1. Energy performance index (EnPI) of each
operating site dropped 1%
2. In 2021, the solar power system will
countion to complete the 407.4KW
setting
3. In 2021, the water recovery rate will
countion to increase, accounting for >8%
of the water cousumption
4. In inorganic sludge reduce 52%(45 ton)
5. Waste oil water reduce 176 ton
Society
1. In 2021, the average training hours per
capita >35 hours
2. Maintain "0" case of violations of
conflict minerals and hazardous
substances in prohibited and restricted
raw materials
3. Continue to promote safety culture
activities
4. Volunteer service hours devoted to local
charity activities >4,800 hours
5. The number of volunteers who
contributed to local charity events>1,650
Short goal Medium goal
Economic 1. Consolidated revenue reached 30 billion
NTD
2. The number of patent applications has
reached 3,000
3. Customer satisfaction increase 5%
1.The world’s first brand of linear transmission
control products
2.Gradually implement smart automation in the
factory
3.Assist the industry to move towards smart
maufacturing
Enviorment 1. Energy performance index (EnPI) of each
operating site dropped 1%
2. In 2021, the solar power system will
countion to complete the 407.4KW
setting
3. In 2021, the water recovery rate will
countion to increase, accounting for >8%
of the water cousumption
4. In inorganic sludge reduce 52%(45 ton)
5. Waste oil water reduce 176 ton
1. Energy performance index (EnPI) of each operating
site dropped 1%-3%
2. A total of 2,570KW solar power generation
capacity system will be installed in 2024
3. The water recovery rate accounting for >10% of th
water cousumption
Society 1. In 2021, the average training hours per
capita >35 hours
2. Maintain "0" case of violations of
conflict minerals and hazardous
substances in prohibited and restricted
raw materials
3. Continue to promote safety culture
activities
4. Volunteer service hours devoted to local
charity activities >4,800 hours
5. The number of volunteers who
contributed to local charity events>1,650
1. The average training hours per capita >40 hours
2. Continue to invest in talent cultivation in the field
of smart machinery and industry-academic
cooperation to upgrade the industry.
3. Invest in public welfare activities to fulfill
corporate social responsibility
4. Handle various safety and health performance
reward activities and cultivate the soft safety and
health capabilities of personnel of all classes.
Type Item Climate Risks Time Potential Financial Impact Response
Measures/Initiative
Transformation
risk
Policies and
regulations
Increase the
price of
greenhouse gas
emissions
Short term Increase investment
equipment and costs
1.Voluntary greenhouse
gas reduction and
energy consumption
reduction
2.Passed ISO14064-1,
product carbon
footprint inventory,
ISO50001 external
verification
Medium term Increase operating costs
Long term Increase operating costs
Policies and
regulations
Enhancing the
obligation to
report emissions
Short term Increase operating costs
Medium term Increase operating costs
Long term Increase operating costs

72

Evaluation Operation Status Difference
s from
Corporate
Social
Responsib
ility Best
Practice
Principles
for
TWSE/G
TSM
Listed
Companie
s and the
Causes
Yes No Summary
Market Rising
ra
material costs
w Short term 1.Decline in demand for
products and services
2.Increased
operating
costs
1. Increase the purchase
of various alternative
raw materials
Physical risk Immediacy 1. Increasing
severity of
extreme weather
events such as
typhoons and
floods
2. Changes in
rainfall patterns
and extreme
changes in
climate patterns
Short term 1.Investment in
equipment control
increases costs
2.Increase in electricity
consumption and carbon
emissions
1. The location of the
plant is included in the
consideration of future
site
selection
(the
operation base has not
been affected by heavy
rain and flooding)
2. Water storage
measures for tap
water and signing of
waterwheel
dispatching operations
3. Effective use of
limited water
resources ,expand
water recovery and
reuse, reduce water
demand
4.Lightning rod
maintenance
mechanism
Long term Average
temperature rise
Long term 1.Increased operating
costs
2.Increased in
infrastructure costs
1.Strengthen the ability
to withstand and
adjust to climate-
related disasters
2.Maintenance measures
for air-conditioning
equipment/generators
in electrical rooms
Climate Opportunities and Financial Impact
Type Climate Opportunities Time Potential Financial Impact Response
Measures/Initiative
Resource
efficiency
Water recovery and reuse Short term 1. Reduced operating costs
2. Increased processing fees and
profit
Process waste reuse and
recycling
Resource
efficiency
Reduce water demand and
water consumption
Short term Reduced operating costs water reduction
measures
Toughness Participate in renewable
energy projects and adopt
energy-saving measures
Long term 1. Purchasing energy-saving
materials increases operating
costs
2.Energy-saving benefits
1.Purchase management
to purchase energy-
saving products
2.Build green power
generation

73

(6) Implementation of Ethical Corporate Management:

Evaluation Items Operation Status Differences
from
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/GTSM
Listed
Companies
and the
Causes
Yes No Summary
1. Formulate policy and program for ethical
corporate management
(1) Whether the company has explicitly
expressed the policy and methods of
ethical corporate management in its
charter and outbound documents and
whether the board of directors and
management has fulfilled the
commitment to the policy of ethical
corporate management?
(2) Whether the company has established an
assessment mechanism for the risk of
dishonesty, regularly analyaes and
evaluates business activities with a high
risk of dishonesty in the business scope,
and accordingly formulates a plan to
prevent dishonesty, and at least cover the
preventive measures for the conduct of
the second paragraph of Article 7 of the
“Code of Integrity Management of
Listed OTC Companies?
(3) Does the company specify the operating
procedures, behavior guidelines,
disciplinary penalties and grievance
system in the plan to prevent dishonesty,
and implement it, and regularly review
and revise the pre-disclosure plan?
V
V
V
(1) Ethical
Corporate
Management
Best-Practice
Principles”, expecting its Board and management
positively implement its ethical corporate management
policy and reinforce employees’ perception of its ethical
corporate management ideas through daily recitation
and advocacy of the management ideas “Professional
Level, Enthusiasm for Work and Professional Ethics”.
(2) The company has established “Employee Code of
Conduct” and “Business Operation Procedures and
Behavior Honesty Guidelines”, which expressly states
operational procedures and that it will begin disciplinary
procedures according to the circumstances for any
violation of Code of Ethics or corruption; for any
violation of government decrees or corruption, anyone
can report to independent directors, managers, internal
auditors or other competent personnel by e-mail or in
written report, and personnel of relevant units must
report this to the Chairman after receiving the report; the
internal auditors check whether the preceding system
are followed irregularly and include dishonesty into the
key points of such check to implement the rules. The
behavior guideline states clearly the procedures and
methods for reporting procedures, and establishes an
independent report box for internal and external use, and
a specific unit responsible for handling the reporting
procedures, as well as how the records should be kept,
and whether or not discretionary bonuses are reported.
The information has been disclosed on the company's
website.
(3) The company has established “Employee Code of
Conduct” according to “Ethical Corporate Management
Best-Practice Principles”, and made appropriate
precautionary
measures
against
high
potential
dishonesty or operating activities stated in Article 2,
Paragraph 7 of “Ethical Corporate Management Best-
Practice
Principles
for
TWSE/TPEX
Listed
Companies”; the internal audit department also plays an
important role in ensuring the obedience of professional
ethics. To ensure that the financial, management and
operation information is correct, reliable and timely and
employee behaviors conform to relevant policies, rules,
procedures
and
regulations,
the
internal
audit
department audits according to the annual audit plan
authorized by the Board, and submits the results and
improvement plans to the Board and management so
that to implement the audit effects.
None
2. Implementation of ethical corporate
management
(1) Does the company evaluate business
partners’ ethical records and include
ethics-related
clauses
in
business
contracts?
(2) Does the company establish a dedicated
(or non- dedicated) unit under the Board
to promote ethical corporate management
and report to the Board regularly?
(3)Has the company established policies to
prevent conflicts of interest and provided
V
V
V
(1) The company has established an effective assessment
mechanism for its suppliers and outsourcers and the
contracts with them state both parties’ rights and
obligations in details, and sign the confidentiality
agreement and Integrity Deal Commitment.
(2) The company promotes the integrity and management of
corporate integrity management by the Human
Resources Department, and the general manager acts as
the convener, ensuring the integrity management based
on the work and scope of each unit, and fully promoting
the integrity of the company. All colleagues, managers
None

74

Evaluation Items Operation Status Differences
from
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/GTSM
Listed
Companies
and the
Causes
Yes No Summary
appropriate communication channels, and
implemented them?
(4)Has the company established an
effective accounting system and internal
control system to implement ethical
corporate management? Does the internal
control unit audit on a regular basis or
authorize the accountant to audit?
(5)Does the company regularly hold
internal and external educational trainings
on ethical corporate management?
V
V
and directors should abide by the “Code of Integrity
Management”. Relevant members also have the
obligation to report to the Board of Directors. They
report to the Board of Directors at least once a year and
report to the Board of Directors on the implementation
of the 2020 Integrity Management Performance Report
on May 5th, 2021
If a colleague discovers that there is any dishonest fact,
it can also be reported through the company's public
channel. If the circumstances are serious, it will be
reported to the board of directors from time to time. The
board of directors supervises whether it is implemented
according to the code. The implementation in 2020 is as
follows:
1. Education and training: Open training courses such
as regulations, check-ups, risk management, and
prevention of fraud. In addition, we will arrange
external training courses for corporate integrity
forums and corporate fraud risks for supervisors and
colleagues.
2. Compliance Declaration: In 2020, it mainly
advocated the implementation of the company's
business philosophy of "professional standards,
enthusiasm for work, and ethics of practice.
3. Communication channels: Employees can report
violations of integrity management to the Human
Resources Department, various academic levels,
and independent directors through various corridors,
and
the
Human
Resources
Department
is
responsible for coordinating them.
4. Regular inspection: Each year, the self-assessment
of the risk of corruption is implemented to achieve
effective management and implementation, and the
audit unit independently audits. There is no major
corruption in 2020.
5. Reporting system: The company's website has stated
that internal or external personnel can report
dishonest behavior. In addition to protecting the
identity of the sender, the audit unit will also
conduct a special investigation. In 2020, 9 cases
were accepted, all of which have been processed and
successfully resolved.
(3) The company’s internal staff can report conflicts of
interest to their department managers and the audit
department, or the chairman or the general manager will
handle this personally through the feedback box.
(4) The company’s management ideas “Professional Level,
Enthusiasm for Work and Professional Ethics” have
shown its emphasis on ethical corporate management; to
build and a corporate culture of ethical corporate
management and develop well, it has established
“Ethical
Corporate
Management
Best-Practice
Principles” and the internal audit unit has established
internal audit plans to execute audit and check whether
employees are honest or cheat irregularly.

75

Evaluation Items Operation Status Differences
from
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/GTSM
Listed
Companies
and the
Causes
Yes No Summary
(5) The company advocates ethical corporate management
ideas through morning meetings every month, providing
new employees and supervisors with basic and
promotion trainings. The company has carried out
relevant education and promotion for current directors
and managers on 5.5.2021. Besides, it arranges external
training courses, such as enterprise credit forums and
business fraud discussion, for supervisors and colleague.
The related courses for honest corporate management in
2020 are summarized as follows:
Type
Number
of Classes
Held(Total
Hours)
People
Times
Related Courses
for Honest
Corporate
Management
286
1,999.5
4,305
3. Operation of the Company’s offense
reporting system
(1) Has the company established a specific
offense reporting and reward systems, set
up convenient offense reporting channels,
and appointed an appropriate person for
the one who has been reported?
(2) Has the company established
standard operating procedures as well as
a relative protection mechanism for
whistleblowers?
(3) Does the company take measures to
protect
whistleblowers
from
being
inappropriately treated?
V
V
V
(1) The “Employee Code of Conduct” of the Company has
stated the offense reporting system, and a reward and
punishment system for employees has also been
established; to make it convenient for whistleblowers to
report the breach of good faith, the Company has a
feedback box on the company website for them to send
mails to the chairman, the general manager and Human
Resources Department directly. If Directors or the CEO
receives such letters, they would instruct the Audit
Office or Human Resources Department to handle the
case. Separate mailboxes are also set up for internal and
external personnel to send letters directly to independent
directors. In addition, the Company has set up an
independent report box or special line for internal and
external use. It also specifies the information that the
prosecutor needs to provide, the acceptance level of the
different prosecutors, and the processing flow of the
special duty unit in the integrity management operating
procedures and behavior guidelines. Report bonuses and
expose relevant information on the company's website.
(2) The company has stated the investigation methods for
offense reporting in “Employee Code of Conduct”; after
receiving the report, personnel in relevant units should
submit it to the chairman who will instructs relevant
units to investigate and handle it in private, and the
reported matter and the whistleblower should be kept
secret.
(3) The company takes perfect protective measures for
whistleblowers and doesn’t disclose their names and
other relevant information to guarantee the investigation
quality and protect them from being retaliated or
inappropriately treated.
None
4. Strengthening information disclosure
(1) Has the company disclosed its ethical
corporate management policies and the
implementation results on the company
website and Market Observation Post
System?
V 1. The
company
discloses
its
ethical
corporate
management ideas, corporate mission and brand
meaning on both the company website and Market
Observation Post System; besides, it puts “Ethical
Corporate Management Best-Practice Principles” on the
company website and Market Observation Post System.
2. Apart from disclosing its ethical corporate management
principles on the company website, it also has a
None

76

Operation Status Differences
from
Corporate
Social
Evaluation Items Yes No Summary Responsibility
Best Practice
Principles for
TWSE/GTSM
Listed
Companies
and the
Causes
dedicated department for collecting and publishing the
company information, and has disclosed relevant and
reliable ethical corporate management information in
the annual report and CSR report.
  1. If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best- Practice Principles for TWSE/TPEX Listed Companies, please describe the differences between the policies and their implementation: The Company has established the Company's “Code of Integrity Practice” and “Guidelines for the Operational Procedures and Conduct of Honest Business Operation” based on the “Code of Conduct for Listed Owned Firms”. It is based on the examples issued by the Stock Exchange and it also requires the Company to operate. Relevant entities should implement the implementation and internalize the requirements of the above codes and behavior guidelines into daily operations management. Therefore, there is no significant difference between the actual operation and the codes and guidelines.

  2. 6.Other important information to facilitate a better understanding of the company’s ethical corporate management: The Company conducts educational trainings regularly to advocate the principle of good faith; besides, it has made Commitment to Trade with Good Faith and required suppliers to sign to promise they do trade with it with good faith. The Company amended the regulations on May 6[th] , 2019.

(vii) Corporate Governance Rules and Regulations:

  1. Corporate Governance Regulations:

  2. (1) It establishes Operating Procedures of Acquisition or Disposal of Assets, Procedures for Endorsements and Guarantees, Procedures for Lending Funds to Other Parties, Rules and Procedures of Board Meetings and Organization Rules of the Remuneration Committee according to relevant norms set by Financial Supervisory Commission, Executive Yuan.

  3. (2) It establishes Ethical Corporate Management Code, Code of Conduct, Corporate Governance Practice Principles, Corporate Social Responsibility Practice Principles, Rules and Procedures of Shareholder Meetings and Rules Governing Election of Directors according to relevant norms and reference examples set by Taiwan Stock Exchange.

  4. The information above can be downloaded in “Relevant Regulations and Rules Governing Corporate Governance” under “Corporate Governance” on Market Observation Post System or in “Relevant Rules Governing Corporate Governance” under “Investor” at

  5. http://www.HIWIN.com.tw/stock/corporate_governance.aspx.

(viii) Other Important information helpful for enhancing understanding of the corporate governance of the Company: none.

77

(IX) Implementation of the internal control system:

  1. Statement on Internal Control Institution:

HIWIN TECHNOLOGIES CORP. Statement on Internal Control Institution

HIWIN TECHNOLOGIES CORP. Statement on Internal Control Institution

Date: March 23th, 2021

The company hereby makes the following statement about its internal control system for 2020 based on its self- examination:

  • 1.The company is aware that it is the Board and managers’ responsibility to establish, implement, and maintain an internal control system and the Company has set up such a system. The purpose of the system is to ensure the effectiveness and efficiency (including profitability, performance, and protection of assets) of the Company’s operations, the reliability of its financial statements and compliance with relevant laws and regulations.

  • 2.Internal control systems have their inherent limitations. No matter how well they are designed, an effective internal control system can only reasonably ensure achievement of the above three objectives. In addition, an internal control system’s effectiveness may change as circumstances change. Nevertheless, self-supervision mechanisms have been built into the Company’s internal control system. Once a deficiency is identified, the Company will immediately take corrective action.

  • 3.The company determines whether the design and implementation of its internal control system is effective by referring to the criteria stated in the “Regulations Governing Establishment of Internal Control Systems by Public Companies” (hereinafter, the “Regulations”). The Regulations provides measures for judging the effectiveness of the internal control system. There are five components of an internal control system as specified in the Regulations which are broken down based on the management control process, namely: (1) Control Environment, (2) Risk Evaluation, (3) Control Operation, (4) Information and Communication, and (5) Monitoring. Each component consists of several items. Please refer to the Regulations for the above items.

  • 4.The company uses the criteria above to determine whether the design and implementation of its internal control system is effective.

  • 5.After a test of the Company’s internal control system based on the above criteria, the Company is of the opinion that, as of December 31st, 2020, its internal control system (including supervision and management of subsidiaries) is effective and therefore can reasonably ensure achievement of the above objectives, which include awareness of the degree to which operating results and goals are achieved, reliability of financial reporting and compliance with the law.

  • 6.This statement shall become a principal part of the Company’s annual report and prospectus and be made available to the public. If the content of the above is untruthful or certain important information is withheld, the Company shall be held liable pursuant to Articles 20, 32, 171, and 174 of the Securities Exchange Act.

  • 7.This statement has been approved on March 23th, 2021 by the Board, with none of the 9 directors present opposing it.

HIWIN Technologies Corp Chairman: Chuo, Wen-Hen Signature General Manager: Tsai, Huey-Chin Signature

78

  1. If the company has commissioned external auditors to review the company's internal control system, the external auditor's report should be disclosed: none.

(x) In the last year and as of the publication date of the Annual Report, any disciplinary measures taken against the company or its internal staff according to law or taken by the company against its staff due to violations of the internal control system, the main deficiency and improvement:

In 2020, the company completely complied with the company law, the securities trading law and other regulations. However, because the competent authority determined that the company violatied Article 6 Item 1 of the Occupational Safety and Health Act, a fine of NT$ 120,000 was imposed. The company has strengthened protective equipment, clamps and added warnings and improved SOP methods.

(xi) Major resolutions of Shareholder and Board Meetings in the last year and as of the publication date of the Annual Report:

1. Resolutions from the shareholders’ meeting:

Date Important Resolutions Implementation Details
2020.06.19 Approved the 2019 business report and
financial statement proposal
Relevant forms have been submitted for inspection and announcement
in accordance with the company law and other relevant laws and
regulations
Approved the 2019 surplus distribution
proposal
According to the content of the resolution, a total of NTD 2.1 per
share will be distributed. A cash dividend (1.8 NTD per share) will be
issued on September 10, 2020, and a stock dividend (0.3 NTD per
share)will be issued on October 8,2020.
New share issuance through capital
increase of surplus
The distribution was processed according to the content of the
resolution, and the listing of new shares was completed on October 8,
2020.
Approved the proposal to lift the
restriction on directors’ non-competition
Take effect after the resolution of the shareholders meeting is passed,
and release important information

2.Resolutions from the board meeting :

Meeting Date Important Resolutions
2020.03.25 Approved 2018 employee compensation and directors' compensation
Approved the 2019 employee compensation and director compensation proposal
Approved 2019 internal control system statements
Approved 2019 Business report
Approved Financial statements
Approved the 2020 regular shareholders' meeting
Approved of the endorsement guarantee of subsidiary Eterbright Solar Corporation
Approved of the endorsement guarantee of subsidiary Matrix Precision
Approved subsidiary overdue account transfer funds loan case
Approved Lifting directors and their representatives' prohibition on competition
2020.05.05 Approval of the 2019 surplus distribution proposal
Approved the 2019 Earnings Distribution Cash Dividend Proposal
Approval of the case for the issuance of new shares by capital increase
Approved the preparation of the financial statements for the first quarter of 2020
Approval of the endorsement guarantee case for the Japanese subsidiary
Approval of the transfer of overdue accounts of subsidiaries to capital loans
Approval of the revision of the internal control system and internal audit implementation rules
2020.06.19 Approved the 2019 earnings distribution ex-rights and capital increase base date related matters
Approved of the endorsement guarantee of subsidiary Eter-bright Solar Corporation
Approved of the endorsement guarantee of subsidiary Matrix Precision
Approved of the endorsement guarantee case for Singapore subsidiary
Approved of the subsidiary overdue account transfer funds loan case
2020.07.24 Approved of Tanzi plant related matters
Approved of subsidiary overdue account transfer funds loan case

79

Meeting Date Important Resolutions
2020.08.05 Approved of Financial statements for the first half of 2020
Approved of endorsement guarantee of subsidiary Eterbright Solar Corporation
Approved of endorsement guarantee of Japan subsidiary
Approved of endorsement guarantee of Korean subsidiary and fund loan
Approved of subsidiary overdue account transfer funds loan case
Approval of the amendment to the accounting system
Approval of the formulation of "Risk Management Policies and Procedures"
2019.09.17 Approved of cancellation of the loan and quota for the subsidiary Matrix
Approved of cancellation of the loan and quota for the Korean subsidiary
Approved of endorsement guarantee of Japan subsidiary
Approved of Domestic cash capital increase issuance of ordinary shares
Approved of subsidiary overdue account transfer funds loan case
Approval of amendments to the "Code of Procedures for Board Meetings"
Approval of amendments to the "Regulations on the Scope of Independent Directors"
Approved the revision of the "Organizational Rules of the Audit Committee"
Approved the revision of the "Regulations of the Salary and Compensation Committee"
2020.10.29 Approval of the issuance price of cash capital increase
Approved of cash capital increase manager's share subscription plan
Approved of capital reduction and increase in Japanese subsidiary
Approved of the endorsement guarantee of subsidiary Eter-bright Solar Corporation
Approved of the endorsement guarantee of Korean subsidiary
Approved of the extension of the guarantee period of the Italian subsidiary's endorsement
Approved subsidiary overdue account transfer funds loan case
2020.11.03 Approval of the consolidated financial statements for the third quarter of 2020
Approved of Hiwin (Schweiz) GmbH Investment
Approved of the endorsement guarantee of subsidiary Matrix Precision
Approved of the endorsement guarantee of Japan subsidiary
Approved of the endorsement guarantee of subsidiary Matrix
Approved subsidiary overdue account transfer funds loan case
Approved the 2021 internal audit plan
Approved of the assess the independence, competence and appointment remuneration of
certified public accountants
2020.12.23 Approved cash capital increase and endorsement guarantee of subsidiary Matrix Precision
Approval of the transfer of overdue accounts of subsidiaries to capital loans
Approved the revision of the "Code of Practice on Corporate Governance"
Approval and revision "Management of financial statement preparation process"
2021.03.23 Approved the 2020 employee compensation and director compensation proposal
Approved the 2020 ``Declaration of Internal Control System''
Approval of the 2020 business report
Approval of the 2020 financial statements
Approval of the 2020 surplus distribution
Approved the 2020 surplus distribution of cash dividends
Approval of surplus capital increase and issuance of new shares
Approval to amend some provisions of the "Articles of Association"
Approval to lift the restrictions on the prohibition of competition for directors and managers
Approve the convening of the 2020 regular shareholders' meeting related matters
Approval and acceptance of shareholder proposals related matters
Approval of the 2021 operating plan
Approved subsidiary Eter-bright Solar Corporation is now increased and endorsed guarantee
Approved subsidiary Matrix Precision is now increased and endorsed guarantee
Approved the Italian subsidiary endorsement guarantee
Approved the endorsement guarantee for the construction project of the Japanese subsidiary
Approve the transfer of overdue accounts of subsidiaries to capital loans
Approved the donation of funds from the "Shanghai Yin Technology Education Foundation"
Approval and revision of staff salary and various treatment methods
2021.05.05 Approval of the financial statements for the first quarter of 2021
Approved Japanese subsidiary endorsement guarantee
Approve the transfer of overdue accounts of subsidiaries to capital loans
Approval and revision of endorsement guarantee management measures
Approval to lift the restrictions on directors' non-competition

80

  • (Xii) In the most recent year and as of the printing date of the annual report, directors have different opinions on important resolutions passed by the board of directors and have records or written statements: none.

  • (Xiii) Summary of the resignation and dismissal of the company’s chairman, general manager, accounting supervisor, financial supervisor, internal audit supervisor, corporate governance supervisor, and R&D supervisor in the most recent year and as of the printing date of the annual report: none.

iv. Information on Accountants

(i) Information on Accountant’s Fees:

Name of the Accounting Firm Name of Accountants Audit Period Remarks
Deloitte & Touche Tseng,Dong-Jun Wu,Li-Dong January 1st~
December 31st,
2020
None
Unit: NTD Thousand
Interval Items Audit Fees Non-Audit Fees
Total
1 Below NTD 2,000 thousand V
2 NTD 2,000(including)~4,000 thousand
3 NTD 4,000(including)~6,000 thousand V
4 NTD 6,000(including)~8,000 thousand V
5 NTD 8,000(including)~10,000 thousand
6 Above NTD 10,000 thousand

Unit: NTD Thousand

  • 1.Paying at least one-fourth of non-audit fees to CPAs, their accounting firm, and its affiliates

Unit: NTD Thousand

Unit: NTD Thousand
Name of the
Accounting
Firm
Name of
Accountant
Audit
Fees
Non-Audit Fees Audit Period Remarks
System
Design

Business
Registration

Human
Resource
Other Subtotal
Tseng,Dong-
Jun
5,570 - - - 1,335 1,335 2020.1.1-
2020.12.31
Others mainly include
the preparation of
transfer pricing report,
undistributed surplus
investment deduction
check, cash increase and
surplus capital
conversion check and
advance fees, etc.
Deloitte &
Touche
Wu,Li-Dong
  1. Change of CPA firm and the audit fees paid in the year of the change are less than those paid in the previous year: no such cases.

  2. Audit fees paid in the current year are at least 10% less than those paid in the previous year: no such cases

81

(ii) CPA Independence

The company evaluates CPA Independence regularly based on the items below and reports the results to the board:

  1. CPA Independence Evaluation Questionnaire

  2. The same accountant hasn’t executed certification work continuously for over 7 years

  3. The company will confirm whether the audit results are affected before the non-audit services are provided

v. Information on Change of Accountant : Non applicable.

(i) About the former accountant

Change Date
Reasons and Descriptions
Was the termination of audit services
initiated by the Company or the CPA?
Involved Parties
Situations

Accountant
Appointer
The company terminated the
appointment.
Not applicable
The
CPA
appointed.
rejected
being
Opinions and reasons of the audit report
other than unqualified opinions issued
within the recent 2 years
Having different opinions from the
issuer
Yes Accounting Principles or Practice
Disclosure of Financial Reports
Audit Range and Steps
Others
No
Description
Other Disclosures (according to Sub-
item 4 of Item 1, Paragraph 5, Article
10 of Guidelines Governing the
Preparation of Financial Reports by
Securities)

(ii) About the succeeding accountants

Name of the Accounting Firm Name of Accountants Date of Appointment Inquiries and replies relating to the accounting methods or principles of certain transactions, and opinions issued for the financial reports prior to appointment Different opinions in written form made by the succeeding accountant from the former accountant

(iii) Former accountants’ response to Item 1 and Sub-item 3 of Item 2, Paragraph 5, Article 10

of these principles: Not Applicable.

82

  • vi. If the Company’s Chairman, General Manager and Managers Responsible for Financial and Accounting Affairs Have Held Office in the CPA Firm or Any of Its Affiliated Companies Within the Last Year, Their Names, Job Titles and the Periods During Which They Have Held Such Office Should Be Disclosed: none.

  • vii. Transfer and Pledge of Shares by the Chairman, Supervisors, Managers and Shareholders Holding more than 10% of the Company’s Shares within the Latest Year and up till the Publication Date of This Annual Report

  • (i) Changes of shares held by directors, managers and major shareholders

Unit: share

2019 2019
2021 as of April 30th
Title Name Increase
(Decrease) in
Shares Pledged
Increase (Decrease)
in Shares Held
Increase
(Decrease) in
Shares Held
Increase
(Decrease) in
Shares Pledged
Chairman and CEO Chuo,Wen-Hen 240,000
352,474 (9,000) -
Deputy Chairman Chen,Chin-Tsai -
(387,572) (100,000) -
Director and co-CEO Chuo,Yung-Tsai 365,000
232,036 (135,000) -
Director and General Manager
and co-CEO
Tsai,Huey-Chin -
(28,061) (251,000) -
Director Lee,Shun-Ching -
645,296 - -
Director Sanko Investments
Ltd
(2,000,000)
(62,791) (72,000) -
Representative:
Huang,Ching-Yi
(Note 1)
-
16 - -
Independent Director Chiang,Cheng-He -
- - -
Independent Director Chen,Ching-Huey -
- - -
Independent Director Tu,Li-Ming -
- - -
Senior Deputy General Manager
of Finance Office
Wu,Yue-Ching -
(55,409) (3,000) -
Deputy General Manager of
Marketing Business Group
Peng,Yen-Chi
6,299 - (5,000) -
Deputy General Manager of
Chairman’s Office (Note 1)
Song,Xian-De
- - - -
Assistant General Manager of
Chairman’s Office (Note 2)
Chu,Yue-Ling
(14,469) - (7,000) -
Assistant General Manager of
Chairman’s Office
Wu,Chun-Liang
5,466 - (8,000) -
Assistant General Manager of
Chairman Room
Yang,Chuang-Bao
5,964 - - -
Assistant General Manager of
System Development Business
Department
Wang,Fu-Ching
(6,717) - (2,000) -
Assistant General Manager of
Finance Office
Liao,Ke-Huang
7,496 - - -

83

2019 2019
2021 as of April 30th
Title Name Increase
(Decrease) in
Shares Pledged
Increase (Decrease)
in Shares Held
Increase
(Decrease) in
Shares Held
Increase
(Decrease) in
Shares Pledged
Chairman and CEO Chuo,Wen-Hen 240,000
352,474 (9,000) -
Deputy Chairman Chen,Chin-Tsai -
(387,572) (100,000) -
Director and co-CEO Chuo,Yung-Tsai 365,000
232,036 (135,000) -
Director and General Manager
and co-CEO
Tsai,Huey-Chin -
(28,061) (251,000) -
Director Lee,Shun-Ching -
645,296 - -
Director Sanko Investments
Ltd
(2,000,000)
(62,791) (72,000) -
Representative:
Huang,Ching-Yi
(Note 1)
-
16 - -
Independent Director Chiang,Cheng-He -
- - -
Independent Director Chen,Ching-Huey -
- - -
Independent Director Tu,Li-Ming -
- - -
Senior Deputy General Manager
of Finance Office
Wu,Yue-Ching -
(55,409) (3,000) -
Executive Assistant Manager of
Production Business Group
Lee,Wen-Bin
3,656 - (3,000) -
Senior Assistant Manager of
Information Office
Chang,Yong-Ming
3,000 - (1,000) -
Assistant Manager of Chairman’s
Office
Chiu,Shih-Rong
(16,691) - (4,000) -
Assistant Manager of Chairman’s
Office
Chen,Hong-Ming
5,873 - - -
Assistant Manager of Chairman’s
Office
Huang,Lee-Hong
1,031 - (2,000) -
Assistant Manager of Chairman’s
Office (Note 3)
Yang, Fong-Ming
3,000 - - -
Assistant Manager of Production
Business Group
Wu,Wen-Chia
147 - - -
Assistant Manager of Production
Business Group (Note 4)
Lin,Chih-Hsiao
- - - -
Assistant Manager of System
Development Business
Department (Note 5)
Chiang,Ming-Chun
(1,392) - - -
Assistant Manager of the Business
Office
Chang,Kun-Yao
365 - - -
Assistant Manager of Project
Development Department (Note 6)

Dong,Cheng-Wei
(899) - - -
Assistant Manager of Quality
Assurance Department
Chou,Yi-Hsiu
3,000 - - -

Note 1: Song, Xian-De was relieved on February 15, 2020.02, and his shareholding declaration has ended here. Note 2: Chu,Yue-Ling retired from 2021.04.01, and his shares have been declared here. Note 3: Yang, Fong-Ming took office on June.19, 2020, and his shares will be declared starting from that day. Note 4: Lin, Chih-Hsiao was relieved on 2020.04.01 and his shareholding declaration has ended here. Note 5: Jiang, Ming-Jun retired from 2020.12.01, and his shares have been declared here. Note 6: Dong Cheng-Wei was relieved on January 30, 2021, and his shareholding declaration has ended here.

84

(ii) Stock transferred to related parties: none.

(iii) Stock rights pledged to related parties: none.

viii. Information of the 10 Largest Shareholders Who Are Related, or Couples or Relatives within the Second Degree of Kinship

April 30[th] , 2021 unit: share; %

NAME OF MAJOR
SHAREHOLDERS
SHARES HELD
PERSONALLY
SHARES HELD
PERSONALLY
SHARES HELD BY
SPOUSE OR MINOR
CHILDREN
SHARES HELD BY
SPOUSE OR MINOR
CHILDREN
COMBINED
SHARES HELD
IN THE NAME
OF OTHERS
COMBINED
SHARES HELD
IN THE NAME
OF OTHERS
NAMES AND RELATIONSHIP
OF THE TOP TEN
SHAREHOLDERS WHO ARE
RELATED, COUPLES OR
RELATIVES WITHIN THE
SECOND DEGREE OF
KINSHIP
NAMES AND RELATIONSHIP
OF THE TOP TEN
SHAREHOLDERS WHO ARE
RELATED, COUPLES OR
RELATIVES WITHIN THE
SECOND DEGREE OF
KINSHIP
REMARK
S
Number of
Shares
Sharehol
ding
Ratio
Number of
Shares
Shareholdin
g Ratio
Number
of
Shares
Shareh
olding
Ratio
Title/Name Relationship
HIWIN Investment
Corporation
Representative:
Chuo,Yung-Tsai
22,114,669 6.68% - - - - Chuo Yung-Tsai Chairman
13,954,135 4.22% 1,225,063 0.37% - - Chuo,Hsiu-Min
Chuo,Wen-Hen
First degree
of kinship
Chuo,Yung-Tsai 13,954,135 4.22% 1,225,063 0.37% - - Chuo,Hsiu-Min
Chuo,Wen-Hen
First degree
of kinship
Cathay life Insurance Co.
Ltd.
Representative :Huang,
Tiao-Gui
8,640,701 2.61% - - - - - -
- - - - - - - -
Nanshan Life Insurance
Co., Ltd.
Representative: Chen
Tan
8,446,260 2.55% - - - - - -
- - - - - - - -
Lee,Shun-Chi 8,261,391 2.50% 406,682 0.12% - - First Bank Trust-
Fund Account
Appointed by
Lee,Shun-Chi
-
Chuo Wen-Hen 6,629,808 2.00% - - - - Chuo Yung-Tsai
Chuo,Hsiu-Min
First degree
of kinship
Second
degree of
kinship
First Bank Trust-Fund
Account Appointed by
Lee,Shun-Chi
6,000,000 1.81% - - - - Lee,Shun-Chi -
American JPMorgan
Chase Bank Taipei
Branch entrusted with
the custody of the
advanced Star
International Fund's
series of funds, the
advanced aggregate
international stock index
fund investment account
5,169,881 1.56% - - - - - -
American JPMorgan
Chase Bank Taipei
Branch entrusted with
the custody of Stichting
depository APG
emerging market stock
mutual fund investment
account
5,140,269 1.55% - - - - - -
Chuo,Hsiu-Min 5,090,705 1.54% 421,320 0.13% - - Chuo Yung-Tsai
Chuo,Wen-Hen
First degree
of kinship
Second
degree of
kinship

85

ix. The Shareholdings and Joint Shareholding Held by the Company, its Directors, its Supervisors, its Managers and Affiliates Controlled Directly or Indirectly by the Company in the Same Invested Businesses

December 31st, 2020 Unit: Shares; %

Reinvestment Business Investment of the Company Investment of the Company Investment of Business
Directly or Indirectly
Controlled by Directors,
Supervisors and Managers
Investment of Business
Directly or Indirectly
Controlled by Directors,
Supervisors and Managers

Comprehensive Investment

Comprehensive Investment
Number of Shares Shareholding
Ratio
Number of
Shares
Shareholding
Ratio
Number of Shares Shareholding
Ratio
HIWIN Corporation, U.S.A. 2,148,000 100% - - 2,148,000 100%
HIWIN GmbH, Germany Note 100% - - Note 100%
HIWIN Corporation, Japan 54,200 100% - - 54,200 100%
Eterbright Solar Corporation 171,449,427 74% 14,186,871 6% 186,636,298 80%
HIWIN Singapore Pte.Ltd. 5,000,000 100% - - 5,000,000 100%
HIWIN Corporation, Korea 1,440,000 100% - - 1,440,000 100%
HIWIN S.R.L. Italy Note 100% - - Note 100%
HIWIN Corporation, China Note 100% - - Note 100%
HIWIN Healthcare Corp. 100,000 100% - - 100,000 100%
Matrix Precision Ltd. 2,171,075 51% 139,757 3% 2,310,832 54%
Luren Precision Shanghai Co.,Ltd. - - Note 51% Note 51%
Matrix Precision Suzhou Co., Ltd. - - Note 51% Note 51%
Matrix Machine Tool (Coventry) Ltd. 4,649,500 100% - - 4,649,500 100%
HIWIN (Schweiz) GmbH 243,000 81% 57,000 19% 300,000 100%

Note: No shares issued

86

IV. Capital Overview

i. Capital and Shares

(i) Source of Capital

Date Issue Price Authorized Stock Paid-Up Capital Remarks
Number
of
shares
Sum Number
of
shares
Sum Source of
Capita
Subscript
ions Paid
with
Property
other than
Cash
Other
1999.10.08 12 130,500 1,305,000 123,500 1,235,000 Cash Capital
Increase
None 1999.08.05
(88)TCZL(1)No.
72181
2001.10.22 10 151,900 1,519,000 135,850 1,358,500 Capital
Increase out
of Earnings
or Capital
Reserves
None 2001.08.14
(90)TCZL(1)No.
151591
2002.10.15 10 151,900 1,519,000 139,925 1,399,255 Capital
Increase out
of Earnings
None 2002.08.14
(91)TCZL(1)No.
145107
2003.10.09 10 151,900 1,519,000 145,544 1,455,442 Capital
Increase out
of Earnings
None 2003.08.15
(92)TCZL(1)No.
137138
2004.10.05 10 191,038 1,910,380 156,918 1,569,178 Capital
Increase out
of Earnings
None 2004.08.06
FSC Certificate
No.0930135195
2005.10.05 10 191,038 1,910,380 177,706 1,777,059 Capital
Increase out
of Earnings
None 2005.08.09
FSC Certificate
No.0940132392
2006.08.02 10 300,000 3,000,000 201,345 2,013,448 Capital
Increase out
of Earnings
None 2006.08.02
FSC Certificate
No.0950133960
2009.06.25 24 300,000 3,000,000 223,390 2,233,898 Cash Capital
Increase
None 2009.01.08
FSC Certificate
No.0970071383
2010.08.16 10 300,000 3,000,000 227,858 2,278,576 Capital
Increase out
of Earnings
None 2010.06.25
FSC Certificate
No.0990032889
2011.08.29 10 300,000 3,000,000 234,693 2,346,933 Capital
Increase out
of Earnings
None 2011.07.11
FSC Certificate
No.1000031785
2012.09.17 10 300,000 3,000,000 246,428 2,464,280 Capital
Increase out
of Earnings
None 2012.07.13
FSC Certificate
No.1010031169
2013.09.18 10 300,000 3,000,000 253,821 2,538,208 Capital
Increase out
of Earnings
None 2013.07.18
FSC Certificate
No.1020027958

87

2014.09.15 10 300,000 3,000,000 261,435 2,614,354 Capital
Increase out
of Earnings
None 2014.07.14
FSC Certificate
No.1030026626
2015.09.02 10 300,000 3,000,000 269,278 2,692,785 Capital
Increase out
of Earnings
None 2015.09.02
FSC Certificate
No.1040027343
2016.09.21 10 300,000 3,000,000 274,664 2,746,640 Capital
Increase out
of Earnings
None 2016.09.21
Department of
Economy-
Authorization
No.10501226510
2017.09.01 10 300,000 3,000,000 280,157 2,801,573 Capital
Increase out
of Earnings
None 2017.09.01
Department of
Economy-
Authorization
No.10601126420
2018.08.22 10 300,000 3,000,000 288,562 2,885,620 Capital
Increase out
of Earnings
None 2018.08.22
Department of
Economy-
Authorization
No.10701102130
2018.10.05 25
0
500,000 5,000,000 300,562 3,005,620 Cash Capital
Increase
None 2018.10.05
Department of
Economy-
Authorization
No.10701122430
2019.08.27 10 1,000,0
00
10,000,000 309,579 3,095,789 Capital
Increase out
of Earnings
None 2019.08.27
Department of
Economy-
Authorization
No.10801118450
2020.09.16 10 1,000,0
00
10,000,000 318,866 3,188,663 Capital
Increase
out of
Earnings
None 2020.09.16
Department of
Economy-
Authorization
No.1090168200
2021.01.28 19
5
1,000,0
00
10,000,000 330,866 3,308,663 Cash
Capital
Increase
None 2021.01.28
Department of
Economy-
Authorization
No.11001002260
Type of Shares Outstanding Shares Approved share capital Remarks
Unissued Shares Totals
Registered common
stock

330,866,252
669,133,748 1,000,000,000 -

Information for Shelf Registration System: none.

88

(ii) Shareholding Structure

(ii) Shareholding Structure (ii) Shareholding Structure (ii) Shareholding Structure (ii) Shareholding Structure (ii) Shareholding Structure (ii) Shareholding Structure (ii) Shareholding Structure
April 30th,2021
Shareholding
Structure
Quantity
Governmental
Agencies
Financial
Institutions
Other Legal
Persons
Individual Foreign
Institutions and
Outsiders
Total
Number of People 5 18 403 38,237 798 39,461
Number of Shares held 9,066,691 19,605,108 45,906,566 98,769,547 157,518,340 330,866,252
Shareholding Ratio 2.74% 5.93% 13.88% 29.85% 47.60% 100.00%

(iii) Equity Distribution

April 30th, 2021

i) Equity Distribution April 30th,2021
Class of Shareholding Number of Shareholders Number of Shares Shareholding Ratio
1~999 28,670 2,172,009 0.66%
1,000~5,000 8,803 15,023,559 4.54%
5,001~10,000 767 5,364,096 1.62%
10,001~15,000 302 3,673,002 1.11%
15,001~20,000 144 2,510,104 0.76%
20,001~30,000 160 3,962,804 1.20%
30,001~50,000 148 5,767,706 1.75%
50,001~100,000 162 11,328,280 3.42%
100,001~200,000 107 15,011,668 4.54%
200,001~400,000 70 19,556,083 5.91%
400,001~600,000 40 19,332,598 5.84%
600,001~800,000 18 12,514,827 3.78%
800,001~1,000,000 12 10,506,354 3.18%
1,000,001 and above 58 204,143,162 61.69%
Total 39,461 330,866,252 100.00%

(iv) List of Major Shareholders

) List of Major Shareholders
April 30th,,2021
Share
Name of Major Shareholders
Number of Shares held Shareholding Ratio
HIWIN Investment Corporation 22,114,669
6.68%
Chuo, Yung-Tsai 13,954,135
4.22%
Cathay life Insurance Co., Ltd 8,640,701
2.61%
Nanshan Life Insurance Co., Ltd. 8,446,260
2.55%
Lee, Shun-Chi 8,261,391
2.50%
Chuo, Wen-Hen 6,629,808
2.00%
First Bank Trust-Fund Account Appointed by Lee,Shun-Chi 6,000,000
1.81%
American JPMorgan Chase Bank Taipei Branch entrusted
with the custody of Stichting depository APG emerging
market stock mutual fund investment account
5,169,881
1.56%
American JPMorgan Chase Bank Taipei Branch entrusted
with the custody of the advanced Star International Fund's
series of funds, the advanced aggregate international stock
index fund investment account
5,140,269
1.55%
Chuo, Hsiu-Min 5,090,705
1.54%

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(v) Market price, net value, earnings, dividends and other relevant information for the last two years

wo years
Item Year 2019 2020 2021 until March
31st
Market Price per
share
Highest 304.00 391.50 468.00
Lowest 201.00 179.50 380.00
Average 261.72 292.03 419.53
Net Value per
share
Pre-Distribution 76.70 83.30 84.49(Note 2)
Post-Distribution 70.08) (Note 1) (Note 1)
Earnings per
Share
Weighted Average Number of
Shares (1,000 Shares)
309,579 309,579 330,866(Note 2)
Earnings per Share (after tax) 6.03 6.05 1.61(Note 2)
Earnings per Share (after tax)
after retroactive adjustment
5.85 (Note 1) (Note 1)
Dividend per
Share
Cash Dividends 1.8 2.0 -
Stock
Dividends
Earnings
allotment
0.3 0.3(Note 1) -
Capital
reserve
allotment
- - -
Accumulated Unpaid
Dividends
- - -
Analysis of
Return on
Itt
Price/Earnings Ratio 43.40 48.27 -
Price/Dividend Ratio 145.40 146.02 -
nvesmen Cash Dividends Yield(%) 0.69 0.68 -

Note 1: The earnings distribution for 2020 has not yet been approved by the Shareholders ’Meeting Note 2: The financial statement of the first quarter of 2021 reviewed by the accountant.

(vi) Dividend Policy and Implementation

  1. Dividend Policy

The company has passed the amendment to the Articles of Association on June 28, 2019. According to the revised Articles of Association's surplus distribution policy, when distributing the surplus in each fiscal year, it shall first make up for the loss and set aside 10% as the statutory surplus reserve However, when the statutory surplus reserve has reached the company's total capital, it is not subject to this limit. And in accordance with other laws and regulations to set aside (or reversal) special surplus reserve, the second dividend increase is less than 6% (inclusive). The distribution of surplus can be made in the form of cash dividends or stock dividends, but the proportion of stock dividends is not higher than two-thirds of the total shareholder dividends and shareholder dividends for the year.

The company may take into account the financial, business and operational factors and other factors, the amount remaining after deduction according to the amount specified in the preceding paragraph and the same as the undistributed surplus in the previous period and the full or part of the distributable surplus in the current year.

The articles of incorporation of the company not yet clearly specified the distribution ratio of shareholders’ dividends, because the profit for the current year will be subject to adjustment based on future capital expenditure and capital situation, and shall be handled per resolution of the shareholders’ meeting. As the company continues to expand factories, expand the scale of investment, and develop new products, it is necessary to retain a certain level of funds. It is estimated that the dividend distribution ratio in the near future should not differ significantly from approximately 30% to 40% in the past five years.

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  1. The dividend distribution proposed at the shareholders’ meeting As for the annual earnings distribution plan of 2020, the Board decided on March 23th, 2021, The total dividend to shareholders is NT$760,992,384 (NTD 2.3 per share), which is divided into a stock dividend of NT$99,259,880 (NTD 0.3 per share) and a cash dividend of NT$661,732,504 (NTD 2.0 per share).; After the cash dividend is approved by the board of directors, it shall be reported to the shareholders' meeting in accordance with the law, and the director shall be authorized to distribute the dividend distribution base date.

  2. Explanations of expected major changes in dividend policy: none

  3. (vii) The influences of the bonus shares proposed at the shareholders’ meeting on the Company’s business performance and earnings per share: Not applicable because the Company didn’t disclose financial forecasts.

(viii) Employee Bonuses and Remunerations of Directors

  1. Percentage or scope of employee bonuses and remunerations of directors and provided for in the Articles of Incorporation:

  2. The company's remuneration includes principal salary, various bonuses and employee dividends. The amount of various bonuses and employee dividends depends on the company's overall operating performance and employee performance. According to Articles of Incorporation, if the company has earnings at the end of a fiscal year, it should make an allocation in this way: (1) a minimum of 1% for employee remunerations, (2) a maximum of 4% for directors’ remunerations. The distribution proposal of employees’ bonuses and directors’ remuneration shall be reported to the shareholders’ meeting. However, in case that the Company still has accumulated losses, the amount for offset shall be reserved, then the employees’ and directors’ remuneration may be distributed according to the above proportions.

  3. Basis for estimating the amount of employee bonuses and remunerations of directors, basis for calculating the number of shares to be distributed as stock bonuses, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period:

  4. At the end of the fiscal year, material differences between these estimates and the amounts proposed by the Board of Directors in the following year are adjusted for in the year of the proposal. If the actual amounts still differ from the proposed amounts after the publication of the annual financial statement, the differences are charged to the earnings of the following year as a result of change in accounting estimate.

  5. Information on proposals passed by the board of directors to distribute employee bonuses: (1)Remunerations to employees, directors and supervisors in the form of cash bonuses: NT$ 154,385,363 for employees and NT$77,192,681 for directors. The estimated ratios were 5.9% and 2.9%, respectively, in compliance with Articles of Incorporation of the Company.

  6. (2)The proportion of the number of shares for employees as remunerations to net profits after tax and the total of employee bonuses of the individual or individual financial reports in the current period: Not applicable.

  7. The actual distribution of employee bonuses and remunerations of directors and in the previous year

  8. (1)The employee remunerations distributed in cash were NT$ 149,303,725 in 2020. (2)The actual remunerations of directors were NT$ 74,651,863 in 2020.

  9. (3)There is no difference between the actual distribution and the distribution passed at the Board Meeting.

(ix) Stock buyback: none.

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  • ii. none. Issuance of Corporate Bonds:

  • iii. Issuance of Preferred Stocks: none .

  • iv. none . Issuance of Global Depositary Receipts (GDR):

  • v. none. Exercise of Employee Stock Option Plan (ESOP):

  • vi. none. Acquisition of New Restricted Stock:

  • vii. Mergers and Acquisitions of New Shares Issued by Other none.

  • Companies:

  • viii. Execution of Capital Utilization Plan: The company hasn’t issued

marketable securities or completed the private placement of marketable securities, has completed the plan in the recent 3 years, with no plan effects shown.

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V. Business Overview

i. Business Content

(i) Business Scope

  1. The Main Content of the Company’s Business:

  2. The company is mainly engaged in R&D, design, manufacturing, sale, maintenanceand pre-sales and after-sales services of linear guideway (GW), ball screws (BS), industrial robots, wafer robots, precision bearings, various robot arms, rotary tables, medical equipment semiconductor devices.

  3. Business Proportion:

  4. The turnover of 2020: Guildway for 66%, ball screw for 19%, industrial robots for 9%, others 6%.

  5. The Current Product (Service) Items:

Our company provides key components, industrial robots, special machines and aftersales services for machine tools, industrial machinery, bioscience, medical equipment, equipment of electronics industry, photoelectricity, semiconductor devices and automation, etc. The current main products of the company are listed below:

Product Category Series
1 Linear
Guideway
Self-lubricating, quiet, roller, overload, microminiature, intelligent, dustproof,
high rigidity, light weight, high torque resistance, cross configuration,
extremely-low
2 Ball Screw Precision grinding, precision rolling, high speed, heavy load, air cleaning, nut
rotary, tangent circulating, quiet, cooling, intelligent, economical, precision
rotary cut
3 Industrial
Robot
Single axis robot, articulated robot arm series, parallel robot arm series, scale
robotic arm series, wafer robotic arm series, electric gripper, end effector
4 Rotary Tables Biaxial two-arm rotary table, Biaxial one-arm rotary table, single-axis vertical
rotary table, single-axis horizontal rotary table
5 Reducer Harmonic Reducer
6 Precision
Bearing
Crossed roller bearing, ball screw bearing, bearing block
7 Medical
Equipment
Rehabilitation equipment, nursing equipment, equipment of minimally
invasive surgery
  1. New products (service) slated for development:

  2. (1) Mass production of the second-generation intelligent ballscrew i4.0BS

  3. (2) Development and trial mass production of next-generation intelligent linear guideways.

(3) Lower limb rehabilitation machine completed product upgrade and cost improvement.

(4) Endoscope supports the robotic arm fastener to complete the development, medical certification, and mass production.

(ii) Industry Overview

1. Development and Current Situation of the Industry:

The raging Covid-19 pandemic in 2020 has changed global economic activities and supply chain ecology, and caused a huge impact on global industries. This single major factor also determines the rise and fall of various industries in 2020. Industries related to the pandemic, such as medical care, semiconductors, 3C, Internet of Things, logistics and freight, etc., have shown breakthrough growth. Industries that are less relevant to the pandemic, such as machine tools, machinery, and aviation, have fallen into a downturn or even faced operational crisis. The short-term orders of the medical equipment industry, the explosive demand for semiconductors, 3C, and 5G, and the zero-touch automation equipment and smart manufacturing and industrial upgrading required in the post-pandemic era are even more urgent. Due to the severe global Covid-19 pandemic and the continuous promotion of the "Made in China 2025" and "Internet +" policies in the mainland, and the active deployment of advanced manufacturing capabilities, after the 19th National Congress of the Communist Party of China, more attention has been paid to environmental protection and the ecological environment; therefore, industrial

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transformation and upgrading of automation and smart manufacturing will rapidly increase the demand for key components. In order to boost the country's economy, the Trump administration also proposed a "return to manufacturing" policy to promote the return of manufacturing and trade protection policies; Germany has a diversified industrial base and continues to lead the development of Industry 4.0. Looking forward to the future, driven by technology such as Industry 4.0, the Internet of Things, and big data, hardware innovation, software upgrades, and software and hardware integration continue to evolve, and smart manufacturing has become an inevitable development trend.

The IC Insights report stated: "Under the impact of COVID-19, the semiconductor industry is one of the most resilient markets this year. Even if pandemic caused a severe recession in the global economy in 2020, it has also accelerated Digital Transformation, driving the semiconductor market. Steady growth.” In order to prevent the spread of the virus, curfew policies in various countries have made work at home, online meetings, online consumption, etc., become the norm. This has greatly increased the demand for electronic devices such as laptops, tablets, and data center servers. Therefore, the "home economy" has been adapted accordingly. With the rapid development of 5G and artificial intelligence, the semiconductor market will not only have no recession in 2020, but will also be able to grow upward. The growth drivers mainly come from memory chips, foundries, semiconductor equipment, and the performance of the Chinese market. In the foundry industry, there is even a state of imbalance between supply and demand.

With the rapid development of technology, artificial intelligence is gradually influencing our daily lives, mass automation, mechanical modularization has driven manufacture into the smart manufacture age, reshaping the industry’s innovative value chain. The Fourth Industrial Revolution wave has pushed the industrial competition into a new phase, with the rise of technologies such as the Internet of Things, Big Data, Cloud-based Computing, and Artificial Intelligence, there are new requirements for industrial development. With the past method of supply chain linkage, precision machinery is about to be unable to adapt to the rapidly changing environment, and will be needing to form cross-industry alliances, such as working with Industrial IC, sensor, and telecommunication businesses, forming a new “Smart Precision Machinery” industrial group. According to predictions from the Topology Research Institute, the market scale of global smart manufacture and smart factories in 2020 with surpass 250 billion dollars. Due to the theme of smart manufacture, the future industry will depart from scale economies of mass production, and lean towards small batches, customization, flexible services, and derive into valueadding services such as all sorts of statistical analysis and management. New technologies like the Internet of Things, Artificial Intelligence, Cloud-based Computing, Big Data, Online-To-Offline Integration, will lead smart manufacture into industrial innovation

In the area of manufacturing automation, continuing the great migration of the manufacturing industry brought about by the Sino-US trade war, the Covid-19 pandemic has brought another wave of "deglobalization". The unemployment pressure of various countries due to the impact of the pandemic, and the urgent needs of the "local economy" , Re-adjusting the supply chain so that key components can be produced locally, accelerating the development of manufacturing automation in various countries, and Industry 4.0 is driving the recovery and transformation of global manufacturing. Among them, the growth rate of industrial robots is the most noticeable. With the reduction of the labor population in Japan and Europe, and the rising labor costs in emerging countries such as China and Southeast Asia, there is an urgent need to automate the manufacturing process, and the production line has become more and more dependent on industrial robots for processing or assembly. According to estimates by the International Federation of Robotics (IFR), the cumulative installation of industrial robots in 2021 will reach 3.78 million units, nearly double the actual 1.83 million units in 2016. Especially for the Chinese manufacturing industry that has been hit by the Sino-US trade war, a large number of orders have returned to China after the pandemic. The problems of lack of labor and rising labor costs in China continue to exist. The only solution is to speed up the automation of subordinates. However, the realization of smart manufacturing requires the cooperation of key components and machinery, robots and system integration (SI) to move forward quickly. Therefore, HIWIN is advancing smart manufacturing and includes SI industry players as part of the integrated service.

The competitiveness of low-end and general-purpose machine tool products in the mainland machine tool industry is declining, and upstream and downstream orders are nearing the bottom. This situation

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stimulates companies striving for the upstream to transform and upgrade to high-end differentiated products. In addition, American remanufacturing requires high-end tools It is more certain that medium and high-end machine tool products will be the mainstream demand for the transformation and upgrading of the global manufacturing industry in the future. On the whole, the future development of machine tools will continue to upgrade to high-end five-axis machine tools, and the demand will gradually increase; currently equipped with high-precision and high-efficiency four-axis and five-axis Torque Motor (torque) rotary tables now only occupy the overall market 5%, mostly in European machines. It is expected that this all-electric Torque Motor rotary table will gradually become a trend. It will be deployed in Japan, Europe, Taiwan, China and other regions, and is expected to grow substantially. In addition, the automotive industry, which accounts for nearly 50% of the global consumption of machine tools, will continue to develop trends in electric vehicles, which will affect the product types of future machine tools; the equipment required for 5G infrastructure construction will also bring business opportunities for industrial machinery.

The Taiwanese Machinery Industry has always been the behind-the-scenes backer of industrial upgrade, from hi-tech manufacture, civil engineering, to agriculture and mining, they all go hand in hand with the machinery industry, therefore there goes a saying "Machinery is the mother of Industry". IEK states that, "Industrialization of Smart Machinery" and "Intelligentization of Industry" are the two visionary themes the current policy is proposing; and industrial robotics are the key elements in building a automated, intelligentized manufacturing system, which is the focus of the industry's future growth. Due to the difficulty of hiring in the manufacture industry, and manufacturing demands in responses to diversification, with the stimulation of multiple factors like wage increase, labor shortage, and hopes of increasing product quality, the manufacture industry's demand for automation and industrial robotics applications has been getting more earnest, which is brewing the beginning of the new wave of mass robotics usage. The global market scale of artificial intelligence related technology, including robotic products, will increase exponentially to over 80 billion dollars in 2020, the industrial robotics industry is expected to become a "Winner Take All" situation. To meet the global market demands, the four families of industrial robotics and some component factories are continuously expanding factories or adding production lines. On technological developments, the trends include light and affordable, personifying the user interface, modularizing the structure, and increasing the collaboration abilities between man and machine, to meet the demands of the industry's diversified applications, and shaping possibilities for the future's rapid developments

The global developments of machine tools are leaning towards multi-axis and high efficiency as the mainstream, therefore high-end five-axis and comprehensive processing machines have a higher standard for component designing, processing and assembling techniques, which is the goal of Taiwan's machine tool industry increasing their development skills and upgrading their additional value. According to research conducted by Market and Markets, the demand for global machine tools is expected to grow at a rate of 6% per year. This growth is mainly for the development of industrial development in China and India. Among them, multi-axis machine tools account for 15% of the overall market, and are expected to grow at a compound annual growth rate of 6.7% per year. After the demand for low-end and generalpurpose machine tools in the China market plummeted, China is pushing “China's Manufacturing 2025". Enterprises need to go through transformational upgraded. In addition, US remanufacturing also requires high-end machine tools, further solidifying medium to high-end tool machine products to be the mainstream demand for the transformation and upgrading of global manufacturing in the future. In addition, in the global trend of developing Industry 4.0, machine tool manufacturers have also developed smart machines and production lines in combination with technologies such as complete machines, robots, Internet of Things, big data and AI. In addition, the current Torque motor rotary table only accounts for 5% of the overall market, and is expected to grow to 40% in 2020. There are still huge market opportunities for manufacturers interested in developing high-end multi-axis machine tools.

According to predictions from the credit rating agency Fitch, the global automobile sales decreased by 4% in 2019, mainly due to demand declining in China, the largest automobile market. With secondhand cars sales rising and the Chinese government increasing their emission standards, these factors have driven down the sales of new cars in China. With stricter environment protection laws and renewable energy cars being rolled out, the global automobile industry is facing a dramatic shift, including the entire renewable energy industry chain and maintenance service methods etc. The high growth of electric cars sales, is mainly due to the boost of policies. In Germany, Israel, and the Netherlands where the growth

95

is highest, these countries have banned the sales of fuel cars by 2030, and electric car sakes us expected to account for 10% of the global automobile market in 2021. As for the components for cars, with future cars becoming electrically powered, light-structured, intelligentized as the three core technologies, therefore the demand for low consumption vehicles such as renewable energy cars will dramatically increase, while developing advanced driving assistance systems and Internet of Vehicles will be the driving factor to increase the demand for R-EPS and car-used ballscrew, which is projected to become the mainstream style for steering systems by 2031. Also, due to China cooperating with global environmental protection issues, gas consumption and pollution emission codes are getting stricter every day, therefore the electric-assistive ballscrew will be the new trend in the future China market, the potential business opportunity is immense.

In 2020, various car manufacturers began to promote advanced driver assistance systems (ADAS), which can make driving on the road safer and more convenient. With the promotion of traffic safety regulations in various countries, various ADAS systems have begun to be mandatory. In recent years, China, the United States, Japan, the European Union, and Taiwan have established new laws. For example, Japan will compulsorily install an emergency brake assist system (AEB) in 2021, and the United States will list AEB as standard equipment in September 2022. All medium and heavy commercial vehicles must be equipped with the AEB system. As the future vehicles will be developed with the core technologies of power electrification, lightweight structure, and vehicle intelligence, in terms of vehicle components, the advantages of high reliability, high precision and high efficiency of the ball screw will also enable the vehicle to be powered by electric power. The main reasons for the introduction of steering systems (EPS) and intelligent braking systems (IBS) are expected to increase significantly in the future for the supply of automotive screws for new energy vehicles and ADAS products.

The medical care industry has also been influenced by technologies such as big data, artificial intelligence, and Internet of Things, which are changing the medical care method, besides hospital no longer being the center of treatment, the industry development has shifted from viral treatment to a more preventive full-body health management, and the interface that facilitated the changes is the Internet of Medical things, a network consisted of medical equipment with internet connective capabilities. Through the integration of clinical knowledge and technology, treatment equipment can be programmed and executed remotely, increasing the efficiency and precision of treatment. Another important industry trend is the application of human-robot collaborative robotics in the field of surgery, combining cutting-edge visual technology with precision positioning, breaking the boundaries of human sight and decreasing errors caused by fatigue, therefore decreasing the chance of surgical failure. In addition to Da Vinci, four surgical robots approved by the FDA or CE for release. At the moment As pointed out by Forbes Magazine, the global aging population, the rapid rise of chronically ill patients and disabled people, rising health expenditures, and rising costs of economic and social burden are pressing matter that are the pushing the development of intelligent digital health care. According to Radiant Insights research, it points out that the global smart health market will reach US$225.5 billion in 2022. Major nations have entered the old age society. In response to that the increase of the elderly population, the combination of medical care and health care, care service at home, and healthy lifespan are important trends in current welfare development, it is expected that there will be magnificent increase of needs on home-based welfare products, rehabilitation products and care robots. Products and services designed specifically for elderly people will also become emerging areas for all parties to engage in. The surgical industry is gradually emerging from the clinical benefits of robot-assisted surgery, such as for precise brain guidance surgery, for joint replacement surgery, and for minimally invasive surgery to reduce patient bleeding and improve the success rate. According to TrendForce, research pointed out that the market size of surgical robots in 2021 can reach 9.3 billion US dollars, and its compound growth rate is as high as 19.3%.

2. The relevance of the upper stream, midstream and lower stream of the industry:

Raw Materials
(Upper Stream)
Main Products Main Application (Lower Stream)
Steel, Steel Ball Ball screw,
Guideway
Semiconductor, opto-electronics manufacturing and test equipment,
automation equipment, medical equipment of bioscience, electronic
industry, machine tool, industrial machinery

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3. Development trend of products:

Smart manufacturing is a global trend, and HIWIN has deployed smart automation and robotics for a long time, and its products are moving towards high value-added products, high-end manufacturing and digital applications. In addition to developing its own intelligent ball screw, HIWIN has formed an alliance with Taiwan and the International Semiconductor Industry Association, Taiwan Smart Automation and Robotics Association, and Taiwan's Tool Machines and Components Industry Association to expand the layout of smart components, smart machinery, and wisdom. The system is designed to supply the world's advanced manufacturing needs and assist customers in the transformation and upgrading.

From the trend of major industrial exhibitions and markets in recent years, many devices have begun to introduce intelligent functions, and the demand for the IOT industry has also begun to increase. The products in the market are only records or warnings, but still lack of predictive function, in order to maintain uninterrupted production capacity and maintain product accuracy, especially the ball screw is the key component of the equipment. At present, the smart ball screw of HIWIN has been the industry's leading indicator, except for the built-in dedicated sensing IC. For self-developed, it also collects large data on the actual line, which can instantly monitor screw temperature, thermal deformation, vibration quantity, lubrication status, predict the life of the product through algorithms, achieve preventive maintenance, improve production efficiency, and visualize abnormal reminder, instant feedback on the maintenance schedule of the machine, allowing customers to arrange maintenance, replacement and repair of components in advance, avoiding losses caused by downtime, and achieving the Industry 4.0 goal.

The development of multi-axis robotic arms, the development of key components is the key, the key components required are mainly four, precision reducer, servo motor, roller bearing and drive control unit, the cost of these components account for the whole The cost of the shaft robot is more than 50%. At present, the key technologies of these four parts are mostly in the hands of European, American and Japanese manufacturers. Each multi-axis robotic arm factory itself has at least one key component technical strength, and it is matched with it. The technology owned by domestic manufacturers is combined into a complete and solid key component supply chain, and through the design of special specifications, consumers can avoid buying parts directly from component suppliers and increase profits through the maintenance market of multi-axis robots.

Wafer robots began to use visual sensing and machine networking to expand their application fields. In response to this trend, the wafer arm of HIWIN has also developed more models for different industry usage scenarios, itineraries and different manufacturing processes, making the application of production line automation more flexible and fast to connect. In addition, the core structure of the wafer arm not only strengthens modularization, but also emphasizes its commonality. Through the parallel development and vertical integration of product specifications, a more powerful cost advantage and control mode are created. The new product "Semiconductor Transmission Module" of HIWIN adopts the industry standard "SECS / GEM" communication format. It can be quickly connected to the production line regardless of whether the end user is foundry, packaging or various processes on the production line. Fully achieve the development of the shared module architecture, and expand it in parallel to the wafer boat handling arm, wafer arm, and panel arm. At the same time, for special needs of each success, special instructions and dedicated end modules can be created to make the same main structure The expansion of the complete connection, more effective. The wafer transfer module EFEM used in the semiconductor industry passed the SEMI S2 international safety certification this year. HIWIN-EFEM can be planned according to customer needs, and matched with the corresponding model of HIWIN wafer robot according to product specifications, making the equipment and process more efficient and competitive.

In recent years, the automobile industry is still developing with the two main axes of energy saving and intelligent driving. In the future, Level 4 vehicles with autonomous driving will allow drivers to become passengers, and life on the car can be seamlessly integrated with companies, schools, hospitals, and homes. In 2018, Audi took the lead in proposing the concept of "25th hour", that is, liberating hands and brain during movement, creating more free time. In order to realize the automatic driving of the vehicle, the two indispensable systems: the electric power steering system (EPS) and the intelligent braking system (IBS) are also required to meet the high reliability and NVH requirements of the vehicle, and the

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precision ball screw is used as the key component. The proportion of R-EPS has been increasing year by year, and legal entities estimate that 80% of new cars worldwide will include R-EPS as standard equipment in 2022.

The newly developed Super Z ball screw from HIWIN Technologies introduces optimized design and manufacturing technology, which can reduce the volume by 30% compared with the traditional screw and the performance of the ball screw. The new generation of cooled ball screw optimizes the flow path of the coolant. Design and configuration not only reduce the waste of machining stroke, but also improve the assembly efficiency of the tool machine. Industrial and commercial products are becoming lighter and lighter. In response to this demand, HIWIN is actively developing micro-small and lightweight linear slides to provide more precise displacement and lighter installation.

In recent years, the automobile industry has flourished, including the expansion of new models, the development of all-electric and oil-electric power technologies, and the application of smart-vehicle systems to drive the continuous supply chain. Automotive molds rely on high-precision machine tools for high precision, and HIWIN's new generation of cooled ball screws provide a stable thermostatic positioning system, a key component that keeps the machine tool at high precision. In response to the development trend of electric vehicles and unmanned self-driving vehicles, the vehicle's electric power steering system (R-EPS) developed by HIWIN has active control functions to achieve active safety control of vehicles, such as body dynamic stability system, lane offset assist system, obstacles. Dodge, active parking assistance, etc., are functions that traditional hydraulic auxiliary steering systems cannot achieve. The legal entity estimates that 80% of new cars in the world will be listed as R-EPS in 2020.

HIWIN Medical Equipment is mainly designed to assist senior self-reliance and care needs, develop lighter and smarter equipment for use in community and personal wear, and combine biomedical sensors to provide evaluation and feedback systems. The user is more convenient and intuitive in operation. In recent years, due to advances in feedback sensing technology, high-output thin motor, human-robot interaction, and dynamic physiological signal analysis technology, the growth of related rehabilitation machine evaluation systems has been promoted. It is estimated that rehabilitation robots will gradually be extended from rehabilitation training to the wisdom of the patient's physiological state and efficacy evaluation is automated, and the effectiveness of rehabilitation equipment and the number of service patients per unit time are further enhanced by big data analysis. Welfare products are also oriented towards home, wisdom, remote care, and reduction of human resources. Their products have health promotion, ability recovery, care prevention, and strengthening the physical function of the elderly. The development direction of surgical robots follows the development of new clinical procedures, allowing doctors to operate robots by remote control. However, in the new methods of operation such as single hole surgery, natural hole surgery, etc., there is no fully effective product to assist in the market. This is also the future direction of various robot manufacturers, such as da Vinci SP system.

In response to the increasingly complex processing forms of the machine tool industry, the development of five-axis composite processing machines has improved processing efficiency and accuracy. Therefore, five-axis high-end machine tools are now important equipment for the transformation and upgrading of the global manufacturing industry, and are also important to judge the level of a country's machine tool industry. Indicators, regardless of China’s manufacturing upgrades, US remanufacturing, new mobile phone market, 5G and precision molds, etc., require high-end machine tools. The C-axis and AC-axis rotary tables produced by HIWIN are equipped with torque motors, which greatly improves precision and efficiency. It has rapidly expanded in important markets in the world. It has been adopted by machine tool manufacturers in Europe, America, Japan, Taiwan, and China. This product will become the future driving force of revenue after the ball screw and linear slide.

Commonly used drive sources for articulated robotic arms include electric motors, hydraulic and pneumatic drive units. Among them, servo motor drive is the most common drive method because of its high precision and reliability, due to the joints of the articulated robotic arm. A low-speed, high-torque drive source is required. Therefore, the servo motor must be used with a reducer. The reducer for the articulated robot must have the following requirements: high repeatability, stable swing speed, low friction, high efficiency, and small size. Light weight, large transmission torque, etc. The company's selfdeveloped Torque motor rotary table, with its fast response and high torque, is equipped with an absolute encoder. The position feedback is quite accurate and can effectively meet the rotary axis module

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technology required by various tool operators. In the future, all rotary shaft products will be developed in a full range, including high-end product lines such as rotary spindle heads and two-axis spindle heads.

Industry 4.0's requirements for robotic arms are becoming more and more sophisticated and increasingly light. In response to this demand, HIWIN is actively developing micro-small and lightweight linear slides to provide more precise displacement and lighter installation. Industrial robots have also begun to use a large number of visual sensing, machine networking, and expand their application areas. The robotic arm of HIWIN Technology has also developed more models of different sensing, stroke and load in response to this trend, making automation applications more flexible. In addition, in the core structure of the robot arm, not only enhance the modularization, but also emphasize the commonality, through the parallel development and vertical integration of product specifications, create a more powerful cost advantage. The new intelligent technology "Smart Electric Clamping Claw" is the only gripper product in the world that adopts the "mini-double rotary linear module". It can be controlled regardless of the strength, direction, stroke and speed of the clamping. For objects that are easily deformed, easily broken, and easily damaged, it is more effective to use with a robotic arm.

4. Competition of products:

HIWIN's products have the characteristics of integrating group resources, technological innovation, and key components. We have long been engaged in the development of electromechanical integration, robot manufacturing, and the manufacture of smart mechanical components. Therefore, HIWIN’s differentiation and competitive advantage from other linear transmission products competitors such as China, Germany, and Japan have become clear. Because of this multi-dimensional high-end product development strategy, HIWIN Technologies has been able to flexibly adapt to the changing international economic situation, leading the industry and reducing the impact on the market. In the face of the competition of so many linear transmission component manufacturers around the world, the result of our years of research and development and HIWIN’s electromechanical integration powers, not only differentiated and more diverse with competitor products, but also consolidate the global linear transmission component market indicators.

In terms of competition for key components, as the Japanese peers have hardly expanded their production capacity in recent years, and the supply chain of German linear slide manufacturers in China affected by environmental protection issues. During the period when the market is in short supply, HIWIN can demonstrate its competitiveness and value and meet customer demand in time. In the strategy of product competition, HIWIN Technologies continues to invest in materials science research, actively search for alternative materials that can replace or even better quality, and simultaneously develop spare parts technology that can be quickly produced and quickly assembled to quickly seize potential customers. With the development of smart components and smart robots, HIWIN is equipped with electronic control software and system services to provide customers with complete solutions and a great competitive advantage in the market. For example, the industry-leading smart ball screw with four diagnostic functions of temperature, preload, vibration and lubrication is more intelligent than European and Japanese competitors.

The competitive situation of linear products has undergone changes in the underlying structure in recent years. Major brands occupy the market, but new competitors have emerged in the low-end market, striking customer orders with large price differences. Most of these competing brands come from mainland China and South Korea. Low-priced products enter the European and Asian markets by changing the brand packaging. In the face of these new competitors, HIWIN increased its competitiveness with a modular product portfolio, saved customers the time to purchase other accessories and provided differentiated services. Facing the high-end market demand, the HIWIN Smart Screw i4.0BS is leading the industry to provide customers with key components for smart manufacturing transformation. Bringing customers to HIWIN will accelerate the progress of important projects and expand the market.

The cost of the reducer in the key components accounts for 1/3 of the cost of the domestic production machine, which is much higher than the 1/10~1/6 of the international manufacturers. It must rely on imports, and the bargaining space is small plus tariffs. Naturally, the cost of the whole machine is increased, and in the face of a highly competitive market, it can be imagined that the price competitiveness of domestic robots is low. Therefore, in addition to strengthening the self-developed

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development of key components of the robot, the company has built a system service team and provided complete line planning and services. Through continuous optimization of the design and performance of the robot arm, the selected industries are selected, and the robot production line suitable for the customer is planned and designed. Develop the overall solution for vertical industrial robots. After the introduction of the harmonic reducer introduced by HIWIN in 2018, the key components required for the production of the robot include: servo motor, drive, ball spline, cross ball bearing and harmonic reducer, all of which can be 100% homemade, helping HIWIN with the development of all kinds of robots.

For the whole machine manufacturer who intends to invest in development, except for a few capable first-line manufacturers, it will consider to develop the four/five axes internally to master the wider channel, but not necessarily can make the key components, and Taiwan compared with the European and Japanese manufacturers, there is still room for improvement. Most of the operators who are accustomed to the concentration of the precision machinery industry in the central region are still inclined to the outsourcing operation mode of professional four- and five-axis manufacturers. According to the required speed, torque and precision, the components of the four-five axes are determined, and the quality and inertia of the structure are matched. Component size and matching controller parameters, but the key component technology is in the hands of others, it will face supply instability and high cost.

In the industrial robot industry, the core technologies are in the four major families (ABB in Switzerland, FANUC in Japan, KUKA in KUKA, YASKAWA in Yaskawa, Japan) and Nabtesco and Hamerna in the gearbox market. Harmonic Drive, which accounts for more than 70% of the market share of the mainland robot industry, has almost monopolized high-end fields such as robot manufacturing and welding. The gradual emergence of the mainland domestic wafer arm, although its accuracy and quality stability has not been compared with Japan and the United States, but its cost is relatively low, can correspond to some industries that do not need high precision, such as LED Industry only. The biggest bottleneck in the development of the domestic robot industry is that the technology of the three key components cannot be broken, and the key component outsourcing will lose its competitiveness. In the face of such a highly competitive market, in addition to strengthening the self-developed development of key components of the robot, And to build a system service team and provide complete line planning and service, through continuous optimization of the design and performance of the robot arm to improve cost performance, and has been tailor-made for customers, planning and designing the ability to adapt to the customer's robotic production line.

The main competition of the torque motor rotary table is the early development of European suppliers. Due to the difficulty of overall cost and maintenance, Asian machine tool manufacturers still use mechanical rotary tables. However, the mechanical backlash affects the processing accuracy and limits Asia’s development of high-end machine tools. HIWIN Technologies integrates a self-made watercooled torque motor and a cross-roller bearing torque motor rotary table, which has the advantages of high precision and zero backlash, which greatly reduces manufacturing costs and solves the past difficulties of relying on European imports. The machine industry has set off a wave of high-end competition, and will further attack the European high-end machine tool market with the competitiveness of HIWIN products and services.

In the vehicle electric power steering system (R-EPS) market, the current international manufacturers have achieved stable supply performance, while mainland manufacturers are still in the initial stage of development. There are no manufacturers in China that have successfully mass-produced R-EPS; Experience and verification, R-EPS key components, including the self-developed capabilities of the complete core technology of ball screw, motor and control unit, have a good foundation for entering the automotive market in the future.

The competitiveness of HIWIN’s Medical Equipment lies in the practicality of designing for customer needs and the reasonable price of integrating self-made key components. In the rehabilitation robot market in mainland and Southeast Asia, they are used by customers with high cost performance, surpassing the installation of European competitive products. Quantity. Recently, the relatively fastdeveloping competitor ’s intelligent overall rehabilitation program from the mainland provides one-stop procurement of goods with the overall automation equipment required by the rehabilitation department, including upper limb robots, lower limb robots, and early walking intelligent feedback devices. Currently, due to the price It is still high and the market is not yet popular. For the surgical robot arm, HIWIN is

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one of the few industrial robot arm manufacturers with medical manufacturing and sales experience. Therefore, in the trend of gradually expanding surgical robots, it has become the target of surgical robot manufacturers for cooperation

HIWIN has the full industry 4.0 trend product, which can provide customers with a one-stop service for transformational upgrade. In the whole factory intelligentized production line project of several industrial giants, HIWIN is the only supplier and provides services in the electromechanical integration systems field with strong competitiveness. HIWIN flexibly uses the group's high-precision mechanical and electrical components to supply customers with a suitable product mix to meet their different needs and add value to customers. In the future, the common requirements of each process will be further refined, and the product portfolio fixedly used for each process will be converted into a standardized module to save customers the difference in assembly time and accuracy of multiple parts. At the same time, it will also promote the electromechanical integrated sales model at the global sales base to respond to the rapidly changing market.

(iii) Technology and R&D Overview

HIWIN filed a total of 249 applications at home and abroad and obtained 147 patents in 2020, and owned 2,130 valid patents at the end of 2020. It ranked 41th in “Invention Patent Certificates”, 57th in “Patent Public Certificates”, 57th in Invention Patent Public Certificates, and was also No.1 in Taiwan’s precision machinery field.

1. R&D Expenses in the Last Year and as of the Publication Date of the Annual Report

Unit: NTD Thousand


Unit: NTD Thousand
Item 2020 2021 until March 31st
R&D Expenses 1,014,154 249,616

2. Technologies and Products Developed Successfully in the Last Five Years

2. Technologies and Products Developed Successfully in the Last Five Years
Year Product
2016 1. Development of next generation intelligent ball screws
2. Continuous development and pilot volume production of ball screws (Super Z)
3. Continuous development and volume production of self-lubricating module (EL) f ball
screws
4. Development of long-stroke single axis robot module
5. Specification expansion and volume production of high-speed ball screws (Super T)
6. Development and volume production of linear guideway (CG) of high-resistant torque
DB
7. Continuous development and volume production of self-lubricating oil box (E2)
8. Continuous development and volume production of SCARA robot arm RS406, which
achieved 2006/42/EC, 2014/35/EU and 2014/30/EU certification
9. Development of highly dust-proof cover of roller guideway (RG) and linear guideway
(CG) of high-resistant torque DB
10. Development of spine surgery robot system
2017 1. Continuous development of type 2 of New cycle ball screw (Super Z) and pilot volume
production of type 1
2. Development of next generation intelligent ball screws
3. Development and mass production of new dust-proof ball screw (FW)
4. Continuous development and mass production of AG cross-profile linear guideway.
5. Continuous development and mass production of RGS/RGF ultra-low roller liner
guideway.
6. Robotic Endoscope Holder MTG-H100 and robot for bath MHS-B100 were certified by
Taiwan TFDA.
7. Complete development of Teaching upper limb Training System MST-R100 prototype
8. Complete development of the ear and nose endoscope surgery robotic arm MTG-E100
prototype
9. The articulated arm and the SCARA robot arm are verified by the "TARS".
10. Volume production of the S series integrated electric gripper
11. Volume production of the RJ series circuit rotary joints
12. Development of Automotive Screw (VBS)

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Year Product
2018 1.The new recirculating ball screw (Super Z) type1 is fully mass-produced.
2.The next generation of intelligent ball screw prototypes was developed.
3.The ultra-small line rail completes the prototype development.
4.The development of the covered roller linear slides was completed and mass production.
5.The endoscope-supporting robot arm for continuous development and mass production.
6.Mass production of the articulated robotic arm RT610 series.
7.The articulated robot arm RA605-710-GB has obtained CE certification.
8.The EFEM wafer transfer module is SEMI S2 certified.
9.The panel arm completes the prototype development.
10.DATORKER harmonic reducer has been developed and mass produced.
2019 1. Test production of the second-generation intelligent ballscrew i4.0BS
2. Mass production of the ball screw common dust-proof module.
3. Prototype development of non-circulating ballscrew.
4. Completion of partial specification development and mass production of ultra-small line
rails
5. Completion of prototype development on the limited-stroke guide rail
6. Development of the SCARA robotic arm RS405/RS410-LU series
7. Development of articulated robot arm system RA605-GC / RA610-GC series.
8. Completion of prototype development on small robotic arm.
9. Completion of prototype development of second generation of lower limb rehabilitation
machine.
10. Completion of prototype development and pre-clinical verification on the upper limb
rehabilitation machine.
2020 1.The precision screws for vehicles have passed the IATF 16949 automotive quality
management system certification.
2.The product upgrade and cost improvement of the lower limb rehabilitation machine have
been completed.
3. The endoscope supports the robotic arm fastener family to complete the development,
medical certification, and mass production.
4. Complete prototype development of composite high-speed turntable.
5.Development and mass production of dust-proof version of Scala robotic arm.
6.Mass production of the next-generation smart ball screw i4.0BS.

(iv) Long, Short Term Business Development Strategy

  1. Short Term Business Development Strategy

  2. (1) Serving metal processing end customers, establishing a 3+1-axis machine modification upgrade model, and driving industrial upgrading.

  3. (2) Mainly promote high-end new products, rotary table, smart screw and electromechanical integrated products, and open up new niche markets.

  4. (3) Deeply cultivate the semiconductor industry, make HIWIN components, sub-system components, system components and other product groups Total

  5. Solutions became an important supply chain.

  6. (4) Build Robot Cell modules and systems to lower the barriers for customer introduction of robots.

  7. (5) Expand the business of the automotive industry and automotive screws.

  8. (6) Integrate the group's mechanical and electrical products and system service partners to cooperate to provide customers with overall solution services.

  9. (7) Provide customers with intelligent products with predictive functions.

  10. 2.Long Term Business Development Strategy

  11. (1) Expand the Torque Motor rotary table application industry and become a key product for the new generation of manufacturing upgrades.

  12. (2) Extend sales and services to end customers and assist customers in their transformation and upgrading.

  13. (3) Build the MIT robot brand and increase the market share of industrial robots and medical robots.

  14. (4) Enter the automobile production and supply chain, become a long-term partner of electric vehicle screws, and develop a new business map.

  15. (5) Increase cooperation with system integrators to provide customers with solutions and after-sales service.

  16. (6) Continue to promote the Group's mechanical and electrical products and provide original services to customers.

  17. (7) Promote smart products with predictive functions and create value for customers.

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ii. Market, Production and Sales Status (i)Market Analysis

1. Sales Regions of Major Commodities:

HIWIN product sales operations are mainly operating in four regions, Taiwan, Germany, Japan and the United States, and are classified according to operating locations as follows:

,
ollows:
Unit: NTD Thousands
Operation Sites of Business Units 2019 2020
Taiwan 10,800,977 11,875,478
Germany 3,195,886 2,739,620
China 2,162,162 3,099,527
Japan 1,292,002 783,389
U.S.A. 1,045,061 1,020,183
Others 1,713,710 1,748,462
Total 20,209,798 21,266,659

2. Future Market Supply, Demand and Growth:

Looking forward to the new year, industrial production and consumer demand are gradually recovering due to the advent of vaccines. Many forecasts will show growth. The OECD predicts that the global economic recession will reach 4.5% in 2020 and will grow 5.0% next year, and the demand side will grow substantially.

In terms of market area, the speed of economic recovery will be determined by the availability of vaccines. Some advanced countries have begun to vaccinate, while other countries are likely to continue to be trapped by the pandemic due to their inability to vaccinate. The research unit estimates that among the world's three largest economies, G3 (the United States, Europe, and China), GDP growth in the United States and Europe is expected to boost about 2%, and most emerging economies will benefit later. In addition, most in the market believe that the direction of the US China policy will not change in a short period of time, especially in the anti-blocking China (14th Five-Year) plan, which can be seen in the 5G, AI and semiconductor industry policies, so how to respond to the US and China The gradual decoupling of the supply chain between the two systems is an important issue in the future. In addition, the "Regional Comprehensive Economic Partnership Agreement" (RCEP) has a significant impact on Taiwan’s manufacturing industry. In the face of the trend that the supply chain has been concentrated in mainland China in the past and gradually spread to Southeast Asia and other places, coupled with the fact that Chinese manufacturing and American manufacturing have driven market demand, In addition, due to the effect of pandemic’s delayed second production base in Southeast Asia, the transfer of supply chains and the establishment of automated factories will increase the demand for manufacturing industry machinery and automation in the Southeast Asian market. Therefore, how to expand the market and channels in Southeast Asia is a top priority. .

From an industrial perspective, after the 2019-2020 downturn for machine tools bottoms out, it is estimated that demand will rebound sharply; the demand for semiconductor production equipment is due to the development of new technologies such as 5G, AI, intelligent vehicles and electric vehicles, and Continental Semiconductor’s independence. With the strong support of the government, demand will continue to rise; demand for smart manufacturing and industrial automation will continue to be strong; biotechnology medicine, telehealth, and precision medicine will continue to flourish, and there will be more and more technology companies Investment; mobile tools in areas such as mini-cars and electric vehicles will continue to have growth momentum before the global border is completely unblocked, and may have more substantial growth due to the underestimation of previous demand. The demand for automation in the market will continue in 2021. Manufacturing and supply chain capacity will gradually

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recover in the post-pandemic era, but manpower shortage will become a major problem. Intelligent automated production combined with AI and robots will be a key alternative solution.

On the supply side, it is expected that pandemic will gradually be under control in 2021 and the economy will rebound. It is an important issue for 2021 to estimate whether the supply and distribution of production capacity are appropriate. Shanghai Bank will mainly promote highend new product torque rotary table, expanding from leading machine tool manufacturers in Japan and Germany to the world, providing customers with upgraded products; in addition, it will comprehensively promote the group's electromechanical integrated products in the semiconductor, electronics, automotive and other industries. The production process provides an optimized overall solution, so that customers' overall productivity and accuracy can be improved, and the added value can be maximized. In response to the large demand for automation, the multi-axis robots of Shanghai Bank also continue to advance smart functions, expanding to semiconductor, PCB, medical, food, electronics and other industries; it is expected that high-end new products and industry 4.0 trend products will have a significant growth . We will respond to this wave of price wars with a marketing approach of full products, electromechanical integration, package shipments, and overall solutions. In addition, the strong demand for Torque Motor rotary table, wafer robot/wafer system and other various industrial robots will also be the driving force for the continued growth of HIWIN's revenue.

3.Competitive Niche:

  • (1)Complete electromechanical integrated products, targeting the needed key components and systems for the development of Industry 4.0

  • (2)Leader in precision technology, products made for the medium high-end market, little homogeneous competition

(3)Systems product component self-produce ratio is high, costs and quality are competitive

(4)Global layout balanced, diversifying regional economic fluctuation risks

  • 4.Advantages and Disadvantages of Development Prospects and the Solutions:

(1)Advantages :

(1-1)The group’s technological resources are complete, long-term deep cultivation (1-2)High-end precision product technology are leading in the industry

(1-3)Innovative electromechanical integration service method

(1-4)Global layout complete, stably rooted local service web

  • (1-5)With the overall environment moving towards Industry 4.0, the demand for smart manufacture increases

(2)Disadvantages :

(2-1)Intelligentized system information talent are difficult to acquire

(2-2)Linear products are becoming red ocean markets, low-price competitors increase

(2-3)Imitating catch-ups in the same industry, market opportunities are limited

  • (2-4)There are many international instability variables, and regional events link the global economy

(3)Solutions :

(3-1)Cooperate cross-field on developing artificial intelligence technologies, integrating information software and staff management systems

(3-2)Provide differentiable services with electromechanical solutions

(3-3)Focus on important projects, exert our influence by becoming the leader of the industry, accelerate market dominance

(3-4)Steady local industry with global channels, balance the impact from global fluctuation

(ii) Important Use and Manufacturing Process of Main Products

1. Primary Use of Products:

The drive control products manufactured by HIWIN Technologies are mainly applied to the semiconductor, photoelectric and testing equipment, automation equipment, biochemical and medical equipment, electronic industry, machine tool, solar energy, LED and industrial machinery, etc. The drive control products of the Company corresponds to the rising environmental awareness and the pursuit of high-quality life in the modern society; therefore, the more advanced the industry, the larger the demand.

  • 2.Main Manufacturing Process:

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(1) Ball Screw

Tapping →thermal treatment →thread-cutting →shoulder machining →external diameter processing →precision shaping → test →assemble →inspect

  • (2) Linear Guideway

Thermal treatment→ drill hole→ precision forming→ inspect→ assemble →final inspection

(iii) Supply of Main Raw Materials

Raw Material Country Supply Status
Steel Good
Taiwan
Steel Japan Good
Steel Germany Good
Steel South Korea Good

(iv) Customers with over 10% of gross purchase or gross sales in any year of the last 2

years:

1. List of manufacturers with over 10% of gross purchase

Unit: NTD Thousand

2019 2020 First Quarter of 2021
Name Sum To Net
Purcha
ses%
Relatio
nship
with the
Issuer
Name Sum To Net
Purchase
s%
Relations
hip with
the Issuer
Name Sum To Net
Purchase
s%
Relation
ship
with the
Issuer
No manufacturers that take up more than
10% of total purchase amount
No manufacturers that take up more
of total purchase amount
than 10%
No manufacturers that take up more
of total purchase amount
than 10%
Net
Purchase
7,825,791
100.0
Net
Purchase
8,022,474 100.0 Net
Purchase
2,716,921 100.0

Cause of increase or decrease: not applicable.

2. List of customers with over 10% of gross sales

Unit: NTD Thousand

2019 2019 2020 2020 First Quarter of 2021 First Quarter of 2021 First Quarter of 2021
Name Sum To Net
Sales%

Relations
hip with
theIssuer
Name Sum To Net
Sales%
Relationshi
p with the
Issuer
Name Sum To Net
Sales%
Relationshi
p with the
Issuer
A
customer
2,365,611 11.7 B customer
3,965,792
18.6 B customer
804,471

13.4
B
Customer

2,292,954
11.3 A
Customer
2,568,011 12.1 A
Customer
750,916
12.5
Others 15,551,233 77.0 Others 14,732,856 Others 4,436,060
Net Sales 20,209,798
100.0
Net Sales 21,266,659 Net Sales 5,991,447

Cause of increase or decrease: no major change.

(v) Production Quantity and Value of the Last 2 Years

Unit: NTD Thousand; Thousand units


Unit: NTD Thousand; Thousand units
Year
Quantity
2019 2020
Commoditie

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Capacity Production
Quantity
Production
Value
Capacity Production
Quantity
Production
Value
Ball Screw 2,750 1,222
3,421,266
2,750 1,598 3,744,954
Linear Guideway 32,780 24,128
13,108,340
33,100 26,711 13,959,264

(vi) Sales Quantity and Value of the Last 2 Years

Unit: NTD Thousand; Thousand units Thousand units
2020
Domestic Sales
Export Sales
Quantit
y
Value
Quantity
Value
136 492,305
1,546
3,449,947
483 500,762
26,228
13,458,642
388,634
2,976,369
Unit: NTD Thousand;Thousand units Unit: NTD Thousand;Thousand units Unit: NTD Thousand;Thousand units Unit: NTD Thousand;Thousand units
Year
Quantity
2019 2020
Commoditie Domestic Sales Export Sales Domestic Sales Export Sales
Quantity Value Quantity Value Quantit
y
Value Quantity Value
Ball Screw 129 536,037 1,137 3,009,295 136 492,305 1,546 3,449,947
Linear Guideway 496 530,785 24,661 13,136,700 483 500,762 26,228 13,458,642
Others 495,145 2,501,836 388,634 2,976,369
Total 1,561,967 18,647,831
1,381,701 19,884,958

iii. Employee Data of the Recent Two Years and Up to the Publication Date

Year Year 2019 2020 Current Year Until
March 31st, 2021
Number of Employees
(Note)
Indirect Employees 2,546 2,482 2,515
DirectEmployees 3,655 3,834 3,968
Total(people) 6,201 6,316 6,483
Mean Age (Note) 34.50 34.50 34.63
Average Length of Service (Note) 5.58 5.58 5.76
Education Background
(%)
Doctor 1.64 0.32 0.31
Master 13.48 10.50 10.09
Junior College 53.35 55.08 54.96
HighSchool 28.90 31.06 31.37
Without A High School
Diploma
2.63 3.04 3.27

Note: Information of number of employees, mean age, average length of service and education background include that of the subsidiaries

iv. Information Regarding Expenditure on Environmental Protection

Information of the Company’s environmental safety and health:

(i) Environmental safety and health management performance:

  1. Passed ISO 14001environmental management system verification in 1997.

  2. Plant I passed OHSAS 18001 Occupational Safety and Health Management System verification in 2002.

  3. Plant I passed Taiwan Occupational Safety and Health Management System (CNS15506) verification in 2008.

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  1. Plant I was awarded Outstanding Unit with No Disasters in Working Hours (no disabling injuries for 7,593,510 hours) by Council of Labor Affairs, Executive Yuan in 2011.

  2. Passed BSI ISO14064-1 (Greenhouse Gas) external audit in 2012 and continue to conduct external audit every year.

  3. Ball Screw passed PAS 2050 (Product Carbon Footprint) external audit in 2012.

  4. The Operational Headquarters, Plant II, Tanzi Plant, Yunke Plant and Yunke Plant II passed TUV OHSAS 18001 and Occupational Safety and Health Management System (CNS15506) verification, and gained Performance Recognition of the Occupational Safety and Health Management System, Ministry of Labor, in 2013.

  5. The Operational Headquarters acquired Cleaner Production Evaluation System Certificate from Industrial Development Bureau, MOEA, in 2013.

  6. The Operational Headquarters passed TUV ISO 50001 energy management system verification in 2014.

  7. Yunke Plant II and Yunke Plant passed TUV ISO 50001 energy management system verification in 2015.

  8. The Operational Headquarters, Plant II, Tanzi Plant, Yunke Plant and Yunke Plant II passed annual certificate changing of TUV OHSAS 18001 and Occupational Safety and Health Management System (CNS15506).

  9. Plant I and Tanzi Plant passed TUV ISO 50001 in 2016.

  10. The operating headquarters and the Plant I passed ISO 14001: 2015 edition verification in 2017

  11. Yunke Plant II passed the TUV ISO 50001 energy management system evaluation in 2018

  12. Plant was awarded the Gold Medal of the Republic of China Industrial Safety and Health Association for the award of the Excellent Unit for Disaster-free Working Hours (accumulated 12,058,371 hours without disability injury) in 2018

  13. Received the Occupational Safety and Health Management System ISO 45001 International Standard Certification in 2019

  14. In 2019, ISO50001:2018 passed the verification of version transition.

  15. In 2020, the R16 ball screw and RGW45 linear slide have passed the ISO14067:2018 external verification.

  16. Passed ISO14046:2014 to organize external verification of water footprint in 2020.

(ii) Air pollution control

  1. According to the stationary pollution source under environmental regulations, the Company has pollution prevention equipment and maintains them regularly to improve their stability and guarantee the exhaust meets regulatory requirements.

  2. The pollutant concentration is detected regularly and below the limits.

(iii) Water resource and waste water management:

  1. There is waste water treatment equipment in every plant, so waste water is treated and discharged into the sewage system after it meets the effluent standard.

  2. 2 . Each plant has applied for a water pollution prevention and control measure license in accordance with law, and regularly commissions a testing agency accredited by the Environmental Protection Agency to the factory to detect the wastewater discharge situation to effectively monitor the discharge water quality regularly. Exceed the discharge water discharge standard, has adopted administrative management control, and has been improved to complete.

  3. It carries out a drill according to the wastewater treatment procedure regularly every year to reduce the impact of improper wastewater treatment on the environment.

  4. To implement water resource management, the Department of Industrial Safety and Environmental Protection calculate tap water consumption monthly to confirm whether the water consumption is normal.

  5. For domestic sewage: HIWIN has set up a reclaimed water recycling system at its operational headquarters. The recovered domestic sewage is mostly used for toilet flushing and green plant irrigation. The waste water from Yunke No. 2 Factory is treated and used for the process. 32,791 metric tons in 2020, an increase of 1,431 tons from 31,360 metric tons in 2019.

(iv) Waste Management

107

  1. The types of HIWIN’s waste are general business waste and hazardous business waste, which are temporarily stored in the temporary waste storage area according to the type, and then commissioned by a cleaning agency approved by the Environmental Protection Agency for removal and transportation. In order to confirm whether there are leaks or other violations of environmental protection laws and regulations during the transportation and disposal, there are 2 violations in 2020, which have been counseled and improved.

  2. Continue to implement waste reduction activities, and conduct education and training on waste disposal and resource recycling classification and regular on-the-job training when new personnel enter the factory, and conduct waste classification audits in various units. At the same time, the classification of various departments will be reported at the meeting to effectively implement the goal of waste classification and reduction. Education training will be 100% in 2020.

  3. The waste management of HIWIN Technologies adheres to the principle of recycling, in order to avoid the waste generated under the environmental impact and cannot be effectively treated; review the life cycle assessment of various raw materials, products, transportation, packaging, etc. Through source reduction measures to reduce waste output, 3 reduction targets were proposed to save 179.32 tons waste in total.

  4. (v) Energy management and reduction

  5. 1.Total losses (including compensation) and punishment, and future countermeasures (including improvement measures), and possible expenditures (including the estimated amount of losses, punishment and compensation due to failure to take countermeasures; those not able to be estimated reasonably should be stated clearly) in the last year and as of the publication date of the annual report: not applicable.

  6. 2.The Operational Headquarters of HIWIN, Plant I, Plant II, TanZi Plant, Yunke Plant carried out and built ISO 50001 energy management system in 2014; by means of system implementation and energy audit, it managed energy use effectively, made energy management policies, advocated the energy saving policy and set reduction goals; after actual implementation and improvement in 2020, 3,820,000 degrees and annual electricity costs of NT$ 11.22 million were saved and 1,944 tons of CO2e emissions were reduced.

Plant Reduction plan Annual
energy
(degrees)
Annual
savings (ten
thousand)
Reduction of
carbon (metric
tons ofCO2e)
Operation
Headquarters
Air pressure leak repair and
energy saving plan
26,272 125 217
Operation
Headquarters
Adjust the control of two
ice water main engines
793,317 233 404
JK Ppant 2 Air pressure leak repair and
energy saving plan
371,050 109 189
Gon Plant 2 Decrease the air compressor
supply pressure plan
60,387 18 31
Gon Plant 2 Air pressure leak repair and
energy saving plan
839,567 247 427
Yunke Plant
Plant 1
Air pressure leak repair and
energy saving plan
108,848 32 55
Yunke Plant
Plant 1
Adjust the pressure setting
value of the air compressor
98,699 29 50
Yunke Plant
Plant 1
Adjust two air compressors
to install frequency
converters
114,434 34 58
Yunke Plant
Plant 1
Improve the efficiency of
the process ice water host
201,353 59 102

108

and the chain
Yunke Plant
Plant 2
Add frequency converter to
air compressor
127,038 37 65
Yunke Plant
Plant 2
Optimal operation of air
compressor group
75,832 22 39
Yunke Plant
Plant 3
Adjust the water
temperature of the chiller
55,612 16 28
Dapumay
Plant
Decrease the temperature of
ICU inverter room air
conditioner
7,505 2 4
Dapumay
Plant
Incorporate 3 zone
frequency conversion air
compressors and 1 support
zone 2 air compressor
system
240,897 71 123
Dapumay
Plant
Repair the leakage of air
pipelines and fittings in
Zone 2 and 3
215,824 63 110
Dapumay
Plant
Air pressure system reduces
compressed air pressure
83,358 25 42
Total 3,819,993 1,122 1,944
  1. Energy-saving improvement target: HIWIN estimates that another NTD$12.84 million will be invested in 2021, which can save 6.81 million kilowatt-hours of electricity, save about 19.22 million NTD in electricity bills, and achieve a direct carbon reduction of 3,495 metric tons of CO2-e.

v. Labor Relations

(i) Employee welfare measures, further education, trainings, retirement system and implementation, labor agreement and employee equity protection measures:

HIWIN pays great attention to employees; to pursue sustainable operation, create safe, clean and high quality working environment and make employees enjoy work, it joins hands with Taiwan’s industry and commerce to promote “Happy Enterprise”, paying attention to the balance between employees’ work and life, reference has been made to international human rights conventions to formulate and expose safeguarding human rights policies. It provides employees with a development platform, cultivates talents positively and offers a good salary and welfare; to make employees have a sound mind and body, it holds activities irregularly, such as mountain climbing and hiking, and holds sports meetings regularly and provides professional health consultation by inviting doctors to plants. It provides employees with diverse communication channels, such as labor meetings, departmental meetings, monthly meetings, opinion boxes and special lines, to listen to their opinions so as to promote harmony between employees and the employer.

Since it’s founded, it has listed the employees as the biggest asset, which can show its emphasis on talents; it employs employees fairly and openly, implements gender equality and treats employees equally, regardless of their gender, religion, race, nationality or political party; it respects every talent, and employs the disabled actively to care for them and fulfill corporate social responsibility. To net talents, it provides Research and

109

Development Substitute Services, cooperates with universities and colleges, has internship programs, performs industry-university collaboration and provides opportunities to visit the enterprise.

  1. Employee welfare measures:

  2. (1) Taiwan Parent Company

Through the welfare policy: insurance/health care, comprehensive care for the insurance plan of the colleagues, meal subsidies, new home benefits, wedding and funeral subsidies, babysitting subsidies, staff quarters and employee compensation, etc., each employee of HIWIN Technologies can be fully cared for, and the employees and family members have a better quality of life, and become an important pillar and backing for supporting HIWIN employees. HIWIN Technologies provides a comprehensive welfare system as follows:


important pillar and
Technologies provides

backing for supporting HIWIN employees. HIWIN
a comprehensive welfare system as follows:
Welfare System Items
Insurance/Medical Care Group insurance, regular health examination
Insurance plan employees’
that ensures comprehensive
care
In accordance with the law, every employee is insured with labor insurance and
universal health insurance, so that colleagues can be fully protected. In addition,
in order to ensure the living security of employees and their families, it also
increases group insurance for employees, employees, and other medical care,
accidents, and major illnesses.
Meal subsidy In order to develop and motivate employees and team skills, the company gives
the department a “meal subsidy” every quarter, so that colleagues can arrange
group dinners or entertainment, and relax and get closer to each other.
New home gift The home environment helps the colleagues to settle down their work.
Therefore, for the purchase of homeowners, the new homes will be given a new
residence fee of NT$1,200-6,000.
Wedding and funeral
allowance
In order to improve the well-being of employees, colleagues will be entitled to a
wedding payment ranging from NT$5,200-60,000 to seniority. If the person or
the family is unfortunately killed, there will be a concession of NT$7,000-
130,000.
Babysitting allowance A baby allowance of NT$5,000/month (for a period of 3 years) per child is
given to encourage the birth of the same person. Originally for 2 years, it will
be extended to 3 years from October 1, 2017.
Employee dormitory Considering the accommodation expenses and safety issues of foreign
employees, HIWIN Technology provides low-cost and well-established safety
management system for staff quarters, and implements care and care, so that
colleagues can live with peace of mind, enhance interpersonal interaction and
save money.
Employee compensation If the company makes a profit in the year, it will pay the employee bonus of
10% or less, but not less than 1%, and distribute the employees' compensation
to enable the employers and employees to share the operating results.
Others Staff restaurants, staff parking, free overtime meals and snacks, wedding and
funeral allowances, travel grants, three coupons, birthday vouchers, special
store discounts, sports prizes, massage services, etc.

In order to improve Taiwan's fertility rate and economic development considerations, HIWIN began promoting the "nursing-in-child subsidy" policy in 2012, employees will be able to receive NT$5,000 per month for three consecutive years, regardless of gender (up to NT$180,000 in 3 years). In addition to the value of work, employees can also build a happy family and fulfill their responsibilities.

(2) Subsidiaries

  • ➢ It carries out employee welfare measures according to local laws and the labor market condition, and hands out performance bonuses based on the business conditions of its subsidiaries.

110

  1. Refresher courses and trainings:

  2. (1) Taiwan Parent Company

    • ➢ Excellent talents are the cornerstone of the sustainable operation of an enterprise; to improve employees ’ability and quality and maintain the long-term competitive edge, the Company’s chairman, general managers and senior managers act as the internal lecturers, spending tens of thousands of funding on employee educational training annually, maintaining the average training expense at over NTD 2,000 per person, assuring every employee of the opportunity to receive training.

    • ➢ The company has a complete training system, including new employee training, core competency training, professional competency training, management competency training and external training, etc. Employees can be trained properly through classroom training, on-the-job training, external training, reading party, lecture, further education, job rotation and project appointment; the training content and methods are diverse and rich.

    • ➢ For colleagues who want to continue education to take their degrees, it provides tuition subsidy schemes. It has cooperated with schools to open two-year junior college/technical college for colleagues to further their education.

  3. (2) Subsidiaries

    • ➢ Each subsidiary provides new employee training, core competency training and professional competency training, and gives colleagues opportunities to further their education depending on the situation.
  4. 3.Retirement system:

HIWIN has a sound financial system, and establishes pension plans and retirement programs and allocates stable pension and payments according to Labor Standard Laws and Labor Pension Act. It commissions an actuary to provide pension reports regularly so as to ensure the pension balance and guarantee colleagues will be pensionable in the future.

  • (1) Taiwan Parent Company

  • ➢ According to Labor Standard Laws and Labor Pension Act, it has established defined- benefit and defined-contribution pension plans and retirement programs. As for the former, it allocates 2% of the employee ’s gross salary every month as the pension fund, which is saved in the special account in Bank of Taiwan in the name of Supervisory Committee of Workers ’Retirement Fund; as to the latter, it allocates 6% of the employee’s gross salary every month as the pension fund, which is saved in the individual account in Bureau of Labor Insurance.

➢ Retirement system and implementation:

Pension System Old New
Applicable law Labor Standards Law Labor Pension Statutes
Distribution
Method
2% of the employee's monthly salary,
deposited in the name of the company
into a Bank of Taiwan account
6% of the employee insurance level is
paid to the individual account of the
Labor Insurance Bureau
Amount Labor Retirement Reserves amounted to
NT$110,358 thousand as of the end of
December, 2020
New pensions of NT$119,794 thousand
in 2020.
  • (2) Subsidiaries

    • ➢ Each subsidiary implements pension rules according to local laws.
  • Labor agreement and employee equity protection measures

  • ➢ HIWIN Technologies and its subsidiaries always attaches importance to employee benefits; labor problems are solved through two-way communications; they convene

111

labor meetings regularly to coordinate labor relations, promote employee-employer cooperation and working conditions and plan labor welfare, so the labor relation has been harmonious since the factories were opened and no major labor dispute has occurred.

  • ➢ In addition to insured group insurance, the company occasionally organizes environmental and safety lectures and occupational safety and health courses, and regularly publishes environmental, health and safety electronic newspapers to protect the personal safety of colleagues and handle them in an emergency.

(ii) Losses Caused by Labor Disputes in the Last Year and as of the Publication Date of the Annual Report:

  • HIWIN Technologies (including the parent company and its subsidiaries) has a harmonious relationship between employers and employees, and there are no major losses arising from labor disputes and labor disputes.

(iii) Any establishment on employee behavior or code of ethics?

HIWIN Technologies has working rules to regulate the working hours, rewards and punishments, promotion and welfare measures of colleagues

vi. Important Contracts

April 30th, 2021
Restrictions
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
Nature of Contract Party Duration Content Restrictions
Contract of Factory Lease William Tools Co., Ltd. 2014.11.16-2024.11.15 Factory Lease None
Wei-Chen Co., Ltd. 2020.08.01-2022.07.31 Factory Lease None
UDIFA Co., Ltd. 2020.01.01-2021.12.31 Factory Lease None
Yunlin
Technology-based
Industrial Park Service Center

2016.12.19-2036.12.18
Land Lease None
Long-Term Loan Bank of Taiwan 2011.06.16-2026.06.16 Secured Loan None
Bank of Taiwan 2011.12.28-2026.12.28 Secured Loan None
Bank of Taiwan 2012.08.22-2027.08.22 Secured Loan None
Bank of Taiwan 2013.10.30-2028.10.30 Secured Loan None
Bank of Taiwan 2014.06.20-2029.06.20 Secured Loan None
Bank of Taiwan 2014.07.21-2029.07.21 Secured Loan None
Bank of Taiwan 2014.07.30-2029.07.30 Secured Loan None
Bank of Taiwan 2015.05.04-2022.05.04 Secured Loan None
Bank of Taiwan 2015.05.04-2030.05.04 Secured Loan None
Bank of Taiwan 2016.11.21-2031.11.21 Secured Loan None
Bank of Taiwan 2016.11.21-2023.11.21 Secured Loan None
Bank of Taiwan 2016.02.04-2031.02.04 Secured Loan None
Bank of Taiwan 2019.02.21-2026.02.21 Secured Loan None
Bank of Taiwan 2019.02.21-2034.02.21 Secured Loan None
Bank of Taiwan 2020.05.06-2027.04.15 Secured Loan None
Bank of Taiwan 2020.04.21-2030.04.15 Secured Loan None
Bank of Taiwan 2020.04.21-2027.04.15 Secured Loan None
Changhua Bank 2020.05.26-2027.05.15 Secured Loan None
Changhua Bank 2020.03.26-2030.0326 Secured Loan None
Changhua Bank 2020.03.26-2035.03.26 Secured Loan None

112

Nature of Contract Party Duration Content Restrictions
China Export and Import Bank 2020.04.30-2027.04.15 Secured Loan None
Land bank of Taiwan 2021.02.04-2026.02.04 Secured Loan None
KGI Bank 2021.02.01-2023.02.01 Mid-term Working
Capital
None

113

VI. Financial Overview

i. Condensed Balance Sheets and Statements of Income for the Past Five Years

  • (i)Condensed Balance Sheet-International Financial Reporting Standards (Consolidated)

Unit: NT Thousand

Unit: NT Thousand
Year
Item
2016 2017 2018 2019 2020 Till
2021/3/31
Financial
Information
Liquid Assets 11,668,110 13,111,622 18,454,284 14,847,455 15,609,183 16,119,433
Immovable Property, Plant
and Equipment
17,796,029 21,303,831 25,226,895 28,279,428 27,864,527 27,672,403
Intangible Assets 192,388 177,915 256,163 256,163 256,163 256,163
Other Assets 3,309,998 2,980,190 4,955,500 4,948,810 4,307,909 4,830,799
Total Assets 32,966,525 37,573,558 48,892,842 48,331,856 48,037,782 48,878,798
Liquid
Liabilities
Before Distribution 10,656,204 13,318,739 17,638,899 15,622,870 12,451,303 13,212,628
After Distribution 11,095,666 14,299,290 19,742,833 16,180,112 Note 2 Not Applicable
Non-Liquid Liabilities 7,510,403 7,654,970 6,815,543 9,054,509 8,197,085 7,937,359
Total
Liabilities
Before Distribution 18,166,607 20,973,709 24,454,442 24,677,379 20,648,388 21,149,987
After Distribution 18,606,069 21,954,260 26,558,376 25,234,621 Note 2 Not Applicable
Equity Attrib utable to the Parent Company 14,101,611 16,293,096 24,180,459 23,743,253 27,562,128 27,596,216
Capital Stock 2,746,640 2,801,573 3,005,620 3,095,789 3,308,663 3,308,663
Capital Reserve 308,630 308,630 3,236,274 3,236,274 5,600,568 5,602,509
Retained
Earnings
Before Distribution 11,311,874 13,433,833 17,563,425 17,116,355 18,256,261 18,126,624
After Distribution 10,872,412 12,453,282 15,459,491 16,559,113 Note 2 Not Applicable
Other Equities (265,533) (250,940) 375,140 294,835 396,636 918,420
Non-Controlling Equities 698,307 306,753 257,941 (88,776) (172,734) (227,405)
Total Before Distribution 14,799,918 16,599,849 24,438,400 23,654,477 27,389,394 27,728,811
Equity After Distribution 14,360,456 15,619,298 22,334,466 23,097,235 Note 2 Not Applicable

Note 1: The consolidated balance sheet is based on International Financial Reporting Standards and audited and certified by accountants.

Note 2: The 2020 dividend distribution case was approved by the board of directors on March 23th, 2021, but it has not yet been approved by the shareholders meeting.

(ii) Condensed Balance Sheet-International Financial Reporting Standards (Individual)

Unit: NTD Thousand

Year
Item
2016 2017 2018 2019 2020
Liquid Assets 9,063,997 10,043,806 14,812,932 11,161,567 11,602,773

114

Immovable Property, Plant and
Equipment
Immovable Property, Plant and
Equipment
14,289,991 16,833,733 20,804,336 22,336,826 21,629,762

Intangible Assets
- - - - -
Other Assets 6,332,876 6,249,042 8,610,485 8,495,812 8,581,402
Total Assets 29,686,864 33,126,581 44,227,753 41,994,205 41,813,937
Liquid
Liabilities
Before
Distribution
8,783,530 10,466,752 14,381,950 10,998,741 7,571,678
After
Distribution
9,222,992 11,447,303 16,485,884 11,225,983 Note 2
Non-Current Liabilities 6,801,723 6,366,733 5,665,344 7,252,211 6,680,131
Total
Liabilities
Before
Distribution
15,585,253 16,833,485 20,047,294 18,250,952 14,251,809
After
Distribution
16,024,715 17,814,036 22,151,228 18,808,194 Note 2
Equity Attributable to Owners
of the Parent
Non
Applicable
Non
Applicable
Non
Applicable
Non
Applicable
Non
Applicable
Capital Stock 2,746,640 2,801,573 3,005,620 3,095,789 3,308,663
Capital Reserve 308,630 308,630 3,236,274 3,236,274 5,600,568
Retained
earnings
Before
Distribution
11,311,874 13,433,833 17,563,425 17,116,355 118,256,261
After
Distribution
10,872,412 12,453,282 15,459,491 16,559,113 Note 2
Other Equities (265,533) (250,940) 375,140 294,835 396,636
Non-Controlling Equities Non
Applicable
Non
Applicable
Non
Applicable
Non
Applicable
Non
Applicable
Before
Distribution
14,101,611 16,293,096 24,180,459 23,743,253 27,562,128
Total Equity After
Distribution
13,662,149 15,312,545 22,076,525 23,186,011 Note 2

Note 1: The individual balance sheet is based on International Financial Reporting Standards and audited and certified by accountants Note 2: The 2020 dividend distribution case was approved by the board of directors on March 23th, 2021, but it has not yet been approved by the shareholders meeting.

(iii) Condensed Consolidated Income Statement -International Financial Reporting Standards (Consolidated)

Unit: NTD Thousand
Year
Item
2016 2017 2018 2019 2020 2021
until
March 31st
Operating Revenue 16,118,298 21,164,764 29,333,129 20,209,798 21,266,659 5,991,447
Operating Margin 5,302,045 7,582,638 11,629,580 6,775,015 5,790,407 1,904,296
Operating Profit and Loss 1,450,907 3,345,101 6,419,195 2,400,890 1,732,474 810,690
Non-Operating Income and
Expenses
(261,210) (532,966) (323,235) (191,041) 570,997 (143,470)
Net Profit Before Tax 1,189,697 2,812,135 6,095,960 2,209,849 2,303,471 667,220

115

et Profit of the Term 960,777 2,251,520 4,890,423 1,640,877 1,698,779 479,399
Other Consolidated Profit and Loss
of the Term (Net of Tax)
(173,357) (30,303) 483,704 (34,226) 93,724 521,751
Total Consolidated Profit and Loss
of the Term
787,420 2,221,217 5,374,127 1,606,651 1,792,503 1,001,150
Net Profits Attributable to Owners
of the Parent Company
1,326,815 2,738,019 5,392,257 1,865,316 1,929,730 532,096
Net Profit Attributable to Non-
Controlling Equities
(366,038) (486,499) (501,834) (224,439) (230,951) (52,697)
Total Consolidated Profit and Loss
Attributable to Owners of the
Parent Company
1,152,567 2,709,808 5,878,542 1,827,643 2,017,501 1,053,880
Total Consolidated Profit and Loss
Attributable to Non-Controlling
Equities
(365,147) (488,591) (504,415) (220,992) (224,998) (52,730)
arnings per Share 4.34 8.94 17.38 5.85 6.05 1.61

Note: The consolidated income statement is based on International Financial Reporting Standards and audited and certified by accountants.

(iv) Condensed Consolidated Income Statement -International Financial Reporting Standards (Individual)

Unit: NTD Thousand
Year
Item
2016 2017 2018 2019 20120
Operating
Revenue
12,541,259 17,053,792 24,600,218 14,831,319 16,783,132
Operating
Margin
3,975,130 6,121,731 9,427,810 4,199,689 3,849,949
Operating Profit
and Loss
2,412,824 3,852,729 6,077,872 2,918,580 2,175,984
Non-Operating
Income and
Expenses
(917,680) (671,682) 212,726 (593,695) 220,347
Net Profit Before
Tax
1,495,144 3,181,047 6,290,598 2,324,885 2,396,331
Net Profit of the
Term
1,326,815 2,738,019 5,392,257 1,865,316 1,929,730
Other
Consolidated
Profit and Loss
of the Term (Net
of Tax)
(174,248) (28,211) 486,285 (37,673) 87,771
Total
Consolidated
Profit and Loss
of the Term
1,152,567 2,709,808 5,878,542 1,827,643 2,017,501
Net Profits
Attributable to
Owners of the
Parent Company
Non-Applicable Non-Applicable Non-Applicable Non-Applicable Non-Applicable
Net Profit
Attributable to
Non-Controlling
Equities
Non-Applicable Non-Applicable Non-Applicable Non-Applicable Non-Applicable

116

Total
Consolidated
Profit and Loss
Attributable to
Owners of the
Parent Company
Non-Applicable Non-Applicable Non-Applicable Non-Applicable Non-Applicable
Non-Applicable
6.05
Total
Consolidated
Profit and Loss
Attributable to
Non-Controlling
Equities
Non-Applicable Non-Applicable Non-Applicable Non-Applicable
Earnings per
Share
4.34 8.94 17.38 5.85

Note: The consolidated income statement is based on International Financial Reporting Standards and audited and certified by accountants.

(v) CPA Name and Audit Opinions of the Last 5 Years

Year CPA Name Audit Opinion
2016 Deloitte & Touche Yan,Hsiao-Fang, Tseng,Dong-Yun Unqualified Opinion
2017 Deloitte & Touche Yan,Hsiao-Fang, Tseng,Dong-Yun Unqualified Opinion
2018 Deloitte & Touche Yan,Hsiao-Fang, Tseng,Dong-Yun Unqualified Opinion
2019 Deloitte & Touche Tseng,Dong-Yun, Wu,Li-Dong Unqualified Opinion
2020 Deloitte & Touche Tseng,Dong-Yun, Wu,Li-Dong Unqualified Opinion

ii. Financial Analyses for the Last Five Years

(i) International Financial Reporting Standards (Consolidated)

Item Year 2016 2017 2018 2019 2020 2021 until
March 31st
Financial
Structure
(%)
Liability-Asset Ratio 55.11 55.82 50.02 51.06 42.98 43.27
Ratio of Long-Term
Capital to Immovable
Property, Plant and
Equipment
125.37 113.85 123.89 115.66 120.47 128.89
Debt-
Paying
Ability
Liquidity Ratio (%) 109.50 98.44 104.62 95.04 125.36 122.00
Quick Ratio (%) 66.19 56.99 53.26 45.90 74.49 72.26
Interest Protection
Multiples
8.43 22.41 42.47 12.20 11.43 15.69
Operating
Ability
Receivables Turnover
Ratio
3.13 4.63 5.57 3.69 3.79 3.84
Average Collection Period
117
79 66 99 96 95
Inventory Turnover Ratio 1.98 2.48 2.29 1.51 2.00 2.25
Payables Turnover Ratio 4.75 4.14 3.57 3.41 5.54 4.74
Inventory Conversion
Period
184 147 159 242 183 162
Immovable Property,
Plant and Equipment
Turnover Ratio
0.96 1.08 1.26 0.76 0.76 0.86

117

Total Assets Turnover
Ratio
0.49 0.60 0.68 0.42 0.44 0.49
Profitability Return on Assets (%) 3.33 6.69 11.59 3.71 3.91 4.04
Return on Equity (%) 6.56 14.34 23.83 6.82 6.93 7.22
Net Profit Before Tax to
Paid-up Capital Ratio (%)
43.31 100.38 202.82 71.38 69.62 20.17
Net Profit Ratio (%) 5.96 10.64 16.67 8.12 7.99 8.00
Earnings per Share (NT$) 4.34 8.94 17.38 5.85 6.05 1.61
Cash Flow
(%)
Cash Flow Ratio 41.56 49.30 29.20 8.92 42.18 10.89
Cash Flow Adequacy
Ratio (Note 1)
51.73 80.06 66.96 52.46 70.06 68.19
Cash Reinvestment Ratio 17.32 25.26 13.34 (2.17) 13.19 4.04
Degree of
Leverage
Degree of Operating
Leverage
3.61 2.29 1.81 3.07 3.91 2.62
Degree of Financial
Leverage
1.12 1.04 1.02 1.09 1.15 1.06
Reasons why each financial ratio has changed by 20% in the last two years:
1. The increase in current ratio and quick ratio was mainly due to the increase in cash capital and good operations which
resulted in the increase in accounts receivable.
2. The increase in inventory turnover rate, payable turnover rate and decrease in sales days were mainly due to good
operations this year.
3. The increase in various ratios of cash flow was mainly due to the large amount of cash generated from operating activities
this year.
The increase in operating leverage was mainly due to the decrease in operating profit this year compared to the previous
period.

Note: The consolidated financial statement is based on International Financial Reporting Standards and audited and certified by accountants.

(ii) International Financial Reporting Standards (Individual)

Item Year 2016 2017 2018 2019 2020
Financial
Structure
(%)
Liability-Asset Ratio 52.50 50.82 45.33 43.46 34.08
Ratio of Long-Term Capital
to Immovable Property,
Plant and Equipment
146.28 134.61 143.46 138.76 158.31
Debt-Paying
Ability
Liquidity Ratio (%) 103.19 95.96 103.00 101.48 153.24
Quick Ratio (%) 70.16 62.67 61.10 55.69 103.86
Interest Protection Multiples 11.99 32.27 79.54 23.42 21.21
Operating
Ability
Receivables Turnover Ratio 2.46 3.44 4.01 2.54 3.12
Average Collection Period 148 106 91 144 117
Inventory Turnover Ratio 2.51 3.32 3.12 1.87 2.81
Payables Turnover Ratio 4.39 3.83 3.37 2.92 5.03
Inventory Conversion
Period
146 110 117 195 130
Immovable Property, Plant
and Equipment Turnover
Ratio
0.91 1.10 1.31 0.69 0.76
Total Assets Turnover Ratio 0.42 0.54 0.64 0.34 0.40

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Profitability Return on Assets (%) 4.84 8.99 14.11 4.53 4.84
Return on Equity (%) 9.56 18.02 26.65 7.78 7.52

Net Profit Before Tax to
Paid-up Capital Ratio (%)
54.44 113.55 209.29 75.10 72.43
Net Profit Ratio (%) 10.58 16.06 21.92 12.58 11.50
Earnings per Share (NT$) 4.34 8.94 17.38 6.03 6.05
Cash Flow
(%)
Cash Flow Ratio 47.02 64.10 40.06 18.59 66.18
Cash Flow Adequacy Ratio
(Note 1)
60.94 89.06 78.49 67.51 84.70
Cash Reinvestment Ratio 17.05 27.67 16.02 (0.19) 13.10
Degree of
Leverage
Degree of Operating
Leverage
1.97 1.79 1.69 1.79 2.45
Degree of Financial
Leverage
1.06 1.03 1.01 1.04 1.06
Reasons why each financial ratio has changed by 20% in the last two years:
1. The reduction in various financial ratios of interest protection multiples, operating capacity and profitability was mainly
due to the decrease in profit this year compared with the previous period.
2. The decrease in the turnover rate of accounts receivable and the increase in the number of cash collection days are mainly
due to the decline in revenue.
3. The decrease in cash flow ratio and cash reinvestment ratio was mainly due to less cash generated from operating activities
this year.

Note: The individual financial statement is based on International Financial Reporting Standards and audited and certified by accountants.

  1. Financial Structure

  2. (1) Debt Asset Ratio=Total Liabilities/Total Assets

  3. (2) Ratio of Long-Term Capital to Immovable Property, Plant and Equipment= (Total Equity+Non-Current Liabilities)/ Net Amount of Immovable Property, Plant and Equipment

  4. Debt-Paying Ability

  5. (1) Liquid Ratio =Liquid Assets/Liquid Liabilities

  6. (2) Quick Ratio = (Liquid Assets-Inventory-Upfront Fees)/Liquid Liabilities

  7. (3) Interest Protection Multiples= Profit before Income Tax and Interest Expense / Interest Expense of This Period

  8. Operating Ability

  9. (1) Receivables (Including Receivables and Notes Receivable from Operating Activities) Turnover Ratio=Net Sales/Balance of Average Receivables of Each Period (Including Receivables and Notes Receivable from Operating Activities)

  10. (2) Average Collection Period =365/Receivables Turnover Ratio

  11. (3) Inventory Turnover Ratio= Cost of Sales/Average Inventory

  12. (4) Payables (Including Payables and Notes Payable from Operating Activities) Turnover Ratio= Cost of Sales /Balance of Average Payables of Each Period (Including Payables and Notes Payable from Operating Activities)

  13. (5) Inventory Conversion Period=365/Inventory Turnover Ratio

  14. (6) Ratio of Long-Term Capital to Immovable Property, Plant and Equipment= (Total Equity+Non-Current Liabilities)/Net amount of Immovable Property, Plant and Equipment

  15. (7) Total Assets Turnover Ratio=Net Sales/Total Assets

  16. Profitability

  17. (1) Return on Assets= [Profit and Loss After Tax+ Interest Expense*(1-Tax Rate)]/Average Total Assets

  18. (2) Return on Equity=Profit and Loss After Tax/Average Net Shareholders’ Equity

  19. (3) Net Profit Ratio =Profit and Loss After Tax/Net Sales

  20. (4) Earnings per Share= (Profit And Loss Attributable to the owners of the parent company -Dividend on Preferred Stock)/Weighted Average Outstanding Shares

  21. Cash Flow

  22. (1) Cash Flow Ratio= Cash Flow from Operating Activities /Liquid Liabilities

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  • (2) Cash Flow Adequacy Ratio= Cash Flow from Operating Activities of the last 5 years/ (Capital Expenditure+ Inventory Increase +Cash Dividend) of the last 5 years

  • (3) Cash Reinvestment Ratio= (Cash Flow from Operating Activities -Cash Dividend)/ (Gross Amount of Immovable Property, Plant and Equipment + Permanent Investment +Other Non-liquid Assets+ Working Capital)

  • Degree of Leverage

  • (1) Degree of Operating Leverage= (Net Operating Revenue- Variable Operating Costs and Expenses)/Operating Profit

  • (2) Degree of Financial Leverage=Operating Profit/ (Operating Profit-Interest Expense)

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iii. The Audit Committee’s Audit Report of the Financial Report for the Past Year

HIWIN Technologies Corp.

The Audit Committee’s Audit Report

We have checked the Financial Statements in 2020, Business Report and Earning Distribution Plan prepared by the Board of Directors. In our opinion, all statements and reports referred to above are prepared according to law. This report is submitted in accordance with Article 14.4 of Securities Exchange Act and Article 219 of the Company Act. For your review and approval.

HIWIN Technologies Co., Ltd.

==> picture [115 x 59] intentionally omitted <==

Audit Committee Convener: Chiang,Cheng-He

March 23th, 2021

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iv. The Financial Report and the Accountant’s Audit Report for the Past Year

Please refer to Appendix 1.

  • v. Consolidated Financial Statements Audited by CPA for the Past Year Please refer to Appendix 2.

vi. The Impacts of Any Financial Difficulties Encountered by the Company or Its Affiliates in the Past Year and up to the Annual none. Report Publication Date on the Company’ s Financial Status:

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VII. Review and Analysis of Financial Status, Financial Performance, and Risk Management

i. Financial Status

(i) Financial Position Analysis

Unit: NTD Thousand

Year
Item
2019 2020 Difference
Sum
Liquid Assets 14,847,455 15,609,183 761,728 5.13
Fund and Investment 1,221,460 1,166,972 (54,488) (4.46)
Immovable
Property,
Plant
and
Equipment
28,279,428 27,684,527 (594,901) (2.10)
Other Assets 3,983,513 3,577,100 (406,413) (10.20)
Total Assets 48,331,856 48,037,782 (294,074) (0.61)
Liquid Liabilities 15,622,870 12,451,303 (3,171,567) (20.30)
Long-Term Liabilities 7,833,258 6,892,359 (940,899) (12.01)
Other Liabilities 1,221,251 1,304,726 83,475 6.84
Total Liabilities 24,677,379 20,648,388 (4,028,991) (16.33)
Equity Attributable to Owners of the
Parent Company
23,743,253 27,562,128 3,818,875 16.08
Equity 3,095,789 3,308,663 212,874 6.88
Capital Reserve 3,236,274 5,600,568 2,364,294 73.06
Retained Earnings 17,116,355 18,256,261 1,139,906 6.66
Other Equities 294,835 396,636 101,801 34.53
Non-Controlling Equities (88,776) (172,734) (83,958) 94.57
Total Equity 23,654,477 27,389,394 3,734,917 15.79

Note: The consolidated financial statement is based on International Financial Reporting Standards and audited and certified by accountants.

(II) Analysis of changes in the increase or decrease ratio exceeding 20%:

  1. Liquid-term liabilities decrease is mainly due to sufficient funds to pay loans.

  2. Capital reserve increased is mainly due to stock issue at a premium price.

  3. Other equity increased due to the increased in the number of foreign currency exchange rate conversions

  4. Decreased non-controlling interests, mainly due to subsidiaries operating

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ii. Financial Performance

(i) Operating Results Analysis

Unit: NTD Thousand

Year
Item
2019 2020 Increased
(Decreased)
Amount
Rate of
Change (%)
Net Operating Revenue 20,209,798 21,266,659 1,056,861 5.23
Operating Costs 13,434,783 15,476,252 2,041,469 15.20
Operating Margin 6,775,015 5,790,407 (984,608) (14.53)
Operating Expenses 4,374,125 4,057,933 (316,192) (7.23)
Operating Profit 2,400,890 1,732,474 (668,416) (27.84)
Non-Operating Income and Expenses (191,041) 570,997 762,038 (398.89)
Profit Before Tax 2,209,849 2,303,471 93,622 4.24
Income Tax Expense 568,972 604,692 35,720 6.28
Net Profit of This Year 1,640,877 1,698,779 57,902 3.53
Other Consolidated Profit and Loss of
the Term (Net of Tax)
(34,226) 93,724 127,950 (373.84)
Total Consolidated Profit and Loss of
the Term
1,606,651 1,792,503 185,852 11.57
Net Profits Attributable to Owners of
the Parent Company
1,865,316 1,929,730 64,414 3.45
Net Profit Attributable to Non-
Controlling Equities
(224,439) (230,951) (6,512) 2.90
Total Consolidated Profit and Loss
Attributable to Owners of the Parent
Company
1,827,643 2,017,501 189,858 10.39
Total Consolidated Profit and Loss
Attributable to Non-Controlling
Equities
(220,992) (224,998) (4,006) 1.81

Note: The consolidated financial statement is based on International Financial Reporting Standards and audited and certified by accountants.

(ii) Analysis for the Change over 20%:

  1. Operating profit and Other Consolidated Profit and Loss of the Term decreased: Mainly due to the impact of the pandemic and the China-US trade war in the current period, the decline in the unit price of sales has reduced the gross profit margin.

  2. Non-operating income increased: Mainly due to CNY and Euro appreciate against Taiwan dollar during the current period.

(iii) Possible Effects of Expected Sales Quantity and Its Basis on the Company’s Future Financial Business and the Company’s Countermove: Please refer to “Letter to Shareholders”.

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iii. Cash Flow

(i) Liquidity Analysis of the Last 2 Years:

Year
Item
2019 2020 Increase (Decrease)
Percentage (%)
Cash Flow Ratio (%) 8.92 42.18 372.87
Cash Flow Adequacy Ratio (%) 52.46 68.19 29.98
Cash Reinvestment Ratio (%) (2.17) 13.19 (707.83)
Analysis for the Change over 20%:
Above ratios increased mainly because the cash from operating increased this year.

Note: The consolidated financial statement is based on International Financial Reporting Standards.

(ii) Improvement plan for insufficient liquidity: Not applicable.

(iii) Analysis of cash liquidity in the coming year: The company expects that the cash and cash inflows from operating activities on the books in the coming year should be able to cover investment activities and financing activities. No worries about cash liquidity in the coming year.

iv. Effects of Major Capital Expenditure on Financial Business of the Past Year

(i)Major Capital Expenditure and Capital Source

Unit: NTD Thousand Unit: NTD Thousand
Projects Actual or Expected Capital
Source
Actual or
Expected
Completion
Date
Total Capital
Required in
2020 and
2021
Actual Capital Expenditure in
2020 and Planned Capital
Expenditure in 2021
2020 2021
Building factories Own funds, financing 2021.12 2,319,071 639,071 1,680,000
Increasing
production
equipment
Own funds, financing 2021.12 2,309,878 989,878 1,320,000

(ii) Estimated Benefits

The capital expenditure is mainly for capacity expansion for future business growth and vertical integration of the manufacturing process so as to strengthen the quality, the elasticity of the delivery time and the optimum cost competitiveness continuously.

v. Investment Policy of the Past Year, Main Causes for Profits or Losses, Improvement Plan and Investment Plan for the Coming Year

The reinvestment strategy of HIWIN Technologies is to strengthen the overall development of the Group in products, processes, key technologies, marketing and service customers. The goal is to accelerate the globalization layout. In April and December in 2020, HIWIN Technologies acquired a 50% and 31% stake in Hiwin (Schweiz) GmbH, and HIWIN Germany owns it 19% stake, total own HIWIN Swiss 100% stake. By obtaining control and mastering its operating activities, it hopes that through its sales channels, it can play the role of group resource integration and achieve the goal of enhancing the group's overall operating efficiency.

In 2020, the subsidiaries of HIWIN Technologies in Germany, the United States, Singapore, China, Italy, Swiss and Mega Fabs were all profitable. The continuous expansion of the Japanese subsidiary resulted in an increase in related personnel and management expenses, and the shortterm revenue growth benefit has not yet been reflected as a loss in 2020. The South Korea subsidiary has gradually become more effective in their efforts to develop the market in recent years. However,

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it have not yet reached the economic scale and are still showing losses in the year. Hope that with continued multiple cultivation of the market, the introduction of excellent talents and more complete product lines, the future operating conditions can get better gradually.

MATRIX Precision Co., Ltd. and MATRIX, a major British gear machine manufacturer, jointly market, research and develop, and improve processing efficiency and automation to move toward smart manufacturing. In response to the advent of the era of electric vehicles, the company is committed to the development of new models, and continues to optimize machines to expand the market with higher added value, and the expected loss situation is expected to gradually improve.

Eterbright Solar Corporation is currently focusing on R&D and new product promotion. However, due to the downturn in the solar energy industry and the collapse of the market price of solar energy products, it has not yet made a profit in 2020. After the conversion rate is improved and the development of niche products is expanded, the operating conditions are expected to gradually improve.

In other overseas markets where no subsidiaries have been established, the company will also assess whether it is necessary to establish a direct unit at a suitable location in the local area, and immediately support agents in each region or directly supply customers.

vi. Risk Analysis

  • (i) Risk Factors: analyze and evaluate the following items in the last year and as of the publication date of the annual report.

  • 1.Impact of interest rate, change in exchange rate and inflation on company profit and loss, the company’s countermeasures

  • (1) Interest Rate:

    • As of the date of publication of the annual report, HIWIN’s long-term and short-term borrowings can be used cyclically within the contract period as stipulated in the contract, under the precondition of improving the financial structure and reducing the risk of interest rate changes. The Company evaluates the bank lending rate regularly and compares it with the market rate; it keeps close contact with the bank to get a favorable rate, so the interest rate change has no major effects on it. Therefore, the change in interest rates did not have a significant impact on HIWIN.
  • (2) Exchange Rate:

    • Its revenue in 2020 mainly came from RMB, followed by Euros and US Dollars; its main raw materials and machinery equipment were paid for in dollars, euro and yen; it has been implementing foreign exchange risk management policies of “Assets and Liabilities Management” over the years and also used the forward foreign exchange contract to reduce the exchange rate risk produced by assets and liabilities. To cope with exchange rate change risk, it collects information regarding to exchange rate changes at any time to know and analyze the exchange movements, interact with the bank well and take proper countermeasures against exchange rate movement to avoid exchange rate risk.
  • (3) Inflation and Deflation:

    • The annual growth rate of Taiwan's CPI announced in 2020 and estimated for 2021 is respectively -0.23% and 1.33%. The assessment of inflation risk is still within an acceptable range. It reduces costs through raw materials inventory management, procurement strategy, product design and research innovation of the manufacturing process so that it can cope with environmental changes so as to reduce effects of the external environment.
  • 2.Policies of Engagement in High-Risk and High Leveraged Investment, Lending Funds to Other Parties, Endorsements and Guarantees and Derivatives Transaction, Main Causes for Profits or Losses and Future Countermeasures

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  • (1)HIWIN has never been engaged in high-risk and high leveraged investment deals.

  • (2)As of the date of publication of the annual report, except for responding to the operating needs of the subsidiary, the funds were loaned to the subsidiary: except for HIWIN Italian, HIWIN Japan and Matrix, HIWIN Technologies did not loan the funds to others. At the end of 2020, the balance and the actual amount of expenditure are both NT $ 256,180,000 , the above-mentioned fund loan and others are handled in accordance with the provisions of the "Fund loan and others operating procedures" and approved by the board of directors

  • (3)HIWIN Technologies made endorsements and guarantees according to Procedures for Endorsements and Guarantees, which was also approved by the Board; the balance at the end of 2020 was NT$4,824,769 thousand , The actual amount of expenditure is NT$3,394,971 thousand ; this endorsement and guarantee can effectively reduce subsidiaries ’capital increase demand for the parent company and is also beneficial to tax planning.

  • (4)HIWIN performs the financial derivatives transaction steadily and conservatively to avoid risks (using actual foreign exchange receipts and payments to avoid actual exchange rate fluctuation risk produced by purchases and sales), and hasn’t been engaged in speculative transaction.

  • 3.Future R&D Plan and Estimated R & D Costs

  • R&D costs of HIWIN (parent company and its subsidiaries) in 2020 were NT$1,014,154 thousand, accounting for 5% of the revenue, 86,967 thousand less or 8% decreased copmpares in 2019’s NT$1,101,121 thousand. It’ll be engaged in R & D positively in the future to lay a solid foundation for a long-term development potential, developing new products such as reducers, medical robots and various multi-axis robots, and its key items of R&D are listed below:


f R&D arelisted below:
Plan Title Current progress Important factors that decide the
success of future R&D
Compound high-speed turntable Expected specification
expansion
Should be able to successfully
complete the research and
development
Smart linear guideway
development
In development Should be able to successfully
complete the research and
development
Upper/lower limb rehabilitation
robot development
In development Should be able to successfully
complete the research and
development
Special screw for steering
system
Expected specification
expansion
Should be able to successfully
complete the research and
development

HIWIN’s R&D costs in 2021 is estimated to be about NT$ 1,200,000 thousand~ NT$ 1,300,000 thousand, up 10%~15% from 2020; with the goal of R&D costs accounting for 10% of the revenue, its R&D marches towards Industry 4.0 and the future environmental, green and intelligent automation industry; besides meeting customer requirements, it will continue to integrate the manufacturing processes, reengineer the internal process and reduce costs to expand its competitive advantage in the marketplace.

  1. Effects of Changes in Major Policies and Laws at Home and Abroad on HIWIN’s Business and Finance and Its Countermeasures

The company is a professional maker of drive control and system products, which are key parts and also necessities in the economic development; Changes in major policies and laws at home and abroad have little effects on its business and finance and no such changes have affected its business and finance in the last year and as of the publication date of the annual report. The Company’s management team always pays attention to changes in major

127

policies and laws at home and abroad, know the development status and cope with market conditions change to reduce possible adverse effects in the future.

  1. Effects of Technology and Industry Changes on the Company’s Business and Finance and Its Countermeasures

  2. With the development of Industry 4.0, the demand for intelligent manufacturing and robot fields will rise rapidly and the demand for various robots in the future will explode. Different research institutions define robot equipment differently; for example, some institutions include automation equipment to calculate the output value. Therefore, Japan Robot Association (JARA), International Federation of Robotics (IFR) and research institutions estimate the future output value of the global robots differently. However, all the institutes estimate that the output value of the global robots will reach about 80 billion dollars in 2020. Now the industrial robots are widely used in different industrial production fields, such as charge-in, spraying, welding and assembling and mainly used in manufacturing industries, such as automobile, electronics, machinery, chemical engineering and food. To meet the demand of population aging and low birth rate for home automation.

To meet the demand of population aging and low birth rate, human needs for welfare equipment, medical equipment and rehabilitation equipment are increasing. HIWIN will continue to research and develop new products besides robots for lower limb muscle training, bathing spa systems, and endoscope-supporting robot arms. In addition, due to the awareness rise on C02 emission reduction and energy saving, HIWIN also accelerate the development and deployment of green energy products also expands the industry category client base.

The technology and industry evolution aim at promoting human well-being, which coincides with HIWIN’s management ideas. Therefore, HIWIN produces the most complete robot types in the world, and the global layout has been gradually put into place, it will continue to improve the R&D ability, increase the variety and the added value of the products, grasp the long-term development trends of technology and industry and adjust its short-term, mid-term and long-term development strategies in due time to realize the sustainable operation

  1. Effects of Corporate Image Change on Corporate Crisis Management and Its Countermeasures

  2. HIWIN has a long term commitment to corporate social responsibility, public benefits and educational activities (please refer to iii (v) for details); it has won many awards over the years; the intelligent ballscrew i4.0BS won the Silver Medal at the “Taiwan Excellence Award”, the "Taiwan Top Ten Sustainable Model Enterprises Award", "Taiwan Business Sustainability Report Gold Medal Award" and “Innovation and Growth Award and Talent Development Award; all these show HIWIN has a good corporate image; in case of situations that will change the corporate image, the crisis response team will take necessary countermeasures.

  3. Anticipated Benefits, Possible Risks and Countermeasures of Mergers In April and December of 2020, HIWIN Technologies acquired a 50% and 31% stake in Hiwin (Schweiz) GmbH (hereinafter referred to as HIWIN Swiss), and HIWIN Germany owns it 19% stake, total own HIWIN Swiss 100% stake. The main business of HIWIN Swiss is the manufacturing and processing of precision transmission parts, ball screws, linear slides and industrial robots. Sales, it is expected that the HIWIN Group ’s sales network in Europe will be more complete, and the value will be increased by the strategy of fast delivery of nearby services. After evaluation, its risk is limited; as of the date of publication of the annual report, the company has no other merger and acquisition activities

  4. Anticipated Benefits, Possible Risks and Countermeasures of Plant Expansion Please refer to VII. iv of the annual report for plant expansion. HIWIN has been laying a solid foundation over the years, rich experience and good results in investing R&D and process improvement. In addition to continuing to extend the process forward to capture the source of raw materials and reduce the cost of material purchases, the continuous

128

improvement of the process has been put into production in the most profitable way. Therefore, the efficiency of the expansion of the plant is expected to be significantly higher than that of the existing plant.

  • Although the expansion of the plant requires capital investment, the developed product can also reduce the production cost in addition to meeting the scale, and it can also complete the product line of the company, to provide one-stop shopping for products such as customer components and sub-systems. The financial analysis also shows that in addition to increasing production capacity, the expansion of the plant can also reduce product costs and increase gross profit margin due to economies of scale. In summary, even if the economy temporarily declines, the company can flexibly control the production line and the configuration of each product's production capacity due to the advantages of key technologies. The risk of expanding the plant should be limited.

  • Risks and Countermeasures of Centralized Purchases or Sales

  • In 2020 and 2019, there is no single vendor with a purchase of more than 10% of HIWIN,

  • so there is no situation of concentration of purchases; the net sales of the largest sales customers in 2020 and 2019 accounted for 18.6% and 11.7% of the net sales of the whole year respectively. The reason for the high increase in the sales ratio of the largest customer in 2020 is that due to the Covid-19 pandemic impact in 2020, many countries around the world have been severely affected, the economy is severely recessed, and many small and medium-sized enterprises in mainland China are also facing shutdowns; the customers who have worked for customers are large companies in the 5G and semiconductor industries. Instead, their operations have grown, so their sales amount and proportion have increased. The end customers of customer B are distributed in a wide range of industries, and most of them are large-scale enterprises in various industries. If the sales are not concentrated in one customer, there should be no excessive sales concentration, and the risk should be limited. The company adopts close observation and grasp of its business conditions, and timely evaluates and adjusts its credit conditions to respond, and the evaluation risk should be limited.

  • Effects of Huge Transfer or Change of Stock Rights of Directors, Supervisors or Shareholders Holding over 10% of the Shares on HIWIN, the Risks and Countermeasures They haven’t transferred or changed their stock rights in large quantities in the last year and as of the publication date of the annual report.

  • Effects of the Change of Management Right on the Company, Risks and Countermeasures HIWIN’s management right hasn’t changed in the last year and as of the publication date of the annual report.

  • Litigation & Non-Litigation

  • There have been no litigation & non-litigation cases as of the publication date of the annual report.

  • Other Important Risks and Countermeasures

  • There have been no such risks in the last year and as of the publication date of the annual report.

vii. Other Important Matters: None.

129

VIII. Special Disclosures

i. Information on Affiliates

(i) Organizational Structure of Affiliates HIWIN Healthcare Corp; 100% Shares Held

==> picture [531 x 121] intentionally omitted <==

Note: the organizational structure of affiliates as of April 30th, 2020

(ii) Basic Information of Affiliates

Company Name Establishment
Date
Address Paid-in Capital
(Note)
Major Business or
Production Items
HIWIN Corporation,
U.S.A
19920915 12455 Jim Dhamer Drive,
Huntley, IL 60142, U.S.A
USD10,740,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
HIWIN GmbH 19930401 Brücklesbünd 2
D-77654 Offenburg,Germany
EUR5,635,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
HIWIN Corporation, Japan
19991101
3F, Sannomiya-Chuo Bldg.,4-
2-20 Goko-dori, Chuo-
ku,Kobe-shi,Hyogo, 651-
0087,Japan
JPY440,000,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
Eterbright Solar
Corporation
20101201 No. 442-1, Zhonghua Rd.,
Toufen City, Miaoli County
351, Taiwan
NTD2,311,514,690 Research, development,
design, manufacture and
sale of solar cells,
electronic components,
generation transmission,
and power distribution
products, etc.
HIWIN S.R.L 20130329 Via Pitagora 4, 20861
Brugherio (MB)
EUR8,500,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
HIWIN Singapore Pte. Ltd. 20130807 Block 203 Woodlands Avenue
9 #06-51 Woodlands Spectrum
II Singapore 738956
SGD5,000,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots

130

Company Name Establishment
Date
Address Paid-in Capital
(Note)
Major Business or
Production Items
HIWIN Corporation, South
Korea
20131008 125-25 Saneop-ro, 156beon-
gil, Gwonseon-gu, Suwon-si,
Gyeonggi-do 441-811, Korea
KRW7,200,000,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
HIWIN Corporation, China 20140408 No. 2, Xiazhuang Road,
Suzhou Industrial Park
CNY300,000,000 Manufacturing and sale
of Precision drive parts,
ball screws, linear
guideways and industrial
robots
HIWIN Healthcare Corp. 20150421 Portcullis TrustNet Chambers,
P.O. Box 1225, Apia, Samoa
USD100,000 Sale of medical robots
Matrix Precision Co., Ltd. 19940502 No. 1-9, Li Hsin 1st Rd.,
Hsinchu Science Park,
Hsinchu City
NTD292,525,000 Development, design,
manufacturing and sale of
high precision gear cutter
and gear lapping machine
tool
Luren Precision, Shanghai 20090109 B, Floor 6, Building 2,
No.401, Caobao Road, Xuhui
District, Shanghai
CNY3,010,000 Sale of high precision
gear cutter and gear
lapping machine tool
Matrix Suzhou 20190522 No. 2 Xiazhuang Road,
Suzhou Industrial Park
CNY2,000,000 Sales of precision gear
cutters and machine tools.
Matrix Machine Tool
(Coventry) Ltd.
20031021 Herald Avenue, Coventry
Business Park CV5 6UB
United Kingdom
GBP4,649,500 Design, manufacture and
sale of thread forming
machines
HIWIN (Schweiz) GmbH 19990707 Eichwiesstrasse 20, 8645
Jona, Switzerland
CHF300,000 Manufacturing and sales
of precision transmission
parts, ball screws, linear
slides and industrial
robots.

Note: the base date of paid-in capital is April 30th, 2021; unit: dollar in each currency

(iii) Information of the Same Shareholders of Affiliates Deemed to Be Controlling Corporates and Subsidiary Corporates: None.

(vi) The Industries Covered by Business of Affiliates; If Business of Affiliates Is

Connected, State the Division of Work:

The industries covered by business of HIWIN’s affiliates are mainly “Drive Control and System Technology Products Manufacturing Service”, "Gear tools machine industry" and "Solar photovoltaic industry"; as a whole, the affiliates create the maximum comprehensive benefits through mutual support in technology, capacity, marketing and service, and provide customers with “Global Innovative Value-Added Service” to ensure HIWIN’s leading position in the global market.

131

(v) Information of Directors, Supervisors and General Managers of Affiliates

Unit: Shares; %

Unit: Shares; %
Company Name Title Name or Representative Number of
Shares Held
Share
holdi
ng
Ratio
HIWIN
Corporation, U.S.A
Chairman Chuo, Yung-Tsai - -
Director Chuo, Wen-Hen, Tsai,Huey-Ching, Chiu,Shi-Rong - -
General
Manager
Chiu, Shi-Rong - -
HIWIN Germany
GmbH
Chairman Chuo, Yung-Tsai - -
General
Manager
Werner Mäurer - -
HIWIN
Corporation, Japan
Chairman Chuo, Yung-Tsai - -
Director Yang, Feng-Ming, Tsai,Huey-Ching, Shuda Nakata,
Chuo, Hsiu-Yu
- -
Supervisor Liao Ke-Huang - -
Eterbright Solar
Corporation
Chairman Representative of HIWIN Investments Corp.: Chuo,
Yung-Tsai
19,458,751 8%
Co-Chairman Chuo, Wen-Hen 1,308,477 1%
Director Representative of HIWIN Technologies Corp.: Wu,
Yue-Ching
171,449,427 74%
Director Lee, Shun-Chi 2,225,766 1%
Director Chuo, Hsiu-Yu 808,467 0%
Director/Gener
al Manager
Lin, Ming-Yao 89,437 0%
Supervisor Liao, Ke-Huang 66,377 0%
HIWIN S.R.L. Chairman Chuo, Wen-Hen - -
General
Manager
Yang, Chuang-Bao - -
HIWIN Singapore
Pte. Ltd.
Chairman Chuo, Yung-Tsai - -
Director Chuo, Wen-Hen, Yu, Kai-Sheng, Chen, Yong-Hsiang - -
General
Manager
Chen, Yong-Hsiang - -
HIWIN
Corporation, South
Korea
Chairman Chuo Yung-Tsai - -
Director Chuo, Wen-Hen, Yu, Kai-Sheng - -
Supervisor Chiang, Mei-Chih - -
General
Manager
Chang, Yun-Jie - -
HIWIN China Chairman Chuo, Yung-Tsai - -
Director Tsai, Huey-Ching, Yu, Kai-Sheng - -
Supervisor Wu, Yue-Ching - -
General
Manager
Peng, Yan-Chi - -

132

HIWIN Healthcare
Corp.
Chairman Tsai, Huey-Ching - -
Matrix Precision Chairman/Ger
neral Manager
Chuo, Yung-Tsai 11,438 0%
Co-Chairman Chuo, Wen-Hen 22,525 0%
Director Representative of HIWIN Technologies Corp.: Tsai,
Huey-Ching
14,656,075 50%
Director Representative of HIWIN Technologies Corp.: Wu,
Yue-Ching
Director Representative of HIWIN Technologies Corp.: Chu,
Yue-Ling
Director All Horng Gear Industry Co., LTD. 960,164 3%
Director Taiwan Gong Ji Chang Co., Ltd. 28,007 0%
Supervisor Hsu, Yu-Jen 57,329 0%
General
Manager
Chu,Yue-Ling 140,000 0%
Luren Precision
Shanghai
Chairman/Gen
eral Manager
Hong, Chi-Hsiung - -
Supervisor Xu, Zhi-An - -
Matrix Suzhou Chairman Hong, Chi-Hsiung - -
Director Chu,Yue-Ling, Chen Hong-Ming - -
Supervisor Liao, Ke-Huang - -
General
Manager
Wang, Zhi-Hong - -
Matrix Machine
Tool (Coventry)
Ltd.
Director Chuo,Wen-Hen ,Chu,Yue-Ling, Hsue Chih-
Chiang ,Nelson Chiow, Paul Farndon
-
-
General
Manager
Chu,Yue-Ling - -
HIWIN (Schweiz)
GmbH
Chairman Chuo, Yung-Tsai - -
General
Manager
Liu, Mei-Li - -

Note 1: shares unissued. Note 2: data as of April 30th, 2021

(vi) Business Status of Affiliates

Unit: NTD Thousand Unit: NTD Thousand
Company Name Paid-in
Capital
Total
Assets
Total
Liabiliti
es
Net
Value
Operatin
g
Revenue
Operatin
g
Profit
(Loss)
Profit
(Loss)
of
the Current
Period
Earnings
per Share
(NT$)
HIWIN
Corporation, U.S.A.
303,495 1,097,853 397,815 700,038 1,020,68
9
106,560 103,997 48.42
HIWIN Germany
GmbH
224,494 2,713,975 594,985 2,118,99
0
2,774,72
9
229,371 184,400 Note 1
HIWIN
Corporation, Japan
121,676 1,342,387 1,251,9
01
90,486 783,389 (171,818) (176,778) (3,261.59
)

133

Eterbright Solar
Corporation
1,395,588 2,247,5
15
(851,927) 41,357 (543,511) (534,534) (2.31)
2,311,51
5
HIWIN S.R.L. 289,170 729,339 567,150 162,189 875,786 40,230 28,376 Note 1
117,550 124,499 114,434 10,065 247,238 44,558 48,063 9.61
HIWIN Singapore
Pte. Ltd.
HIWIN
Corporation, South
Korea
202,945 216,600 282,991 (66,391) 349,585 (33,193) (21,203) (14.72)
HIWIN China 1,498,04
0
3,939,770 2,057,9
82
1,881,78
8
3,026,35
5
90,242 70,402 Note 1
1,923,842 1,825,9
54
97,888 211,336 (208,868) (212,378) (7.26)
Matrix Precision
Corp.
292,525
HIWIN Healthcare
Corp.
2,873 167 2,706 22,065 (40) (32) (0.32)
3,108
4,342 66 4,276 1,593 (1,824) (6,790) Note 1
Luren Precision
Shanghai
14,047
54,676 49,196 5,480 77,582 593 153 Note 1
Matrix Suzhou 9,076
Matrix Machine
Tool (Coventry)
Ltd.
186,352 381,269 158,646 222,623 36,405 (62,245) (53,544) (11.52)
Hiwin (Schweiz)
GmbH
9,414 324,671 73,134 251,537 225,615 6,690 19,398 64.66

Note 1: Shares unissued.

Note 2: If the Affiliates are foreign companies, convert the related figures to NT$ at the rate on the report day:

Closing Rate Average Rate
1 USD NT$ 28.480 29.549
1 EUR NT$ 35.02 33.71
1 JPY NT$ 0.2763 0.2769
1 SGD NT$ 21.56 21.43
1 KRW NT$ 0.02644 0.02529
1 CNY NT$ 4.377 4.282
1 GBP NT$ 38.90 37.94
1 CHF 32.31 31.60

Note 3: the base date of the financial information of Affiliates’ business status is Dec. 31st, 2020.

(vii) Consolidated Financial Statements of Affiliates: Please refer to Appendix i. (viii) Related Reports: None.

ii.Private Placement of Securities during the Past Year and up to the Annual Report Publication Date: None.

iii. Holding or Disposal of Stocks of the Company by Subsidiaries in the Past Year and up to the Annual Report Publication Date: None.

iv. Other Necessary Supplemental Information: None.

  • v. Events Having Significant Impacts on Shareholders’ Equity or Security Price According to Article 36.2.2 of Securities Exchange Act in the Past Year and up to the Issuance of Annual Report: None.

134

Appendix i : Financial Report of Recent Year and CPA Audit Report

The Board of Directors and Shareholders HIWIN Technologies Corporation

Opinion

We have audited the accompanying consolidated financial statements of HIWIN Technologies Corporation (the “Corporation”) and its subsidiaries (collectively the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for 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 consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters of the Group’s consolidated financial statements for the year ended December 31, 2020 are as follows:

Revenue Recognition

The sales of the Group mainly rely on distribution channels. Revenue from the sale of goods is recognized when the Group satisfied the performance obligations. There is a risk that revenue might be recognized even when specific conditions have not been satisfied. Because of the risk of misstatement and materiality of sales revenue generated by distribution channels, we identified sales revenue as a key audit matter. The accounting policy on sales revenue recognition is disclosed in Note 4 to the consolidated financial statements.

Our key audit procedures performed in respect of revenue recognition included the following:

  1. We understood the internal controls and evaluated the design and implementation of key controls, and tested the operating effectiveness of relevant controls over order acceptance and shipping procedures; we selected sample sales transactions of distribution channels and verified that order receipts and the timing of revenue recognition were in accordance with the terms of transaction.

135

  1. We validated the terms of transactions against sales contracts and orders from major distributors to ensure the consistency between terms of transaction and the timing of revenue recognition; we tested the records of sales returns against source documents and checked whether there was any unusual item during the year and after the balance sheet date.

Valuation and Impairment Assessment of Inventory

As of December 31, 2020, the carrying amount of inventory was $6,197,806 thousand. Such carrying amount of inventory is measured at the lower of cost or net realizable value, which subject to the management’s judgment and estimation uncertainty. Therefore, valuation and impairment assessment of inventory was identified as a key audit matter. The accounting policy on the valuation and impairment assessment of inventory and the details of inventory are disclosed in Notes 4, 5 and 10 to the consolidated financial statements.

Our key audit procedures performed in respect of the valuation and impairment assessment included the following:

  1. We understood the related internal controls and procedures on the valuation of inventory and assessed that impairment assessment was in accordance with the approved procedures.

  2. We assessed the reasonableness of allowance for impairment of inventory by reference to aging of inventories and the level of inventory consumed and sold during the year.

  3. We tested the net realizable value of sample inventory items against the selling price, and checked the completeness and accuracy of the net realizable value.

  4. We compared the net realizable value of sample inventory items with the carrying amount to confirm that the carrying amount of inventory did not exceed its net realizable value.

  5. We evaluated the adequacy of provision for obsolete and damaged inventories during our observation of inventory counts.

Other Matter

We have also audited the parent company only financial statements of HIWIN Technologies Corporation as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.

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

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

136

In preparing the consolidated financial statements, management is responsible for assessing the Group’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 Group 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 Group’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

  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 Group’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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

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

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

137

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 consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Done-Yuin Tseng and Li-Tung Wu.

Deloitte & Touche Taipei, Taiwan Republic of China

March 23, 2021

Notice to Readers

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

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

138

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)

Financial assets at fair value through profit or loss - current (Notes 4 and 7)
Notes receivable from unrelated parties, net (Notes 4 and 9)
Notes receivable from related parties, net (Notes 4 and 27)
Trade receivables from unrelated parties, net (Notes 4 and 9)
Trade receivables from related parties, net (Notes 4 and 27)
Inventories (Notes 4, 5 and 10)
Other current assets (Notes 6, 27 and 28)

Total current assets

NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income - non-current (Notes 4 and 8)
Financial assets at amortized cost - non-current (Note 4)
Investments accounted for using the equity method (Notes 4 and 12)
Property, plant and equipment (Notes 4, 13, 27 and 28)
Right-of-use assets (Notes 4, 14, 27 and 28)
Goodwill (Note 4)
Deferred tax assets (Notes 4 and 21)
Prepayments for machinery and equipment (Note 15)
Refundable deposits (Note 4)
Other non-current assets (Notes 4, 9 and 27)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 16 and 28)

Short-term bills payable (Note 16)
Financial liabilities at fair value through profit or loss - current (Notes 4 and 7)
Contract liabilities - current (Note 4)
Notes payable
Trade payables to unrelated parties
Trade payables to related parties (Note 27)
Other payables (Notes 17 and 27)
Current tax liabilities (Notes 4 and 21)
Lease liabilities - current (Notes 4, 14 and 27)
Current portion of long-term borrowings (Notes 16 and 28)
Other current liabilities (Note 4)

Total current liabilities

NON-CURRENT LIABILITIES
Long-term borrowings (Notes 16 and 28)
Deferred tax liabilities (Notes 4 and 21)
Lease liabilities - non-current (Notes 4, 14 and 27)
Net defined benefit liabilities - non-current (Notes 4 and 18)
Other non-current liabilities (Note 16)

Total non-current liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Unappropriated earnings
Other equity

Total equity attributable to owners of the Corporation
NON-CONTROLLING INTERESTS

Total equity

TOTAL
2020
Amount
%
$ 2,603,652
5
128
-
1,208,512
2
693
-
5,116,498 11
16,211
-
6,197,806 13

465,683

1


15,609,183
32

944,234
2
2,906
-
219,832
-
27,864,527 58
729,913
2
256,163
1
361,720
1
1,768,214
4
63,913
-

217,177

-


32,428,599
68

$ 48,037,782
100

$ 5,542,045 12
19,936
-
7,327
-
102,129
-
8,762
-
3,182,134
7
111,356
-
1,623,389
3
335,972
1
136,892
-
1,273,168
3

108,193

-


12,451,303
26

6,892,359 14
556,757
1
442,220
1
294,571
1

11,178

-


8,197,085
17


20,648,388
43

3,308,663
7
5,600,568 11
2,892,584
6
15,363,677 32

396,636

1

27,562,128 57

(172,734)

-


27,389,394
57

$ 48,037,782
100
2019
Amount
%
$ 2,008,745
4

2,584
-

404,636
1

878
-

4,404,813
9

17,352
-

7,552,944 16

455,503

1

14,847,455
31

1,026,394
2

2,922
-

192,144
-

28,279,428 58

792,490
2

256,163
1

388,328
1

2,293,112
5

80,711
-

172,709

-

33,484,401
69
$ 48,331,856
100
$ 9,762,417 20

-
-

29
-

120,069
-

8,581
-

2,141,878
5

131,925
-

1,541,424
3

145,818
-

157,851
1

1,519,285
3

93,593

-

15,622,870
32

7,833,258 16

450,354
1

482,527
1

276,353
1

12,017

-

9,054,509
19

24,677,379
51

3,095,789
6

3,236,274
7

2,706,052
5

14,410,303 30

294,835

1

23,743,253 49

(88,776)

-

23,654,477
49
$ 48,331,856
100
































































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

139

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

SALES (Notes 4 and 27)

COST OF GOODS SOLD (Notes 10, 20 and 27)

GROSS PROFIT

OPERATING EXPENSES (Notes 20 and 27)
Selling and marketing expenses
General and administrative expenses
Research and development expenses

Total operating expenses

PROFIT FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
Subsidy revenue (Note 4)
Finance costs (Notes 4, 20 and 27)
Share of profit of associates accounted for using the
equity method (Notes 4 and 12)
Interest income (Note 4)
Gain from bargain purchase (Notes 4 and 23)
Other income (Notes 4 and 27)
Gain (loss) on disposal of property, plant and
equipment (Note 4)
Net foreign exchange gain (loss) (Notes 4 and 30)
Other expenses
Valuation gain (loss) on financial assets (liabilities)
at fair value through profit or loss (Note 4)
Impairment loss (Notes 4 and 13)

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Notes 4 and 21)

NET PROFIT FOR THE YEAR
2020
Amount
%
$ 21,266,659 100

15,476,252
73


5,790,407
27

1,339,520
6
1,704,259
8

1,014,154

5


4,057,933
19


1,732,474

8

123,581
-
(220,921) (1)
33,700
-
13,082
-
46,271
-
126,497
1
340,046
2
186,774
1
(31,043)
-
(46,990)
-

-

-


570,997

3

2,303,471 11

604,692

3


1,698,779

8
2019































Amount
%
$ 20,209,798 100

13,434,783
66

6,775,015
34

1,664,827
8

1,608,177
8

1,101,121

6

4,374,125
22

2,400,890
12

53,743
-

(197,357) (1)

15,857
-

11,147
-

-
-

161,547
1

(12,077)
-

(179,342) (1)

(24,665)
-

15,433
-

(35,327)

-

(191,041)
(1)

2,209,849 11

568,972

3

1,640,877

8
(Continued)

140

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE INCOME (LOSS) (Note
4)
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans (Note 18)
Unrealized gain (loss) on investments in equity
instruments at fair value through other
comprehensive income
Income tax relating to items that will not be
reclassified subsequently to profit or loss (Note
21)


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating foreign
operations
Income tax relating to items that may be
reclassified subsequently to profit or loss (Note
21)


Other comprehensive income (loss) for the year,
net of income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

NET PROFIT (LOSS) ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


TOTAL COMPREHENSIVE INCOME (LOSS)
ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


EARNINGS PER SHARE (Note 22)
Basic

Diluted
2020
Amount
%
$ (66,387)
-
71,167
-

14,874

-


19,654

-

92,246
-

(18,176)

-


74,070

-


93,724

-

$ 1,792,503

8

$ 1,929,730
9

(230,951)
(1)

$ 1,698,779

8

$ 2,017,501
9

(224,998)
(1)

$ 1,792,503

8

$ 6.05

$ 6.03
2019






























Amount
%
$ 41,679
-

64,130
1

(7,751)

-

98,058

1

(165,766) (1)

33,482

-

(132,284)
(1)

(34,226)

-
$ 1,606,651

8
$ 1,865,316
9

(224,439)
(1)
$ 1,640,877

8
$ 1,827,643
9

(220,992)
(1)
$ 1,606,651

8
$ 5.85
$ 5.83

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

(Concluded)

141

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Dividends Per Share)

BALANCE AT JANUARY 1, 2019

Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - NT$7.0 per share
Share dividends - NT$0.3 per share


Difference between consideration received or paid and the carrying
amount of the subsidiaries' net assets during actual disposal or
acquisition

Changes in non-controlling interests

Disposals of investments in equity instruments designated as at fair value
through other comprehensive income

Net profit (loss) for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended December 31, 2019,
net of income tax

Total comprehensive income (loss) for the year ended December 31, 2019
BALANCE AT DECEMBER 31, 2019

Appropriation of 2019 earnings
Legal reserve
Cash dividends - NT$1.8 per share
Share dividends - NT$0.3 per share


Issuance of ordinary shares for cash

Changes in non-controlling interests

Difference between consideration received or paid and the carrying
amount of the subsidiaries' net assets during actual disposal or
acquisition

Changes in percentage of ownership interests in subsidiaries

Share-based payments

Disposals of investments in equity instruments designated as at fair value
through other comprehensive income

Net profit (loss) for the year ended December 31, 2020
Other comprehensive income (loss) for the year ended December 31, 2020,
net of income tax

Total comprehensive income (loss) for the year ended December 31, 2020
BALANCE AT DECEMBER 31, 2020
Equity Attributable to Owners of the Corporation (Note 19) Equity Attributable to Owners of the Corporation (Note 19) Equity Attributable to Owners of the Corporation (Note 19) Equity Attributable to Owners of the Corporation (Note 19) Total
$ 24,180,459

-
-
(2,103,934 )

-


(2,103,934)


(160,915)


-


-

1,865,316

(37,673)


1,827,643


23,743,253

-
(557,242 )

-


(557,242)


2,335,000


-


(125,678)


84,098


65,196


-

1,929,730

87,771


2,017,501

$ 27,562,128
Non-controlling
Interests
(Notes 11 and 24)
$ 257,941

-
-

-

-


-


160,915


(286,640)


-

(224,439 )

3,447


(220,992)


(88,776)

-

-

-


-


-


99,460


125,678


(84,098)


-


-

(230,951 )

5,953


(224,998)

$ (172,734)
Total Equity
$ 24,438,400
-
-
(2,103,934 )

-

(2,103,934)

-

(286,640)

-

1,640,877

(34,226)

1,606,651

23,654,477
-
(557,242 )

-

(557,242)

2,335,000

99,460

-

-

65,196

-

1,698,779

93,724

1,792,503
$ 27,389,394



















Ordinary Shares
$ 3,005,620

-
-
-

90,169


90,169


-


-


-

-

-


-


3,095,789

-
-

92,874


92,874


120,000


-


-


-


-


-

-

-


-

$ 3,308,663
Capital Surplus
$ 3,236,274

-
-
-

-


-


-


-


-

-

-


-


3,236,274

-
-

-


-


2,215,000


-


-


84,098


65,196


-

-

-


-

$ 5,600,568
Retained Earnings Unappropriated
Earnings
$ 15,145,659

(539,226 )

250,940
(2,103,934 )

(90,169)


(2,482,389)


(160,915)


-


9,995

1,865,316

32,637


1,897,953


14,410,303

(186,532 )
(557,242 )

(92,874)


(836,648)


-


-


(125,678)


-


-


42,136

1,929,730

(56,166)


1,873,564

$ 15,363,677
Other Equity
Exchange
Unrealized
Differences on
Gain (Loss) on
Translating the
Financial
Financial
Assets at Fair
Statements of
Value Through Other
Foreign Operations
Comprehensive
$ (275,194)
$ 650,334


-
-
-
-

-
-

-

-


-

-


-

-


-

-


-

(9,995)

-
-

(134,440)

64,130


(134,440)

64,130


(409,634)

704,469


-
-

-
-

-

-


-

-


-

-


-

-


-

-


-

-


-

-


-

(42,136)

-
-

72,770

71,167


72,770

71,167

$ (336,864)
$ 733,500



















Legal Reserve
$ 2,166,826

539,226
-
-

-


539,226


-


-


-

-

-


-


2,706,052

186,532
-

-


186,532


-


-


-


-


-


-

-

-


-

$ 2,892,584
Special Reserve
$ 250,940

-
(250,940 )
-

-


(250,940)


-


-


-

-

-


-


-

-
-

-


-


-


-


-


-


-


-

-

-


-

$ -

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

142

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for :
Depreciation expenses
Amortization expenses
Expected credit loss recognized on trade receivables
Net loss (gain) on fair value changes of financial assets and
liabilities at fair value through profit or loss
Finance costs
Interest income
Dividend income
Compensation costs of employees’ share-based payments
Share of profit or loss of associates accounted for using the equity
method
Loss (gain) on disposal of property, plant and equipment
Impairment loss recognized on non-financial assets
Unrealized foreign currency exchange loss (gain), net
Gain from bargain purchase
Others
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through profit
or loss
Notes receivable
Trade receivables
Inventories
Other current assets
Contract liabilities
Notes payable
Trade payables
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated from operations
Interest received
Dividend received
Interest paid
Income taxes paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
Proceeds from sale of financial assets at fair value through other
comprehensive income
2020
$ 2,303,471

2,269,473
58,870
7,707
7,199
220,921
(13,082)
(35,495)
65,196
(33,700)
(340,046)
214,772
(94,848)
(46,271)
(4,055)
2,555
(784,838)
(563,060)
1,603,102
(22,422)
(17,940)
181
962,043

(6,797)
8,774

(49,632)

5,712,078
13,108
35,495
(235,933)

(273,317)


5,251,431

(12,606)
-
2019
$ 2,209,849
2,191,307
58,945
12,071
(2,555)
197,357

(11,147)

(66,401)
-

(15,857)

12,077
141,607

73,816

-

(307)
(5,493)

618,353

480,525
1,388,845

202,762

(65,432)
(3,850)
(3,241,239)
(1,461,398)
(17,611)

8,002
2,704,226
22,158
66,401

(205,955)
(1,193,037)

1,393,793

(36,000)
7,896
(Continued)

143

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

Return of capital surplus from financial assets at fair value through
other comprehensive income

Purchase of financial assets at amortized cost
Proceeds from disposal of financial assets at amortized cost
Net cash inflow on acquisition of subsidiaries (Note 23)
Payments for property, plant and equipment

Proceeds from disposal of property, plant and equipment
Decrease (increase) in refundable deposits
Decrease (increase) in other financial assets
Increase in other non-current assets
Increase in prepayments for machinery and equipment
Dividend received from associates

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from short-term borrowings

Proceeds from short-term bills payable
Proceeds from long-term borrowings
Repayments of long-term borrowings

Repayment of the principal portion of lease liabilities
Decrease in other non-current liabilities
Dividends paid
Proceeds from issuance of ordinary shares
Acquisition of additional shares of subsidiary
Changes in non-controlling interests

Net cash generated from (used in) financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
2020
$ 120,477

-
-
12,648
(1,073,608)
688,500
17,007
3,300
(110,929)
(555,341)

9,610


(900,942)

(4,220,849)
19,936
573,048
(1,773,362)
(172,453)
(1,049)
(557,242)
2,335,000
(200,000)

229,665

(3,767,306)


11,724

594,907

2,008,745

$ 2,603,652
2019
$ -
(2,922)
2,700
-
(3,265,274)
36,266
(1,766)
(3,300)

(68,488)
(1,409,147)

6,014
(4,734,021)

3,599,141
-
3,466,921
(1,893,956)

(171,944)

(24,550)
(2,103,934)
-

(302,123)

15,483

2,585,038

(23,297)
(778,487)

2,787,232
$ 2,008,745

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

(Concluded)

144

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

1. GENERAL INFORMATION

HIWIN Technologies Corporation (the “Corporation”) was incorporated on October 11, 1989. It manufactures and sells ballscrews, linear guideways, industrial robots, aerospace automation equipment parts, computer numerical control (CNC) milling machines and medical equipment.

The Corporation was approved by the Securities and Futures Bureau (SFB), Financial Supervisory Commission (FSC) to become a public company on April 16, 1997. The shares of the Corporation have been listed on the Taiwan Stock Exchange (TWSE) since June 26, 2009.

The consolidated financial statements are presented in the Corporation’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Corporation’s board of directors on March 23, 2021.

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

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

The initial application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the accounting policies of the Corporation and its subsidiaries (collectively referred to as the “Group”).

  • b. The IFRSs endorsed by the FSC for application starting from 2021

Effective Date New IFRSs Announced by IASB

Amendments to IFRS 4 “Extension of the Temporary Exemption from Effective immediately upon Applying IFRS 9” promulgation by the IASB Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 January 1, 2021 “Interest Rate Benchmark Reform - Phase 2” Amendment to IFRS 16 “Covid-19-Related Rent Concessions” June 1, 2020

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

145

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
“Annual Improvements to IFRS Standards 2018-2020”

Amendments to IFRS 3 “Reference to the Conceptual Framework”

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Disclosure of Accounting Policies”

Amendments to IAS 8 “Definition of Accounting Estimates”

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

Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a
Contract”
Effective Date
Announced by IASB (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)
January 1, 2022 (Note 4)
January 1, 2022 (Note 5)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 4: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 5: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

  • Note 6: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 7: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

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

146

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

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

  • b. Basis of preparation

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

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

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

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within twelve months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period; and

  • 3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

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

  • d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Corporation and the entities controlled by the Corporation (i.e., its subsidiaries).

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.

147

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

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Corporation and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Corporation.

See Note 11, Tables 8 and 9 for detailed information on subsidiaries (including the percentages of ownership and main businesses).

e. Business combinations

Acquisitions of businesses are accounted for using the acquisition method. Acquisition-related costs are generally recognized in profit or loss as they are incurred.

Goodwill is measured as the excess of the sum of the consideration transferred and the fair value of the acquirer’s previously held equity interests in the acquire over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after re-assessment, the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer’s previously held interests in the acquiree, the excess is recognized immediately in profit or loss as a bargain purchase gain.

f. Foreign currencies

In preparing the financial statements of the entities in the Group, transactions in currencies other than the entity's functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of transaction.

For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group’s foreign operations (including the subsidiaries or associates in other countries that use currencies which are different from the Corporation) are translated into the New Taiwan dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income and attributed to the owners of the Corporation and non-controlling interests as appropriate.

148

g. Inventories

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

h. Investment in associates

An associate is an entity over which the Group has significant influence and which is neither a subsidiary nor an interest in a joint venture.

The Group uses the equity method to account for its investments in associates.

Under the equity method, investments in an associate is initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the Group’s share of equity of associates.

Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Group subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates accounted for using the equity method. If the Group’s ownership interest is reduced due to its additional subscription of the new shares of associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

When the Group’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Group’s net investment in the associate), the Group discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Impairment loss is deducted from the carrying amount. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

149

The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities.

When an entity in the Group transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group’s consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

i. Property, plant, and equipment

Property, plant and equipment are measured at cost, less accumulated depreciation recognized and accumulated impairment loss recognized.

Property, plant and equipment in the course of construction are measured at cost less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.

Except for freehold land which is not depreciated, the depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

j. Goodwill

Goodwill arising from the acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units (referred to as “cash-generating units”) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment annually or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then pro rata to the other assets of the unit based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. Any impairment loss recognized on goodwill is not reversed in subsequent periods.

If goodwill has been allocated to a cash-generating unit and the entity disposes of an operation within that unit, the goodwill associated with the operation which is disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal, and is measured on the basis of the relative values of the operation disposed of and the portion of the cash-generating unit retained.

150

  • k. Intangible assets

  • 1) Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization. Amortization is recognized on a straight-line basis. The estimated useful lives, residual values, and amortization methods are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

  • 2) Internally-generated intangible assets - research and development expenditures

Expenditures on research activities are recognized as expenses in the period in which they are incurred.

An internally-generated intangible asset arising from the development phase of an internal project is recognized if, and only if, all of the following have been demonstrated:

  • a) The technical feasibility of completing the intangible asset so that it will be available for use or sale;

  • b) The intention to complete the intangible asset and use or sell it;

  • c) The ability to use or sell the intangible asset;

  • d) How the intangible asset will generate probable future economic benefits;

  • e) The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

  • f) The ability to measure reliably the expenditures attributable to the intangible asset during its development.

The amount initially recognized for internally-generated intangible assets is the sum of the expenditures incurred from the date when such an intangible asset first meets the recognition criteria listed above. Subsequent to initial recognition, such intangible assets are measured on the same basis as intangible assets that are acquired separately.

  • 3) Derecognition of intangible assets

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • l. Impairment of property, plant and equipment, right-of-use asset and intangible assets other than goodwill

At the end of each reporting period, the Group reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets (excluding goodwill) to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.

151

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount (less amortization and depreciation) that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

  • m. Financial instruments

Financial assets and financial liabilities are recognized when an entity in the Group becomes a party to the contractual provisions of the instruments.

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

  • 1) Financial assets

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

  • a) Measurement categories

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost and equity instruments at FVTOCI.

  • i. Financial asset at FVTPL

Financial asset is classified as at FVTPL when such financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Fair value is determined in the manner described in Note 26.

  • ii. Financial assets at amortized cost

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

  • i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

152

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes receivable, trade receivables, and refundable deposits at amortized cost, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such financial asset, except for:

  • i) Purchased or originated credit-impaired financial asset, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial asset; and

  • ii) Financial assets that are not credit impaired on purchase or origination but have subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

A financial asset is credit impaired when one or more of the following events have occurred:

  • i) Significant financial difficulty of the issuer or the borrower;

  • ii) Breach of contract, such as a default;

  • iii) It is becoming probable that the borrower will enter bankruptcy or undergo a financial reorganization; or

  • iv) The disappearance of an active market for that financial asset because of financial difficulties.

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

  • iii. Investments in equity instruments at FVTOCI

On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

153

b) Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables).

The Group always recognizes lifetime expected credit loss (ECL) for trade receivables. For all other financial instruments, the Group recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.

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

For internal credit risk management purposes, the Group determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Group):

  • i. Internal or external information shows that the debtor is unlikely to pay its creditors.

  • ii. When a financial asset is more than 90 days past due unless the Group has reasonable and corroborative information to support a more lagged default criterion.

The Group recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

  • c) Derecognition of financial assets

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

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss that had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

2) Equity instruments

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

Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.

The repurchase of the Corporation’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issuance or cancellation of the Corporation’s own equity instruments.

154

3) Financial liabilities

  • a) Subsequent measurement

Except the following situations, all the financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when such financial liabilities are held for trading.

Financial liabilities held for trading are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The fair value is determined in the manner described in Note 26.

  • b) Derecognition of financial liabilities

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

  • 4) Derivative financial instruments

The Group enters into foreign exchange forward to manage its exposure to foreign exchange rate risks.

Derivatives are initially recognized at fair value at the date on which the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately. When the fair value of derivative financial instrument is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instrument is negative, the derivative is recognized as a financial liability.

  • n. Provision

Provisions are measured at the best estimate of the discounted cash flows of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

Provisions for the expected cost of warranty obligations to assure that products comply with agree-upon specifications are recognized on the date of sale of the relevant products at the best estimate of the expenditure required to settle the Group’s obligation.

  • o. Revenue recognition

The Group identifies contracts with customers, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.

For contract where the period between the date on which the Group transfers a promised good or service to a customer and the date on which the customer pays for that good or service is one year or less, the Group does not adjust the promised amount of consideration for the effects of a significant financing component.

155

Sales of goods are recognized as revenue when the goods are delivered to the customer’s specific location/the goods are shipped/the goods are picked up because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Trade receivable is recognized concurrently. The transaction price received is recognized as a contract liability until the goods have been delivered to the customer.

The Group does not recognize revenue on materials delivered to subcontractors because this delivery does not involve a transfer of control.

p. Leases

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

1) The Group as lessor

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

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

2) The Group as lessee

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

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

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

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, the Group remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. For a lease modification that is not accounted for as a separate lease, the Group accounts for the remeasurement of the lease liability by (a) decreasing the carrying amount of the right-of-use asset of lease modifications that decreased the scope of the lease, and recognizing in profit or loss any gain or loss on the partial or full termination of the lease; (b) making a corresponding adjustment to the right-of-use asset of all other lease modifications. Lease liabilities are presented on a separate line in the consolidated balance sheets.

156

  • q. Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • r. Government grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received.

Government grants related to income are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

The benefit of a government loan received at a below-market rate of interest is treated as a government grant measured as the difference between the proceeds received and the fair value of the loan based on prevailing market interest rates.

  • s. Employee benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

  • 2) Retirement benefits

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

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost and net interest on the net defined benefit liabilities are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities represent the actual deficit in the Group’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

t. Share-based payment arrangements

The fair value at the grant date of the employee share options is expensed on a straight-line basis over the vesting period, based on the Group’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options; The expense is recognized in full at the grant date if the grants are vested immediately. The grant date of

157

issued ordinary shares for cash which are reserved for employees is the date on which the number of shares that the employees purchase is confirmed.

At the end of each reporting period, the Group revises its estimate of the number of employee share options that are expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - employee share options.

  • u. Taxation

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

  • 1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.

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

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

  • 2) Deferred tax

Deferred tax is calculated on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

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

158

  • 3) Current and deferred taxes for the year

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

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimations and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Group considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key Sources of Estimation Uncertainty - Write-down of Inventories

The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and disposal. The estimation of net realizable value is based on current market conditions and historical experience with product sales of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

6. CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS
Cash on hand

Checking accounts and demand deposits
Pledged time deposits
Cash equivalents
Time deposits (investments with original maturities of less than 3
months)
Less: Pledged time deposits (classified as other current assets)


Rate of interest per annum (%)
Cash in bank
Time deposits (investments with original maturities of less than 3
months)
Pledged time deposits
December 31



2020
$ 2,324

2,362,456
2,000

238,872

2,605,652

(2,000)

$ 2,603,652

0.00-0.40
0.05-2.40
0.82
2019
$ 2,262
1,654,407
5,300

352,076
2,014,045

(5,300)
$ 2,008,745
0.00-0.40
0.05-2.60
0.81-1.07

159

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

The Group’s financial assets and liabilities mandatorily designated as at fair value through profit or loss (FVTPL) are all generated from its derivative financial products of foreign exchange forward contracts. At the end of the reporting period, outstanding foreign exchange forward contracts not under hedge accounting are as follows:

Currency Maturity Date Notional Amount
(In Thousands)
December 31, 2020
Sell EUR/NTD 2021.1.15-2021.4.21 EUR3,100/NT$105,754
Sell RMB/NTD 2021.1.5-2021.3.8 RMB85,000/NT$361,257
Sell USD/NTD 2021.1.26-2021.3.29 US$1,700/NT$47,862
December 31, 2019
Sell EUR/NTD 2020.1.30-2020.3.16 EUR2,700/NT$91,280
Sell RMB/NTD 2020.1.13-2020.3.17 RMB114,000/NT$490,284

The Group entered into foreign exchange forward contracts to manage exposures due to exchange rate fluctuations of foreign currency denominated assets and liabilities.

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT

NON-CURRENT
Investments in Equity Instruments at Fair Value Through Other
Comprehensive Income (FVTOCI)
Domestic listed ordinary shares
HIWIN Mikrosystem Corp. (HIWIN Mikrosystem)

Domestic unlisted ordinary shares
Ever Fortune. AI CO., Ltd. (Ever Fortune.)
Taichung International Country Club
Sunengine Corporation Ltd. (Sunengine)
King Kong Iron Work Ltd.
Overseas unlisted ordinary shares
Kaland Holdings Corp. (Kaland)
HIWIN (Schweiz) GmbH (Note 11)

December 31


2020
$ 860,140

45,017
2,650
-
-
36,427

-

$ 944,234
2019
$ 787,509
28,010
2,500

-

-
205,055

3,320
$ 1,026,394

The Investment Commission of Ministry of Economic Affairs (MOEA) approved the Corporation’s investment in Suzhou YIFU Finance Leasing Co., Ltd. (YIFU Finance). The investment in the amount of US$8,168 thousand was made through Kaland and Cheer Tone Group Limited in British Virgin Islands (BVI). YIFU Finance mainly engages in finance leasing services.

160

In October 2020, the Corporation’s board of directors resolved a return of share premium of US$4,213 thousand to Kaland.

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Group’s strategy of holding these investments for long-term purposes.

In April 2019, the Group acquired ordinary shares of Ever Fortune in the amount of $36,000 thousand. In December 2020, the Group acquired additional shares amounting to $12,606 thousand in Ever Fortune. Both investments are held for medium to long-term strategic purposes; the management designated these investments as at FVTOCI.

In September 2019, the Group sold part of its ordinary shares in HIWIN Mikrosystem. The shares sold had a fair value of $7,896 thousand and its related unrealized valuation gain of $9,995 thousand was transferred from other equity to retained earnings.

9. NOTES RECEIVABLE AND TRADE RECEIVABLES

NOTES RECEIVABLE AND TRADE RECEIVABLES
Notes receivable from unrelated parties
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss



Trade receivables from unrelated parties
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss

**December 31 **






2020
$ 1,209,090


(578)

$ 1,208,512

$ 5,133,330


(16,832)

$ 5,116,498
2019
$ 405,233

(597)
$ 404,636
$ 4,432,320

(27,507)
$ 4,404,813

a. Notes receivable

The Group's aging of notes receivable is as follows:

The Group's aging of notes receivable is as follows:
Not past due

Past due

December 31


2020
$ 1,209,090


-

$ 1,209,090
2019
$ 405,233

-
$ 405,233

The above aging schedule was based on the past due days.

161

The Group entered into a factoring agreement with financial institutions to sell its discounted notes receivable. Although the Group has transferred the contractual rights to receive cash flows, the Group is still obligated to bear the default risk of such discounted notes receivable. Thus, it did not meet the conditions for derecognition of financial assets. The related information is as follows:

Purchaser of Notes Receivable
Bank of China

China Construction Bank

December 31, 2020 December 31, 2020


Notes
Receivable
Transferred
$ 157,973

4,377

$ 162,350
Amount in
Advanced
Interest
(Note)
Rate
$ 157,973
3.13%

4,377
3.00%
$ 162,350

Note: Classified under short-term borrowings; for related information of guarantees and short-term borrowings, refer to Notes 16 and 28.

b. Trade receivables

The Group determines the credit period of sales of goods based on the counterparty’s credit rating, location and transaction terms.

In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk was significantly reduced.

The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECL. The expected credit losses on trade receivables are estimated by reference to the past default experience of the customer, the customer’s current financial position, economic condition of the industry in which the customer operates, as well as the GDP forecasts and industry outlooks. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Group’s different customer base.

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

The following table details the loss allowance of trade receivables.

December 31, 2020
Expected credit loss rate

Gross carrying amount

Loss allowance
(Lifetime ECL)


Amortized cost
Not Past Due
0.001%-0.1%
$ 4,605,244


(3,155)

$ 4,602,089
1 to 120 Days
121 to 360 Days
0.01%-40%
2%-100%
$ 508,843 $ 6,150

(1,888)

(631)

$ 506,955
$ 5,519
Over 360 Days
10%-100%
$ 13,093

(11,158)

$ 1,935
Total
$ 5,133,330

(16,832)
$ 5,116,498

162


December 31, 2019
Expected credit loss rate

Gross carrying amount

Loss allowance
(Lifetime ECL)


Amortized cost
Not Past Due
0.001%-0.1%
$ 2,769,020


(9,687)

$ 2,759,333
1 to 120 Days
121 to 360 Days
0.01%-40%
2%-100%
$ 1,537,171 $ 118,296

(8,906)

(4,494)

$ 1,528,265
$ 113,802
Over 360 Days
10%-100%
$ 7,833

(4,420)

$ 3,413
Total
$ 4,432,320

(27,507)
$ 4,404,813

The movements of the loss allowance were as follows (other receivables are classified as other non-current assets):


Balance at January 1, 2020

Net remeasurement of loss allowance
Amounts written off
Foreign exchange gains and losses

Balance at December 31, 2020


Balance at January 1, 2019

Net remeasurement of loss allowance
Amounts written off
Foreign exchange gains and losses

Balance at December 31, 2019
For the Year Ended December 31, 2020 Ended December 31, 2020



Notes
Receivable

$ 597

(19)
-
-

$ 578

**For the Year **
Trade
Receivables
Other
Receivables

$ 27,507
$ 13,697

(5,972)
13,698
(4,160)
-

(543)

-
$ 16,832
$ 27,395
Ended December 31, 2019



Notes
Receivable

$ 2,022

(1,425)
-
-

$ 597
Trade
Receivables

$ 18,285


13,496
(3,409)

(865)

$ 27,507
Other
Receivables
$ 13,697
-

-

-
$ 13,697

10. INVENTORIES

INVENTORIES
Merchandise

Finished goods
Work in process
Raw materials and supplies
Inventory in transit

December 31


2020
$ 2,086

1,989,847
1,692,451
2,272,683

240,739

$ 6,197,806
2019
$ 3,432
2,275,276
1,546,353
3,459,706

268,177
$ 7,552,944

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 was $15,476,252 thousand and $13,434,783 thousand, respectively.

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 included inventory write-downs of $214,772 thousand and $106,280 thousand, respectively, and unallocated fixed overhead of $386,739 thousand and $353,611 thousand, respectively.

163

11. SUBSIDIARIES

a. Subsidiaries included in the consolidated financial statements

Subsidiaries included in the consolidated financial statements
Investor
Investee
Main Business
The Corporation HIWIN Corporation, U.S.A.
(“HIWIN USA”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
HIWIN Corporation, Japan
(“HIWIN Japan”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
HIWIN GmbH
(“HIWIN Germany”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Eterbright Solar Corporation
(“Eterbright”)
Research, development, design,
manufacture and sale of solar cell,
electronic components, electric
power supply, electric transmission
and power distribution machinery
products
HIWIN Singapore Pte. Ltd.
(“HIWIN Singapore”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
HIWIN Corporation Co., Ltd.
(“HIWIN Korea”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
HIWIN Technologies (China)
Corporation (“HIWIN
China”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Matrix Precision Co., Ltd.
(formerly, Luren Precision
Co., Ltd.) (“Matrix
Precision”)
Research, development, production,
manufacture and sale of gear
cutting tools and machinery
HIWIN Healthcare Corp.
Sale of medical robots
HIWIN S.R.L. (“HIWIN Italy”) Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Matrix Machine Tool
(Coventry) Limited (Matrix)
Design, integrated application,
research, development,
manufacture and sale of thread
forming machinery
HIWIN (Schweiz) GmbH
(“HIWIN Schweiz”)
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
HIWIN Germany HIWIN Schweiz
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Matrix Precision Luren Precision Machinery
(Shanghai) Co., Ltd.
(“Luren Shanghai”)
Sale of gear cutting tools and
machinery
Suzhou Matrix Precision
Machinery Co., Ltd.
(“Suzhou Matrix”)
Sale of gear cutting tools and
machinery
% of Ownership
December 31
2020
2019
100
100
100
100
100
100
74
74
100
100
100
100
100
100
51
71
100
100
100
100
100
100
81
-
19
19
100
100
100
100

The Corporation acquired 50% and 31% of the shares of HIWIN Schweiz for $66,300 thousand and $200,000 thousand in April 2020 and December 2020, respectively; together with the 19% shareholding proportion of HIWIN Schweiz held by HIWIN Germany before the acquisition, the Group’s total percentage of ownership in HIWIN Schweiz was 100%, and HIWIN Schweiz became a subsidiary of the Group.

The Corporation acquired 48% of the shares of Matrix for $220,864 thousand in July 2019, and increased its ownership percentage from 52% to 100%.

164

In July 2019, Matrix Precision invested RMB2,000 thousand to set up a 100% owned company, Suzhou Matrix.

b. Details of subsidiaries that have material non-controlling interests

Details of subsidiaries that have material non-controlling interests
Name of Subsidiary
Eterbright
Matrix Precision
Proportion of Ownership and
Voting Rights Held by
Non-controlling Interests
December 31
2020
2019
26%
26%
49%
29%

See Tables 8 and 9 for the information on place of incorporation and principal place of business.

Name of Subsidiary
Eterbright

Matrix Precision
HIWIN Schweiz
Matrix

Income (Loss) and
Comprehensive Income (Loss)
Allocated to Non-controlling
Interests
For the Year Ended
December 31
2020
2019
$ (138,070) $ (143,835)
(91,456)
(66,874)
4,528
-

-

(10,283)

$ (224,998)
$ (220,992)
Income (Loss) and
Comprehensive Income (Loss)
Allocated to Non-controlling
Interests
For the Year Ended
December 31
2020
2019
$ (138,070) $ (143,835)
(91,456)
(66,874)
4,528
-

-

(10,283)

$ (224,998)
$ (220,992)
Accumulated
Non-controlling Interests
Accumulated
Non-controlling Interests
December 31


2020
$ (138,070)
(91,456)
4,528

-

$ (224,998)




2020
$ (220,053)

47,319

-

-

$ (172,734)
2019
$ (81,983)

(6,793)

-
-
$ (88,776)

The summarized financial information below represents amounts before intragroup eliminations.

Eterbright


Current assets

Non-current assets
Current liabilities

Non-current liabilities

Equity

Equity attributable to:
Owners of Eterbright

Non-controlling interests of Eterbright

**December 31 ** **December 31 **







2020

$ 247,253

1,148,335
(2,158,118)

(89,397)

$ (851,927)

$ (631,874)

(220,053)

$ (851,927)
2019
$ 259,983
1,202,962
(1,626,893)

(153,445)
$ (317,393)
$ (235,410)

(81,983)
$ (317,393)

165


Revenue

Net loss for the year

Other comprehensive income (loss) for the year

Total comprehensive loss for the year

Loss and total comprehensive loss attributable to:
Owners of Eterbright

Non-controlling interests of Eterbright


Net cash inflow (outflow) from:
Operating activities

Investing activities
Financing activities

Net cash inflow (outflow)

Matrix Precision and Matrix Precision’s subsidiaries
Current assets

Non-current assets

Current liabilities

Non-current liabilities


Equity


Equity attributable to:

Owners of Matrix Precision

Non-controlling interests of Matrix Precision




Revenue


Net loss for the year

Other comprehensive income for the year


Total comprehensive loss for the year
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31









2020
2019
$ 41,357
$ 183,483
$ (534,534) $ (556,852)

-

-
$ (534,534)
$ (556,852)
$ (396,464) $ (413,017)

(138,070)

(143,835)
$ (534,534)
$ (556,852)
$ (313,604) $ (371,941)
(35,951)
(48,075)

363,436

388,643
$ 13,881
$ (31,373)
December 31
2020
2019
$ 555,851
$ 610,890

1,389,660
1,391,702

(890,223) (1,060,204)

(957,400)

(996,268)

$ 97,888
$ (53,880)


$ 48,731
$ (49,332)

49,157

(4,548)

$ 97,888
$ (53,880)
**For the Year Ended December 31 **





2020
$ 222,684

$ (212,378)

9,631

$ (202,747)
2019
$ 277,173
$ (229,449)

3,709
$ (225,740)
(Continued)

166



Loss attributable to:

Owners of Matrix Precision

Non-controlling interests of Matrix Precision




Total comprehensive loss attributable to:

Owners of Matrix Precision

Non-controlling interests of Matrix Precision




Net cash inflow (outflow) from:

Operating activities

Investing activities

Financing activities


Net cash inflow

HIWIN Schweiz

Revenue
Net income for the period
Other comprehensive income for the period
Total comprehensive income for the period
Income and total comprehensive income attributable to:
Owners of HIWIN Schweiz
Non-controlling interests of HIWIN Schweiz
For the Year Ended December 31 For the Year Ended December 31



















2020
2019
$ (115,805) $ (160,247)

(96,573)

(69,202)
$ (212,378)
$ (229,449)
$ (110,886) $ (157,579)

(91,861)

(68,161)
$ (202,747)
$ (225,740)
$ 337,748
$ (228,017)

(30,544)
(783,007)

(266,923)

1,032,637
$ 40,281
$ 21,613
(Concluded)
For the Eight
Months Ended
November 30,
2020

$ 201,189
$ 10,605

4,002
$ 14,607
$ 10,079

4,528
$ 14,607

167

Matrix

Matrix
For the Six
Months Ended
June 30, 2019
Revenue

$
85,486
Net loss for the period $ (11,884)
Other comprehensive income for the period 4,221
Total comprehensive loss for the period $ (7,663)
Loss attributable to:
Owners of Matrix $ (6,134)
Non-controlling interests of Matrix (5,750)
$ (11,884)
Total comprehensive loss attributable to:
Owners of Matrix $ (4,319)
Non-controlling interests of Matrix (3,344)
$ (7,663)
Net cash inflow (outflow) from:
Operating activities $ (34,764)
Investing activities (16,553)
Financing activities (2,164)
Net cash outflow $ (53,481)

12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Associates that are not individually material

The Group's share of:
Profit for the year

Other comprehensive income (loss) for the year

Total comprehensive income for the year
December 31 December 31
2020
2019
$ 219,832
$ 192,144
For the Year Ended
December 31


2020
$ 33,700


-

$ 33,700
2019
$ 15,857

-
$ 15,857

Except for HIWIN S.R.O., investments accounted for by the equity method and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that have been audited. Management believes there is no material impact on the equity-method accounting or the calculation of the share of profit or loss and other comprehensive income, from the financial statements of HIWIN S.R.O. that have not been audited.

168

13. PROPERTY, PLANT AND EQUIPMENT


Cost


Land

Buildings and improvements
Machinery and equipment

Transportation equipment
Leasehold improvements
Miscellaneous equipment
Construction in progress


Accumulated depreciation
and impairment
Buildings and improvements
Machinery and equipment

Transportation equipment

Leasehold improvements

Miscellaneous equipment



For the Year Ended December 31, 2020 Ended December 31, 2020







Beginning
Balance
$ 5,598,313
13,715,699
15,985,180
203,152
118,293
2,795,397

671,639

39,087,673

1,826,396
7,168,883
104,874
103,480

1,604,612

10,808,245

$ 28,279,428
Acquisitions
Through
Business
Combination
(Note 23)
$ -


-

359

10,310

-

4,314

-

$ 14,983

$ -


105

5,745

-

2,066

$ 7,916
Additions
$ 22

38,831
355,590

27,100
1,068
98,881

608,801

$ 1,130,293

$ 334,982

1,676,365

33,665
5,424

279,213

$ 2,329,649
Disposals
$ (80,898 )
(388,419 )
(2,254,368 )
(27,600 )
(1,740 )
(91,326 )

-

$ (2,844,351)

$ (142,136 )
(2,245,060 )
(21,654 )
(1,740 )

(85,307)

$ (2,495,897)
Reclassified
Amount
$ -


581,709

1,043,231

-

-

37,382

(581,513)

$ 1,080,809

$ -


-

-

-

-

$ -
Translation
Adjustments
Ending Balance
$ (1,411 ) $ 5,516,026
33,695
13,981,515
13,389
15,143,381
5,133
218,095
438
118,059
3,009
2,847,657

11,916

710,843
$ 66,169
38,535,576
$ 10,639
2,029,881
5,359
6,605,652
2,977
125,607
454
107,618

1,707

1,802,291
$ 21,136
10,671,049

$ 27,864,527

Cost


Land

Buildings and improvements
Machinery and equipment
Transportation equipment
Leased assets
Leasehold improvements
Miscellaneous equipment
Construction in progress
Prepayments for land


Accumulated depreciation
and impairment
Buildings and improvements
Machinery and equipment

Transportation equipment

Leased assets

Leasehold improvements

Miscellaneous equipment



F or the Year Ended D ecember 31, 2019











Beginning
Balance

$ 3,990,126


9,997,986
14,678,814
194,485
6,802
110,441
2,345,440
3,610,609

23,112


34,957,815


1,525,719


6,598,831

96,771

6,149

93,780

1,409,670


9,730,920

$ 25,226,895
Adjustments on
Initial
Application of
IFRS 16
$ -
-
-
-
(6,802 )
-
-
-

-

$ (6,802)

$ -

-
-
(6,149 )
-

-

$ (6,149)
Beginning
Balance
(Restated)
$ 3,990,126


9,997,986

14,678,814

194,485

-

110,441

2,345,440

3,610,609

23,112

$ 34,951,013

$ 1,525,719


6,598,831

96,771

-

93,780

1,409,670

$ 9,724,771
Additions
$ 1,606,821

119,424
600,913
36,735
-
4,465
224,216
800,301

-

$ 3,392,875

$ 330,427

1,638,993
32,586
-
6,830

245,069

$ 2,253,905
Disposals
$ -
(48,513 )
(1,076,199 )
(12,760 )

-
-
(50,646 )
-

-

$ (1,188,118)

$ (17,407 )
(1,061,134 )
(12,511 )

-
-

(48,723)

$ (1,139,775)
Reclassified
Amount
$ 23,112

3,726,087

1,809,166

(9,220 )

-

4,795

287,524

(3,726,087 )

(23,112)

$ 2,092,265

$ -

2,682

(8,517 )

-

3,753

5,835

$ 3,753
Translation
Adjustments

$ (21,746 )

(79,285 )

(27,514 )

(6,088 )

-

(1,408 )

(11,137 )

(13,184 )
-

$ (160,362)

$ (12,343 )
(10,489 )

(3,455 )

-

(883 )
(7,239)

$ (34,409)

Ending Balance
$ 5,598,313

13,715,699

15,985,180

203,152

-

118,293

2,795,397

671,639

-

39,087,673

1,826,396

7,168,883

104,874

-

103,480

1,604,612

10,808,245
$ 28,279,428

Part of the plant layout of HIWIN Italy did not meet the production needs and its expected future economic benefits have declined. As a result, HIWIN Italy recognized an impairment loss of $35,327 thousand for the year ended December 31, 2019. The above impairment loss was recognized under impairment loss in the consolidated statements of comprehensive income.

169

Property, plant and equipment are depreciated on a straight-line basis over the estimated useful life of the assets:

Buildings and improvements Main buildings 20-55 years Electrical power equipment 35 years Engineering system 8-55 years Machinery and equipment Machinery equipment 3-20 years Inspection equipment 3-10 years Transportation equipment 2-10 years Leasehold improvements 2-15 years Miscellaneous equipment 2-15 years

Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 28.

14. LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amounts
Land

Buildings
Transportation equipment
Miscellaneous equipment



Additions to right-of-use assets

Acquisitions through business combination (Note 23)

Depreciation charge for right-of-use assets
Land

Buildings
Transportation equipment
Miscellaneous equipment

**December 31 ** **December 31 **
2020
2019
$ 330,424
$ 345,596
370,195
423,772
28,604
21,829

690

1,293
$ 729,913
$ 792,490
For the Year Ended December 31




2020
$ 132,929

$ 32,540

$ 20,387

150,995
8,399

593

$ 180,374
2019
$ 155,846
$ -
$ 20,453
151,709
8,233

658
$ 181,053

170

b. Lease liabilities

Lease liabilities
Carrying amounts
Current

Non-current

Range of discount rate for lease liabilities was as follows:
December 31

2020
$ 136,892

$ 442,220
2019
$ 157,851
$ 482,527
Range of discount rate for lease liabilities was as follows:
Land
Buildings
Transportation equipment
Miscellaneous equipment
December 31
2020
2019
1.45%-1.50%
1.45%-1.50%
1.35%-4.10%
1.45%-4.10%
1.48%-4.10%
1.48%-4.10%
1.48%-4.10%
1.48%-4.10%
  • c. Material lease-in activities and terms

The Group leases certain transportation and miscellaneous equipment for the use of product manufacturing and marketing with lease terms of 1 to 7 years. These arrangements do not contain renewal or purchase options.

The Group also leases land and buildings for the use of plants and offices with lease terms of 1 to 50 years. The lease contract for land located in the Republic of China specifies that lease payments will be adjusted on the basis of changes in the consumer price index or announced land value prices. The Group does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms.

d. Other lease information

Other lease information

Expenses relating to short-term leases

Expenses relating to low-value asset leases

Total cash outflow for leases
For the Year Ended December 31


2020
$ 7,744

$ 3,504

$ (194,352)
2019
$ 18,640
$ 2,767
$ (204,775)

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

171

15. PREPAYMENTS FOR MACHINERY AND EQUIPMENT

The aging of prepayments for machinery and equipment is as follows:

The aging of prepayments for machinery and equipment is as follows:
The Date of Initial Cost Contribution
Within 1 year

1-2 years
2-5 years
More than 5 years

**December 31 **


2020
$ 394,027

350,426
1,002,410

21,351

$ 1,768,214
2019
$ 699,983
1,111,265
474,946

6,918
$ 2,293,112

In order to maintain key manufacturing technologies, reduce product costs and improve automation of the equipment, the Corporation designed, developed, and assembled the equipment by itself. The abovementioned prepayments for machinery and equipment include both internally-developed and outsourced equipment.

16. BORROWINGS

a. Short-term borrowings

Secured borrowings(Note 28)
Working capital loans

Loans for export sales
Loans for purchasing raw material
Letters of credit

Unsecured borrowings
Line of credit borrowings


Rate of interest per annum (%)
Working capital loans
Loans for export sales
Loans for purchasing raw material
Letters of credit
Line of credit borrowings
December 31 December 31



2020
$ 3,535,954

715,000
21,091

-

4,272,045

1,270,000

$ 5,542,045

0.25-3.13
0.51-1.58
1.56
-
0.77-0.88
2019
$ 3,226,538
1,000,000
25,269

2,622
4,254,429

5,507,988
$ 9,762,417
0.24-3.65
0.81
1.37-1.90
1.15
0.82-3.65

Among the secured borrowings, the discounted notes receivable amounted to $162,350 thousand for the year ended December 31, 2020 (refer to Note 9).

172

b. Short-term bills payable

Short-term bills payable
December 31,
2020
Commercial paper $ 20,000
Less: Unamortized discount on bills payable (64)
$ 19,936
Rate of interest per annum (%) 1.54
  • c. Long-term borrowings
Long-term borrowings
Secured borrowings(Note 28)
Secured loans

Unsecured borrowings
Unsecured loans

Less: Current portion

Long-term borrowings

Rate of interest per annum (%)
Secured loans
Unsecured loans
December 31



2020
$ 7,398,147


767,380

8,165,527
(1,273,168)

$ 6,892,359

0.36-4.90
0.70-4.90
2019
$ 8,981,491

371,052
9,352,543
(1,519,285)
$ 7,833,258
1.03-4.90
1.05-4.90

In August 2019, the Corporation received a qualification letter for the Action Plan for Welcoming Overseas Taiwanese Businesses to Return to Invest in Taiwan from the Ministry of Economic Affairs, and therefore received the subsidy for processing fee of long-term borrowings. As of December 31, 2020, $23,500 thousand was drawn down for the purchase of machinery and equipment and the use of operating capital. The Corporation recognized $501 thousand as a government grant, which is the difference between the loan amount obtained at a lower-than-market interest rate and the fair value, which was accounted for as deferred revenue and would be subsequently recognized in profit or loss over the useful life of the asset.

173

17. OTHER PAYABLES

OTHER PAYABLES
Payables for salaries and bonuses

Payables for purchases of building and equipment
Payables for compensation of employees
Payables for annual leave
Payables for remuneration to directors
Others

December 31


2020
$ 677,401

257,356
165,084
143,572
77,193

302,783

$ 1,623,389
2019
$ 597,117
200,671
152,322
124,915
74,652

391,747
$ 1,541,424

18. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Corporation, Eterbright and Matrix Precision adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

HIWIN Germany, HIWIN Schweiz, HIWIN Japan, HIWIN Singapore, HIWIN Korea, HIWIN China, Matrix, Suzhou Matrix and Luren Shanghai have pension plans which pay for an annuity and certain types of insurance under the local regulations.

HIWIN USA has defined contribution pension plans, which are independently administered.

b. Defined benefit plans

The defined benefit plans adopted by the Corporation and Matrix Precision of the Group in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Corporation and Matrix Precision contribute amounts equal to 2% and 4%, respectively of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Group has no right to influence the investment policy and strategy. HIWIN Italy also adopted the defined benefit plans in accordance with the local laws.

The amounts included in the consolidated balance sheets in respect of the Group’s defined benefit plans were as follows:

Present value of defined benefit obligation

Fair value of plan assets


Net defined benefit liabilities
December 31 December 31



2020
$ 453,499


(158,928)

$ 294,571
2019
$ 400,604

(124,251)
$ 276,353

174

Movements in net defined benefit liability were as follows:

Present Value of
the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Balance at January 1, 2019
$ 447,382
$ (136,519)

Service cost
Past service cost

(2,734)
-
Current service cost

2,698
-
Net interest expense (income)

4,653

(1,286)

Recognized in profit or loss

4,617

(1,286)

Remeasurement
Return on plan assets (excluding amounts
included in net interest)

-
(5,370)
Actuarial loss - changes in demographic
assumptions

407
-
Actuarial loss - changes in financial
assumptions

12,570
-
Actuarial profit - experience adjustments

(49,286)

-

Recognized in other comprehensive income

(36,309)

(5,370)

Contributions from the employer

-
(17,670)
Benefits paid

(36,594)
36,594
Reclassification adjustments

21,683
-
Exchange differences on foreign plans

(175)

-


Balance at December 31, 2019

400,604

(124,251)


Service cost
Past service cost

(49)
-
Current service cost

11,735
-
Net interest expense (income)

2,957

(932)

Recognized in profit or loss

14,643

(932)

Remeasurement

Return on plan assets (excluding amounts
included in net interest)

-
(4,568)
Actuarial loss - changes in demographic
assumptions

309
-
Actuarial loss - changes in financial
assumptions

18,184
-
Actuarial loss - experience adjustments

52,462

-

Recognized in other comprehensive income

70,955

(4,568)

Contributions from the employer

-
(63,474)
Benefits paid

(34,126)
34,126
Exchange differences on foreign plans

1,423

171


Balance at December 31, 2020
$ 453,499
$ (158,928)
Net Defined
Benefit
Liabilities
$ 310,863
(2,734)
2,698

3,367

3,331
(5,370)
407
12,570

(49,286)

(41,679)

(17,670)
-
21,683

(175)

276,353
(49)
11,735

2,025

13,711
(4,568)
309
18,184

52,462

66,387

(63,474)
-

1,594
$ 294,571

175

Through the defined benefit plans under the Labor Standards Law, the Group is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plans’ debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

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

Discount rates

Expected rates of salary increase

Turnover rate
December 31
2020
2019
0.35%、0.35%、
0.34%
0.75%、0.75%、
0.77%
2.00%、3.00% 2.00%、3.00%
0.90%、0.48% 1.01%、0.42%

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

The Corporation
Discount rate
0.25% increase

0.25% decrease

Expected rate of salary increase
0.25% increase

0.25% decrease

Turnover rate
10% increase

10% decrease
December 31 December 31





2020
$ (9,993)

$ 10,377

$ 10,181

$ (9,858)

$ (270)

$ 271
2019
$ (8,361)
$ 8,691
$ 8,561
$ (8,281)
$ (325)
$ 327

176

Matrix Precision
Discount rate
0.25% increase

0.25% decrease

Expected rate of salary increase
0.25% increase

0.25% decrease

Turnover rate
10% increase

10% decrease


HIWIN Italy


Discount rate

0.25% increase

0.25% decrease
December 31 December 31











2020
$ (1,316)

$ 1,370

$ 1,330

$ (1,286)

$ (4)

$ 4





$ (34,424)

$ 35,826
2019
$ (1,745)
$ 1,817
$ 1,772
$ (1,711)
$ (4)
$ 4
$ (27,742)
$ 28,839

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

The expected contributions to the plan for the next year

The average duration of the defined benefit obligation
December 31 December 31
2020
$ 17,840

10 years,
11 years,
13 years
2019
$ 20,392
11 years,
11 years,
13 years

19. EQUITY

  • a. Ordinary shares
Ordinary shares
Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
December 31



2020

1,000,000

$ 10,000,000


330,866

$ 3,308,663
2019

1,000,000
$ 10,000,000

309,579
$ 3,095,789

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

On September 17, 2020, the Corporation’s board of directors resolved to issue 12,000 thousand ordinary shares, with a par value of $10, for a consideration of $195 per share. On October 20, 2020, the above transaction was approved by the FSC, and the subscription base date was determined as at December 22, 2020 by the board of directors.

177

According to the Company Act, the issuance of ordinary shares for cash shall appropriate 10% of the total amount of new shares for subscription by employees. According to IFRS 2 “Share-based Payment”, the Group recognized salary expense and share premium in the amount of $65,196 thousand in 2020.

  • b. Capital surplus
Capital surplus
May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (1)
Issuance of ordinary shares

May only be used to offset a deficit
Changes in percentage of ownership interests in subsidiaries (2)
Invalid employee shares

**December 31 **



2020
$ 5,509,020


84,098

7,450

$ 5,600,568
2019
$ 3,230,834
-

5,440
$ 3,236,274
  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Corporation has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Corporation’s capital surplus and to once a year).

  • 2) Such capital surplus arises from the effects of changes in ownership interests in subsidiaries resulting from equity transactions, other than actual disposals or acquisitions.

  • c. Retained earnings and dividends policy

The shareholders of the Corporation held their regular meeting on June 28, 2019 and in that meeting, resolved the amendments to the Articles of Incorporation of the Corporation. Under the dividends policy as set forth in the amended Articles, where the Corporation made a profit in a fiscal year, the profit shall be first utilized for offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, until the accumulated legal reserve equals the Corporation’s paid-in capital, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit shall be distributed as dividends, where the dividends distributed should not exceed 6% of the remaining profit. The Corporation’s profit may be distributed in the form of cash or share dividends; however, the ratio of share dividends distributed shall not exceed two-thirds of the Corporation’s total amount of dividends and bonuses distributed to shareholders. A distribution plan is also to be made by the board of directors and should be resolved in the shareholder’s meeting. The dividends could be distributed in whole or in part by cash after the resolution has been passed by more than half of the directors present at the meeting of the board of directors, in which at least two-thirds of the total number of directors should be present. In addition, a report of such distribution shall be submitted to the shareholders’ meeting. For the policies on the distribution of compensation of employees and remuneration of directors after the amendment, refer to compensation of employees and remuneration of directors in Note 20-c.

The legal reserve may be used to offset deficits. If the Corporation has no deficit and the legal reserve has exceeded 25% of the Corporation’s paid-in capital, the excess may be transferred to capital or distributed in cash.

178

The appropriations of cash dividends per share for 2019 had been approved by the board of directors on May 5, 2020 and the appropriations of earnings for 2019 and 2018 which have been approved in the shareholders’ meetings on June 19, 2020 and June 28, 2019, respectively, were as follows:

Legal reserve

Reversal of special reserve
Cash dividends
Share dividends
Appropriation of Earnings
For the Year Ended
December 31
2019
2018
$ 186,532 $ 539,226
- (250,940)
557,242 2,103,934
92,874
90,169
Dividends Per Share (NT$)
For the Year Ended
December 31
2019
2018



$ 1.8
$ 7.0

0.3
0.3

The appropriations of earnings for 2020 had been proposed by the Corporation’s board of directors on March 23, 2021. The appropriations and dividends per share were as follows:

Appropriation Appropriation Dividends Per
of Earnings Share (NT$)
Legal reserve $ 179,002
Cash dividends 661,733
$ 2
Share dividends 99,260 0.3

The appropriation of earnings for 2020 is subject to the resolution of the shareholders in their meeting to be held on June 28, 2021.

20. NET PROFIT FROM CONTINUING OPERATIONS

  • a. Finance costs

Interest on bank loans

Interest on lease liabilities

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 210,270


10,651

$ 220,921
2019
$ 185,933

11,424
$ 197,357

Information about capitalized interest is as follows:

Information about capitalized interest is as follows:

Capitalized interest

Capitalization rates (%)
For the Year Ended December 31
2020
2019
$ 26,894
$ 44,743
1.08-4.90
1.35-4.90

179

b. Employee benefits expense, depreciation and amortization expenses

Operating Operating
Costs Expenses Total
For the Year Ended December 31, 2020
Short-term employee benefits $ 3,309,979
$ 2,111,330
$ 5,421,309
Post-employment benefits
Defined contribution plans 97,956 62,943 160,899
Defined benefit plans (Note 18) 5,915 7,796 13,711
Equity-settled share-based payments 38,303 26,893 65,196
Other employee benefits 137,780 65,079 202,859
Depreciation expenses 1,888,088 381,385 2,269,473
Amortization expenses 28,632 30,238 58,870
For the Year Ended December 31, 2019
Short-term employee benefits 2,570,376 2,009,270 4,579,646
Post-employment benefits
Defined contribution plans 105,428 71,725 177,153
Defined benefit plans (Note 18) 2,481 850 3,331
Other employee benefits 181,205 139,240 320,445
Depreciation expenses 1,830,008 361,299 2,191,307
Amortization expenses 27,743 31,202 58,945
  • c. Compensation of employees and remuneration of directors

According to the Articles of Incorporation of the Corporation, the Corporation accrues compensation of employees and remuneration of directors at rates of no less than 1% and no higher than 4%, respectively, of net profit before income tax, compensation of employees, and the remuneration of directors. The compensation of employees and remuneration of directors for the years ended December 31, 2020 and 2019 which have been approved by the Corporation’s board of directors on March 23, 2021 and March 25, 2020, respectively, were as follows:

Cash

Compensation of employees
Remuneration of directors
For the Year Ended December 31 For the Year Ended December 31
2020
Accrual rate
Amount

5.9% $ 154,385
2.9%
77,193
2019
Accrual rate
Amount

5.9% $ 149,304

2.9%
74,652

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

There was no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2019 and 2018.

Information on the compensation of employees and remuneration of directors resolved by the Corporation’s board of directors in 2021 and 2020 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

180

21. INCOME TAXES

a. Major components of income tax expense recognized in profit or loss


Current tax
In respect of the current year

Income tax of unappropriated earnings
Land value increment tax
Adjustments for prior years
Deferred tax
In respect of the current year

Income tax expense recognized in profit or loss
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 367,683

29,113
34,729
43,458

129,709

$ 604,692
2019
$ 391,607
58,654
-
25,718

92,993
$ 568,972

A reconciliation of accounting profit and income tax expense is as follows:


Income tax expense calculated at the statutory rate

Non-deductible expenses in determining taxable income
Tax-exempt income
Others
Income tax on unappropriated earnings
Investment tax credits used
Loss carryforwards used

Current tax
Land value increment tax
Unrecognized deductible temporary differences and loss
carryforwards
Adjustments for prior years’ tax

Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31



2020
$ 593,364

661
(97,422)
(13,966)
66,690
(139,498)

(8,932)

400,897
34,729
125,608

43,458

$ 604,692
2019
$ 510,274
1,532

(58,948)

17,082
147,172

(206,008)

-
411,104
-
132,150

25,718
$ 568,972

The applicable tax rate used by the corporate that was applicable to the Income Tax Act in the ROC is 20%; the applicable tax rate used by subsidiaries in China is 25%. Tax rates used by other entities in the Group operating in other jurisdictions are based on the tax laws in those jurisdictions.

In July 2019, the president of the ROC announced the amendments to the Statute for Industrial Innovation, which stipulate that the amounts of unappropriated earnings in 2018 and thereafter that are reinvested in the construction or purchase of certain assets or technologies are allowed as deduction when computing the income tax on unappropriated earnings. When calculating the tax on unappropriated earnings, the Group only deducts the amount of the unappropriated earnings that has been reinvested in capital expenditure.

In accordance with Rule No. 10904550440 issued by the Ministry of Finance (MOF) of the ROC, the Group used the losses incurred in the first quarter of 2020 to estimate losses for the first six months of 2020 and this amount is deducted from the Group's unappropriated earnings for 2018 for filing the additional tax. For the 2020 consolidated financial reporting purpose, the tax on unappropriated earnings for 2018 is measured based on the actual profit for 2020, and the current income tax payable is adjusted accordingly.

181

In addition, in accordance with Rule No. 10904558730 issued by the MOF, the Group has deducted the amount of dividends distributed in 2020 attributable to the increase in the beginning retained earnings for 2018 as a result of initial adoption of IFRS 9 when calculating the tax on unappropriated earnings for 2018.

  • b. Income tax expense (gain) recognized in other comprehensive income

Deferred tax
In respect of the current year:
Translation of foreign operations

Remeasurement of defined benefit plans

For the Year Ended For the Year Ended December 31


2020
$ 18,176


(14,874)

$ 3,302
2019
$ (33,482)

7,751
$ (25,731)
  • c. Deferred tax assets and liabilities
Deferred tax assets
Temporary differences
Unrealized intercompany profit

Doubtful debts
Allowance for inventory devaluation
Payable for annual leave
Defined benefit obligation
Impairment loss on financial assets
Provisions
Financial liabilities at FVTPL
Exchange difference on foreign
operations
Deferred expenses
Unrealized loss on foreign currency
exchange
Loss carryforwards
Others


Deferred tax liabilities
Temporary differences
Unappropriated earnings of
subsidiaries
Unrealized gain on foreign currency
exchange
Financial assets at FVTPL
Intangible assets
Others

For the Year Ended December 31, 2020





Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 121,474 $ (23,514) $ -
8,540
(1,647)
-
76,252
19,832
-
17,919
4,872
-
20,146
(8,447)
14,874
7,022
(2,951)
-
4,844
(90)
-
-
1,440
-
102,456
-
(18,176)
5,217
(2,284)
-
14,737
(14,737)
-
7,454
(7,454)
-

2,267

11,674

-

$ 388,328
$ (23,306)
$ (3,302)

$ 399,207 $ 91,798 $ -
-
21,411
-
511
(511)
-
4,643
(4,643)
-

45,993

(1,652)

-

$ 450,354
$ 106,403
$ -
Closing
Balance
$ 97,960

6,893

96,084

22,791

26,573

4,071

4,754

1,440

84,280

2,933

-

-

13,941
$ 361,720
$ 491,005

21,411

-

-

44,341
$ 556,757

182

Deferred tax assets
Temporary differences
Unrealized intercompany profit

Doubtful debts
Allowance for inventory devaluation
Payable for annual leave
Defined benefit obligation
Impairment loss on financial assets
Provisions
Financial liabilities at FVTPL
Exchange difference on foreign
operations
Deferred expenses
Unrealized loss on foreign currency
exchange
Loss carryforwards
Others


Deferred tax liabilities
Temporary differences
Unappropriated earnings of
subsidiaries
Unrealized gain on foreign currency
exchange
Financial assets at FVTPL
Depreciation expenses
Intangible assets
Others

For the Year Ended December 31, 2019





Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 235,579 $ (114,105) $ -
337
8,203
-
62,487
13,765
-
24,393
(6,474)
-
26,832
1,065
(7,751)
7,022
-
-
7,663
(2,819)
-
5,910
(5,910)
-
68,974
-
33,482
7,525
(2,308)
-
23
14,714
-
-
7,454
-

14,880

(12,613)

-

$ 461,625
$ (99,028)
$ 25,731

$ 412,487 $ (13,280) $ -
8,766
(8,766)
-
-
511
-
3,655
(3,655)
-
5,663
(1,020)
-

25,818

20,175

-

$ 456,389
$ (6,035)
$ -
Closing
Balance
$ 121,474

8,540

76,252

17,919

20,146

7,022

4,844

-

102,456

5,217

14,737

7,454

2,267
$ 388,328
$ 399,207

-

511

-

4,643

45,993
$ 450,354

d. Deductible temporary differences and unused loss carryforwards for which no deferred tax assets have been recognized in the consolidated balance sheets


been recognized in the consolidated balance sheets
Loss carryforwards

Investment loss
Deductible temporary difference

December 31


2020
$ 6,587,087

2,306,601

719,227

$ 9,612,915
2019
$ 5,365,316
1,910,137

978,066
$ 8,253,519

183

  • e. Information about unused loss carryforwards

Loss carryforwards as of December 31, 2020 comprised of:

Loss carryforwards as of December 31, 2020 comprised of:
Investee Unused Amount Expiry Year
Eterbright $ 4,577,934 2021-2030
Matrix Precision 858,780 2023-2030
HIWIN Japan 611,480 2023-2030
HIWIN Korea 226,093 2023-2030
Matrix 200,361 no limit
HIWIN Singapore
112,439
no limit
$ 6,587,087
  • f. Information about tax-exemption

As of December 31, 2020, profits attributable to the following expansion projects were exempted from income tax for a 5-year period:

Expansion of Construction Project
Cash injection in 2009
Tax-exemption Period
January 2016 to December 2020
  • g. Income tax assessments

The tax returns of the Corporation, Eterbright and Matrix Precision through 2018 have been assessed by the tax authorities.

22. EARNINGS PER SHARE

EARNINGS PER SHARE
Net profit
Attributable to
Number of
Earnings Per
Owners of the
Shares
Share
Corporation
(In Thousands) (NT$)
For the Year Ended December 31, 2020
Basic earnings per share
Profit for the year attributable to owners of the
Corporation
$
1,929,730

319,194

$ 6.05
Effect of potentially dilutive ordinary shares
Compensation of employees
-

580
Diluted earnings per share
Profit for the year attributable to owners of the
Corporation plus effect of potentially
dilutive ordinary shares
$
1,929,730

319,774
$ 6.03

184

Net profit
Attributable to
Number of
Earnings Per
Owners of the
Shares
Share
Corporation
(In Thousands) (NT$)
For the Year Ended December 31, 2019
Basic earnings per share
Profit for the year attributable to owners of the
Corporation
$
1,865,316

318,866

$ 5.85
Effect of potentially dilutive ordinary shares
Compensation of employees
-

962
Diluted earnings per share
Profit for the year attributable to owners of the
Corporation plus effect of potentially
dilutive ordinary shares
$
1,865,316

319,828
$ 5.83

The weighted average number of shares outstanding used for the earnings per share computation was adjusted retroactively for the issuance of bonus shares on August 18, 2020. The basic and diluted earnings per share adjusted retrospectively for the year ended December 31, 2019 were as follows:

Unit: NT$ Per Share
Before After
Retrospective Retrospective
Adjustment Adjustment
Basic earnings per share $ 6.03
$ 5.85
Diluted earnings per share $ 6.01
$ 5.83

Since the Group offered to settle compensation paid to employees in cash or shares, the Group assumed the entire amount of the compensation will be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

23. BUSINESS COMBINATIONS

a. Subsidiaries acquired

Proportion of
Voting Equity Consideration
Name of Interests Transferred
Subsidiary Principal Activity Date of Acquisition
Acquired (%)

(Cash)
HIWIN Manufacture and sale of
April 1, 2020


50
$ 66,300
Schweiz aerospace parts,
ballscrews, linear
guideways and
industrial robots

HIWIN Schweiz was acquired by the Group in order to expand the development in the field of drive control, enhance its competitive advantage and increase the scale of operations.

185

b. Assets acquired and liabilities assumed at the date of acquisition

Current assets
Cash

Trade receivables
Inventories
Other current assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Other non-current assets
Current liabilities
Trade and other payables
Lease liabilities - current
Other current liabilities
Non-current liabilities
Lease liabilities - non-current


c. Gain from bargain purchase on acquisition
Consideration transferred

Less: Fair value of identifiable net assets acquired

Gain from bargain purchase on acquisition
$ 78,948
30,464
171,005
5,175
7,067
32,540
157
(60,879)
(6,191)
(6,795)
(26,349)
$ 225,142
$ 66,300
(112,571)
$ (46,271)

Gain from bargain purchase arose from the consideration paid for the acquisition which was less than the fair value of the identifiable net assets acquired.

  • d. Net cash inflow on acquisition of subsidiaries
Consideration paid in cash

Less: Cash balances acquired

$ 66,300
(78,948)
$ (12,648)

24. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS

On December 1, 2020, the Corporation acquired additional shares of HIWIN Schweiz; thus, the Corporation’s continuing interest increased from 50% to 81%.

On February 29, 2020, the Corporation did not subscribe for any newly issued shares of Matrix Precision; thus, the Corporation’s continuing interest decreased from 71% to 51%, and recognized the amount of $84,098 thousand in capital surplus.

On January 14, April 1 and April 30, 2019, the Corporation acquired additional shares of Matrix Precision; thus, the Corporation’s continuing interest increased from 58% to 71%.

On July 1, 2019, the Corporation acquired additional shares of Matrix; thus, the Corporation’s continuing interest increased from 52% to 100%.

The above transactions were accounted for as equity transactions, since the Corporation did not cease to have control over these subsidiaries.

186

25. CAPITAL MANAGEMENT

To support the needs for expansion and upgrade of its plant and equipment, the Group has to maintain an appropriate amount of capital. Therefore, the Group manages its capital to ensure it has the necessary financial resources and operating plan to support the required operating funds, capital expenditures, research and development fees, debt repayment and dividend payments in the next 12 months to achieve an overall balanced capital structure.

Key management personnel of the Group review the capital structure periodically. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders and the amount of new debt issued or existing debt redeemed.

26. FINANCIAL INSTRUMENTS

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

  • 1) Fair value hierarchy

The Corporation’s financial assets and liabilities at FVTPL are measured at fair value using Level 2 inputs, and the financial assets at FVTOCI are measured at fair value using Level 1 inputs and Level 3 inputs.

  • 2) Valuation techniques and inputs applied for the purpose of Level 2 fair value measurement

Financial Instruments Valuation Techniques and Inputs Derivatives - foreign currency Discounted cash flow. forward contracts

Future cash flows are estimated based on observable forward exchange rates at the end of the reporting period and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

  • b. Categories of financial instruments
Financial assets
FVTPL
Mandatorily classified as at FVTPL

Financial assets at amortized cost (1)
Financial assets at FVTOCI
Equity instruments
Financial liabilities
FVTPL
Mandatorily classified as at FVTPL
Financial liabilities at amortized cost (2)
**December 31 **
2020
2019
$ 128
$ 2,584
9,012,385
6,920,057
944,234
1,026,394
7,327
29
18,653,149
22,938,768

187

  • 1) The balances included financial assets measured at amortized cost, which comprise cash and cash equivalents, notes receivable (including from related parties), trade receivables (including from related parties), financial assets at amortized cost - non-current and refundable deposits.

  • 2) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes payable, trade payables (including from related parties), other payables and long-term borrowings (including those due within one year).

  • c. Financial risk management objectives and policies

The Group’s major financial instruments include equity and debt investments, trade receivables, trade payables, lease liabilities, bills payable and borrowings. The Group’s corporate treasury function provides services to the business, monitors and manages the financial risks relating to the operations of the Group. These risks include market risk (including foreign currency risk and interest rate risk), credit risk and liquidity risk.

The plans for material treasury activities are reviewed by the audit committee and the board of directors in accordance with procedures required by relevant regulations and internal controls.

1) Market risk

The Group entered into some derivative financial instruments, mainly forward foreign exchange contracts, to manage its exposure to foreign currency risk arising on translation of sales and receivables from the export of precision component to USA, Germany, Japan and China.

There had been no change to the Group’s exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Group’s operating activities and net investment in foreign operations are denominated in foreign currencies. Consequently, the Group is exposed to foreign currency risk. To protect against reductions in value and the volatility of future cash flows caused by changes in foreign exchange rates, the Group utilizes foreign exchange forward contracts to hedge its currency exposure. These instruments help to reduce, but do not eliminate, the impact of foreign currency exchange rate movements.

Since the Group’s net investments in foreign operations are held for strategic purposes, they are not hedged.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities and derivatives exposed to foreign currency risk at the end of the reporting period are set out in Note 30.

Sensitivity analysis

The sensitivity analysis of foreign currency risk used when reporting foreign currency risk internally to key management personnel mainly focuses on foreign currency denominated monetary items at the end of the reporting period. When the NTD had increased by 1% against the relevant foreign currency, the post-tax profit for the years ended December 31, 2020 and 2019 would have decreased by $52,413 thousand and $40,946 thousand, respectively.

188

b) Interest rate risk

The Group is exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates.

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Deposits in bank

Lease liabilities
Short-term bills payable
Short-term borrowings
Long-term borrowings
Cash flow interest rate risk
Deposits in bank
Short-term borrowings
Long-term borrowings
Sensitivity analysis
December 31
2020
2019
$ 240,872
$ 222,926
579,112
640,378
19,936
-
162,350
2,020,000
269,723
302,923
2,270,615
1,720,881
5,379,695
7,742,417
7,895,804
9,049,620

For floating rate liabilities, the analysis was prepared assuming the amount of the liabilities outstanding at the end of the reporting period was outstanding for the whole year. A 1% increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 1% higher and all other variables were held constant, the Group’s post-tax profit for the years ended December 31, 2020 and 2019 would have decreased by $88,039 thousand and $120,569 thousand, respectively.

2) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. At the end of the reporting period, the counterparties are all creditworthy organizations; thus, no significant credit risk is expected.

The counterparties of the Group’s trade receivables cover a large number of customers, spread across diverse industries. Ongoing credit evaluation is performed on the financial condition of the counterparties of trade receivables.

The Group’s concentration of credit risk by geographical locations was mainly in Asia, which accounted for 71% and 70% of the total trade receivables as of December 31, 2020 and 2019, respectively.

3) Liquidity risk

The Group manages liquidity risk by monitoring and maintaining a level of cash deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

189

The Group relies on bank borrowings as a significant source of liquidity. As of December 31, 2020 and 2019, the Group had available unutilized bank loan facilities of $10,999,568 thousand and $6,445,816 thousand, respectively.

The following table details the Group’s remaining contractual obligations for its financial liabilities with agreed repayment periods. The tables below had been drawn up based on the undiscounted contractual maturities of the financial liabilities.

December 31, 2020
Non-derivative financial liabilities
Non-interest bearing

Lease liabilities

Fixed interest rate liabilities

Variable interest rate liabilities



Derivative financial liabilities

Foreign exchange forward contracts


December 31, 2019
Non-derivative financial liabilities
Non-interest bearing

Lease liabilities

Fixed interest rate liabilities

Variable interest rate liabilities




Derivative financial liabilities

Foreign exchange forward contracts
Less Than
1 Year
$ 4,925,641


138,890

240,599
6,594,550

$ 11,899,680

$ 7,327

$ 3,823,808


169,695

2,063,432
9,218,270

$ 15,275,205

$ 29
1-5 Years
$ -

261,123
189,407

3,275,515

$ 3,726,045

$ -

$ -

351,492
152,468

3,658,858

$ 4,162,818

$ -
5+ Years
$ -
130,049
22,003

3,405,434
$ 3,557,486
$ -
$ -
188,578
107,023

3,914,909
$ 4,210,510
$ -

Additional information about the maturity analysis for lease liabilities:

Less than 1
Year
December 31, 2020
Lease liabilities
$ 138,890

December 31, 2019
Lease liabilities
$ 169,695
1-5 Years

$ 261,123

$ 351,492
5-10 Years 10-15 Years 15-20 Years
$ 75,428
$ 45,547
$ 9,074
$ 110,698
$ 57,475
$ 20,405

190

27. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Corporation and its subsidiaries, which are related parties of the Corporation, have been eliminated on consolidation and are not disclosed in this note. Details of significant transactions between the Group and other related parties are disclosed below.

  • a. Related party name and categories

Related Party Relationship with the Group HIWIN S.R.O. Associate Mega-Fabs Motion Systems Ltd. (Mega-Fabs) Associate Coventry Matrix Technologies Ltd. Other related party (until July 1, 2019) HIWIN Mikrosystem Other related party HIWIN Investment and Holding Corporation Other related party (HIWIN Investment Corporation) HIWIN Technologies Foundation in Education Other related party (HIWIN Education Foundation) All Horng Gear Industry Co., Ltd Other related party Taiwan Gong Ji Chang Co., Ltd Other related party

  • b. Operating transactions

1) Sales of goods
Associates

Others

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 163,387


110,489

$ 273,876
2019
$ 189,870

64,704
$ 254,574

Due to the differences in product specifications, the selling prices of goods sold to related parties and those sold to third parties are not comparable. The selling price is quoted at cost plus a reasonable margin based on the market and competitor pricing.


2) Purchases of goods
Others

Associates

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 510,697


28

$ 510,725
2019
$ 624,496

-
$ 624,496

The products purchased from related parties and those from third parties are not the same; therefore, their prices are not comparable.

191

3) Other operating transactions


Non-operating income - dividend income (classified as other
revenue)
HIWIN Mikrosystem


Non-operating income - other income

Others


Manufacturing and operating expenses

Others

Operating expenses - donations
HIWIN Education Foundation

4) Notes receivable
Others

5) Trade receivables
Associates

Others


6) Other receivables (classified as other current assets)
Others

7) Trade payables
Others

8) Other payables
Others

c. Acquisition of property, plant and equipment

Others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31







2020
2019
$ 375
$ 7,613
$ 274
$ 2,347
$ 3,950
$ 3,031
$ 8,400
$ 18,000
**December 31 **






2020
2019
$ 693
$ 878
$ 8,854
$ 15,724

7,357

1,628
$ 16,211
$ 17,352
$ 231
$ 515
$ 111,356
$ 131,925
$ 1,165
$ 554
Purchase Price
**For the Year Ended December 31 **
2020
$ 8,749
2019
$ 5,400

192

  • d. Acquisition of intangible assets (classified as other non-current assets)

Others

Purchase Price
For the Year
Ended
December 31,
2019
$ 1,372
  • e. Lease arrangements

Lease arrangements represented the lease prices of the Corporation’s factory. The lease prices were determined in accordance with mutual agreements and were based on the market price of the nearby factories and the lease area. The rental expenses were paid monthly.


Acquisition of right-of-use assets
Others

Lease liabilities
Others


Finance costs
Others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020
2019

$ -
$ 8,303
December 31
2020
2019

$ 2,051
$ 6,304
For the Year Ended December 31
2020
$ 58
2019
$ 44
  • f. Acquisition of financial assets
Related Party
Category
Line Item
HIWIN Investment
Corporation
Investment accounted for
using the equity method
Compensation of key management personnel
Short-term employee benefits
Post-employment benefits
Share-based payments
Termination benefits
For the Year Ended December 31, 2020 For the Year Ended December 31, 2020 For the Year Ended December 31, 2020 For the Year Ended December 31, 2020
Number of
Shares (%)
31






Underlying
Assets
Purchase Price
HIWIN
Schweiz
$ 200,000
For the Year Ended December 31





2020
$ 217,291

1,269
1,087

1,060

$ 220,707
2019
$ 228,297
770
-

952
$ 230,019
  • g. Compensation of key management personnel

193

The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.

28. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets had been pledged or mortgaged as collateral for short-term, long-term bank loans and discounted notes receivable:

Property, plant and equipment

Notes receivable
Right-of-use assets
Pledged deposits (classified as other current assets)

December 31 December 31


2020
$ 16,297,167

162,350
75,682

2,000

$ 16,537,199
2019
$ 16,769,287
-
76,142

5,300
$ 16,850,729

29. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  • a. As of December 31, 2020 and 2019, unused letters of credit for purchases of raw materials and machinery and equipment amounted to $186,454 thousand and $150,507 thousand, respectively.

  • b. As of December 31, 2020 and 2019, commitment for acquisition of property, plant and equipment amounted to $722,762 thousand and $1,275,485 thousand, respectively.

30. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies of the entities in the Group and the related exchange rates between foreign currencies and respective functional currencies are as follows:

Financial assets
Monetary items
USD

EUR
JPY
RMB
Non-monetary items
USD
ILS
Financial liabilities
Monetary items
USD
EUR
JPY
RMB
December 31, 2020
Foreign
Currencies
Exchange
Rate
Carrying
Amount
$ 19,309
28.480
$ 549,928
25,457
35.02
891,513
2,081,325
0.2763
575,070
1,102,378
4.377
4,825,108
804
28.480
22,910
13,639
8.740
119,202
2,871
28.480
81,765
1,563
35.02
54,743
497,249
0.2763
137,390
3,688
4.377
16,140
December 31, 2019
Foreign
Currencies
Exchange
Rate
Carrying
Amount
$ 17,384
29.980
$ 521,175

28,963
33.59
972,871

1,957,608
0.2760
540,300

758,276
4.305
3,264,379

5,017
29.980
150,410

11,397
8.666
98,764

3,168
29.980
94,979

747
33.59
25,098

179,855
0.2760
49,640

2,501
4.305
10,765

194

The Group is mainly exposed to the USD, EUR, JPY and RMB. The following information was aggregated by the functional currencies of the entities in the Group, and the exchange rates between the respective functional currencies and the presentation currency were disclosed. The significant (realized and unrealized) foreign exchange gains (losses) are as follows:

Foreign
Currencies
NTD
For the Year Ended December 31 For the Year Ended December 31
2020
Exchange Rate
Net Foreign
Exchange Gain
1 (NTD:NTD)
$ 169,705
2019

Exchange Rate
Net Foreign
Exchange Loss
1 (NTD:NTD)
$ (171,597)

31. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others. (Table 1)

  • 2) Endorsements/guarantees provided. (Table 2)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint controlled entities). (Table 3)

  • 4) Marketable securities acquired and disposed at costs or prices at least NT$300 million or 20% of the paid-in capital. (None)

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital. (None)

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital. (Table 4)

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 5)

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 6)

  • 9) Trading in derivative instruments. (Notes 7 and 26)

  • 10) Other: intercompany relationships and significant intercompany transactions. (Table 7)

  • 11) Information on investees. (Table 8)

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area. (Table 9)

195

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period. (None)

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period. (Tables 5 and 7)

    • c) The amount of property transactions and the amount of the resultant gains or losses. (None)

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the year and the purposes. (None)

    • e) The highest balance, the end of year balance, the interest rate range, and total current period interest with respect to financing of funds. (None)

    • f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services. (None)

  • c. Information of major shareholders: List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 10)

33. SEGMENT INFORMATION

Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. The Group’s reportable segments are linear guideways, ballscrews and others.

  • a. Segment revenue and results

The following was an analysis of the Group’s revenue and results from continuing operations by reportable segment.


reportable segment.
Linear guideways

Ballscrews
Others

Total from continuing operations

Subsidy revenue
Finance costs
Share of profit of associates
accounted for using the equity
method
Interest income
Gain from bargain purchase
Other income
Gain (loss) on disposal of property,
plant and equipment
Net foreign exchange gain (loss)
For the Year Ended December 31
Segment Revenue
2020
2019
$ 13,959,404 $ 13,667,485
3,942,252
3,545,332

3,365,003

2,996,981
$ 21,266,659
$ 20,209,798
Segment Profit


2020
$ 13,959,404
3,942,252

3,365,003

$ 21,266,659


2020
$ 1,829,781

211,865

(309,172)

1,732,474
123,581
(220,921)
33,700
13,082
46,271
126,497
340,046
186,774
2019
$ 2,667,167

242,031

(508,308)

2,400,890
53,743

(197,357)
15,857

11,147
-
161,547
(12,077)

(179,342)
(Continued)

196

Other expenses
Valuation loss on financial assets
(liabilities) at FVTPL
Impairment loss
Profit before income tax
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
Segment Revenue
2020
2019

Segment Profit


2020
$ (31,043)
(46,990)

-

$ 2,303,471
2019
$ (24,665)
15,433

(35,327)
$ 2,209,849
(Concluded)

Segment revenue reported above represents revenue generated from external customers. The intersegment sales are eliminated for the years ended December 31, 2020 and 2019.

Segment profit represented the profit before tax earned by each segment without subsidy revenue, finance costs, share of profit of associates accounted for using the equity method, interest income, gain from bargain purchase, other income, gain (loss) on disposal of property, plant and equipment, net foreign exchange gain (loss), other expenses, valuation loss on financial assets (liabilities) at FVTPL, impairment loss and income tax expense. This was the measure reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance.

b. Segment total assets and liabilities

The Group had not reported segment assets and liabilities information to the chief operating decision maker. Thus, no disclosure is made.

c. Geographical information

The Group operates in Taiwan, Germany, China, Japan, and USA.

The Group’s revenue from continuing operations from external customers and information about its non-current assets by location of assets are detailed below.

Taiwan

China

Germany

USA

Japan

Others


Revenue from
External Customers
Year Ended December 31
2020
2019
$ 11,875,478
$ 10,800,977


3,099,527
2,162,162

2,739,620
3,195,886

1,020,183
1,045,061

783,389
1,292,002

1,748,462

1,713,710

$ 21,266,659
$ 20,209,798
Non-current Assets Non-current Assets
December 31







2020
$ 11,875,478


3,099,527

2,739,620

1,020,183

783,389

1,748,462

$ 21,266,659


2020
$ 25,946,455

1,847,400
1,200,595
439,601
821,610

388,083

$ 30,643,744
2019
$ 27,303,788
1,540,602
1,073,117
474,973
845,519

380,451
$ 31,618,450
  • d. Information about major customers
Customer A

Customer B
**For the Year Ended December 31 ** **For the Year Ended December 31 **
2020
Amount
%
$ 3,965,792
19

2,568,011
12
2019
Amount
%
$ 2,292,954
11
2,365,611
12

197

TABLE 1

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

No. Lender Borrower Financial Statement
Account
Related
Party
Highest Balance
for the Period
(Note 4)
Ending Balance
(Note 4)
Actual Amount
Borrowed
(Note 5)
Interest
Rate
Nature of
Financing
(Note 2)

Business Transaction
Amount

Reasons
for
Short-term
Financing

Allowance
for
Impairment
Loss
Collateral Collateral Financing
Limit for
Each
Borrower
(Note 1)
Aggregate
Financing
Limit
(Note 3)
Item Value
0
0
0
0
The Corporation
The Corporation
The Corporation
The Corporation
HIWIN Japan
HIWIN Italy
HIWIN Korea
Matrix
Other receivables from
related parties
Other receivables from
related parties
Other receivables from
related parties
Other receivables from
related parties
Yes
Yes
Yes
Yes
$ 320,165
155,289
166,619
39,640
$ 224,911

31,269

-

-
$ 224,911

31,269

-

-
1.49%
1.49%
1.49%
1.49%
1
1
2
2
Sales
$560,400
Sales
457,788
-
-
-
-
Operating
capital
Operating
capital
$ -
-
-
-
-
-
-
-
$ -
-
-
-
$ 4,134,319

4,134,319

4,134,319

4,134,319
$ 8,268,638

8,268,638

8,268,638

8,268,638

Note 1: The total amount for lending to a single company shall not exceed 15% of the net assets of the Corporation based on its latest financial statements. For financing provided by the Corporation due to business dealings, other than the aforementioned restrictions, the amount of financing is also limited to the higher of the total purchase or sales amount between the two parties within 1 year from the date of financing or in the most recent year based on the principle that business transactions have already occurred between the two parties.

Note 2: The nature of financing is numbered as follows:

  1. A company that has business dealings with the lender.

  2. A company with short-term financing needs.

Note 3: The total amount of the Corporation’s accumulated financing provided should not exceed 30% of the Corporation’s net assets as shown in its latest financial statements.

Note 4: The ending balance has been approved by the board of directors.

Note 5: Significant intercompany accounts and transactions have been eliminated.

198

TABLE 2

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars and Foreign Currencies)

No. Endorser/Guarantor Endorsee/Guaranteed Party Endorsee/Guaranteed Party Limits on
Endorsement/
Guarantee
Given on
Behalf of
Each Party
(Note 1)

Maximum
Amount
Endorsed/
Guaranteed
During the Year
(Note 3)
Outstanding
Endorsement/
Guarantee at the
End of the Year
(Notes 3 and 4)

Actual Amount
Borrowed
(Note 4)
Amount
Endorsed/
Guaranteed by
Collaterals

Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest
Financial
Statements
(%)
Aggregate
Endorsement/
Guarantee
Limit
(Note 2)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
0
0
0
0
0
0
0
The Corporation
The Corporation
The Corporation
The Corporation
The Corporation
The Corporation
The Corporation
Matrix
HIWIN Italy
Eterbright
HIWIN Singapore
HIWIN Korea
HIWIN Japan
Matrix Precision
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
$ 2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
$ 79,280
( GBP
2,000)

350,800
( EUR
10,000)

2,550,000

177,780
( USD
6,000)

346,680
( USD
12,000)

1,284,318
( JPY 4,660,080)

900,000
$ 77,800
( GBP
2,000)

350,200
( EUR
10,000)

2,250,000

170,880
( USD
6,000)

341,760
( USD
12,000)

734,129
( JPY 2,657,000)

900,000
$ 46,680
( GBP
1,200)

113,015
( EUR
3,227)

1,847,000

32,752
( USD
1,150)

160,912
( USD
5,650)

595,612
( JPY 2,155,671)

599,000
$ -


-


-

-


-


-


-

0.3%

1.3%

8.2%

0.6%

1.2%

2.7%

3.3%
$ 9,646,745

9,646,745

9,646,745

9,646,745

9,646,745

9,646,745

9,646,745
Yes
Yes
Yes
Yes
Yes
Yes
Yes
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note 1: The limit on the endorsements/guarantees provided for a single enterprise is 10% of the Corporation’s net assets as shown in its most recent financial statements. If approved by the board of directors, the amount of endorsements/guarantees provided by the Corporation for its subsidiaries is not subject to the foregoing limitations; however, it must not exceed 50% of the Corporation's net assets in its most recent financial statements.

Note 2: The aggregate endorsement/guarantee limit is 35% of the Corporation’s net assets as shown in its latest financial statements.

Note 3: The ending balance has been approved by the board of directors.

Note 4: The amounts denominated in foreign currencies were converted into New Taiwan dollars based on exchange rate prevailing at the end of last month.

199

TABLE 3

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Holding Company Name Type and Name of Marketable
Securities
Relationship with the
Holding Company
Financial Statement Account December 31, 2020 December 31, 2020 Note
Number of Shares Carrying Amount Percentage of
Ownership
(%)
Fair Value
The Corporation Government bond
Central Government Bond 2012-1
Share capital
HIWIN Mikrosystem
Ever Fortune. AI Co., Ltd.
Taichung International Country Club
Sunengine
King Kong Iron Work Ltd.
Kaland
-
-
-
-
-
-
-
Financial assets at amortized cost - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
-
9,431,363
2,573,000
1
588,149
76,300
323,289
$ 2,906

860,140

45,017

2,650

-

-

36,427
-
8
3
-
10
-
19
$ 2,906
860,140
45,017
2,650
-
-
36,427

Note: For information on the investments in subsidiaries and associates, see Tables 8 and 9.

200

TABLE 4

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Seller Property Event Date Original
Acquisition Date
Carrying
Amount
Transaction
Amount
Collection Gain (Loss) on
**Disposal **
Counterparty Relationship Purpose of Disposal Price Reference Other
Terms
The Corporation Property, plant and
accessory equipment
on Tanxing Section,
Tanzi District,
Taichung City,
Taiwan
2020.7.24 1982.12.31-
2018.12.21
$ 333,136 $ 680,000
(Tax included)
$ 680,000 $ 302,707 SHANG HAO
BIOMEDICAL
TECHNOLOGY
CO., LTD.
None Re-planning and
consolidation of
production plants and
enhancing asset
utilization
Valuation amount of
$652,847 thousand
appraised by Honest
Specialty Appraiser
Group

-

201

TABLE 5

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Company Name Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/Sale Amount
(Note 1)
% to Total Payment Terms Unit Price Payment Terms Ending Balance
(Note 1)

% to Total
The Corporation
HIWIN China
HIWIN Germany
HIWIN Italy
HIWIN Japan
HIWIN USA
HIWIN Korea
Eterbright
HIWIN Singapore
HIWIN China
HIWIN Germany
HIWIN Italy
HIWIN Japan
HIWIN USA
HIWIN Korea
Eterbright
HIWIN Singapore
The Corporation
The Corporation
HIWIN Mikrosystem
HIWIN S.R.O.
The Corporation
The Corporation
The Corporation
HIWIN Mikrosystem
The Corporation
The Corporation
The Corporation
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Parent company
Parent company
Other related parties
Other related parties
Parent company
Parent company
Parent company
Other related parties
Parent company
Parent company
Parent company
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Purchase
Purchase
Purchase
Sale
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
$ (2,496,837)
(1,080,275)
(401,721)
(320,186)
(267,617)
(194,858)
(123,808)
(119,117)
2,496,837
1,080,275
128,255
(155,978)
401,721
320,186
267,617
191,649
194,858
4,828
118,980
119,117

(15%)

(6%)

(2%)

(2%)

(2%)

(1%)

(1%)

(1%)
96%
60%
7%

(6%)
82%
84%
48%
35%
85%
9%
-
84%
O/A 120 days
O/A 90 days
O/A 180 days
O/A 150 days
O/A 120 days
O/A 180 days
T/T 120 days
O/A 120 days
O/A 120 days
O/A 90 days
O/A 90 days
O/A 45 days
O/A 180 days
O/A 150 days
O/A 120 days
O/A 90 days
O/A 180 days
T/T 120 days
-
O/A 120 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 981,980
265,352
314,169
221,840
96,283
73,435
129,817
47,121
(981,980)
(265,352)
(31,797)
8,854
(314,169)
(221,840)
(96,283)
(36,487)
(73,435)
(194)
(129,623)
(47,121)
16%
4%
5%
4%
2%
1%
2%
1%

(97%)

(82%)

(10%)
7%

(86%)

(92%)

(69%)

(26%)

(95%)

(2%)

-

(76%)
(Note 2)

Note 1: Except for HIWIN Mikrosystem for and HIWIN S.R.O., significant intercompany accounts and transactions have been eliminated.

Note 2: Eterbright recognized property, plant and equipment and payables for purchase of equipment in the balance sheets.

202

TABLE 6

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Company Name Related Party Relationship Ending Balance (Note) Turnover Rate Overdue Overdue Amounts Received
in Subsequent
Period
Allowance for
Impairment Loss
Amount Actions Taken
The Corporation HIWIN Japan
HIWIN Japan
HIWIN Germany
HIWIN Italy
HIWIN Italy
HIWIN China
Eterbright
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Trade receivables from related parties
$ 221,840
Other receivables from related parties
225,880
Trade receivables from related parties
265,352
Trade receivables from related parties
314,169
Other receivables from related parties
31,605
Trade receivables from related parties
981,980
Trade receivables from related parties
129,817
1.36
-
4.37
1.29
-
3.15
1.69
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
$ -
32,152
264,303
69,514
31,605
498,278
191
$ -

-

-

-

-

-

-

Note: Significant intercompany accounts and transactions have been eliminated.

203

TABLE 7

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

No. Investee Company Counterparty Relationship (Note 1) Transaction Details Transaction Details
Financial Statement Account Amount (Note 2) Payment Terms % to
Total Sales or Assets
0 The Corporation HIWIN Germany
HIWIN Japan
HIWIN China
HIWIN Italy
HIWIN USA
HIWIN Korea
HIWIN Singapore
Eterbright
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Sales
Trade receivables
Sales
Trade receivables
Other receivables
Sales
Trade receivables
Sales
Trade receivables
Other receivables
Sales
Trade receivables
Sales
Trade receivables
Sales
Trade receivables
Sales
Trade receivables
$ 1,080,275
265,352
320,186
221,840
225,880
2,496,837
981,980
401,721
314,169
31,605
267,617
96,283
194,858
73,435
119,117
47,121
123,808
129,817
O/A 90 days
O/A 90 days
O/A 150 days
O/A 150 days
-
O/A 120 days
O/A 120 days
O/A 180 days
O/A 180 days
-
O/A 120 days
O/A 120 days
O/A 180 days
O/A 180 days
O/A 120 days
O/A 120 days
T/T 120 days
T/T 120 days
5
1
2
-
-
12
2
2
1
-
1
-
1
-
1
-
1
-

Note 1: Relationship of investee company to counterparty: (1) parent company to subsidiary; (2) subsidiary to parent company.

Note 2: Significant intercompany accounts and transactions have been eliminated.

Note 3: Unrealized gains from HIWIN China totaled $83,439 thousand.

204

TABLE 8

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars and Foreign Currencies)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, 2020 December 31, 2020 Net Income
(Loss) of the
Investee
Share of
Profit (Loss)
Note
December 31,
2020

December 31,
2019
Number of
Shares
% Carrying
Amount
The Corporation
HIWIN Germany
HIWIN Germany
HIWIN USA
HIWIN Japan
Mega-Fabs
Eterbright
HIWIN Singapore
HIWIN Korea
Matrix Precision
HIWIN Healthcare Corp.
HIWIN Italy
Matrix
HIWIN Schweiz
HIWIN S.R.O.
HIWIN Schweiz
Germany
United States of America
Japan
Israel
Taiwan
Singapore
Korea
Taiwan
Samoa
Italy
United Kingdom
Switzerland
Czech Republic
Switzerland
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Research, manufacture and sale of drivers and
controllers
Research, development, design, manufacture and sale
of solar cell, electronic components, electric power
supply, electric transmission and power distribution
machinery products
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Research, development, production, manufacture and
sale of gear cutting tools and machinery
Sale of medical robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
Design integrated application, research, development,
manufacture and sale of thread forming machinery
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
Sale of aerospace parts, ballscrews, linear guideways,
and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
$ 224,257
353,844
817,642
42,444
2,983,556
117,550
202,945
603,244
3,108
296,580
461,344
266,300
104
(CZK
70)
3,320
(EUR
72)
$ 224,257

353,844

817,642

42,444

2,983,556

117,550

202,945

603,244

3,108

296,580

461,344

-
104
(CZK
70)
3,320
(EUR
72)

-

2,148,000

54,200

240,000
171,449,427

5,000,000

1,440,000

2,171,075

100,000

-

4,649,500

243,000
-
57,000
100
100
100
40
74
100
100
51
100
100
100
81
32
19
$ 1,934,803
648,513
39,300
152,032
(643,793)
(885)
(85,532)
95,313
2,706
88,729
261,614
206,720
67,800
(EUR
1,936)
45,066
$ 184,400

103,997

(176,778)

48,985

(534,534)

48,063

(21,203)

(212,378)

(32)

28,376

(53,544)

19,398
(Note 1)

19,398
$ 184,400

103,997

(176,778)

19,594

(396,464)

48,063

(21,203)

(115,153)

(32)

28,376

(49,337)

16,110

(Note 1)

-
Subsidiary
Subsidiary
Subsidiary
Investment
accounted for
using the
equity method
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Investment
accounted for
using the
equity method
Subsidiary

Note 1: Exempted from disclosure in accordance with regulations.

Note 2: Except for Mega-Fabs and HIWIN S.R.O., the remaining investee companies are all consolidated entities and the significant intercompany accounts and transactions have been eliminated.

Note 3: For information on investments in mainland China, see Table 9.

205

TABLE 9

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Investee Company Main Businesses and Products Main Businesses and Products Paid-in Capital Method of
Investment
Method of
Investment
Accumulated
Outward
Remittance for
Investments from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Remittance of Funds Accumulated
Outward
Remittance for
Investments from
Taiwan as of
December 31,
2020
Net Income
(Loss) of the
Investee
% Ownership
of Direct or
Indirect
Investment
Investment
Gain (Loss)
Carrying
Amount as of
December 31,
2020
Accumulated
Repatriation of
Investment
Income as of
December 31,
2020
Outward Inward
YIFU Finance
HIWIN China
Luren Shanghai
Suzhou Matrix
Finance leasing
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Sale of gear cutting tools and machinery
Sale of gear cutting tools and machinery
$ 239,602
(USD
8,413)
1,498,040
(RMB 300,000)

14.047
(USD
439)

9,076
(RMB
2,000)
(Note 1)
(Note 2)
(Note 2)
(Note 2)
$ 139,733
(USD
5,017)
1,498,040
(RMB 300,000)
14,047
(USD
439)
9,076
(RMB
2,000)
$ -
-
-
-
$ 120,477
(USD
4,213)

-

-

-
$ 19,256
(USD
804)

1,498,040
(RMB 300,000)

14,047
(USD
439)

9,076
(RMB
2,000)
$ (34,829)
70,402
(6,790)
153
19
100
51
51
(Note 3)
$ 70,402
(Notes 4 and 6)
(3,686)
(Notes 4 and 6)
83
(Notes 4 and 6)
$ 36,427
1,798,349
(Note 6)
2,183
(Note 6)
2,797
(Note 6)
$ 110,732
(USD
3,614)

-

-

-
Investor Company Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2020
Investment Amounts Authorized by the
Investment Commission, MOEA
Upper Limit on the Amount of Investments
Stipulated by the Investment Commission,
MOEA
The Corporation $ 1,517,296
(USD 804 and RMB 300,000)
$ 1,583,660
(USD 9,500 and RMB 300,000)
(Note 5)
Matrix Precision $ 23,123
(USD 439 and RMB 2,000)
$ 23,123
(USD 439 and RMB 2,000)
$ 58,733
(Note 5)

Note 1: The investment in the company in mainland China was made through reinvestment in an existing company established in a third country.

Note 2: The investment in mainland China was made directly.

Note 3: The investment in Kaland was accounted for as a financial asset measured at FVTOCI; thus, no investment gain or loss was recognized.

Note 4: The investment gain (loss) is recognized according to the financial statements audited by the Corporation’s independent auditors.

  • Note 5: Calculated in accordance with the “Regulations on Screening and Approval of Investment and Technical Cooperation in Mainland China” issued by the Investment Commission of the Ministry of Economic Affairs, the Corporation has been certified by the Industrial Development Bureau of the Ministry of Economic Affairs as an enterprise that has conformed to the scope of operations of the headquarters; therefore, there is no investment limit. The upper limit on the amount of investments in Matrix Precision is 60% of the net assets of Matrix Precision.

Note 6: Significant intercompany accounts and transactions have been eliminated.

206

TABLE 10

HIWIN TECHNOLOGIES CORPORATION

INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2020

Name of Major Shareholder Shares
Number of Shares Percentage of
Ownership
HIWIN Investment Corporation 22,363,669 6.75%
  • Note 1: The information on major shareholders disclosed in the table above was calculated by the Taiwan Depository & Clearing Corporation based on the number of ordinary and preference shares held by shareholders with ownership of 5% or greater, that had completed dematerialized registration and delivery (including treasury shares) as of the last business day of the current quarter. The share capital recorded in the consolidated financial statements may differ from the number of shares that have completed dematerialized registration and delivery due to differences in the basis of preparation.

  • Note 2: If the above information is related to shareholders who have delivered their shares held to a trust, the information is separately disclosed by each trustor's account opened by the trustee. As for the declaration of insider shareholdings exceeding 10% in accordance with the securities and exchange act, the shareholdings include the shares held by the shareholder as well as those that have been delivered to the trust and for which the shareholder has the right to determine the use of trust property. For information on the declaration of insider shareholdings, refer to the Market Observation Post System website of the TWSE.

207

Appendix ii : Independent Financial Report of Recent Year audited and signed by CPA

The Board of Directors and Shareholders Hiwin Technologies Corporation

Opinion

We have audited the accompanying financial statements of Hiwin Technologies Corporation (the “Company”), which comprise the balance sheets as of December 31, 2020 and 2019, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, 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 auditing standards generally accepted in 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 Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for 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 financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters of the Company’s financial statements for the year ended December 31, 2020 are as follows:

Revenue Recognition

The sales of the Company mainly rely on distribution channels. Revenue from the sale of goods is recognized when the Company satisfies the performance obligations. There is a risk that revenue might be recognized even when specific conditions have not been satisfied. Because of the risk of misstatement and materiality of sales revenue generated by distribution channels, we identified sales revenue as a key audit matter. The accounting policy on sales revenue recognition is disclosed in Note 4 to the financial statements.

Our key audit procedures performed in respect of revenue recognition included the following:

  1. We understood the internal controls and evaluated the design and implementation of key controls, and tested the operating effectiveness of relevant controls over order acceptance and shipping procedures; we selected sample sales transactions of distribution channels and verified that order receipts and the timing of the revenue recognition were in accordance with the terms of transaction.

  2. We validated the terms of transactions against sales contracts and orders from major distributors to

208

ensure the consistency between terms of transaction and the timing of the revenue recognition; we tested the records of sales returns against source documents and checked whether there was any unusual item during the year and after the balance sheet date.

Valuation and Impairment Assessment of Inventory

As of December 31, 2020, the carrying amount of inventory was $3,675,909 thousand. Such carrying amount of inventory is measured at the lower of cost or net realizable value, which subject to the management’s judgment and estimation uncertainty. Therefore, valuation and impairment assessment of inventory was identified as a key audit matter. The accounting policy on the valuation and impairment assessment of inventory and the details of inventory are disclosed in Notes 4, 5 and 10 to the financial statements.

Our key audit procedures performed in respect of the valuation and impairment assessment included the following:

  1. We understood the related internal controls and procedures on the valuation of inventory and assessed that impairment assessment was in accordance with the approved procedures.

  2. We assessed the reasonableness of allowance for impairment of inventory by reference to aging of inventories and the level of inventory consumed and sold during the year.

  3. We tested the net realizable value of sample inventory items against the selling price, and checked the completeness and accuracy of the net realizable value.

  4. We compared the net realizable value of the sample inventory items with the carrying amount to confirm that the carrying amount of inventory did not exceed its net realizable value.

  5. We evaluated the adequacy of provision for obsolete and damaged inventories during our observation of inventory counts.

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the 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 financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the 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.

209

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

  1. Identify and assess the risks of material misstatement of the 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 financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the 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 entities or business activities within the Company to express an opinion on the 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.

210

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 financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors’ report are Done-Yuin Tseng and Li-Tung Wu.

Deloitte & Touche Taipei, Taiwan Republic of China March 23, 2021

Notice to Readers

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

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

211

HIWIN TECHNOLOGIES CORPORATION

BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)

Financial assets at fair value through profit or loss - current (Notes 4 and 7)
Notes receivable from unrelated parties, net (Notes 4 and 9)
Trade receivables from unrelated parties, net (Notes 4 and 9)
Trade receivables from related parties, net (Notes 4 and 26)
Inventories (Notes 4, 5 and 10)
Other current assets (Note 26)

Total current assets

NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income - non-current (Notes 4 and 8)
Financial assets at amortized cost - non-current (Note 4)
Investments accounted for using the equity method (Notes 4, 11, 22, 23 and 26)
Property, plant and equipment (Notes 4, 12, 26 and 27)
Right-of-use assets (Notes 4, 13 and 26)
Deferred tax assets (Notes 4 and 20)
Prepayments for machinery and equipment (Notes 14 and 26)
Refundable deposits (Note 4)
Other non-current assets (Notes 4 and 26)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 15 and 27)

Financial liabilities at fair value through profit or loss - current (Notes 4 and 7)
Contract liabilities - current (Note 4)
Notes payable
Trade payables to unrelated parties
Trade payables to related parties (Note 26)
Other payables (Notes 16 and 26)
Current tax liabilities (Notes 4 and 20)
Lease liabilities - current (Notes 4, 13 and 26)
Current portion of long-term borrowings (Notes 15 and 27)
Other current liabilities (Note 4)

Total current liabilities

NON-CURRENT LIABILITIES
Long-term borrowings (Notes 15 and 27)
Deferred tax liabilities (Notes 4 and 20)
Lease liabilities - non-current (Notes 4, 13 and 26)
Net defined benefit liabilities - non-current (Notes 4 and 17)
Guarantee deposits
Credit balance for investments accounted for using the equity method (Notes 4 and 11)
Other non-current liabilities (Note 15)

Total non-current liabilities

Total liabilities

EQUITY
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Unappropriated earnings
Other equity

Total equity

TOTAL
2020
Amount
%
$ 1,333,122
3
128
-
51,500
-
3,916,607 10
2,152,891
5
3,675,909
9

472,616

1


11,602,773
28

944,234
2
2,906
-
5,228,078 12
21,629,762 52
236,881
1
300,492
1
1,713,968
4
10,385
-

144,458

-


30,211,164
72

$ 41,813,937
100

$ 1,980,000
5
7,327
-
20,397
-
8,762
-
3,056,834
7
12,397
-
1,151,080
3
259,185
1
48,593
-
982,093
2

45,010

-


7,571,678
18

4,974,625 12
521,597
1
189,008
-
263,247
1
984
-
730,210
2

460

-


6,680,131
16


14,251,809
34

3,308,663
8
5,600,568 13
2,892,584
7
15,363,677 37

396,636

1


27,562,128
66

$ 41,813,937
100
2019
Amount
%
$ 1,088,132
3

2,584
-

52,217
-

2,953,386
7

1,626,173
4

4,986,384 12

452,691

1

11,161,567
27

1,023,074
2

2,922
-

4,623,599 11

22,336,826 53

238,352
1

328,317
1

2,226,117
5

17,007
-

36,424

-

30,832,638
73
$ 41,994,205
100
$ 6,490,000 15

29
-

32,173
-

8,581
-

2,031,328
5

27,412
-

1,037,711
3

35,855
-

50,676
-

1,238,479
3

46,497

-

10,998,741
26

6,060,651 14

399,718
1

188,911
-

240,154
1

100
-

362,677
1

-

-

7,252,211
17

18,250,952
43

3,095,789
7

3,236,274
8

2,706,052
7

14,410,303 34

294,835

1

23,743,253
57
$ 41,994,205
100




























































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

212

HIWIN TECHNOLOGIES CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

SALES (Notes 4 and 26)

COST OF GOODS SOLD (Notes 10, 19 and 26)

GROSS PROFIT
REALIZED GAIN (Note 4)

REALIZED GROSS PROFIT

OPERATING EXPENSES (Notes 19 and 26)
Selling and marketing expenses
General and administrative expenses
Research and development expenses

Total operating expenses

PROFIT FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
Subsidy revenue (Note 4)
Finance costs (Notes 4, 19 and 26)
Share of profit or loss of subsidiaries and associates
accounted for using the equity method (Notes 4
and 11)
Interest income (Notes 4 and 26)
Gain from bargain purchase (Note 4)
Other income (Note 26)
Gain (loss) on disposal of property, plant and
equipment (Note 4)
Net foreign exchange gain (loss) (Notes 4 and 29)
Other expenses
Valuation gain (loss) on financial assets (liabilities)
at fair value through profit or loss (Note 4)

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Notes 4 and 20)

NET PROFIT FOR THE YEAR
2020
Amount
%
$ 16,783,132 100

12,933,183
77

3,849,949 23

117,570

1


3,967,519
24

267,447
2
723,872
4

800,216

5


1,791,535
11


2,175,984
13

16,582
-
(118,576) (1)
(288,024) (2)
7,925
-
46,271
-
101,013
1
334,842
2
167,947
1
(643)
-

(46,990)

-


220,347

1

2,396,331 14

466,601

3


1,929,730
11
2019

































Amount
%
$ 14,831,319 100

10,631,630
72

4,199,689 28

570,527

4

4,770,216
32

324,517
2

636,079
5

891,040

6

1,851,636
13

2,918,580
19

20,223
-

(103,690) (1)

(479,416) (3)

8,114
-

-
-

122,408
1

(5,191)
-

(170,970) (1)

(606)
-

15,433

-

(593,695)
(4)

2,324,885 15

459,569

3

1,865,316
12
(Continued)

213

HIWIN TECHNOLOGIES CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE INCOME (LOSS)
(Note 4)
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans (Note 17)
Unrealized gain (loss) on investment in equity
instruments at fair value through other
comprehensive income
Share of other comprehensive income (loss) of
subsidiaries and associates accounted for using
the equity method
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 20)


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating foreign
operations
Share of the other comprehensive income (loss) of
subsidiaries and associates accounted for using
the equity method
Income tax relating to items that may be
reclassified subsequently to profit or loss
(Note 20)


Other comprehensive income (loss) for the year,
net of income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

EARNINGS PER SHARE (Note 21)
Basic

Diluted
2020
Amount
%
$ (74,368)
-
29,031
-
45,464
-

14,874

-


15,001

-

90,880
1
66
-

(18,176)

-


72,770

1


87,771

1

$ 2,017,501
12

$ 6.05

$ 6.03
2019




















Amount
%
$ 38,754
-

64,130
1

1,634
-

(7,751)

-

96,767

1

(167,408) (1)

(514)
-

33,482

-

(134,440)
(1)

(37,673)

-
$ 1,827,643
12
$ 5.85
$ 5.83

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

(Concluded)

214

HIWIN TECHNOLOGIES CORPORATION

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Dividends Per Share)

BALANCE AT JANUARY 1, 2019

Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - NT$7.0 per share
Share dividends - NT$0.3 per share


Difference between consideration received or paid and the carrying amount of the subsidiaries' net assets
during actual disposal or acquisition

Disposals of investments in equity instruments designated as at fair value through other comprehensive
income

Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended December 31, 2019, net of income tax

Total comprehensive income (loss) for the year ended December 31, 2019

BALANCE AT DECEMBER 31, 2019

Appropriation of 2019 earnings
Legal reserve
Cash dividends - NT$1.8 per share
Share dividends - NT$0.3 per share


Issuance of ordinary shares for cash

Difference between consideration received or paid and the carrying amount of the subsidiaries' net assets
during actual disposal or acquisition

Changes in percentage of ownership interests in subsidiaries

Share-based payments

Disposals of investments in equity instruments designated as at fair value through other comprehensive
income

Net profit for the year ended December 31, 2020
Other comprehensive income (loss) for the year ended December 31, 2020, net of income tax

Total comprehensive income (loss) for the year ended December 31, 2020

BALANCE AT DECEMBER 31, 2020
Ordinary Shares
(Note 18)
$ 3,005,620

-
-
-

90,169


90,169


-


-

-

-


-


3,095,789

-
-

92,874


92,874


120,000


-


-


-


-

-

-


-

$ 3,308,663
Capital Surplus
(Note 18)
$ 3,236,274

-
-
-

-


-


-


-

-

-


-


3,236,274

-
-

-


-


2,215,000


-


84,098


65,196


-

-

-


-

$ 5,600,568
Retained Earnings (Note 18) Retained Earnings (Note 18) Unappropriated
Earnings
$ 15,145,659

(539,226 )
250,940
(2,103,934 )

(90,169)


(2,482,389)


(160,915)


9,995

1,865,316

32,637


1,897,953


14,410,303

(186,532 )
(557,242 )

(92,874)


(836,648)


-


(125,678)


-


-


42,136

1,929,730

(56,166)


1,873,564

$ 15,363,677
Other Equity (Note 4)
Unrealized
Exchange
Gain (Loss) on
Differences on
Translating the
Financial
Financial
Assets at Fair
Value Through
Statements of
Other
Foreign
Operations
Comprehensive
Income
$ (275,194)
$ 650,334

-
-
-
-
-
-

-

-


-

-


-

-


-

(9,995)

-
-

(134,440)

64,130


(134,440)

64,130


(409,634)

704,469

-
-
-
-

-

-


-

-


-

-


-

-


-

-


-

-


-

(42,136)

-
-

72,770

71,167


72,770

71,167

$ (336,864)
$ 733,500
Total Equity
$ 24,180,459
-
-
(2,103,934 )

-

(2,103,934)

(160,915)

-
1,865,316

(37,673)

1,827,643

23,743,253
-
(557,242 )

-

(557,242)

2,335,000

(125,678)

84,098

65,196

-
1,929,730

87,771

2,017,501
$ 27,562,128

















Exchange
Differences on
Translating the
Financial
Statements of
Foreign
Operations
$ (275,194)

-
-
-

-


-


-


-

-

(134,440)


(134,440)


(409,634)

-
-

-


-


-


-


-


-


-

-

72,770


72,770

$ (336,864)

















Legal Reserve
$ 2,166,826

539,226
-
-

-


539,226


-


-

-

-


-


2,706,052

186,532
-

-


186,532


-


-


-


-


-

-

-


-

$ 2,892,584
Special Reserve
$ 250,940

-
(250,940 )
-

-


(250,940)


-


-

-

-


-


-

-
-

-


-


-


-


-


-


-

-

-


-

$ -

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

215

HIWIN TECHNOLOGIES CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for :
Depreciation expenses
Amortization expenses
Expected credit loss recognized (reversed) on trade receivables
Net loss (gain) on fair value changes of financial assets and
liabilities at fair value through profit or loss
Finance costs
Interest income
Dividend income
Compensation costs of employees’ share-based payments
Share of profit or loss of subsidiaries and associates
Loss (gain) on disposal of property, plant and equipment
Impairment loss recognized on non-financial assets
Realized gains
Unrealized foreign currency exchange loss (gain), net
Gain from bargain purchase
Others
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through profit
or loss
Notes receivable
Trade receivables

Inventories
Other current assets
Contract liabilities
Notes payable
Trade payables
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated from operations
Interest received
Dividend received
Interest paid
Income taxes paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
Proceeds from sale of financial assets at fair value through other
comprehensive income
2020
$ 2,396,331

1,727,817
16,667
(4,952)
7,199
118,576
(7,925)
(35,495)
65,196
288,024
(334,842)
89,000
(117,570)
(94,428)
(46,271)
(1,858)
2,555
724
(1,390,155)
1,462,971
(19,911)
(11,776)
181
1,010,080

123,737

(1,487)

(51,275)

5,191,113
7,911
35,495
(126,738)

(96,869)


5,010,912

(12,606)
-
2019
$ 2,324,885
1,662,163
28,586

7,946
(2,555)
103,690

(8,114)

(60,931)
-
479,416

5,191
68,000

(570,527)

74,636

-

(256)
(5,493)
138,818

2,171,372
1,132,494

(78,311)

(72,660)
(3,850)
(3,138,847)
(1,203,349)

(490)

(8,321)
3,043,493
8,106
60,931

(104,454)

(963,161)

2,044,915

(36,000)
7,896
(Continued)

216

HIWIN TECHNOLOGIES CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

Return of capital surplus from financial assets at fair value through
other comprehensive income

Purchase of financial assets at amortized cost
Proceeds from disposal of financial assets at amortized cost
Net cash outflow on acquisition of subsidiaries (Note 22)
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease (increase) in refundable deposits
Increase in other non-current assets
Increase in prepayments for machinery and equipment

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from short-term borrowings

Proceeds from long-term borrowings
Repayments of long-term borrowings

Increase (decrease) in guarantee deposit received
Repayment of the principal portion of lease liabilities
Dividends paid
Proceeds from issuance of ordinary shares
Acquisition of additional shares of subsidiary

Net cash generated from (used in) financing activities

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
2020
$ 120,477

-
-
(66,300)
(610,135)
674,477
6,622
(125,645)

(418,368)


(431,478)

(4,510,000)
223,500
(1,565,479)
884
(61,107)
(557,242)
2,335,000

(200,000)

(4,334,444)

244,990

1,088,132

$ 1,333,122
2019
$ -
(2,922)
2,700

-
(1,400,857)
7,289
(11)

(16,704)
(1,315,851)
(2,754,460)

1,940,000
2,570,460
(1,668,460)
(12,775)

(58,715)
(2,103,934)
-

(302,124)

364,452
(345,093)

1,433,225
$ 1,088,132

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

(Concluded)

217

NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

HIWIN TECHNOLOGIES CORPORATION

1. GENERAL INFORMATION

Hiwin Technologies Corporation (the “Company”) was incorporated on October 11, 1989. It manufactures and sells ballscrews, linear guideways, industrial robots, aerospace automation equipment parts, computer numerical control (CNC) milling machines and medical equipment.

The Company was approved by the Securities and Futures Bureau (SFB), Financial Supervisory Commission (FSC) to become a public company on April 16, 1997. The shares of the Company have been listed on the Taiwan Stock Exchange (TWSE) since June 26, 2009.

The financial statements are presented in the Company’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The financial statements were approved by the Company’s board of directors on March 23, 2021.

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

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

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

  • b. The IFRSs endorsed by the FSC for application starting from 2021
The IFRSs endorsed by the FSC for application starting from 2021
New IFRSs
Amendments to IFRS 4 “Extension of the Temporary Exemption from
Applying IFRS 9”

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
“Interest Rate Benchmark Reform - Phase 2”

Amendment to IFRS 16 “Covid-19-Related Rent Concessions”
Effective Date
Announced by IASB
Effective immediately upon
promulgation by the IASB
January 1, 2021
June 1, 2020

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

218

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
“Annual Improvements to IFRS Standards 2018-2020”

Amendments to IFRS 3 “Reference to the Conceptual Framework”

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Disclosure of Accounting Policies”

Amendments to IAS 8 “Definition of Accounting Estimates”

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

Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a
Contract”
Effective Date
Announced by IASB (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)
January 1, 2022 (Note 4)
January 1, 2022 (Note 5)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 4: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 5: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

  • Note 6: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 7: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

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

219

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • b. Basis of preparation

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

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

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

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

When preparing these financial statements, the Company used the equity method to account for its investments in subsidiaries and associates. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in the financial statements to be the same with the amounts attributable to the owners of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatments between the parent company only basis and the consolidated basis were made to investments accounted for using the equity method, the share of profit or loss of subsidiaries and associates, the share of other comprehensive income of subsidiaries, associates and the related equity items, as appropriate, in these financial statements.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period; and

  • 3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

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

220

d. Foreign currencies

In preparing the financial statements, transactions in currencies other than the company’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of transaction.

For the purpose of presenting the financial statements, the functional currencies of the Company (including subsidiaries and associates in other countries that use currencies which are different from the currency of the Company) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.

  • e. Inventories

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

f. Investments in subsidiaries

The Company uses the equity method to account for its investments in subsidiaries.

A subsidiary is an entity that is controlled by the Company.

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary. The Company also recognizes the changes in the Company’s share of equity of subsidiaries attributable to the Company.

Changes in the Company’s ownership interest in a subsidiary that do not result in the Company losing control of the subsidiary are equity transactions. The Company recognizes directly in equity any difference between the carrying amount of the investment and the fair value of the consideration paid or received.

When the Company’s share of losses of a subsidiary exceeds its interest in that subsidiary (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the subsidiary), the Company continues recognizing its share of further losses.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition is recognized immediately in profit or loss.

221

The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the investee’s financial statements as a whole. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes a reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.

When the Company loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date when control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides this, the Company accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Company had directly disposed of the related assets or liabilities.

Profits or losses resulting from downstream transactions are eliminated in full only in the parent company’s financial statements. Profits and losses resulting from upstream transactions and transactions between subsidiaries are recognized only in the parent company’s financial statements only to the extent of interests in the subsidiaries that are not related to the Company.

  • g. Investment in associates

An associate is an entity over which the Company has significant influence and which is neither a subsidiary nor an interest in a joint venture.

The Company uses the equity method to account for its investments in associates.

Under the equity method, investments in an associate is initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate. The Company also recognizes the changes in the Company’s share of equity of associates.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Company subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates accounted for using the equity method. If the Company’s ownership interest is reduced due to its additional subscription of the new shares of associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

222

When the Company’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the associate), the Company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Company discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Company accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities.

When the Company transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Company’ financial statements only to the extent of interests in the associate that are not related to the Company.

  • h. Property, plant, and equipment

Property, plant and equipment are measured at cost, less recognized accumulated depreciation.

Property, plant and equipment in the course of construction are measured at cost less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.

Except for freehold land which is not depreciated, the depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • i. Intangible assets

  • 1) Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization. Amortization is recognized on a straight-line basis. The estimated useful lives, residual values, and amortization methods are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

223

2) Derecognition of intangible assets

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • j. Impairment of property, plant, and equipment, right-of-use asset and intangible assets

At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset, cash-generating unit or assets related to contract costs in prior years. A reversal of an impairment loss is recognized in profit or loss.

k. Financial instruments

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

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

1) Financial assets

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

  • a) Measurement categories

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost, and equity instruments at FVTOCI.

  • i. Financial asset at FVTPL

Financial asset is classified as at FVTPL when such financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL do not meet the amortized cost criteria or the FVTOCI criteria.

224

Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Fair value is determined in the manner described in Note 25.

  • ii. Financial assets at amortized cost

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

  • i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes receivable, trade receivables, and refundable deposits at amortized cost, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such financial asset, except for:

  • i) Purchased or originated credit-impaired financial asset, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial asset; and

  • ii) Financial assets that are not credit impaired on purchase or origination but have subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

A financial asset is credit impaired when one or more of the following events have occurred:

  • i) Significant financial difficulty of the issuer or the borrower;

  • ii) Breach of contract, such as a default;

  • iii) It is becoming probable that the borrower will enter bankruptcy or undergo a financial reorganization; or

  • iv) The disappearance of an active market for that financial asset because of financial difficulties.

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

  • iii. Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

225

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • b) Impairment of financial assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables).

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

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

For internal credit risk management purposes, the Company determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Company):

  • i. Internal or external information shows that the debtor is unlikely to pay its creditors.

  • ii. When a financial asset is more than 90 days past due unless the Company has reasonable and corroborative information to support a more lagged default criterion.

The Company recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

  • c) Derecognition of financial assets

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

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss that had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

226

  • 2) Equity instruments

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

Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs.

The repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issuance or cancellation of the Company’s own equity instruments.

3) Financial liabilities

  • a) Subsequent measurement

Except the following situations, all the financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when such financial liabilities are held for trading.

Financial liabilities held for trading are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss. The fair value is determined in the manner described in Note 25.

  • b) Derecognition of financial liabilities

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

  • 4) Derivative financial instruments

The Company enters into foreign exchange forward contracts to manage its exposure to foreign exchange rate risks.

Derivatives are initially recognized at fair value at the date on which the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately. When the fair value of a derivative financial instrument is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instrument is negative, the derivative is recognized as a financial liability.

  • l. Provision

Provisions are measured at the best estimate of the discounted cash flows of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

Provisions for the expected cost of warranty obligations to assure that products comply with agree-upon specifications are recognized on the date of sale of the relevant products at the best estimate by the management of the Company of the expenditure required to settle the Company’s obligation.

227

m. Revenue recognition

The Company identifies contracts with customers, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.

For contract where the period between the date on which the Company transfers a promised good or service to a customer and the date on which the customer pays for that good or service is one year or less, the Company does not adjust the promised amount of consideration for the effects of a significant financing component.

Sales of goods are recognized as revenue when the goods are delivered to the customer’s specific location/the goods are shipped/the goods are picked up because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Trade receivable is recognized concurrently. The transaction price received is recognized as a contract liability until the goods have been delivered to the customer.

The Company does not recognize revenue on materials delivered to subcontractors because this delivery does not involve a transfer of control.

  • n. Leasing

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

1) The Company as lessor

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

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

  • 2) The Company as lessee

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

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

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

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

228

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. For a lease modification that is not accounted for as a separate lease, the Company accounts for the remeasurement of the lease liability by (a) decreasing the carrying amount of the right-of-use asset of lease modifications that decreased the scope of the lease, and recognizing in profit or loss any gain or loss on the partial or full termination of the lease; (b) making a corresponding adjustment to the right-of-use asset of all other lease modifications. Lease liabilities are presented on a separate line in the balance sheets.

o. Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • p. Government grants

Government grants are not recognized until there is reasonable assurance that the Company will comply with the conditions attached to them and that the grants will be received.

Government grants related to income are recognized in profit or loss on a systematic basis over the periods in which the Company recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Company should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Company with no future related costs are recognized in profit or loss in the period in which they become receivable.

The benefit of a government loan received at a below-market rate of interest is treated as a government grant measured as the difference between the proceeds received and the fair value of the loan based on prevailing market interest rates.

q. Employee benefits

1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

2) Retirement benefits

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

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost and net interest on the net defined benefit liabilities are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period

229

in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities represent the actual deficit in the Company’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

r. Share-based payment arrangements

The fair value at the grant date of the employee share options is expensed on a straight-line basis over the vesting period, based on the Company’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options; the expense is recognized in full at the grant date if the grants are vested immediately. The grant date of issued ordinary shares for cash which are reserved for employees is the date on which the number of shares that the employees purchase is confirmed.

At the end of each reporting period, the Company revises its estimate of the number of employee share options that are expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - employee share options.

  • s. Taxation

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

  • 1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.

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

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

  • 2) Deferred tax

Deferred tax is calculated on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

230

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

  • 3) Current and deferred taxes for the year

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

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION

UNCERTAINTY

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

The Company considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key Sources of Estimation Uncertainty - Write-down of Inventories

The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and disposal. The estimation of net realizable value is based on current market conditions and historical experience with product sales of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalents
Time deposits (investments with original maturities of less than 3
months)

Rate of interest per annum (%)
Cash in bank
Time deposits (investments with original maturities of less than 3
months)
December 31 December 31


2020
$ 1,631

1,092,945

238,546

$ 1,333,122

0.00-0.30
1.10-2.40
2019
$ 1,616
863,926

222,590
$ 1,088,132
0.00-0.38
1.20-2.60

231

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

The Company’s financial assets and liabilities mandatorily designated as at fair value through profit or loss (FVTPL) are all generated from its derivative financial products of foreign exchange forward contracts. At the end of the reporting period, outstanding foreign exchange forward contracts not under hedge accounting are as follows:

Currency Maturity Date Notional Amount
(In Thousands)
December 31, 2020
Sell EUR/NTD 2021.1.15-2021.4.21 EUR3,100/NT$105,754
Sell RMB/NTD 2021.1.5-2021.3.8 RMB85,000/NT$361,257
Sell USD/NTD 2021.1.26-2021.3.29 US$1,700/NT$47,862
December 31, 2019
Sell EUR/NTD 2020.1.30-2020.3.16 EUR2,700/NT$91,280
Sell RMB/NTD 2020.1.13-2020.3.17 RMB114,000/NT$490,284

The Company entered into foreign exchange forward contracts to manage exposures due to exchange rate fluctuations of foreign currency denominated assets and liabilities.

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT

NON-CURRENT
Investments in Equity Instruments at Fair Value
Through Other Comprehensive Income (FVTOCI)
Domestic listed ordinary shares
Hiwin Mikrosystem Corp. (Hiwin Mikrosystem)

Domestic unlisted ordinary shares
Ever Fortune. AI CO., Ltd. (Ever Fortune.)
Taichung International Country Club
Sunengine Corporation Ltd. (Sunengine)
King Kong Iron Work Ltd.
Overseas unlisted ordinary shares
Kaland Holdings Corp. (Kaland)

December 31


2020
$ 860,140

45,017
2,650
-
-

36,427

$ 944,234
2019
$ 787,509
28,010
2,500
-
-

205,055
$ 1,023,074

The Investment Commission of Ministry of Economic Affairs (MOEA) approved the Company’s investment in Suzhou YIFU Finance Leasing Co., Ltd. (YIFU Finance). The investment in the amount of US$8,168 thousand was made through Kaland and Cheer Tone Group Limited in British Virgin Islands (BVI). YIFU Finance mainly engages in finance leasing services.

In October 2020, the Company’s board of directors resolved a return of share premium of US$4,213 thousand to Kaland.

232

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes.

In April 2019, the Company acquired ordinary shares of Ever Fortune in the amount of $36,000 thousand. In December 2020, the Company acquired additional shares amounting to $12,606 thousand in Ever Fortune. Both investments are held for medium to long-term strategic purposes; the management designated these investments as at FVTOCI.

In September 2019, the Company sold part of its ordinary shares in Hiwin Mikrosystem. The shares sold had a fair value of $7,896 thousand and its related unrealized valuation gain of $9,995 thousand was transferred from other equity to retained earnings.

9. NOTES RECEIVABLE AND TRADE RECEIVABLES

NOTES RECEIVABLE AND TRADE RECEIVABLES
Notes receivable from unrelated parties
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss


Trade receivables from unrelated parties
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss

December 31





2020
$ 52,020


(520)

$ 51,500

$ 3,917,064


(457)

$ 3,916,607
2019
$ 52,744

(527)
$ 52,217
$ 2,958,788

(5,402)
$ 2,953,386

a. Notes receivable

The Company’s aging of notes receivable is as follows:

The Company’s aging of notes receivable is as follows:
Not past due

Past due

December 31


2020
$ 52,020


-

$ 52,020
2019
$ 52,744

-
$ 52,744

The above aging schedule was based on the past due days.

b. Trade receivables

The Company determines the credit period of sales of goods based on the counterparty’s credit rating, location and transaction terms.

233

In order to minimize credit risk, the management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Company’s credit risk was significantly reduced.

The Company measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated by reference to the past default experience of the customer, the customer’s current financial position, economic condition of the industry in which the customer operates, as well as the GDP forecasts and industry outlooks. As the Company’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Company’s different customer base.

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

The following table details the loss allowance of trade receivables.

December 31, 2020
Expected credit loss rate
Gross carrying amount

Loss allowance
(Lifetime ECL)


Amortized cost


December 31, 2019
Expected credit loss rate

Gross carrying amount

Loss allowance
(Lifetime ECL)


Amortized cost
Not Past Due
0.001%
$ 3,586,723


(36)

$ 3,586,687

0.001%
$ 1,898,285


(19)

$ 1,898,266
1 to 120 Days
121 to 360 Days
0.1%-1%
2%-4%
$ 327,212 $ 3,129

(356)

(65)

$ 326,856
$ 3,064

0.1%-1%
2%-4%
$ 1,060,449 $ 54

(5,382)

(1)

$ 1,055,067
$ 53
Over 360 Days
10%-100%
$ -

-

$ -

10%-100%
$ -

-

$ -
Total
$ 3,917,064

(457)
$ 3,916,607
$ 2,958,788

(5,402)
$ 2,953,386

The movements of loss allowance were as follows:

The movements of loss allowance were as follows:
Balance at January 1, 2020

Net remeasurement of loss allowance

Balance at December 31, 2020
For the Year Ended
December 31, 2020


Notes
Receivable
$ 527


(7)

$ 520
Trade
Receivables
$ 5,402

(4,945)
$ 457

234

Balance at January 1, 2019

Net remeasurement of loss allowance
Amounts written off

Balance at December 31, 2019
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019


Notes
Receivable
$ 1,915

(1,388)

-


$ 527
Trade
Receivables
$ 3,991

9,334

(7,923)
$ 5,402

10. INVENTORIES

INVENTORIES
Merchandise

Finished goods
Work in process
Raw materials and supplies
Inventory in transit

**December 31 **


2020
$ 2,017

353,127
1,236,217
1,880,914

203,634

$ 3,675,909
2019
$ 3,351
630,458
1,075,979
3,033,873

242,723
$ 4,986,384

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 was $12,933,183 thousand and $10,631,630 thousand, respectively.

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 included inventory write-downs of $89,000 thousand and $68,000 thousand, respectively, and unallocated fixed overhead of $142,866 thousand and $121,800 thousand, respectively. Previous write-downs were reversed as a result of increased selling prices in markets and consumption of inventory.

11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Investments in subsidiaries

Investments in associates


**December 31 ** **December 31 **



2020
$ 5,076,047


152,031

$ 5,228,078
2019
$ 4,492,005

131,594
$ 4,623,599

235

a. Investments in subsidiaries

Hiwin GmbH (“Hiwin Germany”)

Hiwin Corporation, U.S.A. (“Hiwin USA”)

Hiwin Corporation, Japan (“Hiwin Japan”)

Eterbright Solar Corporation (“Eterbright”)

Hiwin Singapore Pte. Ltd. (“Hiwin Singapore”)

Hiwin Corporation (“Hiwin Korea”)

Hiwin Technologies (China) Corporation (“Hiwin China”)

Matrix Precision Co., Ltd. (formerly, Luren Precision Co., Ltd.)
(“Matrix Precision”)

Hiwin Healthcare Corp.

Hiwin S.R.L. (“Hiwin Italy”)

Matrix Machine Tool (Coventry) Limited (“Matrix”)

Hiwin (Schweiz) GmbH (“Hiwin Schweiz”)


Add: Credit balance of investments accounted for using the
equity method transferred to non-current liabilities



Name of subsidiary
Hiwin Germany
Hiwin USA
Hiwin Japan
Eterbright
Hiwin Singapore
Hiwin Korea
Hiwin China
Matrix Precision
Hiwin Healthcare Corp.
Hiwin Italy
Matrix
Hiwin Schweiz
December 31















2020
2019
$ 1,934,803
$ 1,589,621

648,513
546,203

39,300
183,404

(643,793)
(235,410)

(885)
(53,375)

(85,532)
(73,892)

1,798,349
1,709,476

95,313
120,994

2,706
2,881

88,729
23,882

261,614
315,544

206,720

-

4,345,837
4,129,328

730,210

362,677
$ 5,076,047
$ 4,492,005
Proportion of Ownership and
Voting Rights
2020
2019
100%
100%
100%
100%
100%
100%
74%
74%
100%
100%
100%
100%
100%
100%
51%
71%
100%
100%
100%
100%
100%
100%
81%
-

Refer to Note 23 to the consolidated financial statements for the year ended December 31, 2020, for the disclosure of the Company’s acquisition of Hiwin Schweiz.

The Company acquired 48% of the shares of Matrix for $220,864 thousand in July 2019, and increased its ownership percentage from 52% to 100%.

The investments in subsidiaries accounted for using the equity method and the share of profit of loss and other comprehensive income of those investments for the years ended December 31, 2020 and 2019 were based on the subsidiaries’ financial statements which have been audited for the same years.

236

b. Investments in associates

Associates that are not individually material


The Company's share of:
Profit for the year

Other comprehensive income (loss) for the year


Total comprehensive income for the year
December 31 December 31
2020
2019
$ 152,031
$ 131,594
For the Year Ended December 31



2020
$ 19,594


-

$ 19,594
2019
$ 4,567

-
$ 4,567

Investments accounted for using the equity method and the share of profit or loss and other comprehensive income of those investments for the years ended December 31, 2020 and 2019 were calculated based on the financial statements which have been audited.

12. PROPERTY, PLANT AND EQUIPMENT


Cost


Land

Buildings and improvements
Machinery and equipment

Transportation equipment
Miscellaneous equipment
Construction in progress


Accumulated depreciation
Buildings and improvements
Machinery and equipment

Transportation equipment

Miscellaneous equipment


For the Year Ended December 31, 2020 For the Year Ended December 31, 2020 For the Year Ended December 31, 2020













Beginning
Balance
$ 3,971,527
11,095,696
12,703,010
64,439
1,803,611

327,616

29,965,899

1,436,753
5,294,576
25,063

872,681


7,629,073

$ 22,336,826
Additions
$ -

33,013

216,219

-

70,357

288,340

$ 607,929

$ 235,887

1,439,721

9,803

220,464

$ 1,905,875
Disposals
$ (80,898)

(388,419)
(2,004,236)

(3,757)

(55,606)

-

$ (2,532,916)

$ (142,136)
(1,997,698)

(3,757)

(49,690)

$ (2,193,281)
Reclassified
Amount
$ -

581,512

897,858

-

32,659

(581,512)

$ 930,517

$ -

-

-

-

$ -

Ending
Balance
$ 3,890,629
11,321,802
11,812,851

60,682

1,851,021

34,444
28,971,429

1,530,504

4,736,599

31,109

1,043,455

7,341,667
$ 21,629,762

237


Cost


Land

Buildings and improvements
Machinery and equipment

Transportation equipment
Miscellaneous equipment
Construction in progress


Accumulated depreciation
Buildings and improvements
Machinery and equipment

Transportation equipment

Miscellaneous equipment


For the Year Ended December 31, 2019 For the Year Ended December 31, 2019 For the Year Ended December 31, 2019













Beginning
Balance
$ 3,774,107

7,355,912
11,501,435
65,925
1,482,482

3,548,254

27,728,115

1,246,111
4,937,247
19,317

721,104


6,923,779

$ 20,804,336
Additions
$ 197,420

19,519

526,449

3,075

148,863

505,449

$ 1,400,775

$ 196,464

1,410,460

10,307

192,947

$ 1,810,178
Disposals
$ -

(5,822)
(1,063,872)

(4,561)

(43,109)

-

$ (1,117,364)

$ (5,822)
(1,053,131)

(4,561)

(41,370)

$ (1,104,884)
Reclassified
Amount
$ -

3,726,087

1,738,998

-

215,375
(3,726,087)

$ 1,954,373

$ -

-

-

-

$ -

Ending
Balance
$ 3,971,527
11,095,696
12,703,010

64,439

1,803,611

327,616
29,965,899

1,436,753

5,294,576

25,063

872,681

7,629,073
$ 22,336,826

The above items of property, plant and equipment are depreciated on a straight-line basis over the estimated useful life of the asset:

Buildings and improvements Main buildings 25-55 years Electrical power equipment 35 years Engineering system 8-55 years Machinery and equipment Machinery equipment 3-15 years Inspection equipment 3-10 years Transportation equipment 5-10 years Miscellaneous equipment 2-15 years

Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 27.

13. LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amounts
Land

Buildings

December 31 December 31


2020
$ 128,761


108,120

$ 236,881
2019
$ 134,149

104,203
$ 238,352

238


Additions to right-of-use assets

Depreciation charge for right-of-use assets
Land

Buildings


Lease liabilities
Carrying amounts
Current

Non-current

Range of discount rate for lease liabilities was as follows:
Land
Buildings
For the Year Ended December 31 For the Year Ended December 31



2020
2019
$ 86,246
$ 101,150
$ 8,048
$ 7,891

54,446

52,418
$ 62,494
$ 60,309
December 31

2020
2019
$ 48,593
$ 50,676
$ 189,008
$ 188,911
December 31
2020
2019
1.45%
1.45%
1.45%
1.45%

b. Lease liabilities

c. Material lease-in activities and terms

The Company leases certain land and buildings for the use of plants and offices with lease terms of 1 to 17 years. The lease contract for land specifies that lease payments will be adjusted on the basis of changes in the consumer price index or announced land value prices. The Company does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms.

  • d. Other lease information

Expenses relating to short-term leases

Expenses relating to low-value asset leases

Total cash outflow for leases
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 345

$ 2,277

$ (67,190)
2019
$ 435
$ 1,726
$ (64,457)

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

239

14. PREPAYMENTS FOR MACHINERY AND EQUIPMENT

The aging of prepayments for machinery and equipment is as follows:

The aging of prepayments for machinery and equipment is as follows:
The Date of Initial Cost Contribution
Within 1 year

1-2 years
2-5 years
More than 5 years

**December 31 **


2020
$ 320,821

350,072
1,021,724

21,351

$ 1,713,968
2019
$ 627,135
1,117,769
474,295

6,918
$ 2,226,117

In order to maintain key manufacturing technologies, reduce product costs and improve automation of the equipment, the Company designed, developed, and assembled the equipment by itself. The abovementioned prepayments for machinery and equipment include both internally-developed and outsourced equipment.

15. BORROWINGS

a. Short-term borrowings

Secured borrowings(Note 27)
Loans for export sales

Unsecured borrowings
Line of credit borrowings


Rate of interest per annum (%)
Loans for export sales
Line of credit borrowings
**December 31 ** **December 31 **


2020
$ 710,000


1,270,000

$ 1,980,000

0.51
0.77-0.88
2019
$ 1,000,000

5,490,000
$ 6,490,000
0.81
0.82-0.97

240

b. Long-term borrowings

Secured borrowings(Note 27)
Secured loans

Unsecured borrowings
Unsecured loans

Less: Current portion

Long-term borrowings

Rate of interest per annum (%)
Secured loans
Unsecured loans
December 31 December 31



2020
$ 5,753,873


202,845

5,956,718

(982,093)

$ 4,974,625

0.36-1.49
0.70-0.89
2019
$ 7,199,130

100,000
7,299,130
(1,238,479)
$ 6,060,651
1.03-1.76
1.05

In August 2019, the Company received a qualification letter for the Action Plan for Welcoming Overseas Taiwanese Businesses to Return to Invest in Taiwan from the Ministry of Economic Affairs, and therefore received the subsidy for processing fee of long-term borrowing. As of December 31, 2020, $23,500 thousand was drawn down for the purchase of machinery and equipment and the use of operating capital. The Company recognized $501 thousand as a government grant, which is the difference between the loan amount obtained at a lower-than-market interest rate and the fair value, which was accounted for as deferred revenue and would be subsequently recognized in profit or loss over the useful life of the asset.

16. OTHER PAYABLES

OTHER PAYABLES
Payables for salaries and bonuses

Payables for compensation of employees
Payables for annual leave
Payables for remuneration to directors
Payables for purchases of building and equipment
Others

December 31


2020
$ 566,076

154,385
106,976
77,193
21,539

224,911

$ 1,151,080
2019
$ 496,516
149,304
82,701
74,652
23,745

210,793
$ 1,037,711

17. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Company adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

241

b. Defined benefit plans

The defined benefit plans adopted by the Company in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Company contributes amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Company has no right to influence the investment policy and strategy.

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


follows:
Present value of defined benefit obligation

Fair value of plan assets


Net defined benefit liabilities
December 31



2020
$ 373,605


(110,358)

$ 263,247
2019
$ 316,274

(76,120)
$ 240,154

Movements in net defined benefit liability were as follows:

Present Value of
the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Balance at January 1, 2019
$ 370,039
$ (82,810)

Service cost
Current service cost

2,839
-
Past service cost

(2,173)
-
Net interest expense (income)

3,616

(773)

Recognized in profit or loss

4,282

(773)

Remeasurement
Return on plan assets (excluding amounts
included in net interest)

-
(3,472)
Actuarial loss - changes in demographic
assumptions

355
-
Actuarial loss - changes in financial
assumptions

8,405
-
Actuarial profit - experience adjustments

(44,042)

-

Recognized in other comprehensive income

(35,282)

(3,472)

Contributions from the employer

-
(11,830)
Benefits paid

(22,765)

22,765

Balance at December 31, 2019

316,274

(76,120)
Net Defined
Benefit
Liabilities
$ 287,229
2,839
(2,173)

2,843

3,509
(3,472)
355
8,405

(44,042)

(38,754)

(11,830)

-

240,154
(Continued)

242

Present Value of
the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Service cost
Current service cost
$ 1,772
$ -

Past service cost

(49)
-
Net interest expense (income)

2,305

(522)

Recognized in profit or loss

4,028

(522)

Remeasurement
Return on plan assets (excluding amounts
included in net interest)

-
(2,843)
Actuarial loss - changes in demographic
assumptions

324
-
Actuarial loss - changes in financial
assumptions

15,793
-
Actuarial loss - experience adjustments

61,094

-

Recognized in other comprehensive income

77,211

(2,843)

Contributions from the employer

-
(54,781)
Benefits paid

(23,908)

23,908


Balance at December 31, 2020
$ 373,605
$ (110,358)
Net Defined
Benefit
Liabilities
$ 1,772
(49)

1,783

3,506
(2,843)
324
15,793

61,094

74,368

(54,781)

-
$ 263,247
(Concluded)

Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plans’ debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

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

Discount rates
Expected rates of salary increase
Turnover rate
December 31
2020
2019
0.35%
0.75%
2.00%
2.00%
0.90%
1.01%

243

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


(decrease) as follows:
Discount rate
0.25% increase

0.25% decrease

Expected rate of salary increase
0.25% increase

0.25% decrease

Turnover rate
10% increase

10% decrease
**December 31 **





2020
$ (9,993)

$ 10,377

$ 10,181

$ (9,858)

$ (270)

$ 271
2019
$ (8,361)
$ 8,691
$ 8,561
$ (8,281)
$ (325)
$ 327

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

The expected contributions to the plan for the next year

The average duration of the defined benefit obligation
December 31 December 31
2020
$ 5,916

10 years
2019
$ 4,897
11 years

18. EQUITY

  • a. Ordinary shares
Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
December 31 December 31



2020

1,000,000

$ 10,000,000


330,866

$ 3,308,663
2019

1,000,000
$ 10,000,000

309,579
$ 3,095,789

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

On September 17, 2020, the Company’s board of directors resolved to issue 12,000 thousand ordinary shares, with a par value of $10, for a consideration of $195 per share. On October 20, 2020, the above transaction was approved by the FSC, and the subscription base date was determined as at December 22, 2020 by the board of directors.

According to the Company Act, the issuance of ordinary shares for cash shall appropriate 10% of the total amount of new shares for subscription by employees. According to IFRS2 “Share-based Payment”, the Company recognized salary expense and share premium in the amount of $65,196 thousand in 2020.

244

b. Capital surplus

Capital surplus
May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (1)
Issuance of ordinary shares

May only be used to offset a deficit
Changes in percentage of ownership interests in subsidiaries (2)
Invalid employee shares

December 31



2020
$ 5,509,020


84,098

7,450

$ 5,600,568
2019
$ 3,230,834
-

5,440
$ 3,236,274
  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and to once a year).

  • 2) Such capital surplus arises from the effects of changes in ownership interests in subsidiaries resulting from equity transactions other than actual disposals or acquisitions.

c. Retained earnings and dividend policy

The shareholders of the Company held their regular meeting on June 28, 2019 and in that meeting, resolved the amendments to the Articles of Incorporation of the Company. Under the dividends policy as set forth in the amended Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, until the accumulated legal reserve equals the Company’s paid-in capital, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit shall be distributed as dividends, where the dividends distributed should not exceed 6% of the remaining profit. The Company’s profit may be distributed in the form of cash or share dividends; however, the ratio of share dividends distributed shall not exceed two-thirds of the Company’s total amount of dividends and bonuses distributed to shareholders. A distribution plan is also to be made by the board of directors and should be resolved in the shareholder’s meeting. The dividends could be distributed in whole or in part by cash after the resolution has been passed by more than half of the directors present at the meeting of the board of directors, in which at least two-thirds of the total number of directors should be present. In addition, a report of such distribution shall be submitted to the shareholders’ meeting. For the policies on the distribution of compensation of employees and remuneration of directors after the amendment, refer to compensation of employees and remuneration of directors in Note 19-c.

The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

245

The appropriations of cash dividends per share for 2019 had been approved by the board of directors on May 5, 2020 and the appropriations of earnings for 2019 and 2018 which have been approved in the shareholders’ meetings on June 19, 2020 and June 28, 2019, respectively, were as follows:

Legal reserve

Reversal of special reserve
Cash dividends
Share dividends
Appropriation of Earnings
For the Year Ended
December 31
2019
2018
$ 186,532 $ 539,226
- (250,940)
557,242 2,103,934
92,874
90,169
Dividends Per Share (NT$)
For the Year Ended
December 31
2019
2018



$ 1.8
$ 7.0

0.3
0.3

The appropriations of earnings for 2020 had been proposed by the Company’s board of directors on March 23, 2021. The appropriations and dividends per share were as follows:

Appropriation Appropriation Dividends Per
of Earnings Share (NT$)
Legal reserve $ 179,002
Cash dividends 661,733
$ 2
Share dividends 99,260 0.3

The appropriation of earnings for 2020 is subject to the resolution of the shareholders in their meeting to be held on June 28, 2021.

19. NET PROFIT FROM CONTINUING OPERATIONS

  • a. Finance costs

Interest on bank loans

Interest on lease liabilities

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 115,115


3,461

$ 118,576
2019
$ 100,109

3,581
$ 103,690

Information about capitalized interest is as follows:

Information about capitalized interest is as follows:

Capitalized interest

Capitalization rates (%)
For the Year Ended December 31
2020
2019
$ 13,568
$ 43,930
1.08-1.45
1.38-1.48

246

b. Employee benefits expense, depreciation and amortization expenses

Operating Operating
Costs Expenses Total
For the Year Ended December 31, 2020
Short-term employee benefits
Salary $ 2,406,155 $ 812,537 $ 3,218,692
Labor and health insurance 205,526 68,257 273,783
Post-employment benefits
Defined contribution plans 86,313 33,481 119,794
Defined benefit plans (Note 17) 3,229 277 3,506
Equity-settled share-based payments 38,303 26,893 65,196
Remuneration to directors - 78,633 78,633
Other employee benefits 119,888 30,872 150,760
Depreciation expenses 1,542,089 185,728 1,727,817
Amortization expenses 14,660 2,007 16,667
For the Year Ended December 31, 2019
Short-term employee benefits
Salary 1,610,256 612,210 2,222,466
Labor and health insurance 219,491 67,966 287,457
Post-employment benefits
Defined contribution plans 91,072 34,843 125,915
Defined benefit plans (Note 17) 3,130 379 3,509
Remuneration to directors - 76,102 76,102
Other employee benefits 161,705 34,798 196,503
Depreciation expenses 1,488,905 173,258 1,662,163
Amortization expenses 24,063 4,523 28,586

As of 2020 and 2019, the Company had an average of 4,564 and 5,008 employees, respectively. There were 6 directors who did not serve concurrently as employees for both years. The headcounts were based on those used in the calculation of employee benefit expense.

As of 2020 and 2019, the average of employee benefits expense was $841 thousand and $567 thousand, respectively; as of 2020 and 2019, the average of employee salaries was $706 thousand and $444 thousand, respectively, and the change in the average employee salaries was 59%.

The Company did not have supervisor in 2019 and 2020; there is no remuneration for supervisor.

The annual salary provided by the Company to employees is higher than the industry average, and the salary of new employees in Taiwan and around the world is higher than the local minimum salary. Adhering to the concept of equal pay for equal work and retaining employees, all assessments are taken into consideration. Through new assessments, quarterly assessments, year-end assessments, and project assessments, the Company encourages and rewards the contributions of outstanding employees. Payment of different bonuses is also a key feature of the reward scheme; for example, the lifetime premium system, which is the new technology developed by employees to make more profits. The Company will regularly pay bonuses equivalent to the authorization fee to employees, so that employees and the Company can share their achievements.

In addition, the managers of the Company are regarded as ordinary employees receiving salaries, and various bonuses, dividends and benefits are paid according to the operation and profit status, taking into account the Company's operating results and the scope of management and responsibility of each manager in the Company. The condition and the results of the annual performance evaluation are given

247

reasonable remuneration; the policy for remuneration of managers is based on the Company’s salary scale, salary treatment method and the scope of rights and responsibilities of the position in the Company and the contribution to the Company’s operating performance for the payment of dividends, year-end bonuses and other remuneration.

The Company sets the remuneration procedures for directors, which is based on director’s performance evaluation and remuneration system, board performance evaluation method and manager’s performance evaluation and bonus system as the basis of evaluation; In addition to the Company’s overall operating performance, future risks and development trends of the industry, it also refers to the results obtained from the performance evaluation standards and its contribution to the Company which pays reasonable remuneration; the remuneration of the general manager and deputy general manager is based on salary and various treatment procedures and takes into account the relevance of the manager’s performance and the Company’s overall business performance and future risks, and the salary and compensation committee will make recommendations to the board of directors for resolution, based on the actual operating conditions and relevant regulations of the remuneration system to balance the Company’s sustainable operation and risk control measures.

c. Compensation of employees and remuneration of directors

According to the Articles of Incorporation of the Company, the Company accrues compensation of employees and remuneration of directors at rates of no less than 1% and no higher than 4%, respectively, of net profit before income tax, compensation of employees, and the remuneration of directors and supervisors. The compensation of employees and remuneration of directors and supervisors for the years ended December 31, 2020 and 2019 which have been approved by the Company’s board of directors on March 23, 2021 and March 25, 2020, respectively, were as follows:

Cash

Compensation of employees
Remuneration of directors
**For the Year Ended December 31 ** **For the Year Ended December 31 **
2020
Accrual rate
Amount

5.9% $ 154,385
2.9%
77,193
2019
Accrual rate
Amount

5.9% $ 149,304

2.9%
74,652

If there will be a change in the amounts after the annual financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

There was no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the financial statements for the years ended December 31, 2019 and 2018.

Information on the compensation of employees and remuneration of directors resolved by the Company’s board of directors in 2021 and 2020 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

248

20. INCOME TAXES

a. Major components of income tax expense recognized in profit or loss


Current tax
In respect of the current year

Income tax of unappropriated earnings
Land value increment tax
Adjustments for prior years
Deferred tax
In respect of the current year

Income tax expense recognized in profit or loss
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 214,243

29,113
34,729
42,114

146,402

$ 466,601
2019
$ 299,636
58,654
-
25,718

75,561
$ 459,569

A reconciliation of accounting profit and income tax expense is as follows:


Income tax expense calculated at the statutory rate

Non-deductible expenses in determining taxable income
Tax-exempt income
Others
Income tax on unappropriated earnings
Investment tax credits used

Current tax
Land value increment tax
Unrecognized deductible temporary differences
Adjustments for prior years’ tax

Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31



2020
$ 479,266

634
(97,422)
795
66,690

(139,498)

310,465
34,729
79,293

42,114

$ 466,601
2019
$ 464,977
348

(58,948)
3,707
147,172

(206,008)
351,248
-
82,603

25,718
$ 459,569

In July 2019, the president of the ROC announced the amendments to the Statute for Industrial Innovation, which stipulate that the amounts of unappropriated earnings in 2018 and thereafter that are reinvested in the construction or purchase of certain assets or technologies are allowed as deduction when computing the income tax on unappropriated earnings. When calculating the tax on unappropriated earnings, the Company only deducts the amount of the unappropriated earnings that has been reinvested in capital expenditure.

In accordance with Rule No. 10904550440 issued by the Ministry of Finance (MOF) of the ROC, the Company used the losses incurred in the first quarter of 2020 to estimate losses for the first six months of 2020 and this amount is deducted from the Company’s unappropriated earnings for 2018 for filing the additional tax. For the 2020 financial reporting purpose, the tax on unappropriated earnings for 2018 is measured based on the actual profit for 2020, and the current income tax payable is adjusted accordingly.

In addition, in accordance with Rule No. 10904558730 issued by the MOF, the Company has deducted the amount of dividends distributed in 2020 attributable to the increase in the beginning retained earnings for 2018 as a result of initial adoption of IFRS 9 when calculating the tax on unappropriated earnings for 2018.

249

  • b. Income tax expense (gain) recognized in other comprehensive income

Deferred tax
In respect of the current year:
Translation of foreign operations

Remeasurement of defined benefit plans

For the Year Ended For the Year Ended December 31


2020
$ 18,176


(14,874)

$ 3,302
2019
$ (33,482)

7,751
$ (25,731)

c. Deferred tax assets and liabilities

Deferred tax assets
Temporary differences
Unrealized intercompany profit

Defined benefit obligations
Allowance for inventory devaluation
Impairment loss on financial assets
Payable for annual leave
Financial liabilities at FVTPL
Provisions
Exchange difference on foreign
operations
Unrealized loss on foreign currency
exchange
Others


Deferred tax liabilities
Temporary differences
Unappropriated earnings of
subsidiaries
Gain from bargain purchase
Unrealized gain on foreign currency
exchange
Financial assets at FVTPL

For the Year Ended December 31, 2020





Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 121,474 $ (23,514) $ -
17,417
(7,568)
14,874
45,600
17,800
-
7,022
(2,951)
-
16,540
4,855
-
-
1,440
-
3,071
121
-
102,456
-
(18,176)
14,705
(14,705)
-

32

(1)

-

$ 328,317
$ (24,523)
$ (3,302)

$ 399,207 $ 91,798 $ -
-
9,254
-
-
21,338
-

511

(511)

-

$ 399,718
$ 121,879
$ -
Closing
Balance
$ 97,960

24,723

63,400

4,071

21,395

1,440

3,192

84,280
-

31
$ 300,492
$ 491,005

9,254

21,338

-
$ 521,597

250

Deferred tax assets
Temporary differences
Unrealized intercompany profit

Defined benefit obligations
Allowance for inventory devaluation
Impairment loss on financial assets
Payable for annual leave
Financial liabilities at FVTPL
Provisions
Exchange difference on foreign
operations
Unrealized loss on foreign currency
exchange
Others


Deferred tax liabilities
Temporary differences
Unappropriated earnings of
subsidiaries
Unrealized gain on foreign currency
exchange
Financial assets at FVTPL

For the Year Ended December 31, 2019





Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 235,579 $ (114,105) $ -
26,832
(1,664)
(7,751)
32,000
13,600
-
7,022
-
-
23,164
(6,624)
-
1,099
(1,099)
-
4,979
(1,908)
-
68,974
-
33,482
-
14,705
-

33

(1)

-

$ 399,682
$ (97,096)
$ 25,731

$ 412,487 $ (13,280) $ -
8,766
(8,766)
-

-

511

-

$ 421,253
$ (21,535)
$ -
Closing
Balance
$ 121,474

17,417

45,600

7,022

16,540

-

3,071

102,456
14,705

32
$ 328,317
$ 399,207

-

511
$ 399,718
  • d. Deductible temporary differences and unused loss carryforwards for which no deferred tax assets have been recognized in the balance sheets

been recognized in the balance sheets
Investment loss
December 31
2020
$ 2,306,601
2019
$ 1,910,137
  • e. Information about tax-exemption

As of December 31, 2020, profits attributable to the following expansion projects were exempted from income tax for a 5-year period:

Expansion of Construction Project Tax-exemption Period Cash injection in 2009 January 2016 to December 2020

f. Income tax assessments

The tax returns of the Company through 2018 have been assessed by the tax authorities.

251

21. EARNINGS PER SHARE

For the Year Ended December 31, 2020
Basic earnings per share
Profit for the year

Effect of potentially dilutive ordinary shares
Compensation of employees

Diluted earnings per share
Profit for the year plus effect of potentially
dilutive ordinary shares

For the Year Ended December 31, 2019
Basic earnings per share
Profit for the year

Effect of potentially dilutive ordinary shares
Compensation of employees

Diluted earnings per share
Profit for the year plus effect of potentially
dilutive ordinary shares
Number of
Earnings Per
Shares
Share
Net profit
(In Thousands)
(NT$)
$ 1,929,730
319,194
$ 6.05

-

580
$ 1,929,730

319,774
$ 6.03
$ 1,865,316
318,866
$ 5.85

-

962
$ 1,865,316

319,828
$ 5.83

The weighted average number of shares outstanding used for the earnings per share computation was adjusted retroactively for the issuance of bonus shares on August 18, 2020. The basic and diluted earnings per share adjusted retrospectively for the year ended December 31, 2019 were as follows:

Unit: NT$ Per Share

Before After
Retrospective Retrospective
Adjustment Adjustment
Basic earnings per share $ 6.03
$ 5.85
Diluted earnings per share $ 6.01
$ 5.83

Since the Company offered to settle compensation paid to employees in cash or shares, the Company assumed the entire amount of the compensation will be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

252

22. ACQUISITION OF SUBSIDIARY WITH OBTAINED CONTROL

Proportion of
Voting Equity Consideration
Interests Transferred
Subsidiary Principal Activity
Date of Acquisition
Acquired (%)

(Cash)
Hiwin Manufacture and sale of
April 1, 2020

50
$ 66,300
Schweiz aerospace parts, ballscrews,
linear guideways and
industrial robots

Hiwin Schweiz was acquired by the Company in order to expand the development in the field of drive control, enhance its competitive advantage and increase the scale of operations. For the details about the acquisition of Hiwin Schweiz, refer to Note 23 to the consolidated financial statements for the year ended December 31, 2020.

23. PARTIAL ACQUISITION OF SUBSIDIARIES - WITHOUT LOSS OF CONTROL

On December 1, 2020, the Company acquired additional shares of Hiwin Schweiz; thus, the Company’s continuing interest increased from 50% to 81%.

On February 29, 2020, the Company did not subscribe for any newly issued shares of Matrix Precision; thus, the Company’s continuing interest decreased from 71% to 51%, and recognized the amount of $84,098 thousand in capital surplus.

On January 14, April 1 and April 30, 2019, the Company acquired additional shares of Matrix Precision; thus, the Company’s continuing interest increased from 58% to 71%.

On July 1, 2019, the Company acquired additional shares of Matrix; thus, the Company’s continuing interest increased from 52% to 100%.

The above transactions were accounted for as equity transactions, since the Company did not cease to have control over these subsidiaries.

24. CAPITAL MANAGEMENT

To support the needs for expansion and upgrade of its plant and equipment, the Company has to maintain an appropriate amount of capital. Therefore, the Company manages its capital to ensure it has the necessary financial resources and operating plan to support the required operating funds, capital expenditures, research and development fees, debt repayment and dividend payments in the next 12 months to achieve an overall balanced capital structure.

Key management personnel of the Company review the capital structure periodically. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Company may adjust the amount of dividends paid to shareholders and the amount of new debt issued or existing debt redeemed.

253

25. FINANCIAL INSTRUMENTS

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

  • 1) Fair value hierarchy

The Company’s financial assets and liabilities at FVTPL are measured at fair value using Level 2 inputs, and the financial assets at FVTOCI are measured at fair value using Level 1 inputs and Level 3 inputs.

  • 2) Valuation techniques and inputs applied for the purpose of Level 2 fair value measurement

Financial Instruments Valuation Techniques and Inputs

Derivatives - foreign currency Discounted cash flow. forward contracts

Future cash flows are estimated based on observable forward exchange rates at the end of the reporting period and contract forward rates, discounted at a rate that reflects the credit risk of various counterparties.

  • b. Categories of financial instruments
Financial assets
FVTPL
Mandatorily classified as at FVTPL

Financial assets at amortized cost (1)
Financial assets at FVTOCI
Equity instruments
Financial liabilities
FVTPL
Mandatorily classified as at FVTPL
Financial liabilities at amortized cost (2)
**December 31 **
2020
2019
$ 128
$ 2,584
7,467,411
5,739,837
944,234
1,023,074
7,327
29
12,166,775
16,894,262
  • 1) The balances included financial assets measured at amortized cost, which comprise cash and cash equivalents, notes receivable, trade receivables (including from related parties), financial assets at amortized cost - non-current and refundable deposits.

  • 2) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowings, notes payable, trade payables (including from related parties), other payables, long-term borrowings (including those due within one year) and guarantee deposits received.

  • c. Financial risk management objectives and policies

The Company’s major financial instruments include equity and debt investments, trade receivables, trade payables, lease liabilities and borrowings. The Company’s Corporate Treasury function provides services to the business, monitors and manages the financial risks relating to the operations of the Company. These risks include market risk (including foreign currency risk and interest rate risk), credit risk and liquidity risk.

254

The plans for material treasury activities are reviewed by the audit committee and the board of directors in accordance with procedures required by relevant regulations and internal controls.

1) Market risk

The Company entered into some derivative financial instruments, mainly forward foreign exchange contracts, to manage its exposure to foreign currency risk arsing on translation of sales and receivables from the export of precision component to USA, Germany, Japan and China.

There had been no change to the Company’s exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Company’s operating activities and net investment in foreign operations are denominated in foreign currencies. Consequently, the Company is exposed to foreign currency risk. To protect against reductions in value and the volatility of future cash flows caused by changes in foreign exchange rates, the Company utilizes foreign exchange forward contracts to hedge its currency exposure. These instruments help to reduce, but do not eliminate, the impact of foreign currency exchange rate movements.

Since the Company’s net investments in foreign operations are held for strategic purposes, they are not hedged.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities and derivatives exposed to foreign currency risk at the end of the reporting period are set out in Note 29.

Sensitivity analysis

The Company was mainly exposed to the USD, EUR, JPY and RMB.

The sensitivity analysis of foreign currency risk used when reporting foreign currency risk internally to key management personnel mainly focuses on foreign currency denominated monetary items at the end of the reporting period. When the NTD had increased by 1% against the relevant foreign currency, the post-tax profit for the years ended December 31, 2020 and 2019 would have decreased by $52,143 thousand and $40,909 thousand, respectively.

b) Interest rate risk

The Company is exposed to interest rate risk because the Company borrowed funds at both fixed and floating interest rates.

The carrying amounts of the Company’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows.

Fair value interest rate risk
Deposits in bank

Lease liabilities
Short-term borrowings
December 31
2020
2019
$ 238,546
$ 222,590
237,601
239,587
-
2,020,000
(Continued)

255

Cash flow interest rate risk
Deposits in bank

Short-term borrowings
Long-term borrowings
December 31
2020
2019
$ 1,001,104
$ 798,153
1,980,000
4,470,000
5,956,718
7,299,130
(Concluded)

Sensitivity analysis

For floating rate liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 1% increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 1% higher and all other variables were held constant, the Company’s post-tax profit for the years ended December 31, 2020 and 2019 would have decreased by $55,485 thousand and $87,768 thousand, respectively.

2) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. At the end of the reporting period, the counterparties are all creditworthy organizations; thus, no significant credit risk is expected.

The counterparties of the Company’s trade receivables cover a large number of customers, spread across diverse industries. Ongoing credit evaluation is performed on the financial condition of the counterparties of trade receivables.

The Company’s credit risk by geographical locations was mainly concentrated in Asia, which accounted for 85% and 82% of the total trade receivables as of December 31, 2020 and 2019, respectively.

3) Liquidity risk

The Company manages liquidity risk by monitoring and maintaining a level of cash deemed adequate to finance the Company’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

The Company relies on bank borrowings as a significant source of liquidity. As of December 31, 2020 and 2019, the Company had available unutilized bank loan facilities of $8,740,930 thousand and $4,293,761 thousand, respectively.

The following table details the Company’s remaining contractual obligations for its financial liabilities with agreed repayment periods. The tables below had been drawn up based on the undiscounted contractual maturities of the financial liabilities.

256

December 31, 2020
Non-derivative financial liabilities
Non-interest bearing

Lease liabilities

Variable interest rate liabilities



Derivative financial liabilities

Foreign exchange forward contracts


December 31, 2019
Non-derivative financial liabilities
Non-interest bearing

Lease liabilities

Fixed interest rate liabilities

Variable interest rate liabilities



Derivative financial liabilities

Foreign exchange forward contracts
Less Than
1 Year
$ 4,229,073


60,530
2,962,093

$ 7,251,696

$ 7,327

$ 3,105,032


53,735

2,020,000
5,708,479

$ 10,887,246

$ 29
1-5 Years
$ -

99,629

2,657,422

$ 2,757,051

$ -

$ -

97,882
-

3,153,088

$ 3,250,970

$ -
5+ Years
$ -
110,207

2,317,203
$ 2,427,410
$ -
$ -
107,515
-

2,907,563
$ 3,015,078
$ -

Additional information about the maturity analysis for lease liabilities:

Less than 1
Year
December 31, 2020



Lease liabilities
$ 60,530


December 31, 2019



Lease liabilities
$ 53,735
1-5 Years



$ 99,629




$ 97,882
5-10 Years 10-15 Years 15-20 Years




$ 55,763
$ 45,370
$ 9,074






$ 44,798
$ 44,798
$ 17,919

26. TRANSACTIONS WITH RELATED PARTIES

The significant transactions between the Company and its related parties, other than those disclosed in other notes, are summarized as follows:

  • a. Related party name and categories
Related Party Name
Hiwin Germany

Hiwin USA

Hiwin Japan

Eterbright
Related Party Categories
Subsidiary
Subsidiary
Subsidiary
Subsidiary
(Continued)

257

Related Party Name Related Party Categories Hiwin Singapore Subsidiary Hiwin Korea Subsidiary Hiwin China Subsidiary Matrix Precision Subsidiary Hiwin Healthcare Corp. Subsidiary Hiwin Italy Subsidiary Matrix Subsidiary Hiwin Schweiz Subsidiary Mega-Fabs Motion Systems Ltd. (Mega-Fabs) Associate Hiwin Mikrosystem Other related party Hiwin Investment and Holding Corporation Other related party (Hiwin Investment Corporation) Hiwin Technologies Foundation in Education Other related party (Hiwin Education Foundation) (Concluded)

b. Operating transactions

Operating transactions

1) Sales of goods
Hiwin China

Subsidiaries
Others

For the Year Ended December 31


2020
$ 2,496,837

2,603,847

86,739

$ 5,187,423
2019
$ 1,564,865
2,808,567

42,276
$ 4,415,708

Due to the differences in product specifications, the selling prices of goods sold to related parties and those sold to third parties are not comparable. The selling price is quoted at cost plus a reasonable margin based on the market and competitor pricing.


2) Purchases of goods
Others

Subsidiaries

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 46,509


8,451

$ 54,960
2019
$ 155,051

39,318
$ 194,369

The products purchased from related parties and those from third parties are not the same, therefore, their prices are not comparable.

3) Other operating transactions


Non-operating income - dividend income (classified as other
income)
Hiwin Mikrosystem
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020
$ 375
2019
$ 7,613

258


Non-operating income - other income
Subsidiaries

Others


Manufacturing and operating expenses
Others

Subsidiaries


Operating expenses - donations
Hiwin Education Foundation

4) Trade receivables
Hiwin China

Subsidiaries


5) Other receivables (classified as other current assets)
Subsidiaries

Others


6) Prepayments for investments (classified as other non-current
assets)
Matrix Precision

7) Trade payables
Subsidiaries

Others


8) Other payables
Subsidiaries

Others

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31






2020
2019
$ 40,384
$ 33,855

274

2,347
$ 40,658
$ 36,202
$ 3,214
$ 2,006

3,074

10,115
$ 6,288
$ 12,121
$ 8,400
$ 18,000
December 31












2020
$ 981,980


1,170,911

$ 2,152,891

$ 4,258


-

$ 4,258

$ 124,850

$ 6,525


5,872

$ 12,397

$ 4,121


1,036

$ 5,157
2019
$ 601,582

1,024,591
$ 1,626,173
$ 7,220

93
$ 7,313
$ -
$ 21,050

6,362
$ 27,412
$ 7,656

58
$ 7,714

259

9) Prepayments for machinery and equipment
Subsidiaries
December 31 December 31
2020
$ 76,070
2019
$ 165,065
  • c. Loans to related parties
Other receivables (classified as other current assets)


Hiwin Japan

Hiwin Italy




Interest income


Subsidiaries
December 31 December 31
2020
2019


$ 224,911
$ 161,664

31,269

133,996

$ 256,180
$ 295,660
**For the Year Ended December 31 **


2020
$ 4,883
2019
$ 4,344

The Company provided Hiwin Japan and Hiwin Italy with short-term loans at rates comparable to market interest rates.

  • d. Acquisition of property, plant and equipment

Subsidiaries

Others


Purchase Price Purchase Price Purchase Price
For the Year Ended December 31



2020
$ 46,971


8,749

$ 55,720
2019
$ 78,122

5,400
$ 83,522

e. Lease arrangements

Lease arrangements represented the lease prices of the Company’s factory. The lease prices were determined in accordance with mutual agreements and were based on the market price of the nearby factories and the lease area. The rental expenses were paid monthly.


Acquisition of right-of-use assets
Others
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020
$ -
2019
$ 8,303

260

Lease liabilities
Others


Finance costs
Others
December 31 December 31
2020
2019
$ 2,051
$ 6,304
**For the Year Ended December 31 **
2020
$ 58
2019
$ 44
  • f. Acquisition of financial assets
Related Party
Category
Line Item
Hiwin Investment
Corporation
Investment accounted for
using the equity method
For the Year Ended December 31, 2020
Number of
Shares (%)
Underlying
Assets
Purchase Price
31
Hiwin Schweiz$ 200,000
  • g. Endorsements and guarantees

For the information about the endorsements and guarantees for subsidiaries as of December 31, 2020, refer to Table 2.

  • h. Acquisition of additional interests in related parties

Matrix

Matrix Precision

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ -


-

$ -
2019
$ 220,864

81,260
$ 302,124
  • i. Compensation of key management personnel

Short-term employee benefits

Share-based payments

Termination benefits

Post-employment benefits


For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31





2020
$ 163,073

1,087
1,060

539

$ 165,759
2019
$ 171,300
-
-

556
$ 171,856

The remuneration of directors and key executives was determined by the remuneration committee having regard to the performance of individuals and market trends.

261

27. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets had been pledged or mortgaged as collateral for short-term and long-term bank loans:

Property, plant and equipment
**December 31 ** **December 31 **
2020
$ 13,920,763
2019
$ 14,262,145

28. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  • a. As of December 31, 2020 and 2019, unused letters of credit for purchases of raw materials and machinery and equipment amounted to $186,454 thousand and $149,030 thousand, respectively.

  • b. As of December 31, 2020 and 2019, commitment for acquisition of property, plant and equipment amounted to $330,561 thousand and $698,246 thousand, respectively.

29. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Company’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies are as follows:

Financial assets
Monetary items
USD

EUR
JPY
RMB
Non-monetary items
USD
EUR
ILS
RMB
JPY
GBP
CHF
SGD
Financial liabilities
Monetary items
USD
EUR
JPY
RMB
Non-monetary items
KRW
SGD
December 31, 2020
Foreign
Currencies
Exchange
Rate
Carrying
Amount
$ 19,134
28.480
$ 544,950
25,191
35.02
882,175
2,073,446
0.2763
572,893
1,096,141
4.377
4,797,810
25,479
28.480
725,654
65,139
35.02
2,281,179
13,639
8.740
119,202
429,927
4.377
1,881,788
327,492
0.2763
90,486
5,723
38.90
222,623
6,306
32.31
203,745
467
21.56
10,065
2,775
28.480
79,029
1,461
35.02
51,156
496,900
0.2763
137,293
2,861
4.377
12,524
2,511,016
0.0264
66,391
-
-
-
December 31, 2019
Foreign
Currencies
Exchange
Rate
Carrying
Amount
$ 17,190
29.980
$ 515,346

28,838
33.59
968,669

1,940,254
0.2760
535,510

754,848
4.305
3,249,621

26,174
29.980
784,705

57,623
33.59
1,935,546

11,397
8.666
98,764

413,485
4.305
1,780,053

965,910
0.2760
266,591

7,134
39.36
280,805

-
-
-

-
-
-

3,107
29.980
93,142

677
33.59
22,734

104,526
0.2760
28,849

2,501
4.305
10,765

1,672,635
0.0262
43,773

1,776
22.28
39,569

262

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

Foreign
Currencies
USD
JPY
EUR
RMB
For the Year Ended December 31 For the Year Ended December 31
2020
Exchange Rate
Net Foreign
Exchange Gain
(Loss)
29.549
$ (25,080)
0.2769
7,373
33.71
53,184
4.282

132,186
$ 167,663
2019
Exchange Rate
Net Foreign
Exchange Gain
(Loss)

30.912
$ (3,819)
0.2837
4,789
34.61
(42,458)
4.472

(127,210)
$ (168,698)

31. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others. (Table 1)

  • 2) Endorsements/guarantees provided. (Table 2)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint controlled entities). (Table 3)

  • 4) Marketable securities acquired and disposed at costs or prices at least NT$300 million or 20% of the paid-in capital. (None)

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital. (None)

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital. (Table 4)

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 5)

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 6)

  • 9) Trading in derivative instruments. (Notes 7 and 25)

  • 10) Information on investees. (Table 7)

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area. (Table 8)

263

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period. (None)

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period. (Table 5)

    • c) The amount of property transactions and the amount of the resultant gains or losses. (None)

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the year and the purposes. (None)

    • e) The highest balance, the end of year balance, the interest rate range, and total current period interest with respect to financing of funds. (None)

    • f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services. (None)

  • c. Information of major shareholders: List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 9)

264

TABLE 1

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

No. Lender Borrower Financial Statement
Account
Related
Party
Highest Balance
for the Period
(Note 4)
Ending Balance
(Note 4)
Actual Amount
Borrowed
Interest
Rate
Nature of
Financing
(Note 2)

Business Transaction
Amount

Reasons
for
Short-term
Financing

Allowance
for
Impairment
Loss
Collateral Collateral Financing
Limit for
Each
Borrower
(Note 1)
Aggregate
Financing
Limit
(Note 3)
Item Value
0
0
0
0
The Company
The Company
The Company
The Company
Hiwin Japan
Hiwin Italy
Hiwin Korea
Matrix
Other receivables from
related parties
Other receivables from
related parties
Other receivables from
related parties
Other receivables from
related parties
Yes
Yes
Yes
Yes
$ 320,165
155,289
166,619
39,640
$ 224,911

31,269

-

-
$ 224,911

31,269

-

-
1.49%
1.49%
1.49%
1.49%
1
1
2
2
Sales
$560,400
Sales
457,788
-
-
-
-
Operating
capital
Operating
capital
$ -
-
-
-
-
-
-
-
$ -
-
-
-
$ 4,134,319

4,134,319

4,134,319

4,134,319
$ 8,268,638

8,268,638

8,268,638

8,268,638

Note 1: The total amount for lending to a single company shall not exceed 15% of the net assets of the Company based on its latest financial statements. For financing provided by the Company due to business dealings, other than the aforementioned restrictions, the amount of financing is also limited to the higher of the total purchase or sales amount between the two parties within 1 year from the date of financing or in the most recent year based on the principle that business transactions have already occurred between the two parties.

Note 2: The nature of financing is numbered as follows:

  1. A company that has business dealings with the lender.

  2. A company with short-term financing needs.

Note 3: The total amount of the Company’s accumulated financing provided should not exceed 30% of the Company’s net assets as shown in its latest financial statements.

Note 4: The ending balance has been approved by the board of directors.

265

TABLE 2

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars and Foreign Currencies)

No. Endorser/Guarantor Endorsee/Guaranteed Party Endorsee/Guaranteed Party Limits on
Endorsement/
Guarantee
Given on
Behalf of
Each Party
(Note 1)

Maximum
Amount
Endorsed/
Guaranteed
During the Year
(Note 3)
Outstanding
Endorsement/
Guarantee at the
End of the Year
(Notes 3 and 4)

Actual Amount
Borrowed
(Note 4)
Amount
Endorsed/
Guaranteed by
Collaterals

Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest
Financial
Statements
(%)
Aggregate
Endorsement/
Guarantee
Limit
(Note 2)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
0
0
0
0
0
0
0
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Matrix
Hiwin Italy
Eterbright
Hiwin Singapore
Hiwin Korea
Hiwin Japan
Matrix Precision
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
$ 2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
2,756,213
$ 79,280
( GBP
2,000)

350,800
( EUR
10,000)

2,550,000

177,780
( USD
6,000)

346,680
( USD
12,000)

1,284,318
( JPY 4,660,080)

900,000
$ 77,800
( GBP
2,000)

350,200
( EUR
10,000)

2,250,000

170,880
( USD
6,000)

341,760
( USD
12,000)

734,129
( JPY 2,657,000)

900,000
$ 46,680
( GBP
1,200)

113,015
( EUR
3,227)

1,847,000

32,752
( USD
1,150)

160,912
( USD
5,650)

595,612
( JPY 2,155,671)

599,000
$ -


-


-

-


-


-


-

0.3%

1.3%

8.2%

0.6%

1.2%

2.7%

3.3%
$ 9,646,745

9,646,745

9,646,745

9,646,745

9,646,745

9,646,745

9,646,745
Yes
Yes
Yes
Yes
Yes
Yes
Yes
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note 1: The limit on the endorsements/guarantees provided for a single enterprise is 10% of the Company’s net assets as shown in its most recent financial statements. If approved by the board of directors, the amount of endorsements/guarantees provided by the Company for its subsidiaries is not subject to the foregoing limitations; however, it must not exceed 50% of the Company's net assets in its most recent financial statements.

Note 2: The aggregate endorsement/guarantee limit is 35% of the Company’s net assets as shown in its latest financial statements.

Note 3: The ending balance has been approved by the board of directors.

Note 4: The amounts denominated in foreign currencies were converted into New Taiwan dollars based on exchange rate prevailing at the end of last month.

266

TABLE 3

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Holding Company Name Type and Name of Marketable
Securities
Relationship with the
Holding Company
Financial Statement Account December 31, 2020 December 31, 2020 Note
Number of Shares Carrying Amount Percentage of
Ownership
(%)
Fair Value
The Company Government bond
Central Government Bond 2012-1
Share capital
Hiwin Mikrosystem
Ever Fortune. AI Co., Ltd.
Taichung International Country Club
Sunengine
King Kong Iron Work Ltd.
Kaland
-
-
-
-
-
-
-
Financial assets at amortized cost - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
Financial assets at FVTOCI - non-current
-
9,431,363
2,573,000
1
588,149
76,300
323,289
$ 2,906

860,140

45,017

2,650

-

-

36,427
-
8
3
-
10
-
19
$ 2,906
860,140
45,017
2,650
-
-
36,427

Note: For information on the investments in subsidiaries and associates, see Tables 7 and 8.

267

TABLE 4

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Seller Property Event Date Original
Acquisition Date
Carrying
Amount
Transaction
Amount
Collection Gain (Loss) on
**Disposal **
Counterparty Relationship Purpose of Disposal Price Reference Other
Terms
The Company Property, plant and
accessory equipment
on Tanxing Section,
Tanzi District,
Taichung City,
Taiwan
2020.7.24 1982.12.31-
2018.12.21
$ 333,136 $ 680,000
(Tax included)
$ 680,000 $ 302,707 SHANG HAO
BIOMEDICAL
TECHNOLOGY
CO., LTD.
None Re-planning and
consolidation of
production plants and
enhancing asset
utilization
Valuation amount of
$652,847 thousand
appraised by Honest
Specialty Appraiser
Group

-

268

TABLE 5

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Company Name Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/Sale Amount % to Total Payment Terms Unit Price Payment Terms Ending Balance
% to Total
The Company
Hiwin China
Hiwin Germany
Hiwin Italy
Hiwin Japan
Hiwin USA
Hiwin Korea
Eterbright
Hiwin Singapore
Hiwin China
Hiwin Germany
Hiwin Italy
Hiwin Japan
Hiwin USA
Hiwin Korea
Eterbright
Hiwin Singapore
The Company
The Company
Hiwin Mikrosystem
Hiwin S.R.O.
The Company
The Company
The Company
Hiwin Mikrosystem
The Company
The Company
The Company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Parent company
Parent company
Other related parties
Other related parties
Parent company
Parent company
Parent company
Other related parties
Parent company
Parent company
Parent company
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Purchase
Purchase
Purchase
Sale
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
$ (2,496,837)
(1,080,275)
(401,721)
(320,186)
(267,617)
(194,858)
(123,808)
(119,117)
2,496,837
1,080,275
128,255
(155,978)
401,721
320,186
267,617
191,649
194,858
4,828
118,980
119,117

(15%)

(6%)

(2%)

(2%)

(2%)

(1%)

(1%)

(1%)
96%
60%
7%

(6%)
82%
84%
48%
35%
85%
9%
-
84%
O/A 120 days
O/A 90 days
O/A 180 days
O/A 150 days
O/A 120 days
O/A 180 days
T/T 120 days
O/A 120 days
O/A 120 days
O/A 90 days
O/A 90 days
O/A 45 days
O/A 180 days
O/A 150 days
O/A 120 days
O/A 90 days
O/A 180 days
T/T 120 days
-
O/A 120 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 981,980
265,352
314,169
221,840
96,283
73,435
129,817
47,121
(981,980)
(265,352)
(31,797)
8,854
(314,169)
(221,840)
(96,283)
(36,487)
(73,435)
(194)
(129,623)
(47,121)
16%
4%
5%
4%
2%
1%
2%
1%

(97%)

(82%)

(10%)
7%

(86%)

(92%)

(69%)

(26%)

(95%)

(2%)

-

(76%)
(Note 1)
(Note 2)

Note 1: Unrealized gain on investment in Hiwin China amounted to $83,439 thousand.

Note 2: Eterbright recognized property, plant and equipment and payables for purchase of equipment in the balance sheets.

269

TABLE 6

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Company Name Related Party Relationship Ending Balance Turnover Rate Overdue Overdue Amounts Received
in Subsequent
Period
Allowance for
Impairment Loss
Amount Actions Taken
The Company Hiwin Japan
Hiwin Japan
Hiwin Germany
Hiwin Italy
Hiwin Italy
Hiwin China
Eterbright
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Trade receivables from related parties
$ 221,840
Other receivables from related parties
225,880
Trade receivables from related parties
265,352
Trade receivables from related parties
314,169
Other receivables from related parties
31,605
Trade receivables from related parties
981,980
Trade receivables from related parties
129,817
1.36
-
4.37
1.29
-
3.15
1.69
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
$ -
32,152
264,303
69,514
31,605
498,278
191
$ -

-

-

-

-

-

-

270

TABLE 7

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars and Foreign Currencies)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, 2020 December 31, 2020 Net Income
(Loss) of the
Investee
Share of
Profit (Loss)
Note
December 31,
2020

December 31,
2019
Number of
Shares
% Carrying
Amount
TheCompany
Hiwin Germany
Hiwin Germany
Hiwin USA
Hiwin Japan
Mega-Fabs
Eterbright
Hiwin Singapore
Hiwin Korea
Matrix Precision
Hiwin Healthcare Corp.
Hiwin Italy
Matrix
Hiwin Schweiz
Hiwin S.R.O.
Hiwin Schweiz
Germany
United States of America
Japan
Israel
Taiwan
Singapore
Korea
Taiwan
Samoa
Italy
United Kingdom
Switzerland
Czech Republic
Switzerland
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Research, manufacture and sale of drivers and
controllers
Research, development, design, manufacture and sale
of solar cell, electronic components, electric power
supply, electric transmission and power distribution
machinery products
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways and industrial robots
Research, development, production, manufacture and
sale of gear cutting tools and machinery
Sale of medical robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
Design integrated application, research, development,
manufacture and sale of thread forming machinery
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
Sale of aerospace parts, ballscrews, linear guideways,
and industrial robots
Manufacture and sale of aerospace parts, ballscrews,
linear guideways, and industrial robots
$ 224,257
353,844
817,642
42,444
2,983,556
117,550
202,945
603,244
3,108
296,580
461,344
266,300
104
(CZK
70)
3,320
(EUR
72)
$ 224,257

353,844

817,642

42,444

2,983,556

117,550

202,945

603,244

3,108

296,580

461,344

-
104
(CZK
70)
3,320
(EUR
72)

-

2,148,000

54,200

240,000
171,449,427

5,000,000

1,440,000

2,171,075

100,000

-

4,649,500

243,000
-
57,000
100
100
100
40
74
100
100
51
100
100
100
81
32
19
$ 1,934,803
648,513
39,300
152,032
(643,793)
(885)
(85,532)
95,313
2,706
88,729
261,614
206,720
67,800
(EUR
1,936)
45,066
$ 184,400

103,997

(176,778)

48,985

(534,534)

48,063

(21,203)

(212,378)

(32)

28,376

(53,544)

19,398
(Note 1)

19,398
$ 184,400

103,997

(176,778)

19,594

(396,464)

48,063

(21,203)

(115,153)

(32)

28,376

(49,337)

16,110

(Note 1)

-
Subsidiary
Subsidiary
Subsidiary
Investment
accounted for
using the
equity method
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Investment
accounted for
using the
equity method
Subsidiary

Note 1: Exempted from disclosure in accordance with regulations.

Note 2: For information on investments in mainland China, see Table 8.

271

TABLE 8

HIWIN TECHNOLOGIES CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEARS ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars and Foreign Currencies)

Investee Company Main Businesses and Products Main Businesses and Products Paid-in Capital Method of
Investment
Method of
Investment
Accumulated
Outward
Remittance for
Investments from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Remittance of Funds Accumulated
Outward
Remittance for
Investments from
Taiwan as of
December 31,
2020
Net Income
(Loss) of the
Investee
% Ownership
of Direct or
Indirect
Investment
Investment
Gain (Loss)
Carrying
Amount as of
December 31,
2020
Accumulated
Repatriation of
Investment
Income as of
December 31,
2020
Outward Inward
YIFU Finance
Hiwin China
Luren Shanghai
Suzhou Matrix
Finance leasing
Manufacture and sale of aerospace
parts, ballscrews, linear guideways
and industrial robots
Sale of gear cutting tools and machinery
Sale of gear cutting tools and machinery
$ 239,602
(USD
8,413)
1,498,040
(RMB 300,000)

14.047
(USD
439)

9,076
(RMB
2,000)
(Note 1)
(Note 2)
(Note 2)
(Note 2)
$ 139,733
(USD
5,017)
1,498,040
(RMB 300,000)
14,047
(USD
439)
9,076
(RMB
2,000)
$ -
-
-
-
$ 120,477
(USD
4,213)

-

-

-
$ 19,256
(USD
804)

1,498,040
(RMB 300,000)

14,047
(USD
439)

9,076
(RMB
2,000)
$ (34,829)
70,402
(6,790)
153
19
100
51
51
(Note 3)
$ 70,402
(Note 4)
(3,686)
(Note 4)
83
(Note 4)
$ 36,427
1,798,349
2,183
2,797
$ 110,732
(USD
3,614)

-

-

-
Investor Company Accumulated Outward Remittance for
Investments in Mainland China as of
December 31, 2020
Investment Amounts Authorized by the
Investment Commission, MOEA
Upper Limit on the Amount of Investments
Stipulated by the Investment Commission,
MOEA
The Company $ 1,517,296
(USD 804 and RMB 300,000)
$ 1,583,660
(USD 9,500 and RMB 300,000)
(Note 5)
Matrix Precision $ 23,123
(USD 439 and RMB 2,000)
$ 23,123
(USD 439 and RMB 2,000)
$ 58,733
(Note 5)

Note 1: The investment in the company in mainland China was made through reinvestment in an existing company established in a third country.

Note 2: The investment in mainland China was made directly.

Note 3: The investment in Kaland was accounted for as a financial asset measured at FVTOCI; thus, no investment gain or loss was recognized.

Note 4: The investment gain (loss) is recognized according to the financial statements audited by the Company’s independent auditors.

  • Note 5: Calculated in accordance with the “Regulations on Screening and Approval of Investment and Technical Cooperation in Mainland China” issued by the Investment Commission of the Ministry of Economic Affairs, the Company has been certified by the Industrial Development Bureau of the Ministry of Economic Affairs as an enterprise that has conformed to the scope of operations of the headquarters; therefore, there is no investment limit. The upper limit on the amount of investments in Matrix Precision is 60% of the net assets of Matrix Precision.

272

TABLE 9

HIWIN TECHNOLOGIES CORPORATION

INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2020

Name of Major Shareholder Shares
Number of Shares Percentage of
Ownership
Hiwin Investment Corporation 22,363,669 6.75%
  • Note 1: The information on major shareholders disclosed in the table above was calculated by the Taiwan Depository & Clearing Corporation based on the number of ordinary and preference shares held by shareholders with ownership of 5% or greater, that had completed dematerialized registration and delivery (including treasury shares) as of the last business day of the current quarter. The share capital recorded in the financial statements may differ from the number of shares that have completed dematerialized registration and delivery due to differences in the basis of preparation.

  • Note 2: If the above information is related to shareholders who have delivered their shares held to a trust, the information is separately disclosed by each trustor's account opened by the trustee. As for the declaration of insider shareholdings exceeding 10% in accordance with the securities and exchange act, the shareholdings include the shares held by the shareholder as well as those that have been delivered to the trust and for which the shareholder has the right to determine the use of trust property. For information on the declaration of insider shareholdings, refer to the Market Observation Post System website of the TWSE.

273

THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS

ITEM STATEMENT INDEX

ITEM STATEMENT INDEX
MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND
EQUITY
STATEMENT OF CASH AND CASH EQUIVALENTS 1
STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE Note 7
THROUGH PROFIT OR LOSS
STATEMENT OF NOTES RECEIVABLE 2
STATEMENT OF TRADE RECEIVABLES FROM 3
UNRELATED PARTIES
STATEMENT OF INVENTORIES 4
STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE 5
THROUGH OTHER COMPREHENSIVE INCOME -
NON-CURRENT
STATEMENT OF CHANGES IN INVESTMENTS 6
ACCOUNTED FOR USING THE EQUITY METHOD
STATEMENT OF CHANGES IN PROPERTY, PLANT AND Note 12
EQUIPMENT
STATEMENT OF CHANGES IN ACCUMULATED Note 12
DEPRECIATION AND ACCUMULATED IMPAIRMENT
OF PROPERTY, PLANT AND EQUIPMENT
STATEMENT OF CHANGES IN RIGHT-OF-USE ASSETS 7
STATEMENT OF CHANGES IN ACCUMULATED 7
DEPRECIATION OF RIGHT-OF-USE ASSETS
STATEMENT OF DEFERRED INCOME TAX ASSETS Note 20
STATEMENT OF SHORT-TERM BANK BORROWINGS 8
STATEMENT OF TRADE PAYABLES TO UNRELATED 9
PARTIES
STATEMENT OF OTHER PAYABLES Note 16
STATEMENT OF LONG-TERM BANK BORROWINGS 10
STATEMENT OF LEASE LIABILITIES 11
STATEMENT OF DEFERRED INCOME TAX LIABILITIES Note 20
MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS
STATEMENT OF NET REVENUE 12
STATEMENT OF OPERATING COSTS 13
STATEMENT OF OPERATING EXPENSES 14
STATEMENT OF NON-OPERATING INCOME AND STATEMENT OF
EXPENSES COMPREHENSIVE INCOME
STATEMENT OF FINANCE COSTS Note 19
STATEMENT OF LABOR, DEPRECIATION AND Note 19
AMORTIZATION BY FUNCTION

274

STATEMENT 1

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars and Foreign Currencies)

Item
Foreign Currency Exchange Rate
Cash on hand


NTD


Foreign currencies






Cash in banks


Checking accounts
Demand deposits
Foreign deposits
USD
2,857
28.480
EUR
2,187
35.02
RMB
83,236
4.377
JPY
456,537
0.2763
GBP
22
38.90



Cash equivalents

Foreign time deposits

RMB
54,500
4.377

Amount
$ 115

1,516

1,631

91,841
351,839
81,372
76,586
364,323
126,141

843

1,092,945


238,546
$ 1,333,122

275

STATEMENT 2

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF NOTES RECEIVABLE DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Client Name
Unrelated parties

Company 16

Company 31
Company 27
Others (Note)

Less: Allowance for impairment loss

Amount
$ 6,998
4,168
2,932

37,922
52,020

(520)
$ 51,500

Note: The amount of individual client included in others does not exceed 5% of the account balance.

276

STATEMENT 3

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF TRADE RECEIVABLES FROM UNRELATED PARTIES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Client Name
Unrelated parties

Company 28

Company 9
Company 22
Company 13
Company 21
Company 25
Others (Note)

Less: Allowance for impairment loss

Amount
$ 1,397,685
510,508
342,921
274,472
217,274
202,104

972,100
3,917,064

(457)
$ 3,916,607

Note: The amount of individual client included in others does not exceed 5% of the account balance.

277

STATEMENT 4

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF INVENTORIES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Item
Merchandise

Finished goods
Work in process
Raw materials
Inventories in transit

Amount
Market Price
(Note 1)
$ 2,017
$ 2,017
353,127
659,641
1,236,217
1,236,217
1,880,914
1,880,914

203,634

203,634
$ 3,675,909
$ 3,982,423

Note 1: Inventories are stated at the lower of cost or net realizable.

Note 2: Inventories are not provided as collateral.

278

STATEMENT 5

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF FINANCIAL ASSET AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Investees
Hiwin Mikrosystem
Sunengine (Note 1)
Taichung International Country Club
King Kong Iron Work Ltd.
Kaland (Note 2)
Ever Fortune
Balance, January 1, 2020
Shares
Fair Value
9,375,113
$ 787,509
2,063,681
-
1
2,500
76,300
-
323,289
205,055
2,000,000

28,010
$ 1,023,074
Additions
Shares
Amount
56,250
$ 72,631
-
-
-
150
-
-
-
-
573,000

17,007
$ 89,788
Decrease
Shares
Amount
-
$ -
1,475,532
-
-
-
-
-
-
168,628
-

-
$ 168,628
Balance, December 31, 2020
Shares
Fair Value
Collateral
9,431,363
$ 860,140
None
588,149
-
None
1
2,650
None
76,300
-
None
323,289
36,427
None
2,573,000

45,017
None
$ 944,234
Shares
9,375,113

2,063,681
1
76,300
323,289
2,000,000

Shares
56,250

-
-
-
-
573,000

Shares
-

1,475,532
-
-
-
-

Shares
9,431,363

588,149
1
76,300
323,289
2,573,000

Note 1: The shares decreased this year due to reduction in capital for offsetting deficit.

Note 2: The amounts decreased this year due to return of share premium of $120,477 thousand.

279

STATEMENT 6

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investees
Investments in subsidiaries
Hiwin Germany
Hiwin USA
Hiwin Japan
Eterbright (Note 1)
Hiwin Singapore (Note 1)
Hiwin Korea (Note 1)
Hiwin China
Matrix Precision
Hiwin Healthcare Corp.
Hiwin Italy
Matrix
Hiwin Schweiz
Investments in associates
Mega-Fabs
Balance, January 1, 2020
Shares
Amount
-
$ 1,589,621
2,148,000
546,203
54,200
183,404
171,449,427
(235,410 )
5,000,000
(53,375 )
1,440,000
(73,892 )
-
1,709,476
21,710,747
120,994
100,000
2,881
-
23,882
4,649,500
315,544
-

-
$ 4,129,328
240,000
$ 131,594
Additio ns
Amount
$ -
-
-
-
-
-
-
-
-
-
-

266,300
$ 266,300
$ -
Decrease (Note 2)
Shares
Amount
-
$ -

-
-
-
-
-
-
-
-
-
-
-
-
(19,539,672 )
-
-
-
-
-
-
-
-

-

$ -

-
$ -
Change of
Subsidiaries’
Ownership
Share of
Profit (Loss)
and Other
Comprehensive
Income (Loss)
of
Subsidiaries
and Associates
Accounted for
Using the
Equity
Equity
Method
$ -
$ 226,536

-
103,997
-
(176,778 )
-
(396,464 )
-
48,063
-
(21,203 )
-
70,403
84,098
(110,234 )
-
(32 )
-
26,851
-
(49,337 )

(79,407)

16,110

$ 4,691
$ (262,088)

$ -
$ 19,594
Exchange
Differences
on
Translating
of Foreign
Operations
$ 85,720

(35,353 )
673
-
1,570
(1,416 )
31,333
5
(143 )
6,527
(4,637 )

5,757

$ 90,036

$ 843
Unrealized
Gain
$ 32,926
33,666
32,001
(11,919 )
2,857
10,979
(12,863 )
450
-
31,469
44

(2,040)
$ 117,570
$ -
Balance, December 31, 202 0
Amount
$ 1,934,803

648,513
39,300
(643,793 )
(885 )
(85,532 )
1,798,349
95,313
2,706
88,729
261,614

206,720

$ 4,345,837

$ 152,031
Net Equity
Value
$ 2,118,990

700,038
90,486
(631,874 )
10,065
(66,391 )
1,881,788
46,454
2,706
162,189
183,614

251,537

$ 4,749,602

$ 119,202
Original
Investment
Cost
December 31,
2020
Collateral
$ 224,257
Nil
353,844
Nil
817,642
Nil
2,983,556
Nil
117,550
Nil
202,945
Nil
1,498,040
Nil
603,244
Nil
3,108
Nil
296,580
Nil
461,344
Nil

266,300
Nil
$ 7,828,410
$ 42,444
Nil
Shares
-

2,148,000
54,200
171,449,427
5,000,000
1,440,000
-
21,710,747
100,000
-
4,649,500
-


240,000
Shares
-

-
-
-
-
-
-
-
-
-
-
243,000


-
Shares
-

-
-
-
-
-
-
(19,539,672 )
-
-
-
-


-
Shares
Ownership (%)
-
100

2,148,000
100
54,200
100
171,449,427
74
5,000,000
100
1,440,000
100
-
100
2,171,075
51
100,000
100
-
100
4,649,500
100
243,000
81


240,000
40

Note 1: The balance as of December 31, 2020 was accounted for as credit balance for investments accounted for using the equity method.

Note 2: The shares decreased due to reduction in capital for offsetting deficit.

280

STATEMENT 7

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF CHANGE IN RIGHT-OF-USE ASSETS FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Cost
Land

Building

Total cost

Accumulated depreciation
Land
Building

Total accumulated depreciation
Right-of-use assets
Balance at
January 1,
2020
$ 142,040

138,343


280,383

7,891

34,140


42,031

$ 238,352
Additions
$ 2,660

83,586

$ 86,246

$ 8,048

54,446

$ 62,494
Disposals
Balance at
December 31,
2020
$ - $ 144,700
41,904

180,025
$ 41,904

324,725

-
15,939
16,681

71,905
$ 16,681

87,844
$ 236,881

281

STATEMENT 8

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF SHORT-TERM BANK BORROWINGS DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Type
Maturity Date
(Note)
Interest Rates
(%)
Loans for export sales
The Export-Import Bank of the Republic of China,
Taichung Branch
2021.9.29
0.51

Line of credit borrowings
Mizuho Bank Ltd., Taichung Branch
2021.6.28
0.82
Bank of Taiwan, Taichung Industrial Park Branch
2021.2.25
0.88
Land Bank of Taiwan, Taichung Branch
2021.3.28
0.85
HSBC Bank (Taiwan) Limited, Taichung Branch
2021.3.29
0.77


Amount
$ 710,000
620,000
400,000
200,000
50,000
1,270,000
$ 1,980,000

Note: The maturity date is the last date of multiple loans.

282

STATEMENT 9

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF TRADE PAYABLES TO UNRELATED PARTIES DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Vendor Name
Unrelated parties

Others (Note)
Amount
$ 3,056,834

Note: The amount of individual vendor in others does not exceed 5% of the account balance.

283

STATEMENT 10

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF LONG-TERM BANK BORROWINGS DECEMBER 31, 2020

(In Thousands of New Taiwan Dollars)

Type
Borrowing Period
(Note 2)
Repayment
Interest Rate
(%)
Current Portion
Non-Current
Portion
Secured loan
Bank of Taiwan, Taichung Industrial Park Branch
2011.6.16-2034.2.21
Repayable monthly from November 30, 2013 in 48, 60, 144 and 180
installments
1.01-1.49
$ 782,093
$ 4,951,558

The Export-Import Bank of the Republic of China,
Taichung Branch
2020.4.30-2027.4.15
Repayable monthly from May 15,2023 in 48 installments
0.36
-
18,641
Chang Hwa Commercial Bank, Hisitun Branch
2020.5.26-2027.5.15
Repayable monthly from May 15,2023 in 48 installments
0.90
-
1,581
Unsecured loan
KGI Bank, Shizheng Branch
2019.2.1-2021.2.1
Repayable every 120 days, due for renewal
0.89
200,000
-
Bank of Taiwan, Taichung Industrial Park Branch
2020.4.30-2027.4.15
Repayable monthly from May 15, 2023 in 48 installments
0.70

-

2,845

$ 982,093
$ 4,974,625
Total
$ 5,733,651
18,641
1,581
200,000

2,845
$ 5,956,718

Note 1: Property, plant and equipment pledged as collateral in the amount of $13,920,763 thousand for bank borrowings.

Note 2: The period indicates the earliest loan date and the last due date of the multiple borrowings.

284

STATEMENT 11

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF LEASE LIABILITIES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Item
Lease Term
Discount Rate (%)
Land
17 years
1.45

Building
1 to 7 years
1.45

Less: Current portion

Lease liabilities - non-current
Amount
$ 128,899
108,702
237,601
(48,593)
$ 189,008

285

STATEMENT 12

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF NET REVENUE FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Item
Shipments (In thousands of units)
Linear guideways
About 21,470

Ballscrews
About 1,297
Others


Less: Sales return
Sales discount

Sales
Amount
$ 11,580,875
3,135,843

2,069,878
16,786,596
(466)

(2,998)
$ 16,783,132

286

STATEMENT 13

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Item
Raw materials, beginning of year

Raw materials purchased
Sale of raw materials
Raw materials scrapped
Raw materials, end of year

Raw materials used
Supplies, beginning of year
Supplies purchased
Sale of supplies
Transferred to manufacturing expense and
prepayments for machinery and equipment

Supplies, end of year

Supplies used
Direct labor
Manufacturing expenses
Manufacturing cost
Work in process, beginning of year
Work in process, end of year
Cost of finished goods
Finished goods, beginning of year
Finished goods, end of year
Transferred to research and development and selling
expense
Other adjustment
Cost of goods sold
Merchandise, beginning of year
Merchandise purchased
Transferred to manufacturing expense
Transferred from prepayment for machinery and
equipment
Merchandise, end of year

Cost of merchandise sold
Cost of raw materials and supplies sold
Inventory write-downs
Loss from inventories scraps
Maintenance and warranty expense
Unallocated fixed overhead
Revenue from sale of scraps
Operating costs
Amount
$ 2,563,836
4,437,189
(71,184)
(10,922)
(1,581,511)
$ 5,337,408
830,882
1,496,414
(21,074)
(1,605,340)

(700,882)
-
2,324,953

4,957,748
12,620,109
1,092,713
(1,262,127)
12,450,695
723,602
(446,373)
(129,887)

(58,272)
12,539,765
3,351
1,414
(797)
111,228

(2,017)
113,179
92,258
89,000
10,922
25,632
142,866

(80,439)
$ 12,933,183

287

STATEMENT 14

HIWIN TECHNOLOGIES CORPORATION

STATEMENT OF OPERATING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Item
Salary

Depreciation expense
Donation
Shipping expense
Others

Total
Selling and
Marketing
Expenses
General and
Administrative
Expenses
Research and
Development
Expenses
$ 97,095 $ 391,668 $ 463,587
4,405
94,151
87,172
-
40,469
-
60,076
802
1,135

105,871

196,782

248,322

$ 267,447
$ 723,872
$ 800,216
Total
$ 952,350

185,728

40,469

62,013

550,975
$ 1,791,535

288