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MSI Audit Report / Information 2019

Nov 12, 2019

52042_rns_2019-11-12_1f586cd6-7a5a-4f2e-aa9d-246e5102927b.pdf

Audit Report / Information

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MICRO-STAR INTERNATIONAL CO., LTD.

PARENT COMPANY ONLY FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT

ACCOUNTANTS DECEMBER 31, 2019 AND 2018


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~

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of MICRO-STAR INTERNATIONAL CO., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of MICRO-STAR INTERNATIONAL CO., LTD. (the “Company”) as at December 31, 2019 and 2018, 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 parent company only financial position of the Company as at December 31, 2019 and 2018, and its parent company only financial performance and its parent company only 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 (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s 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 Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our ethical responsibilities in accordance with the Code. Based on our audits and the audit reports of other independent accountants, we believe that the audit evidences we have obtained are sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of the year ended December 31, 2019. 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 parent company only financial statements for the year ended December 31, 2019 are stated as follows:

Occurrence of sales revenue from significant customers

Description

Please refer to Note 4(24) for accounting policies on revenue recognition. Other than international brands, the Company sells its products to customers in various countries. With the Company actively developing new products, sales revenue increases progressively every year, and the occurrence of sales revenue is critical to the financial statements. Thus, the occurrence of sales revenue from new significant customers, excluding international brands, was identified as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter:

  • A. Obtained an understanding of and assessed internal controls in relation to sales revenue from new significant customers, and validated the operating effectiveness of those abovementioned internal controls.

  • B. Obtained detailed listing of sales revenue from new significant customers in the current year, and validated supporting documents, including sales invoices, customer purchase orders and delivery documents.

  • C. Inspected contents and relevant evidences in relation to sales returns and discounts occurring subsequent to the reporting period and assessed the reasonableness of respective sales revenue recognized.

Estimation of allowance for inventory valuation losses

Description

Please refer to Note 4(10), for accounting policies on inventory valuation, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on inventory valuation, and Note 6(5) for details of inventories. As of December 31, 2019, the balances of inventories and allowance for inventory valuation losses are NT$23,137,902 thousand and NT$381,847 thousand, respectively.

The Company is primarily engaged in manufacturing and sales of motherboard, interface card, notebook computer and other electronic products. Due to the rapid technological innovations, shorter electronic product life cycles, and the fluctuation of market prices within the industry, there is a higher risk of inventory losses due from market value decline or obsolescence. The Company recognises inventories

~3~

at the lower of cost and net realisable value. As the monetary values of inventories are material, and there are various types of inventories, the estimation and determination of the net realisable value of inventories at the balance sheet date are subject to management’s judgement and contain a high level of uncertainty and have material effects of the financial statements, and therefore, it was identified as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter:

  • A. Assessed the reasonableness and the consistency of policies in relation to the provision of allowance for inventory valuation losses and procedures based on our understanding of the Company’s operations and industry.

  • B. Validated the appropriateness of system logic of the report of individually identified obsolete inventory prepared by management and confirmed the consistency with Company’ policies.

  • C. Validated the appropriateness of estimation basis for net realisable value of inventories and inspected respective supporting documents, including sale prices or purchase prices, reperformed the calculation of the report and assessed the reasonableness of management’s determination of net realizable value of inventories.

Other matter-Reference to audits of other independent accountants

We did not audit the financial statements of certain investments accounted for under the equity method that are included in the parent company only financial statements. Those financial statements were audited by other independent accountants, whose reports thereon have been furnished to us, and our opinion expressed herein is based solely on reports of the other independent accountants. Total assets of the abovementioned investees (including investments accounted for under the equity method) amounted to NT$1,097,458 thousand and NT$1,054,586 thousand as at December 31, 2019 and 2018, constituting 1.75% and 1.83% of total assets, respectively. Comprehensive income of the abovementioned investees amounted to NT$88,436 thousand and NT$28,776 thousand, for the years ended December 31, 2019 and 2018, constituting 1.67% and 0.48% of total comprehensive income, respectively.

~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 audit committee, are responsible for overseeing the Company’s financial reporting process.

Independent accountant's responsibilities for the audit of the parent company only

financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ROC GAAS 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 ROC GAAS, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  1. 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.

~5~

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

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

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

  4. 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.

  5. 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 audit. We remain solely responsible for our audit opinion.

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

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

~6~

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

Liang, Hua-Ling

Lai, Chung-Hsi

For and on behalf of PricewaterhouseCoopers, Taiwan March 20, 2020


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 report of independent accountants 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~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(4)
6(4)
7
6(5)
6(3)
6(6)
6(7)
6(8)
6(21)
December 31, 2019

AMOUNT
%
$ 8,881,827
14
56,641
-
3,929
-
10,846,273
18
6,632,030
11
157,760
-
22,756,055
36
1,351,294
2
1,200,000
2
51,885,809
83
151,975
-
7,496,491
12
2,567,030
4
179,398
-
407,702
1
18,890
-
10,821,486
17
$ 62,707,295
100
December 31, 2018 December 31, 2018
AMOUNT
$ 8,881,827
56,641
3,929
10,846,273
6,632,030
157,760
22,756,055
1,351,294
1,200,000
51,885,809
151,975
7,496,491
2,567,030
179,398
407,702
18,890
10,821,486
$ 62,707,295
AMOUNT
$ 6,979,442
14,332
2,377
10,736,410
5,881,877
91,329
22,167,051
1,115,391
728,936
47,717,145
-
7,099,071
2,363,138
-
392,815
5,603
9,860,627
$ 57,577,772
%
Current assets
1100
Cash and cash equivalents

1110
Financial assets at fair value through
profit or loss - current

1150
Notes receivable, net

1170
Accounts receivable, net

1180
Accounts receivable - related parties
1200
Other receivables
130X
Inventories, net

1410
Prepayments
1476
Other current financial assets
11XX
Total current assets
Non-current assets
1517
Non-current financial assets at fair
value through other comprehensive
income

1550
Investments accounted for under
equity method

1600
Property, plant and equipment

1755
Right-of-use assets

1840
Deferred income tax assets

1900
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
12
-
-
19
10
-
39
2
1
83
-
12
4
-
1
-
17
100

(Continued)

~8~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December 31, 2019
December 31, 2018
Notes
AMOUNT
%
AMOUNT
%
6(9)
$ 1,500,000
2 $ 3,000,000
5
6(2)
24,943
-
5,555
-
-
-
200
-
19,764,458
32
14,658,805
25
6(10)
3,049,919
5
2,754,512
5
7
4,272,610
7
3,671,761
6
6(21)
362,183
1
961,026
2
6(12)
579,337
1
514,601
1
71,892
-
-
-
1,555,509
2
1,702,658
3
65,353
-
27,539
-
31,246,204
50
27,296,657
47
6(21)
26,830
-
1,755
-
108,013
-
-
-
6(11)
221,974
1
217,609
1
91,809
-
115,890
-
448,626
1
335,254
1
31,694,830
51
27,631,911
48
6(13)
8,448,562
13
8,448,562
15
6(14)
803,918
1
1,226,049
2
6(15)
4,982,577
8
4,378,464
7
505,966
1
421,815
1
17,065,967
27
15,976,937
28
(
794,525)(
1) (
505,966)(
1)
31,012,465
49
29,945,861
52
$ 62,707,295
100 $ 57,577,772
100
Current liabilities
2100
Short-term borrowings

2120
Financial liabilities at fair value
through profit or loss - current

2150
Notes payable
2170
Accounts payable
2200
Other payables

2220
Other payables - related parties

2230
Current income tax liabilities

2250
Provisions for liabilities - current

2280
Current lease liabilities
2365
Refund liabilities-current
2399
Other current liabilities, others
21XX
Total current Liabilities
Non-current liabilities
2570
Deferred income tax liabilities

2580
Non-current lease liabilities
2640
Net defined benefit liability, non-
current

2670
Other non-current liabilities, others
25XX
Total 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
3X2X
Total liabilities and equity

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

~9~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

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

Items Year ended December 31
2019
2018
Notes
AMOUNT
%
AMOUNT
%
6(16) and 7
$ 118,740,373
100
$ 116,988,422
100
6(5)(20) and 7
(
105,097,585)(
89) (
102,756,311) (
88)
13,642,788
11
14,232,111
12
6(20) and 7
(
4,689,816) (
4 ) (
4,474,176) (
4)

(
526,354)
- (
445,352)
-

(
2,937,315) (
2 ) (
2,983,104) (
3)
6(4)
(
4,095)
-
10,637
-
(
8,157,580)(
6) (
7,891,995)(
7)
5,485,208
5
6,340,116
5
6(17)
297,400
-
401,353
-
6(2)(18)
(
50,864)
- (
119,607)
-
(
13,504)
- (
9,029)
-
6(6)
685,979
1
416,401
1
919,011
1
689,118
1
6,404,219
6
7,029,234
6
6(21)
(
817,009)(
1) (
988,105) (
1)
$ 5,587,210
5
$ 6,041,129
5
6(11)
($ 10,079)
- ($ 21,430)
-
6(21)
2,016
-
8,461
-
(
8,063)
- (
12,969)
-
(
288,559)
- (
84,151)
-
(
288,559)
- (
84,151)
-
($ 296,622)
- ($ 97,120)
-
$ 5,290,588
5
$ 5,944,009
5
6(22)
$ 6.61
$ 7.15
$ 6.56
$ 7.08
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 (loss) gain

6000
Total operating expenses
6900
Operating profit
Non-operating income and expenses
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, net

7000
Total non-operating income and
expenses
7900
Profit before income tax
7950
Income tax expense

8200
Profit for the year
Other comprehensive income
Other components of other
comprehensive income that will
not be reclassified to profit or loss
8311
Other comprehensive income, before
tax, actuarial losses on defined
benefit plans
8349
Income tax related to components of
other comprehensive income that
will not be reclassified to profit or
loss

8310
Components of other
comprehensive 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
8360
Components of other
comprehensive income that will
be reclassified to profit or loss
8300
Total other comprehensive loss for
the year
8500
Total comprehensive income for the
year
Basic earnings per share

9750
Total basic earnings per share
9850
Total diluted earnings per share

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

~10~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (Expressed in thousands of New Taiwan dollars)

2018
Balance at January 1, 2018
Profit for the year
Other comprehensive loss for the year
Total comprehensive income
Appropriations of 2017 earnings (Note) :
Legal reserve
Special reserve
Cash dividends
Due to donated assets received
Balance at December 31, 2018
2019
Balance at January 1, 2019
Profit for the year
Other comprehensive loss for the year
Total comprehensive income
Appropriations of 2018 earnings (Note) :
Legal reserve
Special reserve
Cash dividends
Cash dividends from capital surplus
Due to donated assets received
Balance at December 31, 2019
Notes
6(15)
6(15)
6(14)
Share capital -
commonstock
CapitalSurplus CapitalSurplus RetainedEarnings Financial
statements
translation
differences of
foreignoperations
Totalequity
Treasury stock
transactions
$ 130,592
-
-
-
-
-
-
-
$ 130,592
$ 130,592
-
-
-
-
-
-
-
-
$ 130,592
Donated assets
received
$ -
-
-
-
-
-
-
434
$ 434
$ 434
-
-
-
-
-
-
-
298
$ 732
Employee stock
warrants
Legal reserve Special reserve Unappropriated
retained earnings
$8,448,562
-
-
-
-
-
-
-
$8,448,562
$8,448,562
-
-
-
-
-
-
-
-
$8,448,562
$ 44,460
-
-
-
-
-
-
-
$ 44,460
$ 44,460
-
-
-
-
-
-
-
-
$ 44,460
$3,884,722
-
-
-
493,742
-
-
-
$4,378,464
$4,378,464
-
-
-
604,113
-
-
-
-
$4,982,577
$ 389,482
-
-
-
-
32,333
-
-
$ 421,815
$ 421,815
-
-
-
-
84,151
-
-
-
$ 505,966
$14,276,704
6,041,129
(
12,969 )
6,028,160
(
493,742 )
(
32,333 )
(
3,801,852 )
-
$15,976,937
$15,976,937
5,587,210
(
8,063 )
5,579,147
(
604,113 )
(
84,151 )
(
3,801,853 )
-
-
$17,065,967
($ 421,815 )
-
(
84,151 )
(
84,151 )
-
-
-
-
($ 505,966 )
($ 505,966 )
-
(
288,559 )
(
288,559 )
-
-
-
-
-
($ 794,525 )
$27,803,270
6,041,129
(
97,120 )
5,944,009
-
-
(
3,801,852 )
434
$29,945,861
$29,945,861
5,587,210
(
296,622 )
5,290,588
-
-
(
3,801,853 )
(
422,429 )
298
$31,012,465

Note: The directors' and supervisors' remuneration were $49,500 and $49,500, and employees' bonuses were $515,000 and $505,000 in 2017 and 2018, respectively, which had been deducted from net income for the year.

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

~11~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation
Amortization
Expected credit gain
Net gains on financial assets and liabilities at fair
value through profit or loss
Interest expense
Interest income
Share of profit of associates and joint ventures
accounted for using equity method
Gain on disposal of property, plant and equipment
Gain on lease modification
Loss on unrealized foreign currency exchange
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable, net
Accounts receivable
Accounts receivable due from related parties
Other receivables
Other receivables - related parties
Inventories, net
Prepayments
Other current financial assets
Changes in operating liabilities
Notes payable
Accounts payable
Other payables
Other payables - related parties
Provisions for liabilities - current
Current refund liabilities
Other current liabilities, others
Net defined benefit liability
Cash inflow (outflow) generated from operations
Interest received
Interest paid
Income tax paid
Net cash flows from (used in) operating activities
Years ended December 31
Notes
2019
2018
$ 6,404,219 $ 7,029,234
6(7)(8)(19)
157,384
74,533
6(19)
4
23
6(4)
4,095 (
10,637 )
(
22,921 ) (
12,309 )
13,504
9,029
6(17)
(
57,384 ) (
69,958 )
(
685,979 ) (
416,401 )
6(18)
(
11 ) (
300 )
(
163 )
-
24,242
28,275
(
1,552 ) (
2,356 )
(
113,958 )
831,502
(
750,153 ) (
416,752 )
(
70,283 ) (
14,636 )
-
6,488
(
589,004 ) (
5,750,389 )
(
235,903 )
30,163
(
471,064 ) (
660,101 )
(
200 )
200
5,105,653 (
1,205,689 )
295,762
83,943
600,849
265,934
64,736
59,857
(
147,149 )
6,045
37,814 (
40,790 )
(
5,714 ) (
6,578 )
9,556,824 (
181,670 )
61,236
68,609
(
13,859 ) (
8,637 )
(
1,403,648 ) (
866,252 )
8,200,553 (
987,950 )

(Continued)

~12~

MICRO-STAR INTERNATIONAL CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through other
comprehensive income
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Proceeds from capital reduction of investments accounted
for using equity method
Net cash flows (used in) from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in short-term borrowings
Repayment of the principal portion of lease liabilities
(Decrease) increase in guarantee deposits received
Cash dividends paid
Cash distribution from capital reserve
Due to donated assets received
Net cash flows used in financing activities
Effect of exchange rate
Net increase (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
2019
2018
6(3)
($ 151,975 ) $ -
6(7)
(
298,543 ) (
64,263 )
13
300
(
13,291 ) (
1,740 )
6(6)
-
613,937
(
463,796 )
548,234
6(9)
(
1,500,000 )
3,000,000
6(8)
(
62,065 )
-
(
24,081 )
28,472
6(15)
(
3,801,853 ) (
3,801,852 )
6(14)
(
422,429 )
-
298
434
(
5,810,130 ) (
772,946 )
(
24,242 ) (
28,275 )
1,902,385 (
1,240,937 )
6(1)
6,979,442
8,220,379
6(1)
$ 8,881,827 $ 6,979,442

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

~13~

MICRO-STAR INTERNATIONAL CO., LTD. NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

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

1. HISTORY AND ORGANISATION

MICRO-STAR INTERNATIONAL CO., LTD. (the “Company”) was incorporated as a company limited by shares under the laws of the Republic of China (R.O.C.) in August 1986 and started its operations in the same year. The Company is primarily engaged in the manufacture and sale of motherboards and computer hardware. The shares of the Company have been listed on the Taiwan Stock Exchange since October 1998.

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 to the Board of Directors on March 20, 2020.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

  • (1) Effect of the adoption of new standards and 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 2019 are as follows:

New standards, interpretations and amendments endorsed by the FSC
follows:
effective from 2019 are as
New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 9, ‘Prepayment features with negative
compensation’
IFRS 16, ‘Leases’
Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’
Amendments to IAS 28, ‘Long-term interests in associates and joint
ventures’
IFRIC 23, ‘Uncertainty over income tax treatments’
Annual improvements to IFRSs 2015-2017 cycle
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019

Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment. IFRS 16, ‘Leases’

  • A. IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognise a 'right-of-use asset' and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided

~14~

by lessors.

  • B. The Company has elected to apply IFRS 16 by not restating the comparative information (referred herein as the ‘modified retrospective approach’) when applying “IFRSs” effective in 2019 as endorsed by the FSC. Accordingly, the Company increased ‘right-of-use asset’ by $89,836, and increased ‘lease liability’ by $89,836.

  • C. The Company has used the following practical expedients permitted by the standard at the date of initial application of IFRS 16:

  • (a) Reassessment as to whether a contract is, or contains, a lease is not required, instead, the application of IFRS 16 depends on whether or not the contracts were previously identified as leases applying IAS 17 and IFRIC 4.

  • (b) The use of a single discount rate to a portfolio of leases with reasonably similar characteristics.

  • (c) The accounting for operating leases whose period will end before December 31, 2019 as shortterm leases and accordingly, rent expense of $6,072 was recognised in 2019.

  • (d) The exclusion of initial direct costs for the measurement of ‘right-of-use asset’.

  • (e) The use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

  • D. The Company calculated the present value of lease liabilities by using the weighted average incremental borrowing interest rate range from 1%.

  • E. The Company recognised lease liabilities which had previously been classified as ‘operating leases’ under the principles of IAS 17, ‘Leases’. The reconciliation between operating lease commitments under IAS 17 measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate and lease liabilities recognised as of January 1, 2019 is as follows:

follows:
Operating lease commitments disclosed by applying IAS 17 as at
December 31, 2018 $ 66,747
Less: Short-term leases ( 6,072)
Less: Low-value assets ( 1,133)
Add: Adjustments as a result of a different treatment of extension
and termination options 31,811
Total lease contracts amount recognised as lease liabilities by applying
IFRS 16 on January 1, 2019 $ 91,353
Incremental borrowing interest rate at the date of initial application 1%
Lease liabilities recognised as at January 1, 2019 by applying IFRS 16 $ 89,836

(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 2020 are as follows:

~15~

New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendment 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’
January 1, 2020
January 1, 2020
January 1, 2020

The above standards and interpretations have no significant impact to the Company’s financial condition and operating result 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:

endorsed by the FSC are as follows:
New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 17, ‘Insurance contracts’
Amendments to IAS 1, ‘Classification of liabilities as current or non-
current’
To be determined by
International Accounting
Standards Board
January 1, 2021
January 1, 2022

The above standards and interpretations have no significant impact to the Company’s financial condition and operating result 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.

(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.

~16~

  • 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

The parent company only financial statements are presented in New Taiwan Dollars, which is the Company’s functional and presentation 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 retranslated 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, nonmonetary assets and liabilities denominated in foreign currencies that are not measured 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 group entities 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.

~17~

  • (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.

(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 realized, 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 realized 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.

The Company classifies assets that do not meet the above criteria as non-current.

  • 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 settle within the normal operating cycle;

  • (b) Liabilities arising mainly from trading activities;

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

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

The Company classifies liabilities that do not meet the above criteria as non-current.

(5) Cash equivalents

  • Cash equivalents refer to short-term highly liquid investments that readily convert to known amount of cash and subject to an insignificant effect of value of changes in rate. Time deposits and money market fund 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.

~18~

  • C. At initial recognition, the Company measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

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

  • A. Financial assets at fair value through other comprehensive income comprise of equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognize 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 represents 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: 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.

  • (8) 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.

(9) Impairment of financial assets

  • For financial assets measured at amortised cost including accounts receivable that have a significant financing component, 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 or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

~19~

(10) Inventories

Inventories are stated at the lower of cost and net realizable 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. The item-by-item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.

(11) Investments accounted for using the equity method / Subsidiaries

  • 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 the Company and its subsidiaries are eliminated. Accounting policies of 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 the losses in proportion to the ownership.

  • D. Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.

  • E. When the Company loses control of a subsidiary, the Company remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Company loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.

~20~

  • F. Pursuant to the “Rules Governing the Preparation of Financial Statements 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 consolidated financial statements. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the consolidated financial statements.

  • (12) 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 balance sheet date. 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:

Buildings and structures 5~55 years Machinery and equipment 2~10 years Other properties (include transportation equipment, office equipment, 2~10 years and leasehold improvements)

  • (13) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities Effective 2019 (modified retrospective approach)

  • 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.

~21~

  • 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 mainly fixed payments, less any fixed payments that can be received.

  • 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 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 mainly comprising the amount of the initial measurement of lease liability.

  • 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.

(14) Operating leases (lessee)

Prior to 2018

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.

(15) Impairment of non-financial assets

  • 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. 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.

  • (16) 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.

(17) 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.

~22~

(18) 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. Derivatives are also categorised as financial liabilities held for trading unless they are designated as hedges.

  • 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.

(19) Provisions

Provisions (including warranties and contingent liabilities from business combinations, etc.) are recognised when the Company has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognised as interest expense. Provisions are not recognised for future operating losses.

(20) Employee benefits

  • A. Short-term employee benefits

Sort-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees, and should be recognized 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 expense 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, together with adjustments for unrecognised past service costs. 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).

~23~

     - ii. Remeasurement arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.

     - iii. Past service costs are recognised immediately in profit or loss.
  • C. Termination benefits

    • Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Company’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Company recognizes expense as it can no longer withdraw an offer of termination benefits or it recognises relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.
  • D. Employees’ bonus and directors’ and supervisors’ remuneration

    • Employees’ remuneration 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 distributed by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
  • (21) 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 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 income 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. However, the deferred income tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is provided on temporary differences arising on investments in subsidiaries, 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

~24~

the foreseeable future. Deferred income 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 income tax asset is realised or the deferred income tax liability is settled.

  • D. Deferred income 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 income tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.

(22) Share capital

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.

(23) Dividends

Dividends are recorded in the Company’s financial statements in the period in which they are approved by the Company’s shareholders. Cash dividends are recorded as liabilities.

  • (24) Revenue recognition

  • A. Sales of goods

    • (a) The Company manufactures and sells motherboards, graphic cards, a variety of computer hardware, and electronic 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 customers’ 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 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) Revenue from the products is recognised based on the price specified in the contract, net of the estimated value added tax, returns and volume discounts and rebates. The volume discounts to the customers are estimated based on the anticipated annual sales quantities and the right of return for defective products is estimated on the basis of historical experience. 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 volume discounts payable to customers in relation to sales made until the end of the reporting period. The period between the transfer of the promised

~25~

goods or services to the customer and payment by the customer does not exceed one year. As

a result, the Company does not adjust any of the transaction prices for the time value of money.

  • (c) The Company’s obligation to provide a refund for faulty products under the standard warranty terms is recognised as a provision.

  • (d) 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.

  • B. Incremental costs of obtaining a contract

Given that the contractual period lasts less than one year, the Company recognises the incremental costs of obtaining a contract as an expense when incurred although the Company expects to recover those costs.

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. The information is addressed below:

(1) Critical judgements in applying the Company’s accounting policies

  • None.

(2) Critical accounting estimates and assumptions

  • 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 comsumption, 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, 2019, the carrying amount of inventories was $22,756,055.

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

inventories was $22,756,055.
TAILS OF SIGNIFICANT ACCOUNTS
Cash and cash equivalents
Cash on hand and petty cash
Checking accounts and demand deposits
Time deposits
December31,2019
1,828
$ 8,363,399
516,600
8,881,827
$
December31,2018
2,706
$ 5,468,732
1,508,004
6,979,442
$

~26~

  • 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.

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

Asset items
Financial assets mandatorily measured at fair value through
profit or loss
Derivatives – Forward exchange contract
Derivatives – Foreign exchange swap
Liabilityitems
Financial liabilities held for trading
Derivatives – Forward exchange contract
December31,2019
3,660
$ 52,981
56,641
$ December31,2019
24,943
$
December31,2018
6,376
$ 7,956
14,332
$
December31,2018
5,555
$
  • A. The Company recognised net (loss) gain of ($21,390) and $103,483 for the years ended December 31, 2019 and 2018, respectively.

  • B. The Company entered into contracts relating to derivative financial assets which were not accounted for under hedge accounting. The information is listed below:

December 31, 2019 Contract Amount Notional Principal

Notional Principal
Contract Amount
Derivative Financial Assets
Forward exchange contracts
EUR
2,000

GBP
500

KRW
1,156,000

SEK
4,650

JPY
216,310
Foreign exchange swap
USD
94,000

CNY
473,584
(In thousands)
Contractperiod
2019.10.21~2020.02.10
2019.12.09~2020.02.18
2019.12.30~2020.01.15
2019.12.30~2020.02.10
2019.12.04~2020.02.03
2019.11.07~2020.02.24
2019.08.14~2020.05.18

Contract Amount

Notional Principal


JPY
216,310
Foreign exchange swap
USD
94,000

CNY
473,584
Contract Amount
Notional Principal
2019.12.04~2020.02.03
2019.11.07~2020.02.24
2019.08.14~2020.05.18
Derivative Financial Liabilities
Forward exchange contracts
CAD
8,000

RUB
224,291

EUR
44,000

SEK
2,852

GBP
5,500

AUD
6,500
(In thousands)
Contractperiod
2019.10.21~2020.03.24
2019.12.05~2020.01.16
2019.10.15~2020.04.08
2019.12.03~2020.01.08
2019.10.17~2020.02.18
2019.10.31~2020.02.24

~27~

December 31, 2018

Derivative Financial Assets Contract Amount
Notional Principal
(In thousands)
Contractperiod
Forward exchange contracts


Foreign exchange swap
Derivative Financial Liabilities
EUR
6,000
GBP
3,500
AUD
4,200
USD
158,000
Contract Amount
Notional Principal
(In thousands)
2018.11.20~2019.01.08
2018.10.22~2019.02.01
2018.11.01~2019.02.01
2018.11.15~2019.02.25
Contractperiod
Forward exchange contracts

JPY
381,282
EUR
24,000
GBP
1,300
2018.11.19~2019.02.01
2018.11.29~2019.02.11
2018.12.20~2019.01.24

The Company entered into forward foreign exchange contracts to hedge exchange risk. However, these forward foreign exchange contracts are not accounted under Hedge Accounting.

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

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

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

Items
Non-current items:
Equity instruments
Unlisted stocks
Valuation adjustment
Total
December 31,2019
151,975
$ -
151,975
$
  • A. The Company has elected to classify equity instruments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $151,975 at December 31, 2019.

  • B. As at December 31, 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 $151,975.

  • C. The Company’s financial assets at fair value through other comprehensive income pledged to others as collateral are not provided.

  • D. Information relating to financial assets at fair value through other comprehensive income is provided in Note 12(3).

~28~

(4) Notes and accounts receivable

Notes and accounts receivable
Notes receivable
Accounts receivable
Less: Loss allowance
(
December31,2019
3,929
$ 10,850,453
$ 4,180)

(
10,846,273
$
December31,2018
2,377
$
10,736,495
$ 85
10,736,410
$
  • A. The ageing analysis of accounts receivable and notes receivable that were past due but not impaired is as follows:
Not past due
1 to 75 days
76 to 365 days
Over 365 days
Accountsreceivable
Notesreceivable
9,415,881
$ 3,929
$ 1,418,600
-
13,174
-
2,798
-
10,850,453
$ 3,929
$ December31,2019
Accountsreceivable
Notesreceivable
8,711,108
$ 2,377
$ 2,025,254
-
61
-
72
-
10,736,495
$ 2,377
$ December31,2018
Accountsreceivable
Notesreceivable
8,711,108
$ 2,377
$ 2,025,254
-
61
-
72
-
10,736,495
$ 2,377
$ December31,2018
Accountsreceivable
9,415,881
$ 1,418,600
13,174
2,798
10,850,453
$
Accountsreceivable
8,711,108
$ 2,025,254
61
72
10,736,495
$
2,377
$

The above ageing analysis was based on past due date.

  • B. As of December 31, 2019 and 2018, accounts receivable and notes receivable were all from contracts with customers. And as of January 1, 2018, the balance of receivables from contracts with customers amounted to $9,860,683.

  • C. Most of the Group’s accounts receivable have been insured or have collateral as security, and the Group will be able to obtain insurance claims or enforce a collateral in case these accounts default..

  • D. As of December 31, 2019 and 2018, 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 Company’s notes and accounts receivable were $3,929 and $2,377, $10,846,273 and $10,736,410, respectively.

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

(5) Inventories

Raw materials
Work in progress
Finished goods
December31,2019
Cost
6,579,127
$ 1,378,828
15,179,947
23,137,902
$
Allowance for
valuation loss
130,049)
($ 1,311)
(
250,487)
(
381,847)
($
Bookvalue
6,449,078
$ 1,377,517
14,929,460
22,756,055
$

~29~

Raw materials
Work in progress
Finished goods
December31,2018
Cost
Allowance for
valuation loss
7,536,411
$ 325,737)
($ 1,343,677
1,987)
(
13,914,163
299,476)
(
22,794,251
$ 627,200)
($
Bookvalue
7,210,674
$ 1,341,690
13,614,687
22,167,051
$

The cost of inventories recognised as expense for the year:

The cost of inventories recognised as expense for the year:
2019
Cost of inventories recognised as expense
105,097,585
$ (Gains on reversal of decline) losses on decline in market
value
245,353)
(
2018
102,756,311
$ 337,378

The Company reversed from a previous inventory write-down and accounted for as reduction of cost of goods sold because parts of inventories which were recognized as expense have been sold in 2019. (6) Investments accounted for using equity method

Investments accounted for using equity method
MSI PACIFIC INTERNATIONAL
HOLDING CO., LTD.
MICRO-STAR NETHERLANDS
HOLDING B.V.
MSI COMPUTER (CAYMAN) CO., LTD.
MSI COMPUTER CORP.
MSI COMPUTER JAPAN CO., LTD.
MSI COMPUTER (AUSTRALIA) PTY. LTD.
December31,2019
6,686,248
$ 629,384
123,564
36,011
14,531
6,753
7,496,491
$
December31,2018
6,320,046
$ 596,852
127,131
35,562
12,954
6,526
7,099,071
$
  • A. Details of the Company’s subsidiaries are provided in Note 4(3) of the Company’s consolidated financial statements as of and for the year ended December 31, 2019.

  • B. For the years ended December 31, 2019 and 2018, investments accounted for using equity method are MSI COMPUTER CORP. 、 MICRO-STAR NETHERLANDS HOLDING B.V. 、 MSI 、 、

  • COMPUTER (CAYMAN) CO., LTD. MSI KOREA CO., LTD. MEGA COMPUTER CO., LTD. and MHK INTERNATIONAL CO., LTD., such investments are recognised based on the investees’ financial statements audited by independent accountants and the portion of above mentioned subsidiaries accounted for using equity method was $88,436 and $28,776, respectively.

  • C. To meet the Group’s operation plan and maintain the capital efficiency, the subsidiary of the Company, MSI PACIFIC INTERNATIONAL HOLDING CO., LTD., reduced its capital on May 3, 2018 by USD 17,000 thousand ; the subsidiary of the Company, MICRO-STAR NETHERLANDS HOLDING B.V., reduced its capital on September 24, 2018 by EUR 3,000 thousand.

~30~

(7) Property, plant and equipment

At January 1, 2019
Cost
Accumulated depreciation
2019
Balance at January 1
Additions

Disposals

Reclassified

Depreciation charge
Balance at December 31
At December 31, 2019
Cost
Accumulated depreciation
At January 1, 2018
Cost
Accumulated depreciation
2018
Balance at January 1
Additions

Reclassified

Depreciation charge
Balance at December 31
At December 31, 2018
Cost
Accumulated depreciation
Land
1,331,538
$ -
(
1,331,538
$ 1,331,538
$ -
-
-
-
(
1,331,538
$ 1,331,538
$ -
(
1,331,538
$ Land
1,331,538
$ -
(
1,331,538
$ 1,331,538
$ -
-
-
(
1,331,538
$ 1,331,538
$ -
(
1,331,538
$
Buildings
and
structures
1,445,791
$ 554,322)

(
891,469
$ 891,469
$ 20,028
-
22,005
31,974)

(
901,528
$ 1,487,824
$ 586,296)

(
901,528
$ Buildings
and
structures
1,428,338
$ 525,708)

(
902,630
$ 902,630
$ 11,696
5,757
28,614)
(
891,469
$ 1,445,791
$ 554,322)

(
891,469
$
Other
Machinery
assets
Total
412,750
$ 300,924
$ 3,491,003
$ 343,443)

230,100)
(
1,127,865)
(
69,307
$ 70,824
$ 2,363,138
$ 69,307
$ 70,824
$ 2,363,138
$ 148,435 130,080
298,543
-
( 2)
2)
(
800 ( 22,805)
-
22,380)

40,295)
(
94,649)
(
196,162
$ 137,802
$ 2,567,030
$ 526,019
$ 341,693
$ 3,687,074
$ 329,857)

203,891)
(
1,120,044)
(
196,162
$ 137,802
$ 2,567,030
$ Other
Machinery
assets
Total
400,535
$ 286,827
$ 3,447,238
$ 333,629)

214,493)
(
1,073,830)
(
66,906
$ 72,334
$ 2,373,408
$ 66,906
$ 72,334
$ 2,373,408
$ 18,976 33,591
64,263
-
( 5,757)
-
16,575)
( 29,344)
74,533)
(
69,307
$ 70,824
$ 2,363,138
$ 412,750
$ 300,924
$ 3,491,003
$ 343,443)

230,100)
(
1,127,865)
(
69,307
$ 70,824
$ 2,363,138
$

~31~

- (8) Leasing arrangements lessee

Effective 2019 (modified retrospective approach)

  • A. The Group leases various assets including buildings, and other equipment. Rental contracts are typically made for periods of 4 months to 10 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)
December 31,2019 Year ended December
31,2019
Carryingamount Depreciation charge
$ 169,638
9,760
179,398
$
$ 58,568
4,167
62,735
$
  • C. For the year ended December 31, 2019, the additions to right-of-use assets was $188,292.

  • 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
Expense on leases of low-value and short-term assets
Expense on variable lease payments
Year ended December
31,2019
$ 1,603
11,991
37,443
  • E. For the year ended December 31, 2019, the Company’s total cash outflow for leases was $113,102.

  • (9) Short-term borrowings

Short-term borrowings
Type ofborrowings
Bank borrowings
Bank unsecured borrowings
Type ofborrowings
Bank borrowings
Bank unsecured borrowings
December31,2019
1,500,000
$ December31,2018
3,000,000
$
Interest raterange
0.88%~0.90%

Interest raterange
0.94%~0.99%
Collateral
None
Collateral
None

~32~

(10) Other payables

Accrued salary and bonus
Employee compensation and directors' and
supervisors' remuneration
Accrued freight
Advertising expense payable
Accrued molding expense
Other accrued expenses
December 31,2019
922,399
$ 554,500
617,251
355,107
217,077
383,585
3,049,919
$
December 31,2018
912,204
$ 564,500
502,979
273,429
164,846
336,554
2,754,512
$

(11) Pensions

A. (a) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, 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 Law. 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 2% 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. Also, the Company would assess the balance in the aforementioned labor pension reserve account by 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.

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

Present value of defined benefit obligations
Fair value of plan assets

Net defined benefit liability
December31,2019
524,869
$ 302,895)
(

221,974
$
December31,2018
502,487
$ 284,878)
(
217,609
$

~33~

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

2019
Balance at January 1
Current service cost
Interest expense (income)
Remeasurements:
Return on plan assets
(excluding amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Balance at December 31
2018
Balance at January 1
Current service cost
Interest expense (income)
Remeasurements:
Return on plan assets
(excluding amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Balance at December 31
Present value of
defined benefit
obligations
Fair value of
plan
assets
Net defined
benefit liability
( 502,487
$ 3,710
5,025
511,222
-
15,767
4,224
19,991
-
6,344)

524,869
$ Present value of
defined benefit
obligations
284,878)
($ -
2,849)
(
287,727)
(
9,912)
(
-
-
9,912)
(
11,600)
(
6,344
302,895)
($ Fair value of
plan
assets
217,609
$ 3,710
2,176
223,495
9,912)
(
15,767
4,224
10,079
11,600)
(
-
221,974
$ Net defined
benefit liability
( 470,631
$ 2,764
5,177
478,572
-
5,335
23,774
29,109
-
5,194)

502,487
$
267,874)
($ -
2,947)
(
270,821)
(
7,679)
(
-
-
7,679)
(
11,572)
(
5,194
284,878)
($
202,757
$ 2,764
2,230
207,751
7,679)
(
5,335
23,774
21,430
11,572)
(
-
217,609
$

(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

~34~

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, 2019 and 2018 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.

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

Discount rate
Future salary increases
2019
0.70%
2.75%
2018
1.00%
2.75%

Assumptions regarding future mortality experience are set based on the fifth round of empirical life tables of the Taiwan life insurance industry..

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

Discount rate Discount rate Future salary Future salary increases
Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2019
Effect on present value of
defined benefit obligation ($ 13,187) $ 13,680 $ 12,065 ($ 11,713)
December 31, 2018
Effect on present value of
defined benefit obligation ($ 13,186) $ 13,699 $ 12,176 ($ 11,802)

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) Expected contributions to the defined benefit pension plans of the Company for the year ending December 31, 2019 amount to $11,628.

~35~

  • (g) As of December 31, 2019, the weighted average duration of the retirement plan is 11 years.
The analysis of timing of the future pension payment was as follows:
Within 1 year
1-2 year(s)
2-3 years
3-4 years
4-5 years
6-10 years
Over 10 years
28,485
$ 32,316
35,314
26,862
24,649
134,261
282,604
564,491
$
  • 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 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 defined contribution pension plans of the Company for the years ended December 31, 2019 and 2018, were $106,892 and $101,745, respectively.

(12) Provisions

Provisions
Warranty 2019 2018
At January 1 $ 514,601
$ 454,744
Additional provisions 758,066 694,401
Used during the period ( 693,294)
( 634,589)
Exchange differences ( 36)
45
At December 31 $ 579,337 $ 514,601
Analysis of total provisions:
December31,2019 December31,2018
Current $ 579,337 $ 514,601

The Company gives warranties on computer components and personal computers sold. Provision for warranty is estimated based on historical warranty data.

(13) Share capital

As of December 31, 2019, the Company’s authorized capital was $15,000,000 (including 80,000 thousand shares reserved for employee stock options and 150,000 thousand shares reserved for convertible bonds issued by the Company), and the paid-in capital was $8,448,562 with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.

(14) Capital surplus

Pursuant to the R.O.C. Company Act, 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

~36~

Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

(15) Retained earnings

  • A. Under the Company's Articles of Incorporation, the current year's earnings, if any, shall first be used to pay all taxes and offset prior year's operating losses, then 10% of the remaining amount shall be set aside or reversed as legal reserve. The balance plus unappropriated retained earnings at the beginning of the period shall be appropriated 10%~90% as proposed by the Board of Directors and resolved by the stockholders during their meeting.

  • 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, except for the Company’s future expansion plans, stockholders’ interest is taken into consideration. The Company appropriated dividends in proportion to total number of shares, dividends could be distributed in stock or cash, and cash dividends shall account for at least 30% of the total dividends distributed.

  • C. 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.

  • D. (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 Jin-Guan-Zheng-Fa-Zi Letter No. 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.

  • E. The appropriations of 2018 and 2017 earnings had been resolved at the stockholders’ meeting on June 14, 2019 and June 15, 2018, respectively as follows:

Legal reserve
Special reserve
Cash dividends
Amount
Dividends per
share(dollar)
604,113
$ 84,151
3,801,853
4.50
$ 2018
Amount
Dividends per
share(dollar)
493,742
$ 32,333
3,801,852
4.50
$ 2017
Amount
Dividends per
share(dollar)
493,742
$ 32,333
3,801,852
4.50
$ 2017
Amount
604,113
$ 84,151
3,801,853
Amount
493,742
$ 32,333
3,801,852
4.50
$

~37~

On June 14, 2019, the Board of Directors proposed cash dividends from capital surplus was $422,429.

The appropriation of 2018 earnings as approved by the stockholders is the same as with the appropriation resolved by the Board of Directors during its meeting on April 30, 2019. Information about earnings appropriation of the Company as resolved by Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • F. For the information relating to employees’ compensation and directors’ and supervisors’ remuneration, please refer to Note 6(20).

(16) Operating revenue

The Company derives revenue from the transfer of goods at a point in time in the following major segment:

segment:
Computer and
2019 peripherals segment Other Total
Total segment revenue $ 118,735,370 $ 5,003 $ 118,740,373
Timing of revenue recognition
At a point in time $ 118,735,370 $ 5,003 $ 118,740,373
Computer and
2018 peripherals segment Other Total
Total segment revenue $ 116,984,622 $ 3,800 $ 116,988,422
Timing of revenue recognition
At a point in time $ 116,984,622 $ 3,800 $ 116,988,422
Other income
2019 2018
Interest income $ 57,384
$ 69,958
Others 240,016 331,395
Total $ 297,400 $ 401,353
Other gains and losses
2019 2018
(Losses) gains on financial assets (liabilities) at fair value ($ 21,390)
$ 103,483
through profit or loss
Net currency exchange losses ( 31,685)
( 215,635)
Gains on disposal of property, plant and equipment 11 300
Miscellaneous disbursement 2,200 ( 7,755)
Total ($ 50,864) ($ 119,607)

(17) Other income

(18) Other gains and losses

~38~

(19) Expenses by nature

Expenses by nature
By function
By nature
2019 2018
Operating
costs
Operating
Expense
Total Operating
costs
Operating
Expense
Total
Employee benefit expense 325,211
$
3,488,159
$
3,813,370
$
253,751
$
3,496,989
$
3,750,740
$
Depreciation charges 23,541 133,843 157,384 7,408 67,125 74,533
Amortized charges - 4 4 - 23 23

(20) Employee benefit expense

By function
By nature
2019 2019 2019 2018 2018 2018
Operating
costs
Operating
Expense
Total Operating
costs
Operating
Expense
Total
Wages and salaries 282,790
$
3,064,152
$
3,346,942
$
227,078
$
3,077,748
$
3,304,826
$
Labour and health insurance
fees
19,170 192,968 212,138 11,803 188,064 199,867
Pension costs 10,050 102,728 112,778 6,493 100,246 106,739
Directors’ remuneration 4,811 44,689 49,500 3,989 45,511 49,500
Otherpersonnel expenses 8,390 83,622 92,012 4,388 85,420 89,808
Total 325,211
$
3,488,159
$
3,813,370
$
253,751
$
3,496,989
$
3,750,740
$
  • A. According to the Articles of Incorporation of the Company, a ratio of distributable net profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall be 6%~10% for employees’ compensation and shall not be higher than 1% for directors’ remuneration.

  • B. For the years ended December 31, 2019 and 2018, employees’ compensation was accrued at $505,000 and $515,000, respectively; while directors’ remuneration was both accrued at $49,500. The aforementioned amounts were recognised in salary expenses.

  • The employees’ compensation and directors’ remuneration were estimated and accrued based on distributable profit of the current year for the year ended December 31, 2019. Employees’ compensation and directors’ remuneration of 2018 as resolved at the meeting of Board of Directors were in agreement with those amounts recognised in the 2018 financial statements.

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

~39~

(21) Income tax

A. Income tax expense

(a) Components of income tax expense:

Income tax
A. Income tax expense
(a) Components of income tax expense:
2019 2018
Current tax:
Current tax on profits for the period $ 928,953
$ 1,256,305
Prior year income tax overestimation ( 124,148)
( 169,730)
Total current tax 804,805 1,086,575
Deferred tax:
Origination and reversal of temporary differences 12,204 ( 120,096)
Impact of charge in tax rate - 21,626
Total deferred tax 12,204 ( 98,470)
Income tax expense $ 817,009 $ 988,105
(b) The income tax (charge)/credit relating to components of other comprehensive income:
2019 2018
Remeasurement of defined benefit obligations $ 2,016
$ 4,286
Impact of charge in tax rate - 4,175
$ 2,016 $ 8,461
B. Reconciliation between income tax expense and accounting profit
2019 2018
Tax calculated based on profit before tax and $ 1,280,844
$ 1,405,847
statutory tax rate
Effect from items disallowed by tax regulation 2,886 6,086
Temporary differences not recognised as deferred tax ( 137,196)
( 83,280)
liabilities
Effect from investment tax credits ( 282,279)
( 250,279)
Additional 10% tax on undistributed earnings 76,902 57,835
Prior year income tax overestimation ( 124,148)
( 169,730)
Impact of charge in tax rate - 21,626
Income tax expense $ 817,009 $ 988,105

~40~

C. Amounts of deferred tax assets or liabilities as a result of temporary differences, are as follows:

Temporary differences:
-Deferred tax assets:
Unrealized losses on
inventory valuation
Unrealized gross profit
Remeasurement of defined
benefit obligations
Adjustment to unused
paid annual leave
Unrealized exchange loss
Others
Subtotal
-Deferred tax liabilities:
Unrealized exchange gain
Unrealized gains on
forward exchange contract

Subtotal

Total
2019 2019
January1
125,440
$ 148,181
32,119
5,813
3,462
77,800
392,815
-
1,755)
(
1,755)
(
391,060
$
Recognised in
profit or loss
49,071)
($ 55,084
-
4,187
3,462)
(
6,133
12,871
20,491)
(
4,584)
(
25,075)
(
12,204)
($

~41~

January1
Temporary differences:
-Deferred tax assets:
Unrealized losses on
inventory valuation
49,270
$ Unrealized gross profit
162,601
Remeasurement of defined
benefit obligations
23,658
Adjustment to unused
paid annual leave
4,942
Unrealized exchange loss
-
Unrealized losses on
forward exchange contract
600
Others
59,310
Subtotal
300,381
-Deferred tax liabilities:
Unrealized exchange gain
16,252)
(
Unrealized gains on
forward exchange contract
-
Subtotal
16,252)
(
Total
284,129
$
2018 2018 2018 December 31
125,440
$ 148,181
32,119
5,813
3,462
-
77,800
392,815
-
1,755)
(
1,755)
(
391,060
$
Recognised in
profit or loss
Recognised
in other
comprehensive
income
-
$ -
8,461
-
-
-
-
8,461
-
-

-

8,461
$
76,170
$ 14,420)
(
-
871
3,462
600)
(
18,490
83,973
16,252
1,755)
(
14,497
98,470
$
  • D. The Company has not recognised taxable temporary differences associated with investment in subsidiaries as deferred tax liabilities. As of December 31, 2019 and 2018, the amounts of temporary difference unrecognized as deferred tax liabilities were $5,042,672 and $4,636,390, respectively.

  • E. The Company’s income tax returns through 2017 have been assessed and approved by the Tax Authority.

  • F. Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China on February 7, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018. The Company has assessed the impact of the change in income tax rate.

~42~

(22) Earnings per share

Earnings per share
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employees compensation
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all
dilutive potential ordinary shares
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent
Diluted earnings per share
Profit attributable to ordinary
shareholders of the parent
Assumed conversion of all dilutive
potential ordinary shares
Employees compensation
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all
dilutive potential ordinary shares
2019
Retroactively adjusted
weighted-average
outstanding ordinary
Amount after tax
shares(in thousands)
5,587,210
$ 844,856
5,587,210
$ 844,856
-
7,378
5,587,210
$ 852,234
2018
Earnings per share
(in NT dollars)
6.61
$
6.56
$
Retroactively adjusted
weighted-average
outstanding ordinary
Amount after tax
shares(in thousands)
6,041,129
$ 844,856
6,041,129
$ 844,856
-
7,926
6,041,129
$ 852,782
Earnings per share
(in NT dollars)
7.15
$
7.08
$

~43~

7. RELATED PARTY TRANSACTIONS

(1) Parent and ultimate controlling party

The Company’s shares are held by public, therefore there is no ultimate parent and controlling party.

(2) Names of related parties and relationship

Names of related parties and relationship
Names of relatedparties Relationshipwith the Company
MSI COMPUTER (AUSTRALIA) PTY. LTD. [MSI (AUSTRALIA)]
MSI COMPUTER CORP. [MSI (LA)]
MSI COMPUTER JAPAN CO., LTD. [MSI (JAPAN)]
MICRO-STAR NETHERLANDS HOLDING B.V. [MSI (HOLDING)]
MSI PACIFIC INTERNATIONAL HOLDING CO., LTD. [MSI(PACIFIC)]
MSI COMPUTER SARL [MSI (SARL)]
MYSTAR COMPUTER B.V. [MYSTAR]
MSI COMPUTER (UK) LTD. [MSI (UK)]
MSI KOREA CO., LTD. [MSI (KOREA)]
MSI POLSKA SP. Z O.O. [MSI (POLSKA)]
MSI ITALY S.R.L. [MSI (ITALY)]
MSI COMPUTER EUROPE B.V. [MSI (EUROPE)]
LLC MSI COMPUTER [MSI (RUSSIA)]
MHK INTERNATIONAL CO., LTD. [MSI (MHK)]
MEGA COMPUTER CO., LTD. [MEGA COMPUTER]
MSI IBERIA S.L. [MSI IBERIA]
MSI (SHENZHEN) CO., LTD. [MSI SHENZHEN]
MSI ELECTRONICS (KUNGSHAN) CO., LTD.[MSI ELECTRONICS (KUNGSHAN)]
MSI COMPUTER (SHENZHEN) CO., LTD.[MSI COMPUTER (SHENZHEN)]
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary

(3) Significant related party transactions

A. Sales revenue, net

nificant related party transactions
Sales revenue, net
Sales of goods:
MSI (LA)
Subsidiaries
Total
2019
16,439,951
$ 11,828,366
28,268,317
$
2018
15,843,711
$ 11,747,224
27,590,935
$

The sales price and payment terms to related parties were not significantly different from those sales to third parties.

B. Manufacturing expense - processing costs

sales to third parties.
Manufacturing expense-processing costs
Subsidiary:
MSI (PACIFIC)
Second-tier Subsidiary:
MSI ELECTRONICS (KUNSHAN)
MSI COMPUTER (SHENZHEN)
2019
1,895,512
$ 630,364
1,627,044
4,152,920
$
2018
4,066,892
$ -
-
4,066,892
$

~44~

The Company subcontracts manufacturing to a second-tier subsidiary through first-tier subsidiaries. The transaction model is that the Company provides raw materials, mutually agreed with the second-tier subsidiary to process the products based on quantities, amounts and lead time of orders. The accounts payable would be paid depending on the cash flow situation of the Company. The manner of carrying out the processing trade with the second-tier subsidiary is in accordance with (1998) Tai-Cai-Zheng (6) Letter No. 00747 of Securities and Futures Commission, Ministry of Finance, R.O.C. Starting July 1, 2019, the Company agreed on manufacturing items with second-tier subsidiary directly.

C. Operating expenses - after-sales service and advertisement expense

Purchases of services:
Subsidiaries
2019
1,769,312
$
2018
1,752,337
$

The Company recognised the operating expenses monthly based on the number of services provided by subsidiaries and second-tier subsidiaries, with the same credit term available to third parties.

D. Receivables from related parties

parties.
Receivables from related parties
Accounts receivable
MSI (LA)
Subsidiaries
Total
December 31,2019
5,255,324
$ 1,376,706
6,632,030
$
December 31,2018
4,797,787
$ 1,084,090
5,881,877
$

Accounts receivable mainly arises from sales, with the same credit term available to third parties.

E. Other payables

Other payables
MSI (PACIFIC)
Subsidiaries

Total
December31,2019
$ 4,095,703
176,907

4,272,610
$
December31,2018
$ 3,508,869
162,892
3,671,761
$

The abovementioned other payables mainly arises from processing costs and purchases of services, with the same credit term available to third parties.

(4) Key management compensation

with the same credit term available to third parties.
Key management compensation
Salaries and other short-term employee benefits
Post-employment benefits
Total
2019
319,047
$ 1,944
320,991
$
2018
316,453
$ 1,512
317,965
$

8. PLEDGED ASSETS

None.

~45~

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT

COMMITMENTS

(1) Contingencies : None.

(2) Commitments : None.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE

None.

12. OTHERS

(1) Capital management

When the Company managing the needs of future working capital, research and development expense and dividends payment based on the factors of its current industrial characteristics and the Company’s future development status to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and maintain an optimal capital structure to increase share value on a long-term basis. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or repurchase outstanding shares.

(2) Financial instruments

A. Financial instruments by category

ue new shares or repurchase outstanding shares.
nancial instruments
Financial instruments by category
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
Financial assets at amortised cost
Cash and cash equivalents
Notes receivable
Accounts receivable
Other receivables
Other financial assets
Guarantee deposits paid
December31,2019
56,641
$ 151,975
8,881,827
3,929
17,478,303
157,760
1,200,000
18,883
27,949,318
$
December31,2018
14,332
$ -
6,979,442
2,377
16,618,287
91,329
728,936
5,592
24,440,295
$

~46~

December 31, 2019 December 31, 2018

December31,2019 December31,2018
Financial liabilities
Financial liabilities at fair value through profit
or loss
Financial liabilities held for trading
Financial liabilities at amortised cost
Short-term borrowings
Notes payable
Accounts payable
Other payables
Guarantee deposits received
Derivative financial assets for hedging
24,943
$ 1,500,000
-
19,764,458
7,322,529
91,809
28,703,739
$ 179,905
$
5,555
$ 3,000,000
200
14,658,805
6,426,273
115,890
24,206,723
$
-
$

B. Risk management policies

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. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial position and financial performance.

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Company operates internationally and is exposed to foreign exchange risk arising from various currency exposures, foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations.

  • ii. Management has set up a policy to manage their foreign exchange risk against their functional currency.

  • iii. The Company has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk.

  • iv. 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).

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

~47~

(Foreign currency:
functionalcurrency)
Financial assets
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
KRW:NTD
GBP: NTD
CAD:NTD
RUB: NTD
JPY:NTD
AUD:NTD
Non-monetary items
USD: NTD
EUR: NTD
Financial liabilities
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
JPY:NTD
December31,2019
Foreign Currency
Amount
(In Thousands)
729,998
$ 609,253
58,210
18,048,735
7,794
10,292
444,494
660,692
8,157
228,346
18,737
693,808
1,003,591
13,210
412,320
Exchangerate
29.9800
4.3050
33.5900
0.0260
39.3600
22.9900
0.4843
0.2760
21.0050
29.9800
33.5900
29.9800
4.3050
33.5900
0.2760
Book Value
(NTD)
21,885,332
$ 2,622,835
1,955,278
469,267
306,785
236,603
215,268
182,351
171,332
6,845,823
629,384
20,800,378
4,320,458
443,723
113,800

~48~

(Foreign currency:
functionalcurrency)
Financial assets
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
CAD:NTD
GBP: NTD
RUB: NTD
KRW:NTD
AUD:NTD
JPY:NTD
Non-monetary items
USD: NTD
EUR: NTD
Financial liabilities
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
December31,2018
Foreign Currency
Amount
(In Thousands)
600,402
$ 681,497
50,820
16,264
8,128
585,694
7,668,444
7,743
460,616
211,061
16,956
528,120
759,944
11,505
Exchangerate
30.7150
4.4720
35.2000
22.5800
38.8800
0.4421
0.0276
21.6650
0.2782
30.7150
35.2000
30.7150
4.4720
35.2000
Book Value
(NTD)
18,441,362
$ 3,047,654
1,788,876
367,252
315,999
258,935
211,649
167,749
128,144
6,482,739
596,852
16,221,204
3,398,468
404,959
  • vi. The exchange loss arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2019 and 2018, amounted to $31,685 and $215,635, respectively.

  • vii. Analysis of foreign currency market risk arising from significant foreign exchange variation:

~49~

2019

2019
Financial assets
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
KRW:NTD
GBP: NTD
CAD:NTD
RUB: NTD
JPY:NTD
AUD:NTD
Financial liabilities
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
JPY:NTD
Financial assets
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
CAD:NTD
GBP: NTD
RUB: NTD
KRW:NTD
AUD:NTD
JPY:NTD
Financial liabilities
Monetary items
USD: NTD
RMB:NTD
EUR: NTD
Sensitivityanalysis Effect on other
comprehensive
income
Degree of
variation
Effect on profit
or loss
(before tax)
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
218,853
$ 26,228
19,553
4,693
3,068
2,366
2,153
1,824
1,713
208,004
43,205
4,437
1,138
2018
-
$ -
-
-
-
-
-
-
-
-
-
Effect on other
comprehensive
income
Sensitivityanalysis
Degree of
variation
Effect on profit
or loss
(before tax)
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
1%
184,414
$ 30,477
17,889
3,673
3,160
2,589
2,116
1,677
1,281
162,212
33,985
4,050
-
$ -
-
-
-
-
-
-
-
-
-
-



~50~

Cash flow and fair value interest rate risk

  • The Group analyses its interest rate exposure on a dynamic basis. Various scenarios are simulated taking into consideration refinancing, renewal of existing positions, alternative financing and hedging. Based on these scenarios, the Group calculates the impact on profit and loss of a defined interest rate shift. For each simulation, the same interest rate shift is used for all currencies. The scenarios are run only for liabilities that represent the major interest-bearing positions.

  • (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 cash flow based on the agreed terms.

  • ii. The Company manages their credit risk taking into consideration the entire group’s concern. For banks and financial institutions, only parties with a rating of investment grade are accepted. According to the Company’s credit policy, each local entity in the Company is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the management. The utilisation of credit limits is regularly monitored. Credit risk arises from credit exposures to wholesale and retail customers, including outstanding receivables.

  • iii. The Company adopts assumptions, if the contract payments were past due over 90 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • iv. The Company adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 150 days.

  • 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 applies the modified approach using provision matrix, loss rate methodology to estimate expected credit loss under the provision matrix basis.

~51~

  • vii. The Company wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group 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 debt instrument on December 31, 2019 and 2018.The except credit loss rate of the Company’s overdue accounts receivable was not material as of December 31, 2019 and 2018.

  • ix. The Company applies the simplified approach to provide loss allowance for accounts receivable that have no significant impact. The Company had not recognized related impact for the years ended December 31, 2019 and 2018.

  • (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. Such forecasting takes into consideration the Company’s internal balance sheet ratio targets and external regulatory or legal requirements.

  • ii. The table below analyses the Company’s non-derivative financial liabilities and netsettled 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.

Non-derivative financial liabilities:

December 31, 2019
Short-term borrowings
Accounts payable
Other payables
Lease liabilities
Other financial liabilities
Less than 1
year
Between 1
to 2years
Between 2
to 3years
Over 3years
1,500,000
$ 19,764,458
7,322,529
75,925
-
-
$ -
-
67,262
-
-
$ -
-
33,706
-
-
$ -
-
5,069
91,809

Non-derivative financial liabilities:

December 31, 2018
Short-term borrowings
Notes payable
Accounts payable
Other payables
Other financial liabilities
Less than 1
year
Between 1
to 2years
Between 2
to 3years
Over 3years
3,000,000
$ 200
14,658,805
6,426,273
21,665
-
$ -
-
-
-
-
$ -
-
-
-
-
$ -
-
-
94,225

~52~

Derivative financial liabilities

As of December 31, 2019 and 2018, the derivative financial liabilities are foreign exchange contracts that mature within 1 year.

  • iii. The Company does not expect the timing of occurrence of the cash flows estimated through the maturity date analysis will be significantly earlier, nor expect the actual cash flow amount will be significantly different.

(3) Fair value information

  • 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 (unadjusted) 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 takes place with sufficient frequency and volume to provide pricing information on an on going basis.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  • Level 3: Unobservable inputs for the asset or liability.

  • B. Financial instruments not measured at fair value

  • The Company’s cash and cash equivalents, notes receivable, accounts receivable, other receivables, other financial assets, guarantee deposits paid, short-term borrowings, notes payable, accounts payable, other payables, and guarantee deposits received are approximate to their fair values. The transaction value information is provided in Note 12(2)A.

B. Financial instruments not measured at fair value
The Company’s cash and cash equivalents, notes receivable, accounts receivable, other
receivables, other financial assets, guarantee deposits paid, short-term borrowings, notes payable,
accounts payable, other payables, and guarantee deposits received are approximate to their fair
values. The transaction value information is provided in Note 12(2)A.
Financial instruments not measured at fair value
The Company’s cash and cash equivalents, notes receivable, accounts receivable, other
receivables, other financial assets, guarantee deposits paid, short-term borrowings, notes payable,
accounts payable, other payables, and guarantee deposits received are approximate to their fair
values. The transaction value information is provided in Note 12(2)A.
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 is as follows:
December 31, 2019
Level 1
Level 2
Level3
Total
Assets:
Recurring fair value measurements
Financial assets at fair
value through profit or loss
-Forward exchange contract
-
$ 3,660
$ -
$ 3,660
$ -Foreign exchange swap
-
52,981
-
52,981
Financial assets at fair value through
other comprehensive income
-Equity securities
-
-
151,975
151,975
Total
-
$ 56,641
$ 151,975
$ 208,616
$ Liabilities:
Recurring fair value measurements
Financial liabilities at fair
value through profit or loss
-Forward exchange contract
-
$ 24,943
$ -
$ 24,943
$
3,660
$ 52,981
151,975
208,616
$
24,943
$

~53~

December 31, 2018
Assets:
Recurring fair value measurements
Financial assets at fair
value through profit or loss
-Forward exchange contract
-Foreign exchange swap
Total
Liabilities:
Recurring fair value measurements
Financial liabilities at fair
value through profit or loss
-Forward exchange contract
Level 1
-
$ -
-
$ -
$
Level 2
6,376
$ 7,956
14,332
$ 5,555
$
Level3
-
$ -
-
$ -
$
Total
6,376
$ 7,956
14,332
$
5,555
$
  • D. The methods and assumptions the Company used to measure fair value are as follows:

  • (a) When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market, interest rate swap contracts, foreign exchange swap contracts and options, the Company adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.

  • (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.

  • (c) The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts are usually valued based on the current forward exchange rate.

  • E. For the years ended December, 2019 and 2018, there was no transfer between Level 1 and Level 2.

  • F. For the years ended December 31, 2019 and 2018, there was no transfer in or out from Level 3.

  • G. The company entrusts an external evaluation agency to evaluate the fair value classified as the third level.

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loans to others: None.

  • B. Provision of endorsements and guarantees to others: None.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 1.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: None.

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

~54~

  - 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 NT$100 million or 20% of paidin capital or more: Please refer to table 2.

  - H. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Please refer to table 3.

  - I. Derivative financial instruments undertaken during the year ended December 31, 2019: Please refer to Notes 6(2) and 12(2).

  - J. Significant inter-company transactions during the reporting periods: Please refer to table 4.
  • (2) Information on investees (not including investees in Mainland China)

    • Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 5.
  • (3) Information on investments in Mainland China

    • A. Basic information: Please refer to table 6.

    • B. Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas: Please refer to table 7.

  • OPERATING SEGMENT INFORMATION

  • Not applicable.

~55~

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) For the year ended December 31, 2019

Table 1

Expressed in thousands of NTD (Except as otherwise indicated)

Securities held by Marketable securities Relationship with the securities
issuer
General ledger account As of December 31,2019 As of December 31,2019 As of December 31,2019 As of December 31,2019 Footnote
Number of shares Book value Ownership
(%)
Fair value
MSI (HOLDING) CVA ING GROEP - Financial assets at fair value through
profit or loss - current
80,000 28,726
$
- 28,726
$
-
MSI (HOLDING) DAIMLER - Financial assets at fair value through
profit or loss - current
20,000 33,167 - 33,167 -
MSI (HOLDING) DEUTSCHE POST - Financial assets at fair value through
profit or loss - current
30,000 34,271 - 34,271 -
MICRO-STAR
INTERNATIONAL
CO., LTD.
BLUESTACK SYSTEM, INC. - Financial assets at fair value through
other comprehensive income - non
current
516,052 151,975 - 151,975 -
Table 1 Page 1

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

For the year ended December 31, 2019

For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019 For the year ended December 31, 2019
Table 2 (Except as otherwise indicated)
Expressed in thousands of NTD
Transaction company
(Note 4)
Name of the counter party
(Note 4)
Relationship with the
counterparty
Description of the transaction Description and reasons of
difference in transaction terms
compared to third party transactions
Accounts or notes receivable (payable) Footnote
Purchases/(Sales) Amount
(Note 3)
% of total
purchase (sale)
Credit terms Unit price Credit terms Balance
(Note 3)
% of total accounts or
notes receivable/(payable)
MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (LA) Subsidiary Sales (16,439,951)
$

(14)
80~100 days Insignificant
difference
Note 1 5,255,324
$

30
-
MICRO-STAR INTERNATIONAL
CO., LTD.
MEGA COMPUTER Second-tier
Subsidiary
Sales (6,006,849) (5) 40-70 days Insignificant
difference
Note 1 1,092,387 6 -
MICRO-STAR INTERNATIONAL
CO., LTD.
MYSTAR Second-tier
Subsidiary
Sales (1,766,513) (1) 40-70 days Insignificant
difference
Note 1 268,427 2 -
MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (KOREA) Second-tier
Subsidiary
Sales (4,052,002) (3) 50-70 days Insignificant
difference
Note 1 16,046 - -
MEGA COMPUTER MSI (SHANGHAI) Affiliated company Sales (6,161,555) (100) 40-70 days Insignificant
difference
Note 1 1,926,413 100 -
MSI (PACIFIC) MSI COMPUTER
(SHENZHEN)
Subsidiary Processing overhead 1,434,356 72 Note 2 Insignificant
difference
Note 2 (2,858,031) (70) -
MSI (PACIFIC) MSI ELECTRONICS
(KUNSHAN)
Subsidiary Processing overhead 538,107 27 Note 2 Insignificant
difference
Note 2 (972,705) (24) -
MSI (PACIFIC) MICRO-STAR
INTERNATIONAL CO., LTD.
Ultimate parent
company
Revenue from
processing
(1,989,521) (100) Note 2 Insignificant
difference
Note 2 4,064,144 100 -
MSI (LA) RAIDEALS Affiliated company Sales (128,149) (1) 40-70 days Insignificant
difference
Note 1 6,190 - -

Note 1: The credit terms to third parties are approximately 30 to 120 days. Note 2: Credit terms depend on the financial condition of the paying firm. Note 3: Balances after elimination in conformity with regulations. Note 4: Corresponding transactions are not disclosed.

Table 2 Page 1

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

December 31, 2019

Expressed in thousands of NTD

Table 3

(Except as otherwise indicated)

Creditor Counterparty Relationship with the
counterparty
Balance as of December
31, 2019
Turnover rate Overdue receivables Overdue receivables Amount collected
subsequent to the
balance sheet date
Allowance for
doubtful accounts
Amount Action taken
MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (LA) Subsidiary $ 5,255,324 3.27 -
$
- 2,816,226
$
-
$
MICRO-STAR INTERNATIONAL
CO., LTD.
MEGA COMPUTER Second-tier Subsidiary 1,092,387 6.37 - - 382,813 -
MICRO-STAR INTERNATIONAL
CO., LTD.
MYSTAR Second-tier Subsidiary 268,426 6.29 - - 239,211 -
MSI (PACIFIC) (Note) MICRO-STAR INTERNATIONAL
CO., LTD.
Ultimate parent
company
4,064,144 0.53 - - 559,514 -
MSI COMPUTER (SHENZHEN)
(Note)
MSI (PACIFIC) Parent Company 2,858,031 0.53 - - 364,021 -
MSI ELECTRONICS (KUNSHAN)
(Note)
MSI (PACIFIC) Parent Company 972,705 0.64 - - 195,493 -
MSI (B.V.I.) MSI (PACIFIC) Parent Company 140,104 - - - - -
MEGA COMPUTER MSI (SHANGHAI) Affiliated company 1,926,413 3.58 - - 378,840 -

Note: Processing overhead receivable.

Table 3 Page 1

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

Significant inter-company transactions during the year ended December 31, 2019

Expressed in thousands of NTD

Table 4

(Except as otherwise indicated)

Table 4 合併資產
46,184,753
合併營收
24,553,252
(Except as otherwise indicated)
合併資產
46,184,753
合併營收
24,553,252
(Except as otherwise indicated)
合併資產
46,184,753
合併營收
24,553,252
(Except as otherwise indicated)
合併資產
46,184,753
合併營收
24,553,252
(Except as otherwise indicated)
Number Company name
(Note 4)
Counterparty
(Note 4)
Relationship Transaction
General ledger account Amount
(Note 1)
Transaction terms Percentage of
consolidated total
operating revenues or
total assets
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (KOREA) Parent company to second-tier
subsidiary
Sales 4,052,002
$
Note 2 3.36%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (LA) Parent company to subsidiary Sales 16,439,951 Note 2 13.64%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MEGA COMPUTER Parent company to second-tier
subsidiary
Sales 6,006,849 Note 2 4.99%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MYSTAR Parent company to second-tier
subsidiary
Sales 1,766,513 Note 2 1.47%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (LA) Parent company to subsidiary Accounts receivable 5,255,324 Note 2 8.71%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MEGA COMPUTER Parent company to second-tier
subsidiary
Accounts receivable 1,092,387 Note 2 1.81%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MYSTAR Parent company to second-tier
subsidiary
Accounts receivable 268,426 Note 2 0.44%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (PACIFIC) Parent company to subsidiary Processing cost 1,895,512 Note 3 1.57%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (PACIFIC) Parent company to subsidiary Manufacturing and
operating expense
66,080 Note 3 0.05%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (JAPAN) Parent company to subsidiary Manufacturing and
operating expense
81,319 Note 2 0.07%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (KOREA) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
74,374 Note 2 0.06%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MEGA COMPUTER Parent company to second-tier
subsidiary
Manufacturing and
operating expense
272,264 Note 2 0.23%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (PACIFIC) Parent company to subsidiary Manufacturing and
operating expense
53,226 Note 2 0.04%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (EUROPE) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
222,778 Note 2 0.18%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MYSTAR Parent company to second-tier
subsidiary
Manufacturing and
operating expense
172,203 Note 2 0.14%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (POLSKA) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
145,120 Note 2 0.12%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (MHK) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
149,473 Note 2 0.12%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (RUSSIA) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
102,039 Note 2 0.08%
Table 4 Page 1
Number Company name
(Note 4)
Counterparty
(Note 4)
Relationship Transaction Transaction Transaction Transaction
General ledger account Amount
(Note 1)
Transaction terms Percentage of
consolidated total
operating revenues or
total assets
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (SARL) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
85,024
$
Note 2 0.07%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (UK) Parent company to second-tier
subsidiary
Manufacturing and
operating expense
61,075 Note 2 0.05%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI (LA) Parent company to subsidiary Manufacturing and
operating expense
101,197 Note 2 0.08%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI ELECTRONICS (KUNSHAN) Parent company to second-tier
subsidiary
Processing cost 630,364 Note 3 0.52%
0 MICRO-STAR INTERNATIONAL
CO., LTD.
MSI COMPUTER (SHENZHEN) Parent company to second-tier
subsidiary
Processing cost 1,627,044 Note 3 1.35%
1 MSI (PACIFIC) MICRO ELECTRONICS Subsidiary to second-tier
subsidiary
Accrued expenses payable 93,304 Note 3 0.15%
1 MSI (PACIFIC) MSI (B.V.I.) Subsidiary to second-tier
subsidiary
Accrued expenses payable 140,104 Note 3 0.23%
1 MSI (PACIFIC) MSI ELECTRONICS (KUNSHAN) Subsidiary to second-tier
subsidiary
Accrued expenses payable 972,705 Note 3 1.61%
1 MSI (PACIFIC) MSI COMPUTER (SHENZHEN) Subsidiary to second-tier
subsidiary
Accrued expenses payable 2,858,031 Note 3 4.74%
1 MSI (PACIFIC) MICRO-STAR INTERNATIONAL
CO., LTD.
Subsidiary to parent Accounts receivable 4,064,144 Note 3 6.73%
1 MSI (PACIFIC) MICRO-STAR INTERNATIONAL
CO., LTD.
Subsidiary to parent Processing Revenue 1,989,521 Note 3 1.65%
1 MSI (PACIFIC) MSI ELECTRONICS (KUNSHAN) Subsidiary to second-tier
subsidiary
Processing cost 495,168 Note 3 0.41%
1 MSI (PACIFIC) MSI COMPUTER (SHENZHEN) Subsidiary to second-tier
subsidiary
Processing cost 1,400,344 Note 3 1.16%
2 MEGA COMPUTER MSI (SHANGHAI) Second-tier subsidiary to
second-tier subsidiary
Sales 6,161,555 Note 2 5.11%
2 MEGA COMPUTER MSI (SHANGHAI) Second-tier subsidiary to
second-tier subsidiary
Accounts receivable 1,926,413 Note 2 3.19%
3 MSI (LA) RAIDEALS Subsidiary to second-tier
subsidiary
Sales 128,149 Note 2 0.21%

Note 1: Balances after elimination in conformity with regulations.

Note 2: Transaction terms were approximately the same as those to third parties.

Note 3: Processing overhead was determined based on the quantities, contract amount and delivery time.

Note 4: Individual transactions not exceeding $50,000 and their corresponding transactions are not disclosed.

Table 4 Page 2

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

Information on investees (not including investees in Mainland China)

For the year ended December 31, 2019

Expressed in thousands of NTD

Table 5

(Except as otherwise indicated)

Investor Investee Location Main business activities Initial investment amount Initial investment amount Shares held as at December 31, 2019 Shares held as at December 31, 2019 Shares held as at December 31, 2019 Net profit (loss) of
the investee for the
year ended
December 31, 2019
Investment income
(loss) recognised by
the Company for the
year ended
December 31, 2019
Footnote
Balance as at
December 31,
2019
Balance as at
December 31,
2018
Number of shares Ownership
(%)
Book value
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI (LA) U.S.A Sales and maintenance of
computers,and electronic
components
258,468
$
258,468
$
575,458 100.00 36,011
$
1,344
$
1,344
$
Direct
subsidiary
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI (AUSTRALIA) Australia Maintenance and after-
sales service of computers
and electronic components
57,420 57,420 221,836 100.00 6,753 444 444 Direct
subsidiary
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI (JAPAN) Japan Sales support and
maintenance of computers
and electronic components
20,411 20,411 1,400 100.00 14,531 1,737 1,737 Direct
subsidiary
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI (PACIFIC) Cayman
Islands
Holding company 1,511,382 1,511,382 30,204,118 100.00 6,686,248 637,111 627,111 Direct
subsidiary
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI (HOLDING) Netherlands Holding company 45,724 45,724 424,000 100.00 629,384 55,869 55,869 Direct
subsidiary
MICRO-STAR
INTERNATIONAL
CO.,LTD.
MSI COMPUTER
(CAYMAN)
Cayman
Islands
Holding company 99,093 99,093 50,000 100.00 123,564 (526) (526) Direct
subsidiary
MSI (PACIFIC) MSI (KOREA) South Korea Sales and maintenance of
computers and electronic
components
24,374 24,374 80,000 100.00 281,781 23,988 - Indirect
subsidiary
MSI (PACIFIC) MSI (B.V.I.) British Virgin
Island
Holding company 1,784,681 1,784,681 47,465,071 100.00 3,966,728 358,243 - Indirect
subsidiary
MSI (PACIFIC) MICRO
ELECTRONICS
British Virgin
Island
Holding company 1,168,593 1,168,593 33,315,472 100.00 2,422,421 237,493 - Indirect
subsidiary
MSI (PACIFIC) STAR
INFORMATION
British Virgin
Island
Holding company 144,721 144,721 4,502,601 100.00 27,461 (7,397) - Indirect
subsidiary
Table 5 Page 1
Investor Investee Location Main business activities Initial investment amount Initial investment amount Shares held as at December 31, 2019 Shares held as at December 31, 2019 Shares held as at December 31, 2019 Net profit (loss) of
the investee for the
year ended
December 31, 2019
Investment income
(loss) recognised by
the Company for the
year ended
December 31, 2019
Footnote
Balance as at
December 31,
2019
Balance as at
December 31,
2018
Number of shares Ownership
(%)
Book value
MSI (PACIFIC) MEGA
TECHNOLOGY
British Virgin
Island
Holding company 92,819
$
92,819
$
3,050,000 100.00 (6,638)
$
(850)
$
- Indirect
subsidiary
MSI (PACIFIC) MEGA COMPUTER Hong Kong Sales support of computers
and electronic components
- - 1 100.00 6,040 (370) $ - Indirect
subsidiary
MSI (PACIFIC) MSI (MHK) Hong Kong Sales support of computers
and electronic components
- - 1 100.00 20,678 8,131 - Indirect
subsidiary
MSI (HOLDING) MYSTAR Netherlands Sales support of computers
and electronic components
71,353 71,353 - 100.00 146,360 17,981 - Indirect
subsidiary
MSI (HOLDING) MSI (RUSSIA) Russia Sales support and
maintenance of computers
and electronic components
68,258 68,258 - 99.00 39,891 6,482 - Indirect
subsidiary
MSI (HOLDING) MSI (POLSKA) Poland Maintenance and after-
sales service of computers
and electronic components
46,077 46,077 - 99.00 33,054 1,708 - Indirect
subsidiary
MSI (HOLDING) MSI (SARL) France Sales support of computers
and electronic components
26,646 26,646 - 100.00 52,453 4,824 - Indirect
subsidiary
MSI (HOLDING) MSI (UK) Britan Sales support of computers
and electronic components
37,226 37,226 - 100.00 15,598 2,952 - Indirect
subsidiary
MSI (HOLDING) MSI (TURKEY) Turkey Sales support of computers
and electronic components
3,229 3,229 - 99.00 80)
(
- - Indirect
subsidiary
(Note 2)
MSI (HOLDING) MSI (ITALY) Italy Sales support of computers
and electronic components
2,153 2,153 - 100.00 2,554 1,107 - Indirect
subsidiary
MSI (HOLDING) MSI (EUROPE) Netherlands Logistics services of
computers and electronic
components
37,620 37,620 - 100.00 45,162 3,590 - Indirect
subsidiary
MSI (HOLDING) MSI (IBERIA) Spain Sales support of computers
and electronic components
5,177 - - 100.00 5,805 790 - Indirect
subsidiary
MSI (EUROPE) MSI (RUSSIA) Russia Sales support of computers
and electronic components
689 689 - 1.00 537 6,482 - Indirect
subsidiary
MSI (EUROPE) MSI (POLSKA) Poland Sales support of computers
and electronic components
467 467 - 1.00 172 1,708 - Indirect
subsidiary
MSI (EUROPE) MSI (TURKEY) Turkey Sales support of computers
and electronic components
33 33 - 1.00 26 - - Indirect
subsidiary
(Note 2)
MEGA
TECHNOLOGY
RAIDEALS U.S.A Sales support of computers
and electronic components
1,523 1,523 - 100.00 1,690 233 - Indirect
subsidiary

Note 1: The table is presented in New Taiwan dollars. Except for the initial investment amount is valued at historical exchange rate, the others are valued with exchange rate 1USD=29.98 NTD; 1EUR=33.59 NTD on December 31, 2019 and average rate with 1USD=30.9059 NTD; 1EUR=34.6139 NTD for the year ended December 31, 2019.

Note 2: As of December 31, 2019, the liquidation process has not been completed.

Table 5 Page 2

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

Information on investments in Mainland China - Basic information

For the year ended December 31, 2019

Table 6

Expressed in thousands of NTD (Except as otherwise indicated)

Investee in Mainland
China
Main business activities Paid-in capital Investment method Accumulated
amount of
remittance
from Taiwan
to Mainland
China as of
January 1,
2019
Amount remitted from
Taiwan to Mainland
China/ Amount remitted
back to Taiwan for the
year ended December 31,
2019
Amount remitted from
Taiwan to Mainland
China/ Amount remitted
back to Taiwan for the
year ended December 31,
2019
Accumulated
amount of
remittance
from Taiwan
to Mainland
China as of
December 31,
2019
Net income
of investee as
of December
31, 2019
Ownership
held by the
Company
(direct or
indirect)
Investment income
(loss) recognised by
the Company for the
year ended December
31, 2019
(Note 2)
Book value of
investments in
Mainland
China as of
December 31,
2019
Accumulated
amount of
investment
income
remitted back
to Taiwan as
of December
31, 2019
Footnote
Remitted to
Mainland
China
Remitted
back to
Taiwan
MSI COMPUTER
(SHENZHEN)
Sales and manufacture of
computers, and electronic
components
1,726,857
$
Note 1 1,726,857
$
$ - $ - 1,726,857
$
358,343
$
100.00 358,343
$
3,808,594
$
$ - -
MSI ELECTRONICS
(KUNSHAN)
Sales and manufacture of
computers, and electronic
components
1,772,675 Note 1 1,772,675 - - 1,772,675 235,827 100.00 235,827 2,316,988 - -
SHENZHEN MEGA
INFORMATION
Examination and maintenance of
computers, and electronic
components
23,940 Note 1 23,940 - - 23,940 194 100.00 194 21,493 - -
MSI COMPUTER
TRADING
(SHENZHEN)
Sales and maintenance of
computers and electronic
components
91,296 Note 1 - - - - (1,082) 100.00 (1,082) (8,328) - Note 3
MSI (SHENZHEN) Sales and maintenance of
computers and electronic
components
30,092 Note 1 - - - - (7,662) 100.00 (7,662) 13,834 - Note 4
MSI (SHANGHAI) Sales and maintenance of
computers and electronic
components
29,275 Note 1 - - - - 11,614 100.00 11,614 (26,334) - Note 5
Companyname Accumulated amount of remittance from Taiwan
to Mainland China as of December 31,2019
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
MICRO-STAR INTERNATIONAL CO., LTD. 3,602,547
$
3,850,987
$
18,607,479
$

Note 1: The investments were made indirectly through 100% owned subsidiary of the Company.

Note 2: Evaluated based on audited financial statements of the investee companies. Note 3: The amount of US $3,000 thousand was remitted by the Company's subsidiary, MSI (Pacific), to MSI COMPUTER TRADING (SHENZHEN). Note 4: The amount of US $1,000 thousand was remitted by the Company's subsidiary, MSI (Pacific), to MSI (SHENZHEN).

Note 5: The amount of US $1,000 thousand was remitted by the Company's subsidiary, MSI (Pacific), to MSI (SHANGHAI).

Note 6: In pursuance of Shen-Zi Letter No.09704604680 from the Ministry of Economic Affairs dated August 29, 2008. The amended "Regulations for examination of investments and technical cooperation in Mainland Area" sets the limitation for investments in Mainland China to be higher of net book value or 60% of consolidated net book value.

Note 7: The table is presented in New Taiwan dollars. Except for the initial investment amount is valued at historical exchange rate, the others are valued with exchange rate 1USD=29.98 NTD on December 31, 2018 and average rate with 1USD=30.9059 NTD for the year ended December 31, 2019.

Table 6 Page 1

MICRO-STAR INTERNATIONAL CO., LTD. AND SUBSIDIARIES

Information on investments in Mainland China - Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in third areas

For the year ended December 31, 2019

Table 7

Expressed in thousands of NTD (Except as otherwise indicated)

Investee in Mainland
China
Sales/(Purchase) Sales/(Purchase) Propertytransaction Propertytransaction Accounts receivable/(payable) Accounts receivable/(payable) Amount of endorsements/guarantees
secured with collaterals
Amount of endorsements/guarantees
secured with collaterals
Accommodation of funds Accommodation of funds Others(Note)
Amount % Amount % Balance as of
December 31,2019
% Balance as of
December 31,2019
Purpose Ceiling
amount
Balance as of
December 31,2019
Interest rate
range
Interest expense
MSI COMPUTER
(SHENZHEN)
MSI ELECTRONICS
(KUNSHAN)
MSI (SHANGHAI)
$ -
-
6,161,555
-
-
100
$ -
-
-
-
-
-
(2,858,031)
(972,705)
1,926,413
70)
(
24)
(
100
$ -
-
-
-
-
-
$ -
-
-
$ -
-
-
-
-
-
$ -
-
-
1,434,356
538,107
-

Note: Processing overhead.

Table 7 Page 1

MICRO-STAR INTERNATIONAL CO., LTD. CASH AND CASH EQUIVALENTS DECEMBER 31, 2019

Table 1 Expressed in thousands of NTD Expressed in thousands of NTD
Items
Summary
Amount
Cash and cash in banks
Cash on hand and petty cash $. 1,828
Checking accounts deposits 838
Demand deposits 4,275,116
Foreign exchange deposits US$91,831 thousand, conversion rate
2,753,103
$29.980
Others 1,334,342
Time deposits Interest rate range from 2.49% to 2.79%
516,600
$ 8,881,827
(Remainder of page intentionally left blank)

Table 1, Page 1

MICRO-STAR INTERNATIONAL CO., LTD. ACCOUNTS RECEIVABLE DECEMBER 31, 2019

Table 2
Customer name
Summary Expressed in thousands of NTD
Amount
Note
$.2,564,037
989,303
781,952
568,152
5,947,009
The balance of each
customer has not
exceeded 5% of the
accounts receivable.
4,180 )
$.10,846,273
Non-related parties:
AA Company
CC Company
DD Company
FF Company
Others
Less: Allowance for
.bad debts
(

(Remainder of page intentionally left blank)

Table 2, Page 1

MICRO-STAR INTERNATIONAL CO., LTD. INVENTORIES

DECEMBER 31, 2019

Table 3
Items
Summary
Materials and supplies
Work in progress
Finished goods
Less: Allowance for
.inventory valuation
.loss
Expressed in thousands of NTD
Amount
Cost
Net realisable value
Note
$.6,579,127
$ 6,586,210
1,378,828
1,808,220
.15,179,947
18,372,459
23,137,902
$ 26,766,889
381,847
)
$.22,756,055
Cost

$.6,579,127

1,378,828
.15,179,947
23,137,902
381,847
)
$.22,756,055
(

(Remainder of page intentionally left blank)

Table 3, P.1

MICRO-STAR INTERNATIONAL CO., LTD. MOVEMENT SUMMARY OF INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD DECEMBER 31, 2019

Table 4
Name
Transaction value of equity
investment accounted for using
equity method
MSI PACIFIC
INTERNATIONAL
HOLDING CO., LTD.
MICRO-STAR
NETHERLANDS
HOLDING B.V.
MSI COMPUTER
(AUSTRALIA) PTY.
LTD.
MSI COMPUTER JAPAN
CO., LTD.
MSI COMPUTER CORP.
MSI COMPUTER
(CAYMAN) CO., LTD.
Openingbalance
Number of
Shares (per
thousand share)
Amounts

30,204
$ 6,320,046
424
596,852
222
6,526
1
12,954
575
35,562
50
.127,131
$ 7,099,071
Openingbalance
Number of
Shares (per
thousand share)
Amounts

30,204
$ 6,320,046
424
596,852
222
6,526
1
12,954
575
35,562
50
.127,131
$ 7,099,071
Additions Additions Reductions Reductions Closingbalance Closingbalance Expressed in thousands of NTD

Market value price
orper share
Amounts
Price
(in NTD)
Totalprice
Note
$.6,686,248
$ 224.81 $.6,790,248
629,384
1484.40
629,384
6,753
30.42
6,753
14,531
14,531.00
14,531

36,011
62.63
36,011
. .123,564
2,471.28 ..123,564

$..7,496,491
$..7,600,491
Number of
Shares (per
thousand share)

30,204
424
222
1
575
50
Number of
Shares (per
thousand share)
-
-
-
-
-
-
Amounts Amounts Number of
shares (per
thousand share)
Ownership
(%)

100%

100%

100%

100%

100%

100%


Table 4, P.1

Expressed in thousands of NTD

MICRO-STAR INTERNATIONAL CO., LTD. MOVEMENT SUMMARY OF PROPERTY, PLANT AND EQUIPMENT DECEMBER 31, 2019

Table 5

Please refer to the disclosure in note 6(7)

Table 5, P.1

MICRO-STAR INTERNATIONAL CO., LTD. ACCOUNTS PAYABLE DECEMBER 31, 2019

Table 6 Expressed in thousands of NTD Vendor name Summary Amount Note AA Company $ 2,939,825 GG Company 1,014,125 The balances of each expense account has not exceeded 5% of the Others 15,810,508 accounts payable. $ 19,764,458 (Remainder of page intentionally left blank)

Table 6, P.1

MICRO-STAR INTERNATIONAL CO., LTD. OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2019

Table 7 Expressed in thousands of NTD Expressed in thousands of NTD
Items
Quantity

Amount
Note
Computer and accessories $ 118,740,373
(Remainder of page intentionally left blank)

Table 7, P.1

MICRO-STAR INTERNATIONAL CO., LTD. OPERATING COST FOR THE YEAR ENDED DECEMBER 31, 2019

Table 8
Direct material
Raw materials at beginning
Add: material purchased during the period
Less: Raw materials at the end
.Cost of raw materials sales
.Loss on physical raw materials
.Loss on raw materials obsolescence
Consumption of materials for the period
Overhead
Manufacturing Cost
Add: work in progress at the beginning
Less: work in progress
Finished goods cost
Add: finished goods at the beginning
.Material purchases for the period
.Loss on physical finished goods
Less: finished goods at the end
Cost of sales
Add: Cost of raw material sales
.Loss on scrapping inventory
.Loss on physical inventory
.Transfer of warranty costs
Less: Gain on reversal of decline in market value
Operating costs
Expressed in thousands of NTD
Amount
Expressed in thousands of NTD
Amount
(
(
(
(
(
(
(
(
$ 7,536,411
94,335,959
6,579,127)
2,913,023)
253)
3,669
)
92,376,298
4,732,666
97,108,964
1,343,677
1,378,828
)
97,073,813
13,914,163
5,909,529
2,454 )
15,179,947
)
101,715,104
2,913,023
3,669
2,707
708,435
245,353
)
$ 105,097,585

(Remainder of page intentionally left blank)

Table 8, P.1

MICRO-STAR INTERNATIONAL CO., LTD. MANUFACTURING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2019

Table 9 Expressed in thousands of NTD Expressed in thousands of NTD
Items
Summary

Amount

Note
Processing $ 4,148,374
Wages and salaries 287,601
The balances of each
expense account has not
exceeded 5% of the
Other manufacturing expenses .296,691 manufacturing expenses.
$ 4,732,666
(Remainder of page intentionally left blank)

Table 9, P.1

MICRO-STAR INTERNATIONAL CO., LTD. SELLING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2019

Table 10
Items
Summary

Advertisement expense and international
brand image expense

Freight

Wages and salaries

Cost of customer service

Other expenses
(Remainder of page intentionally left
Expressed in thousands of NTD
Amount
Note
$ 1,839,837
984,634
854,431
311,180
.699,734
The balances of
each expense
account has not
exceeded 5% of
the selling
expenses.
$ 4,689,816
blank)
Expressed in thousands of NTD
Amount
Note
$ 1,839,837
984,634
854,431
311,180
.699,734
The balances of
each expense
account has not
exceeded 5% of
the selling
expenses.
$ 4,689,816
blank)
The balances of
each expense
account has not
exceeded 5% of
the selling
expenses.

Table10, P.1

MICRO-STAR INTERNATIONAL CO., LTD. RESEARCH AND DEVELOPMENT EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2019

Table 11 Expressed in thousands of NTD Items Summary Amount Note Wages and salaries $ 1,860,641 Moulds cost 223,906 The balances of each expense account has not exceeded 5% of the research and Others . 852,768 development expenses. $ 2,937,315 (Remainder of page intentionally left blank)

Table11, P.1

MICRO-STAR INTERNATIONAL CO., LTD. EMPLOYEE BENEFITS, DEPRECIATION AND AMORTISATION EXPENSES SUMMARISED BY FUNCTION FOR THE YEAR ENDED DECEMBER 31, 2019 AND 2018

Table 12

Expressed in thousands of NTD

By function
By nature
2019 2019 2018 2018 2018
Operating costs Operating expenses Total Operating costs Operating expenses Total
Employee benefit expense
Wages and salaries $ 282,790 $ 3,064,152 $ 3,346,942 $ 227,078 $ 3,077,748 $ 3,304,826
Labor and health insurance fees 19,170 192,968 212,138 11,803 188,064 199,867
Pension expense 10,050 102,728 112,778 6,493 100,246 106,739
Directors’remuneration 4,811 44,689 49,500 3,989 45,511 49,500
Other employee benefit expense 8,390 83,622 92,012 4,388 85,420 89,808
$
325,211

$ 3,488,159

$ 3,813,370
$
253,751

$ 3,496,989

$ 3,750,740
Depreciation $
23,541

$ 133,843

$.157,384
$

7,408

$ 67,125

$.74,533
Amortisation $ - $.4 $ 4 $ - $.23 $ 23

Note:

  1. As at December 31, 2019 and 2018, the Company had 2,760 and 2,384 employees, including 3 and 3 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 $1,365 (in dollars) ( 『 Total employee benefit expense in current year- Total directors’ remuneration 』 / 『 Number of employee in current year-Number of non-employee directors 』 ) 。

Average employee benefit expense in previous year $1,554 (in dollars) ( 『 Total employee benefit expense in previous year- Total directors’ remuneration 』 / 『 Number of employee in previous year-Number of non-employee directors 』 ) 。

Table12, P.1

  • (2) Average employees salaries in current year $1,214 (in dollars) (Total wages and salarie in current year/ 『 Number of employee in current yearNumber of non-employee directors 』 ) 。

  • Average employees salaries in previous year $1,388 (in dollars)(Total wages and salarie in previous year/ 『 Number of employee in previous yearNumber of non-employee directors 』 ) 。

  • (3) Adjustments of average employees salaries -12.54% ( 『 Average employees salaries in current year-Average employees salaries in previous year 』 / 。

  • Average employees salaries in previous year)

Table12, P.2