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JSL Audit Report / Information 2024

Nov 14, 2024

52149_rns_2024-11-14_c0c7cb17-4d6c-4723-b4bb-7667f346840a.pdf

Audit Report / Information

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1

Stock Code:2540

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Parent Company Only Financial Statements

With Independent Auditors’ Report For the Years Ended December 31, 2024 and 2023

Address: 2F, NO.128, Longjiang Road, zhongshan District, Taipei City 104, Taiwan Telephone: (02)8773-6688

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

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Financial Statements
(1)
Company history
(2)
Approval date and procedures of the financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of material accounting policies
(5)
Significant accounting assumptions and judgments, and major sources
of estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Significant contingent liabilities and unrecognized commitments
(10) Losses Due to Major Disasters
(11) Subsequent Events
(12) Other
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(d) Major shareholders
(14) Segment information
List of major account titles
Page
1
2
3
4
5
6
7
8
8
810
1024
2426
2755
5665
66
6668
68
68
6971
7275
75
75
76
76
7784

3

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KPMG 台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of JSL CONSTRUCTION & DEVELOPMENT CO., LTD.:

Opinion

We have audited the financial statements of JSL CONSTRUCTION & DEVELOPMENT CO., LTD.(“ the Company” ), which comprise the balance sheet as of December 31, 2024 and 2023, the statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of material accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Based on our judgment, the key audit matters that should be disclosed in this report are as follows:

  1. Selling real estate properties revenue recognition

Refer to Note 4(m) for the accounting policies on revenue recognition; Note 5 for details on the significant accounting assumptions and judgments, and major sources of the estimation uncertainty on revenue recognition; Note 6(w) “Revenues from contracts with customers” for revenue recognition.

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

3-1

Description of key audit matter:

The principle income of the Company is generated from selling real estate properties, of which has a higher tendency of revenue fluctuation due to impacts of various factors such as overall economic environment, supply and demand and reform of house and land transactions income tax system; to respond to aforementioned changes, the management has set up relevant internal control procedures over income and payment collection. The consolidated service contract income for the year ended December 31, 2024 was amounted to $4,527,068 thousand. The accounting treatment of service contracts involve estimates and judgments; thus, it was continuously considered as significant audit risk for the Company. Consequently, revenue recognition is one of our key audit matters.

How the matter was addressed in our audit:

Our principal audit procedures included the following: Testing the effectiveness of the design and implementing the internal control system of sales revenue; Understanding the effectiveness of the control mechanism for the Company’s real estate sales revenue and collection operations. Also, to spot check the pre-orders forms of on site real estate sales, confirmation on completion of sales contract and site daily report for sales on site, the invoice of marketing planning services, bank transactions records; testing if the accounting treatment adopted for service contract income was in accordance with accounting policies; to sample check on sales transactions for the period before and after the financial reporting date and confirm the related vouchers to assess whether the revenue recognition period is appropriate.

2. Revenue recognition of property sales

Refer to Note 4(m) for the accounting policies on revenue recognition; Note 5 for details on the significant accounting assumptions and judgments, and major sources of the estimation uncertainty on revenue recognition; for revenue recognition, please refer to note 6(w) Revenue from Contracts with Customers.

Description of key audit matter:

The real estate industry, in which JSL CONSTRUCTION & DEVELOPMENT CO., LTD. AND SUBSIDIARIES is into, has a higher tendency of revenue fluctuation due to macroeconomics, economic conditions, tax policy reform and real estate demands, therefore the management has set up relevant income and collection procedures to countermeasure the aforementioned environmental changes. The revenue from property sales is $2,140,856 thousand, thus, the appropriateness of recognition of revenue from property sales cast significant impacts on financial report.Consequently, revenue recognition is one of our key audit matters.

How the matter was addressed in our audit:

Our principal audit procedures included understanding the sales revenue of property and lands of the Company and control mechanism of collection procedure as well as testing the effectiveness of the design and implementing the internal control system of sales revenue. Inspection of property and land sales contracts, bank account transaction record, collection record and real estate ownership transfer document and delivery list, etc. In addition, testing the samples of sales transaction before and after the end of the year to ensure the correctness of sales revenue.

3. Valuation of inventories

Please refer to Note 4(f) and Note 5 for the accounting policy of inventory valuation, as well as the estimation and assumption uncertainty of the valuation of inventory, respectively. Information of estimation of the valuation of inventory are disclosed in Note 6(e) of the financial statements.

3-2

Description of key audit matter:

As of December 31, 2024, inventory of the Company (construction industry) was amounted to $31,406,322 thousand, which accounted for 69% of the consolidated total assets, and the inventory amount was presented with lower of cost or net realizable value. The judgment of net realizable value relies on management since the Company focuses on real estate industry, the industry is not only deeply affected by politics, economics, and reform of house and land transactions income tax system, but also an industry that is capital intensive and has long recover period. Consequently, revenue recognition is one of our key audit matters.

How the matter was addressed in our audit:

Our principal audit procedures included the following: understanding the Company’ s operating and accounting procedures for inventory valuation.; obtaining the Company management’s data on net realizable value of inventory or individual investment evaluation forms, then sampling these data to review their market prices and comparing with contract prices of recent sales by the Company or the most updated selling prices of nearby properties. Consequently, confirming if the net realizable value of inventory is appropriate.

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs, IASs, interpretation as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

3-3

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

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

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

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

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

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Chih, Shih-Chin and Huang, Hsin-Ting.

KPMG

Taipei, Taiwan (Republic of China) March 10, 2025

Notes to Readers

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

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

4

(English Translation of Parent Company Only Financial Statements and Report Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Balance Sheets

December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (Note 6(a))
1150
Notes receivable, net (Notes 6(d) and (w))
1170
Accounts receivable, net (Notes 6(d) and (w))
1180
Accounts receivable due from related parties, net (Notes 6(d), (w) and 7)
1200
Other receivables, net
1210
Other receivables due from related parties, net (Note 7)
1320
Inventories (for construction business), net (Notes 6(e), 7 and 8)
1410
Total prepayments (Note 6(f))
1476
Other current financial assets (Notes 6(k), 8 and 9)
1479
Other current assets, others
1480
Current assets recognised as incremental costs to obtain contract with
customers (Notes 6(k) and 7)
1482
Current assets recognised from costs to fulfil contracts with customers
(Note 6(e))
Non-current assets:
1510
Total non-current financial assets at fair value through profit or loss (Note
6(b))
1517
Total non-current financial assets at fair value through other comprehensive
income (Note 6(c))
1550
Investments accounted for using equity method, net (Note 6(g))
1600
Total property, plant and equipment (Notes 6(h), 7 and 8)
1755
Right-of-use assets (Notes 6(i), 7 and 8)
1760
Investment property, net (Notes 6(j), 7 and 8)
1780
Total intangible assets
1840
Deferred tax assets (Note 6(s))
1980
Total other non-current financial assets (Notes 6(k) and 8)
1995
Other non-current assets, others
Total assets
December 31, 2024
Amount
%
$ 1,226,252
3
33,887
-
1,500,646
3
212,071
-
1,529
-
22,179
-
31,406,322
69
54,242
-
4,092,051
9
160,085
-
1,397,194
3
255,419
1
40,361,877
88
724,940
2
5,396
-
685,337
2
1,188,086
3
1,084,621
2
856,300
2
98
-
57,194
-
461,066
1
255
-
5,063,293
12
$
45,425,170
100
December 31, 2023
Amount
%
714,331
2
38,198
-
1,947,815
6
112,544
-
231
-
28,876
-
22,742,523
69
95,292
-
2,522,195
8
98,747
-
401,090
1
216,726
1
28,918,568
87
399,758
1
5,396
-
673,330
2
835,800
3
1,059,586
3
859,420
3
206
-
53,692
-
384,711
1
255
-
4,272,154
13
33,190,722
100
Liabilities and Equity
Current liabilities:
2100
Total short-term borrowings (Note 6(l))
2110
Total short-term notes and bills payable (Note 6(l))
2130
Current contract liabilities (Notes 6(w) and 9)
2150
Total notes payable (Note 6(o))
2170
Total accounts payable (Note 6(o))
2180
Total accounts payable to related parties (Notes 6(o) and 7)
2200
Total other payables
2220
Other payables to related parties (Note 7)
2230
Current tax liabilities
2251
Current provisions for employee benefits (Note 6(r))
2280
Current lease liabilities (Notes 6(p) and 7)
2321
Bonds payable, current portion (Note 6(n))
2322
Long-term borrowings, current portion (Note 6(m))
2399
Other current liabilities, others
Non-Current liabilities:
2530
Total bonds payable (Notes 6(n) and 7)
2540
Total long-term borrowings (Note 6(m))
2570
Total deferred tax liabilities (Note 6(s))
2580
Non-current lease liabilities (Notes 6(p) and 7)
2645
Guarantee deposits received
2670
Other non-current liabilities, others (Notes 6(g) and (j))
Total liabilities
Equity attributable to owners of parent(Note 6(t)):
3110
Ordinary share
3210
Total capital surplus, additional paid-in capital
3220
Capital surplus, treasury share transactions
3280
Capital surplus, others
3300
Total retained earnings
Total equity
Total liabilities and equity
December 31, 2024 December 31, 2024 December 31, 2023
Amount % Amount
%
11,268,431
34
1,987,702
6
3,446,655
10
14,432
-
1,086,634
3
510,978
2
333,200
1
954,332
3
313,801
1
4,407
-
28,028
-
640,500
2
841,562
3
50,774
-
21,481,436
65
1,629,500
5
664,419
2
26,414
-
359,365
1
31,369
-
50,000
-
2,761,067
8
24,242,503
73
3,916,067
12
2,208,631
7
5,556
-
4,406
-
2,813,559
8
8,948,219
27
33,190,722
100
$ 16,281,301
2,946,162
6,301,070
28,776
890,964
292,258
434,257
1,325,452
336,882
6,092
47,301
840,500
28,499
219,071
29,978,585
1,289,000
1,231,481
-
386,597
31,369
252,370
3,190,817
33,169,402
6,249,101
2,944,454
5,556
6,691
3,049,966
12,255,768
$
45,425,170
35
6
14
-
2
1
1
3
1
-
-
2
-
-
65
3
3
-
1
-
1
8
73
14
6
-
-
7
27
100

See accompanying notes to parent company only financial statements.

5

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statements of Comprehensive Income

For the years ended December 31, 2024 and 2023

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

4000
Operating revenue (Notes 6(q), (w) and 7)
5000
Operating costs (Notes 6(e) and 7)
Gross profit
Operating expenses (Notes 6(u), (x) and 7):
6100
Selling expenses
6200
Administrative expenses
6450
Impairment loss (impairment gain and reveral of impairment loss)
determined in accordance with IFRS (Note 6(d))
Net operating income
Non-operating income and expenses:
7100
Interest income (Note 6(y))
7010
Other income (Note 6(y))
7020
Other gains and losses (Notes 6(y) and 7)
7050
Finance costs (Notes 6(p), (y) and 7)
7070
Share of profit (loss) of subsidiaries, associates, and joint ventures
under the equity method
7900
Profit before tax
7950
Less: Income tax expenses (Note 6(s))
Profit
8300
Other comprehensive income, net
Total comprehensive income
Earnings per share (NT dollar)(Note 6(v))
Basic earnings per share(in New Taiwan dollars)
Diluted earnings per share(in New Taiwan dollars)
2024
Amount
%
$ 6,746,462
100
3,420,279
51
3,326,183
49
333,224
5
514,605
7
(16,487)
-
831,342
12
2,494,841
37
22,160
-
3,151
-
440,267
7
(500,922)
(7)
(53,608)
(1)
(88,952)
(1)
2,405,889
36
503,055
8
1,902,834
28
-
-
$
1,902,834
28
$
3.07
$
3.07
2023
Amount
%
5,487,239
100
2,480,311
45
3,006,928
55
350,496
7
321,969
6
19,625
-
692,090
13
2,314,838
42
16,011
-
4,638
-
96,415
2
(431,344)
(8)
(73,593)
(1)
(387,873)
(7)
1,926,965
35
419,297
8
1,507,668
27
-
-
1,507,668
27
2.61
2.60

See accompanying notes to parent company only financial statements.

6

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statements of Changes in Equity

For the years ended December 31, 2024 and 2023 (Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2023
Profit (loss)
Other comprehensive income
Total comprehensive income
Earnings appropriation and distribution:
Legal reserve appropriated
Cash dividends of ordinary share
Stock dividends of ordinary share
Other changes in capital surplus:
Cash dividends from capital surplus
Stock dividends from capital surplus
Lapsed share options
Issue of shares
Balance at December 31, 2023
Profit (loss)
Other comprehensive income
Total comprehensive income
Earnings appropriation and distribution:
Legal reserve appropriated
Stock dividends of ordinary share
Other changes in capital surplus:
Cash dividends from capital surplus
Stock dividends from capital surplus
Lapsed share options
Issue of shares
Balance at December 31, 2024
Share capital Capital surplus Retained earnings Total retained
earnings
Total equity
Ordinary
shares
Legal reserve Unappropriated
retained earnings
$ 2,660,790
-
-
-
-
-
725,198
-
290,079
-
240,000
3,916,067
-
-
-
-
1,666,427
-
416,607
-
250,000
$
6,249,101
1,299,231
-
-
294,181
-
-
1,881,947
1,507,668
-
2,176,128
1,507,668
-
1,507,668
-
(145,039)
(725,198)
-
-
-
-
2,813,559
1,902,834
-
1,902,834
-
(1,666,427)
-
-
-
-
3,049,966
6,136,149
1,507,668
-
1,507,668
-
(145,039)
-
(290,079)
-
4,406
1,735,114
8,948,219
1,902,834
-
1,902,834
-
-
(624,910)
-
2,285
2,027,340
12,255,768
- - 1,507,668
44,462
-
-
-
-
-
-
338,643
-
-
-
150,767
-
-
-
-
-
489,410

See accompanying notes to parent company only financial statements.

7

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statements of Cash Flows

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Provision (reversal of provision) for bad debt expense
Net gain on financial assets or liabilities at fair value through profit or loss
Interest expense
Interest income
Share of profit of subsidiaries, associates and joint ventures accounted for using equity method
Losses on disposal of property, plant and equipment
Gain on modification of leases
Dividend Revenue
Share-based payment transctions
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Changes in operating assets:
Current financial assets at fair value through profit or loss
Decrease (increase) decrease in notes accounts receivable, net
Decrease in notes receivable due from related parties
Decrease (increase) in accounts receivable
Increase in accounts receivable due from related parties
(Increase) decrease in other receivable
Decrease (increase) in other receivable due from related parties
Increase in inventories
Decrease (increase) in prepayments
Increase in other current financial assets
Increase in other current assets
Increase in assets recognised as incremental costs to obtain contract with customers
(Increase) decrease in assets recognised from costs to fulfil contracts with customers
Total changes in operating assets
Changes in operating liabilities:
Increase in contract liabilities
Increase in notes payable
(Decrease) increase in accounts payable
(Decrease) increase in accounts payable to related parties
Increase in other payables
Increase (decrease) in other payable to related parties
Increase (decrease) in provisions for employee benefits
Decrease in other financial liabilities
Increase in other current liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash outflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows generated from operating activities
For the years ended December 31
2024
2023
$ 2,405,889
1,926,965
80,547
39,751
291
322
(16,487)
19,625
(175,226)
(11,476)
500,922
431,344
(22,160)
(16,011)
53,608
73,593
-
106
(13)
-
(20)
(16)
7,497
5,112
428,959
542,350
44
-
4,311
(17,615)
-
640
464,807
(770,657)
(99,527)
(90,567)
(1,298)
3,140
6,697
(8,334)
(8,471,120)
(5,461,904)
41,050
(16,371)
(1,569,757)
(444,432)
(61,338)
(56,310)
(996,104)
(188,600)
(38,693)
119,284
(10,720,928)
(6,931,726)
2,854,415
1,158,569
14,344
6,440
(195,670)
236,666
(218,720)
359,849
94,948
137,405
511,120
(298,885)
1,685
(394)
-
(8,225)
168,297
29,533
3,230,419
1,620,958
(7,490,509)
(5,310,768)
(7,061,550)
(4,768,418)
(4,655,661)
(2,841,453)
20,910
10,923
(694,648)
(594,836)
(509,890)
(206,679)
(5,839,289)
(3,632,045)
2024
$ 2,405,889
80,547
291
(16,487)
(175,226)
500,922
(22,160)
53,608
-
(13)
(20)
7,497
428,959
44
4,311
-
464,807
(99,527)
(1,298)
6,697
(8,471,120)
41,050
(1,569,757)
(61,338)
(996,104)
(38,693)
(10,720,928)
2,854,415
14,344
(195,670)
(218,720)
94,948
511,120
1,685
-
168,297
3,230,419
(7,490,509)
(7,061,550)
(4,655,661)
20,910
(694,648)
(509,890)
(5,839,289)

7-1

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statements of Cash Flows (CONT’D)

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from investing activities:
Acquisition of current financial assets designated at fair value through profit or loss
Proceeds from disposal of current financial assets designated at fair value through profit or loss
Acquisition of non-current financial assets designated at fair value through profit or loss
Acquisition of investments accounted for using equity methoud
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Acquisition of investment properties
(Increase) decrease in other non-current financial assets
Dividends received
Net cash outflows used in investing activities
Cash flows from financing activities:
Increase in short-term loans
Dncrease in short-term loans
Increase in short-term notes and bills payable
Decrease in short-term notes and bills payable
Proceeds from issuing bonds
Repayments of bonds
Proceeds from long-term debt
Repayments of long-term debt
Increase in guarantee deposits received
(Decrease) increase in other payables to related parties
Payment of lease liabilities
Cash dividends paid
Proceeds from issuing shares
Net cash inflows generated from financing activities
Net Increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year

See accompanying notes to parent company only financial statements.

8

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Notes to the Financial Statements

For the years ended December 31, 2024 and 2023

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

(1) Company history

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. (the “Company”) was incorporated on June 1986 as a company limited by shares under the laws of the Republic of China (“R.O.C.”) and registered under the Ministry of Economic Affairs, R.O.C. The address of the Company’s registered office is 2F, NO.128, Longjiang Road, zhongshan District, Taipei City 104, Taiwan. On June 24, 2013, the resolution of the ordinary shareholders’ meeting was passed and approved by the Ministry of Economic Affairs on July 5, 2013 to change the name of the company, formerly known as “Kim Shangchang Development Co., Ltd” to “JSL CONSTRUCTION & DEVELOPMENT CO., LTD." The principal activities of the Company are real estate agents and sellers, to commission construction companies for the construction of national housing, commercial building for rental leases and sales, trading of building materials and operation of interior decoration.

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

The parent company only financial statements were authorized for issuance by the Board of Directors on March 10, 2025.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the IFRS Accounting Standards endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2024:

  • ●Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

  • ●Amendments to IAS 1 “Non-current Liabilities with Covenants”

  • ●Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements”

  • ●Amendments to IFRS 16 “Lease Liability in a Sale and Leaseback”

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

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2025, would not have a significant impact on its financial statements:

  • ●Amendments to IAS21 “Lack of Exchangeability”

(Continued)

9

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

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

Standards or
Interpretations
IFRS 18 “Presentation and
Disclosure in Financial
Statements”
Content of amendment
Effective date per
IASB
The
new
standard
introduces
three
categories of income and expenses, two
income statement subtotals and one single
note
on
management
performance
measures.
The
three
amendments,
combined with enhanced guidance on how
to disaggregate information, set the stage
for better and more consistent information
for users, and will affect all the entities.
January 1, 2027
  • ●A more structured income statement: under current standards, companies use different formats to present their results, making it difficult for investors to compare financial performance across companies. The new standard promotes a more structured income statement, introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company’ s main business activities.

  • ●Management performance measures (MPMs): the new standard introduces a definition for management performance measures, and requires companies to explain in a single note to the financial statements why the measure provides useful information, how it is calculated and reconcile it to an amount determined under IFRS Accounting Standards.

  • ●Greater disaggregation of information: the new standard includes enhanced guidance on how companies group information in the financial statements. This includes guidance on whether information is included in the primary financial statements or is further disaggregated in the notes.

(Continued)

10

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

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

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

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

  • ●IFRS 19 “Subsidiaries without Public Accountability: Disclosures”

  • ●Amendments to IFRS 9 and IFRS 7 “Amendments to the Classification and Measurement of Financial Instruments”

  • ●Annual Improvements to IFRS Accounting Standards—Volume 11

  • ●Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity”

(4) Summary of material accounting policies:

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

(a) Statement of compliance

The financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as the Regulations) and the International Financial Reporting Standard.(altogether referred to “ IFRS Accounting Standards” endorsed by the “FSC”)

  • (b) Basis of preparation

  • (i) Basis of measurement

The financial statements have been prepared on the historical cost basis, except for the following material items in the statement of financial position:

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

  • 2) Financial assets at fair value through other comprehensive income

  • (ii) Functional and presentation currency

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

(Continued)

11

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (c) Classification of current and non-current assets and liabilities

The Company classifies the asset as current under one of the following criteria, and all other assets are classified as non current.

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

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

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

  • (iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

The Company classifies the liability as current under one of the following criteria, and all other liabilities are classified as non current.

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

  • (ii) It holds the liability primarily for the purpose of trading

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

  • (iv) It does not have the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period.

  • (d) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are shortterm, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting shortterm cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

  • (e) Financial instruments

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

(Continued)

12

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (i) Financial assets

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

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

  • 1) Financial assets measured at amortized cost

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

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

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

A financial asset measured at amortized cost is initially recognized at fair value, plus/minus the cumulative amortization using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses, and impairment loss, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

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

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

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

Dividend income derived from equity investments is recognized on the date that the Company’s right to receive payment is established, which in the case of quoted securities is normally the ex-dividend date.

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

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

(Continued)

13

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Impairment of financial assets

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

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

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

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

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

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

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

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

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

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

  • ‧ significant financial difficulty of the borrower or issuer;

  • ‧ a breach of contract such as a default or being more than 180 days past due;

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

(Continued)

14

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

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

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

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

5)

Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

When the Company enters into transactions whereby it transfers assets but retains either all or substantially all of the risks and rewards of the assets, the transferred assets are not derecognized from statement of balance sheet.

  • (ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

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

2) Equity instrument

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

(Continued)

15

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

3) Financial liabilities

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

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

4) Derecognition of financial liabilities

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

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

5) Offsetting of financial assets and liabilities

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

(f) Inventories

  • (i) Selling

Contract costs

If the costs incurred in fulfilling a contract with a customer are not within the scope of another Standard (for example, IAS 2 Inventories, IAS 16 Property, Plant and Equipment or IAS 38 Intangible Assets), the Company recognizes an asset from the costs incurred to fulfil a contract only if those costs meet all of the following criteria: the costs relate directly to a contract or to an anticipated contract that the Company can specifically identify; the costs generate or enhance resources of the Company that will be used in satisfying (or in continuing to satisfy) performance obligations in the future; and the costs are expected to be recovered.

General and administrative costs, costs of wasted materials, labor or other resources to fulfill the contract that were not reflected in the price of the contract, costs that relate to satisfied performance obligations (or partially satisfied performance obligations), and costs for which the Company cannot distinguish whether the costs relate to unsatisfied performance obligations or to satisfied performance obligations (or partially satisfied performance obligations), the Company recognizes these costs as expenses when incurred.

(Continued)

16

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(ii) Construction

The cost of inventories shall comprise all costs of purchase and other costs incurred in bring the inventories to their present location and condition. The real estate development costs include construction costs, land costs, borrowing costs, and project costs incurred during the development period. When completion, construction in progress is carried over to buildings and land held for sale. Then, it is amortized over either by income approach or built-up area approach (units of ping). The real estate development costs proportionate to the sale are carried forward to the operating cost. Subsequently, measure the lower of cost and net realizable value. When the cost of inventories is higher than the net realizable value, it should be offset against the cost to net realizable value, and the amount of inventory should be recognized as cost of goods sold in the current period.Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The measurements of net realizable value are as below:

  • 1) Construction Site: Net realizable value is by referring to the estimate made by the competent authorities in accordance with the prevailing market conditions.

  • 2) Construction in progress: Net realizable value is the estimated selling price (based on current market condition) in the ordinary course of business, less the estimated costs of sales, as well as cost and selling expenses for completion of work.

  • 3) Buildings and land held for sale: the net realizable value is the estimated price (based on the market condition), less, the estimated selling expenses during the sales.

(g) Investment in subsidiaries

The subsidiaries in which the Company holds controlling interest are accounted for under equity method in the parent company only financial statements. Under equity method, the net income, other comprehensive income and equity in the parent company only financial statement are the same as those attributable to the owners of parent in the financial statements.

Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

(h) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

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

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

(Continued)

17

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (i) Property, plant and equipment

  • (i) Recognition and measurement

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

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

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

  • (ii) Subsequent expenditure

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

  • (iii) Depreciation

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

Land is not depreciated.

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

1) Buildings 3~50 years
2) Office equipment 3~5 years
3) Leasehold improvement 3 years
4) Transportation equipment 5 years

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

(j) Leases

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

(Continued)

18

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (i) As a leasee

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

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

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

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

  • 1) fixed payments, including in-substance fixed payments;

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

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

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

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

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

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

  • 3) there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • 4) there is a change in the lease term resulting from a change of the Company’s assessment on whether it will exercise an extension or termination option; or

  • 5) there is any lease modifications

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

(Continued)

19

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

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

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

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

(ii) As a leasor

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

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

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

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

(Continued)

20

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (k) Intangible assets

  • (i) Recognition and measurement

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

  • (ii) Subsequent expenditure

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

  • (iii) Amortization

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

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

1) Software 3 years

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

  • (l) Impairment of non financial assets

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

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

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

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

(Continued)

21

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

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

  • (m) Revenue from contracts with customers

  • (i) Revenue from contracts with customers

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

  • 1) Land development and sale of real estate

The Company develops and sells residential properties and usually sales properties in advance during construction or before construction begins. Revenue is recognized when control over the properties has been transferred to the customer. Therefore, revenue is recognized at a point in time when the legal title has passed to the customer and the transfer of properties to the customer is complete. If the Company only meets one of the two criteria at the reporting date, the revenue is recognized as well.

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

(Continued)

22

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

2) Revenue from service rendered

The Company engaged in real estate sales and brokerage and recognized related revenue during the financial reporting period for the provision of services. Fixed price contracts recognized revenue based on the actual service provided per the contract as of the reporting date. The consideration promised in the contract includes fixed and variable amounts. The customer pays the fixed amount based on a payment schedule. Certain variable considerations are estimated by the most probable amount (such as bonus for higher closing price). The Company recognizes revenue only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur. If the Company has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional.

The customer pays the fixed amount based on a payment schedule. If the services rendered by the Company exceed the payment, a contract asset is recognized. If the payments exceed the services rendered, a contract liability is recognized.

A provision for onerous contracts is recognized when the expected benefits to be derived by the Company from a contract are lower than the unavoidable cost of meeting its obligations under the contract.

Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise to the revision become known by management.

3) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

(ii) Contract costs

1) Incremental costs of obtaining a contract

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

(Continued)

23

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(n) Employee benefits

  • (i) Defined contribution plans

Obligations for contributions to the defined contribution plans are expensed as related services are provided.

(ii) Short-term employee benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are expensed during the period in which employees render services.

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

(o) Share-based payment

The Company’s proceeds from issuing shares shall, in accordance with the requirements, retain the shares subscribed by the Company and the Company’s affiliated companies and shall measure the fair value of the equity instruments given at the grant date.

The share-based payment date of the Company’s is the date on which the enterprise confirms the number of shares subscribed by its employees, and the payment of such share base is immediately vested. The Company shall recognize the salary expense on the grant date and estimate the fair value of the share option using option pricing model.

(p) Income taxes

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

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

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

  • (i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and at the time of the transaction (i) affects neither accounting nor taxable profits (losses) and (ii) does not give rise to equal taxable and deductible temporary differences;

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

(Continued)

24

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

Deferred tax assets are recognized for unused tax losses, tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable profits improves.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

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

  • (i) the Company has a legally enforceable right to set off currenttax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

(q) Earnings per share

The basic and diluted EPS attributable to shareholders of the Company are disclosed in the financial statements. Basic earnings per share is calculated as the profit attributable to the ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potential dilutive ordinary shares. Dilutive potential ordinary shares comprise accrued employee remuneration.

  • (r) Operating segments

Segment information was disclosed in consolidated financial statements; therefore, it was not disclosed in the parent company only financial statement.

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

In preparing these financial statements, management has made judgments and estimates about the future, including climate-related risks and opportunities, that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis and are consistent with the Company’s risk management and climate-related commitments where appropriate. Revisions to estimates are recognized prospectively in the period of the change and future periods.

(Continued)

25

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is as follows:

(a) Classification of investment property

The Company leases vacant shopping malls, stores and offices but recognize the assets as investment property rather than lease assets under property, plant and equipment because of its intention to gain long-term capital appreciation or to earn rent income.

(b) Lease term

The Company determines the lease term as the non-cancellable period of the lease, together with periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option, and periods covered by an option to terminate the lease if the lessee is reasonably not to exercise that option. In assessing whether a lessee is reasonably to exercise the options, the Company considers all relevant facts and circumstances that create an economic incentive for the lessee. The Company reassesses whether it is reasonably certain to exercise an extension option or not to exercise the option upon the occurrence of either a significant event or a significant change in circumstances that is within the control of the lessee. If there is a change in the lease term, the Company recognizes the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset. Please refer to Note 6(i).

(c) Identifying a lease

The Company leases superficies, land lot of the construction, joint sales center and official cars. The contract involves an identified asset, so the Company has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use. The Company has the right to direct the use of the identified asset throughout the period of use. Accordingly, the Company recognize the said contract as lease. The Company recognizes a right of use asset and a lease liability at the lease commencement date. For the details, please refer to Note 6(i).

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year is as follows:

(a) The loss allowance of trade receivable

The Company has estimated the loss allowance of trade receivables that is based on the risk of a default occurring and the rate of expected credit loss. The Company has considered historical experience, current economic conditions and forward-looking information at the reporting date to determine the assumptions to be used in calculating the impairments and the selected inputs. The relevant assumptions and input values, please refer to Note 6(d).

(Continued)

26

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(b) Inventory valuation

As inventories are stated at the lower of cost or net realizable value, The Company estimates the net realizable value of inventories for obsolescence and unmarketable items at the end of the reporting period and then writes down the cost of inventories to net realizable value. Due to the rapid industrial transformation, and impacts of politics, economics, and reform of house and land transactions income tax system, there may be significant changes in the net realizable value of inventories, which is estimated on the basis of current market condition. Refer to Note 6(e) for further description of the valuation of inventories.

(c) Recognition of deferred tax assets

Deferred tax assets are recognized to the extent that it is probable that future taxable profits will be available against which those deferred tax assets can be utilized. The Company assesses the realization of deferred income tax assets based on assumptions such as expected future revenue growth, profit margin, tax exemption period, available income tax offsets and tax planning. Changes in the economic environment, industry trends, and relevant laws and regulations may result in adjustments to the deferred tax assets. Refer to Note 6(s) for further description of the estimation of deferred tax assets.

(d) Revenue recognition

Service contract revenue and costs are recognized by reference to the stage of completion of each contract. The stage of completion of a contract is measured based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs. The Company estimates the total contract revenue by taking into account each product positioning, pricing strategy and real estate business dynamic. In addition, the Company estimates the cost to fulfill a contract by taking into account such factors as sales method, expected contract items and amounts. If there are changes in situations, the estimates of revenue, cost and percentage of completion should be modified. Changes in aforementioned estimates might cause significant adjustment in the revenue, cost and percentage of completion and related profits from construction contracts. Refer to Note 6(w) for further description of the revenue recognition.

Valuation procedure

The Company evaluates its assets and liabilities using the observable market inputs. The different inputs of levels of fair value hierarchy in determination of fair value are as follows:

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

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

  • (c) Level 3: inputs for the assets or liability that are not based on observable market data.

The transfer policy between fair value levels.

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

Please refer to Note 6(z) for assumptions used in measuring fair value.

(Continued)

27

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash on hand and petty cash
Demand deposits
Checking account deposits
Cash and cash equivalents in the statement of cash flows
December 31,
2024
$ 5,094
1,220,839
319
$
1,226,252
December 31,
2023
4,830
709,182
319
714,331

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

  • (b) Financial assets and liabilities at fair value through profit or loss
Domestic unlisted common shares - Preference share class A
Domestic unlisted common shares - Preference share class B
Domestic unlisted common shares - Preference share class C
December 31,
2024
$ 253,820
269,210
201,910
$
724,940
December 31,
2023
197,219
202,539
-
399,758

The financial assets mentioned above were not pledged as collateral.

  • (c) Financial assets at fair value through other comprehensive income
Equity investments at fair value through other comprehensive
income:
Unlisted common shares
December 31,
2024
$
5,396
December 31,
2023
5,396
  • (i) Equity investments at fair value through other comprehensive income

The Company designated the investments shown above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Companyintends to hold for long-term strategic purposes.

During the years ended December 31, 2024 and 2023, the dividends were $20 thousand and $16 thousand, related to equity investments at FVOCI held were recognized.

  • (ii) For credit risk (including the impairment of debt investments) and market risk, please refer to Note 6(z).

(iii) The aforementioned financial assets were not pledged as collateral.

(Continued)

28

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(d) Notes and accounts receivables (including related parties)

Notes receivable—from operating activities
Accounts receivable—measured at amortized cost
Accounts receivable due from—related parties-measured at
amortized cost
Less: Loss allowance
December 31,
2024
$ 33,887
1,528,412
212,071
(27,766)
$
1,746,604
December 31,
2023
38,198
1,992,068
112,544
(44,253)
2,098,557

The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, notes and accounts receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provisions were determined as follows:

Current
Less than 30 days past due
31~60 days past due
61~90 days past due
Current
Less than 30 days past due
31~60 days past due
61~90 days past due
91~180 days past due
More than 181 days past due
December 31, 2024 December 31, 2024
Gross carrying
amount
Weighted-
average loss
rate
$ 1,657,166
0.95%
65,004
5.16%
8,035
8.86%
44,165
22.38%
$
1,774,370
December 31, 2023
Loss allowance
provision
13,816
3,355
712
9,883
27,766
Weighted-
average loss
rate
0.52%
13.63%
22.74%
40.53%
43.04%
100%
Loss allowance
provision
10,551
5,844
3,301
13,364
5,378
5,815
44,253

(Continued)

29

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

The movement in the allowance for notes and trade receivables were as follows:

Balance at January 1
Impairment losses (reversed) recognized
Balance at December 31
(e)
Inventories
For the years ended December 31 For the years ended December 31
2024
$ 44,253
(16,487)
$
27,766
2023
24,628
19,625
44,253
Selling:
Costs to fulfill a contract
Construction industry:
Prepayment for land purchases
Land held for construction site
Construction in progress
Buildings and land held for sale
Subtotal
Total
December 31,
2024
$ 255,419
1,236,568
9,058,793
19,772,864
1,338,097
31,406,322
$
31,661,741
December 31,
2023
216,726
235,729
7,445,980
13,931,426
1,129,388
22,742,523
22,959,249
  • (i) For the years ended December 31, 2024 and 2023, the cost of inventory recognized as the cost of goods sold and expenses amounted to $3,420,279 thousand and $2,480,311 thousand, respectively.

  • (ii) The Company hadn’t recognized loss on inventory write down and reversal of inventory write down in 2024 and 2023.

  • (iii) Please refer to Note 6(y) for the capitalization of interest of construction in progress for the years ended December 31, 2024 and 2023.

  • (iv) The Company has acquired of inventory (construction industry) from other related parties, please refer to Note 7 for details.

  • (v) For the information on inventories pledged as collateral, as of December 31, 2024 and 2023, please refer to Note 8 for details.

  • (vi) The Company has acquired 5 land in Fuxing section, Emei Township, Hsinchu country, 9 land in Ganlin section, Xinbei country and 51 land in Baoxiang section, Hsinchu county, but such land are classified as farmland and are registered under the name of another person. A real estate entrust contract are entered and are pledged to the Company with an equivalent amount. Please refer to Note 7 for details.

(Continued)

30

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(f) Prepayments

Business tax carry forward
Prepayments (selling)
Prepayments (construction)
Others
December 31,
2024
$ 23,841
13,034
264
17,103
$
54,242
December 31,
2023
52,534
14,677
2,696
25,385
95,292

(g) Investments accounted for using equity method

A summary of The Company’s financial information for investments accounted for using the equity method at the reporting date is as follows:

Subsidiaries
Other non-current liabilities, subsidiaries
December 31,
2024
$
685,337
$
202,370
December 31,
2023
673,330
-

(i) Subsidiaries

Please refer to the consolidated financial statements for the year ended December 31, 2024.

  • (ii) Pledge to secure

As of December 31, 2024 and 2023, the investments accounted for using equity method were not pledged as collateral for long term borrowings and financing facilities.

  • (h) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Company for the years ended December 31, 2024 and 2023 were as follows:

Land
Cost or deemed cost:
Balance at January 1, 2024
$ 17,700
Additions
-
Transferred from construction in
progress
-
Disposals
-
Balance at December 31, 2024
$
17,700
Balance at January 1, 2023
$ 695,942
Additions
-
Disposals
-
Transferred from investment property
-
Reclassified to investment property
(678,242)
Balance at December 31, 2023
$
17,700
Buildings and
Construction
816,679
-
372,283
-
1,188,962
170,615
-
-
801,571
(155,507)
816,679
Office
equipment
5,145
3,136
-
(67)
8,214
6,202
417
(1,474)
-
-
5,145
Leasehold
improvements
34,656
-
-
-
34,656
34,656
-
-
-
-
34,656
Transportation
equipment
8,182
-
-
-
8,182
5,562
2,620
-
-
-
8,182
Construction
in progress
-
372,283
(372,283)
-
-
-
-
-
-
-
-
Total
882,362
375,419
-
(67)
1,257,714
912,977
3,037
(1,474)
801,571
(833,749)
882,362

(Continued)

31

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Depreciation and impairment losses:
Balance at January 1, 2024
Depreciation
Disposals
Balance at December 31, 2024
Balance at January 1, 2023
Depreciation
Disposals
Reclassified to investment property
Balance at December 31, 2023
Book value:
Balance at December 31, 2024
Balance on January 1, 2023
Balance on December 31, 2023
Land
$ -
-
-
$
-
$ -
-
-
-
$
-
$
17,700
$
695,942
$
17,700
Buildings and
Construction
6,281
20,438
-
26,719
25,559
2,191
-
(21,469)
6,281
1,162,243
145,056
810,398
Office
equipment
3,289
1,332
(67)
4,554
3,528
1,069
(1,308)
-
3,289
3,660
2,674
1,856
Leasehold
improvements
34,656
-
-
34,656
34,656
-
-
-
34,656
-
-
-
Transportation
equipment
2,336
1,363
-
3,699
1,082
1,254
-
-
2,336
4,483
4,480
5,846
Construction
in progress
-
-
-
-
-
-
-
-
-
-
-
-
Total
46,562
23,133
(67)
69,628
64,825
4,514
(1,308)
(21,469)
46,562
1,188,086
848,152
835,800

Please refer to Note 8 for the property, plant and equipment pledged to secure bank loans as of December 31, 2024 and 2023.

The Company leased out the buildings and land No 32-2 at Jintai section of Zhongshan District in Taipei city for self-use to a third party for the year ended December 31, 2023. The real estate was reclassified to investment property at its cost and accumulated depreciation when the use of the property changed. Please refer to Note 6(j) for details.

The Company transferred its investment property to property, plant and equipment by resolution of the Board of Directors on December 18, 2023, as its building on land number 517-2, 520 in Changchun Section 2, Zhongshan District in Taipei city were changed to self use for operation headquarter. Please refer to Note 6(j) for details.

(i) Right-of-use assets

The Company leases many assets including superficies,land, buildings and vehicles. Information about leases for which the Company as a lessee is presented below:

Cost:
Balance at January 1, 2024
Rental Adjustment
Maturity year
Early termination
Additions
Balance at December 31, 2024
Superficies Land
22,380
-
(7,580)
(2,109)
29,503
42,194
Buildingsand
Construction
78,416
-
-
-
45,270
123,686
Transportation
equipment
10,316
(138)
(3,783)
-
-
6,395
Total
1,213,904
5,522
(11,363)
(2,109)
74,773
1,280,727
$ 1,102,792
5,660
-
-
-
$
1,108,452

(Continued)

32

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Balance at January 1, 2023
Rental Adjustment
Maturity year
Additions
Balance at December 31, 2023
Accumulated depreciation and
impairment losses:
Balance at January 1, 2024
Maturity year
Depreciation for the year
Early termination
Balance at December 31, 2024
Balance at January 1, 2023
Maturity year
Depreciation for the year
Balance at December 31, 2023
Book value:
Balance at December 31, 2024
Balance at December 31, 2023
Balance at January 1, 2023
Superficies Land
21,894
-
(7,039)
7,525
22,380
10,126
(7,580)
11,406
(1,143)
12,809
7,970
(7,039)
9,195
10,126
29,385
12,254
13,924
Buildingsand
Construction
9,167
-
-
69,249
78,416
14,972
-
15,897
-
30,869
3,667
-
11,305
14,972
92,817
63,444
5,500
Transportation
equipment
7,357
-
-
2,959
10,316
5,598
(3,783)
2,412
-
4,227
2,407
-
3,191
5,598
2,168
4,718
4,950
Total
1,172,580
(31,370)
(7,039)
79,733
1,213,904
154,318
(11,363)
54,294
(1,143)
196,106
113,213
(7,039)
48,144
154,318
1,084,621
1,059,586
1,059,367

As of December 31, 2024 and 2023, the right-of-use asset were pledged as collateral for long term borrowings, please refer to Note 8.

(j) Investment property

Investment property including assets owned by the Company.

The cost and accumulated depreciation of the investment property for the years ended December 31, 2024 and 2023, were as follows:

Owned property
Land and
improvements
Buildings and
improvements
Cost or deemed cost:
Balance at January 1, 2024
$
856,841
155,507
Balance at December 31, 2024
$
856,841
155,507
Balance at January 1, 2023
$ 178,599
-
Additions
-
-
Transferred from property, plant and
equipment
678,242
155,507
Reclassfied to property, plant and
equipment
-
-
Balance at December 31, 2023
$
856,841
155,507
Owned property Owned property Construction
in progress
-
-
652,443
149,128
-
(801,571)
-
Total
1,012,348
Buildings and
improvements
155,507
155,507
-
-
155,507
-
155,507
1,012,348
831,042
149,128
833,749
(801,571)
1,012,348

(Continued)

33

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Owned property
Land and
improvements
Buildings and
improvements
Depreciation and impairment losses:
Balance at January 1, 2024
$ 128,599
24,329
Depreciation for the year
-
3,120
Balance at December 31, 2024
$
128,599
27,449
Balance at January 1, 2023
$ 128,599
-
Depreciation for the year
-
2,860
Transferred from property, plant and
equipment
-
21,469
Balance at December 31, 2023
$
128,599
24,329
Carrying amounts:
Balance at December 31, 2024
$
728,242
128,058
Balance at December 31, 2023
$
728,242
131,178
Balance at January 1, 2023
$
50,000
-
Fair value:
Balance at December 31, 2024
Balance at December 31, 2023
Balance at January 1, 2023 (note)
Owned property Owned property Construction
in progress
Total
-
152,928
-
3,120
-
156,048
-
128,599
-
2,860
-
21,469
-
152,928
-
856,300
-
859,420
652,443
702,443
$
867,019
$
860,788
$
50,000
Total
Buildings and
improvements
24,329
3,120
27,449
-
2,860
21,469
24,329
128,058
131,178
-
152,928
3,120
156,048
128,599
2,860
21,469
152,928
856,300
859,420
702,443
  • Note: The above fair value does not include the unfinished construction of the superificies in the Changchun Section.

  • (i) The buildings and land No 32-2 at Jintai section of Zhongshan District in Taipei city was reclassified from property, plant and equipment to investment property when the use of the property changed by resolution of the Board of Directors on February 9, 2023. Please refer to Note 6(h) for details.

  • (ii) The building on land number 517-2, 520 in Changchun Section 2, Zhongshan District in Taipei city was reclassified from investment property to property, plant and equipment when the use of the building changed to operation headquarters for self use by resolution of the Board of Directors on December 18, 2023. Please refer to Note 6(h) for details.

  • (iii) The Company entered into a real estate contract and acquired land with Huang Jinqiu on July 31, 2000 of approximately 3,106.07 ping in Milan, Tamsui District (Sankong Spring Section). The total contract price was$178,599 thousand and $50,000 thousand of it was paid from mortgage pledged by the land owner, Huang Jinqiu using the land as collateral to CHINA UNITED TRUST & INVESTMENT CORPORATION;then, the debtor’ s rights were transferred to the Company. In addition to the paid amount of $128,599 thousand, the remaining $50,000 thousand is part of the debtor’ s right not yet transferred (equivalent amounts are accounted for under investment property and other non-current liabilities - other). The land ownership was transferred to the Company in May 2001 but it was classified as farm land and registered in the name of another person for the moment. The trust deed was entered and an equivalent amount of land price was pledged as collateral to the Company.

(Continued)

34

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (iv) The fair value of investment property held by the Company is based on a valuation by an independent evaluator who has certified professional qualification and related valuation experience in locations/types of the valuated investment property. Under the valuation techniques for financial instruments measured at fair value, the inputs are categorized at level 3.

  • (v) As of December 31, 2024 and 2023, the investment properties were pledged as collateral for long-term borrowings, please refer to Note 8.

  • (vi) For the years ended December 31, 2024 and 2023, please Note 6(y) for details of the interest capitalization of the unfinished construction of the investment properties (superficies) of the Company.

  • (k) Other financial assets and incremental costs of obtaining a contracts

Other current financial assets
Current incremental costs to obtain contract with customers
Other non-current financial assets
Total
December 31,
2024
$ 4,092,051
1,397,194
461,066
$
5,950,311
December 31,
2023
2,522,195
401,090
384,711
3,307,996
  • (i) Other financial asset

It mainly consists of time deposit notes, fixed deposits of more than three months, restricted bank deposits, pre-order price trust deposits, co-construction and development guarantee deposit which are pledged as collateral.

  • (ii) Current incremental costs to obtaining a contract

The Company expects that incremental commission fees paid to intermediaries, and the bonus for the internal sales department are recoverable. The Company has therefore capitalized them as contract costs. Capitalized commission fees are amortized when the related revenues are recognized. Capitalized commission fees are amortized when the related revenues are recognized. For the years ended December 31, 2024 and 2023, the Company recognized $0 and $27,777 thousand of amortized expense respectively.

  • (l) Short-term borrowings, notes and bills payable
Secured bank loans

Unsecured bank borrowings
Short-term notes payables
Less: Joint loan case hosting fee

Unused short-term credit lines

Range of interest rates
December 31,
2024
$ 13,974,100
2,346,423
2,946,162
(39,222)
$
19,227,463
$
12,336,034
2.528%~3.7257%
December 31,
2023
9,733,857
1,585,545
1,987,702
(50,971)
13,256,133
12,887,283
2.403%~3.626%

(Continued)

35

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (i) Issuance and redemption of loan

The Company borrowed $21,227,150 thousand and $18,924,588 thousand of additional loans for the years ended December 31, 2024 and 2023, respectively. In addition, the Company repaid $15,272,029 thousand and $16,380,206 thousand for the years ended December 31, 2024 and 2023, respectively.

  • (ii) Pledged assets for bank loans

The Company had pledged assets as collateral for short-term borrowings and short term notes and bills payable, please refer to Note 8.

The Company had pledged assets as collateral provided by related parties for bank loan, Please refer to Note 7.

  • (m) Long-term borrowings
Secured bank loans

Less: Joint loan case hosting fee
Less: current portion
Total

Unused short-term credit lines

Range of interest rates
December 31,
2024
$ 1,283,345
(23,365)
(28,499)
$
1,231,481
$
490,780
2.49%~3.0935%
December 31,
2023
1,505,981
-
(841,562)
664,419
103,540
2.36%~3.12%

(i) Issuance and redemption of loan

The Company borrowed $712,179 thousand and $58,460 thousand of additional loans for the years ended December 31, 2024 and 2023, respectively. In addition, the Company repaid $934,815 thousand and $11,078 thousand for the years ended December 31, 2024 and 2023, respectively.

  • (ii) Pledged assets for bank loans

For the collateral for bank loans, please refer to Note 8.

  • (n) Bonds payable
Secured ordinary corporate bond— noncurrent

Unsecured ordinary corporate bond— noncurrent
Less: current portion
December 31,
2024
$ 1,629,500
500,000
(840,500)
$
1,289,000
December 31,
2023
1,770,000
500,000
(640,500)
1,629,500

(Continued)

36

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (i) Issuance and redemption of bonds payable

The Company issued secured ordinary corporate bond of $500,000 thousand and $270,000 thousand for the years ended December 31,2024 and 2023, respectively. The coupon rate was 2.10% and 1.62%, respectively and interests were paid annually. The period of issuance was both three years.

For the year ended December 31, 2024 and 2023, $500,000 thousand, $100,000 thousand and $40,500 thousand, $100,000 thousand and $300,000 thousand was repaid to the secured corporate bond issued in July 2021, January 2022, September 2023, January 2022 and 2020, respectively.

  • (ii) Collateral pledged for corporate bonds payable

The Company had pledged assets as collateral and collateral provided by related parties for bonds payable, please refer to Note 7 and Note 8.

  • (o) Notes and accounts payables (including related parties)
Construction projects
Selling projects
Others
December 31,
2024
$ 727,453
480,115
4,430
$
1,211,998
December 31,
2023
975,942
631,136
4,966
1,612,044
  • (p) Lease liabilities

Lease liabilities of the Company for financing were as follows:

Current
Non-current
For the maturity analysis, please refer to Note 6(z).
The amounts recognized in profit or loss were as follows:
December 31,
2024
$
47,301
$
386,597
December 31,
2023
28,028
359,365
The amounts recognized in profit or loss were as follows:
Interests on lease liabilities
Expenses relating to short-term leases
For the years ended December 31
2024
$
11,779
$
1,265
2023
10,839
1,021

(Continued)

37

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

Total cash outflow for leases For the years ended December 31 For the years ended December 31
2024
$
45,854
2023
38,982

(i) Real estate leases

As of December 31, 2024 and 2023, the Company leases superficies, land and buildings for its sales office and operation office. The leases typically run for 3 to 50 years.

  • (ii) Other leases

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

(q) Operating lease

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

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

Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total undiscounted lease payments
December 31,
2024
$ 78,459
78,459
77,013
60,793
60,430
105,753
$
460,907
December 31,
2023
78,379
78,379
78,379
76,956
60,793
166,184
539,070

For the years ended December 31, 2024 and 2023, the rental income from real estates amounted to $78,538 thousand and $33,038 thousand, respectively.

(r) Employee benefits

(i) Defined benefit plans

The Company’s employee benefit liabilities were as follows:

Short-term Compensated absences liability
December 31,
2024
$
6,092
December 31,
2023
4,407

(Continued)

38

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(ii) Defined contribution plans

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

The cost of the pension contributions to the Bureau of Labor Insurance for the years ended December 31, 2024 and 2023 amounted to $9,183 thousand and $6,841 thousand, respectively.

(s) Income tax

(i) Income tax expense

The components of income tax in the years 2024 and 2023 were as follows:

Current tax expenses
Current period
Adjustment for prior years
Application for undistributed earnings tax refund
Land value increment tax
Deferred tax expense
Origination and reversal of temporary differences
Income tax expense from continuing operations
For the years ended December 31 For the years ended December 31
2024
$ 540,296
6,436
(16,440)
2,679
532,971
(29,916)
$
503,055
2023
396,301
13,527
-
2,116
411,944
7,353
419,297

Reconciliation of income tax and profit before tax for 2024 and 2023 is as follows:

Profit before tax
Income tax using the Company’s domestic tax rate
The book-tax difference in taxation of deferred interest
expenses
Loss on domestic investments accounted for using
equity method
Gain on financial assets valuation
Change in provision in prior periods
Application for undistributed earnings tax refund
Land value increment tax
Others
For the years ended December 31
2024
2023
$ 2,405,889
1,926,965
$ 481,177
385,393
56,268
3,187
10,722
14,719
(35,045)
(2,240)
6,436
13,527
(16,440)
-
2,679
2,116
(2,742)
2,595
$
503,055
419,297
2024
$ 2,405,889
$ 481,177
56,268
10,722
(35,045)
6,436
(16,440)
2,679
(2,742)
$
503,055

(Continued)

39

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(ii) Deferred tax assets and liabilities

Recognized deferred income tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for 2024 and 2023 were as follows:

Deferred
advertisement
expense
Deferred Tax Assets:
Balance at January 1, 2024
$ 49,127
Recognized in profit or loss
1,308
Balance at December 31, 2024
$
50,435
Balance at January 1, 2023
$ 36,644
Recognized in profit or loss
12,483
Balance at December 31, 2023
$
49,127
Deferred tax liabilities:
Balance at January 1, 2024
Recognized in profit or loss
Balance at December 31, 2024
Balance at January 1, 2023
Recognized in profit or loss
Balance at December 31, 2023
Impairment
loss
4,565
(2,191)
2,374
2,743
1,822
4,565
Warranty
Prepare
Temporary
difference of
service costs
Total
-
-
53,692
2,610
1,775
3,502
2,610
1,775
57,194
-
-
39,387
-
-
14,305
-
-
53,692
Temporary difference
of service costs
$ 26,414
(26,414)
$
-
$ 4,756
21,658
$
26,414

(iii) The Company’ s income tax returns for the years through 2022 have been examined and approved by the R.O.C. income tax authorities.

(t) Capital and other equity

As of December 31, 2024 and 2023, the total authorized capital of the Company was both $8,000,000 thousand shares, amounting to $800,000 thousand. Out of these shares, 624,910 thousand shares and 391,607 thousand shares, respectively, were issued and outstanding. The par value of the Company’s common stock is $10 (dollars) per share.

(i) Issuance of ordinary share

On December 18, 2023, the Company engaged in cash capital increase and issue $25,000 thousand ordinary shares with a par value of $10 per share, amounting to $250,000 thousand pursuant to a resolution of the Chairman. The shares are issued at $80 per share. All the share payments have been collected. The base date for issuance of shares was March 28, 2024, and the payments of all issued shares have been collected. The relevant registration procedures had been completed.

(Continued)

40

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

On December 9, 2022, the Company engaged in cash capital increase and issue 24,000 thousand ordinary shares with a par value of $10 per share, amounting to $240,000 thousand pursuant to a resolution of the Board of Directors. The shares are issued at $72 per share on February 9, 2023 through resolution of the board of the directors and all the share payments have been collected. The base date for issuance of shares was March 30, 2023, and the payments of all issued shares have been collected. The relevant registration procedures had been completed.

Reconciliation of shares outstanding for 2024 and 2023 were as follows:

(In thousands of shares)

Balance on January 1
Capital increase from capital surplus
Capital increase from retained earnings
Issue of shares
Balance on December 31
Ordinary share Ordinary share
2024
391,607
166,642
41,661
25,000
624,910
2023
266,079
72,520
29,008
24,000
391,607

Pursuant to a shareholders’ resolution on June 28, 2024 and June 30, 2023, respectively, the Company distributed stock dividends by capital surplus amounting to $416,607 thousand and $290,079 thousand, respectively, by retained earnings amounting to $1,666,427 thousand and $725,198 thousand. The effective date of the capital increase were September 20, 2024 and September 9, 2023, which has already been registered with the government authorities.

(ii) Capital surplus

The components of capital surplus were as follows:

The components of capital surplus were as follows:
Additional paid in capital
Treasury shares
Lapsed share options
December 31,
2024
$ 2,944,454
5,556
6,691
$
2,956,701
December 31,
2023
2,208,631
5,556
4,406
2,218,593

According to the R.O.C. Company Act amended in January 2012, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(Continued)

41

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

As of April 29, 2024, a resolution was approved during the board of directors for the distribution of cash dividends by capital surplus amounting to $624,910 thousand. Pursuant to a shareholders’ resolution on June 28, 2024, the Company distributed stock dividends by capital surplus amounting to $416,607 thousand.

As of Apil 12, 2023, a resolution was approved during the board of directors for the distribution of cash dividends by capital surplus amounting to $290,079 thousand. Pursuant to a shareholders’ resolution on June 30, 2023, the Company distributed stock dividends by capital surplus amounting to $290,079 thousand.

(iii) Retained earnings

In accordance with the Company’s articles, if there are earnings at year end, 10 percent should be set aside as legal reserve (unless the amount in the legal reserve is already equal to or greater than the total paid-in capital) or reverse the special reserve according to the Securities and Exchange Act and the Company’ s operations after the payment of income tax and offsetting accumulated losses from prior years. The remaining portion will be combined with earnings from prior years, and the Board of directors can propose distribution plan such as issuance of new shares shall be approved by the shareholders’ meeting.

The earnings distribution may be distributed by way of cash dividend and/or stock dividend. The distribution ratio for cash dividend should not be less than 10% of the total dividend distribution. If all or part of the aforementioned employees’ compensation is distributed in cash, the resolution will be approved by a majority vote at a meeting of Board of Directors attended by two thirds of the total number of directors, and the distribution shall be submitted to the shareholders’ meeting.

1) Legal reserve

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

2) Special reserve

In accordance with Rule No. 1010012865 issued by the FSC on April 6, 2012, a portion of current period earnings and undistributed prior period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the current period total net reduction of other shareholders’ equity. Similarly, a portion of unappropriated earnings prior period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods. The subsequent reversals of the contra accounts in shareholders' equity shall qualify for additional distributions.

(Continued)

42

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

3) Earnings distribution

The Company resolved on June 28, 2024 after passing the general shareholders’ meeting on the stock dividend of earnings distribution for the year ended December 31, 2023.The Company also resolved on April 12, 2023 after passing the Board of directors on the cash dividend of the earnings distribution for the year ended December 31, 2022.

Then the Company resolved on June 30, 2023 after passing the general shareholders’ meeting on the stock dividend of earnings distribution for the year ended December 31, 2022.

Information on dividends distributed to owners are as follows:

Dividends distributed
to ordinary
shareholders:
Cash
Shares
Total
For the years ended December 31 For the years ended December 31 For the years ended December 31 For the years ended December 31 For the years ended December 31
2023 2022
Amount per
share
Total
amount
$ -
-
4.00
1,666,427
$
1,666,427
Total
amount
Amount per
share
0.50
2.50
Total
amount
-
1,666,427
145,039
725,198
870,237

(u) Share-based payment

On January 29, 2024 and February 9, 2023, by resolution of the Board of Directors, $3,750 thousand and $2,880 thousand, respectively, new shares were issued by cash capital increase and retained for subscription by employees of the Company and its affiliated company. The Company had the following share-based payment transactions as of December 31, 2024 and 2023:

Grant date
Number of options granted
Contract term
Recipients
Vesting conditions
Equity settlement
Cash injection reserved for employees subscription
2024.2.22
2023.2.23
3,750 thousand shares
2,880 thousand shares
-
-
The employees of the
Company and the affiliated
companies
The employees of the
Company and the affiliated
companies
Immediate vesting codition
Immediate vesting codition

The cash injection mentioned above was reserved for employee subscription, and the renumeration cost recognized by the Company for the year ended December 31, 2024 and 2023 amounting to $7,497 thousand and $5,112 thousand, respectively.

(Continued)

43

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(v) Earnings per share

The Company’s basic and diluted earnings per share were calculated as follows:

Basic earnings per share
Profit attributable to ordinary shareholders of the Company
Outstanding at January 1 (note)
Weighted-average number of outstanding ordinary shares at
December 31 (note)
Diluted earnings per share
Profit attributable to ordinary shareholders of the Company
Weighted-average number of ordinary shares outstanding (basic)
Effect of potentially dilutive ordinary shares
Effect of employee share bonus
Weighted average number of ordinary shares outstanding (after
adjusting the effect of potentially dilutive ordinary shares)
For the years ended December 31 For the years ended December 31
2024
$
1,902,834
618,967
618,967
$
3.07
$
1,902,834
618,967
588
619,555
$
3.07
2023
1,507,668
578,730
578,730
2.61
1,507,668
578,730
496
579,226
2.60

Note: For the year ended December 31, 2024, the Company increase capital from capital surplus amounting to 41,661 thousand, and increase capital from retained earnings amounting to 166,642 thousand.Thus, for the twelve months ended December 31, 2023, the number of shares outstanding were both 578,730 thousand after retrospective adjustment.

(w) Revenue from contracts with customers

(i) Details of revenue

Primary geographical markets:
Asia
Major products/service lines:
Revenue from property sales
Service revenue
Rent income
Timing of revenue recognition:
Products or services transferred
at a point in time
For the year ended December 31, 2024 year ended December 31, 2024 year ended December 31, 2024
Development
segment
$
2,140,856
$ 2,140,856
-
-
$
2,140,856
$
2,140,856
Sales
segment
4,527,068
-
4,527,068
-
4,527,068
4,527,068
Other
Divisions
78,538
-
-
78,538
78,538
78,538
Total
6,746,462
2,140,856
4,527,068
78,538
6,746,462
6,746,462

(Continued)

44

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

For the year ended December 31, For the year ended December 31, For the year ended December 31, For the year ended December 31, 2023
Development Sales Other
segment segment Divisions Total
Primary geographical markets:
Asia $ 613,899 4,843,309 30,031 5,487,239
Major products/service lines:
Revenue from property sales $ 613,899 - - 613,899
Service revenue - 4,843,309 - 4,843,309
Rent income - - 30,031 30,031
$ 613,899 4,843,309 30,031 5,487,239
Timing of revenue recognition:
Products or services transferred $ 613,899 4,843,309 30,031 5,487,239
at a point in time
Contract balances
December 31, December 31, January 1,
2024 2023 2023
Notes receivable $ 33,887 38,198 20,583
Notes receivable due from related parties - - 640
Accounts receivable 1,528,412 1,992,068 1,216,410
Accounts receivable due from related 212,071 112,544 21,977
parties
Less: Loss allowance (27,766) (44,253) (24,628)
Total $ 1,746,604 2,098,557 1,234,982
Contract liabilities - Rendering of $ 147,954 163,434 146,725
Services
Contract liabilities— sales of real estates 6,153,116 3,283,221 2,141,361
Total $ 6,301,070 3,446,655 2,288,086

(ii) Contract balances

For the details of accounts receivable and loss allowance, please refer to Note 6(d).

The major change in the balance of accounts receivables and contract liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received. There is no significant changes for the years ended December 31, 2024 and 2023.

(Continued)

45

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

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

The Company’ s article of incorporation requires that earnings shall first to be offset against any deficit, then, a minimum of 1% will be distributed as remuneration to its employees and no more than 3% to its directors. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The recipients of shares and cash may include the employees of the Company’s affiliated companies who meet certain conditions.

The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, and multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company’s articles. These remunerations were expensed under operating costs or operating expenses during the reporting period. The Company borrowed $46,711 thousand and $40,224 thousand of additional loans for the years ended December 31, 2024 and 2023, respectively. In addition, the Company estimated renumeration to directors and supervisors amounting to $11,678 thousand and $10,056 thousand for the years ended December 31, 2024 and 2023, respectively. If there is a change in the proposed amounts after the annual financial statements are authorized for issue, the differences are accounted for as a change in accounting estimate and adjusted prospectively to next year’s profit or loss.

For the years ended December 31, 2023 and 2022, the remunerations to employees amounted to $40,224 and $11,904, respectively. The remuneration to directors and supervisors amounted to $10,056 thousand and $2,976 thousand. There were over provision amounting to $849 thousand from the actual distribution for the year ended December 31, 2023, which were arising from the difference between estimated amounts and appropriation amount that passed the resolution of board of directors. Such differences were deemed as changes in estimates and recognized as profit or loss for the year ended December 31, 2024. There were identical to the amounts of actual distributios for the year ended December 31, 2022. The information is available on the Market Observation Post System website.

(y) Non-operating income and expenses

(i) Interest income

The details of interest income for 2024 and 2023 were as follows:

Interest income from bank deposits
Deposit interest
Discounted accounts receivables
For the years ended December 31 For the years ended December 31
2024
$ 20,910
99
1,151
$
22,160
2023
10,923
87
5,001
16,011

(Continued)

46

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(ii) Other income

The details of other income for 2024 and 2023 were as follows:

Rent income For the years ended December 31 For the years ended December 31
2024
$
3,151
2023
4,638
  • (iii) Other gains and losses

The details of other gains and losses were as follows:

Other income
Other expenses
Dividend income
Net gain on financial assets or liabilities at fair value
through profit or loss
Gain on modification of leases
Loss on disposal of property, plant and equipment
Foreign exchange gains
For the years ended December 31
2024
2023
$ 275,318
85,029
(10,312)
(1)
20
16
175,226
11,476
13
-
-
(106)
2
1
$
440,267
96,415
2024
$ 275,318
(10,312)
20
175,226
13
-
2
$
440,267

(iv) Finance costs

The details of finance costs for 2024 and 2023 were as follows:

Interest expense
Bank loan
Interest on lease liabilities
Interests on Convertible bonds
Other finance costs
Loan interest
Gurantee deposits
Less: Capitalization of interest
For the years ended December 31
2024
2023
$ 557,178
385,176
11,779
10,839
36,382
32,432
64,800
87,960
23,316
20,139
241
105
(192,774)
(105,307)
$
500,922
431,344
2024
$ 557,178
11,779
36,382
64,800
23,316
241
(192,774)
$
500,922

(Continued)

47

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(z) Financial instruments

  • (i) Credit risk exposure

1) Credit risk

The carrying amount of financial assets represents the maximum amount exposed to credit risk.

2) Concentration of credit risk

The majority of the Company's customers are mostly those in the construction industry. In order to reduce accounts receivable credit risk, the Company continuously assesses the financial condition of its customers. If it is necessary, the Company will ask for guarantees or warranties. The Company still regularly assesses the likelihood of collectability of accounts receivable and sets aside allowance for losses (bad debts), based on the result of management’s evaluation of the overall amounts of bad debts. As of December 31, 2024 and 2023, the Company's major customers consisted of five customers which accounted for 51% and 61%, respectively, of accounts receivable so that management believes the concentration of credit risk.

3) Credit risk of receivables

For the information regarding credit risk exposure of notes and accounts receivables, please refer to Note 6(d). Other financial assets carried at amortized costs included other receivables and overdue receivables.

All of these financial assets are considered to be low risk, and thus the impairment provision recognized during the period was limited to 12 months expected losses. (Please refer to Note 4(e) for the Company determines whether credit risk is to be low risk).

(ii) Liquidity risk

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

Carrying
amount
December 31, 2024
Non derivative financial liabilities
Floating rate instruments
$ 17,541,281
Fixed rate instrument
5,509,560
Non-interest bearing liabilities
3,053,076
$ 26,103,917
Cash flow
18,686,504
6,424,060
3,053,076
28,163,640
Within a
year
7,286,855
4,516,863
3,053,076
14,856,794
1-3
years
5,453,308
1,416,134
-
6,869,442
Over 3
years
5,946,341
491,063
-
6,437,404

(Continued)

48

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Carrying
amount
December 31, 2023
Non derivative financial liabilities
Floating rate instruments
$ 12,774,412
Fixed rate instrument
4,645,095
Non-interest bearing liabilities
2,980,945
$ 20,400,452
Cash flow
14,425,266
4,967,526
2,980,945
22,373,737
Within a
year
4,912,745
2,724,424
2,980,945
10,618,114
1-3
years
4,076,611
1,745,608
-
5,822,219
Over 3
years
5,435,910
497,494
-
5,933,404

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

  • (iii) Interest rate analysis

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

The following sensitivity analysis is based on the risk exposure to the interest rates risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.50% when reporting to management internally, which also represents the Company management's assessment of the reasonably possible interest rate change.

If the interest rate increases or decreases by 0.50%, the Company’s net income will decrease /increase by $87,706 thousand and $63,872 thousand for the years ended December 31, 2024 and 2023, respectively, assuming all other variable factors remain constant. This is mainly due to the Company’s variable rate bank borrowings.

(iv) Fair value of financial instruments

  • 1) Types and fair value of financial instruments

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

Financial assets at fair value through
profit or loss
Financial assets at fair value through
profit or loss, mandatorily
measured at fair value
December 31, 2024 December 31, 2024 December 31, 2024
Carrying
amounts
$ 724,940
Fair Value
Level 1
-
Level 2
-
Level 3
724,940
Total
724,940

(Continued)

49

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Financial assets at fair value through
other comprehensive income
Non-public offer equity instrument
measured at fair value
Financial assets measured at amortized
cost
Cash and cash equivalents
Notes and accounts receivable
(including related parties)
Other receivables (including related
parties)
Other current financial assets
Other non-current financial assets
Subtotal
Total
Financial liabilities measured at
amortized cost
Short-term borrowings
Short-term notes payables
Notes and accounts receivable
(including related parties)
Other payables (including related
parties)
Corporate bonds payable (including
current portion)
Long-term borrowings (including
current portion)
Lease liabilities (including current
portion)
Guarantee deposits
Other non-current liabilities
Total
Financial assets at fair value through
profit or loss
Financial assets at fair value through
profit or loss, mandatorily
measured at fair value
Financial assets at fair value through
other comprehensive income
Non-public offer equity instrument
measured at fair value
December 31, 2024 December 31, 2024 December 31, 2024
Carrying
amounts
$ 5,396
$ 1,226,252
1,746,604
23,708
4,092,051
461,066
7,549,681
$
8,280,017
$ 16,281,301
2,946,162
1,211,998
1,759,709
2,129,500
1,259,980
433,898
31,369
50,000
$ 26,103,917
Fair Value
Level 1
Level 2
Level 3
-
-
5,396
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
730,336
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
December 31, 2023
Total
5,396
-
-
-
-
-
-
730,336
-
-
-
-
-
-
-
-
-
-
Fair Value
Level 1
-
-
Level 2
-
-
Level 3
399,758
5,396
Total
399,758
5,396

(Continued)

50

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Financial assets measured at amortized
cost
Cash and cash equivalents
Notes and accounts receivable
(including related parties)
Other receivables (including related
parties)
Other current financial assets
Other non-current financial assets
Subtotal
Total
Financial liabilities measured at
amortized cost
Short-term borrowings
Short-term notes payables
Notes and accounts receivable
(including related parties)
Other payables (including related
parties)
Corporate bonds payable (including
current portion)
Long-term borrowings (including
current portion)
Lease liabilities (including current
portion)
Guarantee deposits
Other non-current liabilities
Total
December 31, 2023 December 31, 2023 December 31, 2023
Carrying
amounts
$ 714,331
2,098,557
29,107
2,522,195
384,711
5,748,901
$
6,154,055
$ 11,268,431
1,987,702
1,612,044
1,287,532
2,270,000
1,505,981
387,393
31,369
50,000
$ 20,400,452
Fair Value
Level 1
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
405,154
-
-
-
-
-
-
-
-
-
-
Total
-
-
-
-
-
-
405,154
-
-
-
-
-
-
-
-
-
-
  • 2) Valuation techniques for financial instruments measured at fair value

  • a) Non-derivative instruments

If a financial instrument has a quoted price in an active market, the quoted price is used as fair value. The quoted price of a financial instrument obtained from main exchanges and on the run bonds from Taipei Exchange was the basis of determining the fair value of the listed companies’ equity instrument, and debt instrument that has the quoted price in an active market.

(Continued)

51

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

If a quoted price of a financial instrument can be obtained in time and often from exchanges, brokers, underwriters, industrial union, pricing institute, or authorities and such price can reflect those actual trading and frequently happen in the market, then the financial instrument is considered to have a quoted price in an active market. Otherwise, the market is deemed to be inactive. In general, market with low trading volume or high bid ask spreads is an indication of a non active market.

If the financial instruments held by the Company have no active market, the measurements of fair value are categorized as follows:

Equity instruments without quoted price: The fair value is measured at discounted cash flow model. The assumption is discounted investees’ expected future cash flows by using the discounting rate which reflects the time value of money and the return of the investment.

Equity instruments without quoted price: The main assumption behind this is that the estimated pretax, pre-depreciation, and pre amortization earnings of the investee company is added to the earnings multiplier derived from the comparable quoted price of the listed company. The estimate of the fair value of equity instruments has been adjusted due to the effect of the discount arising from the lack of market liquidity of the equity security.

  • 3) Reconciliation of Level 3 fair values
Balance at January 1, 2024
Total gains and losses
Recognized in profit or loss
Purchased
Balance at December 31, 2024
Balance at January 1, 2023
Recognized in profit or loss
Purchased
Ending balance, December 31, 2023
Measured at fair
value through
profit or loss
Financial assets at
fair value through
other
comprehensive
income
Unquoted equity
instruments
5,396
-
-
5,396
5,396
-
-
5,396
Total
Non derivative
financial assets
mandatorily
measured at fair
value through
profit or loss
(held for trading)
$ 399,758
175,182
150,000
$
724,940
$ 188,560
11,198
200,000
$
399,758
Non derivative
financial assets
mandatorily
measured at fair
value through
profit or loss
(held for trading)
405,154
175,182
150,000
730,336
193,956
11,198
200,000
405,154

(Continued)

52

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

The aforementioned total gains or losses were classified as “unrealized losses from financial assets at fair value through other comprehensive income”. The information regarding assets held as of December 31, 2024 and 2023 is as follows:

held as of December 31, 2024 and 2023 is as follows:
Total gains and losses
Recognized in profit or loss (classified as “Other profit or
loss”)
For the years ended December 31
2024
$
175,182
2023
11,198
  • 4) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Company’ s financial instruments that use Level 3 inputs to measure fair value include fair value through other comprehensive income.

Most of the fair value measurements categorized within Level 3 use the single and significant unobservable input. Equity investments without an active market contains multiple significant unobservable inputs. The significant unobservable inputs of equity investments without an active market are individually independent, and there is no correlation between them.

Quantified information of significant unobservable inputs was as follows:

Item
Financial assets at
fair value through
profit or loss -
Preference share
Financial assets at
fair value through
other
comprehensive
income equity
investments without
an active market
Valuation
technique
Discounted cash
flow method
Comparable listed
companies approach
Significant unobservable
inputs
Interrelationship
between significant
unobservable inputs
and fair value
measurement
‧Risk-free rate (1.4444% as of
December 31, 2024 )
‧Weighted average cost of
capital (4.8302% as of
December 31, 2023)
‧ The higher the risk-free
interest
rate,
the
lower the fair value
‧ The higher the market
liquidity
discount
rate, the lower the
fair value
‧ P/B ratio (1.89~2.05 and
1.70~1.76 as of December
31, 2024 and 2023,
respectively)
‧Market liquidity discount rate
(as of December 31, 2024
and 2023, were both at
30%)

The
higher
the
multiplier and control
premium, the higher
the fair value.
‧ The higher the market
liquidity
discount
rate, the lower the
fair value
‧ The higher the market
liquidity
discount
rate, the lower the
fair value

(Continued)

53

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • 5) Transfer from one level to another

Stock and fund held by the Company without quoted price in an active market is sorted to Level 3. There is no significant changes for the years ended December 31, 2024 and 2023. Consequently, there is no transfer between levels measured at fair value in 2024 and 2023.

  • (aa) Financial risk management

  • (i) Overview

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

  • 1) credit risk

  • 2) liquidity risk

  • 3) market risk

The following likewise discusses the Company’ s exposure information, objectives, policies and processes for measuring and managing the above mentioned risks For more disclosures about the quantitative effects of these risks exposures, please refer to the respective notes in the accompanying financial statements.

  • (ii) Risk management framework

The Company’ s finance management department provides business services for the overall internal department. It sets the objectives, policies and processes for managing the risk and the methods used to measure the risk arising from both the domestic and international financial market operations.

The internal auditors of the Company continue with the review of the amount of the risk exposure in accordance with the Company’s policies and the risk management policies and procedures. The Company has no transactions in financial instruments (including derivative financial instruments) for the purpose of speculation.

  • (iii) Credit risk

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

  • 1) Accounts receivable and other receivables

The policy adopted by the Company to deal only with reputable parties and, where necessary, obtain collateral to mitigate the risk of financial losses arising from default. The Company will rate the major customers using other publicly available financial information and mutual transaction records.

The Company did not have any collateral or other credit enhancements to avoid credit risk of financial assets.

(Continued)

54

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

2) Investments

The credit risk exposure in the bank deposits, investments with fixed income and other financial instruments are measured and monitored by the Company’s finance department. There is no significant credit risk because the Company used to transact with or deal with counterparty with good credit ratings financial institutions, corporate organizations and government agencies.

3) Guarantees

Pursuant to the Company’s policies, the Company only provides financial guarantees to entities that have satisfied conditions. As of December 31, 2024 and 2023, there is no guarantee outstanding for non-subsidiary.

(iv) Liquidity risk

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

(v) Market risk

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

1) Foreign currency risk

The principal functional currency of the Company’s receivables and payables is NTD and is therefore not materially affected by exchange rate fluctuations.

The interest is denominated in the same currency as borrowings. Borrowings were generally denominated in currencies that match with the cash flows generated by the underlying operations of the Company, primarily TWD.Therefore, hedge accounting is not adopted.

2) Interest rate risk

Interest rate risk is the risk that fluctuations in market interest rates will adversely affect the future cash flow and fair value of financial instruments. The Company’s exposures to risk from changes in interest rates arise primarily from the Company’s bank loans with floating interest rates.

The Company manages the interest rates risk by maintaining an adequate combination of fixed and variable interest rates. The Company has no cash flow risk of material interest rate movements.

(Continued)

55

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

3) Credit risk

Credit risk means the potential loss of the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s operation activities (mainly accounts and notes receivable) and financial activities (mainly bank deposits and various financial instruments).

(ab) Capital management

The Company sets its objectives for managing capital to safeguard the capacity to continue to operate, to continue to provide a return to stockholders, to safeguard the interest of related parties, and to maintain an optimal capital structure to reduce the cost of capital.

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

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

The capital management strategy for the years ended December 31, 2024 and 2023 are the same for the Company. The Company’ s debt-to-equity ratios at the end of the reporting periods were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Less: hedging reserve
Adjusted equity
Debt-to-equity ratio
December 31,
2024
$ 33,169,402
(1,226,252)
$
31,943,150
12,255,768
-
$
12,255,768
%
260.64
December 31,
2023
24,242,503
(714,331)
23,528,172
8,948,219
-
8,948,219
%
262.94

(Continued)

56

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(7) Related-party transactions

  • (a) Names and relationship with related parties

The following are subsidiaries and the entities that have had transactions with the Company during the periods covered in the financial statements.

Name of related party Relationship with the Company
JSL CONSTRUCTION Co., Ltd. The chairman of the entity is the Company chairman’s
spouse
JAYSANLYN REAL ESTATE & The chairman of the entity is the Company chairman’s
ADVERTSING Co., Ltd. spouse
JAYSHELYN CONSTRUCTION Co., Ltd. The director of this entity is the director of the
Company
Zangfu Industrial Co., Ltd. The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
Shangjing Industrial Co., Ltd. The chairman of this entity is the director of the
Company
Hongdadi Construction Co., Ltd. The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
Guangtaiji Construction Co., Ltd. The chairman of this entity is the director of the
Company
JAYSANLYN REAL ESTATE Co., Ltd. The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
CHU YUAN INDUSTRIAL Co., Ltd. Same Chairman with the Company
Dalin development Co., Ltd. Same Chairman with the Company
Fengyun Advertising Co., Ltd. The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
Uyi Investment Co., Ltd. The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
Chuyi Industrial Co., Ltd The entity’s chairman is the blood relatives within the
second degree of kinship of the chairman of the
Company
JSL Entertainment Co., Ltd Subsidiary of the Company
Water Cube International Development Co., Subsidiary of the Company
Ltd.
Shigang Construction and Development Co., Subsidiary of the Company
Ltd.
JSL Food Art Creation Co., Ltd. Subsidiary of the Company

(Continued)

57

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Name of related party Relationship with the Company
JSL International Development Co., Ltd. Subsidiary of the Company
CHUWANG DEVELOPMENT Co., Ltd. Subsidiary of the Company
Huajiang International Development Co., Ltd.An associate of the Company
Wen Yu Chu The Chairman
Yuyan Jinxiang Space Design Co.,Ltd Substantial related party
Chuangyu Space Design Co., Ltd. Substantial related party
Li Junping Space Design Co., Ltd. Substantial related party
Yuchang interior design Substantial related party
  • (b) Significant transactions with related parties

  • (i) Sale revenue

The amounts of significant sales transactions between the Company and related parties were as follows:

Item
Relationship
Revenue from service
Other related parties:
rendered per contract
JSL CONSTRUCTION Co.,
Ltd.
JAYSHELYN
CONSTRUCTION Co., Ltd.
Huajiang International
Development Co., Ltd.
CHU YUAN INDUSTRIAL
Co.,Ltd.
Other related parties
Rent income
Other related parties
For the years ended December 31 For the years ended December 31
2024
$ 553,634
39,432
48,117
119,266
99,668
$
860,117
$
10
2023
360,376
82,429
70,159
18,919
8,794
540,677
-
  • 1) There were no significant differences in the purchasing prices and trading terms between related parties and other vendors on the service contract provided by the Company. The collection terms are also comparable to those of other companies.

(Continued)

58

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • 2) The details of the individual marketing planning contracts signed by the Company and other related parties are as follows:
Name of project
Selling project-273
Selling project-307
Selling project-356
Selling project-392-1
Selling project-392-2
Selling project-432
Selling project-438
The signing date of
selling agreement
Sales period
2018.10.01
From October 1, 2018 to June 30, 2026
2020.06
From the contract date to sold out
2019.01.01
From January 1, 2019 to three months after the
date of obtaining the license (extended to sold
out)
2023.01.07
From January 7, 2023 to six months after the
date of obtaining the license (subject to
extension)
2024.01.18
From January 18, 2024 to June 30, 2027
(subject to extension)
2023.03.01
From March 1, 2023 to six months after the date
of obtaining the license (subject to extension)
2023.09.20
From September 20, 2023 to six months after
the date of obtaining the license (subject to
extension)
  • (ii) Purchases

Selling:

The amounts of significant purchases by the Company from related parties were as follows:

Relationship
Other related parties
Subsidiaries
For the years ended December 31 For the years ended December 31
2024
$ 20,623
198,498
$
219,121
2023
5,788
148,577
154,365

The terms and pricing of purchases with related parties were not significantly different from those offered by other vendors. The payment terms ranged from one to two months, which were no different from the payment terms given by other vendors.

(Continued)

59

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Construction industry:

  • 1) The amounts of significant purchase by The Company from associates were as follows:
Relationship
Other related parties
Subsidiaries
For the years ended December 31 For the years ended December 31
2024
$ 38,864
-
$
38,864
2023
31,481
15,592
47,073
  • 1) The Company obtained partial lot of joint ownership land No. 331, Wuguwang section, Sanchong District, New Taipei City from other related parties with a contract price amounting to $31,481 thousand in August 2023, which were fully paid as of December 31, 2023 and the relevant procedures for the transfer of ownership has been completed.

  • 2) The Company obtained partial lot of joint ownership land No. 331, Wuguwang section, Sanchong District, New Taipei City from Subsidiaries with a contract price amounting to $15,592 thousand in August 2023, which were fully paid as of December 31, 2023 and the relevant procedures for the transfer of ownership has been completed.

  • 3) Construction contracts

The Company will commission the new construction projects at Longjiang Road Construction Project, River Palace No.2, River Palace No.3, River Palace No.5, River Palace No.6, The Grand Palace, Garden Palace, Baoxiang section at Hsinchu county, Shizhengguandi No.1, Shizhengguandi No.2, Shizhengguandi No.3, ShizhengAiyue and Beautiful Town to the related parties CHUWANG DEVELOPMENT Co., Ltd, The contract amount (before tax) is as follows:

Account
Property, plant and
equipment
Inventories
For the year ended December 31, 2024
Subsidiaries:
CHUWANG DEVELOPMENT Co.,
Ltd.
Subsidiaries:
CHUWANG DEVELOPMENT Co.,
Ltd.










Name of project
Longjiang Road
Construction
Project
River Palace No. 2
River Palace No. 3
River Palace No. 5
River Palace No. 6
The Grand Palace
Garden Palace
Baoxiang Section at
Hsinchu county
Shizhengguandi
No.1
Shizhengguandi
No.2
Shizhengguandi
No.3
ShizhengAiyue
Beautiful Town
Total contract
price
(untaxed)
$ 353,639
941,784
343,952
784,751
631,716
1,328,276
2,046,876
8,200,421
503,497
1,142,636
1,447,489
303,004
968,095
$
18,996,136
The amount of
the current
period
(untaxed)
353,639
9,127
46,433
57,615
145,295
385,200
179,102
1,621,968
80,559
-
-
66,661
191,138
3,136,737
Accumulated
amount
(untaxed)
353,639
506,550
343,952
784,751
145,295
810,248
1,930,887
2,681,461
292,027
-
-
181,802
191,138
8,221,750

(Continued)

60

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Account
Property, plant and
equipment
Inventories
For the year ended December 31, 2023
Subsidiaries:
CHUWANG DEVELOPMENT Co.,
Ltd.
Subsidiaries:
CHUWANG DEVELOPMENT Co.,
Ltd.








Name of project
Longjiang Road
River Palace No. 2
River Palace No. 3
River Palace No. 5
River Palace No. 6
The Grand Palace
Garden Palace
Baoxiang Section at
Hsinchu county
Shizhengguandi
No.1
Shizhengguandi
No.3
ShizhengAiyue
Total contract
price
(untaxed)
$ 458,802
912,702
343,952
886,751
631,716
1,328,276
2,046,876
4,798,826
503,497
1,447,489
303,004
$
13,661,891
The amount of
the current
period
(untaxed)
125,581
214,485
88,568
186,219
-
159,393
1,031,966
837,777
110,769
-
115,141
2,869,899
Accumulated
amount
(untaxed)
458,802
497,423
297,519
727,136
-
425,048
1,751,785
1,059,493
211,468
-
115,141
5,543,815

(iii) Receivables from related parties

The payables to related parties were as follows:

Account
Relationship
Accounts receivable
Subsidiary:
JSL Entertainment Co., Ltd.
Other related parties:
JSL CONSTRUCTION Co., Ltd.
JAYSHELYN CONSTRUCTION
Co., Ltd.
CHU YUAN INDUSTRIAL Co., Ltd.
Chuyi Industrial Co., Ltd
Others
Other receivables
Other related parties:
Fengyun Advertising Co., Ltd.
Other related parties
Other receivables
Subsidiary:
Water Cube International
Development Co., Ltd
JSL Entertainment Co., Ltd.
CHUWANG DEVELOPMENT
Co.,Ltd
December 31,
2024
$ -
98,430
6,582
57,282
37,073
12,704
$
212,071
$ 7,044
681
13,179
1,230
45
$
22,179
December 31,
2023
12,484
57,883
15,487
18,919
-
7,771
112,544
21,345
3,403
3,843
285
-
28,876

(Continued)

61

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(iv) Payables to related parties

The payables to related parties were as follows:

Account
Relationship
Accounts payable
Subsidiary:
CHUWANG DEVELOPMENT Co.,
Ltd.
JSL Food Art Creation Co., Ltd.
JSL International Development Co.,
Ltd.
Water Cube International
Development Co., Ltd
Other related parties
Other payables
Subsidiary:
Water Cube International
Development Co., Ltd
CHUWANG DEVELOPMENT Co.,
Ltd.
Others
Other related parties
Fengyun Advertising Co., Ltd.
Other related parties
December 31, 2024
$ 233,040
5,429
645
48,781
4,363
$
292,258
$ 353,499
190,452
476
24,067
6,958
$
575,452
December 31,
2023
297,329
3,915
586
208,462
686
510,978
34,538
3,578
89
23,178
2,949
64,332

Note: Payment on behalf of others for land purchases.

  • (v) Loans to related parties

The Company financing from its related parties in 2024 and 2023, and accounted for under the other accounts payable related parties as follows:

For the year ended December 31, 2024 For the year ended December 31, 2024 For the year ended December 31, 2024 Interest
payables
-
Name of related party
CHUWANG DEVELOPMENT
Co., Ltd.
Highest
balance of
financing to
other parties
$
890,000
Ending
balance
750,000
Interest rate
3.00%
Interest
expense
23,316

(Continued)

62

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

For the year ended December 31, 2023 For the year ended December 31, 2023 For the year ended December 31, 2023
Name of related party
CHUWANG DEVELOPMENT
Co., Ltd.
Highest
balance of
financing to
other parties
$
990,000
Ending
balance
890,000
Interest rate
0.21%~3.00%
Interest
expense
20,139
Interest
payables
-

(vi) Services

The related party and the Company have entered into contract of appointment for sales planning, and accounted for under the incremental costs to obtaining a contract - current,the details are as follows:

details are as follows:
Name of related party Name of
project
Sales period Accumulated price
December 31,
2024
December 31,
2023
$ 156,313
150,678
123,549
-
135,970
-
17,132
-
100,154
-
85,500
-
28,293
-
153,955
-
Subsidiary:
Water Cube International
Development Co., Ltd






Hsinchu Palace
No.8-2
Hsinchu Palace
No.6-1
Hsinchu Palace
No.6-2
Hsinchu Palace
No.5-1
Hsinchu Palace
No.7-1
Hsinchu Palace
No.7-2
Hsinchu Palace
Business No.2
Beautiful Town
From March 1 2023 to six
months after the date of
obtaining the license.
From obtaining the building
license to December 31, 2026.
From obtaining the building
license to December 31, 2026.
From May 23, 2024 to
December 31, 2027.
From May 23, 2024 to
December 31, 2027.
From May 23, 2024 to
December 31, 2027.
From November 18, 2024 to
December 31, 2027.
From January 1, 2024 to
December 31, 2027.

(Continued)

63

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Name of related party Name of
project
Sales period Accumulated price Accumulated price
December 31,
2023
155,320
58,410
17,253
-
19,429
From August 10, 2021 to
December 31, 2025.
From April 1, 2022 to one
month after the date of
obtaining the license.
From September 20, 2023 to
one month after the date of
obtaining the license.
From May 1, 2024 to
December 31, 2027.
From June 1, 2022 to one
month after the date of
obtaining the license.
401,090

(vii) Lease

The related information of the Company leased buildings and offices from other related parties was as follows:

Name of
related party
Contract term Right-of-use
assets
December 31,
2024
$
3,667
$
45,012
$
44,138
Right-of-use
assets
December 31,
2023
$
4,584
$
58,861
Interest expense
For the year ended
December 31,
2024
103
1,510
116
Interest expense
For the year ended
December 31,
2023
125
1,383
Lease liabilities
December 31,
2024
Other related parties:
Other related parties


Name of related party
2016.06.01
~2028.12.31
2023.04.01
~2027.03.31
2024.12.01
~2028.03.31
Contract term
3,929
46,142
44,195
Lease liabilities
December 31,
2023
Other related parties:
Other related parties
2016.06.01
~2028.12.31
2023.04.01
~2027.03.31
4,855
59,489

(Continued)

64

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(viii) Guarantee

  • 1) The Company applied for the issuance of the secured corporate bonds with the subsidiary acting as the joint guarantor and providing the construction land as collateral. The amount of the endorsement guarantee as of December 31, 2024 and 2023 was both $278,910 thousand. The handling fees paid to subsidiary’s amounting to $333 thousand and $286 thousand, respectively, which is accounted for under the finance cost.

  • 2) The management of the Company will provide land as collateral for the application to issue secured corporate bond.

  • 3) The Company apply for the short-term secured bank loan in December 2022 to be pledged by the time deposit slip from related party, Dalin development Co., Ltd. as collateral. The Company settled the loan in April 2023, and the bank also terminated the loan facility and released the collateral pledged for guarantee.

  • 4) The Jinhua Section, Nuannuan District construction project of the Company was provided with joint and several securities for a performance guarantee of a sales contract for preconstruction homes pursuant to the Consumer Protection Act by its subsidiary, CHUWANG DEVELOPMENT CO., LTD. in June 2023. The guarantee amount was both $712,141 thousand and the actual usage amounting to 452,566 thousand and $0, for the years ended 2024 and 2023, respectively.

(ix) Others

  • 1) The Company acquired 5 pieces land including the Fuxing section, Hsinchu country in 2024, acquired 2 pieces of land including the Baoxiang section,Hsinchu county in 2023, acquired 6 pieces of land including the Baoxiang section,Hsinchu county and 9 pieces of land including the Ganlin section, Xinbei country in 2022 and acquired 43 pieces of land including the Baoxiang section,Hsinchu county in 2015 and the Milan (Sankong Spring Section) in Tamsui District in 2001, respectively. However, they are classified as farm land and are temporarily registered under the name of the key management of the Company. Also,a real estate entrust contract are entered and are pledged to the Company with an equivalent amount.

  • 2) The Company commissioned manpower support from its subsidiaries for the years ended December 31, 2024 and 2023 and paid a service fee of $10,223 thousand and $20,446 thousand, which is accounted for under“administrative expenses"

  • 3) The Company entered into a contract with its subsidiaries to entrust the subsidiaries with the responsibility for the planning and advertising design of all the sales projects and the sales support for some of the sales projects. Payments to subsidiaries amounted to $101,478 thousand and $352,435 thousand for the years ended December 31, 2024 and 2023 respectively. They are accounted for as operating costs of $84,187 thousand and $311,503 thousand, respectively and operating expenses of $17,291 thousand and $40,932 thousand, respectively.

(Continued)

65

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • 4) The Company provided support services to its subsidiaries and other related parties received service income was as follow (recognized under other gains and losses) for the years ended December 31, 2024 and 2023.
Subsidiary
Other related parties
For the years ended December 31 For the years ended December 31
2024
$ 36,815
194,509
$
231,324
2023
1,255
74,895
76,150
  • 5) The Company entered into a joint investment and construction agreement with the related party, Guangtaiji Construction Co., Ltd. in the“ Shizheng Aiyue” development project with an investment ratio of 30%.

  • 6) The Company entered into a joint investment and construction agreement with the related party, Shangjing Industrial Co., Ltd. in the "Shizhengguandi No.2" development project with an investment ratio of 11.57%.

  • 7) The Company entered into a joint contract with the related party, Uyi Investment Co., Ltd for the "Shizhengdibao development project". Uyi Investment Co., Ltd held 0.4% of the land development ratio was 55%.

  • 8) The Company increased the capital of its subsidiary,CHUWANG DEVELOPMENT CO., LTD by $250,000 thousand in May 2023.

  • (c) Key management personnel transactions

Key management personnel compensation:

Short-term employee benefits
Post-employment benefits
For the years ended December 31 For the years ended December 31
2024
$ 214,993
1,026
$
216,019
2023
148,984
1,076
150,060

(Continued)

66

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(8) Pledged assets:

The carrying values of pledged assets were as follows:

Pledged assets
Pledged to secure
Other financial assets (current and
non current)
Bonds payable, pre-order price
trust deposits and performance
bond
Inventory-construction
Bank borrowings and short-
term notes payable
Property, plant and equipment
Long-term borrowings and
short-term notes payable
Investment property, net
Long-term borrowings
Right-of-use assets
Long-term borrowings and
short-term notes payable
December 31,
2024
$ 2,882,511
26,073,075
1,179,943
806,300
960,251
$
31,902,080
December 31,
2023
1,610,957
19,893,891
28,209
809,420
979,170
23,321,647

(9) Significant contingent liabilities and unrecognized commitments:

  • (a) Significant unrecognized commitments

  • (i) The Company’ s unrecognized contractual commitments for Property, Plant and Equipment purchase and inventory purchase were as follows:

Inventory purchased - (construction) December 31,
2024
$
3,308,457
December 31,
2023
1,353,636
  • (ii) The Company’s selling price outlined in pre-sale housing contract is as follows:
Price outlined in signed sales contracts (tax included)
Amount collected as per the contract (untaxed)
December 31,
2024
$
48,825,492
$
6,153,116
December 31,
2023
25,121,731
3,283,221

(iii) As of December 31, 2024 and 2023, the refundable deposits paid, through cooperation with the landowners, amounted to $1,447,805 thousand and $1,247,474 thousand, respectively. which recognized under other current financial assets.

(Continued)

67

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(iv) The Company have entered into contract of appointment for marketing planning as of December 31, 2024, the details are as follows:

Name of project
Selling project-273
Selling project-307
Selling project-356
Selling project-367
Selling project-369
Selling project-370
Selling project-3720
Selling project-3820
Selling project-3823
Selling project-392-1
Selling project-392-2
Selling project-403(8-
3)
Selling project-403(8-
1)
Selling project-403(9-
1)
Selling project-418
Selling project-418
Selling project-423
Selling project-424
Selling project-425-1
Selling project-429
Selling project-430
Selling project-431
Selling project-432
Selling project-433-1
Selling project-434
Selling project-438
Selling project-439
Selling project-440
The signing date of
selling agreement
Sales period
2018.10.01
From October 1, 2018 to June 30, 2026
2020.06.01
From the contract date to sold out
2019.01.01
From January 1, 2019 to three months after the date of obtaining
the license (extended to sold out)
2020.03.01
Up to one month after the date of obtaining the license
2019.09.14
Up to eighteen months after the date of obtaining the license
2019.11.01
From the date of obtaining a license to use (subject to
extension)(extended to December 31, 2025)
2019.10.01
From October 1, 2019 to one months after the date of obtaining
the license (subject to extension)
2020.06
From June 01, 2020 and ended one month after the date of
obtaining the license (subject to extension)
2020.06
From June 01, 2020 and ended one month after the date of
obtaining the license (subject to extension)
2023.01.07
From January 7, 2023 to six month after the date of obtainning
the license (subject to extension)
2024.01.18
From January 18, 2024 to June 30, 2027 (subject to extension)
2022.05.16
From May 16, 2022 and ended six months after the date of
obtaining the license (subject to extension)
2022.06.01
From June 1, 2022 and ended six months after the date of
obtaining the license (subject to extension)
2022.06.01
From June 1, 2022 and ended six months after the date of
obtaining the license (subject to extension)
2021.12
Sales start after the building license has been obtained and the
sales period is two years (subject to extension)
2023
Sales start after the building license has been obtained and the
sales period is two years (subject to extension)
2022.05.01
2022.05.01~2025.04.30(subject to extension)
2022.12.16
From December 16, 2022 and ended one months after the date of
obtaining the license (subject to extension)
2024.06.20
From June 20, 2024 to June 30, 2025 (subject to extension)
2022.09.15
2022.09.15~2026.12.31(subject to extension)
2022.10.20
Sales start after the building license has been obtained and the
sales period is ten mounths (subject to extension)
2022.08.16
Sales start after the building license has been obtained and the
sales period is one year (extended to April 30, 2025)
2023.03.01
From March 1, 2023 to six months after the date of obtaining the
license (subject to extension)
2024.11.09
2024.11.09~2025.10.31(subject to extension)
2023.07.01
2023.07.01~2027.12.31(subject to extension)
2023.09.20
From September 20, 2023 to six months after the date of
obtaining the license (subject to extension)
2024.02.27
2024.02.27~2027.07.31 (subject to extension)
2023.01.09
Sales start after the building license has been obtained and the
sales period is two year (subject to extension)

(Continued)

68

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Name of project
Selling project-444
Selling project-446
Selling project-447
Selling project-448
Selling project-450
Selling project-4503
Selling project-453
Selling project-456
Selling project-457
Selling project-458
Selling project-459
Selling project-460
Selling project-461
Selling project-464
Selling project-470
Selling project-471
Selling project-473
The signing date of
selling agreement
Sales period
2024.01.03
From January 1, 2024 to six months after the date of obtaining
the license (extended to extension)
2024.03.01
Sales start after the building license has been obtained and the
sales period is two year (subject to extension)
2023.12.29
Sales start after the building license has been obtained and the
sales period is one year (subject to extension)
2024.03.19
From March 19, 2024 and ended eighteen months after the
project officially opened. (subject to extension)
2024.04.01
2024.04.01~2026.04.01 (subject to extension)
2024.04.01
2024.04.01~2026.04.01 (subject to extension)
2024.06.25
2024.06.25~2026.06.25 (subject to extension)
2024.07.01
2024.07.01~2026.05.31 (subject to extension)
2024.08.01
2024.08.01~2027.07.31 (subject to extension)
2024
2024.07.01~2025.06.30 (subject to extension)
2024.07.15
2024.07.15~2025.07.14 (subject to extension)
2024.08.07
2024.08.07~2025.08.06 (subject to extension)
2024.10.09
2024.10.09~2026.12.31 (subject to extension)
2024.10.06
2024.10.06~2026.05.31
2024.08.12
2024.08.12~2026.12.31 (subject to extension)
2024.08.12
2024.08.12~2026.12.31 (subject to extension)
2024.11.21
2024.11.21~2026.11.20 (subject to extension)

(10) Losses Due to Major Disasters:None

(11) Subsequent Events:

The Company has issued new shares for cash capital increase with a total of 50,000 thousand shares with a par value of $10 per share on November 11, 2024 pursuant to a resolution of the Board of Directors. The said cash capital increase has been approved by FSC and is in effect on December 31, 2024. The new shares are issued at $83 per share pursuant to a resolution of the Board of Directors. The Company adopted February 21, 2025 as base day for cash capital increase.

The Company and HONHUI Co., Ltd. jointly established Shanlinhui Development Co., Ltd. on February 21, 2025 to execute the Taiwan power CR-1 urban renewal project. The capital of newly established company is $500,000 thousand, with The Company contributing $250,000 thousand holding 50% of the shares. The Company’s chairman will serve as the chairman.

(Continued)

69

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(12) Other:

(a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:

follows:
By function
By item
For the years ended December 31
2024 2023
Cost of
good sold
Operating
expense
Total Cost of
good sold
Operating
expense
Total
Employee benefits
Salary 255,520 418,773 674,293 118,334 373,479 491,813
Labor and health insurance 6,550 15,883 22,433 3,875 11,180 15,055
Pension 4,626 4,557 9,183 2,819 4,022 6,841
Remuneration of directors - 11,678 11,678 - 10,056 10,056
Others 2,649 12,441 15,090 1,140 9,696 10,836
Depreciation 30,001 50,546 80,547 23,214 16,537 39,751
Depletion - - - - - -
Amortization - 291 291 - 322 322

For the years ended December 31, 2024 and 2023, the average numbers of Company employees were as follows:

Number of employees
Number of directors who are not concurrently employed
Average employee benefit expense
Averageemployeesalary expense
Salary
Remuneration for supervisors

The Company’ s salary and remuneration policy (including directors, supervisors, managers and employees) is as follows:

(i) Remuneration to Directors:

The renumeration to Board of directors of the Company are based on the Company’s overall operation performance, industry trend as well as the personal contribution toward the Company and individual performance achievements and the salary level of the same industry. The remuneration of the independent Directors shall be agreed on with fixed payment by the Board of directors in accordance with the foregoing principles and shall not involve the distribution of directors’ remuneration and all other bonuses. The Company’ s article of incorporation requires a minimum of 3% will be distributed as remuneration to its employees. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit.

(Continued)

70

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

The performance of the Directors is determined on the basis of the performance evaluation method of the Board of Directors of the Company, which covers the board as a whole, the functional committees and individual members of the Directors. The evaluation methods include self evaluation, peer-to-peer assessment, entrusting external agency experts, or other appropriate means. The remuneration performance policy, performance evaluation, and the content and amount of remuneration of the directors of the Company have been established, reviewed and resolved by the Remuneration Committee and the Board of director and reported to the Shareholders’ Meeting.

(ii) Managers and employees:

The renumeration to manager and employee includes salary, bonus and employee compensation: Monthly salaries are determined by reference to the salary trends on the market, company operations and organizational structure, and by function and responsibility to balance the optimization between external competition and internal justice. The bonus and remuneration are approved in accordance with the relevant performance management measures. The relationship between individual performance and the Company’ s operating performance are assessed and then providing reasonable remuneration. The Company’s article of incorporation requires a minimum of 1% will be distributed as remuneration to its employees. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The remuneration to the employees of the Company is reported to the shareholders’ meetings after being reviewed and passing the resolutions of the Remuneration Committee and the Board of directors. The remuneration system is reviewed timely in the light of the actual operating conditions and changes in the relevant regulation.

  • (b) The Company was searched by the prosecution unit on September 20, 2012 for suspected breach of Securities and Exchange Act. The case was investigated and closed on January 21, 2013 by the Taiwan Taipei District Prosecutors Office. Chen Qicang, the former general manager of the Company, Dong CuiHua, former head of the Finance segment of the Company (both had resigned in February 2013) and Lin Hongming were charged with alleged breaches of the Securities and Exchange Act.

The Company is not a defendant in the litigation referred to in the preceding paragraph and thus it has not been provided with bill of indictment. It was to the understanding of the Company that the loan amounting to $1,855,000 thousand were borrowed from CHINA UNITED TRUST & INVESTMENT CORPORATION by pledging land in Milan section and Shuixian section,Tamsui district as collateral.Subsequently, the Company met financial difficulties and was unable to repay the interests and principal on the loan, CHINA UNITED TRUST & INVESTMENT CORPORATION then sell the said mortgage as bad debt. The aforesaid bad debt was acquired by Qiyang Asset Management Co., Ltd. in 2005. The Company then entered into a debt settlement agreement with the creditor, Qiyang Asset Management Co., Ltd.in May 2006. By transferring the Company’s collateral pledged for the loan, the land lot at Shuixian section and building license to the creditors, the Company is exempted from repaying the principal of the said loan,its deferred interest and breach penalty. Also, an additional amount of $355,000 thousand may be obtained by the Company; As for the loan borrowed by pledging the land at Milan section, the Company has entered into a sales contract in May 2002 to the land at Milan section. Consequently in 2005,the Company entered into a tripartite agreement with the land purchaser and creditor, Qiyang Asset Management Co., Ltd. to eliminate the Company’s debts and the land purchaser of Milan section should bear the debts. The above transactions were investigated by the prosecution unit and found to be in violation of the Securities and Exchange Act and The Banking Act of The Republic of China.

(Continued)

71

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

However, it has been verified that the transactions relating to the above-mentioned land in the Milan and Shuixian sections were engaged between 2002 and 2006, and such transactions have been completed as of the reporting deadline. The transfer and payment of debt to the land title and related transactions have been completed. The terms of the transaction, the process and the related transaction amount, the amount of profit and loss effect have been outlined and accounted for in the notes to each financial statements for the years accordingly.

On August 22, 2013, the Company filed a criminal suit with civil action against Lin Hongming and others at the Criminal court of Taiwan Taipei District Court for damages compensation of $1,471,534 thousand. On July 25, 2014, the Criminal Court of Taiwan Taipei District Court ruled that the case should be referred to the Civil Court of Taiwan Taipei District Court for proceeding with a civil action.

This case was ruled by the Taiwan Taipei District Court on June 23, 2017, rejecting the Company’s claim for damages. the Company appealed the civil judgment to Taiwan High Court on July 21, 2017 and the Taiwan High Court ruled on December 4, 2019 that Lin Hongming and others were liable to pay damages of $754,462 thousand to the Company. However, the appellee, Lin Hongming and others refused the judgment and appealed to the Supreme Court. The Supreme Court then ruled on March 31, 2021 to send the case back to Taiwan High Court for hearing.

This case was ruled by Supreme Court on February 23, 2022 that criminal proceedings gained by Lin Hongming and others amounting to $446,330 thousand shall be confiscated, excluding the amount returned to victims or being requested for damages claims. Then, Lin Hongming appealed against the criminal ruling by Taiwan High Court, which was disclosed previously. The Supreme Court dismissed such appeal on July 21, 2022, so the above-mentioned criminal ruling by Taiwan High Court has been confirmed. The Company filed an application with the Taiwan Taipei District Prosecutors Office on September 22, 2022 for the return of criminal proceeds. The prosecutor has also actually detained the criminal proceeds collected by Lin Hongming, but has not yet approved the return of the criminal proceeds to the Company. The Civil court of the Taiwan High Court issued a ruling on January 30, 2024 rejecting the Company’s claim for damages, and the Company filed an appeal with the Supreme Court on March 6, 2024 after receiving such ruling. On November 5, 2024 the Company received a civil ruling from supreme Court rejecting the appeal and the Company shall not file any further appeal against the civil and the case determined.

The management of the Company has assessed that the said litigation will not have any effect of increase on loss or contingent loss on the consolidated financial statements of the Company for the twelve month period ended December 31, 2024. Accordingly, the litigation case should have no other effect on the disclosure in notes to the consolidated financial statements as of December 31, 2024.

(Continued)

72

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company for the year ended December 31, 2024:

(i) Loans to other parties:

(In Thousands of New Taiwan Dollars)

Number Name of
lender
Name of
borrower
Account
name
Related party Highest
balance
of financing
to other
parties
during the
period
Ending
balance
Actual
usage
amount
during the
period
Range of
interest rates
during the
period
Purposes of
fund
financing for
the borrower
Transaction
amount for
business
between two
parties
Reasons
for
short-term
financing
Allowance
for bad debt
Collateral Collateral Individual
funding loan
limits
Maximum
limit of fund
financing
Item Value
1 CHUWANG
DEVELOP
MENT CO.,
LTD.
JSL
CONSTRUC
TION &
DEVELOP
MENT CO.,
LTD.




Other
receivables
due from
related
parties
Yes 900,000
(Note 3)
- - 3.00 1 7,069,706 - - - - 13,293,897 13,293,897
1 CHUWANG
DEVELOP
MENT CO.,
LTD.
JSL
CONSTRUC
TION &
DEVELOP
MENT CO.,
LTD.




Other
receivables
due from
related
parties
Yes 900,000 900,000 750,000 3.00 1 13,293,897 - - - - 17,513,794 17,513,794
  • Note 1: Pursuant to “Procedure of Loans to Other Parties”of CHUWANG DEVELOPMENT CO., LTD., capital shall only be loaned to trading counterparties,the maximum amount of loan to a trading counterparties shall be the actual amount of inventory purchased or sold by the parties, and the amount of valid purchase contracts or sales contract. The limit on loans to a single party shall be the actual amount of inventory purchased or sold by the parties, and the amount of valid purchase contracts or sales contract.

  • Note 2: Financing purposes:

  • (1) Those with business contact, please fill in 1.

  • (2) Those necessary for short term financing, please fill in 2.

Note 3: The financing has been due for repayment on March 14, 2024. The funds are loaned to individual objects and the total amount of funds are calculated based on the sales dated March 14, 2024.

(ii) Guarantees and endorsements for other parties:

(In Thousands of New Taiwan Dollars)

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on
amount of
guarantees and
endorsements
for a specific
enterprise
Highest
balance for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements as
of
reporting date
Actual usage
amount during
the period
Property
pledged for
guarantees and
endorsements
(Amount)
Ratio of accumulated
amounts of
guarantees and
endorsements to net
worth of the latest
financial statements
Maximum
amount for
guarantees and
endorsements
Parent company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland China
Name Relationship
with the
Company
1 CHUWANG
DEVELOPME
NT CO., LTD.
JSL
CONSTRUC
TION &
DEVELOPM
ENT CO.,
LTD.
7 8,014,459 712,141 712,141 452,566 - %
88.86
16,028,919 N Y N
2 Shigang
Construction
and
Development
Co., Ltd.
JSL
CONSTRUC
TION &
DEVELOPM
ENT CO.,
LTD.
3 564,003 302,565 278,910 278,910 278,910 %
989.04
564,003 N Y N

Note 1: There are seven conditions in which the Company may have guarantees or endorsements for other parties: (1) Trading counterparty

  • (2) the Company holds more than 50% of the voting shares in the entity, directly and indirectly.

  • (3) The entity holds more than 50% of voting shares in the Company, directly and indirectly.

  • (4) the Company holds more than 90% of voting shares in the entity, directly and indirectly.

  • (5) An entity in the construction industry mutually guaranteed pursuant to a project contract.

  • (6) The stockholders of the Company provide guarantees or endorsements for the entity in proportion to percentage of ownership for joint investment.

  • (7) The companies in the same industry provide among themselves joint and several securities for a performance guarantee of a sales contract for preconstruction homes pursuant to the Consumer Protection Act for each other.

(Continued)

73

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • Note 2: Shigang Construction and Development Co., Ltd. endorsed the operation method for the total amount of guarantee s and the limit for endorsement of a single enterprise; Details are as follows:

  • (1) The total amount of external endorsements and/or guarantees by Shigang Construction and Development Co., Ltd.shall be limited to the amount of paid in capital of the Company.

  • (2) The guarantee amount for a single enterprise endorsement shall not exceed 200% of the current net value of the Company.

  • (3) An entity holding 100% of the voting rights directly and indirectly of the Company, its total guarantee amount cannot exceed 20 times of the net value of such entity. The guarantee for a single enterprise is limited to 20 times of the net value of such entity.

  • (4) Provided to other companies, the total guarantee amount of joint and several securities for a performance guarantee of a sales contract for pre-construction homes or guarantee on each parties according to contract terms between co-constructors pursuant to the Consumer Protection Act or for undertaking construction, shall not exceed tenfold of the company’s net value and not more than five times of the Company’s net value of the guarantee for a single enterprise.

  • (5) The stockholders of the Company provide the guarantees or endorsements for the entity in proportion to percentage. The total endorsement and the provisions of point No.3 shall apply to the guarantee limit of a single investee company.

  • (6) The amount of the cumulative endorsement and guarantee for an enterprise as a result of <108> a business relationship shall not exceed the amount of the business transaction between such entity and the company. The business transaction amount is the higher of the purchase or sales contract between both parties or payment in recent years (business cycle).

  • Note 3: “Procedure of Loans to Other Parties” of CHUWANG DEVELOPMENT CO., LTD., outlines the total amount of guarantees and the limit for endorsement of a single enterprise details are as follows: Details are as follows:

  • (1) The total amount of external endorsements and/or guarantees by CHUWANG DEVELOPMENT CO., LTD.shall not be more than ten times of the Company’s net value.

  • (2) The guarantee amount for a single enterprise endorsement shall not be more than five times of the Company’s net value.

  • (3) An entity holding 100% of the voting rights directly and indirectly of the Company, its total guarantee amount cannot exceed 20 times of the net value of such entity. The guarantee for a single enterprise is limited to 20 times of the net value of such entity.

  • (4) Provided to other companies, the total guarantee amount of joint and several securities for a performance guarantee of a sales contract for pre-construction homes or guarantee on each parties according to contract terms between co-constructors pursuant to the Consumer Protection Act or for undertaking construction, shall not exceed twentyfold of the company’s net value. The total guarantee amount for a single enterprise shall not exceed tenfold of the company’s net value.

  • (5) The stockholders of the Company provide the guarantees or endorsements for the entity in proportion to percentage. The total endorsement and the guarantee limit of a single investee company, the provisions of point No.3 shall apply.

  • (6) The amount of the cumulative endorsement and guarantee for an enterprise as a result of a business relationship shall not exceed the amount of the business transaction between such entity and the Company. The business transaction amount is the higher of the purchase or sales contract between both parties or payment in recent years (business cycle).

(iii) Securities held as of December 31, 2024 (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars)
Ending balance
Shares/Units
(thousands)
Carrying value
Percentage of
ownership (%)
Fair value
Note
18,856
253,820
-%
253,820
Note
20,000
269,210
-%
269,210
Note
15,000
201,910
-%
201,910
Note
41
401
0.01%
1,410
500
4,995
3.33%
6,593
(In Thousands of New Taiwan Dollars)
Ending balance
Shares/Units
(thousands)
Carrying value
Percentage of
ownership (%)
Fair value
Note
18,856
253,820
-%
253,820
Note
20,000
269,210
-%
269,210
Note
15,000
201,910
-%
201,910
Note
41
401
0.01%
1,410
500
4,995
3.33%
6,593
(In Thousands of New Taiwan Dollars)
Ending balance
Shares/Units
(thousands)
Carrying value
Percentage of
ownership (%)
Fair value
Note
18,856
253,820
-%
253,820
Note
20,000
269,210
-%
269,210
Note
15,000
201,910
-%
201,910
Note
41
401
0.01%
1,410
500
4,995
3.33%
6,593
(In Thousands of New Taiwan Dollars)
Ending balance
Shares/Units
(thousands)
Carrying value
Percentage of
ownership (%)
Fair value
Note
18,856
253,820
-%
253,820
Note
20,000
269,210
-%
269,210
Note
15,000
201,910
-%
201,910
Note
41
401
0.01%
1,410
500
4,995
3.33%
6,593
(In Thousands of New Taiwan Dollars)
Ending balance
Shares/Units
(thousands)
Carrying value
Percentage of
ownership (%)
Fair value
Note
18,856
253,820
-%
253,820
Note
20,000
269,210
-%
269,210
Note
15,000
201,910
-%
201,910
Note
41
401
0.01%
1,410
500
4,995
3.33%
6,593
Name of holder Category and
name of
security
Relationship
with company
Account
title
Ending balance Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company Preferred Shares A
Judo Company
- Financial assets at fair value
through profit or loss-non
current
18,856 253,820 -% 253,820 Note
The Company Preferred Shares B
Judo Company
- 20,000 269,210 -% 269,210 Note
The Company preferred shares C
Judo Company
- 15,000 201,910 -% 201,910 Note
The Company Shares UNI
AIRWAYS
CORPORATION
- Noncurrent financial assets at
fair value through other
comprehensive income
41 401 0.01% 1,410
The Company Share Hung Shun
Hing Real Estate
Co., Ltd.
- 500 4,995 3.33% 6,593

Note: Such preference shares may not be converted into ordinary shares.

  • (iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock:None

(Continued)

74

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

  • (v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:
Name of
company
Name of
property
Transaction
date
Transaction
amount
Status of
payment
Counter-party Relationship
with the
Company
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
If the counter-party is a related party,
disclose the previous transfer information
References
for
determining price
Purpose of
acquisition
and current
condition
Others
Owner Relationship
with the
Company
Date of
transfer
Amount
The Company 3 pieces of land,
including the land
No.1004-
3,1034,1035-2 of
Zhonshan section of
New Taipei City
2024.02.05 3,300,000 thousand The amount was
all paid
Deshuo Construction
Co., Ltd
Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None
The Company 31 pieces of land
including the land
No.347 and the
other of Fuxing
section of Hsinchu
Country
2024.06.28 578,529 thousand The amount was
all paid
natural persons Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None
The Company 5 pieces of land
including the land
No.232-236 of
Wuguwang section
of New Taipei City
2024.06.28 579,820 thousand
(Note)
$220,040
thousand was
paid at the end of
December 31
2024
natural persons Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None
The Company 13 pieces of land,
including the land
No.428-2 of
Daitianfu section of
Keelung City
2024.09.13 524,085 thousand $157,226thousan
d was paid at the
end of December
31 2024
Ganfu Construction
Co., Ltd, Jiaji
Construction Co., Ltd
Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None
The Company 9 pieces of land of
Sanchong District,
New Taipei City
2024.10.17 1,716,800 thousand $515,040
thousand was
paid at the end of
December 31
2024
Huazi Cosmetics Co.,
Ltd
Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None
The Company the land No.20-1 of
Gushan District of
Kouhsiung City
2024.11.22 729,789 thousand $145,958thousan
d was paid at the
end of December
31 2024
natural person Non-related
party
- - - - Appraisal Developed to
increases
business revenue
and profitability
None

Note : The transaction amount is the estimated contract price.

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

  • (vii) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars)

Name of company Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms
different from others
Transactions with terms
different from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivable
(payable)
The Company JSL
CONSTRUCTION
Co., Ltd.
The chairman of
the entity is the
Company
chairman’s
spouse
Selling (553,634) (8.21)% Periodical
collection per
contract
- Same as regular
transaction
98,430 5.64%
The Company CHU YUAN
INDUSTRIAL Co.,
Ltd.
Same Chairman
with the Group
Selling (119,266) (1.78)% Periodical
collection per
contract
- Same as regular
transaction
57,282 3.28%
The Company CHUWANG
DEVELOPMENT
Co., Ltd.
Subsidiary Contractor
project
3,136,737 19.06% Periodical
collection per
contract
- Same as regular
transaction
(233,040) (19.23)%
The Company Water Cube
International
Development Co.,
Ltd.
Subsidiary purchasing 171,528 1.38% Periodical
collection per
contract
- Same as regular
transaction
(48,781) (4.02)%
CHUWANG
DEVELOPMENT
Co., Ltd.
The Company Parent company Selling (3,534,550) (48.28)% Periodical
collection per
contract
- Same as regular
transaction
128,953 25.68% Note 1
CHUWANG
DEVELOPMENT
Co., Ltd.
JSL
CONSTRUCTION
Co., Ltd.
The chairman of
the entity is the
Company
chairman’s
spouse
Selling (989,435) (13.51)% Periodical
collection per
contract
- Same as regular
transaction
357,011 71.09% Note 1
CHUWANG
DEVELOPMENT
Co., Ltd.
JAYSHELYN
CONSTRUCTION
Co., Ltd.
The director of
this entity is the
director of the
Company
Selling (294,202) (4.02)% Periodical
collection per
contract
- Same as regular
transaction
- -% Note 1
CHUWANG
DEVELOPMENT
Co., Ltd.
CHU YUAN
INDUSTRIAL Co.,
Ltd.
Same Chairman
with the Group
Selling (125,914) (1.72)% Periodical
collection per
contract
- Same as regular
transaction
- -% Note 1
(Continued)

75

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

Name of company Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms
different from others
Transactions with terms
different from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase/Sale Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment terms Ending balance Percentage of total
notes/accounts
receivable
(payable)
Water Cube
International
Development Co.,
Ltd.
The Company Parent company Selling (727,438) (59.65)% Periodical
collection per
contract
- Same as regular
transaction
311,181 65.34% Note 2

Note 1 : The sales ratio is based on the sales amount of the subsidiary, CHUWANG DEVELOPMENT Co., Ltd.

Note 2 : The sales ratio is based on the sales amount of the subsidiary,Water Cube International Development Co., Ltd.

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

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending
balance
Turnover
rate
Overdue Overdue Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
CHUWANG
DEVELOPMENT
Co., Ltd
JSL
CONSTRUCTION &
DEVELOPMENT
CO., LTD
Parent company 128,953 16.58 - - - -
JSL
CONSTRUCTION
Co., Ltd.
The chairman of the
entity is the Company
chairman’s spouse
357,011 4.19 - - - -
Water Cube
International
Development Co.,
Ltd.
JSL
CONSTRUCTION &
DEVELOPMENT
CO., LTD
Parent company 311,181 3.35 - - 80,294 -
  • (ix) Trading in derivative instruments:None

(b) Information on investees:

The following is the information on investees for the years ended December 31, 2024 (excluding information on investees in Mainland China):

(In Thousands of New Taiwan Dollars)

Name of
investor
Name of investee Location Main
businesses and products
Original investment amount Original investment amount Balance as of December 31, 2024 Balance as of December 31, 2024 Balance as of December 31, 2024 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31, 2024 December 31, 2023 Shares
(thousands)
Percentage of
ownership
Carrying
value
The Company JSL Entertainment
Co., Ltd.
Taiwan Residential and commercial building
development and leasing, real estate trading,
real estate leasing, real estate commissioning,
real estate selling, IT software services and
third-party payment services.
34,350 34,350 3,600 %
100.00
78,621 27,448 27,448
The Company Water Cube
International
Development Co., Ltd
Taiwan Real estate agency and seller, international
trade, rental and leasing and agency services
50,000 50,000 5,000 %
100.00
(202,370) 496,402 (137,533) Note
The Company Shigang Construction
and Development
Co., Ltd.
Taiwan To commission construction company to build
public residential housings for rentals and
sales, land developments, interior decoration
design and contractor services, construction
equipment,building materials, construction
machinery trading and real estate operation
and investments.
245,000 245,000 30 %
100.00
243,640 31 31
The Company JSL Food Art
Creation Co., Ltd.
Taiwan Baked food manufacturer, wholesaler of food
and beverage and food and beverage retailer.
3,000 3,000 300 %
100.00
13,652 7,823 7,823
The Company JSL International
Development Co.,
Ltd.
Taiwan commercial building rentals and leasing,
investment in public construction, real estate
trading and real estate rental
3,000 3,000 300 %
100.00
6,374 1,858 1,858
The Company CHUWANG
DEVELOPMENT
Co., Ltd.
Taiwan Integrated constructions, residential and
commercial building rentals and leasing,
investment in public construction, real estate
trading and real estate rentals
457,350 457,350 660 %
100.00
343,050 247,919 46,765

Note : Recognized in other current liabilities,others.

  • (c) Information on investment in mainland China:None

(Continued)

76

JSL CONSTRUCTION & DEVELOPMENT CO., LTD. Notes to the Financial Statements

(d) Major shareholders:None

Major shareholders:None
Shareholding
Shareholder’s Name
Shares Percentage
CHU YUAN INDUSTRIAL Co., Ltd. 115,159,842 %
18.43
Fengyun Advertising Co., Ltd. 113,226,669 %
18.12
JAYSANLYN REAL ESTATE & ADVERTSING Co., Ltd. 102,210,798 %
16.36
Yangshanlin Advertising Co., Ltd. 98,926,972 %
15.83

(14) Segment information:

Please refer to the consolidated financial statement for the year ended December 31, 2024.

77

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of inventories

December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Item Description Amount
Prepayment for land purchases Daitianfu section of Jilong City $ 524,085
Gushan District of Kouhsiung City 145,958
Zhongxiang section 515,525
Others 51,000
Subtotal 1,236,568
Land held for construction site Haitian Section, Tamsui District, New Taipei City 227,794
Ganlin section of New Taipei City 333,793
Baoxiang Section at Hsinchu country 1,670,415
Wen zi zhen 562,236
Bancui section of New Taipei City 393,155
Wuguwang section of New Taipei City 1,342,731
Shen'ao section of Keelung City 315,925
Zhongshan section of New Taipei City 3,357,864
Gaofeng section of Hsinchu country 113,692
Fuxing section of Hsinchu country 584,593
Others 156,595
Subtotal 9,058,793
Construction in progress Urban renewal at Chengde Road 2,714,997
Baoxiang Section at Hsinchu country 4,473,929
Jiangcui section of New Taipei City 404,614
Bancui section of New Taipei City 820,140
Xindu Section, New Taipei City 1,116,653
Wuguwang section,New Taipei City 4,357,147
Xiangyang section of Pingtung City 2,684,429
Jinhua section of Jilong City 1,686,574
Shanjie section of Taoyuan City 1,141,932
Others 372,449
Subtotal 19,772,864
Buildings and land held for sale Ocean Palace 995,292
River Palace No.3 144,634
River Palace No.5 198,171
Subtotal 1,338,097
Total $ 31,406,322

78

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of other current financial assets

December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Item
Restricted time deposits
Co-construction guarantee deposit and
others
Amount
Note
$ 2,462,780
pre-order price trust deposits and deposit of
corporate bond
1,629,271
$
4,092,051

79

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of short-term borrowings

December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Type of
loan
Mortgage
loans



















Credit loans










Note
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Financial institutions
Balance at
December 31
$ 1,309,326
207,530
619,340
312,990
309,720
483,720
329,951
111,500
641,806
138,890
688,280
129,840
3,919,778
108,640
93,800
2,800,000
769,880
150,000
659,650
150,237
13,934,878
76,904
222,148
40,000
252,835
200,000
66,404
77,700
100,000
167,725
140,297
200,000
240,000
562,410
2,346,423
$
16,281,301
Contract Period
2014.06.21~2025.12.31
2020.11.10~2026.07.15
2023.05.29~2028.05.29
2021.11.23~2026.03.09
2022.05.20~2026.04.22
2020.04.17~2027.03.31
2021.06.29~2025.06.29
2023.03.10~2025.04.30
2021.10.22~2026.04.22
2023.06.17~2026.06.17
2022.01.21~2027.01.21
2023.03.30~2026.03.30
2023.06.30~2028.06.30
2023.09.12~2026.09.12
2023.09.12~2028.06.30
2024.05.13~2026.05.13
2024.07.26~2025.07.26
2024.05.28~2026.05.28
2024.10.16~2025.08.09
2024.03.30~2025.04.15
2024.07.19~2025.05.30
2024.08.15~2025.06.27
2024.12.20~2025.06.19
2024.09.27~2025.12.05
2024.11.28~2025.05.28
2024.12.25~2025.12.25
2024.08.26~2025.08.26
2024.08.15~2025.01.30
2024.06.25~2025.09.12
2024.12.02~2025.05.31
2024.10.17~2025.09.09
2024.11.29~2025.11.29
2024.10.16~2025.10.16
Range of interest
rates
Collateral or pledge
Note
2.725%~2.875% Construction in progress
2.650%~2.860% Construction in progress
3.569%~3.726%
Construction in progress
2.830%
Construction in progress
2.830%
Construction in progress
2.877%~3.093%
Construction in progress
2.740%~3.560%
Construction in progress
3.500%
Construction in progress
2.865%~3.320%
Construction in progress
3.120%
Land held for construction site
2.675%~2.775%
Construction in progress
2.740%
Buildings and land held for sale
3.490%~3.590%
Land held for construction site,
Construction in progress
3.375%
Land held for construction site
3.175%
Land held for construction site
2.846%
Land held for construction site
3.625%
Construction in progress
3.375%
Land held for construction site
2.877%~3.510%
Construction in progress,Land held
for construction site
3.125%
Buildings and land held for sale
2.890%~3.140%
None
3.180%

3.208%

3.116%~3.129%

3.135%

2.856%

2.850%

2.750%

3.125%

3.125%

3.250%

2.930%

2.528%

80

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of short-term bills payable

December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Item
Short-term
notes payable


Guarantee
or
acceptance
institution
Financial
institutions


Contract Period
2024.11.27~2025.01.16
2024.11.27~2025.01.16
2024.10.15~2025.01.13
2024.10.18~2025.01.13
2024.12.27~2025.03.27
Range of interest
rates
3.163%
3.313%
3.263%
3.538%
2.964%
Balance at December 31
Amount
Unamortized
discount on
commercial
papers
payable
Amount
Note
$ 585,000
(811)
584,189
-
1,353,000
(1,957)
1,351,043
-
524,000
(562)
523,438
-
187,000
(218)
186,782
-
302,800
(2,090)
300,710
$
2,951,800
(5,638)
2,946,162
Balance at December 31
Amount
Unamortized
discount on
commercial
papers
payable
Amount
Note
$ 585,000
(811)
584,189
-
1,353,000
(1,957)
1,351,043
-
524,000
(562)
523,438
-
187,000
(218)
186,782
-
302,800
(2,090)
300,710
$
2,951,800
(5,638)
2,946,162
Amount
$ 585,000
1,353,000
524,000
187,000
302,800
$
2,951,800
Unamortized
discount on
commercial
papers
payable
(811)
(1,957)
(562)
(218)
(2,090)
(5,638)

Statement of contract liabilities - current

Please refer to Note 6(w), for details.

81

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of bonds payable

December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Name of boad
Secured ordinary
corporate bond




Unsecured ordinary
corporate bond
Trustee Issuance
date
Interest
payment date
Total
amount
Amount
paid
Balance at
December 31
Balance at
December 31
Less: current
portion
Carrying
amounts
-
600,000
-
189,000
500,000
-
1,289,000
Repayment
One time payment at maturity
One time payment at maturity
One fifth of the total amount is
repaid after one year, one fifth
of the total amount is repaid
after two years, and three fifths
of the total amount is repaid
after three years for the
paydown on maturity date.
15% of the total amount is
repaid after one year, 15% of
the total amount is repaid after
two years, and three fifths of
the total amount is repaid after
three years for the paydown on
maturity date.
One time payment at maturity
One time payment at maturity
Collateral
Financial
institutions
Financial
institutions
Financial
institutions
Financial
institutions
Financial
institutions
Financial
institutions
2021.07
2021.11
2022.01
2023.09
2024.07
2020.07

Annual
payment




$ 500,000
600,000
500,000
270,000
500,000
500,000
$ 2,870,000
(500,000)
-
(200,000)
(40,500)
-
-
(740,500)
-
600,000
300,000
229,500
500,000
500,000
2,129,500
-
-
(300,000)
(40,500)
-
(500,000)
(840,500)
-
bank guarantee
bank guarantee
bank guarantee and land held
for construction site
(provided by subsidiary)
bank guarantee and land
(provided by management)
None

82

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of operating revenue

For the year ended December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Please refer to Note 6(w), for details.

Statement of operating costs

Item
Cost of services contracts
Construction cost
Cost of rental sales
Description
Selling projects
Construction projects
Depreciation of investment
property
Amount
Note
$ 1,974,801
1,442,358
3,120
$
3,420,279

Statement of selling expenses

Item
Wage and salaries
Advertisement expense
Other expenses
Description Amount
Note
$ 209,929
83,146
40,149
$
333,224

83

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of administrative expenses

For the year ended December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Item
Wages and salaries
Insurance expense
Entertainment expense
Donation
Taxes
Depreciation
Employee benefits
Professional service fees
Miscellaneous expenses
Other expenses
Description Amount
Note
$ 206,011
12,789
14,388
14,380
115,985
50,476
10,120
23,826
26,564
40,066
$
514,605

Statement of other revenues

Please refer to Note 6(y), for details.

84

JSL CONSTRUCTION & DEVELOPMENT CO., LTD.

Statement of other gains and losses, net

For the year ended December 31, 2024

(Expressed in thousands of New Taiwan Dollars)

Please refer to Note 6(y), for details.

Statement of finance costs

Please refer to Note 6(y), for details.