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MERRY Audit Report / Information 2020

Dec 16, 2020

52085_rns_2020-12-16_b70bab6e-82d7-4472-8f9b-5e02cf8afeeb.pdf

Audit Report / Information

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MERRY ELECTRONICS CO., LTD.

PARENT COMPANY ONLY FINANCIAL

STATEMENTS AND INDEPENDENT AUDITORS’

REPORT

DECEMBER 31, 2020 AND 2019


For the convenience of readers and for information purpose only, the 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. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

~1~

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Merry Electronics Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of Merry Electronics Co., Ltd. (the “Company”) as at December 31, 2020 and 2019, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2020 and 2019, 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 generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company 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 these requirements. 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 judgement, were of most significance in our audit of the Company’s 2020 parent company only financial statements. 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.

~2~

Key audit matters for the Company’s 2020 parent company only financial statements are stated as follows:

Cut-off on sales revenue from distribution warehouse

Description

Refer to Note 4(30) for accounting policy on revenue recognition.

The Company recognises revenue upon delivery or pick-up of goods (the transfer of control of ownership) by customers at warehouses. Warehouse sales revenue constitutes 36% of total operating revenue for the year ended December 31, 2020. The Company’s revenue recognition is based on inventory movement records of warehouse based on the reports provided by warehouse custodians or bill of lading reports recorded on network platform. As the hubs are located in various locations and there are numerous custodians, the frequency and contents of statements provided by custodians vary, and customers are from different places, the process of revenue recognition contains numerous manual procedures, which would potentially result in inaccurate timing of revenue recognition and the discrepancy between physical inventory quantities in the hubs and quantities per accounting records. Thus, we consider the cut-off on sales revenue from distribution warehouse a key audit matter.

How our audit addressed the matter

We performed the following audit procedures in relation to the above key audit matter:

  • A. Understood, evaluated and verified the Company’s procedures for warehouse sales revenue and internal control, including:

  • (a) Interviewing the staff from different departments of the sales revenue process from distribution warehouse, and confirming the consistency by comparing interview results with the process of warehouse sales revenue recognition obtained.

  • (b) Verifying the internal control of warehouse distribution (checked the terms of transaction / timing of ownership transfer and dates of supporting documents and verifying transactions recognised in the appropriate period by reconciling the quantities of supporting documents with invoices) to confirm the accuracy of the timing of revenue recognition.

  • B. Performed cut-off procedures on sales revenue from distribution warehouse recognised during a specific period before and after the period-end, including verifying delivery schedule of distribution warehouse and ensuring the movements of inventories contained in the statements and

~3~

cost of goods sold had been recognised in the appropriate period.

  • C. Performed physical inventory count observation or confirmed the inventory quantities with hub custodian and agreed the results to accounting records.

Investments accounted for using equity method - valuation of inventories

Description

The Company receives orders from customers and the subsidiaries are tasked to manufacture the products. The subsidiaries (shown as investments accounted for using equity method) have a high risk of incurring inventory valuation loss and obsolescence due to fluctuations in market demand and rapidly evolving technology. Further, the measurement of net realisable value of inventories involves subjective judgement resulting in a high degree of estimation uncertainty. Thus, we consider the allowance for inventory valuation loss of the subsidiaries (shown as investments accounted for using equity method) a key audit matter .

How our audit addressed the matter

We performed the following audit procedures in relation to the above key audit matter:

  • A. Understood and assessed the reasonableness of the subsequent inventory valuation and the provision for loss on obsolete and slow-moving inventory.

  • B. Inspected the annual plan of the physical inventory count and observed the inventory count; evaluated the effectiveness of the procedures used to identify and control obsolete inventories.

  • C. Obtained inventory aging report and verified dates of movements with supporting documents, and ensured the accuracy of inventory aging classification and its consistency with the policies.

  • D. Obtained the net realisable value of each kind of inventory and checked whether the applied calculation logic was in agreement with all inventory, tested the supporting documents related to the estimation basis for net realisable value of inventories including verifying the supporting documents of sales and purchase prices, as well as recalculating and assessing the reasonableness of allowance for inventory valuation losses.

~4~

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

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

Auditors’ 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 auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards in 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 the generally accepted auditing standards in the Republic of China , we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

~5~

  • A. 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.

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

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

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

E.

F.

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.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the company 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

~6~

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 auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Wang, Yu-Chuan

Liu, Mei-Lan

For and on behalf of PricewaterhouseCoopers, Taiwan February 25, 2021

------------------------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers 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.

~7~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3)
8
6(23)
6(4)
7(2)
7(2)
6(6)
6(23)
6(2)
6(3)
6(7)
6(8)
6(9)
6(10)
6(29)
December 31, 2020
AMOUNT
%
$
322,770
1
78,919
1
195,179
1
866,600
3
42,865
-
10,105,104
37
283,776
1
35,934
-
1,330
-
1,004,088
4
15,703
-
46,138
-
12,998,406
48
26,468
-
1,483,463
5
11,333,709
42
1,089,776
4
4,147
-
259,161
1
102,717
-
19,514
-
14,318,955
52
$
27,317,361
100
December 31, 2019 December 31, 2019
AMOUNT
$
322,770
78,919
195,179
866,600
42,865
10,105,104
283,776
35,934
1,330
1,004,088
15,703
46,138
12,998,406
26,468
1,483,463
11,333,709
1,089,776
4,147
259,161
102,717
19,514
14,318,955
$
27,317,361
AMOUNT
$
4,038,861
16,913
171,906
-
31,585
4,466,711
134,974
17,657
43,626
815,756
16,216
32,710
9,786,915
21,301
2,435,247
9,618,330
770,937
7,849
287,174
88,793
8,755
13,238,386
$
23,025,301
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss - current
1120
Current financial assets at fair value
through other comprehensive income
1136
Current financial assets at amortised
cost
1140
Current contract assets
1170
Accounts receivable, net
1180
Accounts receivable - related parties
1200
Other receivables
1210
Other receivables - related parties
130X
Inventories
1410
Prepayments
1479
Other current assets
11XX
Current assets
Non-current assets
1510
Financial assets at fair value through
profit or loss - non-current
1517
Financial assets at fair value through
other comprehensive income -
non-current
1550
Investments accounted for under
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1990
Other non-current assets, others
15XX
Non-current assets
1XXX
Total assets
18
-
1
-
-
19
1
-
-
4
-
-
43
-
11
42
3
-
1
-
-
57
100

(Continued)

~8~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity Notes
6(12)
6(2)
7(2)
6(13)
7(2)
6(14)
6(14)(15)
6(16)
6(29)
6(17)
6(19)
6(20)
6(21)
6(22)
9
December 31, 2020
AMOUNT
%
$
1,954,640
7
30,047
-
187,976
1
7,253,797
27
385,713
1
86,966
-
138,745
1
3,523,386
13
13,561,270
50
-
-
799,950
3
1,099,149
4
83,033
-
1,017
-
1,246
-
1,984,395
7
15,545,665
57
2,093,332
8
3,960,123
15
2,006,040
7
269,144
1
3,433,731
13
9,326 (
1)
11,771,696
43
$
27,317,361
100
December 31, 2019 December 31, 2019
AMOUNT
$
89,940
11,799
103,882
5,384,900
498,778
7,124
215,609
287,887
6,599,919
2,229,959
-
874,025
83,476
1,017
402,928
3,591,405
10,191,324
2,086,684
3,870,105
1,745,768
269,144
3,834,442
1,027,834
12,833,977
$
23,025,301
%
Current liabilities
2100
Short-term borrowings
2120
Financial liabilities at fair value
through profit or loss - current
2170
Accounts payable
2180
Accounts payable - related parties
2200
Other payables
2220
Other payables - related parties
2230
Current income tax liabilities
2300
Other current liabilities
21XX
Current liabilities
Non-current liabilities
2530
Corporate bonds payable
2540
Long-term borrowings
2570
Deferred income tax liabilities
2640
Accrued pension liabilities
2645
Guarantee deposits received
2670
Other non-current liabilities
25XX
Non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Share capital - common stock
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
3XXX
Total equity
Significant contingent liabilities and
unrecognised contract commitments
3X2X
Total liabilities and equity
1
-
1
23
2
-
1
1
29
9
-
4
-
-
2
15
44
9
17
8
1
17
4
56
100

The accompanying notes are an integral part of these parent company only financial statements.

~9~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except earnings per share)

Items Years ended December 31,
2020
2019
Notes
AMOUNT
%
AMOUNT
%
6(23) and 7
$
26,916,049
100
$
30,648,815
100
6(6)(24) and 7
(
25,145,971) (
93) (
27,637,789) (
90)
1,770,078
7
3,011,026
10
6(27)(28)
(
174,589) (
1) (
190,892) (
1)
(
515,948) (
2) (
584,741) (
2)
(
630,752) (
2) (
606,161) (
2)
12(2)
(
1,015)
- (
1,207)
-
(
1,322,304) (
5) (
1,383,001) (
5)
447,774
2
1,628,025
5
6(24)
26,887
-
48,522
-
6(25)
80,342
-
97,074
-
6(26)
(
70,971)
- (
5,693)
-
(
40,154)
- (
63,385)
-
6(7)
1,124,731
4
1,441,489
5

1,120,835
4
1,518,007
5
1,568,609
6
3,146,032
10
6(29)
(
246,666) (
1) (
597,420) (
2)
$
1,321,943
5
$
2,548,612
8
4000
Sales revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit impairment loss
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of associates and
joint ventures accounted for
using equity method
7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year

(Continued)

~10~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except earnings per share)

Items Years ended December 31,
2020
2019
Notes
AMOUNT
%
AMOUNT
%
6(17)
$
1,439
- ($
15,027)
-
6(22)
(
938,082) (
4)
1,146,956
4
(
3,985)
-
-
-


6(29)
(
288)
-
3,005
-
(
940,916) (
4)
1,134,934
4
6(22)
(
57,400)
- (
113,955)
-
6(22)
3,220
- (
2,377)
-
6(22)
74,246
- (
153,522) (
1)
6(22)(29)
(
2,425)
-
52,830
-

17,641
- (
217,024) (
1)
($
923,275) (
4) $
917,910
3
$
398,668
1
$
3,466,522
11
6(30)
$
6.39
$
12.51
$
6.01
$
11.54
Other comprehensive income
Components of other
comprehensive income that will
not be reclassified to profit or loss
8311
Other comprehensive income,
before tax, actuarial gains
(losses) on defined benefit plans
8316
Unrealised (loss) gain on
valuation of financial assets at
fair value through other
comprehensive income
8330
Share of other comprehensive
loss of associates and joint
ventures accounted for using
equity method
8349
Income tax related to components
of other comprehensive loss that
will not be reclassified to profit or
loss
8310
Components of other
comprehensive (loss) income
that will not be reclassified to
profit or loss
Components of other
comprehensive income that will
be reclassified to profit or loss
8361
Financial statements translation
differences of foreign operations
8367
Unrealised gains (losses) from
investments in debt instruments
measured at fair value through
other comprehensive income, net
8380
Share of other comprehensive
(loss) income of associates and
joint ventures accounted for
using equity method
8399
Income tax relating to the
components of other
comprehensive (loss) income
8360
Components of other
comprehensive income (loss)
that will be reclassified to profit
or loss
8300
Total other comprehensive (loss)
income for the year
8500
Total comprehensive income for
the year
Basic earnings per share
9750
Total basic earnings per share
Diluted earnings per share
9850
Total diluted earnings per share

The accompanying notes are an integral part of these parent company only financial statements.

~11~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

2019
Balance at January 1, 2019
Profit for the year
Other comprehensive income (loss) for the year
Total comprehensive income
Appropriations and distribution of 2018 retained earnings:
Legal reserve
Cash dividends
Issuance of common stock for cash
Convertible bonds converted to equity shares
Share-based payment
Disposal of investments in equity instruments at fair value through other comprehensive income
Recognition of change in equity of associates in proportion to the Group's ownership
Changes in ownership of subsidiaries
Balance at December 31, 2019
2020
Balance at January 1, 2020
Profit for the year
Other comprehensive income (loss) for the year
Total comprehensive income (loss)
Appropriations and distribution of 2019 retained earnings:
Legal reserve
Cash dividends
Convertible bonds converted to equity shares
Share-based payment
Disposal of investments in equity instruments designated at fair value through other
comprehensive income
Recognition of change in equity of associates in proportion to the Group's ownership
Changes in ownership of subsidiaries
Disposal of investments accounted for using equoty method
Balance at December 31, 2020
Notes Share capital - common
stock
Capital surplus, additional
paid-in capital
Capital surplus, additional
paid-in capital
Retained Earnings Retained Earnings Other equityinterest Total equity
Legal reserve Special reserve Unappropriated retained
earnings
6(22)
6(19)
6(15)(31)
6(18)
6(3)
6(22)
6(31)
6(18)
6(3)
$
1,996,625
-
-
-
-
-
40,000
48,851
1,208
-
-
-
$
2,086,684
$
2,086,684
-
-
-
-
-
4,135
2,513
-
-
-
-
$
2,093,332
$
2,789,111
-
-
-
-
-
408,000
636,587
25,256
-
11,151
-
$
3,870,105
$
3,870,105
-
-
-
-
-
52,460
40,561
-
(
3,100 )
97
-
$
3,960,123
$
1,539,341
-
-
-
206,427
-
-
-
-
-
-
-
$
1,745,768
$
1,745,768
-
-
-
260,272
-
-
-
-
-
-
-
$
2,006,040
$
269,144
-
-
-
-
-
-
-
-
-
-
-
$
269,144
$
269,144
-
-
-
-
-
-
-
-
-
-
-
$
269,144









$
3,189,563
2,548,612
(
12,022 )
2,536,590
(
206,427 )
(
1,751,419 )
-
-
-
68,104
-
(
1,969 )
$
3,834,442
$
3,834,442
1,321,943
594
1,322,537
(
260,272 )
(
1,608,376 )
-
-
145,400
-
-
-
$
3,433,731
$
147,032
-
929,932
929,932
-
-
-
-
18,974
(
68,104 )
-
-
$
1,027,834
$
1,027,834
-
(
923,869 )
(
923,869 )
-
-
-
46,785
(
145,400 )
-
-
3,976
$
9,326
$
9,930,816
2,548,612
917,910
3,466,522
-
(
1,751,419 )
448,000
685,438
45,438
-
11,151
(
1,969 )
$
12,833,977
$
12,833,977
1,321,943
(
923,275 )
398,668
-
(
1,608,376 )
56,595
89,859
-
(
3,100 )
97
3,976
$
11,771,696

The accompanying notes are an integral part of these parent company only financial statements.

~12~

MERRY ELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation expense - property, plant and equipment

Depreciation-right-of-use assets

Gain on modification of lease
Amortization

Expected credit impairment loss

Finance costs
Interest expense - lease liability

Loss (gain) on financial assets or liabilities at fair value
through profit or loss
Proceeds from disposal of investments in debt instruments
measured at fair value through other comprehensive income

Share of profit of associates and joint ventures accounted for
using equity method

Dividend income

Interest income

Gain on disposal of property, plant and equipment

Gain on disposals of investments

Compensation cost of employee restricted shares

Unrealised foreign exchange loss
Effect of exchange rate changes
Changes in operating assets and liabilities
Changes in operating assets
Financial assets (liabilities) at fair value through profit or
loss
Accounts receivable
Accounts receivable - related parties
Contract assets-current
Other receivables
Other receivables - related parties
Inventories
Prepayments
Other current assets
Financial assets mandatorily measured at fair value through
profit or loss - non-current
Changes in operating liabilities
Accounts payable
Accounts payable - related parties
Contract liabilities
Refund liabilities
Other payables
Other payables - related parties
Other current liabilities
Other non-current liabilities
Cash (outflow) inflow generated from operations
Interest paid
Income taxes paid
Interest received
Dividend income
Net cash flows (used in) from operating activities
Years ended December 31,
Notes
2020
2019
$
1,568,609 $
3,146,032
6(8)(27)
17,289
17,318
6(9)(27)
8,520
10,441
- (
5 )
6(10)(27)
50,719
55,625
12(2)
1,015
1,207
39,837
63,385
6(9)
317
610
3,731 (
2,634 )
6(3)
- (
833 )
6(7)
(
1,124,731 ) (
1,441,489 )
6(25)
(
11,694 ) (
69,850 )
6(24)
(
26,887 ) (
48,522 )
6(26)
(
431 ) (
471 )
6(26)
(
5,311 )
-
6(18)
89,899
52,158
72,234
17,781
3,714 (
28,612 )
(
47,186 )
154,703
(
5,794,008 )
2,625,469
(
155,686 ) (
128,671 )
(
11,280 ) (
31,585 )
(
23,496 )
18,946
42,299 (
11,030 )
(
188,332 ) (
190,698 )
513 (
7,326 )
(
8,783 ) (
7,669 )
(
5,167 ) (
3,127 )
87,603
101,538
1,921,690 (
1,151,431 )
371,404
14,065
261,373
81,791
(
119,793 )
74,309
79,842 (
49,769 )
157 (
2,412 )
996 (
15,596 )
(
2,901,024 )
3,243,648
(
8,775 ) (
15,061 )
(
115,043 ) (
223,990 )
22,242
48,955
11,694
69,850
(
2,990,906 )
3,123,402
Years ended December 31,

(Continued)

~13~

MERRY ELECTRONICS CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through other
comprehensive income

Proceeds from disposal of financial assets at fair value through
other comprehensive income

Acquisition of investments accounted for using equity method

Proceeds from disposal of investments accounted for using equity
method

Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets

Acquisition of financial assets at amortised cost - current
Decrease in guarantee deposits
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Proceeds from long-term borrowings
Cash dividends paid

Repayment of principal portion of liabilities

Cancellation of restricted employee shares
Issuance of common stock for cash

Net cash flows from (used in) financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Years ended December 31,
Notes
2020
2019
6(3)
( $
185,063 ) $
-
6(3)(31)
176,713
143,315
6(7)
(
604,338 ) (
134,264 )
6(7)
32,835
-
6(8)(31)
(
342,261 ) (
42,763 )
5,097
12,141
6(10)(31)
(
26,044 ) (
42,812 )
(
866,600 )
-
166
138
(
1,809,495 ) (
64,245 )
1,901,685 (
4,309,594 )
799,950
-
6(21)
(
1,608,376 ) (
1,751,419 )
6(9)
(
8,909 ) (
10,921 )
(
40 ) (
6,720 )
6(19)
-
448,000
1,084,310 (
5,630,654 )
(
3,716,091 ) (
2,571,497 )
4,038,861
6,610,358
$
322,770 $
4,038,861
Years ended December 31,

The accompanying notes are an integral part of these parent company only financial statements.

~14~

MERRY ELECTRONICS CO., LTD. NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. HISTORY AND ORGANISATION

Merry Electronics Co., Ltd. (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) on December 24, 1975. The Company is primarily engaged in manufacturing, processing, repair, sales of electric appliances and audiovisual electric products, telecommunication equipment and apparatus, computers and computing peripheral equipments, restrained telecom radio frequency equipments, medical appliances, as well as electronic parts and components; planning, design as well as output of service items’ equipments; production as well as marketing management consultant of service items’ relevant business. The Company’s shares were listed on the Taipei Exchange since August 1998 and transferred to the Taiwan Stock Exchange since September 2000 with approval. The Company merged with its subsidiary, Huges Hi-Tech Inc., on September 1, 2005. The Company was the surviving company while Huges Hi-Tech Inc., was the dissolved company.

2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE PARENT COMPANY ONLY

FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION

These parent company only financial statements were authorised for issuance by the Board of Directors on February 25, 2021.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:

follows:
New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IAS 1 and IAS 8, ‘Disclosure initiative-definition of
material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9, IAS 39 and IFRS 7 ,
‘Interest rate benchmark reform’
Amendments to IFRS 16, ‘Covid-19 related rent concessions’
Note: Earlier application from January 1, 2020 is allowed by FSC.
January 1, 2020
January 1, 2020
January 1, 2020
June 1, 2020 (Note)

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

~15~

(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by

the Company

New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:

Effective date by
International Accounting
New Standards,Interpretations and Amendments Standards Board
Amendments to IFRS 4, ‘Extension of the temporary exemption January 1, 2021
from applying IFRS 9’
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, January 1, 2021
‘Interest Rate Benchmark Reform - Phase 2’

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

(3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:

==> picture [468 x 47] intentionally omitted <==

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

Effective date by
International Accounting
New Standards, Interpretations and Amendments Standards Board
----- End of picture text -----

New Standards, Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets To be determined by
between an investor and its associate or joint venture’ International Accounting
Standards Board
IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendments to IFRS 17, 'Insurance contracts' January 1, 2023
Amendments to IAS 1, ‘Classification of liabilities as current or non- January 1, 2023
current’
Amendments to IAS 1, ‘Disclosure of accounting policies’ January 1, 2023
Amendments to IAS 8, ‘Definition of accounting estimates’ January 1, 2023
Amendments to IAS 16, ‘Property, plant and equipment:proceeds January 1, 2022
before intended use’
Amendments to IAS 37, ‘Onerous contracts—cost of fulfilling a January 1, 2022
contract’
Annual improvements to IFRS Standards 2018–2020 January 1, 2022

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these parent company only financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

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(1) Compliance statement

The parent company only financial statements of the Company have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

(2) Basis of preparation

  • A. Except for the following items, the parent company only financial statements have been prepared under the historical cost convention:

  • (a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

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

  • (c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.

  • B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5.

(3) Foreign currency translation

Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The financial statements are presented in New Taiwan dollars, which is the Company’s functional currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

  • (c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured

~17~

at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • (d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘Other gains and losses’.

  • B. Translation of foreign operations

  • (a) The operating results and financial position of all the company entities and associates that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

    • ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

    • iii. All resulting exchange differences are recognised in other comprehensive income.

  • (b) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, even when the Company retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.

  • (c) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.

(4) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

  • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

  • (b) Assets held mainly for trading purposes;

  • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

  • (d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

  • (a) Liabilities that are expected to be settled within the normal operating cycle;

  • (b) Liabilities held mainly for trading purposes;

  • (c) Liabilities that are to be settled within twelve months from the balance sheet date;

  • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than

~18~

twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

(5) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

(6) Financial assets at fair value through profit or loss

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Company subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.

  • D. The Company recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

(7) Financial assets at fair value through other comprehensive income

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:

  • (a) The objective of the Company’s business model is achieved both by collecting contractual cash flows and selling financial assets; and

  • (b) The assets’ contractual cash flows represent solely payments of principal and interest.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value:

  • (a) The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

  • (b) Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognised in profit or loss, the changes in fair value of debt instruments

~19~

are taken through other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss.

(8) Financial assets at amortised cost

The Company’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.

(9) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(10) Impairment of financial assets

  • For debt instruments measured at fair value through other comprehensive income including accounts receivable, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

(11) Derecognition of financial assets

The Company derecognises a financial asset when one of the following conditions is met:

  • A. The contractual rights to receive the cash flows from the financial asset expire.

  • B. The contractual rights to receive cash flows of the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.

  • C. The contractual rights to receive cash flows of the financial asset have been transferred; however, the Company has not retained control of the financial asset.

(12) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.

~20~

(13) Investments accounted for using equity method / subsidiaries and associates

  • A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity

  • B. Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Company are eliminated. The accounting policies of the subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

  • C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company continues to recognise losses proportionate to its ownership, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  • D. When changes in a subsidiary’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Company’s ownership percentage of the subsidiary, the Company recognises the Company’s share of change in equity of the subsidiary in ‘Capital surplus’ in proportion to its ownership.

  • E. Associates are all entities over which the Company has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.

  • F. The Company’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income.

  • G. When changes in an associate’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Company’s ownership percentage of the associate, the Company recognises the Company’s share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.

  • H. Unrealised gains on transactions between the Company and its associates are eliminated to the extent of the Company’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

  • I. Pursuant to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, profit (loss) of the current period and other comprehensive income in the parent company only financial statements shall equal to the amount attributable to owners of the parent in the

~21~

financial statements prepared with basis for consolidation. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the financial statements prepared with basis for consolidation.

(14) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:

and equipment are as follows:
Buildings and structures 5 ~ 60 years
Machinery and equipment 2 ~ 10 years
Transportation equipment 7 ~ 12 years
Office equipment 5 ~ 10 years
Others 4 ~ 10 years

(15) Leasing arrangements (lessee) right-of-use assets/ lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate.

  • Lease payments are comprised of the fixed payments, less any lease incentives receivable. The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there

~22~

are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the following:

  • (a) The amount of the initial measurement of lease liability;

  • (b) Any lease payments made at or before the commencement date; and

  • (c) Any initial direct costs incurred by the lessee.

The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term.

When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

(16) Leased assets/ operating leases (lessee)

Payments made under an operating lease (net of any incentives received from the lessor) are recognised in profit or loss on a straight-line basis over the lease term.

  • (17) Intangible assets

  • A. Computer software

Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 3 to 5 years.

  • B. Goodwill

Goodwill arises in a business combination accounted for by applying the acquisition method.

  • C. Other intangible assets are patents and are amortised using the straight-line method over 3 years.

(18) Impairment of non-financial assets

  • A. The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

  • B. The recoverable amounts of goodwill should be evaluated periodically. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognised in profit or loss shall not be reversed in the following years.

  • C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination.

~23~

(19) Borrowings

  • Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

(20) Notes and accounts payable

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

  • B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

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

  • A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term and financial liabilities at fair value through profit or loss. Financial liabilities that meet one of the following criteria are designated as at fair value through profit or loss at initial recognition:

  • (a) Hybrid (combined) contracts; or

  • (b) They eliminate or significantly reduce a measurement or recognition inconsistency; or

  • (c) They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management policy.

  • B. At initial recognition, the Company measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Company subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.

(22) Convertible bonds payable

  • Convertible bonds issued by the Company contain conversion options (that is, the bondholders have the right to convert the bonds into the Company’s common shares by exchanging a fixed amount of cash for a fixed number of common shares), call options and put options. The Company classifies the bonds payable upon issuance as a financial asset, a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:

  • A. The embedded call options and put options are recognised initially at net fair value as ‘financial assets or financial liabilities at fair value through profit or loss’. They are subsequently remeasured and stated at fair value on each balance sheet date; the gain or loss is recognised as ‘Gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.

  • B. The host contracts of bonds are initially recognised at fair value. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable and subsequently is amortised in profit or loss as an adjustment to ‘finance costs’ over the period of circulation using the effective interest method.

~24~

  • C. The embedded conversion options which meet the definition of an equity instrument are initially recognised in ‘capital surplus—share options’ at the residual amount of total issue price less the amount of financial assets or financial liabilities at fair value through profit or loss and bonds payable as stated above. Conversion options are not subsequently remeasured.

  • D. Any transaction costs directly attributable to the issuance are allocated to each liability or equity component in proportion to the initial carrying amount of each abovementioned item.

  • E. When bondholders exercise conversion options, the liability component of the bonds (including bonds payable and ‘Financial assets or financial liabilities at fair value through profit or loss’) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total book value of the abovementioned liability component and ‘Capital surplus - share options’.

(23) Derecognition of financial liabilities

A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.

(24) Non-hedging and embedded derivatives

Non-hedging derivatives are initially recognised at fair value on the date a derivative contract is entered into and recorded as financial assets or financial liabilities at fair value through profit or loss. They are subsequently remeasured at fair value and the gains or losses are recognised in profit or loss.

(25) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.

  • B. Pensions

  • (a) Defined contribution plans

For defined contribution plans, the contributions are recognised as pension expenses when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.

  • (b) Defined benefit plans

  • i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Company in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the

~25~

currency and term of the employment benefit obligations.

     - ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
  • C. Employees’ compensation and directors’ and supervisors’ remuneration

    • Employees’ compensation and directors’ and supervisors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
  • (26) Employee share based payment

  • A. For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-market vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest.

  • B. Restricted stocks:

    • (a) Restricted stocks issued to employees are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period.

    • (b) For restricted stocks where those stocks do not restrict distribution of dividends to employees and employees are not required to return the dividends received if they resign during the vesting period, the Company recognises the fair value of the dividends received by the employees who are expected to resign during the vesting period as compensation cost at the date of dividends declared.

    • (c) For restricted stocks where employees have to pay to acquire those stocks, if employees resign during the vesting period, they must return the stocks to the Company and the Company must refund their payments on the stocks, the Company recognises the payments from the employees who are expected to resign during the vesting period as liabilities at the grant date, and recognises the payments from the employees who are expected to be eventually vested with the stocks in ’Capital Surplus - restricted stock’.

  • (27) Income tax

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or

~26~

items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the parent company only balance sheet. Deferred tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

  • E. A deferred tax asset shall be recognised for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.

(28) Share capital

  • A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

(29) Dividends

Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares

~27~

on the effective date of new shares issuance.

(30) Revenue recognition

Sales of goods

  • A. The Company manufactures and sells radio apparatus, communication devices, consumer electronics as well as electronic parts and components. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, or the Company has objective evidence that all criteria for acceptance have been satisfied.

  • B The products are often sold with volume discounts based on aggregate sales over a 12-month period. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated sales discounts. Accumulated experience is used to estimate and provide for the sales discounts and allowances, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. A refund liability is recognised for expected sales discounts and allowances payable to customers in relation to sales made until the end of the reporting period. The sales usually are made with a credit term of 100 days which is consistent with market practice. As the time interval between the transfer of committed goods or service and the payment of customer does not exceed one year, the Company does not adjust the transaction price to reflect the time value of money.

  • C. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

(31) Government grants

Government grants are recognised at their fair value only when there is reasonable assurance that the Company will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Company recognises expenses for the related costs for which the grants are intended to compensate. Government grants related to property, plant and equipment are recognised as non-current liabilities and are amortised to profit or loss over the estimated useful lives of the related assets using the straight-line method.

(32) Business combinations

  • A. The Company uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured as the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date,

~28~

plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. For each business combination, the Company measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity’s net assets in the event of liquidation at either fair value or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets. All other non-controlling interests should be measured at the acquisition-date fair value.

  • B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF

ASSUMPTION UNCERTAINTY

The preparation of these parent company only financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. The related information is addressed below:

(1) Critical accounting estimates and assumptions

  • A. Impairment assessment of goodwill

  • The impairment assessment of goodwill relies on the Company’s subjective judgement, including identifying cash-generating units, allocating assets and liabilities as well as goodwill to related cash-generating units, and determining the recoverable amounts of related cash-generating units. Please refer to Note 6(11) for the information of goodwill impairment. As of December 31, 2020, the Company recognised goodwill, net of impairment loss, amounting to $139,735 thousand.

  • B. Impairment assessment of investments accounted for using equity method

  • The Company assesses the impairment of an investment accounted for using equity method as soon as there is any indication that it might have been impaired and its carrying amount cannot be recovered. The Company assesses the recoverable amount of an investment accounted for under the equity method based on the present value of the Company’s share of expected future

~29~

cash flows of the investee, and analyses the reasonableness of related assumptions.

As of December 31, 2020, the Company’s investments accounted for under the equity method, net of impairment loss, amounted to $11,333,709 thousand.

  • C. Evaluation of inventories

As inventories are stated at the lower of cost and net realisable value, the Company must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Company evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation. As of December 31, 2020, the carrying amount of inventories was $1,004,088 thousand.

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

Cash on hand and revolving funds
Checking accounts and demand deposits
Short-term notes and bills
December31,2020
December31,2019
242
$ 196
$ 322,528

2,669,637
-
1,369,028
322,770
$ 4,038,861
$
  • A. The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Company has no cash and cash equivalents pledged to others.

  • C. The Company’s time deposits with maturity over 3 months had been classified as current financial assets at amortised cost and non-current financial assets at amortised cost.

~30~

(2) Financial assets and liabilities at fair value through profit or loss

Items
Current items:
Financial assets mandatorily measured
at fair value through profit or loss
- Funds
- Non-hedging derivatives
- Stocks
- Call options of convertible bonds
Valuation adjustment
Non-current items:
- Funds
Items
Current items:
Financial liabilities held for trading
- Non-hedging derivatives
December 31,2020
50,000
$ 26,316
-
446
2,157
78,919
$ 26,468
$ December 31, 2020
30,047
$
December 31,2019
-
$ 14,138

169

2,290

316

16,913
$
21,301
$
December 31,2019
11,799
$
  • A. Amounts recognised in profit or loss in relation to financial assets at fair value through profit or loss are listed below:
loss are listed below:
Net gains on financial assets at fair
value through profit or loss
2020
2019
93,258
$ 68,721
$
Years ended December 31,
68,721
$
  • B. The Company entered into contracts relating to derivative financial assets which were not accounted for under hedge accounting. The information is listed below:
Derivativeinstruments
Forward foreign exchange
contract to sell
Forward foreign exchange
contract to sell
Forward foreign exchange
contract to sell
Forward foreign exchange
contract to buy
Forward foreign exchange
contract to buy
December31,2020 December31,2020
Contract amount
(Notionalprincipal)
USD 70,000thousand
USD3,000 thousand
USD8,189 thousand
USD84,000 thousand
USD8,205 thousand
Contract period
2020/12/03~
2021/01/29

2020/12/22~
2021/01/07

2020/08/28~
2021/03/01

2020/12/03~
2021/03/09

2020/08/28~
2021/03/01
Contract price


NTD 28.105~28.487
CNY 6.541
THB 31.260
NTD 27.815~28.360
THB 31.200

~31~

==> picture [467 x 102] intentionally omitted <==

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

December 31, 2019
Contract amount
Derivative instruments (Notional principal) Contract period Contract price
Forward foreign exchange 2019/12/12~
USD 63,000 thousand NTD 30.017~30.310
contract to sell 2020/02/27
Forward foreign exchange 2019/12/12~
USD 63,000 thousand NTD 29.835~30.220
contract to buy 2020/02/27
----- End of picture text -----

The Company entered into forward foreign exchange contracts to hedge exchange rate risk of import and export proceeds. However, these forward foreign exchange contracts are not accounted for under hedge accounting.

  • C. As of December 31, 2020 and 2019, the Company had no outstanding payments for settled transactions amounting to $306 thousand (shown as other payables) and $0, respectively.

  • D. The Company has no financial assets at fair value through profit or loss pledged to others as collateral.

  • E. Information relating to credit risk of financial assets at fair value through profit or loss is provided in Note 12(2).

~32~

(3) Financial assets at fair value through other comprehensive income

Items December31,2020 December31,2019
Current items:
Debt instruments
Bonds $ 89,550
$ 89,550
Valuation adjustment ( 3,735)
1,000
85,815
90,550
Equity instruments
Stocks 106,080
76,080
Valuation adjustment 3,284
5,276
109,364 81,356
$ 195,179 $ 171,906
Non-current items:
Debt instruments
Bonds $ 144,625
$ -
Valuation adjustment 1,620 -
146,245 -
Equity instruments
Listed stocks 748,154 755,130
Unlisted stocks 58,544 48,107
806,698 823,237
Valuation adjustment 533,496 1,614,986
Accumulated impairment ( 2,976)
( 2,976)
1,337,218
2,435,247
$ 1,483,463
$ 2,435,247
  • A. The Company has elected to classify equity and debt investments that are considered to be strategic investments or steady dividend income as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $1,678,642 thousand and $2,607,153 thousand as at December 31, 2020 and 2019, respectively.

  • B. Aiming to satisfy its capital needs, the Company sold $172,377 thousand of equity investments at fair value and resulted in cumulative gains on disposal amounting to $145,400 thousand (transferred from other equity interest to unappropriated retained earnings) during the year ended December 31, 2020. During the year ended December 31, 2019, the Company redeemed the debt investment at fair value of $50,833 thousand due to the maturity of bonds and resulted in cumulated gains on disposal amounting to $833 thousand (shown as other gains and losses). Aiming to satisfy its capital needs, the Company sold $88,988 thousand of equity investment at fair value and resulted in cumulative gains on disposal amounting to $68,104 thousand (transferred from other equity interest to unappropriated earnings) during the year ended December 31, 2019.

~33~

  • C. As of December 31, 2020 and 2019, the uncollected payments arising from disposal of shares of public offering companies amounted to $0 thousand and $4,336 thousand, respectively.

  • D. Amounts recognised in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:

==> picture [460 x 378] intentionally omitted <==

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

Years ended December 31,
2020 2019
Equity instruments at fair value
through other comprehensive
income
Fair value change recognised in other
comprehensive income ($ 938,082) $ 1,152,242
Cumulative gains (losses) reclassified
to retained earnings due to
derecognition ($ 145,400) ($ 68,104)
Debt instruments at fair value through
other comprehensive income
Fair value change recognised in
-
profit or loss ($ 6,335) $
Fair value change recognised in other
comprehensive income
$ 3,220 ($ 2,080)
Cumulative other comprehensive
income reclassified to profit or loss
-
Reclassified due to derecognition $ ($ 833)
Interest income recognised in profit
or loss $ 3,064 $ 3,554
----- End of picture text -----

  • E. As at December 31, 2020 and 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at fair value through other comprehensive income held by the Company was $1,678,642 thousand and $2,607,153 thousand, respectively.

  • F. Information relating to credit risk of financial assets at fair value through other comprehensive income is provided in Note 12(2).

  • G. The counterparties of the Company’s investments in debt instruments have good credit quality; those debt securities are all rated as investment grade.

~34~

(4) Accounts receivable

Accounts receivable
December31,2020 December31,2019
Accounts receivable $ 10,109,285
$ 4,469,877
Less: Allowance for uncollectable accounts ( 4,181)
( 3,166)
$ 10,105,104
$ 4,466,711
A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
December 31, 2020 December 31, 2019
Not past due $ 10,091,321
$ 4,455,759
Up to 30 days 12,684
6,431
31 to 90 days 3,151 7,471
91 to 180 days 2,129
216
$ 10,109,285
$ 4,469,877

The above ageing analysis was based on past due date.

  • B. As of December 31, 2020 and 2019, and January 1, 2019, the balances of receivables (including notes receivable) from contracts with customers amounted to $10,109,285 thousand, $4,469,877 thousand, and $7,170,300 thousand, respectively.

  • C. The Company does not hold any collateral as security.

  • D. The Company entered into a factoring agreement which has no right of recourse with Bank of America. As of December 31, 2020, there were no accounts receivable that were expected to be transferred (reclassified as financial assets at fair value through other comprehensive income). Please refer to Note 6(5) for information on transfers of financial assets.

  • E. Information relating to credit risk of accounts receivable is provided in Note 12(2).

(5) Transfer of financial assets

Transferred financial assets that are derecognised in their entirety

On October 2, 2019, the Company entered into a factoring agreement with Bank of America to sell its accounts receivable. Under the agreement, the Company is not obligated to bear the default risk of the transferred accounts receivable, but is liable for the losses incurred on any business dispute. The Company does not have any continuing involvement in the transferred accounts receivable. Thus, the Company derecognised the transferred accounts receivable. As of December 31, 2020, there was no amount that was past due.

~35~

(6) Inventories

Finished goods
Raw materials
Finished goods
Raw materials
Cost
1,007,280
$ 15,201
1,022,481
$ Cost
874,580
$ 1,136
875,716
$
Allowance for slow-
moving
and valuation losses
Bookvalue
18,393)
($ 988,887
$ -

15,201
18,393)
($ 1,004,088
$ Allowance for slow-
moving
and valuation losses
Bookvalue
59,960)
($ 814,620
$ -
1,136
59,960)
($ 815,756
$ December31,2020
December31,2019

The cost of inventories recognised as expense for the year:

Years ended December 31,
2020 2019
Cost of goods sold $ 25,187,538
$ 27,625,559
(Gain on reversal of) loss on market value
decline and obsolete and slow-moving
inventories ( 41,567)
12,230
$ 25,145,971
$ 27,637,789

The Company reversed a previous inventory write-down because of the sale of certain written-down inventories by the Company for the year ended December 31, 2020.

(7) Investments accounted for using equity method

2020 2019
At January 1 $ 9,618,330 $ 8,300,401
Addition of investments accounted for
using equity method 604,338 134,264
Disposal of investments accounted for
using equity method ( 23,548) -
Share of profit or loss of investments
accounted for using equity method 1,124,731 1,441,489
Changes in capital surplus ( 3,003)
11,151
Changes in other equity items 12,861 ( 268,975)
At December 31 $ 11,333,709 $ 9,618,330

~36~

MERRY ELECTRONICS
(HK) CO., LTD.
DANNY DYNAMICS LIMITED

LEOHAB ENTERPRISE CO., LTD.

MERRY ELECTRONICS
(U.S.A.) CO., LTD.
MERRY ELECTRONICS
(SINGAPORE) PTE., LTD.
MERRY ELECTRONICS
(THAILAND) CO., LTD.
MERRY HEALTHCARE CO., LTD.

GUANGDONG LUXSHARE & MERRY
ELECTRONICS CO., LTD.

ASIAN ELITE INTERNATIONAL LTD.

INDIGO ENTERPRISE INC.

BIOTEST MEOLCAL
CORPORATION(“BTTT”)

MERRY & LUXSHARE (VIETNAM)
CO., LTD.




December 31,2020
3,146,438
49,812
718,627
372,839
104,635
756,167
21,652
364,484
11,333,709
$ 558,130
$ 4,085,419
27,373
1,128,133










December 31,2019
2,838,996
66,395
541,594
376,606
93,666
794,473
27,792
-
554,432
$ 3,627,334
36,408
660,634
9,618,330
$

A. Subsidiaries:

  • (a) Details of the subsidiaries of the Company are provided in Note 4(3) in the Company’s consolidated financial statements as of and for the year ended December 31, 2020.

  • (b) In December 2018, the Board of Directors of the Company resolved to acquire 100% of shares in the second-tier subsidiary, Fulicare Medical Technology (Xiamen) Co., Ltd., for a consideration of USD10 million. For the years ended December 31, 2020 and 2019, the Company has remitted USD 7 million (NTD 208,150 thousand) and USD 3 million (NTD 94,845 thousand), respectively.

  • (c) To meet customers’ demand and expand market of health care personal sound amplification product business, the Company made a cooperation investment with Biotest Medical Corp. for a consideration of no more than NTD10 million as resolved at the meeting of the Board of Directors on December 27, 2018. In February 2019, the Board of Directors resolved to invest in Biotest Medical Corp. in the amount of NTD 9,420 thousand and acquire 94.20% equity interests. The effective date for the conversion was set on July 31, 2019.

  • (d) In October 2019, the Board of Directors of the Company resolved to increase its investment in the second-tier subsidiary, Fulicare Co., Ltd., amounting to USD 1,900 thousand. For the years ended December 31, 2020 and 2019, the Company has remitted USD 1,040 thousand (NTD 31,007 thousand) and USD 295 thousand (NTD 9,354 thousand), respectively.

  • (e) In October 2019, the Board of Directors of the Company resolved to establish the second-tier

~37~

subsidiary, Fulicare Co., Ltd. TAIWAN BRANCH (SAMOA), Taiwan branch, and set NTD 30,000 thousand as working capital. The registration was completed on November 20, 2019.

  • (f) On February 27, 2020, the Board of Directors of the Company approved to establish a joint venture, MERRY & LUXSHARE (VIETNAM) CO., LTD., with Luxshare-ICT through investments amounting to USD 12,240 thousand (NTD 366,710 thousand) and USD 11,760 thousand (NTD 350,860 thousand), which resulted in acquiring 51% and 49% of the joint venture equity interests, respectively. The joint venture was established on May 9, 2020.

  • (g) On November 30, 2020, the Company sold 2,352 thousand shares in Leohab Enterprise Co., Ltd. at a premium for proceeds of $32,835 thousand, resulting in a decrease in share interests from 30.91% to 21% and gains on disposal of investments of $5,311 thousand. The change in share interests was transferred from other equity interest to profit and loss. Refer to Note 6(22) for details.

  • (h) The liquidation of the Company’s second-tier subsidiary, Fulicare Medical Instruments Technical Services (Suzhou)Co.,Ltd. was completed in May 2019.

  • (i) The liquidation of the Company’s second-tier subsidiary, Fulicare Medical Instruments (Suzhou)Co.,Ltd. was completed in April 2019.

  • B. Associates

The carrying amount of the Company’s interests in all individually immaterial associates and the Company’s share of the operating results are summarised below:

As of December 31, 2020 and 2019, the carrying amount of the Company’s individually immaterial associates amounted to $422,651 thousand and $443,001 thousand, respectively.

Years ended December 31,
2020 2019
Share of loss of associates
accounted for using equity method
($ 2,419)
($ 25,645)
Other comprehensive income (loss),
net of tax
9,023 ( 15,978)
Total comprehensive income (loss) $ 6,604 ($ 41,623)
  • C. The recognised share of (loss) profit of subsidiaries and associates accounted for using equity method is as follows:

~38~

Years ended December 31,
2020 2019
MERRY ELECTRONICS
(HK) CO., LTD. $ 417,441
$ 675,996
DANNY DYNAMICS LIMITED 259,314 525,582
LEOHAB ENTERPRISE CO., LTD. 2,931 5,693
MERRY ELECTRONICS
(U.S.A.) CO., LTD. ( 7,478)
3,720
MERRY ELECTRONICS
(SINGAPORE) PTE. LTD. 518,927 307,560
MERRY ELECTRONICS
(THAILAND) CO., LTD. 33,401 ( 10,765)
MERRY HEALTHCARE CO., LTD. ( 71,578)
( 7,757)
GUANGDONG LUXSHARE & MERRY ( 5,350)
( 31,338)
ASIAN ELITE INTERNATIONAL LTD. 8,273 2,415
INDIGO ENTERPRISE INC. ( 37,617)
( 42,769)
BIOTEST MEOLCAL
CORPORATION(“BTTT”)
( 6,140)
13,152
MERRY & LUXSHARE (VIETNAM)
CO., LTD. 12,607 -
$ 1,124,731
$ 1,441,489

(Remainder of page intentionally left blank)

~39~

(8) Property, plant and equipment

Year ended December31,2020
Cost
Openingbalance
Additions
Reductions
Endingbalance
Land
558,900
$ 200,683
$ -
$ 759,583
$ Buildings and structures
177,110
3,960
3,264)
(
177,806
Machinery
93,285
5,698
1,326)
(
97,657
Transportation equipment
4,082
-
-
4,082
Office equipment
66,332
3,305
3,659)
(
65,978
Others
9,361
6,901
6,085)
(
10,177
Unfinished construction
21,553
120,247
-
141,800
930,623
$ 340,794
$ 14,334)
($ 1,257,083
Accumulated depreciation
Buildings and structures
35,539)
($ 4,086)
($ 3,264
$ 36,361)
($ Machinery
69,414)
(
5,006)
(
-
74,420)
(
Transportation equipment
1,266)
(
583)
(
-
1,849)
(
Office equipment
45,454)
(
6,529)
(
3,659
48,324)
(
Others
8,013)
(
1,085)
(
2,745
6,353)
(
159,686)
(
17,289)
($ 9,668
$ 167,307)
(
770,937
$ 1,089,776
$ YearendedDecember31,2019
Cost
Opening balance
Additions
Reductions
Ending balance
Land
558,900
$ -
$ -
$ 558,900
$ Buildings and structures
176,947
163
-
177,110
Machinery
89,565
16,566
12,846)
(
93,285
Transportation equipment
2,582
1,500
-
4,082
Office equipment
65,697
816
181)
(
66,332
Others
9,072
289
-
9,361
Unfinished construction
2,485
19,068
-
21,553
905,248
$ 38,402
$ 13,027)
($ 930,623
Accumulated depreciation
Buildings and structures
31,205)
(
4,334)
($ -
$ 35,539)
(
Machinery
65,921)
(
4,669)
(
1,176
69,414)
(
Transportation equipment
737)
(
529)
(
-
1,266)
(
Office equipment
38,531)
(
7,104)
(
181
45,454)
(
Others
7,331)
(
682)
(
-
8,013)
(
143,725)
(
17,318)
($ 1,357
$ 159,686)
(
761,523
$ 770,937
$

~40~

(9) Leasing arrangements lessee

  • A. The Company leases various assets including land, buildings, machinery and equipment, business vehicles, multifunction printers. Rental contracts are typically made for periods of 1 to 5 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Buildings
Transportation equipment (Business vehicles)
Office equipment (Photocopiers)
Other equipment
Buildings

Transportation equipment (Business vehicles)
Office equipment (Photocopiers)
Other equipment
December 31,2020
December 31, 2019
Carryingamount
Carrying amount
$ 2,607 $ 6,044
1,417
1,789
123
16
-
-
4,147
$ 7,849
$ 2020
2019
Depreciation charge
Depreciation charge
$ 7,443 $ 9,117
997
605
80
108

-
611
8,520
$ 10,441
$
Years ended December 31,
December 31, 2019
Carrying amount
$ 6,044
1,789
16
-
7,849
$
2020
Depreciation charge
$ 7,443
997
80
-
8,520
$
  • C. For the years ended December 31, 2020 and 2019, the additions to right-of-use assets were $4,818 thousand and $4,269 thousand, respectively.

  • D. The information on profit and loss accounts relating to lease contracts is as follows:

Items affecting profit or loss
Interest expense on lease liabilities
2020
2019
$ 317
$ 610
Years endedDecember31,
2020
$ 317
  • E. For the years ended December 31, 2020 and 2019, the Company’s total cash outflow for leases were $8,909 thousand and $10,921 thousand, respectively.

~41~

(10) Intangible assets

Year ended December 31, 2020

Cost Openingbalance Openingbalance Additions Reductions Reductions Reductions Transfers Transfers Endingbalance Endingbalance
Goodwill $ 139,735
$ -
$ -
$ -
$ 139,735
Patents 25,157 4,597 - - 29,754
Computer software 432,998 18,109 - - 451,107
597,890 $ 22,706 $ - $ - 620,596
Accumulated amortisation
Patents ( 20,450)
($ 3,067)
$ -
$ -
( 23,517)
Computer software ( 290,266)
( 47,652)
- - ( 337,918)
( 310,716)
($ 50,719) $ - $ - ( 361,435)
$ 287,174 $ 259,161
Year ended December 31, 2019
Cost Opening balance Additions Reductions Transfers Endingbalance
Goodwill $ 139,735
$ -
$ -
$ -
$ 139,735
Patents 21,146 4,011 - - 25,157
Computer software 375,235 61,218 ( 3,455) - 432,998
536,116 $ 65,229 ($ 3,455) $ - 597,890
Accumulated amortisation
Patents ( 17,201)
($ 3,249)
$ -
$ -
( 20,450)
Computer software ( 241,345)
( 52,376)
3,455 - ( 290,266)
( 258,546)
($ 55,625) $ 3,455 $ - ( 310,716)
$ 277,570 $ 287,174

Details of amortisation on intangible assets are as follows:

Details of amortisation on intangible assets are as follows: are as follows:
Operating costs
Selling expenses
Administrative expenses
Research and development expenses
Years ended December 31,
2020
16,004
$ 2,697
15,280
16,738
50,719
$
2019
14,407
$ 2,606
20,796
17,816
55,625
$

(11) Impairment of non-financial assets

The recoverable amount of all cash-generating units calculated using the value-in-use exceeded their carrying amount, so goodwill was not impaired. The key assumptions used for value-in-use calculations are as follows:

~42~

The cash flow projections are based on financial budgets approved by the management covering a five-year period. The Company estimates a 10% year-on-year growth in sales as the Company will launch new products and improve its technology from 2021 to 2025. The estimation is based on the Company’s commitment to developing and taking Bluetooth orders and the experience of sale growths of 94%, 84%, 34%, (3)% and (0.2)% from 2016 to 2020, respectively.

Management determined the budgeted gross margin based on past performance and their expectations of market development. The weighted average growth rates used are consistent with the projection included in industry reports. The discount rate of 17.43% used was pre-tax and reflected specific risks relating to the relevant operating segments.

(12) Short-term borrowings

Short-term borrowings
Type of Borrowings
Bank borrowings
Unsecured borrowings
Type of Borrowings
Bank borrowings
Unsecured borrowings
December 31, 2020
1,954,640
$ December 31,2019
89,940
$
Interest rate range
0.00%~0.66%
Interest rate range
2.14%
Collateral
None
Collateral
None

Interest expense recognised in profit or loss amounted to $4,888 thousand and $13,042 thousand for the years ended December 31, 2020 and 2019, respectively.

(13) Other payables

Salary and bonus payable
Employees’ compensation payable
Remuneration due to directors
and supervisors
Machinery and equipment payable
Others
December 31,2020
December 31, 2019
133,490
$ 132,358
$ 121,382
219,531
25,575
68,392
6,795
675
98,471
77,822
385,713
$ 498,778
$

(14) Other current liabilities

Other current liabilities
Bonds payable-expiring within one year
Contract liability
Agreed liabilities on acquisition of
subsidiaries (Note)
Refund liabilities
Current lease liability
Other current liabilities, others
December 31,2020 December 31,2019
2,203,801
$ 561,308
402,072
343,164
2,954
10,087
3,523,386
$
-
$ 189,905
-
81,790
7,118
9,074
287,887
$

~43~

Note: On July 1, 2018, the Company acquired 70% of ordinary shares of Asian Elite International Ltd. and Indigo Enterprise Inc. in cash, and agreed to obtain the remaining 30% of ordinary shares on the date 3 years after the date of settlement. In accordance with the relevant contracts, the Company had recognised 30% of the subsequent equity investment obligations.

  • (15) Bonds payable
Bonds payable
Bonds payable
Add: Premium on bonds payable
Less: Discount on bonds payable
Less: Current portion
December 31,2020 December 31,2019
2,231,900
$ 28,099)
(
2,203,801
2,203,801)
(
-
$
2,289,500
$ 59,541)
(
2,229,959
-
2,229,959
$
  • A. The details of the second domestic unsecured convertible bonds issued by the Company on December 11, 2018 are as follows:

  • (a) The terms of the second domestic unsecured convertible bonds issued by the Company are as follows:

    • i. The competent authority has approved the Company’s second issuance of domestic unsecured corporate bonds for a total issuance amount of US$3,015 million at a coupon rate of 0%, covering a 3-year period of issuance and a circulation period from December 11, 2018 to December 11, 2021. The bonds will be redeemed in cash at face value at the maturity date. The bonds were listed on the Taipei Exchange on December 11, 2018.

    • ii. The bondholders have the right to ask for conversion of the bonds into common shares of the Company by Taiwan Depository & Clearing Corporation through Securities Firms during the period from the date after three months of the bonds issue to the maturity date, except for the stop transfer period as specified in the terms of the bonds or the laws/regulations and the Company’s book closure date of stock dividends, book closure date of cash dividends, the period between the date that is 15 business days before the book closure date of a capital increase to the ex-right date, the period between the record date of a capital reduction and the prior day before the commencement of share trading after shares are repurchased. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.

    • iii. The conversion price of the bonds is set up based on the pricing model in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs subsequently. The conversion price will be reset based on the pricing model in the terms of the bonds on each effective date regulated by the terms.

    • As of December 31, 2020, the conversion price of convertible bonds was $132.8 per share.

    • iv. The Company may repurchase all the bonds outstanding in cash at the bonds’ face value

~44~

at any time after the following events occur: (i) the closing price of the Company’s common shares is above the then conversion price by 30% for 30 consecutive trading days during the period from the date after one month of the bonds issue to 40 days before the maturity date, or (ii) the outstanding balance of the bonds is less than 10% of total initial issue amount during the period from the date after three months of the bonds issue to 40 days before the maturity date.

  • v. Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are retired and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.

  • (b) As of December 31, 2020, the bonds totalling $768,100 thousand (face value) had been converted into 5,299 thousand shares of common stock. After the issuance, the Company should adjust the conversion price of convertible bonds of $132.8 per share in accordance with the terms set out in the indenture when there is an increase in issued common shares.

  • B. Regarding the issuance of convertible bonds, the equity conversion options amounting to $99,191 thousand were separated from the liability component and were recognised in ‘capital surplus - share options’ in accordance with IAS 32. The call options embedded in bonds payable were separated from their host contracts and were recognised in ‘Financial assets at fair value through profit or loss’ in net amount in accordance with IFRS 9 because the economic characteristics and risks of the embedded derivatives were not closely related to those of the host contracts.

- (16) Long term borrowings

Borrowing period Type of borrowings and repayment term Interest rate range Collateral December 31, 2020 Borrowing period is from 2020/2/20 to Unsecured 2025/2/20; interest is borrowings repayable monthly. 0.30% 0.40% None $ 320,000 Borrowing period is from 2020/2/20 to Unsecured 2027/2/19; interest is borrowings repayable monthly. 0.35% 0.50% None 479,950 $ 799,950

December 31, 2019: No long-term borrowings.

  • A. In November 2019, the Company entered into a long-term loan contract with Taipei Fubon Bank for the total amount of $400 million. As of December 31, 2020, the drawn amount was $220,000 thousand.

~45~

Aforementioned contract conditions:

During the credit period, the following financial ratios shall be maintained and the audited/reviewed consolidated financial statements shall be checked semi-annually:

  • (a) Current ratio shall not be lower than 100%;

  • (b) Debt ratio (total liabilities/total equity)shall not be higher than 160%;

  • (c) Interest coverage ratio shall not be lower than 10.

  • B. In February 2020, the Company entered into a long-term loan contract with JIHSUN BANK for the total amount of $300 million. As of December 31, 2020, the drawn amount was $100,000 thousand.

Aforementioned contract conditions:

During the credit period, the following financial ratios shall be maintained and the audited/reviewed consolidated financial statements shall be checked semi-annually:

  • (a) Current ratio shall not be lower than 100%;

  • (b) Debt ratio (total liabilities/tangible assets) shall not be higher than 250%;

  • (c) Tangible assets shall be maintained at least $8 billion.

The Company, as confirmed with its creditor banks, assessed that the aforementioned financial ratios were maintained at a level that had no significant impact to the Company.

(17) Pensions

A. (a) The Company has a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Act. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 5.1% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee, and contributes 8% of the manager’s salaries and wages to the retirement fund deposited. Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions for the deficit by next March.

~46~

(b) The amounts recognised in the balance sheet are as follows:

December 31,2020 December 31,2019
Present value of defined
benefit obligations $ 127,292
$ 140,594
Fair value of plan assets ( 44,259)
( 57,118)
Net defined benefit liability $ 83,033
$ 83,476

(c) Movements in net defined benefit liabilities are as follows:

Present value of
defined benefit
obligations
Year ended
December 31,2020
Balance at January 1
140,594
$ Current service cost
546
Interest expense (income)
1,043
Past service cost
2,269)
(
139,914
Remeasurements:
Return on plan assets
(excluding amounts
included in interest income or
expense)
Change in financial assumption
5,792
Experience adjustments
6,013)
(
221)
(
Pension fund contribution
-
Paid past pension
304)
(
Paid pension
12,097)
(
Balance at December 31
127,292
$ -
Fair value of plan
assets
Net defined benefit
liability
57,118)
($ -
429)
(
3,309
54,238)
(
-
-

1,218)
(
900)
(
-
12,097
44,259)
($ 1,218)
(
83,476
$ 546

614

1,040

85,676

5,792
6,013)
(
1,439)
(
900)
(
304)
(
-
83,033
$ 1,218)
(

(Remainder of page intentionally left blank)

~47~

Present value of
defined benefit
obligations
Year ended
December 31,2019
Balance at January 1
125,392
$ Current service cost
284
Interest expense (income)
1,230
Past service cost
-
126,906
Remeasurements:
Return on plan assets
(excluding amounts
included in interest
income or expense)
Change in demographic assumption
4

Change in financial assumption
3,653
Experience adjustments
12,682
16,339
Pension fund contribution
-
Paid pension
2,651)
(
Balance at December 31
140,594
$ -
Fair value of plan
assets
Net defined benefit
liability
41,348)
($ -
404)
(
-
41,752)
(
-
-
-

1,312)
(
16,705)
(
2,651
57,118)
($ 1,312)
(
84,044
$ 284

826

-

85,154

4
3,653
12,682
15,027
16,705)
(
-
83,476
$ 1,312)
(

(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2020 and 2019 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.

~48~

(e) The principal actuarial assumptions used were as follows:

==> picture [428 x 67] intentionally omitted <==

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

||||
|---|---|---|
|Years ended December 31,|
|2020|2019|
|Discount rate|0.30%|0.75%|
|Future salary increases|3.00%|3.00%|

----- End of picture text -----

Future mortality rate was estimated based on the 5th Taiwan Standard Ordinary Experience Mortality Table.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

==> picture [442 x 142] intentionally omitted <==

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

||||||||||
|---|---|---|---|---|---|---|---|---|
|Discount rate|Future salary increases|
|Increase|Decrease|Increase|Decrease|
|0.25%|0.25%|0.25%|0.25%|
|December 31, 2020|
|Effect on present value of defined|
|benefit obligation|($|3,183)|$|3,310|$|3,214|($|3,109)|
|December 31, 2019|
|Effect on present value of defined|
|benefit obligation|($|3,653)|$|3,800|$|3,706|($|3,584)|

----- End of picture text -----

The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.

  • (f) The Company expects to pay contribution for pension plan amounting to $2,856 thousand in 2021.

  • (g) As of December 31, 2020, the weighted average duration of the retirement plan is 10 years. The analysis of timing of the future pension payment was as follows:

==> picture [431 x 76] intentionally omitted <==

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

|||
|---|---|
|Within 1 year|$ 4,378|
|1-2 year(s)|7,685|
|2-5 years|25,085|
|Over 5 years|93,888|
|$|131,036|

----- End of picture text -----

B. (a) Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual

~49~

pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.

  • (b) The pension costs under the defined contribution pension plan of the Company for the years ended December 31, 2020 and 2019 were $29,530 thousand and $29,017 thousand, respectively.

(18) Share-based payments

  • A. For the years ended December 31, 2020 and 2019, the Company’s share-based payment arrangements were as follows:
arrangements were as follows:
Type of
arrangement
Grant date Quantity
granted
Contract
period
Vesting
conditions
The first restricted stocks
to employees in 2016
The second restricted stocks
to employees in 2016
The first restricted stocks
to employees in 2017
The second restricted stocks
to employees in 2017
The first restricted stocks
to employees in 2019
The second restricted stocks
to employees in 2019
2016.12.21
2017.06.16
2017.12.29
2018.10.26
2019.11.02
2020.08.05
1,542 units
458 units
196 units
878 units
813 units
387 units
3 years
3 years
3 years
3 years
3 years
3 years
Note
Note
Note
Note
Note
Note
  • Note: Depending on the employees’ tenure in the Company (1 to 3 years), the employees can vest stocks at the ratio of 30%, 30% and 40% in three years based on the number of stocks written on the notification. The conditions for vesting restricted stocks are as follows:

  • (a) For the employees who are currently working in the Company, whose services have reached 1 year and achieved the performance of the most recent year’s consolidated financial statements and the target personal performance, the ceiling of vested share ratio is 30%.

  • (b) For the employees who are currently working in the Company, whose services have reached 2 years and achieved the performance of the most recent year’s consolidated financial statements and the target personal performance, the ceiling of accumulated vested share ratio is 60%.

  • (c) For the employees who are currently working in the Company, whose services have reached 3 years and achieved the performance of the most recent year’s consolidated financial statements and the target personal performance, the ceiling of accumulated vested share ratio is 100%.

  • (d) The Company will repurchase and retire the stocks that did not meet the conditions of vesting for the employees who resign during the vesting period or not meet the condition of vesting by the issuance price.

~50~

The aforementioned restricted stocks issued by the Company cannot be transferred during the vesting period and the commissioned trust custodians execute the shareholders’ rights on behalf of the employees.

  • B. Details of the share-based payment arrangements are as follows:

  • (a) The first restricted stocks to employees in 2016

The first restricted stocks to employees in 2016

Options outstanding at
January 1
Restricted stocks vested
Employee restricted
shares retired
Options outstanding at
December 31
No. of options
Weighted-
average
exercise price
(in dollars)
-
-
$ -

-
-
-

-
-
2020
No. of options
Weighted-
average
exercise price
(in dollars)
542
10
$ 4)
(
10
538)
(
10
-
2019
542
4)
(
538)
(
-
10
$ 10
10
  • (b) The second restricted stocks to employees in 2016
Options outstanding at
January 1
Restricted stocks vested
Employee restricted
shares retired
Options outstanding at
December 31
2020 2020 2019
No. of options Weighted-
average
exercise price
(in dollars)
Weighted-
average
exercise price
(in dollars)
294
10
$ -
-
134)
(
10
160
10
No. of options
160
152)
(
4)
(
4
10
$ 10
10
10

~51~

(c) The first restricted stocks to employees in 2017

) The first restricted stocks to employees in 2017 ) The first restricted stocks to employees in 2017 ) The first restricted stocks to employees in 2017 ) The first restricted stocks to employees in 2017 ) The first restricted stocks to employees in 2017
Weighted-
average
exercise price
(in dollars)
Options outstanding
at January 1
108

-
$ Restricted stocks vested
57)
(
-
Employee restricted
shares retired
50)
(
-

Options outstanding
at December 31
1
-
2020
No. of
options
The second restricted stocks to employees in 2017
Weighted-
average
exercise price
(in dollars)
Options outstanding at
January 1
598
-
$ Restricted stocks vested
234)
(
-
Employee restricted
shares retired
46)
(
-
Options outstanding at
December 31
318
-
2020
No. of options
The first restricted stocks to employees in 2019
Weighted-
average
exercise price
(in dollars)
Options outstanding at
January 1
813
-
$ Restricted stocks granted
to employees
-
-
Restricted stocks vested
237)
(
-
Employee restricted
shares retired
31)
(
-
Options outstanding at
December 31
545
-
2020
No. of options
Weighted-
average
exercise price
(in dollars)
164
-
$ 49)
(
-
7)
(
-
108
-
2019
No. of
options
Weighted-
average
exercise price
(in dollars)
862
-
$ 251)
(
-
13)
(
-
598
-
2019
No. of options
Weighted-
average
exercise price
(in dollars)
-
-
$ 813
-
-
-
-
-
813
-
2019
No. of options
No. of options Weighted-
average
exercise price
(in dollars)
(
(
No. of options Weighted-
average
exercise price
(in dollars)
Weighted-
average
exercise price
(in dollars)
-
-
$ 813
-
-
-
-
-
813
-
No. of options
813
-
237)
(
31)
(
545
-
$ -
-
-
-

(d) The second restricted stocks to employees in 2017

  • (e) The first restricted stocks to employees in 2019

~52~

2020 2020 2019 2019
Weighted- Weighted-
average average
exercise price exercise price
No. of options (in dollars) No. of options (in dollars)
Options outstanding at
January 1 -
$ -
-
$ -
Restricted stocks granted
to employees 387
- -
-
Employee restricted
shares retired 5)
(
- -
-
Options outstanding at
December 31 382
- - -
  • B. The fair value of stock options granted on grant date is measured using the closing price on the grant date. Relevant information is as follows:
Type of arrangement
The first restricted
stocks to employees
in 2016
The second restricted
stocks to employees
in 2016
The first restricted
stocks to employees
in 2017
The second restricted
stocks to employees
in 2017
The first restricted
stocks to employees
in 2019
The second restricted
stocks to employees
in 2019
Grant date
2016.12.21
2017.06.16
2017.12.29
2018.10.26
2019.11.02
2020.08.05
Stockprice Exerciseprice Fair valueper unit
125
187
194.5
139.5
150
169
10
10
0
0
0
0
115
177
194.5
139.5
150
169

C. Expenses incurred on share-based payment transactions are shown below:

Equity-settled Years ended December 31, Years ended December 31,
2020
89,899
$
2019
52,158
$

(19) Share capital

A. As of December 31, 2020, the Company’s authorised capital was $4 billion, consisting of 400 million shares of ordinary stock (including 5 million shares reserved for employee stock options), and the paid-in capital was $2,093,519 thousand with a par value of $10 (in dollars) per share.

~53~

Movements in the number of the Company’s ordinary shares outstanding are as follows (in thousands):

thousands):
2020 2019
At January 1 $ 208,668
$ 199,663
Employee restricted shares retired ( 136)
( 692)
Issuance of restricted shares
to employees
387 813
Conversion of convertible bonds 414
4,884
Proceeds from issuing shares -
4,000
At December 31 $ 209,333
$ 208,668
  • (a) On February 25, 2021, the Board of Directors of the Company resolved to retire employee restricted share in the amount of 18,700 shares. The effective dates for the capital reduction were March 8, 2021.

  • (b) On February 27, 2020 and July 30, 2020, the Board of Directors of the Company resolved to retire employee restricted share in the amount of 642,100 shares. The effective dates for the capital reduction were February 29, 2020 and August 4, 2020. The capital reduction through retirement of employee restricted shares was completed.

  • (c) On April 25, 2019 and July 26, 2019, the Board of Directors of the Company resolved to retire employee restricted share in the amount of 164,300 shares. The effective dates for the capital reduction were April 30, 2019 and July 31, 2019. The capital reduction through retirement of employee restricted shares was completed.

  • (d) On December 11, 2018, the Company issued the 2nd unsecured convertible bonds. As of December 31, 2020, the face value of those convertible bonds amounted to $768,100, which had been converted into 5,299 thousand common shares. Please refer to Note 6(15) for further information

  • (e) In 2019, the Company increased its capital by issuing 4 million shares with a par value of $112 (in dollars per share). The total amount of capital increase was $448,000 thousand. The capital increase was set effective on January 18, 2019 and the registration has been completed in February 13, 2019.

  • (f) On April 25, 2019, the Board of Directors of the Company resolved to issue employee restricted shares (please refer to Note 6(18)). The issuance was approved by the Competent Authority on September 16, 2019. The Company issued 1,200 thousand common shares with the effective date set on November 2, 2019 and August 5, 2020. The subscription price is $0 per share and the registration was registration was completed on November 29, 2019 and August 27, 2020 for ordinary shares issued of 813 thousand shares and 387 thousand shares, respectively. The employee restricted shares issued are subject to certain transfer restrictions before their vesting conditions are qualified. Other than these restrictions, the rights and obligations of these shares issued are the same as other issued common shares.

~54~

(20) Capital surplus

Capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

At January 1
Issuance of
restricted shares
to employees
Restricted
stocks vested
Employee
restricted stocks
retired
Ordinary shares
converted from
convertible bonds
Changes in
ownership interests
Recognition of
change in equity
of associates
in proportion to the
Company’s
ownership
At December 31
2020 Total
Share
premium
Treasury
share option
Employee
restricted
stocks
Others
3,501,426
$ -
109,457
-
55,019
-
-
3,665,902
$
101,750
$ -
-
-
2,559)
(
-
-
99,191
$
236,457
$ 61,533
106,193)
(
20,972)
(
-
-

-
170,825
$
30,472
$ -
3,264)
(
-
-
97
3,100)
(
24,205
$
3,870,105
$ 61,533
-
20,972)
(
52,460
97
3,100)
(
3,960,123
$

~55~

At January 1
Issuance of
restricted shares
to employees
Restricted
stocks vested
Employee
restricted stocks
retired
Proceeds from
issuance of
convertible bonds
Ordinary shares
converted from
convertible bonds
Proceeds from
issuing shares
Recognition of
change in equity
of associates
in proportion to the
Company’s
ownership
At December 31
Share
premium
Treasury
share option
Employee
restricted
stocks
137,319
$ 256,324
$ -
113,820
-
45,123)
(
-
88,564)
(
-
-
31,576)
(
-
3,993)
(
-
-
-
101,750
$ 236,457
$ 2019
Others Total
2,376,147
$ -
45,123
-
-

668,163

411,993
-
3,501,426
$
19,321
$ -
-
-
-
-
-
11,151
30,472
$
2,789,111
$ 113,820
-
88,564)
(
-
636,587
408,000
11,151
3,870,105
$

(21) Retained earnings

  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, after deduction of mandatory income tax, shall first be used to offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve until the legal reserve equals the paid-in capital. After the provision or reversal of special reserve, the appropriation of the remaining earnings along with the unappropriated earnings of prior years shall be proposed by the Board of Directors and approved by the shareholders. According to the dividend policy adopted by the Board of Directors, 30% to 80% of the Company’s accumulated distributable earnings shall be appropriated as dividends, and cash dividends shall account for at least 5% of the total dividends distributed.

  • B. The Company’s dividend policy is summarized below: as the Company operates in a volatile business environment and is in the stable growth stage, the residual dividend policy is adopted taking into consideration the Company’s financial structure, operating results and future

~56~

expansion plans. In order to encourage employees and operations team, if the Company has any profit for the current year, the Company shall set aside 5% to 10% as employees’ compensation and no more than 2% as directors’ and supervisors’ remuneration. The employees’ compensation shall be distributed in the form of stock and cash by a resolution adopted by a majority vote at a meeting of the Board of Directors attended by two-thirds of the total number of directors and report it in the shareholders’ meeting. Employees entitled to receive stock or cash as compensation include employees of the parent company or subsidiaries of the company meeting certain specific requirements.

  • C. The Board of Directors may fully or partially appropriate dividends and bonuses in the form of cash by a resolution adopted by the majority vote at its meeting attended by two-thirds of the total number of directors, and then reported to the shareholders. Situations other than that shall be approved by the shareholders at their meeting.

  • D. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.

  • E. (a) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

  • (b) The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Order No. Financial – Supervisory – Securities – Corporate - 1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently. Such amounts are reversed upon disposal or reclassified if the assets are investment property of land, and reversed over the use period if the assets are investment property other than land. As of December 31, 2020, the balance of capital surplus was $269,144 thousand.

  • F. The Company distributed cash dividends amounting to $7.7 and $8.6 per share, respectively as resolved at the meeting of Board of Directors on June 19, 2020 and June 19, 2019, respectively. The abovementioned distribution of earnings for the years ended December 31, 2019 and 2018 was in agreement with those amounts proposed by the Board of Directors on February 27, 2020 and February 26, 2019, respectively.

  • G. The appropriation of cash dividends for 2020 as resolved by the Board of Directors on February 25, 2021 amounted to $5.16 per share.

~57~

(22) Other equity items

Other equity items
2020 Exchange
differences on
translation of
foreign
financial
statements
Unrealised gains (losses)
from investments in debt
instruments measured at
fair value through other
comprehensive income
Unrealised gains (losses)
from investments in
equity instruments
measured at fair value
through other
comprehensive income
Cost of
unearned
employee
compensation
Total
($ 204,926) $ 1,027,834
( 65,403) ( 65,403)
89,899 89,899
22,289 22,289
-
( 934,862)
-
( 3,628)
-
333
-
( 145,400)
-
( 57,400)
-
11,480
-
74,113
-
13,905)
(
-
3,976
($158,141)
$ 9,326
At January 1
Issuance of restricted
shares to employees
Amortisation of employee restricted
stocks
Employee restricted shares retired
Revaluation - gross
Revaluation - subsidiaries
Revaluation transferred to
profit or loss - subsidiaries
Revaluation transferred to
retained earnings – gross
Currency translation differences:
- Group
- Tax on Group
- Associates
- Tax on associates
- Adjustment on disposal of associates
transferred to profit or loss
At December 31
($ 456,833)
-
-
-
-
-
-
-
( 57,400)
11,480
74,113
13,905)
(
3,976
($438,569)
$ 867
-
-
-
3,220
( 200)
333
-
-
-
-
-
-
$4,220
$ 1,688,726
-
-
-
( 938,082)
( 3,428)
-
( 145,400)
-
-
-
-
-
$ 601,816

~58~

2019 Exchange
differences on
translation of
foreign financial
statements
Unrealised gains (losses)
from investments in debt
instruments measured at
fair value through other
comprehensive income
Unrealised gains (losses)
from investments in
equity instruments
measured at fair value
through other
comprehensive income
Cost of unearned
employee
compensation
Total
($ 223,900) $ 147,032
( 121,950) ( 121,950)
52,158
52,158
88,766
88,766
- 1,145,412
- ( 833)
- ( 68,104)
- ( 113,955)
- 22,791
- ( 153,522)
-
30,039
($204,926)
$1,027,834
Total
At January 1
Issuance of restricted
shares to employees
Amortisation of employee
restricted stocks
Employee restricted
shares retired
Revaluation - gross
Revaluation transferred to
profit or loss - gross
Revaluation transferred to
retained earnings – gross
Currency translation
differences:
- Group
- Tax on Group
- Associates
- Tax on associates
At December 31
($ 242,186)
-
-
-
-
-
-
( 113,955)
22,791
( 153,522)
30,039
($456,833)
$ 3,244
-
-
-
( 1,544)
( 833)
-
-
-
-
-
$ 867
$ 609,874
-
-
-
1,146,956
-
( 68,104)
-
-
-
-
$ 1,688,726
$1,027,834

~59~

(23) Operating revenue

Years ended December 31, 2020 2019 Revenue from contracts with customers $ 26,916,049 $ 30,648,815

  • A. Disaggregation of revenue from contracts with customers

The Company derives revenue from the transfer of goods and services at a point in time in the following geographical regions:

Year ended December 31, 2020

Electronic devices

==> picture [517 x 336] intentionally omitted <==

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

Mainland
Taiwan Europe US China Others Total
Total segment revenue $ 680,639 $ 11,742,872 $ 13,719,123 $ 462,466 $ 310,949 $ 26,916,049
Revenue from
external customer
contracts 680,639 11,742,872 13,719,123 462,466 310,949 26,916,049
Timing of revenue
recognition
At a point in time 680,639 11,742,872 13,719,123 462,466 310,949 26,916,049
Total $ 680,639 $ 11,742,872 $ 13,719,123 $ 462,466 $ 310,949 $ 26,916,049
Year ended December 31, 2019
Electronic devices
Mainland
Taiwan Europe US China Others Total
Total segment revenue $ 411,816 $ 10,883,812 $ 16,775,583 $ 1,485,219 $ 1,092,385 $ 30,648,815
Revenue from
external customer
contracts 411,816 10,883,812 16,775,583 1,485,219 1,092,385 $ 30,648,815
Timing of revenue
recognition
At a point in time 411,816 10,883,812 16,775,583 1,485,219 1,092,385 30,648,815
Total $ 411,816 $ 10,883,812 $ 16,775,583 $ 1,485,219 $ 1,092,385 $ 30,648,815
----- End of picture text -----

B. Contract assets and liabilities:

(a) The Company has recognised the following revenue-related contract assets (shown in other current assets) and liabilities (shown in other current liabilities) :

Contract assets
Contract liabilities
Refund liabilities
December31,2020
42,865
$ 561,308
$ 343,164
$
December 31, 2019
31,585
$ 189,904
$ 81,791
$
January1,2019
-
$
175,839
$
-
$

~60~

  • (b) Revenue recognised that was included in the contract liability balance at the beginning of the year :

Years ended December 31, 2020 2019 Revenue recognised that was included in the contract liability balance at the beginning of the year $ 189,613 $ 144,857

(24) Interest income

Interest income from bank deposits
Interest income from financial assets
not at fair value through profit or loss
Other income
Dividend income
Grant revenue (Note)
Sample income
Rent income
Other income
2020
2019
23,823
$ 44,968
$ 3,064
3,554

26,887
$ 48,522
$
Years ended December31,
Years ended December 31,
2020
2019
23,823
$ 44,968
$ 3,064
3,554

26,887
$ 48,522
$
Years ended December31,
Years ended December 31,
2020
11,694
$ 44,856
8,951
6,391
8,450
80,342
$
2019
69,850
$ -
14,364
6,604
6,256
97,074
$

(25) Other income

Note: This refers to the government subsidies for working capital and salary compensation from Industrial Development Bureau, Ministry of Economic Affairs, applied for by the Company. (26) Other gains and losses

Other gains and losses
Years ended December 31,
2020 2019
Net currency exchange losses ($ 169,910)
($ 73,253)
Net gains on financial assets at fair
value through profit or loss 93,258 68,721
Gains on disposal of
property, plant and equipment 431 471
Gains on disposals of investment 5,311 833
Other losses ( 61) ( 2,465)
($ 70,971) ($ 5,693)

~61~

(27) Expenses by nature

Expenses by nature
Years ended December 31,
2020 2019
Employee benefit expense $ 957,114
$ 1,027,528
Depreciation charge-
property, plant and equipment 17,289 17,318
Depreciation - right-of-use assets 8,520 10,441
Amortisation charge 50,719
55,625
$ 1,033,642
$ 1,110,912

As of December 31, 2020 and 2019, the Company had 765 and 654 employees. After reelecting directors on June 19, 2020, there were 5 non-employee directors until December 31, 2020. For the year ended December 31, 2019, there were 5 non-employee directors.

(28) Employee benefit expense

Employee benefit expense
Wages and salaries
Share-based payments
Labour and health insurance fees
Pension costs
Directors' remuneration
Other employee benefit expense
Years ended December 31,
2020
703,198
$ 94,362
59,027
31,730
26,380
42,417
957,114
$
2019
773,321
$ 56,411
57,100
30,127
69,276
41,293
1,027,528
$
  • A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees ‘compensation and directors’ and supervisors’ remuneration. The ratio shall be from 5% to 10% for employees’ compensation and shall not be higher than 2% for directors’ remuneration.

  • B. The details of employees’ compensation and directors’ and supervisors’ remuneration of the Company are as follows:

Company are as follows:
Employees’ compensation
Directors’ remuneration
Years ended December 31,
2020
110,826
$ 25,575
136,401
$
2019
205,176
$ 68,392
273,568
$

The abovementioned amounts were recognised in wages and salaries, and were accrued at 6.5% and 6% for employees’ compensation and 1.5% and 2% for directors’ remuneration for the years ended December 31, 2020 and 2019, respectively, based on the distributable profit of the year. Employees’ compensation and directors’ and supervisors’ remuneration for 2019 as resolved at the Board of Directors’ meeting were in agreement with those amounts recognised in the profit or loss of 2019.

Information about employees’ compensation and directors’ and supervisors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

~62~

(29) Income tax

A. Income tax expense

(a) Components of income tax expense:

e tax
ome tax expense
Components of income tax expense:
Years ended December 31,
2020 2019
Current tax:
Current tax on profits for the year $ 55,037
$ 315,664
Tax on undistributed surplus earnings 36,704
4,763
Prior year income tax overestimation ( 53,562)
-
Total current tax 38,179
320,427
Deferred tax:
Origination and reversal of
temporary differences 208,487 276,993
Income tax expense $ 246,666 $ 597,420

(b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:

follows:
Years ended December 31,
2020 2019
Exchange differences changes
on translation of foreign
financial statements ($ 11,480)
($ 22,791)
Exchange differences changes
on translation of foreign financial
statements - associates 13,905 ( 30,039)
Remeasurement of defined
benefit obligations 288 ( 3,005)
$ 2,713
($ 55,835)
Reconciliation between income tax expense and accounting profit:
Years ended December 31,
2020 2019
Current tax:
Tax calculated based on profit
before tax and statutory tax rate $ 313,722
$ 629,206
Expenses disallowed by tax regulation ( 347)
-
Tax exempt income by tax regulation ( 16,346)
( 5,673)
Effect from investment tax credits ( 33,873)
( 31,485)
Tax on undistributed surplus earnings 36,704 4,763
Prior year income tax over estimation ( 53,562)
-
Others
Income tax expense
$ 368
246,666
$ 609
597,420

B. Reconciliation between income tax expense and accounting profit:

~63~

  • C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows:
Deferred tax assets:
Temporary differences:
Remeasurement of defined
benefit obligations
Allowance for bad debts
Accumulated unused
compensated absences
Allowance for inventory
valuation losses and loss
on obsolete and
slow-moving inventories
Amortisation of discounts
on corporate bonds
Unrealised exchange loss
Unrealised loss on valuation
of financial instruments
Cumulative translation
adjustment of long-term
equity investments
Deferred tax liabilities
Temporary differences:
Gain on overseas long-term
investment
Unrealised exchange gain
Unrealised gain on valuation
of financial instruments
Others
2020 December31
January1 Recognised in
profit or loss
Recognised in other
comprehensive income
18,241
$ 6,118
4,580
11,992
7,344
3,520
-
36,998
88,793
$ 872,757)
($ 468)
(
-
800)
(
874,025)
($
-
$ -
365
8,313)
(
5,716
18,123
746
-
16,637
$ 225,588)
($ 468
4)
(
-
225,124)
($
288)
($ -
-
-
-
-
-
2,425)
(
2,713)
($ -
$ -
-
-
-
$
17,953
$ 6,118
4,945
3,679
13,060
21,643
746
34,573
102,717
$ 1,098,345)
($ -
4)
(
800)
(
1,099,149)
($

~64~

2019 2019
Recognised in Recognised in other
January1 profit or loss comprehensive income December31
Deferred tax assets:
Temporary differences:
Remeasurement of defined
benefit obligations
$ 15,236
$ -
$ 3,005
$ 18,241
Allowance for bad debts 6,118 -
- 6,118
Unallocated appropriation
of pension 192 ( 192)
- -
Accumulated unused
compensated absences 4,083 497
- 4,580
Allowance for inventory
valuation losses and loss
on obsolete and
slow-moving inventories 9,546 2,446
- 11,992
Amortisation of discounts
on corporate bonds 427 6,917 - 7,344
Unrealised exchange loss 3,597 ( 77)
- 3,520
Unrealised loss on valuation
of financial instruments 1,586 ( 1,586)
- -
Cumulative translation
adjustment of long-term
equity investments - - 36,998 36,998
$ 40,785 $ 8,005 $ 40,003 $ 88,793
Deferred tax liabilities
Temporary differences:
Gain on overseas long-term
investment ($ 588,227)
($ 284,530)
$ -
($ 872,757)
Cumulative translation
adjustment of long-term
equity investments ( 15,832)
- 15,832 -
Unrealised exchange gain - ( 468)
- ( 468)
Others ( 800)
- - ( 800)
($ 604,859)
($ 284,998)
$ 15,832
($ 874,025)

D.The Company invested in MERRY ELECTRONICS (HK) CO., LTD. and MERRY LECTRONICS (U.S.A.) CO., LTD. Before 2000, the unappropriated retained earnings of MERRY ELECTRONICS (HK) CO., LTD. and MERRY LECTRONICS (U.S.A.) CO., LTD. were not distributed because of permanent investment and their accumulated deficit were not covered. Therefore, the difference between the carrying amount and taxable amount of long-term equity investments was not recognised as deferred tax. However, the retained earnings after 2001 would be distributed and remitted back for the consideration of the whole operation plan. Therefore, from 2001, the deferred tax liabilities and assets would be recognised for the retained earnings and accumulated deficit.

~65~

E. The Company’s income tax returns through 2018 have been assessed and approved by the Tax Authority.

(30) Earnings per share

















Amount aftertax
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
Earnings per
share(in dollars)
Basic earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
6.39
$ Diluted earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
Assumed conversion of
all dilutive potential
ordinary shares
Employees’ compensation
-
979
Convertible bonds
25,824
16,297
Employee restricted shares
-
158
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion
of all dilutive potential
ordinary shares
1,347,767
$ 224,326
6.01
$ YearendedDecember31,2020
Amount aftertax
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
Earnings per
share(in dollars)
Basic earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
6.39
$ Diluted earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
Assumed conversion of
all dilutive potential
ordinary shares
Employees’ compensation
-
979
Convertible bonds
25,824
16,297
Employee restricted shares
-
158
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion
of all dilutive potential
ordinary shares
1,347,767
$ 224,326
6.01
$ YearendedDecember31,2020
Amount aftertax
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
Earnings per
share(in dollars)
Basic earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
6.39
$ Diluted earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
Assumed conversion of
all dilutive potential
ordinary shares
Employees’ compensation
-
979
Convertible bonds
25,824
16,297
Employee restricted shares
-
158
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion
of all dilutive potential
ordinary shares
1,347,767
$ 224,326
6.01
$ YearendedDecember31,2020
Amount aftertax
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
Earnings per
share(in dollars)
Basic earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
6.39
$ Diluted earnings pershare
Profit attributable to
ordinary shareholders
of the parent
1,321,943
$ 206,892
Assumed conversion of
all dilutive potential
ordinary shares
Employees’ compensation
-
979
Convertible bonds
25,824
16,297
Employee restricted shares
-
158
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion
of all dilutive potential
ordinary shares
1,347,767
$ 224,326
6.01
$ YearendedDecember31,2020
Weighted average
number of ordinary
shares outstanding
(shares in thousands)
206,892
206,892
979
16,297
158
224,326
6.39
$ 6.01
$

~66~

==> picture [496 x 407] intentionally omitted <==

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

Year ended December 31, 2019
Weighted average
number of ordinary
shares outstanding Earnings per
Amount after tax (shares in thousands) share (in dollars)
Basic earnings per share
Profit attributable to
ordinary shareholders
of the parent $ 2,548,612 203,745 $ 12.51
Diluted earnings per share
Profit attributable to
ordinary shareholders
of the parent $ 2,548,612 203,745
Assumed conversion of
all dilutive potential
ordinary shares
-
Employees’ compensation 1,375
Convertible bonds 27,669 17,874
Employee restricted shares - 308
Profit attributable to ordinary
shareholders of the parent
plus assumed conversion
of all dilutive potential
ordinary shares $ 2,576,281 223,302 $ 11.54
The number of weighted-average outstanding shares is included for assumed conversion of all
dilutive potential ordinary shares at the calculation of diluted earnings per share, based on the
assumption that employees’ compensation will all be distributed in the form of shares.
----- End of picture text -----

~67~

(31) Supplemental cash flow information

A. Investing activities with partial cash payments

Years ended December 31, Years ended December 31, Years ended December 31,
2020 2019
Purchase of property, plant and equipment $ 340,794
$ 38,402
Add: Opening balance of payable on
equipment 675 10,998
Ending balance of prepayments
for equipment 4,441 -
Less: Ending balance of payable on
equipment ( 3,649)
( 675)
Opening balance of prepayments
for equipment - ( 5,962)
Cash paid during the year $ 342,261 $ 42,763
Years ended December 31,
2020 2019
Purchase of intangible assets $ 22,706
$ 65,229
Add: Opening balance of payable - 2,652
Ending balance of prepayments 12,385 5,901
Less: Opening balance of prepayments ( 5,901)
( 30,970)
Ending balance of payable ( 3,146)
-
Cash paid during the year $ 26,044
$ 42,812
Financial assets at fair value through profit or loss
Years ended December 31,
2020 2019
Change in financial assets at
fair value through profit or loss $ 47,492
($ 154,703)
Less: Unpaid purchases during the year ( 306) -
Cash received during the year $ 47,186 ($ 154,703)
Financial assets at fair value through other comprehensive income
Years ended December 31,
2020 2019
Change in financial assets at fair value
through other comprehensive income ($ 172,377)
($ 147,651)
Add: Uncollected proceeds from
disposal during the year - 4,336
Less: Collected proceeds from prior
period disposal ( 4,336) -
Cash received during the year ($ 176,713) ($ 143,315)

B. Financial assets at fair value through profit or loss

  • C. Financial assets at fair value through other comprehensive income

Change in financial assets at fair value through other comprehensive income Add: Uncollected proceeds from disposal during the year Less: Collected proceeds from prior period disposal Cash received during the year

~68~

D. Financing activities with no cash flow effects

Years ended Years ended Years ended December31, December31, December31, December31, December31,
2020 2019
Convertible bonds being converted
to capital stocks $ 4,135
$ 48,851
(32)Changes in liabilities from financing activities
Total liabilities
Short-term Lease Convertible Long-term Dividends from financing
borrowings Liability bonds borrowings payable activities
At January 1, 2020 $ 89,940
$ 7,974
$ 2,229,959
$ -
$ -
$ 2,327,873
Changes in cash flow from
financing activities
1,901,685 ( 8,909)
- 799,950 ( 1,608,376)
1,084,350
Additions - - - - 1,608,376 1,608,376
Impact of changes in foreign
exchange rate
( 36,985)
- - - -
( 36,985)
Changes in other non-cash items - 5,135 ( 26,158) - - ( 21,023)
At December 31, 2020 $ 1,954,640 $ 4,200 $ 2,203,801 $ 799,950 $ - $ 4,962,591
Total liabilities
Short-term Lease Convertible Dividends from financing
borrowings Liability bonds payable activities
At January 1, 2019 $ 4,399,144
$ -
$ 2,882,721
$ -
$ 7,281,865
Changes in cash flow from
financing activities
( 4,309,594)
( 10,921)
- ( 1,751,419)
( 6,071,934)
Additions - - - 1,751,419 1,751,419
Impact of changes in foreign
exchange rate
390 - - -
390
Changes in other non-cash items - 18,895 ( 652,762) - ( 633,867)
At December 31, 2019 $ 89,940 $ 7,974 $ 2,229,959 $ - $ 2,327,873

~69~

7. RELATED PARTY TRANSACTIONS

(1) Relationship of related parties

Names of related parties Relationship with the Company MERRY ELECTRONICS (SHENZHEN) CO., LTD. Subsidiary of the Company (“MECL”) MERRY ELECTRONICS (HK) CO., LTD. Subsidiary of the Company (“MEST”) Merry Electronics Suzhou Co., LTD. Stockholder which accounts for the (“MECE”) Company using the equity method MERRY ELECTRONICS (Thailand) CO., LTD Subsidiary of the Company (“METC”) MERRY ELECTRONICS (U.S.A) CO., LTD. Subsidiary of the Company (“MECA”) LEOHAB ENTERPRISE CO.,LTD. Stockholder which accounts for the (“LEOHAB”) Company using the equity method UNIVERSAL CAPITAL INVESTMENT LIMITED Subsidiary of the Company (“UCMU”) MERRYTECH (HK) CO., LTD. Subsidiary of the Company ("MTHK") MERRY ELECTRONICS (HUIZHOU) CO., LTD. Stockholder which accounts for the (“MECH”) Company using the equity method MERRY ELECTRONICS (SINGAPORE) PTE. LTD Subsidiary of the Company (“MESG”) MERRY HEALTHCARE CO., LTD. Branch of the Company's Subsidiary (“MHTT”) GUANGDONG LUXSHARE & MERRY Stockholder which accounts for the ELECTRONICS CO., LTD. Company using the equity method (“MEDG”) BIOTEST MEOLCAL CORPORATION Subsidiary of the Company (Note 1) (“BTTT”) MERRY & LUXSHARE(VIETNAM)CO., LTD. Subsidiary of the Company (Note 2) (MEVN) Luxshare-ICT (Vietnam) Limited Other related party (Note 3) (Luxshare-ICT (Vietnam)) Sonavox Canada Inc. Subsidiary of the Company ("SOCV") Seas Fabrikker Subsidiary of the Company ("SENM")

  • Note 1: The Company was merged and acquired BIOTEST MEDICAL CORPORATION in July, 2019. Note 2: The Company establish a joint venture, MERRY & LUXSHARE (VIETNAM) CO., LTD., with Luxshare-ICT in May 2020.

  • Note 3: A corporate director of the Company’s subsidiary, MEVN, and the entity both belong to Luxshare-ICT.

~70~

(2) Significant related party transactions

A. Operating revenue

(a) Sales of goods

Year ended December 31, 2020: None.

Year ended December 31,2019
MECE $ 489
Others 134
$ 623

The credit terms of aforementioned transactions were approximately the same with third parties, which were 60 days after the end of the month, and to third parties were 45 to 120 days after the end of the month.

(b) Technical service revenue

end of the month.
Technical service revenue
MESG
Others
2020
2019
9,165
$ 3,537
$ 1,858

2,478
11,023
$ 6,015
$
Years ended December 31,
3,537
$ 2,478
6,015
$

i. The Company granted licences of manufacturing, technology and intellectual property of electroacoustic products and charged 0.84% to 3.06% of the companies’ net sale amount excluding the sales amount from related parties.

ii. The credit term of aforementioned transactions was 60 days after the end of the month.

B. Purchases

(a) Purchases of goods

chases
Purchases of goods
MECL
MECE
MECH
MEDG
Luxshare-ICT (Vietnam)
MEVN
Others
Years endedDecember31,
2020
10,838,828
$ 9,815,633
3,614,382
-
509,662
426,183
6,761
25,211,449
$
2019
13,404,793
$ 11,875,381
1,847,478
884,721
-
-
1,539
28,013,912
$

The prices of goods for the aforementioned purchase transactions charged by the companies are based on the different product’s profitability and adjusted annually. The credit terms to the Company was 60 days after the end of the month and 30 to 90 days after the end of the month to third parties.

(b) Administrative service fee

to third parties.
Administrative service fee
MECA
MESG
Years ended December31,
2020
47,315
$ 13,426
60,741
$
2019
55,305
$ 14,186
69,491
$

~71~

The above administrative service fees were charged for marketing management services provided by the subsidiaries during the period with an additional 1% of service fees less government grants from the local governments for the year ended December 31, 2020 and with an additional 3% of service fees for the year ended December 31, 2019. The credit term was 60 days after the end of the month.

C. Receivables from related parties

(a) Accounts receivable

Accounts receivable
December 31, 2020 December 31, 2019
METC $ 271,532
$ 124,899
MECE 9,690 9,690
Others 2,554
385
$ 283,776 $ 134,974

The receivables arise mainly from sale transactions and services provided for granting licences of manufacturing, technology and intellectual property of electroacoustic products.

(b) Other receivables

MECE
MTHK
METC
MESG
Others
December 31,2020
-
$ -
-
1,307

23
1,330
$
December 31,2019
36,618
$ 3,019

2,279

-
1,710
43,626
$

Other receivables mainly consisted of the receivables of sale of property, plant and equipment and miscellaneous payments on behalf of the related parties. D. Payables to related parties

(a) Accounts payable

ables to related parties
Accounts payable
MECL
MECE
MECH
MEVN
Luxshare-ICT (Vietnam)
Others
Other payables
MECE
MEST
MECL
Others
December31,2020
3,767,983
$ 2,420,239
754,255
208,719
93,618
8,983
7,253,797
$ December 31,2020
53,536
$ 19,067
14,363
-
86,966
$
December31,2019
1,761,651
$ 2,987,747
451,901
-
-
183,601

5,384,900
$ December 31,2019
1,834
$ 5,286
-
4
7,124
$
1,834
$ 5,286
-
4
7,124
$

(b) Other payables

The other payables arise mainly from accounts receivable collected and miscellaneous payment made on behalf of the related parties.

~72~

E. Property transactions

(a) Acquisition of property, plant and equipment Year ended December 31, 2020: None.

MECL

Year ended December 31, 2019 $ 2,585

(b) Disposal of property, plant and equipment

MECL
METC
MECE
MESG
Total
Disposal
proceeds
Gain(loss) on
disposal
-
$ -
$ -
-
-
-

24
24
24
$ 24
$ 2020
Disposal
proceeds
Gain(loss) on
disposal
10,008
$ 477
$ 2,316
271
64
64
-
-

12,388
$ 812
$ 2019
Disposal
proceeds
Gain(loss) on
disposal
10,008
$ 477
$ 2,316
271
64
64
-
-

12,388
$ 812
$ 2019
477
$ 271
64
-

812
$

F. Loans to/from related parties

Loans to related parties

(a) Ending balance

Please refers to table 13(1).

  • (b) Interest income

Year ended December 31, 2020: None.

BTTT

Year ended December 31, 2019 $ 385

The loans to BTTT are repayable monthly within 1 year after loans are granted, and carried an interest at 0.98% per annum for the year ended December 31, 2019.

G. Endorsements and guarantees provided to related parties Please refer to table 13(1)B.

H. Key management compensation

Please refer to table 13(1)B.
Key management compensation
Salaries and other short-term
employee benefits
Post-employment benefits
Share-based payments
Years ended December 31,
2020
80,622
$ 493
20,659
101,774
$
2019
117,777
$ 247
18,635
136,659
$

8. PLEDGED ASSETS

aares an oer sor-er
employee benefits
Post-employment benefits
Share-based payments
PLEDGED ASSETS

$ $
80,622

$ 493
20,659
101,774
$
117,777

247
18,635
136,659
Pledged asset Book value Purpose
December 31,2020 December 31,2019
Financial assets at amortised cost 12,200
$
-
$
Project guarantee

~73~

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS

Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:

December 31,2020 December 31,2019
Property, plant and equipment $ 75,705
$ 191,828
Intangible assets 7,412
2,442
$ 83,117
$ 194,270

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE

None.

12. OTHERS

(1) Capital management

A. In view of the industrial characteristics and future development status and considering the external environment changes, the Company’s capital management objective is to ensure it has sufficient financial resource and operating plans to meet operational capital for future needs, capital expenditure, research and development expense, obligation repayment and dividend distribution within the following year.

The Company monitored capital by reassessing debt ratios periodically. The debt ratios at December 31, 2020 and 2019 were as follows:

December 31, 2020 and 2019 were as follows:
December 31, 2020
Total debt
$ 15,545,665
Total assets
27,317,361
Debt ratio
57%
December 31,2019
$ 10,191,324
23,025,301
44%

(2) Financial instruments

A. Financial instruments by category

~74~

Financial assets
Financial assets at fair
value through profit or loss
Financial assets mandatorily
measured at fair value
through profit or loss
Financial assets at fair value
through other
comprehensive income
Designation of equity instrument
Qualifying equity instrument
Financial assets at amortised
cost/Loans and receivables
Cash and cash equivalents
Financial assets at amortised cost
Accounts receivable
(including accounts receivable
due from related parties)
Other receivables (including
other receivables due from
related parties)
Guarantee deposits paid
Financial liabilities
Financial liabilities at fair value
through profit or loss
Financial liabilities held for trading
Short-term borrowings
Accounts payable (including
accounts payable to related parties)
Other payables (including other
payables to related parties)
Lease liability
Corporate bonds payable
(including current portion)
Guarantee deposits received
December31,2020
105,387
$
1,446,582
$ 232,060
1,678,642
$ 322,770
$ 866,600
10,388,880
37,264
2,687
11,618,201
$ December 31, 2020
30,047
$ 1,954,640
7,441,773
472,679
4,200
2,203,801
1,017
12,108,157
$
December31,2019
38,214
$
2,516,603
$ 90,550
2,607,153
$
4,038,861
$ -
4,601,685
61,283
2,854
8,704,683
$
December31,2019
11,799
$ 89,940
5,488,782
505,902
7,974
2,229,959
1,017
8,335,373
$

~75~

  • B. Financial risk management policies

  • (a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk.

  • (b) The Company’s treasury identifies, evaluates and hedges financial risks in close co-operation with the Company’s operating units, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.

  • (c) Information about derivative financial instruments that are used to hedge certain exchange rate risk are provided in Note 6(2).

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Company operates internationally and is exposed to exchange rate risk arising from the transactions of the Company used in various functional currency, primarily with respect to the USD, RMB and HKD. Exchange rate risk arises from future commercial transactions and recognised assets and liabilities.

  • ii. The Company treasury is responsible for hedging the entire foreign exchange risk exposure. Exchange rate risk is measured through a forecast of highly probable USD and RMB income and expenditures. The Company treasury uses natural hedge to decrease the risk exposure in the foreign currency.

  • iii. The Company hedges foreign exchange rate by using forward exchange contracts. However, the Company does not adopt hedging accounting. Details of financial assets or liabilities at fair value through profit or loss are provided in Note 6(2).

  • iv. The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

~76~

Foreign currency
amount
(In thousands)
(Foreign currency: functional currency)
Financial assets
Monetary items
Cash in banks
USD : NTD
9,469
$ RMB : NTD
2,745
HKD : NTD
201
SGD : NTD
398
EUR : NTD
3
JPY : NTD
37
Receivables
USD : NTD
366,698
$ Financial assets at amortised cost
USD : NTD
30,000
$ Non-monetary items
Current financial investments at
fair value through other
comprehensive income
USD : NTD
8,000
$
Foreign currency
amount
(In thousands)
(Foreign currency: functional currency)
Financial assets
Monetary items
Cash in banks
USD : NTD
9,469
$ RMB : NTD
2,745
HKD : NTD
201
SGD : NTD
398
EUR : NTD
3
JPY : NTD
37
Receivables
USD : NTD
366,698
$ Financial assets at amortised cost
USD : NTD
30,000
$ Non-monetary items
Current financial investments at
fair value through other
comprehensive income
USD : NTD
8,000
$
Foreign currency
amount
(In thousands)
(Foreign currency: functional currency)
Financial assets
Monetary items
Cash in banks
USD : NTD
9,469
$ RMB : NTD
2,745
HKD : NTD
201
SGD : NTD
398
EUR : NTD
3
JPY : NTD
37
Receivables
USD : NTD
366,698
$ Financial assets at amortised cost
USD : NTD
30,000
$ Non-monetary items
Current financial investments at
fair value through other
comprehensive income
USD : NTD
8,000
$
December 31,2020 December 31,2020
Foreign currency
amount
(In thousands)
Exchange
rate
Book value
(NTD)
Sensitivityanalysis
Degree of
variation
Effects on
profit or loss
Effect on other
comprehensive
income
28.4800
4.3370
3.6730
21.5600
35.0200
0.2763
28.4800
28.4800
28.4800
269,664
$ 12,017
738
8,582
101
10
10,443,563
$ 854,400
$ 227,840
$
3%
3%
3%
3%
3%
3%
3%
3%
3%
8,090
$ 361
22
257
3
-
313,307
$ 25,632
$ 6,335
$
$ -
-
-
-
-
-
$ -
$ -
$ -





















~77~

Current financial investments
at fair value through other
comprehensive income
USD: NTD
USD : THB
RMB:NTD
Investments accounted for using the
equity method
USDNTD
HKDNTD
THBNTD
RMBNTD
VNDNTD
Financial liabilities
Non-monetary items
Bank loan
USD:NTD
Payables
USDNTD
RMBNTD
Non-monetary items
Current financial investments at
fair value through other at fair value
through other
USDNTD
USDTHB
December 31,2020 December 31,2020
Foreign currency
amount
(In thousands)
Exchange
rate
Book value
(NTD)
Sensitivityanalysis
Degree of
variation
Effects on
profit or loss
Effect on other
comprehensive
income
-
$ -
-
177,602
$ 1,112,284
615,456
109,087
303,736,667
48,000
$ 230,692
$ 213,075
-
$ -
28.4800
29.8000
4.3800
28.4800
3.6730
0.9556
4.3770
0.0012
28.4800
28.4800
4.3770
28.4800
29.8000
15,357
$ 10,517
442
5,058,111
$ 4,085,419
588,130
477,474
364,484
1,367,040
$ 6,570,121
$ 932,629
19,979
$ 10,068
3%
3%
3%
3%
3%
3%
3%
3%
3%
3%
3%
3%
3%
-
$ -
-
-
$ -

-

-

-

41,011
$ 197,104
$ 27,979
-
$ -
$ -
-
-
$ 151,743
122,563
17,644
14,324
10,935
$ -
$ -
-
$ -
-

~78~

Foreign currency
amount
(In thousands)
(Foreign currency: functional currency)
Financial assets
Monetary items
Cash in banks
USD : NTD
43,661
$ RMB : NTD
42,433
HKD : NTD
1,060
SGD : NTD
398
Receivables
USD : NTD
157,143
$ HKD : NTD
69
Non-monetary items
Current financial investments at
fair value through other
comprehensive income
USD : NTD
$ 3,000
Non-current financial investments
at fair value through other
comprehensive incom
e
THB : NTD
$ 6,425
USD : NTD
300
Foreign currency
amount
(In thousands)
(Foreign currency: functional currency)
Financial assets
Monetary items
Cash in banks
USD : NTD
43,661
$ RMB : NTD
42,433
HKD : NTD
1,060
SGD : NTD
398
Receivables
USD : NTD
157,143
$ HKD : NTD
69
Non-monetary items
Current financial investments at
fair value through other
comprehensive income
USD : NTD
$ 3,000
Non-current financial investments
at fair value through other
comprehensive incom
e
THB : NTD
$ 6,425
USD : NTD
300
December 31,2019 December 31,2019
Foreign currency
amount
(In thousands)
Exchange
rate
Book value
(NTD)
Sensitivityanalysis
Degree of
variation
Effects on
profit or loss
Effect on other
comprehensive
income
29.9800
4.3050
3.8490
22.2800
29.9800
3.8490
29.9800
1.0098
29.9800
1,308,957
$ 182,674
4,080
8,867
4,711,147
$ 266
$ 89,940
6,488
$ 8,994
3%
3%
3%
3%
3%
3%
3%
3%
3%
$ 39,269
5,480
122
266
141,334
$ 8
$ -
$ -
-
$ -
-
-
-
$ -
-
$ 2,728
$ 195
270


























~79~

Non-current financial assets
mandatorily measured at fair value
USD:NTD
Investments accounted for using the
equity method
USDNTD
HKDNTD
THBNTD
RMBNTD
Financial liabilities
Monetary items
Bank borrowings
USD:NTD
Accounts payable
USD:NTD
RMB:NTD
through profit or loss
Non-current financial assets
mandatorily measured at fair value
USD:NTD
Investments accounted for using the
equity method
USDNTD
HKDNTD
THBNTD
RMBNTD
Financial liabilities
Monetary items
Bank borrowings
USD:NTD
Accounts payable
USD:NTD
RMB:NTD
through profit or loss
December31,2019 December31,2019
Foreign currency
amount
(in thousands)

700
$ 144,447
$ 942,409
549,051
109,239
3,000
$ 155,776
$ 197,913
Book value
Exchangerate
(NTD)
29.9800
20,986
$ 29.9800
4,330,511
$ 3.8490
3,627,334
1.0098
554,432
4.3050
470,272
29.9800
89,940
$ 29.9800
4,670,164
$ 4.3050
852,015
Sensitivity analysis
Degree of
variation
3%
3%
3%
3%
3%
3%
3%
3%
Effect on
profit
or loss
630
$ -
$ -
-
-
2,698
$ 140,105
$ 25,560
Effect on other
comprehensive
income
-
$ 129,915
$ 108,820
16,633
14,108
-
$ -
$ -










~80~

Total exchange (loss) gain, including realised and unrealized, arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2020 and 2019 amounted to $169,910 thousand and $73,253 thousand, respectively.

Price risk

  • i. The Company’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.

  • ii. The Company’s investments in equity securities comprise shares and open-end funds issued by the domestic companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 3% with all other variables held constant, post-tax profit for the years ended December 31, 2020 and 2019 would have increased by $794 thousand and $654 thousand, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss. Other components of equity would have increased/decreased by $43,398 thousand and $75,498 thousand, respectively, as a result of other comprehensive income classified as equity investment at fair value through other comprehensive income.

Cash flow and fair value interest rate risk

  • i. The Company’s borrowings are measured at amortised cost. The borrowings are periodically contractually repriced and to that extent are also exposed to the risk of future changes in market interest rates.

  • ii. If the borrowing interest rate had increased/decreased by 0.25% or with all other variables held constant, profit, net of tax for the years ended December 31, 2020 and 2019 would have decreased/increased by $5,509 thousand and $180 thousand, respectively. The main factor is that changes in interest expense result from floating rate borrowings.

  • (b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Company arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms, and the contract cash flows of debt instruments stated at amortised cost, at fair value through profit or loss and at fair value through other comprehensive income.

  • ii. For banks and financial institutions, the Company transacts with a variety of banks and financial institutions, mainly domestic and overseas well-known financial institutions, to avoid concentration in any single counterparty and to minimise credit risk. The Company

~81~

can only enter into the financial services and loan agreement provided by banks and financial institutions after being approved by the Board of Directors or authorised management according to the Company’s delegation of authorisation policy. To prevent legal risks, all the Company signs with banks and financial institutions after all documents are examined by counsel or legal advisor profession. The Company periodically checks the credit rating, conditions and quality of service as well as transactions. According to the Company’s operating condition, the credit limits and utilisation of credit limits are monitored on a regular basis and maintained within a reasonable range to ensure it meets the needs of the operation.

  • iii. The Company adopts the assumption under IFRS 9, that is, the default occurs when the contract payments are past due over 90 days.

  • iv. The Company adopts the following assumption under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition:

  • (i) If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • (ii) For investments in bonds that are traded over the counter, if any external credit rating agency rates these bonds as investment grade, the credit risk of these financial assets is low.

  • v. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:

  • (i) It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;

  • (ii) The disappearance of an active market for that financial asset because of financial difficulties;

  • (iii) Default or delinquency in interest or principal repayments;

  • (iv)Adverse changes in national or regional economic conditions that are expected to cause a default.

  • vi. The Company classifies customers’ accounts receivable and contract assets in accordance with geographic area. The Company applies the simplified approach using provision matrix to estimate expected credit loss under the provision matrix basis.

  • vii. The Company wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Company will continue executing the recourse procedures to secure their rights.

  • viii. The Company used the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable, contract assets and lease payments receivable. As of December 31, 2020 and 2019, the provision matrix is as follows:

~82~

December 31,2020
Expected loss rate
Total book value
Loss allowance
December 31,2019
Notpast due
0.01%
10,091,321
$ 1,024)
($ Not
past due
Up to
30 days
31 to
60 days
1.56%
12,684
$ 198)
($ Up to
30 days
26.34%
3,151
$ 830)
($ 31 to
60 days
0.01%
4,455,759
$ 394)
($
1.28%
6,431
$ 82)
($
33.11%
7,471
$ 2,474)
($
Expected loss rate
Total book value
Loss allowance

ix. Movements in relation to the Company applying the simplified approach to provide loss allowance for accounts receivable are as follows:

llowance for accounts receivable are as follows:
At January 1_IAS 39
Provision for impairment
At December 31
At January 1
Provision for impairment
At December 31
2020
Accounts receivable
3,166
$ 1,015
4,181
$
2019
Accounts receivable
1,959
$ 1,207
3,166
$

For provisioned loss in 2020 and 2019, the impairment losses arising from customers’ contracts are $1,015 thousand and $1,207 thousand, respectively.

  • x. There was no impairment on investments in debt instruments measured at fair value through other comprehensive income after the Company’s evaluation.

  • xi. For investments in debt instruments at fair value through other comprehensive income, the credit rating levels are presented below:

~83~

Financial assets at fair value
through other comprehensive
income
Group 1
Financial assets at fair value
through other comprehensive
income
Group 1
12 months
232,060
$
Significant increase
Impairment
of
in credit risk
credit
-
$
-
$ December31,2020
December 31, 2019
Life time
Significant increase
Impairment
of
in credit risk
credit
-
$
-
$ December31,2020
December 31, 2019
Life time
Total
232,060
$
12 months
90,550
$
Significant increase

in credit risk
-
$ Life time
Impairment
of
credit
-
$
Total
90,550
$

Group 1: Debt instruments designated as investment grade.

  • (c) Liquidity risk

  • i. Cash flow forecasting is performed in the operating entities of the Company and aggregated by Company treasury. Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs.

  • ii. Company treasury invests surplus cash in interest bearing current accounts, time deposits, money market deposits and marketable securities, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient head-room as determined by the above-mentioned forecasts.

  • iii. The table below analyses the Company’s non-derivative financial liabilities and net-settled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.

  • iv. As of December 31, 2020 and 2019, the Company has $6,673,250 thousand and $8,316,340 thousand undrawn borrowing facilities, respectively.

~84~

Non-derivative financial liabilities:

Non-derivative financial liabilities:
Short-term
borrowings
Accounts payable
Accounts payable
to related parties
Other payables
Other payables to
related parties
Lease labilities
Other current
liabilities
Long-term borrowings
Bonds payable
Forward exchange
contracts
December 31,2020
Derivative financial
liabilities
Non-derivative financial
3 months
Between
Between
Less than
and 1
1 and 2
2 and 5
Over 5
3months
year
years
years
years
1,368,830
$ 587,600
$ -
$ -
$ -
$ 1,956,430
$ 95,324
92,652
-
-
-
187,976
7,253,797
-
-
-
-
7,253,797
383,542
2,171
-
-
-
385,713
86,966
-
-
-
-
86,966
767
2,235
1,090
177
-
4,269
10,086
-
-
-
-
10,086
828
2,531
84,284
635,779
87,718
811,140
-
2,231,900
-
-
-
2,231,900
30,047
-
-
-
-
30,047
3 months
Between
Between
Less than
and 1
1 and 2
2 and 5
Over 5
3months
year
years
years
years
90,198
$ -
$ -
$ -
$ -
$ 90,198
$ 76,812
27,070
-
-
-
103,882
5,384,900
-
-
-
-
5,384,900
498,116
662
-
-
-
498,778
7,124
-
-
-
-
7,124
2,533
4,653
830
-
-
8,016
9,074
-
-
-
-
9,074
-
-
-
2,289,500
-
2,289,500
11,799
-
-
-
-
11,799
Total
liabilities:
Total
Short-term
borrowings
Accounts payable
Accounts payable
to related parties
Other payables
Other payables to
related parties
Lease labilities
Other current
liabilities
Bonds payable
Forward exchange
contracts
Derivative financial
liabilities
December 31,2019

~85~

(3) Fair value

  • A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

  • Level 1: Quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Company’s investment in listed stocks and derivative instruments with quoted market prices is included in Level 1

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Company’s investment in certain derivative instruments and equity investment is included in Level 2.

  • Level 3: Unobservable inputs for the asset or liability. The fair value of the Company’s investment in certain derivative instruments and equity investment without active market and investment property is included in Level 3.

  • B. Financial instruments not measured at fair value

  • Financial instruments not measured at fair value include the carrying amounts of cash and cash equivalents, notes receivable, accounts receivable, other receivables, short-term borrowings, notes payable, accounts payable and other payables.

  • C. The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities are as follows:

~86~

December 31,2020
Assets
Recurring fair value measurements
Financial assets at
fair value through
profit or loss
-Equity securities
-Debt securities
-Forward exchange
contracts
-Funds
-Call options of
convertible bonds
Financial assets at
fair value through
other comprehensive
income
-Equity securities
-Debt securities
Liabilities
Recurring fair value measurements
Financial liabilities at
fair value through
profit or loss
-Forward exchange
contracts
Level 1
-
$ -
-
52,157
1,402,262
232,060
1,686,479
$ -
-
$
Level 2
-
$ -

26,316

-

-
-
26,316
$ -
30,047
$
Level 3
26,468
$ -
-
-
44,320
-
71,234
$ 446
-
$
Total
26,468
$ -
26,316
52,157
1,446,582
232,060
446
1,784,029
$
30,047
$

~87~

December 31,2019
Assets
Recurring fair value measurements
Financial assets at
fair value through
profit or loss
-Equity securities
-Debt securities
-Forward exchange
contracts
-Funds
-Call options of
convertible bonds
Financial assets at
fair value through
other comprehensive
income
-Equity securities
-Debt securities
Liabilities
Recurring fair value measurements
Financial liabilities at
fair value through
profit or loss
-Forward exchange
contracts
Level 1
485
$ -
-
-
2,485,433
90,550
2,576,468
$ -
-
$
Level 2
-
$ -
14,138
-
-
-
14,138
$ -
11,799
$
Level 3
21,301
$ -
-
-
31,170
-
54,761
$ 2,290
-
$
Total
21,786
$ -
14,138
-
2,516,603
90,550
2,290
2,645,367
$
11,799
$
  • D. The methods and assumptions the Company used to measure fair value are as follows:

  • (a) The instruments the Company used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:

Market quoted price Listed shares
Closing price at
evaluation date
Open-end fund
Net asset value at
evaluation date
  • (b) Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods.

  • (c) Forward exchange contracts are usually valued based on the current forward exchange rate.

~88~

  • (d) The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Company’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs In accordance with the Company’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.

  • E. For the years ended December 31, 2020 and 2019, there was no transfer between Level 1 and Level 2.

  • F. The following chart is the movement of Level 3 for the years ended December 31, 2020 and 2019:

2020 2019
At January 1 $ 54,761
$ 63,913
Additions during the year 5,167 -
Merged and transferred to subsidiary during
the year (Note)
- ( 5,220)
Recovery of capital reduction during the year -
( 7,830)
Gains recognised in profit
or loss
( 1,844)
( 1,910)
Gains/losses recognised in other
comprehensive income 13,150
5,808
At December 31 $ 71,234 $ 54,761
  • Note: On February 26, 2019, the Board of Directors resolved the business combination of BTTT with the equity transfer date set on July 31, 2019. Please refer to Note 6(32) for details.

  • G. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

~89~

Equity
securities
Private equity
funds in
venture capital
Call options of
convertible
bonds
Equity
securities
Private equity
funds in
venture capital
Call options of
convertible
bonds
Fair value at
December 31,
2020
Valuation
technique
Significant
unobservable
input
Range
(weighted
average)
Relationship of inputs
to fair value
44,320
$ 26,468
446
Fair value at
December 31,
2019
Market
comparable
companies
Net asset value
Binary tree
convertible
bond valuation
model
Valuation
technique
Price to
book ratio
multiple
N/A
Risk-free
interest rate
Stock price
Volatility
Significant
unobservable
input
15,818
$ 26,468
0.0544%
146.5
32.86%
Range
(weighted
average)
The higher the
multiplier, the higher
the fair value
N/A
The higher the risk-
free interest rate, the
lower the fair value
The higher the stock
price, the higher the
fair value
The higher the stock
price volatility, the
higher the fair value
Relationship of inputs
to fair value
31,170
$ 21,301
2,290
Market
comparable
companies
Net asset value
Binary tree
convertible
bond valuation
model
Price to
book ratio
multiple
N/A
Risk-free
interest rate
Stock price
Volatility
313
$ 21,786
$ 0.4816%
167.5
32.97%
The higher the
multiplier, the higher
the fair value
N/A
The higher the risk-
free interest rate, the
lower the fair value
The higher the stock
price, the higher the
fair value
The higher the stock
price volatility, the
higher the fair value
  • H. The Company has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used to valuation models have changed:

~90~

December 31, 2020 Recognised in profit Recognised in other or loss comprehensive income

Financial assets
Call options of
convertible bonds
Equity securities
Input Change
Favourable
change
±20bp
-
$ ±10%
446
±5%
223
±10%
-
±5%
-
669
$
Unfavourable
change
Favourable
change
Favourable
change
Unfavourable
change
Risk-free
interest rate
Stock price
Volatility
Stock price
Volatility
-
$ 223)
(
223)
(
-
-
446)
($
-
$ -
-
4,432
-
4,432
$
-
$ -
-
4,432)
(
-
4,432)
($
Financial assets
Call options of
convertible bonds
Equity securities
Input Change Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
-
$ -
$ -
$ -
$ 1,603
1,145)
(
-
-
2,290
229)
(
-
-
-
-
3,117
3,117)
(
-
-
-

-
3,893
$ 1,374)
($ 3,117
$ 3,117)
($ December 31, 2019
Recognised in profit
or loss
Recognised in other
comprehensive income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
-
$ -
$ -
$ -
$ 1,603
1,145)
(
-
-
2,290
229)
(
-
-
-
-
3,117
3,117)
(
-
-
-

-
3,893
$ 1,374)
($ 3,117
$ 3,117)
($ December 31, 2019
Recognised in profit
or loss
Recognised in other
comprehensive income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
-
$ -
$ -
$ -
$ 1,603
1,145)
(
-
-
2,290
229)
(
-
-
-
-
3,117
3,117)
(
-
-
-

-
3,893
$ 1,374)
($ 3,117
$ 3,117)
($ December 31, 2019
Recognised in profit
or loss
Recognised in other
comprehensive income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
-
$ -
$ -
$ -
$ 1,603
1,145)
(
-
-
2,290
229)
(
-
-
-
-
3,117
3,117)
(
-
-
-

-
3,893
$ 1,374)
($ 3,117
$ 3,117)
($ December 31, 2019
Recognised in profit
or loss
Recognised in other
comprehensive income
Favourable
change
Unfavourable
change
Risk-free
interest rate
Stock price
Volatility
Stock price
Volatility
±20bp
±10%
±5%
±10%
±5%
-
$ 1,603
2,290
-
-
3,893
$
-
$ 1,145)
(
229)
(
-
-
1,374)
($

(4) Assessment of impact of COVID-19

The Company was adversely affected by the COVID-19 pandemic during the first three quarters of 2020. As a result, production of some of the Company’s factories came to a halt and orders were delayed. As of December 31, 2020, all factories have resumed operations. Additionally, although the Company’s sales orders from certain areas have declined because of the said pandemic, the Company’s overall business and financial position were not significantly impacted based on the Company’s assessment.

~91~

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loans to others: Please refer to table 1.

  • B. Provision of endorsements and guarantees to others: Please refer to table 2.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to table 4.

  • E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: Please refer to table 5.

  • F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: None.

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 6.

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 7.

  • I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 6(2).

  • J. Significant inter-company transactions during the reporting periods: Please refer to table 8.

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China) Please refer to table 9.

(3) Information on investments in Mainland China

  • A. Basic information: Please refer to table 10.

Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 11.

(4) Major shareholders information

Major shareholders information: None.

14. SEGMENT INFORMATION

Not applicable.

15. INITIAL APPLICATION OF IFRSs

Not applicable.

~92~

MERRY ELECTRONICS CO., LTD. STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 1
Item
Cash on hand
Cash in banks
Checking accounts
Demand deposits
Foreign exchange deposits
USD
EUR
RMB
HKD
SGD
JPY
Description
Amount
242
$ 2,417

28,999

269,664

101

12,017
738
8,582
10
322,770
$

Statement 1,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF TRADE RECEIVABLES DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 2
Client Name
Summary Amount Note
A
B
C
Others
5,811,200
$ 1,829,071
1,312,522
1,152,311
10,105,104
$
The balance of each
customer has not
exceeded 5% of the
accounts receivable

Statement 2,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF INVENTORIES DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 3

Statement 3
Amount
Item Description Cost Net Realizable Value Note
Finished goods $ 1,007,280
$ 996,997
Net realisable
Raw materials 15,201
15,201
value Replacement
1,022,481 $ 1,012,198 cost
Less: Allowance for ( 18,393)
slow-moving $ 1,004,088
inventories and
valuation loss

Statement 3,Page1

MERRY ELECTRONICS CO., LTD.

STATEMENT OF FINANCIAL ASSETS MEASURED AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 4

Statement 4
Name Shares
(in thousand
shares)
Fair Value
Shares
(in thousand
shares)
Amount
1,054
26,976
$ -
-
$ 12,091
648,164
1,814
-

5,723
99,990
-
-

2,781
27,811
-
-
324
2,976
-
-
683
6,425
-
-
169
2,123
-
-
75
8,772
-
-
-
-
356
10,437
-
-
5,000
144,625
823,237
155,062
1,614,986
1,620
2,976)
(
-
2,435,247
$ 156,682
$ BeginningBalance
Addition
Decrease Shares
(in thousand
shares)
Amount
Pledged as
collateral
Note
EndingBalance
Shares
(in thousand
shares)
Amount Shares
(in thousand
shares)
6679.TW
4943.TW
3290.TW
FUJITER Semiconductor CO., LTD.
NETVOX TECHNOLOGY CO., LTD.
EVER THAI AGRIPRODUCT CO., LTD.
SUNSINO SME Development Co., Ltd.
Linsation Intelligent Technology Limited
MERRY FULING CO., LTD., TAIWAN
XS218687550
Add: Valuation adjustment
Less: Accumulated impairment
1,054)
(
26,976)
($ -
-
-
-
655)
(
-
-
-
-
-
-
-
-
-
-
-
-
-
26,976)
(
1,081,490)
(
-
1,108,466)
($
-
-
$ None
13,905
648,164
None
5,723
99,990
None
2,126
27,811
None
324
2,976
None
683
6,425
None
169
2,123
None
75
8,772
None
356
10,437
None
5,000
144,625
951,323
535,116
2,976)
(
1,483,463
$

Statement 4,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 5

Statement 5
Name BeginningBalance Addition Decrease EndingBalance Market Value or Net Assets
Value
Pledged
as
collateral
Note
Number of
shares
(in thousand)
Amount Number of
shares
(in thousand)
Amount Number of
shares
(in thousand)
Amount
Number of
shares
(in thousand)
Percentage
of
Ownership
Amount Unit Price
(in dollars)
Total Amount
MERRY ELECTRONICS
(HK) CO., LTD.
25,658
3,627,334
$ DANNY DYNAMICS
LIMITED
48,005
2,838,996
LEOHAB ENTERPRISE
CO., LTD.
13,395
66,395
MERRY ELECTRONICS
(U.S.A.) CO., LTD.
999
36,408
MERRY ELECTRONICS
(SINGAPORE) PTE., LTD.
800
660,634
MERRY ELECTRONICS
(THAILAND) CO., LTD.
5,060
554,432
MERRY HEALTHCARE
CO., LTD.
20,902
541,594
GUANGDONG
LUXSHARE & MERRY
ELECTRONICS CO., LTD.
-
376,606
Suzhou Meisheng
Electronics Co.,Ltd.
-
93,666
INDIGO ENTERPRISE INC
-
794,473
BIOTEST MEDICAL
CORPORATION
9,000
27,792
MERRY & LUXSHARE
(VIETNAM) CO., LTD.
-
-
9,618,330
$ Note: It is a limited company without shares.
-
-
-
-
-
-
8,040
-
-
-
-
-
458,085
$ 307,442
-
-
467,499
3,698
177,033
-
10,969
-
-
364,484
1,789,210
$
-
-
$ -
-
8,409)
(
16,583)
(
-
9,035)
(
-
-
-
-
-
-
-
3,767)
(
-
-
-
38,306)
(
-
6,140)
(
-
-
73,831)
($
25,658
100%
48,005
100%
4,986
21%
999
99.9%
800
100%
5,060
99.99%
28,942
100%
-

49%
-
70%
-
70%
9,000
100
-
51
4,085,419
$ 3,146,438
49,812
27,373
1,128,133
558,130
718,627
372,839
104,635
756,167
21,652
364,484
11,333,709
$
159.23
65.54
9.99
27.40
1,410.17
110.30
24.83
-
-
-
2.41
-
4,085,419
$ 3,146,438
49,812
27,373
1,128,133
558,130
718,627
372,839
104,635
756,167
21,652
364,484
11,333,709
$
None
None
None
None
None
None
None
None
Note
None
Note
None
Note
None
None
Note

Statement 5,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 6

Statement 6
Item BeginningBalance Addition Decrease Transfer Ending Balance Collateral
Initial Cost Revaluation
Increment
Initial Cost Revaluation
Increment
Note:“Property,Plant and Equipement”:Please refer to Note 6(8)

(Remainder of page intentionally left blank)

Statement 6,Page1

MERRY ELECTRONICS CO., LTD.

STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT

FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 7

Item Beginning Balance Addition Decrease Ending Balance Note

Note:“Property,Plant and Equipement”:Please refer to Note 6(8).

(Remainder of page intentionally left blank)

Statement 7,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 8

==> picture [644 x 32] intentionally omitted <==

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

Range of Interest
Nature Description Ending Balance Contract Period Rate Collateral Note
----- End of picture text -----

Unsecured
borrowings
Standard
Chartered Hong
Kong
Unsecured
borrowings
HSBC Bank
(Taiwan)
Unsecured
borrowings
Mizuho Bank
587,600
$ 2020.09.11-
2021.03.10
0.00%
None
1,139,200
2020.10.14-
2021.03.18
0.53%-0.63%
None
227,840
2020.10.22-
2021.03.18
0.63%-0.66%
None
1,954,640
$

Statement 8,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF OTHER CURRENT LIABILITIES DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 9

Item Description Amount Note

Note : “Other Current Liabilities”Please refer to Note 6(14).

Statement 9,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF LONG-TERM BORROWINGS DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 10

Statement 10
Creditor Description Amount
Contract Period
100,000
$ 2020.2.20-2025.2.20
220,000
2020.2.20-2025.2.20
300,000
2020.2.20-2027.2.19
79,950
2020.3.30-2025.3.15
100,000
2020.2.20-2025.2.15
799,950
$
Interest Rate Collateral Note
Jih Sun International Bank
Taipei Fubon Bank
Taishin International Bank
E.SUN Commercial Bank
Chang Hwa Bank
Unsecured
borrowings
Unsecured
borrowings
Unsecured
borrowings
Unsecured
borrowings
Unsecured
borrowings
0.30%~0.40%
0.37%
0.40%
0.35%
0.50%
None
None
None
None
None
Note
Note

Note : Please refer to Note 6(16) for information on restrictive loan covenants.

Statement 10,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF BONDS PAYABLE DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 11

Statement 11
Merry Electronics
Co.,Ltd.
The Second Domestic
unsecured convertible
Fubon Securities
Co.,Ltd
2018.12.11
Less: Current portion of corporate bonds payable
Bonds Name
Trustee
Issuance
Date
Issuance
Date
Interest
Payment
Date
Coupon
Rate
Amount Amortized
with cash by
bond's face
value at
maturity
None
Repayment
Term
Collateral
Note
Total Issuance
Amount
Repayment
Paid
Ending
Balance
Unamortize
d Premiums
(Discounts)
Carrying
Amount
3,000,000
$ 768,100
$ 2,231,900
$ 28,099)
($ 2,203,801
$ 2,203,801)
(
-
$
2021.12.11 0.00%

Statement 11,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF DEFERRED TAX LIABILITIES DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 12

Item Description

Amount

Note

Note:“Deferred Tax Liabilities”:Please refer to Note 6(29).

Statement 12,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 13

==> picture [493 x 162] intentionally omitted <==

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

Item Quantity Amount Note
Telephone receivers/speakers 157,746 $ 9,931,771
Headset speakers 10,827 7,149,768
Wireless electronic products 6,455 9,387,776
Others 205,318 490,866
26,960,181
Less: Sales returns ( 9,831)
Sales discounts and allowances ( 45,324)
Net sales revenue 26,905,026
Technical service revenue 11,023
Operating revenue, net $ 26,916,049
----- End of picture text -----

Statement 13,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 14

==> picture [486 x 231] intentionally omitted <==

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

Item Amount
Raw materials at beginning of year $ 1,136
Add: Raw materials purchased during the year 597,055
Less: Raw materials at end of year ( 15,201)
Used raw materials transferred to expenses ( 52)
Raw materials sold ( 582,965)
Finished goods cost ( 27)
Finished goods at beginning of year 874,580
Add: Finished goods cost purchased during the year 24,737,467
Less: Finished goods at end of year ( 1,007,280)
Finished goods used and transferred to ( 167)
expenses
Cost of sales 24,604,573
Cost of raw materials sales 582,965
Gain on reversal of inventories ( 41,567)
Operating costs $ 25,145,971
----- End of picture text -----

Statement 14,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF ADMINISTRATIVE EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 15

Statement 15
Item Selling
expenses
Administrative
expenses
Research and
development
expense
Total Note
Wages and salaries
Freight
Administrative service
fee
Insurance expense
Service expense
Material expense
Other expenses
61,772
$ 31,111
47,351
7,123
-
-
27,232
174,589
$
347,747
$ 265
13,426
24,660
38,970
-
90,880
515,948
$
434,394
$ 669
-
32,372
2,844
34,556
125,917
630,752
$
843,913
$ 32,045
60,777
64,155
41,814
34,556
244,029
1,321,289
$
The
balance of
each
expense
account has
not
exceeded
5% of the
total
expense

Statement 15,Page1

MERRY ELECTRONICS CO., LTD. STATEMENT OF FINANCE COST FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 16

Statement 16
Item Description Amount
Note
Amortisation of discounts on $ 30,454
bonds
Accounts receivable financing 4,495
Bank borrowings 4,888
Lease liability 317
$ 40,154

(Remainder of page intentionally left blank)

Statement 16,Page1

MERRY ELECTRONICS CO., LTD.

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION

FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 17

Statement 17
Nature
Function
Year ended December 31, 2020 Year ended December 31, 2019
Classified as
Operating Costs
Classified as
Operating
Expenses
Total Classified as
Operating Costs
Classified as
Operating
Expenses
Total
Employee Benefit Expense
Wages and salaries $ 9,062 $ 694,136 $ 703,198 $ 14,944 $ 758,377 $ 773,321
Labour and health insurance fees 594 58,433 59,027 877 56,223 57,100
Pension costs 180 31,550 31,730 453 29,674 30,127
Directors'remuneration - 26,380 26,380 - 69,276 69,276
Other personnel expenses 5,296 131,483 136,779 625 97,079 97,704
Depreciation Expense 876 24,933 25,809 923 26,836 27,759
Depletion Expense - - - - - -
Amortisation Expense 16,004 34,715 50,719 14,407 41,218 55,625

Note:

  1. As at December 31, 2020 and 2019, the Company had 765 and 654 employees,including 5 and 5 non-employee directors, respectively.

  2. A company whose stock is listed for trading on the stock exchange or over-the-counter securities exchange shall additionally disclose the following information

  3. (1) Average employee benefit expense in current year was $1,225 thousand ((Total employee benefit expense of current year-Total directors’ remuneration of current year)/ (Number of employees of current year-Number of non-employee directors of current year)). Average employee benefit expense in previous year was $1,477 thousand ((Total employee benefit expense of previous year -Total directors’ remuneration of previous year)/ (Number of employees of previous year-Number of non-employee directors of previous year)).

  4. (2) Average employee salaries in current year were $925 thousand (Total wages and salaries of current year/ (Number of employees of current year-Number of non-employee directors of current year)).

  5. Average employee salaries in previous year were $1,192 thousand (Total wages and salaries of previous year/ (Number of employees of previous year-Number of non-employee directors of previous year).

Statement 17,Page1

MERRY ELECTRONICS CO., LTD.

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION (Cont.)

FOR THE YEAR ENDED DECEMBER 31, 2020

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Statement 17

  • (3) Adjustments of average employee salaries were -22.4% ((Average wages and salaries of current year - Average wages and salaries of previous year)/Average wages and salaries of previous year).

  • (4) The Company set up an audit committee and therefore, it has no supervisors.

  • (5) The Company’s Compensation Policy is as follows:

  • A. The directors’ and managers’ emoluments are distributed in accordance with ‘Director and Manager Remuneration Management Regulations’, except for the regulations stipulated in the laws or the Company’s Articles of Incorporation.

  • B. The directors’ and managers’ performance assessment and salary compensation, which is determined based on the general pay levels in the same industry, also take into consideration the correlation between the individual’s performance and the Company operational performance and future risk exposure.

  • C. The Remuneration Committee regularly assesses the degree to which performance goals for the directors and managers have been achieved, and sets the types and amounts of their individual salary compensation based on the results of the reviews conducted in accordance with the performance assessment standards. The annual report shall disclose the results of the individual performance assessments of the directors and managers and the connection between and reasonableness of the contents and amounts of their individual salary compensation and performance assessment results, and reports it at a shareholders’ meeting.

  • D. The managers’ compensation is conducted in accordance with the Company’s relevant management system such as ‘Employee Compensation Distribution Regulations’.

  • E. Directors’ emoluments include remuneration and transportation allowance.

  • F. Mangers’ and employees’ emoluments include salaries, bonuses, employee compensation, restricted stocks and employee stock ownership trust, etc.

  • G. Mangers’ and employees’ emoluments are calculated based on the general pay levels in the same industry, and by taking into account the individual work experience and performance, pervious salaries and individual performance assessed in accordance with the ‘Employee Performance Assessment Management Regulations’.

  • H. Directors’ and managers’ emoluments will be reviewed by the Remuneration Committee and resolved by the Board of Directors.

Statement 17,Page2

MERRY ELECTRONICS CO., LTD.

Table 1

Expressed in thousands of NTD (Except as otherwise indicated)

Loans to others

Year ended December 31, 2020

No. Creditor Borrower General
ledger
account
Is a
related
party
Maximum
outstanding
balance for the year
ended
December 31,2020
Balance at
December 31,
2020
Actual
amount
drawn
down
Interest
rate
Nature of
loan(Note 3)
Amount of
transactions with
the
borrower
Reason for
short-term
financing
Allowance
for doubtful
accounts
Collateral Limit on loans
granted to a
singleparty (Note 2)
Ceiling on total
loans granted
(Note 1)
Note
Item
Value
0
0
1
2
MEHO
MEHO
ASCX
MECL
BTTT
METC
ETCX
ETCX
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
180,000
$ 200,000
4,377
8,754
-
$ -
-
-
-
-
-
-
-
-
-
-
2
2
2
2
-
$ -
-
-
Business
operation
Business
operation
Business
operation
Business
operation
-
$ -
-
-
-
-
$ -
-
-
-
-
-
4,708,678
$ 4,708,678
35,476
1,120,096
4,708,678
$ 4,708,678
4,708,678
4,708,678

Note 1: The ceiling on total loans to others is the Company net assets; for short-term financing, the limit to a single party is 40% of the Company net assets.

Note 2: (1)For business transactions, limit on loans granted for a single party is the amount of the transactions.

(2)For short-term financing, limit on loans granted for a single party is 40% of the net assets of the Company. Note 3: (1) For business transactions.

(2) For short-term financing.

Table 1,Page1

Table 2

MERRY ELECTRONICS CO., LTD.

Provision of endorsements and guarantees to others

Year ended December 31, 2020

Expressed in thousands of NTD (Except as otherwise indicated)

Number
(Note 1)
Endorser/
guarantor
Party being
endorsed/guaranteed
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 3)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31,
2020
Outstanding
endorsement/
guarantee
amount at
December 31,
2020
Actual amount
drawn down
Amount of
endorsements/
guarantees
secured with
collateral
Ratio of
accumulated
endorsement/
guarantee amount
to net asset value
of the endorser/
guarantor company
Ceiling on
total amount of
endorsements/
guarantees
provided
(Note 4)
Provision of
endorsements/
guarantees by
parent
company to
subsidiary
Provision of
endorsements/
guarantees by
subsidiary to
parent
company
Provision of
endorsements/
guarantees to
the party in
Mainland
China
Footnote
Companyname Relationship
with the
endorser/
guarantor
(Note 2)
0
0
0
MEHO
MEHO
MEHO
BTTT
SENM
SOCV
2
2
2
9,417,357
$ 9,417,357
9,417,357
1,700,000
$ 28,480
99,680
-
$ 28,480
99,680
-
$ -
74,048
-
$ -
-
0.00%
0.24%
0.85%
11,771,696
$ 11,771,696
11,771,696
Y
Y
Y
N
N
N
N
N
N

Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:

(1)The Company is ‘0’.

  • (2)The subsidiaries are numbered in order starting from ‘1’.

Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following four categories; fill in the number of category each case belongs to:

(1)Having business relationship.

  • (2)The Company holds over 50% of the voting rights directly or indirectly.

(3)This company holds over 50% of the voting rights of the Company directly or indirectly.

(4)The Company holds over 90% of the voting rights directly or indirectly.

Note 3: The guarantees and endorsements for a single party should not exceed 80% of the Company’s net assets.

Note 4: The ceiling on total amount of endorsements/guarantees provided to others by the Company is 100% of the Company's net assets.

Table 2, Page 1

MERRY ELECTRONICS CO., LTD.

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) December 31, 2020

Table 3

Expressed in thousands of NTD

(Except as otherwise indicated)

Securities held by
Marketable securities(Note 1)
Relationship with the
securities issuer
General
ledger account
As of December 31, 2020 Note
Number of shares Bookvalue(in thousands) Ownership (%) Fairvalue(in thousands)
The Company
76324296A KGI Taiwan Multi-Asset Income Fund A TWD
-
Financial assets mandatorily measured at fair value through profit or loss
Valuation adjustment
The Company
JAFCO
-
Non-current financial assets mandatorily measured at fair value through profit or loss
The Company
2881B.TW
-
Equity instruments measured at fair value through other comprehensive income
The Company
2882B.TW
-
Equity instruments measured at fair value through other comprehensive income
The Company
5871A
-
Equity instruments measured at fair value through other comprehensive income
The Company
P18QNBF3F10306
-
Equity instruments measured at fair value through other comprehensive income
Valuation adjustment
The Company
Stock - 4943.TW
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - 3290.TW
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - FUJITER Semiconductor CO.,LTD.
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - NETVOX TECHNOLOGY CO., LTD
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - EVER THAI AGRI-PRODUCT CO.,LTD.
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - SUNSINO SME Development Co., Ltd.
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - LINSATION Intelligent Technoligy Limited
-
Measured at fair value through other comprehensive income - non-current
The Company
Stock - MERRY FULING CO., LTD., TAIWAN BRANCH
(SAMOA)
-
Measured at fair value through other comprehensive income - non-current
The Company
Bond - XS218687550
-
Equity instruments measured at fair value through other comprehensive income
Valuation adjustment
MEST
Stock - Perfect Fortune Inc.
-
Measured at fair value through other comprehensive income - non-current
MEST
Stock - LOYAL WIRE& CABLE COMPANY LTD.
-
Measured at fair value through other comprehensive income - non-current
Valuation adjustment
5,015
875
683
585
300
3,000

13,905
5,723
2,126
324
683
169
75
356
5,000

2,126
1,159
50,000
$ 2,157
-
0.71%
-
-
-
-
8.84%
5.75%
9.79%
1.32%
5.17%
0.36%
6.35%
19.00%
-
18.33%
18.33%
52,157
$
26,468
$
52,157
$
26,468
$
40,980
35,100
30,000
89,550
42,687
36,797
29,880
85,815
195,630
451)
(
195,179
$
1,202,761
90,137
16,563
-
6,425
2,123
8,772
10,437
146,245
195,179
$
648,164
99,990
27,811
2,976
6,425
2,123
8,772
10,437
144,625
951,323
535,116
2,976)
(
1,483,463
$
60,297
29,393
1,483,463
$
7,810
7,530
15,340
74,350
89,690
$
89,690
$

Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities within the scope of IFRS 9.

Table 3,Page1

MERRY ELECTRONICS CO., LTD.

Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital

Year ended December 31, 2020

Investor
Table 4
Marketable
securities
General
ledger
account
Counterparty Relationship
with
the investor
January1,2020
Balance as at
January1,2020
Balance as at
Addition Addition Disposal Disposal (Except as otherwise indicated)
Balance as at December31,2020
Expressed in thousands of NTD
(Except as otherwise indicated)
Balance as at December31,2020
Expressed in thousands of NTD
Number of
shares
Amount Number of
shares
Amount Number of
shares
Selling price Bookvalue Gain (loss) on
disposal
Number of
shares
Amount
The Company Stocks Long-term
investments
accounted for
using the
equity method
- MEVN
MERRY &
LUXSHARE
(VIETNAM)
CO.,LTD.
A subsidiary - $ - - $ 366,710 - $ - $ - $ - - $ 366,710

Table 4,Page1

Expressed in thousands of NTD (Except as otherwise indicated)

MERRY ELECTRONICS CO., LTD.

Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more

Year ended December 31, 2020

Table 5

If the counterparty is a related party, information as to the last transaction of

the real estate is disclosed below:

Original Relationship Reason for owner who between the Basis or acquisition of Relationship sold the real original Date of the reference used real estate and Real estate Real estate Date of the Transaction Status of with the estate to the owner and the original in setting the status of the Other acquired by acquired event amount payment Counterparty counterparty counterparty acquirer transaction Amount price real estate commitments MEVN Plant May 11,2020 $ 483,488 411,436 HOP LUC None - - - - - For business - CONSTRUCuse TION JOINT STOCK COMPANY

Table 5,Page1

Table 6

Expressed in thousands of NTD

MERRY ELECTRONICS CO., LTD.

Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more

Year ended December 31, 2020

(Except as otherwise indicated)

Purchaser/seller Counterparty Relationshipwith the counterparty Transaction Transaction Differences in transaction terms compared to third party
transactions(Note 1)
Differences in transaction terms compared to third party
transactions(Note 1)
Notes/accounts receivable(payable) Notes/accounts receivable(payable) Note
Purchases
(sales)
Amount Percentage of
total purchases
(sales)
Credit term Unit price Credit term Balance (Note2) Percentage of total
notes/accounts
receivable (payable)
The Company
The Company
The Company
The Company
The Company
METC
MESG
MESG
MESG
MECL
MECE
MECH
Luxshare-ICT
(Vietnam) Limited
MEVN
The Company
MECH
METC
MECL
A subsidiary of the Company
Investment accounted for using
the equity method
Investment accounted for using
the equity method
Other related party
A subsidiary of the Company
Parent Company
Investment accounted for using
the equity method
A subsidiary of the Company
A subsidiary of the Company
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
10,838,828
$ 9,815,633
3,614,382
509,662
426,183
573,052
2,113,650
1,171,234
1,283,027
31%
28%
10%
1%
1%
2%
6%
3%
4%
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
60 days end of month
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
60 days end of month after offsetting with accounts receivable
(Note 1)
(Note 1)
(Note 1)
(Note 1)
(Note 1)
(Note 1)
(Note 1)
(Note 1)
(Note 1)
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
30~120 days end of month for the third
parties
$ (3,767,983)
( 2,420,239)
( 754,255)
( 93,618)
( 208,719)
( 271,532)
( 715,525)
( 162,512)
( 423,290)
35%
23%
7%
1%
2%
3%
7%
2%
4%
(Note 3)
(Note 3)
(Note 3)
(Note 3)
(Note 3)

Note 1: For purchase transactions with related parties, the price is based on the profitability of the product and will be adjusted annually. Note 2: The balance is the net amount after offsetting accounts receivable and payable due from/ to related parties. Note 3: Inter-company transactions between companies within the Group are eliminated.

Table 6,Page1

MERRY ELECTRONICS CO., LTD.

Receivables from related parties reaching $100 million or 20% of paid-in capital or more

December 31, 2020

Table 7

Expressed in thousands of NTD (Except as otherwise indicated)

Creditor Counterparty Relationship with the
counterparty
Balance as at
December 31,2020(Note 1)
Turnover rate Overdue receivables Overdue receivables Amount collected
subsequent to the
balance sheet date
(Note 2)
Allowance for
doubtful accounts
Amount Action taken
The Company
MECL
MECL
METC
MEVN
METC
The Company
MESG
MESG
The Company
A subsidiary of the Company
Parent Company
A subsidiary of the Company
A subsidiary of the Company
Parent Company
$ 271,532
3,767,983
423,290
162,512
208,719
2.89
3.92
3.61
8.24
4.08
-
$ -
-
-
-
-
-
-
-
-
-
$ 3,194,020
138,472
65,724
181,236
-
$ -
-
-
-

Note 1: Inter-company transactions between companies within the Group are eliminated. Note 2: The balance was as at Feburary 25, 2021.

Table 7,Page1

Table 8

MERRY ELECTRONICS CO., LTD.

Significant inter-company transactions during the reporting periods Year ended December 31, 2020

Expressed in thousands of NTD (Except as otherwise indicated)

Transaction

Transaction
Number
(Note 1)
Companyname Counterparty Relationship
(Note 2)
General ledger account Amount Transaction
terms
Percentage of consolidated
total operating
revenues or total assets
(Note 3)
0
0
0
0
1
1
2
2
2
2
MEHO
MEHO
MEHO
MEHO
METC
METC
MESG
MESG
MESG
MESG
MECL
MECL
MEVN
MEVN
MEHO
MEHO
MECL
METC
MECL
METC
1
1
1
1
2
2
3
3
3
3
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Accounts payable
Purchases
Purchases
Accounts payable
Accounts payable
$ 10,838,828
3,767,983
426,183
208,719
573,052
271,532
1,283,027
1,171,234
423,290
162,512
The price is based on the profitability of the product
The balance shown was net of receivables as agreed by both parties
The price is based on the profitability of the product
The balance shown was net of receivables as agreed by both parties
The price is based on the profitability of the product
The balance shown was net of receivables as agreed by both parties
The price is based on the profitability of the product
The price is based on the profitability of the product
The balance shown was net of receivables as agreed by both parties
The balance shown was net of receivables as agreed by both parties
31%
11%
1%
1%
2%
1%
4%
3%
1%
0%

Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:

  1. Parent company is ‘0’.

  2. The subsidiaries are numbered in order starting from ‘1’.

  3. Note 2: Relationship between transaction company and counter party is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.): 1. Parent company to subsidiary.

  4. Subsidiary to parent company.

  5. Subsidiary to subsidiary.

  6. Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.

Table 8,Page1

MERRY ELECTRONICS CO., LTD. Information on investees Year ended December 31, 2020

Information on investees
Year ended December 31, 2020
Information on investees
Year ended December 31, 2020
Investor
Table 9
Investee Location Main business
activities
Initial investment amount Shares held as at December 31,2020 Net profit (loss)
of the investee for
the year ended
December 31,2020
Investment income (loss)
recognised by the
Company for the year
ended December 31,2020
Note
Expressed in thousands of NTD
(Except as otherwise indicated)
Balance as at
December 31,2020
Balance as at December
31,2019
Number of shares (in
thousand shares)
Ownership (%) Book value
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
DDBV
DDBV
MHKY
INSA
SOCV
SOCA
MEST
DDBV
LEOHAB
ENTERPRISE
CO.,LTD.
MECA
MESG
METC
MHKY
INSA
BTTT
MEVN
UCMU
MTHK
FUSA
SOCV
SOCA
SENM
HONG KONG
British Virgin IS.
Taichung City
U.S.A
SINGAPORE
THAILAND
CAYMAN
SAMOA
Taichung City
VIETNAM
MAURITIUS
HONG KONG
SAMOA
CANADA
CANADA
NORWAY
General investment business
Plastic injection molding and metal
stamping
Technique, marketing and after service
Sales of microphone, receiver and speaker
Sales of medical device
General investment business
Sales of medical device
Manufacture of microphone and speaker
General investment business
General investment business
General investment business
Sale and development of speaker and
power amplifier
General investment business
Manufacture and sales of speaker
monomer
Microphone, components and product and
sale of other electric products
Sales of microphone, receiver and speaker
981,113
$ 1,479,925
96,666
28,887
92,132
484,358
887,287
865,832
14,640
366,710
151
1,392,956
818,916
30
11,112
23
981,113
$ 1,479,925
96,666
28,887
92,132
484,358
648,129
865,832
14,640
-
151
1,392,956
579,758
30
11,112
23
25,658
48,005
4,986
999
800
5,060
24,979
-
9,000
-
5
48,000
-
-
-
-
100.00
100.00
21.00
99.90
100.00
99.99
100.00
70.00
100.00
51.00
100.00
100.00
97.12
100.00
100.00
100.00
4,085,419
$ 3,146,438
49,812
27,373
1,128,133
558,130
718,627
756,167
21,652
364,484
-
3,146,355
732,331
40,445
68,001
54,606
429,868
$ 262,744
13,959
7,485)
(
518,927
32,314
71,578)
(
53,739)
(
6,140)
(
24,720
687
262,057
69,894)
(
10,562)
(
6,212
6,455
417,441
$ 259,314
2,931
7,478)
(
518,927
33,401
71,578)
(
37,617)
(
6,140)
(
12,607
-
-
-
-
-
-
(Note 1)
(Note 1)
(Note 1)
(Note 2)
(Note 2)
(Note 2)
(Note 2)
(Note 2)
(Note 2)

Note 1: The investment income included unrealised gains or losses and realised gains arising from upstream transactions.

Note 2: The investee is second subsidiary and investment income (loss) is not shown.

Table 9,Page1

Information on investees in Mainland China

Expressed in thousands of NTD (Except as otherwise indicated)

MERRY ELECTRONICS CO., LTD.

Year ended December 31, 2020

Table 10

Investee in
Mainland China
Main business
activities
Paid-in
capital
Investment
method
Accumulated amount
of remittance
from Taiwan
to Mainland
China as of
January1, 2020
Amount remitted from Taiwan
to Mainland China / Amount
remitted back to Taiwan for the
year ended December 31, 2020
Amount remitted from Taiwan
to Mainland China / Amount
remitted back to Taiwan for the
year ended December 31, 2020
Accumulated amount
of remittance
from Taiwan
to Mainland
China as of
December 31, 2020
Net income of
investee for the year ended
December 31, 2020
Ownership
held by the
Company
(direct or
indirect)
Investment income
(loss) recognised by
the Company for
the year ended
December 31, 2020
Book value of
investments in
Mainland China
as of
December 31, 2020
(Note 5)
Accumulated amount
of investment income
remitted back to
Taiwan as of
December 31, 2020
Note
Remitted to
Mainland China
Remitted back
to Taiwan
MECL
MECE
MECS
Perfect Fortune Inc.
LOYAL WIRE& CABLE
COMPANY LTD.
MECH
FUSZ
MEDG
MSCS
ETCX
Manufacture of medical device
Manufacture of speaker and amplifier
Retail sales of hearing products
Research and development of sound
equipment, earphones, mobile power supply,
charging box, cable, connector, electronic
components, plastic hardware, mould and
antenna
Manufacture and sales of microphone, receiver,
speaker and mobile phone
Manufacture and sales of microphone, receiver
and speaker
Electric wire, electric cable and other wire
processing
Electric wire, electric cable and other wire
processing
Microphone, receiver, speaker, security system,
induction cooker and other electronic
component
International trade, transit trade and trading
consulting; trading amongst companies in
bonded area and trading agency in the area
417,321
$ 2,738,859
7,264
42,607
122,572
437,700
280,930
875,400
151,324
19,697
(Note 2)
(Note 2)
(Note 2)
(Note 2、4)
(Note 2、4)
(Note 2)
(Note 2)
(Note 1)
(Note 1)
(Note 2)
453,191
$ 1,369,285
6,055
107,624
-
420,687
310,763
452,564
79,728
2,237
-
$ -
-
-
-
-
-
-
-
16,772
-
$ -
-
-
-
-
-
-
-
-
453,191
$ 1,369,285
6,055
107,624
-
420,687
310,763
452,564
79,728
19,009
201,437
$ 528,719
437)
(
14,166
5,845
465,563
4,769)
(
10,931)
(
11,819
3,650)
(
100.00%
49.00%
49.00%
18.33%
18.33%
49.00%
97.12%
49.00%
70.00%
97.12%
201,437
$ 255,644
214)
(
-
-
229,121
4,611)
(
5,350)
(
8,273
3,574)
(
2,800,241
$ 3,146,355
1,070)
(
60,294
29,392
910,702
733,577
372,839
104,635
8,179
2,282,120
$ 295,185
40,321
4,125
-
-
-
-
-
-
(Note 3)
(Note 3)
(Note 3)

Table 10,Page1

MERRY ELECTRONICS CO., LTD.

Information on investees in Mainland China

Table 10

Expressed in thousands of NTD (Except as otherwise indicated)

Year ended December 31, 2020

Investee in
Mainland China
Main business
activities
Paid-in
capital
Investment
method
Accumulated amount
of remittance
from Taiwan
to Mainland
China as of
January1, 2020
Amount remitted from Taiwan
to Mainland China / Amount
remitted back to Taiwan for the
year ended December 31, 2020
Amount remitted from Taiwan
to Mainland China / Amount
remitted back to Taiwan for the
year ended December 31, 2020
Accumulated amount
of remittance
from Taiwan
to Mainland
China as of
December 31, 2020
Net income of
investee for the year ended
December 31, 2020
Ownership
held by the
Company
(direct or
indirect)
Investment income
(loss) recognised by
the Company for
the year ended
December 31, 2020
Book value of
investments in
Mainland China
as of
December 31, 2020
(Note 5)
Accumulated amount
of investment income
remitted back to
Taiwan as of
December 31, 2020
Note
Remitted to
Mainland China
Remitted back
to Taiwan
ASCX
LACX
FUXM
ASCZ
Manufacture and sales of hearing aid, hearing
device and acoustics equipment
Sales of medical device
Manufacture of hearing aid and acoustics for
rehabilitation device
Research and development and technical sales
of software for hearing aid use
58,044
21,885
17,508
304,784
(Note 2)
(Note 2)
(Note 2)
(Note 2)
275,537
22,180
17,744
94,845
-
-
-
208,150
-
-
-
-
275,537
22,180
17,744
302,995
3,837,362
$
16,085
2,513)
(
3,889)
(
61,408)
(
96.63%
96.63%
96.63%
97.12%
15,355
2,435)
(
3,755)
(
59,563)
(
78,170
28,767
26,909
226,195
-
$ -
-
-

Note 1: Reinvesting in the investee in Mainland China through the parent company. Note 2: Through investing in an existing company in the third area, which then invested in the investee in Mainland China. Note 3: The financial statements that are audited and attested by R.O.C. parent company’s CPA. Note 4: The investee is the reinvestment company of MERRY ELECTRONICS (HK) CO.,LTD. shown as non-current financial assets at fair value through other comprehensive income. Note 5: The amount in the table is translated into New Taiwan dollars at the closing exchange rates prevailing at the balance sheet date.

Companyname Accumulated amount of remittance from Taiwan to
Mainland China
as of December 31,2020
Investment amount
approved by the
Investment Commission of
the Ministry of Economic
Affairs(MOEA)
Ceiling on investments in
Mainland China imposed
by the Investment
Commission of MOEA
(Note 1)
Merry Electronics Co., Ltd. $ 3,837,362 $ 3,727,090 $ 7,063,018

Note 1: (2001) Tai-Cai-Zheng (1) Letter No. 006130 of Securities and Futures Commission, Ministry of Finance, R.O.C

Table 10,Page2

Table 11

MERRY ELECTRONICS CO., LTD.

Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas Year ended December 31, 2020

Expressed in thousands of NTD (Except as otherwise indicated)

Investeein Mainland China Counterparty Sale(purchase) Sale(purchase) Propertytransaction Propertytransaction Accounts receivable(payable) Accounts receivable(payable) Provision of
endorsements/guarantees or
collaterals
Provision of
endorsements/guarantees or
collaterals
Financing Financing Others
Amount % Amount % Balance at December
31,2020
% Balance at
December31,2020
Purpose Maximum balance during
the year ended December
31,2020
Balance at December
31,2020
Interestrate Interest during the year
ended December 31,
2020
MECL
MECL
MECE
MECH
MECH
MEHO
MESG
MEHO
MEHO
MESG
($ 10,838,828)
( 1,283,027)
( 9,815,633)
( 3,614,382)
( 2,113,650)
31%
4%
28%
10%
6%
-
-
-
-
-
-
-
-
-
-
($ 3,767,983)
( 423,290)
( 2,420,239)
( 754,255)
( 715,525)
35%
4%
23%
7%
7%
-
$ -
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-

Table 11,page1