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Mercuries Data Systems Ltd. — AGM Information 2025
Jun 17, 2025
52075_rns_2025-06-17_04fa43dc-93d5-4a5f-a5c7-4b1c8aa1321d.pdf
AGM Information
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MERCURIES DATA SYSTEMS LTD.
2025 Annual Shareholders’ Meeting Minutes
(Translation)
Time and Date:9:00 a.m., Monday, June 9, 2025
Place:B2F, No.2, Lane 150, Sec.5, Xinyi Rd., Xinyi District, Taipei City
Convening Method:Physical shareholders’ meeting
Attendance:All shareholders and their proxy holders, representing 102,892,651 shares
(among them 98,100,861 shares voted via electronic transmission),
52.51% of the total 197,301,339 outstanding shares.
Chairperson:Chen, Hsiang-Chung, Chairman Recorder:Chan, Ya Jung
Attending Directors:Chen, Hsiang-Chung, Chairman
Shen, Shang-Hung, Independent Director
Liu,Shui-En, Independent Director Chen,Kuan-Pai, Independent Director Chen,Wen-Chu, Director Tang,Te-Cheng, Director
Attendance:Chang, Shu-Chen, CPA, BDO Taiwan
Liu Ke-Yi, CPA, BDO Taiwan
Wu, Jhih-Yong, Lawyer, J-Li Law Office
1. Call the Meeting to Order:
The aggregate shareholding of the shareholders present in person or proxy constituted a
quorum. The Chairperson called the meeting to order.
2. Chairperson Remarks:omitted
1
3. Report subjects:
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(1). Report on operating results of 2024 (Please refer to Attachment 1)
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(2). Audit Committee's review report of 2024 financial statements (Please refer to Attachment 2).
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(3). Report on the compensation for employees and directors in 2024.
-
Description:1. According to the audited financial statements for the year 2024, our company has allocated 3.51% of the profits as employee compensation, amounting to NT$13,000,000, and 1.89% as director compensation, amounting to NT$7,000,000, both of which will be disbursed in cash.
- The employee and director compensation mentioned above has been approved by the Board of Directors on March 10, 2025.
-
(4). Report on the Implementation of the Company’s Issuance of the 1st Domestic Unsecured Conversion Bonds (Please refer to Attachment 3).
4. Recognition subjects:
Proposal 1 proposed by the board of directors
Subject:Ratification of the 2024 business report and financial statements.
-
Description:1. The 2024 business report and financial statements have been approved by the Board of Directors on March 10, 2025. The financial statements audited by certified public accountants (CPAs) Shu-chen Chang and KeYi Liu from BDO Taiwan and reviewed by the Audit Committee.
-
2024 business report (Please refer to Attachment 1).
-
2024 Consolidated Financial Statements and Individual Financial Statements (Please refer to Attachment 4).
Voting Results:1. Speeches and questions from shareholders: None.
2. Shares represented at the time of voting:102,877,940
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor:101,762,436votes (96,985,357 votes) |
98.91% |
| Votes against:134,966 votes (134,966votes) |
0.13% |
| Votes invalid:0 votes | 0.00% |
2
% of the total represented Voting Results* share present Votes abstained: 980,538 votes 0.95% (980,538 votes)
*including votes casted electronically(number in brackets)
RESOLVED, that the above proposal was hereby approved as proposed.
Proposal 2 proposed by the board of directors
Subject:Ratification of the Company's 2024 Earnings Distribution Proposal.
Description:1. The Company's 2024 annual earnings distribution proposal has been
approved by the Board of Directors on March 10, 2025, and reviewed by the Audit Committee.
- 2024 Earnings Distribution Table( Please refer to Attachment 5).
Voting Results:1. Speeches and questions from shareholders: None.
2. Shares represented at the time of voting:102,877,940
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor:101,760,842 votes (96,983,763 votes) |
98.91% |
| Votes against:138,560 rights (138,560 votes) |
0.13% |
| Votes invalid:0 votes | 0.00% |
| Votes abstained:978,538 votes (978,538 votes) |
0.95% |
*including votes casted electronically(number in brackets)
RESOLVED, that the above proposal was hereby approved as proposed.
3
5. Discussion subjects:
Proposal 1 proposed by the board of directors
Subject:Discussion of the amendments to “Articles of Incorporation “.
Description:1. In order to comply with the Article 14, Paragraph 6 of the Securities and Exchange Act, it is proposed to amend Article 23 of the “Articles of Incorporation “ to add the distribution ratio of compensation for nonmanagerial employees.
- Comparison Table of the amendments to “Articles of Incorporation” ( Please refer to Attachment 6).
Voting Results:1. Speeches and questions from shareholders: None.
- Shares represented at the time of voting:102,877,940
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor:101,770,740 votes (96,993,661 votes) |
98.92% |
| Votes against:133,076 votes (133,076 votes) |
0.12% |
| Votes invalid:0 votes | 0.00% |
| Votes abstained:974,124 votes (974,124 votes) |
0.94% |
*including votes casted electronically(number in brackets)
RESOLVED, that the above proposal was hereby approved as proposed.
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6. Directors Election:
Proposal 1 proposed by the board of directors
Subject:Election of 9 directors (including 5 independent directors) of the 17th Board of Directors.
-
Description:1. The term of the 16th Board of Directors of the company will expire on June 16, 2025, and it is proposed to submit to the shareholders' meeting for a complete re-election.
-
In accordance with the Company Act and the company's Articles of Incorporation, the 17th Board of Directors will elect 9 directors (including 5 independent directors). The newly elected directors will assume office from the date of the re-election, with a term of three years, from June 9, 2025, to June 8, 2028.
-
The reason for the continued nomination of independent directors whose term has reached three terms is as follows:
-
(1) Mr.Shen,Shang-Hung has rich experience in industry knowledge, leadership and decision-making, although he has served as an independent director of the Company for three consecutive terms, the company still relies on his expertise, allowing him to apply his skills beyond the responsibilities of an independent director, providing oversight to the board and offering professional advice.
-
(2) Mr.Lin,Ming-Sheng has rich experience in law, industry knowledge, leadership and decision-making, although he has served as an independent director of the Company for three consecutive terms, the company still relies on his expertise, allowing him to apply his skills beyond the responsibilities of an independent director, providing oversight to the board and offering professional advice.
-
-
At the company's 2025 Annual Shareholders' Meeting, a complete reelection of the Board of Directors (including independent directors) will take place. In accordance with Article 192-1 of the Company Act and the company's Articles of Incorporation, a candidate nomination system will be adopted.
-
The Board of Directors of the company resolved on March 10, 2025, to propose a list of candidates for 9 directors (including 5 independent directors).Their educational background, experience, and other relevant information( Please refer to Attachment 7).
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Election:
Election Results :
| Election Results: | |||
|---|---|---|---|
| Elected Category | Household No. or ID No. |
Household Name / Name | Vote Count |
| Director | 1 | Legal Representative of Mercuries & Associates Holding, Ltd: Chen,Hsiang-Chung. |
108,929,878 votes |
| Director | 1 | Legal Representative of Mercuries & Associates Holding, Ltd: Chen,Hsiang-Li. |
100,965,079 votes |
| Director | 1 | Legal Representative of Mercuries & Associates Holding, Ltd: Chen,Wen-Chu |
100,964,302 votes |
| Director | 1 | Legal Representative of Mercuries & Associates Holding, Ltd: Tang,Te-Cheng |
100,685,382 votes |
| Independent Director |
D1209* | Shen,Shang-Hung | 100,710,213 votes |
| Independent Director |
A1213* | Lin,Ming-Sheng | 100,479,279 votes |
| Independent Director |
S1204* | Liu,Shui-En | 100,477,661 votes |
| Independent Director |
A1206* | Chen,Kuan-Pai | 100,475,437 votes |
| Independent Director |
A2277* | Chang,La-Shin | 100,474,419 votes |
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7. Other Proposals:
Proposal 1 proposed by the board of directors
Subject:Proposal of release the prohibition on newly-elected directors.
-
Description:1. It is conducted in accordance with Paragraph 1, Article 209 of the Company Act, which provides that “A director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval”.
-
Some directors of the Company hold concurrent positions as directors or executives in other profit-making enterprises. With no harm to the Company's interests, they are seeking approval from the shareholders' meeting to lift the restrictions on competitive activities for directors.
-
The details of the positions held by the newly appointed directors (including independent directors) in other companies( Please refer to Attachment 8).
Voting Results:1. Speeches and questions from shareholders: None.
- Shares represented at the time of voting:102,892,651
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor:101,643,431 votes (96,866,352 votes) |
98.78% |
| Votes against:167,802 votes (167,802 votes) |
0.16% |
| Votes invalid:0 votes | 0.00% |
| Votes abstained:1,081,418 votes (1,066,707 votes) |
1.05% |
*including votes casted electronically(number in brackets)
RESOLVED, that the above proposal was hereby approved as proposed.
8. Questions and Motions: As no other ad-hoc motions were raised by the shareholders present, the Chairperson declared the meeting adjourned.
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9. Adjournment: The meeting was adjourned at 9:28 a.m. of the same day
(The minutes of the shareholders' meeting only include the main points discussed, while the detailed content is based on the audiovisual recording of the meeting)
Chairperson:Chen, Hsiang-Chung, Chairman Recorder:Chan, Ya Jung
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【 Attachment 1 】
MERCURIES DATA SYSTEMS LTD. 2024 Business Report
Dear Mr. and Ms. Shareholder,
In 2024, the Company was continuously committed to internal reorganization, various businesses, results of research and development. The operation overview of 2024 and the outlook for 2025 are reported as follows:
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I. Annual business report of 2024:
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(I) The results of the implementation of the business plan:
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Based on the principle of profit first, the high-quality gross revenue and profit were created:
- The consolidated operating revenue in 2024 was NT$4,873,350 thousand, an increase of approximately 22.72% (or NT$902,273 thousand) comparing to 2023. The operating revenue has reached a new high in recent years. The operating cost in 2024 was NT$3,430,868 thousand, resulting in an operating gross profit of NT$1,442,482 thousand in 2024, still an increase of approximately 3.05% (or NT$42,660 thousand) comparing to 2023. We continuously improved and controlled operating expenses and costs, while effectively managing and reducing non-operating expenses and losses. The consolidated net income in 2024 was NT$283,639 thousand, an increase of approximately 12.65% (or NT$31,841 thousand) from 2023; the total comprehensive income in 2024 was NT$254,599 thousand, although it decreased by approximately 25.57% comparing to 2023(or NT$87,458 thousand), However, the profitability is still not low, the maintenance income with high gross profit in nature was approximately NT$1.527 billion, and the gross profit of maintenance was approximately NT$688 million, with the gross profit margin of approximately 45.06%, the efforts in sales in the past few years have successively the fruitful results from the stable maintenance income. Therefore, our company will continue to strictly control the quality, delivery time, and cost, adopt a policy of selective orders and projects, grow steadily, and continue to expand the space for business development. We will also focus on profit centers to generate revenue from higher quality gross profits.
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Reorganization of human resource allocation and review of organizational structure:
- To effectively reduce operating labor costs, we have continuously reviewed and controlled the Company's human resource allocation, by eliminating incompetent and redundant workforce, and improved the Company's substantial profitability and competitiveness. Although operating expenses in 2024 increased slightly by approximately 5.15% from 2023, resulted from the fact that labor costs could not be lowered effectively due to continuous
-
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contract of large-scale public construction projects; provided, the operating labor costs remained stable and in check within the expected acceptable extent with the support of increased operating revenue and operating gross profit.
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Emphasis on talent cultivation and employee benefits:
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In order to motivate the potentials of colleagues on job and form the team's loyalty, several talent training courses are held every year, to enhance the capabilities of all employees and shape the Company's core values; furthermore, not only all relevant benefits and working conditions are better than the provisions of the Labor Standards Act, the Company insists the corporate culture of democratic management and a harmonious mutual-aid organizational atmosphere. The Company often organizes various internal activities, and invites colleagues and their family members to participate, while providing a warm, harmonious, and healthy work and recreational environment, our company was awarded the " gold award" in the 2024 Happy Enterprise Awards hosted by 1111 Job Bank. This marks awarded the recognition for five consecutive years and honored with the gold award twice.In the future, we will continue to create a more comprehensive joyful workplace.
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Careful selection of projects and strict control over the implementation, to decrease litigations and disputes:
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We have no other major litigation disputes have occurred this year, and the lawsuits that had been ongoing for many years have all been closed.The valuable experiences learned in past litigations are seen as the references to improve deficiencies, for no more repetitive mistakes being made when contracting public construction projects in the future. It is sought that in the coming year, the Company's future business guidelines will be planned on the basis of the most robust financial information.
-
Establishment of the cross-strait work-division mechanism and continuously expanding the overseas markets:
-
The Company's subsidiary in Mainland China (Nanjing Mercuries Software Co., Ltd.) has developed an intelligent maintenance system platform, the platform integrates positioning system (GPS), assisted global positioning system (AGPS), wireless data communication technologies (GPRS/SMS) and geographic information system technology (GIS), these technologies can meet the monitoring and management needs of various industries, including patrol inspections of daily safety facilities, work dynamic tracking and positioning of maintenance personnel, and reporting of potential hazards, and it can be applied to related operation and maintenance management industries such as firefighting, telecommunications, gas, petrochemicals, security, rail transportation, logistics, and more . Currently, the number of gas industry users in Mainland China has reached over a hundred, and the platform has been introduced for domestic sales, with successful implementation in the domestic gas industry. In the future, we will continue to
10
expand the application of this platform in the domestic market.
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(II) Analysis of budget implementation, financial revenue and expenditure and profitability:
-
The consolidated operating revenue of the Company in 2024 was NT$4,873,350 thousand, and the consolidated net income was NT$283,639 thousand; the total consolidated comprehensive income was NT$254,599 thousand; for the profitability, the return on assets was 4.44%, and the return on shareholders' equity was 9.13%, and the after-tax EPS was NT$1.43.
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(III) Current status of research and development:
-
Over the years, the Company has achieved fruitful results in software R&D; of which, the in-house developed cloud-based smart management service product, "Fieldwork Somersault Cloud" has successively won the "2017 Golden Young Award" from the Industrial Development Bureau of the Ministry of Economic Affairs, and the "18th Golden Summit Award - Top Ten Outstanding Products" by the Outstanding Enterprise Managers Association of the Republic of China, the "2017 Cloud IoT Innovation Award" by the Cloud Computing & IoT Association in Taiwan, and the "Outstanding Mobile Application Award" in the 22nd World Information Technology Conference in 2018, currently, its market share has become the highest nationwide among similar products. fully demonstrating the Company's software R&D strength. In the regard of patent R&D, a total of 12 invention and new model patents have been issued, and 3 patents are pending. In the future, other R&D achievements will be transformed into substantial patent protection continuously, seeking to fully protect the Company's intangible assets for more actively achieving the objective of accumulating the Company's competitive edges and elevating the competition entry barrier.
II. Summary of the 2025 business plans
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(I) Operating guidelines:
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Be customer-oriented customer-centric mindset, continue to cultivate key customers:
- In order to provide better service to customers and long-term cooperation with customers, the Company introduces the customer service concept of major accounts, to provide customers with a full range of solutions (total solutions) as the goal; by analyzing the customer's future business trends and growth strategy, and evaluate the company's potential business value and competitive situation, the account manager responsible for the customer (Account Manager) provides the integrated services (Integrated Service), while accumulating experience, we focus on key customers and thoroughly understand their various operations, and strive for opportunities to undertake related information projects; on the contrary, unfamiliar customers or projects shall be reduce potential risks. In addition, through the establishment of a customer relationship management system (CRM) around customers, and implement the related business management processes, the Company's will enhance its profitability, revenue, and customer satisfaction. The CRM
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system can also remotely monitor the operation status of automated equipment, allowing timely tracking of maintenance service progress after a fault is reported, thereby ensuring the provision of optimal service
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Strengthen and implement the employee’s quality awareness: Through the appraisals and validation of the quality management system ISO 9001:2015 and CMMI (Capability Maturity Model Integration) LEVEL 3, the Company applies the quality and project execution specifications to improve the employees’ working attitude with the quality awareness, the company is committed to earning the trust of its customers for its products or services, with customer satisfaction as the top priority.
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Improve the accuracy of delivery time, to avoid disputes such as overdue fines, and accelerate the payment collection: For the projects undertaken by the Company, through the project management mechanism and flexible manpower deployment, customers are provided with rapid and accurate delivery time standards, to avoid disputes such as overdue fines, while improving the Company's receivables turnover rate for more flexible application of funds.
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Lower cost and strengthen the risk control to deepen the competitiveness: The Company will continue to require employees to conduct the project profit analysis and assessment, as well as the risk management assessment before undertaking projects. During the project execution period, the company will manage project progress, costs, and operating expenses to reduce costs and enhance the company's profitability. In terms of implementation, through the Operation Management Department and the internal audit unit, the regular inspections of major public construction projects are strengthened, and the effectiveness of internal control implemented by each unit, the company will also increase the frequency, depth, and scope of inspections across various departments to ensure the stability of corporate governance and operations, as well as profitability..
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Strengthen information security management and personal data protection: As the information security management and personal data protection in major public construction projects of government agencies and financial institutions are getting increasingly stringent, in addition to regular trainings of ISO27001-ISMS information security management and BS10012-PIMS personal information protection management standard system. In 2025, measures to strengthen the control of internal and external information security management systems will be enhanced, and the ISO 27017 cloud service information security management procedure will be introduced to ensure the security of internal and external information and personal data.
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Improve employees' awareness of personal health and safety: Pursuant to the Occupational Safety and Health Act and related laws and regulations, the Company has implemented the ISO45001 occupational safety and health management system , and plans to pass the appraisal and verification of the system in 2025, to provide employees with a safe and
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healthy workplace helpful in preventing accidents, reducing operating costs, while promoting the holistic enterprises management through the introduction of the system, improving employees' safety awareness, and comprehensively controlling enterprise safety risks.
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(II) Key production and marketing policies:
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Carefully select the large-scale public construction projects for contracting, to create follow-up maintenance revenue with high gross profit and related business opportunities:
In recent years, the Company has been focusing on building various governmental communication system projects, except for the completed projects in the warranty stage, such as the "Procurement of Radio Communication System Specifically for the Jurisdiction of Traffic Control Center, Freeway Bureau " for the North, Central and South Maintenance Engineering Branches of the Freeway Bureau of the Ministry of Transpiration and Communications, the "Police Radio System Replacement and Construction Project" of Police Department, Taipei City Government, the " 、 "Procurement of Coastal Inspection Radar System Replacement Project" Radar Surveillance System in Eastern, Southern Taiwan and Outlying Islands " of Coast Guard Administration, the "New Generation Radio Wave Monitoring System Equipment Construction Procurement Project" of National Communication Council, and the " Construction of Wireless Telephone System for Traffic Dispatching Project" of the Taiwan Railways Administration,
the Company was awarded the key indicative communication system construction contracts, such as the "Police Radio System Update" of the Police Communication Office, National Police Agency, Ministry of Internal Affairs, and the " Multiple off-site backup and redundancy plan of information and communication equipment-119 emergency command and dispatch system multiple off-site redundancy construction project " of the National Fire Agency, Ministry of the Interior, as the active participation in the building and maintenance of the communication and information systems all over Taiwan, to continuously improve and expand the Company's professionalism and business areas in system integration, seeking to paving the way for the continuous growth and leading position of the domestic communication system market. Although large-scale public construction projects have high risks, through strict and careful project selection and risk management, such projects are helpful for the Company to create subsequent high-margin maintenance revenue and related business opportunities in the long run.
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Continuously expanding the development of new type products and business and creating the differentiated values:
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In response to the development of Fintech, the promotion of the Bank 3.0 digital financial environment, and the acceleration of the digital transformation of banks, the Company has recently developed a variety of new products and services, including " the "Finger Vein Cardless Withdrawal and OTC Application at Branches,", the "Mobile APP Cardless Withdrawal," the "Teller
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Vault Management System and Cash Recycling Machine (TCR)", "Cash Receivers," the "Professional Bill Payment Machine," the "Cash Exchange Machine for NTD and Foreign Currencies,” and other software and hardware system equipment, to enhance the competitiveness of the Company's products. In addition, the Company has recently established a large number of "digital in-store media networks at shopping malls" in important large shopping malls in the eastern Taipei, such as Breeze Nanshan, Xinyi, Songgao, Shin Kong Mitsukoshi Diamond Tower. With the active engagement in the operation of digital advertisement display platform and related advertisement marketing business services, seeking to create more profit sources by developing new types of business.
- Improving software design and research capabilities, and promoting the development of high-value-added products:
The company has developed a series of mature financial software system products over the years, including "ATM operation integration platform", " the "DMS Automation Equipment Monitoring and Management System, the "EAPT Passbook Entry Machine Centralized Management System", "BTS Financial Branch Terminal System," the "Teller Vault Management System, " and the "Multimedia Concierge Service System" over the years, the Company has been committed to the development of enterprise-level SaaS management service systems along with the development of the internet in the recent years. With years of experience in product integration and development, the Company has created the new-generation of cloud-based integration services, "Fieldwork Somersault Cloud" system platform with the full functions of collaboration and management such as "attendance management," " business management," " Maintenance management," " Commercial management " and " Inspection management." With the advantage of fast introduction and low cost by cloud, it may be taken as the successful digital transformation model for small and medium-sized enterprises to quickly replicate, demonstrating the Company's efforts in software R&D over the years.
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Committed to product research and development, seeking to increase market competitiveness:
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In order to facilitate the integration of various businesses for customers, achieve the objectives of saving workforce and costs for customers, and increase the competitiveness of the Company's products and services, the Company has developed several non-financial related products including: the fieldwork management system and mobile platform, Fieldwork Somersault Cloud, 119 Service Command Dispatch & Emergency Medical Rescue Intelligent Platform, Search and Rescue Architecture Platform National Rescue Command Center, Navy METOC HPC System , Ticket automation fee management system, TRA Train Dispatching Radio Systems, Passenger Information System Controller (PISC), Insurance Industry IFRS17 Solution, mobile APP signature and approval platform solution, life insurance industry
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mobile insurance purchase and approval solution, SKMS stock affair management system, Smart gas management platform, VRS remote image monitoring management system, Smart pre-registration and check-in management system for exhibitions, Taipower user electricity service big data platform, Taipower New Power Distribution Project Information System, Digital Multimedia Solution, 3SiGN new generation digital billboard, IVA image analysis service, self-service food ordering system, real-time bidding audio and video advertising technology, and a variety of new products and services. In terms of financial products, the company has developed finger vein cardless withdrawal, mobile phone mobile APP cardless withdrawal, Whitelist Management System, DMS automation equipment monitoring and management system, E-APT passbook entry machine centralized management system, BTS financial branch terminal system, multimedia concierge service system, digital form filling system, ATM operation integration platform, Deposit machine management system, Teller treasury management system, intelligent branch teller system, Recycle ATM(SR7500), Recycle ATM( HT-2845-VS), Recycle ATM(HT-VS8500) professional bill payment machines (SR7500-CRS7), cash exchange machines for NTD and foreign currencies, cash recycling machines (TCR), " Automatic Passbook Printer (Shinko / S4880) "and a variety of new products and services. These products, which were originally customized for clients, have now gradually become part of the company's product modules, and the functional aspects of some of the developed products have differentiated themselves with competitors, creating barriers for project competition and increasing profits. In the future, we will continue to actively develop integrated application system platforms for various hardware and software equipment, and be committed to the product R&D, with continuous innovations to meet customer requirements, and enhance customer recognition and loyalty towards the products. The goal is to make our products become the first brands in customers' minds.
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III. Future development strategy of the Company:
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(I) Develop the new generation of products and equipment, increase profitability and establish the company's capability for sustainable development: The product and technology innovation are the goal that the Company is constantly pursuing. In order to respond to changes in customer needs and rapid changes in the market, while enhancing the core competitiveness of the Company's products, the Company has been committed to the design and development of new-generation financial products and communication devices and other products in recent years. Currently, the related new products and equipment have entered the stage of mass production and sales, with plans to gradually launch them, to enhance the company's competitive advantage and stabilize profitability, laying the foundation for the company's sustainable development and draw a more stable and longterm corporate growth blueprint.
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(II) Actively expand the Asian market:
- The Company expects to introduce the system integration of various public constructions to obtain business opportunities with 49 years of experience in related fields in Taiwan and mature technology proven by the market. We will focus on the financial and transportation sectors in China with the tracking records. In addition, the Company will continue to promote the establishment of channels in other neighboring emerging countries in Asia, such as Thailand, Malaysia and Vietnam, to combine local distributors with expertise and strengths to expand the sales of MDS brand equipment, services and integration experience to the Asian market with the full force.
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IV. Effect of external competition, the legal environment, and the overall business environment:
In 2024, under the Russia-Ukraine war, chip shortage and the changes in the overall macro environment, while the Company was slightly affected, it was not significantly affected by the pandemic, thanks to the characteristics of the industry; in particular, under the fierce competition in the entire IT industry, the Company’s revenue and gross profit experienced growth against the trend. Although the ongoing pandemic situation, and the international war shocked the global economic and trade environment, the challenges in the competitive and macro operating environment are still difficult, we have made several adjustments in the company's business operations, management, and regulations in response to the changing domestic and international markets, leading to an improvement in the company's performance over the past year, these achievements would not have been possible without the support of all shareholders, which has contributed to the continued improvement in overall profitability for the year. In the future, all employees will continue to humbly review and take a prudent attitude like walking on thin ice, pursue the maximization of shareholders' interests, and prove everything with specific business performance. The encouragement and valuable advice from shareholders are most welcome, as well as the critiques and advices. Finally, I would like to wish all shareholders good health and all the best. Thanks!
Chairman:Chen, Hsiang-Chung General Manager:Chen, Hsiang-Chung Accounting Manager:Hsu, Hsiao-Chi
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【 Attachment 2 】
MERCURIES DATA SYSTEMS LTD. Audit Committee's Review Report
The 2024 business report, financial statements (including individual and consolidated financial statements), and earnings distribution proposal have been prepared by the Board of the Directors. The financial statements have been audited by the CPAs Chang, Shu-Chen and Liu, Ke-Yi of BDO Taiwan Union & Co. and an audit report has been submitted. The aforesaid business report, financial statements, and earnings distribution proposal have been reviewed by the Audit Committee and no misstatement was found. Therefore, we have prepared the review report for your review and ratification in accordance with the relevant provisions of the Securities and Exchange Act and The Company Law.
To
2025 Annual Shareholders' Meeting
MERCURIES DATA SYSTEMS LTD.
Convener of the Audit Committee:Shen, Shang-Hung
March 10, 2025
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【 Attachment 3 】
Implementation of the Company’s Issuance of the 1st Domestic Unsecured Conversion Bonds
| Categories of corporate bonds | 1st Domestic Unsecured Conversion Bonds |
|---|---|
| Date of issuance | Dec.13,2023 |
| Denomination | NT$100,000per bond |
| Venues of issuance and transaction |
N/A |
| Price of issue | NT$102 of the face value, Actual total raised amount NT$512,650 in Thousands. |
| Total amount | NT$500 million. |
| Interest rate | Coupon 0% |
| Duration | Fiveyears due on Dec.13,2028 |
| Guarantee agency | N/A |
| Trustor | Taishin International Bank CO.,LTD |
| Underwriter | Taishin Securities Co.,Limited |
| CertifyingAttorney-at-Law | N/A |
| CPA | N/A |
| Means of repayment | Conversion by the bondholder to the Company’s ordinary shares ac- cording to Article 10 of the Regulations Governing the Issuance and Conversion, or exercise of the sell-back right by the bondholder ac- cording to Article 19, or the Company’s call back according to Article 18 of the Company Act, or the Company’s buyback from the securities company’s venue and cancelation. Bond repayment to bondholders in cash at full face value when due. |
| Outstanding principal | NT$486,900 in Thousands(As of Mar. 31,2025) |
| Terms regarding redemption or payback prior to expiry |
According to the Company’s Regulations Governing the Issuance and Conversion of 1st Domestic Unsecured Conversion Bonds. |
| Restrictive terms | N/A |
| Title of the credit rating institution, rating date, results of corporate bonds rating |
Without credit rating. |
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| Affiliated with other rights |
Amount of ordinary shares converted as the date of cessation of conversion at Annual Shareholders’ Meeting |
As of Apr.11, 2025, the date of cessation of conversion at Annual Shareholders’ Meeting, 131 shares have been converted, amounting to NT$13,100 in thousand. |
|---|---|---|
| Terms on issuance and con- version (exchange or sub- scription) |
According to the Company’s Regulations Governing the Issuance and Conversion of 1st Domestic Unsecured Conversion Bonds. |
|
| Issuance and conversion, exchange or subscription terms; terms on issuance to- ward the potential effect of dilution of equity and the impact upon the current shareholders’interests. |
According to the calculation at the present conversion price of $26.9, if all bonds are converted to ordinary shares, the maxi- mum capital dilution degree would be 8.4%. The dilution effect would not have significant impact. |
|
| Title of the institution commissioned into custody of the target of exchange |
N/A |
19
【 Attachment 4 】
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
Mercuries Data Systems Ltd.
Opinion
We have audited the accompanying consolidated balance sheets of Mercuries Data Systems Ltd. and its subsidiaries as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion, based on our audits and the reports of other auditors as described in the Other Matter section of our report, the accompanying consolidated financial statements present fairly, in all material respects, the financial positions of the Mercuries Data Systems Ltd. and its subsidiaries as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Standard on Auditing of the Republic of China. Our responsibilities under those standards are further described in the section of Auditor’s Responsibilities for the audit of the consolidated financial statements of our report. We are independent of Mercuries Data Systems Ltd. and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with the Norm. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. Key audit matters for the Company and its subsidiaries’ financial statements of the current period are stated as follows:
20
Revenue recognition
Please refer to Note 4 of the consolidated financial statements for accounting policy on revenue recognition, and Note 5 for the accounting judgments, estimates, and assumptions related to revenue recognition.
The sales revenue of Mercuries Data Systems Ltd. and its subsidiaries includes sales, leasing and maintenance of intelligence automation machines in financial service, as well as planning, development, construction and maintenance of software and hardware accommodating to the customers’ needs for the integrated system.
Due to the nature of contractual complexity, the judgment of the revenue recognition method and timing is particularly complicated. Therefore, revenue recognition has been identified as a key audit matter.
Key audit procedures performed in respect of above-mentioned aspects included:
-
Understand and test and test the design of the internal control system over the revenue cycle as well as its effectiveness, and strengthen the testing of the top ten new customers added in the year.
-
Analyze the main operating revenues of the year for Mercuries Data Systems Ltd and its subsidiaries, obtain the policies for recognizing various types of revenues, and evaluate their reasonableness.
-
Examine key sales contracts of the year regarding their terms and conditions to determine the timing of recognition and obtain sufficient evidence to confirm their reasonableness.
-
Performed the year-end cut-off testing including checking any significant revenue amount after the reporting period, reasons for sales return and allowance in order to confirm the correctness of the revenue amount recognized of the period.
Inventory Valuation
Please refer to Note 4 of the consolidated financial statement for accounting policy for inventory valuation and Note 5 for uncertainty of accounting estimates and assumptions of inventory valuation.
Mercuries Data Systems Ltd. and its subsidiaries provides customers with comprehensive professional integration technology services including sales, installation and warranty. Services provided might be changed by the market trends and customers’ needs. As a result, the evaluation of the net realizable value of inventory will affect inventory valuation. Therefore, inventory valuation has been identified as a key audit matter.
21
Key audit procedures performed in respect of above-mentioned aspects included:
-
Obtain and understand the assumptions and estimation methods of Mercuries Data Systems Ltd. and its subsidiaries 's inventory valuation and evaluate their reasonableness.
-
Obtain inventory valuation data and confirm the evaluation is carried out according to the established method.
-
Sampling review the sales agreement and compare costs to the budget and forecast plans.
-
Review the sales agreement and profit analysis and compare them with actual profit and loss statements to understand the correctness of historical estimates.
-
Test the accuracy of the inventory aging data and evaluate the reasonableness of the future value of inventory with a long life.
Other matter
The financial statements of certain investee companies under equity method were audited by other auditors. Thus, the amounts and information of the investee companies shown within are in accordance with the audit reports assured by other auditors whose reports thereon have been furnished to us. The investments of the aforementioned investee companies amounted to $190,487 thousand and $184,826 thousand as of December 31, 2024 and 2023 respectively; and the share of profit of associates and joint ventures accounted for under equity method of these investee companies were $18,098 thousand and $15,985 thousand for the years then ended, respectively.
We have audited and expressed an unqualified opinion with other matter section on the parent company only financial statements of Mercuries Data Systems Ltd. as of and for the years ended December 31, 2024 and 2023.
Responsibilities of Management and Those Charged with Governance for the consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of the consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the ability of Mercuries Data Systems Ltd. and its subsidiaries to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Mercuries Data Systems Ltd. and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
22
Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of Mercuries Data Systems Ltd and its subsidiaries.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standard on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Standard on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control of Mercuries Data Systems Ltd and its subsidiaries.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Mercuries Data Systems Ltd. and its subsidiaries’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Mercuries Data Systems Ltd. and its subsidiaries to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
23
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within Mercuries Data Systems Ltd. and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors’ report are Shu-Chen Chang and Ke-Yi Liu.
BDO TAIWAN
March 10, 2025
Notice to Readers
The accompanying financial statements are intended only to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail. As the financial statements are the responsibility of the management, BDO Taiwan cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
24
| MERCURIES DATA SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, 2024 and 2023 UNIT :NTD (In Thousands) |
Liabilities & Equity Notes December 31, 2024 %December 31, 2023 % |
Current assets Current liabilities Cash and cash equivalents 6.1 $513,975) 6.65) $546,527) 8.15) Short-term borrowings 6.12 $950,000) 12.30) $380,000) 5.67) Financial assets at fair value through 6.2 3,773) 0.05) -0 -0 Short-term notes and bills payable 6.13 150,000) 1.94) 300,000) 4.47) profit or loss - current Financial liabilities at fair value 6.2 -0 -0 3,238) 0.05) Financial assets at amortized cost 6.4 3,687) 0.05) 12,323) 0.18) through profit or loss- current - current Contract liabilities - current 6.21 821,731) 10.64) 527,715) 7.87) Contract assets - current 6.21 456,905) 5.91) 310,696) 4.63) Notes payable 893) 0.01) 1,037) 0.02) Notes receivable, net 17) -0 3) -0 Accounts payable 771,911) 9.99) 548,550) 8.18) Accounts receivable, net 6.5 734,142) 9.50) 588,769) 8.78) Other payables 247,928) 3.21) 243,317) 3.63) Accounts receivable - related parties 7 10,852) 0.14) 2,871) 0.04) Current income tax liabilities 46,959) 0.61) 80,594) 1.20) Other receivables 2,554) 0.03) 1,769) 0.03) Lease liabilities - current 6.9 31,074) 0.40) 24,631) 0.36) Inventories 6.6 3,485,582) 45.12) 2,246,141) 33.49) Other current liabilities 17,715) 0.23) 18,913) 0.27) Prepayments 352,885) 4.57) 905,709) 13.50) Sub-total 3,038,211) 39.33) 2,127,995) 31.72) Other current assets 10,405) 0.14) 13,776) 0.20) Non-current liabilities Sub-total 5,574,777) 72.16) 4,628,584) 69.00) Financial liabilities at fair value 6.2 6,349) 0.08) 7,650) 0.11) through profit or loss- non-current Contract liabilities - non-current 6.21 146,302) 1.89) 105,740) 1.58) Bonds payable 6.14 455,711) 5.90) 445,377) 6.64) Long-term borrowings 6.15 863,665) 11.18) 876,489) 13.07) Deferred tax liabilities 6.28 755) 0.01) -0 -0 Non-current assets Lease liabilities - non-current 6.9 20,016) 0.25) 17,818) 0.27) Financial assets at fair value through 6.2 103,200) 1.34) 102,200) 1.52) Other non-current liabilities 68,799) 0.88) 68,352) 1.02) profit or loss - non-current Sub-total 1,561,597) 20.19) 1,521,426) 22.69) Financial assets at fair value 6.3 199,686) 2.58) 224,435) 3.35) Total Liabilities 4,599,808) 59.52) 3,649,421) 54.41) through other comprehensive Equity income - non-current Equity attributable to owners of the Investments accounted for under 6.7 292,974) 3.79) 295,263) 4.40) parent equity method Share Capital 6.17 Property, plant and equipment 6.8 1,259,789) 16.31) 1,194,422) 17.81) Common stock 1,968,181) 25.48) 1,968,145) 29.34) Right-of-use assets 6.9 50,158) 0.65) 41,894) 0.62) Capital surplus 6.18 327,439) 4.24) 335,225) 5.00) Intangible assets 6.10 8,948) 0.12) 7,640) 0.11) Retained earnings 6.19 Deferred tax assets 6.28 62,727) 0.81) 43,930) 0.66) Legal reserve 115,731) 1.50) 92,092) 1.37) Other non-current assets 6.11 173,451) 2.24) 169,331) 2.53) Special reserve 15,222) 0.20) 15,222) 0.23) Sub-total 2,150,933) 27.84) 2,079,115) 31.00) Unappropriated earnings 607,098) 7.86) 525,403) 7.83) (Accumulated deficit) Other equity 6.20 90,024) 1.17) 119,554) 1.78) Total equity attributable to owners 3,123,695) 40.45) 3,055,641) 45.55) of the parent Non-controlling interests 2,207) 0.03) 2,637) 0.04) Total Equity 3,125,902) 40.48) 3,058,278) 45.59) Total assets $7,725,710) 100.00) $6,707,699) 100.00) Total Liabilities and Equity $7,725,710) 100.00) $6,707,699) 100.00) |
31.72) | 0.11) 1.58) 6.64) 13.07) -0 0.27) 1.02) |
22.69) | 54.41) | 29.34) 5.00) 1.37) 0.23) 7.83) 1.78) |
45.55) | 0.04) | 45.59) | 100.00) | The accompanying notes are an integral part of financial statements |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2,127,995) | 7,650) 105,740) 445,377) 876,489) -0 17,818) 68,352) |
1,521,426) | 3,649,421) | 1,968,145) 335,225) 92,092) 15,222) 525,403) 119,554) |
3,055,641) | 2,637) | 3,058,278) | $6,707,699) | ||||
| 39.33) | 0.08) 1.89) 5.90) 11.18) 0.01) 0.25) 0.88) |
20.19) | 59.52) | 25.48) 4.24) 1.50) 0.20) 7.86) 1.17) |
40.45) | 0.03) | 40.48) | 100.00) | ||||
| 3,038,211) | 6,349) 146,302) 455,711) 863,665) 755) 20,016) 68,799) |
1,561,597) | 4,599,808) | 1,968,181) 327,439) 115,731) 15,222) 607,098) 90,024) |
3,123,695) | 2,207) | 3,125,902) | $7,725,710) | ||||
| Assets Notes December 31, 2024 %December 31, 2023 % |
25
MERCURIES DATA SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Years Ended December 31, 2024 and 2023
UNIT:NTD (In Thousands) |
UNIT:NTD (In Thousands) |
UNIT:NTD (In Thousands) |
|||
|---|---|---|---|---|---|
| Item | Notes | 2024 | % |
2023 | % |
| Operating revenue Operating costs Gross profit (loss) Net gross profit (loss) Operating expenses Selling expenses General and administrative expenses Research and development expenses Total operating expenses Operating profit (loss) Non-operating income and expenses Interest income Other income Other gains and losses Financial costs Share of the profit (loss) of associates and joint ventures accounted for under equity method Sub-total Profit (loss) before income tax Income tax (expenses) benefit Net profit (loss) from continuing operations Net profit (loss) Other comprehensive income (loss) Components of other comprehensive income that will not be reclassified to profit or loss Gain (loss) on remeasurements of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income (loss) of associates and joint ventures accounted for under equity method Income tax relating to components Components of other comprehensive income that will be reclassified to profit or loss Financial statements translation differences of foreign operations Share of other comprehensive income (loss) of associates and joint ventures accounted for under equity method Other comprehensive income (loss), net of income tax Total comprehensive income (loss) Profit (loss) attributable to: Shareholders of the parent Non-controlling interests Total Comprehensive income (loss) attributable to: Shareholders of the parent Non-controlling interests Total Earnings per share Basic earnings (loss) per share (in dollars) Diluted earnings per share (in dollars) |
6.21 6.6,6.22 6.26 6.23 6.24 6.25 6.7 6.28 6.29 |
$4,873,350) (3,430,868) |
100.00) (70.40) |
$3,971,077) (2,571,255) |
100.00) (64.75) |
| 1,442,482) | 29.60) | 1,399,822) | 35.25) | ||
| 1,442,482) | 29.60) | 1,399,822) | 35.25) | ||
| (760,174) (155,918) (233,114) |
(15.60) (3.20) (4.78) |
(708,025) (151,023) (233,892) |
(17.83) (3.80) (5.89) |
||
| (1,149,206) | (23.58) | (1,092,940) | (27.52) | ||
| 293,276) | 6.02) | 306,882) | 7.73) | ||
| 7,446) 21,479) 53,446) (46,222) 23,949) |
0.15) 0.44) 1.10) (0.95) 0.49) |
6,942) 16,608) 37,782) (40,071) (13,423) |
0.17) 0.42) 0.95) (1.01) (0.33) |
||
| 60,098) | 1.23) | 7,838) | 0.20) | ||
| 353,374) (69,735) |
7.25) (1.43) |
314,720) (62,922) |
7.93) (1.59) |
||
| $283,639) | 5.82) | $251,798) | 6.34) | ||
| $283,639) | 5.82) | $251,798) | 6.34) | ||
| $1,610) (24,749) 1,649) (1,389) 6,446) (12,607) |
0.03) (0.51) 0.03) (0.03) 0.13) (0.25) |
$(12,791) 65,884) 98) (2,400) (3,448) 42,916) |
(0.32) 1.66) -0 (0.06) (0.09) 1.08) |
||
| $(29,040) | (0.60) | $90,259) | 2.27) | ||
| $254,599) | 5.22) | $342,057) | 8.61) | ||
| 281,976) 1,663) |
5.79) 0.03) |
251,831) (33) |
6.34) -0 |
||
| 283,639) | 5.82) | 251,798) | 6.34) | ||
| 252,936) 1,663) |
5.19) 0.03) |
342,090) (33) |
8.61) -0 |
||
| $254,599) | 5.22) | $342,057) | 8.61) | ||
| $1.43) | $1.36) | ||||
| $1.34) | $1.35) |
The accompanying notes are an integral part of financial statements
26
| Summary Equity Attributable to Shareholders of the Parent Retained Earnings Other EquityInterests Common Stock Capital Surplus Legal Reserve Special Reserve Unappropria ted Earnings Exchange Differences Arising on Translation of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehens ive Income Revaluation Reserve of Properties Others SubTotal Non- Controlling Interest Total |
Summary Equity Attributable to Shareholders of the Parent Retained Earnings Other EquityInterests Common Stock Capital Surplus Legal Reserve Special Reserve Unappropria ted Earnings Exchange Differences Arising on Translation of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehens ive Income Revaluation Reserve of Properties Others SubTotal Non- Controlling Interest Total |
Summary Equity Attributable to Shareholders of the Parent Retained Earnings Other EquityInterests Common Stock Capital Surplus Legal Reserve Special Reserve Unappropria ted Earnings Exchange Differences Arising on Translation of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehens ive Income Revaluation Reserve of Properties Others SubTotal Non- Controlling Interest Total |
$57,335) $2,622) $(33,122) $2,433,418) $2,670) $2,436,088) -0 -0 -0 -0 -0 -0 -0 -0 -0 (64,510) -0 (64,510) -0 -0 -0 57,774) -0 57,774) -0 -0 -0 (2,468) -0 (2,468) -0 -0 -0 2) -0 2) -0 -0 -0 73) -0 73) -0 -0 -0 251,831) (33) 251,798) 81,193) -0 28,033) 90,259) -0 90,259) -0 -0 -0 285,000) -0 285,000) -0 -0 -0 4,262) -0 4,262) -0 (78) -0 -0 -0 -0 |
$138,528) $2,544) $(5,089) $3,055,641) $2,637) $3,058,278) -0 -0 -0 -0 -0 -0 -0 -0 -0 (177,133) -0 (177,133) -0 -0 -0 (11) -0 (11) -0 -0 -0 (2,372) -0 (2,372) -0 -0 -0 1) -0 1) -0 -0 -0 (5,470) (2,093) (7,563) -0 -0 -0 281,976) 1,663) 283,639) (26,501) 1,589) (11,668) (29,040) -0 (29,040) -0 -0 -0 103) -0 103) |
$112,027) $4,133) $(16,757) $3,123,695) $2,207) $3,125,902) |
The accompanying notes are an integral part of financial statements |
|---|---|---|---|---|---|---|
| Exchange Differences Arising on Translation of Foreign Operations |
$(12,984) -0 -0 -0 -0 -0 -0 -0 (3,445) -0 -0 -0 |
$(16,429) -0 -0 -0 -0 -0 -0 -0 7,050) -0 |
$(9,379) | |||
| $15,222) $373,215) -0 (19,691) -0 (64,510) -0 -0 -0 -0 -0 2) -0 -0 -0 251,831) -0 (15,522) -0 -0 -0 -0 -0 78) |
$15,222) $525,403) -0 (23,639) -0 (177,133) -0 -0 -0 -0 -0 1) -0 -0 -0 281,976) -0 490) -0 -0 |
$15,222) $607,098) |
||||
| Legal Reserve |
$72,401) 19,691) -0 -0 -0 -0 -0 -0 -0 -0 -0 -0 |
$92,092) 23,639) -0 -0 -0 -0 -0 -0 -0 -0 |
$115,731) | |||
| $115,584) -0 -0 57,774) (2,468) -0 73) -0 -0 160,000) 4,262) -0 |
$335,225) -0 -0 (11) (2,372) -0 (5,470) -0 -0 67) |
$327,439) | ||||
| Common Stock |
$1,843,145) -0 -0 -0 -0 -0 -0 -0 -0 125,000) -0 -0 |
$1,968,145) -0 -0 -0 -0 -0 -0 -0 -0 36) |
$1,968,181) | |||
| Balance on January 1, 2023 Appropriation of earnings 2022 Legal reserve Cash dividends Stock options from issuing convertible bonds Effects of changes in ownership interest from investee Changes in unappropriated earnings of investees Changes in capital surplus of investees Net profit (loss) Other comprehensive income (loss) Issuance of common stock for cash Compensation cost of employee stock option Disposal of revaluation reserve of properties of investees |
Balance on January 1, 2024 Appropriation of earnings 2023 Legal reserve Cash dividends Stock options from issuing convertible bonds Effects of changes in ownership interest from investee Changes in unappropriated earnings of investees Changes in capital surplus of investees Net profit (loss) Other comprehensive income (loss) Conversion of convertible bonds |
Balance on December 31, 2024 |
27
MERCURIES DATA SYSTEMS LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2024 and 2023
| CONSOLIDATED STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2024 and 2023 |
||
|---|---|---|
UNIT:NTD(In Thousands) |
||
| Items | 2024 $353,374) 353,374) 100,037) 8,484) (9,311) 46,222) (7,446) (9,221) -0 (23,949) (27) (146,208) (14) (145,373) (7,981) (784) (1,241,751) 28,735) 524,055) 7,838) (4,468) 334,577) (144) 223,361) 4,724) -0 (1,281) (4,897) 7,446) 22,263) (35,236) (122,478) (99,453) -0 8,636) (125,121) 62) (2,387) -0 (9,790) -0 2,962) (3,364) -0 (1,331) (130,333) 5,790,000) (5,220,000) 2,220,000) (2,370,000) -0 1,200,000) (1,212,741) 6,633) (33,235) (177,133) -0 (7,696) 195,828) 1,406) (32,552) 546,527) $513,975) |
2023 |
| Cash flows from operating activities Profit (loss) before income tax from continuing operations Consolidated profit (loss) before tax Adjustments for Income (gain) and expense (loss) items Depreciation Amortization Net gain (loss) on financial assets (liabilities) at fair value through profit or loss Interest expense Interest income Dividend income Compensation cost of share-based payments Share of profit (loss) of associates and joint ventures accounted for under equity method Loss (gain) on disposal and scrap of property, plant and equipment Changes in assets and liabilities relating to operating activities (Increase) decrease in contract assets (Increase) decrease in notes receivable (Increase) decrease in accounts receivable (Increase) decrease in accounts receivable - related parties (Increase) decrease in other receivables (Increase) decrease in inventories (Increase) decrease in prepaid expenses (Increase) decrease in prepayments (Increase) decrease in other current assets (Increase) decrease in other financial assets Increase (decrease) in contract liabilities Increase (decrease) in notes payable Increase (decrease) in accounts payable Increase (decrease) in other payables Increase (decrease) in provisions Increase (decrease) in other current liabilities Increase (decrease) in net defined benefit liabilities Interest received Dividends received Interest paid Income taxes refund (paid) Net cash flows generated from (used in) operating activities Cash flows from investing activities Acquisition of financial assets at fair value through other comprehensive income Repayments of financial assets at amortized cost Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in guarantee deposits Decrease in guarantee deposits Acquisition of intangible assets Increase in long-term lease receivables Decrease in long-term lease receivables Increase in other non-current assets Decrease in other non-current assets (Increase) decrease in long-term notes and accounts receivable Net cash flows generated from (used in) investing activities Cash flows from financing activities Increase in short-term borrowings Decrease in short-term borrowings Increase in short-term notes and bills payable Decrease in short-term notes and bills payable Issuance of bonds payable Proceeds from long-term borrowings Repayments of long-term borrowings Increase in guarantee deposits received Repayment of lease principle Cash dividends paid Issuance of common stock for cash Increase (decrease) in minority interest Net cash generated from (used in) financing activities Effects of changes in exchange rate on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
$314,720) 314,720) 74,983) 6,382) 16,048) 40,071) (6,942) (7,942) 4,262) 13,422) 58) 31,332) 60) (97,500) 5,329) 27) (354,363) (17,702) (381,260) (10,276) (591) (8,925) (145) 155,728) 33,338) (12,268) 843) (30,405) 6,942) 18,239) (39,026) (56,540) |
|
| (302,101) | ||
| (15,000) 4,550) (88,382) -0 -0 18,332) (8,973) (25,302) -0 -0 5,224) 1,219) |
||
| (108,332) | ||
| 4,050,000) (4,460,000) 2,610,000) (2,720,000) 510,150) 2,010,000) (1,633,164) 8,722) (27,371) (64,510) 285,000) -0 |
||
| 568,827) | ||
| (713) 157,681) 388,846) |
||
| $546,527) |
The accompanying notes are an integral part of financial statements
28
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
Mercuries Data Systems Ltd.
Opinion
We have audited the accompanying parent company only balance sheets of Mercuries Data Systems Ltd. as of December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of other auditors as described in the Other Matter section of our report, the accompanying parent company only financial statements present fairly, in all material respects, the financial positions of the Mercuries Data Systems Ltd. as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Standard on Auditing of the Republic of China. Our responsibilities under those standards are further described in the section of Auditor’s Responsibilities for the audit of the parent company only financial statements of our report. We are independent of Mercuries Data Systems Ltd. in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with the Norm. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.
29
Key audit matters for the Company’s financial statements of the current period are stated as follows:
Revenue recognition
Please refer to Note 4 of the financial statements for accounting policy on revenue recognition, and Note 5 for the accounting judgments, estimates, and assumptions related to revenue recognition.
The sales revenue of Mercuries Data Systems Ltd. includes sales, leasing and maintenance of intelligence automation machines in financial service, as well as planning, development, construction and maintenance of software and hardware accommodating to the customers’ needs for the integrated system.
Due to the nature of contractual complexity, the judgment of the revenue recognition method and timing is particularly complicated. Therefore, revenue recognition has been identified as a key audit matter.
Key audit procedures performed in respect of above-mentioned aspects included:
-
Understand and test and test the design of the internal control system over the revenue cycle as well as its effectiveness, and strengthen the testing of the top ten new customers added in the year.
-
Analyze the main operating revenues of the year for Mercuries Data Systems Ltd, obtain the policies for recognizing various types of revenues, and evaluate their reasonableness.
-
Examine key sales contracts of the year regarding their terms and conditions to determine the timing of recognition and obtain sufficient evidence to confirm their reasonableness.
-
Performed the year-end cut-off testing including checking any significant revenue amount after the reporting period, reasons for sales return and allowance in order to confirm the correctness of the revenue amount recognized of the period.
Inventory Valuation
Please refer to Note 4 of the financial statement for accounting policy for inventory valuation and Note 5 for uncertainty of accounting estimates and assumptions of inventory valuation.
Mercuries Data Systems Ltd. provides customers with comprehensive professional integration technology services including sales, installation and warranty. Services provided might be changed by the market trends and customers’ needs. As a result, the evaluation of the net realizable value of inventory will affect inventory valuation. Therefore, inventory valuation has been identified as a key audit matter.
30
Key audit procedures performed in respect of above-mentioned aspects included:
-
Obtain and understand the assumptions and estimation methods of Mercuries Data Systems Ltd.'s inventory valuation and evaluate their reasonableness.
-
Obtain inventory valuation data and confirm the evaluation is carried out according to the established method.
-
Sampling review the sales agreement and compare costs to the budget and forecast plans.
-
Review the sales agreement and profit analysis and compare them with actual profit and loss statements to understand the correctness of historical estimates.
-
Test the accuracy of the inventory aging data and evaluate the reasonableness of the future value of inventory with a long life.
Other matter
The financial statements of certain investee companies under equity method were audited by other auditors. Thus, the amounts and information of the investee companies shown within are in accordance with the audit reports assured by other auditors whose reports thereon have been furnished to us. The investments of the aforementioned investee companies amounted to $190,487 thousand and $184,826 thousand as of December 31, 2024 and 2023 respectively; and the share of profit of subsidiaries, associates and joint ventures accounted for under equity method of these investee companies were $18,098 thousand and $15,985 thousand for the years then ended, respectively.
Responsibilities of Management and Those Charged with Governance for the parent company only Financial Statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of the parent company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the ability of Mercuries Data Systems Ltd. to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Mercuries Data Systems Ltd. or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of Mercuries Data Systems Ltd.
31
Auditor’s Responsibilities for the Audit of the Parent Company only Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standard on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with Standard on Auditing of the Repubic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control of Mercuries Data Systems Ltd.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Mercuries Data Systems Ltd.’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Mercuries Data Systems Ltd. to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
32
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within Mercuries Data Systems Ltd. to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors’ report are Shu-Chen Chang and Ke-Yi Liu.
BDO TAIWAN
March 10, 2025
Notice to Readers
The accompanying financial statements are intended only to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail. As the financial statements are the responsibility of the management, BDO Taiwan cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
33
| MERCURIES DATA SYSTEMS LTD. PARENT COMPANY ONLY BALANCE SHEETS December 31, 2024 and 2023 UNIT :NTD (In Thousands) |
Notes December 31, 2024 %December 31, 2023 % |
Current assets Current liabilities Cash and cash equivalents 6.1 $484,845) 6.28) $507,846) 7.58) Short-term borrowings 6.11 $950,000) 12.31) $380,000) 5.67) Financial assets at fair value through 6.2 3,773) 0.05) -0 -0 Short-term notes and bills payable 6.12 150,000) 1.94) 300,000) 4.48) profit or loss - current Financial liabilities at fair value 6.2 -0 -0 3,238) 0.05) Contract assets - current 6.20 456,905) 5.92) 310,696) 4.64) through profit or loss - current Notes receivable, net 17) -0 3) -0 Contract liabilities - current 6.20 821,731) 10.65) 526,957) 7.87) Accounts receivable, net 6.4 728,639) 9.44) 584,873) 8.73) Notes payable 242) -0 386) 0.01) Accounts receivable - related parties 7 10,852) 0.14) 2,871) 0.04) Accounts payable 771,909) 10.00) 548,535) 8.19) Other receivables 1,823) 0.02) 901) 0.01) Other payables 243,484) 3.15) 238,093) 3.55) Inventories 6.5 3,485,582) 45.16) 2,246,141) 33.53) Current income tax liabilities 46,959) 0.61) 80,594) 1.20) Prepayments 351,826) 4.56) 904,666) 13.51) Lease liabilities - current 6.8 31,074) 0.40) 24,631) 0.37) Other current assets 10,406) 0.14) 13,775) 0.21) Other current liabilities 17,715) 0.23) 18,914) 0.28) Sub-total 5,534,668) 71.71) 4,571,772) 68.25) Sub-total 3,033,114) 39.29) 2,121,348) 31.67) Non-current liabilities Financial liabilities at fair value 6.2 6,349) 0.08) 7,650) 0.11) through profit or loss - non-current Contract liabilities - non-current 6.20 146,302) 1.90) 105,740) 1.58) Non-current assets Bonds payable 6.13 455,711) 5.90) 445,377) 6.65) Financial assets at fair value through 6.2 103,200) 1.34) 102,200) 1.53) Long-term borrowings 6.14 863,665) 11.19) 876,489) 13.09) profit or loss - non-current Deferred tax liabilities 6.27 755) 0.01) -0 -0 Financial assets at fair value through 6.3 199,686) 2.59) 224,435) 3.35) Lease liabilities - non-current 6.8 20,016) 0.26) 17,818) 0.27) other comprehensive income - Other non-current liabilities 68,799) 0.89) 68,352) 1.03) non-current Sub-total 1,561,597) 20.23) 1,521,426) 22.73) Investments accounted for under 6.6 469,689) 6.09) 488,445) 7.29) Total Liabilities 4,594,711) 59.52) 3,642,774) 54.40) equity method Equity Property, plant and equipment 6.7 1,115,890) 14.46) 1,048,850) 15.66) Share Capital Right-of-use assets 6.8 50,158) 0.65) 41,894) 0.63) Common stock 6.16 1,968,181) 25.50) 1,968,145) 29.38) Intangible assets 6.9 8,938) 0.12) 7,557) 0.11) Capital surplus 6.17 327,439) 4.24) 335,225) 5.00) Deferred tax assets 6.27 62,727) 0.80) 43,930) 0.66) Retained earnings 6.18 Other non-current assets 6.10 173,450) 2.24) 169,332) 2.52) Legal reserve 115,731) 1.50) 92,092) 1.37) Sub-total 2,183,738) 28.29) 2,126,643) 31.75) Special reserve 15,222) 0.20) 15,222) 0.23) Unappropriated earnings 607,098) 7.87) 525,403) 7.84) (Accumulated deficit) Other equity 6.19 90,024) 1.17) 119,554) 1.78) Total Equity 3,123,695) 40.48) 3,055,641) 45.60) Total assets $7,718,406) 100.00) $6,698,415) 100.00) Total Liabilities and Equity $7,718,406) 100.00) $6,698,415) 100.00) |
31.67) | 0.11) 1.58) 6.65) 13.09) -0 0.27) 1.03) |
22.73) | 54.40) | 29.38) 5.00) 1.37) 0.23) 7.84) 1.78) |
45.60) | 100.00) | The accompanying notes are an integral part of financial statements |
|---|---|---|---|---|---|---|---|---|---|---|
| 2,121,348) | 7,650) 105,740) 445,377) 876,489) -0 17,818) 68,352) |
1,521,426) | 3,642,774) | 1,968,145) 335,225) 92,092) 15,222) 525,403) 119,554) |
3,055,641) | $6,698,415) | ||||
| 39.29) | 0.08) 1.90) 5.90) 11.19) 0.01) 0.26) 0.89) |
20.23) | 59.52) | 25.50) 4.24) 1.50) 0.20) 7.87) 1.17) |
40.48) | 100.00) | ||||
| 3,033,114) | 6,349) 146,302) 455,711) 863,665) 755) 20,016) 68,799) |
1,561,597) | 4,594,711) | 1,968,181) 327,439) 115,731) 15,222) 607,098) 90,024) |
3,123,695) | $7,718,406) | ||||
| Liabilities & Equity |
||||||||||
| Assets Notes December 31, 2024 %December 31, 2023 % |
34
MERCURIES DATA SYSTEMS LTD.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
For the Years Ended December 31, 2024 and 2023
UNIT:NTD (In Thousands) |
UNIT:NTD (In Thousands) |
UNIT:NTD (In Thousands) |
|||
|---|---|---|---|---|---|
| Item | Notes | 2024 | % |
2023 | % |
| Operating revenue Operating costs Gross profit (loss) Net gross profit (loss) Operating expenses Selling expenses General and administrative expenses Research and development expenses Total operating expenses Operating profit (loss) Non-operating income and expenses Interest income Other income Other gains and losses Financial costs Share of the profit (loss) of subsidiaries, associates and joint ventures accounted for under equity method Sub-total Profit (loss) before income tax Income tax (expenses) benefit Net profit (loss) from continuing operations Net profit (loss) Other comprehensive income (loss) Components of other comprehensive income that will not be reclassified to profit or loss Gain (loss) on remeasurements of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income (loss) of subsidiaries, associates and joint ventures accounted for under equity method Income tax relating to components Components of other comprehensive income that will be reclassified to profit or loss Financial statements translation differences of foreign operations Share of other comprehensive income (loss) of subsidiaries, associates and joint ventures accounted for under equity method Other comprehensive income (loss), net of income tax Total comprehensive income (loss) Earnings per share Basic earnings (loss) per share (in dollars) Diluted earnings per share (in dollars) |
6.20 6.5,6.21 6.25 6.22 6.23 6.24 6.6 6.27 6.28 |
$4,844,231) (3,424,989) |
100.00) (70.70) |
$3,937,937) (2,563,852) |
100.00) (65.11) |
| 1,419,242) | 29.30) | 1,374,085) | 34.89) | ||
| 1,419,242) | 29.30) | 1,374,085) | 34.89) | ||
| (749,252) (132,565) (220,637) |
(15.47) (2.74) (4.55) |
(695,248) (131,506) (221,037) |
(17.66) (3.34) (5.60) |
||
| (1,102,454) | (22.76) | (1,047,791) | (26.60) | ||
| 316,788) | 6.54) | 326,294) | 8.29) | ||
| 7,076) 12,487) 53,485) (46,222) 6,640) |
0.15) 0.26) 1.10) (0.95) 0.13) |
6,455) 14,386) 38,535) (40,071) (30,846) |
0.16) 0.37) 0.98) (1.02) (0.79) |
||
| 33,466) | 0.69) | (11,541) | (0.30) | ||
| 350,254) (68,278) |
7.23) (1.41) |
314,753) (62,922) |
7.99) (1.59) |
||
| $281,976) | 5.82) | $251,831) | 6.40) | ||
| $281,976) | 5.82) | $251,831) | 6.40) | ||
| $1,610) (24,749) 1,649) (1,389) 6,446) (12,607) |
0.03) (0.51) 0.03) (0.03) 0.13) (0.25) |
$(12,791) 65,884) 98) (2,400) (3,448) 42,916) |
(0.32) 1.67) -0 (0.06) (0.09) 1.09) |
||
| $(29,040) | (0.60) | $90,259) | 2.29) | ||
| $252,936) | 5.22) | $342,090) | 8.69) | ||
| $1.43) | $1.36) | ||||
| $1.34) | $1.35) | ||||
The accompanying notes are an integral part of financial statements
35
| Summary Retained Earnings Other Equity Interests Common Stock Capital Surplus Legal Reserve Special Reserve Unappropriated Earnings Exchange Differences Arising on Translation of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income Revaluation Reserve of Properties Others Total |
Summary Retained Earnings Other Equity Interests Common Stock Capital Surplus Legal Reserve Special Reserve Unappropriated Earnings Exchange Differences Arising on Translation of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income Revaluation Reserve of Properties Others Total |
$57,335) $2,622) $(33,122) $2,433,418) -0 -0 -0 -0 -0 -0 -0 (64,510) -0 -0 -0 57,774) -0 -0 -0 (2,468) -0 -0 -0 2) -0 -0 -0 73) -0 -0 -0 251,831) 81,193) -0 28,033) 90,259) -0 -0 -0 285,000) -0 -0 -0 4,262) -0 (78) -0 -0 |
$138,528) $2,544) $(5,089) $3,055,641) -0 -0 -0 -0 -0 -0 -0 (177,133) -0 -0 -0 (11) -0 -0 -0 (2,372) -0 -0 -0 1) -0 -0 -0 (5,470) -0 -0 -0 281,976) (26,501) 1,589) (11,668) (29,040) -0 -0 -0 103) |
$112,027) $4,133) $(16,757) $3,123,695) |
The accompanying notes are an integral part of financial statements |
|---|---|---|---|---|---|
| Exchange Differences Arising on Translation of Foreign Operations |
$(12,984) -0 -0 -0 -0 -0 -0 -0 (3,445) -0 -0 -0 |
$(16,429) -0 -0 -0 -0 -0 -0 -0 7,050) -0 |
$(9,379) | ||
| $15,222) $373,215) -0 (19,691) -0 (64,510) -0 -0 -0 -0 -0 2) -0 -0 -0 251,831) -0 (15,522) -0 -0 -0 -0 -0 78) |
$15,222) $525,403) -0 (23,639) -0 (177,133) -0 -0 -0 -0 -0 1) -0 -0 -0 281,976) -0 490) -0 -0 |
$15,222) $607,098) |
|||
| Legal Reserve |
$72,401) 19,691) -0 -0 -0 -0 -0 -0 -0 -0 -0 -0 |
$92,092) 23,639) -0 -0 -0 -0 -0 -0 -0 -0 |
$115,731) | ||
| Balance on January 1, 2023 $1,843,145) $115,584) Appropriation of earnings 2022 Legal reserve -0 -0 Cash dividends -0 -0 Stock options from issuing convertible bonds -0 57,774) Effects of changes in ownership interest from investee -0 (2,468) Changes in unappropriated earnings of investees -0 -0 Changes in capital surplus of investees -0 73) Net profit (loss) -0 -0 Other comprehensive income (loss) -0 -0 Issuance of common stock for cash 125,000) 160,000) Compensation cost of employee stock option -0 4,262) Disposal of revaluation reserve of properties of investees -0 -0 |
Balance on January 1, 2024 $1,968,145) $335,225) Appropriation of earnings 2023 Legal reserve -0 -0 Cash dividends -0 -0 Stock options from issuing convertible bonds -0 (11) Effects of changes in ownership interest from investee -0 (2,372) Changes in unappropriated earnings of investees -0 -0 Changes in capital surplus of investees -0 (5,470) Net profit (loss) -0 -0 Other comprehensive income (loss) -0 -0 Conversion of convertible bonds 36) 67) |
Balance on December 31, 2024 $1,968,181) $327,439) |
36
MERCURIES DATA SYSTEMS LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2024 and 2023
| For the Years Ended December 31, 2024 and 2023 | ||
|---|---|---|
UNIT:NTD(In Thousands) |
||
| Items | 2024 $350,254) 350,254) 93,326) 8,409) (9,311) 46,222) (7,076) (9,221) -0 (6,639) (62) (146,208) (14) (143,766) (7,981) (922) (1,241,751) 28,735) 524,072) 7,838) (4,468) 335,335) (144) 223,373) 5,505) -0 (1,281) (4,897) 7,076) 22,263) (35,236) (121,023) (87,592) -0 (125,083) 62) (2,387) -0 (9,790) -0 2,962) (3,364) -0 (1,332) (138,932) 5,790,000) (5,220,000) 2,220,000) (2,370,000) -0 1,200,000) (1,212,741) 6,632) (33,235) (177,133) -0 203,523) (23,001) 507,846) $484,845) |
2023 |
| Cash flows from operating activities Profit (loss) before income tax from continuing operations Profit (loss) before tax Adjustments for Income (gain) and expense (loss) items Depreciation Amortization Net gain (loss) on financial assets (liabilities) at fair value through profit or loss Interest expense Interest income Dividend income Compensation cost of share-based payments Share of profit (loss) of subsidiaries, associates and joint ventures accounted for under equity method Loss (gain) on disposal and scrap of property, plant and equipment Changes in assets and liabilities relating to operating activities (Increase) decrease in contract assets (Increase) decrease in notes receivable (Increase) decrease in accounts receivable (Increase) decrease in accounts receivable - related parties (Increase) decrease in other receivables (Increase) decrease in inventories (Increase) decrease in prepaid expenses (Increase) decrease in prepayments (Increase) decrease in other current assets (Increase) decrease in other financial assets Increase (decrease) in contract liabilities Increase (decrease) in notes payable Increase (decrease) in accounts payable Increase (decrease) in other payables Increase (decrease) in provisions Increase (decrease) in other current liabilities Increase (decrease) in net defined benefit liabilities Interest received Dividends received Interest paid Income taxes refund (paid) Net cash flows generated from (used in) operating activities Cash flows from investing activities Acquisition of financial assets at fair value through other comprehensive income Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in guarantee deposits Decrease in guarantee deposits Acquisition of intangible assets Increase in long-term lease receivables Decrease in long-term lease receivables Increase in other non-current assets Decrease in other non-current assets (Increase) decrease in long-term notes and accounts receivable Net cash flows generated from (used in) investing activities Cash flows from financing activities Increase in short-term borrowings Decrease in short-term borrowings Increase in short-term notes and bills payable Decrease in short-term notes and bills payable Issuance of bonds payable Proceeds from long-term borrowings Repayments of long-term borrowings Increase in guarantee deposits received Repayment of lease principle Cash dividends paid Issuance of common stock for cash Net cash generated from (used in) financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
$314,753) 314,753) 68,338) 6,297) 16,048) 40,071) (6,455) (7,942) 4,262) 30,846) -0 31,332) 60) (106,204) 5,329) (113) (354,503) (17,702) (381,253) (10,276) (591) (7,425) (145) 155,805) 34,415) (12,268) 843) (30,405) 6,455) 18,239) (39,026) (56,540) |
|
| (297,755) | ||
| (15,000) (88,360) -0 -0 18,282) (8,973) (25,302) -0 -0 5,224) 1,218) |
||
| (112,911) | ||
| 4,050,000) (4,460,000) 2,610,000) (2,720,000) 510,150) 2,010,000) (1,633,164) 8,722) (27,371) (64,510) 285,000) |
||
| 568,827) | ||
| 158,161) 349,685) |
||
| $507,846) |
The accompanying notes are an integral part of financial statements
37
【 Attachment 5 】
MERCURIES DATA SYSTEMS LTD. 2024 Earnings Distribution Table
| 2024 Earnings Distribution | Table | Table |
|---|---|---|
| Unit:NTD Amount Subtotal Total 324,630,982 281,976,036 221,260 270,056 282,467,352 (28,246,735) 578,851,599 (137,772,651) 441,078,948 |
||
| Item | Amount | |
| Subtotal | Total | |
| Undistributed earnings at the beginning of the period |
324,630,982 | |
| Net profit after tax for the current period | 281,976,036 | |
| Add:The remeasurement of determining the benefit plan is recognized as retained surplus |
221,260 | |
| Add :Changes in unappropriated earnings of investees |
270,056 | |
| Subtotal of net profit plus adjustment for the period |
282,467,352 | |
| Less:Legal reserve (10%) | (28,246,735) | |
| Distributable surplus for the current period | 578,851,599 | |
| Distribution items Cash Dividend to Shareholders (NT$0.7 per Share) |
(137,772,651) | |
| Undistributed earnings at the end of period | 441,078,948 |
-
Note1:The cash dividend per share is calculated based on the number of 196,818,073 shares outstanding at the meeting of the Board of Directors on March 10, 2025. If the number of outstanding shares of the Company subsequently changes, and it is necessary to cooperate with the change in the dividend distribution ratio of shareholders, it is proposed to request the shareholders' meeting to authorize the board of directors to handle it at its discretion.
-
Note2:The criteria for the ex-dividend date of cash dividends and the related matters of distributing cash dividends will be determined by the board of directors after being authorized by the shareholders' meeting.
-
Note3:The cash dividends for this distribution will be calculated up to the nearest yuan with amounts below a yuan being rounded down. Any small remaining amounts which are less than one yuan will be accumulated and transferred to the Employee Welfare Committee of the Company.
-
Note4: In accordance with the regulations of Letter No. 871941343 from the Ministry of Finance on 30 April, 1998, individual recognition and identification should be adopted when distributing profits. For the profit distribution of 2024 shall be prioritized.
38
Note5:The basis for the appropriation of the legal reserve mentioned above is regulated by the Letter No. 10802432410 issued on 9 January, 2020. The basis for the appropriation of the legal reserve should be " The net profit after tax of the current period plus the amount of items other than the net profit after tax of the current period included in the undistributed surplus of the current year " There is no need to retrospectively adjust the statutory surplus reserve that was appropriated in previous years.
Chairman:Chen, Hsiang-Chung General Manager:Chen, Hsiang-Chung Accounting Manager:Hsu, Hsiao-Chi
39
【 Attachment 6 】
MERCURIES DATA SYSTEMS LTD.
Comparison Table of the Amendments to “Articles of Incorporation”
Amended article Original article
Article 23:
Article 23:
If there is profit at the end of each fiscal year, at least 3% of the profit of the current year distributable as employees’ compensation shall be appropriated, and with at least 60% of that compensation - going to non managerial employees, which may be distributed in the form of shares or in cash pursuant to a resolution to be adopted by the Board of Directors. Qualification requirements of employees entitled to receive shares or cash may include the employees of subsidiaries of the Company meeting certain specific requirements, and the requirements thereof shall be prescribed by the Chairman of the Board. The Company may appropriate not more than 2% of the said profit as remuneration to Directors.
If there is profit at the end of each fiscal year, at least 3% of the profit of the current year distributable as employees’ compensation shall be appropriated, which may be distributed in the form of shares or in cash pursuant to a resolution to be adopted by the Board of Directors. Qualification requirements of employees entitled to receive shares or cash may include the employees of subsidiaries of the Company meeting certain specific requirements, and the requirements thereof shall be prescribed by the Chairman of the Board. The Company may appropriate not more than 2% of the said profit as remuneration to Directors.
Explanation In accordance with amendment of Article 14, Paragraph 6 of the Securities and Exchange Act, a new provision has been added regarding the allocation ratio of compensation for non-managerial employees.
If the Company has If the Company has accumulated losses from prior accumulated losses from prior years, the balance of the years, the balance of the current year’s profit deducting current year’s profit deducting the accumulated losses shall be the accumulated losses shall be appropriated according to the appropriated according to the above percentages. above percentages.
40
| Amended article | Original article | Explanation | |
|---|---|---|---|
| The said profit refers to the pre-tax income before deducting the remuneration to employees and Directors. The distribution of employees’ compensation and remuneration to Directors shall be determined by a resolution adopted by a majority vote at the meeting of Board of Directors attended by two-thirds of the total number of Directors, and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting. |
The said profit refers to the pre-tax income before deducting the remuneration to employees and Directors. The distribution of employees’ compensation and remuneration to Directors shall be determined by a resolution adopted by a majority vote at the meeting of Board of Directors attended by two-thirds of the total number of Directors, and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting. |
||
| Article 29 These Articles were duly formulated on Nov.17,1976. 1stamendments on Jan.4,1978. (Omitted). 34thamendments on Jun.18,2019. 35thamendments on Jul.29,2021. 36thamendments on Jun.17,2022. 37thamendments on May.30,2024. 38th amendments on Jun.9,2025. |
Article 29 These Articles were duly formulated on Nov.17,1976. 1stamendments on Jan.4,1978. (Omitted). 34thamendments on Jun.18,2019. 35thamendments on Jul.29,2021. 36thamendments on Jun.17,2022. 37thamendments on May.30,2024. |
Addition of 38th amendment date. |
41
【 Attachment 7 】
| Candidate List for Director(Including Independent Directors) | Number of Shares (Unit: Share) |
95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 | 95,234,890 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of Government Agency or Corporation Represented |
Mercuries & Associates Holding, Ltd |
Mercuries & Associates Holding, Ltd |
Mercuries & Associates Holding, Ltd |
||||||||||||||
| Current Position and Company | Chairman of Legal Representative and General Manager,MERCURIES DATA SYSTEMS LTD. |
Independent Director,My Humble House Hospitality Management Consulting Co.,Ltd. |
Director of Legal Representative,Mercuries & Associates Holding,Ltd. |
Director of Legal Representative,EasyCard Corporation. | Director of Legal Representative,Sinox Company Ltd. | Chairman of Legal Representative and General Manager,Mercuries & Associates Holding,Ltd. |
Director of Legal Representative,Mercuries Liquor & Food Co.,Ltd. |
Director of Legal Representative,MERCURY FU BAO CO.,LTD. |
Director of Legal Representative,MERCURIES DATA SYSTEMS LTD. |
Director of Legal Representative,Simple Mart Retail Co., Ltd. |
Director of Legal Representative,MERCURIES & ASSOCIATES, LTD. |
Director,Mercuries Life Insurance Co.,Ltd. | Director of Legal Representative,Mercuries F&B Co.,Ltd. | Director of Legal Representative,SIMPLE MART PLUS CO., LTD. |
Director,SCI Pharmtech, Inc. | Director of Legal Representative and Executive Vice President,MERCURIES DATA SYSTEMS LTD. |
|
| Experience | Director,WALSIN LIHWA CORPORATION. |
Chairman & President,Mercuries & Associates Holding, Ltd. |
Senior Manager,Horizon Securities Co., Ltd. |
||||||||||||||
| Education | The School of Industrial Engineering at Purdue University |
MBA, Georgetown University, USA General |
Syracuse Univ. of Finance Master |
||||||||||||||
| Name | Chen, Hsiang-Chung |
Chen, Hsiang-Li |
Chen, Wen-Chu |
||||||||||||||
| Category | Director | Director | Director |
42
| Number of Shares (Unit: Share) |
95,234,890 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of Government Agency or Corporation Represented |
Mercuries & Associates Holding, Ltd |
N/A | |||||||||||||
| Current Position and Company | Director of Legal Representative and Business General Manager,MERCURIES DATA SYSTEMS LTD. |
Chairman,TA YA ELECTRIC WIRE & CABLE CO., LTD. | Independent Director,ASIA POLYMER CORPORATION. |
Independent Director,MERCURIES DATA SYSTEMS LTD. | Independent Director,Partner Tech Corp. | Chairman of Legal Representative,TA YA INNOVATION INVESTMENT CO., LTD. |
Chairman of Legal Representative,TA YA GREEN ENERGY TECHNOLOGY CO., LTD. |
Chairman of Legal Representative,CUGREEN METAL TECH CO.,LTD. |
Chairman of Legal Representative,TOUCH SOLAR POWER CO.,LTD. |
Chairman of Legal Representative,Union Storage Energy System LTD. |
Chairman of Legal Representative,BOSI SOLAR ENERGY CO., LTD. |
Chairman of Legal Representative,UNITED ELECTRIC INDUSTRY CO., LTD. |
Chairman of Legal Representative,TA YA GENESIS CAPITAL CO., LTD. |
Chairman of Legal Representative,TA YA ENERGY STORAGE TECHNOLOGY CO., LTD. |
Chairman,CUPRIME MATERIAL CO., LTD. |
| Experience | Deputy General Manager of Business,MERCURIES DATA SYSTEMS LTD. |
Manager,America AT&T | |||||||||||||
| Education | National Taipei University of Technology Civil Engineering and Disaster Prevention master's degree |
National Taiwan University Department of Electrical Engineering/ MBA at College of Emory University |
|||||||||||||
| Name | Tang, Te-Cheng |
Shen, Shang-Hung |
|||||||||||||
| Category | Director | Independent Director |
43
| Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
Number of Shares (Unit: Share) |
0 | 0 | 0 | 0 | 0 | 0 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of Government Agency or Corporation Represented |
N/A | N/A | |||||||||||||||
| Current Position and Company | Chairman of Legal Representative,BO FENG ENERGY STORAGE CO., LTD. |
Chairman of Legal Representative,BO SHENG ENERGY STORAGE CO., LTD. |
Chairman of Legal Representative,BO-JIN ENERGY CO., LTD. |
Chairman of Legal Representative,INFINITY ENERGY STORAGE TECHNOLOGY CO., LTD. |
Chairman of Legal Representative,DA XU ENERGY CO., LTD. |
Director of Legal Representative,Iridium Medical Technology Co., Ltd. |
Director of Legal Representative,JUNG SHING WIRE CO., LTD. |
Director of Legal Representative,BORA PHARMACEUTICALS CO., LTD. |
Director of Legal Representative,BIGBEST SOLUTIONS, INC. |
Director of Legal Representative,Acrocyte Therapeutics Inc. |
Director of Legal Representative,United Aluminum Technology Co., Ltd. |
Independent Director,MERCURIES DATA SYSTEMS LTD. | Vice Chairman of Legal Representative,GOLDSUN BUILDING MATERIALS CO., LTD. |
Vice Chairman of Legal Representative,TAIWAN SECOM CO., LTD. |
Director of Legal Representative,WELLPOOL CO., LTD. | Independent Director,MERCURIES DATA SYSTEMS LTD. | Independent Director,Alexander Marine Co., Ltd. |
| Experience | Chairman,GOLDSUN BUILDING MATERIALS CO., LTD. Vice Chairman,TAIWAN SECOM CO., LTD. |
Certified Public Accountant & Director & Chief Operating Officer, Deloitte Touche Tohmatsu Limited |
|||||||||||||||
| Education | Juris Doctor, University of California, Hastings School of the Law |
Master of Accounting Institute of Soochow University |
|||||||||||||||
| Name | Lin, Ming-Sheng |
Liu, Shui-En |
|||||||||||||||
| Category | Independent Director |
Independent Director |
44
| Number of Shares (Unit: Share) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|---|---|---|---|---|---|---|---|---|---|
| Name of Government Agency or Corporation Represented |
N/A | N/A |
|||||||
| Current Position and Company | Chairman,HUNDRED RIVER INTERNATIONAL INVESTMENT CORP. |
Independent Director,MERCURIES DATA SYSTEMS LTD. | Independent Director,GAMANIA DIGITAL ENTERTAINMENT CO., LTD. |
Director of Legal Representative,BORA PHARMACEUTICALS CO., LTD. |
Director of Legal Representative,JOE'S PIZZA TAIWAN CO., LTD. |
Vice Chairman,TAIWAN FARM INDUSTRY CO., LTD. | Independent Director,Longchen Paper & Packaging Co., Ltd | Independent Director,INFO-TEK CORPORATION. | Chairman of Legal Representative,ROU TIMES CO., LTD. |
| Experience | Independent Director,TECO IMAGE SYSTEMS CO.,LTD. Director,TSEC CORPORATION. |
Vice Chairman,Taiwan Farm Industry Co., Ltd. |
|||||||
| Education | Master of University of Southern California |
Master's Degree in Financial Accounting and Management Accounting from Waseda University, Japan |
|||||||
| Name | Chen, Kuan-Pai |
Chang, La- Shin |
|||||||
| Category | Independent Director |
Independent Director |
45
【 Attachment 8 】
MERCURIES DATA SYSTEMS LTD
Details of the positions held by the newly appointed directors (including independent directors) in other companies
| Category | Name | Name of Government Agency or Corporation Represented |
holding positions in other companies |
|---|---|---|---|
| Director | Chen, Hsiang-Chung |
Mercuries & Associates Holding, Ltd |
Independent Director,My Humble House Hospitality Management Consulting Co.,Ltd. |
| Director of Legal Representative,Sinox Company Ltd. | |||
| Director | Chen, Hsiang-Li |
Mercuries & Associates Holding, Ltd |
Director of Legal Representative,Mercuries Liquor & Food Co.,Ltd. |
| Director of Legal Representative,MERCURY FU BAO CO.,LTD. | |||
| Director of Legal Representative,Simple Mart Retail Co., Ltd. | |||
| Director of Legal Representative,MERCURIES & ASSOCIATES, LTD. | |||
| Director of Legal Representative,Mercuries F&B Co.,Ltd. | |||
| Director of Legal Representative,SIMPLE MART PLUS CO., LTD. | |||
| Director,SCI Pharmtech, Inc. | |||
| Independent Director |
Shen, Shang-Hung |
Independent Director,Partner Tech Corp. | |
| Chairman,TA YA ELECTRIC WIRE & CABLE CO., LTD. | |||
| Chairman of Legal Representative,TA YA INNOVATION INVESTMENT CO., LTD. |
|||
| Chairman of Legal Representative,TA YA GREEN ENERGY TECHNOLOGY CO., LTD. |
|||
| Chairman of Legal Representative,CUGREEN METAL TECH CO.,LTD. | |||
| Chairman of Legal Representative,TOUCH SOLAR POWER CO.,LTD. | |||
| Chairman of Legal Representative,Union Storage Energy System LTD. | |||
| Chairman of Legal Representative,BOSI SOLAR ENERGY CO., LTD. | |||
| Chairman of Legal Representative,UNITED ELECTRIC INDUSTRY CO., LTD. |
|||
| Chairman of Legal Representative,TA YA GENESIS CAPITAL CO., LTD. | |||
| Chairman of Legal Representative,TA YA ENERGY STORAGE TECHNOLOGY CO., LTD. |
|||
| Chairman,CUPRIME MATERIAL CO., LTD. | |||
| Chairman of Legal Representative,BO FENG ENERGY STORAGE CO., LTD. |
|||
| Chairman of Legal Representative,BO SHENG ENERGY STORAGE CO., LTD. |
|||
| Chairman of Legal Representative,BO-JIN ENERGY CO., LTD. | |||
| Chairman of Legal Representative,INFINITY ENERGY STORAGE TECHNOLOGY CO., LTD. |
|||
| Chairman of Legal Representative,DA XU ENERGY CO., LTD. | |||
| Director of Legal Representative,Iridium Medical Technology Co., Ltd. | |||
| Director of Legal Representative,JUNG SHING WIRE CO., LTD. | |||
| Director of Legal Representative,BORA PHARMACEUTICALS CO., LTD. | |||
| Director of Legal Representative,BIGBEST SOLUTIONS, INC. | |||
| Director of Legal Representative,Acrocyte Therapeutics Inc. | |||
| Director of Legal Representative,United Aluminum Technology Co., Ltd. | |||
| Independent Director |
Lin, Ming-Sheng |
Vice Chairman of Legal Representative,GOLDSUN BUILDING MATERIALS CO., LTD. |
|
| Director of Legal Representative,WELLPOOL CO., LTD. | |||
| Independent Director |
Liu, Shui-En |
Independent Director,Alexander Marine Co., Ltd. |
46
| Category | Name | Name of Government Agency or Corporation Represented |
holding positions in other companies |
|---|---|---|---|
| Independent Director |
Chen, Kuan-Pai |
Independent Director,GAMANIA DIGITAL ENTERTAINMENT CO., LTD. | |
| Director of Legal Representative,BORA PHARMACEUTICALS CO., LTD. | |||
| Director of Legal Representative,JOE'S PIZZA TAIWAN CO., LTD. | |||
| Independent Director |
Chang, La- Shin |
Independent Director,Longchen Paper & Packaging Co., Ltd. | |
| Independent Director,INFO-TEK CORPORATION. | |||
| Chairman of Legal Representative,ROU TIMES CO., LTD. | |||
| Director,TAIWAN FARM INDUSTRY CO., LTD. |
47