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LOTES Annual Report 2023

Nov 14, 2023

52339_rns_2023-11-14_d51f1a6b-8632-49dc-bb0b-15b6f0a2dc01.pdf

Annual Report

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Stock Code: 3533

Lotes Co., Ltd.

Parent Company Only Financial Statement and Independent Auditor’s Report

2023 & 2022

Notice to Readers

For the convenience of readers, the Parent Company Only Financial Statement and Independent Auditor’s Report have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

Address: No. 15, Wuxun St., Anle Dist., Keelung City 204 Telephone: (02) 2433 1110

~1~

Table of Contents

Item
I.
Cover Page
II.
Table of Contents
III.
Independent Auditor’s Report
IV.
Balance Sheet
V.
Statement of Comprehensive Income
VI.
Statement of Change in Equity
VII.
Statement of Cash Flows
VIII. Notes to the Parent Company Only Financial Statements
(I)
Company History
(II)
Date and Procedures of Approval of Financial Statement
(III) Application of New and Revised Standards and Interpretations
(IV) Summary of Major Accounting Policies
(V)
Primary Sources of Major Accounting Judgment, Estimate and
Assumption Uncertainties
(VI) Descriptions for Important Accounting Items
(VII) Related Party Transactions
(VIII) Pledged Assets
(IX) Significant Contingent Liabilities and Unrecognized Contractual
Commitments
(X)
Significant Disaster Loss
(XI) Significant Post-Period Events
(XII) Others
(XIII) Disclosing Information
(1)
Major Transaction Details
(2)
Information on Reinvestment Business
(3)
Investment in China
(4)
Information on Major Shareholders
(XIV) Segmental Information
IX.
Tables of Significant Accounting Items
Page

1
2
3
8
9
10
11
12
12
12~14
14~32
32
33~65
66~69
69
69
70
70
70
71~76
77~78
79~80
81
81
82~96

~2~

Independent Auditor’s Report

To the Board of Directors of Lotes Co., Ltd.:

Audit opinion

We have audited the Balance Sheet of Lotes Co., Ltd. (hereinafter referred to as Lotes) as of December 31, 2023 and 2022, the Statement of Comprehensive Income as of January 1 to December 31, 2023 and 2022 as well as the Statement of Changes in Equity, Statement of Cash Flows and the Notes to Parent Company Only Financial Statement (including important accounting policies summary).

In our opinions, the compilation of the above parent company only financial statements present fairly, in all material respects, of the financial status of December 31, 2023 and 2022 in Lotes and the financial performance and consolidated cash flow of January 1 to December 31, 2023 and 2022 prepared according to Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis of the audit opinions

The audit was conducted by us in accordance with the Rules Governing Auditing and Certification of Financial Statements by Certified Public Accountants and Generally Accepted Auditing Standards (GAAS). Our responsibilities under these standards will be further explained in the responsibility paragraph of the accountant’s audit on the parent company only financial statements. The personnel regulated by independence at the accounting firm that our accountants work with have been managed according to the code of professional ethics to maintain independence from Lotes as well as perform other responsibilities addressed on the regulation. Based on the audit results of us, we believe we have obtained sufficient and appropriate auditing evidence as the basis to express our audit opinions.

Key audit matters

Key audit matters refer to the most important matters on the audits to Lotes’s parent company only financial statements of fiscal year 2023 based on the professional judgment of our accountants. The matters have been responded on the whole audited parent company only financial statements and during the process of the expression of the audit opinions. There, our accountants will not express opinions separately towards the matters. Based on the judgment of the accountants, the following key audit matters that should be communicated on the audit report are as follows: I. Recognition of income

Please refer to Note IV (16) to the parent company only financial statements for the accounting policy in terms of income recognition. Please refer to Note VI (14) to the parent company only financial statements for the refund liability. Please refer to Note VI (22) to the parent company only financial statements for details about income.

~3~

Description of the key audit matters:

The operating income is the most critical factor when determining the operational performance of Lotes Co., Ltd. Users of the statements are cautiously concerned about the performance of the operating income. In response to the market conditions and business needs, discounts were provided for parts of the sales of goods agreed with the customers. Based on the agreements with the customers, the management would estimate the refund liability and include it as a deduction of operating income. Thus, the income recognition evaluation is one of the fundamental evaluation items for accountants in the execution of financial report audit for Lotes Co., Ltd.

Corresponding audit procedures:

The primary audit procedure conducted by the accountants for the aforementioned key audit matters included the understanding and evaluation of the relevant control procedures and the effectiveness of the design and execution of the control procedure. Regarding the sampling testing for sales close to the balance sheet date, external certification documents were reviewed to assess the adequacy of the income recognition timings. The management’s method to estimate and list refund liabilities were also obtained to assess whether the evaluation is based on the agreed conditions with customers. The adequacy of the refund liability estimate was analyzed with the actual situation afterward.

II. Evaluation of inventory

Please refer to Note IV (7) for the accounting policy of inventory evaluation. Please refer to Note V in the parent company only financial statements for the accounting estimates and assumed uncertainties of the inventory evaluation. Please refer to Note VI (4) in the parent company only financial statements for the information on the losses from the falling price of inventory. Description of the key audit matters:

Due to the impacts of rapid changes in the market demand and the development of production technology, the existing products are at risk to become outdated inventory or non-compliant with market demand. Parts of the inventory may become obsolete or have the market prices dropped. Thus, the inventory evaluation is one of the fundamental evaluation items for the accountants in the execution of financial report audit for Lotes Co., Ltd. Corresponding audit procedure:

The primary audit procedure conducted by the accountants for the aforementioned key audit matters included the understanding and evaluation of the basis and methods used by the management to assess the net realizable value of inventory. Review and audit were conducted in terms of the data used by the management as the basis and to estimate the net realizable value, and an evaluation was conducted on the estimated sales price to the latest sales record by sampling. To evaluate the adequacy of the drop in prices, the adequacy of the inventory aging report was checked, and the changes in the inventory aging of each period were analyzed.

~4~

Emphasis of Matter

As disclosed in Note III (1) to the parent company only financial statements, effective January 1, 2023, Lotes adopted the amendments to IAS 12, which was recognized and issued by the Financial Supervisory Commission, for the preparation of its financial statements, and restated its parent company only financial statements for the year ended December 31, 2022 retrospectively. We have not modified our audit opinion accordingly.

Other Matters

Lotes has prepared its parent company only financial statements for fiscal years 2023 and 2022, and we have issued an unqualified audit report thereon for your information.

Responsibility from management level and governing unit towards the parent company only financial statements

Management level’s responsibility is to prepare the parent company only financial statements present fairly according to Regulations Governing the Preparation of Financial Reports by Securities Issuers and to maintain necessary internal control related to the preparation of the parent company only financial statements in order to ensure there is no major untrue expression on the financial statements due to fraud or error.

When preparing the parent company only financial statements, the responsibility of management level also includes evaluating Lotes’s capability of continuous operation, disclosure of relevant matters and the application of continuous operation accounting model unless the management level intends to liquidate Lotes or suspend its business operation or there is no alternative practical and feasible solution other than liquidation or business suspension.

The governing unit (including the audit committee) at Lotes is responsible for supervising the process of financial reports.

Responsibility of accountants’ audit on the parent company only financial statements

The purpose of the parent company only financial statements audited by our accountants is to obtain reasonable assurance on whether the significant untrue expression exists on the whole parent company only financial statements due to fraud or error as well as issue the audit report. The reasonable assurance is the high certainty; however, it will not be able to guarantee that the significant untrue expression will definitely be able to be detected by generally accepted auditing standards, and the untrue expression might be caused from fraud or error. It is regarded as with significance if the individual amount or the aggregation number of the untrue expression can reasonably predict that it will affect the economic decisions made by the users of the parent company only financial statements.

When we conduct the audit according to generally accepted auditing standards, we use professional judgment and maintain our professional suspicion. We also executed the following tasks: 1. Identifying and evaluating the risk of major untrue expression on the parent company only financial statements due to fraud or error; designing and implementing proper responding strategies towards the risk evaluated; and obtaining sufficient and appropriate audit evidence as the basis of audit opinions. Due to fraud might be involving with collusion, counterfeiting, malicious omission untrue declaration, or going out of the internal control, the risk of not detecting the major untrue expression

~5~

due to fraud will be higher than that due to error.

  1. Obtaining necessary understanding of internal control related to audit in order to design proper audit procedure under the situation of the case. However, its purpose is not to express opinion toward the effectiveness of the internal control in Lotes.

  2. Evaluating the adequacy of the accounting policies used by the management level and the rationality of the accounting evaluation and relevant disclosure concluded.

  3. Based on the audit evidence obtained, conclusion towards the appropriateness of continuous operation accounting basis that the management level adopts and the existence of major uncertainty on events or situations with major concerns affecting Lotes’s capability in continuous operation are made. If we believe major uncertainty existed on the event or situation, we must remind the users of parent company only financial statements on the audit report to pay attention on the relevant disclosure or modify audit opinion when the disclosure is not appropriate. The conclusion that we made is based on the audit evidence obtained up to the audit report day, but future events or situations might cause Lotes not capable in continuous operation.

  4. Evaluating the overall expression, structure and content of the parent company only financial statements (including relevant notes) as well as whether the parent company only financial statements present fairly, in all material respects, relevant transaction and events.

  5. Obtaining sufficient and appropriated audit evidence of the financial information from the investee companies accounted for using equity method as well as express opinions towards the parent company only financial statements. We are in charge of the directing, supervision and execution on the audit cases as well as concluding audit opinions towards the parent company only financial statements of Lotes.

The communication between us and the governing unit includes the audit scope and time planned and major audit findings (including the significant defects on the internal control identified during the auditing process).

We have also provided information to the governing unit that the personnel of the firm—under which our CPAs are working—who are subject to independence requirements have complied with the statement of independence in the CPA code of professional ethics and communicated to the governing unit all relationships and other matters (including relevant safeguards) that may be considered to affect the independence of CPAs.

We determined the key audit matters that we would like to execute on Lotes’s parent company only financial statements for fiscal year 2023 from the communication with the governing unit. We clearly stated the related matters on the audit report unless it is the specific matter that is not allowed to be disclosed to the public according to laws, or under a very rare situation that we decided not to communicate specific matters on the audit report because we can reasonably anticipate the negative influence generated by the communication will be greater than the public interests increased.

~6~

KPMG Taiwan

CPAs:

Competent CHIN-KUAN-CHENG-SHENAuthority of : TZU No. 1000011652 Securities CHIN-KUAN-CHENG-SHENApproval TZU No. 1110333933 Certificate No.[March 12, 2024 ]

~7~

Lotes Co., Ltd.

Unit: NT$ 1,000

Balance Sheet

December 31, 2023, December 31, 2022 and January 1, 2022

Assets
Current assets:
1100
Cash and cash equivalents (Note VI (1) and (25))
1110
Financial assets measured at FVTPL - current
(Note VI (2) and (25))
1150
Net notes receivable (Note VI (3) and (25))
1170
Net accounts receivable (Note VI (3) and (25))
1181
Accounts receivable - related parties (Note VI (3), (25)
and VII)
1200
Other receivables (Note VI (3) and (25))
1210
Other accounts receivable - related parties (Note VI (3),
(25) and VII)
1220
Income tax assets for the current period (Note VI (18))
130X
Net inventory (Note VI (4))
1410
Advance payment
1470
Other current assets

Non-current assets:
1510
Financial assets measured at FVTPL - non-current
(Note VI (2), (12) and (25))
1517
Financial assets measured at FVTOCI - non-current (Note
VI (2) and (25))
1550
Investments accounted for using the equity method (Note
VI (5) and XIII)
1600
Property, plant and equipment(Note VI (6) and VIII)
1755
Right-of-use assets(Note VI (7))
1760
Net investment property(Note VI (8) and (25))
1780
Intangible assets(Note VI (9))
1840
Deferred tax assets(Note VI (18))
1900
Other non-current assets
Dec. 31, 2023
Amount
%
$ 7,936,834
22
7,307 -
1,383 -
5,839,889
17
35,703 -
54,891 -
3 -
135 -
600,365
2
7,215 -
15
-
(Restated)
Dec. 31, 2022
(Restated)
Jan. 1, 2022
Amount
%

779,913
4
-
-
1,911 -

5,812,399
28
32,627 -
22,484 -
160 -
-
-

995,854
5
2,720 -
-
-

7,648,068
37
3,370 -
9,500 -

12,627,056
61

58,354 -
59 -

300,256
2
82,534 -
66,302 -
9,349
-

13,156,780
63
Liabilities and equity
Current liabilities:
2100
Short-term loans (Note VI (10), (25), (28), VIII and IX)
2130
Contract liabilities - current (Note VI (22))
2150
Notes payable (Note VI (25))
2170
Accounts payable (Note VI (25))
2180
Accounts payable - related parties (Note VI (25) and VII)
2200
Other payables (Note VI (25))
2220
Other payables - related parties (Note VI (25) and VII)
2230
Income tax liabilities for the period (Note VI (18))
2280
Lease liabilities - current (Note VI (13), (25) and (28))
2365
Refund liabilities - current (Note VI (14))
2300
Other current liabilities
2322
Long-term loans maturing within one year or one
operating cycle (Note VI (11), (25), (28), and VIII)

Non-current liabilities:
2530
Bonds payable (Note VI (12), (25) and (28))
2540
Long-term loans (Note VI (11), (25), (28), and VIII)
2550
Provisions - non-current (Note VI (15) and (17))
2570
Deferred income tax liabilities (Note VI (18))
2600
Other non-current liabilities

Total of liabilities
Equity attributable to owners of parent:
Share capital:
3110
Capital – common stock (Note VI (19))
3130
Certificates of bond-to-stock conversion (Note VI (19))
3200
Capital reserves (Note VI (19))
3300
Retained earnings (Note VI (19))
3400
Other equity (Note VI (19))
Total of equity
Total of liabilities and equity
Dec. 31, 2023
Amount
%
$ 1,580,000
4
3,605 -
5,191 -
2,000 -
3,742,662
11
386,979
1
4,356 -
593,337
2
59 -
420,182
1
18,060 -
-
-
(Restated)
Dec. 31, 2022
Amount
%

1,830,000
6
29,321 -
8,390 -
18,359 -

2,218,939
8

428,315
1
6,377 -

795,052
3
-
-

384,044
2
11,008 -
8,361
-
(Restated)
Jan. 1, 2022
Amount
%

552,240
3
41,541 -
13,402 -
8,391 -

1,512,055
7

293,440
1
2,166 -

350,031
2
59 -

195,105
1
7,441 -
-
-
Amount
%

3,127,767
11
16,531 -
1,394 -

6,852,416
24
22,514 -
38,176 -
420 -
135 -

995,827
4
5,192 -
-
-
6,756,431
19


5,738,166
20

2,975,871
14
14,483,740
41

11,060,372
39

850,247
3
-
-
43,534 -
948 -
43
-


-
-
117,814 -
41,410 -
1,955 -
43
-
911,927
5
-
-
45,220 -
6,038 -
744
-

26,916 -
1,144 -
20,181,601
57
293,768
1
59 -
221,387
1
38,347 -
164,025 -
13,275
-

-
-
4,595 -

16,943,782
59

296,550
1
-
-

226,041
1
59,895 -
106,064 -
13,661
-
894,772
3

161,222
-
963,929
5

7,651,203
22


5,899,388
20

3,939,800
19

1,113,298
3
1,423 -
8,896,393
25
18,552,928
52
(790,983)
(2)


1,068,762
4
9,536 -

6,307,022
22

15,765,305
55

(339,053)
(1)

1,059,779
5
1,167 -

5,283,698
25

11,202,788
54

(682,384)
(3)

20,940,522
59


17,650,588
61


27,773,059
78




22,811,572
80




16,865,048
81

$
35,424,262
100


28,710,960
100
20,804,848
100

Total of assets

$ 35,424,262 100 28,710,960 100 20,804,848 100

(Please read the Notes to the Parent Company Only Financial Statements) Manager: HO, TE-YU

Chairperson: CHU, TE-HSIANG

Accounting Manager: LIU, HSIN-HSIA

~8~

Lotes Co., Ltd.

Statement of Comprehensive Income

From January 1 to December 31, 2023 and 2022

Unit: NT$ 1,000

4000
Operating revenue (Note VI (14), (22) and XIV)
5000
Operating cost (Note VI (4) and XII)
Gross profit
Operating expense (Note VI (13), (16), (17). (24), (25), VII and XII):
6100
Promotion expense
6200
Administration expense
6300
R&D expense
6450
Expected credit impairment profit/loss
Total operating expense
Net operating profit
Non-operating revenue/expense (Note VI (12) and (23)):
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Financial costs
7070
Share of profit or loss of subsidiaries, associates and joint ventures accounted for using
equity method
Total non-operating revenue/expense
Net profit before tax from continuing operations
7950
Less: Income tax expense (Note VI (18))
Net profit for the period
8300
Other comprehensive income:
8310
Components of other comprehensive income that will not be reclassified to profit or loss
8311
Remeasurement of defined benefit plans
8316
Unrealized gains (losses) from investments in equity instruments measured at FVTOCI
8330
Share of the other comprehensive income of subsidiaries, associates and joint ventures
accounted for using equity method - items which were not reclassified into profit or loss
8349
Less: Income tax related to components of other comprehensive income that will not
be reclassified to profit or loss
Total components of other comprehensive income that will not be reclassified
to profit or loss
8360
Components of other comprehensive income that will be reclassified to profit or loss
8361
Exchange differences on translation
8399
Less: Income tax related to components of other comprehensive income that will be
reclassified to profit or loss
Total components of other comprehensive income that will be reclassified to
profit or loss
8300
Other comprehensive income for the period (net)
Total other comprehensive income for the period
Basic earnings per share (Unit: NT$) (Note VI (21))
Diluted earnings per share (Unit: NT$) (Note VI (21))
2023 %

100

73
(Restated)
2022

%

100

75
Amount
$ 15,473,450
11,253,709
Amount

17,440,172

13,145,656

4,219,741


27


4,294,516


25

306,238
450,781
59,862
(1,625)


2

3

-

-


420,304

378,064
62,879
1,732


2

2

-

-

815,256


5


862,979


4

3,404,485


22


3,431,537


21

264,179
175,636
(71,334)
(33,786)
2,795,627


2

1

-

-

18


25,756

194,240
507,645
(20,421)

2,998,284


-

1

3

-

17

3,130,322


21


3,705,504


21

6,534,807
941,775


43

6


7,137,041

881,110


42

5

5,593,032


37


6,255,931


37

(2,292)
3,982
(38)
(458)


-

-

-

-

2,790
(3,483)
(2,997)
558


-

-

-

-

2,110


-
(4,248)
-

(449,712)
-


(3)
-


349,811
-


2
-
(449,712)
(3)

349,811

2

(447,602)



(3)



345,563


2

$
5,145,430



34



6,601,494


39

$

50.65


58.72
$ 50.19 57.88

(Please read the Notes to the Parent Company Only Financial Statements) Chairperson: CHU, TE-HSIANG Manager: HO, TE-YU Accounting Manager: LIU, HSIN-HSIA

~9~

Lotes Co., Ltd.

Statement of Change in Equity

From January 1 to December 31, 2023 and 2022

Unit: NT$ 1,000

Balance on January 1, 2022
Effects of retrospective application of new standards
Balance after restatement on January 1, 2022
Net profit for the period
Other comprehensive income for the period
Total other comprehensive income for the period
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Special reserve appropriated
Cash dividends of common stock
Other changes in capital reserves:
Changes in equity of subsidiaries, associates and joint
ventures accounted for using equity method
Redemption of convertible bonds
Conversion of convertible bonds
Balance after restatement on December 31, 2022
Net profit for the period
Other comprehensive income for the period
Total other comprehensive income for the period
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Reversal on special reserve
Cash dividends of common stock
Other changes in capital reserves:
Issuance of stock options for convertible bonds
Changes in equity of subsidiaries, associates and joint
ventures accounted for using equity method
Compensation expense for employee stock options
Cash capital increase
Conversion of convertible bonds
Changes in ownership of subsidiaries
Balance on December 31, 2023
Share capital Capital
reserves
Retained earnings Other equity items Other equity items Total equity

16,862,481

2,567
Exchange
difference
between foreign
operating office’s
statement
Unrealized gain
or loss on
financial assets
measured at
**FVTOCI **
Unearned
compensation
to employees
Total
Share capital for
ordinary shares
Certificates of
bond-to-stock
conversion
Total Legal reserve Special reserve Undistributed
earnings
**Total **
$ 1,059,779
-

1,167
-

1,060,946
-

5,283,698
-

1,571,158
-

594,972
-

9,034,040
2,618

11,200,170

2,618

(669,055)

(51)

(13,278)

-

-
-
(682,333)
(51)
1,059,779
1,167

1,060,946

5,283,698

1,571,158

594,972


9,036,658



11,202,788



(669,106)


(13,278)

-

(682,384)



16,865,048

-
-


-
-


-
-


-
-


-
-


-
-


6,255,931
2,232



6,255,931

2,232



-

349,811


-

(6,480)

-

-

-
343,331


6,255,931

345,563
- - - - - -
6,258,163



6,258,163



349,811



(6,480)


-

343,331



6,601,494
-
-
-
-
-
8,983
-
-
-
-
-

8,369
-
-
-
-
-

17,352
-
-
-
127,583
(90)

895,831
347,528
-
-

-

-

-

-
87,361
-
-
-
-

(347,528)

(87,361)
(1,695,646)
-
-
-



-

-

(1,695,646)
-
-
-


-
-

-
-
-
-


-
-
-
-
-
-

-
-
-
-
-
-

-
-
-
-
-
-


-
-
(1,695,646)
127,583
(90)
913,183

1,068,762
-
-



9,536
-
-



1,078,298
-
-



6,307,022
-
-


1,918,686
-
-

682,333
-
-

13,164,286
5,593,032
(1,834)

15,765,305

5,593,032

(1,834)

(319,295)

-

(449,712)

(19,758)
-

3,944

-
-

-
(339,053)
-
(445,768)


22,811,572
5,593,032

(447,602)
- - - - - -
5,591,198



5,591,198



(449,712)



3,944


-

(445,768)



5,145,430
-
-
-
-
-
-
35,000
9,536
-
-
-
-
-
-
-

-

(8,113)
-
-
-
-
-
-
-
35,000

1,423
-
-
-
-
114,556
24,049
52,309

2,270,973

127,484
-
625,649
-
-

-

-

-

-

-
-

-
(343,303)
-
-
-
-
-
-
-

(625,649)

343,303
(2,803,575)
-
-
-
-
-
-



-

-

(2,803,575)
-
-
-
-
-
-


-
-

-
-
-
-
-
-
-


-
-
-
-
-
-
-
-
-

-
-
-
-
-
-
-
-
(6,162)

-
-
-
-
-
-
-
-

(6,162)


-
-
(2,803,575)
114,556
24,049
52,309
2,305,973
128,907

(6,162)
$
1,113,298

1,423

1,114,721

8,896,393

2,544,335

339,030

15,669,563

18,552,928

(769,007)

(15,814)


(6,162)



(790,983)



27,773,059

(Please read the Notes to the Consolidated Financial Statements) Manager: HO, TE-YU

Chairperson: CHU, TE-HSIANG

Accounting Manager: LIU, HSIN-HSIA

~10~

Lotes Co., Ltd.

Statement of Cash Flows

From January 1 to December 31, 2023 and 2022

Unit: NT$ 1,000

Cash flows from (used in) operating activities:
Net profit before tax
Items of adjustment:
Adjustments to reconcile profit (loss)
Depreciation expense
Amortization expense
Expected credit loss (gain)
Interest expense
Interest income
Dividend income
Share of the profit from subsidiaries, associates and joint ventures accounted for using equity method
Net loss on financial assets measured at FVTPL
Investment impairment loss accounted for using equity method
Profit from repurchase of corporate bonds
Inventory valuation and disposal loss
Loss (profit) from the disposal and scaping of property, plant and equipment
Compensation expense for employee stock options
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Decrease in notes receivable
Decrease (increase) in accounts receivable
Increase in other receivables
Decrease (increase) in inventory
Increase in advance payment
Increase in other current assets
Total net change in the assets related to operating activities
Net change in the liabilities related to operating activities:
Decrease in contract liabilities
Decrease in notes payable
Increase in accounts payable
Increase (decrease) in other payables
Decrease in provision for liabilities
Increase in other current liabilities
Increase in refund liabilities
Decrease in other non-current liabilities
Total net change in the liabilities related to operating activities
Total net change in the assets and liabilities related to operating activities
Total of the adjustment items
Cash inflow generated from operating activities
Interest received
Dividends received
Interest paid
Income taxes paid
Cash flows used in operating activities
Cash flows in investing activities:
Disposal of financial assets measured at FVTOCI
Acquisition of financial assets measured at FVTPL
Disposal of financial assets measured at FVTPL
Acquisition of investment accounted for using equity method
Acquisition of property, plant and equipment
Disposal of property, plant and equipment
Acquisition of intangible assets
Acquisition of investment property
Decrease (increase) in other non-current assets
Net cash outflow from investment activities
Cash flows in financing activities:
Increase in short-term loans
Issuance of corporate bonds
Raising long-term loans
Repayment of long-term loans
Repayment of lease principal
Issuance of cash dividends
Cash capital increase
Repurchase of corporate bonds
Cash flows from (used in) financing activities
Increase in cash and cash equivalents
Beginning balance of cash and cash equivalents
Ending balance of cash and cash equivalents
2023
$ 6,534,807
11,966
22,062
(1,625)
33,786
(264,179)
(441)
(2,795,627)
(2,736)
24,860
-
40,413
(29)
52,309
2022

7,137,041

10,192

22,639

1,732

20,421

(25,756)

(300)

(2,998,284)

(12,990)

-
(35)

36,076

34

-

(2,879,241)


(2,946,271)

11
1,000,963
(25,644)
355,049
(2,023)
(15)



517

(1,031,636)

(6,651)

(36,049)

(2,472)

-

1,328,341


(1,076,291)

(25,716)
(3,199)
1,507,363
(42,780)
(168)
7,052
36,138
-



(12,220)

(5,012)

716,852

138,661

(1,020)

3,567

188,939
(701)
1,478,690

1,029,066

2,807,031



(47,225)

(72,210)



(2,993,496)

6,462,597
273,525
441
(21,435)
(1,202,000)



4,143,545

16,455

300

(13,201)

(480,627)

5,513,128



3,666,472

7,433
(25,000)
10,949
(898,915)
(4,471)
29
(514)
-
386



1,422

(8,000)

5,035

(844,045)

(4,654)

40

-
(169,534)

(4,312)
(910,103)

(1,024,048)

(250,000)
1,079,878
-
(126,175)
(59)
(2,803,575)
2,305,973
-



1,277,760

-
130,000

(3,825)

(59)

(1,695,646)

-
(2,800)
206,042

(294,570)

4,809,067
3,127,767



2,347,854

779,913

$
7,936,834



3,127,767

(Please read the Notes to the Parent Company Only Financial Statements) Chairperson: CHU, TE-HSIANG Manager: HO, TE-YU

Accounting Manager: LIU, HSIN-HSIA

~11~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Lotes Co., Ltd. Notes to the Parent Company Only Financial Statements 2023 & 2022

(All amounts are in NT$ thousands unless otherwise stated)

I. Company History

Lotes Co., Ltd. (hereinafter referred to as the “Company”) was incorporated on August 23, 1986 in accordance with the provisions of the Company Law and was approved for registration with its registered office at No.15, Wuxun Street, Anle District, Keelung City. The Company (hereinafter referred to as the “Company”) are principally engaged in the sale and purchase of various hardware parts and components, the manufacturing and processing of various terminals and their connectors, the import and export business in connection with the preceding item and the agency of the preceding item in connection with the tender quotation and distribution of products of domestic and foreign manufacturers. Please refer to Note XIV for further details.

II. Date and Procedures of Approval of Financial Statement

The Parent Company Only Financial Statement was approved and released by the Board of Directors on March 12, 2024.

III. Application of New and Revised Standards and Interpretations

  • (1) Influence of the Adoption of New and Revised Standards and Integrations Approved by the Financial Supervisory Commission

Effective January 1, 2023, the Company adopted the following newly revised IFRSs, the impact of which is described below:

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

The amendments restrict the scope of the recognition exemption. When the original recognition of a transaction results in an equal amount of taxable and deductible temporary differences, the recognition exemption no longer applies, and an equal amount of deferred income tax assets and deferred income tax liabilities should be recognized. This accounting change resulted in an increase of NT$2,567 thousand, an increase of NT$2,618 thousand and a decrease of NT$51 thousand in investments accounted for using equity method, retained earnings and other equity, respectively, as of January 1, 2022, and an increase of NT$4,263 thousand, an increase of NT$4,286 thousand and a decrease of NT$23 thousand in investments accounted for using the equity method, retained earnings and other equity, respectively, as of December 31, 2022. The share of profit or loss of subsidiaries, associates and joint ventures accounted for using equity method decreased by

~12~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

NT$1,668 thousand, while basic earnings per share and diluted earnings per share increased by NT$0.02 and NT$0.01, respectively, and had no impact on net cash flows for the year ended December 31, 2022.

If the Company had followed the previous accounting policy, the investments accounted for using equity method, retained earnings and other equity as of December 31, 2023 would have been increased by NT$6,877 thousand, decreased by NT$7,023 thousand and increased by NT$146 thousand, respectively. For the year ended December 31, 2023, the share of profit or loss of subsidiaries, associates and joint ventures accounted for using equity method would have been increased by NT$2,737 thousand, basic earnings per share and diluted earnings per share would have been decreased by $0.02 and $0.03, respectively, and there would have been no effect on net cash flows.

  1. Others

The following revised standards are also effective January 1, 2023, but did not have a significant impact on the parent company only financial statements:

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

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

In addition, effective May 23, 2023, the Company adopted the amendments to IAS 12, "International Tax Reform - Pillar Two Model Rules", which provide a temporary mandatory exemption and applies retrospectively to the accounting for deferred income taxes related to supplemental taxes and newly disclose Pillar II income tax risk information from the annual reporting period which began from January 1, 2023. However, as of December 31, 2022, no country where the Company operates has enacted or substantively enacted legislation related to supplemental tax, and no related deferred income tax has been recognized; therefore, the retroactive application of the amendment had no impact on the parent company only financial statements. The Company is closely monitoring the progress of the legislation on the introduction of the global minimum tax in each of the jurisdictions in which the Company operates and will disclose the mandatory exemption and the new disclosure requirements in the 2023 parent company only financial statements. Please refer to Note VI (18) Income Tax for more details.

  • (2) Effects of new and revised standards and interpretation has been approved by FSC but not yet being adopted

The Company assessed that the application of the following newly revised IFRSs, effective January 1, 2024, would not have a material impact on the parent company only financial statements.

‧Amendments to IAS 1, “Classification of Liabilities as Current or Non-current”

‧Amendments to IAS 1, “Non-current Liabilities with Covenants”

‧Amendments to IAS 7 and IFRS 7, “Supplier Finance Arrangements”

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

~13~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (3) New and revised standards and interpretations not yet recognized by the FSC

The Company does not expect the following newly issued and amended standards, which have not yet been endorsed, to have a material impact on the parent company only financial statements.

‧Amendments to IFRS 10 and IAS 28, “Disposal of or Contribution to Assets between an Investor and its Affiliate or Joint Venture”.

‧Amendments to IFRS 17, “Insurance Contracts” and IFRS 17

  • ‧Amendments to IFRS 17, "First-time Application of IFRS 17 and IFRS 9 Comparative Information"

‧Amendments to IAS 21, “Lack of Exchangeability”

IV. Summary of Major Accounting Policies

The major accounting policies adopted in this Financial Statement are summarized as follows. Unless otherwise noted, the following accounting policies have been applicable for all presentation period of the Parent Company Only Financial Statement.

(1) Compliance statement

The Parent Company Only Financial Statement was compiled in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers.

(2) Compiling Basis

  1. Measurement foundation

Except the major items in the following balance sheet, the Parent Company Only Financial Statement was compiled based on the historical costs:

(1) Financial assets at fair value through profit or loss measured with fair value.

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

  • (3) Liabilities for cash-settled share-based benefit agreements that are measured at fair value.

  • (4) Net defined benefit liability (or asset) is measured according to the fair value of the retirement fund assets deducting present value of the defined benefit obligation and the ceiling influence value listed in Footnotes IV (17).

  • Functional Currency and Presentation Currency

Each party of the Company takes the currency of major economic environment where its operation is located as its functional currency. The Parent Company Only Financial Statement is presented in the functional currency of the Company, TWD. All of the financial information expressed herein in TWD is of one thousand per unit.

~14~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Foreign currency

1. Foreign currency trading

Foreign currency is converted into functional currency according to exchange rate on the date of transaction. At the end of each subsequent reporting period (the “Reporting Date”), foreign currency monetary items are translated into functional currency at the exchange rate prevailing on that date. Non-monetary items measured at fair value in foreign currencies are translated into functional currencies using the exchange rates prevailing at the date of fair value measurement, while non-monetary items measured at historical cost in foreign currencies are translated at the exchange rates prevailing at the dates of the transactions.

The foreign currency exchange difference resulting from the conversion is recognized to be other comprehensive Income excepting for the following situations, otherwise, recognized to be gains and losses:

(1) Equity instruments designated as measured at fair value through other comprehensive income.

(2) Financial liabilities designated as a net investment hedge for a foreign operating entity are within the effective range of the hedge; or

(3) Eligible cash flow hedges are within the effective range of the hedge.

2. Foreign Operating Organizations

The assets and liabilities of foreign operating organizations, including the business reputation and fair value adjustment during the acquisition, are converted to be NTD according to exchange rate on the report day; gains and losses are converted into NTD according to exchange rate in the current period, and the resultant conversion difference is recognized to be other comprehensive Income.

In case of the loss of control, joint control or material influences arising from the punishment on foreign operating organizations, the accumulated conversion differences related to the foreign operating organizations shall be fully reclassified as gains and losses. In case of affiliated company or joint ventures of foreign operating organizations involved in some of the punishment, related accumulated conversion differences shall be fully reclassified as gains and losses in proportion.

As to the receivable and payable monetary items of foreign operating organizations, if without the repayment plan or the possibility of repayment in foreseeable future, the resultant gains and losses from foreign currency conversion shall be regarded as a part of net investments to the foreign operating organizations as recognized as other comprehensive income.

~15~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (4) Standards for classifying current and non-current assets and liabilities

Assets meeting one of the following conditions are recognized to be current assets, and

other assets not belonging to current assets are recognized to be non-current assets:

  1. Those that are expected to be realized during the normal operating period or intended to be sold or consumed.

  2. Those held mainly for the purpose of transaction.

  3. Those expected to be realized within 12 months after the reporting period.

  4. The asset is cash or cash equivalents, unless the asset is otherwise restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

The liabilities meeting any one of the following conditions are current liabilities, and other liabilities not belonging to current liabilities are recognized to be non-current liabilities:

  1. Those expected to be paid off during the normal operating period.

  2. Those held mainly for the purpose of transaction.

  3. Those expected to be paid off within 12 months after the reporting period.

  4. Liabilities that do not have an unconditional right to extend the maturity period to at least 12 months after the reporting period. The terms of the liability may, at the option of the counterparty, not affect its classification if the issuance of equity instruments results in its settlement.

(5) Cash and cash equivalents

Cash includes cash on hand and demand deposits. Cash equivalents are the investments which are allowed to be converted into normed cash with few value change risks and short-term high flowability. Certificate of deposit which satisfy the foregoing definition and with the holding purpose of meeting the short-term cash pledges rather than investment or others shall be recognized as cash equivalents.

  • (6) Financial instrument

Accounts receivable and the original debt securities issued are recognized when they are incurred. All other financial assets and financial liabilities were originally recognized when the company became a party to the terms of the financial instrument agreement. Financial assets that are not measured at fair value through profit or loss (except accounts receivable, which do not contain a significant financial component) or financial liabilities are measured at fair value plus the transaction cost directly attributable to the acquisition or issue. Accounts receivable, which do not contain significant financial components, are originally measured at transaction prices.

1. Financial assets

The purchase or sale of financial assets by a conventional trader, the company shall treat all purchases and sales of financial assets classified in the same manner in accordance with the transaction date or the settlement date.

~16~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

At the time of the original recognition, financial assets were classified as: financial assets measured at amortized cost, debt instrument investments measured at fair value through other comprehensive income, equity instrument investments measured at fair value through other comprehensive income, or financial assets measured at fair value through gains and losses.

The company will only change its business model for managing financial assets from the first day of the next reporting period to classify all affected financial assets.

(1) Financial assets measured at amortized cost

Financial assets are measured at post-amortized cost when they simultaneously meet the following conditions and are not specified to be measured at fair value through profit or loss:

‧The financial asset is held under a business model for the purpose of collecting contractual cash flow.

‧The cash flow generated by the terms of the contract on the financial asset at the specified date is solely for the payment of the principal and the interest on the outstanding principal amount.

The cumulative amortization of such assets is subsequently calculated by the effective interest method plus or minus the original amount recognized, and the amortized cost of any loss allowance is adjusted. Interest income, foreign exchange gains and losses and impairment losses are recognized as gains and losses. When derecognized, the profit or loss shall be included in the profit or loss.

(2)Financial assets measured at FVTOCI

When the debt instrument investment simultaneously meets the following conditions and is not specified to be measured at fair value through profit and loss, it is measured at fair value through other consolidated profit and loss:

‧The financial asset is held under a business model for the purpose of collecting contractual cash flow and selling.

‧The cash flow generated by the terms of the contract on the financial asset at the specified date is solely for the payment of the principal and the interest on the outstanding principal amount.

The company may, at the time of its original recognition, irrevocably choose to report the subsequent changes in the fair value of its non-tradable equity instrument investments to other consolidated profits and losses. The foregoing selection is made on an item-by-item tool basis.

~17~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Debt instrument investors are measured by fair value afterwards. Interest income, foreign exchange gains and losses and impairment losses calculated by the effective interest method are recognized as gains and losses, while the remaining net gains or losses are recognized as other comprehensive income. When discounting, the accumulated amount of other comprehensive income shall be reclassified into comprehensive income.

Equity instrument investors are measured by fair value afterwards. Dividend income (unless it clearly represents the recovery of a portion of the investment cost) is recognized as a profit or loss. The remaining net benefits or losses are recognized as other comprehensive income and are not reclassified into gains and losses.

Dividend income from equity investments is recognized on the date (usually ex-dividend date) when the consolidated company becomes entitled to receive dividends.

  • (3) Financial assets measured at FVTPL

Financial assets not measured at amortized cost or through other comprehensive income at fair value (e.g., financial assets held for trading and managed on a fair value basis for performance evaluation) are measured at fair value through profit or loss, including derivative financial assets. The company may, at the time of its original recognition, irrevocably designate financial assets that meet the criteria of measuring at fair value according to the amortized cost or through other comprehensive income as financial assets measured at fair value through gains and losses in order to eliminate or substantially reduce improper accounting matching.

Such assets are subsequently measured at fair value and their net gains or losses (including any dividends and interest income) are recognized as gains or losses.

  • (4) Business model evaluation

The purpose of the company is to assess the business model of holding financial assets at a portfolio level, which best reflects the way of operation and management and the way of providing information to management. The following information is considered:

  • The portfolio policies and objectives described and the operation of such policies. Including whether the management’s strategy is to focus on earning contractual cash flow, maintaining a certain portfolio of interest rates, matching the duration of financial assets with the duration of the relevant liabilities or anticipated cash outflows, or achieving cash flow through the sale of financial assets.

  • Performance of the business model and how the financial assets held under the business model are evaluated and reported to the principal managers of the business.

~18~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • Risks that affect the performance of the business model (and the financial assets held under the business model) and the manner in which such risks are managed.

  • The frequency, amount and timeliness of previous sales of financial assets, the reasons for such sales and the expectation of future sales.

The transfer of a financial asset to a third party for the above business purposes that does not meet the exclusion criteria is not a sale as described above, consistent with the purpose for which the merged company continues to recognize the asset.

  • (5) Evaluate whether the cash flow of the contract is fully the interest on the payment of the principal and the amount of outstanding principal

For evaluation purposes, the principal is the fair value of the financial asset at the time of its original recognition, and the interest is made up of the following considerations: the time value of money, the credit risk associated with the amount of outstanding principal in circulation during a particular period, and other basic lending risks and costs and profit margins.

To evaluate whether the contract cash flow is fully interest on the principal and the outstanding principal amount, the company considers the terms of the financial instrument contract, including whether the financial asset contains a contract term that can change the point or amount of the cash flow of the contract, causing it to fail to meet this condition. In the evaluation, the consolidated company considers:

  • Any contingencies that change the timeliness or amount of the cash flow of the contract;

  • The terms of the coupon rate may be adjusted, including the nature of the variable rate;

  • The nature of prepayment and extension; and

  • Claims of the consolidated company are limited to cash flow terms derived from specific assets (e.g. non-recourse nature).

  • (6) Impairment of financial assets

For the financial assets measured at the amortized cost after (including cash and about when cash, notes receivable, accounts receivable, other receivables, refundable deposit, and other financial assets, etc.), through the other comprehensive income measured at fair value, the debt instruments of investment assets and contract of expected loss, the company recognizes the allowance for credit losses.

The following financial assets are measured against losses according to the expected credit loss amount of 12 months, and the rest are measured according to the expected credit loss amount of the existing period:

  • Determine that the credit risk of the debt securities at the reporting date is low; and

~19~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • The credit risk of other debt securities and bank deposits (i.e. the risk of default during the expected life of financial instruments) has not increased significantly since the original recognition.

The loss allowance for accounts receivable and contract assets is measured in terms of the expected credit loss during the period of existence.

In determining whether credit risk has increased significantly since the initial recognition, the consolidated company considers reasonable and verifiable information (available at no excessive cost or investment), including qualitative and quantitative information, as well as analysis based on the Company’s historical experiences, credit assessment and forward-looking information.

The consolidated company shall be deemed to be in default of the financial asset if the debtor of the contract payment is unlikely to meet his credit obligations to make the full payment to the consolidated company.

Expected credit loss during the life of a financial instrument refers to the expected credit loss arising from all possible defaults during the life of the financial instrument.

Twelve-month expected credit loss refers to the expected credit loss arising from the possible default of the financial instrument within twelve months after the date of the report (or a shorter period, if the expected duration of the financial instrument is shorter than twelve months).

The longest contract period during which the expected credit loss is measured is the longest contract period during which the company is exposed to credit risk.

The expected credit loss is the probabilistic weighted estimate of the credit loss during the expected life of the financial instrument. Credit losses are measured in terms of the present value of all cash shortfalls, the difference between the cash flows that the company can collect under the contract and the cash flows that the company expects to collect. The expected credit loss is discounted at the effective interest rate of the financial asset.

On each reporting date, the company evaluates whether there is a credit impairment in the debt securities on which financial assets are measured at after-amortized cost and on which fair value is measured through other comprehensive income. When one or more events have occurred that adversely affect the estimated future cash flow of a financial asset, the financial asset has suffered a credit impairment. Evidence of credit impairment of financial assets includes observable information relating to:

  • Major financial difficulties of the borrower or issuer;

  • Default, such as delay or delay beyond a specified period;

~20~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • For economic or contractual reasons related to the borrower’s financial difficulties, the merged company gives the borrower concessions that the borrower would not have considered;

  • The borrower is likely to file for bankruptcy or other financial restructuring; or

  • The active market for the financial asset disappears due to financial difficulties.

  • The loss allowance for a financial asset measured at its amortized cost is deducted

  • from the carrying amount of the asset. The allowance for losses on debt instrument investments is measured at fair value through other comprehensive income. It is adjusted and recognized as other comprehensive income (without reducing the carrying amount of the assets).

When the company cannot reasonably expect to recover the financial assets as a whole or in part, it will directly reduce the total book amount of its financial assets. For the company, the company shall analyze the date and amount of the write-off on the basis of whether it is reasonable to expect recovery. The company does not expect a significant reversal of the write-off. However, financial assets that have been written off may still be enforced to comply with the procedures of the consolidated company for recovering overdue amounts.

  • (7) Financial assets derecognition

When the Company terminates the contractual rights from the cash flow of such assets or has transferred the financial assets and almost all risks and returns of the asset ownership have been transferred to other enterprises, the financial assets shall be derecognized.

Transactions in which the Company enters into transfers of financial assets that retain all or substantially all of the risks and rewards of ownership of the transferred assets continue to be recognized on the balance sheet.

  1. Financial liabilities and equity instruments

  2. (1) Classification of liabilities or equity

Debt and equity instruments issued by the Company are classified as financial liabilities or equity based on the substance of the contractual agreements and the definitions of financial liabilities and equity instruments.

  • (2) Equity transactions

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the amount of the consideration received less direct issue costs.

~21~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Compound financial instruments

The number of shares issued does not vary with the change in fair value of the compound financial instruments, which are convertible bonds (denominated in New Taiwan dollars) that the holders have the option to convert to equity.

The original recognition amount of the liability component of a compound financial instrument is measured at the fair value of a similar liability excluding the equity conversion rights. The original recognition amount of the equity component is measured as the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to the carrying amounts of the original liability and equity.

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

Interest related to financial liabilities is recognized as profit or loss. Financial liabilities are reclassified to equity upon conversion, and no gain or loss is recognized upon conversion.

(4) Financial liabilities

Financial liabilities are classified as amortized costs or measured at fair value through profit or loss. Financial liabilities which are held for trading, derivatives or specified at the time of their original recognition are classified as being measured at fair value through profit or loss. Financial liabilities, measured at fair value through profit and loss, are measured at fair value, and the associated net benefits and losses, including any interest expense, are recognized as profit and loss.

The effective subsequent interest method for other financial liabilities is measured at the amortized cost. Interest expenses and exchange gains and losses are recognized as gains and losses. Any benefit or loss at the time of discounting is also considered as profit or loss.

(5) Derecognition of financial liabilities

The Company derecognizes financial liabilities when contractual obligations have been fulfilled, cancelled or matured. When the terms of a financial liability are modified and the cash flows of the modified liability differ materially, the original financial liability is derecognized and a new financial liability is recognized at fair value based on the modified terms.

~22~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

When derecognizing financial liabilities, the difference between carrying amount and the sum of paid or payable considerations (including any transferred non-cash capital or assumed liabilities) shall be recognized as gains and losses.

  • (6) Offset between financial assets and liabilities

Financial assets and financial liabilities can be offset with each other and represented on the balance sheet with net value only when the Company has legal rights to offset and has the intention to deliver with net value as well as realize capital and liquidate the liabilities.

3. Derivative financial instruments

The Company holds derivative financial instruments to avoid foreign currency and interest rate risks. Embedded derivatives are separated from the main contract when specific conditions are met and the main contract is not a financial asset.

Derivative instruments are initially recognized at fair value and subsequently measured at fair value, and the resulting gain or loss is recognized directly in profit or loss.

(7) Inventory

Inventory shall be measured with the lower of the costs and net realizable value. The costs include the acquisition, production and processing costs enabling them to arrive at the available places and status and other costs, which are calculated according to the standard cost method, and priced at cost transferring according to weighted mean method. The costs of the inventory of finished products and products in process include the manufacturing costs amortized based on normal production capacity according to proper percentage.

Net realizable value refers to the estimated prices under normal operation deducting estimated costs to be needed for estimated completion and estimated costs to be needed for completing selling.

  • (8) Investments in Associates

Associates are entities over which the Company has significant influence, but not control or joint control, over financial and operating policies.

The Company accounts for its interests in associates using the equity method. Under the equity method, the investment is initially recognized at cost, including the cost of the transaction. The carrying amount of the investment in associates includes goodwill identified at the time of the initial investment, less any accumulated impairment losses.

The parent company only financial reports include the Company's share of the profits or losses and other comprehensive income of the associates, from the date of significant influence until the date when significant influence is lost, after adjustments consistent with the Company’s accounting policies. When an associate undergoes an equity transaction affecting comprehensive income and other comprehensive income that does not affect the Company’s ownership percentage, the Company recognizes any changes in equity

~23~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

proportionately as capital reserves.

Unrealized gains and losses arising from transactions between the Company and its associates are recognized in the financial statements only to the extent unrelated to the investor's interest in the associates. When the Company’s share of losses in an associate equals or exceeds its interest in the associate, recognition of further losses is stopped unless there is a legal or constructive obligation or payments have been made on behalf of the investee.

When an associate issues new shares and the Company does not subscribe proportionately, causing a change in its ownership percentage and thus changing the net equity value of the investment, such changes are adjusted against capital reserves for equity method investments. If this adjustment reduces the capital reserves and the remaining balance of capital reserves from equity method investments is insufficient, the difference is charged against retained earnings. However, if the Company’s ownership interest in the associate decreases without subscribing proportionately, previously recognized amounts related to the associate in other comprehensive income are reclassified proportionally, based on the same basis as if the associate had directly disposed of related assets or liabilities.

(9) Investing subsidiary

In preparing parent company only financial statements, the Company applies the equity method to investees over which it has control. Under the equity method, the share of current profit or loss and other comprehensive income of the parent company only financial report is the same as the share of current profit or loss and other comprehensive income attributable to the owners of the parent in the financial statements prepared on a consolidated basis, and the interest of the owners of the parent company only financial report is the same as the interest attributable to the owners of the parent in the financial statements prepared on a consolidated basis.

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

(10) Investment property

Investment real estate means real property held for the purpose of earning rent or asset appreciation, or both, rather than for the purpose of production, provision of goods or services, or for administrative purposes. Investment real estate is originally measured by cost, and later measured by cost minus accumulated depreciation and accumulated impairment. The depreciation method, durable life and residual value shall be treated in accordance with the provisions of real estate, plant and equipment.

The disposal interest or loss of the investment real estate (calculated at the difference between the net disposal price and the account amount of the project) shall be recognized as the profit or loss.

~24~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The rental income of investment real estate is recognized as other income in the straight-line method during the lease term. The incentive to lease is recognized as part of the rental income during the lease term.

  • (11) Property, plant and equipment

  • Recognition and measurement

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

Significant components of property, plant and equipment are treated as separate items (major components) when they have different life cycles.

Gain or loss on disposal of property, plant and equipment is recognized in profit or loss.

2. Subsequent costs

Subsequent expenses are capitalized only when it is probable that future economic benefits will flow into the Company.

  1. Depreciation

Depreciation is calculated based on the cost of the asset less its residual value and is recognized in profit or loss using the straight-line method over the estimated useful life of each component.

The land is not subject to depreciation.

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

  • (1) Buildings 20-40 years

  • (2) Machinery 3-10 years

  • (3) Other equipment 2-10 years

The Company reviews the method of depreciation, durability and residual value at each reporting date and makes appropriate adjustment as necessary.

  1. Reclassification to investment real estate

When real property for own use is reclassified to investment property, the real property is reclassified to investment property based on its carrying amount at the time of change of use.

(12) Leasing

The company shall assess whether the contract is a lease or includes a lease on the date of formation of the contract. If the contract transfers control over the use of the identified assets for a period of time in exchange for consideration, the contract shall be a lease or includes a lease.

~25~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

1. The lessee

The company recognize the right-of-use assets and lease liabilities on the beginning date of the lease. Right-of-use assets are originally measured in terms of cost, which includes the original measured amount of lease liabilities, adjusts the lease beginning date or before payment of any rent payment, and the initial direct costs, and applied to removing the asset and restoring its location or the estimated cost of the underlying assets. It minuses the charge of any lease incentives at the same time.

Depreciation of right-of-use assets following the commencement of the lease shall be carried out by the straight-line method at the end of the useful life of right-of-use assets or earlier at the end of the lease term. In addition, the company will periodically evaluate whether there is any loss of right-of-use assets and deal with any loss that has occurred, and adjust the right-of-use assets in the case of lease liabilities.

Lease liabilities are defined as the present value of lease benefits not yet paid at lease commencement date. If the implied lease rate is easy to determine, the discount rate will be that rate, and if not, the incremental borrowing rate of the Company will be used. Generally speaking, the consolidated company adopts its incremental borrowing rate as the discount rate.

Lease benefits measured in Lease liabilities include:

  • (1) fixed payments, including substantive fixed payments;

  • (2) depending on the variation of a certain index or rate of rent payment, the index or rate on the commencement date of the lease shall be used as the original measurement;

  • (3) the guaranteed amount of salvage value expected to be paid; and

  • (4) the price at which the option to exercise the option to purchase or terminate the lease will be reasonably determined or the penalty to be paid.

Lease liabilities is then calculated using effective interest method, and the amount was measured when:

  • (1) changes in the index or rate used to determine lease payments result in changes in future lease payments;

  • (2) the guaranteed amount of the residual value expected to be paid has changed;

  • (3) the evaluation of the underlying asset purchase option has changed;

  • (4) the estimate of whether to exercise the option of extension or termination has changed, which leads to the change of the assessment of the lease period;

  • (5) modification of the subject matter, scope or other terms of the lease.

~26~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Lease liabilities are remeasured due to the aforementioned changes in the index or rate used to determine lease payments, changes in the residual value guarantee amount, and changes in the evaluation of purchases, extensions or termination options, the book value of right-of-use assets should be adjusted accordingly. When the book value of right-of-use assets is reduced to zero, the remaining re-measured amount is recognized in profit or loss.

For the tease modifications about the reduced coverage, the book amount of right-of-use assets will be reduced to reflect partial or total termination of Lease, and the difference between Lease assets and Lease assets will be included in the profit and loss.

The company will express the right-of-use assets and lease liabilities that do not conform to the definition of investment real estate in the form of single line items in the balance sheet.

In relation to short-term leases and leases of low-value assets, the Company has chosen not to recognize right-of-use assets and lease liabilities, but rather to recognize lease payments on a straight-line basis as an expense during the lease term. 2. The lessor

The transaction in which the company is a lessor shall be classified as a financial lease or an operating lease on the date of establishment of the lease, depending on whether or not the lease contract is transferred to almost all the risks and rewards attached to the ownership of the underlying asset. In the evaluation, the consolidated company shall consider certain indicators, including whether the lease term covers the principal part of the underlying asset’s economic life.

If the company is a sublease lessor, it will handle the master lease and the sublease transaction respectively and evaluate the sublease transaction classification based on the right-of-use assets generated from the master lease. If the principal lease is a short-term lease and a recognition waiver is applicable, the sublease transaction shall be classified as an operating lease.

(13) Intangible assets

1. Recognition and measurement

Computer software acquired by the Company is measured at cost less accumulated amortization and accumulated impairment.

2. Subsequent expenditure

The subsequent expenditure can be capitalized only when they can increase the future economic benefits of relevant specific assets, and all of other expenditures are recognized as gains and losses when they occur, including the expenses for developing reputation and brand establishing.

~27~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

3. Amortization

Amortization is calculated based on the cost of the asset less its estimated residual value and is recognized in profit or loss using the straight-line method over the estimated useful lives of the Intangible assets, from one to five years from the time the assets reach a ready-for-use condition.

The Company reviews the amortization method, useful life and residual value of Intangible assets at each reporting date and makes appropriate adjustments as necessary. (14) Non-financial asset impairment

At each reporting date, the Company assesses whether there is any indication that the carrying amount of non-financial assets (other than inventories, deferred income tax assets) may be impaired. If any indication exists, the recoverable amount of the asset is estimated.

For the purpose of impairment testing, cash inflows that are largely independent of other individual assets or groups of assets are treated as the smallest identifiable group of assets.

The recoverable amount is the higher of the fair value less costs to dispose of the individual asset or cash-generating unit or its value in use. If the recoverable amount of an individual asset or cash-generating unit is less than its carrying amount, an impairment loss is recognized. An impairment loss is recognized immediately in profit or loss and is reduced first by the carrying amount of goodwill amortized on the cash-generating unit and then by the carrying amount of each other asset in the unit in proportion to its carrying amount.

Non-financial assets other than goodwill are reversed only to the extent that they do not exceed the carrying amount (net of depreciation or amortization) that would have been determined had no impairment loss been recognized for the asset in prior years. (15) Provision for liabilities

Provisions are recognized as present obligations due to past events that make it probable that the Company will need to expend economically efficient resources in the future to settle the obligation and the amount of the obligation can be reliably estimated.

The amount recognized in Provisions takes into account the risks and uncertainties of the obligation and is the best estimate of the payments required to settle the obligation at the end of the reporting period. If Provisions is measured at the estimated cash flows to settle this realistic obligation, the carrying amount is the present value of those cash flows.

(16) Income recognition

Revenue from customer contracts

Income is measured in consideration for the expected entitlement to transfer goods or services. The company recognizes revenue from the transfer of control of goods or services to the customer in order to meet its performance obligations.

~28~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The company manufactures electronic components and sells them to manufacturers in the electronics industry. The company recognizes revenue at the time of the transfer of control over the products. Control transfer of the product means that the product has been delivered to the customer and the customer can fully determine the sales channel and price of the product, and there is no failure to fulfill obligations that would affect the customer’s acceptance of the product. Delivery occurs when the product is shipped to a specific location, the risk of obsolescence and loss has been transferred to the customer, the customer has accepted the product in accordance with the sales contract, the acceptance terms have expired, or the consolidated company has objective evidence that all acceptance conditions have been met.

The consolidated company recognizes revenue on the basis of the net amount of the estimated discount deducted from the contract price, the amount of which is estimated based on past experiences, and only to the extent that there is a high probability that no significant turnaround will occur. As of the date of the report, the sales will expect to pay the customer for the discount, which is refunded as refund liabilities. The average credit period of sales is one hundred twenty days to one hundred fifty days, which is consistent with the practice of the same trade, so no financing elements are included.

The company shall recognize accounts receivable at the time of delivery of the goods, as the consolidated company shall have the right to receive unconditional consideration at that time.

The time between the transfer of goods or services from all customer contracts to the customer and the time between the customer’s payment for the goods or services is expected to be no more than one year, so the company does not adjust the time currency value of the transaction price.

(17) Employee benefits

1. Defined contribution plan

The obligation for contributions under the defined contribution plan is recognized as an expense during the period in which the employees provide services.

2. Defined benefit plan

The Company’s net obligation to a defined benefit plan is measured by discounting the present value of future benefits earned by the employee’s current or prior period of service, less the fair value of the plan assets.

The defined benefit obligation is actuated annually by a qualified actuary using the projected unit benefit method. When the results of the calculation are probable to be favorable to the Company, an asset is recognized to the extent of the present value of any economic benefits that may be obtained by returning a contribution from the plan or reducing future contributions to the plan. Any minimum funding requirement is taken into account in calculating the present value of economic benefits.

~29~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The remeasurement of the net defined benefit obligation, including actuarial gains and losses, compensation for plan assets (excluding interest), and any change in the impact of asset limits (excluding interest) is recognized immediately in other comprehensive income and accumulated in retained earnings. The Company determines net interest expense (income) for net defined benefit liabilities (assets) using the net defined benefit liabilities (assets) and discount rate determined at the beginning of the annual reporting period. Net interest expense and other costs for defined benefit plans are recognized in profit or loss.

When a plan is revised or curtailed, changes in benefits related to prior period service costs or curtailment gains or losses are recognized immediately in profit or loss. The Company recognizes gain or loss on the settlement of defined benefit plans when settlement occurs.

3. Short-term employee benefits

Short-term employee benefit obligations are recognized as an expense when services are provided. If the Company has a present legal or constructive obligation to pay for services rendered by employees in the past and the obligation can be estimated reliably, the amount is recognized as a liability.

  • (18) Share-based payment transactions

Equity-settled share-based payment agreements recognize an expense and increase relative equity over the vesting period of the award at the grant date fair value. The expense recognized is adjusted for the number of awards that are expected to qualify for the service condition and the non-market vesting condition, and the final amount recognized is measured based on the number of awards that qualify for the service condition and the non-market vesting condition on the vesting date.

The non-vested conditions regarding share-based payment awards are reflected in the measurement of the fair value of the share-based payment awards at the date of grant and no adjustment is required to be made to verify the difference between the expected and actual results.

The fair value amount of the share appreciation rights payable to employees for cash settlement is recognized as an expense and an increase in the relative liability in the period in which the employees reach the point where they can receive unconditional compensation. The liability is remeasured at the fair value of the share appreciation rights at each reporting date and settlement date, and any change is recognized in profit or loss.

(19) Income tax

Income taxes include current and deferred income tax asset. Except those related to enterprise consolidation and items directly recognized as equities or other comprehensive income, Current tax and deferred income tax asset shall be recognized as gains and losses.

~30~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Current taxes include expected payable income taxes or receivable tax rebates of the annual taxation (losses) calculated according to the legal tax rate or substantial legal tax rate on the report day, and any unappropriated retained earnings plus 10% income tax recognized as tax expense in the shareholders meeting resolution year calculated according to the adjustments to the payable income taxes in the previous year and the provisions of income tax laws.

Deferred income tax is recognized for temporary differences between the carrying amounts of assets and liabilities at the reporting date and their tax bases. Deferred income tax is not recognized for the following temporary differences:

  1. Temporary differences arising from the initial recognition of assets or liabilities in transactions that are not business combinations and, at the time of the transaction, (i) do not affect either accounting profit or taxable income (loss) and (ii) do not result in taxable and deductible temporary differences in equal amounts.

  2. Those generated due to investment subsidiary company and joint equities and likely to not to be returned in the foreseeable future.

  3. Original recognition of business reputation

Deferred income tax assets are recognized for unused tax losses and unused income tax credits in subsequent periods to the extent that it is probable that future taxable income will be available against which the temporary differences can be deducted. Deferred income tax assets are reassessed at each reporting date and reduced to the extent that it is not probable that the related income tax benefit will be realized, or to the extent that it becomes probable that sufficient taxable income will be available to allow the reversal of the original reduction.

Deferred income tax assets are measured according to the tax rate in the current period when the expected capital is realized or liabilities are liquidated and based on the legal tax rate or substantial legal tax rate on the report day.

Only when the Company shall meet the following conditions at the same time, can the deferred income tax assets and deferred tax liabilities offset with each other:

  1. Having the legal execution right to make the current income tax assets and the current tax liabilities offset with each other: and

  2. Deferred income tax assets and deferred tax liabilities are related to one of the subjects of tax payment from which the same tax authority levies income tax;

  3. (1) Same subject of tax payment; or

  4. (2) Different subjects of tax payment, but all subjects intend to liquidate the current tax liabilities and assets based on net amount or at the same time realize assets and liquidate liabilities in each of the future periods when deferred income tax assets of major amounts are expected to be recovered and deferred tax liabilities expected to be liquidated.

~31~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(20) Earnings per share

The Company lists the basic and diluted earnings per share of holders of common stock equity of the Company. The basic earnings per share of the Company shall be calculated with the gains and losses of the holders of common stock equity of the Company divided by the weighted mean of current outstanding common shares. Diluted earnings per share shall be calculated after adjusting the influence of all potential diluted common shares of the gains and losses of the holders of common stock equity of the Company and the weighted mean of current outstanding common shares. The potential diluted common shares of the Company include convertible corporate bonds and stock options for employees.

(21) Segmental information

The Company has disclosed segment information in the Consolidated Financial Statements and therefore parent company only financial statements do not disclose segment information.

V. Primary Sources of Major Accounting Judgment, Estimate and Assumption Uncertainties

Management is required to make judgments, estimates and assumptions in preparing this entity’s financial statements that will affect the adoption of accounting policies and the reported amounts of assets, liabilities, revenue and expenses. Actual results may differ from estimates. The management authority continuously inspects the estimate and basic assumption, and accounting changes are recognized during the period of changes and the period of future to be influenced.

The following assumptions and estimates are subject to significant risks of material adjustments to the carrying amounts of assets and liabilities in the next financial year, and the related information is as follows:

Inventory evaluation

Since inventory must be measured at the lower of cost or net realizable value, the company estimates the reported amount of inventory due to normal wear and tear, obsolescence, or no market sale value daily and reduces the cost of inventory to net realizable value. The net realizable value of inventories may change significantly due to rapid changes in the industry and the introduction of new products. Please refer to Note VI (4) for the inventory assessment.

~32~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

VI. Descriptions for Important Accounting Items

(1) Cash and cash equivalents

Petty cash
Checks and demand deposits
Time deposits
Cash and cash equivalents listed on the Statement
Dec. 31, 2023
$ 155
461,239
7,475,440
$
7,936,834


Dec. 31, 2022
59
698,497
2,429,211
3,127,767

Disclosures of interest rate risks and sensitivity analysis on financial assets and liabilities of the Company are seen in Note VI (25).

  • (2) Financial assets

1. Financial assets measured at FVTPL

Financial assets mandatorily measured at FVTPL:
Current:
Non-derivative financial assets
Over-the-counter company stocks
Non-current
Non-hedging derivatives
Embedded derivatives—right of redemption
Non-derivative financial assets
Private equity funds
Total
Dec. 31, 2023
$ 7,307
2,205
24,711
Dec. 31, 2022

16,531

-

-

$
34,223


16,531

Please refer to Note VI (12) for the disclosure of embedded derivatives of the convertible bonds issued by the Company.

Please refer to Note VI (25) for the amount recognized in profit or loss based on fair value remeasurement.

2. Financial assets measured at FVTOCI

Equity instruments measured at fair value through
other comprehensive income:
Non-current:
Domestic unlisted (or OTC) stocks—SteadyBeat
Technology Corporation
Domestic unlisted (or OTC) stocks—G-sau Co.,
Ltd
Total
Dec. 31, 2023
$ 1,129
15
Dec. 31, 2022

4,426

169
$
1,144

4,595

~33~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The Company’s investments in these equity instruments are not held for trading purposes and have been designated as measured at FVTOCI.

The Company has no dividend income from equity instruments measured at FVTOCI as listed above for the year 2023 and 2022.

On February 20, 2023, December 29, 2023, and September 30, 2022, the Company adjusted its investment portfolio for asset allocation considerations to diversify risk, selling specified investments in SteadyBeat Technology Corporation measured at fair value through other comprehensive income. The fair values at the time of disposal were NT$4,889 thousand, NT$2,544 thousand, and NT$1,422 thousand, respectively, with accumulated gains or losses on disposal of NT$0 thousand.

For information on market risks, refer to note 6(25)5.

As of December 31, 2023, and December 31, 2022, there were no financial assets of the Company provided as collateral for pledges.

(3) Notes receivable, accounts receivable and other receivables

Notes receivable
Accounts receivable
Other receivables
Less: provisions
Dec. 31, 2023
$ 1,383
5,877,903
57,445
4,862



Dec. 31, 2022
1,394
6,878,866
41,147
6,487
6,914,920

$
5,931,869

For changes in the allowance for doubtful accounts and notes receivable of the Company as of December 31, 2023, and December 31, 2022, please refer to note 6(25)1.(3) for a description of impairment losses.

(4) Inventory

for a description of impairment losses.
nventory
Merchandises
Finished goods
Work in process
Raw materials
Dec. 31, 2023
$ 598,399
1,946
3
17



Dec. 31, 2022
992,396
3,430
-
1
995,827
$
600,365

The Company’s inventory as of December 31, 2023 and 2022 including allowance for inventory losses are NT$125,716 thousand dollars and NT$98,280 thousand dollars respectively.

~34~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The Company recognized inventory-related expenses (gain) as follows:

Cost of goods sold
Inventory valuation and disposal loss
Total
2023
$ 11,213,296
40,413
$
11,253,709
2022

13,109,580
36,076
13,145,656

As of December 31, 2023 and 2022, the Company’s inventories were not pledged as security.

(5) Investment accounted for using the equity method

The investments of the Company accounted for using the equity method are as follows:

Subsidiaries
Associates
Dec. 31, 2023
$ 20,103,401
78,200
Dec. 31, 2022

16,943,782

-

$
20,181,601


16,943,782

1. Subsidiaries

Please refer to the consolidated financial statements for year 2023.

2. Associates

The Company uses the equity method for associates that individually are not significant. The aggregated financial information for these associates, which is included in the parent company only financial reports, is as follows:

Total book value of the Company’s interest in
individually insignificant associates at the end of
the period:
Share attributable to the Company:
Total comprehensive income (i.e., net profit (loss)
from continuing operations for the period)
Dec. 31, 2023
$
78,200
Dec. 31, 2022

-

2023
$
(17,695)

2022

-

3. Guarantee

As of December 31, 2023 and 2022, the Company’s investments accounted for using the equity method did not provide security for the pledge.

~35~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(6) Property, plant and equipment

The changes in the cost, depreciation and impairment losses of the property, plant and equipment of the Company are as follows:

Cost or deemed cost:
Balance on January 1, 2023
Addition
Disposal
Balance on December 31, 2023
Balance on January 1, 2022
Addition
Investment property transferred in
Disposal
Balance on December 31, 2022
Losses on depreciation and impairment:
Balance on January 1, 2023
Depreciation in the year
Disposal
Balance on December 31, 2023
Balance on January 1, 2022
Depreciation in the year
Disposal
Investment property transferred in
Balance on December 31, 2022
Book value:
December 31, 2023
December 31, 2022
Land
$ 249,650
-
-
Buildings

55,866
-
-
Machinery
equipment

10,691
923
(1,447)

Other

55,346

3,548
(645)


Total

371,553

4,471
(2,092)
373,932

124,063

4,654
244,828
(1,992)
371,553

75,003

7,253
(2,092)
80,164

65,709

7,034

(1,918)
4,178
75,003
293,768
296,550
$
249,650
55,866
10,167

58,249

$ 28,250
-
221,400
-


32,438
-

23,428
-



11,920
-

-
(1,229)


51,455
4,654
-
(763)


$
249,650
55,866
10,691

55,346

$ -
-
-

23,358
1,384
-



10,513

174
(1,447)



41,132

5,695
(645)


$
-
24,742
9,240

46,182
$ -
-
-
-

17,876
1,304
-
4,178




11,633

74
(1,194)
-




36,200

5,656

(724)
-


$
-

23,358
10,513 41,132
$
249,650

31,124

927

12,067

$
249,650

32,508
178
14,214

As of December 31, 2023, and December 31, 2022, property, plant and equipment were

used as collateral for loans and financing lines. Please refer to Note VIII for details.

(7) Right-of-use assets

The costs and depreciation of the leased buildings of the Company are as follows:

Cost of right-of-use assets:
Balance on January 1, 2023
Addition
Balance on December 31, 2023
Balance on January 1, 2022
Derecognition upon maturity
Balance on December 31, 2022
Depreciation of right-of-use assets:
Balance on January 1, 2023
Depreciation for the period
Balance on December 31, 2023
Balance on January 1, 2022
Depreciation for the period
Derecognition upon maturity
Balance on December 31, 2022
Book value:
December 31, 2023
December 31, 2022
Buildings
$ -
118
$
118
$ 118
(118)

$
-
$ -
59
$
59
$ 59
59
(118)

$
-
$
59
$
-

~36~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(8) Investment property

The changes in the investment property of the Company are as follows:

Cost or deemed cost:
Balance on January 1, 2023
Balance on December 31, 2023
Balance on January 1, 2022
Addition
Reclassified to property, plant, and equipment
Balance on December 31, 2022
Losses on depreciation and impairment:
Balance on January 1, 2023
Depreciation
Balance on December 31, 2023
Balance on January 1, 2022
Depreciation
Reclassified to property, plant, and equipment
Balance on December 31, 2022
Book value:
December 31, 2023
December 31, 2022
Fair value:
December 31, 2023
December 31, 2022
Land
$ 129,386
Buildings
102,244
Buildings
102,244
Total
231,630

$
129,386

102,244

231,630

$ 260,576
90,210

(221,400)

46,348
79,324
(23,428)

306,924
169,534
(244,828)


$
129,386

102,244

231,630

$ -
-

5,589
4,654

5,589
4,654
$
-

10,243

10,243
$ -
-

-

6,668
3,099
(4,178)

6,668
3,099
(4,178)

$
-

5,589

5,589
$
129,386

92,001

221,387

$
129,386

96,655

226,041




$
236,930

$
233,945

As of December 31, 2023, and 2022, for details of investment properties serving as collateral for borrowings and financing, please refer to note VIII.

(9) Intangible assets

The changes in the cost and amortization of the intangible assets of the Company are as follows:

Cost:
Balance on January 1, 2023
Separate acquisition
Balance on December 31, 2023
Balance on January 1, 2022
Balance on December 31, 2022
Losses on amortization and impairment:
Balance on January 1, 2023
Amortization for the period
Balance on December 31, 2023
Balance on January 1, 2022
Amortization for the period
Balance on December 31, 2022
Book value:
Balance on December 31, 2023
Balance on December 31, 2022
$ Computer
software
111,084
514
Computer
software
111,084
514

Other
600
-
Total
111,684
514
112,198
111,684
111,684
51,789
22,062
73,851
29,150
22,639
51,789
38,347
59,895
$ 111,598 600
$
111,084
600
$
111,084
600
$
51,789
22,062

-
-
$
73,851
-
$
29,150
22,639

-
-
$
51,789
-
$
37,747
600
$
59,295
600

~37~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(10) Short-term loans

The details of the Company’s short-term loans are as follows:

Unsecured bank loan
Unused line of credit
Interest rate range
Dec. 31, 2023
$
1,580,000
Dec. 31, 2023
$
1,580,000
Dec. 31, 2022
1,830,000
1,922,010
1.55%~1.80%

$
2,167,625

1.80%~1.90%

For information on the Company’s interest rate and foreign currency risk, please refer to Note VI (25). In addition, please refer to Note VIII for the Company’s pledge of assets for short-term loans and Note IX for the Company’s guarantee notes for bank loans and financing lines.

(11) Long-term loans

The details of the Company's long-term loans are as follows:

Bank loan—Secured loan (due in May 2037)
Less: Portion due within a year
Total
Unused limit
Interest rate range
Dec. 31, 2023
$ -
-
$
-
$
-
-
Dec. 31, 2022
126,175
8,361
117,814
-
1.75%

Please refer to Note VIII for details of the Company's collateralization of assets for bank loans.

(12) Bonds payable

Information on the Company’s issuance of unsecured convertible bonds is as follows:

Total amount of convertible bonds issued
Cumulative amount redeemed
Cumulative amount converted
Unamortized balance of discount on bonds payable
Balance of bonds payable at the end of the period
Embedded derivatives—right of redemption (reported as
financial assets measured at FVTPL)
Equity component - conversion rights (reported as capital
reserves - stock options)
Embedded derivatives—Redemption benefits (losses)
(reported as other gains and losses)
Interest expense
Dec. 31, 2023
$ 1,000,000
-
(118,100)
(31,653)
$
850,247
$
2,205
$
114,556
2023
$
1,300
$
12,928
Dec. 31, 2022

1,000,000
(2,800)

(997,200)
-
-
-
-
2022
(576)
6,795

~38~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  1. The Company's first domestic unsecured convertible bonds

  2. (1) Issuance details

On August 19, 2021, the Company issued 10,000 domestic first three-year unsecured convertible bonds with a coupon rate of 0%, which are repayable in cash at par on maturity.

The conversion price was set at $563.2 per share at the time of issuance, and the conversion price will be adjusted according to the formula specified in the terms of the issuance if the conversion price of the Company’s common shares is adjusted in accordance with the terms of the issuance. The conversion price on December 31, 2022 was $535. There is no reset clause for the bonds.

The Company redeems the outstanding bonds at par value in cash if one of the following conditions is met:

  • A. If the closing price of the Company’s common stock on the Taiwan Stock Exchange exceeds the conversion price of the Bonds by more than 30% for 30 consecutive business days from the day after the third month of the issuance of the Bonds to the 40th day before the expiration of the issuance period.

  • B. The outstanding balance of the bonds is less than 10% of the original issue amount from the day after the third month of issuance to the 40th day before the expiration of the issuance period.

  • (2) Conversion details

In 2022, bondholders have requested the conversion of 9,333 of the Company's first three-year unsecured convertible corporate bonds, respectively. The book amount at the time of conversion totals NT$915,969,000. The net change in capital surplus generated by the bond conversion during the current period is NT$895,831,000. Also, the share capital generated by the bond conversion is NT$17,352,000. Please refer to note VI (19) for details on the share conversion.

(3) Repurchase details

The Company repurchased 28 of its first convertible corporate bonds in 2022 for a total of NT$2,800,000. The book value of the bonds at the time of repurchase was NT$2,753,000. The net gain from the bond repurchase recognized in 2022 was NT$35,000, which is included in other gains and losses. The original capital surplus recognized from the initial issue of share options was transferred to the capital surplus of treasury shares transaction, amounting to NT$423,000. Furthermore, the Company exercised its redemption right and terminated over-the-counter trading on December 9, 2022.

~39~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  1. The Company's second domestic unsecured convertible bonds

  2. (1) Issuance Details

On March 9, 2023, the Company issued 10,000 zero percent coupon, three-year unsecured convertible bonds, which will be repaid at maturity in cash based on the face value of the bonds.

The conversion price was initially set at NT$862.1 per share at issuance. If any adjustments to the conversion price occur according to the terms provided in the issuance related to the Company’s common shares, the conversion price is adjusted accordingly. As of December 31, 2023, the conversion price was NT$829.9. These bonds do not have reset clauses.

The right to redeem the bonds for cash at face value applies if one of the following conditions is met:

  • A. From the day after three months following the issuance until forty days before the end of the issuance period, if the closing price of the Company's common stock on the Taiwan Stock Exchange exceeds the conversion price of the bonds by at least 30% for thirty consecutive trading days.

  • B. From the day after three months following the issuance until forty days before the end of the issuance period, if the outstanding balance of the bonds is less than 10% of the original total amount issued.

  • (2) Conversion Details

During the year 2023, bondholders requested the conversion of 1,181 of the Company's second three-year unsecured convertible bonds. The total book value at the time of conversion was NT$113,861 thousand. The net change in capital reserves resulting from these conversions was NT$112,143 thousand, and an additional NT$1,423 thousand was generated in paid-in capital due to these conversions. For details on the conversion of share capital, please refer to note 6(19).

(13) Lease liabilities

The carrying amounts of the Company’s lease liabilities are as follows:

Current Dec. 31, 2023
$
59
Dec. 31, 2022
-

Please refer to Note VI (25) for the maturity analysis.

The amounts recognized in the profit and loss are as follows:

Interest expense for lease liabilities
Short-term lease expense
2023
$
1
2022
1
$
-
47

~40~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The amounts recognized in the Statement of Cash Flows are as follows:

Total cash outflow for leases
fund liabilities - current
Refund liabilities - current
2023
$
60
Dec. 31, 2023
$
420,182
2022

107
Dec. 31, 2022
384,044

(14) Refund liabilities - current

The refund liabilities are mainly the prepayments to customers for the sales discount and defects of electronic components.

  • (15) Provision for liabilities
Provision for liabilities - non-current
Employee benefits
Dec. 31, 2023
$
43,534
Dec. 31, 2022
41,410

Employee benefits are estimated under the Company’s defined benefit plan, please refer to Note VI (17) for details.

  • (16) Operating leasing

The company leases its investment real estate, which is classified as an operating lease because almost all risks and rewards belonging to the ownership of the underlying asset have not been transferred. Please refer to Note VI (8) for details of the investment real estate.

Due date analysis of lease benefits to report the total amount of undiscounted lease benefits received in the future is shown in the following table:

Less than 1 year
1 to 2 years
2 to 3 years
3 to 4 years
Total undiscounted lease payments
Dec. 31, 2023
$ 1,660
256
89
-
Dec. 31, 2022
2,816
1,176
126
88
4,206
$
2,005

Rental income generated from investment properties was NT$2,868,000 dollars and NT$1,464,000 dollars for 2023 and 2022 respectively. The direct operating expenses (including maintenance) incurred by the investment properties that generated rental income during the period were NT$4,823,000 dollars and NT$3,332,000 dollars respectively.

~41~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(17) Employee benefits

1. Defined benefit plans

The reconciliation between the present value of defined benefit obligations and the fair value of plan assets of the Company is as follows:

fair value of plan assets of the Company is as follows:
Dec. 31, 2023
Dec. 31, 2022
Present value of defined benefit obligations
$ 79,676
78,993
Fair value of plan assets
(36,142)
(37,583)
Net defined benefit liability
$
43,534
41,410
Details of the employee benefit liabilities of the Company are as follows:
Dec. 31, 2023
Dec. 31, 2022
Liabilities from paid leaves
$
3,975
5,354
Dec. 31, 2023
$ 79,676
(36,142)
Dec. 31, 2022

78,993

(37,583)

$
43,534


41,410

The defined benefit plan of the Company is contributed to special account of contribution for retirement of Bank of Taiwan. The retirement payment of each employee applicable to Labor Standards Law is calculated in accordance with the base obtained based on the length of service and the average salaries within six months before retirement.

(1) Composition of plan assets

The retirement fund contributed by the Consolidated under the Labor Standards Law shall be controlled by the Labor Funds Operation Bureau of the Ministry of Labor (hereinafter referred to as the Labor Funds Bureau), and under the provisions of Measures on the Management and Application of Labor Retirement Funds, the annual minimum return settled and distributed from the funds operation shall not be lower than the incomes calculated in accordance with the 2-year time certificate of deposit rate of the local banks.

As of the reporting date, the balance of the Company in the special account of contribution for retirement of Bank of Taiwan amounts to NT$ 36,142,000 dollars. The data of the application of the labor retirement funds include funds yield and funds asset allocation, with details to be seen in the information released on the website of the Labor Funds Bureau.

~42~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (2) Changes in the present values of defined benefit obligations

Changes in the present values of defined obligations of the Company in 2023 and

in 2022 are as follows:

Defined benefit obligation on January 1
Service cost and interest in the year
Remeasurement of net defined benefit liabilities
(assets)
Benefit paid by the plan
Defined benefit obligation on December 31
2023
$ 78,993
1,485
2,583
(3,385)
2022

78,057

1,128

(192)

-

$
79,676

78,993
  • (3) Changes in fair value of plan assets

The changes in the fair value of defined benefit plan assets of the Company in 2023 and in 2022 are as follows:

Fair value of plan assets on January 1
Interest income
Remeasurement of net defined benefit liabilities
(assets)
Amount contributed to the plan
Benefit paid by the plan
Fair value of plan assets on December 31
2023
$ 37,583
486
291
1,167
(3,385)
2022

32,837

228

2,598

1,920

-

$
36,142

37,583
  • (4) Expenses recognized in profit or loss

The expenses of the Company recognized in profit or loss in 2023 and in 2022 are as follows:

Service cost for the period
Net interest of net defined benefit liabilities
Operating cost
Promotion expense
Administration expense
R&D expense
2023
$ 468
531
2022

587

313
$
999
900
$ 102
424
318
155

106

362

295

137
$
999

900

~43~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (5) Remeasurement of the net defined benefit liabilities (assets) recognized in other comprehensive income

Remeasurement of the accumulated net defined benefit liabilities (assets) of the

Company recognized in other comprehensive income in 2023 and 2022 are as follows:

Accumulated balance on January 1
Amount recognized in the year
Accumulated balance on December 31
2023
$ 938
(2,292)
$
(1,354)
2022
(1,852)
2,790

938
  • (6) Actuarial assumptions

The material actuarial assumptions used by the Company to determine the present value if defined benefit obligations at the end of the reporting period are as follows:

Discount rate
Increase in future salary
Dec. 31, 2023
1.20%
2.00%
Dec. 31, 2022
1.30%
2.00%

The Company anticipates making contributions to defined benefit plans amounting to NT$1,185 thousand and NT$1,149 thousand within one year following the reporting dates of 2023 and 2022, respectively.

The weighted average duration of the defined benefit plan for 2023 is 9 years.

  • (7) Sensitivity analysis

The effects of changes in the main actuarial assumptions adopted on December 31,

2023 and 2022 on the present value of defined benefit obligations are as follows:

December 31, 2023
Discount rate
Increase in future salary
December 31, 2022
Discount rate
Increase in future salary
Effects on defined benefit
obligations
Increased by
0.25%
Decreased by
0.25%
$ (1,835)
1,899
1,879
(1,825)
Effects on defined benefit
obligations
Increased by
0.25%
Decreased by
0.25%
(1,918)
1,987
1,968
(1,909)
Increased by
0.25%
(1,918)
1,968

~44~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The above sensitivity analysis refers to the analysis on the influence of single assumption change based on the situation that other assumptions keep unchanged. In practice, many changes to the assumptions may be linked. The calculation method of sensitivity analysis shall be consistent with that of net defined benefit liabilities of the balance sheet.

The method and assumption applied in current sensitivity analysis is consistent with those adopted in early stage.

2. Defined contribution plan

As to the defined contribution plan, the Company shall contribute the retirement funds of employees to the individual accounts for labor retirement funds of the Bureau of Labor Insurance according to 6% of the monthly salaries of labors under the provisions of Labor Pension Act. Under this plan, after contributing fixed amount to the Bureau of Labor Insurance, the Company will not assume the legal or constructive obligations of paying extra amount.

The pension expense under the defined contribution retirement funds of the Company in the year of 2023 and 2022 are NT$7,671,000 and NT$7,383,000 respectively, which have been contributed to the Bureau of Labor Insurance.

(18) Income tax

1. The details of the income tax expenses of the Company are as follows:

Income tax expense for the period
Income tax generated in the current period
Surtax on undistributed retained earnings
Adjustment of the income tax in the previous year
Deferred income tax expense
Occurrence and reversal of temporary difference
Income tax expense
2023
$ 856,202
158,529
(14,446)
2022

884,732

67,237

(26,456)

1,000,285



925,513

(58,510)



(44,403)

$
941,775



881,110

The income tax expenses (profit) of the Company recognized in other comprehensive income in 2023 and in 2022 are as follows:

Components of other comprehensive income that will
not be reclassified to profit or loss:
Remeasurement of defined benefit plan
2023
$
(458)
2022
558

~45~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The reconciliation of the relationship between the income tax expense (profit) and the net profit before tax of the Company in 2023 and in 2022 is as follows:

Net profit before tax
Income tax calculated based on the tax rate of the place
where the Company located
Adjustments in accordance with local tax laws
Adjustment of current income tax for the prior period
Surtax on undistributed retained earnings
Total
2. Deferred tax assets and liabilities
(1) Recognized deferred tax assets
Losses from inventory price drop and obsolescence
Unappropriated pension expenses
Losses from the price drop of fixed assets and idle
assets
Refund liabilities and accounts payable
Unrealized foreign exchange losses
Remeasurement of defined benefit plan
Deferred tax assets
(2) Recognized deferred income tax liabilities
Unrealized gains on financial assets
Deferred income tax liabilities
2023
$ 6,534,807
2022
7,137,041
1,427,408
(587,089)
(26,456)
67,237
881,100
Dec. 31, 2022
19,656
237
44
76,809
890
8,428
106,064
Dec. 31, 2022

1,955

1,955


1,306,961
(509,269)
(14,446)
158,529

$
941,775

Dec. 31, 2023
$ 25,143
203
44
84,037
45,712
8,886

$
164,025

Dec. 31, 2023
$ 948
$
948

3. Income tax approval

The approval on the filing of final income tax return of the Company has lasted till the year 2021 as required by the taxing authority.

4. Global Minimum Tax

The Company's subsidiaries operating in Vietnam have obtained additional tax incentives, resulting in an effective tax rate below 15%.

The Company recognizes supplementary taxes as current income tax when incurred, and temporary exemptions are applied to the related deferred income tax accounting for supplementary taxes, as detailed in Note (4).

~46~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(19) Capital and other equity

As of December 31, 2023 and 2022, the total authorized share capital of the Company was $1,550,000,000 dollars with a par value of $10 per share, and the actual amount issued was $1,113,298,000 and $1,068,762,000 dollars, separately.

In 2023, due to convertible bondholders exercising their conversion rights, the Company issued 142 thousand new shares. The issuance is pending legal registration and thus is recorded under bond conversion entitlement certificates at NT$1,423 thousand.

On November 10 and December 15, 2022, the board of directors resolved to issue 3,500 thousand new shares via a cash capital increase at NT$10 per share and an issue price of NT$660 per share, with April 7, 2023, set as the base date for the capital increase. This capital increase was approved by the Financial Supervisory Commission and legally registered on April 25, 2023.

In 2022, the Company issued 1,735 thousand new shares due to convertible bondholders exercising their conversion rights. Some of these shares are still being processed due to legal registration procedures and hence are listed under convertible bond certificates amounting to NT$9,536,000. The remaining procedures were completed in April, June, September, and December 2022.

In 2021, due to convertible bondholders exercising their conversion rights, the Company issued 117 thousand new shares. Since the legal registration process was not yet completed, it is recorded under bond conversion entitlement certificates at NT$1,167 thousand, and the registration was completed in April 2022.

1. Capital reserves

The components of the Company’s capital reserve are as follows:

. Capital reserves
The components of the Company’s capital reserve
are as follows:

Premium of issued shares
Convertible bond conversion premium
Treasury stock transactions
Change in the net value of the stock of subsidiaries and
associates accounted for using the equity method
Employee stock options
Convertible bond stock options
Expired subscription rights
Dec. 31, 2023
$ 6,951,216
1,266,891
423

522,172
40,330
114,556
805






Dec. 31, 2022
4,628,739
1,139,407
423
498,123
40,330
-
-
6,307,022
$
8,896,393

In accordance with the Company Act, capital surplus is required to cover losses first before new shares or cash can be issued in proportion to the shareholders’ original shares. Realized capital surplus referred to in the preceding paragraph includes premiums from the issuance of shares in excess of par value and proceeds from gifts received. In

~47~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

accordance with the Regulations Governing the Issuer’s Offerings and Issuance of Marketable Securities, the aggregate amount of capital surplus that may be capitalized each year shall not exceed 10% of the paid-in capital.

  1. Retained earnings

In accordance with the Company's Articles of Incorporation, after the final settlement of each year’s earnings, the Company shall first complete tax contributions, make up for prior years’ deficits, and set aside 10% as a legal reserve, except when the legal reserve has reached the total capital level. Subsequently, according to the laws, the special reserve may be set aside or reversed; if there are any profits remaining, along with accumulated undistributed profits, the board of directors will prepare a profit distribution proposal for resolution at the shareholder's meeting. The distribution of shareholder dividends must not be less than 20% of the net amount of the year's after-tax profits after legally mandated profit reserves have been deducted.

The Company will take into account the environment and growth of the Company and the distribution of earnings should take into account the Company’s future capital expenditure budget and capital requirements and pay cash dividends of not less than 10% of the dividends distributed in the current year.

  • (1) Legal reserve

If the Company has no deficit, it may, by resolution of the shareholders in general meeting, issue new shares or cash out of the legal reserve to the extent that such reserve exceeds 25% of the paid-in capital.

  • (2) Special reserve

When the Company distributes the distributable profit, the net decrease in other equity items occurring in the year is added to the undistributed profit of the current period along with other items beyond the net profit after tax. A special reserve is set aside from the undistributed profit of the previous period. For accumulated decrease in other equity items of previous periods, an equal amount of special reserve shall be set aside from the undistributed profit of previous periods and cannot be distributed. When there is a reversal of other decreases in equity, profits can be distributed for the reversed part.

~48~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Profit distribution

The Company resolved the profit distribution for the fiscal years 2022 and 2021 at

the annual general shareholders' meetings held on June 16, 2023, and June 17, 2022, respectively. The amounts distributed as dividends to shareholders are as follows:


Distributed to the holders of
ordinary shares:
Cash
2022
Payout ratio
(NT$)
Amount


$ 25.18
2,803,575
2022
Payout ratio
(NT$)
Amount


$ 25.18
2,803,575
2021
Payout ratio
(NT$)
Amount
15.92
1,695,646
2021
Payout ratio
(NT$)
Amount
15.92
1,695,646
Payout ratio
(NT$)

$ 25.18
Payout ratio
(NT$)
15.92

On March 12, 2024, the Company’s board of directors proposed the following 2023 earnings distribution:



Distributed to the holders of ordinary shares:
Cash
2023
Payout ratio
(NT$)
Amount


$ 26.00
2,898,275

Information on the distribution of earnings as proposed by the Board of Directors

and resolved by the Shareholders’ Meeting is available on the “Market Observation Post System (MOPS)”

3. Other equity

Balance on Jan. 1, 2023
Exchange differences arising
from the translation of the
net assets of foreign
operations
Unrealized losses from
financial assets measured
at FVTOCI
Changes in ownership
interests in subsidiaries
Balance on Dec. 31, 2022
Balance on January 1, 2022
Effects of retrospective
application of new standards
Balances restated as of January
1, 2022
Exchange differences arising
from the translation of the net
assets of foreign operations
Unrealized losses from financial
assets measured at FVTOCI
Balance on Dec. 31, 2022
Exchange
differences on
translation of
foreign
operations
$ (319,295)
(449,712)
-
-
Unrealized gain
(loss) on
financial assets
measured at
FVTOCI

(19,758)

-
3,944
-
Unearned
compensation

-
-

-
(6,162)
Total
(339,053)
(449,712)
3,944

(6,162)
$
(769,007)

(15,814)

(6,162)



(790,983)

$ (669,055)
(51)



(13,278)

-


-
-


(682,333)
(51)

(669,106)

349,811
-


(13,278)

-
(6,480)

-
-

-

(682,384)
349,811
(6,480)
$
(319,295)


(19,758)

-

(339,053)

~49~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(20) Share-based payment

The Company has the following share-based benefit transactions:

Date of grant
Number of grants
Granted to
Vesting conditions
Fair value at the grant date
Cash capital
increase reserved
for employee
**subscription **
The Company
2023.03.08
350 thousand
shares
Current employees
of the Company
and subsidiaries
Immediate vesting
$161

The Company recognized a share-based employee compensation cost of NT$52,309 thousand from cash capital increase for employee stock options in 2023.

(21) Earnings per share

The calculation of basic earnings per share and diluted earnings per share of the Company is as follows:

Basic earnings per share:
Net profit attributable to the Company in the year
Weighted average shares outstanding (1,000 shares)
Basic earnings per share
Diluted earnings per share:
Net profit attributable to the Company in the year
Dilutive potential ordinary shares:
Convertible bond
Net income attributable to equity holders of the
Company’s common stock (adjusted for the effect of
dilutive potential common stock)
Weighted average shares outstanding (1,000 shares)
Dilutive potential ordinary shares:
Employee compensation
Convertible bond
Weighted average common shares outstanding (adjusted
for the effect of dilutive potential common stock)
Diluted earnings per share
2023
$
5,593,032
2022

6,255,931

110,416



106,539

$
50.65



58.72
$ 5,593,032
9,302

6,255,931

5,897

$
5,602,334



6,261,828

110,416
244
964



106,539

309

1,337
111,624

108,185

$
50.19



57.88

~50~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (22) Revenue from contracts with customers

  • Segmentation of main regional markets and main product revenue:

Major regional markets
Taiwan
Mainland China
Other countries
Main products/line of service:
DT
Server
NB
Strategic Projects
Automotive
Other
2023
$ 2,088,934
11,001,186
2,383,330
2022

2,872,643

12,104,361

2,463,168

$
15,473,450



17,440,172

$ 5,673,620
4,567,884
2,704,619
2,215,796
276,686
34,845



5,591,228

5,913,259

2,938,068

2,481,727

148,379

367,511

$
15,473,450



17,440,172

2. Balance of contract

Contract liabilities Dec. 31, 2023 Dec. 31, 2022

29,321
Jan. 1, 2022

41,541
$
3,605

The beginning balances of contract liabilities as of January 1, 2023 and 2022 were

recognized as income of NT$27,732,000 dollars and NT$24,750,000 dollars respectively.

(23) Non-operating revenue/expense

  1. Interest income

The details of interest income of the Company are as follows:

Bank deposit interest 2023
$
264,179
2022
25,756

2. Other income

The details of other income of the Company are as follows:

Income from dividend
Income from molding
Income from compensation
Income from samples
Income from rentals
Royalty income
Income from subsidies
Other
2023
$ 441
150,533
1,078
10,055
2,868
1,593
1,135
7,933
$
175,636
2022

300

170,481

5,008

9,172

1,584

-

896
6,799
194,240

~51~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

3. Other gains and losses

The details of other gains and losses of the Company are as follows:

Foreign exchange gain (loss)
Net profit (loss) from financial assets (liabilities)
measured at FVTPL:
Derivatives:
Embedded derivatives
Non-derivative products
Stock
Private equity funds
Net profit from bond repurchases
Profit (loss) from the disposal of property, plant and
equipment
Impairment losses on investments accounted for using
the equity method
Other
Total
2023 2022

495,993

(576)

-

13,566

-
35

(34)

-

(1,339)
$ (26,440)
1,300
-
1,725
(289)
-
29
(24,860)
(22,799)

$
(71,334)



507,645

4. Financial costs

The details of the financial cost of the Company are as follows:

Bank loans
Lease liabilities
Conversion of corporate bonds
2023 2022

13,625

1

6,795
$ 20,857
1
12,928

$
33,786



20,421

(24) Compensation to employees and directors

In accordance with the Company’s Articles of Incorporation, no less than 3% of the Company’s annual profits shall be appropriated to the Compensation of Employees and no more than 3% to the Compensation of Directors; however, if the Company has accumulated losses, it shall retain the amount of compensation in advance and appropriate the Compensation of Employees and Directors in proportion to the aforementioned. The former Compensation of employees to whom stock or cash is issued may include employees of a subordinate company who meet certain criteria.

For the fiscal years 2023 and 2022, the estimated compensation amounts for employees were NT$202,700 thousand and NT$221,300 thousand, respectively, and for directors, both were NT$4,480 thousand. These estimations were based on pre-tax profits before employee and director compensation, multiplied by the distribution ratios set out in the Company’s

~52~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Articles of Incorporation. These costs were reported as operating costs or expenses for the respective periods and were paid entirely in cash. Detailed information can be found on the Market Observation Post System. The amounts distributed as employee and director compensation as resolved by the board of directors match the estimated amounts in the parent company only financial reports for 2023 and 2022.

  • (25) Information on financial instruments and fair value

  • Credit risk

  • (1) Credit risk exposure

The carrying amount of a financial asset represents the maximum amount of credit risk. The maximum amount of credit risk exposure was $13,868,548,000 dollars and $10,042,628,000 dollars as of December 31, 2023 and 2022 respectively.

  • (2) Credit risk concentration risk

In order to reduce the credit risk of accounts receivable, the Company continually evaluates the financial position of its customers and adjusts the terms of transactions between them if necessary. As of December 31, 2023 and 2022, the Company had 7 and 6 different customers with accounts receivable balances exceeding 5% of total accounts receivable for a single customer respectively. The Company periodically evaluates the probability of recovery of accounts receivable and presents Provisions, and the total loss is always within management’s expectations.

  • (3) Impairment loss

The Company uses a simplified method of estimating expected credit losses for all of its notes and accounts receivable, which is to measure expected credit losses over the life of the notes and accounts receivable, and for this purpose, the notes and accounts receivable are grouped by common credit risk characteristics that represent the ability of customers to pay all amounts due under contractual terms and are included in forward-looking information. The expected credit losses on the Company’s notes and accounts receivable are analyzed as follows:

Not past due
1-60 days past due
61-120 days past due
121-180 days past due
181-270 days past due
More than 271 days past due
Dec. 31, 2023 Expected credit
loss in the
duration of
provision
77
267
196
-
-
1,771
Book value of
notes and
accounts
receivable
$ 5,838,231
36,121
3,163
-
-
1,771
Weighted
average
expected credit
loss rate

0.00%

0.74%

15.10%
26.37%
73.66%
100.00%

$
5,879,286

2,311

~53~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Not past due
1-60 days past due
61-120 days past due
121-180 days past due
181-270 days past due
More than 271 days past due
Dec. 31, 2022
Book value of notes and accounts receivable
$ 6,808,724
Weighted
average
expected credit
loss rate
Expected credit
loss in the
duration of
provision
63,705
0.00%
91
4,407
0.93%
595
604
5.60%
247
-
30.30%
183
2,820
75.16%
-
$
6,880,260
100.00%
2,820
3,936
Dec. 31, 2022
Book value of notes and accounts receivable
$ 6,808,724
Weighted
average
expected credit
loss rate
Expected credit
loss in the
duration of
provision
63,705
0.00%
91
4,407
0.93%
595
604
5.60%
247
-
30.30%
183
2,820
75.16%
-
$
6,880,260
100.00%
2,820
3,936
Dec. 31, 2022
Book value of notes and accounts receivable
$ 6,808,724
Weighted
average
expected credit
loss rate
Expected credit
loss in the
duration of
provision
63,705
0.00%
91
4,407
0.93%
595
604
5.60%
247
-
30.30%
183
2,820
75.16%
-
$
6,880,260
100.00%
2,820
3,936
Dec. 31, 2022
Book value of notes and accounts receivable
$ 6,808,724
Weighted
average
expected credit
loss rate
Expected credit
loss in the
duration of
provision
63,705
0.00%
91
4,407
0.93%
595
604
5.60%
247
-
30.30%
183
2,820
75.16%
-
$
6,880,260
100.00%
2,820
3,936
$ 6,808,724
63,705
4,407
604
-
2,820
Weighted
average
expected credit
loss rate

0.00%

0.93%

5.60%

30.30%
75.16%
100.00%

$
6,880,260
3,936

The changes in the provisions for the notes and accounts receivable of the Company are as follows:

Opening balance
Impairment loss (reversal of impairment loss) recognized
Closing balance
2023


$
2,311
3,936

2. Liquidity risk

The contracts of financial liabilities are sorted by their maturity dates as follows. The

estimated interests are included, but the effect of net value agreement is excluded.

December 31, 2023
Non-derivative financial liabilities:
Short-term loans
Bonds payable
Notes payable
Accounts payable
Accounts payable—related
parties
Other payables
Other payables—related parties
Lease liabilities
December 31, 2022
Non-derivative financial liabilities:
Short-term loans
Long-term loans (including
long-term loans due within
one year or one operating
cycle)
Notes payable
Accounts payable
Accounts payable—related
parties
Other payables
Other payables—related parties
Book value

$ 1,580,000
850,247
5,191
2,000
3,742,662
386,979
4,356
59
Cash flow
from the
contract

1,594,090

881,900

5,191

2,000

3,742,662

386,979

4,356
60
Within 6
months

591,019

-

5,191

2,000

3,742,662

386,979

4,356
30
6 12 months

1,003,071
-

-

-

-

-

-
30
1-2years

-
-
-
-
-
-
-
-
2-5years
-
881,900
-
-
-
-
-
-
More than 5
years
-

-
-
-
-
-
-
-
$
6,571,494
6,617,238 4,732,237 1,003,101 - 881,900 -


$ 1,830,000
126,175
8,390
18,359
2,218,939
428,315
6,377


1,842,205

142,952

8,390

18,359

2,218,939

428,315
6,377


839,827

5,751

8,390

18,359

2,218,939

428,315
6,377


1,002,378

4,929

-

-

-

-
-

-

9,859
-
-
-
-
-

-

29,576
-
-
-
-
-
-

92,837
-
-
-
-
-

$
4,636,555

4,665,537

3,525,958
1,007,307 9,859 29,576 92,837

~54~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The Company does not anticipate that the cash flows analyzed at maturity date will alter significantly or that the actual amounts will vary significantly.

  1. Market risk—exchange rate risk

  2. (1) Exposure to exchange rate risk

The Company's financial assets and liabilities exposed to significant foreign exchange risks are as follows:



Financial assets
Currency
USD
RMB
HKD
JPY
EUR
INR
VND
Long-term equity investment
accounted for using the equity
method
USD
EUR
VND
Financial liabilities
Currency
USD
RMB
EUR
VND
Financial assets
Currency
USD
RMB
HKD
JPY
EUR
INR
Dec. 31, 2023 NTD
13,103,946
602,703
87
32
104,133
2
2
16,627,615
4,744
1,894,288
3,965,580
393
16,924
84
NTD
9,402,427
499,662
100
18
30,015
2
$ $ Foreign
currency
426,769
139,289
22
149
3,065
4
1,630
541,528
140
1,578,573,492
129,151
91
498
70,314

Exchange rate
30.7050
4.3270
3.9290
0.2172
33.9800
0.4791
0.0012
30.7050
33.9800
0.0012
30.7050
4.3270
33.9800
0.0012
Dec. 31, 2022
$ Foreign
currency
306,170
113,317
25
77
917
4

Exchange rate
30.7100
4.4094
3.9380
0.2324
32.7200
0.4791

~55~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

- Long term equity investment

Long-term equity investment
accounted for using the equity
method
USD
459,551
30.7100
14,112,804
EUR
127
32.7200
4,162
VND
925,143,585
0.0013
1,202,687
Financial liabilities
Currency
USD
$ 78,810
30.7100
2,420,259
RMB
37
4.4094
164
EUR
79
32.7200
2,578
MOP
8
3.9380
32

Because the Company has a wide range of functional currencies, it has adopted a consolidated approach to disclose exchange gain or loss on monetary items, with foreign currency exchange profit and loss (realized and unrealized) of loss of $26,440,000 dollars and profit of $495,993,000 for the years ended 2023 and 2022 respectively.

(2) Sensitivity analysis

The Company’s exchange rate risk primarily comes from foreign currency-denominated cash and cash equivalents, financial assets measured at FVTPL, accounts receivable and other receivables, loans, accounts payable and other payables, resulting into gains and losses of conversion of foreign currency when exchanging. As of December 31, 2023 and 2022, if NTD had depreciated or appreciated by 1% relative to foreign currencies held by the Company and all other factors remained constant, net income would have increased or decreased by $78,623,000 dollars and $60,074,000 dollars respectively for 2023 and 2022. The same basis is used for both phases of analysis.

4. Market risk—changes in interest rates

The Company’s interest rate risk arises primarily from variable rate bank deposits and loans, and changes in interest rates will cause future cash flows to fluctuate as the effective interest rates on bank deposits and loans.

The following Sensitivity analysis was determined based on the interest rate risk of the financial instruments on the reporting date. For floating-rate liabilities, the analysis is based on the assumption that the amount of the liability outstanding at the reporting date is outstanding for the entire year. The rate of change used in the Company’s internal reporting of interest rates to key management is a 1% increase or decrease in interest rates, which also represents management’s assessment of the range of reasonably possible changes in interest rates.

The Company’s financial assets with variable interest rates as of December 31, 2023 and 2022 were $460,334,000 dollars and $698,195,000 dollars respectively, and financial liabilities were $0 and $126,175 respectively. If interest rates had increased or decreased

~56~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

by 1%, the Company’s net income would have increased or decreased by $3,683,000 dollars and decreased or increased by $4,576,000 dollars for 2023 and 2022, respectively, with all other variables held constant.

  1. Market risk - fair value

  2. (1) Fair value and carrying amount

The Company’s management believes that the fair value of non-derivative short-term financial instruments shall be estimated using their book value on the balance sheet because of the near maturity of such instruments and their book value should be a reasonable basis for estimating fair value. This method is applied to cash and cash equivalents, notes receivable, accounts payable, other receivables and other payables, deposit margin and loans.

In addition to the aforementioned financial instruments, the fair value and book value of the remaining financial instruments, investment property, and payable corporate bonds of the Company as of the reporting date are as follows:

Measured at fair value:
Financial assets:
Financial assets measured
at FVTPL
Financial assets measured
at FVTOCI
Not measured at fair value:
Non-financial assets:
Investment property
Financial liabilities
Corporate bonds payable
Dec. 31, 2023
Book value
Fairvalue
$ 34,223
34,223
1,144
1,144
221,387
236,930
850,247
851,210
Dec. 31, 2022
Book value
Fairvalue

16,531
16,531

4,595
4,595

226,041
233,945

-
-
Book value
$ 34,223
1,144
221,387
850,247
Book value

16,531

4,595

226,041

-

(2) The evaluation techniques used to determine fair value are as follows:

A. If there is an active market for a financial asset, the fair value is based on the market price. If market prices are not available, quoted prices from counterparties or estimates using valuation techniques are used. The estimates and assumptions used are consistent with those used by market participants in pricing financial instruments.

B. The fair value of investment properties is based on independent evaluators with recognized professional qualifications and recent experience in the area and type of investment properties evaluated.

~57~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Fair value hierarchy:

The following table analyzes the fair value levels of financial instruments, investment properties, and payable corporate bonds by valuation method. Each fair value level is defined as follows:

  • A. Level 1: Publicly quoted prices (unadjusted) in an active market for identical assets or liabilities.

  • B. Level 2: Besides the public quotations included in Level 1, the input parameters for assets or liabilities are directly (i.e., price) or indirectly (i.e., derived from price) observable.

  • C. Level 3: Input parameters for an asset or liability are not based on observable market information (non-observable parameters).

December 31, 2023
Measured at fair value:
Financial assets measured at
FVTPL
Financial assets measured at
FVTOCI
Not measured at fair value:
Investment property
Bonds payable
December 31, 2022
Measured at fair value:
Financial assets measured at
FVTPL
Financial assets measured at
FVTOCI
Not measured at fair value:
Investment property
Level 1
$ -
-
Level 2
7,307
-
Level 3

26,916
1,144
28,060

Total

34,223
1,144
35,367
236,930
851,210
16,531
4,595
21,126
233,945
$
-
7,307
$
-

-

236,930
$
-
-
851,210
$ -
-
16,531
-


-
4,595
$
-
16,531 4,595
$
-

-

233,945
  • (4) Transfers between Level 1 and Level 2

There were no transfers between Level 1 and Level 2 in the fiscal years 2023 and

~58~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(5) Table of changes in financial assets classified as Level 3 at FVTPL

Unit: NT$ 1,000

2023 2023
Decrease in
Total profit or loss Increase in the period the period
Recognized
Recognized in other
Opening in profit or comprehensi Issuance or Transfers Sale, disposal Closing
Name balance loss ve income purchase into Level 3 or settlement balance
Financial assets measured at FVTPL $ - 1,011 - 26,200 - (295) 26,916
Financial assets measured at FVTOCI 4,595
-
3,982 - - (7,433) 1,144
$ 4,595
1,011
3,982 26,200 - (7,728) 28,060
2022
Decrease in
Total profit or loss Increase in the period the period
Recognized
Recognized in other
Opening in profit or comprehensi Issuance or Transfers Sale, disposal Closing
Name balance loss ve income purchase into Level 3 or settlement balance
Financial assets measured at FVTPL $ 3,370
(576)
- - - (2,794) -
Financial assets measured at FVTOCI 9,500
-
(3,483) - - (1,422) 4,595
$ 12,870
(576)
(3,483) - - (4,216) 4,595
The above included gains and losses are reported in “other gains and losses” and
“unrealized valuation gains (losses) on financial assets at FVTOCI”, which relate to
assets still held as of December 31, 2023 and 2022 as follows:
2023 2022
Total gain or loss
Recognized in profit (losses) (reported in “other $ 857 -
gains and losses”)
Recognized in other comprehensive income (154) (3,839)
(reported in “unrealized valuation gains (losses) on
financial assets at FVTOCI”)
Total $ 703 (3,839)
  • (6) Quantitative information on fair value measurements of significant unobservable inputs (Level 3)

The Company’s financial assets primarily categorized as Level 3 include equity securities investments and private equity fund investments measured at fair value

through profit or loss, and equity securities investments measured at fair value through other comprehensive income. The list of quantitative information about significant unobservable inputs is as follows:

~59~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Item
Financial assets
measured at FVTPL
- Embedded
derivatives - right of
redemption
Financial assets
measured at FVTPL
- investment in
private equity fund
Financial assets
measured at
FVTOCI -
investment in equity
instruments with no
active market
Financial assets
measured at
FVTOCI -
investment in equity
instruments with no
active market
Valuation
techniques
Binary tree
method for pricing
convertible bond
Net asset value
approach
Comparable
Company
Analysis
Net asset value
approach
Significant unobservable
inputs
‧Volatility as of December
31, 2023, was 36.41%
‧Net asset value
‧Price-to-NAV (Net Asset
Value) ratio as of
December 31, 2023, and
December 31, 2022,
were 1.630 and 1.475,
respectively
‧Lack of market liquidity
discount as of December
31, 2023, and December
31, 2022, were 15.70%
and 15.80%, respectively
‧Net asset value
Relationship between
significant
unobservable inputs
and fair value
‧The higher the
volatility, the higher
the fair value
‧Higher net asset value
leads to higher fair
value
‧The higher the
multiplier, the
higher the fair value
‧The higher the
discount for lack of
marketability, the
lower the fair value
‧The fair value is
positively correlated

(7) Valuation process for fair value classified in Level 3

The Company uses unobservable inputs for its fair value measurements and classifies its fair value in Level 3. The source of the input value for this level is the price provided by reference to counterparty quotations or market comparable companies’ net market value multipliers, etc., and the relevant quotations and valuation information are appropriately maintained. The results are subsequently reviewed to ensure consistency with the valuation sources and the reasonableness of the valuation results.

(8) Sensitivity analysis of fair value to reasonably possible alternative assumptions for Level 3 fair value measurements

The Company’s fair value measurements of financial instruments are reasonable, but the use of different valuation models or valuation parameters may result in different valuation results. For financial instruments classified in Level 3, if the valuation parameters are changed, the impact on the profit or loss or other comprehensive income for the period is as follows:

~60~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

December 31, 2023
Financial assets measured at FVTPL
Embedded derivatives - right of
redemption
Financial assets measured at
FVTOCI
Investments in equity instruments
with no active market
December 31, 2022
Financial assets measured at FVTPL
Financial assets measured at
FVTOCI
Investments in equity instruments
with no active market
Input value Upward
or
downward
changes
Fair value changes
reflected in profit or
loss for the period
Fair value changes
reflected in profit or
loss for the period
Fair value changes
reflected in other
comprehensive income
Favorable
changes
Unfavorab
le changes
Favorable
changes
Unfavorab
le changes
Volatility
Stock price
Net market
value
multiplier
Lack of
marketability
discount
Net market
value
multiplier
Lack of
marketability
discount
5%
10%
7%
7%
4%
4%
$ 265
1,587
$ -
-
-
-

(970)

(970)
-
-
-
-

-
-

-
-
1
(2)
1
(2)
12
(12)
12
(12)

Favorable and unfavorable changes in fair value represent fluctuations in fair value, which are calculated using valuation techniques based on various degrees of unobservable input parameters. If the fair value of a financial instrument is affected by more than one input, the above table reflects only the effect of changes in a single input and does not take into account the correlation and variability among the inputs.

(26) Financial risk management

  1. The Company is exposed to the following risks from the engagement of financial instruments:

  2. (1) Credit risk

(2) Liquidity risk

(3) Market risk

This note presents the Company’s risk information for each of these risks and the Company’s objectives, policies and procedures for measuring and managing risk. For further quantitative disclosures, please refer to the respective notes to the parent company only financial statements.

2. Risk management structure

The Chairman has the sole responsibility for establishing and overseeing the Company’s risk management structure and reports regularly to the Board on its operations.

The Company’s risk management policy is designed to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor

~61~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

compliance with the risks and risk limits. The Company develops a disciplined and constructive control environment through training, management guidelines and operating procedures to enable all employees to understand their roles and responsibilities.

The Audit Committee of the Company oversees how management monitors compliance with the Company’s risk management policies and procedures and reviews the appropriateness of the Company’s risk management framework in relation to the risks it is exposed to. Internal auditors assist the Company’s Audit Committee in its oversight role. These personnel conduct regular and exceptional reviews of risk management controls and procedures and report the results of these reviews to the Audit Committee.

  1. Credit risk

Credit risk is the risk of financial loss arising from the failure of the Company’s customers or counterparties to fulfill their contractual obligations, mainly from the Company’s accounts receivable from customers and investments in securities. (1)Accounts receivable and other receivables

The Company’s credit risk exposures are primarily depended on each customer’s individual circumstances. However, management also considers statistical information about the Company’s customer base, including the risk of default in the customer’s industry and country, as these factors may affect credit risk. Approximately 71% and 69% of the Company’s revenue for 2023 and 2022, respectively, were derived from sales to customers in Mainland China, which resulted in a significant concentration of regional credit risk.

The Company has established a credit policy whereby the Company is required to analyze the credit rating of each new customer individually before granting standard payment and delivery terms. Credit sales limits are established on an individual customer basis and are reviewed periodically; customers who do not meet the Group’s benchmark credit rating may only transact business with the Company on a pre-collection basis.

In monitoring customers’ credit risk, customers are grouped according to their credit characteristics, including whether they are individuals or legal entities, age of accounts, maturity dates and pre-existing financial difficulties. The Company maintains a Provisions account to reflect estimates of losses on accounts receivable and other receivables.

(2) Use of funds

The Company’s investments in equity securities are placed through a centralized trading market and therefore have no significant credit transaction risk.

~62~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The credit risk of bank deposits, fixed income investments and other financial instruments is measured and reported to the Chairman of the Board of Directors by the Company’s finance department. Since the Company’s counterparties are creditworthy banks and financial institutions with investment grade or above, there are no significant performance concerns and therefore no significant credit risk.

4. Liquidity risk

Liquidity risk is the risk that the Company will not be able to deliver cash or other financial assets to settle its financial liabilities and will not be able to meet its related obligations. The Company’s approach to manage liquidity risk is to ensure that the Company has sufficient liquidity to meet its liabilities as they fall due under normal and stressful circumstances and that there is no risk of unacceptable loss or damage to the Company’s reputation. In addition, the Company has entered into unused borrowing lines totaling $2,167,625,000 as of December 31, 2023 to cover unanticipated payments.

5. Market risk

Market risk is the risk that changes in market prices, such as changes in exchange rates, interest rates, and prices of equity instruments, will affect the Company’s revenue or the value of financial instruments held by the Company. The objective of market risk management is to manage the exposure to market risk to an acceptable level and to optimize investment returns.

The Company engages in derivative transactions in order to manage market risk. All transactions are executed in accordance with the guidelines of the Board of Directors. (1) Exchange rate risk

The Company uses derivative transactions to hedge exchange rate risk due to its exposure to exchange rate risk arising from sales and purchase transactions that are not denominated in the Company’s functional currency. Gains or losses on foreign currency assets and liabilities arising from changes in exchange rates are largely offset against natural hedges. Derivative transactions can help the Company reduce, but still not completely eliminate, the impact of changes in foreign currency exchange rates.

The Company periodically reviews individual foreign currency assets and liabilities for exposures and hedges against such exposures.

(2) Interest rate risk

The Company’s interest rate risk arises primarily from variable rate bank deposits and short-term loans, and changes in interest rates will cause future cash flows to fluctuate as the effective interest rates on bank deposits and short-term loans change.

~63~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Equity instrument price risk

If the price of equity securities changes at the reporting date (the same basis is used for both periods of analysis and other changes are assumed to be constant), the effect on the consolidated profit and loss items would be as follows:

Price of securities on
reporting date
Up by 1%
Down by1%
Other
comprehensiv
e income after
tax
$
11
Other
comprehensi
ve income
after tax
46
$
(11)
(73) (46) (165)

(27) Capital management

It is the Board’s policy to maintain a sound capital base to maintain the confidence of investors, creditors and the market and to support the development of future operations. Capital consists of the Company’s share capital, capital surplus and retained earnings. The Board of Directors controls the rate of return on capital and also controls the level of dividends on ordinary shares.

In order to maintain or adjust its capital structure, the Company may adjust dividends paid to shareholders, reduce capital to refund shareholders, issue new shares or sell assets to settle liabilities.

The Company controls its capital on a debt-to-capital ratio basis. The ratio is calculated by dividing net debt by total capital. Net debt is total liabilities less cash and cash equivalents as shown on the balance sheet. Total capital represents all components of equity (i.e., equity, capital surplus, retained earnings and other equity) plus net debt. The debt-to-capital ratio at the reporting date is as follows:


Total liabilities
Less: Cash and cash equivalents
Net liabilities
Total equity
Debt-to-capital ratio
Dec. 31, 2023
$ 7,651,203
(7,936,834)
Dec. 31, 2023
$ 7,651,203
(7,936,834)

Dec. 31, 2022
5,899,388
(3,127,767)
2,771,621
22,811,572
10.83%

$
(285,631)

$
27,773,059

(1.04)%

As of December 31, 2023, the change in the debt-to-capital ratio was primarily due to operational profits, an increase in cash levels, and a reduction in net debt.

~64~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(28) Non-cash investment and financing activities

The information on non-cash investment and financing activities of the Company in 2023 and 2022 is as follows:

  1. For the conversion of corporate bonds into common shares, see Note VI (12).

  2. For obtaining right-of-use assets through leasing, see Note VI (7) and (13).

The Company's adjustments to liabilities from financing activities in 2023 and 2022 are as shown in the following table:

Short-term loans
Bonds payable
Long-term loans (including
long-term loans due within
one year or one operating
cycle)
Lease liabilities
Total liabilities from
financing activities
Short-term loans
Bonds payable
Long-term loans (including
long-term loans due within
one year or one operating
cycle)
Lease liabilities
Total liabilities from
financing activities
Jan. 1,
2023
Cash flow
$ 1,830,000
(250,000)
-
1,079,878
126,175
(126,175)
-
(60)
Non-cash changes
Other
Changes
in
exchange
rate
Changes
in fair
value
Dec. 31,
2023

-
-
-
1,580,000

(229,631)
-
-
850,247

-
-
-
-

119
-
-
59

$ 1,956,175
703,643

(229,512)
-
-
2,430,306


Jan. 1,
2022
Cash flow
$ 552,240
1,239,209
911,927
(2,800)
-
126,175
59
(60)


Non-cash changes
Other
Changes
in
exchange
rate
Changes
in fair
value
Dec. 31,
2022

-
38,551
-
1,830,000

(909,127)
-
-
-

-
-
-
126,175

1
-
-
-

$ 1,464,226
1,362,524

(909,126)
38,551
-
1,956,175



~65~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

VII. Related Party Transactions

  • (1) Parent company and ultimate controller: The Company is the ultimate controller of the Company and the Company’s subsidiaries.

  • (2) Names and relationships of related parties

The related parties that had transactions with the Company during the period covered by

these parent company only financial statements are as follows:

Name of related parties Relationship with the Company Lotes Investments Limited A subsidiary of the Company Good Hope Investments Limited A subsidiary of the Company Guansi Development Co., Ltd. A subsidiary of the Company Zhaxi Investment Co., Ltd. A subsidiary of the Company Jiayu Investment Co., Ltd. A subsidiary of the Company Lotes USA, Inc A subsidiary of the Company LOTES EU GmbH A subsidiary of the Company Lerain Technology Co., Ltd. An associate of the Company (Note 2) Lomites Co., Ltd (Note 1) A subsidiary of the Company LOTES VIET NAM COMPANY LIMITED A subsidiary of the Company Loteson International Investments Limited A subsidiary of the Company Lotes Guangzhou Co., Ltd. A subsidiary of the Company Lotes Hengnan Co., Ltd. A subsidiary of the Company Shenzhen DeYi Automation Equipment Co., Ltd. A subsidiary of the Company Lotes Zhongshan Co., Ltd. A subsidiary of the Company Zhongshan DeZhi Real Estate Development Co., A subsidiary of the Company Ltd.

Zhongshan Dezhi Metal Surface Treatment Co., Ltd. Zhongshan Jinmeida Metal Surface Treatment Co., Ltd.

Guangzhou Leside Technology Co., Ltd. Chongqing Fuxinrui Electronic Technology Co., Ltd.

A subsidiary of the Company A subsidiary of the Company

A subsidiary of the Company A subsidiary of the Company

Hengnan Deyi Property Development Co., Ltd. A subsidiary of the Company Guangzhou Dezhi Technology Co., Ltd. A subsidiary of the Company ZhongShan HuiXing Electronics Co., Ltd. A subsidiary of the Company HuiLi Electronics Technology (Ningbo) Co., Ltd. A subsidiary of the Company Xincheng Development Co., Ltd. A subsidiary of the Company REKA Technology Co., Ltd. A subsidiary of the Company Jae You Co., Ltd. A subsidiary of the Company Lotes Suzhou Co., Ltd. A subsidiary of the Company Wangden Investments Limited A subsidiary of the Company Zongka Technology (Shenzhen) Co., Ltd. A subsidiary of the Company Ememe Robot Co., Ltd. A subsidiary of the Company Compertum Microsystems Inc. A subsidiary of the Company Good News Medical Co., Ltd. A subsidiary of the Company FELCITY NEWS LIMITED A subsidiary of the Company Jia Shi Mei (Guangzhou) Trading Co., Ltd. A subsidiary of the Company Lintes Technology Co., Ltd. A subsidiary of the Company Jilong Co., Ltd. A subsidiary of the Company Rihui Co., Ltd. A subsidiary of the Company Lintes Technology (Suzhou) Co., Ltd. A subsidiary of the Company Genie Precision Machine Co., Ltd. A subsidiary of the Company LINTES TECHNOLOGY (THAILAND) CO.,LTD A subsidiary of the Company I-See Vision Technology Inc. An associate of the Company Key management personnel Including the directors, supervisors, managers and their families and spouses

~66~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Note 1: Mikronpoint Co., Ltd. changed its name to Lomites Co., Ltd. on May 18, 2022. Note 2: As of June 2023, the Company lost control over Lerain Technology Co., Ltd.

  • (3) Material transactions with the related parties

  • Operating revenue

ote 1: Mikronpoint Co., Ltd. changed its name to Lomites Co., Ltd. on May 18, 2022.
ote 2: As of June 2023, the Company lost control over Lerain Technology Co., Ltd.
terial transactions with the related parties
. Operating revenue
ote 1: Mikronpoint Co., Ltd. changed its name to Lomites Co., Ltd. on May 18, 2022.
ote 2: As of June 2023, the Company lost control over Lerain Technology Co., Ltd.
terial transactions with the related parties
. Operating revenue
ote 1: Mikronpoint Co., Ltd. changed its name to Lomites Co., Ltd. on May 18, 2022.
ote 2: As of June 2023, the Company lost control over Lerain Technology Co., Ltd.
terial transactions with the related parties
. Operating revenue
ote 1: Mikronpoint Co., Ltd. changed its name to Lomites Co., Ltd. on May 18, 2022.
ote 2: As of June 2023, the Company lost control over Lerain Technology Co., Ltd.
terial transactions with the related parties
. Operating revenue
The amounts of material sales from the Company to the related parties are as follows:
2023 2022
Other subsidiaries $ 61,291 90,271

The terms of sale of the Company to a subsidiary of the Company are not significantly different from the normal sales price. Their collection periods are all three to four months. Receivables from related parties are not covered by collateral.

  1. Purchase

The amounts of goods purchased by the Company from the related parties are as follows:

Xincheng Development Co., Ltd.
REKA Technology Co., Ltd.
Other subsidiaries
Associates
2023
$ 1,316,107
9,413,378
61,377
69
2022
1,397,497
11,627,683
73,949
-
13,099,129
$
10,790,931

The Company’s purchase price to the above company is not significantly different from the Company’s purchase price to general suppliers. The payment terms are three months, which are not significantly different from those of general suppliers.

  1. Accounts receivable from related parties

The details of the accounts receivable from related parties are as follows:

Accounting item Type of related party Dec. 31, 2023
$ 35,535
168
2,272
3
(2,272)
Dec. 31, 2022
21,364
1,150
2,272
420
(2,272)
22,934
Accounts receivable
Accounts receivable
Other receivables

Other receivables

Allowance for losses
REKA Technology Co., Ltd.
Other subsidiaries
Ememe Robot Co., Ltd.
Other subsidiaries
Ememe Robot Co., Ltd.

$
35,706

~67~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

4. Accounts payable from related parties

The details of the accounts payable from related parties are as follows:

Accounting item Type of related party Dec. 31, 2023
$ 211,845
3,499,107
31,661
49
4,347
9
Dec. 31, 2022

314,136

1,887,801

17,002

-

4,399

1,978

2,225,316
Accounts payable

Accounts payable

Accounts payable

Accounts payable

Other payables

Other payables
Xincheng Development Co.,
Ltd.
REKA Technology Co., Ltd.
Other subsidiaries
Associates
Other subsidiaries
Associates
$
3,747,018

5. Endorsement

The balance and details of the endorsement and guarantee provided by the Company to the related parties are as follows:


Lotes Guangzhou Co., Ltd.
REKA Technology Co., Ltd.

6. Promotion expense
Other subsidiaries
Mainly the sample fees.
7. Administration expense
Other subsidiaries
Mainly the sample fees.
8. R&D expense
Other subsidiaries
Associates
Mainly for research and development materials.
Dec. 31, 2023
$ 153,525
-
$
153,525
2023
$
3,682
Dec. 31, 2022
614,200
541,715
1,155,915
2022
2,304
2022
51,311
2022
47
-
47

2023
$
66,404

2023
$ -
54
$
54
9. Non-operating income
Other subsidiaries
Associates
2023
$ 3,239
416
2022

4,639

-

4,639
$
3,655

~68~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Mainly comprises rental income from offices and parking spaces, and income from samples.

10. Lease

The Company leases warehouses from major management personnel and enters into one-year lease contracts with a total value of $60,000,000 with reference to the neighboring warehouse rental quotes. The interest expenses of $1,000 and $1,000 were respectively recognized in 2023 and 2022, and the balance of Lease liabilities as of December 31, 2023 and 2022 were respectively $59,000 and $0.

  • (4) Major management personnel transactions

Related compensation includes:

Short-term employee benefits
Post-employment benefits
Share-based payment
2023
$ 79,012
880
7,970
2022
50,606
896
-

$
87,862
51,502

Please refer to Note 6(20) for details on share-based compensation.

VIII. Pledged Assets

The details of the book value of the assets provided as collateral by the Company are as follows:

Asset name
Property, plant, and equipment (Note)
Investment property
Collateral subject Dec. 31, 2023
$ 41,006
163,254

Dec. 31, 2022
41,909
167,220
209,129

Bank loan
Bank loan

$
204,260

Note: Some loan contracts have expired and are no longer renewed. The Company has obtained bank repayment certificates but has not yet cancelled the collateral registration procedures.

IX. Significant Contingent Liabilities and Unrecognized Contractual Commitments

  • (1) Significant unrecognized contractual commitments

As of December 31, 2023, the Company has signed but not yet paid for significant construction contracts as follows:

Dec. 31, 2023 Amounts contracted for significant factory construction $ 10,131

  • (2) The issuance of guarantee notes for bank loans, financing lines and derivative financial commodity transactions:

Dec. 31, 2022 Dec. 31, 2023 $ 2,887,704 4,796,150

Guaranteed notes

~69~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

X. Significant Disaster Loss: None.

XI. Significant Post-Period Events: None.

XII. Others

(1) Employee benefits, depreciation, depletion, and amortization functions are summarized below:

Function
Nature

2023

2023

2023
2022 2022 2022
Operation
cost
Operation
expense
Total Operation
cost
Operation
expense
Total
Employee benefit
expense
Salary expenses
Labor insurance and
health insurance
expenses
Pension expenses
Compensation of
directors
Other employee
benefit expenses
Depreciation expense
Amortization expense
30,331
1,539
591
-
2,084
238
12

395,649

14,977

8,079
4,657

13,143

11,728

22,050

425,980

16,516

8,670

4,657

15,227

11,966

22,062

29,628

1,780

577

-

2,293

105

11

349,679

14,631

7,706
4,261

14,100

10,087

22,628

379,307

16,411

8,283

4,261

16,393

10,192

22,639

Additional information on the number of employees and employee benefit costs for 2023 and 2022 is as follows:

Number of employees
Number of directors who were not employees of the
Company
Average employee benefit expenses
Average employee salary expenses
Adjustment of average employee salary expenses
Remuneration for supervisors
2023
158
2023
158
2022

153

5

5

$
3,048

2,841

$
2,784



2,563

8.62%



-
-

Information on the Company’s remuneration policy (including the policy for the remuneration of directors, managers and employees) is as follows.

  1. Remuneration for directors is paid in accordance with the Company’s remuneration

policy for directors.

  1. The bonuses and dividends for managers and employees are based on the Company’s operating conditions, personal duties and performance.

  2. The salaries of the directors and supervisors are adjusted in a timely manner to meet their responsibilities.

~70~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

XIII. Disclosing Information

(1) Major transaction details

In accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers, the Company should disclose the following information about significant transactions in 2023:

1. Capital lending to others:

(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
(1) Major transaction details
In accordance with the Guidelines Governing the Preparation of Financial Reports by
Securities Issuers, the Company should disclose the following information about significant
transactions in 2023:
1. Capital lending to others:
Unit: NT$/Foreign currency1,000
No.
Lender
Borrower
Item
Related
party
Max amount for
the period
Closing
balance
Actual
amount
Interest
rate
Nature of
the
lending
(Note 1)
Transaction
amount
Purpose
for
lending
Allowance
for bad debt
Collateral
Lending limit
for single party
(Note 2)
Overall
lending limit
(Note 2)
Name Value
1 Lintes
Technology
Co.,Ltd.
Genie Precision
Machining Co.,
Ltd.
Other
receivables -
relatedparties
Yes
30,000
30,000
29,000 1.72
2
-
To repay
loan
-
None
-
289,173
1,156,693
No. Lender Borrower Item Related
party
Max amount for
the period

Closing
balance
Actual
amount
Interest
rate
Nature of
the
lending
(Note 1)
Transaction
amount
Purpose
for
lending
Allowance
for bad debt
Collateral Lending limit
for single party
(Note 2)
Overall
lending limit
(Note 2)
Name Value
1 Lintes
Technology
Co.,Ltd.
Genie Precision
Machining Co.,
Ltd.
Other
receivables -
relatedparties
Yes 30,000 30,000
29,000
1.72 2 -
To repay
loan
- None - 289,173 1,156,693
  • Note 1: The following are the descriptions of the funds lending.

  • (1) Those who have business dealings.

  • (2) When there is a need for short-term financing.

  • Note 2: (1) The amount of the Company’s financing to a single party shall not exceed 20% of the Company’s net worth.

  • The total amount of funds lent by the Company to others shall not exceed 40% of the Company’s net worth.

  • (2) Lintes Technology Co., Ltd. must not lend more than 10% of its net value to a single entity.

  • Lintes Technology Co., Ltd.'s total amount of funds lent to others must not exceed 50% of its net

  • value.

  • a. For those with business transactions, the total amount of funds lent must not exceed 10% of

  • the company's net value.

  • b. For those needing short-term funding, the total amount of funds lent must not exceed 40% of

  • the company's net value.

~71~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

2. Endorsement:

Unit: NT$/Foreign currency 1,000

No. Endorseme
nt provider
Endorsee Endorsee Ceiling on
amount of
endorsement
for an
enterprise
(Note 2)

Balance of
the ceiling
endorsement
fee in the
period

Ending
balance of
the
endorsement
fee

Amount
actually
used
Amount of
endorsemen
t backed by
assets

Percentage of the
accumulated
amount of
endorsement in
the net value of
current financial
statement (%)

Ceiling on
amount of
endorsement
(Note 2)

Endorsement
made by
parent
company to
subsidiary

Endorsement
made by
subsidiary to
parent
company


Endorseme
nt made to
any party
in
Mainland
China
Company
Name
Relatio
nship
(Note 1)
0
0
1
2
本公司

"

Lotes
Guangzhou
Co., Ltd.
Lintes
Technology
Co., Ltd.
REKA
Technology
Co., Ltd.
Lotes
Guangzhou
Co., Ltd.
REKA
Technology
Co., Ltd.
Genie
Precision
Machine Co.,
Ltd.
2
2
1
2
5,554,612
5,554,612
2,061,227
1,445,866

537,920

628,400
(USD20,000)

97,275
(USD3,000)

146,600

-


153,525
(USD5,000)


92,115
(USD3,000)

130,000
-
-
-

-
-
-
-
-
0.00%
0.55%
0.89%
4.50%
13,886,529
13,886,529
5,153,069
2,891,732

Yes

"

No

Yes
No
"
"
"
No
Yes
No
"
  • Note 1: There are seven types of relationship between the Endorser and Endorsee, which can be marked:

(1) Companies with business dealings.

(2) Companies in which the company directly and indirectly holds more than 50% of the voting rights.

(3) Companies that hold more than 50% of the voting rights in the company, both directly and indirectly.

(4) The Company owns, directly and indirectly, more than 90 percent of the voting shares.

(5) Company that is mutually insured under a contract between its peers or co-manufacturers based on the need to perform the work.

(6) Company in which all of the contributory shareholders have given their endorsement in proportion to their shareholding in the joint venture.

(7) Intercompany performance guarantees and guarantees for pre-sale contracts in accordance with the Consumer Protection Act.

Note 2: (1) The amount of the Company’s guarantee for a single corporate endorsement shall not exceed 20%

of the net worth of the Company

The aggregate amount of the Company’s guarantees under external endorsement shall not exceed 50% of the net worth of the Company.

(2) The amount of Lotes Guanghou Co., Ltd’s guarantee for a single corporate endorsement is limited to not more than 20% of the net worth of the company.

The aggregate amount of Lotes Guanghou Co., Ltd’s external endorsement guarantees is limited to an amount not exceeding 50% of the Company’s net worth.

(3) The amount of Lintes Technology Co., Ltd.’s guarantee for a single corporate endorsement is limited to not more than 50% of the net worth of the company.

The aggregate amount of Lintes Technology Co., Ltd.’s external endorsement guarantees is limited to an amount not exceeding 100% of the Company’s net worth.

~72~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  1. Securities held at the end of fiscal period (excluding the equity of controlled by subsidiaries, affiliated companies, or joint company):

Unit: NT$ 1,000

Unit: NT$ Unit: NT$ Unit: NT$ Unit: NT$ 1,000
**Holding company ** Category and name of
security
Relationship with the
issuer of the security
Accounting item End of the period Remark
Shares Book value Shareholding
ratio
Fair value
Lotes Co., Ltd.
"

"

"

Jiayu Investment
Co., Ltd.
"

"

"

"

Lintes Technology
Co., Ltd.
"
VSO ELECTRONICS
CO., LTD.
NEXUS CVC
Partners Fund LP -
private equity fund
SteadyBeat Technology
Corporation
G-sau Co., Ltd
Grand-Tek Technology
Co., Ltd.
LIAN HONG ART CO.,
LTD.
OTO PHOTONICS,
INC.
LUCEMITEK CO.,
LTD.
AICP Technology
Corporation
Chailease Holding
Company Limited Class
A Preferred Shares
Hotai Finance Co., Ltd.
Class A Preferred Shares
None
"

"

"
"


"
"
"
"

"

"
Financial assets
measured at FVTPL -
current
Financial assets
measured at FVTPL –
non-current
Financial assets
measured at FVTOCI
- non-current
"
Financial assets
measured at FVTPL -
current
"
"
"
Financial assets
measured at FVTOCI
- current
Financial assets
measured at FVTOCI
- non-current
"
90,800
-
212,020
300,000
392,815
1,088,719
1,368,800
1,169,977
400,000
512,000
300,000

7,307
24,711

1,129

15

18,364

34,926

-

-

-

50,125

28,710

0.24 %

-
%

2.17 %

10.38 %

1.31 %

2.87 %
4.10 %
17.33 %
5.33 %

0.34 %

0.60 %
7,307
24,711
1,129
15
18,364
34,926
-
-
-
50,125
28,710






Note
Note

Note: All of them were recognized in losses.

~73~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The company which
purchases (sells)
products
Name of
transaction
counterparty
Relationship Transacti on status Situation and reason for
the conditions of
transaction to be different
from the ordinary ones
Situation and reason for
the conditions of
transaction to be different
from the ordinary ones
Notes and
receivable
accounts
(payable)
Remark

Purchases
(sales)
Amount Percentage
in total
goods
purchased
(sold)
Credit
period
Unit price Credit period Balance Percentage in
the notes and
accounts
receivable
(payable)
  1. The cumulative purchase or sale of the same securities amounted to at least NT$300 million or 20% of the paid-in capital:

Unit: NT$ 1,000/ Foreign currency 1,000

Company Name Marketable
Securities Type
and Name
Financial
Statement Account
Counterparty Nature of
Relationship
Beginning Balance(Note 1) Beginning Balance(Note 1) Acquisition(Note 1) Acquisition(Note 1) Disposal(Note 1) Disposal(Note 1) Disposal(Note 1) Disposal(Note 1) Ending Balance(Note 1) Ending Balance(Note 1)
Shares Amount Shares Amount Shares **Amount ** Carrying
Value
Gain/Loss
on Disposal
Shares Amount
Lotes Co., Ltd.
Lintes
Technology Co.,
Ltd.
Lotes Viet Nam
Company Limited
Lintes Technology
(Thailand) Co., Ltd
Investments
accounted for using
equity method


"

(
Lotes Viet Nam
Company Limited
Lintes Technology
Thailand) Co., Ltd
Note 2
Note 2
42,200,000
6,400,000

1,295,751
(USD42,200)

57,709
(THB64,000)

32,429,000

32,200,000

995,732
(USD32,429)

290,609
(THB258,000)
(USD1,888)


-



-
-
-
-
-
-
-
74,629,000
38,600,000

2,291,483
(USD74,629)

348,318
(THB322,000)
(USD1,888)

Note 1: Conversion into New Taiwan Dollars is based on the exchange rate on the balance sheet date.

Note 2: The subsidiary's issued securities were acquired through cash capital increase.

  1. Acquisition of real property amounting to NT$300 million or 20% or more of the paid-in capital:

Unit: NT$ 1,000

The company
which acquired
the property
Name of
asset
Date of
occurrence
Amount of
transaction
(Note 2)
Payment
condition
(Note 2)
Counterparty of
transaction
Relationship If the counterparty is a related party, the
information of its previous transfer shall be
provided
If the counterparty is a related party, the
information of its previous transfer shall be
provided
If the counterparty is a related party, the
information of its previous transfer shall be
provided
If the counterparty is a related party, the
information of its previous transfer shall be
provided

Reference for
pricing
Purpose of the
acquisition and
the condition of
use
Other
agreed
matters
Owner Relationship
with the issuer
Date of
transfer
Amount
Lotes Zhongshan
Co., Ltd.
Lotes Hengnan
Co., Ltd.
LOTES VIET
NAM COMPANY
LIMITED
Zhongshan Dezhi
Real Estate
Development and
Operation Co., Ltd.
Plant (Note
1)
"
Plant (Note
1)

Land use
rights
2017.10 ~
2023.02.28
2019.10 ~
2023.12
2022.03~
2023.12
2023.02.10
1,793,895
348,891
598,866
249,876

1,621,212

342,401

578,057

249,876
Chongqing Chuangyou
Construction Group,
etc.

"
VITECCONS
CONSTRUCTION
INVESTMENT JOINT
STOCK COMPANY
Zhongshan Municipal
Natural Resources
Bureau
None
"
"
"
-
-
-
-

-
-
-
-
-
-
-
-
-
-
-
-
Tendering
"
Tendering
Transaction prices
for governmental
construction land
use rights
Construction of
self-use plant
"
Construction of
self-use plant
Business
development
None
"
"
"

Note 1: Build the factory by own contracting committee.

Note 2: The conversions were made at the exchange rates prevailing on the balance sheet date.

~74~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

The company which
purchases (sells)
products
Name of
transaction
counterparty
Relationship Transacti on status Situation and reason for
the conditions of
transaction to be different
from the ordinary ones
Situation and reason for
the conditions of
transaction to be different
from the ordinary ones
Notes and
receivable
accounts
(payable)
Remark

Purchases
(sales)
Amount Percentage
in total
goods
purchased
(sold)
Credit
period
Unit price Credit period Balance Percentage in
the notes and
accounts
receivable
(payable)
  1. Disposal of real property amounting to NT$300 million or 20% or more of paid-in capital: None.

  2. The amount of sales to or from related parties is at least $100 million or 20% of the paid-in capital:

Unit: NT$ 1,000

The company which
purchases (sells)
products
Name of transaction
counterparty
Relationship Transaction status Transaction status Transaction status Transaction status Situation and reason for the
conditions of transaction to be
different from the ordinary ones
Situation and reason for the
conditions of transaction to be
different from the ordinary ones
Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Remark
Purchases
(sales)
Amount Percentage in
total goods
purchased(sold)
Credit
period
Unit price Credit period Balance Percentage in the
notes and accounts
receivable(payable)
Xincheng Development
Co., Ltd.

"

REKA Technology Co.,
Ltd.

"

REKA Technology Co.,
Ltd.

"
"

"


Lotes Guangzhou Co.,
Ltd.

"
"

"

"


"


Lintes Technology
(Suzhou) Co., Ltd.

Lotes Hengnan Co., Ltd.
"


Zongka Technology
(Shenzhen) Co., Ltd.

Guangzhou Leside
Technology Co., Ltd.

"


"

The Company
Lotes Suzhou Co., Ltd.
The Company
Lotes Guangzhou Co., Ltd.
Lotes Hengnan Co., Ltd.
"
Lotes Zhongshan Co., Ltd.
Guangzhou Leside
Technology Co., Ltd.
Lotes Zhongshan Co., Ltd.
"
REKA Technology Co., Ltd.
Lotes Hengnan Co., Ltd.
Zhongshan Dezhi Metal
Surface Treatment Co., Ltd.
Zongka Technology
(Shenzhen) Co., Ltd.
Lintes Technology Co., Ltd.
Lotes Zhongshan Co., Ltd.
Zongka Technology
(Shenzhen) Co., Ltd.
REKA Technology Co., Ltd.
Lotes Zhongshan Co., Ltd.
Zongka Technology
(Shenzhen) Co., Ltd.
Shenzhen DeYi Automation
Equipment Co., Ltd.
Subsidiary
The surrogate parent
company are the same
parent company
Subsidiary
The surrogate parent
company are the same
parent company
The surrogate parent
company are the same
parent company
"
The surrogate parent
company are the same
parent company
"
"
"
"
"
"
"
Subsidiary
The surrogate parent
company are the same
parent company
"
"
"
"
"
Net sales
Net
purchases
Net sales
Net
purchases
Net
purchases
Net sales
Net
purchases
Net sales
Net
purchases
Net sales
Net
purchases
"
"
Net sales
"
"
"
"
Net
purchases
Net sales
"
1,316,107
1,386,087
9,413,378
6,196,311
1,015,488
137,972
6,137,936
1,521,821
612,492
146,863
766,171
238,052
333,391
138,369
1,359,338
363,754
132,314
200,420
441,350
707,026
877,230

94.26 %

99.27 %

67.35 %

44.98 %

7.37 %

0.99 %

45.86 %

10.89 %

13.30 %

2.09 %

16.64 %

5.17 %

7.24 %

1.97 %

97.93 %

26.86 %

9.77 %

18.04 %

22.21 %

33.88 %

42.04 %
EOM 90
days

"

"

"
EOM 90
days

"

"

"

"

"

"

"

"

"

"

"

"

"

"

"

"

-
-
-
-

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
No significant
difference
"
"
"
No significant
difference
"
"
"
"
"
"
"
"
"
"
"
"
"
"
"
"
211,845
(236,004)
3,499,107
(2,235,650)
(162,900)
46,373
(1,602,945)
736,376
(307,353)
50,325
(273,713)
(88,375)
(48,422)
9,266
521,489
104,324
61,828
8,954
(236,064)
285,299
411,039

89.64%

(99.76)%

56.60%

(48.90)%

(3.56)%

0.75%

(35.06)%

11.91%

(30.66)%

1.77%

(27.31)%

(8.82)%

(4.83)%

0.33%

97.00%

19.61%

11.62%

2.36%

(23.56)%

26.96%

38.84%




















~75~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  1. Amounts due from related parties amounting to at least NT$100 million or 20% of paid-in capital:

Unit: NT$ 1,000

Related party with accounts
receivable by the Company
Name of
transaction
counterparty
Relationship Balance of
receivables
from the
relatedparty
Turnover
ratio
Past due receivables from the
related party
Past due receivables from the
related party
Amounts due
from related
parties recovered
after theperiod
Allowance for
losses
Amount Handling
Lotes Guangzhou Co., Ltd.
"

Lotes Zhongshan Co., Ltd.

"

"

"

Lotes Hengnan Co., Ltd.
"

Guangzhou Leside Technology
Co., Ltd.
"

Lintes Technology (Suzhou) Co.,
Ltd.
Xincheng Development Co., Ltd.
REKA Technology Co., Ltd.
"

"

"

"

Lotes Suzhou Co., Ltd.
Good Hope Investments Limited
REKA
Technology
Co., Ltd.
Lotes
Zhongshan Co.,
Ltd.
REKA
Technology
Co., Ltd.
Lotes
Guangzhou
Co., Ltd.
Guangzhou
Leside
Technology
Co., Ltd.
ZhongShan
HuiXing
Electronics Co.,
Ltd.
REKA
Technology
Co., Ltd.
Lotes
Zhongshan Co.,
Ltd.
Zongka
Technology
(Shenzhen)
Co., Ltd.
Shenzhen DeYi
Automation
Equipment Co.,
Ltd.

Lintes
Technology
Co., Ltd.
The Company
"
Lotes
Guangzhou
Co., Ltd.
Lotes
Zhongshan Co.,
Ltd.
Guangzhou
Leside
Technology
Co., Ltd.
ZhongShan
HuiXing
Electronics Co.,
Ltd.
Xincheng
Development
Co., Ltd.
REKA
Technology
Co., Ltd.
The surrogate
parent company
are the same
parent company

"
"
"
"

"
The ultimate
parent entity is
the same
company

"
"


"
Subsidiary
Subsidiary
"
The surrogate
parent company
are the same
parent company

"
"

"
"
Parent
company


2,235,650
673,231
1,602,945
307,353
236,064
145,838
162,900
104,324
285,299
411,039
521,489
211,845
3,499,107


273,713
484,934
736,376
159,096
236,004
949,431

4.18

-

4.37

1.90

1.95

1.55

6.35

4.59

3.45

2.49

2.42

5.00

3.49

3.14

-

2.60

1.30

4.78

-

-
-

-

-

-

-

-

-

-

-

-

-

-

-
-

-

-

-
-
1,155,908
57,217
982,560
165,056
114,741
17,429
61,891
70,312
148,347
203,652
203,495
210,728
1,655,927
124,363
139,518
286,103
45,796
215,585
-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-
-
  1. Engagement in derivative transactions: None.

~76~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(2) Information on reinvestment business:

The Company’s investments in 2023, excluding those in Mainland China, include the

following:

Unit: NT$ 1,000

Name of the
company
investing
Name of investee
company
Location Main business Original investment amount
(Note 1)
Original investment amount
(Note 1)
Shares held at the end of the period end of the period Gain/loss of
investee
company in
the fiscal
period
Gain/loss in the
investment
recognized in the
fiscal period
Remark
End of the
period
End of the
previous year
Shares Ratio Book value
The Company
"
"
"
"
"
"
"
"
"
"
Lotes Investment
Ltd.
Good Hope
Investments
Limited
"
Guansi
Development Co.,
Ltd.
Zhaxi Investment
Co., Ltd.
Lotes Investment Ltd.
Good Hope
Investments Limited
Guansi Development
Co., Ltd.
Zhaxi Investment
Co., Ltd.
Jiayu Investment Co.,
Ltd.
Lotes USA, Inc.
LOTES EU GmbH
Lerain Technology
Co., Ltd.
Lomites Co., Ltd
I-See Vision
Technology Inc.
LOTES VIET NAM
COMPANY
LIMITED
Loteson International
Investments Limited
Xincheng
Development Co.,
Ltd.
REKA Technology
Co., Ltd.
Jae You Co., Ltd.
Wangden
Investments Limited
Samoa
"
"
Anguilla

Taiwan
America
Germany
Taiwan
"
"
Vietnam
Hong Kong
Samoa
Hong Kong
"
"
Holding and
investment
"
"
"
General
investment
Market
development
Market
development
Design, test and
sale of chips
Manufacturing
and trading of
mechanical
equipment and
electronic parts
Design, research
and development,
and
manufacturing
services for
contact lenses
Manufacturing of
connectors for the
information
industry,
communications
industry, and
consumer
electronics
industry
Holding and
investment
Sales of
connectors for the
information
industry,
communications
industry, and
consumer
electronics
industry
Sales of
connectors for the
information
industry,
communications
industry, and
consumer
electronics
industry
Holding and
investment
Holding and
reinvestment
799,865
12,321
614,604
15,353
690,000
76,763
3,398
47,321
123,800

94,000

2,291,483
799,865

3,071

3,110
614,614
15,353

799,996

12,323

614,704

15,355

690,000

76,775

3,272

47,321

124,900

-

1,295,962

799,996

3,071

3,110

614,715

15,355

26,050,000

401,281

20,016,426

500,000

72,300,000

2,500,000

100,000

4,732,059

12,380,000
9,400,000

74,629,000

26,050,000

100,000

101,281

20,016,756

500,000
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
15.74%
99.04%
21.01%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
9,949,958
2,035,859
4,351,613
201,685
1,493,390
88,500
4,744
30,534
83,364
47,666
1,894,288
10,306,155
1,356
1,085,047
4,387,190
201,685

1,600,810

194,701

878,688

23,890

190,233

5,925

254

6,476

(22,585)

(183,101)

(147,235)

1,600,810

(19)

194,719

878,688

23,890

1,699,504

194,701

871,190

23,890

190,458

5,925

254

1,330

(22,916)

(21,474)

(147,235)

1,600,810

(19)

194,719

878,688

23,890
Note 2

Note 2




Note 2







~77~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Name of the
company
investing
Name of investee
company
Location Main business Original investment amount
(Note 1)
Original investment amount
(Note 1)
Shares held a t the end of the period Gain/loss of
investee
company in
the fiscal
period
Gain/loss in the
investment
recognized in the
fiscal period
Remark
End of the
period
End of the
previous year
Shares Ratio Book value
Jiayu Investment
Co., Ltd.
"
"
"
Good News
Medical Co., Ltd.
Lintes
Technology Co.,
Ltd.
Manufacturing
and sales of
optical molds
"
"
"
Jilong Co., Ltd.
Ememe Robot Co.,
Ltd.
Compertum
Microsystems Inc.
Good News Medical
Co., Ltd.
Lintes Technology
Co., Ltd.
FELICITY NEWS
LIMITED
Genie Precision
Machine Co., Ltd.
Compertum
Microsystems Inc.
Lerain Technology
Co., Ltd.
Jilong Co., Ltd.
LINTES
TECHNOLOGY
(THAILAND) CO.,
LTD.
Rihui Co., Ltd.
Taiwan
"
"
"
BVI
Taiwan
"
"
Samoa
Thailand
Samoa
Manufacturing of
electrical and
audio-visual
electronic
products
Manufacturing of
electronic
components
Manufacturing
and sales of
machinery and
equipment,
electronic
components, and
optical
instruments
Manufacturing of
electronic parts
and components,
other electrical
and electronic
machinery and
equipment
Holding and
reinvestment
Manufacturing
and sales of
optical molds
Manufacturing of
electronic
components
Design, test and
sale of chips
Holding and
reinvestment
Manufacturing,
processing, and
trading of wires,
cables, and
electronic
components
Holding and
reinvestment
69,600
60,866
6,360
616,859
1,013
164,833
20,279
5,471
151,990
348,318
151,990

69,600

60,866

6,360

616,919

-

164,833

20,279

5,471

152,015

57,709

152,015

6,960,000

4,331,380

636,000

31,075,140
33,000

14,671,000

1,433,135

547,059

4,950,000

38,600,000

4,950,000
94.37%
31.78%
25.44%
49.61%
100.00%
60.00%
10.59%
1.82%
100.00%
100.00%
100.00%
(8,184)
9,656
1,941
1,434,537
1,037
180,123
3,217
3,530
547,774
344,599
547,774

(15)

(35,411)

(7,805)

396,730

12

(52,241)

(35,411)

6,475

81,966

(3,216)

81,966

(14)

(11,252)

(1,986)

197,752

12

(31,800)

(3,749)

118

80,006

(3,216)

80,006



Note 2




Note 2

Note 2

Note 1: The original investment amount was converted into New Taiwan dollars using the exchange rate at the balance sheet date. Note 2: The investment income or loss recognized in the current period includes adjustments for unrealized gains or losses from intercompany transactions.

~78~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

(3) Investment in China:

  1. Names of investee companies in Mainland China, major business activities, and other related information:

Unit: NT$ 1,000

Name of investee
company in
Mainland China
Mainbusiness Paid-in capital
(Note 3)
Investme
nt
method
(Note 1)
Accumulated
investment
amount remitted
from Taiwan at
the beginning of
the fiscal period
(Note 3)
Amount r
recov
emitted or
ered
Accumulated
investment
amount remitted
from Taiwan at
the end of the
fiscal period
(Note 3)
Gain/loss of
investee
company in the
fiscal period

Shareholdin
g ratio
Gain/loss in
investment
recognized
in the fiscal
period
(Note 2)
Carrying
amount of
investment at
the end of the
fiscal period


Investment
income
remitted
back to
Taiwan by
the end of
the fiscal
period
Remitted Recovered
Lotes Guangzhou
Co., Ltd.
Lotes Suzhou Co.,
Ltd.
Zongka Technology
(Shenzhen) Co., Ltd.
Lotes Hengnan Co.,
Ltd.
Lintes Technology
(Suzhou) Co., Ltd.
Shenzhen DeYi
Automation
Equipment Co., Ltd.
Lotes Zhongshan
Co., Ltd.
Zhongshan Dezhi
Metal Surface
Treatment Co., Ltd.
Hengnan Deyi
Property
Development Co.,
Ltd.
Zhongshan Jinmeida
Metal Surface
Treatment Co., Ltd.
Guangzhou Dezhi
Technology Co.,
Ltd.
Zhongshan DeZhi
Real Estate
Development Co.,
Ltd.
Guangzhou Leside
Technology Co.,
Ltd.
Chongqing Fuxinrui
Electronic
Technology Co.,
Ltd.
ZhongShan HuiXing
Electronics Co., Ltd.
HuiLi Electronics
Technology
(Ningbo) Co., Ltd.
Jia Shi Mei
(Guangzhou)
Trading Co., Ltd.
Manufacturing of connectors for
the information industry,
communications industry, and
consumer electronics industry
Manufacturing of connectors for
the information industry,
communications industry, and
consumer electronics industry

R&D of electronics, import and
export of raw materials of plastic
products and plastic products
Manufacturing of connectors for
the information industry,
communications industry, and
consumer electronics industry
Development and production of
the measurement instruments for
optical communication, optical
transceivers of 10GB/s or above
and relevant technical support

Manufacturing of robotic arms,
automation equipment and
relevant components
Manufacturing connectors for
telecommunication industry and
for consumer electronics industry,
and manufacturing of robotic
arms, automation equipment and
relevant components
Surface treatment of metal
products and plastic products
Development of real estate, lease
of premises, landscape design and
interior decorating

Surface treatment of metal
products and plastic products
Manufacturing of computers,
communication, and other
electronic equipment
Real estate development, house
rental, landscape design, and
interior decoration
Research, testing and development
R&D and sales of electronic
components, automobile
components and accessories,
computers and accessories,
development of molds and the
import and export of goods and
technologies


Manufacturing of connectors for
the information technology,
communication industries, and
consumer electronics
Manufacturing of connectors for
the information technology,
communication industries, and
consumer electronics
Engaging in the manufacture and
sale of audio equipment, Class II
medical devices, mechanical
equipment, electronic components,
and optical instruments
819,824
613,769
15,353
1,131,511
151,990
108,175
3,028,900
263,947
99,521
44,482
2,164
253,130

20,337
6,923
33,318
4,327

1,013

(2)

(2)

(2)

(3)

(2)

(3)

(3)

(3)

(3)

(3)

(3)

(3)

(3)

(3)

(3)

(3)

(2)
782,978
613,769
15,355
-
151,990
-
-
-
-
-
-
-
-
-
-
-
-

-

-

-
-

-
-
-
-
-
-
-
-
-
-
-
-
1,013
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
782,978
613,769
15,353
-
151,990
-
-
-
-
-
-
-
-
-
-
-
1,013

1,600,810

878,688

23,890
203,962

78,175
18,397
979,691
33,677
1,013
(824)
(41)
(10)
79,413
8,858
(34,126)
(2,291)
12

100.00%

100.00%

100.00%

100.00%

49.61%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

51.00%

30.06%

51.00%

100.00%
1,699,523B
871,189B
23,890B
184,741B
37,809C
18,397B
979,691B
33,677B
485B
(3,621)B
(41)B
(8,232)B
79,413B
4,517B
(2,795)B
(1,168)B
12B
9,949,927
4,351,473
201,685
1,686,900
307,641
168,785
5,301,921
300,699
98,642
98,978
2,124
244,950
190,634
6,108
227
1,057
1,037

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

~79~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

Note 1: There are six types of investments:

  • (1) Investment in Chinese Corporation via Third Region Remittance.

  • (2) Establishment of a company to reinvest in a continental company through a third regional investment.

  • (3) Reinvest in Chinese companies by re-investing in existing companies in third regions.

  • (4) Direct Investment

  • (5) Others.

  • (6) N/A.

Note 2: (1)The investment gain or loss recognized in the current period has been reconciled with the unrealized gain or loss from intercompany transactions.

  • (2) Basis of recognition of investment income and loss is divided into the following four categories, which should be noted:

  • A. Financial statements audited by an international accounting firm with a cooperative relationship with the CPA firms in Taiwan

  • B. Financial statements audited by the parent company’s certified accountant in Taiwan

  • C. Financial statements audited by the subsidiary's certified accountant in Taiwan D. Other

Note 3: The balance sheet date exchange rates are used to translate the paid-in capital and remittance of cumulative investment amounts into New Taiwan dollars.

2. Investment ceiling in Mainland China:

Company name Accumulated amount remitted
from Taiwan at the end of the
fiscal period
for investment in Mainland
China (Note 1)
Investment amount
approved by Investment
Commission, MoEA
(Note 1)

Investment ceiling in
Mainland China
according to the
regulations made by
Investment Commission,
MoEA
Lotes Co.,Ltd. $1,412,100,000 $1,559,749,000 $16,663,835,000
Lintes Technology
Co.,Ltd.
$151,990,000 $151,990,000 $1,735,039 ,000
GOOD NEWS
MEDICAL CO.,
LTD.
$1,013,000 Note 2 $4,579 ,000

Note 1: The conversions to NTD were made at the exchange rates prevailing on the balance sheet date.

Note 2: As the relevant statutory filing procedures have not yet been completed, the approved investment amount is not yet available.

3. Significant transactions with the investee companies in China:

Please refer to the “Information on Significant Transactions” and “Business Relationships and Significant Transactions between Subsidiaries and Parents” for details of significant direct or indirect transactions between the Company and its investees in Mainland China in fiscal 2023, which have been eliminated in the preparation of the consolidated financial statements.

~80~

Notes to the Parent Company Only Financial Statements of Lotes Co., Ltd.

  • (4) Information on Major Shareholders:
ation on Major Shareholders:
Shares
**Name of Major Shareholder **
Shares held Shareholding
%
Chin-LingInvestment Co.,Ltd. 10,956,237
9.82%
JiamingInvestment Co.,Ltd. 9,797,037
8.78%

Note:

  • (1) The information on major shareholders in this table is based on the last business day of each quarter and is calculated based on the total number of common shares and preferred shares held by shareholders who have completed the delivery of unregistered shares (including treasury shares) of the Company of at least 5%. The number of shares recorded in the Company’s financial statements and the actual number of shares delivered without physical registration may differ depending on the basis of computation.

  • (2) The above information is revealed by the trustee’s opening of a trust account with individual subaccounts of the principal if the shareholder has delivered his or her shares to the trust. As for any shareholder holding more than 10% of the shares of the Company in accordance with the Securities and Exchange Act, the shareholdings include its own shares plus the shares it has delivered to the trust and has the right to decide on the use of the trust property, etc. Please refer to the Market Observation Post System for information on insider shareholdings.

XIV. Segmental Information

Please refer to the consolidated financial statements for 2023.

~81~

Lotes Co., Ltd.

Statement of Cash and Cash Equivalents

December 31, 2023

Unit: NT$ 1,000

Item
Cash and cash equivalents:
Petty cash
Checks and demand deposits:
Time deposit:
Total
Summary Amount
$ 155
36,389
424,850
461,239
50
7,475,390
7,475,440
$
7,936,834

NTD
Foreign currency (USD13,567,389.85,
HKD20,871.68, JPY148,785.00,
EUR217,680.55, RMB173,801.74 and
THB1.67)
NTD Due date: 2024.02.19
Interest rate range: 1.45%
Foreign currency (USD239,290,000,
RMB17,800,000 and EUR1,500,000)
Due date: 2024.01.04~2024.06.12
Interest rate range: 2.30%~5.54%

Statement of Financial Assets Measured at FVTPL - Current

Financial Instrument Summary Number
of Shares
or Bonds
Face Value Total Amount Interest
Rate
Acquisition
Cost
3,001
Fair Value Fair Value
Change
Attributable to
Credit Risk
Change
Remarks
Unit
Price
Total
Amount
7,307
OTC Stocks
VSO ELECTRONICS
CO., LTD.
90,800 $ - - - %
80.47

-

~82~

Lotes Co., Ltd.

Statement of Notes Receivable

December 31, 2023

Unit: NT$ 1,000

Item Summary Amount
$ 735
284
81
283
$
1,383
Non-related parties:
A company
B company
C company
Other (Note)

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

Statement of Accounts Receivable

Item Summary Amount
$
35,703
$ 639,371
613,044
532,964
504,044
401,295
383,527
354,730
2,413,225
5,842,200
(2,311)
$
5,839,889
Accounts receivable - related parties
Non-related parties:
D company
E company
F company
G company
H company
I company
J company
Other (Note)
Less: allowance for losses

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

~83~

Lotes Co., Ltd.

Statement of Other Receivables

December 31, 2023

Unit: NT$ 1,000

Item Summary

Primarily receivables from mold opening
income
Amount
$ 2,275
(2,272)
Related-parties
Less: allowance for losses
Non-related parties:
Business tax credit and tax refund
Other receivables - interest
Other
Subtotal
Less: allowance for losses

$
3
$ 13,846
41,040
284
55,170
(279)

$
54,891

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

Statement of Inventories

Item
Merchandises
Finished goods
Work in process
Raw materials
Subtotal
Less: Allowance for decline in value of inventories and doubtful
losses
Amount
$ 723,215
2,834
3
29
Market price

899,545

1,945

3
17

901,510
726,081
(125,716)

$
600,365

Note: Allowance for decline in value of inventories and allowance for doubtful accounts is based on the lower of cost or net realizable value and the ageing of inventories, respectively.

~84~

Lotes Co., Ltd.

Statement of Prepayments

December 31, 2023

Unit: NT$ 1,000

Item Summary
Mainly prepayment of annual association
fee
Mainly prepayment of product certification
fee
Mainly prepayment of insurance
Primarily prepaid business tax
Mainly prepayment of miscellaneous
expenses, etc.
Amount
$ 1,461
1,250
912
2,480
1,112
$
7,215
Prepayment of membership fee
Prepayment
Prepayment of insurance
Prepaid import business tax
Other (Note)
Total

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

Statement of Changes in Financial Assets Measured at FVTPL - Non-Current From January 1 to December 31, 2023

Name of financial
instruments
Beginning of theperiod Beginning of theperiod Increa se in theperiod Decrea se in theperiod Ending of theperiod Provision of
guarantees
orpledges

Remark
Shares Fair value Shares Amount
2,500
25,000
Shares Amount
(295)
(289)
Shares Fair value
2,205
24,711
Redemption rights of
convertible bonds
Private equity funds
-
-
$
-
-
-
-

-

-
-
-
None
$
-

27,500

(584)

26,916

~85~

Lotes Co., Ltd.

Statement of Changes in Financial Assets Measured at FVTOCI - Non-Current

From January 1 to December 31, 2023

Unit: 1,000 Shares/NT$ 1,000

Name Beginning of theperiod Beginning of theperiod Increase in theperiod Decrease in the period
(Note)
Decrease in the period
(Note)
Ending of theperiod Accumulated
impairment
Provision
of
guarantees
orpledges
Remark
Shares
Fair value
Shares Amount
-
-
Shares Amount

(3,297)
(154)
Shares Fair value

1,129
15
SteadyBeat Technology
Corporation
G-sau Co., Ltd
831 $ 4,426
300
169
$
4,595

-

-
619
-
212
300
-

-
None
None
$
4,595
-
(3,451)
1,144 -

Note: This amount includes a disposal of NT$7,433 thousand in this period and unrealized gains of NT$3,982 thousand on financial assets measured at fair value through other comprehensive income.

~86~

Lotes Co., Ltd.

Statement of Changes in Investment Accounted for Using the Equity Method

From January 1 to December 31, 2023

Unit: NT$ 1,000

Name Opening balance
(Note 1)
Opening balance
(Note 1)
Increase in the period (Note
2)
Increase in the period (Note
2)
Decrease in the period
(Note 2)
Decrease in the period
(Note 2)
Closing balance Market valu e or net equity
Provision of
guarantees or
pledges
Totalprice
9,949,958
None
2,035,859
"
4,351,613
"
201,685
"
1,493,390
"
88,500
"
4,744
"
30,534
"
83,364
"
1,894,288
"
47,666
"
20,181,601
Remark
Unitprice
Shares
Amount
Shares
Amount

-
1,508,827

-
188,414

-
790,463

-
20,126

3,300,000
9,801

-
2,718

-
582

-
1,329

-
-

32,429,000
691,601
9,400,000
47,666
3,261,527
Shares
Amount

-
-

-
-

-
-

-
-

-
-

-
-

-
-

-
-
110,000
23,708

-
-

-
-
23,708
Shares
Shareholding
%
26,050,000
100.00%
401,281
100.00%
20,016,426
100.00%
500,000
100.00%
72,300,000
100.00%
2,500,000
100.00%
100,000
100.00%
4,732,059
15.74%

12,380,000
99.92%
74,629,000
100.00%
9,400,000
21.01%
Amount

9,949,958

2,035,859

4,351,613

201,685

1,493,390

88,500

4,744

30,534

83,364

1,894,288

47,666
Lotes Investment Limited
Good Hope Investments Limited
Guansi Development Co., Ltd.
Zaxi Investment Co., Ltd.
Jiayu Investment Co., Ltd.
Lotes USA. Inc.
LOTES EU Gmbh
Lerain Technology Co., Ltd.
Lomites Co., Ltd
LOTES VIET NAM COMPANY LIMITED
I-See Vision Technology Inc.
26,050,000 $ 8,441,131
401,281
1,847,445
20,016,426
3,561,150
500,000
181,559
69,000,000
1,483,589
2,500,000
85,782
100,000
4,162
4,732,059
29,205
12,490,000
107,072
42,200,000
1,202,687
-
-
$
16,943,782

-

-

-

-

-

-

-

-

-

-

-
$
16,943,782

3,261,527
23,708
20,181,601

Note 1: This amount includes the impact of retrospectively applying new standards amounting to NT$4,263 thousand. Note 2: This amount includes an increase in investment funds of NT$898,915 thousand, recognition of investment income of NT$2,795,627 thousand, recognition of a decrease in cumulative translation adjustments of NT$449,712 thousand, recognition of an increase in invested companies' capital reserves of NT$24,049 thousand under the equity method, recognition of unrealized losses on financial assets of NT$38 thousand under the equity method, recognition of unearned compensation of NT$6,162 thousand, and impairment losses of NT$24,860 thousand under the equity method.

~87~

Lotes Co., Ltd.

Statement of Deferred Tax Assets

December 31, 2023

Unit: NT$ 1,000

Item
Deferred tax assets
Summary Amount
$
164,025

Statement of Other Non-Current Assets

Item
Refundable deposits
Prepayment for construction work
Summary Amount
$ 6,027
7,248

$
13,275

~88~

Lotes Co., Ltd.

Statement of Short-Term Borrowings

December 31, 2023

Unit: NT$ 1,000

Type
Credit loan
Credit loan
Credit loan
Credit loan
Credit loan
Dividend loan
Description $ $ Closing
balance
Period
-
2023.06.27~
2024.06.27
-
2023.08.07~
2024.08.31
580,000 2023.06.12~
2024.06.30
-
2023.03.31~
2024.03.31
-
2023.04.30~
2024.04.30
1,000,000 2023.08.28~
2024.08.28
1,580,000
Interest rate
0%
0%
1.80%
0%
0%
1.90%
Financing line
Collateral or
guarantee
300,000Guaranteed notes of
300,000,000
500,000
Guaranteed notes of
500,000,000
580,000
Guaranteed notes of
580,000,000
(Note1)
600,000
Guaranteed notes of
600,000,000
767,625
Guaranteed notes of
767,625,000
(Note 2)
1,000,000

None
3,747,625
Remark
E.SUN
Bank
CTBC Bank
Bank
SinoPac
Hua Nan
Bank
Fubon Bank
Hua Nan
Bank

Note 1: The financing amount is NT$400,000 thousand and US$6,000 thousand. Note 2: The financing amount is US$25,000 thousand.

Statement of Notes Payable

Item Summary Amount
$ 2,603
395
313
283
1,597
$
5,191
Non-related parties:
K company
L company
M company
Ncompany
Other (Note)

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

~89~

Lotes Co., Ltd.

Statement of Accounts Payable

December 31, 2023

Unit: NT$ 1,000

Item Summary Amount
$ 3,499,107
211,845
31,710
$
3,742,662
$ 882
743
276
99
$
2,000
Related parties:
REKA Technology Co., Ltd.
Xincheng Development Co.,
Ltd.
Other (Note)
Non-related parties:
O company
P company
Q company
Other (Note)

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

Statement of Other Payables

Item
Other payables - related parties
Non-related parties:
Salary payable
Royalties payable
Compensation payable to
employees and directors and
supervisors
Promotion expenses payable
Other
Total
Income tax liabilities for the period
Summary Amount
$
4,356

Mainly salary and year-end bonuses payable
Mainly royalties payable
Mainly compensation for employees and
directors in 2023
Mainly promotion expenses payable

$ 44,178
31,028
207,180
70,715
33,878

$
386,979

$
593,337

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

~90~

Lotes Co., Ltd.
Statement of Refund Liabilities - Current
December 31, 2023
Item
Summary
Unit: NT$ 1,000
Amount
$
420,182

Refund liabilities - current
Amount expected to be paid to customers as
a result of discounts
Statement of Other Current Liabilities
Item
Summary

Amount
$
18,060

Other current liabilities
Collection on behalf of others
Statement of Bonds Payable
Name Trustee Issuanceperiod Coupon
rate
0%
Total issue
amount
Unamortize
d discount
Converted
amount
Book value Redemptio
n method
Guarante
e
Note
None
Second
domestic
unsecured
convertibl
e bond
Hua Nan
Commercia
l Bank, Ltd.
2023.03.09~2026.03.0
9
$
1,000,000

(31,653)

(118,100)
850,247 Lump-sum
payment at
maturity


~91~

Lotes Co., Ltd. Statement of Deferred Income Tax Liabilities December 31, 2023 Unit: NT$ 1,000 Item Summary Amount Deferred income tax liabilities $ 948 Statement of Provision for Liabilities - Non-Current Item Summary Amount Provision for liabilities - Provision for employee benefit liabilities $ 43,534 non-current Statement of Other Non-Current Liabilities Item Summary Amount Deposits received $ 43

~92~

Lotes Co., Ltd.

Statement of Operating Revenue

From January 1 to December 31, 2023

Unit: NT$ 1,000

Item Quantity Amount Sales revenue: General 779,671KPCS $ 8,932,344 Triangular trade 1,258,539KPCS 6,763,228 Less: Return of sales (46,902) Discount on sales (175,220) Net operating revenue $ 15,473,450

~93~

Unit: NT$ 1,000

Lotes Co., Ltd.

Statement of Operating Cost

From January 1 to December 31, 2023

Item
Direct raw materials
Opening inventory
Add: Incoming materials for the period
Less: Raw materials at the end of the period
Transfer to merchandise inventory sales
Raw material consumption
Manufacturing Costs
Processing Costs
Transfer of finished goods and merchandise
Less Work in process at the end of the period
Total manufacturing costs
Add: Opening finished goods
Less: Transfer to work-in-progress
Finished goods at the end of the period
Other
Cost of finished goods
Add: Opening goods
Current period imports
Transfer of raw materials to sales
Other
Less: Ending goods
Other
Cost of goods sold
Loss on decline in value of inventories, slump and obsolescence
Operating cost
Amount
$ 18
848
(29)
(11)
826
3,851
1,487
5,105
(3)
11,266
4,220
(5,105)
(2,834)
(796)
6,751
1,089,869
10,821,429
11
31,427
(723,215)
(12,976)
11,206,545
40,413
$
11,253,709

~94~

Lotes Co., Ltd.

Statement of Promotion Expense

From January 1 to December 31, 2023

Unit: NT$ 1,000

Item Summary Amount
$ 67,044
38,356
74,527
126,311
Import and export expenses
Royalties
Payroll
Other (Note)
Total

$
306,238

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

Statement of Administration Expense

Item Summary Amount
$ 278,106
25,567
147,108
Salary expenses
Labor expenses
Other (Note)
Total

$
450,781

Note: The balance of each account does not exceed 5% of the amount in this accounting item and is not shown separately.

~95~

Lotes Co., Ltd.

December 31, 2023

Please refer to the following notes for the remaining information on the schedule of significant accounting items:

(1) Statement of property, plant and equipment and changes in accumulated depreciation, Note VI (6).

(2) Statement of right-of-use assets and changes in accumulated depreciation, Note VI (7).

(3) Statement of investment property and accumulated depreciation, Note VI (8).

(4) Statement of changes in intangible assets, Note VI (9).

(5) Statement of the net amount of other revenues and gains and expenses and losses, Note VI (23)

~96~