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INX — Interim / Quarterly Report 2022
Dec 30, 2022
52330_rns_2022-12-30_498848a9-d17d-4315-8362-908b8a00428c.pdf
Interim / Quarterly Report
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INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS’ REVIEW REPORT SEPTEMBER 30, 2022 AND 2021
~1~
INDEPENDENT AUDITORS' REVIEW REPORT
To the Board of Directors and Shareholders of Innolux Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of Innolux Corporation and subsidiaries (the “Group”) as at September 30, 2022 and 2021, and the related consolidated statements of comprehensive income for the three-month and nine-month periods then ended, as well as the consolidated statements of changes in equity and of cash flows for the nine-month periods then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope of Review
We conducted our reviews in accordance with the Statement of Auditing Standards No. 65, “Review of Financial Information Performed by the Independent Auditor of the Entity” in the Republic of China. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our reviews and the reports of other auditors (please refer to the Other matter section), nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at September 30, 2022 and 2021, and of its consolidated financial performance for the three-month and nine-month periods then ended and its consolidated cash flows for the nine-month periods then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.
~2~
Other matter – Reference to the reviews of other auditors
We did not review the financial statements of certain subsidiaries of the Company for the nine-month period ended September 30, 2022, which were reviewed by other auditors. Therefore, our report expressed herein, insofar as it relates to the amounts and Note 13 included in respect of these subsidiaries, is based solely on the reports of the other auditors. Total assets of these subsidiaries included in the Group’s consolidated financial statements amounted to NT$1,977,829 thousand, constituting 0.5% of the consolidated total assets of the Group as at September 30, 2022, and sales revenue of these subsidiaries included in the Group’s consolidated financial statements amounted to NT$477,893 thousand and NT$1,399,395 thousand, constituting 1% and 0.8% of the consolidated total sales revenue of the Group for the three-month and nine-month periods ended September 30, 2022.
PricewaterhouseCoopers, Taiwan October 27, 2022
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
~3~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 2022, DECEMBER 31, 2021 AND SEPTEMBER 30, 2021
(Expressed in thousands of New Taiwan dollars) (The consolidated balance sheets as of September 30, 2022 and 2021 are reviewed, not audited)
| Assets | Notes | September 30, 2022 | |
|---|---|---|---|
| December 31, 2021 September 30, 2021 |
|||
| Current Assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Financial assets at amortized cost - current 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 130X Inventory 1410 Prepayments 1479 Other current assets 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non- current 1517 Financial assets at fair value through other comprehensive income - non-current 1535 Financial assets at amortized cost - non-current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
|||
| 6(1) 6(2) 6(4) 6(5) 7 |
$ 47,992,107 14,004,454 48,226,042 40,239,702 839,244 |
$ 28,667,746 $ 25,658,441 17,358,003 15,831,771 22,633,195 24,164,693 60,528,170 65,045,593 1,351,375 1,847,162 2,378,705 3,292,198 38,278,221 39,159,463 4,345,185 2,532,352 280,623 183,101 175,821,223 177,714,774 4,326,863 4,111,515 9,848,126 9,345,607 74,224,423 69,467,911 1,442,684 1,573,890 162,607,908 164,405,247 5,146,768 5,270,419 471,655 478,602 17,520,594 17,524,343 3,412,138 3,620,633 12,697,208 7,829,264 291,698,367 283,627,431 $ 467,519,590 $ 461,342,205 |
|
| 6(2) 6(6) 8 |
2,226,019 43,045,963 2,672,260 469,801 |
||
| 199,715,592 | |||
| 6(2) | 4,879,274 | ||
| 6(3) 6(4) 6(7) |
5,307,747 3,229,464 1,677,123 |
||
| 6(8), 7 and 8 6(9) 6(10) 6(11) 6(8),6(15),8 and 9 |
157,484,168 4,905,419 450,813 17,508,481 3,935,808 23,228,601 |
||
| 222,606,898 | |||
| $ 422,322,490 | |||
(Continued)
~4~
INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2022, DECEMBER 31, 2021 AND SEPTEMBER 30, 2021
(Expressed in thousands of New Taiwan dollars)
(The consolidated balance sheets as of September 30, 2022 and 2021 are reviewed, not audited)
| Liabilities and Equity Current Liabilities 2100 Short-term borrowings 2120 Financial liabilities at fair value through profit or loss - current 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2230 Current income tax liabilities 2250 Provisions - current 2280 Lease liabilities - current 2320 Long-term liabilities, current portion 2399 Other current liabilities 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity attributable to owners of the parent Share capital 3110 Share capital - common stock 3130 Certificates of entitlement to new shares from convertible bonds 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest 3500 Treasury shares 31XX Equity attributable to owners of the parent 36XX Non-controlling interests 3XXX Total equity 3X2X Total liabilities and equity |
Notes | September 30, 2022 | December 31, 2021 September 30, 2021 |
December 31, 2021 September 30, 2021 |
|---|---|---|---|---|
| 6(12) 6(2) 7 6(13) and 7 6(17) and 9 6(14) |
$ 3,620,894 2,158,171 |
$ — | $ — | |
| 198,896 52,321,478 2,190,308 36,514,228 2,196,227 7,541,182 639,969 8,770,385 6,180,834 |
401,899 54,242,516 2,081,986 35,356,994 2,067,839 7,364,271 639,180 4,404,190 6,308,070 |
|||
| 40,654,014 1,447,887 |
||||
| 41,787,768 | ||||
| 2,391,182 | ||||
| 5,696,326 | ||||
| 651,454 | ||||
| 8,771,184 | ||||
| 5,235,622 | ||||
| 112,414,502 | 116,553,507 | 112,866,945 | ||
| 6(14) 6(15) |
31,215,809 2,226,866 4,032,010 6,031,027 |
35,592,540 2,003,404 4,391,331 4,181,877 |
39,359,379 2,178,768 4,553,879 4,378,979 |
|
| 43,505,712 | 46,169,152 | 50,471,005 | ||
| 155,920,214 | 162,722,659 | 163,337,950 | ||
| 6(18) | 95,564,562 — |
105,014,079 582,122 103,277,533 8,062,551 6,059,671 78,935,221 (4,381,487) — |
||
| 105,596,201 — |
||||
| 6(19) 6(20) |
103,296,944 | 103,287,482 | ||
| 13,811,763 | 8,062,551 | |||
| 3,204,136 55,153,389 |
6,059,671 84,545,631 |
|||
| 6(21) | (4,547,176) | (3,204,136) |
||
| 6(18) | (602,916) | — |
||
| 265,880,702 521,574 |
304,347,400 | 297,549,690 454,565 |
||
| 449,531 | ||||
| 266,402,276 | 304,796,931 | 298,004,255 | ||
| $ 422,322,490 | $ 467,519,590 | $ 461,342,205 |
The accompanying notes are an integral part of these consolidated financial statements.
~5~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021 (Expressed in thousands of New Taiwan dollars, except for earnings (loss) per share amounts) (Reviewed, not audited)
| Items | Notes 6(22) and 7 6(6)(27) and 7 6(27) 6(23) 6(24) 6(25) 6(26) 6(7) 6(29) |
Nine months ended September 30 | Nine months ended September 30 | ||
|---|---|---|---|---|---|
| Three months ended September 30 | |||||
| 2022 | 2021 | 2022 2021 |
|||
| 4000 Sales revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating (loss) profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 (Loss) profit before income tax 7950 Income tax expense 8200 (Loss) profit for the period |
$ 48,015,256 | $ 93,085,886 | $ 175,802,862 | $ 270,160,114 | |
| (57,015,215) (8,999,959) (938,622) (2,084,124) (3,360,300) (6,383,046) (15,383,005) 416,615 1,709,239 1,238,035 (229,057) 27,440 3,162,272 (12,220,733) (498,790) $ (12,719,523) |
(66,216,833) | (175,543,368) | (190,800,861) | ||
| 26,869,053 | 259,494 |
79,359,253 |
|||
(2,785,082) |
|||||
(1,995,593) (2,059,946) (3,801,401) |
(4,582,343) (6,049,264) (11,057,856) |
||||
(6,292,217) (10,059,433) |
|||||
| (7,856,940) | (19,136,732) | (21,689,463) | |||
| 19,012,113 | (18,877,238) |
57,669,790 | |||
| 283,329 879,461 27,831 (230,342) 5,261 |
968,845 4,707,853 (422,279) (669,842) 20,122 |
576,839 1,886,877 (3,537,282) (747,910) 53,274 |
|||
| 965,540 | 4,604,699 |
(1,768,202) |
|||
19,977,653 |
(14,272,539) (1,256,326) |
55,901,588 |
|||
| (1,373,983) | (4,311,448) | ||||
| $ 18,603,670 | $ (15,528,865) | $ 51,590,140 | |||
(Continued)
~6~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021
(Expressed in thousands of New Taiwan dollars, except for earnings (loss) per share amounts)
(Reviewed, not audited)
| 8311 8316 |
Items Other comprehensive income (net) Components of other comprehensive (loss) income that will not be reclassified to profit or loss Remeasurement of defined benefit plans Unrealized (losses) gains on financial assets at fair value through other comprehensive income |
Notes 6(15) 6(21) |
Three months ended September 30 | Three months ended September 30 | Nine months ended September 30 | Nine months ended September 30 |
|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 2021 |
||||
| $ — 197,846 |
$ 232,321 $ — | |||||
| $ — | $ — | |||||
| (2,393,061) | (4,618,386) 4,317,586 |
|||||
| 8320 | Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss |
6(7)(21) | 10,655 | — | 21,107 |
— |
| 8349 8310 |
Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive (loss) income that will not be reclassified to profit or loss Components of other comprehensive (loss) income that will be reclassified to profit or loss Financial statements translation differences of foreign operations Share of other comprehensive income (loss) of associates and joint ventures accounted for under equity method Components of other comprehensive (loss) income that will be reclassified to profit or loss Other comprehensive (loss) income for the period, net of tax Total comprehensive (loss) income for the period (Loss) profit attributable to: Owners of the parent Non-controlling interest Other comprehensive (loss) income attributable to: Owners of the parent Non-controlling interest (Loss) earnings per share (in dollars) Basic (loss) earnings per share Diluted (loss) earnings per share |
(124,489) 84,012 1,149,863 61,144 1,211,007 $ 1,295,019 $ (11,424,504) $ (12,746,291) $ 26,768 $ (11,452,960) $ 28,456 $ (1.27) $ (1.27) |
155,977 |
388,521 |
(796,071) |
|
| 6(21) 6(7)(21) 6(30) |
(2,237,084) | (3,976,437) 3,521,515 |
||||
| (326,523) | 2,690,090 |
(1,527,774) |
||||
| 8361 8370 8360 8300 |
||||||
| (167) | 129,942 | (27,220) |
||||
| (326,690) | 2,820,032 |
(1,554,994) |
||||
| $ (2,563,774) | $ (1,156,405) | $ 1,966,521 | ||||
| 8500 | $ 16,039,896 | $ (16,685,270) | $ 53,556,661 | |||
| 8610 8620 |
$ 18,602,129 | $ (15,596,821) | $ 51,592,448 | |||
| $ 1,541 | $ 67,956 | $ (2,308) | ||||
| 8710 | $ 16,038,714 | $ (16,754,004) | $ 53,559,895 | |||
| 8720 | $ 1,182 | $ 68,734 | $ (3,234) | |||
| 9750 | $ 1.77 | $ (1.50) | $ 4.99 | |||
| 9850 | $ 1.72 | $ (1.50) | $ 4.78 |
The accompanying notes are an integral part of these consolidated financial statements.
~7~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| 2021 Balance at January 1 Profit (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) Appropriation of 2020 earnings: Legal reserve Special reserve Cash dividends |
Notes | Equity attributable | Equity attributable | to owners of the p | a | rent | rent | rent | Non-controlling interests Total $ 197,386 $237,567,046 (2,308) 51,590,140 (926) 1,966,521 (3,234) 53,556,661 — — — — — (3,141,271) |
||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share | Capital | Capital surplus | Retained Earnings | Other EquityInterest | Treasury shares |
Total | |||||||||||||||||
| Common stock | Certificate of entitlement to new shares from convertible bonds |
Legal reserve | Special reserve | Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income |
|||||||||||||||||
| 6(21) 6(20) |
$97,110,720 | $ 2,293,612 |
$99,707,996 | $7,870,713 | $7,325,437 | $29,120,853 | $ (8,879,169) |
$ 2,819,498 |
$ — |
$237,369,660 | |||||||||||||
| — — |
— — |
— — |
— — |
— — |
51,592,448 — |
— (1,554,068) |
— 3,521,515 |
— — |
51,592,448 1,967,447 |
||||||||||||||
| — | — | — | — | — | 51,592,448 | (1,554,068) | 3,521,515 | — | 53,559,895 | ||||||||||||||
| — — — |
— — — |
— — — |
191,838 — — |
— (1,265,766) — |
(191,838) 1,265,766 (3,141,271) |
— — — |
— — — |
— — — |
— — (3,141,271) |
||||||||||||||
| Cash dividends from capital surplus | 6(19)(20) | — | — | (1,047,090) | — | — | — | — | — | — | (1,047,090) | — (1,047,090) |
|||||||||||
| Recognition of change in equity of associates in proportion to the Group's ownership |
6(19) | — | — | 1,602 | — | — | — | — | — | — | 1,602 | — 1,602 |
|||||||||||
| Conversion of convertible bonds | 6(18)(19) | 7,903,359 | (1,711,490) | 4,544,732 | — | — | — | — | — | — | 10,736,601 | — 10,736,601 |
|||||||||||
| Recognition of changes in ownership interests in subsidiaries | 6(19) | — | — | 11,411 | — | — | — | — | — | — | 11,411 | 59,157 70,568 |
|||||||||||
| Decrease in non-controlling interests | — | — | — | — | — | — | — | — | — | — | (3,247) (3,247) |
||||||||||||
| Establishment of subsidiaries | 4(3) | — | — | (5,300) | — | — | — | — | — | — | (5,300) | 45,000 39,700 |
|||||||||||
| Difference between consideration and carrying amount of subsidiaries disposed |
— | — | 59,008 | — | — | — | — | — | — | 59,008 | 159,503 218,511 |
||||||||||||
| Disposal of investments in equity instruments measured at fair value through other comprehensive income |
6(3)(21) | — | — | — | — | — | 289,263 | — | (289,263) | — | — | — — |
|||||||||||
| Others | 6(19) | — | — | 5,174 | — | — | — | — | — | — | 5,174 | — 5,174 |
|||||||||||
| Balance at September 30 | $105,014,079 | $ 582,122 |
$103,277,533 | $8,062,551 | $6,059,671 | $78,935,221 | $(10,433,237) | $ 6,051,750 |
$ — |
$297,549,690 | $ 454,565 $298,004,255 |
||||||||||||
| 2022 Balance at January 1 |
$105,596,201 | $ — |
$103,287,482 | $8,062,551 | $6,059,671 | $84,545,631 | $ (9,862,144) |
$ 6,658,008 |
$ — |
$304,347,400 | $ 449,531 $304,796,931 |
||||||||||||
| (Loss) profit for the period | — | — | — | — | — | (15,596,821) | — | — | — | (15,596,821) | 67,956 (15,528,865) |
||||||||||||
| Other comprehensive income (loss) for the period | 6(21) | — | — | — | — | — | 185,857 | 2,819,254 | (4,162,294) | — | (1,157,183) | 778 (1,156,405) |
|||||||||||
| Total comprehensive income (loss) | — | — | — | — | — | (15,410,964) | 2,819,254 | (4,162,294) | — | (16,754,004) | 68,734 (16,685,270) |
||||||||||||
| Appropriation of 2021 earnings: | 6(20) | ||||||||||||||||||||||
| Legal reserve | — | — | — | 5,749,212 | — | (5,749,212) | — | — | — | — | — — |
||||||||||||
| Special reserve | — | — | — | — | (2,855,535) | 2,855,535 | — | — | — | — | — — |
||||||||||||
| Cash dividends | — | — | — | — | — | (11,087,601) | — | — | — | (11,087,601) | — (11,087,601) |
||||||||||||
| Capital reduction by cash | 6(18) | (10,031,639) | — | — | — | — | — | — | — | 47,500 | (9,984,139) | — (9,984,139) |
|||||||||||
| Recognition of change in equity of associates in proportion to the Group's ownership |
6(19) | — | — | 247 | — | — | — | — | — | — | 247 | — 247 |
|||||||||||
| Recognition of changes in ownership interests in subsidiaries | 6(19) | — | — | (1,795) | — | — | — | — | — | — | (1,795) | 19,242 17,447 |
|||||||||||
| Purchase of treasury shares | 6(18) | — | — | — | — | — | — | — | — | (650,416) | (650,416) | — (650,416) |
|||||||||||
| Decrease in non-controlling interests | — | — | — | — | — | — | — | — | — | — | (15,933) (15,933) |
||||||||||||
| Others | 6(19) | — | — | 11,010 | — | — | — | — | — | — | 11,010 | — 11,010 |
|||||||||||
| Balance at September 30 | $95,564,562 | $ — |
$103,296,944 | $13,811,763 | $3,204,136 | $55,153,389 | $ (7,042,890) |
$ 2,495,714 |
$(602,916) | $265,880,702 | $ 521,574 $266,402,276 |
The accompanying notes are an integral part of these consolidated financial statements.
~8~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| Notes 6(27) 6(27) 6(7) |
2022 2021 |
|
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| (Loss) profit before tax Adjustments Adjustments to reconcile (profit) loss Depreciation and amortization Net (gain) loss on financial assets or liabilities at fair value through profit or loss Compensation cost of share-based payments Share of profit of associates and joint ventures accounted for under equity method |
$ (14,272,539) $ 55,901,588 | |
| 24,745,249 27,375,341 (244,435) 1,479,201 5,891 17,031 (20,122) (53,274) |
||
| Loss on disposal of property, plant and equipment | 6(25) | 118,236 152,052 |
| Loss on disposal of investments Gain on lease modification Interest expense Interest income Dividend income Foreign exchange gain |
6(25) 6(26) 6(23) 6(24) |
3,644 109,538 — (966) 669,842 747,910 (968,845) (576,839) (1,876,542) (199,529) (2,976,195) (93,293) |
| Others | — 4,599 |
|
| Changes in operating assets and liabilities Changes in operating assets Financial assets /liabilities at fair value through profit or loss Accounts receivable Accounts receivable - related parties Other receivables Inventories Prepayments Other current assets Changes in operating liabilities Accounts payable Accounts payable - related parties Other payables Provisions - current Other current liabilities Other non-current liabilities Cash (outflow) inflow generated from operations Cash paid for income tax Net cash flows (used in) from operating activities |
2,087,525 1,076,737 20,288,468 (15,163,677) 512,131 376,995 451,896 203,830 (4,767,742) (8,294,193) (10,008,937) 279,671 (202,065) (6,774) (11,667,464) 8,418,818 (742,421) 361,055 (5,233,468) 8,010,659 (1,062,936) 1,211,288 (221,705) 620,131 840,822 3,965,742 (4,541,712) 85,923,641 (1,056,663) (662,542) (5,598,375) 85,261,099 |
(Continued)
~9~
INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM INVESTING ACTIVITIES | Notes | 2022 2021 |
|---|---|---|
| 4(3) 6(31) 6(11) 6(20) 6(20) 6(18) 4(3) 6(19) |
$ (408,422)$ (30,684,569) 3,379,959 14,987,402 — (506,942) — 363,588 (11,683,462) 14,757,553 — (96,220,701) 56,342,907 24,670,000 4,631,545 5,481,334 (1,157,325) (252,407) (86,829) (300,000) — 39,700 (15,751,401) (17,538,002) 90,168 39,464 (4,975) (15,905) 834,553 283,997 1,873,408 199,529 38,060,126 (84,695,959) 3,401,834 — — 23,250,000 (4,403,500) (19,299,500) (638,653) (588,935) (492,232) (82,013) — (104,455) — (1,047,090) (11,087,601) (3,141,271) (650,416) — — 218,511 11,557 57,775 (18,001) — 11,010 5,174 (13,866,002) (731,804) 728,612 (706,978) 19,324,361 (873,642) 28,667,746 26,532,083 $ 47,992,107 $ 25,658,441 |
|
| Acquisition of financial assets at fair value through profit or loss Proceeds from disposal of financial assets at fair value through profit or loss Acquisition of investments in financial assets measured at fair value through other comprehensive income Proceeds from disposal of financial assets measured at fair value through other comprehensive income (Increase) decrease in financial assets at amortized cost - current Acquisitions of financial assets at amortized cost - non- current Proceeds from disposal of financial assets at amortized cost Proceeds from repayments of financial assets at amortized cost Increase in refundable deposits |
||
| Increase in investment accounted for under equity method | ||
| Joint venture to establish a subsidiary | ||
| Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Interest received Dividends received Net cash flows from (used in) investing activities |
||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from short-term borrowings | ||
| Proceeds from long-term borrowings Repayments of long-term borrowings Interest paid Repayment of the principal portion of lease liabilities |
||
| Repurchase of bonds payable | ||
| Cash paid from capital surplus Cash dividends paid Payments to acquire treasury shares |
||
| Process from disposal of shares of subsidiaries | ||
| Employee share options exercised | ||
| Net change of non-controlling interests | ||
| Others Net cash flows used in financing activities |
||
| Effect of changes in foreign currency exchange Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
The accompanying notes are an integral part of these consolidated financial statements.
~10~
INNOLUX CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2022 AND 2021
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated) (Reviewed, not audited)
1. HISTORY AND ORGANIZATION
-
(1) Innolux Corporation (the “Company”) was organized on January 14, 2003 under the Act for Establishment and Administration of Science Parks in Republic of China (R.O.C.). The Company was listed on the Taiwan Stock Exchange Corporation (the “TSEC”) in October 2006. The Company merged with TPO Displays Corporation and Chi Mei Optoelectronics Corporation on March 18, 2010, with the Company as the surviving entity.
-
(2) The Company and its subsidiaries (the “Group”) engage in the research, development, design, manufacture and sales of TFT-LCD panels, modules and monitors of LCD, color filter, and low temperature poly-silicon TFT-LCD.
2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These consolidated financial statements were reported to the Board of Directors on October 27, 2022.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
- (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC effective from 2022 are as follows:
| follows: | |
|---|---|
| Effective date by | |
| International Accounting | |
| New Standards,Interpretations and Amendments | Standards Board |
| Amendments to IFRS 3, ‘Reference to the conceptual framework’ | January 1, 2022 |
| Amendments to IAS 16, ‘Property, plant and equipment: proceeds | January 1, 2022 |
| before intended use’ | |
| Amendments to IAS 37, ‘Onerous contracts-cost of fulfilling a | January 1, 2022 |
| contract’ | |
| Annual improvements to IFRS Standards 2018-2020 | January 1, 2022 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by
the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2023 are as follows:
~11~
| Effective date by | |
|---|---|
| International Accounting | |
| New Standards,Interpretations and Amendments | Standards Board |
| Amendments to IAS 1, ‘Disclosure of accounting policies’ | January 1, 2023 |
| Amendments to IAS 8, ‘Definition of accounting estimates’ | January 1, 2023 |
| Amendments to IAS 12, ‘Deferred tax related to assets and liabilities | January 1, 2023 |
| arising from a single transaction’ |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| as endorsed by the FSC are as follows: | |
|---|---|
| Effective date by | |
| International Accounting | |
| New Standards,Interpretations and Amendments | Standards Board |
| Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets | To be determined by |
| between an investor and its associate or joint venture’ | International Accounting |
| Standards Board | |
| Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ | January 1, 2024 |
| IFRS 17, ‘Insurance contracts’ | January 1, 2023 |
| Amendments to IFRS 17, 'Insurance contracts' | January 1, 2023 |
| Amendments to IFRS 17, 'Initial application of IFRS 17 and IFRS 9 - | January 1, 2023 |
| comparative information' | |
| Amendments to IAS 1, ‘Classification of liabilities as current or non- | January 1, 2023 |
| current’ |
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment. Amendments to IAS 1, ‘Classification of liabilities as current or non-current’
The amendments clarify that classification of liabilities depends on the rights that exist at the end of the reporting period. An entity shall classify a liability as current when it does not have a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. Also, the amendments define ‘settlement’ as the extinguishment of a liability with cash, other economic resources or an entity’s own equity instruments.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
- A. The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and International Accounting Standard 34, “Interim financial reporting” as endorsed by the FSC.
~12~
-
B. These financial statements should be read with the consolidated financial statements for the year ended December 31, 2021.
-
(2) Basis of preparation
-
A. Except for the following items, these consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
(c) Defined benefit assets or liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.
-
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements
-
The basis applied in these consolidated financial statements is consistent with that applied in the consolidated financial statements for the year ended December 31, 2021.
-
B. Subsidiaries included in the consolidated financial statements:
| Ownership (%) | Ownership (%) | Ownership (%) | |||
|---|---|---|---|---|---|
| Name of Investor | Name of Subsidiary | Main Business Activities |
September 30,2022 |
December 31,2021 |
September 30,2021 Description |
| Innolux Corporation |
Innolux Holding Limited Keyway Investment Management Limited Landmark International Ltd. Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation Innolux Japan Co., Ltd. Innolux Singapore Holding Pte. Ltd. InnoCare Optoelectronics Corporation |
Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment company Investment company Investment, R&D and distribution company Investment holdings Investment, R&D, manufacturing and distribution company |
100 100 100 100 100 100 100 54 100 59 |
100 100 100 100 100 100 100 54 100 59 |
100 — 100 — 100 — 100 — 100 — 100 — 100 — 54 — 100 — 100 (a) |
~13~
| Ownership (%) | Ownership (%) | Ownership (%) | |||
|---|---|---|---|---|---|
| Name of Investor | Name of Subsidiary | Main Business Activities |
September 30,2022 |
December 31,2021 |
September 30,2021 Description |
| Innolux Corporation Innolux Holding Limited Keyway Investment Management Limited Landmark International Ltd. Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited InnoJoy Investment Corporation Innolux Japan Co., Ltd. Innolux Singapore Holding Pte. Ltd. Rockets Holding Limited Suns Holding Ltd Toppoly Optoelectronics (Cayman) Ltd. |
GIO Optoelectronics Corp. INStek Corporation Rockets Holding Limited Suns Holding Ltd. Lakers Trading Limited Foshan Innolux Logistics Ltd. Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Toppoly Optoelectronics (Cayman) Ltd. Innolux Hong Kong Limited Innolux Japan Co., Ltd. CarUX Holding Limited Inno Capital Corporation Innolux USA, Inc. INNOLUX OPTOELECTRONICS INDIA PRIVATE LIMITED INNOLUX OPTOELECTRONICS PHILIPPINES CORP. INNOLUX OPTOELECTRONICS MALAYSIA SDN. BHD. Stanford Developments Limited Nets Trading Ltd. Warriors Technology Investments Ltd Nanjing Innolux Technology Ltd. Nanjing Innolux Optoelectronics Ltd. |
Investment, R&D, manufacturing and distribution company R&D, manufacturing and distribution company Investment holdings Investment holdings Distribution company Warehousing company Processing company Processing company Processing company Investment holdings Distribution company Investment, R&D and distribution company Investment holdings Investment company Distribution company Distribution company Manufacturing and distribution company Manufacturing and distribution company Investment holdings Investment company Investment company Distribution company Processing company |
76 40 100 100 — 100 100 100 100 100 100 46 100 100 100 100 — — 100 100 100 100 100 |
76 40 100 100 — 100 100 100 100 100 100 46 100 100 100 100 100 — 100 100 100 100 100 |
63 (b) — (c) 100 — 100 — 100 (e) 100 — 100 — 100 — 100 — 100 — 100 — 46 — 100 — 100 (d) 100 — 100 — 100 (h) 100 (f) 100 — 100 — 100 — 100 — 100 — |
~14~
| Ownership (%) | Ownership (%) | Ownership (%) | |||
|---|---|---|---|---|---|
| Name of Investor | Name of Subsidiary | Main Business Activities |
September 30,2022 |
December 31,2021 |
September 30,2021 Description |
| CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. Stanford Developments Limited Ningbo Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., Ltd. InnoCare Optoelectronics Corporation GIO Optoelectronics Corp. |
CARUX TECHNOLOGY PTE. LTD. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. CarUX Technology Inc. Shanghai Innolux Optoelectronics Ltd. Innolux Technology Germany GmbH Innocom Technology (Shenzhen) Co., Ltd. Ningbo CarUX Technology Ltd. Shenzhen PixinLED Technology Co., Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. Ningbo Innolux Electronics Ltd. Innocare Optoelectronics Europe B.V. Double Star Inc. GIO (Maanshan) Optoelectronics Co., Ltd. |
Investment and distribution company Investment holdings Investment, distribution, and R&D testing company R&D, manufacturing and distribution company Processing company Testing and maintenance company Processing company Processing company R&D and distribution company Distribution company Distribution company Manufacturing and distribution company After-sales service company Investment holdings Processing company |
100 100 100 100 100 100 100 100 — 100 100 100 100 100 100 |
100 100 100 100 100 100 100 100 — 100 100 100 100 100 100 |
100 — 100 — 100 — 100 — 100 — 100 — 100 — 100 — 100 (g) 100 — 100 — 100 — 100 — 100 — 100 — |
(a) The Board of Directors of the Company resolved to implement InnoCare Optoelectronics Corporation’s (“InnoCare Company”) listing plan by releasing its equity interests in the subsidiary in the amount of 10,500 thousand shares in the third quarter of 2021. The Company had released 10,500 thousand shares of InnoCare Company and received proceeds amounting to $240,786.
(b) The Company repurchased outstanding domestic convertible bonds of the subsidiary, GIO Optoelectronics Corp. (“GIO Company”), in the amount of $104,455 during the third quarter of 2021, and the Company converted those convertible bonds into common shares of GIO Company. The Company repurchased 3,575 thousand shares of outstanding common stock of GIO Company, in the amount of $37,720 during the fourth quarter of 2021.
~15~
- (c) The Company injected capital and established a new subsidiary, INStek Corporation, and acquired 40% equity interests in the subsidiary in the third quarter of 2021. The Company had ability and had obtained half seats in the Board of Directors, which indicates that the Company has current ability to direct the relevant activities of the subsidiary. The subsidiary shall be included in the consolidated financial statements, and net cash inflow in the consolidated financial statements was $39,700.
- (d) Inno Capital Corporation was established in the third quarter of 2021 and was included in the consolidated financial statements since the date of establishment.
- (e) In the fourth quarter of 2021, Lakers Trading Limited had completed liquidation and dissolution.
- (f) In the fourth quarter of 2021, INNOLUX OPTOELECTRONICS MALAYSIA SDN. BHD. had completed liquidation and dissolution.
- (g) The Company's subsidiary, Innocom Technology (Shenzhen) Co., LTD., sold 100% equity of Shenzhen PixinLED Technology Co., LTD., in the fourth quarter of 2021.
- (h) In the third quarter of 2022, INNOLUX OPTOELECTRONICS PHILIPPINES CORP. had completed liquidation and dissolution.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. The restrictions on fund remittance from subsidiaries to the parent company: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group: None.
-
(4) Employee benefits
Except for the following additional accounting policies, the accounting policies on employee benefits are the same as those described in Note 4 of the 2021 consolidated financial statements. Pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. And, the related information is disclosed accordingly.
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
For more information, please refer to Note 5 of the consolidated financial statements for the year ended December 31, 2021.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| Cash and cash equivalents | |||
|---|---|---|---|
| Cash on hand, demand deposits and checking accounts |
September 30,2022 | December 31,2021 | September 30,2021 |
| $ 25,506,268 | $ 22,769,902 $ 18,977,134 | ||
| Time deposits | 22,485,839 | 5,897,844 |
6,681,307 |
| $ 47,992,107 | $ 28,667,746 $ 25,658,441 |
-
A. The Group associates with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. The above time deposits expire in 3 months and risks of changes in their values are remote.
~16~
(2) Financial assets and liabilities at fair value through profit or loss
| September 30,2022 | December 31,2021 | September 30,2021 | |
|---|---|---|---|
| Assets | |||
| Current items | |||
| Financial assets mandatorily measured at fair value through profit or loss |
|||
Beneficiary certificates Structured products |
$ 13,947,456 | $ 13,903,225 $ 12,606,409 | |
| — | 3,269,530 3,207,476 |
||
| Forward foreign exchange contracts |
56,998 — |
54,965 6,768 130,283 11,118 |
|
| Foreign exchange swap contracts |
|||
| $ 14,004,454 | $ 17,358,003 | $ 15,831,771 | |
| Non-current items Financial assets mandatorily measured at fair value through profit or loss |
|||
| Listed stocks Unlisted stocks |
$ 3,287,998 | $ 1,224,882 $ 1,045,023 | |
| 1,301,894 | 3,063,428 |
3,047,375 |
|
| Financial products | 98,958 | 38,553 |
19,117 |
| Convertible bonds | 190,424 | — |
— |
| $ 4,879,274 | $ 4,326,863 | $ 4,111,515 | |
| Liabilities | September 30,2022 | December 31,2021 | September 30,2021 |
| Current items | |||
| Financial liabilities held for trading Forward foreign exchange contracts Foreign exchange swap contracts |
|||
| $ 1,090,005 | $ 198,896 | $ 345,692 | |
| 1,068,166 | — |
56,207 |
|
| $ 2,158,171 | $ 198,896 | $ 401,899 |
A. The Group sold $2,566,352 of stocks at fair value during 2020 and the amount of receivables (shown as other receivables) outstanding as of September 30, 2021 was $1,259,091, and all of receivables were received in the fourth quarter of 2021.
- B. The non-hedging derivative financial assets and liabilities transaction information are as follows:
| September 30, 2022 | September 30, 2022 | December 31, 2021 | December 31, 2021 | |
|---|---|---|---|---|
| Derivative financial assets and liabilities |
Contract Amount (Notional Principal) (in thousands) |
Contract Period | Contract Amount (Notional Principal) (in thousands) Contract Period |
|
| Current items | RMB (sell) $ 550,000 TWD (buy) 2,438,368 |
RMB (sell) $ 1,020,8442021/12-2022/01 USD (buy) 160,000 2021/12-2022/01 |
||
| Forward foreign exchange contracts |
2022/08-2022/11 | 2021/12-2022/01 2021/12-2022/01 |
||
| 2022/08-2022/11 |
~17~
| September 30, 2022 | September 30, 2022 | December 31, 2021 | December 31, 2021 | December 31, 2021 | |
|---|---|---|---|---|---|
| Derivative financial assets and liabilities |
Contract Amount (Notional Principal) (in thousands) |
Contract Period | Contract Amount (Notional Principal) (in thousands) Contract Period |
||
| Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts |
USD (sell) 20,000 JPY (buy) 2,831,135 TWD (sell) 4,199,500 JPY (buy) 19,000,000 EUR (sell) 14,500 USD (buy) 14,602 HKD (sell) 100,266 USD (buy) 12,800 USD (sell) 965,000 TWD (buy) 29,612,890 TWD (sell) 298,410 USD (buy) 10,000 USD (sell) 780,000 JPY (buy) 23,706,850 |
2022/09-2022/10 2022/09-2022/10 2022/07-2022/12 2022/07-2022/12 2022/07-2022/11 2022/07-2022/11 |
RMB (sell) 625,000 2021/12-2022/01 TWD (buy) 2,711,077 2021/12-2022/01 USD (sell) 40,000 2021/12-2022/01 JPY (buy) 4,577,300 2021/12-2022/01 TWD (sell) 6,171,025 2021/09-2022/03 JPY (buy) 25,000,000 2021/09-2022/03 EUR (sell) 6,000 2021/12-2022/01 USD (buy) 6,803 2021/12-2022/01 HKD (sell) 66,283 2021/11-2022/02 USD (buy) 8,500 2021/11-2022/02 USD (sell) 930,000 2021/12-2022/01 TWD (buy) 25,755,547 2021/12-2022/01 USD (sell) 805,000 2021/10-2022/05 TWD (buy) 22,406,595 2021/10-2022/05 |
||
| 2022/08-2022/11 2022/08-2022/11 2022/07-2022/11 2022/07-2022/11 2022/07-2022/10 2022/07-2022/10 |
|||||
| Forward foreign exchange contracts |
|||||
| Foreign exchange swap contracts |
2022/08-2022/11 2022/08-2022/11 |
||||
| September 30, 2021 | |||||
| Derivative financial assets and liabilities |
Contract Amount (Notional Principal) (in thousands) Contract Period |
||||
| Current items | |||||
| Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts Forward foreign exchange contracts |
USD (sell) $ 260 RMB (buy) 1,685 TWD (sell) 852,082 RMB (buy) 198,315 USD (sell) 30,000 JPY (buy) 3,308,025 TWD (sell) 9,171,000 JPY (buy) 36,500,000 RMB (sell) 700,000 TWD (buy) 2,989,107 USD (sell) 1,105,000 TWD (buy) 30,547,035 |
$ 260 | 2021/09-2021/10 2021/09-2021/10 2021/09-2021/10 2021/09-2021/10 |
||
| 2021/09-2021/10 | |||||
| 2021/09-2021/10 2021/06-2022/01 2021/06-2022/01 2021/09-2021/10 2021/09-2021/10 2021/08-2021/10 2021/08-2021/10 |
|||||
| 1,105,000 30,547,035 |
|||||
~18~
| September 30, 2021 | September 30, 2021 | September 30, 2021 | |
|---|---|---|---|
| Derivative financial assets and liabilities |
Contract Amount (Notional Principal) (in thousands) Contract Period |
||
| Forward foreign exchange contracts |
HKD (sell) USD (buy) RMB (sell) USD (buy) EUR (sell) USD (buy) USD (sell) TWD (buy) |
81,689 10,500 |
2021/09-2021/11 2021/09-2021/11 |
| Forward foreign exchange contracts Forward foreign exchange contracts Foreign exchange swap contracts |
1,715,8342021/09-2021/10 265,0002021/09-2021/10 5,0002021/09-2021/10 5,9102021/09-2021/10 535,0002021/08-2021/12 14,858,4792021/08-2021/12 |
||
| 2021/09-2021/10 2021/09-2021/10 2021/08-2021/12 2021/08-2021/12 |
|||
The Group entered into forward foreign exchange contracts to hedge exchange rate risk of import and export proceeds in foreign currency, foreign exchange swap contracts are to meet fund procurement demand. However, these contracts are not accounted for using hedge accounting.
(3) Financial assets at fair value through other comprehensive income
| September 30,2022 | December 31,2021 | September 30,2021 | |
|---|---|---|---|
| Non-current items | |||
| Equity instruments | |||
| Listed stocks Unlisted stocks |
$ 5,274,277 33,470 |
$ 9,818,232 | $ 9,310,387 |
29,894 |
35,220 |
||
| $ 5,307,747 | $ 9,848,126 $ 9,345,607 |
-
A. The Group has elected to classify equity instruments that are considered to be strategic investments and steady dividend income as financial assets at fair value through other comprehensive income.
-
B. The Group sold $0 and $358,212 of stocks at fair value and resulted in cumulative gains amounting to $0 and $289,263 on disposal which were recognized in unappropriated retained earnings during the nine-month periods ended September 30, 2022 and 2021.
-
C. For information on other comprehensive income for fair value change recognized by the Group for the nine-month periods ended September 30, 2022 and 2021, please refer to Note 6(21) “Other equity”.
(4) Financial assets at amortized cost
| “Other equity”. Financial assets at amortized cost |
|||
|---|---|---|---|
| September 30,2022 | December 31,2021 | September 30,2021 | |
| Current items | |||
| Principal guaranteed financial assets Corporate bonds |
$ 35,396,983 | $ 20,637,496 | $ 22,464,063 |
| 5,352,144 | 1,995,699 |
1,700,630 |
|
| Fixed income financial products |
7,476,915 | — |
— |
| $ 48,226,042 | $ 22,633,195 | $ 24,164,693 |
~19~
| September 30,2022 | December 31,2021 | September 30,2021 | |
|---|---|---|---|
| Non-current items | |||
| Principal guaranteed financial assets |
$ 2,013,109 | $ 63,343,505 | $ 58,198,476 |
| Corporate bonds Fixed income financial products |
1,216,355 — |
5,697,755 5,183,163 |
6,062,566 5,206,869 |
| $ 3,229,464 | $ 74,224,423 $ 69,467,911 |
-
A. The Group recognized $267,824, $243,192, $708,748 and $461,967 of interest income arising from the financial assets at amortized cost for the three-month and the nine-month periods ended September 30, 2022 and 2021, respectively.
-
B. The Group associates with a variety of financial institutions and counterparties all with high credit quality to disperse credit risk, so it expects that the probability of financial institution and counterparty defaults is remote.
(5) Notes receivable and accounts receivable
| September 30,2022 | December 31,2021 | September 30,2021 | |
|---|---|---|---|
| Notes receivable Accounts receivable |
$ 139,079 | $ 75,311 | $ 62,187 |
| 40,363,234 | 60,715,469 |
65,192,825 |
|
| 40,502,313 | 60,790,780 |
65,255,012 |
|
| Less: Allowance for uncollectible accounts |
(262,611) | (262,610) |
(209,419) |
| $ 40,239,702 | $ 60,528,170 | $ 65,045,593 | |
| A. The aging analysis of accounts receivable and notes September 30,2022 Not past due $ 33,406,327 Up to 60 days 5,693,533 61 to 180 days 929,754 Over 180 days 472,699 $ 40,502,313 |
receivable is as follows: | ||
| September 30,2022 | December 31,2021 | September 30,2021 | |
| $ 33,406,327 | $ 56,887,325 $ 62,801,793 | ||
| 5,693,533 929,754 472,699 |
3,418,512 2,160,862 245,769 42,499 239,174 249,858 |
||
| $ 40,502,313 | $ 60,790,780 $ 65,255,012 |
The above aging analysis was based on past due date.
-
B. As of September 30, 2022, December 31, 2021 and September 30, 2021, accounts receivable and notes receivable were all from contracts with customers. As of January 1, 2021, the balance of receivables from contracts with customers amounted to $50,107,177.
-
C. Information relating to credit risk of accounts receivable is provided in Note 12(2).
(6) Inventories
| Inventories | |||
|---|---|---|---|
| September 30,2022 | December 31,2021 | September 30,2021 | |
| Raw materials and supplies Work in progress Finished goods |
$ 6,970,836 | $ 8,785,532 | $ 9,326,270 |
| 15,664,041 | 14,575,596 14,917,093 |
15,615,366 14,217,827 |
|
| 20,411,086 | |||
| $ 43,045,963 | $ 38,278,221 | $ 39,159,463 |
~20~
For the three-month and nine-month periods ended September 30, 2022 and 2021, the Group recognized cost of goods sold for inventories that have been sold at $56,757,400, $66,147,239, $175,121,693 and $190,537,665 and recognized net inventory loss at $257,815, $69,594, $421,675 and $263,196 due to write down of cost of scrap inventories to net realizable value, respectively.
(7) Investments accounted for under the equity method
| Investments accounted for under | the equity method | ||
|---|---|---|---|
| September 30,2022 | December 31,2021 | September 30,2021 | |
| Ampower Holding Ltd. | $ 925,640 | $ 801,157 | $ 808,091 |
| FI Medical Device Manufacturing Co., Ltd. |
383,394 | 318,640 |
460,054 |
| PanelSemi Corporation | 185,884 | 243,661 |
243,377 |
| Others | 182,205 | 79,226 |
62,368 |
| $ 1,677,123 | $ 1,442,684 | $ 1,573,890 |
The operating results of the Group’s share in all individually immaterial associates are summarized below:
| below: | |||
|---|---|---|---|
| Profit for the period from continuing operations Other comprehensive income (loss) - net of tax Total comprehensive income |
For the three-month periods ended September 30, 2022 2021 27,440 5,261 71,799 (167) |
||
| 2022 | |||
| 27,440 71,799 |
|||
| $ 99,239 | $ 5,094 |
(8) Property, plant and equipment
| Cost: Land Buildings Machinery and equipment Other equipment |
2022 | |||
|---|---|---|---|---|
| At January1 | Additions | Disposals | Transfer, net exchange differences and others At September 30 |
|
| $ 4,093,726 | $ — | $ — | $ — $ 4,093,726 |
|
| 205,568,161 537,561,904 50,862,400 798,086,191 |
473,717 2,441,554 2,522 |
(74,674) (2,913,594) (2,803,380) |
2,016,709 207,983,913 7,749,440 544,839,304 3,282,746 51,344,288 |
|
| Accumulated depreciation and impairment: Buildings Machinery and equipment Other equipment Unfinished construction and equipment under acceptance |
2,917,793 | (5,791,648) | 13,048,895 808,261,231 |
|
| (147,599,956) (453,390,220) (44,323,458) (645,313,634) 9,835,351 |
(6,426,977) (14,626,524) (3,171,622) |
73,754 2,802,343 2,790,440 |
(512,074) $ (154,465,253) (1,071,930) (466,286,331) (150,178) (44,854,818) (1,734,182) (665,606,402) |
|
| (24,225,123) | 5,666,537 | |||
| 12,573,004 | — | (7,579,016) 14,829,339 |
||
| $ 162,607,908 | $ 157,484,168 |
~21~
| Cost: Land Buildings Machinery and equipment Other equipment |
2021 | |||
|---|---|---|---|---|
| At January1 $ 4,093,726 203,938,280 526,646,694 49,731,327 784,410,027 (139,325,425) (436,793,758) (42,804,109) (618,923,292) 13,414,940 $ 178,901,675 |
Additions $ — 335,154 3,084,719 8,290 3,428,163 (6,425,185) (16,999,681) (3,409,962) (26,834,828) 15,777,150 |
Disposals $ — (82,916) (4,844,405) (2,100,460) (7,027,781) 79,610 4,323,848 2,068,290 6,471,748 (42) |
Transfer, net exchange differences and others At September 30 $ — $ 4,093,726 863,178 205,053,696 10,317,399 535,204,407 2,757,205 50,396,362 13,937,782 794,748,191 259,683 (145,411,317) 520,966 (448,948,625) 130,106 (44,015,675) 910,755 (638,375,617) (21,159,375) 8,032,673 $ 164,405,247 |
|
| Accumulated depreciation and impairment: |
||||
| Buildings Machinery and equipment Other equipment |
||||
| Unfinished construction and equipment under acceptance |
-
A. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.
-
B. As of September 30, 2022, December 31, 2021 and September 30, 2021, the prepayments for business facilities which have not yet entered the factory (shown as ‘other non-current assets’) amounted to $5,639,830, $8,530,392 and $5,907,817, respectively.
(9) Leasing arrangements-lessee
-
A. The Group leases various assets including land, offices and business vehicles. Rental contracts are typically made for periods of 2 to 50 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. Short-term leases with a lease term of 12 months or less comprise office, dormitory and equipment. Low-value assets comprise computer equipment.
-
C. The carrying amounts of right-of-use assets and the depreciation charge are as follows:
| September 30,2022 | December 31,2021 | September 30,2021 | |
|---|---|---|---|
| Carryingamount | Carryingamount Carryingamount |
||
| Land Buildings (Office) |
$ 4,823,701 | $ 5,042,470 | $ 5,153,242 |
| 80,300 | 101,957 |
114,443 |
|
| Transportation equipment (Business vehicles) |
1,418 | 2,341 2,734 |
|
| $ 4,905,419 | $ 5,146,768 | $ 5,270,419 |
~22~
| For the three-month periods ended September 30, |
For the three-month periods ended September 30, |
For the nine-month periods ended September 30, 2022 2021 |
|
|---|---|---|---|
| 2022 | 2021 | ||
| Depreciation Charge |
Depreciation Charge |
Depreciation Charge Depreciation Charge |
|
| Land Buildings (Office) |
$ 122,316 | $ 119,226 | $ 366,356 $ 357,804 |
| 10,959 | 9,716 |
30,601 30,176 917 989 |
|
| Transportation equipment (Business vehicles) |
301 | 322 |
|
| $ 133,576 | $ 129,264 | $ 397,874 $ 388,969 |
-
D. For the three-month and nine-month periods ended September 30, 2022 and 2021, the additions to right-of-use assets were $1,914, $0, $10,324 and $135,603, respectively.
-
E. The information on income and expense accounts relating to lease contracts is as follows:
| For the three-month periods ended September 30, |
For the three-month periods ended September 30, |
For the nine-month periods ended September 30, 2022 2021 |
|
|---|---|---|---|
| 2022 | 2021 | ||
| Items affecting profit or loss | |||
| Interest expense on lease liabilities |
$ 20,138 | $ 21,682 | $ 61,699 $ 66,260 |
| Expense on variable lease payments Expense on short-term lease contracts |
31,018 17,917 23,285 |
40,117 21,270 9,389 |
104,982 113,078 50,721 57,491 51,514 28,146 |
| Expense on leases of low- value assets |
- F. For the nine-month periods ended September 30, 2022 and 2021, the Group’s total cash outflow for leases were $730,812 and $289,189, respectively.
(10) Investment property
| Investment property | ||
|---|---|---|
| 2022 | ||
| At January1 | Additions At September 30 |
|
| Cost: Land Buildings Accumulated depreciation: |
$ 188,247 439,228 |
$ — $ 188,247 — 439,228 |
| 627,475 | — 627,475 |
|
| Buildings | (155,820) | (20,842) (176,662) |
| $ 471,655 | $ (20,842) $ 450,813 |
~23~
| 2021 | ||
|---|---|---|
| At January1 | Additions At September 30 |
|
| Cost: | $ 188,247 439,228 |
$ — $ 188,247 — 439,228 |
| Land Buildings |
||
| Accumulated depreciation: | 627,475 | — 627,475 |
| Buildings | (128,031) | (20,842) (148,873) |
| $ 499,444 | $ (20,842) $ 478,602 |
The fair value of the investment property held by the Group as at September 30, 2022, December 31, 2021 and September 30, 2021 was $1,699,239, $1,978,199 and $2,049,330, respectively. The amounts mentioned above represent valuation results of comparative method based on market trading information categorized within Level 3 in the fair value hierarchy.
(11) Intangible assets
- A. Intangible assets are goodwill, payments for TFT-LCD related technology and royalty. Details of intangible assets are as follows:
| 2022 | ||||
|---|---|---|---|---|
| At January1 | Additions | Disposals |
Transfer, net exchange differences and others At September 30 |
|
| Cost: Patents and royalty Goodwill Others |
$ 8,232,454 17,117,339 4,862,691 |
$ — — 4,975 |
$ (3,000) — (302,133) |
$ — $ 8,229,454 — 17,117,339 90,509 4,656,042 |
| 30,212,484 | 4,975 |
(305,133) |
90,509 30,002,835 |
|
| Accumulated amortization and impairment: |
(8,171,928) (4,519,962) |
(14,732) (86,678) |
3,000 302,133 |
— (8,183,660) (6,187) (4,310,694) |
| Patents and royalty | ||||
| Others | ||||
| (12,691,890) | (101,410) | 305,133 | (6,187) (12,494,354) |
|
| $ 17,520,594 | $ (96,435) | $ — | $ 84,322 $ 17,508,481 |
~24~
| 2021 | ||||
|---|---|---|---|---|
| At January1 | Additions | Disposals | Transfer, net exchange differences and others At September 30 |
|
| Cost: Patents and royalty Goodwill Others |
$ 8,184,436 17,117,339 5,368,254 |
$ — — 15,905 |
$ — — (550,248) |
$ 48,019 $ 8,232,455 — 17,117,339 70,278 4,904,189 |
| 30,670,029 | 15,905 |
(550,248) |
118,297 30,253,983 |
|
| Accumulated amortization and impairment: |
(8,156,715) (5,006,330) |
(10,304) (120,398) |
— 550,248 |
— (8,167,019) 13,859 (4,562,621) |
| Patents and royalty | ||||
| Others | ||||
| (13,163,045) | (130,702) | 550,248 | 13,859 (12,729,640) |
|
| $ 17,506,984 | $ (114,797) | $ — | $ 132,156 $ 17,524,343 |
B. Details of amortization of intangible assets are as follows:
| For the three-month periods ended September 30, |
For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
For the nine-month periods ended September 30, |
|
|---|---|---|---|---|
| 2022 | 2021 | 2022 2021 |
||
| Operating costs Operating expenses |
$ 10,249 | $ 14,647 | $ 29,878 | $ 45,075 85,627 |
| 24,670 | 31,298 |
71,532 |
||
| $ 34,919 | $ 45,945 | $ 101,410 | $ 130,702 |
C. The Group performed impairment assessment on the recoverable amount of goodwill on the financial period-end, and used the value in use as the basis for calculation of the recoverable amount.The value in use was calculated based on the estimated present value of future cash flows for five years. Based on the periodical assessment above, the Group did not recognize impairment loss on goodwill for the nine-month periods ended September 30, 2022 and 2021, respectively.
(12) Short-term borrowings
| Type of borrowings Bank borrowings Unsecured borrowings Range of interest rates |
September 30,2022 Collateral $ 3,620,894 None 1.49%~3.50% |
|---|---|
As of December 31, 2021 and September 30, 2021, the Group did not hold any short-term borrowings.
~25~
(13) Other payables
| ) | Other payables | Other payables | ||||||
|---|---|---|---|---|---|---|---|---|
| ) | September 30,2022 | December 31,2021 | September 30,2021 | |||||
| Other personnel expenses | $ | 11,285,264 | $ | 16,607,485 | $ 14,332,310 | |||
| Payables due to capital reduction |
9,984,139 | — | — |
|||||
| Payable on machinery and equipment Repairs and maintenance expense payable Utilities expense payable |
3,911,744 | 4,172,348 2,993,417 |
5,417,224 2,890,738 |
|||||
| 2,892,460 | ||||||||
| 1,254,622 | 1,163,786 1,365,646 |
|||||||
| Other payables | 12,459,539 | 11,577,192 | 11,351,076 |
|||||
| Long-term borrowings Type of borrowings |
$ | 41,787,768 | $ | 36,514,228 | $ 35,356,994 | |||
| Period | September 2022 |
30, | December 31, 2021 |
September 30, 2021 |
||||
| Syndicated bank borrowings |
2019/4/15 ~2024/4/15 |
$ 39,375,000 | $ 43,750,000 | $ 43,750,000 | ||||
| Unsecured borrowings | 2021/12/2 ~2026/11/15 |
600,000 | 600,000 |
— |
||||
| Secured borrowings | 2021//9/22 ~2024/9/22 |
66,667 | 95,166 (82,241) |
105,000 (91,431) |
||||
| Less: Administrative expenses charged by syndicated banks Current portion (includes administrative expenses) Range of interest rates |
(54,674) | |||||||
| (8,771,184) | (8,770,385) (4,404,190) |
|||||||
| $ 31,215,809 | $ 35,592,540 | $ 39,359,379 | ||||||
| 0.75%~1.79% | 0.75%~1.79% 1.35%~1.79% |
- (14) Long term borrowings
-
A. Please refer to Note 8 for the information on assets pledged as collateral for long-term borrowings.
-
B. The syndicated borrowing agreements specified that the Company shall meet covenants on current ratio, liability ratio, interest coverage, and tangible net equity, based on the Company’s annual consolidated financial statements audited by independent auditors. The Company’s financial ratios on the consolidated financial statements for the year ended December 31, 2021 are in compliance with the covenants on the syndicated borrowing agreement.
-
C. For repayment of borrowings from financial institutions and financing mid-term working capital fund, the Board of Directors approved the signing of a syndicated borrowing with financial institution in the amount of $37.5 billion on May 5, 2020. As of September 30, 2022, the borrowing has yet to be drawn down.
~26~
(15) Pensions
-
A. Defined benefit pension plans
-
(a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who choose to continue to be subject to the pension mechanism under the Law.
-
(b) In February 2022, the Science Park, Ministry of Science and Technology approved the Company to stop contributing to the retirement fund temporarily.
-
(c) In the first half of 2022, the Company reached an agreement with part of its employees for terminating their defined benefit pension plans and settled its defined benefit obligation. Total pension payment paid from the plan assets was $2,166,345. Accordingly, the Company re-assessed the actuarial assumptions and recognized gain on the settlement amounting to $127,244 and gain on remeasurement of net defined benefit liability amounting to $232,321.
- As of September 30, 2022, the net defined benefit asset was $290,054. For relevant actuarial assumptions, please refer to Note 6(16) in the second quarter consolidated financial statements of 2022.
-
-
B. Defined contribution pension plans
-
(a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality.
-
(b) The Company’s foreign subsidiaries have provided the pension in accordance with statutory laws and regulations
-
-
C. The pension costs under the abovementioned pension plans of the Group for the three-month and nine-month periods ended September 30, 2022 and 2021 were $479,711, $460,467, $1,375,313 and $1,386,248, respectively.
-
(16) Share-based payment
-
A. Details of the share-based payment arrangements of the Group are provided in the 2021 consolidated financial statements.
-
B. Details of the share-based payment arrangements are as follows:
-
-
-
(a) Employee stock options GIO Company
-
~27~
| 2022 | 2022 | 2021 | |
|---|---|---|---|
| Quantity (in thousand units) |
Weighted-average exercise price (in dollars) |
Quantity (in thousand units) Weighted-average exercise price (in dollars) |
|
| Options outstanding at the beginning of the period Options forfeited |
5,122 (900) |
$ 7.5 7.5 |
6,122 $ 9.4 (1,000) 9.4 |
| Option expired | (4,222) | 7.5 | — — |
| Options outstanding at the end of the period Options exercisable at the end of the period |
— | — | 5,122 7.7 |
| — | 5,122 |
- (b) Employee stock options InnoCare Company
| Employee stock opti | ons-InnoCare Company | ons-InnoCare Company | |
|---|---|---|---|
| 2022 | 2021 | ||
| Quantity (in thousand units) |
Weighted-average exercise price (in dollars) |
Quantity (in thousand units) Weighted-average exercise price (in dollars) |
|
| Options outstanding at the beginning of the period Options exercised Option expired Options outstanding at the end of the period Options exercisable at the end of the period |
3,414 (797) — 2,617 |
$ 14.5 14.5 — 14.5 |
7,500 $ 22.5 (3,985) 14.5 (101) — 3,414 |
| 227 | 14.5 | — |
- C. The expiry date and exercise price of stock options outstanding at balance sheet date are as follows:
| follows: | ||
|---|---|---|
| Issue date approved 2017.10.1 2020.7.7 |
Expirydate 2022.9.30 2026.7.6 |
September 30,2022 |
| Quantity (in thousand units) Exercise price (in dollars) — $ — 2,617 14.5 |
||
| December 31,2021 | ||
| Issue date approved | Expirydate 2022.9.30 |
Quantity (in thousand units) Exercise price (in dollars) |
| 2017.10.1 | 5,122 $ 7.5 |
|
| 2020.7.7 | 2026.7.6 | 3,414 $ 14.5 |
| Issue date approved | ||
| September 30,2021 | ||
| Expirydate | Quantity (in thousand units) Exercise price (in dollars) |
|
| 2017.10.1 | 2022.9.30 | 5,122 $ 7.7 |
| 2020.7.7 | 2026.7.6 | 3,414 $ 14.5 |
- D. The fair value of stock options granted is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
~28~
| Type of loans arrangement |
Grant Date Price (in dollars) |
Exercise price (in dollars) |
Expected volatility (%) |
Expected duration (inyears) |
Expected dividends |
Risk-free interest rate(%) |
Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|---|
| Employee stock options |
2017.10.01 2.18 2020.07.07 23.61 |
10 22.5 |
48.38~ 48.58 35.59~ 45.98 |
3.5~4 1.04~5 |
— — |
0.63~ 0.68 0.26~ 0.37 |
0.0783~ 0.1099 4.88~ 8.16 |
| Employee stock options |
E. For the three-month and nine-month periods ended September 30, 2022 and 2021, the Group recognized expenses on share-based payment transaction (equity settlement) were $1,395, $2,564, $5,891 and $17,031, respectively.
(17) Provisions-current
| Provisions-current | |||
|---|---|---|---|
| At January 1, 2022 Additions during the period Used (unused amounts reversed) during the period Effect of change in exchange rate At September 30, 2022 |
Warranty | Litigation and others | Total |
| $ 3,299,156 | $ 4,242,026 | $ 7,541,182 | |
| 649,816 | 372,480 |
1,022,296 |
|
| (1,216,010) | (1,653,350) (2,869,360) |
||
| 2,208 | — |
2,208 |
|
| $ 2,735,170 | $ 2,961,156 | $ 5,696,326 |
A. Warranty
The Group provides warranty on TFT-LCD panel products sold. Provision for warranty is estimated based on historical warranty data of TFT-LCD panel products.
- B. Litigation and others
Litigation and other provisions for the Group are related to patents of TFT-LCD panel products and anti-trust litigations. For information on estimation of provisions, please refer to Note 9(1).
(18) Share capital
- A. As of September 30, 2022, the Company’s authorized and outstanding capital were $120,000,000 and $95,564,562, with a par value of $10 (in dollars) per share, respectively. All proceeds from shares issued have been collected.
Movements in the number of the Company’s ordinary shares outstanding (including certificate of entitlement to new shares from convertible bonds) are as follows:
| At January 1 Cash capital reduction Stocks converted from bonds Shares retired At September 30 |
2022 2021 |
|---|---|
| Number of ordinary shares(in thousand units) Number of ordinary shares(in thousand units) |
|
| 10,559,620 9,940,433 (1,003,164) — 619,187 (45,250) — 9,511,206 10,559,620 |
B. The Company’s bonds totalling USD 218,800 thousand (face value) had been converted into $6,191,869 of ordinary shares (619,187 thousand shares) with a par value of $10 (in dollars) per share during the nine-month period ended September 30, 2021, which resulted in ‘capital surplus, additional paid-in capital arising from bond conversion’ of $4,544,732. As of September 30, 2021, the registration of $582,122 (58,212 thousand shares) has not yet been
~29~
completed and therefore the shares were shown as ‘certificate of entitlement to new shares from convertible bonds’. The registration was completed in the fourth quarter of 2021.
-
C. Capital reduction
-
To adjust the capital structure, the stockholders of the Company during their meeting on June 24, 2022 resolved to implement a capital reduction and return capital in cash to stockholders. The registration of the capital reduction was approved by the Taiwan Stock Exchange in accordance with the Letter No.Tai-Zheng-Shang-Yi-Zi-1111803817, dated August 10, 2022. The capital reduction amounted to $10,031,639 for a total of 1,003,164 thousands shares, and the ratio of capital reduction was 9.5%. The effective date of the capital reduction was August 15, 2022. The change of registration was completed on August 23, 2022. The effective date of the replacement of shares due to the capital reduction was October 7, 2022.
-
D. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:
| shares are as follows: | ||
|---|---|---|
| September 30,2022 | ||
| Name of company holdingthe shares |
Reason for reacquisition | Quantity (in thousand units) Book Value |
| The Company | To be reissued to employees | 45,250 $ 602,916 |
- (b) The Company acquired a total of 50,000 thousand treasury shares at $650,416 in the second quarter of 2022. After the cash capital reduction declaration became effective and the change registration was completed in the third quarter of 2022, the Company eliminated 4,750 thousand shares and reduced cost of treasury shares by $47,500. Please refer to the above description for relevant cash capital reduction information.
- (c) Pursuant to the R.O.C. Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realized capital surplus.
- (d) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should not be pledged as collateral and shareholder's rights should not be enjoyed before it is reissued.
- (e) Pursuant to the R.O.C. Securities and Exchange Act, treasury shares should be reissued to the employees within five years from the reacquisition date and shares not reissued within the five-year period are to be cancelled.
-
(19) Capital surplus
-
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Accumulated deficit shall first be covered by retained earnings before the capital reserve can be used to cover the accumulated deficit.
~30~
2022
| At January 1 Recognition of changes in ownership interests in subsidiaries Recognition of change in equity of associates in proportion to the Group's ownership Others At September 30 |
Share premium |
Treasury share transactions |
Changes in ownership interests in subsidiaries |
Share of profit (loss) of associates accounted for under equity method |
Difference between proceeds on acquisition or disposal of equity interest in a subsidiary and its carrying amount Total |
|---|---|---|---|---|---|
| $ 99,992,177 — — 11,010 |
$ 3,183,414 — — — |
$ 6,484 (1,795) — — |
$ 41,277 — 247 — |
$ 64,130 $ 103,287,482 — (1,795) — 247 — 11,010 |
|
| $ 100,003,187 | $ 3,183,414 | $ 4,689 | $ 41,524 | $ 64,130 $ 103,296,944 |
| equity of associates in proportion to the Group's ownership Others At September 30 |
— 11,010 $ 100,003,187 |
— — $ 3,183,414 |
— — $ 4,689 |
247 — $ 41,524 |
— 247 — 11,010 $ 64,130 $ 103,296,944 |
|---|---|---|---|---|---|
| 2021 | |||||
| At January 1 Cash dividends from capital surplus Conversion of convertible bonds Recognition of changes in ownership interests in subsidiaries Recognition of change in equity of associates in proportion to the Group's ownership |
Share premium $ 96,484,845 (1,047,090) 4,544,732 — — |
Treasury share transactions |
Changes in ownership interests in subsidiaries |
Share of profit (loss) of associates accounted for under equity method |
Difference between proceeds on acquisition or disposal of equity interest in a subsidiary and its carrying amount Total |
| $ 3,183,414 — — — — |
$ 62 — — 11,411 — |
$ 39,675 — — — 1,602 |
$ — $ 99,707,996 — (1,047,090) — 4,544,732 — 11,411 — 1,602 59,008 59,008 — (5,300) — 5,174 |
||
| Difference between consideration and carrying amount of subsidiaries disposed Establishment of subsidiaries |
— — |
— — |
— (5,300) |
— — |
|
| Others At September 30 |
5,174 $ 99,987,661 |
— |
— |
— |
|
| $ 3,183,414 | $ 6,173 | $ 41,277 | $ 59,008 $ 103,277,533 |
~31~
(20) Retained earnings
-
A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be offset against prior years’ operating losses, then set aside 10% of the remaining amount as legal reserve (until the legal reserve equals the paid-in capital). Preferred dividend shall be distributed after setting aside or reversing a special reserve according to related regulations. The appropriation of the remaining amount along with the unappropriated earnings from previous years shall be proposed by the Board of Directors and resolved by the shareholders. The net decrease in other equity accumulated in prior periods should be appropriated from prior period's undistributed earnings to a special reserve of the same amount, and if there is a deficiency, the same amount should be appropriated from the post-tax profit for the period plus the amount of items other than post-tax profit for the period, and the amount was included in the unappropriated earnings for the period.
-
Depending on the Company's future long-term financial planning, investment environment, industry competition, capital expenditure budget, capital requirements and protection of shareholders' rights, dividends should account for at less 20% of the distributable earnings for the year. However, as the distributable earnings is lower than 2% of the paid-in capital, the Company may choose not to distribute dividends and transferred dividends to the retained earnings. Earnings shall be preferably distributed using cash dividends and may also be distributed using stock dividends. The ratio for cash dividends shall not be less than 50% of the total amount of dividends distributed. The aforementioned dividend distribution rate may be adjusted based on financial, business and operational factors.
-
B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.
-
C. The details of the 2021 net income which was approved at the stockholders’ meeting in June 2022 and the appropriation of 2020 net income which was approved at the stockholders’ meeting in July 2021 are as follows:
| Year ended December 31, | Year ended December 31, | Year ended December 31, | Year ended December 31, | |
|---|---|---|---|---|
| 2021 | 2020 | |||
| Amount | Dividends per share(in dollars) |
Amount Dividends per share(in dollars) |
||
| Legal reserve Reversal of special reserve Cash dividends |
$ 5,749,212 | $ 191,838 (1,265,766) |
||
| (2,855,535) | ||||
| 11,087,601 | $ 1.05 | 3,141,271 |
$ 0.30 | |
| $ 13,981,278 | $ 2,067,343 |
The stockholders’ meeting in July 2021 approved a resolution to distribute cash dividends amounting to $1,047,090 at $0.1 (in dollars) per share from capital surplus.
~32~
(21) Other equity items
| (21) | Other equity items | |||||
|---|---|---|---|---|---|---|
| (22) (23) |
2022 | |||||
| Currency translation $ (9,862,144) — 2,689,312 129,942 — $ (7,042,890) |
Financial assets at fair value through other comprehensive income Total $ 6,658,008 $ (3,204,136) (4,618,386) (4,618,386) — 2,689,312 21,107 151,049 434,985 434,985 $ 2,495,714 $ (4,547,176) 2021 |
|||||
| At January 1 Revaluation - gross |
||||||
| Currency translation differences | ||||||
| Share of other comprehensive income of associates |
||||||
| Effect of income tax | ||||||
| At September 30 | ||||||
| Currency translation $ (8,879,169) — — (1,526,848) (27,220) — $ (10,433,237) |
||||||
| At January 1 Revaluation - gross |
$ | |||||
| Disposal of investments in equity instruments measured at fair value through other comprehensive income |
||||||
| Currency translation differences | ||||||
| Share of other comprehensive loss of associates |
||||||
| Effect of income tax | ||||||
| At September 30 | $ | |||||
| Operating income | ||||||
| For the three-month periods ended September 30, |
||||||
| 2022 | 2021 | 2022 2021 |
||||
| TFT-LCD products | $ | 48,015,256 |
$ 93,085,886 | $ 175,802,862 $ 270,160,114 | ||
| The Group derives revenue from the transfer of goods at a point in time. Interest income |
| Interest income | ||||
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Interest income from bank deposits |
$ 148,791 | $ 40,137 | $ 260,097 $ 114,872 | |
| Interest income from financial assets at amortized cost |
267,824 | 243,192 |
708,748 |
461,967 |
| $ 416,615 | $ 283,329 | $ 968,845 $ 576,839 |
~33~
(24) Other income
| Other income | |||
|---|---|---|---|
| Dividend income Service revenue Grant revenue Rental revenue Other income |
For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|
| 2022 | 2021 | 2022 2021 |
|
| $ 819,042 | $ 21,764 | $ 1,876,542 $ 199,529 | |
| 546,637 | 441,342 |
1,133,435 675,592 |
|
| 74,625 | 77,682 34,329 304,344 |
711,073 207,315 118,292 124,693 868,511 679,748 |
|
| 36,083 232,852 |
|||
| $ 1,709,239 | $ 879,461 | $ 4,707,853 $ 1,886,877 |
(25) Other gains and losses
| Other gains and losses | ||||
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Net (loss) gain on financial assets and liabilities at fair value through profit or loss Net currency exchange gain (loss) |
$ (2,265,018) | $ 18,205 | $ (7,899,306) $ (2,398,949) | |
| 3,587,183 (3,644) (30,978) (49,508) |
111,858 (8,148) (80,021) (14,063) |
7,674,014 (3,644) (118,236) (75,107) |
(2,120) (109,538) (152,052) (874,623) |
|
| Loss on disposal of investments Loss on disposal of property, plant and equipment Other losses |
||||
| $ 1,238,035 | $ 27,831 | $ (422,279) $ (3,537,282) |
(26) Finance costs
| Loss on disposal of property, plant and equipment Other losses Finance costs |
(30,978) (80,021) (49,508) (14,063) $ 1,238,035 $ 27,831 |
(30,978) (80,021) (49,508) (14,063) $ 1,238,035 $ 27,831 |
(118,236) (152,052) (75,107) (874,623) $ (422,279) $ (3,537,282) |
(118,236) (152,052) (75,107) (874,623) $ (422,279) $ (3,537,282) |
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Interest expense: Bank borrowings Convertible bonds Others |
||||
| $ 208,556 | $ 206,595 | $ 607,393 $ 634,512 | ||
| — 20,501 |
1,793 21,954 |
— 62,449 |
46,586 66,812 |
|
| $ 229,057 | $ 230,342 | $ 669,842 $ 747,910 |
(27) Expenses by nature
| Bank borrowings Convertible bonds Others Expenses by nature |
$ 208,556 $ 206,595 — 1,793 20,501 21,954 $ 229,057 $ 230,342 |
$ 208,556 $ 206,595 — 1,793 20,501 21,954 $ 229,057 $ 230,342 |
$ 607,393 $ 634,512 — 46,586 62,449 66,812 $ 669,842 $ 747,910 |
$ 607,393 $ 634,512 — 46,586 62,449 66,812 $ 669,842 $ 747,910 |
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Employee benefit expense: | ||||
| Salaries and other short-term employee benefits |
$ 10,136,645 | $ 13,252,590 | $ 32,101,490 $ 37,231,642 | |
| Share-based payments Post-employment benefits Depreciation Amortization |
1,395 479,711 7,880,343 34,919 |
2,564 460,467 9,145,032 45,945 |
5,891 1,375,313 24,643,839 101,410 |
17,031 1,386,248 27,244,639 130,702 |
| $ 18,533,013 | $ 22,906,598 | $ 58,227,943 | $ 66,010,262 |
~34~
(28) Employees’ compensation and directors’ remuneration
-
A. According to the Articles of Incorporation of the Company, a ratio of profit of the current year distributable, after covering accumulated losses, shall be distributed as employees' compensation and directors’ remuneration. The ratio shall not be lower than 5% for employees’ compensation and shall not be higher than 0.1% for directors’ remuneration.
-
B. For the three-month and nine-month periods ended September 30, 2022 and 2021, employees’ compensation was accrued at $0, $1,408,154, $0, $3,933,573, respectively; while the Company did not accrue directors’ remuneration for the nine-month periods ended September 30, 2022 and 2021. The aforementioned amounts were recognized in expenses.
-
The employees’ compensation and directors’ remuneration for the year ended December 31, 2021 were $4,246,994 and $65,338, respectively, and will be distributed in the form of cash as resolved by the Board of Directors on February 11, 2022. The resolved amounts were in agreement with the amount of recorded expense for the year ended December 31, 2021. However, as of October 27, 2022, employees’ compensation for 2021 has not yet been distributed completely.
-
Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(29) Income tax
-
A. Income tax expense
-
(a) Components of income tax expense:
| Current tax: Current tax on profit for the period Tax on undistributed surplus earnings Prior year income tax under (over) estimation Total current tax Deferred tax: Origination and reversal of temporary differences Loss carryforward Income tax expense |
For the three-month periods ended September 30, 2022 2021 |
For the three-month periods ended September 30, 2022 2021 |
For the nine-month periods ended September 30, 2022 2021 $ 1,335,687 $ 1,102,393 5,818 — (173,492) (65,982) 1,168,013 1,036,411 88,313 (654,956) — 3,929,993 $ 1,256,326 $ 4,311,448 |
|---|---|---|---|
| 2022 | |||
| $ 519,100 | $ 418,394 | ||
| — 1,034 520,134 (21,344) — |
— 16,776 435,170 (125,289) 1,064,102 |
||
| $ 498,790 | $ 1,373,983 |
- B. The Company’s income tax returns through 2018 have been assessed and approved by the Tax Authority.
~35~
(30) (Loss) earnings per share
| (Loss) earnings per share | ||
|---|---|---|
| For the three-monthperiod ended September 30,2022 | ||
| Amount after tax |
Weighted average number of ordinary shares outstanding (shares in thousands) Loss per share (in dollars) |
|
| Basic loss per share Loss attributable to ordinary shareholders of the parent |
$ (12,746,291) | 9,999,561 $ (1.27) |
| Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares: -Convertible bonds -Employees’compensation Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
For the three-monthperiod ended September 30,2021 | |
| Amount after tax |
Weighted average number of ordinary shares outstanding (shares in thousands) Earnings per share (in dollars) |
|
| $ 18,602,129 | 10,530,495 $ 1.77 |
|
| 18,602,129 1,506 — |
10,530,495 28,492 231,387 10,790,374 $ 1.72 |
|
| $ 18,603,635 | ||
| Basic loss per share Loss attributable to ordinary shareholders of the parent |
For the nine-monthperiod ended September 30,2022 | |
| Amount after tax |
Weighted average number of ordinary shares outstanding (shares in thousands) Loss per share (in dollars) |
|
| $ (15,596,821) | 10,368,694 $ (1.50) |
~36~
| Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Profit attributable to ordinary shareholders of the parent Assumed conversion of all dilutive potential ordinary shares: -Convertible bonds -Employees’compensation Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
For the nine-monthperiod ended September 30,2021 | For the nine-monthperiod ended September 30,2021 |
|---|---|---|
| Amount after tax |
Weighted average number of ordinary shares outstanding (shares in thousands) Earnings per share (in dollars) |
|
| $ 51,592,448 | 10,340,235 $ 4.99 |
|
| 51,592,448 45,441 — |
10,340,235 219,385 232,438 10,792,058 $ 4.78 |
|
| $ 51,637,889 |
(31) Supplemental cash flow information A. Investing activities with partial cash payments:
| For the nine-monthperiods ended September 30, | |
|---|---|
| 2022 2021 |
|
| Purchase of property, plant and equipment Add: Opening balance of payable on equipment Less: Ending balance of payable on equipment Cash paid during the period |
$ 15,490,797 $ 19,205,313 |
| 4,172,348 3,749,913 (3,911,744) (5,417,224) |
|
| $ 15,751,401 $ 17,538,002 |
(32) Changes in liabilities from financing activities
For the nine-month periods ended September 30, 2022 and 2021, liabilities from financing activities include short-term borrowings, bonds payable, long-term borrowings and lease liabilities. Changes in those items result from cash flow from financing activities, conversion, discount and amortization of bonds payable as well as changes in exchange rate. The summarized significant changes are as follows and other information is provided in the consolidated statements of cash flows.
| of cash flows. | |
|---|---|
| 2021 | |
| At January 1 Conversion of convertible bonds Amortization of discounts on convertible bonds Impact of changes in foreign exchange rate At September 30 |
Bondspayable |
| $ 5,473,004 | |
| (5,481,350) 46,586 (38,240) |
|
| $ — |
~37~
7. RELATED PARTY TRANSACTIONS
(1) Names and relationship of related parties
Names of related parties
Relationship with the Group
| Names of relatedparties | Relationshipwith the Group | |
|---|---|---|
| Hon Hai Precision Industry Co., Ltd. and its subsidiaries | Other related party | |
| PanelSemi Corporation and its subsidiaries | Associate | |
| FI Medical Device Manufacturing Co., Ltd. | Associate |
(2) Significant related party transactions
A. Operating revenue
| Operating revenue | ||||
|---|---|---|---|---|
| For the three-month periods ended September 30, 2022 2021 |
For the nine-month periods ended September 30, |
|||
| 2021 | 2022 2021 |
|||
| Sales of goods: Other related parties Associates |
$ 523,428 119,259 |
|||
| $ 1,704,652 | $ 2,143,521 | $ 4,926,907 | ||
189 |
329,733 |
2,925 |
||
| $ 642,687 | $ 1,704,841 | $ 2,473,254 | $ 4,929,832 |
The collection period was mainly 30~90 days upon shipment or on a monthly-closing basis to related parties. The sales prices and the trading terms to related parties above were not significantly different from those of sales to third parties.
B. Purchases of goods
| Purchases of goods | ||||
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Purchases of goods: Other related parties Associates |
||||
| $ 927,555 13,578 |
$ 1,323,665 175,297 |
$ 3,696,754 | $ 3,446,277 | |
199,111 |
762,721 |
|||
| $ 941,133 | $ 1,498,962 | $ 3,895,865 | $ 4,208,998 |
The payment term was 30~120 days to related parties after transaction date, and 30~180 days to non-related parties after delivery or on a monthly-closing basis. The purchase prices and the payment terms from related parties above were not materially different from those of purchases from third parties.
C. Receivables from related parties
| from third parties. Receivables from related parties |
|||
|---|---|---|---|
| September 30, 2022 |
December 31, 2021 |
September 30, 2021 |
|
| Accounts receivable: Other related parties Associates |
|||
| $ 750,652 | $ 1,277,931 | $ 1,809,291 | |
| 88,592 | 73,444 |
37,871 |
|
| $ 839,244 | $ 1,351,375 | $ 1,847,162 |
The receivables from related parties arise mainly from sales transactions. The receivables are due 30~90 days after the date of sale. The receivables are unsecured in nature and bear no interest.
~38~
D. Payables to related parties
| Payables to related parties | |||
|---|---|---|---|
| September 30, 2022 |
December 31, 2021 |
September 30, 2021 |
|
| Accounts payable: Other related parties Associates |
|||
| $ 1,357,777 | $ 2,069,083 | $ 1,984,552 | |
| 90,110 | 121,225 |
97,434 |
|
| $ 1,447,887 | $ 2,190,308 | $ 2,081,986 |
The payables to related parties arise mainly from purchase transactions and are due 30~120 days after the date of purchase. The payables bear no interest.
E. Property transactions
Purchase of property
(a) Acquisition of property, plant and equipment:
| perty transactions chase of property Acquisition of property, |
plant and equipment: | plant and equipment: | ||
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| Other related parties | $ 3,099 (61) |
$ 3,015 258 |
$ 9,397 | $ 13,371 |
| Associates (Note) | 11,199 |
520 |
||
| $ 3,038 | $ 3,273 | $ 20,596 | $ 13,891 |
Note: Effect on exchange rate changes were included for the three months ended September 30, 2022.
- (b) Period-end balances arising from purchases of property (shown as ‘Other payables’):
| September 30, 2022 |
December 31, 2021 |
September 30, 2021 |
|
|---|---|---|---|
| Other related parties | $ 2,854 | $ — | $ 3,170 |
Disposal of other assets
For the three months and nine months ended September 30, 2022, the Company and its subsidiaries sold certain other assets to associates and recognized gain on disposal of $12,420 and $15,453, respectively.
(3) Key management compensation
| For the three-month periods ended September 30, |
For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
For the nine-month periods ended September 30, |
|
|---|---|---|---|---|
| 2022 | 2021 | 2022 2021 |
||
| Salaries and other short-term employee benefits Shared-based payments Post-employment benefits |
$ 23,498 | $ 14,235 | $ 72,792 | $ 50,315 |
| 128 349 |
134 162 |
773 1,079 |
1,239 669 |
|
| $ 23,975 | $ 14,531 | $ 74,644 | $ 52,223 |
8. PLEDGED ASSETS
The Group’s assets pledged as collateral are as follows:
~39~
| Book value | |||
|---|---|---|---|
| Pledged asset | September 30, 2022 |
December 31, 2021 |
September 30, 2021 Purpose |
| Property, plant and equipment |
$ 54,542,441 | $ 63,366,908 $ 350 48,430 762,562 |
$ 66,501,867 Long-term borrowings $ 650 Long-term borrowings 32,680 Tariff guarantee and performance bond 767,245 Litigation guarantee |
| Other assets - others | |||
| -Demand deposits -Time deposits |
$ — | ||
| 50,430 | |||
| -Refundable deposits |
874,687 | ||
| $ 55,467,558 | $ 64,178,250 | $ 67,302,442 |
-
SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
-
-
-
(1) Contingencies Significant Litigations
-
A. The Company’s subsidiary in U.S. received a civil complaint from the government of Puerto Rico in September 2018, claiming that the company, together with other defendants of Taiwan, Japan and South Korea TFT - LCD companies, had unjustified enrichment from the TFT-LCD pricing collaborations in 2006 and requested monetary compensation. The U.S. subsidiary of the company has retained lawyers to handle the lawsuit.
-
B. Eidos Displays, LLC and Eidos III, LLC (“Eidos”) filed a lawsuit against the Company and American subsidiary with the United States District Court for the Eastern District of Texas on April 25, 2011, alleging infringement of its patent. In December 2013, the magistrate judge granted summary judgment that the Eidos patent is invalid. In January 2014, the presiding judge confirmed the summary judgment.
-
In February 2014, Eidos appealed to the United States Court of Appeals for the Federal Circuit (CAFC). In March 2015, the CAFC reversed the district court’s judgment and remanded the case back to the district court for further proceedings. In June 2017, the jury determined that some products of the Company and American subsidiary directly infringed the patent and awarded damages for Eidos. On March 5, 2018, the district court entered judgment. In January 2020, the Company reached an agreement on the main settlement terms with Eidos during the third mediation. In April 2020, the court granted the judgment that the case shall be closed by mutually performing the settlement terms. The tax liability to be borne by Eidos has not yet been determined and both parties will conclude the case in accordance with the ruling of the relevant authorities and the law, and the lawsuits have no effect on the Company’s financial position and operations.
-
C. On September 1, 2020, the Company received a civil complaint joint filed by Granville Technology Group Limited, VMT Limited, and OT Computers Limited (all in liquidation) in the High Court of England and Wales, claiming that the Company, together with other defendants of Taiwan and South Korea TFT - LCD companies, shall be liable for damages incurred from the
-
~40~
TFT-LCD pricing collaborations in 2006. The Company reached a settlement with the claimants in November 2021.
-
D. On December 18, 2020 and March 19, 2021, the Company received civil complaints jointly filed by SAMSUNG ELECTRONICS CO. LIMITED, SAMSUNG ELECTRONICS TAIWAN CO. LIMITED, SAMSUNG ELECTRONICS (UK) LIMITED, SAMSUNG SEMICONDUCTOR EUROPE LIMITED and SAMSUNG DISPLAY CO. LMITED in the Business and Property Courts of England and Wales, claiming that the Company shall have the responsibility to pay equitable and fair share of compensation in terms of the settlement agreement that the first to fourth claimants entered into with the particular UK authorities and another settlement agreement that the first to fifth claimants entered into with Ingram Micro (UK) Limited for the TFT-LCD pricing collaborations in 2006. The Company reached a settlement with the claimants in May 2021.
-
E. The Company had assessed and recognized related losses and liabilities as shown in ‘provisionscurrent’ for the aforementioned investigation relating to anti-trust laws and patent litigation.
-
(2) Commitments
-
A. Capital expenditures contracted for at the balance sheet date but not yet incurred are as follows:
| Property, plant and equipment | September 30, 2022 |
December 31, 2021 September 30, 2021 |
|---|---|---|
| $ 28,001,838 | $ 18,481,181 $ 19,835,960 |
- B. Outstanding letters of credit
The outstanding letters of credit for the purchase of property, plant and equipment are as follows:
| Outstanding letters of credit | September 30, 2022 |
December 31, 2021 September 30, 2021 |
|---|---|---|
| $ 214,580 | $ 59,655 $ 37,426 |
-
C. In the second quarter of 2022, the Company entered into a contract with non-related parties for the use of product technology and has been fulfilling the related requirements specified in the contract year by year.
-
D. On August 3, 2021, the Board of Directors of the Company resolved to enter into a long-term strategic partnership supply contract with SDP Global (China) Co., LTD. The total price of the contract amounted to RMB 4 billion and will be prepaid based on agreed payment terms. As of September 30, 2022, the remaining amount the Group hasn't paid was RMB 1.1 billion. SDP Global (China) Co., LTD. committed to supply certain products in specified quantities each year from January 1, 2022 to December 31, 2033 to the Company and its subsidiary, Foshan Innolux Optoelectronics Ltd. As of September 30, 2022, the abovementioned prepayments of the Group shown as ‘other non-current assets’ based on liquidity amounted to $12,798,704.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
For the year ended December 31, 2021, the Company entered into a ‘Share Issuance and Asset Purchase Agreement’ with Nanjing Huadong Electronic Information & Technology Co., Ltd. (It was renamed as TPV Technology Co., Ltd. in the second quarter of 2021) (“TPV Technology”). TPV
~41~
Technology originally proposed to issue shares to shareholders of TPV Technology Limited (“TPV”), including the Company, to acquire 49% equity interest in TPV, and only when all the preconditions are met can the transaction be carried out.
As there was some uncertainty in the review procedures of the authority, and there were significant changes in the macroeconomic conditions and the capital market from the time the Company entered into the contract, on October 21, 2022, TPV Technology had cancelled the related agreements during the special stockholders' meeting.
12. OTHERS
(1) Capital management
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2021.
(2) Financial instruments
- A. Financial instruments by category
For information of the Group’s financial assets (financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income, financial assets at amortized cost, cash and cash equivalents, accounts receivable (including related parties) and other receivables) and financial liabilities (short-term borrowings, financial liabilities at fair value through profit or loss, accounts payable (including related parties), other payables, lease liability and long-term borrowings (including current portion)), please refer to Note 6 and consolidated balance sheets.
-
B. Financial risk management policies
-
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2021.
C. Significant financial risks and degrees of financial risks
Except for the following, there was no significant change in the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2021.
- (a) Market risk
Foreign exchange risk
-
i.The Group operates internationally and is exposed to foreign exchange risk arising from the transactions of the Group used in various functional currency, primarily with respect to the USD and RMB. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.
-
ii.The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: RMB and USD). Based on the simulations performed, the impact on pre-tax profit of a 1% exchange rate fluctuation would be an increase of $608,380 and $344,120 for the nine-month periods ended September 30, 2022 and 2021, respectively. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
~42~
| September 30,2022 | September 30,2022 | September 30,2022 | December31,2021 | December31,2021 | ||
|---|---|---|---|---|---|---|
| Foreign Currency Amount (In Thousands) |
Exchange Rate (Note) |
Book Value (NTD) |
Foreign Currency Amount (In Thousands) |
Exchange Rate (Note) Book Value (NTD) |
||
| Financial assets | ||||||
| Monetary items | ||||||
| USD | $ 4,315,878 | 31.75 | $ 137,029,127 | $ 4,962,088 | 27.68 4.34 0.24 31.32 3.55 |
$ 137,350,596 |
| RMB JPY EUR HKD |
571,131 3,686,276 15,258 29,262 |
4.47 0.22 31.26 4.04 |
2,552,956 810,981 476,965 118,218 |
613,827 8,857,030 8,035 65,269 |
2,664,009 2,125,687 251,656 231,705 |
|
| Non-monetary items | ||||||
| USD JPY RMB |
$ 2,830,064 | 31.75 | $ 89,854,532 | $ 3,102,225 | 27.68 0.24 4.34 |
$ 85,869,588 |
| 7,960,298 242,145 |
0.22 | 1,751,266 | 8,192,139 289,659 |
1,966,113 1,257,120 |
||
| 4.47 | 1,082,388 | |||||
| Financial liabilities Monetary items |
||||||
| USD | $ 2,338,640 | 31.75 | $ 74,251,820 | $ 3,352,724 | 27.68 0.24 31.32 |
$ 92,803,400 |
| JPY EUR |
25,657,613 8,119 |
0.22 31.26 |
5,644,675 253,800 |
35,625,094 7,930 |
8,550,023 248,368 |
|
| Financial assets Monetary items USD RMB JPY EUR HKD Non-monetary items |
Foreign Currency Amount (In Thousands) $ 4,892,862 503,759 905,286 17,536 67,838 $ 3,034,641 9,152,159 360,577 $ 3,448,638 35,060,462 7,473 |
September 30,2021 | ||||
| Exchange Rate (Note) |
Book Value (NTD) |
|||||
| 27.85 $ 136,266,207 4.29 2,161,126 0.25 226,322 32.32 566,764 3.58 242,860 27.85 $ 84,514,752 0.25 2,288,040 3.58 1,290,866 27.85 $ 96,044,568 0.25 8,765,116 32.32 241,527 |
||||||
USD JPY HKD Financial liabilities Monetary items USD JPY EUR |
-
Note: Exchange rate represents the amount of NT dollars for which one foreign currency could be exchanged.
-
iii. Total exchange gain (loss), including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the three-month and nine-month periods ended September 30, 2022 and 2021 amounted to $3,587,183, $111,858, $7,674,014 and $(2,120), respectively.
Price risk
- i. The Group is exposed to equity securities price risk because of investments held by the Group and classified on the consolidated balance sheet as financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the
~43~
-
Group diversifies its portfolio. Diversification of the portfolio is done by the Group in respect of the targets and stages.
-
ii. The Group’s investments in equity securities comprise domestic listed and unlisted stocks, beneficiary certificates and financial products. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 20% with all other variables held constant, pre-tax profit for the nine-month periods ended September 30, 2022 and 2021 would have increased/decreased by $3,727,261 and $3,343,585, respectively; other comprehensive gains and losses would have increased/decreased by $1,061,549 and $1,869,121, respectively.
Cash flow and fair value interest rate risk
-
i. The Group’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Group to cash flow interest rate risk. During the nine-month periods ended September 30, 2022 and 2021, the Group’s borrowings at variable rate were denominated in the NTD.
-
ii. If the borrowing interest rate of NTD had increased/decreased by 0.25% with all other variables held constant, pre-tax profit for the nine-month periods ended September 30, 2022 and 2021 would have decreased/increased by $75,078 and $82,228, respectively. The main factor is that changes in interest expense result in floating-rate borrowings.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms, and the contract cash flows. As at September 30, 2022, December 31, 2021 and September 30, 2021, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortized cost and accounts receivable held by the Group was its carrying amount.
-
ii. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the managements. The utilization of credit limits is regularly monitored.
-
iii.The Group adopts the following assumption under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments are past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. The Group adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 90 days.
~44~
-
v. The Group classifies customer’s accounts receivable in accordance with credit rating of customer, credit risk on trade and customer types. The Group applies the simplified approach using provision matrix to estimate expected credit loss.
-
vi. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:
-
(i) It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;
-
(ii) Default or delinquency in interest or principal repayments;
-
(iii) Adverse changes in national or regional economic conditions that are expected to cause a default.
-
vii. The Group uses the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable.
-
According to abovementioned consideration and information, the Group does not expect any significant default possibility of accounts receivable.
-
viii. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable are as follows:
| allowance for accounts receivable are as follows: | |
|---|---|
| At January 1 Provision for impairment At September 30 At September 30 (January 1) |
2022 |
| Accounts receivable | |
| $ 262,610 1 |
|
| $ 262,611 | |
| 2021 | |
| Accounts receivable | |
| $ 209,419 |
- ix. The Group’s financial assets at amortized cost have low credit risk, and the Group did not recognize significant loss allowance in accordance with 12 months expected credit losses.
(c) Liquidity risk
The information below analyses the Group’s non-derivative financial liabilities and netsettled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for nonderivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities:
| September 30,2022 | Less than 1year |
Between 1 and 3years |
Between 3 and 5years |
Over 5years Total |
|---|---|---|---|---|
| Lease liability (Note) Long-term borrowings (including current portion) |
$ 726,515 8,783,333 |
$ 1,247,062 30,927,778 |
$ 1,033,339 330,556 |
$ 2,072,699 $ 5,079,615 — 40,041,667 |
~45~
| December 31,2021 | Less than 1year |
Between 1 and 3years |
Between 3 and 5years |
Over 5years Total |
|---|---|---|---|---|
| Lease liability (Note) Long-term borrowings (including current portion) September 30,2021 |
$ 719,125 8,786,833 |
$ 1,349,526 35,115,277 |
$ 1,044,263 543,056 |
$ 2,361,435 $ 5,474,349 — 44,445,166 |
| Less than 1year |
Between 1 and 3years |
Between 3 and 5years |
Over 5years Total |
|
| Lease liability (Note) Bonds payable Long-term borrowings (including current portion) |
$ 720,500 4,413,333 |
$ 1,397,679 39,441,667 |
$ 1,051,741 — — |
$ 2,487,413 $ 5,657,333 — — — 43,855,000 |
- Note: The Company applied a 1-year grace period for land rental payment starting from September 2020. The payment is repayable in 36 equal monthly installments for 3 years.
Except for the above, the non-derivative and derivative financial liabilities of the Group are all due within one year.
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks and beneficiary certificates is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in derivative instruments and financial products is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market and bonds payable is included in Level 3.
-
B. Fair value information of investment property at cost is provided in Note 6(10).
-
C. Financial instruments not measured at fair value
-
Except for those listed in the table below, the carrying amounts of cash and cash equivalents, accounts receivable (including related parties), other receivables, financial assets at amortized cost, accounts payable (including related parties), other payables, lease liability, short-term borrowings and long-term borrowings (including current portion) are approximate to their fair values.
~46~
| September 30,2022 | September 30,2022 | ||
|---|---|---|---|
| Fair value | |||
| Book value | Level 1 | Level 2 Level 3 |
|
| Financial assets: Corporate bonds |
$ 6,568,499 | $ — | $ 6,391,507 $ — |
| December | 31,2021 | ||
| Fair value | |||
| Book value | Level 1 | Level 2 Level 3 |
|
| Financial assets: Corporate bonds |
$ 7,693,454 | $ — | $ 7,830,698 $ — |
| September 30,2021 | |||
| Fair value | |||
| Book value | Level 1 | Level 2 Level 3 |
|
| Financial assets: Corporate bonds |
$ 7,763,196 | $ — | $ 7,916,950 $ — |
- D. The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities is as follows:
(a) The related information of natures of the assets and liabilities is as follows:
| September 30,2022 | Level 1 | Level 2 | Level 3 Total |
|---|---|---|---|
| Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward foreign exchange contracts Convertible bonds Beneficiary certificates Financial instruments Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward foreign exchange contracts Foreign exchange swap contracts |
$ 3,287,998 — — 13,947,456 — 5,274,277 |
$ — 56,998 — — 98,958 — |
$ 1,301,894 $ 4,589,892 — 56,998 190,424 190,424 — 13,947,456 — 98,958 33,470 5,307,747 |
| $ 22,509,731 | $ 155,956 | $ 1,525,788 $ 24,191,475 | |
| $ — — |
$ 1,090,005 1,068,166 |
$ — $ 1,090,005 — 1,068,166 |
|
| $ — | $ 2,158,171 | $ — $ 2,158,171 |
~47~
| December 31,2021 | Level 1 | Level 2 | Level 3 Total |
|---|---|---|---|
| Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward foreign exchange contracts Foreign exchange swap contracts Beneficiary certificates Structured products Financial instruments Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward foreign exchange contracts September 30,2021 |
$ 1,224,882 — — 13,903,225 — — 9,818,232 |
$ — 54,965 130,283 — 3,269,530 38,553 — |
$ 3,063,428 $ 4,288,310 — 54,965 — 130,283 — 13,903,225 — 3,269,530 — 38,553 29,894 9,848,126 |
| $ 24,946,339 | $ 3,493,331 | $ 3,093,322 $ 31,532,992 | |
| $ — | $ 198,896 | $ — $ 198,896 | |
| Level 1 | Level 2 | Level 3 Total |
|
| Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward foreign exchange contracts Foreign exchange swap contracts Beneficiary certificates Structured products Financial instruments Financial assets at fair value through other comprehensive income Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward foreign exchange contracts Foreign exchange swap contracts |
$ 1,045,023 — — 12,606,409 — — 9,310,387 |
$ — 6,768 11,118 — 3,207,476 19,117 — |
$ 3,047,375 $ 4,092,398 — 6,768 — 11,118 — 12,606,409 — 3,207,476 — 19,117 35,220 9,345,607 |
| $ 22,961,819 | $ 3,244,479 | $ 3,082,595 $ 29,288,893 | |
| $ — — |
$ 345,692 56,207 |
$ — $ 345,692 — 56,207 |
|
| $ — | $ 401,899 | $ — $ 401,899 |
~48~
-
(b) The methods and assumptions the Group used to measure fair value are as follows:
-
i.The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
-
Listed shares Emerging stocks Corporate bond Last transaction Weighted average
-
Closing price
-
Market quoted price price quoted price
-
-
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.
-
iii. When assessing non-standard and low-complexity financial instruments, for example, foreign exchange swap contracts and financial products, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
iv. The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward foreign exchange contracts and foreign exchange swap contracts are usually valued based on the current forward exchange rate. Convertible bonds derivative instruments are measured by using appropriate option pricing models (binary tree model for convertible bond pricing).
-
v. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.
-
vi. The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.
-
-
E. For the nine-month periods ended September 30, 2022 and 2021, there was no transfer between Level 1 and Level 2.
-
F. The following table presents the changes in Level 3 instruments for the nine-month periods ended September 30, 2022 and 2021:
~49~
2022
| 2022 | |||
|---|---|---|---|
| Financial assets at fair value through profit or loss / Financial assets at fair value through other comprehensive income At January 1 Gains and losses recognized in profit or loss Gains and losses recognized in other comprehensive income Acquired in the period |
Equitysecurities | Hybrid instrument | Total |
| $ 3,093,322 (1,489,481) (20,063) 29,526 (125,260) (231,827) 79,147 |
$ — (70) — 178,320 — — 12,174 |
$ 3,093,322 (1,489,551) (20,063) 207,846 (125,260) (231,827) 91,321 |
|
| Investment cost return | |||
| Transfers to Level 1 | |||
| Effect on exchange rate changes At September 30 Financial assets at fair value through profit or loss / Financial assets at fair value through other comprehensive income At January 1 Gains and losses recognized in profit or loss Gains and losses recognized in other comprehensive income |
|||
| $ 1,335,364 | $ 190,424 | $ 1,525,788 | |
| 2021 Equitysecurities $ 3,477,039 670,342 4,056,968 (115,154) (99,638) (4,937,575) 30,613 $ 3,082,595 2021 Derivative instruments $ 3,208,560 2,146,546 (5,355,106) $ — |
|||
| Disposed in the period | |||
| Proceeds from capital reduction | |||
| Transfers to Level 1 |
G. Investment management segment is in charge of valuation procedures for fair value measurements being categorized within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary
~50~
adjustments to the fair value. Convertible bonds derivative instruments are evaluated through outsourced appraisal performed by the external valuer.
Investment management segment set up valuation policies, valuation processes, and rules for measuring fair value of financial instruments and ensure compliance with the related requirements in IFRS.
- H. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| value measurement: | |||||
|---|---|---|---|---|---|
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Hybrid instrument: Convertible bond |
Fair value at September 30,2022 |
Valuation technique |
Significant unobservable input |
Range (weighted average) Relationship of inputs to fair value |
|
| $ 1,267,907 15,928 27,726 23,803 190,424 |
|||||
| Market comparable companies |
Price to sales ratio multiple, price to book ratio multiple |
1.25~5.19 (1.46) The higher the multiple, the higher the fair value |
|||
| Using the last transaction price in an inactive market Net asset value Net asset value |
Discount for lack of marketability Discount for lack of marketability Discount for lack of marketability Not applicable |
30%~80% (32%) The higher the discount for lack of marketability, the lower the fair value 30% (30%) The higher the discount for lack of marketability, the lower the fair value 12% (12%) The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable |
|||
| Discounted cash flow method and Option pricing model |
Discount and Volatility rate |
3.14%~38.9 8% (18.94%) |
The higher the volatility, the higher the fair value; the higher the discount rate, the lower the fair value |
~51~
| Fair value at December 31, 2021 |
Valuation technique |
Significant unobservable input |
Range (weighted average) Relationship of inputs to fair value |
|
|---|---|---|---|---|
| Non-derivative equity instrument: |
||||
| Unlisted shares | $ 392,225 | Market comparable companies |
Price to sales ratio multiple, price to book ratio multiple |
1.36~5.19 (2.09) The higher the multiple, the higher the fair value |
| Venture capital shares Private equity fund investment |
2,652,619 27,726 20,752 |
Using the last transaction price in an inactive market Net asset value Net asset value |
Discount for lack of marketability Discount for lack of marketability Discount for lack of marketability Not applicable |
30%~80% (35%) The higher the discount for lack of marketability, the lower the fair value 25%~31% (28%) The higher the discount for lack of marketability, the lower the fair value 12% (12%) The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable |
| Non-derivative equity instrument: Listed/Unlisted shares Venture capital shares Private equity fund investment |
Fair value at September 30,2021 |
Valuation technique |
Significant unobservable input |
Range (weighted average) Relationship of inputs to fair value |
| $ 326,818 | Market comparable companies |
Price to earnings ratio multiple, price to sales ratio multiple, price to book ratio multiple |
1.19~4.50 (1.85) The higher the multiple, the higher the fair value |
|
| 2,641,125 91,822 22,830 |
Using the last transaction price in an inactive market Net asset value Net asset value |
Discount for lack of marketability Discount for lack of marketability Discount for lack of marketability Not applicable |
30%~70% (32%) The higher the discount for lack of marketability, the lower the fair value 23%~41% (25%) The higher the discount for lack of marketability, the lower the fair value 5% (5%) The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable |
I. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorized within Level 3 if the inputs used to valuation models have changed:
~52~
| Financial assets | Input | Change | September 30,2022 | September 30,2022 | September 30,2022 | September 30,2022 |
|---|---|---|---|---|---|---|
| Recognized inprofit or loss | Recognized in other comprehensive income |
|||||
| Favourable change |
Unfavourable change |
Favourable change Unfavourable change |
||||
| Equity instrument | Liquidity discount |
± 1% | $ 27,994 | $ (27,994) | $ 478 $ (478) | |
| Hybrid instrument | Discount and Volatility rate |
± 1% | $ 5,583 | $ (5,372) | $ — | $ — |
| Financial assets | Input | Change | December 31,2021 | |||
| Recognized inprofit or loss | Recognized in other comprehensive income |
|||||
| Favourable change |
Unfavourable change |
Favourable change Unfavourable change |
||||
| Equity instrument | Liquidity discount |
± 1% | $ 43,912 | $ (43,912) | $ 427 $ (427) | |
| Financial assets | Input | Change | September 30,2021 | |||
| Recognized inprofit or loss | Recognized in other comprehensive income |
|||||
| Favourable change |
Unfavourable change |
Favourable change Unfavourable change |
||||
| Equity instrument | Liquidity discount |
± 1% | $ 30,474 | $ (30,474) | $ 352 $ (352) |
(4) Other matter
The Company and the subsidiaries implemented epidemic prevention measures in response to the Covid-19 outbreak and numbers of the government's epidemic prevention measures. The epidemic did not make a significant impact on the Group’s operation and business in the third quarter of 2022..
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Please refer to Table 1.
-
B. Provision of endorsements and guarantees to others: None.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to Table 2.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to Table 3.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Table 4.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Table 5.
-
I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 6(2).
-
J. Significant inter-company transactions during the reporting period: Please refer to Table 6.
~53~
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to Table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to Table 8.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to Table 1, 4, 5 and 6.
(4) Major shareholders information
Names, number of shares and ownership of shareholders whose equity interest is greater than 5%: None.
14. SEGMENT INFORMATION
(1) General information
The Group is primarily engaged in the research, development, design, manufacture and sales of TFT-LCD panels, modules and monitors of LCD, color filter, and low temperature poly-silicon TFT-LCD.The Group operates TFT-LCD business only in a single industry. The chief operating decision-maker who allocates resources and assesses performance of the Group as a whole, has identified that the Group has only one reportable operating segment.
The Group’s operating segment information was prepared in accordance with the Group’s accounting policies. The chief operating decision-maker allocated resources and assesses performance of the operating segments primarily based on the operating revenue and profit (loss) before tax and discontinued operations of individual operating segment.
(2) Segment information
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
| segments is as follows: | ||||
|---|---|---|---|---|
| For the three-month periods ended September 30, |
For the nine-month periods ended September 30, |
|||
| 2022 | 2021 | 2022 2021 |
||
| TFT LCD | TFT LCD | TFT LCD | TFT LCD | |
| Segment revenue Segment income (loss) Depreciation and amortization Capital expenditure- property, plant and equipment |
$ 48,015,256 | $ 93,085,886 | $ 175,802,862 $ 270,160,114 | |
| $ (12,220,733) | $ 19,977,653 | $ (14,272,539) $ 55,901,588 | ||
| $ 7,915,262 | $ 9,190,977 | $ 24,745,249 $ 27,375,341 | ||
| $ 4,599,987 | $ 6,849,474 | $ 15,751,401 $ 17,538,002 | ||
| Segment assets | $ 422,322,490 $ 461,342,205 |
(3) Reconciliation for segment income
In current period, the revenue and income or loss before tax of reportable operating segment are consistent with those of continuing operations.
~54~
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
Innolux Corporation and Subsidiaries Loans to others
For the nine-month period ended September 30, 2022
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the nine-month period ended September 30, 2022 |
Balance as at September 30, 2022 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Coll | ateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 1 1 1 1 1 2 3 4 |
Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innolux Japan Co., Ltd. Innolux Holding Limited Warriors Technology Investments Ltd |
Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Shanghai Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Ningbo CarUX Technology Ltd. Innolux Corporation Innolux Corporation Innolux Corporation |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Yes Yes Yes Yes Yes Yes Yes Yes Yes |
$ 4,473,575 2,236,788 2,236,788 1,342,073 3,131,503 2,505,202 2,234,520 241,972 3,746,500 |
$ 4,473,575 2,236,788 2,236,788 1,342,073 3,131,503 2,505,202 2,234,520 241,972 3,746,500 |
$ 4,473,575 1,163,130 1,968,374 1,163,129 3,042,032 536,830 2,234,520 241,972 3,746,500 |
2.00% 2.00% 2.00% 2.00% 2.00% 2.00% 1.00% 0.00% 0.00% |
Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Long-term and short- term financing Long-term and short- term financing Long-term and short- term financing |
$ — — — — — — — — — |
Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support |
$ — — — — — — — — — |
— — — — — — — — — |
$ — — — — — — — — — |
24,690,412 24,690,412 24,690,412 24,690,412 24,690,412 24,690,412 6,436,670 37,292,650 12,065,734 |
24,690,412 A 24,690,412 A 24,690,412 A 24,690,412 A 24,690,412 A 24,690,412 A 6,436,670 A 37,292,650 A 12,065,734 A |
Note A:
-
1.For loans obtained for short-term financing, financial limit on loans granted to a single party shall not exceed 10% of the Group’s net equity, based on the most recent audited or reviewed financial statements of the creditor.
-
2.The financial limit on loans granted shall not exceed 40% of the creditor’s net equity. If it is for short-term capital needs, the limit shall not exceed 30% of the creditor’s net equity, based on the most recent audited or reviewed financial statements of the creditor.
-
3.The policy for loans granted to direct or indirect wholly-owned ultimate parent company or overseas subsidiaries is as follows: for short-term capital needs, financial limit is not restricted to the abovementioned two rules, however, financial limit on total loans granted and limit on loans granted to a single party for the overseas subsidiaries should not exceed 200% of the creditor’s net equity.
Table�1�,�Page�1
Table 2
Innolux Corporation and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) September 30, 2022
Expressed in thousands of NTD (Except as otherwise indicated)
| Relationship with the securities issuer |
As of September 30, 2022 | As of September 30, 2022 | |||||
|---|---|---|---|---|---|---|---|
| Securities held by | Marketable securities | General ledger account | Shares/Units | Book value | Ownership (%) | Fair value Footnote |
|
| Common stock | |||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. |
AvanStrate Inc. TPV Technology Limited Chi Lin Optoelectronics Co., Ltd. Cheng Mei Materials Technology Corporation General Interface Solution (GIS) Holding Limited Obsidian Sensors, Inc. VIZIO Holding Corp. Cathay Financial Holding Co., Ltd. Preferred Stock A TAISHIN FINANCIAL HOLDING CO., LTD. Preferred Stock E Chailease Holding Company Limited Class A Preferred Shares Fubon Financial Holding Co., Ltd. Preferred Shares B ENNOSTAR Inc. Trillion Science, Inc. Cheng Mei Materials Technology Corporation WPG Holdings Limited Preferred Share A WT MICROELECTRONICS CO., LTD. Preferred Shares A VISIONATICS INC. Clarix Imaging Corporation |
None None Other related party None None None None None None None None None None None None None Other related party None |
Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss |
900,000 60,200,000 4,270,212 57,211,305 1,669,000 477,142 8,347,068 1,027,000 263,000 674,000 1,110,000 2,750,000 1,439,180 315,000 1,520,000 176,000 600,000 113,033 |
$ 15,929 1,082,874 27,726 560,099 127,845 24,164 2,316,270 60,490 13,203 66,456 65,379 113,987 — 3,084 73,264 8,466 5,571 3,194 |
1 3 19 8 — 12 4 — — — — — 3 — 1 — 10 1 |
$ 15,929 1,082,874 27,726 560,099 127,845 24,164 2,316,270 60,490 13,203 66,456 65,379 113,987 — 3,084 73,264 8,466 5,571 3,194 |
Table�2�,�Page�1
| Relationship with the securities issuer |
As of September 30, 2022 | As of September 30, 2022 | |||||
|---|---|---|---|---|---|---|---|
| Securities held by | Marketable securities | General ledger account | Shares/Units | Book value | Ownership (%) | Fair value Footnote |
|
| InnoJoy Investment Corporation InnoJoy Investment Corporation InnoJoy Investment Corporation InnoJoy Investment Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Warriors Technology Investments Ltd Nets Trading Ltd. Warriors Technology Investments Ltd Warriors Technology Investments Ltd Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Common stock Advanced Optoelectronic Technology, Inc. ENNOSTAR Inc. EPILEDS Co., Ltd. Fitipower Integrated Technology Inc. 上海辰岱投資中心(有限合夥) Shenzhen Tiandeyu Electronics Co., Ltd. OED Holding Ltd. Obsidian Sensors, Inc. Reco Technology Holding Limited Kymeta Corporation General Interface Solution (GIS) Holding Limited CJK Associates Co., Ltd. Perinnova Limited KA Imaging Inc. PilotTech Global Fund Convertible bonds KA Imaging Inc. Obsidian Sensors, Inc. Beneficiarycertificates Taishin Ta-Chong Money Market Fund Taishin 1699 Money Market Fund FSITC Money Market Jih Sun Money Market Fund |
None None Other related party None None None None None None None None None Other related party Other related party None Other related party None None None None None |
Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss |
6,964,222 954,000 7,347,144 9,000,000 — 30,599,775 16,000,000 414,136 2,016,000 1,027,371 22,525,000 4,000 1,900 1,819,240 90 — — 69,820,457 180,718,346 5,164,587 150,267,533 |
$ 116,303 39,543 106,534 838,800 — 2,327,137 43,437 24,057 56,709 15,929 1,725,415 1,652 — 10,318 23,804 96,960 93,464 1,004,863 2,480,685 933,256 2,259,272 |
5 — 7 5 — 8 6 11 3 — 7 14 19 11 — Not applicable Not applicable — — — — |
$ 116,303 39,543 106,534 838,800 — 2,327,137 43,437 24,057 56,709 15,929 1,725,415 1,652 — 10,318 23,804 96,960 93,464 1,004,863 2,480,685 933,256 2,259,272 |
Table�2�,�Page�2
| Relationship with the securities issuer |
As of September 30, 2022 | As of September 30, 2022 | |||||
|---|---|---|---|---|---|---|---|
| Securities held by | Marketable securities | General ledger account | Shares/Units | Book value | Ownership (%) | Fair value Footnote |
|
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Ningbo Innolux Display Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Electronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo CarUX Technology Ltd. Nanjing Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., Ltd. Shanghai Innolux Optoelectronics Ltd. Innolux Corporation Innolux Corporation Innolux Corporation |
Beneficiarycertificates Capital Money Market Fund Union Money Market Fund Cathay Taiwan Money Market Fund Mega Diamond Money Market Fund FSITC Taiwan Money Market Yuanta De-Li Money Market Fund Hua Nan Phoenix Money Market Fund Financialproducts Fixed Income RMB-Structured Deposits Fixed Income Structured Linked Deposit Fixed Income Structured Linked Deposit Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Chang Jiang Sheng Shih Ru Yi Serials A congregate group pension plan Bonds Taiwan Mobile Co., Ltd. Nan Ya Plastics Corporation Hon Hai Precision Industry Co., Ltd., 2017, Third |
None None None None None None None None None None None None None None None None None None None None None |
Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost |
92,184,251 66,065,266 7,975,245 181,530,803 90,561,003 18,225,781 46,301,937 — — — — — — — — — — — — — — |
$ 1,506,927 884,099 100,418 2,308,436 1,405,416 301,181 762,903 491,915 5,397,500 1,587,500 7,400 27,548 226 35,307 1,133 15,566 6,815 4,963 200,605 125,605 200,174 |
— — — — — — — Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
$ 1,506,927 884,099 100,418 2,308,436 1,405,416 301,181 762,903 491,915 5,397,500 1,587,500 7,400 27,548 226 35,307 1,133 15,566 6,815 4,963 199,938 124,860 199,996 |
Table�2�,�Page�3
| Relationship with the securities issuer |
As of September 30, 2022 | As of September 30, 2022 | |||||
|---|---|---|---|---|---|---|---|
| Securities held by | Marketable securities | General ledger account | Shares/Units | Book value | Ownership (%) | Fair value Footnote |
|
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Taiwan Power Company, 2012, Fourth Highwealth Construction corp. Far Eastern New Century Corporation Co., Ltd. Far Eastone Telecommunications, 2017, Third Far Eastone Telecommunications, 2018, First Taipei Financial Center Corporation Taiwan Semiconductor Manufacturing Co., Ltd. ADCB Finance Cayman LTD. Agricultural Bank of China (New York Branch) Arab Petroleum Investments Corporation Bank of Communications (Hong Kong Branch) Daimler Finance North America LLC Doosan Infracore Co., Ltd. Emirates NBD Bank PJSC FAB Sukuk Co. Ltd. GS Caltex Corporation Hyundai Capital America Industrial and Commercial Bank of China Limited (Hong Kong Branch) KIA Corporation Korea Resources Corporation NongHyup Bank POSCO Saudi Electricity Global SUKUK Company 4 Shinhan Bank Siam Commercial Bank Cayman Islands Sinopec Capital 2013 LTD. SK broadband CO.LTD. Societe Generale SA Sumitomo Mitsui Trust Bank |
None None None None None None None None None None None None None None None None None None None None None None None None None None None None None |
Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost Financial assets at amortized cost |
— — — — — — — — — — — — — — — — — — — — — — — — — — — — — |
$ 100,096 250,950 125,496 100,438 100,305 200,325 100,311 161,582 302,410 175,871 191,223 161,828 254,938 317,500 257,453 162,590 38,967 286,601 311,366 323,383 194,319 293,646 298,961 296,413 220,599 36,712 163,392 295,868 318,572 |
Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
$ 99,998 249,913 124,849 99,962 99,938 199,996 100,019 157,972 287,506 169,285 190,845 157,750 246,804 308,400 252,809 157,640 37,765 277,992 304,169 316,533 187,711 284,068 282,298 283,328 214,973 35,920 157,459 282,940 297,871 |
Table�2�,�Page�4
Table 3
Innolux Corporation and Subsidiaries
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital For the nine-month period ended September 30, 2022
==> picture [235 x 41] intentionally omitted <==
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Marketable securities (Note 1) |
General ledger account |
Counterparty (Note 2) |
Relationship with the investor (Note 2) |
Balance as at January1,2022 |
Balance as at January1,2022 |
Addition(Note 3) | Addition(Note 3) | Disposal(Note 3) | Disposal(Note 3) | Balance as at September 30,2022 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares/Units | Amount | Shares/Units | Amount | Shares/ Units |
Selling price | Book value | Gain (loss) on disposal |
Shares/Units Amount |
|||||
| Innolux Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. |
FixedIncome StructuredLinked Deposit FloatingIncome RMB-Structured Deposits FloatingIncome RMB-Structured Deposits |
Note5 Note4 Note4 |
— — — |
— — — |
—$ — —$1,490,250 —$ —$ —$ — —1,315,317 — — —1,308,1191,308,119 — —1,954,213 — — —1,944,6481,944,648 — |
—$1,587,500 — — — — |
Note�1:�Marketable�securities�in�the�table�refer�to�stocks,�bonds,�beneficiary�certificates�and�other�related�derivative�securities.
Note�2:�Fill�in�the�columns�the�counterparty�and�relationship�if�securities�are�accounted�for�using�the�equity�method;�otherwise�leave�the�columns�blank. Note�3:�Aggregate�purchases�and�sales�amounts�should�be�calculated�separately�at�their�market�values�to�verify�whether�they�individually�reach�NT$300�million�or�20%�of�paid-in�capital�or�more. Note�4:�Code�of�general�ledger�account�is�"financial�assets�at�fair�value�through�profit�or�loss".�Due�to�adoption�of��IFRS,�it�would�be�valued�at�fair�value�rather�than�recognized�disposal�gain�or�loss. Note�5:�Code�of�general�ledger�account�is�"financial�assets�at�amortized�cost".�The�gain�or�loss�due�to�disposal�is�interest�income.
Table�3�,�Page�1
Table 4
Innolux Corporation and Subsidiaries
Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more For the nine-month period ended September 30, 2022
Expressed in thousands of NTD (Except as otherwise indicated)
| Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance |
Percentage of total notes/accounts receivable(payable) Footnote |
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Innolux USA Inc. CARUX TECHNOLOGY PTE. LTD. Foshan Innolux Optoelectronics Ltd. Hon Hai Precision Industry Co., Ltd. HONGFUJIN PRECISION ELECTRONICS (YANTAI) CO., LTD. InnoCare Optoelectronics Corporation Honfujin Precision Electronics (Chongqing) Co., Ltd. PanelSemi Corporation Ningbo Innolux Optoelectronics Ltd. Innolux Japan Co., Ltd. Hon Hai Precision Industry Co., Ltd. |
An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary Same major stockholder An indirect wholly- owned subsidiary of Hon Hai Precision Industry Co., Ltd. A subsidiary of the Company An indirect wholly- owned subsidiary of Hon Hai Precision Industry Co., Ltd. Associates An indirect wholly- owned subsidiary A subsidiary of the Company Same major stockholder |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Purchases |
$ 10,068,660 8,017,746 1,366,579 1,030,104 639,801 394,159 319,196 281,429 184,656 144,313 394,713 |
6 5 1 1 — — — — — — — |
120 days 60 days 60-90 days 90 days 60 days 90 days 45 days 60 days 90 days 60 days 90 days |
Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Single purchases target, no basis for comparison |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
$ 3,405,935 6,853,105 77,009 512,253 100,431 182,797 105,136 69,585 96,596 31,420 (422,653) |
8 16 — 1 — — — — — — 1 |
Table�4�,�Page�1
Differences in transaction terms compared to third party
| Differences in transaction terms compared to third party |
Differences in transaction terms compared to third party |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Transaction | transactions | Notes/accounts receivable(payable) | ||||||||
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance |
Percentage of total notes/accounts receivable(payable) Footnote |
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Shanghai Innolux Optoelectronics Ltd. CarUX Technology Inc. Innolux Japan Co., Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation |
FORTUNEBAY TECHNOLOGY PTE LTD. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Ningbo CarUX Technology Ltd. Innocom Technology (Shenzhen) Co., Ltd. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Innolux Corporation Ningbo Innolux Display Ltd. Ningbo Innolux Optoelectronics Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. Ningbo Innolux Electronics Ltd. |
An indirect wholly- owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary Ultimate parent company An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary An indirect wholly- owned subsidiary |
Purchases Processing expense Processing expense Processing expense Processing expense Processing expense Processing expense Processing revenue Processing revenue Service revenue Sales Sales Sales Sales Sales |
$ 100,850 21,273,156 17,967,894 15,940,996 8,509,176 566,356 289,847 6,615,132 5,956,388 217,059 6,049,073 1,185,010 526,143 316,338 165,925 |
— 13 11 10 5 — — 76 100 56 18 4 42 25 13 |
60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days |
Single purchases target, no basis for comparison Cost plus Cost plus Cost plus Cost plus Cost plus Cost plus Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
$ (48,236) (1,737,849) (4,057,159) (8,853,010) (1,868,468) (170,409) (379,057) 852,974 2,262,688 49,029 741,530 143,808 202,097 89,627 38,061 |
— 5 11 24 5 — 1 44 97 65 8 3 54 24 10 |
Table�4�,�Page�2
| Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance |
Percentage of total notes/accounts receivable(payable) Footnote |
| Ningbo Innolux Display Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Innolux Europe B.V. |
Hon Hai Precision Industry Co., Ltd. Hon Hai Precision Industry Co., Ltd. PanelSemi Corporation CARUX TECHNOLOGY PTE. LTD. |
Same major stockholder Same major stockholder Associates An indirect wholly- owned subsidiary |
Purchases Purchases Purchases Service revenue |
$ 1,492,052 1,346,646 163,172 634,993 |
5 4 1 99 |
90 days 90 days 60 days 60 days |
Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference |
$ (326,016) (407,165) (38,881) 139,450 |
5 5 1 99 |
Table�4�,�Page�3
Innolux Corporation and Subsidiaries
Receivables from related parties reaching $100 million or 20% of paid-in capital or more September 30, 2022
Table 5
Expressed in thousands of NTD (Except as otherwise indicated)
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at September 30, 2022 (Note A) |
Turnover rate |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date Allowance for doubtful accounts |
|---|---|---|---|---|---|---|---|
| Amount | Action taken | ||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. CarUX Technology Inc. |
CARUX TECHNOLOGY PTE. LTD. Innolux USA Inc. CARUX TECHNOLOGY PTE. LTD. Hon Hai Precision Industry Co., Ltd. InnoCare Optoelectronics Corporation CarUX Technology Inc. Honfujin Precision Electronics (Chongqing) Co., Ltd. HONGFUJIN PRECISION ELECTRONICS (YANTAI) CO., LTD. Innolux Corporation Innolux Corporation CARUX TECHNOLOGY PTE. LTD. |
An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary Same major stockholder A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. Ultimate parent company Ultimate parent company An indirect wholly-owned subsidiary |
$ 6,853,105 3,405,935 1,035,032 (Shown as other receivables) 512,253 182,797 152,276 (Shown as other receivables) 105,136 100,431 8,853,010 4,057,159 2,262,688 |
1.96 3.86 — 1.95 1.58 — 2.67 8.03 2.77 4.61 3.87 |
$ 4,183,347 22,716 675,017 113,072 — 111,082 21,799 — 2,471,929 — — |
Subsequent collection Subsequent collection Subsequent collection Subsequent collection — Subsequent collection Subsequent collection — Subsequent collection — — |
$ 912,421 $ — — — 85,895 — 109,203 — 74,094 — — — 17,938 — — — 2,298,762 — 3,226,034 — 1,746,298 — |
Table�5�,�Page�1
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at September 30, 2022 (Note A) |
Turnover rate |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date Allowance for doubtful accounts |
|---|---|---|---|---|---|---|---|
| Amount | Action taken | ||||||
| Nanjing Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., Ltd. InnoCare Optoelectronics Corporation Ningbo CarUX Technology Ltd. Ningbo Innolux Display Ltd. Innolux Europe B.V. |
Innolux Corporation Innolux Corporation CARUX TECHNOLOGY PTE. LTD. Ningbo Innolux Display Ltd. Innolux Corporation InnoCare Optoelectronics Japan Co., Ltd. Innolux Corporation Ningbo Innolux Optoelectronics Ltd. CARUX TECHNOLOGY PTE. LTD. |
Ultimate parent company Ultimate parent company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary Ultimate parent company An indirect wholly-owned subsidiary Ultimate parent company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary |
$ 1,868,468 1,737,849 852,974 741,530 379,057 202,097 170,409 143,808 139,450 |
12.14 9.15 8.08 7.32 1.11 6.69 6.15 6.74 5.98 |
$ 28,503 — — — 316,218 — — — — |
Subsequent collection — — — Subsequent collection — — — — |
$ 745,823 $ — 1,047,767 — 852,974 — — — — — 16,007 — 134,471 — — — 68,523 — |
Note�A:For�the�information�on�receivables�of�loans�to�related�parties�reaching�NT$100�million�or�20%�of�paid-in�capital�or�more,�please�refer�to�Table�1.
Table�5�,�Page�2
Table 6
Innolux Corporation and Subsidiaries
Significant inter-company transactions during the reporting period
For the nine-month period ended September 30, 2022
Expressed in thousands of NTD (Except as otherwise indicated)
| Number (Note A) |
Companyname | Counterparty | Relationship (Note B) |
Transaction | (Note D and E) | |
|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms (Note C) Percentage of consolidated total operatingrevenues or total assets |
||||
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Nanjing Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Innolux Japan Co., Ltd. Innolux USA Inc. Innolux USA Inc. CarUX Technology Inc. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Ningbo CarUX Technology Ltd. |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Processing expense Accrued expenses Processing expense Accrued expenses Sales Processing expense Accrued expenses Sales Processing expense Accrued expenses Processing expense Accrued expenses Sales Sales Accounts receivable Other receivables Sales Accounts receivable Sales Service revenue Accounts receivable Other receivables Processing expense |
$ 289,847 (379,057) 8,509,176 (1,868,468) 184,656 15,940,996 (8,853,010) 1,366,579 21,273,156 (1,737,849) 17,967,894 (4,057,159) 144,313 10,068,660 3,405,935 152,276 394,159 182,797 8,017,746 246,142 6,853,105 1,035,032 566,356 |
— — — — — 5 — — — — — 9 — 2 — 1 — 12 — — — 10 — 1 — — — 6 — 1 — — — — — — — 5 — — — 2 — — — — |
Table�6�,�Page�1
| Number (Note A) |
Companyname | Counterparty | Relationship (Note B) |
Transaction | (Note D and E) | |
|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms (Note C) Percentage of consolidated total operatingrevenues or total assets |
||||
| 0 1 1 2 2 3 3 4 4 5 6 6 7 7 7 7 |
Innolux Corporation Shanghai Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Innolux Europe B.V. Innolux Europe B.V. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Innolux Japan Co., Ltd. CarUX Technology Inc. CarUX Technology Inc. InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation |
Ningbo CarUX Technology Ltd. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Innolux Corporation CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Ningbo Innolux Electronics Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. |
1 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Accrued expenses Processing revenue Accounts receivable Service revenue Accounts receivable Sales Accounts receivable Sales Accounts receivable Service revenue Processing revenue Accounts receivable Sales Sales Accounts receivable Sales |
$ (170,409) 6,615,132 852,974 634,993 139,450 6,049,073 741,530 1,185,010 143,808 217,059 5,956,388 2,262,688 165,925 526,143 202,097 316,338 |
— — — 4 — — — — — — — 3 — — — 1 — — — — — 3 — 1 — — — — — — — — |
Note A: The information of transactions between the Company and the consolidated subsidiaries should be noted in “Number” column.
(1) Number 0 represents the parent company.
(2) The subsidiaries are numbered in order from number 1.
Note B: 1 refers to the parent company to the subsidiary.
3 refers to the subsidiary to the subsidiary.
Note C: Except for no comparable transactions from related parties, sales prices were similar to non-related parties transactions and the collection period was mainly 30~120 days; the purchases from related parties were at market
prices and payment term was 30~120 days upon receipt of goods.
Note D: Amount disclosure standard: purchases, sales and receivables from related parties in excess of $100 million or 20% of capital. Note E: For the information on transactions between the Company and the consolidated subsidiaries relating to nature of loan, please refer to Table 1.
Table�6�,�Page�2
Table 7
Innolux Corporation and Subsidiaries
Information on investees
For the nine-month period ended September 30, 2022
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at September 30,2022 | as at September 30,2022 | Net profit (loss) of the investee for the nine- month period ended September 30,2022 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30,2022 Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2022 |
Balance as at December 31, 2021 |
Number of shares |
Ownership (%) |
Book value | ||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Innolux Holding Limited Keyway Investment Management Limited Landmark International Ltd. Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Innolux Singapore Holding Pte. Ltd. Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation InnoCare Optoelectronics Corporation Innolux Japan Co., Ltd. iZ3D, Inc. GIO Optoelectronics Corp. INStek Corporation Ampower Holding Ltd. FI Medical Device Manufacturing Co., Ltd. eLux Inc. PanelSemi Corporation |
Samoa Samoa Samoa BVI Hong Kong Singapore Taiwan Taiwan Taiwan Japan USA Taiwan Taiwan Cayman Taiwan USA Taiwan |
Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment company Investment company Holdings, R&D, manufacturing and distribution company Holdings, R&D and distribution company Research and development and sale of 3D flat monitor Holdings, R&D, manufacturing and distribution company R&D, manufacturing and distribution company Investment holdings Production and selling of the absorption for medical element R&D of MicroLED technology Manufacturing of electronic parts |
$ 6,192,509 62,197 33,438,542 3,674,115 3,231,780 754,943 1,217,235 1,674,054 205,000 1,682,751 — 451,168 35,300 1,717,714 73,500 91,155 250,000 |
$ 6,192,509 62,197 33,438,542 3,674,115 3,231,780 754,943 1,217,235 1,674,054 205,000 1,682,751 — 451,168 35,300 1,717,714 73,500 91,155 250,000 |
180,568,185 1,656,410 709,450,000 146,847,000 1,158,844,000 25,400,000 — 167,405,392 20,500,000 98 4,333 41,288,528 2,647,507 14,062,500 7,350,000 300,000 25,000,000 |
100 100 100 100 100 100 100 100 57 54 35 76 40 50 49 28 45 |
$ 18,646,325 108,022 55,021,739 6,630,776 5,893,286 159,862 854,009 2,113,402 439,373 1,752,062 — 420,896 28,281 925,640 383,394 26,932 185,884 |
$ 260,082 5,898 3,636,159 252,529 (232,922) (84,676) (21,681) 56,571 171,701 (262,956) — (7,176) (3,420) (8,193) 132,151 86,611 (127,110) |
$ 260,082 5,898 3,636,159 252,529 (231,632) (84,676) (21,681) 56,571 100,144 (143,153) — (5,484) (1,369) (4,096) 64,754 18,365 (57,777) |
Table�7�,�Page�1
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at September 30,2022 | as at September 30,2022 | Net profit (loss) of the investee for the nine- month period ended September 30,2022 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30,2022 Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2022 |
Balance as at December 31, 2021 |
Number of shares |
Ownership (%) |
Book value | ||||||
| Innolux Holding Limited Innolux Holding Limited Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. CARUX TECHNOLOGY PTE. LTD. Innolux Japan Co., Ltd. Rockets Holding Limited Rockets Holding Limited Suns Holding Ltd Innolux Europe B.V. Innolux Singapore Holding Pte. Ltd. Innolux Singapore Holding Pte. Ltd. Yuan Chi Investment Co., Ltd. |
Rockets Holding Limited Suns Holding Ltd Toppoly Optoelectronics (Cayman) Ltd. Innolux Hong Kong Limited Innolux Japan Co., Ltd. CarUX Holding Limited CARUX TECHNOLOGY PTE. LTD. Innolux Optoelectronics Hong Kong Holding Limited Innolux Europe B.V. CarUX Technology Inc. Innolux USA Inc. Stanford Developments Limited Nets Trading Ltd. Warriors Technology Investments Ltd Innolux Technology Germany GmbH INNOLUX OPTOELECTRONICS INDIA PRIVATE LIMITED INNOLUX OPTOELECTRONICS PHILIPPINES CORP. INNOLUX OPTOELECTRONICS INDIA PRIVATE LIMITED |
Samoa Samoa Cayman Hong Kong Japan Cayman Singapore Hong Kong Netherlands Taiwan USA Samoa Samoa Samoa Germany India Philippines India |
Investment holdings Investment holdings Investment holdings Distribution company Holdings, R&D and distribution company Investment holdings Holdings and distribution company Investment holdings Holding, distribution and R&D testing company R&D, manufacturing and distribution company Distribution company Investment holdings Investment company Investment company Testing and maintenance company Distribution company Manufacturer and distribution company Distribution company |
$ 5,222,180 555,422 3,650,192 — 1,815,603 3,772,473 3,769,371 1,818,180 464,341 1,400,000 369,092 5,391,125 27,477 555,422 33,735 607,284 — — |
$ 5,222,180 555,422 3,650,192 — 1,815,603 3,772,473 3,769,371 1,818,180 464,341 1,400,000 369,092 5,391,125 27,477 555,422 33,735 607,284 28,733 — |
160,504,550 18,177,052 146,817,000 35,000,000 82 125,231,749 125,131,749 162,897,802 375,810 140,000,000 12,842 164,000,000 900,001 18,177,052 100,000 144,095,499 — 1 |
100 100 100 100 46 100 100 100 100 100 100 100 100 100 100 100 — — |
$ 12,371,454 6,032,869 6,630,405 1,771,246 1,466,273 2,730,772 2,728,849 2,091,729 460,770 1,866,985 597,431 12,345,259 26,052 6,032,867 20,832 7,061 — — |
$ 161,398 98,684 252,529 (777) (262,956) (112,345) (111,598) (10,005) 28,651 375,183 (399,711) 161,398 — 98,684 880 (79,128) 72 (79,128) |
$ 161,398 98,684 252,529 (777) (119,803) (112,345) (111,598) 24,725 28,651 451,681 (399,711) 161,398 — 98,684 880 (79,128) 72 — |
Table�7�,�Page�2
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at September 30,2022 | as at September 30,2022 | Net profit (loss) of the investee for the nine- month period ended September 30,2022 |
Investment income (loss) recognized by the Company for the nine-month period ended September 30,2022 Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30, 2022 |
Balance as at December 31, 2021 |
Number of shares |
Ownership (%) |
Book value | ||||||
| Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation InnoJoy Investment Corporation Inno Capital Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation InnoCare Optoelectronics Corporation GIO Optoelectronics Corp. |
GIO Optoelectronics Corp. InnVasLinx Inc. Inno Capital Corporation CDIB-Innolux Limited Partnership CDIB-Innolux Limited Partnership InnoCare Optoelectronics Japan Co., Ltd. InnoCare Optoelectronics USA, INC. Innocare Optoelectronics Europe B.V. Double Star Inc. |
Taiwan Taiwan Taiwan Taiwan Taiwan Japan USA Netherlands Mauritius |
Holdings, R&D, manufacturing and distribution company E-Paper Module/Assembly Investment company Investment company Investment company Distribution company Distribution company After-sales service company Investment holdings |
$ 858 6,829 15,000 122,561 7,439 87,149 27,963 1,661 298,113 |
$ 858 — 15,000 47,139 2,861 87,149 27,963 1,661 298,113 |
77,235 599,799 1,500,000 — — 30,010 900,000 500 10,000,000 |
— 45 100 16 1 100 100 100 100 |
$ 799 7,811 17,349 139,024 8,438 87,568 18,598 2,488 105,685 |
$ (7,176) 3,536 727 (12,052) (12,052) 18,555 (4,910) 527 4,710 |
$ (10) 983 727 (1,986) (121) 18,555 (4,910) 527 4,710 |
Table�7�,�Page�3
Innolux Corporation and Subsidiaries Information on investments in Mainland China For the nine-month period ended September 30, 2022
Table 8
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China | Main business activities | Paid-in capital (Note A) |
Investment method (Note C) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2022 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the nine-month period ended September 30, 2022 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the nine-month period ended September 30, 2022 |
Accumulated amount of remittance from Taiwan to Mainland China as of September 30, 2022 |
Net income of investee for the nine-month period ended September 30, 2022 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognized by the Company for the nine- month period ended September 30, 2022(Note B) |
Book value of investments in Mainland China as of September 30, 2022 |
Accumulated amount of investment income remitted back to Taiwan as of September 30, 2022 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Innocom Technology (Shenzhen) Co., Ltd. Guangzhou OED Technologies Co., Ltd. Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Nanjing Innolux Technology Ltd. Nanjing Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Foshan Innolux Logistics Ltd. GIO (Maanshan) Optoelectronics Co., Ltd. |
Manufacturing and selling of LCD backend module and related components Manufacturing and selling of electronic paper |
$ 5,207,000 | 2 2 2 2 2 2 2 2 2 2 3 1 |
$ 4,029,448 | $ — | $ — | $ 4,029,448 | $ 161,398 | 100 | $ 161,398 | $ 12,345,206 | $ 1,177,552 | 2.1 2.2 2.3 2.3 2.3 2.4 2.4 2.5 2.6 2.7 |
| 364,061 9,842,500 12,160,250 5,080,000 66,675 4,953,000 666,750 47,625 317,500 |
63,500 233,841 12,160,250 5,080,000 66,675 4,573,130 — 47,625 317,500 |
— — — — — — — — — — — |
— — — — — — — — — — — |
63,500 233,841 12,160,250 5,080,000 66,675 4,573,130 — 47,625 317,500 |
(253,642) 2,511,633 582,426 540,390 3,882 248,647 (10,005) 5,871 4,722 (128,735) 1,381 |
3 100 100 100 100 100 100 100 77 100 57 |
— 2,511,633 584,136 540,390 3,882 248,647 (10,005) 5,871 3,616 |
30,716 25,405,124 23,214,971 6,400,442 653,413 5,976,970 2,155,073 102,812 80,895 924,136 62,144 |
|||||
| Manufacturing and selling of LCD backend module and related components |
|||||||||||||
| Manufacturing and selling of LCD backend module and related components |
|||||||||||||
| Manufacturing and selling of LCD backend module and related components Purchases and sales of monitor-related components Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Warehousing services Manufacturing |
|||||||||||||
| Ningbo CarUX Technology Ltd. |
Manufacturing and selling of LCD backend module and related components |
1,252,160 | — | — | (128,130) | ||||||||
| Ningbo Innolux Electronics Ltd. |
Manufacturing and selling of medical equipment |
68,735 | 100,711 | 100,711 | 791 | ||||||||
Table�8�,�Page�1
| Ceiling on investments in Mai | nland China: | ||||
|---|---|---|---|---|---|
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of September 30, 2022 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
||
| Innolux Corporation | $ 23,354,314 | $ 31,707,215 | (Note D) | ||
==> picture [218 x 114] intentionally omitted <==
Note A: The relevant figures were listed in NT$. Where foreign currencies were involved, the figures were converted to NT$ using exchange rate.
Note B: Profit or loss recognized for the nine-month period ended September 30, 2022 was reviewed by independent auditors.
Note C: The investment methods are as follows:
-
Directly investing in Mainland China.
-
Through investing in companies in the third area, which then invested in the investee in Mainland China.
-
2.1. Through investing in Stanford Developments Limited in the third area, which then invested in the investee in Mainland China.
-
2.2. Through investing in Warriors Technology Investments Ltd in the third area, which then invested in the investee in Mainland China.
-
2.3. Through investing in Landmark International Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.4. Through investing in Toppoly Optoelectronics (Cayman) Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.5. Through investing in Innolux Optoelectronics Hong Kong Holding Limited in the third area, which then invested in the investee in Mainland China.
-
2.6. Through investing in Keyway Investment Management Limited in the third area, which then invested in the investee in Mainland China.
-
2.7. Through investing in Double Star Inc. in the third area, which then invested in the investee in Mainland China.
-
Others.
The company invested via the company investment entities in Mainland China to invest in Ningbo CarUX Technology Ltd. Except for the investment via the holding companies in Mainland China, other investments shall not be approved by Investment Commission of the Ministry of Economic Affairs.
-
Note D: In accordance with “Rules Governing Applications for Investment or Technical Cooperation in Mainland China”, the Company has obtained the certificate of being qualified for operating headquarters, issued by the Industrial Development Bureau of the Ministry of Economic Affairs, the ceiling amount of the investment in Mainland China is not applicable to the Company.
-
Ⅰ. The amount approved by the Investment Commission of Ministry of Economic Affairs (MOEA) is USD 10,000 thousand, Amlink (Shanghai) Ltd. has finished liquidation in December 2019 but has not yet applied for the cancellation of investment with the Investment Commission of MOEA.
II. The amount approved by the Investment Commission of Ministry of Economic Affairs (MOEA) is USD 34,676 thousand, Interface Technology (ChengDu) Co., Ltd. disposed the equity interest held in its parent company, General Interface Solution (GIS) Holding Limited, on the open market but has not yet applied for the cancellation of investment with the Investment Commission of MOEA.
Table�8�,�Page�2