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Lemtech-KY Annual Report 2021

Jul 23, 2021

52435_rns_2021-07-23_c4a10eab-2080-47a1-8956-b7baf107b37a.pdf

Annual Report

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Stock code: 4912

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Lemtech Holdings Co., Limited

2020

Annual Report

Printed: April 30, 2021 Company Website: http://www.lemtech.com The Annual Report is available at http://mops.twse.com.tw

(This English version is a translation based onthe original Chinese version. Where any discrepancy arises between the two versions, the Chinese version shall prevail.)

I. Names, Titles, Telephones and E-mails of Spokesperson, Deputy Spokesperson, and the Litigation and Non-litigation Attorney in the Republic of China: Spokesperson: Lu, Chin-Yu Title: Accounting Managerial Personnel Tel: (886)2-8684-1618 Ext.370 E-mail: [email protected] Deputy Spokesperson: Hsu, Chi-Feng Title: Chairman Tel: (886)2-8684-1618 Ext.355 E-mail: [email protected]

Litigation and Non-litigation Attorney's Title: Chairman Name: Hsu, Chi-Feng Tel: (886)2-8684-1618 E-mail: [email protected]

II. Addresses and Telephones of Headquarter, Branches and Plants:

Name Address Tel
Lemtech Holdings Co., Limited Genesis Building, 5th Floor, Genesis Close, PO Box
446, Cayman Islands, KY1-1106
(886)2-8684-1618
Lemtech Precision Material
(China)Co.,Ltd
No. 128, Weita Road, Zhangpu Town, Kunshan City,
Jiangsu Province
(86)512-5717-5855
LDC Precision Engineering Co.,
Ltd
Building E032, No. 1 Weiwang Street, Shulin District,
New Taipei City

(886)2-8684-1618
Lemtech Technology Limited Room 2702-03,CC Wu Building, 302-8 Hennessy
Road, Wanchai, Hong Kong
(886)2-8684-1618
Lemtech USA INC. 185 Estancia DR Suite 117 San Jose CA 95134 (1)408-886-0306
Lemtech Industrial Services Ltd Offshore Chambers, P.O. Box 217, Apia, Samoa (886)2-8684-1618
Kunshan Lemtech Slide
TechnologyCo.,Ltd.
Room 3, No. 288, Jiangfeng Road, Zhangpu Town,
Kunshan City,Jiangsu Province
(86)512-5013-6519
Lemtech Precision Material
(Czech) s.r.o.
Logistické Centrum Jihlava LCJ/Jipocar Hala B, 588
11 Střítež u Jihlavy 3, Czech
(420)770-114-798
Zhenjiang Emtron Surface
Treatment Limited
No.198, Cheng Road, Dagang Town, Zhenjiang New
Area,Jiangsu Province
(86)511-8337-7959
Lemtech Energy Solutions
Corporation
(Formerly Cryomax Lemtech)
Building E032, No. 1 Weiwang Street, Shulin District,
New Taipei City

(886)2-8684-1618
Kunshan Lemtech Electronics
TechnologyCo.,Ltd
Plant 5, No. 128, Weita Road, Zhangpu Town,
Kunshan City,Jiangsu Province
(86)512-3686-1556
Units 3,4,7,8 Metrococo Export Corp Laguna -
Lemtech Philippine Thermal
Technopark Building 1A, Phase 1, Laguna
System Inc. Technopark Sez 105 Industry Road Don Jose City of
Santa Rosa Laguna, Philippines
Aapico Lemtech (Thailand) Co.,
161 Moo.1, Tambol Banlane, Amphur Bang-Pa-In
(66)0-81-852-4493

Ltd.


Phranakhornsri Ayutthaya 13160
Lemtech
Electronics


Building A2, No. 8, Baixuexin Road, Shajiabang
Technology (Changshu) Co., (86)512-3686-1556

Town, Changshu City, Jiangsu Province
Ltd.

III. Name, Address, Website and Telephone of the Stock Transfer Agency: CTBC BANK CO., LTD. Transfer Agency Department

CTBC BANK CO., LTD. Transfer Agency Department Website: http://www.ctbcbank.com Address: 5F., No. 83, Sec. 1, Chongqing S. Rd., Taipei City Tel: (886)2-6636-5566

  • IV. Names, Accounting Firm, Address, Website and Telephone of the CPAs Auditing and Certifying the Financial Report of the Most Recent Year

Website:

CPAs: Lee, Li-Huang, Chih, Jui-Chuan

CPA Firm: Deloitte & Touche

http://www.deloitte.com.tw Tel: (886)2-2725-9988

Address: 20F., No. 100, Songren Road, Xinyi District, Taipei City

  • V. Name of the Trading Place Where Overseas Securities are Listed for Trading and Methods to Inquire About the Overseas Securities Information: None.

VI. Company Website: http://www.lemtech.com

VII. List of Board Members

Title Name Nationality Major academic (work) experience
Chairman Hsu, Chi-
Feng
Republic of
China
Vice Manager of Manufacturing Department of Li Yao Industrial Co.,
Ltd.
Vice General Manager of Wei Yao Industrial (Shareholding) Co., Ltd.
Changhua Yang-MingMiddleSchool
Vice
Chairman
Chan Kim
Seng
Maurice
Singaporean Diploma in Management Studies (Singapore Institute of
Management)
Manager of Project Department of Amtek Engineering Ltd, CA SBU
General Manager of Kunshan Eson Precision Engineering Co., Ltd.
National Trade Certificate Grade 1 in Precision Press Tool & Die
Making (Precision Engineering Institute of Singapore)
Master Craftsman Certificate in Precision Press Tool & Die Making
(Economic Development Board ofSingapore)
Director Ye, Hang Mainland
China
Director of Mould Design Department of Amtek Engineering Ltd,
CA SBU
Manager of Business Department of Kunshan Eson Precision
Engineering Co., Ltd.
ShanghaiWorkersCollege for Mechanotronics
Director Tan, Yong Mainland
China
Head of Mould Department of Shanghai Pioneer Speakers Co., Ltd.
Sales Director of Shanghai Chin Jih Metal Products Co., Ltd.
Shanghai Machine Tool Electric Appliance Plant TechnicalSchool
Independent
Director
Yang, Rui-
Long
Mainland
China
Instructor of Teaching and Research Office of Economics
Department of Jiangsu Administration Institute
Master of Economics in the RenminUniversityofChina
Independent
Director
Yu, Chi-Min Republic of
China
Director General of Taiwan Cure Law Association
Director of Electronic Computer Center of Soochow University
Vice General Manager of Eastern Multimedia Group
Doctor ofSouthern Methodist in Law andScience of Law
Independent
Director
Lee, Wei-
Ming
Republic of
China
General Manager/Consultant of Kang Chu International Co., Ltd.
Consultant/Deputy General Manager and Chief Financial Officer of
C-techon International Co., Ltd.
Bachelor ofSchool of Business of National TaiwanUniversity

Contents

Contents
Chapter 1. Letter to Shareholders ········································································ 1
Chapter 2. Company Introduction ······································································· 6
I. Date of Incorporation ············································································· 6
II. Company Overview ··············································································· 6
III. Group Structure ···················································································· 9
IV. Risks Items ························································································· 9
Chapter 3. Corporate Governance Report ······························································ 10
I. Organizational System ············································································ 10
II. Information on Directors, General Managers, Deputy General Managers, Assistant
Managers, and Heads of Departments and Branches ·········································· 12
III. Remuneration for Directors, General Managers and Deputy General Managers in
Most Recent Year ·················································································· 17
IV. Implementation of Corporate Governance ····················································· 24
V. Information on CPA Fees ········································································· 48
VI. Information Regarding Replacement of CPAs ················································· 49
VII. The Company's Chairman, General Manager, or any manager in charge of finance
or accounting operations who has, in the most recent year, held a position at the
accounting firm of its CPA or at a related company ··········································· 49
VIII. Equity transfer or changes to equity pledge of Directors or Managers holding more
than ten percent (10%) of company shares during the year prior to the publication
date of this report ·················································································· 49
IX. Relationship information, if among the Company's ten largest shareholders any one is
a related party or a relative within the second degree of kinship of another ··············· 50
X. Number of Shares Held and Combined Shareholding Ratio in the Same Reinvested
Business by the Company, the Company's Directors, Managers, and Companies
Directly or Indirectly Controlled by the Company ············································ 51
Chapter 4. Capital Overview ············································································· 52
I. Capital and Shares ················································································· 52
II. Corporate Bonds ··················································································· 60
III. Preferred Shares ··················································································· 61
IV. Overseas Depository Receipt ···································································· 61
V. Status of Employee Stock Option ······························································· 61
VI. New Restricted Employee Shares ······························································· 61
VII. Issuance of New Shares in Connection with Mergers or Acquisitions or with
Acquisitions of Shares of Other Companies ··················································· 61
VIII. Implementation of Capital Utilization Plan ···················································· 61
Chapter 5. Operation Highlights ········································································· 62
I. Business Activities ················································································ 62
II. Analysis of the Market as well as Production and Marketing Situation ···················· 77
III. The Number of Employees in the Most Recent Two Years as of the Publication Date
of the Annual Report ·············································································· 85
IV. Disbursements for Environmental Protection ·················································· 86
V. Labor Relations ···················································································· 86
VI. Important Contracts ··············································································· 89
Chapter 6. Financial Information ········································································ 90
I. Condensed Balance Sheets and Statement of Comprehensive Income for the Past 90
Five Fiscal Years ···················································································
II. Financial Analysis for the Past Five Fiscal Years ·············································· 93
III. Supervisors' Committee Report for the Most Recent Fiscal Year's Financial Statement 95
IV. Financial Statements of the Most Recent Fiscal Year ········································· 96
V. Company's Individual Financial Statement of the Most Recent Fiscal Year Audited 96
and Certified by CPAs ············································································
VI. The Company shall Disclose the Impact on Financial Status in Case of Any financial
Difficulties Experienced by the Company and its Affiliated Companies during the
Most Recent Year up to the Publication Date of this Annual Report ························ 96
Chapter 7. Review and Analysis of the Company's Financial Position and Financial 97
Performance, and Listing of Risks ·························································
I. Financial Position ················································································· 97
II. Financial Performance ············································································ 98
III. Cash Flow ·························································································· 99
IV. Effect Upon Financial Operations of Any Major Capital Expenditures During the
Most Recent Fiscal Year ·········································································· 100
V. Company Reinvestment Policy for the Most Recent Fiscal Year, Main Reasons for
Profits/Losses Generated Thereby, Plan for Improving Re-investment Profitability,
and Investment Plans for Coming Year ························································· 100
VI. Risks Items ························································································· 102
VII. Other Important Matters ·········································································· 107
Chapter 8. Special Disclosure ············································································ 108
I. Information on the Company Affiliates ························································· 108
II. In the Most Recent Year as of the Publication Date of the Annual Report,
Any Private Placement of Securities ···························································· 113
III. Holding or Disposal of the Company's Shares by the Company's Subsidiaries in the
Most Recent Year as of the Publication Date of the Annual Report ························· 113
IV. Other Necessary Additional Information ······················································· 113
V. Any Material Differences from the Rules of Taiwan, China in Relation to the
Protection of Shareholders' Equity ······························································ 114
VI. In the Most Recent Year as of the Publication Date of the Annual Report, if There an
Issue of Significant Impact on Shareholders' Equity or Securities Prices as Stipulated
in Subparagraph 2 of Paragraph 2 of Article 36 of the Securities Exchange Act ·········· 119

Chapter 1 Letter to Shareholders

Dear shareholders,

A whirlwind of uncertainty landed on us in 2020. As the COVID-19 pandemic took a heavy toll on the global economy, it changed people's lifestyles once again. People started to keep away from crowded activities and occasions or rethink and put more emphasis on environmental issues such as coexistence between humans and nature. In the wake of the pandemic, home quarantine, working from home arrangements or remote learning profited most companies in Taiwan's electronics industry. It not only created new industries and supply and demand imbalances but also reshuffled the transportation system. For the Company, the overall changes caused by the COVID-19 pandemic came at a fortunate time. Despite the fact that our revenue plummeted in the first quarter of 2020 as economic activity screeched to a halt, the global market started to recover in the second quarter. With our sports products reporting growth in the second half of 2020, we became more determined to seize this opportunity for diversification and more confident of turning this opportunity into growth or transformation.

Due to the pandemic, the stay-at-home economy emerged in 2020. Indoor sports at home became a trend and was also one of the growth momentums of the Company. In the second half of 2020, the business also returned to normal in the auto industry thanks to the restoration of confidence. On the whole, revenue has shown YoY growth since the second half of 2020. We are confident that we will continue to grow in 2021.

In 2021, the business strategies will focus on diversifying industries and operations in the light of the overall market, the existing product portfolio, and customer needs and investing in the development of new products that are in great demand in the post-pandemic era. The Company followed the strategic goals set last year, including increasing operational flexibility in response to the business changes facing the new ecology of clients, making cross-border investments, recruiting managerial officers, and building diversity in the workplace.

After the settlement done by the accountants, the Company's revenue in 2020 reached NT$5.47 billion, an 8% increase from NT$5.04 billion in 2019; with a decrease in operating expenses due to the COVID-19 pandemic, the Company's profit increased sharply by NT$192 million, or 73%, from the previous year.

  • 1 -

  • I. 2020 Business Report

  • (I) Implementation results of the business plan

Unit: Thousand NTD

Year
Item

2020
2019 Amount of
increase
(decrease)
Change by
percentage (%)
Net operating revenue
Operatingcosts
5,471,250
4,190,903

5,042,657

4,011,648
428,593
179,255
8.50
4.47
Gross profit
Operatingexpenses
1,280,347
595,086

1,031,009

637,126
249,338
(42,040)
24.18
(6.60)
Net operating income
Non-operating income and
expenses
685,261
(42,244)

393,883

(57,025)
291,378
14,781
73.98
(25.92)
Net income before tax
Less: Income tax expenses
643,017
188,094

336,858

74,519
306,159
113,575
90.89
152.41
Net income for thisperiod 454,923
262,339
192,584 73.41

Analysis on the change of amount of increase/decrease:

  • (1) Increase in operating revenue: Mainly caused by the increasing shipment demands from sports products and stay-at-home.

  • (2) Increase in operating costs: As operating revenue increases, costs also increase.

  • (3) Increase in gross profit: Mainly caused by selling slow-moving instrument and cellphone material faster so that we have a little increase in margin.

  • (4) Decrease in operating expenses: Due to strengthening the handle of over-due accounts receivable and reversal of bad debt to produce profit.

  • (5) Increase in net operating income: mainly due to increase in operating revenue and cost management.

  • (6) Decrease in non-operating expenses: Due to subsidies in this period is more than those in the previous period.

  • (7) Increase in net income before tax: Mainly due to the increase in net operating income.

  • (8) Increase in income tax expenses: Mainly due to the additive Lemtech branch hasn’t had tax preference, causing the increase in income tax expenses.

  • (9) Increase in net income for this period: Mainly due to the increase in operating revenue and good in cost management.

  • (II) Analysis of financial revenues and expenditures and profitability: We focuses on enhancing the portfolio of products which generate higher gross profit, integrating client resources, strengthening cooperation with well-known enterprises. Our financial operations have been consistent and stable, and revenue and expenditures are in good condition.

  • 2 -

Unit: %

Unit: %
Item Year
2020
2019 Increase
(decrease)
Financial
structure
Ratio of liabilities to assets 59.44 68.35 -8.91
Ratio of long-term capital to fixed
assets

233.16
160.43 72.73
Debt service
ability
Current ratio 153.23 132.80 20.43
Quick ratio 128.65 105.17 23.48
Profitability Asset return ratio 7.70 5.37 2.34
Shareholders' equity return ratio 19.94 13.65 6.29
Basic earnings per share (NTD) 9.57 5.47 4.10

II. 2021 Business Plan

  • (I) Management guidelines

Regarding operation strategies, with the increase of group product lines and operating spots, we plan to build up technological ability in different manufacturer bases, and build up closer relationship with suppliers, in order to make the manufacturer bases in different regions more flexible and correspond to what customers need and order demand for enhancing backup system.

Sports product revenue not only becomes the biggest highlight this year, it will also be one of the major momentum in the coming years, which the company has planned this product line to be the major product. From observation in recent years, we can see 5G and automotive are the trends that Lemtech can take part in. Therefore, the company will put more efforts into development of related products and increase investment in Taiwan, devoting ourselves to build up completely self-make ability. It is also planned to go into industrial computer-related products to upgrade Lemtech overall technological ability and multi-field development.

  • (II) Major production and marketing policy

  • Continue to develop new technologies and enhance industrial competitiveness.

  • Accelerate the company's expansion in new product areas with the commissioning of new equipment.

  • Continuously strive to enhance the cost structure, improve internal management processes, increase production efficiency, reduce production costs, and boost market competitiveness.

III. Future Development Strategies of the Company

  • (I) The company will position itself as an all-round multi-field stamping component supplier, as the development will be centered on the research and development of mold technology, while the products will be diversified in different fields.

  • (II) Integrate the supply chain, span to other fields from the stamping production, and try some

  • 3 -

related upstream and downstream production to provide the clients with more integrated services.

  • (III) Increase the application of robots in production, and gradually change the current production method of automated production lines to reduce the dependence on labor, improve production efficiency, and ensure product quality.

  • (IV) Focus on and master the global technology, market progress and development trends, and increase investment in cloud technology applications.

  • (V) Actively expand client reach and market share.

  • (VI) Introduce strategic partners and initiate plans of mergers and acquisitions in a timely manner to accelerate the increase of competitiveness and step into new product areas.

  • (VII) Continue to strengthen corporate governance to pursue the sustainable development of the company.

  • (VIII)Implement stable financial plans to reduce the risk of fluctuation in external exchange rates.

  • IV. Impact on the Company due to Competition, Governmental Regulations, and Overall Operation Environment

  • (I) Impact of external competition

    1. With the increasingly fierce competition among newcomers in the industry, the pressure on the prices of products is increasing day by day. Under the pressure of fierce market competition, in addition to providing the products that have competitive advantages in prices, the company must still maintain the product quality.

    2. In order to respond to the gradually rising wage costs every year, the company must increase operating costs, develop automated equipment, and actively intervene in the clients' product development processes so that we may take these process factors into account during the stage of product design.

    3. Actively develop the company's own advantages, recognize the company's market positioning, avoid excessive and unnecessary competition, and maintain differences with competitors.

    4. Re-examine and find the best business scale for a single factory, and study new business models and organizational forms to maximize the company's operating efficiency.

  • (II) Impact of governmental regulations

    1. The company appoints qualified manufacturers to dispose of the waste generated after production. The company upholds its social responsibility and meets the relevant global environmental quality requirements.

    2. Regarding the amendments to the new laws and regulations, the company makes the best preparations and plans for shareholders' equity in advance to minimize the risk of uncertainty.

  • (III)Impact of overall operation environment

    1. From the point of view of market-related analysis reports, the global economic situation is still not ideal, and therefore, there is still the risk of uncertainty in operation. The company needs to be more careful to control the budget and reduce inventory, improve
  • 4 -

the better financial structure, and maintain close contact with the clients and suppliers. The company shall also maintain a sensitive market sense so as to reduce the risk of operation.

  1. In view of the uncertainty of the future budget, the company will strengthen the provision of the correct financial information for the decision-making units to make the soundest judgment, such as the balance point of profit and loss and capacity utilization rate, etc.

Finally, thank you again for your enthusiastic participation. We wish you all good health and good luck in the future.

Lemtech Holdings Co., Limited

Chairman Hsu, Chi-Feng

General Manager Hsu, Chi-Feng

Accounting Officer Lu, Chin-Yu

  • 5 -

Chapter 2 Company Introduction

  • I. Date of Incorporation

Lemtech Holdings Co., Limited (hereinafter referred to as "the Company") is mainly engaged in production and selling of precision metal dies and metal stamping. The Company was established in Cayman Island on Sep. 29, 2009 with several production and operating sites in Taiwan, Mainland China, Hongkong, Thailand, Czech and the Philippines in consideration of the Company's development. The Company also set an office in the USA to obtain more shares in the overseas market, strengthen the layout of the overseas business market in the European and American markets, so as to improve the Company's business performance.

Since its establishment, the Company has been focusing on mold manufacturing, process and improvement of heat dissipation devices and timely adjusted its operation and development trend to cope with the continuous change of market demand. By actively introducing advanced equipment, and continuously developing and upgrading its processing technology, the Company has successfully shifted from engineering processing to single-equipment continuous processing and combined equipment continuous processing technology using manipulator. At the same time, to cope with the customer demand, the Company has gradually shifted from single-piece production and manufacturing of products to the assembly and production of components. This has further improved the Company's competitiveness and profitability.

Consequently, the Company has the capability to set foot in automotive components and building materials products from the manufacturing of heat sink. In addition, the Company has also conducted market research and surveys, continuously improving its existing production processes, and developing products with higher value-added.

By virtue of its excellent mold development, design capabilities and precision stamping technology, the Company has built a variety of product lines and customer clusters. Currently, the Company's products can be applied in different industries such as information, communications, consumer electronics, household appliances, automobile industry, and construction industry. The Company serves different customers in different industries instead of focusing on a single product. This has effectively reduced the Company's business risk.

II. Company Overview

Date Important event
(1) Kunshan Lemtech was awarded with the prize of Best Supplier in 2011 of
Feb. 2012 Autoliv
(2) Kunshan Lemtech passed the green product system attestation carried out
byPEGATRON Unihan
The Hinge Division of Kunshan Lemtech passed the annual supervision and
MAR. 2012 verification of ISO9001:2008 conducted by AFAQ/BestCERT (or Bellcert?)
and the verificationof Panasonic, and became theirqualified supplier
(1) Kunshan Lemtech passed the annual supervision and verification of
ISO/TS16949:2009 conducted by AFAQ/BellCERT as well as the IATF
APR. 2012 verification
(2) Kunshan Lemtech established its Heat Dissipation Module Division
(3) Kunshan Lemtech passed the annual supervision and verification of
ISO14001:2004 conducted byAFAQ/BellCERT
  • 6 -
Date Important event
(4) Held a beam-raising ceremony in the new factory of Kunshan Lemtech in
Weita Rd., Changp'u
(5) Kunshan Lemtech implemented theEasyFlow electronic approvalsystem
(1) The Module Division of Kunshan Lemtech passed the examination of
Wistron and became its qualified supplier
(2) Kunshan Lemtech received RMB 700,000 of tax refunds from R&D
MAY 2012 expenses
(3) Kunshan Lemtech was awarded the bonus granted by Kunshan
Government of Jiangsu Province, China for excellent enterprise listing in
Taiwan.The bonus wasRMB 2,500,000andreceived
JUN. 2012 Kunshan Lemtech was awarded the prize of Best Overseas Partner of Furukawa
Electric
JUL. 2012 Kunshan Lemtech passed the examination of Google and became its qualified
supplier
SEP. 2012 Kunshan Lemtech successfully organized a company-wide fire drill
(1) Kunshan Lemtech was awarded the prize of Morse TEC Excellent
NOV. 2012 Supplier in 2012 of BORGWARNER
(2) Proceeded SEOand successfullyraisedNT$215million
DEC. 2012 The new factory of Kunshan Lemtech in Changp'u passed the construction
completion approval
JAN. 2013 Kunshan Lemtech was awarded the prize of Excellent Supplier in 2012 of
Autoliv
Established the company Aapico Lemtech (Thailand) Co., Ltd. jointly with
MAR. 2013 Aapico, a major listed company in Thailand engaging in automobile parts, in
order to expandits overseas operating pointsandaddnew customers
MAY 2013 Subsidiary company Lemtech USA INC. was established in the USA to
expand the overseasmarket
MAY 2013 The factory of Kunshan Lemtech in Changp'u was formally put into operation
MAY 2013 The new factory of Kunshan Lemtech in Changp'u passed the
ISO/TS16949:2009attestationcarried outbyAFAQ/BellCERT
JAN. 2014 Kunshan Lemtech was awarded the prize of Excellent Supplier in 2013 of
Autoliv
FEB. 2014 Kunshan Lemtech won the Best Quality Award in 2013 of TRW (Shanghai)
MAR. 2014 The new factory of Kunshan Lemtech in Changp'u passed the ISO14001
Environment managementsystem attestationcarried outbyAFAQ/BellCERT
APR. 2014 Issued its first domestic unsecured convertible corporate bonds in 2014
MAY 2014 Established its subsidiary company Lemtech Technology Limited in Hongkong,
to adjust thegroup's organizational function
SEP.2014 Awarded the Golden Peak Prize of 16thSessionofOEMA
JAN. 2015 Kunshan Lemtech was awarded the prize of Excellent Supplier in 2014 of
Autoliv
(1) Lemtech Technology Limited established Jimao Lemtech Co., Ltd.
(Taiwan) jointly with Jimao Precision Co., Ltd., to cope with the technology
APR. 2015 development of server heat dissipation products, mutually benefiting two
parties in revenues and technologies
(2) Kunshan LemtechwontheFujitsuTenQualityExcellenceAwardin 2014
MAY 2015 Listed in stock exchange on May 21, 2015
JUN. 2015 Won the Golden Torque Prize of 12th Session of OEMA
  • 7 -
Date Important event
OCT. 2015 Kunshan Lemtech sold 10% of its equities to Friendly Holdings (HK)
NOV. 2015 Cancel the buyback treasury stock; after capital reduction, the Company's paid-
up capitalwasNT$ 395,410,000
(1) Lemtech Technology transferred its equities to Kunshan Lemtech (original
DEC. 2015 shareholder was Super Solution)
(2) Lemtech USA transferred its equities to Kunshan Lemtech (original
shareholderwas SuperSolution)
JAN. 2016 Kunshan Lemtech was awarded the prize of Excellent Supplier in 2015 of
BORGWARNER
MAR. 2016 Kunshan Lemtech was awarded the prize of Best Service Supplier in 2015 of
TRW (Shanghai)
(1) Established its subsidiary, Lemtech Industrial Services Ltd, in Samoa as its
APR. 2016 operation management institution
(2) Kunshan Lemtech was renamed as "Kunshan LemTech Precision
Engineering Co.,Ltd."
(1) Lemtech Global Solution Co. Ltd. established Lemtech AMP Limited
(Seychelles) jointly with Ch'engkuan Enterprise (Limited) Company by
MAY 2016 pooling of capital, for marketing and selling of new type fire extinguishers
and highway guardrails made of plastic steel materials
(2) Super Solution Co., Ltd. was renamed as "Lemtech Global Solution Co.
Ltd."
(1) Kunshan Lemtech was renamed as "LemTech Precision Material (China)
Jul. 2016 Co., Ltd."
(2) LemTech Precision Material won the Global Excellent Supplier Award in
2015 of BORGWARNER
(1) Established its subsidiary "Kunshan Lemtech Slide Technology Co., Ltd."
in Mainland China for more product diversification and layout expansion in
the field of server
Aug. 2016 (2) Established its subsidiary "New Fortune Global Limited" in Samoa, for
considerations of the group's investment architecture and flexibility
(3) LemTech Precision Material passed the customer's VDA 6.3 process
verificationconducted byThyssenkrupp
(1) Established its subsidiary Lemtech Precision Material (Czech) s.r.o. in
Sep. 2016 Czech, in order to strengthen its global layout and tax incentive
(2) LemTech Precision Materialwon theBest Partner Award of Pollmann
Oct. 2016 LemTech Precision Material signed a strategic cooperation agreement with
Pollmann
(1) LemTech Precision Material launched its ISO14001 environmental
JAN. 2017 management system revision activity
(2) LemTech Precision Material won the Quality Excellence Award in 2016 of
BORGWARNER
MAR. 2017 LemTech Precision Material passed ISO3834 and ISO14554 international
welding attestation
APR. 2017 LemTech
Precision
Material
passed
ISO14001:2015
environmental
managementsystem revision attestation
OCT. 2017 LemTech
Precision
Material
launched
its
project
for
updating
ISO/TS16949:2009toIATF16949:2016
(1) LemTech Precision Material completed the decoration of its second-phase
NOV. 2017 plant and formally put it into operation
(2)LemTechCzechpassedISO9001:2015 qualitymanagement attestation
DEC. 2017 LemTech Precision Material won the Best Partnership Award in 2017 of
BORGWARNER
  • 8 -
Date Important event
JAN. 2018 LemTech Precision Material won the General Manager Award in 2017 of TRW
(Wuhan)
MAY 2018 LemTech Precision Material passed IATF16949:2016 automobile quality
system revisionattestation
JUL. 2018 Issued its second domestic unsecured convertible corporate bonds in 2018
OCT. 2018 The group redeemed 10% of equities in LemTech Precision Material
(1) Bought the land located in Huaya Section, Guishan District, Taoyuan to build
a factory, in order to meet customers' requirements and spread the risks
NOV. 2018 arising from centralized production in one area
(2) Lemtech Global Solution Co. Ltd. bought 50% of equities of Jimao Lemtech
(Taiwan),to copewith thegroup's operationplan and future development
(1) Taiwan branch is set up to cope with the needs of its business development
(2) Invested in an electroplate factory in Mainland China "Zhenjiang Emtron
JAN. 2019 Surface Treatment Limited" in order to ensure the stability of its production
and supply chain of automobile parts in Mainland China and improve the
gross profits ofproducts
JUN. 2019 Established a subsidiary "Lemtech Cooling System Limited" in Hongkong, for
consideration of the group's structure and needs of expansion flexibility in future
(1) Established a subsidiary "Lemtech Philippine Thermal System Inc." in the
Philippines, for consideration of expanding operation sites and obtaining
JUL. 2019 more business orders in the Philippines
(2) "Lemtech Energy Solutions Corporation" completed equity transfer and
became a subsidiary ofthe group
Established its subsidiary "Kunshan Lemtech Electronics Technology Co., Ltd."
OCT. 2019 in Mainland China, for consideration of its group structure and plans on heat
dissipationbusiness
Established a subsidiary "Lande Electronic Technology (Changshu) Co.,
SEP. 2020 Ltd." in Mainland China to consider increasing the production capacity
of cooling products

Note: In July 2016, Kunshan Lemtech was renamed as Lemtech Precision Material.

III. Group Structure: Please refer to #page 108# in this annual report.

IV. Risk Matters: Please refer to #pages 103 to 107# in this annual report.

  • 9 -

Chapter 3 Corporate Governance Report

  • I. Organizational System

  • (I) The Company's organization structure

==> picture [394 x 231] intentionally omitted <==

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

Board of
Shareholders
Audit Committee
Board of Directors
Remuneration
Committee
Audit Room
General Manager
Operation Business Financial Management
Department Department Department
----- End of picture text -----

  • (II) Functions of major departments
Department Functions
Audit
Committee
(1) Sets or revises the internal control system according to requirements
under Article 14-1 of the Securities and Exchange Act.
(2) Evaluation of the effectiveness of an internal control system.
(3) Adoptions or amendments, pursuant to Article 36-1 of the Securities and
Exchange Act, of handling procedures for financial or operational
actions of material significance, such as acquisition or disposal of assets,
derivatives trading, extension of capital loans to others, or endorsements
or guarantees for others.
(4) Matters involving the personal interest of directors.
(5) Material asset or derivatives transactions.
(6) Material capital loans, endorsements, or provisions of guarantees.
(7) The offering, issuance, or private placement of any equity-type
marketable securities.
(8) The appointment, dismissal, or compensation of CPA.
(9) The appointment or dismissal of financial, accounting, or internal audit
officers.
(10) consolidation of annual and semi-annual financial reports.
(11) Other significant matters as required by the Company or the competent
authority.
Remuneration
Committee
(1) Establishes and periodically reviews compensation policies, system,
standards, and structure, as well as the performance evaluation of
directors and managers.
(2) Periodically evaluates and establishes compensations for directors and
managers.
  • 10 -
Department Functions
General
Manager
Decision-making personnel at the highest management level who is
responsible for monitoring business operation and implementation, as well
as executingthe resolutions of the Board of Directors.
Audit Room Responsible for auditing, maintenance, improvement, and proposing
suggestions on internal control system. Assists each unit to solve problems,
improve work and enhance workingefficiency.
Management
Department
Responsible for management of the Company's personnel, general affairs,
security, information and customs affairs management, planning for the
Board meetings, and management and execution of the convening of the
shareholders' meeting and stock affairs (in accordance with the "Rules of
Procedure oftheBoard of Directors").
Financial
Department
Responsible for the management of the Company's investment and working
capital, processing of production and sales cost accounting matters,
preparation of financial statements and administration of tax affairs.
Operation
Business
Department
Responsible for the executions of the Board of Directors' decisions on
investment, branch establishment and operation strategies in Taiwan, China,
Hong Kong, Thailand, the Philippines, the U.S., Czech Republic, etc.; the
operation and management of companies in Taiwan, China, Hong Kong,
Thailand, the Philippines, the U.S., Czech Republic, etc. are carried out by
themanagement teamsincorresponding companies.
  • 11 -

  • II. Information on Directors, General Managers, Deputy General Managers, Assistant Managers, and Heads of Departments and Branches

  • (I) Directors

1. Information on directors

Apr. 30, 2021 Unit: Thousand shares; % Apr. 30, 2021 Unit: Thousand shares; % Apr. 30, 2021 Unit: Thousand shares; % Apr. 30, 2021 Unit: Thousand shares; % Apr. 30, 2021 Unit: Thousand shares; %
Title Nationality Name Gender
Date
elected
Term
(years)
Date first
elected
Shareholding
when elected
Current
shareholding
Spouse & minor
current
shareholding

Shareholding by
nominees
Experience (education) Other position concurrently held at the Company
or other companies
Executives, directors
or supervisors who
are spouses or within
the second degree of
kinship

Remarks
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Title Name Relationship
Chairman Republic
of China
Hsu,
Chi-Feng
Male 2018.06.11 3 2009.09.29
6,083

15.38
7,289 13.40 - - - - Vice Manager of Manufacturing
Department of Li Yao Industrial Co.,
Ltd.
Vice General Manager of Wei Yao
Industrial (Shareholding) Co., Ltd.
Changhua Yang-Ming Middle School
Chairman and General Manager of the Company.
Director of Lemtech Global Solution Co. Ltd.
Chairman of LemTech Precision Material (China) Co.,
Ltd.
Chairman and General Manager of LDC Precision
Engineering Co., Ltd.
Director of Lemtech Technology Limited
Director of Aapico Lemtech (Thailand) Co., Ltd.
Director of Lemtech USA INC.
Director of Lemtech Industrial Services Ltd
Chairman of Kunshan Lemtech Slide Technology Co.,
Ltd.
Director of Zhenjiang Emtron Surface Treatment
Limited
Chairman of Lemtech Energy Solutions Corporation
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Director of Lemtech Electronics Technology
(Changshu) Co.,Ltd.

None
None None Note 1
Vice
Chairman
Singaporean
Chan
Kim Seng
Maurice

Male
2018.06.11 3 2009.09.29
4,329

10.95
5,101 9.38 - - - - Diploma in Management Studies
(Singapore Institute of Management)
Manager of Project Department of
Amtek Engineering Ltd, CA SBU
General Manager of Kunshan Eson
Precision Engineering Co., Ltd.
National Trade Certificate Grade 1 in
Precision Press Tool & Die Making
(Precision Engineering Institute of
Singapore)
Master Craftsman Certificate in
Precision Press Tool & Die Making
(Economic Development Board of
Singapore)
Vice Chairman and Business Director of the Company
Director of Lemtech Global Solution Co. Ltd.
Director of LemTech Precision Material (China) Co.,
Ltd.
Director of Aapico Lemtech (Thailand) Co., Ltd.
Director of Zhenjiang Emtron Surface Treatment
Limited
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Supervisor of Lemtech Energy Solutions Corporation
Supervisor of Kunshan Lemtech Slide Technology
Co., Ltd.
Director of Lemtech Electronics Technology
(Changshu) Co.,Ltd.
None None None
  • 12 -
Title Nationality Name Gender Date
elected
Term
(years)
Date first
elected
Shareholding
when elected
Shareholding
when elected
Current
shareholding
Current
shareholding
Spouse & minor
current
shareholding
Spouse & minor
current
shareholding

Shareholding by
nominees

Shareholding by
nominees
Experience (education) Other position concurrently held at the Company
or other companies
Executives, directors
or supervisors who
are spouses or within
the second degree of
kinship
Executives, directors
or supervisors who
are spouses or within
the second degree of
kinship
Executives, directors
or supervisors who
are spouses or within
the second degree of
kinship

Remarks
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Title Name Relationship
Director Mainland
China
Ye,
Hang
Male 2018.06.11 3 2009.09.29
4,217

10.66
4,990 9.18 - - - - Director of Mould Design Department
of Amtek Engineering Ltd, CA SBU
Manager of Business Department of
Kunshan Eson Precision Engineering
Co., Ltd.
Shanghai Workers College for
Mechanotronics
Director and Chief Technology Officer (CTO) of the
Company
Director of Lemtech Global Solution Co. Ltd.
Director of LemTech Precision Material (China) Co.,
Ltd.
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Director of Lemtech Electronics Technology
(Changshu) Co.,Ltd.
None None None
Director Mainland
China
Tan,
Yong
Male 2018.06.11 3 2009.11.24 1,744
4.41
2,013 3.70 - - - - Head of Mould Department of
Shanghai Pioneer Speakers Co., Ltd.
Sales Director of Shanghai Chin Jih
Metal Products Co., Ltd.
Shanghai Machine Tool Electric
AppliancePlant TechnicalSchool
Director of the Company
Director and General Manager Special Assistant for
Factory Affairs of LemTech Precision Material (China)
Co., Ltd.

None
None None
Independent
Director

Mainland
China
Yang,
Rui-Long
Male 2018.06.11 3 2009.11.24 - - - - - - - - Instructor of Teaching and Research
Office of Economics Department of
Jiangsu Administration Institute
Master of Economics in the Renmin
University ofChina
Independent Director of the Company
Professor of School of Economics in Renmin
University of China
None None None
Independent
Director

Republic
of China
Yu,
Chi-Min
Male 2018.06.11 3 2010.06.17
-
- - - - - - - Director General of Taiwan Cure Law
Association
Director of Electronic Computer Center
of Soochow University
Vice General Manager of Eastern
Multimedia Group
Doctor of Southern Methodist in Law
and Science of Law

Independent Director of the Company
Associate Professor of the Department of Law of
Soochow University
Secretary-general of Taiwan Technology Industry
Legal Officers Association
Arbitrator of Chinese Arbitration Association, Taipei
Director of EasyCard Corporation
Independent Director of Syncomm Technology
Corporation
None None None
Independent
Director

Republic
of China
Lee,
Wei-Ming
Male 2018.06.11 3 2010.06.17
-
- - - - - - - General Manager/Consultant of Kang
Chu International Co., Ltd.
Consultant/Deputy General Manager
and Chief Financial Officer of C-
techon International Co., Ltd.
Bachelor of School of Business of
National TaiwanUniversity
Independent Director of the Company
Group Business Administration Consultant of Lightel
Technologies, Inc.
None None None
Note 1: If the chairman of the Company is the same person, spouse or relative of first degree as the general manager or the person holding equivalent position (top manager), he/she shall explain the reasons,
rationality, necessity, corresponding measures (such as increasing the number of independent directors, keeping more than half of the directors not concurrently serving as employees or managers, etc.)
and other related information: The Chairman and General Manager of the Company are the same person to facilitate the integration of the group’s decision-making and operation. For the purposes of
corporate governance and compliance with in accordance with relevant laws and regulations, the Board has resolved on March 31, 2021 to appoint Ricky Eu as the General Manager of the Company and
release Chairman Hsu, Chi-Feng from General Manager, effective on July 1, 2021. Additionally, the Company plans to increase the number of independent directors and directors in the reelection of the
Board of Directors at the shareholders' meeting, and half of the directors are not served as employees or managers concurrently.
  • 13 -

2. Professional qualification and independence of directors

Qualification
Name
Meets one of the following professional qualifications, with at least five
years of work experience
Meets one of the following professional qualifications, with at least five
years of work experience
Meets one of the following professional qualifications, with at least five
years of work experience
Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Number of
other public
companies
where the
individual
concurrently
serves as an
independent
director
An instructor or
higher position in a
department of
commerce, law,
finance, accounting,
or other academic
department related
to the business
needs of the
Company in a
public or private
junior college,
college or university

A judge, public
prosecutor, attorney,
certified public
accountant, or other
professional or
technical specialist
who has passed a
national examination
and has been awarded a
certificate in a
profession necessary
for the business of the
Company

Has work experience in the
areas of commerce, law,
finance, or accounting, or
otherwise necessary for the
business of the Company
1 2 3 4 5 6 7 8 9 10 11 12
Hsu, Chi-Feng 0
Chan Kim Seng
Maurice
0
Ye, Hang 0
Tan, Yong 0
Yang, Rui-Long 0
Yu, Chi-Min 1
Lee, Wei-Ming 0
  • Note 1: Please check "V" the corresponding boxes if the directors meet the following conditions during the two years prior to the nomination and during the term of office. ✓

  • (1) Not an employee of the Company or any of its affiliates.

  • (2) Not a director or supervisor of the Company or any of its affiliates. Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or is ranked in the top 10 in shareholdings.

  • (4) Not the managers listed in (1) or spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship listed in (2) and (3).

  • (5) Not a director, supervisor or employee of corporate shareholders who directly hold more than 5% of the total number of issued shares of the Company, rank top five in shareholding, or appoint a representative as a director or supervisor of the Company in accordance with Article 27-1 or 27-2 of the Company Act (Independent Directors of the Company and its parent company, subsidiary company or subsidiary company of the same parent company established in accordance with this Act or local laws shall not be subject to the provisions).

  • (6) Not concurrently a supervisor or employee of other companies controlled by the same person who serves as the director or holds more than half of voting shares of the Company (Independent Directors of the Company or its parent company, subsidiaries or subsidiaries of the same parent company established in accordance with this Act or local laws shall not be subject to this provision).

  • (7) Not a director (member), supervisor or employees of other companies or institutions for a person or spouse serving as the chairman, general manager or equivalent post of the Company (Independent Directors set up by the Company and its parent company, subsidiary company or subsidiary company of the same parent company in accordance with this Act or local laws shall not be subject to this provision).

  • (8) Not a director (member), supervisor, manager or shareholder holding more than 5% of the shares of a specific company or institution that has financial or business dealings with the Company (however, any specific company or institution holding more than 20% and less than 50% of the total number of issued shares of the Company and the directors concurrently serve as independent directors set up by the Company and its parent company, subsidiary company or subsidiary company of the same parent company in accordance with this Law or local laws shall not be subject to this provision).

  • (9) Not a professional, proprietorship, partnership, business owner of a firm or institution, partner, director (member), supervisor, manager and spouse of any of the above who provide commercial, legal, financial, accounting and other related services for the Company or its affiliated enterprises or had obtained no more than NT$500,000 cumulative remuneration in the past two years. However, members of the Remuneration Committee, public acquisition review committee, or the special committee of merger and acquisition who perform their functions and powers in accordance with the provisions of the Act or Business Mergers and Acquisitions Act and other relevant regulations shall not be subject to this provision.

  • (10) Does not have a marital relationship with, or a relative within the second degree of kinship with, any other director of the Company.

  • (11) Does not have a condition defined in Article 30 of the Company Act.

  • (12) The one who is elected is not a government agency, juristic person, or its representative as set forth in Article 27 of the Company Act of the R.O.C.

  • 14 -

(II) General managers, deputy general managers, assistant managers, and heads of departments and branches

Apr. 30, 2021 Unit: Thousand shares; %

Title Nationality Name Gender Date of
induction
Share s held Spouse & minor
shareholding
Spouse & minor
shareholding
Shareholding by
nominees
Shareholding by
nominees
Experience (education) Other position concurrently held at other companies Managers wh
spouses or with
second degree of
Managers wh
spouses or with
second degree of
o are
in the
kinship
Managers
obtained an
employee
stock option
certificate
(shares)


Remarks
Number of shares Shareholding
ratio
Number of shares Shareholding
ratio
Number of shares Shareholding
ratio
Title Name
Relationship
General
Manager
Republic
sof China
Hsu,
Chi-Feng
Male 2015.12 7,289 13.40 - - - - Vice Manager of Manufacturing Department of Li Yao
Industrial Co., Ltd.
Vice General Manager of Wei Yao Industrial
(Shareholding) Co., Ltd.
Changhua Yang-Ming Middle School
Director of Lemtech Global Solution Co. Ltd.
Chairman of LemTech Precision Material (China) Co., Ltd.
Chairman and General Manager of LDC Precision
Engineering Co., Ltd.
Director of Lemtech Technology Limited
Director of Aapico Lemtech (Thailand) Co., Ltd.
Director of Lemtech USA INC.
Director of Lemtech Industrial Services Ltd
Chairman of Kunshan Lemtech Slide Technology Co., Ltd.
Director of Zhenjiang Emtron Surface Treatment Limited
Chairman of Lemtech Energy Solutions Corporation
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Director of Lemtech Electronics Technology (Changshu) Co.,
Ltd.
None None None 0 Note 1
Business
Director
Singaporean
Chan Kim
Seng
Maurice

Male
2003.10 5,101 9.38 - - - - Diploma in Management Studies (Singapore Institute of
Management)
Manager of Project Department of Amtek Engineering
Ltd, CA SBU
National Trade Certificate Grade 1 in Precision Press
Tool & Die Making (Precision Engineering Institute of
Singapore)
Master Craftsman Certificate in Precision Press Tool &
Die Making (Economic Development Board of
Singapore)
Director of Lemtech Global Solution Co. Ltd.
Director of LemTech Precision Material (China) Co., Ltd.
Director of Aapico Lemtech (Thailand) Co., Ltd.
Director of Zhenjiang Emtron Surface Treatment Limited
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Supervisor of Lemtech Energy Solutions Corporation
Supervisor of Kunshan Lemtech Slide Technology Co., Ltd.
Director of Lemtech Electronics Technology (Changshu) Co.,
Ltd.
None None None 0
Chief
Technology
Officer
(CTO)

Mainland
China
Ye, Hang Male 2020.05 4,990 9.18 - - - - Director of Mould Design Department of Amtek
Engineering Ltd, CA SBU
Shanghai Workers College for Mechanotronics
Director of Lemtech Global Solution Co. Ltd.
Director of LemTech Precision Material (China) Co., Ltd.
Director of Lemtech Precision Material (Czech) s.r.o.
Director of Lemtech Cooling System Limited
Chairman of Lemtech Philippine Thermal System Inc.
Director of Lemtech Electronics Technology (Changshu) Co.,
Ltd.
None None None 0
Marketing
Director
Malaysia Murali
Nair
Male 2013.02 - - - - - - Embatech Sdn Bhd (General Manager)
Circuit Sales Inc (CSI) (Business Development and
Strategy Consultant)
Bachelor of Science Degree (Honors), University of
Bradford, United Kingdom
Diploma in Engineering, German Singapore Institute,
Singapore
None None None None 0
  • 15 -
Title Nationality Name Gender Date of
induction
Share s held Spouse & minor
shareholding
Spouse & minor
shareholding
Shareholding by
nominees
Shareholding by
nominees
Experience (education) Other position concurrently held at other companies Managers wh
spouses or wit
second degree of
Managers wh
spouses or wit
second degree of
o are
hin the
kinship
Managers
obtained an
employee
stock option
certificate
(shares)


Remarks

Number of shares
Shareholding
ratio
Number of shares Shareholding
ratio
Number of shares Shareholding
ratio
Title Name
Relationship
Financial
and
Accounting
Manager

Republic of
China

Lu,
Chin-Yu
Male 2015.12 20 0.04 - - - - Audit Team Leader of Ernst & Young
Business Financial Service Assistant Manager and
Business Manager of Standard Chartered Bank
Part-time Lecturer of Mackay Medicine, Nursing and
Management College
Master of International Finance of the University of
Essex
None None None None 0

Note 1:If the chairman of the Company is the same person, spouse or relative of first degree as the general manager or the person holding equivalent position (top manager), he/she shall explain the reasons, rationality, necessity, corresponding measures (such as increasing the number of independent directors, keeping more than half of the directors not concurrently serving as employees or managers, etc.) and other related information: The Chairman and General Manager of the Company are the same person to facilitate the integration of the group’s decision-making and operation. For the purposes of corporate governance and compliance with in accordance with relevant laws and regulations, the Board has resolved on March 31, 2021 to appoint Ricky Eu as the General Manager of the Company and release Chairman Hsu, Chi-Feng from General Manager, effective on July 1, 2021. Additionally, the Company plans to increase the number of independent directors and directors in the reelection of the Board of Directors at the shareholders' meeting, and half of the directors are not served as employees or managers concurrently.

  • 16 -

III. Remuneration for Directors, General Managers and Deputy General Managers in Most Recent Year 1. Remuneration to general directors and independent directors

Dec. 31, 2020 Unit: NT$1,000

Dec. 31, 2020 Unit: Dec. 31, 2020 Unit: NT$1,000
Title Name Remuneration Ratio of total
remuneration
(A+B+C+D) to net
income (%)
(Note 10)
Relevant remuneration received by directors who are also employees Ratio of total compensation
(A+B+C+D+E+F+G) to net
income (%)
(Note 10)

Compensation
from other
non-subsidiary
companies
reinvested by
the Company's
subsidiaries or
parent
company
(Note 11)
Remuneration (A)
(Note 2)
Severance pay and
pension (B)
Remuneration of
directors (C)
(Note 3)
Allowances (D)
(Note 4)
Salary, bonus and special
allowance (E)
(Note 5)

Retirement pension (F)
Employee rewards (G)
(Note 6)
The
Company
All
companies
listed in the
financial
statements
(Note 7)
The
Company
All
companies
listed in the
financial
statements
(Note 7)

The
Company

All
companies
listed in the
financial
statements
(Note 7)
The
Company

All
companies
listed in the
financial
statements
(Note 7)
The
Company

All
companies
listed in the
financial
statements
(Note 7)
The
Company
All
companies
listed in the
financial
statements
(Note 7)
The
Company
All companies
listed in the
financial
statements
(Note 7)

The Company
All companies listed\
in the financial
statements (Note 7)

The
Company
All companies
listed in the
financial
statements
(Note 7)
Cash
amount
Stock
amount
Cash
amount
Stock
amount
Director Hsu,
Chi-Feng
0 3,722 0 0 852 852 0 0 0.19% 1.00% 0 3,996 0 0 419 0 419 0 0.28% 1.97% None
Chan Kim
Seng Maurice
0 3,722 0 0 852 852 0 0 0.19% 1.00% 0 3,660 0 0 419 0 419 0 0.28% 1.90% None
Ye,
Hang
0 3,861 0 0 852 852 0 0 0.19% 1.03% 0 1,014 0 0 419 0 419 0 0.28% 1.35% None
Tan,
Yong
0 703 0 0 852 852 0 0 0.19% 0.34% 0 944 0 0 214 0 214 0 0.23% 0.60% None
Independent
Director
Yang,
Rui-Long
625 625 0 0 426 426 0 0 0.23% 0.23% 0 0 0 0 0 0 0 0 0.23% 0.23% None

Yu,
Chi-Min
677 677 0 0 426 426 0 0 0.24% 0.24% 0 0 0 0 0 0 0 0 0.24% 0.24% None
Lee,
Wei-Ming
677 677 0 0 426 426 0 0 0.24% 0.24% 0 0 0 0 0 0 0 0 0.24% 0.24% None
1. Please state the policy, system, standard and structure of remuneration for independent directors, and the correlation with the amount according to the responsibilities and duties of the independent directors, risks undertaken, time devoted and other factors:
The remuneration of independent directors of the Company will be determined on the basis of the director performance evaluation results submitted by the Remuneration Committee by reviewing the degree of participation and contribution of each director in the Company's operation.
The connection between performance risks and remuneration with the reference of remuneration standards of peers shall be submitted to the Board of Directors for resolution.
2. Other than disclosure in the above table, director remunerations received by providing services (e.g. providing consulting services as a non-employee) to companies in the financial statements in the most recent year: None.
  1. Please state the policy, system, standard and structure of remuneration for independent directors, and the correlation with the amount according to the responsibilities and duties of the independent directors, risks undertaken, time devoted and other factors: The remuneration of independent directors of the Company will be determined on the basis of the director performance evaluation results submitted by the Remuneration Committee by reviewing the degree of participation and contribution of each director in the Company's operation. The connection between performance risks and remuneration with the reference of remuneration standards of peers shall be submitted to the Board of Directors for resolution.

  2. Other than disclosure in the above table, director remunerations received by providing services (e.g. providing consulting services as a non-employee) to companies in the financial statements in the most recent year: None.

  3. 17 -

Range of Remuneration

Range of Remuneration Range of Remuneration Range of Remuneration Range of Remuneration
Range of remuneration paid to directors Name ofdirector
Total of (A+B+C+D) Total of (A+B+C+D+E+F+G)
The Company
(Note 8)
All companies included in the
financial statements
(Note 9) H
The Company
(Note 8)
All companies included in the
financial statements
(Note 9) I
Less than NT$1,000,000 Hsu, Chi-Feng, Chan Kim
Seng Maurice, Ye, Hang, Tan,
Yong
Yang, Rui-Long, Yu, Chi-Min,
and Lee, Wei-Ming,Tan,
Yong
- -
NT$1,000,000 (inclusive) to NT$2,000,000 (exclusive) Yang, Rui-Long, Yu, Chi-Min,
and Lee, Wei-Ming
- Hsu, Chi-Feng, Ye, Hang,
Chan Kim Seng Maurice,
Yang, Rui-Long, Yu, Chi-Min,
and Lee, Wei-Ming
Yang, Rui-Long, Yu, Chi-
Min, and Lee, Wei-Ming
NT$2,000,000 (inclusive) to NT$3,500,000 (exclusive) - - - Tan, Yong
NT$3,500,000 (inclusive) to NT$5,000,000 (exclusive) - Hsu, Chi-Feng, Chan Kim
Seng Maurice, Ye, Hang
-
-
NT$5,000,000 (inclusive) to NT$10,000,000 (exclusive) -
-
- Hsu, Chi-Feng, Chan
Kim Seng Maurice, and
Ye, Hang
NT$10,000,000 (inclusive) to NT$15,000,000 (exclusive) - - -
-
NT$15,000,000 (inclusive) to NT$30,000,000 (exclusive) - - - -
NT$30,000,000 (inclusive) to NT$50,000,000 (exclusive) - - - -
NT$50,000,000 (inclusive) to NT$100,000,000
(exclusive)
- - - -
More than NT$100,000,000 - - - -
Total 7 persons 7 persons 7 persons 7 persons
  • Note 1: The names of directors shall be listed separately (names of institutional shareholders and its representatives shall be listed separately), and general directors and independent directors shall be listed separately. The payment amounts shall be disclosed collectively. If a director concurrently serves as the General Manager or Deputy General Manager, the following table "Remuneration of General Managers and Deputy General Managers" shall be filled in.

Note 2: The amount of the remuneration paid to directors in the most recent year (including director's salaries, job remuneration, severance, bonuses, and incentives etc.).

Note 3: The amount of the remuneration paid to directors in the most recent year as approved by the Board of Directors shall be filled in.

Note 4: Business expenses paid out to directors in the most recent year (including transport, special expenses, various allowances, accommodation, vehicles, and provision of physical goods and services). If housing, vehicle or other means of transportation, or personal expenses are provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, disclose compensation paid to the driver in a note; however, do not calculate such as part of executive compensation.

  • Note 5: Salary, job-related allowances, separation pay, various bonuses, incentives, transportation allowance, special allowance, various allowances, accommodation allowance and driver allowance received by directors who concurrently serve as employees (including as General Manager, Deputy General Manager, other manager and an employee) in the most recent fiscal year. If housing, vehicle or other means of transportation, or personal expenses are provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, disclose compensation paid to the driver in a note; however, do not calculate such as part of executive compensation. In addition, any salary listed under IFRS 2 “Share-Based Payment”, including the warrants obtained by employees, restricted employee stocks and subscription of shares for cash capital increase, shall also be calculated in the remuneration.

  • Note 6: For directors who concurrently serve as employees (including General Managers, Vice General Managers, other managers, and employees) and receive remuneration of employees (including stock and cash) for the past year, disclose the amount of remuneration distributed to employees after being approved by the Board for the past year. For amounts that are unable to estimate, propose the distribution amount for the year based on the actual distribution made last year, and fill out Table 1-3.

  • Note 7: Please disclose the aggregate amount of the remuneration to the Company's directors from the companies included in the financial statements (including the Company).

Note 8: When the aggregate amount of the remuneration to the Company's directors is disclosed, the name of the director shall also be disclosed in the relevant interval.

Note 9: When the aggregate amount of the remuneration paid to the Company's directors from all companies in the financial statements (including the Company) is disclosed, the name of the director shall also be disclosed in the relevant interval. Note 10: Net profit after tax refers to the net profit after tax in the individual or parent company only financial statements in the most recent year.

  • Note 11: a. This column should disclose the amount of remuneration received by the directors of the Company from other non-subsidiary companies reinvested by the Company or parent company (if no, please fill in "None").

  • b. If the directors of the Company receive remuneration from other non-subsidiary companies reinvested by the Company or parent company, the amount of remuneration received by the directors from other non-subsidiary companies reinvested by this Company or parent company shall be combined into column I of the "Range of Remuneration" and this column shall be renamed as "Parent Company and All Investment Companies."

  • c. Remuneration refers to rewards, compensations (including compensation to company employees, directors or supervisors) and allowances from professional practice received by the director from other non-subsidiary companies reinvested by the Company or parent company for their services as directors, supervisors, or managers.

  • The remuneration disclosed in this table is different from the concepts stipulated in the Income Tax Act. The purpose of this table is for information disclosure, not taxation.

  • 18 -

2. Remuneration to supervisors: Not applicable (the Company has set up the Audit Committee to replace the supervisors).

3. Remuneration to General Managers and Deputy General Managers

Dec. 31, 2020 Unit: NT$1,000
Employee's remuneration (D)
(Note 4)
Ratio of total compensation
(A+B+C+D) to net income
(%) (Note 8)
Compensation
from other
non-subsidiary
Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000 Dec. 31, 2020 Unit: NT$1,000
Title Name Salary (A) (Note 2) Severance pay and
pension (B)
Bonus and allowances
(C) (Note 3)
Employee's remuneration (D)
(Note 4)
Ratio of total compensation
(A+B+C+D) to net income
(%) (Note 8)
Compensation
from other
non-subsidiary
The
Company
All
companies
included in
the financial
statements
(Note 5)
The
Company
All
companies
included in
the financial
statements
(Note 5)

The
Company
All
companies
included in
the financial
statements
(Note 5)
The Company All companies included in
the financial statements
(Note 5)

The
Company
All companies
included in the
financial
statements
(Note 5)

companies
reinvested by
the Company's
subsidiaries or
parent company
(Note 9)
Cash
amount
Stock
amount
Cash
amount
Stock
amount
General Manager Hsu,
Chi-Feng
0 3,121 0 0 0 875 559 0 559 0 0.12% 1.00% None
Business Director Chan Kim Seng
Maurice

0
3,091 0 0 0 568 559 0 559 0 0.12% 0.93% None
Chief Technology
Officer (CTO)
Ye,
Hang
0 643 0 0 0 371 559 0 559 0 0.12% 0.35% None
Marketing Director Murali Nair 0 3,836 0 0 0 311 559 0 559 0 0.12% 1.03% None
  • 19 -

Range of Remuneration

Range of Remuneration Range of Remuneration
Range of remuneration paid to the General Managers
and Deputy General Managers
Name of General Manager and Deputy General Manager
The Company
(Note 6)
All companies included in the financial statements
(Note 7) E
Less than NT$1,000,000 Hsu, Chi-Feng, Chan Kim Seng Maurice, Ye,
Hang, and Murali Nair
-
NT$1,000,000 (inclusive) to NT$2,000,000 (exclusive) - Ye, Hang
NT$2,000,000 (inclusive) to NT$3,500,000 (exclusive) - -
NT$3,500,000 (inclusive) to NT$5,000,000 (exclusive) - Murali Nair
NT$5,000,000 (inclusive) to NT$10,000,000 (exclusive) - Hsu, Chi-Feng, Chan Kim SengMaurice
NT$10,000,000 (inclusive) to NT$15,000,000 (exclusive) - -
NT$15,000,000 (inclusive) to NT$30,000,000 (exclusive) - -
NT$30,000,000 (inclusive) to NT$50,000,000 (exclusive) - -
NT$50,000,000 (inclusive) to NT$100,000,000 (exclusive) - -
More than NT$100,000,000 - -
Total 4 persons 4 persons
  • Note 1: The names of the General Managers and Deputy General Managers shall be listed separately and the amount of remuneration paid to them shall be disclosed collectively. If a director concurrently serves as the General Manager or Deputy General Manager, this table and the following table "Remuneration of General Directors and Independent Directors" shall be filled in.

  • Note 2: Please specify the salaries, duty allowances and severance paid to the General Managers and Deputy General Managers in the most recent year.

  • Note 3: Cash and non-cash compensations to the General Managers and Deputy General Managers in the most recent year, including bonus, reward, reimbursement of expenses, special allowances, various subsidies, housing and use of vehicle. If housing, vehicle or other means of transportation, or personal expenses are provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, disclose compensation paid to the driver in a note; however, do not calculate such as part of executive compensation. In addition, any salary listed under IFRS 2 “Share-Based Payment”, including the warrants obtained by employees, restricted employee stocks and subscription of shares for cash capital increase, shall also be calculated in the remuneration.

  • Note 4: It refers to compensation paid to the General Managers and Deputy General Managers (including stock and cash) approved by the Board of Directors in the most recent year; If such compensations cannot be estimated, an estimation for this year shall be calculated in proportion of the compensations paid last year and the amount shall be listed in Table 1-3.

  • Note 5: Total remuneration to the General Managers and Deputy General Managers of the Company from all the companies (including the Company) in the consolidated financial statements should be disclosed.

  • Note 6: Total remuneration paid to General Managers and Deputy General Managers by the Company shall be disclosed and the names of the General Managers and Deputy General Managers shall also be disclosed in the corresponding remuneration interval.

  • Note 7: Total compensation paid to General Managers and Deputy General Managers of the Company by all companies (including the Company) listed in the consolidated statement shall be disclosed. The names of the General Manager and Deputy General Managers shall also be disclosed in the corresponding compensation interval.

  • Note 8: Net income after tax refers to net income after tax listed in the individual and parent company only financial statements.

  • Note 9: a. This column should disclose the amount of remuneration paid to the General Managers and Deputy General Managers of the Company by other non-subsidiary companies reinvested by the Company or parent company (if no, please fill in "None").

  • b. If the General Managers and Deputy General Managers of the Company receive remuneration from other non-subsidiary companies reinvested by the Company or parent company, the remuneration received by the General Managers and Deputy General Managers of the Company from other non-subsidiary companies reinvested by the Company or parent company shall be included in Column E in the "Range of Remuneration," and the column heading shall be changed to "Parent Company and All Reinvested Companies."

  • c. Remuneration refers to remuneration, bonuses (including employee, director, or supervisor bonuses), and allowances paid to the General Managers and Deputy General Managers of the Company who serve as the directors, supervisors, or managers of other non-subsidiary companies reinvested by the Company or parent company.

  • The remuneration disclosed in this table is different from the concepts stipulated in the Income Tax Act. The purpose of this table is for information disclosure, not taxation.

  • 20 -

  • Remuneration to top five managerial officers with the highest remuneration (names and remuneration thereof to be disclosed individually)

Title Name Salary (A)
(Note 2)
Salary (A)
(Note 2)
Severance pay and
pension (B)
Severance pay and
pension (B)
Bonus and allowances
(C)
(Note 3)
Bonus and allowances
(C)
(Note 3)
Employee's remuneration (D)
(Note 4)
Employee's remuneration (D)
(Note 4)
Employee's remuneration (D)
(Note 4)
Employee's remuneration (D)
(Note 4)
Ratio of total
compensation
(A+B+C+D) to net
income (%)
(Note 8)
Ratio of total
compensation
(A+B+C+D) to net
income (%)
(Note 8)
Compensation
from other
non-subsidiary
companies
reinvested by
the Company's
subsidiaries or
parent
company
(Note 9)
The
Company
All
companies
included
in the
financial
statements
(Note 5)
The
Company
All
companies
included
in the
financial
statements
(Note 5)
The
Company
All
companies
included
in the
financial
statements
(Note 5)
The Company All companies
included in the
financial
statements
(Note 5)
The
Company
All
companies
included
in the
financial
statements
(Note 5)
Cash
amount
Stock
amount
Cash
amount
Stock
amount
General
Manager
Hsu,
Chi-Feng
0 3,121 0 0 0 875 559 0 559 0 0.12% 1.00% None
Business
Director
Chan Kim
SengMaurice
0 3,091 0 0 0 568 559 0 559 0 0.12% 0.93% None
Chief
Technology
Officer
(CTO)
Ye,
Hang
0 643 0 0 0 371 559 0 559 0 0.12% 0.35% None
Marketing
Director
Murali Nair 0 3,836 0 0 0 311 559 0 559 0 0.12% 1.03% None
Financial
Accounting
Director
Lu,
Chin-Yu
1,907 2,500 0 0 0 700 356 0 356 0 0.50% 0.78% None

Note 1: The "top five managerial officers with the highest remuneration" refer to the Company's managerial officers; the definition of managerial officers are based on the Ministry of Finance Official Letter No. Zheng-San 0920001301 regarding the scope of managerial officers issued by the former Securities and Futures Commission, Ministry of Finance on March 27, 2003. As for the principle of determining the “top five highest remuneration" amounts, it is based on the aggregate amount of the salary, severance pay and pension, and bonus and allowances, as well as the employee's remuneration received by managerial officers of the Company from all companies in the consolidated financial statements (that is, A+B+C+D); after sorted by amount, and the top five remuneration amounts are determined. If a director concurrently serves as the aforesaid managerial officer, this table and the above table under "Remuneration to general directors and independent directors" shall be filled in.

Note 2: Please specify the salary, duty allowance and severance paid to the top five managerial officers with the highest remuneration in the most recent fiscal year.

Note 3: Please specify various bonuses, incentives, transportation allowance, special allowance, various allowances, accommodation allowance and driver allowance received by the top five managerial officers with the highest remuneration in the most recent fiscal year. If housing, vehicle or other means of transportation, or personal expenses are provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, disclose compensation paid to the driver in a note; however, do not calculate such as part of executive compensation. In addition, any salary listed under IFRS 2 “Share-Based Payment”, including the warrants obtained by employees, restricted employee stocks and subscription of shares for cash capital increase, shall also be calculated in the remuneration.

Note 4: Please specify the employee's remuneration (including stock and cash amounts) to be allocated to the top five managerial officers with the highest remuneration as approved by the Board of Directors in the most recent fiscal year. If it is impossible to impute the same, the amount to be allocated this year shall be based on that allocated physically last year. Note 5: Please disclose the aggregate amount of the remuneration to the Company's top five managerial officers with the highest remuneration from the companies included in the financial statements (including the Company). Note 6: Net profit after tax refers to the net profit after tax in the individual or parent company only financial statements in the most recent year. Note 7: a. This column shall disclose the amount of remuneration received by the top five managerial officers with the highest remuneration of the Company from other non-subsidiary companies reinvested by the Company or parent company (if no, please fill in "None").

  • b. The remuneration shall refer to the remuneration, compensation, employee bonus and professional practicing fees received by the Company's top five managerial officers with the highest remuneration who act as the directors, supervisors or managerial officers of investees other than subsidiaries.

  • The remuneration disclosed in this table is different from the concepts stipulated in the Income Tax Act. The purpose of this table is for information disclosure, not taxation.

  • 21 -

5. Employee's remuneration to managers and state of distribution

Dec. 31, 2020 Unit: NT$1,000

Title Name Stock
amount
Cash amount
Total
Ratio of
total amount
to net income
(%)
Manager General
Manager
Hsu,
Chi-Feng
0 419 419 0.09%
Business
Director
Chan Kim
Seng
Maurice
0 419 419 0.09%
Chief
Technology
Officer
(CTO)
Ye,
Hang
0 419 419 0.09%
Marketing
Director
Murali Nair 0 419 419 0.09%
Financial
Accounting
Director
Lu,
Chin-Yu
0 356 356 0.08%
  • Note 1: Names and titles shall be disclosed separately but the amount of profit distributed can be disclosed collectively.

  • Note 2: Refers to compensations paid to the Managers (including stock and cash) approved by the Board of Directors in the most recent year; If such compensations cannot be estimated, an estimation for this year shall be calculated in proportion of the compensations paid last year. Net profit after income tax refers to the one in the most recent year. Where IFRSs are adopted, net profit after tax refers to the net profit after income tax recorded in the entity's or individual or parent company only financial statements.

  • Note 3: The scope of application for the term "manager" shall follow the approved document with Reference No. Tai Tsai Cheng San Tzu 0920001301 dated Mar. 27, 2003. Its scope of application shall be as follows:

  • (1) General Manager and equivalents;

  • (2) Deputy General Manager and equivalents;

  • (3) Assistant Manager and equivalents;

  • (4) Head of Financial Department;

  • (5) Head of Accounting Department; or

  • (6) Other people in charge of the Company's operational affairs and entitled to sign instruments on behalf of the Company.

  • Note 4: If a director, General Manager or Deputy General Manager received any employee remuneration (including stock and cash), in addition to attached tables under "Remuneration to general directors and independent directors" and "Remuneration to General Managers and Deputy General Managers," this table shall be filled in additionally.

  • 22 -

  • Compare and state separately on the analysis of the post-tax net profit ratio of total remuneration of the Directors, General Manager and Deputy General Managers of the Company and companies in the consolidated financial statements in the last two years to parent company only or individual financial reports; then, state the policies and standards for payment of remuneration, process of combining and deciding on the amount of remuneration, and correlation with business performance and future risks:

  • (1) Ratio of total remuneration paid to the Company's directors, General Managers and Deputy General Managers in the most recent two years to the net profit after tax:

Unit: %

Unit: % Unit: % Unit: % Unit: %
Title Total amount to net profit after tax (%)
2019 2020
The
Company
All companies
in consolidated
financial
statements
The
Company
All companies
in consolidated
financial
statements
Director 2.21% 11.79% 1.78% 6.53%
General Manager and
Deputy General
Managers
4.53% 13.00% 0.49% 3.30%
  • (2) The policies, standards, and portfolios for compensation, the procedures for determining compensation, and the correlation with risks and business performance: The remuneration to directors of the Company shall be handled reasonably in accordance with the Articles of Association of the Company and given in consideration of the Company's operating results and their contribution to the Company's performance; the remuneration paid to the General Manager and Deputy General Managers of the Company is based on the correlation between the positions they held, the responsibilities they assumed, the operating performance and future risks they undertaken with the reference of the level of peers on similar positions. The procedure for determining remuneration is set up by referring to the "Measures for Distribution of Director Salary and Remuneration" on the basis of the results of director performance evaluation. The overall operating performance of the Company, future operating risks and development trends of the industry shall also be considered to offer reasonable compensation.

  • 23 -

IV. Implementation of Corporate Governance

(I) Information on operation of Board of Directors

The Board held 7 meetings in 2020. The table below shows the attendance of directors and supervisors:

supervisors:
Title Name Attendance
in person
Attendance
by proxy
Attendance
rate (%)
Remarks
Chairman Hsu,
Chi-Feng
7 0 100.00 Reappointed on Jun. 11, 2018
Vice Chairman Chan Kim
Seng
Maurice
7 0 100.00 Reappointed on Jun. 11, 2018
Director Ye,
Hang
7 0 100.00 Reappointed on Jun. 11, 2018
Director Tan,
Yong
6 1 85.71 Reappointed on Jun. 11, 2018
Independent
Director
Yang,
Rui-Long
7 0 100.00 Reappointed on Jun. 11, 2018
Independent
Director
Yu,
Chi-Min
7 0 100.00 Reappointed on Jun. 11, 2018
Independent
Director
Lee,
Wei-Ming
7 0 100.00 Reappointed on Jun. 11, 2018

Other matters:

  1. The date of the Board meeting, the term, the content of the proposals, opinion of all independent directors, and the Company's handling of the opinion of independent directors shall be recorded under the following circumstances in the operations of the Board of Directors meeting:

  2. (1) Matters referred to in Article 14 3 of the Securities and Exchange Act

Date and
session of meeting
Proposals Independent
directors'
opinions
The
Company's
handling of
the opinions
of the
independent
director
2020.03.25
15th meeting of
the 4th session
1. The 2019 "Statement of Internal Control System"
2. Amendment to Internal Control Measures
3. The purchase and retirement of the Company's shares for
the second time in accordance with the law for the
Company's credibility and shareholders' rights and
interests
4. The Company's proposal to issue the third domestic
unsecured convertible corporate bond
5. The Company's change to the source of the debt repayment
funds in the second domestic unsecured convertible
corporate bond
None None
2020.05.13
16th meeting of
the 4th session
1. The base date for the second reduction of capital for stock
repurchase
2. The Company’s provision of guarantee
None None
2020.08.14
17th meeting of
the 4th session
1. The Company's provision of guarantee
2. Amendment to the Internal Control System
3. The Company's proposal to set up a plant in Changshu,
China
4. The release of managers from non-compete restrictions
5. The release of directors from non-compete restrictions
None None
  • 24 -
Date and
session of meeting
Proposals Independent
directors'
opinions
The
Company's
handling of
the opinions
of the
independent
director
2020.09.09
18th meeting of
the 4th session
1. The Company's disposal of land None None
2020.11.12
19th meeting of
the 4th session
1. The Company's proposal to stipulate or revise the internal
control system
2. The Company’sprovision ofguarantee
None None
2020.11.20
20th meeting of
the 4th session
1. The Company's proposal to sell Lemtech Philippine
Thermal System Inc.
2. The Company's provision of guarantee
None None
2020.12.30
21st meeting of
the 4th session
1. 2021 Internal Control Audit Plan
2. The Company’s provision of guarantee
None None
2021.03.31
22nd meeting of
the 4th session
1. The issuance of new shares by capital increase from
surplus in 2020
2. The 2020 "Statement of Internal Control System"
3. Amendment to Internal Control Measures
4. The release of newly elected directors from non-compete
restrictions
5. The Company’s provision of guarantee
None None
2021.04.27
23rd meeting of
the 4th session
1. Amendment to the "Articles of Association"
2. The release of managers from non-compete restrictions
None None

(2) Any recorded or written Board resolutions to which independent directors have objections or reservations to be noted in addition to the above: No independent directors hold objections or reservations to the resolutions.

  1. For director recusals due to conflicts of interests, name of directors, proposal, reason for recusal, and participation in vote or not shall be specified:
Date
of meeting
Proposals Name
of recused directors
Reasons
for recusals and voting:
Aug. 14, 2020 Release of directors
from non-compete
restrictions
Hsu, Chi-Feng
Chan Kim Seng
Maurice
Ye, Hang
According to provisions of Article
206 of the Company Act, except
Chairman Hsu, Chi-Feng, Vice
Chairman Chan Kim Seng Maurice,
and Director Ye, Hang who are not
allowed to vote, other directors
attending the meeting vote for
approval.
Aug. 14, 2020 Release of managers
from non-compete
restrictions
Hsu, Chi-Feng According to provisions of Article
206 of the Company Act, except
Chairman Hsu, Chi-Feng who is not
allowed to vote, other directors
attending the meeting voted for
approval.
Apr. 27, 2021 Release of managers
from non-compete
restrictions
Chan Kim Seng
Maurice
Ricky Eu
According to provisions of Article
206 of the Company Act, except
Vice Chairman Chan Kim Seng
Maurice who is not allowed to vote,
other directors attending the meeting
voted for approval.
  • 25 -

  • TWSE/TPEx Listed Companies shall disclose the information on the evaluation cycle and period, evaluation scope, methods and evaluation contents of Board of Directors' self (or peer) evaluation, and fill in the following table "Implementation of Board of Directors Evaluation":

Implementation of Board of Directors Evaluation

Frequency Period Scope Method Content
Executed
every year
Jan. 1, 2020 ~
Dec. 31, 2020
Directors,
Board of
Directors and
functional
committees
Self-evaluation
of directors is
adopted; the
Board of
Directors and
functional
committees will
be evaluated by
the Board of
Directors
secretary office.
Please see the
following for
detailed
information.
  • (1) Self-evaluation of individual Board members: Knowledge about the Company's objectives and tasks, the understanding of director duties, the participation in the Company's operations, the internal relationship management and communication, the professional training and further study of directors and internal control.

  • (2) Board performance evaluation: Participation in the Company's operations, improvement of the quality of board decisions, board composition and structure, selection and continuing education of directors, and internal control.

  • (3) Performance evaluation of functional committees: Participation in the Company's operation, the understanding of the duties of the functional committee, improvement of the decision-making quality of the functional committee, composition of the functional committee, selection of its members, and internal control.

  • Objectives for strengthening the functions of the Board of Directors in the current year and the most recent year (e.g., setting up an audit committee, improving information transparency, etc.) and evaluation of implementation: In order to improve corporate governance and strengthen the relevant functions of the Board of Directors, the Company has set up the Audit Committee and the Remuneration Committee. For implementation status, please refer to "Corporate governance operation status" and "Deviations from the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons thereof," and has formulated the "Measures for Performance Evaluation of the Board of Directors and Functional Committees" to establish a good governance system for Board of Directors of the Company, perfect supervision and strengthen functions of the Board of Directors.

  • 26 -

(II) Operations of Audit Committee

A total of 7 meetings of the Audit Committee were held in 2020. The attendance of independent directors is as follows:

Title Name Attendance
in person
Attendance
by proxy
Attendance rate
(%)
Remarks
Independent
Director
(Convener)
Yang,
Rui-Long
7 0 100.00 Reappointed on
Jun. 11, 2018
Independent
Director
Yu,
Chi-Min
7 0 100.00 Reappointed on
Jun. 11, 2018
Independent
Director
Lee,
Wei-Ming
7 0 100.00 Reappointed on
Jun. 11, 2018

Other matters:

  1. With regard to the operation of the Audit Committee, if any of the following circumstances occur, the dates, terms of the meetings, contents of motions, all Audit Committee resolutions, and the Company's handling of such resolutions shall be specified.

  2. (1) Items listed in Article 14 5 of the Securities and Exchange Act

Board of
Directors
Proposals Resolution of
the Audit
Committee
The
Company's
response to
the
comments
of the Audit
Committee
2020.03.25
14th meeting of
the 4th session
1. Business report and consolidated financial
statements for 2019
2. The 2019 "Statement of Internal Control System"
3. Amendment to Internal Control Measures
4. The purchase and retirement of the Company's
shares for the second time in accordance with the
law for the Company's credibility and shareholders'
rights and interests
5. The Company's proposal to issue the third domestic
unsecured convertible corporate bond
6. The Company's change to the source of the debt
repayment funds in the second domestic unsecured
convertible corporate bond
All audit
members
approved.
None
2020.05.13
15th meeting of
the 4th session
1. The base date for the second reduction of capital for
stock repurchase
2. The Company’s provision of guarantee
All audit
members
approved.
None
2020.08.14
16th meeting of
the 4th session
1. The Company's provision of guarantee
2. Amendment to the Internal Control System
3. The Company's proposal to set up a plant in
Changshu, China
4. The release of managers from non-compete
restrictions
5. The release of directors from non-compete
restrictions
All audit
members
approved.
None
2020.09.09
17th meeting of
the4thsession
1. The Company's disposal of land All audit
members
approved.
None
2020.11.12
18th meeting of
the 4th session
1. The Company's proposal to stipulate or revise the
internal control system
2. The Company’s provision of guarantee
All audit
members
approved.
None
  • 27 -
Board of
Directors
Proposals Resolution of
the Audit
Committee
The
Company's
response to
the
comments
of the Audit
Committee
2020.11.20
19th meeting of
the 4th session
1. The Company's proposal to sell Lemtech Philippine
Thermal System Inc.
2. The Company's provision of guarantee
All audit
members
approved.
None
2020.12.30
20th meeting of
the 4th session
1. 2021 Internal Control Audit Plan
2. The Company’s provision of guarantee
All audit
members
approved.
None
2021.03.31
21st meeting of
the 4th session
1. Business report and consolidated financial
statements for 2020
2. Distribution of earnings for 2020
3. Distribution of cash dividends to shareholders for
the fourth quarter of 2020
4. The issuance of new shares by capital increase from
surplus in 2020
5. The 2020 "Statement of Internal Control System"
6. Amendment to Internal Control Measures
7. The Company's application for bank financing
8. The Company’s provision of guarantee
All audit
members
approved.
None
2021.04.27
22nd meeting of
the 4th session
Amendment to the "Articles of Association" All audit
members
approved.
None
  • (2) Except for the previous matters, other matters that have not been approved by the Audit Committee but have been approved by more than two-thirds of all directors: The Company has no matter that had not approved by the Audit Committee but been approved by more than two-thirds of all directors.

  • Regarding recusals of independent directors due to conflicts of interests: The Company does not have any circumstances under which independent directors should withdraw from a proposal due to conflicts of interests.

  • 3.Communication between independent directors and internal audit supervisor and accountants (communication on material matters, methods and results of the Company's financial and business conditions, etc.): The Company's internal audit supervisor regularly conducts audit reports and discussions with the members of the Audit Committee. Members of the Audit Committee and the internal audit supervisor have a good communication. The Company's certified public accountants communicate with the members of the Audit Committee on the results of the audit or review of the financial statements and other matters required by relevant laws and regulations. The members of the Audit Committee of the Company and the certified public accountants have a good communication.

  • 28 -

(III) Corporate governance implementation status and deviations from the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons thereof

Evaluation items Operating status Deviations from
the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies
and reasons
thereof
Yes No
Description
I. Does the Company establish and
disclose its Corporate Governance
Best-Practice Principles based on
the Corporate Governance Best-
Practice Principles for TWSE/TPEx
Listed Companies?
The Company has formulated and disclosed the
"Code of Practice on Corporate Governance of
the Company" on the Company's website and
public information observation station in
accordance with the "Code of Practice on
Corporate Governance on TWSE/TPEx Listed
Companies."
No deviation
II. Shareholding structure &
shareholders' rights
(I) Has the Company established
internal operating procedures to
deal with shareholders'
suggestions, doubts, disputes and
litigation, and does the Company
implement the procedures in
accordance with the procedure?
(II)Does the Company possess a list
of its major shareholders with
controlling power as well as the
ultimate owners of those major
shareholders?
(III) Has the Company established,
and does it execute, a risk
management and firewall
system within its affiliated
companies?
(IV) Has the Company established
internal rules against insiders
using undisclosed information
to trade with marketable
securities?
(I) The Company has appointed a special
stock affairs agency to handle stock
affairs, and has formulated the
"Procedures for Spokesmen and Acting
Spokesmen" on spokesmen and acting
spokesmen’s handling of shareholder
proposals.
(II) The Company has mastered the list of
major shareholders who actually control
the Company and the final controllers of
the major shareholders, and regularly
tracks and understands them when
reporting monthly equity changes.
(III) In addition to the provisions of the FSC's
"Guidelines for the Establishment of
Internal Control Systems for Publicly
Issued Companies" and "Code of
Practice on Corporate Governance for
TWSE/TPEx Listed Companies", the
Company has also formulated
"Supervision and Management of
Subsidiaries" and "Related Party
Transaction Management" to form a risk
control mechanism. Asset management
among the related enterprises is
independent, and the risk control
mechanism and firewall mechanism are
implemented accordingly.
(IV) The Company has formulated the
"Procedures for Management of Internal
Material Information Processing and
Prevention of Insider Trading"
stipulating that no one shall not use the
undisclosed information he/she knows to
engage in insider trading or disclose it to
others, so as to prevent others from using
the undisclosed information to engage in
insider trading.

No deviation
  • 29 -
Evaluation items Operating status Deviations from
the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies
and reasons
thereof
Yes No
Description
III. Composition and responsibilities
of the Board of Directors
(I) Has the Board developed, and
does it implement, a diversity
policy for the composition of
its members?
(II) In addition to the legally-
required Remuneration
Committee and Audit
Committee, has the Company
voluntarily established other
functional committees?
(III) Has the Company set up any
method and form for
performance evaluation of
Board of Directors, conduct
performance evaluation on an
annual and regular basis, and
report the results of the
performance evaluation to the
Board of Directors and apply
them to the remuneration of
individual directors and the
reference for nomination for
renewal?
(IV) Does the Company regularly
evaluate the independence of
the CPAs?
(I) The Company has formulated the "Code
of Practice on Corporate Governance"
and disclosed the diversification policy
on the Company's website and public
information observation station.
Directors Hsu, Chi-Feng, Chan Kim
Seng Maurice, Ye, Hang and Tan, Yong
have experience in operation
management and actual operation
management. Independent Director Lee,
Wei-Ming has the professional
knowledge on financial planning and
financial report review. Independent
Director Yu, Chi-Min has the
professional knowledge on e-commerce
laws. Yang, Rui-Long, an independent
director, has professional knowledge of
overall economics.
(II) The Company has set up the
Remuneration Committee and an Audit
Committee, without any other functional
committees for the time being, which
might be set up as appropriate in the
future.
(III) The Company has formulated the
"Performance Evaluation Measures for
the Board of Directors and Functional
Committees." The evaluation method
adopts the self-evaluation of directors,
and the Board of Directors and functional
committees are evaluated by the
Secretary Office of the Board of
Directors. The results of the 2020
performance evaluation of the Board of
Directors and functional committees
have been submitted to the Board of
Directors on Mar. 31, 2021.
(IV) The Company passed a resolution of the
Board of Directors on Nov. 12, 2020 to
set out the "Regulations for the
Evaluation of Independence and
Competency of Certified Public
Accountants." The Company regularly
evaluates the independence and
competency of certified public
accountants. The certified public
accountants and certified public
accountants elected by the Company
have no interest in the Company and
strictly observe independence and have
not served as directors or independent

No deviation
  • 30 -
Evaluation items Operating status Deviations from
the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies
and reasons
thereof
Yes No Description
directors or managers of the Company,
who are not shareholders of the
Company, and have not paid salaries in
the Company. Moreover, the same
certified public accountant has not been
appointed for seven consecutive years, so
the independence of the certified public
accountant is in conformity with the law.
IV. Are TWSE/TPEx Listed
Companies provided with
competent and appropriate
number of corporate governance
personnel, has a corporate
governance supervisor been
appointed to be responsible for
corporate governance-related
affairs (including but not limited
to providing the information
required by directors and
supervisors to carry out business,
assisting directors and supervisors
to comply with laws and
regulations, handling relevant
matters of Board of Directors and
shareholders' meeting according to
law, and making minutes of Board
of Directors and shareholders'
meeting, etc.)?

The Company designates the management
department to be concurrently responsible for
corporate governance and corporate governance-
related affairs, including providing the
information required by directors to carry out
business, handling relevant matters of Board of
Directors and shareholders' meeting according
to law, handling company registration and
change registration, making minutes of Board of
Directors and shareholders' meetings, etc.
Although the Company has not yet reached the
mandatory standard for setting up a corporate
governance supervisor, the Company has
planned to set up a corporate governance
supervisor.
No deviation
V. Has the Company established a
communication channel with
stakeholders (including but not
limited to shareholders,
employees, customers, and
suppliers)? Has a stakeholders'
area been established in the
Company's website? Are major
corporate social responsibility
(CSR) topics that the stakeholders
are concerned with addressed
appropriately by the Company?
The Company has a spokesman system and a
"special section for interested parties" on the
Company's website. interested parties can
contact the Company by telephone, letter, fax
and e-mail if necessary.
No deviation
VI. Has the Company appointed a
professional shareholder service
agency to deal with shareholder
affairs?
The Company has appointed CTBC Bank
Agency Department to be responsible for
handling stock affairs.
No deviation
VII. Information disclosure
(I) Has the Company established a
website to disclose
information on financial
operations and corporate
governance?

(I) The Company has set up websites in both
Chinese and English, which disclose
financial, business, and corporate
governance information. The website:
http://www.lemtech.com, with
designated personnel maintaining and
updating the website information.
No deviation
  • 31 -
Evaluation items Operating status Deviations from
the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies
and reasons
thereof
Yes No
Description
(II) Does the Company have other
information disclosure
channels (e.g., setting up an
English website, appointing
designated people to handle
information collection and
disclosure, creating a
spokesman system, and
webcasting investor
conferences)?
(III) The Company is advised to
publish and report its annual
financial report within two
months after the end of a
fiscal year, and publish and
report its financial reports for
the first, second and third
quarters as well as its
operating status for each
month before the specified
deadline.
(II) The Company has established the
"Operating Procedures for Spokesmen
and Acting Spokesmen", the relevant
questions shall be answered by the
spokesmen or acting spokesmen, and the
relevant business departments shall be
responsible for the collection and
disclosure of company information; The
information of the legal person
explanation meeting has been placed on
the Company's website for investors'
reference; the Company enters the latest
financial and business information about
the Company on the designated
information reporting website in
accordance with the laws and
regulations.
(III) The Company shall report the financial
reports for the first, second and third
quarters and the operating conditions for
each month in accordance with the
provisions of "Business Matters to be
Carried out by Listed Securities Issuers."
VIII. Is there any other important
information to facilitate a better
understanding of the Company's
corporate governance practices
(including but not limited to
employee rights, employee
wellness, investor relations,
supplier relations, stakeholder
rights, directors' and supervisors'
training records, implementation
of risk management policies and
risk evaluation measures,
implementation of customer
policies, and participation in
liability insurance by directors and
supervisors)?

1. Employee benefits: The Company is
governed by the labor laws of various
countries. Please refer to #pages 87 to 89#
in this annual report for other employee
welfare measures, retirement system,
further education and various employee
rights and interests.
2. Employee Care: In order to facilitate
communication with employees, the
Company provides diversified
communication channels to ensure real-
time transmission and transparency of
information and to allow employees to
fully express their suggestions to the
Company as the basis for improvement of
various measures.
3. Investor relations: The Company attaches
great importance to the rights and interests
of investors. In addition to announcing the
information on the MOPS designated by
the competent authority in accordance
with relevant regulations, the Company
also places relevant information on the
Company's website.

No deviation
  • 32 -
Evaluation items Operating status Operating status Operating status Deviations from
the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies
and reasons
thereof
Yes No Description
4. Rights of interested parties: In order to
protect the rights of interested parties, the
Company has set up spokesmen and
deputy spokesmen to respond to investors'
questions and handle them properly in
good faith and with a responsible attitude.
5. Implementation of risk management
policies and risk assessment standards:
The Company has established various
internal regulations and conducted various
risk management and assessment in
accordance with law and regulations.
6. Implementation of customer policies: In
order to provide all-round service and
protection to customers, the Company
communicates with customers in real time
to understand their needs in response to
customer complaints, so as to facilitate the
interaction between the Company and
customers, and conduct meeting review
and improvement within the Company.
7. Directors or supervisors' further education:
The status of director and supervisor
further education is stated in the following
table and has been announced on the
MOPS.
8. The Company purchases liability insurance
for directors and supervisors: The Board
of Directors of the Company purchased
the insurance for directors and managers
on Mar. 31, 2021, with the insured amount
of US$3 million.

IX. Please provide information on the status of improvement regarding the results of corporate governance
evaluation published by the TWSE Corporate Governance Center in the most recent year. For improvements
that are yet to be implemented, state the areas and policies the Company has set as a priority for improvement:
The evaluation result of the Company in 2020 was 81~100% of the overall evaluation companies. The matters
yet to be improved include: implementing the diversification policy of the Board of Directors, setting up the
corporate governance director, promoting and implementing concrete plan of corporate social responsibility,
and preparing the corporate social responsibility report.
  • 33 -

Schedule: Directors or Supervisors' Further Education

Title Name Training date Organizer Course Hours
of
course
Chairman Hsu,
Chi-Feng
Dec. 14, 2020
and Dec. 16,
2020
Taiwan Corporate
Governance
Association
Business Combination and
Insider Trading and Board
Supervision on the Company's
Corporate Risk Management
and Crisis Management
6
Vice
Chairman
Chan Kim Seng
Maurice
Director Ye,
Hang
Director Tan,
Yong
Independent
Director

Yang,
Rui-Long
Independent
Director

Yu,
Chi-Min
May 15, 2020 Taiwan Investor
Relations Institute

New Rules and Trends in
Corporate Governance
Essential for Directors and
Supervisors in 2020
3
May 20, 2020 Taiwan Investor
Relations Institute

Legal Obligations and
Responsibilities in the Capital
Market
3
Independent
Director

Lee,
Wei-Ming
Mar. 20, 2020 Taiwan Corporate
Governance
Association

Corporate Tax Governance
Strategy and Response to
Cross-border Exchange of
Information
3
Oct. 16, 2020 Taiwan Corporate
Governance
Association

Trends of Tax Management for
Corporations in the Post-
Pandemic Era
3
  • 34 -

  • (IV) If the Company has set up a Remuneration Committee, it shall disclose its composition, responsibilities and operation:

  • Information on the members of Remuneration Committee

Identity Qualification
Name

Meets one of the following
professional qualifications, with at
least fiveyears of work experience

Meets one of the following
professional qualifications, with at
least fiveyears of work experience

Meets one of the following
professional qualifications, with at
least fiveyears of work experience
Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Status of independence (Note 1) Number of
other public
companies
where the
individual
concurrently
serves as a
member of
Remuneration
Committee

Remarks
An
instructor
or higher
position in
a
department
of
commerce,
law,
finance,
accounting,
or other
academic
department
related to
the
business
needs of
the
Company
in a public
or private
junior
college,
college or
university

A judge,
public
prosecutor,
attorney,
certified
public
accountant, or
other
professional
or technical
specialist who
has passed a
national
examination
and has been
awarded a
certificate in a
profession
necessary for
the business
of the
Company
Has work
experience
in the areas
of
commerce,
law,
finance, or
accounting,
or
otherwise
necessary
for the
business of
the
Company

1
2 3 4 5 6 7 8 9 10
Independent
Director

Yang,
Rui-Long
0
Independent
Director

Yu,
Chi-Min
0
Independent
Director

Lee,
Wei-Ming
0

Note 1: Please tick for the conditions if a member meets the below-mentioned conditions in two years prior to the nomination and during his/her term of service.

  • (1) Not an employee of the Company or any of its affiliates.

  • (2) Not serving as a director or supervisor of the Company or any related companies (this does not apply in cases where the person is an independent director of the Company, its parent or subsidiary established pursuant to this law or local laws).

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or is ranked in the top 10 in shareholdings.

  • (4) Not the managers listed in (1) or spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship listed in (2) and (3).

  • (5) Not a director, supervisor or employee of corporate shareholders who directly hold more than 5% of the total number of issued shares of the Company, rank top five in shareholding, or appoint a representative as a director or supervisor of the Company in accordance with Article 27-1 or 27-2 of the Company Act (Independent directors of the Company and its parent company, subsidiary company or subsidiary company of the same parent company established in accordance with this Act or local laws shall not be subject to the provisions).

  • 35 -

  • (6) Not concurrently a supervisor or employee of other companies controlled by the same person who serves as the director or holds more than half of voting shares of the Company (Independent directors of the Company or its parent company, subsidiaries or subsidiaries of the same parent company established in accordance with this Act or local laws shall not be subject to this provision).

  • (7) Not a director (member), supervisor or employees of other companies or institutions for a person or spouse serving as the chairman, general manager or equivalent post of the Company (Independent directors set up by the Company and its parent company, subsidiary company or subsidiary company of the same parent company in accordance with this Act or local laws shall not be subject to this provision).

  • (8) Not a director (member), supervisor, manager or shareholder holding more than 5% of the shares of a specific company or institution that has financial or business dealings with the Company (however, any specific company or institution holding more than 20% and less than 50% of the total number of issued shares of the Company and the directors concurrently serve as independent directors set up by the Company and its parent company, subsidiary company or subsidiary company of the same parent company in accordance with this Law or local laws shall not be subject to this provision).

  • (9) Not a professional, proprietorship, partnership, business owner of a firm or institution, partner, director (member), supervisor, manager and spouse of any of the above who provide commercial, legal, financial, accounting and other related services for the Company or its affiliated enterprises or had obtained no more than NT$500,000 cumulative remuneration in the past two years. However, members of the Remuneration Committee, public acquisition review committee, or the special committee of merger and acquisition who perform their functions and powers in accordance with the provisions of the Act or Business Mergers and Acquisitions Act and other relevant regulations shall not be subject to this provision.

  • (10) No condition defined in Article 30 of the Company Act has appeared.

  • Responsibility of the Remuneration Committee

  • (1) The Company's Remuneration Committee shall exercise the care of a prudent manager to fulfill the following duties, and offer recommendations for discussion by the Board of Directors:

    • a. Establishes and periodically reviews compensation policies, system, standards, and structure, as well as the performance evaluation of directors and managers.

    • b. Periodically evaluates and establishes compensations and pays for directors and managers.

  • (2) The Company's Remuneration Committee shall perform the duties in preceding paragraph in accordance with the following principles:

    • a. The directors' and manager' performance evaluation and remuneration should refer to the general standards in the sector and take into account the reasonable connection to individual performance, management performance, and future risks.

    • b. Directors and managers shall not be encouraged to engage in risky behaviors unacceptable to the Company for the pursuit of remuneration.

    • c. The proportion of dividends for directors and senior managers for short-term performance and the timing of issuing variable pay shall be determined based on the characteristics of a given sector and the nature of the Company's business.

  • 36 -

  • Information on the operation of Remuneration Committee

  • (1) The Company's Remuneration Committee is comprised of three members.

  • (2) Service term for members of the current committee: From Aug. 9, 2018 to Jun. 10, 2021. The Remuneration Committee convened 3 meetings in 2020. The following outlines the qualifications of the committee members and attendance:

Title Name Attendance
in person
Attendance
by proxy
Attendance
rate (%)
Remarks
Independent
Director
(Convener)
Yu,
Chi-Min
3 0 100.00 Reappointed on Aug. 9,
2018
Independent
Director
Lee,
Wei-Ming
3 0 100.00 Reappointed on Aug. 9,
2018
Independent
Director
Yang,
Rui-Long
3 0 100.00 Reappointed on Aug. 9,
2018
Other matters:
I.
If the Board of Directors does not adopt or wishes to amend the proposals of the Remuneration
Committee, please state the date and session of the Board meeting, proposals, resolutions from
the Board of Directors, and handling of the Remuneration Committee's opinions (such as the
difference between the salary and remuneration approved by the Board of Directors and those
proposed by the Remuneration Committee and the reason): None.
II.
Where resolutions of the Remuneration Committee include dissenting or qualified opinion which
is on record or stated in a written statement, the date, session, contents discussed, opinions from
every member, and disposition of the members' opinions shall be described in detail: None.
  • 37 -

(V) Implementation of corporate social responsibility and deviations from the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies" and reasons thereof

thereof
Evaluation items Operating status Deviations
from the
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed
Companies and
reasons thereof
Yes No Description
I. Has the Company assessed the environmental,
social, and corporate governance risks related
to its operations based on the principle of
materiality and established related risk
management policies or strategies?
The Company has formulated the "Corporate
Social Responsibility Code of Practice" and set
up a unit to be concurrently responsible for the
proposal and execution of social responsibility,
systems and relevant management policies and
specific promotion plans; the Company has
conducted risk assessment on environmental,
social and corporate governance issues related to
the Company's operations, and has established an
environmental management and safety
management system to effectively identify
relevantrisks andimplement control.
No deviation
II. Does the Company establish an exclusively
(or part-time) dedicated unit for promoting
corporate social responsibility? Is the unit
authorized by the Board of Directors to
implement CSR activities at the executive
level? Does the unit report the progress of such
activities to theBoard of Directors?

The Company designated the Management
Department to be responsible for promoting
corporate social responsibility, and the Board of
Directors authorized senior management to deal
with it, and reported the situation to the Board of
Directors.
No deviation
III. Environmental issues
(I) Has the Company established
environmental management systems proper
to its industry's characteristics?
(II) Does the Company endeavor to utilize all
resources more efficiently and use
renewable materials that have low impact
on the environment?
(III) Has the Company assessed the potential
risks and opportunities arising from climate
change at present and in the future and
taken related countermeasures?
(IV) Has the Company the calculated the
greenhouse gas emissions, water
consumption, and total weight of waste
over the past two years and established the
policies with regard to energy conservation
and carbon reduction, greenhouse gas
reductions, water consumption, and waste
management?

(I) The Company passed the Environmental
Management System Certification (ISO
14001:2015) on Apr. 29, 2014, with a
validity period from Jul. 1, 2020 to Apr. 28,
2023. The Company will handle it
according to the above environmental
management system.
(II) The Company has established provisions on
conflict material management in the
"Conflict Mineral Control Procedures."
(III) During the factory construction process, the
Company will provide an air compressor
heat energy recovery system for heating in
workshops in winter and effectively
reducing energy consumption. In summer,
the Company advocates air conditioning
temperature control, so as to make rational
use of energy; the Company also advocates
water conservation, electricity
consumption and paperless operation to
achieve the goal of energy conservation
and carbon reduction.
(IV) The Company has formulated the "Energy
Control Procedures" to effectively control
the rational use of water, electricity and
gas, and to avoid waste reduction. In
addition, the Company has also added an
air compressor heat energy recovery
system to supply heating for some
workshops in winter, so as to effectively
reduce energy consumption.

No deviation
  • 38 -
Evaluation items Operating status Deviations
from the
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed
Companies and
reasons thereof
Yes No Description
IV. Social issues
(I) Has the Company formulated management
policies and procedures following relevant
regulations and international human rights
treaties?
(II) Does the Company establish and deliver
reasonable employee welfare programs
(including salary, compensated absences,
and other benefits) and adjust employee
compensation in relation to business
performance?
(III) Does the Company provide a healthy and
safe work environment, and does it
organize health and safety training for its
employees on a regular basis?
(IV) Has the Company established effective
career development and training plans for
its employees?
(V) Has the Company followed relevant laws,
regulations and international guidelines for
the customer health and safety, customer d
marketing and labeling of its products and
services and established related consumer
protection policies and grievance
procedures?
(VI) Has the Company established the supplier
management policies requesting suppliers
to comply with laws and regulations related
to environmentalprotection, occupational

(I) The group attaches great importance to the
rights and interests of all its employees, and
abides by the labor laws and regulations of
various operating countries, and has
established the "Procedures for the
Management of Business Conduct and
Ethical Standards."
(II) The Company has formulated the "Salary
Management Rules" and "Employee
Handbook" to clarify issues such as salary,
performance, various benefits and rewards
and punishment systems, and regularly
make corresponding adjustments in
accordance with relevant laws and market
demands. The group provides employees
with leave in accordance with local
national laws and regulations of each
subsidiary, and various gift subsidies. In
addition, to enhance understanding and
integration among employees, the group
organizes various cultural and self-
organized activities and other employee
welfare measures. If the Company makes
profits, it will share the operating results
with its employees in accordance with the
Company's dividend policy.
(III) The Company has provided a safe and
healthy working environment for its
employees, and has formulated the
"Processing Safety Operation Guidelines"
and "Safety Management Measures" to
track and improve work-related accidents
and provide or subsidize health checks for
employees.
(IV) The Company has established an "Annual
Training Plan" to enhance the personal
accomplishment and professional ability of
employees through systematic training and
adopt a rotation system to cultivate certain
personnel and explore their personal
expertise and make corresponding
adjustments to their careers.
(V) The Company has established a
"Management Procedure for Customer
Information" to effectively control customer
information and establish a "Customer
Complaint and Return Control Procedure"
in accordance with customer requirements.
As the Company is a component
manufacturer whose products are not
directly facing consumers, no consumer
rights policy for it has been formulated.
(VI) The Company has established a
"Management Procedure for Relevant
Parties" and requires suppliers to provide
rawmaterialsfree of harmfulsubstances.
No deviation
  • 39 -
Evaluation items Operating status Operating status Operating status Deviations
from the
Corporate
Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed
Companies and
reasons thereof
Yes No Description
safety and health or labor rights and
supervised their privacy, an compliance?
The Company has signed an EICC
commitment letter for suppliers, clearly
specifying that their internal management
should conform to relevant policies and
regulations of environmental protection,
safety and EICC.
V. Does the Company, following internationally
recognized guidelines, prepare and publish
reports such as its corporate social
responsibility report to disclose non-
financial information of the Company? Has
the Company received assurance or
certification of the aforesaid reports from a
third-party accreditation institution?
At present, the Company does not have any
corporate social responsibility reportage.
Related matters
are still being
planned.
VI. If the Company has established the corporate social responsibility best practice principles based on the "Corporate Social
Responsibility Best Practice Principles for TWSE/TPEx Listed Companies," please describe any discrepancy between the
Principles and their implementation:
The Company has formulated the "Corporate Social Responsibility Code of Practice" and the management team has
followed it to implement the operation and promotion of corporate social responsibility. There is no significant deviation.
VII. Other important information to facilitate better understanding of the Company's corporate social responsibility practices:
(I) Human rights: The Company attaches great importance to human rights and ensures all
individuals enjoy equal rights to work regardless of race, sex and age and provide them with
opportunities for free expression and development.
(II) Safety and hygiene: With zero disaster as the goal, the Company is committed to the promotion
of safety and health policies and continuous improvement of process and operating
environment, aiming at the goal of occupational safety and health through joint efforts of all
employees.
(III) Staff health care: The Company carries out health checks for employees to let them know their
health status on a regularly basis, so that they can protect and strengthen their physical and
mental health. In order to control the actual working environment of employees and assess the
exposure of hazardous factors in the workplace, the Company regularly carries out work
environment inspection to improve the workplace environment.
  • 40 -

(VI) The performance of the ethical corporate management and deviations from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof

reasons thereof
Evaluation items Operating status Deviations
from the
Ethical
Corporate
Management
Best Practice
Principles for
TWSE/TPEx
Listed
Companies
and reasons
thereof
Yes No
Description
I. Establishment of ethical corporate
management policies and programs
(I) Has the Company established the
ethical corporate management
policies approved by the Board of
Directors and specified in its
rules and external documents the
ethical corporate management
policies and practices and the
commitment of the Board of
Directors and senior management
to rigorous and thorough
implementation of such policies?
(II) Has the Company established a
risk assessment mechanism
against unethical conduct,
analyze and assess on a regular
basis business activities within its
business scope which are at a
higher risk of being involved in
unethical conduct, and establish
prevention programs accordingly,
which shall at least include the
preventive measures specified in
Paragraph 2, Article 7 of the
"Ethical Corporate Management
Best Practice Principles for
TWSE/TPEx Listed Companies"?
(III) Has the Company specified in its
prevention programs the
operating procedures, guidelines,
punishments for violations, and a
grievance system and
implemented them and review the
prevention programs on a regular
basis?




(I) The Company has clearly set out the
principles and procedures of honest
operation in its "Operating
Procedures and Conduct Guidelines
for Honest Business." The Board of
Directors and management will
regard honesty as the Company's
operating philosophy.
(II) The Company has formulated the
"Operating Procedures and Conduct
Guidelines for Honest Business" and
specifically regulated the handling
procedures for how relevant
personnel of the Company prevent
dishonest behaviors and violations.
(III) The Company has clearly defined the
operating procedures, guidelines for
conduct, disciplinary and complaint
systems for any violation against the
"Operating Procedures and Conduct
Guidelines for Honest Business" and
encourages employees to report any
violations of laws or ethical codes of
conduct. the Company will timely
advocate relevant personnel with
high risk of dishonest conduct within
the business scope to prevent the
occurrence ofdishonestconduct.
No deviation
  • 41 -
Evaluation items Operating status Operating status Operating status Deviations
from the
Ethical
Corporate
Management
Best Practice
Principles for
TWSE/TPEx
Listed
Companies
and reasons
thereof
Yes No
Description
II. Fulfillment of ethical corporate
management
(I) Does the Company evaluate
business partners' ethical records
and include ethics-related clauses
in business contracts?
(II) Has the Company set up a
dedicated unit under the Board of
Directors to promote ethical
corporate management and
regularly (at least once every
year) report to the Board of
Directors the implementation of
the ethical corporate management
policies and prevention programs
against unethical conduct?
(III) Has the Company established
policies to prevent conflicts of
interests, provided proper
channels of appeal, and enforced
these policies and channels
accordingly?
(IV) Has the Company established
effective accounting systems and
internal control systems to
implement ethical corporate
management and had its internal
audit unit, based on the results of
assessment of the risk of
involvement in unethical conduct,
devise relevant audit plans and
audit the compliance with the
prevention programs accordingly
or entrusted a CPA to conduct the
audit?
(V) Does the Company regularly hold
internal and external educational
training on ethical corporate
management?


(I) The Company evaluates the integrity
records of the cooperative
manufacturers or customers and
specify the relevant contents and
precautions of integrity transactions
in the commercial contracts.
(II) The Company appoints the
management department to be
concurrently responsible for
promoting the integrity of the
enterprise, revising and
implementing these operating
procedures and guidelines, and
reporting regularly to the chairman
of the Board.
(III) The Company has formulated policies
to prevent conflicts of interest,
provided appropriate reporting
channels in the "Operating
Procedures and Conduct Guidelines
for Honest Business" and has
implemented them.
(IV) In order to ensure the implementation
of ethical corporate management, the
Company has established an
effective accounting system and
internal control system, and internal
auditors regularly check the
compliance of various systems.
(V) The Company conducts education
courses on integrity management
from time to time.

No deviation
  • 42 -
Evaluation items Operating status Operating status Operating status Deviations
from the
Ethical
Corporate
Management
Best Practice
Principles for
TWSE/TPEx
Listed
Companies
and reasons
thereof
Yes No
Description
III. Status of enforcing whistle-
blowing systems in the Company
(I) Has the Company established a
concrete whistleblowing and
rewarding system, and set up
accessible methods for
whistleblowers, and designate
appropriate and dedicated
personnel to investigate the
accused?
(II) Has the Company established
the standard operating
procedures for investigating
reported misconduct, follow-up
measures to be adopted after the
investigation, and related
confidentiality mechanisms?
(III) Does the Company take any
measures to protect
whistleblowers so that they
are safe from mishandling?
(I) The Company has incorporated
integrity management into its staff
performance appraisal and human
resources policies, and has
established a clear and effective
reward and punishment and
complaint system. The reporting and
accepting units are the Management
Department and the Audit Room.
(II) The Company has established
standard operating procedures for the
investigation of reported matters,
follow-up measures to be taken after
the investigation is completed, and
relevant confidentiality mechanisms
in the "Operating Procedures and
Conduct Guidelines for Honest
Business."
(III) The Company personnel handling
whistle-blowing matters shall
represent in writing they will keep
the whistleblowers' identity and
contents of information confidential.
the Company also undertakes to
protect the whistleblowers from
improper treatment due to their
whistle-blowing.

No deviation
IV. Enhanced disclosure of corporate
social responsibility information
Does the Company disclose its
ethical corporate management
policies and the results of its
implementation on the Company's
website andMOPS?
The Company has provided relevant
information on the ethical corporate
management policies on the Company's
website and annual report for investors’
reference.
No deviation
V. Where the Company has stipulated its own ethical corporate management best practices according to
the "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies,"
please describe any differences between the prescribed best practices and the actual activities taken
by the Company:
The Company has formulated the "Operating Procedures and Conduct Guidelines for Honest
Business" in accordance with the ethical corporate management principles There is no significant
deviation in its operationandimplementation, and theimplementationstateisnormal.
  • 43 -
Evaluation items Operating status Operating status Operating status Deviations
from the
Ethical
Corporate
Management
Best Practice
Principles for
TWSE/TPEx
Listed
Companies
and reasons
thereof
Yes No
Description
VI. Other important information to facilitate a better understanding of the Company's ethical
corporate management policies (e.g., review and amend its policies) (if the Company reviews and
amends its code of good faith, etc.):
In order to establish a good corporate culture, sound development and good business operation
mode, the Board of Directors has decided to adopt the "Operating Procedures and Conduct
Guidelines for Honest Business,' specifying that the directors, managers, employees or anyone with
substantial control ability of the Company shall not directly or indirectly offer, promise, demand or
accept any improper benefits or do other dishonest behaviors that violate good faith, illegal or
fiduciary obligations in the process of engaging in business activities in order to obtain or maintain
benefits.
  • (VII) If the Company has formulated any corporate governance best practice principles or related bylaws, the inquiry method shall be disclosed:

The Company has formulated relevant regulations such as "Rules of Procedure for Shareholders' Meetings," "Procedures for Selecting Directors," "Rules on the Scope of Duties of Independent Directors," "Code of Ethical Conduct for Directors and Managers," and "Operating Procedures and Conduct Guidelines for Honest Business," as well as other relevant regulations. The Company operates in accordance with the spirit of corporate governance and implements relevant norms of corporate governance. the Company has also promoted the operation of corporate governance by revising relevant management measures, enhancing information transparency and strengthening the functions of the Board of Directors. Relevant regulations have been posted on the Company's website for shareholders' reference.

(VIII) Other important information regarding corporate governance

  1. The Company has a "Code of Ethical Conduct for Directors and Managers" to guide the conduct of directors and managers of the Company to conform to ethical standards and to enable the Company's stakeholders to better understand the Company's ethical standards. In addition, the Company also has the "Rules of Procedure of the Board of Directors" which stipulate the recusals of directors to protect the interests of the Company and the investing public.

  2. In order to encourage shareholders to participate in the shareholders' meeting, the Company not only accepts shareholders' proposals in the shareholders' meeting every year according to laws and regulations, but also announces that shareholders can exercise voting rights in writing. Please refer to the MOPS for the methods of exercise and implementation.

  3. 44 -

  4. (IX) Implementation of the internal control system

  5. Statement of Internal Control System

Lemtech Holdings Co., Limited

Statement of Internal Control System

Date: Mar. 31, 2021

The Company hereby states the results of the self-evaluation of the internal control system for 2020 as follows:

  • I. The Company acknowledges that the establishment, implementation and maintenance of an internal control system is the responsibility of the Board of Directors and managers, and the Company has established an internal control system. The internal control system is designed to provide reasonable assurance for the effectiveness and efficiency of the operations (including profitability, performance and protection of assets), reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations.

  • II. The internal control system has innate limitations. No matter how robust and effective the internal control system, it can only provide reasonable assurance of the achievement of the foregoing three goals; in addition, the effectiveness of the internal control system may vary due to changes in the environment and conditions. However, the internal control system of the Company has self-monitoring mechanisms in place, and the Company will take corrective action against any defects identified.

  • III. The Company uses the assessment items specified in the "Regulations Governing Establishment of Internal Control Systems by Public Companies" (hereinafter referred to as the "Regulations") to determine whether the design and implementation of the internal control system are effective. Based on the process of control, the assessment items specified in the "Regulations" divide the internal control system into five constituent elements: 1. control environment; 2. risk assessment; 3. control activities; 4. information and communications; and 5. monitoring activities. Each constituent element includes a certain number of items. For more information on such items, refer to the "Regulations."

  • IV. The Company has already adopted the aforementioned Regulations to evaluate the effectiveness of its internal control system design and operating effectiveness.

  • V. Based on the findings of such evaluation, the Company believes that, as of Dec. 31, 2020, it has maintained, in all material respects, an effective internal control system (that includes the supervision and management of our subsidiaries), to provide reasonable assurance over our operational effectiveness and efficiency, reliability, timeliness, transparency of reporting, and compliance with applicable rulings, laws and regulations.

  • VI. This statement will constitute the main content of the Company's annual report and the prospectus and will be disclosed to the public. Any falsehood or concealment with regard to the above contents will entail legal liability under Articles 20, 32, 171 and 174 of the Securities and Exchange Act.

  • This statement has been approved by the Board of Directors of the Company on Mar. 31, 2021. Among the seven directors present, none of them has any objection. The rest agree with the contents of this statement and make this statement.

Lemtech Holdings Co., Limited

Chairman: Hsu, Chi-Feng

General Manager: Hsu, Chi-Feng

  1. Entrust the accountant project to review the internal control system: None.

  2. 45 -

  3. (X) Penalties imposed upon the Company and its employees in accordance with the law, penalties imposed by the Company upon its employees for the violation of the internal control system policy, principal deficiencies, and improvement status during the most recent fiscal year up to the date of publication of the Annual Report: None.

  4. (XI) Major resolutions of shareholders’ meeting and Board meetings during the most recent fiscal year up to the date of publication of the Annual Report: 1. Major resolutions of the 2020 shareholders' meetings and implementation status

Date Important resolutions Implementation status
2020.06.15
Annual
shareholders'
meeting
Approval of 2019 Business Report and
Consolidated Financial Statements
Adopted through resolution.
Approval of the earnings distribution for
2019
Adopted through resolution.
Adoption of amendment to Articles of
Association of the Company
The resolution was passed and Cayman's
registration was completed on Jun. 22,
2020.
Adoption of amendment to the "Rules of
Procedure for Shareholders' Meetings"
The resolution is passed and implemented
according to the resolution of the
shareholders'meeting.
Adoption of the release of directors from
non-compete restrictions
The resolution is passed and implemented
according to the resolution of the
shareholders' meeting.
  1. Important resolutions of the Board of Directors for 2020 and up to the date of publication of the Annual Report
of the Annual Report
Date Important resolutions
2020.03.25 1. Adoption of the remuneration distribution plan for employees and directors in 2019
2. Adoption of 2019 Business Report and Consolidated Financial Statements
3. Adoption of the earnings distribution for 2019
4. Adoption of the 2019 "Statement of Internal Control System"
5. Adoption of the amendment to Internal Control Measures
6. Adoption of the Company's application for bank financing
7. Adoption of the agenda for the 2020 ordinary meeting of shareholders and the proposal
rights of shareholders
8. Adoption of the purchase and retirement of the Company's shares for the second time
in accordance with the law for the Company's credibility and shareholders' rights and
interests
9. Adoption of the Company's proposal to issue the third domestic unsecured convertible
corporate bond
10. Adoption of the Company's change to the source of the debt repayment funds in the
second domestic unsecured convertible corporate bond
2020.05.13 1. Adoption of the earnings distribution for Q1, 2020
2. Adoption of the base date for the second reduction of capital for stock repurchase
3. Adoption of the Company and its Taiwan branch's application for bank financing
4. Adoption of the Company's provision of guarantee
2020.08.14 1. Adoption of the earnings distribution for Q2, 2020
2. Adoption of the Company and its Taiwan branch's application for bank financing
3. Adoption of the Company's provision of guarantee
4. Adoption of formulation of and amendment to the Internal Control System
5. Adoption of the Company's proposal to set up a plant in Changshu, China
6. Adoption of the release of managers from non-compete restrictions
7. Adoption of the release of directors from non-compete restrictions
2020.09.09 Adoptionofthe Company's disposalof land
  • 46 -
Date Important resolutions
2020.11.12 1. Adoption of the earnings distribution for Q3, 2020
2. Adoption of formulation of and amendment to the Internal Control System
3.Adoptionofthe Company's provisionofguarantee
2020.11.20 1. Adoption of the Company's proposal to sell Lemtech Philippine Thermal System Inc.
2.Adoptionofthe Company's provisionofguarantee
2020.12.30 1. Adoption of the 2021 budget
2. Adoption of 2021 Internal Control Audit Plan
3. Adoption of the Company's provision of guarantee
2021.03.31 1. Adoption of the remuneration distribution plan for employees and directors in 2020
2. Adoption of 2020 Business Report and Consolidated Financial Statements
3. Adoption of the 2020 Earnings Distribution Plan
4. Adoption of the distribution of cash dividends to shareholders for the fourth quarter of
2020
5. Adoption of the issuance of new shares by capital increase from surplus in 2020
6. Adoption of the appointment of Ricky Eu as General Manager of the Company
7. Adoption of the 2020 "Statement of Internal Control System"
8. Adoption of the amendment to Internal Control Measures
9. Adoption of the election of directors
10. Adoption of the list of candidates for directors (including independent directors)
11. Adoption of the release of newly elected directors from non-compete restrictions
12. Adoption of the agenda for the 2021 ordinary shareholders' meeting and related
matters concerning shareholders' proposal rights and nomination of directors
(including independent directors)
13. Adoption of the Company's application for bank financing
14. Adoption of the Company's provision of guarantee
15. Adoption of the remuneration for the Company's independent directors
2021.04.27 1. Adoption of the amendment to the "Articles of Association"
2. Adoption of the addition to the 2021 shareholders' meeting agenda
3.Adoptionoftherelease of managersfrom non-competerestrictions

(XII) Any dissenting opinions on record or stated in a written statement made by directors or supervisors regarding key resolutions of the Board meetings in the most recent year up to the publication date of this annual report: None.

(XIII) During the most recent year and up to the publication date of the annual report, the resignation and dismissal of the Company's personnel including Chairman, General Manager, Accounting Supervisor, Finance Supervisor, Internal Audit Supervisor, and R&D Supervisor: None.

  • 47 -

V. Information on CPA Fees

Range of CPA Fees in 2020

CPA firm Name of CPAs Name of CPAs Audit period Remarks
Deloitte &
Touche
Lee,
Li-Huang
Chih,
Jui-Chuan
Jan. 1, 2020 to Mar. 31, 2020
Lee,
Li-Huang
Chih,
Jui-Chuan
Apr. 1, 2020 to Jun. 30, 2020
Lee,
Li-Huang
Chih,
Jui-Chuan
Jul. 1, 2020 to Sep. 30, 2020
Lee,
Li-Huang
Chih
Jui-Chuan
Oct. 1, 2020 to Dec. 31, 2020

Note: If the Company has replaced the CPAs or accounting firm in the current year, the audit period shall be listed separately, and the reason for replacement shall be stated in the Remarks column.

Unit: NT$1,000

Category of fees
Range of fees
Category of fees
Range of fees
Audit fees Non-audit fees Total
1 Less than NT$2,000 thousand
2 NT$2,000 thousand (inclusive) -
NT$4,000thousand
3 NT$4,000 thousand (inclusive) -
NT$6,000thousand
4 NT$6,000 thousand (inclusive) -
NT$8,000thousand
5 NT$8,000 thousand (inclusive) -
NT$10,000thousand
6 More than NT$10,000 thousand
(inclusive)

Unit: NT$1,000

Unit: NT$1,000
CPA Firm Name of
CPAs
Audit
fees
Non-audit fees Audit period Remarks
System
design
Business
registration
Human
resources
Others
(Note
2)
Subtotal
Deloitte &
Touche
Lee, Li-
Huang
Chih, Jui-
Chuan
3,410 0 0 0 370 370 Jan. 1, 2020
-
Dec. 31,
2020

Computer
audit &
issuance of
corporate
bonds

Note 1: Where the Company replaces the CPA or accounting firm, the auditing periods of the former and successor CPA or firm shall be annotated separately. The reason for the replacement shall be provided in the "Remarks" column accordingly. The audit and non-audit fees paid to the former and succeeding CPA or firm shall also be disclosed.

  • Note 2: Non-audit fees shall be listed separately based on service items. If "Others" in non-audit fees reaches 25% of total non-audit fees, the contents of the non-audit services shall be specified in the "Remarks" column.

  • (I) When non-audit fees paid to the certified public accountant, to the accounting firm of the certified public accountant, and/or to any affiliated enterprise of such accounting firm are one quarter or more of the audit fees paid thereto, the amounts of both audit and non-audit fees as well as details of non-audit services shall be disclosed: The Company did not meet the

  • 48 -

disclosure standard.

  • (II) Where the Company changed the accounting firm and the audit fees paid for the year of change was less than that of the prior year, the amount of audit fees before and after the change and reasons shall be disclosed: None.

  • (III) Where the audit fees paid for the current year were 10% less than those of the previous year or more, the sum, proportion, and cause of the reduction shall be disclosed: None.

VI. Information Regarding Replacement of CPAs: None.

  • VII. The Company's Chairman, General Manager, or Any Manager in Charge of Finance or Accounting Operations who Has, in the Most Recent Year, Held a Position at the Accounting Firm of Its CPA or at a Related Company: None.

  • VIII. Equity Transfer or Changes to Equity Pledge of Directors or Managers Holding More than Ten Percent (10%) of Company Shares during the Year Prior to the Publication Date of This Report

(I) Change in shareholding by directors, managers, and major shareholders

Title Name 2020 2020 As of Apr. 30,2021 As of Apr. 30,2021
Increase
(decrease) in
shares held
Increase
(decrease) in
shares
pledged
Increase
(decrease) in
shares held
Increase
(decrease) in
shares
pledged
Chairman and
General Manager
Hsu, Chi-Feng 50,000 400,000
(550,000)
0 0
Vice Chairman
and Business
Director
Chan Kim Seng
Maurice
0 0 (33,000) 0
Director and CTO Ye, Hang 0 0 (10,000) 0
Director Tan, Yong 0 0 (80,000) 0
Independent
Director
Yang, Rui-Long 0 0 0 0
Independent
Director
Yu, Chi-Min 0 0 0 0
Independent
Director
Lee, Wei-Ming 0 0 0 0
Marketing
Director
Murali Nair 0 0 0 0
Financial and
Accounting
Manager
Lu, Chin-Yu 17,000 0 1,000 0
  • (II) Information on the counterpart of equity transfer being a related party of the Company's directors, supervisors, managers and major shareholders: None.

  • (III) Information on the counterpart of equity pledge being a related party of the Company's directors, supervisors, managers and major shareholders: None.

  • 49 -

  • IX. Relationship Information, if among the Company's Ten Largest Shareholders Any One Is a Related Party or a Relative within the Second Degree of Kinship of Another

Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Apr. 30,2021 Unit: Share,%
Spouse & minor shareholdingTotal shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship
Remarks
Number of
shares
Shareholding
ratio
Number
of shares
Shareholding
ratio
Name Relationship
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
0
0
0
0 None
None
Name Current shareholding Spouse & minor shareholding Total shareholding by
nominees
Among ten largest
shareholders, name
and relationship
with any one who is
a related party or a
relative within the
second degree of
kinship

Remarks
Number
of shares
Shareholding
ratio
Number of
shares
Shareholding
ratio
Number
of shares

Shareholding
ratio

Name
Relationship
Hsu, Chi-Feng 7,288,906 13.40 0 0 0
0
None None
Chan Kim Seng Maurice 5,100,708 9.38 0 0 0
0
None None
Ye, Hang 4,989,921 9.18 0 0 0
0
None None
HSBC in the custody of
Morgan Stanley & Co.
International Plc
2,436,652 4.48 0 0 0
0
None None
Tan, Yong 2,012,599 3.70 0 0 0
0
None None
Liao, Mu 1,357,658 2.50 0 0 0
0
None None
Liao, Wen-Yen 875,000 1.61 0 0 0
0
None None
Business Department of Sta
ndard Chartered Bank in
the custody of the
investment account of LGT
Bank
731,890 1.35 0 0 0
0
None None
Liao, Wen-Yi 685,000 1.26 0 0 0
0
None None
JPMorgan Chase in the
custody of the
investment account of JP
Morgan Securities Inc.
622,534 1.14 0 0 0
0
None None
  • 50 -

  • X. Number of Shares Held and Combined Shareholding Ratio in the Same Reinvested Business by the Company, the Company's Directors, Managers, and Companies Directly or Indirectly Controlled by the Company

Controlled by the Company
Dec. 31, 2020 Unit: Share; %
Reinvested company Investment by the
Company
Investment by
directors/supervisors/managers
and by companies directly or
indirectly controlled by the
Company
Total investment
Number of
shares

Shareholding
percentage

Number
of shares
Shareholding
percentage

Number of
shares
Shareholding
percentage
Lemtech Global Solution Co. Ltd. 2,500,000 100 0 0 2,500,000 100
LemTech Precision Material (China) Co., Ltd. 126,000 0.19 65,874,000 99.81 66,000,000 100
LDC Precision Engineering Co., Ltd. 0 0 (Note 1) 100 (Note 1) 100
Lemtech Technology Limited 0 0 (Note 1) 100 (Note 1) 100
Lemtech Precision Material (Czech) s.r.o. 0 0 (Note 1) 100 (Note 1) 100
Lemtech USA Inc. 0 0 (Note 1) 100 (Note 1) 100
Aapico Lemtech (Thailand) Co., Ltd. 0 0 160,000
(Note 2)
40 160,000
(Note 2)
40
Lemtech Industrial Services Ltd 1,425,000 57 0 0 1,425,000 57
Kunshan Lemtech Slide Technology Co., Ltd. 0 0 (Note 1) 100 (Note 1) 100
Lemtech Cooling System Ltd. 7,000,000 100 0 0 7,000,000 100
Lemtech Energy Solutions Corporation
(Former name: Cryomax Lemtech Co., Ltd.)
0 0 3,000,000 100 3,000,000 100
Lemtech Philippine Thermal System Inc. 0 0 11,000,000 100 11,000,000 100
Kunshan Lemtech Slide Technology Co., Ltd. 0 0 (Note 1) 100 (Note 1) 100
Zhenjiang Emtron Surface Treatment Limited
0
83.33 (Note 1) 0 (Note 1) 83.33
Lemtech Electronics Technology (Changshu)
Co., Ltd.
0 0 (Note 1) 100 (Note 1) 100

Note 1: As the Company is a limited liability company, there is no stock and nominal amount.

Note 2: Long-term investments made by the Company using the equity method.

  • 51 -

Chapter 4 Capital Overview

I. Capital and Shares

(I) Sources of capital

1. Share capital formation:

Unit: Thousand shares; NT$1,000

Year/month Issue
price
Authorized capital Authorized capital Paid-in capital Paid-in capital Remarks Remarks Remarks
Number
of
shares
Amount Number
of
shares
Amount Sources of
capital
Capital
increase by
assets other
than cash
Others
2009.09 10 30,000 300,000
10

100
Capital stock at
founding
None -
2009.11 10 30,000 300,000
25,000
250,000
Conversion of
capital 24,990
thousand shares

None
NT$249,900 thousand are
shares swapped with
shareholders of Mauritius
SuperSolutionCo.,Ltd.
2011.04 36 30,000 300,000
27,800
278,000
Cash capital
increase
None FSC No. 1000009515,
Mar. 17, 2011
2012.11 43 45,000 450,000
32,800
328,000
Cash capital
increase
None FSC No. 1010039209,
Sep. 12, 2012
2013.07 10 100,000 1,000,000
32,800
328,000
None
None Adjusted authorized
capital
2015.07 56.7 100,000 1,000,000
39,828
398,281
Conversion of
corporate bonds
7,028 thousand
shares

None
FSC No. 1020054882,
Jan. 17, 2014
2015.11 10 100,000 1,000,000
39,541
395,411
Buyback of
treasury stock
None TWSE-II- No.
1040023685, Nov. 20,
2015
2019.03 220 100,000 1,000,000
39,563
395,638
Conversion of
corporate bonds
23 thousand
shares

None
FSC No. 1070324423,
Jul. 13, 2018
2019.09 10 100,000 1,000,000
47,472
474,720
Recapitalization
of retained
earnings

None
-
2020.05 10 100,000 1,000,000
46,967
469,670
Buyback of
treasury stock
None FSC No. 1090341924,
May 7, 2020
2021.04 94.8 100,000 1,000,000
54,377
543,770
Conversion of
corporate bonds
7,410 thousand
shares

None
FSC No. 1090342822,
May 13, 2020
  • 52 -

2. Type of shares:

2. Type of shares:
Apr. 30, 2021 Unit: Share
Type of shares Authorized capital Remarks
Issued shares Unissued shares Total
Common
shares
54,376,980 45,623,020 100,000,000 Shares of listed
company

Note: The above shares are all listed company shares, counted to book closure date on Apr. 30, 2021.

(II) Shareholder structure

(II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure
Apr. 30, 2021
Shareholder
structure
Volume


Government
agencies
Financial
institutions
Other
institutional
shareholders
Foreign
institutions
and foreign
natural
persons
Domestic
natural persons
Mainland
investment
institutions and
natural persons
Treasury
stock

Total
Number of
shareholders
0
0

36

39

2,704

4

0

2,783
Shareholding
(shares)
0
0

1,177,120

10,675,884

34,572,557

7,951,419

0
54,376,980
Shareholding
percentage
0.00%
0.00%

2.16%

19.63%

63.58%

14.62%

0.00%

100.00%

Note: An initial TWSE/TPEx-listed company or an emerging stock company shall disclose the shareholding percentage of the company's shares held by companies in Mainland China; companies in Mainland China refers to companies invested by people, juridical persons, organizations, and other institutions in Mainland China or investments made in third regions by Mainlanders as stipulated in Article 3 of the Rules Governing Permits for People from Mainland China Investing in Taiwan.

  • 53 -

(III) Shareholding distribution (face value of NT$10 per share)

  1. Common share distribution:
1. Common share distribution:
Apr. 30, 2021 Unit: Share; %
Shareholding range Number of
shareholders
Shareholding
(shares)
Shareholding
percentage
1 to 999 513
103,613

0.19
1,000 to 5,000 1,610
3,163,755

5.82
5,001 to 10,000 240
1,863,823

3.43
10,001 to 15,000 86
1,092,620

2.01
15,001 to 20,000 69
1,263,480

2.32
20,001 to 30,000 67
1,709,710

3.14
30,001 to 40,000 37
1,305,768

2.40
40,001 to 50,000 27
1,213,858

2.23
50,001 to 100,000 73
5,129,594

9.43
100,001 to 200,000 31
4,267,610

7.85
200,001 to 400,000 13
3,661,991

6.73
400,001 to 600,000 7
3,500,290

6.44
600,001 to 800,000 3
2,039,424

3.75
800,001 to 1,000,000 1
875,000

1.61
1,000,001 or more 6
23,186,444

42.65
Total 2,783
54,376,980

100.00
  1. Preferred share distribution: Not applicable.

  2. 54 -

(IV) List of major shareholders

List of major shareholders List of major shareholders List of major shareholders
Apr. 30,2021 Unit: Share;%
Shareholding
Shareholder's name
Shareholding
(shares)
Percentage (%)
Hsu, Chi-Feng 7,288,906
13.40
Chan Kim Seng Maurice 5,100,708
9.38
Ye, Hang 4,989,921
9.18
HSBC in the custody of Morgan Stanley & Co.
International Plc
2,436,652
4.48
Tan, Yong 2,012,599
3.70
Liao, Mu 1,357,658
2.50
Liao, Wen-Yen 875,000
1.61
Business Department of Standard Chartered Bank
in the custody of the
investment account of LGT Bank
731,890
1.35
Liao, Wen-Yi 685,000
1.26
JPMorgan Chase in the custody of the
investment account of JP Morgan Securities Inc.
622,534
1.14
  • (V) Market price per share for the past two years, with net worth per share, earnings per share, dividends per share, and related information

Unit: NT$; Thousand shares

Item Year Year 2019 2020 As of March
31,2021
Market
price per
share
Highest 173.00 159.00 203.00
Lowest 105.00 55.00 110.50
Average 131.81
102.82
161.70
Net worth
per share
Before distribution 41.15 50.96 56.17
Afterdistribution 41.15 (Note 9) (Note 9)
Earnings
per share
Weighted average shares 47,467 47,634 52,559
Earnings per
share
Before retrospective
application
5.47 9.57 3.01
After retrospective
application
5.47 (Note 9) -
Dividends
per share
Cash dividends 2.5 3. 92915417
(Note 9)
-
Share
dividends
Dividends from
retained earnings
- 1.5 -
Dividends from capital
surplus
- - -
Cumulative unpaid dividends - - -
Return on
investment
Price/earningsratio (Note 5) 24.10 10.74 -

Price/dividendratio (Note 6)
52.72 26.17 -

Cash dividendyield(Note 7)
1.90% 3.82% -
  • 55 -

    • *If retained earnings or capital reserves were used for capital increase, market prices and cash dividends that were retroactively adjusted based on the number of shares after distribution should be disclosed.

    • Note 1: The annual highest and lowest market value of common share shall be listed. The annual average market value is calculated based on each year's transaction value and volume.

    • Note 2: The number of shares issued at the end of the year shall be used as the reference. Please fill in the table according to the distribution amount as resolved by the shareholders' meeting held in the following year.

    • Note 3: Where retroactive adjustment is necessary due to issuance of share dividends, earnings per share before and after the adjustment shall be listed.

    • Note 4: If the terms of equity securities issuance allow unpaid dividends of the year to be accumulated to the subsequent years in which there is profit, the Company shall disclose the accumulated unpaid dividends respectively up to that year.

    • Note 5: Price/earnings ratio = Average closing price for each share in the year / Earnings per share.

    • Note 6: Price/dividend ratio = Average closing price per share in the year / Cash dividends per share.

    • Note 7: Cash dividend yield = Cash dividends per share / Current year average closing price per share.

    • Note 8: The per-share net value and earnings per share should be the values of the quarter nearest to the printing date of the annual report to be audited by accountant; the remaining column should be filled in with the annual data up to the printing date of the annual report.

    • Note 9: The 2020 annual earnings distribution proposal was approved by the Board meeting on March 31, 2021, but has not yet been approved by the regular shareholders' meeting.

  • (VI) Dividend policy and implementation

  • Dividend policy:

    • (1) If the Company is profitable this year, the employee remuneration and director remuneration shall be allocated in the following proportion. The allocation plan of employee remuneration and director remuneration shall be reported to the shareholders' meeting. However, the Company shall reserve a portion for the accumulated losses, if any, in advance.

      • (a) The employee remuneration shall be no less than 0.5% and may be paid either in cash or stocks. The targets include the subsidiary companies' employees matching certain conditions, which are determined or revised by the Board meeting.

      • (b) The director remuneration is up to 2%.

    • (2) The Company shall allocate earnings or cover losses at the end of each quarter in accordance with the listing regulations. The Company's proposal of allocating earnings or covering losses for the first three quarters shall be reviewed, together with the business report and financial statement, by the independent directors of the Audit Committee, and then reported to the Board meeting for approval.

      • When allocating earnings in accordance with the provisions of the preceding paragraph, the Company shall first estimate and reserve tax payable and cover losses according to law.

When the Company allocates earnings in accordance with the provisions of the first paragraph, all or part of dividends may be allocated by issuing new shares upon special resolution of the shareholders' meeting according to the listing regulations. Issuing cash shall be subject to the resolution of the Board meeting.

  • Earnings allocation or losses compensation by the Company in accordance with the provisions of the preceding three paragraphs shall be made based on the financial statements audited or reviewed by a certified public accountant.

  • (3) If there is any surplus upon the final accounting, the Company shall first pay the tax, cover the previous losses, and withdraw special reserve, if any. If there is still a

  • 56 -

remaining surplus, except those reserved by the Board meeting as the undistributed surplus, the remaining amount may be distributed as shareholder dividends and bonuses according to the shareholders' shareholding ratio. The Board of Directors shall then draw up an allocation plan and submit it to shareholders' meeting for resolution.

The Company's dividend policy considers the Company's stable growth, sustainable operation, capital needs, sound financial structure and maintenance of shareholders' rights. The total shareholders' bonus shall not be less than 10% of the distributable surplus. The shareholders' dividend bonus shall be allocated in cash or stock, where the cash dividends shall be no less than 50% of the total shareholders' bonus. If the Company is free of losses, it can, considering its financial, business and operating factors, allocate all or part of the statutory surplus reserve and capital reserve according to laws or competent authority's regulations.

  - (4) When allocating dividends or bonuses in accordance with the preceding paragraph, the Company shall, in accordance with the listing regulations, allocate all or part of the dividends or bonuses by issuing new shares upon the special resolution of the shareholders' meeting. Amount less than one share shall be allocated in cash. When allocating dividends or bonuses in accordance with the preceding paragraph, the Company shall allocate all or part of the distributable dividends or bonuses by issuing cash upon resolution consented by a majority of present directors, who shall be over 2/3 of all directors from the Board of Directors, and report to the shareholders' meeting.
  1. Implementation:

    • (a) The Company's proposal to distribute cash dividends of NT$0.92915417 per share, NT$46,967,069 in total, for the third quarter of 2020 was approved by the Board meeting on November 12, 2020, with the ex-dividend date set on December 26, 2020. Such cash dividends have been paid to shareholders in January 2021.

    • (b) The Company's 2020 earnings distribution proposal was approved by the Board meeting on March 31, 2021, and will be reported to the shareholders' meeting for approval on June 28, 2021. The Board meeting proposed to allocate cash dividends of NT$1.5 per share, NT$162,875,916, and stock dividends of NT$1.5 per share, 8,143,795 shares transferred from earnings in total, to shareholders for the fourth quarter of 2020.

  2. (VII) Impact on the Company's business performance and earnings per share (EPS) of share dividends proposed by this shareholder's meeting The Company did not need to prepare the financial forecast information for 2020, therefore it is not applicable.

  3. (VIII) Remuneration for employees and directors

  4. Percentage or range of remuneration for employees and directors as stipulated in the Company's Articles of Association:

    • If the Company is profitable this year, the employee remuneration and director remuneration shall be allocated in the following proportion, and the allocation plan of employee remuneration and director remuneration shall be reported to the shareholders' meeting. However, the Company shall reserve a portion for the accumulated losses, if any, in advance.

    • (a) The employee remuneration shall be no less than 0.5% and may be paid either in cash or stocks. The targets include the subsidiary companies' employees matching certain conditions, which are determined or revised by the Board meeting.

    • (b) The director remuneration is up to 2%.

  5. Basis for estimating the amount of remuneration to be allocated to employees and directors, basis for calculating the number of shares to be distributed as employee remuneration and

  6. 57 -

accounting treatment for discrepancies between the actual and estimated amount of remuneration to be distributed for this period:

The Company's employee remuneration in 2020 is estimated based on the amount of pretax net profit for the current year with employee remuneration and director's remuneration not deducted in proportion. If there is any change until the date of resolution made by the shareholders' meeting, the estimated amount will be subject to change in accounting estimates, and adjusted and credited in the year of resolution made by the shareholders' meeting.

  1. Remuneration approved by the Board of Directors:

  2. (1) If the employee's remuneration and director's remuneration distributed in cash or stock differs from the annual estimated amount of the recognized expenses, the difference, cause and treatment shall be disclosed:

    • Upon resolution of the Board meeting, the Company proposed that both the employee remuneration and director remuneration are allocated at the rate of 1% in 2020. The amount of employee remuneration and director remuneration is NT$4,686,223, respectively, which will be issued in cash.
  3. (2) The ratio of employee remuneration distributed in share to the sum of net income after tax specified in the parent company only or individual financial statements and total remuneration paid to employees: Not applicable, as there is no employee remuneration distributed in share.

  4. If there is any discrepancy between the actual amount of remuneration distributed to employees and directors (including number and amount of shares distributed, as well as share price) and the recognized amount of remuneration to employees and directors in the previous year, the amount, reasons and treatment of such discrepancies shall be stated: The Company's annual shareholders' meeting on June 15, 2020 passed the resolution of NT$2,648,306 of employee remuneration and NT$2,648,306 of director remuneration, which was proposed by the Board meeting on March 25, 2020 and has no difference with the amount actually allocated approved by the shareholders' meeting.

  5. 58 -

(IX) Share repurchases

  1. Share repurchases (completed):

Apr. 30, 2020

are repurchases
Share repurchases (completed):
Apr. 30,2020
Number of repurchase No. 2
Purpose of repurchase To maintain the Company’s creditability and
shareholders’ interest
Repurchase period March 26, 2020 - April 30, 2020
Price range of shares to be
repurchased
NT$50 to NT$90
Type and amount of shares
repurchased
505,000 common shares
Amount of shares repurchased NT$38,523,601
Percentage of repurchased amount to
the amount to be repurchased(%)
50.5%
Number of retired and transferred
shares
505,000 shares
Cumulative number of shares of the
Company
505,000 shares
Percentage of accumulated shares
held to the total number of shares
issued(%)
1.06%
  1. Share repurchases (in progress): None.

  2. 59 -

II. Corporate Bonds

(I) Corporate bonds

rporate Bonds
Corporate bonds
rporate Bonds
Corporate bonds
Type of corporate bond Third Unsecured Convertible Corporate Bonds within the
R.O.C.
Date of issuance (placement) August 4, 2020
Par value NT$100,000
Place of issuance and transaction Taipei Exchange
Issue price Issued at 100% of the Par Value
Total NT$700,000,000
Interest rate 0%
Term Three years, date due: August 4, 2023
Guarantor Not applicable
Trustee Bank SinoPac
Underwriter Capital Securities Co., Ltd.
Certifying attorney Zhiding International Law Firm
Chen,Yu-Liang, the attorney
Certified public accountant Deloitte & Touche
Lee, Li-Huang & Chih, Jui-Chuan
Method of redemption Except for those redeemed by the Company, repurchased by
the bondholder, converted or repurchased and written off by
the business office of securities dealer, the Company has made
the repayment in a lump sum by cash according to the face
amount ofbond whenthe bond expired.
Unredeemed principal NT$0
Date of TPEx trading termination: April 29, 2021
Articles for redemption or early
liquidation
Please refer to the Regulations Governing the Issuance and
Conversion of the Third Unsecured Convertible Corporate
Bonds within the R.O.C.
Restrictions None
Name of credit rating agency (CRA),
rating date, and results of corporate
bondratings
N/A
Other
rights
Amount of converted
common shares (swapped
or warranted) and Global
Depository Receipts or
other negotiable securities
as of the publication date
ofthis annual report
As of April 29, 2021, a total of 7,409,911 common shares have
been converted, amounting to NT$74,099,110.
Regulations governing
issuance and conversion
(swapor subscription)
Please refer to Market Observation Post System-Investment
Zone-Credit Standing Zone.
Possible dilution of equity or impact
on shareholders’ equity caused by
regulations governing the issuance,
conversion, swap or subscription to
stocks
TPEx trading terminates on April 29, 2021, so there is no
possible dilution of equity or impact on shareholders’ equity.
Name of the commissioned custodian
of exchangeable underlying
None.
  • 60 -

(II) Information on convertible corporate bonds

Type of corporate bond Type of corporate bond Third Unsecured Convertible Corporate Bonds
within the R.O.C.
Third Unsecured Convertible Corporate Bonds
within the R.O.C.
Item Year 2020 As of April 30, 2021
Market price of the
convertible corporate
bond
Highest 147.15 210.00
Lowest 110.00 119.00
Average 128.42 150.93
Conversion price 94.80 94.10
Issuance(placement) date and conversion
price on the date of issuance

Date: August 4, 2020
Conversionprice: NT$94.8
Methods of fulfilling conversion
obligations
Issuance of new shares Issuance of new shares

III. Preferred Shares: None.

  • IV. Overseas Depository Receipt: None.

  • V. Status of Employee Stock Option: None.

  • VI. New Restricted Employee Shares: None.

  • VII. Issuance of New Shares in Connection with Mergers or Acquisitions or with Acquisitions of Shares of Other Companies: None.

VIII. Implementation of Capital Utilization Plan

  1. As of the previous quarter of the publication of the annual report, plans that are not yet completed in the previous issuances or private offerings of marketable securities, or the plans that have been completed in the most recent three years with no obvious benefits: None.

  2. Implementation: As of the previous quarter of the publication of the annual report, the Company's capital utilization plans for the previous public issuance of marketable securities have been completed.

  3. 61 -

Chapter 5 Operational Highlights

I. Business Activities

  • (I) Scope of business

  • Main content: The Company mainly engages in research and development, production and sales of precision metal stamping components, including various electronic product thermal modules, electronic product components, automotive components and building material components made by stamping and forming, as well as stamping die support for automotive and electronic product manufacturers. The Company's products are either standardized or non-standardized parts and components that are tailored to different customers.

2. Percentage of business

The Company's main product items, sales performance and percentage, as well as its percentage of business in 2020 are as follows:

Unit: NT$1,000 Unit: NT$1,000
Item 2020
Net revenue Percentage of business
3C electronics
segment
2,713,905 49.60%
Vehicle parts
segment
1,664,095 30.42%
Building material
segment
62,913 1.15%
Toolings and
others
1,030,337 18.83%
Total 5,471,250 100.00%
  1. The Company's current product items and new products planned

  2. (1) The Company's current product items

Category Application
3C electronics
segment
Computers, radiators related stamping parts, servo slides
Metal stamping parts for household air conditioners, ice machines
and motors
Mobile phone internals, vapor chamber
Metal stamping parts for medical equipment
Vehicle parts
segment
Airbags, seat belt buckles, engines, steering systems, skylights,
door hinges, seat brackets and other metal parts
Building
material segment
Support fittings for sloping roof skylights and exterior wall plaque
Dies and other
segments
Molding tools, sports equipment
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  • (2) New products planned

The Company is a comprehensive supplier of multiple fields including stamping parts and components. To protect the Company from the impact of change in a single industry prospect, the Company has gradually changed from the original single product production mode to industry development with research and development of die technology-focused and products developing towards diversified fields. The Company now keeps developing different application products based on the existing four segments, including mobile phone vapor chamber, server thermal module, automobile safety system, drive system, door lock system, armrest box components, engine parts, NB hinge and other related metal stamping products.

(II) Industry overview

1. Industry status and development

The Company is a professional design manufacturer of thermal modules, with production and sales of various thermal module design products as its main business, which are widely used for 3C electronic stamping components, including notebook and desktop PC thermal fins, thermal components, mobile phone shields, computer server brackets, auto stamping parts, like door hinges, power steering wheels, skylights, airbags and seat belts, as well as building material stamping parts, such as support fitting for house skylights and exterior wall plaques. One of the Company's important core technologies is the development and production of dies, which are mainly used for metal stamping process. The Company is mainly committed to the development and manufacture of continuous dies. An example of the metal stamping industry and the thermal industry is given below for a detailed description:

  • (1) Metal stamping industry

Stamping is a forming method in which plates, strips, pipes and profiles are applied with external force by stamping equipment and dies to cause plastic deformation or separation, so as to obtain workpieces (stamped parts) with desired shape and size. As defined by the metal center: Stamping die is a processing tool for forming thin sheet metal through the stamping process. The shape of the sheet metal depends on that of the upper and lower dies (in general, the upper die is movable while the lower is not). Simple shape can be made by a pair of dies, but complex shape needs to be completed by more than a pair of dies. Through stamping, both extremely small-sized instrument parts and large parts such as automobile frames and pressure vessel heads can be manufactured, and both parts with general dimensional tolerance levels and shapes and parts with precision (micron-level tolerance) and complex shapes can be produced. Therefore, metal stamping is very important in the manufacture of automobiles, machinery, household appliances, motors, instruments, aerospace, weapons, etc. The characteristics of precision stamping products are as follows: consistent product quality, i.e. same model of products shall be highly consistent in quality and replaceable with each other; assembly adaptability, i.e. all parts must be perfect in matching with other parts in assembly, especially the precision components of high-precision electromechanical equipment, which requires a very strict dimensional error;

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production efficiency, i.e. compared with other metal forming processes such as casting and forging, the stamping process has clear advantages in production efficiency.

China has become the world manufacturing center, and achieved rapid development in automotive, communications, electronics, household appliances and other industries in the last 10 years, increasing the demands for metal stamping components. Many multinational companies have repositioned complete machine manufacturing to China, accompanied by supporting factories, with the purchase of domestic accessories increasing rapidly year by year, driving the rapid development of related industries in China. In this context, the metal stamping industry, one of the basic manufacturing industries, has also achieved rapid development.

(2) Thermal industry

As the functions of high-tech products are increasingly stronger, the electrical power required is higher, and more heat is generated therefrom. Therefore, it is increasingly important to dissipate heat to keep the system running stably. In recent years, the thermal issue has become an increasingly important technical topic in the design and manufacturing of various 3C products, such as computers (desktops, notebooks, servers), DVD recorders/players, plasma display panels (PDP), LED modules, etc. Due to the large potential in thermal market, an independent "thermal management industry" has been developed. What's more, due to the continuous enhancement of the central processing unit (CPU) and graphics chipset in computing clock rate lead to more heat generated, the thermal solution has become an important part of the personal computer (PC) industry. The current thermal module is composed of thermal fins, heat pipes, fans and other components, which are properly designed. The main design concept is transferring heat generated by CPU, through metal material with high thermal conductivity, such as close contact of copper or aluminum and CPU surface, via heat pipes to the endmost thermal fins, and cooling it with a fan to form convection, thereby keeping CPU running at a certain working temperature, without causing the crash from overheating.

Thermal management products are collectively known as thermal modules, which are now widely used in desktop (DT), notebook (NB), server and other PC product lines, which are considered as the most mature application fields. Therefore, the growth of thermal industry is closely related to the prosperity of the global information and computer industry. With the advances in technology and improvement of product development technology, the demands of many electronic products or equipment for heat dissipation are gradually emerging, such as communication equipment and emerging light-emitting diode (LED) products that are used in the lighting field.

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2. Relevance of industry up-, mid-, and down-streams

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The relevance of industry up-, mid-, and down-streams that the Company belongs to is shown above. The Company is a professional metal stamping and die manufacturer, with the main raw materials of aluminum, iron, and copper. Its upstream involves manufacturers, agencies, processors or distributors of metal raw material, and the mid-stream involves stamping product manufacturers and component manufacturers in various industries. The Company is a stamping component manufacturer, delivering the manufactured products to various component manufacturers for assembly and then selling to down-stream OEMs or manufacturers. The products of the Company have been applied in a wide range of industries, covering 3C electronic stamping components, including notebook and desktop thermal fins, thermal components, mobile phone shields and computer server brackets, auto stamping parts, including door hinges, power steering wheels, skylights, airbags and seat belts, as well as building material stamping parts, including support fitting for house skylights and exterior wall plaques.

3. Various product trends

The Company is a professional metal stamping and die manufacturing, with products mainly used in thermal modules such as NB, mobile phones, servers and automobiles. The analysis of the product trends in the future is as follows:

  • (1) 3C electronics industry

  • A. Information industry

According to the latest IDC report, the shipments of PCs* (including desktop PCs/NBs/workstations) totaled 2.44 million units in 2020, representing a 4% increase from 2019 and positive growth for a second year. Due to remote learning and work from home arrangements in the wake of the COVID-19 pandemic, demand for personal computing devices increased in 2020; the annual growth rate of business NBs reached 15.4% and that of home-based NBs reached 4.9%. According to Liu, I-Han, a market analyst from IDC, demand for PCs will remain high before the pandemic is under effective control. With NBs becoming mobile-friendly and portable, together with gradually improved performance, there is a tendency to replace desktop computers with NBs in both business or home-based markets. NB shipments accounted for a record high of 48.8% of the overall PC market in 2020 and are expected to reach 50% by 2021, showing a golden cross with the shipments of desktop computers.

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As remote offices become a trend, coupled with the revenue from projects, IDC estimates that business NBs will maintain a positive growth rate of 2% in the first quarter of 2021, but the overall PC market will drop by 4.1% from the same period in 2020. With global components in short supply, the shipments of PCs will continue to contract in the first half of 2021; NBs will have the largest demand-side gap. IDC estimates that Taiwan’s PC market will report a year-on-year decline of 2.9% in 2021.

The total size of Taiwan's monitor market was 346,000 in the fourth quarter of 2020, representing a year-on-year growth rate of 9.2%. In addition to demand from remote offices, the shortage of raw materials of panels led to advance pull-in by distributors, therefore resulting in a 10% higher overall shipment than previously estimated. In 2020, the total shipments reached positive growth for a fourth year with an annual growth rate of 5.0%.

According to Liu, I-Han, a market analyst from IDC, the annual growth rate of Taiwan’s monitors is estimated at 8.3% in the first quarter of 2021; in addition to filling part of the demand gap in the fourth quarter, most brands will raise prices in 2021 to maintain profitability as panel costs continue to increase. Therefore, advance pull-in by distributors is expected in the first half of 2021. The growth rate of the shipments of monitors in 2021 is expected to drop by 3.3% given the hard earlier year comparison. In terms of tablet computers, the shipments in the fourth quarter of 2020 decreased by 10.4% year-on-year to 280,000 units, and the annual shipments totaled 970,000 units, a year-on-year decrease of 3.6%. In particular, the business market recorded 260,000 units, or a 106.4% increase, in 2020, while the consumer market continued to drop in the first half of 2020 due to less consumer spending amid the pandemic. According to Huang, Ching-Ting, an assistant analyst from IDC, demand for business tablet computers for remote offices and remote learning increased due to the pandemic. Despite a small proportion, some companies and schools in Taiwan planned ahead for remote offices and remote learning and even for the future needs of smart offices and smart campuses; therefore, demand for business tablet computers was strong in 2020.

B. Mobile phone industry

The size of the smartphone market in Taiwan was 1.51 million units in the fourth quarter of 2020, a year-on-year decrease of 6.1%, and the shipments of smartphones in 2020 was 5.46 million units, a year-on-year decrease of 15.3%. Benefiting from Apple’s centralized delivery, the decline in the smartphone market slowed down in the fourth quarter of 2020, where the proportion of 5G smartphone shipments increased to 62.2% from 30.3% at the beginning of the third quarter; however, as the COVID-19 pandemic raged in the first half of the year, which caused the unstable supply and a decrease in the shipments of Chinese brands, the overall smartphone market lagged in 2020. Looking forward to 2021, the size of the smartphone market, including 5G smartphones, will increase by 6.7% to 5.83 million units as the pandemic is expected to subside.

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C. Server industry

According to Digitimes Research, despite the outbreak of the COVID-19 pandemic, increased demand for cloud services benefited from remote offices and remote learning and a soft earlier year comparison; the global shipments of servers in 2020 were up to 7% from 2019. It is expected that the pandemic may slow down companies' capital expenditures on servers in 2021. However, remote offices and online shopping will become the new normal of life, which will continue to drive the demand for cloud services. In addition, Intel's and AMD's new-generation CPUs will be produced in large quantities in the first half of 2021, and a wave of machine replacement is expected; thus, global shipments of servers will trend up, with an estimated annual growth rate of nearly 6%.

(2) Automotive industry

According to the IEK survey and research, global sales of automobiles were expected to continuously trend down from 2019 and fall by 24.8% in 2020; global sales of electric vehicles were also expected to drop by 9.5% and remain over 3.5 million units compared to the overall auto market.

Auto parts are heading towards modularized, smart, electrified, and lightweighting developments in response to the diverse demands in emerging countries and developed countries. It is advised that Taiwanese auto parts companies should head towards modularization and system function developments, embrace smart manufacturing technology, offer value-added products, and establish international division of labor in order to maintain competitiveness and profitability in the industry.

The COVID-19 pandemic upended the operation of the automotive industry worldwide. Faced with the pandemic, the automotive electronics industry turned this crisis into an opportunity by embracing autonomous vehicles. In early 2020, the White House announced the Automated Vehicle 4.0 (AV 4.0), followed by Tesla's market cap topping other automakers. In the Consumer Electronics Show, large automakers such as Toyota, BMW, and FORD also showcased their investments in autonomous driving, Internet of Vehicles (IoV), and electric vehicles. The U.S. invested US$42 million in IoV and US$4 billion in autonomous vehicle technology and demonstration sites. With the rapid development of technologies for automatic connectivity, logistics, and short-range connectivity, the size of the global autonomous vehicle market is expected to reach US$360 billion by 2025.

4. Competitive situation

The Company is a manufacturer specializing in the design and manufacture of metal precision dies and the stamping of hardware precision components and parts. Since its establishment, it has focused on the improvements of die manufacturing, manufacturing procedures and heatdissipating devices. With the constant change in market demands, the Company has timely adjusted the business and development direction, actively introduced advanced equipment and continued to develop and upgrade processing technology, so it has smoothly turned to single-

  • 67 -

equipment continuous processing and combination of equipment and manipulator for continuous processing technology from engineering processing. At the same time, in order to comply with customer demands, it has gradually transformed into the assembly and production of components from single product manufacturing. This has further improved the Company's competitiveness and profitability.

Consequently, the Company has the capability to set foot in automotive components and building materials products from the manufacturing of heat sink. In addition, the Company has also conducted market research and surveys, continuously improving its existing production processes, and developing products with higher value-added.

In summary, the Company, relying on excellent die sinking technology and the high sensitivity to market, gradually adjusts its operating strategy in this competitive industry. In the future, it will focus on products with higher added value, such as active development of new notebook hubs and auto parts, continuous improvement of solderless thermal module technology and vertical integration of thermal module process. Through diversified product lines, the Company also looks forward to reducing the influences of single market competition or declining industry, lessening the impact of competitive imitation of the Company's thermal patent technology and profit compression, and maintaining its market position and competitiveness.

(III) Technology and research & development overview

  1. R&D expenses invested in the most recent year and as of Mar. 31, 2021
it compression, and maintaining its market position and competitiveness.
nology and research & development overview
&D expenses invested in the most recent year and as of Mar. 31, 2021
it compression, and maintaining its market position and competitiveness.
nology and research & development overview
&D expenses invested in the most recent year and as of Mar. 31, 2021
it compression, and maintaining its market position and competitiveness.
nology and research & development overview
&D expenses invested in the most recent year and as of Mar. 31, 2021
it compression, and maintaining its market position and competitiveness.
nology and research & development overview
&D expenses invested in the most recent year and as of Mar. 31, 2021
Unit: NT$1,000
Year
Item

2019
2020 As of Mar. 31,
2021
R&D expenses 125,768 130,398 36,078
Net operating revenue 5,042,657 5,471,250 1,689,781
Ratio of R&D expenses to
net operatingrevenue

2.49%
2.38% 2.14%
  • 68 -

  • Successfully developed technologies or products

Year R&D results Description Scope of
application
2018 Ultra-thin sheet
riveting nuts or
riveting screws
Nuts and screws can be riveted on the sheet as thin
as 0.05mm.
Computer,
learning
machine, TV
and audio
2018 Stamping die pitch
positioning
Compared to the previous technology, this
achievement is easy to use, safe and reliable, which
can effectively solve the injuries caused to the
employees and damages to the production tools
due to improper operation by the employees, and
can save lots of physical strength and labor time
forthe operators.

Automotive
parts and other
products
2018 Multi-head and multi-
station room
temperature shrinkage
tube

This achievement can solve the problems of high
die cost and low processing efficiency in the
existing shrinking method. The pipe parts to be
processed for shrinkage are horizontally and
levelly positioned and clamped by the positioning
and clamping mechanism. Two sets of tube
shrinking mechanisms are symmetrically arranged
on both lateral sides of the positioning and
clamping mechanism. The tube shrinking
mechanism includes a single-axis robot, a
horizontal pushing cylinder, a first tube shrinking
die and a second tube shrinking die. The guide rail
of the single-axis robot is arranged in the
longitudinal direction, and the slider is flexibly
installed on the guide rail. The slider is penetrated
sequentially from front to back in a longitudinal
direction, and can be horizontally installed with the
first support base, second support base and third
support base which are mutually parallel to each
other. The first tube shrinking die and the second
tube shrinking die are respectively installed on the
first support base and the third support base, both
of which are facing to the positioning and
clamping mechanism. The horizontal pushing
cylinder is arranged on the horizontally outer side
of the single-axis robot, and its push rod can form
a dismountable horizontal coupling with the first
support base, the second support base and the third
support baserespectively.

Automotive
parts and other
products
2018 Automatic welding of
welding nut
Due to the high requirements on welding product
quality and particularity of the welding type, this
achievement can be used to eliminate lack of nut
welding, redundant welding and ensure welding
quality, and improve dimensional accuracy and
stability.
Automotive
parts and other
products
2018 Automatic waste
collection for upward
blanking die
The achievement involves a die waste collection
device, especially an automatic waste collecting
device for upward blanking die, which includes a
stripper plate connected to the upper die base and a
knife edge insert fixed on the stripper plate; it also
includes bigstripperplate,which is fixed between
Automotive
parts and other
products
  • 69 -
Year R&D results Description Scope of
application
the stripper plate and the upper die base; the reject
chute, a continuous manger, is connected with the
blank-holding hole of knife edge insert. The reject
chute is located at the bottom of the big stripper
plate or the top of the stripper plate; the material
blowing tube is connected to the high-pressure gas
source, and is fixed at one end of the reject chute.
The material blowing tube is used for blowing
away the waste materials in the waste chute; the
feeding pipe is located at the other end of the reject
chute, which is used for collecting the waste
materials into the waste bins. The automatic waste
collecting device for upward blanking die cleans
up the wastes through high-pressure gas, realizing
immediate cleaning, no waste accumulation, no
influence in production, no need for manual
cleaning, high production efficiency, simple
structure and convenient use.
2018 Manipulator
transmission
mechanism for
progressive die of
auto seat rail
The achievement is a manipulator transmission
mechanism for progressive dies of auto seat rails,
which can solve the problems of low processing
efficiency, unstable product processing size and
high production costs when using the traditional
instant-die transmission mechanisms for
processing car seat rails. It includes stamping
machine and progressive die. The counter-die
structure of the progressive die is installed on the
lower table of the stamping machine. The materials
and parts are horizontally and levelly conveyed
along the progressive die; the lower table of the
stamping machine is located in the two
longitudinal sides of the counter-die structure,
which is respectively equipped with a mechanical
arm. The two mechanical arms are arranged in
parallel along the horizontal level, and the two
mechanical arms are respectively provided with
one-to-one corresponding manipulator grippers on
each side of the counter-die structure. Each
manipulator grippe is facing to a processing station
of the progressive die. The two ends of the
mechanical arm are connected to a driving device
for driving the robot arms to move in the
horizontaland verticaldirections.

Automotive
parts and other
products
2018 Tubular pipe
expanding die
This achievement can achieve the following three
beneficial effects:
1. Concentricity is free of adjustment (the precision
pipe expanding die can provide a good
concentricity)
2. No shaping is required, and the requirements can
be met by one-time pipe expansion (tolerance is
about ± 0.05mm)
3. Easyto strip.


Automotive
parts and other
products
  • 70 -
Year R&D results Description Scope of
application
2018 Tubular multi-hole
automatic stamping
die
The achievement involves a tubular, multi-hole
and automatic stamping die. The punch is fixed on
one end of the sliding seat. The sliding seat is
installed on the lower template, and is located on
both sides of the steering circular tube. There are
multiple punches, which are corresponding to the
holes on the steering circular tubes. The
positioning block is located between the two
sliding seats. The center of the positioning block is
provided with a positioning round hole, and there
are multiple punch holes on both sides. The punch
holes are connected to the positioning round holes
and matched with the punches. The punches are
flexibly inserted into the punch holes; the die-core
round rod is installed on the lower template
through the fixing seat of die core. The die-core
round rod is located in the positioning round hole
of the positioning block, and is coaxial with the
positioning round hole. The center of the die-core
round rod is provided with a discharge hole. The
punching hole is connected to the discharge hole,
and the punching hole is matched with the punch;
the loading and unloading devices are used to
insert and push the steering circular tube in / out
the positioning round hole. The die can realize
rapid assembly, feeding, punching and returning
with high processing dimension accuracy, good
stamping stability, high production efficiency, and
low productioncost.
Automotive
parts and other
products
2019 High-precision auto
engine timing chain
guide rod bracket
fastening detection
device
This project is to develop a high-precision auto
engine timing chain guide rod bracket detection
device, which is applied to the stamping
production of auto engine timing chains. It uses the
fastening detection technology to efficiently detect
the fastening products and avoid human detection
error and waste of resources, thereby improving
productionefficiencyandmarketcompetitiveness.

Automotive
parts and other
products
2019 Bilateral automatic
pendulum device
Compared to two sets of unilateral automatic
pendulum mechanism, the bilateral automatic
pendulum mechanism reduces an operator and a
punch press. Averagely, one stroke produces two
products in 10s, and one product in 5s, which
improves the production efficiency. Save lots of
costsandimprovemarketcompetitiveness.
Automotive
parts and other
products
2019 Automatic clamping
mechanism of auto
horn element based
on precise plastic
coating process
By developing and using the automatic clamping
mechanism, most of the manual clamping
operations are replaced, thus avoiding manual error
in operation. It makes fast and automatic clamping
of auto horn components come true. It also creates
conditions for future mass production, free of
tedious manual operations, saving processing time,
eliminating potential safetyhazards for operators,

Automotive
parts and other
products
  • 71 -
Year R&D results Description Scope of
application
and improving the working efficiency of the
machine.
2019 One-step die-cutting
die for auto engine
exhaust system
components based on
fine stamping and
forming process
Compared to the traditional multi-step die-cutting,
the new one-step die-cutting die reduces the
positioning deviation caused by multiple
transmission of the product in the die, thereby
improving the accuracy of the product. For the
traditional mechanism, the insufficient swaging
contact caused by the multiple-operation die-
cutting will lead to deformation of the hole die-
cutting section. The new structure perfectly solves
this problem, and the appearance of the product
has also been improved. Meanwhile, the new
structure can still well balance the strength of the
punch andthe blade.
Automotive
parts and other
products
2019 Laser displacement
sensor device for
welding robot
The traditional detection is completed by
corresponding a sensor to each workpiece on the
fixture, and wrapping the sensor in the fixture,
leading to a high frequency of replacement under
the high temperature caused by welding. The laser
displacement sensor is installed on the manipulator
to replace the existing proximity sensor, which can
achieve the "one-to-many" detection effect.
According to the characteristics of the laser
displacement sensor, it can detect the product from
distance, avoiding damage caused by high
temperature and splash, reducing maintenance
time, reducing the loss of items, and improving
productionefficiency.
Automotive
parts and other
products
2019 Composite material
stamping die for
mobile phone mid-
plate
The die by which two mid-plates can be formed
through one-time die casting can efficiently
produce mobile phone mid-plates.
Applicable to
mobile phone
products
2019 High-precision visual
inspection device for
auto steering
adjustment bracket
The high-precision visual inspection device for
auto steering adjustment bracket developed by this
project can simultaneously detect whether the
welded products are lack of parts and processes,
and determine whether the weld seam reaches
standard, thereby eliminating the uncontrollability
of manualdetection.
Automotive
parts and other
products
2019 Thin composite vapor
chamber for thermal
module
This project is to develop a thin composite vapor
chamber for thermal module with high processing
efficiency, low cost, no pollution, and thin depth,
which is free of more sleeve, easy to use and has
good capillary conductivity.
Applicable to
3C electronic
products
2019 Heat dissipation
structure of condenser

It is a heat dissipation structure of condenser,
including a heat exchange module and a casing.
The heat exchange module has a large number of
internal channels, and each internal channel is
divided into a high-pressure area and a low-
pressure area. There is a cold air source beside the
low-pressure area. At least one water inlet is set
Applicable to
server
  • 72 -
Year R&D results Description Scope of
application
under the high-pressure area. At least one water
outlet is set under the low-pressure area
corresponding to the water inlet. Multiple
connection channels are set in the inner channel
that is far from the water inlet and water outlet. All
the connection channels connect the high-pressure
areas and the low-pressure areas. The heat
exchange module is put inside the casing. The
incoming steam passes through the connection
channel with the longest path. Therefore, a
maximum contact area can be reached for the
internal flow circulation of heat exchange module,
so as to improve the entire heat dissipation
efficiency.
2019 Improved heat
dissipation structure
of evaporator
structure
It is an improved heat dissipation structure of
evaporator, including at least one heat dissipation
element. The heat dissipation element has an
external wall panel, at the bottom of which there is
an internal wall panel stretching upwards. The
internal wall panel separates the inner bottom of
the external wall panel into two water evaporation
areas, and forms a gas concentration area at the
inner top of the external wall panel. Multiple heat
dissipation elements are arranged in series in the
same direction and combined into a thermal
module, which is sealed in a casing as the
improvedheatdissipationstructure ofevaporator.
Applicable to
server
2019 Steady flow
supercharging device
of condenser
It is a rapid heat dissipation and steady flow
supercharging device for condenser, including a
heat exchange module and a casing. The heat
exchange module is assembled by stacking a large
number of heat exchange elements, with lots of
inner channels parallel to each other, in series. The
heat exchange module has a high-pressure area
with an air inlet and a low-pressure area with a
water outlet. There is at least one channel on the
heat exchange module, and the heat exchange
module is installed in a casing. The pressure
difference between the low-pressure area and the
high-pressure area can drive the water in each of
the inner channels to flow to the low-pressure area
more quickly, thereby improving the efficiency of
use.
Applicable to
server
2019 Steady flow
supercharging device
of evaporator
It is a steady flow supercharging device of
evaporator, including a thermal module and a
casing. The thermal module is assembled by
stacking a large number of heat dissipation
elements, each of which has the first panel, the
second panel and the third panel, thereby forming a
half-opened internal flow channel inside the heat
dissipation element. The fourth panel is positioned
at each end of the heat dissipation elements
correspondingto internal flow channel. There is a

Applicable to
server
  • 73 -
Year R&D results Description Scope of
application
water inlet and an air outlet on the thermal module,
which is installed in the casing and outer cover.
The fourth panel can effectively block the two ends
of each inner flow channel, so that the gaseous
water heated and evaporated in the inner flow
channel can be effectively retained in each inner
flow channel, and the internal pressure can be
quickly lifted, so that the gaseous water can be
stably and quickly exhausted to the airoutlet.
2020 Visual inspection
device for auto
steering wheel parts
This project develops a visual inspection device for
auto steering wheel parts. Steering wheel parts are
placed behind the track, which then transmits the
steering wheel parts to the visual inspection area
for a quick inspection. Such an inspection is high
inbothefficiency and accuracy.

Automotive
parts and other
products
2020 Fixture for testing
buckles
This project develops the fixture for testing
buckles to avoid human errors. It can save a lot of
costs and improveproduct competitiveness.
Automotive
parts and other
products
2020 Bilateral automatic
pendulum device
This project provides two sets of automatic
pendulum devices connected together through the
bottom support plate and sharing a punch for
riveting. After the device is turned on, the rivet
vibration plate starts to work, and the rivets are
screened through the rivet vibration plate to ensure
that the rivets are in the required direction. The
continuous movement of the rivet vibration plate
ensures that there are enough rivets at the
beginning of each circle for the sorting of
misaligned rivets.
Automotive
parts and other
products
2020 Automated filtering
system for air-bag
components
This project develops an automated filtering
system for air-bag components to enhance the
yield. Save lots of costs and improve market
competitiveness.
Automotive
parts and other
products
2020 One-time die-cut
process for multi-slot
holes and
corresponding mold
This project provides a one-time die-cut process
for multi-slot holes, which can save the work steps
of the mold and further reduce the material and
processing costs of the mold. Thereby, the unit
price of the product is reduced. The product is
placed on the mold’s lower base, and the holes are
positioned in the corresponding groove of the
lower base; then the top base is driven downward
so that the punch structure can directly punch the
holes on the product at one time. Waste material is
directly discharged through the waste discharge
hole of the lower base.
Automotive
parts and other
products
2020 Felting machine This project develops a felting machine that
enables quick and stable matching of felt and
hooks after felt is placed behind the surface area of
the inner cavity. This improves productivity and
ensures thequalityof felt.
Automotive
parts and other
products
2020 Anti-corner bending
and cracking mold
This project develops an anti-corner bending and
cracking mold which can achieve the desired
height ofpackagingwithout affectingthe strength
Automotive
parts and other
products
  • 74 -
Year R&D results Description Scope of
application
of the product. This lowers the floating content of
the product, speeds up production, and reduces the
non-performing risk due to cracking and the
inspection thereof, effectively reducing the number
of repairs andproduction costs.
2020 Automatic testing
equipment for
automobile engine
components
This project develops automatic testing equipment
for automobile engine components. After the
lettering is completed, a test is conducted directly
online for output. This simplifies the process and
saves labor costs.
Automotive
parts and other
products
  • 75 -

  • (IV) Short-term and long-term business development plans

  • Short-term:

  • The metal stamping technology is widely used to stabilize the original 3C electronic product market, and expand actively the scope of product lines. In terms of automobile parts, we will continue to seek new customers. At the same, we will actively research and develop other products to reduce operational risks.

  • Actively maintain the cooperation relationship with existing customers, keep track of market information and win orders for new models. Work closely with customers, provide customer information in the early stage of development, and strengthen cooperation with customers.

  • Keep abreast of the trends in automotive manufacturing technology and develop laser welding technology to meet the market demand.

  • Win orders for stamping components from the electric vehicle platform and give priority to the production of electric vehicle parts and components in response to the rapid development of electric vehicles in China.

  • In order to serve customers in northern China nearby, actively explore the northern auto parts market (Great Wall, Beijing Benz, Tianjin FAW Toyota, Changchun Audi, etc.), and evaluate the possibility of establishing a factory in Tianjin.

  • Expand the plastic packaging business of stamping parts, and provide customers with more convenient and complete services.

  • Continue to strengthen the R&D capabilities of Taiwan R&D Center, and increase investment in R&D expenses.

  • Take advantage of the latest new technology, actively strive to explore some specific application areas of thermal module, such server, medical equipment and AR (augmented reality), VR (virtual reality), MR (mixed reality), etc., .

  • Strengthen the R&D investment in server slide, further expand the production capacity of slide rail, and improve the production management capacity in response to the increasing market demand for the server slide.

Long-term:

  1. Assembly and finish product production based on component manufacturing to provide customers with a one-stop service and expand the business scale.

  2. For the Company’s current product line, such as thermal module, hinge, slide and other products, launch new generation products through the continuous investment of research and development, in order to gain a larger market share.

  3. Continuously improve the service quality of overseas customers to gain more share of overseas market. Continue to strengthen the layout of overseas business markets in Europe, America and Japan to improve the Company's future business performance.

  4. Try to introduce strategic partners and integrate upstream and downstream resources to enhance the Company's competitive advantage.

  5. Engage in the vertical integration of the thermal industry chain to strive for diversified development of products and strengthen the risk response capacity of the Company.

  6. Actively develop new customers of well-known enterprises in mainland China and realize the two-way sales structure in both domestic and foreign markets.

  7. 76 -

  8. II. Analysis of the Market as Well as Production and Marketing Situation (I) Market analysis

  9. Sales region(s) of main products

arket analysis
ales region(s) of main products
arket analysis
ales region(s) of main products
arket analysis
ales region(s) of main products
Unit: NT$1,000; %
Year
Geographical region

2019
2020
Amount Ratio Amount Ratio
Asia 4,562,467 90.48 4,740,212 86.64
America 289,472 5.74 447,348 8.18
Europe 190,718 3.78 283,690 5.19
Total 5,042,657 100.00 5,471,250 100.00

2. Market share

The Company's main products include thermal components for mobile phones, notebooks and servers, as well as auto parts and building parts. By now, the Company and its subsidiaries have transformed from the production of thermal fin to the production of complete thermal modules. Our sales targets are high-end customers in Japan and the U.S., among which the Company and its subsidiaries have a good market share. In addition, the Company and its subsidiaries keep conducting market research and investigations, continue to improve the existing production processes, and are committed to developing products with higher added value, which further improves the Company's competitiveness and profitability, and maintains the Company's market position and share.

  1. Supply and demand, growth and competition niche of future market

  2. (1) Supply and demand

There are numerous manufacturers of metal stamping products both at home and abroad, with a great difference in production scale and product precision. The Company's current main products can be divided into 3C electronic components, automotive stamping components and other stamping products. 3C electronic components principally are thermal components for mobile phones, notebooks and servers. The market supply and demand are closely related to the downstream industries.

  • (2) Growth

  • A. Information

According to Yen, Lan-Hsin, the Research Associate Director from IDC, demand for the replacement or purchase of computers increased in 2020 due to remote offices and remote learning. It brought about growth momentum in a slow personal computing device market in Taiwan. In 2020, the PC market in Taiwan grew from expected negative growth to positive growth. In 2021, the outlook of Taiwan’s PC market is seen as conservative compared to that of the world. Taiwan’s PC market will fluctuate according to the global supply chain and economy before raw materials satisfy the market demand and the pandemic subsides.

  • 77 -

==> picture [404 x 160] intentionally omitted <==

  • B. Mobile phone

  • According to the Department of Semiconductor Research at TrendForce, a market research organization, the global smartphone market was hit by the COVID-19 pandemic in 2020, with a total annual production of only 1.25 billion units, representing a year-on-year decrease of 11%, the largest decline over the years. Looking forward to 2021, the global smartphone industry is expected to recover with the increasingly stable lifestyle. With cyclical demand for replacements and demand in emerging markets, the annual production volume is estimated at 1.36 billion units with a growth rate of 9%.

  • Driven by the Chinese government’s active promotion of 5G commercialization, the total production volume of 5G smartphones reached approximately 240 million in 2020, with a penetration rate of 19%. The market share of Chinese brands was approximately 60%. In 2021, 5G will continue to be the focus of the smartphone market. With the gradual recovery of 5G infrastructure in countries around the world and the introduction of mid-to-low-end 5G chips by major mobile processor manufacturers, the global production volume of 5G smartphones is estimated at 500 million, with a penetration rate increasing sharply to 37%.

Suppose that the pandemic should be alleviated. In 2021, the shipments of products, including servers, smartphones, and NBs, will increase from 2020. Taking smartphones for example, demand for power management ICs and CMOS image sensors (CIS) for single-machine usage was multiplied. Semiconductor Manufacturing International Corporation (SMIC) has recently been formally added to the Entity List by the U.S., aggravating the foundry capacity shortage.

==> picture [472 x 219] intentionally omitted <==

  • 78 -

C. Server

According to TrendForce, the replacement of servers for enterprise clients and the scale of cloud data centers benefited from the introduction of Intel’s 10nm Ice Lake and AMD’s 7nm Milan. As the COVID-19 pandemic has changed people's lifestyles, demand for cloud data centers will remain strong; demand for regional data centers has gradually emerged due to the geopolitical uncertainty arising from international tensions. Global server shipments in 2021 are estimated at a year-on-year increase of 6% to 7%; among the global data center markets, North America will account for most share, with an annual growth rate of as high as 16% to 18%.

==> picture [301 x 213] intentionally omitted <==

D. Automobile

  - According to TrendForce, the vehicle market has been sluggish since 2018; coupled with the severe impact of the pandemic in 2020, there was a great shortage of capacity in major module plants. The growth of the global automobile market will trend up in 2021, with the sales volume of automobiles estimated to increase from 77 million units in 2020 to 84 million units. With the developments of automation, intelligence, and electrification, the consumption of various semiconductor components will rise sharply. As the stock volume of automakers remains low due to weak demand in previous years, the shortage of materials has seriously affected the utilization of automakers and the shipments of vehicles.
  • (3) Competitive niches

  • A. Excellent die development and design capabilities

    • Metal stamping is a process formed by applying external force to the metal relying on the stamping equipment and die. The die design and manufacture is the key to this process. Since the establishment, the Company has been committed to design, R&D and manufacturing of precision die, and has established a special die development department. Through cooperation and exchanges with large die development companies in Europe and the United States, it has continuously improved its die development level. So far, the self-used dies are 100% developed all by itself. The advanced nature of the Company's die R&D and design is demonstrated in two aspects: The Company conducts analogue analysis for dies to simulate the potential problems in the actual assembly and debugging phase in advance by using PressCAD and Keycreator software in the die design stage. Meantime, in order to promote the standardization of die development and manufacturing, the Company develops the ERP software with a software development company specifically for die development and manufacturing, significantly improving its die development efficiency. For example, the die-sinking time of the thermal module products in the industry is about
  • 79 -

three weeks. The Company can shorten it to 12 days with the standardization die production process. In addition, the Company has advanced die production equipment, such as Japan's OKUMA CNC machining center and Swiss CHARMILLES wire cutting machine and other high-precision die manufacturing equipment, to ensure that the quality and precision of the dies produced are industry-leading.

The large three-plate multi-station concatenation die developed by the Company can complete all forming processes such as ribbing, hole drawing, bending, deburring, bumping and deep drawing only using a set of dies according to the structural characteristics and forming characteristics of the parts. Meanwhile, it has highprecision guidance and accurate distance setting system, and is provided with automatic feeding, automatic ejection and security detection devices for realizing automatic continuous stamping production. Compared with the traditional singleoperation stamping production process, the large three-plate multi-station concatenation die improves the work efficiency by more than seven times, and reduces more than 70% of the staffs, and the die can be used for 10 million times and has reached the die technology level of developed countries.

  • B. Excellent quality control ability

The quality of metal stamping parts directly determines the quality of the complete machine products. Since its establishment, the Company has passed the ISO14001:2015 and ISO / TS16949:2009 quality control system certifications of AFAQ/BsetCERT, Ltd. It conducts quality control and management in strict accordance with quality control system and special customer requirements. Moreover, the Company has purchased three-coordinate measuring machines produced by Hexagon and contourgraphs and other high-precision product quality measurement and test devices from Japan and Switzerland and other countries to strictly measure and control the quality of raw materials, production and shipment throughout the process to ensure that the Company's product quality meets the certification requirements. The Company is equipped with Minitab process analysis software to ensure the effective operation of the quality system and effective control of product quality.

Over the years, the Company has gained recognitions of the customers with its product quality. From 2010 to 2014, it has won the Excellent Supplier Award of AUTOLIV, the world's largest automotive safety system manufacturer for many times, and has won the 2017 Best Cooperation Award and 2016 Quality Excellence Award of BorgWarner, the 2017 General Manager Award of Wuhan Tianhe and many other awards.

  • C. Rich product structure

The Company has built diversified product lines and customer bases with its excellent die development and design capabilities and precise stamping technology. At present, its products can be used in communications, consumer electronics, home appliance, automotive, construction and medical industries, etc. The Company also has fixed customers in different industries, which is not limited to a single product or a single industry, effectively reducing its operating risks. In addition, the levels of the Company's stamping equipment range from 60t to 800t, meeting the different needs of customers.

  • D. Continuous R&D abilities

The Company is mainly engaged in the R&D, production and sales of precision metal stamping components. Since its establishment, it has focused on the metal stamping and has improved its own technical reserves through continuous R & D and innovation. The Company was recognized as Kunshan science and technology R&D institution by Kunshan Science and Technology Bureau in 2009. Since 2010, it has been recognized

  • 80 -

as a high-tech enterprise by Jiangsu Provincial Department of Science and Technology, Department of Finance of Jiangsu Province, State Tax Bureau of Jiangsu Province and Local Tax Bureau of Jiangsu Province. In 2013, it was recognized as a foreign-funded R&D institution in Jiangsu Province by Jiangsu Provincial Department of Science and Technology. In 2018, the R&D center passed the identification of Jiangsu Engineering Technology Center and Jiangsu Enterprise Technology Center; currently, China has 82 patent rights, including 30 patent rights for invention and 52 patent rights for utility model; Taiwan has 9 patent rights, including 4 patent rights for invention and 5 patent rights for utility model.

In the future, the Company will continue to research and develop the technologies for large-scale high-precision progressive dies, 3D complex molding product progressive dies, and mechanical-electrical progressive dies and comprehensively use these technologies in stamping progressive dies, so that traditional mechanical theory and process molding die can become truly intelligent progressive dies with the help of mechanical-electrical integration and win market opportunities with fast and precise die sinking technology.

  1. Favorable and unfavorable factors of development prospect and countermeasures

  2. (1) Favorable factors

    • A. Global layout

      • In addition to the production base in China, the Company has set up branches in many countries and regions such as Taiwan of China, Mainland China, Thailand, the Philippines, the United States and the Czech Republic because there is a market plate movement caused by the increasing production costs in China, and the rise of trade barriers in various countries, and the Company intends to provide customers with localized and most immediate production and sales services. Therefore, the Company can make full use of China's advantageous production environment and effectively meet the domestic demands of China. It also arranges production bases in ASEAN region and arranges sales branches in Europe and the United States in order to meet the needs of customers in real time by nearby service and reduce the impacts of USChina trade war. Therefore, the Company's global layout is an indispensable favorable factor affecting its future development.
    • B. Wide range of application of products

      • The Company's products are used in many fields such as motor machinery, 3C, automotive electronics, building materials, sports equipment and medical care industry. Since the metal material has always been an indispensable element in various industries, the overall market of this industry is promising and it is worthy of continuous development. Although the industry has entered a mature stage, the industry's market will be able to grow steadily every year, unless the global economy encounters unfathomable major adverse factors. The Company's products will be applied in more fields benefiting from the scale economies and ever-increasing design capabilities, providing a good environment and innate factors for the Company's sustainable operation and sustainable development.
    • C. Economies of scale and advantages of die design capabilities The design and manufacture of dies is critical for stamping manufacturing and the purchase quantity of economies of scale is beneficial for reducing raw material procurement costs, which are critical for a company to maintain a competitive edge in the fierce market competition. Since the establishment, the Company has been concentrating on design, R&D and manufacturing of precision dies, and established a special die development department to continuously improve its own die development level. At present, the Company can develop dies all by itself for self-use and sell these dies to other stamping factories. With the high-precision product quality measurement

  3. 81 -

and testing equipment, the entire process of the Company's raw materials, production and shipment are strictly measured and controlled to ensure that the Company's product quality meets certification requirements. In addition, the development and application of continuous dies improved the Company's production efficiency and production capacity, so its business scale continues to grow. The Company's ability to bargain in raw material procurement improves with the increase in economies of scale, making the Company a long-term partner for customers to jointly enhance their competitiveness.

  • (2) Unfavorable factors and countermeasures

  • A. Higher risk of enterprise management caused by short product life cycle Currently, half of the products of the Company are 3C consumer products which will be replaced frequently, so the efficiency is high in the entire production process. The products are characterized by short development time, more design changes, short production cycle and poor versatility of tailor-made parts without accurate production forecast information provided by the customers.

Countermeasures:

For such parts, the Company takes the initiative to keep in touch with customers to obtain customer information as soon as possible. It also continuously develops 3C new products, diversifies the source of customers to avoid the risk of concentrated sales, and actively develops automobile parts and building materials parts and other non-3C electronic stamping parts and components to strengthen the stability of the Company's product structure and reduce the impact caused by 3C electronic products changing rapidly. In addition, Build-to-Order is preferred in the production schedule, raw materials in special specifications are strictly controlled, and the inventory is cut to decrease the loss of product stockpiling.

  • B. Many companies in the industry and fierce price competitions According to the work summary of Confederation of Chinese Metalforming Industry in 2019, there are more than 45,000 members in the stamping industry across the country. Although there is a large number of companies in the industry, most of them have a relatively poor performance in terms of business philosophy, process development, product design, equipment and die and human resources compared with the international advanced companies. The entire stamping industry is facing price competitions, many small and medium-sized enterprises have gradually withdrawn from the market, and the investment in equipment has been less than that of the past. Countermeasures:

The Company continuously improves technologies and introduces new technologies, shortens die sinking time, develops high-precision products, improves service quality, and maintains close cooperative relations with manufacturers to gain customer trust and stabilize the existing market. In addition, the Company has continued to improve the management quality and effectively improve the operating efficiency. With the continuous improvement of existing technology and the development of diversified products, the Company's competitive advantage can be maintained.

  • C. Frequent fluctuations of the price of raw materials

  • The Company's products are widely used in computers, mobile phones, automobiles, building materials and consumer electronics. The materials used include copper, aluminum, iron, stainless steel and special materials. Due to the unsettled market in recent years, the price of raw materials has changed frequently. Countermeasures:

The Company implements price management of quoted raw materials. When the new product cases are developed, the business personnel will record the quoted raw material price and notify the purchasing staffs. The Purchasing Department will

  • 82 -

conduct the weighted average for the price of materials purchased each time and the stock price of raw materials in the inventory to obtain the price of raw materials in the inventory. After comparing and analyzing the quoted raw material price and the price of raw material in the inventory, the Purchasing Department can adjust inventory immediately to reduce the risk of raw material price fluctuations.

  • (II) Main functions and production process of main products

  • Major functions

Major functions
Majorproducts Products(services)applications
3C electronics segment Computers,radiators related stamping parts,servo slides
Metal stamping parts for household air conditioners, ice machines and
motors
Mobilephone internals,vapor chamber
Metal stamping parts for medical equipment
Vehicle parts segment Airbags, seat belt buckles, engines, steering systems, skylights, door
hinges,seat brackets and other metalparts
Building material
segment
Support fittings for sloping roof skylights and exterior wall plaque
Dies and other segments Moldingtools,sports equipment
  1. Production process

  2. (1) Die production process

Graphic Material Machining Heat Griding
Assembly
Sample
Sample
Wire
Mass
Wire Sample
  • (2) Production process of stamping products
Stamping Die setting- Stamping Process
Secondary Inspection Outsourcing Inspection
Full Inspection
  • (III) Supply of primary raw materials

The Company mainly engages in production and sales of precision metal stamping components, which are widely used in computers, mobile phones, automobiles, building materials and consumer electronics. The materials used include copper, aluminum, iron, stainless steel and special materials. In recent years, the quality of raw materials provided by dealers in mainland China has been improved, and has met the needs of the Company's customers. In consideration of cost and delivery time, the Company mainly purchases raw materials from mainland China, and assesses suppliers' cost, quality and delivery time at regular intervals to ensure product quality and yield. It also maintains a close partnership with major raw material suppliers, and maintains more than two suppliers providing major materials such as copper, iron and aluminum to ensure the supply of raw materials and reduce the risk of shortage of materials, and the supply of raw materials should be evaluated as being in good conditions.

  • 83 -

  • (IV) A list of any suppliers and customers accounting for 10% or more of the Company’s total procurement (sales) in either of the 2 most recent years, the percentage of total procurement (sales), and an explanation of the reason for changes in these figures

  • Names of suppliers who accounted for more than 10% of the gross purchases of the Company in the last two years, and the amount and ratio of purchases:

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000
2019 2020 Q1 2021
Item Name Amount Proportion
to net
purchases
of goods
for the
entire year
(%)



Relationship
with the
issuer

Name
Amount Proportion
to net
purchases
of goods
for the
entire year
(%)



Relationshi
with the
issuer
p
Name
Amount Proportion
to net
purchases
of goods
for the
entire year
(%)



Relationship
with the
issuer
1 None - - - None - - - Company
K
247,781 16.18 None
Others 3,028,463
100.00
Others 4,940,185 100.00 Others 1,284,026 83.82
Net
purchase

3,028,463

100.00
Net
purchase
4,940,185 100.00 Net
purchase
1,531,807 100.00

Main change reasons: With the growth of the stay-at-home economy in 2020, the largest supplier was changed to a supplier of fitness equipment.

  1. Name and gross sales of major clients that have accounted for at least 10% of sales in either of the most recent two years, and the percentage against total sales:

Unit: NT$1,000

2019 2019 2019 2020 2020 2020 2020 Q1 2021 Q1 2021 Q1 2021 Q1 2021
Item Name Amount
Proportion
to net sales
of goods
for the
entire year
(%)



Relationship
with the
issuer

Name
Amount Proportion
to net sales
of goods
for the
entire year
(%)



Relationship
with the
issuer
Name Amount Proportion
to net sales
of goods
for the
entire year
(%)



Relationship
with the
issuer
1 Company
F
1,132,423 22.46 None Company
F

1,041,466
19.03 None
Company
C

297,334
17.60 None
2 Company
G

791,490
14.47 None
Company
F

209,172
12.38 None
3 Company
C

631,185
11.54 None
Others 3,910,234 77.54 Others 3,798,599 69.42 Others 1,183,275 70.02
Net sales 5,042,657 100.00 Net sales 5,471,250 100.00 Net sales 1,689,781 100.00

Main change reasons: With the growth of the stay-at-home economy in 2020, the shipments of fitness equipment increased.

  • 84 -

(V) Production value in the most recent two years

Unit: NT$1,000

Main products Unit 2019 2019 2019 2020 2020 2020
Production
capacity
Production
volume
Production
value
Production
capacity
Production
volume
Production
value
3C electronics
segment
1,000
PCS
111,608 99,693 1,163,346 11,640 12,243 1,273,421
Vehicle parts
segment
1,000
PCS
140,942 126,621 1,396,027 118,426 114,063 1,209,460
Building
material
segment
1,000
PCS
2,091 1,916 61,000 1,494 1,497 48,628
Toolings and
others
PCS/set 51,462 51,474 266,105 219,080 219,080 483,014
Total - - 2,886,478 - - 3,014,523

(VI) Sales volume/value in the most recent two years

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000
Primary commodity Unit 2019 2020
Internal sales External sales Internal sales External sales
Volume Value Volume Value Volume Value Volume Value
3C electronics
segment
1,000
PCS
981 31,135 291,209 2,814,188 3,072 84,726 361,819 2,629,179
Vehicle parts
segment
1,000
PCS
0 0 117,511 1,749,079 0 0 105,023 1,664,095
Building material
segment
1,000
PCS
0 0 1,980 76,140 0 0 1,565 62,913
Toolings and others PCS/set 71,895 141,549 233 230,566 2,950,769 661,536 297,209 368,801
Total - 172,684 - 4,869,973 746,262 4,724,988

III. The Number, Average Year of Services, Average Age, and Educational Background of the

Employees in the Most Recent Two Years as of the Publication Date of the Annual Report

Year 2019 2020 As of Apr. 30, 2021
Number of
employees
Direct personnel 467 496 474
Indirect personnel 430 477 488
Total 897 973 962
Average age 33.32 34.43 34.74
Average year of services 3.38 3.66 3.65
Educational
background
PhD 0.00% 0.00% 0.10%
Master 2.12% 2.97% 2.91%
Bachelor 34.78% 34.56% 33.37%
High school 29.99% 30.67% 33.37%
Below high school 33.11% 31.79% 30.25%
  • 85 -

IV. Disbursements for Environmental Protection

  • (I) In the most recent years as of the publication date of the annual report, the losses due to the environment pollution (including indemnity) and total amount of punishment: All of the Company's expenditures were normal (hazardous waste disposal fee, environmental monitoring fee and domestic garbage disposal fee, etc.), and the total expenditure was NT$219,100 in 2020.

  • (II) Countermeasures in future (including improvement measures) and possible expenditures (including the estimated amount of loss, punishment, and indemnity that may occur if no countermeasure is taken. If it cannot be reasonably estimated, give a reason): It is expected that the expenditure is approximately NT$348,100 in 2021. The Company regulates its internal management according to government requirements to avoid unreasonable expenditure.

  • V. Labor Relations

  • (I) Employee benefit measures

    1. Employee benefits

      • (1) Taiwan, China:

Diversified employee benefits include labor insurance, health insurance, labor pension and group insurance, employee meal subsidies, employee health checks, departmental social dining, three-holiday cash gifts and wedding and funeral subsidies.

The communication channel is smooth and the employee complaint system is implemented, which includes a hotline, a suggestion box, an EM for complaint, and a sexual harassment complaint mailbox.

Regularly hold labor-management meetings and conduct employee opinion surveys for the references for executives, internal operations, enhancing employee engagement and improving work input.

Regularly organize various activities, such as employee sports meets, family days, various sporting events and artistic and cultural activities, so that employees can have more leisure and social activities after work.

  • (2) Mainland China:

  • A. Vacation: Public leave, annual leave, marriage leave, bereavement leave, maternity leave, etc. National statutory leave is paid leave.

  • B. Insurance: In addition to the social insurance stipulated by laws and regulations, the Company also purchases commercial insurance for some employees in special positions.

  • C. Health: The Company provides free physical examinations and follows up reexamination arrangements, reminds the employees every year, and assists them in medical consultation and hospital arrangements.

  • D. Benefits on holidays: Distribute festival fees or holiday gifts to all employees on every national legal holidays such as: Spring Festival, Women’s Day, Dragon Boat Festival, Mid-Autumn Festival, etc. In every summer, the Company distributes

  • 86 -

heatstroke prevention subsidies and cooling items (such as mung bean soup and industrial ice cubes) to outdoor operators or people working indoors with the temperature beyond the law.

  - E. Marriage, childbirth and birthday: The Personnel Division counts the list of employees for marriage, childbirth and birthday monthly, and issues wedding cash gifts, childbirth cash gifts and birthday cake coupons.

  - F. Cultural activities:

     - a. In order to enhance the understanding and integration between employees, the Company set up a Strategy Planning Office to create a harmonious working environment and a good interpersonal atmosphere for employees. The Strategy Planning Office will organize group activities and various sports activities from time to time, and plan the Welcome Party at the beginning of each year. In the Welcome Party, it will prepare incredible prizes and year-end employee commendations.

     - b. The Company will sponsor each unit to organize tourism activities from time to time.

     - c. Establish cooperation with the Government Federation of Literary and Art Circles, and hold calligraphy, painting, photography and other public welfare trainings in the Company every year to enrich the spare time of employees.

     - d. The Company regularly organizes outward-bound activities for middle-level management to enhance communication and collaboration between departments.
  • (3) Czech Republic:

    • A. Pay social and health insurance for employees, which account for 25% and 9% of total wages, respectively, and conduct regular medical examinations.

    • B. 20-day legal holidays + 5-day additional free days.

    • C. Meals subsidized by the canteen.

    • D. Liability insurance for machine operators.

    • E. Free tea and pastries in the workplace.

    • F. Summer BBQ and Christmas party.

  • Employees' continuing education and training

  • (1) The Company actively develops employees and enhances their professional capabilities. In addition to irregularly organizing internal education and training to enhance employees' skills and irregularly sending employees to participate in external training and studying, it also encourages employees to engage in advanced studies to improve work performance, so that employees can have long-term planning and investment in company services.

  • (2) The results of the Company's education and training in the most recent year are as follows:

  • 87 -

Course Total
traininghours
Fees
(NT$1,000)
Internal training 34,229 6,809
External training 4,865
  • (3) Finance personnel obtaining relevant qualifications specified by the competent authority:
authority:
Title Name Organizer Course title Hours
of
courses
Financial and
Accounting
Managers
Lu,
Chin-Yu
Accounting Research and
Development Foundation
Continuing training class for principal
accounting officers of issuers, securities
firms, and securities exchanges
12
Assistant
Accounting
Manager
Chien,
Yi-Ling
Accounting Research and
Development Foundation
Continuing training class for principal
accounting officers of issuers, securities
firms, and securities exchanges
12
  1. Retirement system

  2. (1) Taiwan, China:

Subject to "Labor Pension Act", the labor retirement reserve is paid on a monthly basis, and the pension is paid within 6% of the insured salary. The Company has a sound financial system to ensure that employees are allocated and paid with a stable pension.

  • (2) Mainland China:

    • Employee's pension insurance: The Company pays pension insurance for employees in accordance with the local regulations. As specified by the local social insurance operation method, pension insurance is included in social insurance (including medical, maternity, pension, work injury and unemployment). After going through the formalities for social insurance of new members, the Company will begin to fulfill its obligations to pay pension insurance premiums for its employees.
  • Measures for safeguarding labor-management agreements and all employee rights and interests Establish workers and employees' congress, and select employees' representatives to operate the congress and handle various employee welfare matters and labor-management relations. The Company's relevant labor-management relations are well handled in accordance with relevant laws, and the implementation situation is good.

  • The Company has always been committed to maintaining harmonious labor-management relations. So far, no major disputes or losses have occurred. In addition, various employee rights protection measures shall be taken in accordance with the relevant laws and regulations.

  • (II) List the losses due to labor disputes in the most recent year up to the publication date of this annual report, and disclose the estimated amount arising both at present and in the future and the countermeasures. If the amount cannot be reasonably estimated, facts of which estimation cannot be made shall be explained

  • 88 -

  • The Company has always focused on labor-management relations. In the most recent year up to the publication date of this annual report, no labor disputes or losses caused by labor disputes have occurred.

  • The Company has established an open communication channel between the employers and the employees, and the labor-management relations are rational and harmonious. In the future, if there are no other external factors impacting changes in the labor-management relations, no amount loss will occur.

VI. Important Contracts

Nature of
contract
Counterparty Effectiveness and
termination/cancellation
date

Major contents
Restrictions
Lease
contract
Kunshan Jinliang Plastic Electronics
Co., Ltd.

2018.06.01
2023.05.31
Building lease contract None
Lease
contract
Kunshan Shanghua Electric Appliance
Complete Set Equipment Co., Ltd.

2019.04.03
2021.04.02
Building lease contract None
Lease
contract
LCJ Invest, a.s. 2017.02.15
2022.02.14
Building lease contract None
  • 89 -

Chapter 6 Financial Information

  • I. Condensed Balance Sheets and Statements of Comprehensive Income for the Past Five Fiscal Years

  • (I) Condensed balance sheets

Unit: NT$1,000

Unit: NT$1,000
Year
Item

Financial information for thepast five fiscalyears
Financial
information
as of March 31,
2021
2016 2017 2018 2019 2020
Current assets 2,301,156 3,320,411 3,805,114 3,949,666 4,624,287 5,034,420
Property, plant
and equipment
680,583 970,751 1,230,891 1,808,305 1,260,496 1,193,685
Intangible assets 23,557 22,565 22,634 42,204 40,098 37,221
Other assets 235,900 403,202 339,788 425,832 466,838 457,865
Total assets 3,241,196 4,716,929 5,398,427 6,226,007 6,391,719 6,723,191
Current
liabilities
Before
distribution
1,485,819 2,956,336 2,732,067 2,974,160 3,017,894 3,218,434
After
distribution
1,643,983 3,055,189 2,830,920 3,139,807 (Note 2) (Note 2)
Non-current liabilities 229,428 140,981 792,256 1,281,354 781,223 435,480
Total
liabilities
Before
distribution
1,715,247 3,097,317 3,524,323 4,255,514 3,799,117 3,653,914
After
distribution
1,557,083 2,998,464 3,623,176 4,421,161 (Note 2) (Note 2)
Equity attributable to
owners of theparent
1,396,350 1,474,912 1,857,623 1,953,321 2,575,969 3,050,439
Share capital 395,411 395,411 395,411 474,720 505,535 543,090
Capital surplus 747,057 678,811 784,347 802,102 1,114,494 1,415,788
Retained
earnings
Before
distribution
269,307 392,869 676,490 744,848 1,004,607 1,163,002
After
distribution
111,143 294,016 577,637 579,201 (Note 2) (Note 2)
Other equityinterest (15,425) 7,821 1,375 (68,349) (48,667) (71,441)
Treasurystock - - -
-

-
-
Non-controlling
interests
129,599 144,700 16,481 17,172 16,633 18,838
Total
equity
Before
distribution
1,525,949 1,619,612 1,874,104 1,970,493 2,592,602 3,069,277
After
distribution
1,367,785 1,520,759 1,775,251 1,804,846 (Note 2) (Note 2)

Note 1: The financial information for the past five fiscal years has been audited or reviewed by the CPAs.

Note 2: It is filled in based on the resolution of the shareholders 'meeting in the next year. The 2021 annual shareholders' meeting has not yet been convened.

  • 90 -

(II) Condensed statements of comprehensive income

Unit: NT$1,000

Unit: NT$1,000
Year
Item
Financial information for the past five fiscal years Financial
information as of
March 31, 2021
2016 2017 2018 2019 2020
Operating revenue 3,197,375 4,255,549 6,043,090 5,042,657 5,471,250
1,689,781
Gross profit 761,428
872,771
1,286,070 1,031,009 1,280,347
383,524
Operating profit
(loss)
319,948
340,548

605,959

393,883

685,261

220,253
Non-operating
income and
expenses
(48,068)
53,772

(63,795)

(57,025)

(42,244)

3,288
Net income before
tax
271,880
394,320

542,164

336,858

643,017

223,541
Net income from
continuing
operations
100,013
314,516

405,403

262,339

454,923

160,759
Loss from
discontinued
operations
-
-

-

-

-

-
Net income (loss) 100,013
314,516

405,403

262,339

454,923

160,759
Other
comprehensive
income (net, after
tax)
(68,301)
22,199

(9,189)

(69,514)

20,065

(22,933)
Total
comprehensive
income
31,712
336,715

396,214

192,825

474,988

137,826
Net income
attributable to
owners ofthe parent
67,688
298,368

382,474

259,447

455,845

158,395
Net income
attributable to non-
controlling interests
32,325
16,148

22,929

2,892

(922)

2,364
Total
comprehensive
income attributable
to owners of the
parent
5,669
321,614

376,028

189,723

475,527

135,621
Total
comprehensive
income attributable
to non-controlling
interests
26,043
15,101

20,186

3,102

(539)

2,205
Earnings per share 1.71
7.55

8.06

5.47

9.57

3.01

Note: The financial information for the past five fiscal years has been audited or reviewed by the CPAs.

  • 91 -

(III) Auditor’s opinion for the most recent five years

Year CPA firm CPA Audit opinion
2016 Deloitte & Touche Lee, Li-Huang &
Hsieh, Ming-Chung
Unqualified
opinion
2017 Deloitte & Touche Lin, I-Hui & Lee, Li-
Huang
Unqualified
opinion
2018 Deloitte & Touche Chih, Jui-Chuan &
Lee, Li-Huang
Unqualified
opinion
2019 Deloitte & Touche Lee, Li-Huang &
Chih, Jui-Chuan
Unqualified
opinion
2020 Deloitte & Touche Lee, Li-Huang &
Chih, Jui-Chuan
Unqualified
opinion
  • 92 -

II. Financial Analyses for the Past Five Fiscal Years (I) Financial analysis

(I)Financial analysis (I)Financial analysis
Year
Analysis item

Financial analysis for the past five fiscal years
Financial
analysis as of
March 31,
2021
2016 2017 2018 2019 2020
Financial
structure
(%)
Ratio of liabilities to assets 52.92 65.66 65.28 68.35 59.44 54.35
Ratio of long-term capital
to property, plant and
equipment
246.62 169.14 199.09 160.43 233.16 257.13
Solvency Current ratio (%) 154.30 112.32 139.23 132.80 153.23 156.42
Quick ratio (%) 118.13 88.35 102.48 105.17 128.65 131.08
Times interest earned ratio 23.13 18.89 12.88 6.72 17.6 48.84
Operating
ability
Receivables turnover rate
(times)
3.11 2.84 2.94 2.31 2.52 3.05
Average days for cash
receipts
117.23 128.71 124.02 158.06 144.84 119.67
Inventory turnover rate
(times)
6.25 6.02 6.08 4.60 5.68 7.3
Payables turnover rate
(times)
3.88 3.94 3.78 2.60 2.47 2.81
Average days for sale of
goods
58.40 60.68 60.07 79.40 64.28 50.00
Turnover rate for property,
plant and equipment
(times)
4.70 4.38 4.91 2.79 4.34 4.66
Total asset turnover rate
(times)
0.99 0.90 1.12 0.81 0.86 1.01
Profitability Return on assets (%) 3.36 8.39 8.77 5.37 7.7 10.05
Return on equity (%) 6.03 20.00 23.21 13.65 19.94 22.71

Ratio of income before tax
to paid-incapital(%)
68.76 99.72 137.11 70.96 127.2 164.64
Profit margin (%) 3.13 7.39 6.71 5.20 8.31 9.51
Earnings per share (NT$) 1.71 7.55 8.06 5.47 9.57 3.01
Cash flow Cash flow ratio (%) 0 0.18 15.53 34.28 30.12 10.86
Cash flow adequacy ratio
(%)
32.77 18.37 23.14 45.27 68.29 100.13
Cash reinvestment ratio
(%)
0 0 9.99 24.80 18.51 8.27
Leverage Operating leverage 1.47 1.43 1.35 1.67 1.39 1.31
Financial leverage 1.04 1.07 1.08 1.18 1.06 1.02
  • 93 -

Description of causes for changes to various financial ratios in the most recent two years: (analysis would not be required if the increase and decrease is within 20%) 1. Increase in ratio of long-term capital to property, plant and equipment: Mainly due to a decrease in property, plant and equipment as a result of the sale of land in Hwa Ya Technology Park in Guishan District, Taoyuan. 2. Increase in quick ratio: Mainly due to an increase in liquid assets as a result of the sale of land. 3. Increase in times interest earned ratio: Mainly due to an increase in net income before tax and a decrease in interest expenses. 4. Increase in inventory turnover rate: Mainly due to the complete depletion of the raw materials of old mobile phone models and an increase in revenue. 5. Increase in turnover rate for property, plant and equipment: Mainly due to an increase in revenue and a decrease in property, plant and equipment as a result of the sale of land in Hwa Ya Technology Park in Guishan District, Taoyuan. 6. Return on assets and return on equity: Mainly due to an increase in net income after tax. 7. Ratio of income before tax to paid-in capital: Mainly due to a significant YoY increase in net income before tax. 8. Profit margin: Mainly due to an increase in net income after tax. 9. Earnings per share: Same as above. 10.Increase in cash flow adequacy ratio: Mainly due to a YoY increase in net income before tax and an increase in net cash flows generated from operating activities. 11.Decrease in cash re-investment ratio: Mainly due to an increase in working capital. Note 1: The financial information for the past five fiscal years has been audited and reviewed by the CPAs. Earnings per share are figures before retrospective adjustment. Note 2: The calculation formulas for the financial analysis ratio are as follow: 1. Financial structure (1) Ratio of liabilities to assets = Total liabilities / Total assets. (2) Ratio of long-term capital to property, plant and equipment = (Total equity + Non-current liabilities) / Net amount of property, plant and equipment. 2. Solvency (1) Current ratio = Current assets / Current liabilities. (2) Quick ratio = (Current assets - Inventory - Prepaid expenditures) / Current liabilities. (3) Times interest earned ratio = Income before income tax and interest expense / Interest expenses for this period. 3. Operating ability (1) Receivables (including accounts receivable and notes receivable resulting from operations) turnover rate = Net sales / Balance of average receivables (including accounts receivable and notes receivable resulting from operations). (2) Average days for cash receipts = 365 / Accounts receivable turnover rate. (3) Inventory turnover rate = Cost of goods sold / Average inventory. (4) Payables turnover rate (including accounts payable and notes payable resulting from operations) = Cost of goods sold / Balance of average payables (including accounts payable and notes payable resulting from operations). (5) Average days for sale of goods = 365 / Inventory turnover ratio.

  • (6) Turnover rate for property, plant and equipment = Net sale / Average net property, plant and equipment value. (7) Total asset turnover ratio = Net sales / Average total assets.

  • Profitability

  • (1) Return on assets = [Net income after tax + Interest expenses * (1 - Tax rate)] / Average total assets. (2) Return on equity = Net income after tax / Average total equity. (3) Profit margin = Net income after tax / Net sales. (4) Earnings per share (EPS) = (Income attributable to owners of the parent - Dividend for preferred shares) / Weighted average of issued shares.(Note 4)

  • Cash flow

  • (1) Cash flow ratio = Net cash flows from operating activities / Current liabilities. (2) Cash flow adequacy ratio = Net cash flows from operating activities for the past five fiscal years / (Capital expenditures + Additional inventory sum + Cash dividend) for the past five fiscal years.

  • (3) Cash re-investment ratio = (Net cash flows from operating activities - Cash dividend) / (Gross amount of property, plant and equipment + Long-term investments + Other non-current assets + Working capital). (Note 5)

  • Leverage

  • (1) Operating leverage = (Net operating revenue - Variable operating costs and expenses) / Operating profit (Note 6).

  • (2) Financial leverage = Operating profit / (Operating profit - Interest expenses).

  • 94 -

III. Audit Committee's Audit Report for the Most Recent Fiscal Year's Financial Statements

Lemtech Holdings Co., Limited

Audit Report by Audit Committee

The 2020 Business Report, Consolidated Financial Statements, and proposal of annual profit distribution are prepared by the Company’s Board of Directors. The CPAs of Deloitte Taiwan, Lee, Li-Huang and Chih, Jui-Chuan, have audited the aforementioned Consolidated Financial Statements and issued the audit report.

The Audit Committee has reviewed the above books and statements submitted by the Board of Directors and has found no deviations. Therefore, pursuant to Article 14-4 of the Securities and Exchanges Act and Article 219 of the Company Act of the Republic of China, the Audit Committee hereby presents the audit report.

Sincerely,

Lemtech Holdings Co., Limited

Convener of the Audit Committee: Yang, Rui-Long

March 31, 2021

  • 95 -

  • IV. Financial Statements of the Most Recent Fiscal Year, Including a CPA's Report, Two-year Comparative Balance Sheets, Statements of Comprehensive Income, Statements of Changes in Equity, Statements of Cash Flows, and Notes or Schedules: Please refer to #pages 115 to 195# in this annual report.

  • V. Company's Individual Financial Statements of the Most Recent Fiscal Year Audited and Certified by CPAs: The Company only issues Consolidated Financial Statements of the Parent Company and its Subsidiaries, and thus not applicable.

  • VI. The Company Shall Disclose the Impact on Financial Status in Case of Any Financial Difficulties Experienced by the Company and Its Affiliated Companies during the Most Recent Year up to the Publication Date of This Annual Report: None.

  • 96 -

Chapter 7 Review and Analysis of the Company's Financial Position and Financial Performance, and Listing of Risks

I. Financial Position

  • (I) The main reasons for the significant changes in assets, liabilities and equity in the past two years and their impacts
years and their impacts years and their impacts years and their impacts years and their impacts years and their impacts
Year
Item
2019 2020 Difference
Amount %
Current assets 3,949,666
4,624,287
674,621 17.08
Property, plant and
equipment
1,808,305
1,260,496
(547,809) (30.29)
Intangible assets 42,204
40,098
(2,106) (4.99)
Other non-current assets 425,832 466,838 41,006 9.63
Total assets 6,226,007
6,391,719
165,712 2.66
Current liabilities 2,974,160
3,017,894
43,734 1.47
Non-current liabilities 1,281,354
781,223
(500,131) (39.03)
Total liabilities 4,255,514
3,799,117
(456,397) (10.72)
Share capital 474,720
505,535
30,815 6.49
Capital surplus 802,102
1,114,494
312,392 38.95
Retained earnings 744,848
1,004,607
259,759 34.87
Other equity interest (68,349)
(48,667)
19,682 (28.80)
Non-controlling interests 17,172
16,633
(539) (3.14)
Total shareholder equity 1,970,493
2,592,602
622,109 31.57
If the difference in comparison with the adjacent periods exceeds 20%, and the amount exceeds NT$10
million, the main reason is analyzed as follows:
1. Property, plant and equipment: Mainly due to the disposal of land in Hwa Ya Technology Park in
Guishan District, Taoyuan.
2. Other non-current liabilities: Mainly due to the repayments of long-term borrowings after the disposal
of land in Hwa Ya Technology Park in Guishan District, Taoyuan.
3. Capital surplus: Mainly due to the conversion premium of corporate bonds arising from the third
convertible corporate bonds.
4. Retained earnings: Mainly due to a YoY increase in profit.
5. Other equity interest: Mainly caused by foreign institutions' conversion of large translation
differences in the financial statements.
6. Total shareholder equity: Mainly caused by an increase in capital and capital surplus from the third
convertible corporate bonds.

(II) Where the effect is of material significance, the annual report shall disclose the measures to

be taken in response: No major impact on the Company's finances and business.

  • 97 -

II. Financial Performance

  • (I) The main reasons for any material change in operating revenues, operating income, or income before tax during the past two fiscal years
II. Financial Performance
(I) The main reasons for any material change in operating revenues, operating income, or income
before tax during the past two fiscal years
II. Financial Performance
(I) The main reasons for any material change in operating revenues, operating income, or income
before tax during the past two fiscal years
II. Financial Performance
(I) The main reasons for any material change in operating revenues, operating income, or income
before tax during the past two fiscal years
II. Financial Performance
(I) The main reasons for any material change in operating revenues, operating income, or income
before tax during the past two fiscal years
II. Financial Performance
(I) The main reasons for any material change in operating revenues, operating income, or income
before tax during the past two fiscal years
Unit: NT$1,000
Year
Item
2019 2020 Amount
Of increase
(decrease)
Percentage
of increase
(decrease)
(%)
Net operating revenue 5,042,657
5,471,250
428,593 8.50
Operating costs 4,011,648
4,190,903
179,255 4.47
Gross profit 1,031,009
1,280,347
249,338 24.18
Operating expenses 637,126
595,086
(42,040) (6.60)
Net operating profit 393,883
685,261
291,378 73.98
Non-operating income and
expenses
(57,025)
(42,244)
14,781 (25.92)
Net income before tax 336,858
643,017
306,159 90.89
Income tax expenses 74,519
188,094
113,575 152.41
Net profit for this period 262,339
454,923
192,584 73.41
Other comprehensive income
(loss)
(69,514)
20,065
89,579 (128.86)
Total comprehensive income
attributable to owners of the
parent
189,723
475,527
285,804 150.64
Total comprehensive income
attributable to non-
controllinginterests
3,102
(539)

(3,641)

(117.38)
If the difference in comparison with the adjacent periods exceeds 20%, and the amount exceeds NT$10
million, the main reason is analyzed as follows:
1. Gross profit: Mainly caused by the gains on recovery of inventory prices as a result of the depletion of
old models and raw materials of mobile phones.
2. Net operating profit: Mainly caused by an increase in operating revenue and control of operating
expenses.
3. Non-operating income and expenses: The interest expense decreased due to the repayment of long-
term loans in the current period.
4. Net income before tax: Mainly due to an increase in net operating profit.
5. Income tax expenses: Mainly due to a higher tax rate of Bestec Power Electronics Co., Ltd., which is
not entitled to tax concessions.
6. Net profit for this period: Mainly caused by an increase in operating revenue and control of operating
expenses.
7. Other comprehensive income (loss): Mainly caused by the devaluation of USD, resulting in an increase
in exchange difference loss of translation to the presentation currency.
8. Total comprehensive income attributable to owners of theparent: Mainlydue to an increase inprofit.

(II)The expected sales and its basis, the possible impact on the Company's future financial business

and the countermeasures: No significant impact on the Company's finance and business.

  • 98 -

III. Cash Flow

(I) Analysis on the changes in cash flow in the most recent fiscal year

Units: NT$1,000; %

Item Item 2019 2019 2020 2020 Amount of increase
(decrease)
Amount of increase
(decrease)
Percentage of
increase (decrease)
(%)
Operating activities 1,019,565 908,956 (110,609) (10.85)
Investing activities (763,690) 428,271 1,191,961 156.08
Financing activities 156,715 (655,320) (812,035) 518.16
Description about material changes:
1. Operating activities: Mainly reason is that due to the peak season at the end of the year, both purchases
and sales increased, but some receivables have not yet been collected, resulting in a decrease in net cash
inflow from operating activities..
2. Investing activities: Mainly due to the disposal of the land in Linkou during the current period, resulting
in net cash inflows from investment activities..
3. Financing activities: Mainly due to the repayment of new convertible corporate bonds in the current
period plus repayment of long-term loans, resulting in net cash outflows from financing activities..
(II) Plan for improving insufficient liquidity: No shortage of cash.
(III) Cash liquidity analysis for the following year
Unit: NT$1,000
Opening cash
balance
Net cash inflow
from operating
activities
throughout the
year
Cash flow from
investing and
financing
activities
throughout the
year
Cash balance
(deficit)
Remedial measures for estimated
cash deficit
Investing plan Financing plan
1,421,676 593,893 (533,832) 50,061 - -
1. Cash flow change analysis for the following year:
(1) Net cash inflow from operating activities mainly due to the cash received from operating.
(2) Cash outflow is mainly due to operating expenses, purchase of machinery and equipment, and
distribution of dividends
2. Remedial measures for estimated cash deficit and cash liquidity analysis: The Company's cash outflow in
the following year is estimated mainly based on future operating needs. In addition to cash inflow from
operating activities, bank loans will be used in case of cash deficit.

Unit: NT$1,000

  • 99 -

  • IV. Effect upon Financial Operations of Any Major Capital Expenditures during the Most Recent Fiscal Year

    • The company's capital expenditures for 2020, apart from the routine renewal expenditures, there are no large capital expenditures. The original plan to build a factory in Linkou, Taiwan was delayed due to the move of the customer’s production base to the Philippines. At the end of 2020 and early 2021, in addition to the continuation of the Sino-US trade war, the opportunity to increase production in Taiwan, and more and more in Taiwan For the business opportunities of production, the original Linkou land was discussed and resolved after comprehensive consideration, and a more suitable industrial production base was found in conjunction with the overall business development plan. In line with the needs of business development, the company does not rule out expanding borrowing or re-implementing capital financing plans if the required funds are large.
  • V. Company Reinvestment Policy for the Most Recent Fiscal Year, Main Reasons for Profits/Losses Generated Thereby, Plan for Improving Re-investment Profitability, and Investment Plans for Coming Year

  • (I) The Company's reinvestment policy

The Company is a holding company, and the main profit comes from main businesses of subsidiaries. In addition, there are reinvestments for strategic purposes of industrial or business development. All subsidiaries of the Company's main business are profitable, and companies that make strategic reinvestments are not for profiting.

  • (II) Main reasons for profits/losses of reinvestment for the most recent year and plan for improving re-investment profitability

Unit: NT$1,000

Unit: NT$1,000
Reinvestment company 2020 investment profit
(loss)
Main reason for such
profit or loss
Improvement plan
Lemtech Global
Solution Co. Ltd.
374,697 Mainly caused by
recognition of
investment gains of
Lemtech Precision
Material (China) Co.,
Ltd.
-
Lemtech Cooling
System Limited
83,039 Mainly caused by
recognition of
investment gains of
Lemtech Energy
Solutions Corporation.
-
Lemtech Industrial
Services Ltd
2,137 Mainly affected by the
COVID-19, mass
production only started
in the second half of the
-
  • 100 -
Reinvestment company 2020 investment profit
(loss)
Main reason for such
profit or loss
Improvement plan
year.
LemTech Precision
Material (China) Co.,
Ltd.
421,152 Operations are in good
condition
-
Lemtech Energy
Solutions Corporation
(13,334) Loss but continuous
improvement
Promote original
products to new
customers, increase
customer penetration
and increase business
items
Lemtech Philippine
Thermal System Inc.
(7,457) Mainly affected by the
COVID-19, mass
production only started
in the second half of the
year.
Profitable in the second
half of the year.
Lemtech Technology
Limited
89,029 Operations are in good
condition
-
LDC Precision
Engineering Co., Ltd.
89,110 Operations are in good
condition
-
Lemtech Precision
Material (Czech) s.r.o.
(3,521) Mainly affected by the
COVID-19, mass
production only started
in the second half of the
year.
Profitable in the second
half of the year.
Lemtech USA Inc. (235) In order to maintain
customer relations in the
United States and obtain
real-time business
information, non-profit-
making purposes
-
Aapico Lemtech
(Thailand) Co., Ltd.
(842) Mainly affected by the
COVID-19, mass
production only started
in the second half of the
year.
Has gradually resumed
normal operations
Zhenjiang Emtron
Surface Treatment
(14,998) The main source of
operating income is the
Continue to win
customer orders, and
  • 101 -
Reinvestment company 2020 investment profit
(loss)
Main reason for such
profit or loss
Improvement plan
Limited surface treatment of
auto parts. Caused by
the limited scale of
operation and the long
certification period of
automobiles
expand business scale to
be profitable
Kunshan Lemtech Slide
Technology Co., Ltd.
10,142 Operations are in good
condition
-
Kunshan Lemtech Slide
Technology Co., Ltd.
112,236 Operations are in good
condition
-
Lemtech Electronics
Technology (Changshu)
Co., Ltd.
(2,500) Newly established
company, has not yet
entered the production
stage.
When production starts,
it should be improved
and profitable.

(III) Investment plans for coming year: The Company expects that there is no material investment plan in the following year.

V. Risks Items

  • (I) Impacts of interest rate, fluctuation in exchange and inflation on corporate gains and losses and future countermeasures

  • Interest rate movements

    • (1) Impact on the Company's revenue and profit

      • The interest expense of the Company and its subsidiaries in 2019 and 2020 accounted for 1.17% and 0.71% of the net operating income respectively, with a low proportion. Therefore, the change in interest ratio will not have a significant impact on the profit and loss of the Company and its subsidiaries.
    • (2) Specific countermeasures

The Company's Finance Department adjusts the use of funds in time in light of changes in financial interest rates in response to financial risks caused by changes in interest rates.

  1. Exchange rate changes

  2. (1) Effect of exchange rate changes on the Company's revenue and profit The Company and its subsidiaries purchase and sell goods in USD and RMB as the main collection currencies. The amount of exchange losses in 2019 and 2020 was NT$3,032 thousand and NT$43,577 thousand, respectively, accounting for 0.06% and 0.80% of the net operating income.

  3. (2) Specific countermeasures

In the face of risks arising from exchange rate fluctuations, the group's internal financial professionals have taken the following specific countermeasures:

  • A. The Company's Business Department has considered the influence of exchange rate fluctuations on the sales price, and adjusted the product price by measuring the changes in the exchange rate in response to the exchange rate fluctuation, ensuring the profits of the Company’s products.

  • 102 -

     - B. The financial unit will discuss the exchange rate trend with the foreign exchange unit of the bank, engage external professionals to give hedging advice to the Company’s exposed positions, and adopt appropriate hedging strategies at the appropriate time to reduce the risk of exchange rate.
    
     - C. In addition to net assets and liabilities for a specific project, foreign exchange exposed positions arising from routine sales still adopt natural hedging as the main strategy for exchange rate risk control, and adjust foreign currency assets and liabilities at the appropriate time to reduce the risk of exchange rate changes.
    
  • Inflation: The Company's profits and losses in the past have not exerted a significant impact due to inflation. If the purchase cost increases due to inflation, the Company will also adjust the price appropriately. The Company has continued to monitor market price fluctuations and maintained a positive, interactive relationship with both suppliers and customers. There has been no significant impact caused by inflation.

  • (II)Policies on high risk, high-leverage investments, loans to other parties, endorsements, guarantees, and derivatives trading, the main reasons for profits or losses generated thereby, and future countermeasures

  • Policies on high risk, high-leverage investments, the main reasons for profits or losses generated thereby, and future countermeasures: The Company has always adhered to a stable and conservative business strategy. In recent years, it has not engaged in high-risk, high-leverage investment and other transactions, so the risk is limited.

  • Policies on loans to other parties, the main reasons for profits or losses generated thereby, and future countermeasures:

    • In the most recent year and as of the publication date of the annual report, the Company and its subsidiaries provided loans for each other in consideration of the overall use of funds. The Company and its subsidiaries have set up the "Procedures for Loans to Other Parties" as the basis for relevant operations, and the risk status has been considered and the regulations are implemented carefully.
  • Policies on endorsements and guarantees, the main reasons for profits or losses generated thereby, and future countermeasures:

    • In the most recent year and as of the publication date of the annual report, the Company and its subsidiaries provided endorsements and guarantees for each other in consideration of the overall use of funds. The Company and its subsidiaries have set up the "Procedures for Endorsement Guarantee Operation" as the basis for relevant operations, and the risk status has been considered and the regulations are implemented carefully.
  • Policies on derivatives trading, the main reasons for profits or losses generated thereby, and future countermeasures:

    • In the most recent year and as of the publication date of the annual report, the Company did not engage in derivatives trading. In the future, the Company will always take measures subject to the "Investment Cycle" and "Procedures Governing Acquisition and Disposal of Assets" when engaging in derivatives trading due to operational needs.
  • (III) Future R&D projects and anticipated R&D expenditures to be invested

    • At present, the group has R&D departments in mainland China and Taiwan. The department in mainland China mainly focuses on die development and process improvement of metal stamping products such as heat dissipation, auto parts, building materials parts, etc. In response to future growth, the Company established die R&D center with mainland higher professional institutions in 2010, and conducted school-enterprise cooperation to cultivate
  • 103 -

professional and technical talents. The department in Taiwan is actively committed to the development of new hub products and new heat dissipation systems with high added value. In 2020, it established cooperation with universities in mainland China in production, learning and research to realize the technical development of high precision multi-position continuous stamping die. Through a complete upstream and downstream industrial chain and a close system (which means production, government, college and research department), we can recruit excellent talents and obtain technical information to improve the Company’s R&D competitiveness.

In 2020, the Company invested approximately NT$130,398 thousand in research and development of product, production technology innovation and process improvement. In 2021, the Company continued to invest NT$132,480 thousand in research and development. In the future, the Company will continue to invest in research and development of automated production lines and will gradually use robots to replace employees in technical positions to improve production efficiency and quality, and reduce manufacturing costs. Meanwhile, it assesses the rapid growth of China's labor costs, maintains sustainable development and improves horizontal competitiveness.

Item Introduction R&D expenses
(NT$10,000)
Expected
time to
complete
Development of automated production
technology of automotive safety system parts
For automated production of automotive
safety system parts
324 2021-08
Development of automated stamping process of
automotive steering columns
For manufacturing of automotive
steering system parts
757 2021-11
Development of automated production
technology of wall dry-hanging fixing brackets
For manufacturing of building material
parts
2,603 2021-12
Development of automated laser welding of
automobile steering brackets
For manufacturing of automotive
steering system parts
1,121 2021-10
Development of automated production
technology of seat belt buckles
For automated production of automotive
safety system parts
1,081 2021-11
Development of EV motor housing For manufacturing of EV parts 2,702 2021-09
Development of base station satellite signal
receivers
For manufacturing of base station
satellite signal receivers
4,326 2021-12
Development of automotive stamping mold
balancing process
For manufacturing of automotive parts
molds
334 2021-10
Total 13,248
  • 104 -

  • (IV) Changes to local and overseas policies and laws that impact the Company’s financial operations and countermeasures

  • The Company is registered in Cayman Islands and mainly operates in mainland China. Its execution of all business is subject to important domestic and foreign policies and legal regulations, and it keeps abreast of important domestic and foreign policy development trends and law changes so as to respond promptly to changes in the market environment and take appropriate countermeasures. As of now, the Company's finance and business have not been affected by important changes of domestic and foreign policies and laws.

  • (V) Impact of changes in technology and industry on the Company’s financial operations, and countermeasures

  • The Company takes the initiative to keep in touch with customers to obtain customer information as soon as possible. It also continuously develops new products, diversifies the source of customers to avoid the risk of concentrated sales, and actively develops automobile parts and building materials parts and other non-3C electronic stamping parts and components to strengthen the stability of the Company's product structure and reduce the impact caused by electronic products changing rapidly. On the whole, the metal stamping parts are in great demand and will not be replaced by other high-tech products in the foreseeable future.

  • (VI) Impacts of changes in corporate image on corporate crisis management and countermeasures Since the establishment, the Company has actively strengthened internal management, improved the management quality, and it is committed to maintaining the corporate image and legal compliance. In the most recent year, there has been no major image change affecting corporate crisis management.

  • (VII) The expected benefits and possible risks to engaging in mergers and acquisitions (M&A) and countermeasures: None.

  • (VIII) Expected benefits and possible risks of plant expansion and countermeasures

(VIII) Expected benefits andpossible risks ofplant expansion and countermeasures
Name of company
taking expansion
LemTech Global Industries Ltd.
Purpose of
expansion
In order to provide better services to customers of sports products and enhance the
ability of electromechanical integration
Expected benefits In May of this year, it completed the establishment of a new company and the
completion of the plant and equipment. Currently, it is gradually shifting to the
production line of sports products. It is expected that sales and sales volume will
increase significantly this year, and focus on electromechanical integration
capabilities, increase the company's product line breadth, and provide more
comprehensive solutions.
Possible risks and
countermeasures
Because the company's customers are relatively concentrated, and the products are
unique, if there are changes in orders or the customers' own operations, it will have a
greater impact on the company. Therefore, in addition to focusing on the industry and
providing efficiency and technology, product lines should be expanded and new
customers should be developed to diversify the risk of excessive concentration.
  • 105 -

  • (IX) Risks resulting from consolidation of purchasing or sales operations and countermeasures In the most recent year of the company and as of the publication date of the annual report, the number one customer has been replaced by another customer with the growth of different businesses. In the first quarter of 2021, the original number one customer accounted for 12% of revenue and became the second largest customer. In addition, new first customers accounted for approximately 17% of revenue, and the remaining customers accounted for less than 10% of revenue. The company continues to actively expand new customer sources and develop new markets, and there is no risk of sales concentration. .

  • For procurement from suppliers, in the most recent year and as of the publication date of the annual report, the main suppliers did not exceed 20% of the total purchase amount. Unless specified by the customer, there will be at least two main raw material suppliers with good quality reputation. The Company's main suppliers all keep long-term cooperation with the group, and the source of procurement is still stable.

  • (X) The impact on the Company, and risks arising from the major exchange or transfer of shares by directors or major shareholders with over 10% of shareholdings, and the countermeasures In the most recent year and as of the publication date of this annual report, there is no mass transfer or change in shareholding of directors or major shareholders with a shareholding ratio of 10% or more.

  • (XI) Impact, risk, and response measures related to any change in governance rights There has been no change in governance rights in the most recent year and as of the publication date of this annual report.

  • (XII) If there has been any substantial impact upon shareholders' equity or prices for the Company's securities as a result of any litigation, non-litigious proceeding, or administrative dispute involving the Company that was finalized or remained pending, the facts in dispute, amount in dispute, commencement date, main parties involved, and current status of the case up to the publication date of this annual report shall be disclosed

  • On Jun. 26, 2018, the subsidiary of the Company received a civil complaint which King Slide Works Co., Ltd. (hereinafter referred to as King Slide) filed to the Jiangsu Higher People's Court on Jun. 19, 2018, alleging that the slideway products produced, manufactured and sold by Lemtech Precision Material Co., Ltd. and Lemtech Slide Technology Co., Ltd. without the permission of King Slide infringed its patent rights, and claimed RMB100 million, and rights maintenance fee of RMB183,090 and NT$31, 748. It filed a case of patent infringement in Jiangsu Higher People's court. The appointed lawyer said that Lemtech Precision Material Co., Ltd. is mainly engaged in the research and development, production and sales of precision metal stamping parts and dies, and its main products are heat dissipation module, auto part module, die and other parts stamping. It only undertakes stamping parts for slide rail products, not a manufacturer or seller of the slide rail products, so the tort liability in this case shall not be involved. According to the preliminary judgment of the appointed lawyer, all the slide products produced by Lemtech Slide Technology Co., Ltd. have relevant patents (some of which are still under application), which are different from that of King Slide. And the basis

  • 106 -

for King Slide to claim compensation is insufficient, so the possibility of compensation is not high. The case was first heard on Jan. 25, 2019, and it is still in the process of the first instance, so it is impossible to predict the result of the case.

King Slide sued for infringement in Jiangsu Higher People's Court of China, and declared that it had a negative impact on the reputation of Lemtech Precision Material Co., Ltd. by writing a letter to its customers. Therefore, the Company filed a lawsuit on behalf of Lemtech Precision Material Co., Ltd. to Taiwan Ciaotou District Court on Jan. 15, 2019. The Company assessed that it shall have no significant impact on shareholders' equity or securities prices, and has appointed a lawyer to make a protest and defense in order to protect the rights and interests of the Company and all shareholders.

(XIII) Other material risks and countermeasures

  1. Information security risk assessment

     - (1) The Company has professionals responsible for handling matters related to information system security prevention and crisis management to prevent computer network crimes and crises and maintain information system security.

     - (2) The Company has established a security control mechanism for the computer network systems to ensure the safety of data transmission via network.

     - (3) The Company especially strengthens network security management for crosscompany computer network system, installs anti-virus software in-house, and sets external network firewall to prevent computer viruses and aggressive malware from invading the company network system and causing paralysis.

     - (4) The Company conveys the concept of proper use of legal software to employees, prompting employees to correctly recognize the threat of computer viruses, and further enhancing employees' information security awareness.
  • VII. Other Important Matters

  • The Company was registered in the British Cayman Islands, which is only the registered place of the group, and operates in mainland China, Taiwan, China and Hong Kong, China. Changes in the overall economic and political environment of the registered place and operation places and fluctuations in the exchange rate will affect the operation of the group. There are many different provisions between the company law of the British Cayman Islands and the company law of Taiwan, China. Although the Company has amended its Articles of Association in accordance with the Taiwan Stock Exchange's "Checklist for Protection of Shareholders' Rights and Interests in the Registered Place of Foreign Issuers", there are still many differences between the two laws and regulations on the operation of the company. Investors still need to know and consult experts about the risks of investment.

  • 107 -

Chapter 8 Special Disclosure

  • I. Information on the Company Affiliates

(I) Profiles and status of affiliates

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Dec. 31, 2020
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  • 108 -

(II) Basic information of all affiliates

Dec. 31, 2020 Unit: NT$1,000

Dec. 31,2020 Unit: NT$1,000
Short
name of
company
Company Date of
incorporation
Address Actual paid-in
capital
Scope of business or production
Lemtech
Global
Lemtech Global Solution Co.
Ltd.
2003.01 3rd Floor, Standard Chartered Tower,
Cybercity, Ebene 72201, Mauritius
US$2,500 Investment holding companies
Lemtech
Precision
Material
LemTech Precision Material
(China) Co., Ltd.
2003.03 No. 128, Weita Road, Zhangpu Town,
Kunshan City, Jiangsu Province
RMB66,000 Production and design of new electronic
components such as computers, mobile
terminals, materials for servers, materials for
automobiles, various fine blanking dies, die-
casting dies, non-metallic dies, computer
connectors, and computer thermal modules;
and sales ofself-produced products
LDC LDC Precision Engineering Co.,
Ltd.
2010.05 Building E032, No. 1, Weiwang Street,
Shulin District, New Taipei City
NT$9,524 Manufacturing and wholesale of electrical
appliances, audio-visual products, other
motors and electronic mechanical equipment,
automobiles and their parts, and other optical
and precision machinery
LTH Aapico Lemtech (Thailand) Co.,
Ltd.
2013.03 161 Moo.1, Tambol Banlane, Amphur Bang-
Pa-In Phranakhornsri Ayutthaya 13160
THB40,000 R&D, production, manufacturing and
assembly of automotive, electronics and
computerperipheralparts
Lemtech
USA
Lemtech USA INC. 2013.06 185 Estancia Dr, Suite 117, San Jose, CA
95134
US$50 U.S. business development, business
information collection, provision of market
intelligence andindustryinformation
Lemtech
(Hong
Kong)
Lemtech Technology Limited 2014.04 Room 2702-03,CC Wu Building, 302-8
Hennessy Road, Wanchai, Hong Kong
US$20 Sales of automotive, electronics and
computer peripheral parts
LIS Lemtech Industrial Services Ltd 2015.12 Offshore Chambers, P.O. Box 217, Apia,
Samoa
US$2,500 Sales of electronics and computer peripheral
components
Kunshan
Lemtech
Slide
Kunshan Lemtech Slide
Technology Co., Ltd.
2016.07 Room 6, No. 211, Zijing Road, Zhangpu
Town, Kunshan City, Jiangsu Province
RMB15,000 Design and production of slide rails, spindles
and related accessories, and sales of self-
produced products
Lemtech
(Czech)
Lemtech Precision Material
(Czech) s.r.o.
2016.09 Logistické Centrum Jihlava LCJ/Jipocar Hala
B, 588 11 Střítež u Jihlavy 3, Czech
CZK152,000 Production of automotive components
(sunroofs, brakes and seat belts, SRS, etc.)
and assembly parts (steering wheel
transmission shafts, etc.), and supply of
consumer electronic parts and server
products
  • 109 -
Short
name of
company
Company Date of
incorporation
Address Actual paid-in
capital
Scope of business or production
Lemtech
Energy
Lemtech Energy Solutions
Corporation
2015.04 No. 39, Ruiyuan Street, Bade District,
Taoyuan City
NT$30,000 Manufacturing and wholesale of mechanical
equipment, dies, electrical appliances and
audio-visual products, other motors and
electronic mechanical equipment,
automobiles and their parts, and other optical
and precisionequipment
Emtron
Surface
Zhenjiang Emtron Surface
Treatment Limited
2015.08 No. 199, Yuehe Street, Dagang Town,
Zhenjiang New Area, Jiangsu Province
RMB14,352 Surface treatment of mechanical, electronic
and automotive components
LCS Lemtech Cooling System
Limited
2019.06 Flat/Rm A 12/F, Kiu Fu Commercial Bldg,
300 Lockhart Road, Wan Chai, Hong Kong
US$7,000 Investment holding companies
Kunshan
Lemtech
Electronics
Kunshan Lemtech Slide
Technology Co., Ltd.
2019.10 Plant 5, No. 128, Weita Road, Zhangpu
Town, Kunshan City, Jiangsu Province
RMB14,060 R&D, manufacturing of electronic
components, special electronic materials, and
thermal modules, sales of self-produced
products, and wholesale, import and export
of products similar to those produced by the
company and their raw materials and
mechanicalequipment
LPH Lemtech Philippine Thermal
System Inc.
2019.07 Units 3,4,7,8 Metrococo Export Corp Laguna
Technopark Building 1A, Phase 1, Laguna
Technopark Sez 105 Industry Road Don Jose
City of Santa Rosa Laguna, Philippines
US$ 2,500 Manufacturing, purchasing, sales,
distribution, wholesale sales, and precision
metal stamping tools, customized metal
hinges, cooling modules, slides, mechanical
components and other relateditems
LETC Lemtech Electronics Technology
(Changshu) Co., Ltd.
2020.09 Building A2, No. 8, Baixuexin Road,
Shajiabang Town, Changshu City, Jiangsu
Province
RMB 10,009 Manufacturing & wholesale of electronic
components, manufacturing/sales/R&D of
special electronic materials, manufacturing &
sales of lighting equipment, manufacturing
of automotive parts and accessories,
manufacturing & sales of solar energy
equipment and components, manufacturing
of computer software and hardware, and
sales of communication equipment

(III) Shareholders in common of the Company and its subsidiaries with deemed control relationship and subordination: None.

  • 110 -

(IV) Information on directors, supervisors, and General Manager of all affiliates

Dec. 31, 2020 Unit: Share; %

Name of affiliate Title Name or representative Shareholding Shareholding
Shares Shareholding percentage
Lemtech Global Solution Co. Ltd. Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
LemTech Precision Material (China) Co., Ltd. Chairman Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
Director Tan,Yong - -
Director Tsai, Wen-Lung - -
Directorand General Manager Li,Pei-Yu - -
LDC Precision Engineering Co., Ltd. Chairman and General
Manager
Hsu, Chi-Feng - -
Aapico Lemtech (Thailand) Co., Ltd. Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Yeap Swee Chuan - -
Director TeoLee Ngo - -
Director Kawee Wasaruchareekul - -
LemtechUSA INC. Director Hsu, Chi-Feng - -
Lemtech TechnologyLimited Director Hsu, Chi-Feng - -
Lemtech IndustrialServicesLtd Director Hsu, Chi-Feng - -
Kunshan Lemtech Slide Technology Co., Ltd. Chairman Hsu, Chi-Feng - -
General Manager Chay Chin Tat - -
Lemtech Precision Material (Czech) s.r.o. Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
General Manager Stanislav Stepanek - -
Lemtech Energy Solutions Corporation (Former Jimao Lemtech Co., Ltd.) Chairman Hsu, Chi-Feng - -
Supervisor Chan KimSengMaurice - -
Zhenjiang Emtron Surface Treatment Limited Chairman Fang,Hsin-Chien - -
Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Lemtech Cooling System Limited Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
Kunshan Lemtech Slide Technology Co., Ltd. Chairman Tsai, Wen-Lung - -
Supervisor Chan KimSengMaurice - -
Lemtech Philippine Thermal System Inc. Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
Director Tsai, Wen-Lung - -
Director Hung,Kuang - -
Lemtech Electronics Technology (Changshu) Co., Ltd. Director Hsu, Chi-Feng - -
Director Chan KimSengMaurice - -
Director Ye,Hang - -
General Manager Tsai,Wen-Lung - -
  • 111 -

(V) Operation of affiliates

(V) Operation of affiliates
Dec. 31,2020 Unit: NT$1,000
Name Capital Total assets Total liabilities Net value Operating
revenue
Operating
profit
Profit or loss
(after tax)
Earnings per
share (after tax)
Lemtech Global Solution Co. Ltd. 112,397 2,879,369 181,308 2,698,060 - (261) 374,697 150.92
LemTech Precision Material (China) Co., Ltd. 286,242 4,072,102 1,280,237 2,791,866 2,230,673 310,692 421,152 6.38
LDC Precision Engineering Co., Ltd. 9,524 678,219 397,896 280,323 914,711 118,563 89,110 (Note 1)
Lemtech Technology Limited 597 1,081,655 632,847 448,808 1,215,686 94,343 89,029 (Note 1)
Lemtech Precision Material (Czech) s.r.o. 195,984 262,416 166,334 96,083 122,740 269 (3,521) (Note 1)
Lemtech USA INC. 1,502 462 - 462 6,372 (234) (235) (Note 1)
Lemtech Industrial Services Ltd 82,091 83,489 22,701 60,788 36,682 (5,159) 3,748 1.34
Kunshan Lemtech Slide Technology Co., Ltd. 69,758 135,803 77,031 58,609 187,658 13,378 10,142 (Note 1)
Lemtech Cooling System Limited 214,320 322,125 41,288 280,837 197,968 5,556 83,039 41.75
Lemtech Energy Solutions Corporation 30,000 90,835 82,358 8,477 49,790 (14,221) (13,334) (4.44)
Lemtech Philippine Thermal System Inc. 75,227 114,809 58,538 56,272 188,221 (5,990) (7,457) (Note 1)
Kunshan Lemtech Slide Technology Co., Ltd. 69,758 743,447 567,014 175,942 1,117,642 177,810 112,236 (Note 1)
Lemtech Electronics Technology (Changshu) Co., Ltd. 43,305 87,272 45,929 41,228 250 (1,277) (2,500) (Note 1)
Zhenjiang Emtron Surface Treatment Limited 65,043 175,172 224,713 (49,540) 87,579 (3,591) (15,201) (Note 1)

Note 1: Not a shares limited company; hence EPS is not applicable.

  • 112 -

  • (VI) Consolidated financial statements of the affiliates: Same as the Consolidated Financial Statements of the Parent Company and Subsidiaries. Please refer to #pages 115 to 195#.

  • (VII) Reports of the affiliates: Not applicable.

  • II. In the Most Recent Year as of the Publication Date of the Annual Report, Any Private Placement of Securities: None.

III. Holding or Disposal of the Company's Shares by Subsidiaries in the Most Recent Year as of the Publication Date of the Annual Report: None.

  • IV. Other Necessary Additional Information: None.

  • 113 -

V. Any Material Differences from the Rules of Taiwan, China in Relation to the Protection of Shareholders' Equity

Shareholders' Equity
Important matters related to protection of
shareholders’ equity
Provisions contained
in the Company Act
or the Securities and
Exchange Act
Provisions and
reasons of deviation
I. Formation and change of company capital
Procedures for capital increment of the
company by changing shares to cash or
converting the surplus or capital reserve to
shares.
1. Articles 156 and 266
of the Company Act.
2. Article 142 and
Paragraph 3 of Article
266 of the Company
Act
The amended Article
8 (c) of the Articles
of Association of the
Company complies
with the amendment
provisions in the left
column of the
checklist for the
protection of the
shareholders'
equities of foreign
issuers.
1. When the company carries out capital
increase through cash and issues new
shares, in addition to the different
resolutions of the shareholders' meeting,
the original shareholders shall be notified.
The original shares shall be reorganized
according to the original proportion. The
original shareholders who fail to subscribe
within the time limit will lose their rights.
If the shares held by the original
shareholders are not enough for
shareholders to subscribe to new shares,
joint subscription or subscription
represented by one person may be carried
out. Where the original shareholders have
not subscribed, they may subject to a
public offering or designate a specific
person to subscribe.
2. When a company issues new shares with
cash increment in the Republic of China,
10% of the total new shares to be issued
shall be allocated for public offering,
unless the competent authority of Taiwan
considers it unnecessary or unsuitable to
do so. However, if the shareholders'
meeting has a higher ratio of resolutions,
such resolutions shall prevail.
1. Paragraph 3 of Article
267 of the Company
Act
2. Article 8 of the
Business Mergers
And Acquisitions Act,
and Paragraph 1 of
Article 13 of the
Regulations
Governing the
Offering and Issuance
of Securities by
Foreign Issuers
The amended Article
9 (e) and (f) of the
Articles of
Association of the
Company complies
with the amendment
provisions in the left
column of the
checklist for the
protection of the
shareholders' equity
of foreign issuers.
  • 114 -

Important matters related to protection of shareholders’ equity

  - Provisions contained in the Company Act Provisions and reasons of deviation

  - or the Securities and Exchange Act
  • II. Procedure for convening a shareholders' meeting or method of adopting resolutions

  • When the shareholders' meeting decides one of the following matters, the dissentient shareholders shall have the right to request the company to purchase their shares:

  • (1) Demerger, merger, acquisition or share conversion of the company;

  • (2) To form, change or terminate contracts related to the leasing of the entire operation, commissioning others to manage, or forming of a long term joint management with others; Transfer the whole or principal part of the business or property; To accept the whole business or property given by others, which causes a significant influence over the operations of the company.

  • Articles 317 and The amended Article 186 of the Company 40 (2) of the Articles Act of Association of the

  • Article 12 of the Company complies with the amendment

Business Mergers provisions in the left

And Acquisitions column of the

Act checklist of the registration country for the protection of the shareholders' equities of foreign issuers.

  1. The shareholder's requests in the preceding paragraph shall be submitted in writing within twenty (20) days from the resolution date of the shareholders' meeting, and shall specify the requested purchase price. If an agreement is reached between the shareholders and the company regarding the purchase price, the company shall pay the price within ninety (90) days from the resolution date of the shareholders' meeting. If no agreement is reached, the company shall pay the price to the shareholders who have not reached the agreement at the fair price they believe within ninety (90) days from the resolution date; if the company fails to pay, it shall be deemed to agree to the purchase price requested by the shareholders.

  2. If the shareholders request the company to buy all of their shares according to Subparagraph 1 of Paragraph 1 and the shareholders and the company have not reached an agreement on the purchase price within sixth (60) days from the resolution date of the shareholders' meeting, the company shall report to the

  3. 115 -

Important matters related to protection of shareholders’ equity

Provisions contained in the Company Act Provisions and reasons of deviation or the Securities and Exchange Act

court for price adjudication against all shareholders who have not reached an agreement within thirty (30) days after this period and Taipei District Court will be the competent court for the first instance.

For the following motions that relate to key rights of the shareholders, the motion may be adopted by a majority vote at a shareholders’ meeting, wherein the meeting is attended by shareholders representing two-thirds or more of the total number of its outstanding shares. In the event the total number of shares represented by the shareholders present at a shareholders’ meeting of the company is less than the percentage of the total shareholdings required in the preceding paragraph, the resolution may be adopted by at least twothirds of the voting rights exercised by the shareholders present at the shareholders’ meeting who represent a majority of the outstanding shares of the company.

  1. Article 185 of the The amended Article Company Act 2 (1), Article 39 (j),

  2. Article 277 of the Article 39 (k), Article 39 (l) of the

Company Act Articles of

  1. Article 159 of the Association of the

Company Act Company complies

  1. Article 240 of the with the amendment

Company Act provisions in the left

  1. Article 316 of the column of the Company Act checklist of the

  2. Article 29 of the registration country for the protection of

Business Mergers the shareholders'

And Acquisitions Act equities of foreign issuers.

  1. To form, change or terminate contracts related to leasing of the entire operation, commissioning others to manage, or forming of a long term joint management with others; Transfer the whole or principal part of the business or property; To accept the whole business or property given by others, which causing a significant influence over the operations of the Company

  2. Amending the Articles of Association

  3. Where amendments to the Articles of Association will damage the rights of shareholders holding preferred shares, a resolution of the preferred shareholders’ meeting must be convened

  4. New shares issuance shall be used to allocate the whole or part of share dividends or bonuses

  5. Resolutions for corporate dissolution, merger, or demerger

  6. Conversion of shares

  7. 116 -

Important matters related to protection of
shareholders’ equity
Provisions contained
in the Company Act
or the Securities and
Exchange Act
Provisions and
reasons of deviation
III. Authorities and responsibilities of directors and supervisors
1.
When the directors of the company have
their own interests in the matters of the
board meeting, they shall state the
important contents of their own interests
at the current board meeting. In the
process of merger and acquisition, the
directors of the company shall explain to
the Board of Directors and the
shareholders' meeting the important
contents of their own interests in the
merger and acquisition transaction and
the reasons for approving or opposing
the merger and acquisition resolution.
2.
Where the spouse, a relative within the
second degree of kinship of a director, or
any company which has a controlling or
subordinate relation with a director has
interests in the matters under discussion
in the meeting of the preceding
paragraph, the director shall be deemed
to have a personal interest in the matter.
3.
When a shareholder is an interested party
to an agenda item and there is the
likelihood that such a relationship would
prejudice the interests of the company,
that shareholder may not vote on that
item and may not exercise voting rights
as a proxy for any other shareholder.
With respect to the resolutions at the
board meetings, when a director is
prohibited from exercising the voting
right subject to the preceding paragraph,
his/her voting right shall not be included
in the voting rights of attending
directors.
Paragraphs 2, 3 and 4 of
Article 206 of the
Company Act, Paragraph
3 of Article 5 of the
Business Mergers And
Acquisitions Act
The amended Article
84 (1) of the Articles
of Association of the
Company complies
with the amendment
provisions in the left
column of the
checklist of the
registration country
for the protection of
the shareholders'
equities of foreign
issuers.
1. A company director shall act diligently
and take due care of the company as a
good administrator in conducting the
business operation of the company; if
he/she has acted contrary to this
provision, he/she shall be liable for the
damages sustained by the company there-
from. If the said act is implemented by the
director himselfor herself, oranother
Paragraphs 2 and 3 of
Article 8 and Paragraph 3
of Article 23 of the
Company Act, Paragraphs
1 and 2 of Article 5 of the
Business Mergers And
Acquisitions Act
1. The Articles of
Association or
Paragraph 1 of
Article 74 of
current
organization
documents of the
Company has
complied with
  • 117 -
Important matters related to protection of
shareholders’ equity
Provisions contained
in the Company Act
or the Securities and
Exchange Act
Provisions and
reasons of deviation
party, the shareholders' meeting may
resolve and consider an earning received
from the said act as an earning of the
company.
2. If a director of the company, in the course
of performing his/her duties of the
company, has violated the law and
thereby resulting in damages to others,
he/she shall bear joint and several
liabilities with the company in
compensating others.
3. A managerial officer and a supervisor
shall bear, when performing a functional
duty, the same liabilities as a company
director when causing damages.
the provisions in
the left column
of the checklist
of the
registration
country for the
protection of the
shareholders'
equities of
foreign issuers.
2. The Company
does not have a
supervisor, but it
has set up an
audit committee
to exercise the
supervisor's
duties. This
difference should
have no
significant
adverse impact
on shareholders'
equities.
1. Before the company convenes the board
meeting to decide on the merger and
acquisition, the audit committee or special
committee (applicable to the company
with a supervisor) shall review the merger
and acquisition plan and the fairness and
rationality of transaction, and report the
results to the board of directors and the
shareholders' meeting. However, if it is not
necessary to convene a shareholders'
meeting to resolve the merger and
acquisition according to the laws and
regulations of the country where the
foreign issuers registered, it may not be
reported to the shareholders' meeting.
2. When the audit committee (or special
committee) is deliberating, it shall appoint
an independent expert to provide an
opinion on the reasonableness of the
conversion ratio or the cash or other
properties allotted to the shareholders.
Articles 6 and 7,
Paragraph 3 of Article
22, Paragraph 7 of
Article 31 and Paragraph
2 of Article 38 of the
Business Mergers And
Acquisitions Act
The amended Article
70-1 of the Articles
of Association of the
Company complies
with the amendment
provisions in the left
column of the
checklist of the
registration country
for the protection of
the shareholders'
equities of foreign
issuers.
  • 118 -

  • Provisions contained

  • Important matters related to protection of in the Company Act Provisions and shareholders’ equity or the Securities and reasons of deviation Exchange Act

    1. The results of the audit committee's (or special committee's) deliberations and the independent expert's opinions shall be sent to the shareholders together with the notice of convening the shareholders' meeting. However, if a resolution of the shareholders' meeting is not required by the laws and regulations of the country where the foreign issuers registered, a report on the merger and acquisition shall be made at the latest shareholders' meeting.
  • The documents to be sent to the shareholders referred to in the preceding paragraph shall be deemed to have been sent to the shareholders after the company has announced the same content on the website designated by the securities regulatory authority of Taiwan, China and placed at the venue of the shareholders' meeting for the inspection of the shareholders.

  • VI. In the Most Recent Year as of the Publication Date of the Annual Report, if There Is an Issue of Significant Impact on Shareholders' Equity or Securities Prices as Stipulated in Subparagraph 2 of Paragraph 2 of Article 36 of the Securities Exchange Act: None.

  • 119 -

Independent Auditors' Report

Lemtech Holdings Co., Limited public notice:

Audit opinion

Lemtech Holdings Co., Limited (Lemtech Holding Group) and its subsidiaries' Consolidated Balance Sheets as of December 31, 2020 and 2019, in addition to the Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity, Consolidated Statements of Cash Flows, and Notes for Consolidated Financial Statement (including a summary of significant accounting policies) from January 1 to December 31, 2020 and 2019, have been audited by the CPAs. In our opinion, the consolidated financial statements mentioned above have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers," as well as the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), law and regulation reviews and their announcements recognized and announced by the Financial Supervisory Commission in all material aspects, and are considered to have reasonably expressed the consolidated financial conditions of Lemtech Holding Group and its subsidiaries as of December 31, 2020 and 2019, as well as the consolidated financial performance and consolidated cash flows from January 1 to December 31, 2020 and 2019.

Basis for Auditor's Opinions

We conducted review work in accordance with the "Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants" and generally accepted auditing standards in 2020. Besides, in accordance with the "Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants," and No. 1090360805 Letter issued by the Financial Supervision and Administration Commission on February 25, 2020, and generally accepted auditing standards, we implemented the review work in 2019. Our responsibilities required under said standards will be detailed in the paragraph about the external auditor's responsibility on auditing consolidated financial statements. 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 obligations under the Norm. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

  • 120 -

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of Lemtech Holding Group for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming out opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the consolidated financial statements of Lemtech Holding Group and its subsidiaries for the year ended December 31, 2020 are stated as follows:

Key Audit Matters: Revenue recognition authenticity of partial specific customer

The revenue of Lemtech Holding Group is mainly derived from computer, communication, consumer electronics, and automotive parts. Since the materiality and the Statements on Auditing Standards has defaulted revenue recognition as a significant risk. Therefore, the assessment of the authenticity of sales transactions with major customers meeting certain conditions was listed as a key audit matter. For details of the revenue recognition policy, please refer to Note 4 and 25 of the consolidated financial report.

In addition to testing related internal control, our major audit procedures executed on the key audit matter are as follows.

  1. Sampling check the details of sales revenue transactions of specific customer groups and the corresponding sales orders, bills of offset and receipts to confirm that sales transactions have actually occurred.

2. Confirm the authenticity of the foregoing transactions after the implementation of the balance sheet date that whether there is a major sales return and discount test and whether the return discount is reasonable .

Responsibility of the management and the governing body for the consolidated financial statements

It is the management’s responsibility to fairly present the consolidated financial statements in conformity with “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and IFRS, IAS, IFRIC, and SIC endorsed by the FSC, and to sustain internal controls respecting preparation of the consolidated financial statements so as to avoid material misstatements due to fraud or errors therein.

In preparing the consolidated financial statements, the responsibility of management includes assessing the company’s ability to continue as a going concern, disclosing going concern related matters, as well as adopting going concern basis of accounting unless the management intends to liquidate the company or terminate the business, or has no realistic alternative but to do so.

The governing bodies of the company (including the audit committee) have the responsibility to oversee the procedures for financial reporting.

  • 121 -

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If it could be reasonably anticipated that the misstated individual amounts or aggregated sums could have influence on the economic decisions made by the users of the consolidated financial statements, they will be deemed as material.

We have utilized our professional judgment and maintained professional skepticism when exercising auditing work according to the auditing standards generally accepted in the Republic of China. We also execute the following tasks:

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

  2. Understand internal controls relevant to the audit in order to design appropriate audit procedures under the circumstances. However, the purpose is not to express an opinion on the effectiveness of the company's internal control.

  3. Evaluate the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by management.

  4. Based on the audit evidence obtained, to conclude on the appropriateness of management's use of the going concern basis of accounting and whether a material uncertainty exists for events or conditions that may cast significant doubts 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 auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or circumstances may cause the company to no longer continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements (including relevant notes), and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

  7. 122 -

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 governing bodies with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence, and to communicate with them on all relationships and other matters that may possibly be deemed to impair our independence (including relevant preventive measures).

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Taipei, Taiwan (Republic of China) March 31, 2021

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated 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

consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors' report and the accompanying consolidated 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 consolidated financial

statements, the Chinese version shall prevail.

  • 123 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Balance Sheet December 31, 2020 and 2019

December 31, 2020 and 2019 2019 2019 2019 2019 2019
Code

1100
1110
1136
1150
1170
1197
1200
1220
130X
1410
1470
11XX

1510
1550
1600
1755
1805
1821
1840
194D
1915
1920
15XX
1XXX

Code

2100
2130
2150
2170
2219
2230
2280
2399
21XX

2500
2530
2540
2570
2580
2645
25XX
2XXX

3110
3200
3320
3350
3300
3410
31XX
36XX

3XXX
Total assets
Current assets
Cash and cash equivalents (Note 6 and 33)
Financial assets at fair value through profit or loss - Current (Note 7 and 33)
Financial assets at amortized cost - Current (Note 8, 9, 33, and 35)
Note receivables (Note 10, 25, and 33)
Account receivables (Note 10, 25, 33, and 34)
Finance lease receivables (Note 11 and 33)
Other receivables (Note 10 and 33)
Current tax assets (Note 27)
Inventory (Note 12)
Prepayments (Note 19)
Other current assets (Note 19)
Total Current Assets
Non-current assets
Financial assets at fair value through profit or loss - Non-current (Note 7 and 33)
Investment using equity method (Note 14)
Real estate, plant, and equipment (Note 15, 31, and 35)
Right-of-use assets (Note 16)
Goodwill (Note 17)
Other intangible assets (Note 18)
Deferred tax assets (Note 27)
Finance lease receivables - Non-current (Note 11 and 33)
Prepayments for equipment (Note 19)
Refundable deposits (Note 19 and 33)
Total Non-current Assets
Total Assets
Liabilities and Equity
Current liabilities
Short-term borrowings (Note 20 and 33)
Contract liabilities - Current (Note 25)
Note payables (Note 22 and 33)
Account payables (Note 22 and 33)
Other payables (Note 23 and 33)
Current tax liabilities (Note 27)
Lease liabilities (Note 16, 31, and 33)
Other current liabilities (Note 23)
Total Current Liabilities
Non-current liabilities
Financial liabilities at fair value through profit or loss - Non-current (Note 7 and
33)
Bonds payables (Note 21 and 33)
Long-term borrowings (Note 20, 33 and 35)
Deferred tax liabilities (Note 27)
Lease liabilities - Non-current (Note 16, 31, and 33)
Deposited Margin (Note 33)
Total non-current liabilities
Total Liabilities
Equity attributable to owners of the company (Note 24)
Equity
Ordinary stock
Capital surplus
Retained earnings
Special reserve
Unappropriated retained earnings
Total Retained Earnings
Exchange differences on translation of foreign financial statements
Equity attributable to shareholders of the parent
Uncontrolled equity
Total equity
Total Liabilities and Equity
December 31, 2020 %
26
-
-
-
34
-
-
-
10
2
-
72
-
1
20
4
1
1
-
-
1
-
28
100
12
1
3
24
4
1
1
1
47
-
5
-
5
2
-
12
59
8
18
2
14
16

1)
41
-
41
100
Units: NT$1,000
December 31, 2019
Amount
$ 1,639,999
8,788
4,141
3,537
2,203,951
5,921
16,178
13
626,344
115,293
122
4,624,287
1,224
30,758
1,260,496
257,686
82,175
40,098
13,819
8,099
64,161
8,916
1,767,432
$ 6,391,719
$ 772,658
70,142
174,106
1,566,068
280,432
52,906
54,985
46,597
3,017,894
-
346,352
-
290,743
134,661
9,467
781,223
3,799,117
505,535
1,114,494
100,707
903,900
1,004,607
(
48,667)
2,575,969
16,633
2,592,602
$ 6,391,719
Amount
$ 942,332
-
79,436
4,684
2,076,706
5,540
17,122
13
736,718
85,068
2,047
3,949,666
-
32,923
1,808,305
233,101
82,387
42,204
15,372
13,789
41,228
7,032
2,276,341
$ 6,226,007
$ 965,312
79,408
183,304
1,466,225
190,962
26,001
47,803
15,145
2,974,160
3,392
580,601
350,000
220,133
120,340
6,888
1,281,354
4,255,514
474,720
802,102
13,500
731,348
744,848
(
68,349)
1,953,321
17,172
1,970,493
$ 6,226,007
%
15
-
1
-
33
-
-
-
12
2
-
63
-
1
29
4
1
1
-
-
1
-
37
100
16
1
3
24
3
-
1
-
48
-
9
6
3
2
-
20
68
8
13
-
12
12
( ( ( ( 1)
32
-
32
100

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

Chairman: Hsu, Chi-Feng Manager: Hsu, Chi-Feng

Accounting Supervisor: Lu, Chin-Yu

  • 124 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Statement of Comprehensive Income Jan. 1 to Dec. 31, 2020 and Jan. 1 to Dec. 31, 2019

Code
Operating revenue (Note 25
and 34)
4110
Sales
4190
Sales returns and
allowances
4000
Total operating
revenue
5000
Operating cost (Note 12 and
34)

5900
Gross profit
Operating expenses (Note 26
and 34)
6100
Selling expenses
6200
Administrative expenses
6300
Research and development
expenses
6450
Expected credit impairment
loss
6000
Total operating
expenses
6900
Net operating profit
Non-operating income and
expenses (Note 26)
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit (loss) of
associates and joint
ventures accounted for
using the equity method
7000
Total non-operating
income and expenses
(Continued)
(Units: NT$1,000, Except Earnings Per
2020
2019
Amount
%
Amount
$ 5,508,588
101
$ 5,079,318
(
37,338)
(
1)
(
36,661)
(
5,471,250
100
5,042,657
(
4,190,903)
(
76
)(
4,011,648)
1,280,347
24
1,031,009
(
149,493) (
3)
(
168,703) (
(
326,675) (
6)
(
336,982) (
(
130,398) (
2)
(
125,768) (
11,480
-
(
5,673)
(
595,086)
(
11
)
(
637,126)
685,261

13
393,883

5,196
-
7,902
18,745
-
7,130
(
27,104)
-
(
13,459)
(
38,744) (
1)
(
58,919) (
(
337)
-
321
(
42,244)
(
1)
(
57,025)
(
(Units: NT$1,000, Except Earnings Per
2020
2019
Amount
%
Amount
$ 5,508,588
101
$ 5,079,318
(
37,338)
(
1)
(
36,661)
(
5,471,250
100
5,042,657
(
4,190,903)
(
76
)(
4,011,648)
1,280,347
24
1,031,009
(
149,493) (
3)
(
168,703) (
(
326,675) (
6)
(
336,982) (
(
130,398) (
2)
(
125,768) (
11,480
-
(
5,673)
(
595,086)
(
11
)
(
637,126)
685,261

13
393,883

5,196
-
7,902
18,745
-
7,130
(
27,104)
-
(
13,459)
(
38,744) (
1)
(
58,919) (
(
337)
-
321
(
42,244)
(
1)
(
57,025)
(
Share)
%
101

1)
100
(
79
)
21

3)

7)

3)
-
(
13
)
8
-
-
-

1)
-

1)

(
(
(
(
(
  • 125 -

(Continued from previous page)

Code
7900
Net income before taxes from
continuing operations
7950
Income tax expenses (Note
27)
8200
Net profit for the period
Other comprehensive income
(loss)
8360
Items that may be
reclassified subsequently to
gain or loss:
8361
Exchange differences
on translation of
foreign financial
statements
8300
Other comprehensive
income/(loss) for the
year, net of income tax
8500
Total comprehensive income
Net income attributable to
8610
Shareholders of the parent
8620
Uncontrolled equity
8600
Total comprehensive income
(loss) attributable to
8710
Shareholders of the parent
8720
Uncontrolled equity
8700
Earnings per share (Note 28)
From continuing business
9710
Basic
9810
Diluted
2020 2020 %
12

4)
8
1
1
9
8
-
8
9
-
9
2019 2019 2019
Amount
$ 643,017
(
188,094)
454,923
20,065
20,065
$ 474,988
$ 455,845
(
922)
$ 454,923
$ 475,527
(
539)
$ 474,988
$ 9.57
$ 9.33
Amount
$ 336,858
(
74,519)
262,339
(
69,514)
(
69,514)
$ 192,825
$ 259,447
2,892
$ 262,339
$ 189,723
3,102
$ 192,825
$ 5.47
$ 5.35
%




(










(

(
(




7

2)
5

1)

1)
4
5
-
5
4
-
4






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

Chairman: Hsu, Chi-Feng Manager: Hsu, Chi-Feng Accounting Supervisor: Lu, Chin-Yu

  • 126 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Lemtech Holdings Co., Limited and its subsidiaries Consolidated Statement of Changes in Equity Jan. 1 to Dec. 31, 2020 and Jan. 1 to Dec. 31, 2019

Code
A1
Balance as of January 1, 2019
Appropriation of earnings
B5
Cash dividend attributable to shareholders
B9
Stock dividend attributable to shareholders
Other changes in capital surplus
M5
Actual disposal/acquisition of partial equity of the
subsidiary
I1
Corporate bonds converted into common shares
O1
Changes in non-controlling interests
D1
2019 Net Profit
D3
2019 Other Comprehensive Income (Loss) after tax
D5
Total comprehensive income (loss) in 2019
Z1
Balance as of December 31, 2019
Appropriation of earnings
B3
Special reserve
B5
Cash dividend attributable to shareholders
Other changes in capital surplus
M7
Changes in ownership interests in subsidiaries
C5
Issuance of convertible corporate bonds with recognized
equity component
I1
Corporate bonds converted into common shares
L1
Treasury shares buyback
L3
Retirement of treasury shares
D1
2020 Net profit
D3
2020 other comprehensive profit and loss after tax
D5
2020 total comprehensive profit and loss
Z1
Balance as of December 31, 2020
Equity attributable to owners Equity attributable to owners Total
$ 1,857,623
98,853)
-
-
4,828
-
259,447
69,724)
189,723
1,953,321
-
165,647)
-
26,181
325,056
38,469)
-
455,845
19,682
475,527
$ 2,575,969
Uncontrolled
equity

$ 16,481

-

-

-

-

(
2,411)

2,892
210
3,102

17,172

-

-

-

-

-

-

-

(
922)
383
(
539)
$ 16,633
Uncontrolled
equity

$ 16,481

-

-

-

-

(
2,411)

2,892
210
3,102

17,172

-

-

-

-

-

-

-

(
922)
383
(
539)
$ 16,633
Uncontrolled
equity

$ 16,481

-

-

-

-

(
2,411)

2,892
210
3,102

17,172

-

-

-

-

-

-

-

(
922)
383
(
539)
$ 16,633
Units: NT$1,000
Total equity
Share capital
Number of
Shares (in
Thousands)
Amount
39,541
$ 395,411
-
-
7,908
79,082
-
-
23
227
-
-
-
-
-
-
-
-
47,472
474,720
-
-
-
-
-
-
-
-
3,586
35,865
-
-
(
505)
(
5,050)
-
-
-
-
-
-
50,553
$ 505,535
Capital surplus
$ 784,347
-
-
13,154
4,601
-
-
-
-
802,102
-
-
584
26,181
289,191
-
(
3,564)
-
-
-
$ 1,114,494
Retained earnings
Special reserve
Unappropriated
retained earnings
$ 13,500
$ 662,990
-
(
98,853)
-
(
79,082)
-
(
13,154)
-
-
-
-
-
259,447
-
-
-
259,447
13,500
731,348
87,207
(
87,207)
-
(
165,647)
-
(
584)
-
-
-
-
-
-
-
(
29,855)
-
455,845
-
-
-
455,845
$ 100,707
$ 903,900
Exchange
differences on
translation of
financial
statements of
foreign operations

$ 1,375

-

-

-

-

-

-
(
69,724)
(
69,724)

(
68,349)

-

-

-

-

-

-

-

-
19,682
19,682
($ 48,667)
Treasury stock
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38,469)
38,469
-
-
-
$ -
Number of
Shares (in
Thousands)
39,541
-
7,908
-
23
-
-
-
-
47,472
-
-
-
-
3,586
-
(
505)
-
-
-
50,553
Special reserve
$ 13,500
-
-
-
-
-
-
-
-
13,500
87,207
-
-
-
-
-
-
-
-
-
$ 100,707

(











































































(




(





(



(




(


(
(







(










(
(

$ 1,874,104

(
98,853)

-

-

4,828

(
2,411)

262,339
(
69,514)
192,825

1,970,493

-

(
165,647)

-

26,181

325,056

(
38,469)

-

454,923
20,065
474,988
$ 2,592,602
(
(
(

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

Chairman: Hsu, Chi-Feng Manager: Hsu, Chi-Feng Accounting Supervisor: Lu, Chin-Yu

  • 127 -

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

Lemtech Holdings Co., Limited and its subsidiaries

Consolidated Statement of Cash Flows

Jan. 1 to Dec. 31, 2020 and Jan. 1 to Dec. 31, 2019

Code
Cash flows from operating activities
A10000
Net income before tax of the current year
A20010
Income Charges (Credits):
A20100
Depreciation expenses
A20200
Amortization
A20300
Expected credit (returning profits)
impairment loss
A20400
Net (profit) loss of financial assets and
liabilities measured at fair value
through profit and loss
A20900
Finance costs
A21200
Interest income
A22300
Share of profit (loss) of associates and
joint ventures accounted for using the
equity method
A22500
Gains on disposal of real estate, plant,
and equipment
A23200
Gains from disposal of investments
accounted for using equity method
A23700
Allowance for inventories
A23800
Reversal of write-downs of
inventories
A24100
Net foreign currency exchange profits
A24200
Loss from redemption and reversal of
corporate bonds payables
A30000
Net changes in operating assets and
liabilities
A31130
Notes receivable
A31150
Accounts receivable
A31180
Other receivables
A31200
Inventories
A31230
Prepayments
A31240
Other current assets
A32125
Contract liabilities
A32130
Notes payable
A32150
Accounts payable
A32180
Other payables
A32230
Other current liabilities
A33000
Cash from operating activities
A33300
Interest paid
A33500
Income tax paid
AAAA
Net cash flows from operating
activities
2020
$ 643,017
250,630
10,960
(
11,480)
(
2,263)
38,744
(
5,196)
337
(
26,363)
-
-
(
38,291)
(
21,424)
5,961
1,147
(
115,754)
944
148,469
(
30,225)
(
9,266)
(
9,198)
99,843
50,655
31,452
1,014,624
(
29,253)
(
76,415)
908,956
Units: NT$1,000
2019

$ 336,858

246,395

10,802

5,673

2,489

58,919

(
7,902)

(
321)

(
592)

(
2,163)

46,758

-

(
20,094)

-

695

162,992

1,600

132,636

(
30,935)

12,898

(
117,483)

300,761

(
47,798)
7,709

1,102,980

(
43,376)
(
40,039)
1,019,565
























(Continued)

  • 128 -

(Continued from previous page)

(Continued from previous page)
Code
Cash flows from investing activities
B00040
Acquisition of financial assets at
amortized cost
B00050
Disposal of financial assets at amortized
cost
B00100
Acquisition of financial assets at fair
value through profit or loss
B00200
Proceeds from sale of financial assets at
fair value through profit or loss
B01800
Acquisition of affiliates
B02200
Acquisition of net cash outflow from
subsidiaries
B02700
Purchase of real estate, plant, and
equipment
B02800
Disposal of real estate, plant, and
equipment
B03700
Refundable deposits paid
B04500
Purchase of intangible asset
B04600
Proceeds from disposal of intangible
assets
B06100
Decreases in finance lease receivables
B07500
Interest received
BBBB
Net cash generated from/(used in)
investing activities
Cash flows from financing activities
C00200
Decrease in short-term borrowings
C01200
Proceeds from issuance of convertible
bonds
C01300
Repayments of bonds
C01600
Increase in long-term borrowings
C01700
Repayment of long-term loan
C03000
Guarantee deposits received
C04020
Cash payments for the principal portion
of the lease liability
C04500
Dividend paid to shareholders
C04900
Payments for buy-back of ordinary
shares
CCCC
Net cash (outflow) inflow from
fundraising activities
DDDD
Effect of exchange rate changes on cash
and cash equivalents
EEEE
Net increase in cash and cash equivalents
E00100 Cash and cash equivalents at beginning of
year
E00200 Cash and cash equivalents at end of year
2020
$ -
75,295
(
52,524)
44,357
-
-
(
165,309)
526,498
(
1,884)
(
8,667)
-
6,147
4,358
428,271
(
192,654)
694,436
(
595,016)
-
(
350,000)
2,579
(
57,516)
(
118,680)
(
38,469)
(
655,320)
15,760
697,667
942,332
$ 1,639,999
2019

($



(

(

(


(

(


(

(






(

(

(

75,594)
-
-
-
10,000)
120,534)
597,659)
34,929

3,395)

5,358)
1,626
5,130
7,165
763,690)
44,154)
-
-
350,000
-
180
50,458)
98,853)
-
156,715
20,550)
392,040
550,292
$ 942,332

(
(
(

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

Chairman: Hsu, Chi-Feng Manager: Hsu, Chi-Feng Accounting Supervisor: Lu, Chin-Yu

  • 129 -

Lemtech Holdings Co., Limited and its subsidiaries

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2020 and 2019

(In Thousands of New Taiwan Dollars, Unless Otherwise Specified)

  • I. Company History

Lemtech Holdings Co., Limited (hereinafter referred to as "the company") was established in the British Cayman Islands in September 2009. It is founded during organizational restructure mainly to apply for registration with the Taipei Exchange to facilitate stock trading. After the restructuring, the company became the controlling company of Lemtech Global Solution Co. Ltd. (hereinafter referred to as "Global Solution"), and obtained shares of Global Solution at a conversion ratio of 24.99: 1. The company, Global Solution and its subsidiaries (hereinafter referred to as the "combined company") mainly engaged in the production and design of various types of fine blanking die, non-metal die-casting toolings, computer connectors, computer cooling modules and other new electronic plug-ins and the sales of self-produced products. The company's stock has been traded in the Taipei Exchange since Apr. 29, 2011, and it was listed and traded in the Taiwan Stock Exchange Corporation since May 21, 2015. The company's functional currency is New Taiwan Dollars.

  • II. Approval Date and Procedures of the Financial Statements

The Consolidated Financial Statements have been approved by the Board of Directors on March 31, 2021.

III. Application of New and Amended Standards and Interpretations

  • (I) Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), International Financial Reporting Interpretations Committee (IFRIC), and Standard Interpretations Committee (SIC) (the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (the "FSC")

With the exception of the following, the application of the IFRSs endorsed and issued into effect by the FSC should not result in major changes in the accounting policies of the Group:

Amendment to IAS 1 and IAS 8 "Definition of Material"

The Consolidated Company adopted the amendments on January 1, 2020. The threshold for materiality was amended to be "could reasonably be expected to influence users" and the disclosures in consolidated financial statements were adjusted by removing immaterial information which may obscure material information.

-130-

(II)
(III)
FSC-endorsed IFRSs that are applicable from 2021 onward
New Standards, Interpretations, and Amendments
Effective Date Issued by IASB
Amendments to IFRS 4 Applying IFRS 9
Financial Instruments with IFRS 4 Insurance
Contracts
Effective from the release date
Amendments to " Interest Rate Benchmark
Reform - Phase 2 " in IFRS 9, IAS 39, IFRS 7,
IFRS 4, and IFRS 16
This amendment applies to the
annual reporting period
beginning after January 1,
2021
Amendment to IFRS 16, "Covid-19-Related Rent
Concessions"
This amendment applies to the
annual reporting period
beginning after June 1, 2020
Standards issued by IASB but not yet endorsed by FSC
New Standards, Interpretations, and Amendments
Effective Date Published by
IASB (Note 1)
Annual Improvements to IFRS Standards 2018–
2020
January 1, 2022 (Note 2)
Amendment to IFRS 3 "Update the Index to
Conceptual Framework"
January 1, 2022 (Note 3)
Amendments to IFRS 10 and IAS 28 "Sale or
Contribution of Assets between an Investor and
its Associate or Joint Venture"
TBD
IFRS17 "Insurance Contracts"
January 1, 2023
Amendment of IFRS 17
January 1, 2023
Amendments to IAS1 "Classify Liabilities as
Current or Non-current"
January 1, 2023
Amendment to IAS 1 "Disclosure of Accounting
Policies"
January 1, 2023 (Note 6)
Amendment to IAS 8 “Definition of Accounting
Estimation”
January 1, 2023 (Note 7)
Amendments to IAS 16 “Real Estate, Plant and
Equipment - Proceeds before Intended Use”
January 1, 2022 (Note 4)
Amendments to IAS 37 “Onerous Contracts -
Cost of Fulfilling a Contract”
January 1, 2022 (Note 5)
FSC-endorsed IFRSs that are applicable from 2021 onward
New Standards, Interpretations, and Amendments
Effective Date Issued by IASB
Amendments to IFRS 4 Applying IFRS 9
Financial Instruments with IFRS 4 Insurance
Contracts
Effective from the release date
Amendments to " Interest Rate Benchmark
Reform - Phase 2 " in IFRS 9, IAS 39, IFRS 7,
IFRS 4, and IFRS 16
This amendment applies to the
annual reporting period
beginning after January 1,
2021
Amendment to IFRS 16, "Covid-19-Related Rent
Concessions"
This amendment applies to the
annual reporting period
beginning after June 1, 2020
Standards issued by IASB but not yet endorsed by FSC
New Standards, Interpretations, and Amendments
Effective Date Published by
IASB (Note 1)
Annual Improvements to IFRS Standards 2018–
2020
January 1, 2022 (Note 2)
Amendment to IFRS 3 "Update the Index to
Conceptual Framework"
January 1, 2022 (Note 3)
Amendments to IFRS 10 and IAS 28 "Sale or
Contribution of Assets between an Investor and
its Associate or Joint Venture"
TBD
IFRS17 "Insurance Contracts"
January 1, 2023
Amendment of IFRS 17
January 1, 2023
Amendments to IAS1 "Classify Liabilities as
Current or Non-current"
January 1, 2023
Amendment to IAS 1 "Disclosure of Accounting
Policies"
January 1, 2023 (Note 6)
Amendment to IAS 8 “Definition of Accounting
Estimation”
January 1, 2023 (Note 7)
Amendments to IAS 16 “Real Estate, Plant and
Equipment - Proceeds before Intended Use”
January 1, 2022 (Note 4)
Amendments to IAS 37 “Onerous Contracts -
Cost of Fulfilling a Contract”
January 1, 2022 (Note 5)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
TBD
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)
January 1, 2022 (Note 4)
January 1, 2022 (Note 5)
  • Note 1: Unless otherwise specified, the aforementioned New/Revised/Amended Standards and Interpretations shall be effective for the fiscal year after the reporting period.

  • Note 2: Amendment to IFRS 9 is effective to exchanges of a financial liability or modifications of terms incurred during the annual periods beginning on or after January 1, 2022. Amendment to IAS 41 "Agriculture" is effective to fair value measurements for annual periods beginning on or after January 1, 2022. Amendment to IFRS 1 "First-time Adoption of IFRS" is retrospectively effective for annual periods beginning on or after January 1, 2022.

  • Note 3: This amendment applies to the business combination that starts on the acquisition date after January 1, 2022 during the annual report period.

  • Note 4: This amendment shall be applied to the property, plant and equipment that are brought to the location and condition necessary for them to be capable of

-131-

operating in the manner intended by management on or after January 1, 2021.

  • Note 5: This amendment applies to contracts that have not fulfilled all obligations on January 1, 2022.

  • Note 6: This amendment prospectively applies to annual periods beginning after January 1, 2023.

  • Note 7: This amendment applies to changes in accounting estimation and changes in accounting policies that occur during the annual reporting period beginning after January 1, 2023.

As of the date the consolidated financial reports were authorized for publication, the combined company is continuously assessing the possible impacts on its financial position and financial performance upon the initial application of the aforementioned standards and interpretations. Any relevant impact will be disclosed when the assessment is completed.

IV. Summary of Significant Accounting Policies

  • (I) Statement of Compliance

The Consolidated Financial Report was formulated in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs endorsed by the FSC that have entered into effect.

  • (II) Basis of Preparation

The consolidated financial reports were prepared on a historical cost basis, except for financial instruments measured at fair value.

The fair value measurement is classified into 3 levels based on the observability and importance of related input:

  1. Level 1 inputs: Quoted (unadjusted) prices of identical assets or liabilities obtainable in active markets on the measurement date.

  2. Level 2 inputs: Inputs, other than quoted market prices within level 1, that are observable directly (i.e. the price) or indirectly (deduced from the price) for the assets or liabilities.

  3. Level 3 inputs: Unobservable inputs for the assets or liabilities.

  4. (III) Classification of current and non-current assets and liabilities

Current assets include:

  1. Assets held primarily for the purpose of trading;

  2. Assets expected to be realized within 12 months after the balance sheet date; and

  3. Cash and cash equivalent (excluding assets restricted from being exchanged or used to settle a liability for at least 12 months after the balance sheet date). Current liabilities include:

  4. Liabilities held primarily for the purpose of trading;

-132-

  1. Liabilities to be settled within 12 months after the balance sheet date; and

  2. Liabilities with a repayment deadline that cannot be unconditionally deferred till at least 12 months after the balance sheet date.

The company shall classify all other assets or liabilities that are not specified above as noncurrent.

  • (IV) Basis of Consolidation

The Consolidated Financial Report includes the financial reports of the company and its wholly owned subsidiaries. Income and expenses of subsidiaries acquired or disposed of are included in the consolidated statement of comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate. The financial reports of subsidiaries have been reorganized to bring uniformity in their accounting policies and those of the combined company. In the Consolidated Financial Report, all intercompany transactions, account balances, income and expenses between the entities have been offset. A subsidiary's total comprehensive income is attributed to the shareholders of the company and non-controlling interests, even if non-controlling interests become deficit balance in the process.

When a change is effected in the ownership of the subsidiary, the combined company does not lose control of it and it will be treated as equity transaction. The carrying amounts of the combined company and its non-controlling interests have been adjusted to reflect the relative changes in the interest of the subsidiaries. The difference between the adjusted amount in non-controlling interest and the fair value of consideration will be considered as interest belonging to the owners of the company.

Please refer to Note 13 and Attachment 8 and 9 for details, shareholding ratio, and operations of subsidiaries.

  • (V) Business combination

The acquisition method is applied to business combinations. Acquisition costs are listed in the period of its incurrence and service.

Goodwill is measured at the aggregate of the fair value of the consideration transferred, the acquisition-date fair value of the acquirer's previously-held equity interest in the acquiree and the net of the acquisition-date amounts of the identifiable assets acquired, and liabilities assumed.

The current ownership interest in the acquiree and the right to enjoy the non-controlling interest of the acquiree's net assets in proportion at the time of liquidation is measured by the share of the recognized amount of the identifiable net assets of the acquiree. Other noncontrolling interests are measured at fair value.

The combined company did not adopt the acquisition method to deal with business combinations done for organizational restructuring, but adopted the book value method.

-133-

  • (VI) Foreign currencies

In preparing each individual financial statement, transactions denominated in a currency other than the entity’s functional currency (i.e. foreign currency) are translated into the entity's functional currency by using the exchange rate at the date of the transaction before they are recorded by each entity.

Monetary items denominated in foreign currencies are translated at the closing rates on the balance sheet date. Exchange differences arising on the settlement or on translating of monetary items are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. The resulting exchange difference is recognized in gain or loss. For items whose changes in fair value are recognized in other comprehensive income, the resulting exchange difference is recognized in other comprehensive income.

Non-monetary items measured at historical cost that are denominated in foreign currencies are translated at the rates of exchange prevailing on the transaction dates and are not retranslated.

In the preparation of the consolidated financial statements, the assets and liabilities of foreign operations (including subsidiaries, affiliated companies, and branch office that operate in a country or currency different from the Company) are translated into the New Taiwan dollar at the closing rate of exchange prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period. Where exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity and attributed to the proprietors of the company and non-controlling interests as appropriate.

  • (VII) Inventories

Inventories include raw materials, materials, work in progress and finished goods. The value of inventory shall be determined based on the cost and Net Realizable Value (NRV), whichever is lower. With the exception of inventory of the same category, individual items shall be assessed when comparing the cost and NRV. The NRV is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. Cost of inventory is calculated using weighted-average method.

  • (VIII) Investment in the affiliates

Affiliates are entities over which the combined company has significant influence but they are neither subsidiaries nor joint ventures.

The combined company follows equity method for investment in affiliates.

Under the equity method, the investment on affiliates is initially recognized at cost and adjusted thereafter for the post-acquisition change in the investor's interest in gain and loss, shares in other comprehensive income and profit distribution by the affiliates. Also, the combined company's interest in affiliates and joint ventures are recognized in accordance with the shareholding ratio.

-134-

Any excess of acquisition cost over the combined company's share of an affiliate's or a joint venture's identifiable assets and liabilities measured at the fair value on the date of acquisition is recognized as goodwill. The goodwill shall be included in the carrying amount of the investment but not allowed for amortization. If the combined company's share of the net fair value of the identifiable assets and liabilities exceeds acquisition cost, the excessive amount is recognized immediately in gain or loss.

When the combined company's share of loss derived from the investment of an affiliate equals or exceeds the combined company's interest (including the carrying amount of the investment and other long-term substantial interests in the affiliate's net asset in proportion to ownership percentage), the combined company shall cease recognizing losses further. The combined company only recognizes extra losses and liabilities to the extent that there is a legal obligation, constructive obligation, or payment on behalf of an affiliate.

When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount (higher of the value in use and fair value less costs to sell) with its carrying amount. Any impairment loss will not be recognized as a charge against the carrying amount of an investment (including goodwill). Any reversal of the impairment loss shall be recognized after subsequent increases in the recoverable amount of investment.

Gain or loss in upstream and downstream transactions between the combined company and the affiliates or transactions between investees needs to be shown in the Consolidated Financial Report when not affecting the interests of the combined company or the affiliate.

  • (IX) Property, Plant and Equipment

Property, Plant and Equipment are recognized at cost and subsequently measured at cost less accumulated depreciation and impairment.

Property, Plant and Equipment under construction are recognized at cost less accumulated impairment. The cost shall include professional service expenses and the cost of loans eligible for capitalization. Such assets shall be classified into appropriate Property, Plant and Equipment categories upon completion and reaching the expected use status and the depreciation shall begin.

Except that the depreciation of own land is not mentioned, the depreciation of real estate, plant, and equipment in its useful life is made on a straight-line basis for each major part/component separately. The combined company must conduct at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods and infer the effect of changes in accounting estimates.

When derecognizing Property, Plant and Equipment, the difference between the net disposal proceeds and the carrying amount of the asset shall be recognized in gain or loss.

-135-

(X) Goodwill

The value of goodwill received through business combination has to be shown as the amount of goodwill recognized on the acquisition date and subsequently evaluated as cost less accumulated impairment loss.

To evaluate impairment, the goodwill is distributed among various cash-generating units or cash-generating groups which the combined company hopes to derive benefit from the overall performance after business combination (hereinafter referred to as the "cash-generating units").

The cash-generating units that were allocated the goodwill will compare the unit's carrying amount and its recoverable amount including goodwill every year (and whenever there are signs of impairment) to evaluate the impairment of the unit. If the goodwill was obtained by the cash-generating unit through a business combination in the current year, an impairment test is to be conducted prior to the end of the current year. If the recoverable amount of the cash-generating unit that received goodwill is lower than the carrying amount, the loss on impairment is added to the carrying cost of the unit that got goodwill allocation. The proportion of reduction in other carrying amounts of assets in the unit will be used to reduce the carrying cost of such asset. Any impairment loss is recognized directly as loss in the current period. Loss in impairment of goodwill cannot be reversed subsequently.

When disposing a certain operation within the cash-generating unit with amortized goodwill, the amount of goodwill related to the disposed operations is included in the carrying amount of the operations to determine the disposal of gain or loss.

  • (XI) Intangible assets

  • Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and loss. Amortization is recognized using the straight-line method. The combined company must conduct at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods and infer the effect of changes in accounting estimates.

  1. Acquisition from business combinations

Intangible assets acquired in a business combination are recognized at fair value at the acquisition date, with goodwill recognized separately and are subsequently measured the same separately as intangible assets acquired separately.

  1. Derecognition

When derecognition of an intangible asset, the difference between the net proceed of disposal and the carrying amount of the asset is recognized in gain or loss for the period.

-136-

  • (XII) Impairment of real estate, plant, and equipment, right-of-use assets, intangible assets (excluding goodwill), and contract costs

  • On each balance sheet date, the Group reviews the carrying amounts of real estate, plant, and equipment, right-of-use assets, intangible assets (excluding goodwill), to determine whether there is any indication that those assets have suffered an impairment loss. If there is any sign of impairment, an estimate is made of its recoverable amount. If it is not possible to determine the recoverable amount of an individual asset, the combined company must determine the recoverable amount for the asset's cash-generating unit.

The recoverable amount is the fair value minus cost of sales or its value in use, whichever is higher. If the individual asset or recoverable amount of the cash generating unit is lower than the carrying amount, the carrying amount of the asset or of the cash generating unit will be reduced to the extent of recoverable amount and the impairment loss will be recognized in gain or loss.

The amount of the impairment loss on inventories, real estate, plant and equipment and intangible assets recognized due to customer contracts shall be recognized, firstly, in accordance with rules governing the impairment of inventory and the above rules governing the recognition of impairment. Secondly, where the carrying amount of the contract cost relevant assets exceeds the sum of the estimated balance that the relevant product or service is expected to be received minus relevant costs, such amount shall be recognized as impairment loss. Subsequently, the carrying amount of the contract cost relevant assets shall be accounted for in the cash-generating unit in which they belong in order to conduct impairment assessment on the cash-generating unit.

When the impairment loss is subsequently reversed, the carrying amount of an asset, the cash generating unit, or the contract cost-related asset is reversed to the extent not exceed the carrying amount (minus amortization or depreciation) of the asset, cash generating unit, or contract cost-related asset that had not been impaired in the previous years. The reversed impairment loss will be recognized in gain or loss.

  • (XIII) Financial instruments

Financial assets and liabilities will be recognized in the balance sheet when the combined company becomes a party to the contract of financial instrument.

When recognizing the original financial assets and liabilities, if they are not measured at fair value through profit or loss, it is assessed based on the fair value plus the cost of transaction, that is, of its acquisition or issuance of the financial assets or financial liabilities. The transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss shall be immediately recognized in profit and loss.

-137-

  1. Financial assets

Regular trading of financial assets shall be recognized and derecognized in accordance with trade date accounting.

  • (1) Measurement types

Financial assets held by the combined company are classified as financial assets at fair value through profit or loss and the financial assets at amortized cost.

  • A. Financial assets at fair value through profit or loss

  • Financial assets at fair value through profit or loss include financial assets mandatorily measured at fair value through profit or loss and financial assets designated as at fair value through profit or loss. Such assets include investments in equity instruments that are not designated by the combined company to be measured at fair value through other comprehensive income and investments in debt instruments that fail to meet the criteria as to be measured at amortized cost or at fair value through other comprehensive income.

Financial assets are designated as measured at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency.

Such assets are measured at fair value, their interest and remeasurement benefits or losses are recognized in other profits and losses. Please refer to Note 33 for the methods for determining fair values.

  • B. Financial assets at amortized cost

When the combined company's investments in financial assets satisfy the following two conditions simultaneously, they are classified as financial assets measured at amortized cost:

  • a. Financial assets are under a business model whose purpose is to hold financial assets and collecting contractual cash flows; and

  • b. The terms of the contract generate a cash flow on a specified date that is solely for the payment of interest on the principal and the amount of principal outstanding.

Subsequent to initial recognition, such assets (including cash and cash equivalents, note receivables, accounts receivable, other receivables, finance lease receivables, and refundable deposits that are measured at amortized cost) are measured at the amortized cost equal to the gross carrying amount as determined using the effective interest method less any impairment loss; any foreign exchange gain or loss arising therefrom is recognized in profit or loss.

-138-

Except for the following two circumstances, interest revenue is calculated at the value of effective interest rate times the gross carrying amount of financial assets:

  • a. For purchased or originated credit-impaired financial assets, interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of the financial assets.

  • b. Financial assets that are not credit impairment from purchases or at the time of founding but subsequently become credit impairments shall be calculated by multiplying the effective interest rate in the reporting period after the credit impairment by the cost after the amortization of financial assets.

  • Cash equivalents include fixed deposits obtained within three months with high liquidity and relatively low price changes convertible to cash any time. They are used for meeting short-term cash commitments.

  • (2) Impairment of financial assets and contract assets

On each balance sheet date, the combined company assesses the impairment loss of financial assets (including accounts receivable) and finance lease receivables measured at amortized cost based on expected credit losses.

Loss allowance shall be recognized for accounts receivable and finance lease receivable based on lifetime expected credit losses. Other financial assets are first assessed based on whether the credit risk has increased significantly since the original recognition. If there is no significant increase in risks, an allowance for expected credit loss shall be recognized based on a 12-month period. If the risks have increased significantly, loss allowance shall be recognized in the lifetime of such assets.

The expected credit loss is the weighted average credit loss determined by the risk of default. The 12-month expected credit losses represent the expected credit losses from possible defaults of the financial instrument within 12 months after the reporting date. The lifetime expected credit losses represent the expected credit losses from all possible defaults of the financial instrument during the expected period of existence.

For the purpose of internal credit risk management, without consideration of the collateral held, the combined company shall determined that a default of financial instrument has occurred if one of the following applies:

  • A.Internal or external information indicates that it is not possible for the debtor to settle the debt.

  • B.Overdue for more than one year, unless there is reasonable evidence showing that a delayed basis of default is more appropriate.

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The impairment loss of all financial assets is accrued from their carrying amount based on the allowance account. However, the allowance for the investment in the debt instruments measured at fair value through other comprehensive income is recognized in other comprehensive income and shall not reduce its carrying amount.

  • (3) Derecognition of financial assets

The combined company may only derecognize the financial assets when the contractual rights to the cash flow from the asset expire or when the company transfers all the risks and rewards of ownership of the financial assets to other enterprises substantially.

On derecognition of a financial asset measured at amortized cost in its entirety, the difference between the carrying amount and the sum of the consideration received is recognized in gain or loss. On derecognition of debt instruments measured at fair value through other comprehensive income in its entirety, the difference between the financial asset's carrying amount and the sum of the consideration received and the cumulative gain or loss that had been recognized in other comprehensive income is recognized in profit or loss. When the equity instrument investment measured at fair value through other comprehensive profits and losses is derecognized as a whole, the cumulative profit or loss is directly transferred to retained earnings and not reclassified to profit or loss.

  1. Financial liabilities

  2. (1) Subsequent measurement

All financial liabilities are measured at amortized cost, using the effective interest method, except for:

Financial liabilities at fair value through profit or loss (FVTPL)

Financial liabilities at fair value through profit or loss are designated as measured at fair value through profit or loss.

The combined company designated the financial liabilities as being measured at fair value through profit or loss in the original recognition in the following cases:

  • A. it eliminates or significantly reduces a measurement or recognition inconsistency; or

  • B. a group of financial assets, financial liabilities or both is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the investment is provided internally on that basis to the key management personnel.

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C. Designate the overall mixed (combined) contract containing one or more embedded derivatives.

Once designated as financial liabilities at fair value through profit or loss, its amount of changes in fair value due to changes in credit risk is recognized in other comprehensive income, and will not be reclassified to profit or loss, will only be reclassified to retained earnings when derecognizing such financial liabilities. Except for the interest accrued, which is recognized in financial costs, the changes in fair value of such liability are reported in other gains and losses. However, if change in fair value due to credit risk is recognized in other comprehensive income, its will cause or worsen the accounting mismatch, then such changes in fair value of the liability in its entirety shall be fully recognized in gain or loss.

Please refer to Note 33 for the methods for determining fair values.

  • (2) Derecognition of financial liabilities

When derecognizing financial liabilities, the difference between its carrying amount and the paid consideration (including any transferred non-cash assets or liabilities assumed) shall be recognized in gain or loss.

  1. Convertible bonds

Compound financial instruments issued by the combined company (convertible bonds) are classified separately as financial liabilities and equity in accordance with the substance of contractual arrangements and the definitions of a financial liability and an equity instrument.

On initial recognition, fair value of the liability component is calculated by using the prevailing market interest rate of similar non-convertible instruments. This amount is recorded as a liability amortized at effective interest method until extinguished upon conversion or the instrument’s maturity date. The liability component of an embedded derivative instrument is measured at fair value.

Conversion option is the equity component of a compound financial instrument which is measured at the amount of the fair value of the overall compound instrument deducted by the fair value of the liability component. The amount of the conversion option net of tax is recognized as equity so is not subsequently remeasured. When the conversion option is exercised, the associated liability component and the amounts recognized in equity are transferred to share capital and reserves – premium. If the conversion option of convertible bonds remains unexercised at the maturity date, the amount recognized in equity will be transferred to capital surplus – premium.

Transaction costs that relate to the issuance of the convertible bonds are divided into liability (list the carrying amount of liability) and equity (list in equity) components and in proportion to the respective values of the liability and equity components of the overall instrument.

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4. Derivatives

The derivative instruments signed by the combined company are structured time deposits, which are for managing its exposure to interest rate risks and foreign exchange rate risks.

Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.

If derivatives are embedded in the asset master contract within the scope of IFRS 9, the classification of financial assets is determined by the overall contract. If derivatives are embedded in an asset master contract that is not in the scope of IFRS 9 (e.g., embedded in the master contract of financial liabilities), and if the derivatives embedded meet the definition of a derivative of which their risks and characteristics are not closely related to those of the master contract, and the contracts are not measured at fair value through profit or loss, the derivatives are recognized as separate derivatives.

  • (XIV) Revenue Recognition

After the combined company identifies its performance obligations in contracts with customers, it shall amortize the transaction costs to each obligation in the contract and recognize revenue upon satisfaction of performance obligations. Revenue from sales of goods

Revenue is derived from the sales of computer, communication, consumer electronics and automotive components. Because the customer has the right to use the product when the product is sold, and bears the risk of loss or damage to the product, the combined company recognizes the revenue and accounts receivable at that point.

  • (XV) Leases

The combined company assesses whether a contract is (or contains) a lease on the execution date of the contract.

  1. The combined company is a lessor

  2. Leases in which the lessee assumes substantially all of the risks and rewards of ownership are classified as finance leases. All other leases are classified as operating leases.

When the combined company subleases the right-of-use asset, it determines the classification of the sublease by the right-of-use asset (not the underlying asset). However, if the main lease is a short-term lease where the recognition exemption is applicable for the combined company, the sublease is classified as an operating lease.

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Under finance leases, lease payments are fixed payments. Net lease investment is measured as the sum of the present value of lease receivables and unguaranteed residual value plus the original direct cost and expressed as finance lease receivable. Financing income is allocated to each accounting period to reflect the fixed rate of return on the unexpired net lease investment of the combined company in each period.

  1. The combined company is a Lessee

A right-of-use asset and a lease liability are recognized for all leases at the inception date of such leases, except for leases qualified for recognition exemption, e.g. leases with low-value underlying assets and short-term leases, for which an expense is recognized on a straight-line basis over the lease term.

The right-of-use asset is initially measured at cost (including the original measured amount of the lease liability,) and subsequently measured at cost minus the accumulated depreciation and the accumulated impairment loss and adjusted for the remeasurement of the lease liability. Right-of-use assets are expressed separately in the consolidated balance sheet.

A right-of-use asset is depreciated on a straight-line basis over the period from the lease commencement date to the end of its useful lives, or to the end of the lease term, whichever is earlier.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and in-substance fixed payments. If the interest rate implicit in a lease can be easily determined, the lease payment is discounted at the interest rate. If the interest rate cannot be easily determined, the lessee's incremental borrowing rate of interest shall be used.

Subsequently, lease liabilities are measured at the amortized cost using the effective interest rate method, and interest expense is amortized over the lease term. In the case that future lease payments change as a result of a change in the lease term, the combined company remeasures the lease liability and correspondingly adjusts the right-of-use asset, except in the case when the carrying amount of the right-of-use asset has reduced to zero, in which case any residual remeasured amount shall be recognized in gain or loss. Lease liabilities are expressed separately in the consolidated balance sheet.

(XVI) Government subsidies

Government subsidies are only recognized when they can be reasonably assured that the combined company will comply with the conditions imposed by government subsidies and that such subsidies will be recognized when received.

If the government subsidy is used to compensate fees or losses that had occurred, or is given to the combined company for the purpose of immediate financial support without related future costs, it can be recognized as income within the collectible period.

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(XVII) Employee benefits

  1. Short-term employee benefits Related liabilities for short-term employee benefits are measured by the nondiscounted amount expected to be paid in exchange for employee services.

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

(XVIII) Income tax

Income tax expenses are the sum of current income tax and deferred income tax.

  1. Current income tax

The Group determines the current income (loss) in accordance with the laws and regulations established by each income tax jurisdiction, and calculates the income tax payable (recoverable) on such basis.

A tax is levied on the unappropriated earnings pursuant to the Income Tax Act and is recorded as an income tax expense in the year when the shareholders' meeting resolves to appropriate the earnings.

Adjustments to income tax payable from previous years are recognized in the income tax of current year.

  1. Deferred income tax

Deferred income tax is calculated based on the temporary difference between the carrying amount of the assets and liabilities and the taxable basis of the taxable income.

Deferred income tax liabilities are generally recognized for all taxable temporary differences and deferred income tax assets are recognized when there are likely to be taxable income for the deductible temporary differences or the carryforward of unused tax losses.

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

The carrying amount of the deferred income tax assets is re-examined at each balance sheet date and the carrying amount is reduced for assets that are no longer likely to generate sufficient taxable income to recover all or part of the assets. Assets that have not been recognized as deferred income tax assets are re-examined at each balance sheet date and the carrying amount is increased for assets that are

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likely to generate sufficient taxable income to recover all or part of the assets. Deferred income tax assets and liabilities are measured at the tax rate of the period of expected repayment of liabilities or realization of assets. The rate is based on the tax rate and tax laws that have been enacted prior to the balance sheet date or have been substantially legislated. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the combined company expects, at the balance sheet date, to recover or settle the carrying amount of its assets and liabilities.

  1. Current and deferred taxes for the year

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

If current income or deferred tax arises from business combination, the income tax effects are included in the accounting of business combination.

  • V. Significant Accounting Judgments, Estimates and Key Sources of Uncertainty over Assumptions

When the combined company adopts accounting policies, the management must make judgments, estimates and assumptions based on historical experience and other critical factors for related information that are not readily available from other sources. Actual results may differ from original estimates.

The combined company takes into account the economic impact of the COVID-19 outbreak in its critical accounting judgments and the management will constantly review the estimations and underlying assumptions. If an amendment of estimates only affects the current period, it shall be recognized in the current period of amendment; if an amendment of accounting estimates affects the current year and future periods, it shall be recognized in the current year and future periods.

VI. Cash and cash equivalents

current year and future periods.
and cash equivalents
Cash on hand and working capital
Checking accounts and demand
deposits
Cash equivalents (investments
with original maturity date of less
than three months)
Bank fixed deposit
December 31, 2020
$ 1,467
1,255,643
382,889
$ 1,639,999
December 31, 2019
$ 1,339
910,415
30,578
$ 942,332

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VII. Financial instruments measured at fair value through profit or loss

Financial assets - Current
Mandatorily measured at fair value
through profit or loss
Mixed financial assets -
Structured deposits (I)
Financial assets - Non-current
Designated as fair value through
profit and loss
Derivatives (hedge unspecified) -
Redemption Option (Note 21)
Financial laiabilities - Non-current
Designated as fair value through
profit and loss
Derivatives (hedge unspecified) -
Redemption Option (Note 21)
December 31, 2020
$ 8,788
$ 1,224
$ -
December 31, 2020
$ 8,788
$ 1,224
$ -
December 31, 2019 December 31, 2019 December 31, 2019
$ $ $ -
$ -
3,392
$

(I)In 2020, the combined company signed a 6-month structured time deposit contract with the bank. The structured deposits include an embedded derivative that is not closely related to the main contract. Because the main contract included in the hybrid contract is an asset within the scope of IFRS 9, the overall hybrid contract evaluation is mandatory to be classified as fair value through profit or loss.

VIII.Financial assets at amortized cost

inancial assets at amortized cost
Current
Domestic investment
Bank deposits - restricted
Time deposits with original
maturity over 3 months - Limited
December 31, 2020
$ 4,141
-
$ 4,141
December 31, 2019
$ $ $ 4,355
75,081
$ 79,436

As of Dec. 31, 2019, the annual rate of fixed deposits with original date due of more than three months is 2.25%.

Please refer to Note 35 for information on the pledge of financial assets measured at amortized cost.

IX. Credit Risk Management for Debt Instruments

All debt instruments invested by the combined company are financial assets measured at amortized cost.

December 31, 2020

mortized cost.
ecember 31, 2020
Total carrying amount
Loss allowance
Amortized cost
Measured at
amortized cost
$ $ 4,141
-
4,141

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December 31, 2019

December 31, 2019
Total carrying amount
Loss allowance
Amortized cost
Measured at
amortized cost
$ 79,436
-
$ 79,436

To mitigate credit risk, the management of the combined company shall perform credit rating assessments to assess the default risk of debt instrument investment institutions. For credit rating items which lacks external rating information, appropriate internal rating shall be given by referencing public financial information. The combined company continuously tracks information such as material information from the financial institutions to monitor changes in the credit risk of the debt instruments it has invested in, and evaluates whether the credit risk of the debt instrument investments has increased significantly since its original recognition.

The combined company takes stock of the historical default records and current financial conditions of financial institutions provided by the internal credit rating team, so as to measure the 12-month expected credit loss or the lifetime expected credit loss of the debt instrument investment.

The combined company’s current credit risk rating mechanism and the total carrying amount of investments in debt instruments at each credit rating are as follows:

Credit Rating
Normal
Definition
The debtor has a low credit risk and is fully
capable of paying off contractual cash flows.
Basis of Recognition
of Expected Credit
Losses
12-month expected
credit losses

The total book value of each credit rating debt instrument investment and the applicable expected credit loss rate are as follows: December 31, 2020

expected credit loss rate are as follows:
December 31, 2020
Credit Rating
Normal
December 31, 2019
Credit Rating
Normal
Expected credit
loss rate
0%
Expected credit
loss rate
0%
Total carrying
amount
Measured at
amortized cost
$ 4,141
Total carrying
amount
Measured at
amortized cost
$ 79,436

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X. Notes receivable, accounts receivable and other receivables

Notes receivable-operating
Measured at amortized cost
Total carrying amount
Deduct: Loss allowance
Accounts receivable
Measured at amortized cost
Total carrying amount
Deduct: Loss allowance
Other receivables
Others
December 31, 2020
$ 3,537
-
$ 3,537
$ 2,224,808
(
20,857)
$ 2,203,951
$ 16,178
December 31, 2020
$ 3,537
-
$ 3,537
$ 2,224,808
(
20,857)
$ 2,203,951
$ 16,178
December 31, 2020
$ 3,537
-
$ 3,537
$ 2,224,808
(
20,857)
$ 2,203,951
$ 16,178
December 31, 2020
$ 3,537
-
$ 3,537
$ 2,224,808
(
20,857)
$ 2,203,951
$ 16,178
December 31, 2019 December 31, 2019 December 31, 2019 December 31, 2019
$
$
$ $ $
$
$ $

Note receivables and account receivables Note receivables and account receivables measured at amortized cost

The average credit granting period for product sales of combined company is 150 days. The combined company adopts a policy of treating transactions with counterparties approved by the company's credit ratings assessment and where necessary, sufficient collateral is obtained to mitigate the risk of financial losses arising from defaults. The combined company shall use publicly obtainable financial information and past transaction records to grade main customers. The combined company continues to monitor credit risk exposure and the credit ratings of counterparties, and diversify total transaction amounts among qualified customers. It also controls credit risk exposure through reviews and credit line approval by the management.

The combined company recognizes loss allowance for accounts receivable in accordance with lifetime expected credit loss. Lifetime expected credit losses are calculated based on the bad debt provision matrix which accounts for the customer's past default records, current financial status, and economic conditions in the industry. GDP forecasts and the outlook of the industry are also considered. The combined company separates individual customers into different risk groups and recognizes loss allowance based on the expected loss rate of each group.

The combined company has no notes receivable that are overdue but for which allowance has not been recognized as of the balance sheet date, and considering that no impairment has occurred in the past, the expected credit impairment loss rate of notes receivable is set at 0%. The combined company writes off accounts receivable when there is information indicating that the debtor is experiencing severe financial difficulty and there is no realistic prospect of recovery of the receivables. For accounts receivable that have been written off, the combined company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in gain or loss.

Measurement of loss allowance for notes receivable and accounts receivable based on provisional matrix by the combined company is as follows:

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December 31, 2020

December 31, 2020 2020
Not
overdue
Expected credit
loss rate
0%~25%
Total carrying
amount
$ 2,021,448
Loss allowance
(lifetime expected
credit loss)
( 1,557)
Amortized cost
$ 2,019,891

December 31, 2019
Not
overdue
Expected credit
loss rate
0%~17.94%
Total carrying
amount
$ 1,882,993
Loss allowance
(lifetime expected
credit loss)
(1,547)
Amortized cost
$ 1,881,446
Not
overdue
1 - 60 days
overdue
61 - 120
days
overdue
6.27%~24.6
0%

$ 23,663
( 3,388)
$ 20,275
61 - 120
days
overdue

9.09%~33.0
6%

$ 18,494
(4,990)
$ 13,504
121 - 180
days
overdue
181 - 240
days
overdue
241 - 365
days
overdue
Overdue
over 365
days
56.43%~10
0%
$ 7,128
(6,811)
$ 317

Overdue
over 365
days
25.83%~10
0%
$ 17,489
(17,066)
$ 423
Total
0.04%~19.8
3%
$ 159,400
( 2,989)
$ 156,411
1 - 60 days
overdue
19.85%~34.
73%
$ 5,159
( 1,425)
$ 3,734
121 - 180
days
overdue
24.82%~54.
18%

$ 9,630
(3,654)
$ 5,976
181 - 240
days
overdue
28.36%~10
0%

$ 1,917
( 1,033)
$ 884
241 - 365
days
overdue
$
$
2,228,345
( 20,857)
2,207,488
Total

Expected credit
loss rate

Total carrying
amount

Loss allowance
(lifetime expected
credit loss)
Amortized cost
0%~17.94%
$ 1,882,993
(1,547)
$ 1,881,446
0%~27.47%
$ 178,413
(3,004)
$ 175,409
14.29%~40.
01%
$ 10,881
(3,221)
$ 7,660
25%~59.97
%

$ 882
(405)
$ 477
28.31%~10
0%

$ 4,586
(2,115)
$ 2,471
$
$
2,113,738
(32,348)
2,081,390

December 31, 2019

Changes in loss allowance for accounts receivable are as follows:

Opening balance
Add: Impairment loss recognized
Deduct: Amounts actual written off
Deduct: Reversal impairment loss of
the year
Foreign currency translation
differences
Balance at the end of the year
2020
32,348
-
-
11,480)
(
11)
20,857
2019
$ (

$
$ 28,077
5,673
(
4)
-
(
1,398)
$ 32,348

XI. Finance lease receivables

inance lease receivables
Undiscounted lease payments
Year 1
Year 2
Year 3
Year 4
Less: unearned finance income
Lease payment receivable
Net investment in a lease (expressed
as finance lease receivables)
December 31, 2020
$ 6,488
6,488
1,892
-
14,868
(
848)
14,020
$ 14,020
December 31, 2019

The combined company sub-leased part of the leased plant in 2019 and received a fixed lease

payment annually. Since the remaining period of the main lease was fully sub-leased, it was classified as a finance lease.

The interest rate implicit in a lease during the lease period will not change after a determination on the contract date. The interest rate implicit in the finance lease as of Dec. 31, 2020 is 5% per annum.

The combined company measures the loss allowance of finance lease receivables based on lifetime expected credit losses. Finance lease payment receivables are pledged by leased

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equipment. As of the balance sheet date, there were no overdue outstanding finance lease receivables. At the same time, considering counterparties' past default records, the future development of the relevant industry of the subject if the lease and the value of collateral, the combined company deemed that no impairment has occurred for the above financial lease payment receivable.

XII. Inventories

payment receivable.
nventories
December 31, 2020
Finished goods
$ 256,155
Work-in-progress
181,892
Raw materials
188,297
$ 626,344
The nature of cost of goods sold is as follows:
2020
Cost of inventory sold
$ 4,229,194
Loss of inventory falling price
(recovery profit)
(
38,291)
$ 4,190,903
December 31, 2019
$ 413,233
178,556
144,929
$ 736,718
2019
$ $
3,964,890
46,758
4,011,648

The nature of cost of goods sold is as follows:

The rebound in the net realizable value of inventories was due to the de-allocation of slow moving inventories.

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XIII.Subsidiaries

Subsidiaries included in the consolidated financial reports

The entities involved in the preparation of the Consolidated Financial Statements are listed as follows:

as follows:
Investorcompany
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Global Solution
Lemtech Cooling
Lemtech Cooling
Lemtech Cooling
Lemtech Cooling
Lemtech Precision
Material
Lemtech Precision
Material
Name ofsubsidiaries
Lemtech Global Solution
Co. Ltd. (formerly Super
Solution Co., Ltd.,
hereinafter referred to as
"Global Solution")
Lemtech Precision Material
(China) Co., Ltd (China)
(formerly Kunshan Lemtech
Precision Material Co., Ltd,
hereinafter referred to as
"Lemtech Precision
Material")
Zhenjiang Emtron Surface
Treatment Limited Company
(hereinafter referred to as
"Emtron Company")
Lemtech Industrial Services
Ltd (hereinafter referred to
as "LIS")
Lemtech Cooling System
Limited (hereinafter referred
to as "Lemtech Cooling")
Lemtech Precision Material
(China) Co., Ltd (China)
(formerly Kunshan Lemtech
Precision Material Co., Ltd,
hereinafter referred to as
"Lemtech Precision
Material")
Lemtech Philippine Thermal
System Inc. (hereinafter
referred to as "Lemtech
Philippine")
Lemtech Energy Solutions
Corporation (Taiwan)
(hereinafter referred to as
"Lemtech Energy Solutions
Corporation", formerly
Lemtech Cryomax System
Corp.)
Kunshan Lemtech
Electronics Technology Co.,
Ltd. (hereinafter referred to
as "Lemtech Electronics
Company")
Lemtech Electronics
Technology (Changshu) Co.,
Ltd. (hereinafter referred to
as Lemtech Electronics
Technology (Changshu)
LDC Precision Engineering
Co., Ltd. (hereinafter
referred to as "LDC
Company")
Lemtech Technology
Limited (hereinafter referred
to as "Lemtech HK")
Business activities
Investment holding companies
Production and design of various types of fine blanking die,
non-metal die-casting toolings, computer connectors,
computer cooling modules and other new electronic plug-
ins, sales of self-produced products, etc.
Surface treatment of mechanical, electronic and automotive
components
Sales of electronics and computer peripheral component
Investment holding companies
Production and design of various types of fine blanking die,
non-metal die-casting toolings, computer connectors,
computer cooling modules and other new electronic plug-
ins, sales of self-produced products, etc.
Manufacturing, purchasing, sales, distribution, wholesale
sales, and precision metal stamping tools, customized metal
hinges, cooling modules, slides, mechanical components and
other related items
Manufacturing and wholesale of mechanical equipment,
dies, electrical appliances and audio-visual products, other
motors and electronic mechanical equipment, automobiles
and their parts, and other optical and precision equipment
R&D, manufacturing of electronic components, special
electronic materials, and thermal modules, sales of self-
produced products, and wholesale, import and export of
products similar to those produced by the company and their
raw materials and mechanical equipment
Electronic component manufacturing, electronic component
wholesale, electronic special material manufacturing,
electronic special material sales, electronic special material
research and development, lighting equipment
manufacturing, lighting equipment sales, manufacturing of
auto parts and accessories, manufacturing of solar
equipment and components, sales of solar equipment and
components, manufacturing of computer software and
hardware equipment, sales of communication equipment
Manufacturing and wholesale of electrical appliances,
audio-visual products, other motors and electronic
mechanical equipment, automobiles and their parts, and
other optical and precision machinery
Sales of automotive, electronics and computer peripheral
parts
Percentage of
equity interest
held
Dece
mber
31,
2020
Dece
mber
31,
2019
100
100
0.19
0.2
83.33
83.33
57
57
100
100
99.81
99.8
100
100
100
100
100
100
100
-
100
100
100
100
Description
On November
23, 2009, all
shares were
obtained by a
stock swap.
Merged LDC
Precision
Engineering
Co., Ltd
(Kunshan) on
March 17, 2010.
(Note 2)
Investment
funds were
remitted on
January 22,
2019. (Note 1
and 3)
Note 1 and 4.
Established on
June 12, 2019,
and funds
remitted for the
shares on
August 22,
2019. (Note 1)
Merged LDC
Precision
Engineering
Co., Ltd
(Kunshan) on
March 17, 2010.
(Note 2)
Established on
July 15, 2019,
and funds
remitted for the
shares on
October 30,
2019. (Note 1)
(Note 1, 5, and
6)
Established on
October 9, 2019,
and funds
remitted for the
shares on
December 3,
2019.
Established on
September 24,
2020, and
remitted share
funds on
October 26,
2020. (Note 1)
Established on
May 10, 2010.
(Note 1)
Established on
April 9, 2014.

(Continued)

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(Continued from previous page)

Investor company Name of subsidiaries Business activities Percentage of equity
interest held
Percentage of equity
interest held
Description
December
31, 2020
December
31, 2019
Lemtech Precision Material
Lemtech HK

LIS
Lemtech Precision Material
(CZECH)s.r. o. (hereinafter
reffered to as Lemtech CZ)

Lemtech USA Inc. (hereinafter
referred to as "Lemtech USA")

Kunshan Lemtech Slide
Technology Co., Ltd. (China)
(hereinafter referred to as
"Lemtech Slide Company")
Manufacture of automotive parts (sunroof,
brakes, seat belts, airbags, etc.) and assemblies
(drive shafts for steering wheel, etc.), supply
of consumer electronics parts and server
product
U.S. business development, business
information collection, provision of market
intelligence and industry information
Design and production of slide rails, shafts
and related accessories, and sales of self-
produced products, etc.
100
100
100
100

100

100
Operations began on
January 1, 2017.
(Note 1)
Established on May
31, 2013. (Note 1)
Established on July
21, 2016. (Note 1)

Note

  1. Lemtech Philippine, Lemtech Electronics Company (Changshu), Emtron Company, Lemtech Cooling, Lemtech Energy Solutions Corporation, Lemtech USA, Lemtech CZ, LIS, LDC Company, and Lemtech Slide Company are all non-essential subsidiaries. Except LDC Company, the financial reports of the rest have not been audited by a certified public accountant; however, the management of the combined company deemed that the fact that the financial reports of the above-mentioned non-essential subsidiaries have not been audited by a certified public accountant would not result in significant differences.

  2. In March 2020, the Global Solution of the combined company failed to increase its capital in Lemtech Precision Material according to its shareholding ratio. Therefore, the shareholding ratio increased from 99.80% to 99.81%, of which the equity attributable to Liande Holdings Co., Ltd. increased from 0.20% The decrease was 0.19%

  3. In order to continue to expand the production supply chain of automobile components in China and achieve stability and improve gross profit, the combined company signed a contract on Jan. 23, 2019 and paid the total transaction amount of NT$111,966 thousand, or US$3,640 thousand, to acquire 83.33% of the equity and debt of Emtron Company, which completed equity transfer on Jan. 23, 2019. For details on the relevant transactions, please refer to Note 30.

  4. In accordance with the company's operating plan, future development and goals of enhancing the company's competitiveness, the combined company adjusted its investment structure in accordance with board resolution. In April, 2019, LIS held by Lemtech HK was assigned to be held by Lemtech Global Solution Co. Ltd.

  5. Lemtech Cryomax System Corp. was established on Apr. 2, 2015. On Nov. 10, 2018, Global Solution acquired 50% of the equity of Lemtech Cryomax System Corp., and obtained a gain from a bargain purchase from Lemtech Cryomax System Corp. at NT$298 thousand. Participated in capital increase in cash in January, 2019, and the shareholding ratio remained unchanged after the capital increase. The company name was changed to Lemtech Energy Solutions Corporation since October 2019.

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  1. Corresponding to the company's operating plan, future development and goals of enhancing the company's competitiveness, the combined company adjusted the investment structure in accordance with board resolution, and assigned 50% of equity of Lemtech Energy Solutions Corporation (formerly Lemtech Cryomax System Corp.) held by Lemtech Global Solution Co. Ltd to Lemtech Cooling. And Lemtech Cooling shall acquire the remaining 50% equity of Lemtech Energy Solutions Corporation (formerly Lemtech Cryomax System Corp.). Relevant contracts were executed on July 1, 2019, and the total transaction amount of NT$30,000 thousand was paid and the equity transfers completed. For details on the relevant transactions, please refer to Note 30.

XIV. Investment using equity method

  • December 31, 2020 December 31, 2019

  • Affiliates not individually significant Aapico Lemtech (I) $ 30,758 $ 32,923

  • (I) The combined company signed an investment agreement with Thai listed company Aapico Hitech Plc. (AH: TB) on February 1, 2013, invested in cash, and jointly established Aapico Lemtech (Thailand) Co. on March 1, 2013. , Ltd. (hereinafter referred to as "Aapico Lemtech"). In accordance with the company's operating plan, on June 30, 2016, the combined company adjusted the equity held of Aapico Lemtech, the holding is assigned to Global Solution to Lemtech HK.

  • (II) The percentage of ownership, equities, and voting rights of the combined company in affiliated companies on the balance sheet date are as follows:

Name
Aapico Lemtech
Business activities

R&D, production, manufacturing and
assembly of automotive, electronics and
computerperipheralparts
Principal place of
business
Thailand
Percentage of Ownershipand Votes Percentage of Ownershipand Votes
December 31,
2020
40%
December 31,
2019
40%

The profit and loss and other comprehensive income proportions of affiliates using the equity method in 2020 and 2019 were recognized and disclosed based on the financial report of the investee without CPAs' verification during the same period; however, the management of the combined company deemed that no significant influence will occur from the use of such financial reports.

Please refer to Attachment 8 for the aforementioned associates' nature of business, main business premises, and countries of registration.

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XV.Real estate, Plant and Equipment

Cost
Balance as
Addition
Disposal
Reclassifi
Net excha
Balance as
Accumula
For self-use
For self-use

Land
$ 493,598
-
( 493,598)
-
-

$ -

$ -
-
-
-
-

$ -

$ -

$ -
444,705
-
-
48,893
-
$ 493,598

$ -
-
-
-
-

$ -

$ 493,598
Buildings Machinery
equipment
$ 1,025,482
73,121
17,002)
2,031
17,007

$ 1,100,639

$ 372,764
105,709
( 11,422)
-
8,178
$ 475,229

$ 625,410

$ 852,434
94,666
40,471
( 63,186)
136,195
(35,098)

$ 1,025,482

$ 326,068
96,918
( 35,745)
-
(14,477)

$ 372,764

$ 652,718
Transportat
equipme
December 31, 2020 December 31, 2020 December 31, 2020
Other Equip
December 31, 2019 December 31, 2019 December 31, 2019 December 31, 2019
ion
nt

1,708
3,025
,212)
-
552

4,073

1,006
4,168
,212)
-
418

4,380

9,693

3,078
1,544
918
,602)
21
,251)

1,708

8,851
4,313
,395)
-
763)

1,006

0,702
Office equ $ 1,260,496 ment
1,138
2,502
,939)
0,817
4,373
3,891

6,116
3,629
,101)
-
4,968

0,612

3,279

2,046
0,851
3,786
,246)
4,020
,319)

1,138

9,724
7,042
,252)
56
,454)

6,116

5,022
Unfini
constructi
equipme
teste
$ 1,808,305
ipment
37,359
4,056
2,185)
817
563

40,610

28,675
3,949
2,134)
-
508
30,998

9,612

40,452
2,631
269
4,622)
34
1,405)
37,359
29,004
3,773
3,017)
-
1,085)

28,675

8,684

Leasehold
improvements

$ 81,302
-
-
-
1,356

$ 82,658

$ 40,135
8,174
-
-
839

$ 49,148

$ 33,510

$ 69,904
14,419
-
-
(
405)
(2,616)

$ 81,302

$ 31,775
9,864
-
( 56)
(1,448)

$ 40,135

$ 41,167
shed
ons and
nt to be
d
Total
of January 1, 2020

cation
nge differences
of December 31, 2020
ted depreciation and
t
of January 1, 2020
on expenses
cation
nge differences
of December 31, 2020
as of December 31, 2020
of January 1, 2019
hrough business
ons
cation
nge differences
of December 31, 2019
ted depreciation and
t
of January 1, 2019
on expenses
cation
nge differences
of December 31, 2019
as of December 31, 2019
$ 489,308
645
(
68)
-
8,124
$ 498,009
$ 86,473
24,431
-
-
1,924
$ 112,828
$ 385,181
$ 507,950
68
150
-
-
(18,860)
$ 489,308
$ 64,297
25,151
-
-
(2,975)
$ 86,473
$ 402,835


(
















$3

(1
$ ( $ 39
5
(
4
2
$
(

$
23,579
3,811
-
23,665)
86
3,811
-
-
-
-
-
-
3,811
4,746
23,972
-
90)
4,872)
177)
23,579
-
-
-
-
-
-
23,579


(

















$ 2,573,474
137,160
519,004)
-
32,061
$ 3 $
$ 46

$ 2223691

$ 2

( 1
$ 2

$ (

$ 21
5
(
4

$
,,
$ 765,169
200,060
( 18,869)
-
16,835

impairmen

Balance as
Depreciati
Disposal
Reclassifi
Net excha
Balance as
Net profit
Cost
Balance as
Addition
Acquired t
combinati
Disposal
Reclassifi
Net excha
Balance as
Accumula
$
$ 27
$
$ 963195

$

$

$ 19

$
,
$ 1,260,496
$ 1,870,610
602,856
45,594
( 77,746)
203,886
(71,726)
$ 2573474

$3

( 2
(1

$ (
(
$

$ 36
2

(
7
2
(12

$ (
(
(
$

$ 3

$ 39

$ 1

( 1
(
$ 2

$ (
(
$

$ 16
5
(
3
(
7

$
,
$ 639,719
197,061
( 43,409)
-
(28,202)
$ 765169

impairmen

Balance as
Depreciati
Disposal
Reclassifi
Net excha
Balance as
Net profit


$ 21
$

$ 1

$

$ 17

$
,
$ 1,808,305

In 2020 and 2019, the above-mentioned real estate, plant, and equipment of the combined company did not show any signs of impairment.

Depreciation expenses are calculated on a straight-line basis according to the following durable years:

:
Buildings
Plant main building 20 years
Other projects 5 years
Machinery equipment 3 to 10 years
Office equipment 2 to 5 Years
Transportation equipment 3~5 years
Leasehold improvements 3~15 years
Other Equipment 2~10 years

Please refer to Note 35 for the amount of real estate, plant, and equipment set as a loan guarantee.

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XVI. Lease Agreement (I)Right-of-use assets

ase Agreement
ght-of-use assets
Carrying value of right-of-use
assets
Land
Buildings
Transportation equipment
Addition to right-of-use assets
Depreciation expenses of right-
of-use assets
Land
Buildings
Transportation equipment
December 31, 2020
$ 84,137
169,108
4,441
$ 257,686
2020
$ 70,280
$ 2,158
46,441
1,971
$ 50,570
December 31, 2019
$ 84,920
143,859
4,322
$ 233,101
233,101
2019
$ 41,610
$ 2,224
45,457
1,653
$ 49,334
$ 2,224
45,457
1,653

Other than the above increase in right-of-use assets and recognition of depreciation expenses, the combined company's right-of-use assets did not undergo significant sublease or impairment for the years ended December 31, 2020 and 2019.

The right-of-use asset includes long-term prepaid rent for leased land in China, and the combined company has obtained certificate for the land use rights of such land.

(II) Lease liabilities

Lease liabilities
Carrying amount of lease
liabilities
Current
Non-current
December 31, 2020
$ 54,985
$ 134,661
December 31, 2019
$ 47,803
$ 120,340
$ 47,803

The discount rate intervals for lease liabilities are as follows:

Buildings
Transportation equipment
2020
1.1%~7.42%
1%~3.16%
2019
1.1%~7.42%
3.16%

(III) Important Leasing Activities and Terms

The combined company rent certain land, buildings, and transportation equipment as plant, office, and office use by employees. The lease period is 1 to 50 years. At the end of the lease term, the combined company has no preferential right to take over the leased building.

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(IV) Sublease

For information on subleasing, please refer to Note 11.

(V) Other lease information

Other lease information
Expense on leases of low-value
assets
Total cash outflow from lease
2020
$ 7,156
$ 64,672
2019
$ 6,950
$ 57,408
$ 6,950

The combined company chooses to apply the recognition exemption for leases that qualify for low-value asset leases, and does not recognize related right-of-use assets and lease liabilities for such leases.

XVII. Goodwill

and lease liabilities for such leases.
Goodwill
Cost
Opening balance
Acquisition through business
combinations of the year (Note 30)
Net exchange differences
Balance at the end of the year
Accumulated impairment losses
Opening balance
Recognized Impairment of the Year
Balance at the end of the year
Net balance at the end of the year
2020
$ 82,387
-
(
212)
$ 82,175
$ -
-
$ -
$ 82,175
2019
$
$

$
$ -
82,740
(
353)
82,387
$ $ $ -
-
$ -
82,387
$ -
-
$ -

The combined company acquired Zhenjiang Emtron Surface Treatment Limited on January 22, 2019, gained goodwill of NT$78,155 thousand, which is mainly due to the benefits expected from a stable production supply chain of automotive components in China.

The combined company acquired Lemtech Energy Solutions Corporation (formerly Lemtech Cryomax System Corp.) on July 1, 2019, gained goodwill of NT$4,585 thousand, which was mainly due to the benefits expected from the production and sales of server cooling products in Taiwan.

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XVIII. Other Intangible Assets

Other Intangible Assets
Cost
Balance as of January 1, 2020
Separate acquisition
Net exchange differences
Balance as of December 31,
2020
Accumulated amortization
and impairment
Balance as of January 1, 2020
Amortization
Net exchange differences
Balance as of December 31,
2020
Net profit as of December 31,
2020
Cost
Balance as of January 1, 2019
Separate acquisition
Reclassification
Acquired through business
combinations
Disposal
Net exchange differences
Balance as of December 31,
2019
Accumulated amortization
and impairment
Balance as of January 1, 2019
Amortization
Disposal
Net exchange differences
Balance as of December 31,
2019
Net profit as of December 31,
2019
Computer
software cost
$ 46,245
8,667
596
$ 55,508
($ 25,564)
(
5,905)
(
409)
($ 31,878)
$ 23,630
$ 45,758
5,358
431
-
(
3,924)
(
1,378)
$ 46,245
($ 23,124)
(
5,514)
2,298
776
($ 25,564)
$ 20,681
Fair value of
franchises and
customer
relationships

$ 26,811

-
-
$ 26,811

($ 5,288)

(
5,055)
-
($ 10,343)
$ 16,468

$ -

-

-
26,811

-
-
$ 26,811

$ -

(
5,288)

-
-
($ 5,288)
$ 21,523
Total
$ $ ($ (

($ $ $ (
(
$ ($ (
($ $




(







$

$
($
(

($ $
$



(
(
$
($
(

($ $
73,056
8,667
596
82,319
30,852)
10,960)
(
409)
42,221)
40,098
45,758
5,358
431
26,811
3,924)
1,378)
73,056
23,124)
10,802)
2,298
776
30,852)
42,204

$

$

Amortized expenses were calculated on a straight-line basis over estimated useful lives listed as follows:

Computer software 1~10 year(s) Fair value of franchises and customer relationships 5 years

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XIX. Other Assets

. Other Assets
Current
Prepayments
Prepayments for goods
Other prepayments
Other current assets
Temporary payments
Payments on behalf of others
Non-current
Prepayments for equipment
Refundable deposit
Loans
(I) Short-term loans
Unsecured loans
Line of credit loans
December 31, 2020
47,844
67,449
115,293
$ 122
-
$ 122
64,161
8,916
73,077
31, 2020
772,658
December 31, 2019
$ $ $ $ December $ $ $ $ 37,356
47,712
$ 85,068
$ 154
1,893
$ 2,047
$ 41,228
7,032
$ 48,260
December 31, 2019
$ $ $ $
$ $ 965,312

XX.Loans

The interest rates of bank revolving loans were 0.73% to 4% and 1.2% to 5.22% on December 31, 2020 and 2019, respectively.

(II) Long-term loans

Long-term loans
Secured loans(Note XXX)
Bank loans
Less: Portion due within one
year
Long-term loans
December 31, 2020
$ -
-
$ -
December 31, 2019
$ 350,000
-
$ 350,000

The bank loans were secured by pledging the company's owned land as collateral (Note 35). The maturity date of the loan is May 31, 2022. The bank loan was repaid in advance in November 2020.

As of December 31, 2019 the effective annual interest rate is 1.47%.

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XXI. Bond payables

ond payables
The second domestic unsecured
convertible corporate bond
Less: Discount on corporate bonds
payable
Third issuance of unsecured
convertible corporate bonds in
Taiwan
Less: Discount on corporate bonds
payable
December 31, 2020
$ -
-
$ -
$ 360,000
(
13,648)
$ 346,352
December 31, 2019
$ 595,000
(
14,399)
$ 580,601
$ -
-
$ -
  • (I)The second domestic unsecured convertible corporate bond The Company issued 6 thousand units of unsecured convertible bonds in New Taiwan Dollars in Taiwan on July 30, 2018 with a nominal amount of NT$100 thousand per unit and an interest rate of 0%, issued at a premium of 100.5% of the par value, or NT$600,000 thousand; the total amount received is NT$603,000 thousand.

  • Holders of each unit of corporate bonds per unit have the right to convert the Company's conversion corporate bonds into common stocks of the Company. The conversion period is from October 31, 2018 to July 30, 2021.

  • Where the abovementioned corporate bonds are not converted during the conversion period, the outstanding corporate bonds will be redeemed in cash at par value on July 30, 2021.

  • At the end of two years from the issuance date (July 30, 2020), bondholders have the right to sell the bonds back to the company at par value.

These convertible bonds include assets, liabilities and equity components; the equity component is recorded in capital surplus-stock options under equity. The equity component is initial recognized at the effective interest rate of 1.55%.

Issuance price (net of transaction costs of NT$ 5,625
thousand)
Equity component (less the equity transaction cost of
NT$242 thousand)
Financial assets
Liability component (less the liability transaction cost of
NT$ 5,383 thousand)
$ (
$
597,375
25,738)
1,080
572,717

(Continued)

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(Continued from previous page)

Liability component as of January 1, 2019
$ Interest calculated at the effective interest rate of 1.55%
Corporate bonds converted into ordinary shares

Liability component as of December 31, 2019
$ Liability component as of January 1, 2020
$ Interest calculated at the effective interest rate of 1.55%
Financial liabilities
Reversal of corporate bonds
(
Redemption of corporate bonds
Liability component as of December 31, 2020
$
$
576,478
8,944
4,821)
580,601
580,601
5,241
3,213
588,857)
(
198)
$ -

As of December 31, 2019, the second domestic unsecured convertible corporate bonds of NT$ 5,000 thousand were converted into 23 thousand common stock of the Company. As of December 31, 2020, the second domestic unsecured convertible corporate bonds have been fully redeemed/reversed.

  • (II) Third domestic unsecured convertible bonds

The company issued 7 thousand units of unsecured convertible bonds in NTD in Taiwan on August 4, 2020 with a nominal amount of NT$100 thousand per unit and an interest rate of 0%, issued at a premium of 100% of the par value, or NT$ 700,000 thousand; the total amount received is NT$ 700,000 thousand.

  1. Each unit of corporate bondholders has the right to convert the Company's converted corporate bonds into common stock of the Company. The conversion period is from November 5, 2020 to August 4, 2023.

  2. Where the abovementioned corporate bonds are not converted during the conversion period, the outstanding corporate bonds will redeemed in cash at par value on August 4, 2023.

These convertible bonds include assets, liabilities and equity components; the equity component is recorded in capital surplus-stock options under equity. The equity component is initially recognized at the effective interest rate of 1.49%.

omponent is initially recognized at the effective interest rate of 1.49%.
Issue price (minus transaction cost NT$ 5,564 thousand)
Equity component (less transaction cost allocated to equity
of NT$ 210,000)
Financial assets
Liability component (less the liability transaction cost of
NT$ 5,354 thousand)
Interest calculated at effective interest rate 1.49%
Corporate bonds converted into ordinary shares

Liability component as of December 31, 2020
$ (
694,436
26,181)
1,120
669,375
3,393
326,416)
346,352

$

As of December 31, 2020, the third domestic unsecured convertible corporate bonds of NT$ 340,000 thousand were converted into 3,586 thousand common stock of the Company.

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XXII. Note Payables and Account Payables

Note Payables and Account Payables
Notes payable
Arising from operations
Accounts payable
Arising from operations
December 31, 2020
$ 174,106
$ 1,566,068
December 31, 2019
$ $ $ 183,304

1,466,225

The average credit period for accounts payable is approximately 120 days, and interest is not added to accounts payable. The combined company has established financial risk management policies to ensure that all payables are paid within the pre-agreed credit terms.

XXIII.

Other Liabilities

terms.
Other Liabilities
Current
Other payables
Equipment payment and
construction payment payable
Payroll and bonus payable
Benefits payable
Remuneration payable to
employees, directors and
supervisors
Interest payable
Commissions payable
Customs and logistics fees
payables
Cash dividends distributed by the
Company payables
Others
December 31, 2020
$ 5,400
105,418
1,093
32,862
1,224
355
23,314
46,967
63,799
$ 280,432
December 31, 2019
$ 10,616
87,445
3,498
32,246
4,160
822
25,691
-
26,484
$ 190,962

(Continued)

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(Continued from previous page)

Other liability
Temporary payment
Others
December 31, 2020
$ 25,915
20,682
$ 46,597
December 31, 2019 December 31, 2019
$ 7,036
8,109
$ 15,145
XXIV.
Equity
(I) Share capital
Common shares
Authorized shares (in thousands
shares)
Authorized capital stock
Number of shares issued and
fully paid (in thousand shares)
Issued capital
December 31, 2020
100,000
$ 1,000,000
50,553
$ 505,535
December 31, 2020
100,000
$ 1,000,000
50,553
$ 505,535
December 31, 2020
100,000
$ 1,000,000
50,553
$ 505,535
December 31, 2019 December 31, 2019 December 31, 2019
$ $

On June 17, 2019, shareholders' meeting of the Company resolve to convert the surplus of NT$79,082 thousand into capital, with a denomination amount of NT$10 per share. The capital increase base date was August 21, 2019, and the paid-in capital after the capital increase is NT$474,720.

The board of directors resolved to write off the untransferred treasury shares of 505 thousand shares on May 13, 2020, of which NT$10 per share. The base date of the capital reduction was May 13, 2020, and the paid-in share capital after the capital reduction was NT$ 469,670 thousand.

The change in the Company's equity is due to the conversion of some of the convertible bonds. For details, please refer to Note 21.

(II) Capital surplus

Capital surplus
May be used to offset deficits,
appropriated as cash dividends or
transferred to capital(1)
Stock issuance premium
Treasury share transactions
Premium on conversion of
convertible bonds
Difference between the proceeds
received from acquisition or
disposal of shares to a subsidiary
and its carrying amount
December 31, 2020
$ 331,432
9
649,791
15,969
December 31, 2019
$ 334,996
-
347,883
15,969

(Continued)

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(Continued from previous page)

May only be used to offset
deficits
Recognized value of changes in
equity of ownership of
subsidiaries (2)
Forfeited stock subscription
Not for any purpose
Issuance of convertible bonds
with recognized equity
component
December 31, 2020
$ 78,314
25,515
13,464
$ 1,114,494
December 31, 2020
$ 78,314
25,515
13,464
$ 1,114,494
December 31, 2019 December 31, 2019
$ $ 77,730
-
25,524
$ 802,102
  1. This type of capital surplus may be used to cover loss or issue cash or replenish capital when there are no loss, but capital replenishment is restricted to the ratio of actual capital stock each year.

  2. This type of capital surplus recognized as equity transaction effect due to changes in subsidiary equity, when the Company's has not acquired or disposed of subsidiary shares.

  3. (III) Retained earnings and dividend policy

According to the company's articles of association, the laws and regulations of the Cayman Islands and listing regulations, in the case of a surplus in the company's annual final accounts, such surplus shall be first subject to taxation, reimbursement of accumulated deficit, followed by a provision for special reserve,if any. Unless the board of directors resolves to keep the remainder as retained earnings, any remainder may be distributed as stock dividend and cash dividend for the shareholders based on their shareholding ratios. Such distribution shall be proposed by the board of directors and submitted to the shareholders' meeting for resolution.

The company's dividend policy considers factors such as the company's stable growth, sustainable operation, capital requirements, sound financial structure, and maintenance of shareholders' equity. The total shareholder dividend shall be not less than 10% of the distributable surplus and may be distributed in stock or in cash, of which cash dividends shall account for no less than 50% of the total dividend distributed. If the company has incurred no loss, it may allocate all or part of the legal capital reserve and capital surplus in accordance with the laws or regulations of the competent authority in consideration of the company's financial, business and operating factors.

For distribution of dividends or bonuses in accordance with the preceding article, the company may, in accordance with the listing regulations, by resolution of the shareholders' meeting, issue all or a portion of the dividends and bonuses by issuing new shares; amounts less than one share may be distributed in cash.

For the valuation basis and actual distribution of the remuneration for employees and directors and supervisors, please refer to Note 26 [7] for remuneration of employees and directors and supervisors.

-163-

The shareholders' meetings approved the distribution of earnings for years ended December 31, 2019 and 2018 on June 15, 2020 and June 17, 2019 as follows:

Special reserve
Cash dividends
Stock dividend
Cash dividend capital bonus for
each share (NT$)
Stock dividend capital bonus for
each share (NT$)
2019
$ 54,849
$ 118,680
$ -
$ 2.5
$ -
2018 2018
$ -
$ 98,853
$ 79,082
$ 2.5
$ 2
$

The proposals to appropriate earnings for the years 2020 resolved by the board of directors are as follows:

directors are as follows:
Date of resolution by the board
of directors
Special reserve
Cash dividends
Cash dividend capital bonus for
each share (NT$)
2020 (As of
September 31)
November 12, 2020
$ 32,358
$ 46,967
$ 1

On March 31, 2021, the board of directors approved the distribution of earnings and the dividend per share for the year ended December 31, 2020 as follows:

Special reserve
Cash dividend (Note 1)
Stock dividends (Note 1)
Cash dividend capital bonus for
each share (NT$)
Stock dividend capital bonus for
each share (NT$)
2020
($ 52,040)
$ 162,876
$ 81,438
$ 3
$ 1.5

Note 1: The equity calculated for shareholder dividends is the actual number of shares outstanding as of March 26, 2021 of 54,292 thousand shares.

The distribution of earnings for 2020 is subject to the resolution of the Stockholders' meeting to be held on June 28, 2021.

(IV) Non-Controlling Interests

eeting to be held on June 28, 2021.
on-Controlling Interests
Opening balance
Net profit for the period
Other comprehensive income
for the year
Exchange differences on
translation of foreign
financial statements
Acquisition of the negative
value of non-controlling
interests in subsidiaries Emtron
Company (Note 30)
Balance at the end of the year
2020
$ 17,172
(
922)
383
-
$ 16,633
2019
$ 16,481
2,892
210
(
2,411)
$ 17,172

-164-

(V) Treasury shares

asury shares
Reason of repatriate
Number of shares as of January
1, 2020
Increase of the year
Decrease of the year
Number of shares as of
December 31, 2020
Repurchase for
Cancellation (in
Thousand Shares)
-
505
505)
-
  1. In order to secure the Company’s credit and shareholders’ rights and interests, the board of directors of the Company determined to purchase and write off 1,000 thousand shares of treasury shares in accordance with Article 28-2 of the Securities Exchange Act in March 2020. As of the expiry date of the repurchase period, 505 thousand shares have been repurchased at a repurchase cost of NT$ 38,469 thousand. In order to take into account the market mechanism and not affect the stock price, the Company repurchased it according to the stock price changes and trading volume status, therefore, the execution has not been completed.

  2. The Company wrote off 505 thousand treasury shares in May 2020, which was based on the original purchase cost of NT$38,469 thousand yuan, and the capital reserve was reduced in proportion to the wrote off equity - the stock issuance premium was NT$ 3,564 thousand and the retained surplus was NT$ 29,855 thousand. This cancellation has been approved by the Ministry of Economic Affairs and the change registration has been completed.

XXV. Revenue

registration has been completed.
Revenue
Revenue from contracts with
customers
Revenue from sales of goods
2020
$ 5,471,250
2019
$ 5,042,657
  • (I) Revenue from the sale of goods

  • Revenue from sales of goods derived from the sales of computer, communication, consumer electronics and automotive components. Because the customer has the right to use the product when the product is sold, and bears the risk of loss or damage to the product, the combined company recognizes the revenue and accounts receivable at that point.

  • (II) Contract Balance

receivable at that point.
Contract Balance
Notes receivable (Note X)
Accounts receivable (Note
X)
Contract liabilities -
Current
December 31,
2020
$ 3,537
2,203,951
$ 2,207,488
$ 70,142
December 31,
2019

$ 4,684
2,076,706
$ 2,081,390
$ 79,408
January 1, 2019
$ 5,379
2,220,152
$ $ $ 2,225,531
$ 66,510

-165-

  • (III) Disaggregation of Revenue from Customer Contracts Please refer to Note 42 for information on revenue breakdown.

XXVI. Net profit of continuing operation unit

Net profit of continuing operation unit
(I) Interest income
Bank deposits
Net lease investment
(II) Other income
Subsidy income (Note 29)
Others
(III) Other profits and (losses)
Profit (loss) of financial assets
and financial liabilities
Financial assets
mandatorily classified as
at fair value through profit
or loss
Designated as financial
assets at fair value
through profit or loss
Designated as financial
liabilities at fair value
through profit or loss
Foreign exchange loss - Net
Gains on disposal of real
estate, plant, and equipment
Gains on disposal of affiliated
companies
Loss from redemption and
reversal of corporate bonds
payables
Others
(IV) Finance cost
Interest on bank loans
Interest on lease liabilities
Interest on convertible bonds
2020
$ 4,358
838
$ 5,196
2020
$ 8,938
9,807
$ 18,745
2020
$ 620
1,464
179
(
43,577)
26,363
-
(
5,961)
(
6,192)
($ 27,104)
2020
($ 25,025)
(
5,085)
(
8,634)
($ 38,744)
2019
$ 7,165
737
$ 7,902
2019
$ 6,365
765
$ 7,130
2019
$ -
-
(
2,489)
(
3,032)
592
2,163
-
(
10,693)
($ 13,459)
2019
($ 43,747)
(
6,228)
(
8,944)
($ 58,919)

-166-

(V) Depreciation and amortization expenses

Depreciation expenses
summarized by function
Operating costs
Operating expenses
Amortized cost summarized by
function
Operating costs
Operating expenses
Employee benefits
Short-term employee benefits
Benefits after retirement
Defined contribution plans
Total employee benefit
expenses
Summarized by functions
Operating costs
Operating expenses
2020
$ 177,267
73,363
$ 250,630
$ 239
10,721
$ 10,960
2020
$ 554,074
3,493
$ 557,567
$ 256,822
300,745
$ 557,567
2019 2019
$ 173,869
72,526
$ 246,395

$ 201
10,601
$ 10,802
2019

$ 201
10,601

$ 10,802
$ $ $ 568,756
21,473
$ 590,229
$
$ 271,367
318,862
$
$ 590,229

(VI) Employee benefits

(VII) Remuneration of employees, directors and supervisors In accordance with the regulations of the Articles of Incorporation, the Company deducts the pre-tax profits before the distribution of employees, directors, and supervisors' remuneration for the current year, and allocates the remuneration of employees, directors, and supervisors at a rate of no less than 0.5% and no more than 2%, respectively. Remunerations for employees and directors for 2020 and 2019 were resolved by the Board of Directors on March 31, 2021 and March 25, 2020 respectively.

Estimated ratio

2020 respectively.
Estimated ratio
Remunerations for employees
Remunerations for directors
and supervisors
2020
1%
1%
2019
1%
1%

-167-

Sum
Remunerations for employees
Remunerations for directors
and supervisors
2020
Cash
$ 4,686
4,686
2019
Cash
$ 2,648
2,648

If changes are made to the amount after the publication of the consolidated annual financial report, they apply in accordance with accounting estimation changes and will be included in the financial reports of the following year.

The amounts of employee remunerations distributed for the years ended December 31, 2019 and 2018 and those recognized in the consolidated financial statements are consistent.

For information on the Company's remunerations for employees and Directors as resolved by the Board of Directors, please visit the "Market Observation Post System" of Taiwan Stock Exchange.

(VIII) Foreign currency exchange (profit) and loss

XXVII. Total currency exchange gains
Total currency exchange losses

Net (loss) profit
Income tax of continuing operation units
(I) Income tax recognized in profit or Loss
Current tax
Generated in the current
year
Land value increment tax
Additional tax on
undistributed earnings
Adjustments from the
previous years
Deferred income tax
Generated in the current
year
Undistributed earnings of
subsidiaries
Income tax expenses recognized
in gain or loss
2020
$ 105,939
(
149,516)
($ 43,577)
2020
$ 111,430
1,369
1,167
(
10,646)
103,320
20,957
63,817
84,774
$ 188,094
2019 2019
( $ 94,020

97,052)
($ 3,032)
2019


(I) Income tax recognized in profit or
Current tax
Generated in the current
year
Land value increment tax
Additional tax on
undistributed earnings
Adjustments from the
previous years
Deferred income tax
Generated in the current
year
Undistributed earnings of
subsidiaries
Income tax expenses recognized
in gain or loss
( $ 62,235
-
1,096

10,591)
52,740
(
418)
22,197
21,779
$ 74,519

-168-

Adjustments for accounting income and income tax expenses are as follows:

Net income before taxes from
continuing operations
Income tax expenses calculated
as the product of income before
income tax and the statutory
tax rate
Non-deductible expenses
Tax-exempted income
Effects on the deferred income
tax of subsidiaries’ earnings
Additional tax on undistributed
earnings
Unrecognized deductible
temporary difference
Land value increment tax
Others
Adjustments on income tax of
prior periods
Income tax expenses
recognized in gain or loss
2020
$ 643,017
$ 135,063
377
(
1,369)
63,817
1,167
(
1,889)
1,369
205
(
10,646)
$ 188,094
2019
$ 336,858
$ 63,074
566
-
22,197
1,096
(
3,423)
-
1,600
(
10,591)
$ 74,519

The tax rate applicable to Long Dachang Company, a subsidiary of the combined company, is 20%; the Chinese subsidiary of the combined company, Liande Fine Materials Co., Ltd., obtained the local government's high-tech enterprise certificate on November 30, 2016 and November 7, 2019, and enjoys a 15% preferential tax rates between 2016 and 2022.

  • (II) Income tax assets and liabilities
tween 2016 and 2022.
Income tax assets and liabilities
Current income tax assets
Tax refunds receivables
Current income tax
liabilities
Income tax payables
December 31, 2020
$ 13
$ 52,906
December 31, 2019
$ $ $ 13
26,001
  • (III) Deferred income tax assets and liabilities

Changes in deferred income tax assets and liabilities were described as follows:

2020

2020

Deferredincome taxassets
Temporary differences
Allowance for inventory
valuation loss
Allowance for doubtful accounts
Exchange differences on
translation of foreign operations
Unrealized exchange profits and
losses
Opening balance
$ 7,370
4,372
-
545
Recognized in
gainor loss

($ 1,989)

(
2,170)

-

743
Recognized in
other
comprehensive
income
$ -

-
188
-
Exchange
differences

$ 78

27

4

-
Balance at the
end ofthe year

$ 5,459

2,229

192

1,288

(Continued)

-169-

(Continued from previous page)

from previous page)

Deductible loss
Others
Subtotal of deferred income tax
assets
Deferredincome tax liabilities
Temporary differences
Recognition of investment gains
and losses by foreign equity
method
Exchange differences on
translation of foreign operations
Allowance for doubtful accounts
Others
Subtotal of deferred income tax
liabilities
2019

Deferredincome taxassets
Temporary differences
Allowance for inventory
valuation loss
Allowance for doubtful accounts
Recognition of investment gains
and losses by foreign equity
method
Unrealized exchange profits and
losses
Deductible loss
Others
Subtotal of deferred income tax
assets
Deferredincome tax liabilities
Temporary differences
Recognition of investment gains
and losses by foreign equity
method
Exchange differences on
translation of foreign operations
Unrealized exchange profits and
losses
Allowance for doubtful accounts
Others
Subtotal of deferred income tax
liabilities
Opening balance
$ 1,180
1,905
$ 15,372
$ 75,349
5,350
12
139,422
$ 220,133
Opening balance
$ 4,595
4,098
8,784
-
869
2,501
$ 20,847
$ 83,524
3,601
454
12
120,569
$ 208,160
Recognized in
gainor loss
$ 1,906
(
365)
(
$1,875)
$ 19,071
-
(
12)
63,840
$ 82,899
Recognized in
gainor loss
$ 3,019
436
(
8,679)
545
311
14
($ 4,354)
($ 5,190)
-
(
454)
-
23,069
$ 17,425
Recognized in
other
comprehensive
income
$ -
-
$ 188
$ -
(
5,328)
-
-
($ 5,328)
Recognized in
other
comprehensive
income
$ -
-
-
-
-
-
$ -
$ -
1,933
-
-
-
$ 1,933
Exchange
differences
$ -
25
$ 134
$ 1,661
(
22)
-
(
8,600)
($ 6,961)
Exchange
differences
($ 244)
(
162)
(
105)
-
-
(
610)
($ 1,121)
(
2,985)
(
184)
-
-
(
4,216)
($ 7,385)
Balance at the
end ofthe year
$ 3,086
1,565
$ 13,819
$ 96,081
-
-
194,662
$ 290,743
Balance at the
end ofthe year

(IV) Income tax approval status

For business income tax returns of LDC Company, part of the combined company, the filed cases before the year 2018 have been approved by the tax collection authority.

XXVIII. Earnings per Share

authority.
Earnings per Share
Basic earnings per share
Diluted earnings per share
2020
$ 9.57
$ 9.33
Unit: NT$ per share
2019
$ 5.47
$ 5.35

-170-

For the calculation of earnings per share and the weighted average number of ordinary shares are as follows:

Net profit for the period

shares are as follows:
Net profit for the period

Net profit attributable to owners
of the Company
Net profit used in calculating
basic earnings per share
Impact on ordinary shares with
dilutive effect:
after-tax interest on
convertible bonds
Net profit used in calculating
diluted earnings per share
Number of shares
Weighted average number of
ordinary shares for the purpose of
calculating basic earnings per
share
Impact on ordinary shares with
dilutive effect:
Convertible bonds
Remunerations for
employees
Weighted average number of
ordinary shares for the purpose of
calculating diluted earnings per
share
2020
2019
$ 455,845
$ 259,447
$ 455,845
$ 259,447
3,393
8,944
$ 459,238
$ 268,391
Unit: Thousand shares
2020
2019
47,634
47,467
1,557
2,705
52
24
49,243
50,196
$
$ $

If the combined company chooses to offer employees remuneration by way of shares or cash, then while calculating the diluted earnings per share, assuming that the remuneration is paid in the form of stocks, the potential ordinary shares with dilutive effect will be included in the weighted average number of outstanding shares to calculate the diluted earnings per share. The dilutive effect of such potential ordinary stocks shall continue to be considered when calculating the diluted earnings per share before resolving the number of stocks to be distributed as employee remunerations in the following year.

XXIX. GOVERNMENT GRANTS

The Chinese subsidiary obtains financial subsidies from the local competent authority in accordance with the regulations. In 2020 and 2019, the amounts were recognized in other income at NT$ 8,938 thousand and NT$ 6,365 thousand.

-171-

XXX. Business Combinations

(I) Acquisition of subsidiaries


Emtron Company

Lemtech Energy
Solutions
Corporation
(formerly Lemtech
Cryomax System
Corp.)
Main operatingactivities
Surface treatment of
mechanical, electronic and
automotive components

Manufacturing and
wholesale of mechanical
equipment, dies, electrical
appliances and audio-
visual products, other
motors and electronic
mechanical equipment,
automobiles and their
parts, and other optical
and precision equipment

Date of
Acquisition
January 22, 2019
July 1, 2019
Ownership
interest with
voting
power/Acquisition
percentage(%)
83.33%

100%
Transfer
consideration
$ 111,966
$ 30,000

The combined company's acquisition of Lianchuang Company and Liande Kinetic Company in 2019 respectively in order to continuously expand the combined company's stable operation of the production and supply chain of automotive parts in China and server cooling products manufacturing and sales operations in Taiwan.

(II) Transfer consideration

Transfer consideration
Cash
Investment accounted for using
equity method
Lemtech Energy
Solutions
Corporation
$ 15,000
15,000
$ 30,000
Emtron Company
$ 111,966
-
$ 111,966

(III) Assets acquired and liabilities assumed on acquisition date

Current assets
Cash and cash equivalents
Accounts receivable and other
receivables
Prepayments
Inventories
Prepaid expenses
NON-CURRENT ASSETS
Property, plant, and equipment
Intangible assets
Long-term unamortized
expenditures
Right-of-use assets
Other non-current assets
Lemtech Energy
Solutions
Corporation
$ 4,710
11,096
458
9,377
-
4,138
-
-
508
1,213
Emtron Company
$ 1,722
13,619
895
1,630
1,983
41,456
26,811
2,405
68,577
-

(Continued)

-172-

(Continued from previous page)

Current liabilities
Accounts payable and other
payables
Lease liabilities
Other current liabilities
Non-current liabilities
Long-term loans
Lease liabilities
Other non-current liabilities
Lemtech Energy
Solutions
Corporation
($ 5,505)
(
510)
(
33)
-
-
(
37)
$ 25,415
Emtron Company Emtron Company



($ 38,946)
(
6,338)
-
(
66,036)
(
62,239)
-
($ 14,461)

(IV) Non-Controlling Interests

Emtron Company's non-controlling interest (16.67% of ownership interest) is measured in accordance with the identifiable assets entitled for the share of non-controlling interest on the acquisition date.

(V) Goodwill arising from the acquisition

on the acquisition date.
Goodwill arising from the acquisition
Transfer consideration
Investment accounted for using
equity method
Plus: Fair value of identifiable
net assets acquired
Minus: Fair value of identifiable
net assets acquired
Long-term liabilities paid
for others
Obtained negative value
of non-controlling
interests (16.67%
ownership interest in
Emtron Company)
Goodwill arising on acquisition
Lemtech Energy
Solutions
Corporation
$ 15,000
15,000
-
(
25,415)
-
-
$ 4,585
Emtron Company
$ 111,966
-
14,461
-
(
45,861)
(
2,411)
$ 78,155

The goodwill arising from the acquisition of Lemtech Energy Solutions Corporation and Emtron Company mainly comes from controlling the premium. In addition, the consideration paid for the business combination includes the expected overall effect of the business combination, profit growth, future market development, and value of employee of Lemtech Energy Solutions Corporation and Emtron Company. However, such benefits do not meet the recognition criteria for an intangible asset, thus they are not separately recognized.

Goodwill arising from the business combination is not expected to be a tax deduction item.

-173-

(VI) Net cash inflow from acquisition of subsidiary

Consideration paid in cash
Less: Cash and cash
equivalents acquired
Lemtech Energy
Solutions
Corporation
$ 15,000
(
4,710)
$ 10,290
Emtron Emtron Company
$ (
$
111,966

1,722)
110,244

XXXI. Information on Cash flow information

  • (I) Non-cash transactions

Except for those disclosed in other Notes, the Group has invested and raised funds for the following non-cash transactions in 2020 and 2019:

The adjustment of cash payments for the purchase of real property, plant and equipment is as follows:

s as follows:
Added this year (including
prepayment for equipment)
Changes in equipment payments
and construction payments
payable
Cash amount paid for
procurement of property, plants
and equipment
2020
$ 160,093
5,216
$ 165,309
2019
$ $ $ (
$
602,856

5,197)
597,659
  • (II) Changes in liabilities from financing activities 2020
2020

Lease
liabilities
2019

Lease
liabilities
2020
January 1
$ 168,143
2019
January 1
$ 124,803

Cash flow
($ 57,516)

Cash flow
($ 50,458)
Non-cash flow changes 2020
December
31
$ 189,646
2019
December
31
$ 168,143
New lease
Others
$ 70,280
$ 8,739
Non-cash flow changes
Others

New lease
$ 41,610

Others
$ 52,188

XXXII. Capital Risk Management

The combined company manages its capital based on the policy to ensure the continual operations of the entities in the combined company. By optimizing its debts and liabilities, the combined company can maximize return for stakeholders.

The combined company's capital structure consists of net debts (i.e. loans and corporate bonds less cash and cash equivalents) and equities (i.e. equity, capital reserve, retained earnings, and other equity).

-174-

The combined company is not subject to any other external capital requirements. The combined company's management periodically reassesses the combined company's capital structure; the inspection items include capital costs of various categories and related risks. The combined Company will distribute dividend, issue new stocks and new debts, repurchase shares, or repay old debts among other methods to balance its overall capital structure (in accordance with the recommendations of its management).

XXXIII. Financial Instruments

  • (I) Fair value information - financial instruments not measured at fair value The combined company's financial assets and financial liabilities whose carrying amounts are not measured at fair value are close to their fair value.

  • (II) Fair value of financial instruments measured at fair value on a recurring basis

  • Fair value hierarchy

Fair value hierarchy
December 31, 2020
Financial assets at fair
value through profit or
loss
Redemption rights of
corporate bonds payable
Structured deposits
December 31, 2019
Financial liabilities at
fair value through profit
or loss (FVTPL)
Redemption rights of
corporate bonds payable
Level 1

$ -
-
$ -
Level 1

$ -
Level 2
$ -
8,788
$ 8,788
Level 2
$ -
Level 3
$ 1,224
-
$ 1,224
Level 3
$ 3,392
Total



$ $

$ 1,224
8,788
$ 10,012
Total
$ 3,392

There was no transfer between Level 1 and Level 2 fair value measurements in 2020 and 2019.

  1. Reconciliation of financial instruments at Level 3 fair value measurement 2020
2020
Financial assets at fair value through profit or
loss
Opening balance
Recognized in gain or loss (other gains and
losses)
Derivatives
instruments
$ -
1,464

(Continued)

-175-

(Continued from previous page)

m previous page)
Addition
Disposal/settlement
Balance at the end of the year
Changes in unrealized profits or losses of the
year related to the assets held at the end of the
year are recognized in profit or loss.
Financial liabilities at fair value through profit
or loss (FVTPL)
Opening balance
Recognized in gain or loss (other gains and
losses)
Disposal/settlement
Balance at the end of the year
Changes in unrealized benefits or losses in the
current year related to liabilities held at the
end of the year and recognized in gains or
losses.
2019
Financial liabilities at fair value through
profit or loss (FVTPL)
Opening balance
Recognized in gain or loss (other gains and
losses)
Disposal/settlement
Balance at the end of the year
Changes in unrealized benefits or losses in
the current year related to liabilities held at
the end of the year and recognized in gains or
losses.
Derivatives
instruments
$ 1,120
(
1,360)
$ 1,224
$ 1,464
($ 3,392)
179
3,213
$ -
$ 179
Derivatives
instruments
($ 910)
(
2,489)
7
($ 3,392)
($ 2,489)
  1. Valuation techniques and inputs of Level 2 fair value measurement Category of Financial

Instruments Valuation Technique and Inputs Structured deposits Discounted cash flow method: Estimate future cash flows based on observable interest rates at the end of the period and discount them at a discount rate that reflects credit risk.

  1. Valuation techniques and inputs of Level 3 fair value measurement Derivatives - Convertible corporate bond redemption rights are based on the use of binary tree convertible bond evaluation model to estimate the fair value, the significant unobservable input value adopted is the stock price volatility. When stock price volatility increases, the fair value of these derivatives will increase.

-176-

(III) Classification of financial instruments

Classification of financial instruments
Financial assets
Measured at fair value through
gain or loss
Designated as fair value
through profit and loss
Mandatorily measured at fair
value through profit or loss
Financial assets measured at
amortized cost (Note 1)
Financial liabilities
Measured at fair value through
gain or loss
Designated as fair value
through profit and loss
Valuation of cost after
amortization (Note 2)
December 31, 2020
$ 1,224
8,788
3,890,742
-
3,149,083
December 31, 2019
$ -
-
3,146,641
3,392
3,743,292
  • Note 1: The balances include cash and cash equivalents, accounts receivable, notes receivable, other receivables, finance lease receivables and refundable deposits, which are measured at amortized cost.

  • Note 2: The balances include financial liabilities measured at amortized cost such as short-term loans, notes payable, accounts payable, other payables, long-term loans, corporate bonds payable, and guarantee deposits.

  • (IV) Objectives and policies of financial risk management

The main financial instruments of the combined company include cash and cash equivalent, accounts receivable, accounts payable, corporate bonds payable and loans. The financial management department of the combined company provides services to the business units, including coordinating operations in the domestic and international financial markets, and managing financial risks relating to the operations of the combined company based on the degree of risk and the degree of the breadth of the exposure. These risks include market risk (including exchange rate risk, interest rate risk and other price risks), credit risk and liquidity risk.

The financial management department reports monthly to the management of the combined company, and the management would carry out risk monitoring and policy implementation based on its duties and responsibilities to mitigate risk exposure.

  1. Market risks The combined company’s activities expose it primarily to the financial risks of changes in foreign exchange rates (see (1) and the changes in interest rates (see (2) below).

-177-

The management and measurement of market risks of financial instruments and risk exposure of the combined company remain unchanged.

  • (1) Foreign currency exchange risk

  • The Group's sales and purchase transactions are denominated in foreign currency; as a consequence, the Group is exposed to the risk of fluctuation in the exchange rate.

For the monetary assets and liabilities of the combined company denominated in non-functional currencies on the balance sheet date (including those monetary items denominated in non-functional currencies that have been written off in the consolidated financial statements), please refer to Note 40. Sensitivity analysis

The combined company is mainly impacted by the exchange rate fluctuations in USD.

The following table includes the sensitivity analysis of the combined company’s financial position under circumstances that the exchange rate of a foreign currency to NTD (the function currency) increases or decreases by 1%. The hypothetical increase of 100 basis point (1%) in exchange rates is used in the Management's internal sensitivity analysis report on currency exchange risks; it also reflects the reasonable range of change in exchange rates the management believes would be. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and the adjustment of their translation at the end of the period for a 1% change in exchange rate. A positive number in the table below indicates an increase in net profit before income tax that would result when the functional currency strengthens 1% against the relevant currency. For a 1% weakening of NTD against the relevant currency, the effect on the net profit before income tax would be the same amount in negative.

amount in negative.
Increase in net profit
before tax
Impact of USD
2020
$ 4,555
2019
$ 1,387

The impact of profit and loss is mainly derived from the USD-denominated cash and cash equivalents, receivables, and payables that are still in circulation at the balance sheet date of the combined company and have not been hedged with cash flow.

  • (2) Interest rate risk

By taking out loans at both the fixed rate and the floating rate at the same time, the Group is exposing to interest rate risk. The policy of the combined company is to maintain floating-rate borrowings to reduce the risk of interest rate changes, and currently does not operate interest rate hedging tools. The management of the combined company will monitor the interest rate risk timely, and will take necessary measures to respond to the risk control caused by the huge changes in market interest rates if necessary.

-178-

The carrying value of financial assets and liabilities exposed to interest rate risk of the combined company on the balance sheet date are as follows:

December 31, 2020 December 31, 2019

Interest rate risks with cash
flow
-Financial assets $ 1,674,397 $ 1,046,790
-Financial liabilities 1,319,347 2,075,104

Sensitivity analysis

The sensitivity analysis below is based on the non-derivative instruments' interest rate risk exposure at the balance sheet date. For liabilities at floating interest rates, the analysis assumes they are outstanding throughout the reporting period if they are outstanding at the balance sheet date. The rate of change used when reporting interest rates within the Group to key management levels increased or decreased by 0.5%, which also represents the management's assessment on the reasonably possible scope of the interest rate. If interest rate increases/decreases by 0.5%, held other variables constant, the combined company's income before tax will increase/decrease by NT$ 1,775 thousand and NT$ 5142 thousand for 2020 and 2019, respectively.

  1. Credit risk

Credit risks refer to risks that cause financial loss of the combined company due to the counterparty's delay in performing contractual obligations. Due to the nature of the industry in which it operates, the combined company has no significant concentration of credit risk. The combined company has formulated a policy that when assessing the credit line granted to customers, it must obtain appropriate financial information from customers to conduct credit ratings of customers to ensure that sales services do not generate significant credit risk.

The maximum amount of credit risk of the combined company is the net amount of the carrying amount of financial assets after deducting the amounts that can be offset according to regulations and the impairment losses recognized in accordance with regulations without considering collateral and other credit enhancement policies.

The main objects of the accounts receivable and other receivables of the combined company are foreign-funded enterprises established in China and internationally renowned manufacturers. The credit risk management and impairment status are detailed in Note 10.

The bank deposits of the combined company and other investment in financial assets are mainly deposited in banks with good credit ratings assigned by international credit rating agencies, so this credit risk is not significant.

-179-

  1. Liquidity risk

The combined company supports its business operations and reduces cash flow fluctuation through appropriate management and the maintenance of sufficient cash and cash equivalents. The combined company's management supervises bank financing conditions and ensures compliance with loan contracts.

The bank loans are a significant source of liquidity for the combined company. Please refer to (2) Financing limit below for the unfunded financing amount of the combined company as of December 31, 2020 and 2019.

  • (1) Liquidity and interest rate risk of non-derivative financial liabilities The non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flow. Therefore, the Consolidated Company may be required to repay a bank loan immediately and the possibility is listed in the table below and categorized into the earliest period line item disregard the probability of exercising such right on instance by the bank. The analysis of the maturity of other non-derivative financial liabilities is prepared in accordance with the agreed repayment date. December 31, 2020
December 31, 2020

Non-derivative financial
liabilities
Bank loans
Notes payable
Accounts payable
Other payables
Lease liabilities
Corporate bonds payable
Within 1 year
$ 772,658
174,106
1,566,068
280,432
54,985
-
$ 2,848,249
1 -5 years
$ -
-
-
-
130,619
360,000
$ 490,619
More than 5
years









$ $ -
-
-
-
4,042
-
4,042

Further information on the maturity analysis of lease liabilities is listed as follows:

follows:

Lease liabilities
Within 1 year
$ 62,977

1-5 years
$ 141,962

More than 5
years
$ 4,067

-180-

December 31, 2019

December 31, 2019

Non-derivative financial
liabilities
Bank loans
Notes payable
Accounts payable
Other payables
Lease liabilities
Corporate bonds payable
Within 1 year
$ 965,312
183,304
1,466,225
190,962
47,803
-

$ 2,853,606
1-5 years
$ 350,000
-
-
-
104,827
595,000
$ 1,049,827
More than 5
years









$ -
-
-
-
15,513
-
$ 15,513

Further information on the maturity analysis of lease liabilities is listed as follows:

ollows:

Lease liabilities
Within 1 year
$ 55,398

1-5 years
$ 116,673
More than 5
years
$ 16,002
  • (2) Credit limit

December 31, 2020 December 31, 2019

Unsecured bank loan line - Amount used $ 772,658 $ 965,312 - Amount unused 1,813,667 2,396,901 $ 2,586,325 $ 3,362,213 Secured bank loan line -Amount used $ - $ 350,000

XXXIV. Related Party Transactions

All transactions, account balances, income, and expenses between the Company and its subsidiaries (related parties of the Company) are fully offset by intercompany netting and therefore are not shown in this Note. The transactions between the Group and other related parties are as follows.

(I) The names and relations of related parties Name of related party Relationship with the combined company

Aapico Lemtech Affiliates Lemtech Energy Solutions Affiliated companies (held 100% after Corporation (formerly Lemtech acquisition on July 1, 2019) Cryomax System Corp.)

-181-

(II) Operating revenue

Operating revenue
Accounting item
Sales
Category of related parties
Affiliates

2020
$ 7,331
2019
$ 9,582

There are no significant differences between the terms and conditions of sales and collection for related parties and that of general transactions.

  • (III) Purchase of goods
Purchase of goods
Category of related parties
Affiliates
2020 $ - 2019
$ 14,500

There are no significant differences between the terms and conditions of purchase and payment for related parties and that of general transactions.

  • (IV) Account receivables from related parties (excluding loans extended to related parties and contract assets)
and contract assets)
Accounting item
Accounts
receivable
Category of related parties
Affiliates

December 31,
2020
$ 3,625
December 31,
2019
$ 667

The related parties in circulation did not receive guarantees, and no loss allowances were set aside for receivables from related parties for the years ended December 31, 2020 and 2019.

  • (V) Remuneration to the management
2019.
Remuneration to the management
Short-term employee benefits 2020
$ 35,517
2019
$ 41,616

The remuneration for directors and other key management is determined by the remuneration committee based on personal performance and market trends.

XXXV. Pledged Assets

The following assets have been provided as the collateral for financing borrowings:

Bank deposits-restricted
(accounts for financial assets
measured at amortized cost)
Land
December 31, 2020
$ 4,141
-
$ 4,141
December 31, 2020
$ 4,141
-
$ 4,141
December 31, 2019 December 31, 2019
$ $ $ 79,436
493,598

$ 573,034

-182-

XXXVI. Material Contingent Liabilities and Unrecognized Contractual Commitments Except for those disclosed in other Notes, significant commitments and contingencies of the combined company on the balance sheet date are as follows: Contingent liabilities

The subsidiary of the combined company was served a civil complaint from King Slide Works Co., Ltd. (hereinafter referred to as "King Slide") on June 26, 2018. The complaint was filed with the Higher People's Court of Jiangsu Province on June 19, 2018 by King Slide, suing Lemtech Precision Material and Lemtech Slide Company for the production, manufacture, and sale of rail products without King Slide's license, infringing its patent rights, and request compensation of CNY 100 million, rights maintenance costs of CNY 183,090, and NT$31,748. The attorney appointed for the case states that since Lemtech Precision Material mainly engages in the research and development, production, and sales of precision metal stamping components and toolings with the cooling module, automobile modules, and components and stamping toolings for other components. For rail products, it only produced stamping components, it is not a manufacturer or dealer of rail product, thus no infringement has occurred in this case. The rail product produced by Lemtech Slide Company is all subject to its relevant patents (some still in the application process), which by the attorney's initial judgment are different from that of King Slide. Furthermore, King Slide failed to produce evidence to prove its claim, thus the payment of compensation is unlikely. The case was first trialed in court on January 25, 2019. At present, the case is still in the process of the first instance trial, and the outcome of the case cannot be predicted. King Slide filed infringement claims with the Higher People's Court of Jiangsu Province, and issued statement letters to the customers of Lemtech Precision Material, which had a negative impact on the reputation of Lemtech Precision Material. Therefore, the company represented Lemtech Precision Material and filed a claim with the Taiwan Ciaotou District Court on January 15, 2019.

XXXVII. Losses Due to Major Disasters: None.

XXXVIII.Other Matters

The combined company is affected by the global pandemic of COVID-19, which has caused the suspension of economic and commercial activities in various countries. After evaluating items such as operating conditions and capital use, the epidemic did not cause significant abnormal effects on the combined company, and sales and production activities related to operations were operating normally. However, the epidemic has directly affected global market operations. The combined company will also pay close attention to the follow-up impact of the epidemic, evaluate market changes immediately, and take relevant anti-epidemic measures timely.

-183-

XXXIX. Significant Events after the Balance Sheet Date: None.

XL. Information on Foreign Currency-denominated Assets and Liabilities of Significant Influence

The following summary is presented in foreign currencies other than the functional currency. The exchange rates disclosed in the summary refers to the exchange rate of a foreign currency to the functional currency.

Information on foreign currency-denominated assets and liabilities of significant influence is as follows:

December 31, 2020

influence is as follows:
December 31, 2020
Foreign
currency
Foreign
currency assets
Monetary items
USD
$ 20,748
USD
24,271
RMB
2,235
RMB
17
JPY
500
JPY
67,745
EUR
1
EUR
2,842,557
Foreign
currency
liabilities
Monetary items
USD
18,509
USD
10,562
JPY
7,555
EUR
1,850
December 31, 2019
Foreign
currency
Foreign
currency assets
Monetary items
USD
$ 11,683
USD
18,256
RMB
3,218
RMB
96,182
JPY
500
JPY
72,875
EUR
500
Exchange rate


28.5595 (USD:NTD)

6.5249 (USD:RMB)

4.3770 (RMB:NTD)

0.1533 (RMB:USD)

0.2763 (JPY:NTD)

0.0631 (JPY:RMB)

35.0200 (EUR:NTD)

8.0009 (EUR:RMB)

28.5595 (USD:NTD)

6.5249 (USD:RMB)

0.0631 (JPY:RMB)

8.0009 (EUR:RMB)
Exchange rate


30.0325 (USD:NTD)

6.9762 (USD:RMB)

4.3050 (RMB:NTD)

0.1433 (RMB:USD)

0.2760 (JPY:NTD)

0.0641 (JPY:RMB)

33.5900 (EUR:NTD)
Carrying amount

$ 592,566

693,173

9,785

75

138

18,718

32

99,546
$ 1,414,033

$ 528,611

301,633

2,087

64,787
$ 897,118
Carrying amount

$ 350,869

548,287

13,854

414,117

138

20,114

16,795

(Continued)

-184-

(Continued from previous page)

EUR
PHP
Foreign
currency
liabilities
Monetary
items
USD
USD
JPY
Foreign
currency
$ 1,161
46,129
13,943
11,377
30,992
Exchange rate


7.8026 (EUR:RMB)

0.5847 (PHP:NTD)

30.0325 (USD:NTD)

6.9762 (USD:RMB)

0.0641 (JPY:RMB)
Carrying amount Carrying amount Carrying amount Carrying amount




$
$ $

The combined company is mainly exposed to foreign currency exchange rate risks of RMB, USD, CZK, and PHP. The following information is aggregated in terms of the functional currency of the foreign currency held. The exchange rate disclosed is the exchange rate of the functional currency into the presentation currency. The realized and unrealized foreign currency exchange profits and losses that have a significant impact are as follows:

Functional
currency
NTD

RMB

USD

CZK

PHP
2020 Net
exchange
gains and
losses
$ 4,226
(
44,762)
(
764)
(
2,795)
518
($ 43,577)
2019

Functional
Currency and
Presentation
Currency
1.0000
(NTD:NTD)
4.3770
(RMB:NTD)
28.5595
(USD:NTD)
1.3303
(CZK:NTD)
0.5861 (PHP:NTD)
Functional Currency
and Presentation
Currency
1.0000 (NTD:NTD)
4.3050 (CNY:NTD)
30.0325 (USD:NTD)
1.3249 (CZK:NTD)
0.5847 (PHP:NTD)
Net
exchange
gains and
losses

$
(


($

2,389
1,145
7,030)
992
(
528)

3,032)

XLI. Supplementary Disclosures

Information on (I) Significant Transactions and (II) Investees:

  1. Financings provided (Attachment 1)

  2. Endorsements/guarantees provided to others (Attachment 2)

  3. Marketable securities held at the end of year (excluding investments in subsidiaries, affiliates and interest in joint ventures) (Attachment 3)

  4. Accumulated purchase or disposal of individual marketable securities equal to or in excess of NT$300 million or 20% of paid-in capital (None)

  5. Acquisition of real estate at cost in excess of NT$300 million or 20% of paid-in capital (None)

-185-

  1. Disposal of real estate at cost in excess of NT$300 million or 20% of paid-in capital (Attachment 4)

  2. Purchases or sales to related parties of at least NT$100 million or 20% of paid-in capital (Attachment 5)

  3. Accounts receivable from related parties equal to or in excess of NT$100 million or 20% of paid-in capital (Attachment 6)

  4. Engage in derivative transactions (Note 7 and 33)

  5. Others: Business relationships, important transactions and the amounts between parent company and subsidiaries (Attachment 7)

  6. Information on investees (Attachment 8)

  7. (III) Information on investments in China:

  8. Information on any investee company in China; disclose the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, investment gain or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in China. (Attachment 9)

  9. Significant transactions with investee companies in China, either directly or indirectly through a third region, and their prices, payment terms, and unrealized gains or losses. (Attachment 9)

    • (1) Purchase amount and percentage, and the ending balance and percentage of payables.

    • (2) Sales amount and percentage, and the ending balance and percentage of payments receivables.

    • (3) Property transaction amount and the resulting gain or loss.

    • (4) Ending balance of endorsement, guarantee or collateral provided and purposes.

    • (5) The maximum balance, ending balance, interest rate range and total amount of interest of financing for the current year.

    • (6) Other transactions having a significant influence on profit or loss or financial status of the current year, such as providing or receiving services.

  10. (IV) Information on major shareholders: Names of shareholders with a shareholding ratio of 5% or more and the amount and proportion of shareholding. (Attachment 10)

-186-

XLII. Segment Information

The information is provided to the main decision-maker to allocate resources and assess the performance of each department and focus on each type of product or service delivered or provided. information on the combined company’s reporting segments is presented as follows:

Taiwan R&D segment

China manufacturing segment

Others

Department revenues and the results of operations

  • (I) The combined company's revenue and operational results by reportable segment are analyzed as follows:

2020

analyzed as follows:
2020
Revenue from external customers
Intercompany revenue
Department Revenue
Interest income
Other company's income
Finance costs
Depreciation and amortization
Share of gains (losses) of
affiliates accounted for using
equity method
Income tax expenses (benefits)
Departments gain (loss)
Departments assets
Departments liabilities
2019
Revenue from external customers
Intercompany revenue
Department Revenue
Interest income
Other company's income
Finance costs
Depreciation and amortization
Share of gains (losses) of affiliates
accounted for using equity
method
Income tax expenses (benefits)
Departments gain (loss)
Departments assets
Departments liabilities
Taiwan R&D
segment
$ 804,053
160,448
$ 964,501
$ 203
709
12,566
-
21,148
$ 75,776
$ 769,054
$ 480,255
Taiwan R&D
segment
$ 303,453
113,158
$ 416,611
$ 310
198
7,547
-
7,290
$ 22,332
$ 375,493
$ 162,469
China
manufacturing
segment

$ 3,082,679
666,208
$ 3,748,887

$ 9,015

25,076

212,436

174,446

99,655
$ 523,605
$ 5,213,797
$ 2,194,922
China
manufacturing
segment

$ 3,130,947
74,382
$ 3,205,329

$ 3,116

53,559

218,373

23,262

43,327
$ 298,962
$ 4,182,487
$ 2,165,195
Others
$ 1,584,518
177,970
$ 1,762,488
$ 8,485
25,466
36,588
964,821
67,291
$ 995,146
$ 7,944,209
$ 1,735,691
Others
$ 1,608,257
353
$ 1,608,610
$ 23,573
24,259
31,277
588,282
23,902
$ 552,268
$ 7,648,851
$ 2,590,146
Intercompany
netting
$ -
(1,004,626)
( $ 1,004,626)
($ 12,507)
(12,507)
-
(1,139,604)
-
($ 1,139,604)
($ 7,535,341)
($ 611,751)
Intercompany
netting
$ -
(
187,893)
($ 187,893)
($ 19,097)
(19,097)
-
(611,223)
-
($611,223)
($ 5,980,824)
($ 662,296)
Total




















$ 5,471,250
-
5,471,250

5,196
18,745
$ 5,495,191
$ 38,744
261,590
(337)
188,094
$ 454,923
$ 6,391,719

$ 3,799,117

Total
















(








$ 5,042,657
-
5,042,657
7,902
7,130
$ 5,057,689
$58,919
257,197
321
74,519
$ 262,339
$ 6,226,007


$ 4,255,514

Interdepartmental sales are based on market prices.

Segment profit refers to the profit earned by each segment, including the apportionable headquarters management cost and directors’ remuneration, the share of profits and losses of affiliated companies that adopt the equity method, rental income, interest income, disposition of real estate, plant, and equipment profits and losses, foreign currency exchange net (profit) losses, financial instrument evaluation profits and losses, financial cost, and Income tax expenses. The assessment is provided to the main decision- maker to allocate resources to departments and assess their performance.

-187-

(II) Revenue from major products and services

The analysis of profits from the main products and services of the combined company's continuing business units is as follows:

ontinuing business units is as follows:
Computer, communication and
consumer electronics
Motor vehicles
Building materials
Toolings and others
2020
$ 2,713,905
1,664,095
62,913
1,030,337
$ 5,471,250
2019
$ $
2,845,323
1,749,079
76,140
372,115

5,042,657

(III) Regional information

The combined company mainly operates in two areas - Taiwan and China.

Revenue of the combined company's continuing operations from external customers classified by the location of the business and the non-current assets is listed as follows:

Revenue from external customers NON-CURRENT ASSETS

Asia
America
Europe
2020
$ 4,740,212
447,348
283,690
$ 5,471,250
2019
$ 4,562,467
289,472
190,718
$ 5,042,657
December 31,
2020

$ 1,753,613

-
-
$ 1,753,613
December 31,
2019
December 31,
2019



$ 2,260,969
-
-
$ 2,260,969

Non-current assets do not include deferred income tax assets.

(IV) Information of main customer

The annual revenues of 2020 and 2019 are NT$5,471,250 thousand and NT$5,042,657 thousand, the revenue from single customers of the company reaching more than 10% of the total revenue of the combined company are as follows:

Customer F (Note 1)
Customer G (Note 1)
Customer C (Note 2)
2020
$ 1,041,466
791,490
631,185
$ 2,464,141
2019 2019
$ 1,132,423
938,320
136,916
$ 2,207,659

Note 1: This is revenue from electronics categories.

Note 2: This is revenue from molds and other categories.

-188-

Lemtech Holdings Co., Limited and its subsidiaries Loans extended to others 2020

Attachment 1

Unit: Unless Specified Otherwise , NTD thousands.

No.
(Note
1)
Lending company
Borrower
General
ledger
account
Related
party
or not
Maximum
Balance for the
Period
Balance at the
end of period
(Note 2)
Actual
expenditure
Interest
range
Nature of
loan
Business
transaction
amount
Reason for
short-term
financing
Allowance for
bad debts
recognized
Collateral Collateral Financing limit
for each
borrower (Note
3)
Total loan limit
(Note 3)
Remarks
Name Value
0
1
1
1
2
2
Lemtech
Holdings Co.,
Limited
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Lemtech Global
Solution Co. Ltd.
Lemtech
Precision Material
Lemtech
Precision Material
Zhenjiang
Yelianchuang
Surface Treatment
Technology Co.,
Ltd.
Lemtech Precision
Material
Lemtech
Technology Limited
Lemtech Industrial
Services Ltd

Zhenjiang
Yelianchuang
Surface Treatment
Technology Co.,
Ltd.

Kunshan Lemtech
Electronics
Technology Co.,Ltd
Other
receivables
Other
receivables

Other
receivables
Other
receivables
Other
receivables
Other
receivables

Yes

Yes

Yes

Yes

Yes

Yes
$ 27,225
203,228
75,625
15,125
153,265
65,685

$ -

-

71,200

-

153,195

65,655

$ -

-

71,200

-

153,195

-

3%-4%

3%

5%

4%

5%

5%
Necessity of
short-term
financing
Necessity of
short-term
financing
Necessity of
short-term
financing
Necessity of
short-term
financing
Necessity of
short-term
financing
Necessity of
short-term
financing
$ -
-
-
-
-
-
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
$ -
-
-
-
-
-

-

-

-

-

-

-
$ -
-
-
-
-
-
$ 1,030,388

1,079,224

1,079,224

1,079,224

1,116,746

1,116,746
$ 1,030,388

1,079,224

1,079,224

1,079,224

1,116,746

1,116,746





Note 1: Explanations for the numbering column are as follows:

  • (1) The issuer is coded 0.

  • (2) Investees are numbered consecutively from 1 in the order presented in the attachment above.

  • Note 2: If a public company extend loans by submitting each loan for the board resolution in accordance with Paragraph 1, Article 14 of the Regulations Governing Loaning of Funds and Making of

  • Endorsements/Guarantees by Public Companies, although the drawdown had not been made, the amount resolved by the board shall be included in the balance announced in order to disclose the risks borne; however, if subsequently the amount is repaid, the balance after repayment shall be disclosed to reflect the adjustment of risk. If a publicly company authorized the chairman of the board of directors to extend loans in installments or to make a revolving credit line within a certain amount and within a period of one year in accordance with Article 14 (2) of the regulation, the loan limit resolved by the board shall be the reported balance. Although the amount may subsequently be repaid, considering the that further installments may be made, the loan limit resolved by the board shall still be the reported balance.

  • Note 3: (1) The loan limit to others is approved by the shareholders' meeting of Lemtech Holdings Co., Limited in accordance with the Operational Procedures for Loaning Funds to Others: For loans extended to companies with business ties, 1. the loan limit shall not exceed 20% of the company's net worth; amount of individual loans shall not exceed the total amount of trading between the parties in the most recent year. The amount of trading means the sales or purchasing amount between the parties, whichever is higher. 2. Where the extension of loans for companies with short-term financing needs is necessary, the total amount of loan extended shall not exceed 40% of the company's net value; the amount extended for each individual loans shall not exceed 40% of the company's net value.

  • (2) According to the above regulations, the maximum value of short-term financing extended by Lemtech Holdings Co., Limited out of necessity is net value of NT$2,575,969 thousand x 40% = NT$1,030,388 thousand; the limit for a single entity is NT$2,575,969 thousand x 40% = NT$1,030,388 thousand.

  • (3) According to the above regulations, the maximum value of short-term financing extended by Lemtech Global Solution Co. Ltd. out of necessity is net value of NT$2,698,060 thousand x 40% = NT$1,079,224 thousand; the limit for a single entity is NT$2,698,060 thousand x 40% = NT$1,079,224 thousand.

  • (4) In accordance with the above regulations. According to the above regulations, the maximum value of short-term financing extended by Lemtech Precision Material (China) Co., Ltd (China) out of necessity is net value of NT$2,791,866 thousand x 40% = NT$1,116,746 thousand; the limit for a single entity is NT$2,791,866 thousand x 40% = NT$1,116,746 thousand.

-189-

Lemtech Holdings Co., Limited and its subsidiaries Endorsement/guarantee provided for others

2020

Attachment 2

(In Thousands of NTD, Unless Stated Otherwise)

No.
(Note 1)
Endorsement/guarantee
provider name
Subject of endorsements/guarantees Subject of endorsements/guarantees Limit on
endorsements/gua
rantees provided
for a single party
Maximum
balance for this
period
Endorsement and
guarantee closing
balance
Actual
expenditure
Amount of
endorsement/guar
antee
collateralized by
properties
Ratio of
Accumulated
Endorsements/G
uarantees to Net
Worth per Latest
Financial
Statements(%)

Endorsements/Gu
arantees
Maximum limit
Guarantee
provided
by parent
company
to a
subsidiary
Guarantee
provided
by a
subsidiary
Guarantee
provided
to
subsidiarie
s in China
Name Relationship
(Note 2)
0
0
0
0
0
1
2
Lemtech Holdings Co.,
Limited
Lemtech Holdings Co.,
Limited
Lemtech Holdings Co.,
Limited
Lemtech Holdings Co.,
Limited
Lemtech Holdings Co.,
Limited
Lemtech Technology Limited
Lemtech Precision Material
Kunshan Lemtech Slide Technology
Co., Ltd.
Lemtech Precision Material (Czech)
s.r.o.
Lemtech Technology Limited
Lemtech Precision Material
Lemtech Energy Solutions
Corporation
Lemtech Holdings Co., Limited
Kunshan Lemtech Electronics
Technology Co.,Ltd
2
2
2
2
2
3
4
$ 3,091,163
3,091,163
3,091,163
3,091,163
3,091,163
538,570
3,350,239

$ 30,250

234,532

469,920

363,000

30,020

151,250

131,370

$ 28,480

119,068

469,920

341,760

28,480

142,400

131,310

$ 28,480

119,068

288,901

199,360

28,480

142,400

131,310

$ -

-

-

-

-

-

-

1.11%

4.62%

18.24%

13.27%

1.11%

31.72%

4.70%
$ 7,727,907
7,727,907
7,727,907
7,727,907
7,727,907
1,346,424
8,375,598

Yes

Yes

Yes

Yes

Yes

No

No
No
No
No
No
No
Yes
No
Yes
No
No
Yes
No
No
Yes

Note 1: Explanations for the numbering column are as follows:

  - (1) The issuer is coded 0.

  - (2) Investees are numbered consecutively from 1 in the order presented in the attachment above.
  • Note 2: The relationships between endorsers/guarantors and endorsees/guarantees are categorized into the following 7 types. Please specify the type.

  • (1) A company that has business transactions with the Company.

  • (2) Companies in which the Company directly and indirectly holds more than 50 percent of the voting shares.

  • (3) Companies that directly and indirectly holds more than 50 percent of the voting shares in the Company.

  • (4) Companies in which the Company holds, directly or indirectly, 90% or more of the voting shares.

  • (5) A company fulfills its contractual obligations by providing mutual endorsement/guarantee for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  • (6) All capital contributing shareholders make endorsement/guarantee for their jointly invested company in proportion to their shareholding percentages.

  • (7) Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  • Note 3: (1) The endorsement/guarantee limit is determined by Lemtech Global Solution Co. Ltd. in accordance with Article 36 and 38 of the Securities and Exchange Act and Operational Procedures for Endorsements/Guarantees resolved by the shareholders' meeting: the total amount of endorsement/guarantee provided by Lemtech Global Solution Co. Ltd. shall not exceed 300% of the net worth of the current period. The endorsement/guarantee provided to a single entity shall not exceed 120% of the net worth of the current period. If the endorsement is guaranteed by the business relationship, the amount of endorsement shall not exceed the total amount of transactions with the company in the most recent year (the number of goods purchased or sold between the two parties, whichever is higher). The net worth shall be based on the most current financial statements audited or reviewed by the certified public accountants. Endorsements and guarantees not exceeding 10 percent of this company's net worth may be made between companies in which the company directly and indirectly holds 90% voting interest. However, endorsements and guarantees made between companies in which the company directly and indirectly holds 100% voting interest shall not be subject to the above restriction.

    • (2) According to the above regulations, the maximum limit for guarantee for endorsement by Liande Holding Co., Ltd. is 2,575,969 thousand x 300% = 7,727,907 thousand; the limit for endorsement guarantee for a single enterprise is 2,575,969 thousand × 120% = 3,091,163 thousand.

      • According to the above provisions, the maximum limit for Lemtech Technology Limited's external endorsement guarantee is 448,808 thousand x 300% = 1,346,424 thousand; the limit for endorsement guarantee for a single enterprise is 448,808 thousand x 120% = 538,570 thousand.

      • According to the above regulations, the maximum limit for guarantee for endorsement by Lemtech Precision Material (China) is 2,791,866 thousand x 300% = 8,375,598 thousand; the limit for endorsement guarantee for a single enterprise is 2,791,866 thousand × 120% = 3,350,239 thousand.

-190-

Lemtech Holdings Co., Limited and its subsidiaries Securities Held at End of Period December 31, 2020

December 31, 2020
Attachment 3 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
Securities Holding
Company
Type and Name of Securities Relationship with
Issuer of Securities
Ledger Account Ending Balance Remarks
Number of Shares
(in Thousands)
Carrying amount Shareholding
percentage
Fair value
Lemtech Precision Material
(China)
Corporation

Structured deposits
- structured deposits of DBS
Bank
- Financial assets at fair value
through profit or loss
- $ 8,788 - $ 8,788 -

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

-191-

Lemtech Holdings Co., Limited and its subsidiaries Disposal of Real Estate Amounting to NT$300 Million or 20% of the Paid-in Capital or More 2020

Attachment 4

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Real Estate
Company Disposal
Name of the real
estate
Date of
occurrence
Original
Acquisition
Date
Carrying amount
Transaction
amount
Receivable
Collection
Gains (Losses)
on Disposal
Counterparty RELATIONS Disposal
purpose
Basis of
Reference for
Price
Determination
Other
commitments
Lemtech Holdings
Co., Limited
Land Nos. 274
and 289 of
Hwaya Section,
Guishan District,
Taoyuan City
109.09.09 107.11.09 $ 493,598 $ 520,997 Full payment
received
$ 27,399 Sef
Technology
Co., Ltd.
None Activated
assets
Refer to market
price of and
professional
appraisal report
on the nearby real
estate

None
  • Note 1: If the asset acquired is required to be disposed, the appraisal result shall be indicated on the column titled "Basis of Reference for Price Determination."

  • Note 2: paid-in capital refers to the paid-in capital of the parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the regulation regarding 20% of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation.

  • Note 3: Date of occurrence means the contracting date for the transaction, payment date, consignment trade date, transfer date, resolution date of the board of directors, or other dates on which the transaction party and amount can be ascertained, whichever is earlier.

-192-

Lemtech Holdings Co., Limited and its subsidiaries Amount of purchases from and sales to related parties reaching NT$100 million or 20% of its paid-in capital 2020

2020 2020
Attachment 5 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
Situation and reason of why trading
conditions are different from
general trading
Accounts and notes receivable
(payable)
Remarks
Unit price
Loan period
Balance
Ratio to total
note or account
receivables
(payables)
According to the
company's
transfer pricing
policy system
-
Accounts
receivable
$ 29,802
100%
According to the
company's
transfer pricing
policy system
-
Accounts
receivable
32,905
7.51%
According to the
company's
transfer pricing
policy system
-
Accounts
receivable
74,461
6.70%
Name of company
selling or purchasing
Counterparty RELATIONS Transaction details Situation and reason of why trading
conditions are different from
general trading

Accounts and notes receivable
(payable)
Remarks
Purchase/sale
Sum
Ratio to Total
Purchase (sell)
Loan period Unit price Loan period Balance Ratio to total
note or account
receivables
(payables)
Lemtech Philippine
Thermal System Inc.
LDC Precision
Engineering Co., Ltd.
Lemtech Precision
Material
Lemtech Cooling System
Limited
Lemtech Technology
Limited
Lemtech Technology
Limited
Subsidiary
Affiliates
Parent company
Sales
Sales
Sales
$ 166,721
106,917
189,181

92.64%

11.69%

8.48%
60 days
60 days
90 days
According to the
company's
transfer pricing
policy system
According to the
company's
transfer pricing
policy system
According to the
company's
transfer pricing
policy system
-
-
-
Accounts
receivable
$ 29,802
Accounts
receivable
32,905
Accounts
receivable
74,461
100%
7.51%
6.70%

-193-

Lemtech Holdings Co., Limited and its subsidiaries Account receivables from related parties reaching NT$100 million or 20% of its paid-in capital December 31, 2020

Attachment 6

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Name of company with
accounts receivable on
account
Name of the counterparty RELATIONS Balance of
receivables from
related parties
Turnover rate Overdue receivables from related parties Overdue receivables from related parties Amounts received
from related parties
in subsequent
period

Allowance for loss
amount
Sum Action taken
Lemtech Precision Material Zhenjiang Emtron Surface
Treatment Limited
Affiliates Other receivables
$ 156,843
Notes: $ - - $ 13,798 $ -

Notes: Categorized as other receivables, thus turnover rate is not calculated.

-194-

Lemtech Holdings Co., Limited and its subsidiaries Intercompany Relationships and Significant Intercompany Transactions 2020

Attachment 7

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No.
(Note 1)
Name of the trader Name of the transaction counterparty Relationship (Note 2) Conditions of transactions Conditions of transactions
Account Sum Terms of transaction Percentage of
Consolidated Total
Revenue or Total
Assets (%) (Note 3)
0
1
2
3
3
3
3
3
3
3
3
3
4
4
5
5
5
5
5
5
6
6
7
7
Lemtech Holdings Co., Limited
Lemtech Global Solution Co. Ltd.
Lemtech Industrial Services Ltd.
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Precision Material
Lemtech Technology Limited
Lemtech Technology Limited
LDC Precision Engineering Co., Ltd.
LDC Precision Engineering Co., Ltd.
LDC Precision Engineering Co., Ltd.
LDC Precision Engineering Co., Ltd.
LDC Precision Engineering Co., Ltd.
LDC Precision Engineering Co., Ltd.
Kunshan Lemtech Electronics Technology Co.,Ltd
Kunshan Lemtech Electronics Technology Co.,Ltd
Lemtech Cooling System Limited
Lemtech Cooling System Limited
Lemtech Technology Limited
Lemtech Technology Limited
Kunshan Lemtech Slide Technology Co., Ltd.
Lemtech Precision Material (Czech) s.r.o.
Lemtech Precision Material (Czech) s.r.o.
Lemtech Technology Limited
Lemtech Technology Limited
Kunshan Lemtech Electronics Technology Co.,Ltd
Kunshan Lemtech Electronics Technology Co.,Ltd
Kunshan Lemtech Electronics Technology Co.,Ltd
Zhenjiang Emtron Surface Treatment Limited
Zhenjiang Emtron Surface Treatment Limited
Kunshan Lemtech Slide Technology Co., Ltd.
Kunshan Lemtech Slide Technology Co., Ltd.
Lemtech Technology Limited
Lemtech Technology Limited
Lemtech Energy Solutions Corporation
Lemtech Energy Solutions Corporation
Kunshan Lemtech Slide Technology Co., Ltd.
Kunshan Lemtech Slide Technology Co., Ltd.
Lemtech Philippine Thermal System Inc.
Lemtech Philippine Thermal System Inc.
Lemtech Philippine Thermal System Inc.
Lemtech Philippine Thermal System Inc.
1
1
1
1
1
1
1
3
3
3
3
3
3
3
3
3
3
3
3
3
3
3
1
1
Other income
Other receivables
(payables)
Purchase/Sales revenue
Account receivables
(payment)
Sales revenue (purchase)
Account receivables
(payment)
Sales revenue (purchase)
Other receivables
(payables)
Account receivables
(payment)
Sales revenue (purchase)
Other receivables
(payables)
Sales revenue (purchase)
Account payables
(receivables)
Purchase/Sales revenue
Account receivables
(payment)
Sales revenue (purchase)
Account receivables
(payment)
Purchase/Sales revenue
Account payables
(receivables)
Purchase/Sales revenue
Account receivables
(payment)
Sales revenue (purchase)
Account payables
(receivables)
Purchase/Sales revenue
$ 18,345
74,529
25,049
25,186
44,097
74,461
189,181
39,340
55,325
68,340
156,843
12,450
42,457
87,845
32,905
106,917
11,541
24,233
13,464
23,588
10,627
62,327
29,802
166,721
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
General Terms of
Transaction
0.34%
1.17%
0.46%
0.39%
0.81%
1.16%
3.46%
0.62%
0.87%
1.25%
2.45%
0.23%
0.66%
1.61%
0.51%
1.95%
0.18%
0.44%
0.21%
0.43%
0.17%
1.14%
0.47%
3.05%

-195-

  • Note 1: The information on business dealings between the parent company and subsidiaries should be numbered in the "Code" column with the following coding method:

  • Parent company will be coded "0".

  • The subsidiaries are coded from "1" in the order presented in the table above.

  • Note 2: The transaction relationships with the counterparties are as follows. Please specify the type (the same transaction shall not be disclosed repetitively for transaction between the parent company and the subsidiaries or between the subsidiaries. For example, if the parent company has already disclosed its transaction with a subsidiary, the subsidiary does not need to disclose the information again; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, the other one does not need to disclose it again.)

  • Parent company to subsidiary.

  • Subsidiary to parent company.

  • Between subsidiaries.

  • Note 3: For calculations of ratio of the transaction amount accounts to consolidated total revenue or total assets, where the item is either an asset or a liability, the ratio of the ending balance to the consolidated total assets shall be calculated; where the item is either a gain or a loss, the ratio of the aggregated amount at the end of the period to the consolidated total revenue shall be calculated.

  • Note 4: The above transactions have been offset in the consolidated statements.

  • Note 5: The significant transactions of this form may be determined by the company according to the principle of materiality.

-196-

Lemtech Holdings Co., Limited and its subsidiaries Name of investee, location, etc.

2020

Attachment 8

Units: NT$1,000

Investor company Name of investees Location Principal business activities Original investment amount Original investment amount Balance at the end of Balance at the end of theperiod Net gain or loss of the
investee
Recognized
investment gain/loss
of the currentperiod
Remarks
End of the period End of last year Shares Ratio % Carrying amount
The Company
The Company
The Company
Lemtech Cooling System
Limited
Lemtech Cooling System
Limited
Lemtech Precision Material
(China)
Lemtech Precision Material
(China)
Lemtech Precision Material
Lemtech Technology Limited
Lemtech Technology Limited
Controllable
Lemtech Global Solution Co.
Ltd.
Lemtech Cooling System
Limited
Lemtech Industrial Services
Ltd
Lemtech Energy Solutions
Corporation (formerly
Lemtech Cryomax System
Corp.)
Lemtech Philippine Thermal
System Inc.
Lemtech Technology Limited
LDC Precision Engineering
Co., Ltd.
Lemtech Precision Material
(Czech) s.r.o.
Lemtech USA Inc.
With significant influence
Aapico Lemtech Co.,Ltd.
Republic of
Mauritius
Hong Kong
Samoa
Taiwan
Philippines
Hong Kong
Taiwan
Czechia
USA
Thailand
General investment
General investment
Sales of electronics and computer
peripheral components
Manufacturing and wholesale of
mechanical equipment, dies, electrical
appliances and audio-visual products,
other motors and electronic
mechanical equipment, automobiles
and their parts, and other optical and
precision equipment
Manufacturing, purchasing, sales,
distribution, wholesale sales, and
precision metal stamping tools,
customized metal hinges, cooling
modules, slides, mechanical
components and other related items
Sales of automotive, electronics and
computer peripheral parts
Manufacturing and wholesale of
electrical appliances, audio-visual
products, other motors and electronic
mechanical equipment, automobiles
and their parts, and other optical and
precision machinery
Manufacture of automotive parts
(sunroof, brakes, seat belts, airbags,
etc.) and assemblies (drive shafts for
steering wheel, etc.), supply of
consumer electronics parts and server
product
U.S. business development, business
information collection, provision of
market intelligence and industry
information
R&D, production, manufacturing and
assembly of automotive, electronics
and computerperipheralparts
$ 112,397
214,320
6,583
30,000
75,227
597
9,524
195,984
1,502
16,452

$ 112,397

154,220

6,583

30,000

6,100

597

9,524

195,984

1,502

16,452

2,500,000

7,000,000

1,425,000

3,000,000

11,000,000

20,000

-

-

50,000

160,000
100
100
57
100
100
100
100
100
100
40
$ 2,698,060
280,837
34,649
12,503
56,272
448,808
280,323
96,083
462
30,758

$ 374,697

83,039

3,748

(
13,334)

(
7,457)

89,029

89,110

(
3,521)

(
235)

(
842)

$ 374,697
83,039

2,137

(
13,334)

(
7,457)

89,029

89,110

(
3,521)

(
235)

(
337)
Subsidiaries
Subsidiaries
Subsidiaries
Second-tier
subsidiaries
Second-tier
subsidiaries
Third-tier
subsidiary
Third-tier
subsidiary
Third-tier
subsidiary
Third-tier
subsidiary
Investees
recognized under
the equitymethod

Note 1: Please refer to Attachment 8 for information on investee in China.

-197-

Lemtech Holdings Co., Limited and its subsidiaries Information on investments in China 2020

(Attachment 9) Unit: Thousand of NTD; foreign currency (thousand)

  1. For investments in China, disclose the name of the investee, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding ratio, gain or loss for the

period, carrying amount of the investment, repatriated investment gains:

Investee Company Principal business
activities
Actual paid-in
capital
Method of
investment
Beginning balance
of accumulated
outflow of
investment from
Taiwan
Remittance or recovery of investment
amount in the current period
Remittance or recovery of investment
amount in the current period
Ending balance of
accumulated outflow
of investment from
Taiwan
Net gain or loss of
the investee
The Company's
percentage of
ownership
directly or
indirectly %
Investment gains
(losses) recognized
in the current period
Carrying amount of
investment
Investment revenue
transferred back to
Taiwan as of the end
of the period
Remit Regain
Zhenjiang Emtron
Surface Treatment
Limited
Lemtech Precision
Material
Lemtech Precision
Material
Kunshan Lemtech
Slide Technology
Co., Ltd.
Kunshan Lemtech
Electronics
Technology
Co.,Ltd
Surface treatment of
mechanical, electronic
and automotive
components
Production and design
of various types of
fine blanking die, non-
metal die-casting
toolings, computer
connectors, computer
cooling modules and
other new electronic
plug-ins, sales of self-
produced products,
etc.
Production and design
of various types of
fine blanking die, non-
metal die-casting
toolings, computer
connectors, computer
cooling modules and
other new electronic
plug-ins, sales of self-
produced products,
etc.
Design and production
of slide rails, shafts
and related
accessories, and sales
of self-produced
products, etc.
R&D, manufacturing
of electronic
components, special
electronic materials,
and thermal modules,
sales of self-produced
products, and
wholesale, import and
export of products
similar to those
produced by the
company and their
raw materials and
mechanicalequipment
$ 65,043
(RMB14,352)
286,242
(RMB66,000)
286,242
(RMB66,000)

69,758
(RMB15,000)
60,990
(RMB14,060)


83.33% equity held
by Lemtech Holdings
Co., Limited


99.81% equity held
by Lemtech Global
Solution Co. Ltd.


0.19% equity held by
Lemtech Holdings
Co., Limited


100% invested by
Lemtech Industrial
Services Ltd.


100% owned by
Lemtech Cooling
System Limited
$ -
-
-
-
-

$ -

-

-

-

-

$ -

-

-

-

-

$ -

-

-

-

-

($ 15,201)

421,152

421,152

10,142

112,236

83.33

99.81

0.19

100

100
($ 14,998)
420,350
(Note)
802
(Note)
10,142
112,236
(Note)

$ 27,444


2,786,561


5,305

58,609


175,942

$ -

-

-

-

-

(Continued)

-198-

(Continued from previous page)

Investee Company Principal business
activities
Actual paid-in
capital
Method of
investment
Beginning balance
of accumulated
outflow of
investment from
Taiwan
Remittance or recovery of investment
amount in the current period
Remittance or recovery of investment
amount in the current period
Ending balance of
accumulated outflow
of investment from
Taiwan
Net gain or loss of
the investee
The Company's
percentage of
ownership
directly or
indirectly %
Investment gains
(losses) recognized
in the current period
Carrying amount of
investment
Investment revenue
transferred back to
Taiwan as of the end
of the period
Remit Regain
Lemtech Electronic
Technology
(Changshu) Co.,
Ltd. (hereinafter
referred to as
Lemtech
(Changshu)
Company)

Electronic component
manufacturing,
electronic component
wholesale, electronic
special material
manufacturing,
electronic special
material sales,
electronic special
material research and
development, lighting
equipment
manufacturing,
lighting equipment
sales, manufacturing
of auto parts and
accessories,
manufacturing of solar
equipment and
components, sales of
solar equipment and
components,
manufacturing of
computer software
and hardware
equipment, sales of
communication
equipment

$ 43,305
(RMB10,009)


100% owned by
Lemtech Cooling
System Limited
$ -
$ -

$ -

$ -

($ 2,500)

100

($ 2,500)

$ 41,228

$ -

Notes: The investment gain (loss) is recognized in accordance with the parent company's financial statements for the same period audited by a certified public accountant. 2. Limit on the amount of investment in China

Limit on the amount of investment in China
Accumulated investment remitted from Taiwan
to China at the end of the period
Investment amount approved by the Investment
Commission of the Ministry of Economic
Affairs (MOEA)
Upper limit on the amount of investment in
China authorized by MOEAIC
$ - Not applicable Not applicable
  1. Major transactions with any investee company in mainland China directly or indirectly through a third region: Attachment 7.

  2. Endorsements, guarantees or provision of collateral directly or indirectly between the company and the investees in China through business in a third region: Attachment 2. 5. Financing extended directly or indirectly between the company and the investees in China through business in a third region: Attachment 1. 6. Other transactions that have significant influence on the profits and losses or financial status of the current period: none.

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Lemtech Holdings Co., Limited and its subsidiaries

Information on Major Shareholders

December 31, 2020

Attachment 10

Shareholder's name Shareholding Shareholding
Shareholding
(shares)
Shareholding
percentage
Hsu, Chi-Feng
Chan Kim Seng Maurice
CTBC BANK CO., LTD IN CUSTODY FOR Yehang
Investment Account
7,288,906
5,133,708
4,999,921
14.41%
10.15%
9.89%

Notes: The major shareholder information in this table is based on Taiwan Depository & Clearing Corporation’s data of shareholders who hold more than 5% of the Company’s ordinary shares and preferred stock (including treasury shares), for which electronic registration and delivery were completed, on the last business day of the quarter. Share capital indicated in the Company's consolidated financial statements may differ from the actual number of shares that have been issued and delivered without physical registration as a result of the different basis of preparation.

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