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NTC Annual Report 2021

Dec 16, 2021

52061_rns_2021-12-16_f2430b00-e2b3-4a72-8f0b-42096cbe3563.pdf

Annual Report

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1

Stock Code:2408

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditors’ Report For the Years Ended December 31, 2021 and 2020

Address: No.98, Nanlin Rd., Dake Vil., Taishan Dist., New Taipei City, Taiwan (R.O.C.) Telephone:(02)2904-5858

The independent auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and consolidated financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Representation Letter
4. Independent Auditors’ Report
5. Consolidated Balance Sheets
6. Consolidated Statements of Comprehensive Income
7. Consolidated Statements of Changes in Equity
8. Consolidated Statements of Cash Flows
9. Notes to the Consolidated Financial Statements
(1)
Company history
(2)
Approval date and procedures of the consolidated financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of significant accounting policies
(5)
Significant accounting assumptions and judgments, and major sources
of estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Commitments and contingencies
(10) Losses Due to Major Disasters
(11) Subsequent Events
(12) Other
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(d) Information on major shareholders
(14) Segment information
Page
1
2
3
4
5
6
7
8
8
8
8~10
10~24
25
25~55
56~58
59
59~60
60
60
60
61~63
63
63
64
64~66

3

Representation Letter

The entities that are required to be included in the combined financial statements of Nanya Technology Corporation as of and for the year ended December 31, 2021 under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with International Financial Reporting Standards No. 10 by the Financial Supervisory Commission, "Consolidated Financial Statements." In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Nanya Technology Corporation and Subsidiaries do not prepare a separate set of combined financial statements.

Company name: Nanya Technology Corporation Chairman: JIA-ZHAO, WU Date: Febuary 24, 2022

4

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KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web home.kpmg/tw

Independent Auditors’ Report

To the Board of Directors of Nanya Technology Corporation:

Opinion

We have audited the consolidated financial statements of Nanya Technology Corporation (“the Company”) and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“ the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Valuation of inventories

Please refer to Notes 4(h), 5, as well as 6(d) for details on accounting policy, judgments and major sources of estimation uncertainty, as well as disclosure on information about inventory valuation, respectively.

The Group recognizes a loss from the devaluation of inventories on a quarterly basis based on the lower of cost or net realizable value method. The international market price of DRAM has significantly affected the net realizable value of inventories. Therefore, the evaluation of inventory has been identified as a key audit matter in the consolidated financial statements.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

4-1

The principal audit procedures performed to address the aforementioned key audit matter included understanding the basis adopted by the management in the estimate of net realizable value, and sampling to test the reasonableness of the net realizable value.

Other Matter

The company has prepared its parent-company-only financial statements as of and for the years ended December 31, 2021 and 2020, on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs, IASs, IFRIC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’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 Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the audit committee) are responsible for overseeing the Group's financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

  2. 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 Group’s internal control.

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

4-2

  1. 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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  2. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Hui-Chih Ko and HsinYi Kuo.

KPMG

Taipei, Taiwan (Republic of China) Febuary 24, 2022

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and consolidated financial statements, the Chinese version shall prevail.

5

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Nanya Technology Corporation and Subsidiaries

Consolidated Balance Sheets

December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (Note 6(a))
1170
Accounts receivable, net (Notes 6(b)(p))
1180
Accounts receivable due from related parties, net (Note 6(b)(p) and 7)
1200
Other receivables (Notes 6(c))
1310
Inventories (Note 6(d))
1410
Prepayments (Note 6(e))
1470
Other current assets (Note 6(e))
Total current assets
Non-current assets:
1517
Non-current financial assets at fair value through other comprehensive income
1550
Investments accounted for using equity method (Note 6(f))
1600
Property, plant and equipment (Notes 6(g)(v) and 7)
1755
Right-of-use assets (Notes 6(h) and 7)
1780
Intangible assets
1840
Deferred tax assets
194D
Long-term financial lease payments receivable (Note 6(i))
1990
Other non-current assets (Note 8)
Total non-current assets
Total assets
December 31, 2021
Amount
%
$ 80,699,971
42
11,568,536
6
-
-
989,699
1
11,611,235
7
835,419
-
754,838
-
106,459,698
56
11,071
-
5,339,031
2
76,206,692
40
1,707,092
1
1,013,517
1
296,088
-
254,305
-
133,369
-
84,961,165
44
$
191,420,863
100
December 31, 2020
Amount
%
51,725,906
31
7,867,928
4
8,237
-
1,496,119
1
14,126,982
9
559,481
-
959,948
1
76,744,601
46
-
-
5,160,505
3
79,728,620
49
1,790,192
1
1,258,380
1
353,567
-
483,436
-
112,679
-
88,887,379
54
165,631,980
100
Liabilities and Equity
Current liabilities:
2170
Accounts payable
2180
Accounts payable to related parties (Note 7)
2200
Other payables
2220
Other payables to related parties (Note 7)
2230
Current tax liabilities
2280
Current lease liabilities (Notes 6(j) and 7)
2399
Other current liabilities
Total current liabilities
Non-Current liabilities:
2570
Deferred tax liabilities (Note 6(l))
2580
Non-current lease liabilities (Notes 6(j) and 7)
2640
Net defined benefit liability, non-current (Note 6(k))
2670
Other non-current liabilities
Total non-current liabilities
Total liabilities
Equity (Note 6(m)):
3110
Ordinary shares
3140
Advance receipts for share capital
3200
Capital surplus
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
3400
Other equity interest
3500
Treasury shares
Total equity
Total liabilities and equity
December 31, 2021 December 31, 2020
Amount
%
2,027,096
1
84,678
-
4,211,470
2
1,069,910
1
1,131,327
1
178,432
-
75,759
-
8,778,672
5
4,042
-
1,617,652
1
566,283
-
853,304
1
3,041,281
2
11,819,953
7
30,935,939
19
36,264
-
32,451,689
20
14,110,871
8
1,041,100
1
79,394,603
48
(3,011,507)
(2)
(1,146,932)
(1)
153,812,027
93
165,631,980
100
Amount
%
$ 2,730,151
2
119,514
-
6,648,006
4
1,237,215
1
4,722,861
2
214,928
-
18,887
-
15,691,562
9
28,549
-
1,509,673
1
641,238
-
571,773
-
2,751,233
1
18,442,795
10
30,968,749
16
4,508
-
32,804,505
17
14,879,816
8
3,011,507
2
95,425,925
49
(4,116,942)
(2)
-
-
172,978,068
90
$
191,420,863
100

See accompanying notes to consolidated financial statements.

6

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Nanya Technology Corporation and Subsidiaries

Consolidated Statements of Comprehensive Income For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Except Earnings Per Share)

4000
Operating revenue (Note 6(p))
5000
Operating costs (Notes 6(d)(g)(h)(j)(k)(n)(q) and 7)
Gross profit from operations
Operating expenses (Notes 6(g)(h)(j)(k)(n)(q) and 7):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
Total operating expenses
Net operating income
Non-operating income and expenses (Notes 6(f)(g)(i)(j)(r) and 7):
7100
Interest income
7020
Other gains and losses, net
7050
Finance costs
7060
Share of profit of associates accounted for using equity method, net
Total non-operating income and expenses
7900
Profit before tax
7950
Income tax expenses (Note 6(l))
Profit
8300
Other comprehensive income (Note 6(k)(l)(m)):
8310
Components of other comprehensive income that will not be reclassified to profit or loss
8311
Remeasurements of the net defined benefit
8316
Unrealized losses from investments in equity instruments measured at fair value through other comprehensive
income
8320
Share of other comprehensive income of associates accounted for using equity method, components of other
comprehensive income that will not be reclassified to profit or loss
8349
Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or
loss
Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8360
Components of other comprehensive income that may be reclassified to profit or loss
8361
Exchange differences on translation of foreign financial statements
8399
Less:Income tax related to components of other comprehensive income that may be reclassified to profit or loss
Components of other comprehensive income that may be reclassified to profit or loss
8300
Other comprehensive income, net
8500
Comprehensive income
Earnings per share (Note 6(o))
9750
Basic earnings per share
9850
Diluted earnings per share
2021
Amount
%
$ 85,604,158
100
(48,560,210)
(57)
37,043,948
43
(827,171)
(1)
(1,530,674)
(2)
(7,499,780)
(8)
(9,857,625)
(11)
27,186,323
32
273,852
-
(190,055)
-
(23,667)
-
520,977
-
581,107
-
27,767,430
32
(4,918,415)
(6)
22,849,015
26
(92,311)
-
(929)
-
(16,991)
-
(18,648)
-
(91,583)
-
(1,092,193)
(1)
-
-
(1,092,193)
(1)
(1,183,776)
(1)
$ 21,665,239
25
$
7.40
$
7.35
2020
Amount
%
61,005,514
100
(45,313,936)
(74)
15,691,578
26
(791,263)
(2)
(1,327,969)
(2)
(5,137,872)
(8)
(7,257,104)
(12)
8,434,474
14
681,235
1
(578,270)
(1)
(13,117)
-
466,895
1
556,743
1
8,991,217
15
(1,305,176)
(2)
7,686,041
13
3,767
-
-
-
(14,316)
-
754
-
(11,303)
-
(1,955,693)
(4)
-
-
(1,955,693)
(4)
(1,966,996)
(4)
5,719,045
9
2.51
2.49

See accompanying notes to consolidated financial statements.

7

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Nanya Technology Corporation and Subsidiaries

Consolidated Statements of Changes in Equity

For the years ended December 31, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2020
Net profit for the year months ended December 31, 2020
Other comprehensive loss for the year months ended December 31, 2020
Total comprehensive income for the year months ended December 31, 2020
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Special reserve appropriated
Cash dividends of ordinary share
Other changes in capital surplus:
Changes in equity of associates accounted for using equity method
Recognized compensation costs on employee stock options
Past due unclaimed dividends
Exercise of employee share options
Balance at December 31, 2020
Net profit for the year months ended December 31, 2021
Other comprehensive income for the year months ended December 31, 2021
Total comprehensive income for the year months ended December 31, 2021
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Special reserve appropriated
Cash dividends of ordinary share
Other changes in capital surplus:
Changes in equity of associates accounted for using equity method
Past due unclaimed dividends
Exercise of employee share options
Treasury shares transferred to employees
Retirement of treasury shares
Balance at December 31, 2021
Ordinary
shares
Advance
receipts for
share capital
3,475
-
-
-
-
-
-
-
-
-
32,789
36,264
-
-
-
-
-
-
-
-
(31,756)
-
-
4,508
Capital
surplus
32,005,339
-
-
-
-
-
-
14
58,420
79
387,837
32,451,689
-
-
-
-
-
-
15
123
72,500
310,811
(30,633)
32,804,505
Legal
reserve
13,128,412
-
-
-
982,459
-
-
-
-
-
-
14,110,871
-
-
-
768,945
-
-
-
-
-
-
-
14,879,816
Special
reserve
Unappropriated
retained
earnings
O t her equity interes t
Total other
equity interest
(1,041,100)
-
(1,970,407)
(1,970,407)
-
-
-
-
-
-
-
(3,011,507)
-
(1,105,435)
(1,105,435)
-
-
-
-
-
-
-
-
(4,116,942)
Treasury
shares
(1,146,932)
-
-
-
-
-
-
-
-
-
-
(1,146,932)
-
-
-
-
-
-
-
-
-
1,109,829
37,103
-
Total equity
Exchange
differences on
translation of
foreign
financial
statements

Unrealized gains
(losses) on
financial assets
measured at fair
value through
other
comprehensive
income
$ 30,733,649
-
-
-
-
-
-
-
-
-
202,290
30,935,939
-
-
-
-
-
-
-
-
39,280
-
(6,470)
$
30,968,749
273,834 78,054,876
7,686,041
3,411
7,689,452
(982,459)
(767,266)
(4,600,000)
-
-
-
-
79,394,603
22,849,015
(78,341)
22,770,674
(768,945)
(1,970,407)
(4,000,000)
-
-
-
-
-
95,425,925
(938,039)
-
(1,955,693)
(1,955,693)
-
-
-
-
-
-
-
(2,893,732)
-
(1,092,193)
(1,092,193)
-
-
-
-
-
-
-
-
(3,985,925)
(103,061)
-
(14,714)
(14,714)
-
-
-
-
-
-
-
(117,775)
-
(13,242)
(13,242)
-
-
-
-
-
-
-
-
(131,017)
152,011,553
-
-
7,686,041
(1,966,996)
- 5,719,045
-
767,266
-
-
-
-
-
-
-
(4,600,000)
14
58,420
79
622,916
1,041,100 153,812,027
-
-
22,849,015
(1,183,776)
- 21,665,239
-
1,970,407
-
-
-
-
-
-
-
-
(4,000,000)
15
123
80,024
1,420,640
-
3,011,507 172,978,068

See accompanying notes to consolidated financial statements.

8

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

Nanya Technology Corporation and Subsidiaries

Consolidated Statements of Cash Flows

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit:
Depreciation expense
Amortization expense
Interest expense
Interest income
Share-based payments
Share of profit of associates accounted for using equity method
Gain or loss on disposal of property, plant and equipment
Impairment loss on non-financial assets
Unrealized foreign exchange gain or loss
Others
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Notes and accounts receivable (including related parties)
Other receivables
Inventories
Prepayments
Other current assets
Accounts payable (including related parties)
Other payables (including related parties)
Other current liabilities
Net defined benefit liability
Other non-current liabilities
Total net changes in operating assets and liabilities
Cash inflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows from operating activities
Cash flows used in 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
Acquisition of intangible assets
Decrease in lease and installment receivables
Increase in other non-current assets
Dividends received
Net cash flows used in investing activities
Cash flows used in financing activities:
Decrease (increase) in guarantee deposits received
Decrease in other payables to related parties
Payment of lease liabilities
Cash dividends paid
Exercise of employee share options
Treasury shares transferred to employees
Net cash flows used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period

See accompanying notes to consolidated financial statements.

8

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Nanya Technology Corporation and Subsidiaries

Notes to the Consolidated Financial Statements

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

Nanya Technology Corporation (the “ Company” ) was legally established with the approval of the Ministry of Economic Affairs on March 4, 1995, with registered address at No.98 Nanlin Road Dake Vil., Taishan District, New Taipei City, Taiwan. The main operating activities of the Company and its subsidiary (the “Group”) are researching, developing, manufacturing and selling semiconductor products, and the import and export of its machinery, equipment and raw materials.

(2) Approval date and procedures of the consolidated financial statements:

The consolidated financial statements were authorized for issuance by the Board of Directors on Febuary 24, 2022.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2021:

  • ●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • ●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”

  • ●Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2022, would not have a significant impact on its consolidated financial statements:

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018–2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

(Continued)

9

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Group, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
Amendments to IAS 1
“Classification of Liabilities
as Current or Non-current”
Amendments to IAS 1
“Disclosure of Accounting
Policies”
Amendments to IAS 8
“Definition of Accounting
Estimates”
Content of amendment
Effective date per
IASB
The
amendments
aim
to
promote
consistency in applying the requirements
by helping companies determine whether,
in the statement of balance sheet, debt and
other
liabilities
with
an
uncertain
settlement date should be classified as
current (due or potentially due to be settled
within one year) or non-current. The
amendments
include
clarifying
the
classification requirements for debt a
company might settle by converting it into
equity.
January 1, 2023
The key amendments to IAS 1 include:
●requiring companies to disclose their
material accounting policies rather than
their significant accounting policies;
●clarifying
that
accounting
policies
related to immaterial transactions, other
events or conditions are themselves
immaterial and as such need not be
disclosed; and
●clarifying
that
not
all
accounting
policies
that
relate
to
material
transactions, other events or conditions
are themselves material to a company’s
financial statements.
January 1, 2023
The
amendments
introduce
a
new
definition
for
accounting
estimates:
clarifying that they are monetary amounts
in the financial statements that are subject
to measurement uncertainty.
The
amendments
also
clarify
the
relationship between accounting policies
and accounting estimates by specifying that
a company develops an accounting estimate
to achieve the objective set out by an
accounting policy.
January 1, 2023

(Continued)

10

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Standards or
Interpretations
Amendments to IAS 12
“Deferred Tax related to
Assets and Liabilities arising
from a Single Transaction”
Content of amendment
Effective date per
IASB
The amendments narrowed the scope of the
recognition exemption so that it no longer
applies to transactions that, on initial
recognition, give rise to equal taxable and
deductible temporary differences.
January 1, 2023

The Group is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and consolidated financial performance. The results thereof will be disclosed when the Group completes its evaluation.

The Group does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

  • ●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” and amendments to IFRS 17 “ Insurance Contracts”

(4) Summary of significant accounting policies:

The significant accounting policies presented in the consolidated financial statements are summarized below. The following accounting policies were applied consistently throughout the periods presented in the consolidated financial statements.

(a) Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations” ) and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed by the Financial Supervisory Commission, ROC. (hereinafter referred to IFRS as endorsed by the FSC).

(b) Basis of preparation

  • (i) Basis of measurement

Except for the following significant accounts, the consolidated financial statements have been prepared on a historical cost basis.

  • 1) Financial assets at fair value through other comprehensive income are measured at fair value.

  • 2) The defined benefit liabilities are measured as the fair value of the plan assets, less the present value of the defined benefit obligation.

(Continued)

11

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (ii) Functional and presentation currency

The functional currency of the Group is determined based on the primary economic environment in which the entities operate. The consolidated financial statements are presented in New Taiwan Dollar, which is the Group's functional currency. All financial information presented in New Taiwan Dollar has been rounded to the nearest thousand.

  • (c) Basis of consolidation

(i) Principles of preparation of the consolidated financial statements

The consolidated financial statements comprise the Company and subsidiaries. Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity when it is exposed to, 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.

The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. Intragroup balances and transactions, and any unrealized income and expenses arising from Intragroup transactions are eliminated in preparing the consolidated financial statements. The Group attributes the profit or loss and each component of other comprehensive income to the owners of the parent and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

When the Group loses control of its subsidiary, it accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if it had directly disposed of the related assets or liabilities.

  • (ii) List of subsidiaries included in the consolidated financial statements:
Investor The name of subsidiaries Business activity Shareholding
December 31,
2021
December 31,
2020
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
The Company
The Company
The Company
The Company
The Company
NANYA
TECHNOLOGY
CORP. H.K.
NANYA
TECHNOLOGY
CORP. H.K.
NANYA TECHNOLOGY CORP. U.S.A
NANYA TECHNOLOGY CORP. Delaware
NANYA TECHNOLOGY CORP. H.K.
NANYA TECHNOLOGY CORP. Japan
NANYA TECHNOLOGY
INTERNATIONAL LTD.
NANYA TECHNOLOGY CORP., Europe
GmbH
NANYA TECHNOLOGY CORP. Shenzhen
Sales of semiconductor
products
Design of semiconductor
products
Sales of semiconductor
products
Sales of semiconductor
products
General investment
business
Sales of semiconductor
products
Sales of semiconductor
products

(Continued)

12

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Subsidiaries not included in the consolidated financial statements: None.

(d) Foreign currency

  • (i) Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date.

Non-monetary items denominated in foreign currencies that are measured at fair value are translated into thefunctional currency at the exchange rate at the date that the fair value was determined. Nonmonetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction. Exchange differences are generally recognized in profit or loss.

(ii) Foreign operations

The assets and liabilities of foreign operations are translated to the Group's functional currency at exchange rates at the reporting date. The income and expenses of foreign operations, excluding foreign operations in hyperinflationary economies, are translated to the Group's functional currency at average rate. Foreign currency differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of any part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interest. When the Group disposes of only part of investment in an associate of joint venture that includes a foreign operation while retaining significant or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary item receivable from or payable to a foreign operation is neither planed nor likely in the foreseeable future, foreign currency gains and losses arising from such items are considered to form part of a net investment in the foreign operation and are recognized in other comprehensive income.

(e) Classification of current and non-current assets and liabilities

An asset is classified as current under any one of the following conditions. All other assets are classified as non-current.

  • (i) The asset is expected to be realized, or intended to be sold or consumed, in the Group's normal operating cycle;

  • (ii) The asset is held primarily for the purpose of trading;

  • (iii) The asset is expected to be realized within twelve months after the reporting period; or

(Continued)

13

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iv) The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under any one of the following conditions. All other liabilities are classified as non-current.

  • (i) The liability is expected to be settled in the normal operating cycle;

  • (ii) The liability is held primarily for the purpose of trading;

  • (iii) The liability is due to be settled within twelve months after the reporting period; or

  • (iv) The liability does not have any unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  • (f) Cash and cash equivalents

Cash comprises cash on hand, checks and cash in bank. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes are classified under cash equivalents.

(g) Financial instruments

Trade receivables are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at: amortized cost and fair value through other comprehensive income (FVOCI)–equity investment. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

(Continued)

14

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

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

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

  • 3) Business model assessment

The Group makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • ‧ the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’ s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • ‧ how the performance of the portfolio is evaluated and reported to the Group’ s management;

  • ‧ the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

(Continued)

15

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • ‧ how managers of the business are compensated ─ e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • ‧ the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Group’s continuing recognition of the assets.

  • 4) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

  • ‧ contingent events that would change the amount or timing of cash flows;

  • ‧ terms that may adjust the contractual coupon rate, including variable rate features;

  • ‧ prepayment and extension features; and

  • ‧ terms that limit the Group’ s claim to cash flows from specified assets (e.g. nonrecourse features)

  • 5) Impairment of financial assets

The Group recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, notes and trade receivables (including related parties), other receivable, leases receivable and guarantee deposit paid).

The Group measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

  • ‧ Bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for note and trade receivables due from related parties are always measured at an amount equal to lifetime ECL.

(Continued)

16

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment as well as forward-looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

The Group considers a financial asset to be in default when the financial asset is more than 60 days past due.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Group assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ creditimpaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

‧ a breach of contract such as a default or being more than 60 days past due;

  • ‧ the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Group individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Group expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

(Continued)

17

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

6) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

(ii) Financial liabilities and equity instruments

  • 1) Treasury shares

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).

2) Financial liabilities

Financial liabilities are classified at amortized cost. Foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

  • 3) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligations are discharged cancelled or expired. The Group also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid is recognized in profit or loss.

4) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

(Continued)

18

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(h) Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories includes expenditure incurred in acquiring the inventories, production costs and other costs incurred in bringing them to their existing location and condition. The cost of inventories is calculated using the weighted-average method. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

(i) Investment in associates

Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The consolidated financial statements include the Group’ s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Group, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.

Unrealized profits resulting from the transactions between the Group and an associate are eliminated to the extent of the Group’ s interest in the associate. Unrealized losses on transactions with associates are eliminated in the same way, except to the extent that the underlying asset is impaired.

Gains and losses resulting from transactions between the Group and an associate are recognized only to the extent of unrelated Group’s interests in the associate.

When the Group’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

When the Group subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differ from the amount of the Group’s proportionate interest in the net assets of the associate. The Group records such a difference as an adjustment to investments, with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Group’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.

(Continued)

19

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (j) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, less accumulated depreciation and any accumulated impairment losses.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives.

Land is not depreciated.

The estimated useful lives of significant items of property, plant and equipment has an unlimited useful life and therefore are as follows:

1) buildings 25 years
2) Machinery and equipment 5~16 years
3) Other equipment 3~15 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(k) Leases

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

(i) As a leasee

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

(Continued)

20

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • - fixed payments, including in-substance fixed payments;

  • - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • - there is a change in future lease payments arising from the change in an index or rate; or

  • - there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • - there is a change of its assessment on whether it will exercise a purchase, extension or termination option; or

  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases of dormitory, plants, parking lots and offices that have a lease term of 12 months or less and leases of low-value assets. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

  • (ii) As a lessor

When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

(Continued)

21

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Group recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The lessor recognizes the interest income over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor’ s net investment in the lease. The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of ‘other income’.

  • (l) Intangible assets

  • (i) Recognition and measurement

Intangible assets, patents that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, is recognized in profit or loss as incurred.

  • (iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, from the date that they are available for use.

The estimated useful lives of patent for current and comparative periods are both 5~10 years.

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(m) Impairment of non-derivative financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets (other than inventories and deferred tax assets to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from an acquisition about an investment accounted for using the equity method is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU value in use fair value less costs to sell.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

(Continued)

22

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(n) Revenue recognition

Revenue from contracts with customers is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer.

The Group manufactures and sells semiconductor products on the market. The Group recognizes revenue when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.

A receivable is recognized when the goods are delivered as this is the point in time that the Group has a right to an amount of consideration that is unconditional.

(o) Employee benefit

(i) Defined contribution plan

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plan

The Group’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

(Continued)

23

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income , and accumulated in retained earnings. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(p) Share-based payment

The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

The grant date of a share-based payment is the date which the board of directors authorized the price and number of a share-based payments.

(q) Imcome taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

(Continued)

24

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) Temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • (ii) Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future;and,

  • (iii) Taxable temporary differences arising on the initial recognition of goodwill.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) The same taxable entity; or

  • 2) Different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

(r) Earnings per share

The Group discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee stock options and employee compensation.

  • (s) Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of standalone financial information.

(Continued)

25

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

In preparing these consolidated financial statement, management has made judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

The management continues to monitor its accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year is as follows:

Judgment of whether the Group has substantive control over its investees

The Group holds 32% of the voting shares of Formosa Advanced Technologies Co., Ltd (FATC), whose shareholders hold 68% of its remaining shares, where 31% of the voting rights are concentrated in a specific shareholder, Formosa Taffeta Co. Ltd., resulting in the Group for failing to obtain more than half of the total number of FATC’s directors and voting rights at a shareholders’ meeting. Therefore, it is determined that the Group has only significant influence over FATC.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year is as follows. Those assumptions and estimation have been updated to reflect the impact of COVID-19 pandemic:

Valuation of inventories

As inventories are stated at the lower of cost or net realizable value, the Group estimates the net realizable value of inventories for obsolescence and unmarketable items at the end of the reporting period and then writes down the cost of inventories to net realizable value. The net realizable value of the inventory is mainly determined based on assumptions as to future demand within a specific time horizon. Due to the rapid industrial transformation, there may be significant changes in the net realizable value of inventories. Please refer to Note 6(d) for details of the valuation of inventories.

(6) Explanation of significant accounts:

(a) Cash and cash equivalents

Petty cash
Checking accounts and demand deposit
Cash equivalents:
Time deposits
Commercial paper
Repurchase agreements collateralized by corporate bonds
December 31,
2021
$ 83
18,412,267
58,098,552
2,378,765
1,810,304
$
80,699,971
December 31,
2020
108
14,820,415
34,398,887
2,014,416
492,080
51,725,906

(Continued)

26

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Refer to Note 6(s) for the interest rate risk and sensitivity analysis of the financial assets and liabilities of the Group.

  • (b) Accounts receivable
Accounts receivable- measured at amortized cost
Accounts receivable- related parties
December 31,
2021
$ 11,568,536
-
$
11,568,536
December 31,
2020
7,867,928
8,237
7,876,165

The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for accounts receivables (including related parties). To measure the expected credit losses, accounts receivables (including related parties) have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information.

The loss allowance provision for account receivable (including related parties) was determined as follows:

Due days
Current
1 to 30 days past due
Due days
Current
1 to 30 days past due
December 31, 2021 December 31, 2021
Accounts
receivables
(including
related parties)
gross carrying
amount
Weighted
average loss
rate
$ 11,384,699
-
183,837
-
$
11,568,536
December 31, 2020
Loss allowance
provision
-
-
-
Weighted
average loss
rate
-
-
Loss allowance
provision
-
-
-

The Group did not recognize any allowance for impairment as there were no uncollected accounts receivable (including related parties) that were past due as of December 31, 2021 and 2020.

Please refer to Note 6(s) for other information of credit risk.

(Continued)

27

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(c) Other receivables

Tax refund receivable
Lease payment receivable
Interest receivable
Others
December 31,
2021
$ 681,008
229,131
28,029
51,531
$
989,699
December 31,
2020
1,231,318
206,462
29,732
28,607
1,496,119

Please refer to Note 6(s) for other information of credit risk.

(d) Inventories

Raw materials
Work in progress
Finished goods
December 31,
2021
$ 641,996
7,364,481
3,604,758
$
11,611,235
December 31,
2020
350,906
6,578,665
7,197,411
14,126,982

The Group recognized cost of goods sold amounting to $48,183,263 and $44,906,712 for the yeas ended December 31, 2021 and 2020, respectively. The Group did not recognize any loss or gain from devaluation of inventories as there was no indication of impairment or net realizable value of inventories has increased because the circumstance that caused the inventory devaluation in prior period has improved on inventories for the years ended December 31, 2021 and 2020.

  • (e) Prepayments and other current assets

  • (i) Prepayments

Prepaid expense
Prepayments to purchases
December 31,
2021
$ 817,713
17,706
$
835,419
December 31,
2020
556,428
3,053
559,481
  • (ii) Other current assets
Project consumables
Suppliers
December 31,
2021
$ 513,850
240,988
$
754,838
December 31,
2020
676,200
283,748
959,948

(Continued)

28

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(f) Investments accounted for using equity method

A summary of the Group’ s financial information for investments accounted for using the equity method at the reporting date was as follows:

Associates December 31,
2021
$
5,339,031
December 31,
2020
5,160,505

The related information of the major associate to the Group was as follows:

Name of Associates
Formosa Advanced Technologies
Co., Ltd. (FATC)
Nature of Relationship to
the Group
Registration
Country
Percentage of ownership
December 31,
2021
December 31,
2020
%
32.00
%
32.00
It mainly engages in
assembling and testing of
module products, as well as in
the research and development
of integrated circuits.
Taiwan

The fair value of major associates listed on the Stock Exchange was as follows:

Formosa Advanced Technologies Co., Ltd. December 31,
2021
$
17,290,889
December 31,
2020
16,716,000

The aggregated financial information of the major associate was as follows:

The financial information of FATC was as follows:

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net asset
Net asset contributed to FATC
December 31,
2021
$ 9,538,767
4,693,324
(1,402,448)
(527,629)
$
12,302,014
$
12,302,014
December 31,
2020
7,816,528
5,792,482
(1,238,254
(555,589
11,815,167
11,815,167

(Continued)

29

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Operating revenue
Profit
Other comprehensive loss
Total comprehensive income
Total comprehensive income contributed to FATC
Share of net assets of the major associate at January 1
Total comprehensive income contributed to the Group
Uncollected dividends beyond the collection period which are
reclassified to capital surplus
Cash dividends contributed to the Group
Share of net assets of major associate at December 31
Add: good will
Less: unrealized profits on upstream sales net assets of the
associates
Total carrying amount of the major associate
For the year ended
December 31,
2021
2020
$
9,939,192
9,706,776
$ 1,557,008
1,402,677
(53,098)
(44,738)
$
1,503,910
1,357,939
$
1,503,910
1,357,939
For the year ended
December 31,
2021
2020
$ 3,780,854
3,657,624
481,251
434,540
15
14
(325,475)
(311,324)
3,936,645
3,780,854
1,463,162
1,463,162
(60,776)
(83,511)
$
5,339,031
5,160,505

(g) Property, plant and equipment

Cost:
Balance as of January 1, 2021
Additions
Disposals
Reclassification
Effect of exchange rate change
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Disposals
Reclassification
Effect of exchange rate change
Balance as of December 31, 2020
Land
$ 1,013,924
-
-
-
-
$
1,013,924
$ 1,013,924
-
-
-
-
$
1,013,924
Building
8,144,863
8,420
-
132,594
(223)
8,285,654
8,157,551
-
(12,660)
-
(28)
8,144,863
Machinery
and
equipment
199,055,350
829,464
(305,737)
8,234,030
(2,145)
207,810,962
195,903,720
872,893
(846,932)
3,127,446
(1,777)
199,055,350
Other
equipment
836,742
51,411
(11,542)
21,614
(917)
897,308
919,015
62,119
(154,494)
10,808
(706)
836,742
Under
construction
6,371,857
10,463,480
-
(8,388,238)
-
8,447,099
2,249,124
7,429,580
-
(3,306,847)
-
6,371,857
Total
215,422,736
11,352,775
(317,279)
-
(3,285)
226,454,947
208,243,334
8,364,592
(1,014,086)
(168,593)
(2,511)
215,422,736

(Continued)

30

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Accumulated depreciation / impairment:
Balance as of January 1, 2021
Depreciation for the period
Impairment loss
Disposals
Reclassification
Effect of exchange rate change
Balance as of December 31, 2021
Balance as of January 1, 2020
Depreciation for the period
Disposals
Reclassification
Effect of exchange rate change
Balance as of December 31, 2020
Balance as of December 31, 2021
Balance as of December 31, 2020
Land
$ -
-
-
-
-
-
$
-
$ -
-
-
-
-
$
-
$
1,013,924
$
1,013,924
Building
2,609,251
322,966
-
-
-
(196)
2,932,021
2,295,380
319,859
(5,965)
-
(23)
2,609,251
5,353,633
5,535,612
Machinery
and
equipment
132,426,497
14,451,282
31,640
(296,890)
(11,908)
(1,740)
146,598,881
119,651,185
13,653,945
(846,914)
(30,696)
(1,023)
132,426,497
61,212,081
66,628,853
Other
equipment
658,368
59,177
-
(11,513)
11,908
(587)
717,353
766,657
47,127
(154,494)
(802)
(120)
658,368
179,955
178,374
Under
construction
-
-
-
-
-
-
-
-
-
-
-
-
-
8,447,099
6,371,857
Total
135,694,116
14,833,425
31,640
(308,403)
-
(2,523)
150,248,255
122,713,222
14,020,931
(1,007,373)
(31,498)
(1,166)
135,694,116
76,206,692
79,728,620

The estimated future recoverable amount of equipment, which had been identified to be no longer useful for its operation, is lower than the book value. In 2021, the Group reassessed its estimates, wherein the amount of $31,640 of the impairment loss has been recognized.

(h) Right-of-use assets

Cost:
Balance at January 1, 2021
Additions
Balance at December 31, 2021
Balance at January 1, 2020
Additions
Decrease
Balance at December 31, 2020
Accumulated depreciation:
Balance at January 1, 2021
Depreciation for the period
Balance at December 31, 2021
Balance at January 1, 2020
Depreciation for the period
Decrease
Balance at December 31, 2020
Carrying Amount:
Balance at December 31, 2021
Balance at December 31, 2020
Land
$ 1,884,277
109,059
$
1,993,336
$ 297,829
1,884,277
(297,829)
$
1,884,277
$ 94,085
198,908
$
292,993
$ 198,607
193,307
(297,829)
$
94,085
$
1,700,343
$
1,790,192
Building
-
8,181
8,181
-
-
-
-
-
1,432
1,432
-
-
-
-
6,749
-
Total
1,884,277
117,240
2,001,517
297,829
1,884,277
(297,829)
1,884,277
94,085
200,340
294,425
198,607
193,307
(297,829)
94,085
1,707,092
1,790,192

(Continued)

31

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(i) Lease receivables

  • (i) On June 18, 2009, the Group signed an amended long-term lease agreement with Inotera Memories, Inc. (its name was changed to Micron Technology Taiwan in March, 2017, referred to as "MTTW") on the lease of building, facilities and land located on 348, 348-1 and 348-3, Hwa Ya Section, Kueishan District, Taoyuan City. This amended lease agreement, which took effect retroactively from January 1, 2009, includes the renewal term. Initial lease term is from January 1, 2009 to December 31, 2018. However, MTTW is entitled to renew this amended lease agreement for an unlimited number of consecutive additional terms of five years each, by providing a written notice with the intention to renew the lease term commencing from January 1, 2019. MTTW has completed the renewal of its lease agreement, with a written notice on December 13, 2018. In addition, MTTW has an exclusive option to purchase the leased assets (including land, building and its facilities) for a total purchase price of USD50,000 thousand on and after January 1, 2024. Also, the rental receivable for the entire year of 2009 has been waived. Initial yearly rentals for the leased land was USD1,990 thousand and leased building (including facilities) was USD 13,010 thousand from January 1, 2010 to December 31, 2018; the first yearly renewal rentals for the leased land is USD1,990 thousand and building (including facilities) is USD8,010 thousand from January 1, 2019 to December 31, 2023; the subsequent yearly renewal rentals for the leased land will be USD1,990 thousand and building (including facilities) will be USD10 thousand commencing from January 1, 2024. The amended lease agreement for the building (including facilities) is treated as a capital lease because (a) the present value of the periodic rental payments made since the inception date is at least 90% of the market value of the leased assets and (b) the lease term is equal to 75% or more of the total estimated economic life of the leased assets. The land is treated as an operating lease.

  • (ii) The total lease receivable from the capital lease of the building (including facilities) was $5,185,620 thousand; the implicit interest rate was 10.56%. The cost of the leased assets at the beginning of the lease period was $2,656,223. The difference was recognized as unrealized interest revenue of $2,529,397. For the years ended December 31, 2021 and 2020, the Group recognized the interest revenue of $57,880 and $78,316, respectively, from the amortization of unrealized interest revenue.

A maturity analysis of lease receivables, showing the undiscounted lease receivables to be received after the reporting date is as follows:

Less than one year
One to two years
Two to three years
Total lease payments receivable
Unearned finance income
Present value of lease payments receivable
December 31,
2021
$ 264,330
264,330
-
528,660
(45,224)
$
483,436
December 31,
2020
264,330
264,330
264,330
792,990
(103,104)
689,886

For credit risk information, please refer to Note 6(s).

(Continued)

32

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(j) Lease liabilities

Current
Non-current
December 31,
2021
$
214,928
$
1,509,673
December 31,
2020
178,432
1,617,652

For the maturity analysis, please refer to Note 6(s).

The amounts recognized in profit or loss were as follows:

The amounts recognized in profit or loss were as follows:
Interest on lease liabilities
Expenses relating to short-term leases
For the years ended
December 31
2021
$
23,653
$
94,109
2020
12,833
91,718

The amount recognized in the statement of cash flows of the Group was as follows:

Total cash outflow for leases For the years ended
December 31,
For the years ended
December 31,
2021
$
306,217
2020
292,122

(i) Land lease

The Group leases its land and building with a period of 2 to 10 years. The lease included an option to terminate the contract, which is exercisable only by the Group and not by the lessors. The lease payment changes annually based on a local price index.

(ii) Other leases

The Group leases staff dorm, factory, parking lots and office spaces which are short-term leases. The Group applied the recognition exemptions and elected not to recognize its right-ofuse assets and lease liabilities for these leases.

(k) Employee benefits

(i) Defined benefit plan

The movements in the present value of the defined benefit obligations and fair value of plan assets were as follows:

Present value of defined benefit obligations
Fair value of plan assets
Net defined benefit liabilities
December 31,
2021
$ 1,181,856
(540,618)
$
641,238
December 31,
2020
1,108,808
(542,525)
566,283

(Continued)

33

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Group has established an employee defined benefit retirement plan covering full-time employees. Under this plan, contributions are made to an independent fund that is deposited with Bank of Taiwan. Employees are eligible for retirement and payments of retirement benefits are based on years of service and the average salary for the last six months before the employee’s retirement according to the R.O.C. Labor Standards Law.

1) Composition of plan assets

The Labor Pension Fund Supervisory Committee manages the Group's pension fund which is being funded according to the Labor Standards Law. Under the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, this fund is required to distribute minimum income, but such minimum income shall not be less than the interest income derived from two-year time deposit with the local banks.

As of December 31, 2021, the Group's pension fund with Bank of Taiwan amounted to $540,618. Please refer to the related information published on the website of the Labor Pension Supervisory Committee concerning the utilization of the labor pension fund, related yield rate and its allocation.

  • 2) Movements in present value of the defined benefit obligations
Defined benefit obligation as of January 1,
Current service and interest costs
Remeasurement of net defined benefit liabilities
-actuarial losses arising from change in financial
assumptions
Reclassification of liabilities from transfer of employees
Benefits paid
Defined benefit obligation as of December 31,
For the years ended December 31,
2021
2020
$ 1,108,808
1,098,174
14,958
15,266
97,477
14,987
(2,406)
(869)
(36,981)
(18,750)
$
1,181,856
1,108,808

3) Movements in fair value of defined benefit plan assets

Fair value of plan assets as of January 1,
Interest income
Remeasurement of net defined liabilities
-return on plan assets (excluding interest income)
Contributions from employer
Benefits already paid by the plan
Fair value of plan assets as of December 31,
For the years ended December 31,
2021
2020
$ 542,525
522,278
5,472
5,298
5,166
18,754
15,100
14,711
(27,645)
(18,516)
$
540,618
542,525

(Continued)

34

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 4) Expenses recognized in profit or loss
Current service costs
Net interest income of net defined benefit liabilities
Expected rate of return for the plan asset
Operating costs
Operating expenses
For the years ended December 31,
2021
2020
$ 3,894
4,284
11,063
10,982
(5,472)
(5,298)
$
9,485
9,968
$ 5,633
6,145
3,852
3,823
$
9,485
9,968
  • 5) Remeasurement of net defined benefit liabilities recognized in other comprehensive income
Balance of January 1,
Recognized during the period
Balance of December 31,
6)
Actuarial assumptions
Discount rate
Future salary increases
For the years ended December 31,
2021
2020
$ 54,299
57,312
73,849
(3,013)
$
128,148
54,299
December 31,
2021
December 31,
2020
%
0.50
%
1.00
%
2.85
%
2.85

The expected allocation payment to be made by the Company to the defined benefit plans for the one-year period after the reporting date for 2021 is $19,152.

The weighted average duration of the defined benefit plan is 14.3 years.

(Continued)

35

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

7) Sensitivity analysis

Effect of defined
benefit obligations
Increase Decrease
Amount Amount
December 31, 2021
Discount rate (change 0.25%) $ 36,521 (35,056)
Future salaries (change1%) 151,571 (131,565)
December 31, 2020
Discount rate (change 0.25%) 37,838 (36,221)
Future salaries (change1%) 159,749 (136,769)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

The same methods and assumptions are adopted in the preparation of sensitivity analysis as in previous year.

(ii) Defined contribution plan

The Taiwanese companies of the Group contributes an amount equal to 6% of the employee’s monthly wages to the Labor Pension personal account of the Bureau of the Labor Insurance in accordance with the provisions of the Labor Pension Act, under which, the Group is not required to bear the regulated or putative obligation subsequent to the payment of fixed rate contribution.

The overseas companies of the Group contribute an appropriate pension amount to the designated account of the local government in accordance with the statutory laws, under which, the Group is not required to bear the regulated or putative obligation subsequent to the payment of fixed rate contribution.

The Group's pension costs under the contribution pension plan amounted to $181,830 and $174,957 for the years ended 2021 and 2020, respectively.

(Continued)

36

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(l) Income tax

(i) The Group’s income tax expenses recognized were as follows:

Current tax expense
Current period
Adjustment for prior periods
Surtax on undistributed earnings
Taxes on remitted earnings from subsidiary
Deferred tax expense
Tax expense
For the year ended
December 31,
2021
2020
$ 5,395,969
1,413,672
(648,113)
(588,184)
47,505
171,974
22,524
103,526
100,530
204,188
$
4,918,415
1,305,176
For the year ended
December 31,
2021
2020
$ 5,395,969
1,413,672
(648,113)
(588,184)
47,505
171,974
22,524
103,526
100,530
204,188
$
4,918,415
1,305,176
2020
1,413,672
(588,184)
171,974
103,526
204,188
1,305,176

The Group's income tax gains(loss) recognize directly in other comprehensive income were as follows:

For the year ended For the year ended
December 31,
2021 2020
Items that could not be reclassified subsequently to profit
or loss:
Remeasurement of net defined benefit plan $ (18,462) 754
Unrealized gains on equity investments at fair value
through other comprehensive income (186) -
$ (18,648) 754
Reconciliation of income tax expense and profit before tax were as follows:
For the years ended
December 31,
2021 2020
Income tax calculated based on local tax rate $ 5,614,504 1,913,649
Effect of foreign tax rate change 2,095 (103,779)
Tax effect of permanent differences (136,829) (192,462)
Change in unrecognized temporary difference 17,851 (1,609)
Tax effect of unrecognized current year loss carryforward - 3,159
Adjustment for prior periods (648,113) (588,184)
Surtax on undistributed earnings 47,505 171,974
Taxes on remitted earnings from subsidiary 22,524 103,526
Other (1,122) (1,098)
Total $ 4,918,415 1,305,176

(Continued)

37

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Deferred tax assets and liabilities

Deferred tax assets:

Impairment loss
of assets
Balance as of January 1, 2021
$ 124,224
Recognized in loss
(24,090)
Recognized in other comprehensive
income
-
Exchange differences on translation of
foreign financial statements
-
Balance as of December 31, 2021
$
100,134
Balance as of January 1, 2020
$ 155,102
Recognized in loss
(30,878)
Recognized in other comprehensive
income
-
Exchange differences on translation of
foreign financial statements
-
Balance as of December 31, 2020
$
124,224
Deferred tax liabilities:
Improvements
cost of
environmental
safety and
factory facilities
134,247
(31,371)
-
-
102,876
165,032
(30,785)
-
-
134,247
Others
95,096
(20,446)
18,648
(220)
93,078
235,751
(139,507)
(754)
(394)
95,096
Total
353,567
(75,907)
18,648
(220)
296,088
555,885
(201,170)
(754)
(394)
353,567
Deferred tax liabilities:
Unrealized
gains (losses)
on exchange
Balance as of January 1, 2021 $ 4,042
Recognized in loss 24,621
Exchange differences on translation of foreign financial statements (114)
Balance as of December 31, 2021 $ 28,549
Balance as of January 1, 2020 $ 1,197
Recognized in loss 3,018
Exchange differences on translation of foreign financial statements (173)
Balance as of December 31, 2020 $ 4,042

(iii) The Company's tax returns have been examined by the ROC tax authority through 2019.

(Continued)

38

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(m) Capital and other equity

As of December 31, 2021 and 2020, the Company's government registered total authorized capital both amounted to $300,000,000 with $10 dollars par value per share, the number of ordinary shares both were 30,000,000 thousand shares and total paid-up ordinary share amounted to $30,968,749 and $30,935,939, respectively. All issued shares were paid up upon issuance.

The movements of shares outstanding for the years ended 2021 and 2020 were as follows:

(in thousand shares)

Balance as of January 1,
Exercise of employees share options
Retirement of treasury shares
Balance as of December 31,
Ordinary Shares Ordinary Shares
2021
3,093,594
3,928
(647)
3,096,875
2020
3,073,365
20,229
-
3,093,594

(i) Ordinary Share

On February 26, May 5, August 4 and November 3, 2021, the Company’ s Board of Directors approved to issue the Company's ordinary shares deriving from the exercise of employee share options. The Company had issued 2,841 thousand, 577 thousand, 72 thousand and 438 thousand ordinary shares at par value, with the issuing prices of $28.5 to $29.6, $28.5, $28.5 to $29.6 and $28.0 dollars per share, which totaled $39,280. All issued shares were paid up upon issuance and the related process for registration had been completed.

For the fourth quarter of 2021, the Company’s ordinary shares were derived from the exercise of employee share options. Accordingly, the Company had issued 161 thousand ordinary shares, at issuing prices of $28.0 dollars per share, which totaled $4,508, which was recognized as advance receipts for share capital as of December 31, 2021.

On February 26, May 6, August 6 and November 4, 2020 the Company’ s Board of Directors approved to issue the Company's ordinary shares deriving from the exercise of employee share options. The Company had issued 632 thousand, 664 thousand, 17,951 thousand and 982 thousand ordinary shares at par value, with the issuing prices of $29.2, $29.2 $28.5 to $29.2 and $28.5 to $29.6 dollars per share, which totaled $202,290.All issued shares were paid up upon issuance and the related process for registration had been completed.

For the fourth quarter of 2019, the Company’s ordinary shares were derived from the exercise of employee share options. Accordingly, the Company had issued 1,271 thousand ordinary shares at issuing prices of $28.5 to $29.6 dollars per share, which totaled $36,264, which was recognized as advance receipts for share capital as of December 31, 2020.

(Continued)

39

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Capital surplus

Premium from the issuance of stock
Treasury share transactions
Employee stock option plans
Expired employee share option plans
Past due unclaimed dividends
Change in net equity of associates accounted for using
equity method
December 31,
2021
$ 29,470,846
274,385
2,790,727
268,292
202
53
$
32,804,505
December 31,
2020
29,398,346
-
2,790,727
262,499
79
38
32,451,689

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the paid-up capital.

(iii) Retain earning

According to the Company's Articles of Incorporation, the Company's annual net profit, after providing for income tax and covering the losses of previous years, is first set aside for legal reserve at the rate of 10% thereof until the accumulated balance of legal reserve equals the total issued capital and any special reserves pursuant to relevant laws and regulations. The remainder, plus the undistributed earnings of the previous years, are distributed or left undistributed for business purposes according to the resolution of the stockholders’dividend distribution plan, which are initially proposed by the Board of Directors and adopted by the shareholders in the annual stockholders’ meeting.

As it belongs to a highly capital-intensive industry with strong growth potential, the Company adopts a dividend distribution policy which is in line with its plans for product line expansion and the demand of fund. This policy requires that the distribution of cash dividends shall not exceed 50% of the Company's total dividend distribution every year.

1) Legal reserve

When the Group incurs no loss, it may, in pursuant to a resolution to be adopted by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by cash. Only the portion of legal reserve which exceeds 25 percent of the paid-in capital may be distributed.

(Continued)

40

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

2) Special Reserve

In accordance with Ruling issued by the FSC, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the currentperiod total net reduction of other shareholders’ equity. Similarly, a portion of undistributed prior-period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders' equity shall qualify for additional distributions.

3) Earnings distribution

Earnings distribution for 2020 and 2019 were approved by the general meetings of shareholders held on August 4, 2021 and May 28, 2020, respectively. The relevant dividends distributions to shareholders were as follows:

Dividends attributable to ordinary shareholders:
Cash dividends
Dividends attributable to ordinary shareholders:
Cash dividends
For the year ended December 31,
2020
For the year ended December 31,
2020
Dividends
per share
Amount
$ 1.30
4,000,000
For the year ended December 31,
2019
Amount
4,000,000
Dividends
per share
$ 1.50
Amount
4,600,000

(iv) Treasury shares

The Company repurchased shares from the securities exchange market based on section 28(2) of the Securities and Exchange Act and the movement in treasury shares were as follows.

Balance as of January 1, 2021
Transferring for the period
Retirement for the period
Balance as of December 31, 2021
Balance as of January 1, 2020 (Balance as of December 31,
2020)
Reasons for repurchase of shares
Transferring to employees
thousand
shares
Amount
20,000 $ 1,146,932
(19,353)
(1,109,829)
(647)
(37,103)
-
$
-
20,000
$
1,146,932

(Continued)

41

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

On November 3, 2021, the Company’s Board of Directors approved to retire 647 thousand treasury shares, resulting in a decrease in ordinary shares amounting to $6,470. The Company recognized the decrease in capital surplus of $30,633, on November 29, 2021 as the capital reduction, due to the book value being higher than the par value of the treasury shares. The related process for registration had been completed.

In accordance with the requirements of Securities and Exchange Act, treasury shares held by the Company should not be pledged, and do not hold any shareholder rights before their transfer.

(v) Other equity (net of tax)

Balance as of January 1, 2021
Exchange differences on translation of
foreign financial statements
Unrealized losses from financial of assets
measured at fair value through other
comprehensive income, associates
accounted for using equity method
Unrealized losses from financial assets
measured at fair value through other
comprehensive income
Balance as of December 31, 2021
Balance as of January 1, 2020
Exchange differences on translation of
foreign financial statements
Unrealized loss from financial of assets
measured at fair value through other
comprehensive income, associates
accounted for using equity method
Balance as of December 31, 2020
Exchange
differences on
translation of
foreign financial
statements
$ (2,893,732)
(1,092,193)
-
-
$
(3,985,925)
$ (938,039)
(1,955,693)
-
$
(2,893,732)
Unrealized loss
on financial
assets measured
at fair value
through other
comprehensive
income
(117,775)
-
(12,499)
(743)
(131,017)
(103,061)
-
(14,714)
(117,775)
Total
(3,011,507)
(1,092,193)
(12,499)
(743)
(4,116,942)
(1,041,100)
(1,955,693)
(14,714)
(3,011,507)

(Continued)

42

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(n) Share-based payment transactions

As of December 31, 2021, the Company had 6 share-based payment arrangements as follows:

Grant date
Grant unit
Exercise price (dollar)
(Notes1~6)
Deal period
Vested Conditions
The 8th batch of
Employee Stock
Option Plan
The 9th batch of
Employee Stock
Option Plan
The 1th batch of
Treasury Shares
Transferred to
Emplyees
The 2th batch of
Treasury Shares
Transferred to
Emplyees
The 3th batch of
Treasury Shares
Transferred to
Emplyees
The 4th batch of
Treasury Shares
Transferred to
Emplyees
2021.8.12
2021.10.22
5,587
6,413
57.4
57.4
-
-
Immediately vested
Immediately vested
2016.5.10
97,500
38.0
8 years
Duration of two
years duration and at
certain proportion
2016.8.11
2,500
36.6
8 years
Duration of two
years duration and at
certain proportion
2021.1.15
3,936
57.4
-
Immediately vested
2021.2.2
4,064
57.4
-
Immediately vested
  • Note 1: The Company approved to distribute its cash dividends in 2016. As a result, the exercise price of the 8th batch of the employee stock option plan were adjusted to $35.3 dollars, in accordance with the offering and exercising terms and conditions of ESOP.

  • Note 2: The Company approved to distribute its cash dividends in 2017. As a result, the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to $34.3 dollars and $35.5 dollars, respectively, in accordance with the offering and exercising terms and conditions of ESOP.

  • Note 3: The Company approved to distribute its cash dividends in 2018. As a result, the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to $33.1 dollars and $34.3 dollars, respectively, in accordance with the offering and exercising terms and conditions of ESOP.

  • Note 4: The Company approved to distribute its cash dividends in 2019. As a result, the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to $29.2 dollars and $30.3 dollars, respectively in accordance with the offering and exercising terms and conditions of ESOP.

  • Note 5: The Company approved to distribute its cash dividends in 2020. As a result, the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to $28.5 dollars and $29.6 dollars, respectively in accordance with the offering and exercising terms and conditions of ESOP.

  • Note 6: The Company approved to distribute its cash dividends in 2021. As a result, the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to $28.0 dollars and $29.1 dollars, respectively in accordance with the offering and exercising terms and conditions of ESOP.

  • (i) Options granted were priced using the Black-Scholes pricing model and the inputs to the model were as follows:

Dividend rate
Expected volatility
Risk-free rate
Fair value of unit stock
option (dollar)
$
The 8th batch of
Employee Stock
Option Plan
%
-
%
55.47
%
0.5728
18.77
The 9th batch of
Employee Stock
Option Plan
%
-
%
45.80
%
0.529
15.30
The 1th batch of
Treasury Shares
Transferred to
Emplyees
%
-
%
48.33
%
0.1690
28.80
The 2th batch of
Treasury Shares
Transferred to
Emplyees
%
-
%
50.77
%
0.0950
29.50
The 3th batch of
Treasury Shares
Transferred to
Emplyees
The 4th batch of
Treasury Shares
Transferred to
Emplyees
%
-
%
-
%
40.01
%
34.15
%
0.1090
%
0.2040
9.00
5.00

Expected volatility is based on weighted average of historical volatility, and it is adjusted accordingly when there is additional market information about the volatility. Expected dividend and risk-free rate is determined based on government bonds.

(Continued)

43

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Relevant information of employee stock option plans and the transfer of treasary stock

Outstanding as of January 1,
Options granted
Options exercised
Options forfeited
Options expired
Outstanding as of December 31,
Options exercisable as of December 31,
For the years ended December 31,
2021
2020
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
$ 28.51
4,462
29.22
28,202
57.40
20,000
-
-
53.66
(22,171)
28.52
(21,381)
28.51
(13)
28.55
(2,359)
56.79
(647)
-
-
28.02
1,631
28.51
4,462
28.02
1,631
28.51
4,462
For the years ended December 31,
2021
2020
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
$ 28.51
4,462
29.22
28,202
57.40
20,000
-
-
53.66
(22,171)
28.52
(21,381)
28.51
(13)
28.55
(2,359)
56.79
(647)
-
-
28.02
1,631
28.51
4,462
28.02
1,631
28.51
4,462
For the years ended December 31,
2021
2020
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
$ 28.51
4,462
29.22
28,202
57.40
20,000
-
-
53.66
(22,171)
28.52
(21,381)
28.51
(13)
28.55
(2,359)
56.79
(647)
-
-
28.02
1,631
28.51
4,462
28.02
1,631
28.51
4,462
2021
Weighted-
average
exercise
(price TWD)
Number of
options
(Units)
$ 28.51
4,462
57.40
20,000
53.66
(22,171)
28.51
(13)
56.79
(647)
28.02
1,631
28.02
1,631
Weighted-
average
exercise
(price TWD)
$ 28.51
57.40
53.66
28.51
56.79
28.02
28.02
Weighted-
average
exercise
(price TWD)
29.22
-
28.52
28.55
-
28.51
28.51
4,462
4,462

Further details of the outstanding stock options of the Company as of December 31, 2021 and 2020 were as follows:

Range of exercise price (dollar)
Weighted average of remaining option plan period (year)
(iii) Compensation cost
Compensation cost arising from share options granted to
employees
Compensation cost arising from treasury shares transferred to
employees
Earnings per share
Basic earnings per share:
Net profit attributable to the Company’s ordinary shareholders

Weighted-average number of ordinary shares outstanding
Basic earnings per share (dollar)

Diluted earnings per share:
Net profit attributable to the Company’s ordinary shareholders (basic
and diluted)
December 31,
2021
December 31,
2020
28.0~29.1
28.5~29.6
2.35~2.61
3.35~3.61
For the years ended December 31,
2021
2020
$ -
58,420
313,110
-
$
313,110
58,420
For the years ended December 31,
2021
2020
$
22,849,015
7,686,401
3,087,329
3,065,482
$
7.40
2.51
$
22,849,015
7,686,041
2021
$
22,849,015
3,087,329
$
7.40
$
22,849,015

(o) Earnings per share

(Continued)

44

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Effect of dilutive potential ordinary shares
Weighted-average number of ordinary shares (basic)
Effect of employee share option
Effect of employee remuneration
Weighted-average number of ordinary shares (diluted)
Diluted earnings per share (dollar)
For the years ended December 31, For the years ended December 31,
2020
3,065,482
8,474
8,408
3,082,364
2.49

(p) Revenue from contracts with customers

(i) Disaggregation of revenue

Geographic markets of primary destination:
Taiwan
Japan
Malaysia
Korea
China
USA
Thailand
Germany
Vietnam
Singapore
Other countries
Major products line:
Dynamic Random Access Memory
(DRAM)
Others
For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021
Manufacturing
department
$ 28,692,474
-
422,605
122,288
31,030,619
117,981
1,065,427
-
23,994
425,232
459,241
$
62,359,861
$ 62,231,250
128,611
$
62,359,861
Overseas sales
department
1,435,419
3,360,478
1,860,487
401,656
8,474,191
1,028,274
2,294,810
1,140,077
438,226
415,621
2,395,058
23,244,297
23,243,288
1,009
23,244,297
Total
30,127,893
3,360,478
2,283,092
523,944
39,504,810
1,146,255
3,360,237
1,140,077
462,220
840,853
2,854,299
85,604,158
85,474,538
129,620
85,604,158

(Continued)

45

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Geographic markets of primary destination:
Taiwan
Japan
Malaysia
Korea
China
USA
Thailand
Germany
Vietnam
Singapore
Other countries
Major products line:
Dynamic Random Access Memory
(DRAM)
Others
(ii)
Contract balances
Notes receivable -related parities from
non-operating activities
Accounts receivable (including related
parties)
Total
For the years ended December 31, 2020 For the years ended December 31, 2020 For the years ended December 31, 2020
Manufacturing
department
$ 18,120,076
-
322,911
78,949
25,283,420
51,618
486,818
-
61,422
243,569
227,270
$
44,876,053
$ 44,737,923
138,130
$
44,876,053
December 31,
2021
$ -
11,568,536
$
11,568,536
Overseas sales
department
1,746,814
1,512,613
1,190,737
410,401
6,919,169
496,534
1,155,251
552,366
528,538
283,916
1,333,122
16,129,461
16,128,397
1,064
16,129,461
December 31,
2020
-
7,876,165
7,876,165
Total
19,866,890
1,512,613
1,513,648
489,350
32,202,589
548,152
1,642,069
552,366
589,960
527,485
1,560,392
61,005,514
60,866,320
139,194
61,005,514
January 1,
2020
41,545
7291735
,,
7,333,280

For details on accounts receivable (including related parties), and loss allowance for impairment, please refer to note 6(b).

(q) Remuneration to employees

According to the Company's articles of incorporation, if the Company makes a profit, it should appropriate for employee compensation which is calculated based on 1% to 12% of the Company's net income before tax before deduction of employee compensation, and after offsetting accumulated deficits, if any, should be distributed as employee compensations. Employees who are entitled to receive the above-mentioned employee compensation, in shares or cash, include the employees of the subsidiaries of the Company who meet certain specific requirements.

(Continued)

46

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The estimated employee remuneration which was charged to profit or loss under operating costs or expense amounted to $1,550,000 and $600,000 for the years ended 2021 and 2020 respectively. This employee remuneration was estimated based on the Company's net income before tax before deducting any employee compensation, according to the earnings allocation method as stated under the Company's articles of association. If there is any difference between the actual amounts and the estimated amounts of employee remuneration to employees after the financial reports are issued, the management of the Company is expecting that the differences will be treated as a change in accounting estimates and recognized through profit or loss in the following year. Related information would be available at the Market Observation Post System website.

There is no difference between the estimated amounts of employee remuneration for the year ended December 31, 2021 and 2020, and the financial statements for the year ended December 31, 2021 and 2020, which were approved by the Company's Board of Directors.

  • (r) Non-operating income and expenses

  • (i) Interest income

Interest income from bank deposits and short-term notes
Interest income from financial lease receivables
Other gains and losses
Withholding tax refund

Losses on disposal of property, plant and equipment
Foreign exchange losses
Impairment loss on non-financial assets
Others

Finance costs
Amortization Interest of lease liability

Financing from other related parties
Others
For the years ended
December 31,
2021
2020
$ 215,972
602,919
57,880
78,316
$
273,852
681,235
2021
2020
$ 45,528
-
(8,876)
(6,642)
(323,267)
(754,936)
(31,640)
-
128,200
183,308
$
(190,055)
(578,270)
2021
2020
$ 23,653
12,833
-
94
14
190
$
23,667
13,117
2021
$ 215,972
57,880
$
273,852
2021
$ 45,528
(8,876)
(323,267)
(31,640)
128,200
$
(190,055)
2021
$ 23,653
-
14
$
23,667
  • (ii) Other gains and losses

  • (iii) Finance costs

(Continued)

47

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(s) Financial instruments

  • (i) Credit risk

1) Exposure to credit risk

The carrying amount of financial assets represents the maximum exposure to credit risk.

2) Concentration of credit risk

The majority of the Group's customers are mostly those in the high-tech industry. In order to reduce accounts receivable credit risk, the Group continuously assesses the financial condition of its customers. If it is necessary, the Group will ask for guarantees or warranties. The Group still regularly assesses the likelihood of collectability of accounts receivable and sets aside allowance for bad debts, based on the result of management’s evaluation of the overall amounts of bad debts.

As of December 31, 2021 and 2020, the Group's major customers consisted of four and five customers which accounted for 41.06% and 45.83%, respectively, of accounts receivable so that management believes the concentration of credit risk.

3) Credit risk of receivables

For credit risk exposure of accounts receivables (including related parties), please refer to note 6(b).

Other financial assets at amortized cost includes other receivables, time deposits and refundable deposits.

Considering that the Group deals only with other external parties with good credit standing and with the above investment grade financial institutions, all of the above financial assets are considered to have low credit risk.

As of December 31, 2021 and 2020, no allowance for impairment was provided because there was no indication of credit-impaired for the 12-month ECL or lifetime ECL allowance for other financial assets measured at amortized cost.

(ii) Liquidity risk

The following are the remaining contractual maturities at the end of the reporting period of financial liabilities, including estimated interest payments:

December 31, 2021
Non-derivative financial liabilities
Accounts payable (including related parties)
Other payables (including related parties)
Lease liabilities (including current portion)
Carrying
amount
$ 2,849,665
7,885,221
1,724,601
$
12,459,487
Contractual
cash flow
2,849,665
7,885,221
1,822,315
12,557,201
Within 6
months
2,849,665
7,885,221
118,330
10,853,216
6-12months
-
-
118,330
118,330
1-2years
-
-
236,536
236,536
2-5years
-
-
636,911
636,911
Over 5 years
-
-
712,208
712,208

(Continued)

48

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

December 31, 2020
Non-derivative financial liabilities
Accounts payable (including related parties)
Other payables (including related parties)
Lease liabilities (including current portion)
Carrying
amount
$ 2,111,774
5,281,380
1,796,084
$
9,189,238
Contractual
cash flow
2,111,774
5,281,380
1,914,405
9,307,559
Within 6
months
2,111,774
5,281,380
100,758
7,493,912
6-12months
-
-
100,758
100,758
1-2years
-
-
20,156
20,156
2-5years
-
-
604,549
604,549
Over 5 years
-
-
906,824
906,824

It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts.

(iii) Currency risk

1) Exposure to currency risk

The Group's significant exposure to foreign currency risk was as follows:

Financial assets:
Monetary items
USD
JPY
EUR
HKD
Financial liabilities:
Monetary items
USD
JPY
EUR
December 31, 2021 New
Taiwan
Dollars
24,313,288
573,403
3,544
3,587
3,707,636
251,627
284,322
December 31, 2020
Foreign
currency
(in thousands)
Exchange
rate
(dollars)
27.690
0.2404
31.3613
3.5446
27.690
0.2404
31.3613
Foreign
currency
(in thousands)
299,515
770,896
42
1,379
115,140
1,272,668
150
Exchange
rate
(dollars)
New
Taiwan
Dollars
28.508
8,538,574
0.2724
209,992
34.5600
1,452
3.6257
5,000
28.508
3,282,411
0.2724
346,675
34.5600
5,184
$ 878,053
2,385,202
113
1,012
$ 133,898
1,046,703
9,066
  • 2) Sensitivity analysis

The Group's exposure to foreign currency risk arises from the translation of the foreign currency exchange fluctuations on cash and cash equivalents, accounts receivable, accounts payable (including related parties) and other payable (including related parties) which are denominated in different foreign currencies. A 1% appreciation and depreciation of the TWD against the USD, JPY, EUR and HKD as of December 31, 2021 and 2020 would have decreased and increased the net income before tax by $206,502 and $51,207 for the years ended December 31, 2021 and 2020, respectively. This analysis assumes that all other variables remain constant and ignores any impact of forecasted sales and purchases. The analysis is performed on the same basis as prior year.

Since the Group has many kinds of functional currency, the information on foreign exchange loss on monetary items is disclosed by total amount. For the years ended December 31, 2021 and 2020, foreign exchange loss (including realized and unrealized portions) amounted to $323,267 and $754,936, respectively.

(Continued)

49

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iv) Other market price risk

For the years ended December 31, 2021 and 2020, the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss as illustrated below:

Prices of securities at the reporting date Increase 1% Decrease 1%

For the years ended For the years ended
December 31,
2021 2020
Other Other
comprehensive comprehensive
income after tax income after tax
$ 89 -
(89) -

(v) Fair value information

  • 1) Types and fair value of financial instruments

The Group’s financial assets measured at fair value through other comprehensive income was measured on a recurring basis. The carrying amount and fair value of the Group's financial assets and liabilities (including the information on fair value hierarchy; but excluding financial instruments were not measured at fair value whose carrying amount were reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required) were as follows:

Financial assets at fair value through other
comprehensive income:
Equity instruments without an market price
measured at fair value
Financial assets measured at amortized cost
Cash and cash equivalents
Accounts receivable
Other receivables
Lease payments receivable (including current
portion)
Subtotal
Financial liabilities measured at amortized cost
Accounts payable (including related parties)
Other payables (including related parties)
Lease liabilities (including current portion)
Total
December 31, 2021 December 31, 2021 December 31, 2021
Book Value
$ 11,071
$ 80,699,971
11,568,536
760,568
483,436
$
93,512,511
$ 2,849,665
7,885,221
1,724,601
$
12,459,487
Level 1
-
-
-
-
-
-
-
-
-
-
Fair Value
Level 2
-
-
-
-
-
-
-
-
-
-
Level 3
11,071
-
-
-
-
-
-
-
-
-
Total
11,071
-
-
-
-
-
-
-
-
-

(Continued)

50

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

Financial assets measured at amortized cost
Cash and cash equivalents
Accounts receivable (including related
parties)
Other receivables
Lease payments receivable (including current
position)
Total
Financial liabilities measured at amortized cost
Accounts payable (including related parties)
Other payables (including related parties)
Lease liabilities (including current portion)
Total
December 31, 2020 December 31, 2020 December 31, 2020
Book Value
$ 51,725,906
7,876,165
1,289,669
689,886
$
61,581,626
$ 2,111,774
5,281,380
1,796,084
$
9,189,238
Level 1
-
-
-
-
-
-
-
-
-
Fair Value
Level 2
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
Total
-
-
-
-
-
-
-
-
-
  • 2) Valuation techniques for financial instruments measured at fair value

The category and attribute of the Group's financial instruments without an active market were as follows:

  • Equity instruments without an active market price: Measurements of fair value of financial instruments without an active market price are calculated using the net asset value method, which is measured according to the main assumption based on the equity value of the investee’s net asset. The estimation has already been adjusted in accordance with the discount on the lack of marketability of the equity stock

  • 3) Transfer between levels

  • For the years ended December 31, 2021 and 2020, there was no transfer from financial assets.

  • 4) Reconciliation of Level 3 fair values

Balance as of January 1, 2021
Purchased
Total losses recognized in other comprehensive income
Balance as of December 31, 2021
Balances as of January 1, 2020 (and December 31, 2020)
Fair value
through other
comprehensive
income
Unquoted
equity
instruments
$ -
12,000
(929)
$
11,071
$
-

(Continued)

51

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For the years ended December 31, 2021 and 2020, total losses that were included in “ unrealized losses from existing financial assets at fair value through other comprehensive income” were as follows:

Total losses recognized in other comprehensive
income, and presented in “unrealized losses
from financial assets at fair value through other
comprehensive income”
2021
$
(743)
2020
-
  • 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Group’s financial instruments that use Level 3 inputs to measure fair value “fair value through other comprehensive income – equity investments”.

The Group’s investment in equity instruments without an active market have only one significant unobservable input.

Quantified information of significant unobservable inputs was as follows:

Item
Financial assets at fair
value through other
comprehensive income
equity investments
without an active market
Valuation technique
Asset method
Significant
unobservable inputs
Inter-relationship between
significant
unobservable inputs and
fair value measurement
‧Net asset value
‧The discount rate due to lack of
marketability as of December
31, 2021 was 5%
‧The higher the discount for
lack of marketability, the
lower the fair value.
  • 6) Fair value measurement in Level 3 - sensitivity analysis of the possible alternative assumptions

The valuation models and assumptions used to measure the fair value of the financial instruments is reasonable. However, the use of different valuation models or assumptions may result in different measurements. The effects of changes in assumptions for financial instruments, whose fair value measurements were categorized as Level 3, were as follows:

December 31, 2021
Financial assets at fair value through other comprehensive
income equity investments without an active market
Inputs
Discount for lack of
marketability
Increase or
decrease
1%
Effects of changes in fair
value on other
comprehensive income
Favorable
change
Unfavorable
change
117
(117)

(Continued)

52

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The favorable and unfavorable effects represent the changes in fair value, and fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.

  • (t) Financial risk management

  • (i) Nature and extent

The Group has the following exposure risks for holding certain financial instruments:

  • 1) Credit risk

  • 2) Liquidity risk

  • 3) Market risk

The following further discloses detailed information about exposure risk arising from the aforementioned risks and the Group's objectives, policies and processes for measuring and managing the above mentioned risks. For more disclosures about the quantitative effects of these exposure risks, please refer to the respective notes in the accompanying consolidated financial statements.

  • (ii) Framework of risk management

The Group's Board of Directors has overall responsibility for the establishment and oversight of the risk management framework.

The Group's risk management policies are established to identify and analyze the risks being faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group's activities. The Group, through their training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Group's Board of Directors oversees how management monitors compliance with the risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Group's Board of Directors is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Board of Directors.

(iii) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers, bank deposits and investments.

(Continued)

53

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

1) Accounts receivable

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Group's customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk.

The Group has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Group's standard payment and delivery terms and conditions are offered. The Group's review includes external ratings, when available, and in some cases, bank references. Purchase limits are established for each customer, which represent the maximum open amount without requiring approval from the Group; these limits are reviewed quarterly. Customers that fail to meet the Group's benchmark creditworthiness may transact with the Group only on a prepayment basis.

The Group established an impairment allowance that represents its estimate of incurred losses in respect of accounts receivable and other investments. Major components of this impairment allowance are specific loss component that is related to individually significant exposure and collective loss component where the loss is incurred but not identified. The collective component is based on historical payment experience of similar financial assets.

2) Investment

The credit risk exposure in the bank deposits and other financial instruments are measured and monitored by the Group's finance department. Considering that the Company deals only with banks and other external parties with good credit standing and with above investment grade financial institutions, corporate and partnership organization and government agencies, management is not expecting non-compliance issues and significant credit risk.

3) Guarantees

The Group’s policy is to provide financial guarantees only to wholly owned subsidiaries. At December 31, 2021 and 2020, no other guarantees were outstanding.

(iv) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Also, the Group's approach to managing liquidity is to ensure, as much as possible, that it will always have sufficient current funds, such as cash and cash equivalents, securities with high liquidity and sufficient credit line from banks, to meet its liabilities when due, without incurring unacceptable losses or risking damage to the consolidated Group's reputation.

The Group has unused bank facilities for $23,192,000 and $20,072,000 as of December 31, 2021 and 2020.

(Continued)

54

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(v) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

The Group buys and sells derivatives in order to reduce market risks. All these transactions are made in accordance with the risk management policy.

1) Currency risk

The Group's exposure to currency risk is on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Group, primarily the New Taiwan Dollars (NTD). The currencies used in these transactions are denominated in NTD, USD, JPY, EUR and HKD.

2) Other market price risk

The Company is exposed to equity price risk due to the investments in equity securities. This is a strategic investment and is not held for trading. The Company does not actively trade in these investments as the management of the Company minimizes the risk by holding different investment portfolios

(u) Capital management

The Group's policy is to maintain a strong capital base in order to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the Group's equity.

The Group may adjust the payment of dividend to shareholders, return cash to shareholders through capital reduction, issue new shares or sell held for sale assets in order to pay off its liabilities. Likewise, the Group monitors its debt-to-capital ratio which serves as the basis to control capital, the same practice as the other companies in the industry. The Group's debt-to-capital ratio on reporting date was as follows:

Total Liabilities
Deduct: cash and cash equivalents
Net liabilities
Total equity
Debt-to-capital ratio
December 31,
2021
$ 18,442,795
(80,699,971)
$
(62,257,176)
$
172,978,068
%
(35.99)
December 31,
2020
11,819,953
(51,725,906)
(39,905,953)
153,812,027
%
(25.94)

The Group has not changed its capital management strategy as of December 31, 2021.

(Continued)

55

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (v) The investing and financing activities on non-cash transactions

The Group's investing and financing activities on non-cash transactions for the years ended December 31, 2021 and 2020 were as follows:

  • (i) Acquisition of right-of-use assets by lease, please refer to Note6(h).

(ii)

Acquisition of property, plant and equipment
Add: Payables on equipment at beginning of period
Less: Payables on equipment at end of period
Others
Cash Paid
Retirement of treasury shares
For the years ended
December 31,
For the years ended
December 31,
For the years ended
December 31,
2021
2020
$ 11,352,775
8,364,592
693,313
973,002
(785,854)
(693,313)
-
(167,843)
$
11,260,234
8,476,438
For the years ended
December 31,
2020
-
  • (iii) Retirement of treasury shares

(iv) Reconciliation of liabilities arising from financing activities was as follow:

Lease liabilities
Lease liabilities
January 1,
2020
$
1,796,084
January 1,
2019
$
99,924
Cash flow
(188,376)
Cash flow
(188,459)
Non-Cash changes Non-Cash changes Non-Cash changes December 31,
2021
Change in an
index of lease
payment
Increased
Increased by
other
payables
17,429
99,811
(347)
Non-Cash changes
1,724,601
December 31,
2020
Increased
1,884,277
Increased by
other
payables
(70)
Interest
expense
412
1,796,084

(Continued)

56

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(7) Related-party transactions:

(a) Names and relationship with related parties

The following are entities that have had transactions with related party during the periods covered in the consolidated financial statements.

Name of related party Relationship with the Group Formosa Petrochemical Corporation The Group's other related parties Fromosa FCFC Carpet Corporation The Group's other related parties Nan Ya Photonics Incorporation The Group's other related parties Formosa Technologies (Nanjing) Corporation The Group's other related parties Formosa Sumco Technology Corporation The Group's other related parties Formosa Advanced Technologies Co., Ltd. The Group's associates (referred to as "FATC") Formosa Technologies Corporation The Group's other related parties Formosa Biomedical Technology Corp. The Group's other related parties Formosa Plastics Corporation The Group's other related parties Formosa Waters Technology Co., Ltd. The Group's other related parties Nan Ya Plastics Corporation Min Chi University of Technology The Company's other related parties

The Group's other related parties The Group's other related parties The Group's other related parties The Group's other related parties The entity with significant influence over the Group The Company's other related parties

  • (b) Significant transactions with related parties

  • (i) Sales to related parties

Relationship Sales
For the year ended December 31,
2021
2020
$
-
9,271
Accounts receivable to related parties Accounts receivable to related parties
2021
$
-
December 31,
2021
-
December 31,
2020
8,237
Associates

The terms and pricing of sales with associates were not significantly different from normal selling price, which is collected every 15th of the following month. Amounts receivable from related parties were uncollateralized, and no expected credit loss were required after the assessment by the management.

(Continued)

57

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Purchase from related parties

Relationship Purchases
For the year ended December 31,
2021
2020
$ 121,418
89,770
852
801
661,913
573,342
270,612
233,946
$
1,054,795
897,859
Accounts payable to related parties
2021
$ 121,418
852
661,913
270,612
$
1,054,795
December 31,
2021
12,764
-
97,938
8,812
119,514
December 31,
2020
9,686
-
71,257
3,735
Entities with significant influence over the
Group
Associates
Other related parties:
Formosa Sumco Technology Corporation
Other related parties
84,678

The terms and pricing of purchase transactions with related parties above were not significantly different from those offered by other vendors. The payment terms ranged from one to two months, which were no different from the payment terms given by other vendors.

  • (iii) Consigned out for processing
Relationship
Associates
Amount
For the year ended December 31,
2021
2020
$
7,773,589
7,136,528
Other payables to related parties Other payables to related parties
2021
$
7,773,589
December 31,
2021
1,221,034
December 31,
2020
1,049,080

The term of transactions with the related parties above is 60 days after the end of each month when processed consigned goods are received.

  • (iv) Financing from related parties
Financing from related parties
Financial costs
For the year ended December 31
Relationship 2021
2020
Other related parties:
Formosa Technologies (Nanjing) Corporation - 94

The borrowing from related parties above as of December 31, 2021 and 2020 has already been repaid

  • (v) Property transactions

Acquisition of equipment

Relationship
Entities with significant influence over the
Group

Other related parties
Acquisition price
For the six months ended
December 31,

2021
2020
$ 32,371
40,550
9,718
-
$
42,089
40,550
Other payables to related
parties
Other payables to related
parties
2021
$ 32,371
9,718
$
42,089
December
31, 2021
8,093
8,088
16,181
December
31, 2020
20,830
-
20,830

(Continued)

58

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(vi) Leases

Relationship
Entities with significant influence over the Group
Acquisition price Acquisition price
For the six months ended
December 31,
2021
$
65,134
2020
62,391

The rentals charged to the entities with significant influence over the Company are determined based on the local market prices, and rents are paid monthly . The Group entered into 9 to 10 years lease agreements between July and August 2020, as well as a 3-year lease agreement in July 2017, with Nan Ya Plastics Corporation, at the total values of $2,015,018 and $617,862, respectively. Also, for the years ended December 31, 2021 and 2020, the Group recognized the amounts of $23,290 and $12,833, respectively, as interest expenses. Furthermore, on December 31, 2021 and 2020, the balances of lease liabilities amounted to $1,633,479 and $1,796,084, respectively. In additions, for the year ended December 31, 2021 and 2020, the Group recognized the additions of the right of use asset amounting to $0 and $1,884,277, respectively.

The Group entered into a 3-year lease agreement in December 2021 with Min Chi University of Technology, at the total values of $50,198. Also, for the year ended December 31, 2021, the Group recognized the amount of $43, as interest expense. Furthermore, on December 31, 2021, the balance of lease liabilities amounted to $49,352.

For the details of right of use asset, please refer to Note6(h).

(vii) Others

Relationship
Associates
Other income Other income
For the six months ended
December 31
2021
$
602
2020
3,635

(c) Key management personnel compensation

Key management personnel compensation comprised:

Short-term employee benefits
Share-based payment
For the years ended
December 31,
For the years ended
December 31,
2021
$ 63,913
5,696
$
69,609
2020
77,621
702
78,323

Please refer to Note 6(n) for the details of share-based payment.

(Continued)

59

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(8) Pledged assets:

The Group’s assets pledged to secure loans are as follows:

The Group’s assets pledged to secure loans are as follows:
Pledged assets
Other non-current assets
Object
Office leasing
December 31,
2021
$
5,391
December 31,
2020
5,573

(9) Commitments and contingencies:

  • (a) Significant commitments
Significant commitments
Guarantees for importation goods provided by bank

Unused letters of credit
Total
December 31,
2021
$ 835,000
112,321
$
947,321
December 31,
2020
935,000
660,779
1,595,779
  • (b) Contingent liabilities

  • (i) In 2000, the Company was charged by Brazil's Ministry of Justice as being involved in the International Monopolies, which influences Brazil's DRAM market. Consequently, the Company, other large international companies and individuals are investigated at the same time. The lawsuit was in a court hearing. The Company has engaged counsels to properly handle it to ensure the Company's rights.

  • (ii) In October 2016, Lone Star Silicon Innovations LLC (Lone Star) filed a lawsuit against Nanya Technology Corp. (Nanya) and two of its subsidiaries, Nanya Technology Corp., USA (NTC USA) and Nanya Technology Corp., Delaware (NTC Delaware), to the US District Court of East Texas for patent infringement. The lawsuit was dismissed in April 2021, therefore it was closed.

  • (iii) In November 2019, Monterey Research LLC (Monterey) filed a lawsuit against Nanya Technology Corp. (Nanya) and two of its subsidiaries, Nanya Technology Corp., USA (NTC USA) and Nanya Technology Corp., Delaware (NTC Delaware), to the US District Court of Delaware for patent infringement. The Company has engaged counsels to properly handle it to ensure the Company's rights.

(Continued)

60

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (iv) The original Joint Venture agreement signed by the Company, Micron Technology, Inc. and its related parties was terminated after Micron Semiconductor Co. completed its share-swap with Micron Technology Taiwan. Both parties had mutually agreed to sign a cooperation agreement, the details of the agreement were as follows:

  • 1) The estimated cost for improving specific environmental safety and factory facilities in mutually operating period of joint venture agreement amounted to US$54,030 thousand; the Company agreed to share the 50% portion of the total costs and accrued it as expense of $850,000 (USD27,015 thousand) to other payable. The Company will share the cost based on the actual amounts at the appointed time. As of December 31, 2021 and 2020, the payment amounting to $ 357,800 and $200,950 had been recognized by the Company.

  • 2) The Company agreed to share the 50% portion of the total losses for penalty, improving costs and suspending operation before the date of share-swap in the following two to five years due to an existing event of environmental safety and factory facilities which violated the laws.

(10) Losses Due to Major Disasters: None

(11) Subsequent Events: None

(12) Other:

  • (a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:
follows:
For the year ended December 31,
2021
For the year ended December 31,
2020
Cost of goods
sold
Operating
expenses
Total Cost of goods
sold
Operating
expenses
Total
Employee benefits
Salaries
Labor and health insurance
Pension expenses
Remuneration for directors
Other personnel expenses
Depreciation expenses
Amortization expenses
3,719,161
208,937
100,824
-
70,520
14,531,453
260,025
2,882,127
187,751
90,491
6,610
32,752
502,312
-
6,601,288
396,688
191,315
6,610
103,272
15,033,765
260,025
2,955,084
194,298
99,661
-
73,204
13,773,731
236,477
2,253,131
166,321
85,264
6,500
30,092
440,507
-
5,208,215
360,619
184,925
6,500
103,296
14,214,238
236,477

(Continued)

61

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The followings were the information on significant transactions required by the “ Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group for the year ended December 31, 2021:

  • (i) Loans to other parties: None

  • (ii) Guarantees and endorsements for other parties: None

  • (iii) Securities held at the reporting date (excluding investment in subsidiaries, associates and joint ventures):

(In Thousands of New Taiwan Dollars)

Name of holder Category and
name of
security
Relationship
with company
Account
title
Endingbalance Endingbalance Endingbalance Endingbalance Highest
Percentage of
ownership (%)
Note
Shares/Units
(thousands)
Carrying value Percentage of
ownership (%)
Fair value
The Company Mesh Cooperative
Ventures Fund LP
-


c
Financial assets at fair
value through other
omprehensive income
-non-current
- 11,071 %
2.46
11,071 %
2.46
  • (iv) Information regarding purchase or sale of securities for the period exceeding $300 million or 20% of the capital stock:

(In Thousands of New Taiwan Dollars / Shares)

Name of
company
Security type Account Counter party Relationship Beginning Beginning Purchases Purchases Sales Sales Sales Sales Ending Ending Note
Shares
(in thousand)
Amount Shares
(in thousand)
Amount Shares
(in thousand)
Price Cost Gain (loss)
on disposal
Shares
(in thousand)
Amount
Nanya
Technology
International,
Ltd.
Stocks Investment
accounted for
using equity
method
Nanya
Technology
International,
Ltd.
Subsidiary 1.2 34,357,493 0.4 11,141,200 - - - - 1.6 44,369,801 Note

Note :The transactions were written off in the consolidated financial statements.

  • (v) Acquisition of individual real estate with amount exceeding $300 million or 20% of the Company's paid-in capital: None

  • (vi) Disposal of individual real estate with amount exceeding $300 million or 20% of the Company's paid-in capital: None

  • (vii) Related-party transaction for purchases and sales for which amounts exceeding $100 million or 20% of the Company's paidin capital:

(In Thousands of New Taiwan Dollars)

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms
different from others
Transactions with terms
different from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase
/Sale
Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment
terms
Ending balance Percentage of total
notes/accounts
receivable (payable)
The Company
The Company
The Company
The Company
Nanya
Technology
Corp.,
Delaware
Nanya
Technology
Corp., U.S.A
Nanya
Technology
Corp., Japan
Nanya
Technology
Corp., Europe
GmbH
Nanya Technology
Corp., U.S.A.
Nanya Technology
Corp., Japan
Nanya Technology
Corp., Europe
GmbH
Nanya Technology
Corp., HK
Nanya Technology
Corp
Nanya Technology
Corp
Nanya Technology
Corp
Nanya Technology
Corp
Subsidiary
Subsidiary
Subsidiary
subsidiary
The parent company
The parent company
The parent company
The parent company
(Sale)
(Sale)
(Sale)
(Sale)
(Sale)
Purchase
Purchase
Purchase
(11,944,306)
(5,899,564)
(5,109,182)
(168,328)
(437,508)
11,944,306
5,899,564
5,109,182
(13.97)%
(6.90)%
(5.98)%
(0.20)%
(100.00)%
100.00%
100.00%
100.00%
O/A 60~90Days
O/A 180Days
O/A 60~90Days
O/A 60~90 Days
O/A 60~90 Days
O/A 60~90 Days
O/A 180Days
O/A 60~90Days
-
-
-
-
-
-
-
-
2,880,267
774,240
1,143,206
33,231
56,531
(2,880,267)
(774,240)
(1,143,206)
23.59%
6.34%
9.37%
0.27%
100.00%
(100.00)%
(100.00)%
(100.00)%
(Note)
(Note)
(Note)
(Note)
(Note)
(Note)
(Note)
(Note)

(Continued)

62

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transaction details Transactions with terms
different from others
Transactions with terms
different from others
Notes/Accounts receivable (payable) Notes/Accounts receivable (payable) Note
Purchase
/Sale
Amount Percentage of
total
purchases/sales
Payment terms Unit price Payment
terms
Ending balance Percentage of total
notes/accounts
receivable (payable)
Nanya
Technology
Corp., HK
The Company
The Company
The Company
Nanya Technology
Corp

Formosa Sumco
Technology
Corporation

Formosa Biomedical
Technology
Corporation

Nanya Plastic
Corporation


The parent company
Other related parties
Other related parties
The entities with
significant influence
over the Group
Purchase
Purchase
Purchase
Purchase
168,328
661,913
186,979
121,418
100.00%
5.35%
1.51%
0.98%
O/A 60~90Days
O/A 60Days
Payment after
arrival and
inspection of
good
Payment after
arrival and
inspection of
good
-
-
-
-
(33,231)
(97,938)
(6,858)
(12,764)
(100.00)%
(3.44)%
(0.24)%
(0.45)%
(Note)
-
-
-

Note: The transactions were written off in the consolidated financial statements.

(viii) Receivables from related parties with amounts exceeding $100 million or 20% of the Company's paid-in capital:

(In Thousands of New Taiwan Dollars)

Name of
company
Counter-party Nature of
relationship
Ending balance of
accounts receivable
from related parties
Turnover
rate
Overdue Overdue Amounts received in
subsequent period
Allowance
for bad debts
Amount Action taken
The Company
The Company
The Company
Nanya Technology Corp., U.S.A.
Nanya Technology Corp., Japan
Nanya Technology Europe GmbH
Subsidiary
Subsidiary
Subsidiary
2,880,767
774,240
1,143,206
5.53
7.79
6.35
-
-
-
-
-
-
1,241,775
420,874
465,832
-
-
-

Note: The transactions were written off in the consolidated financial statements.

(ix) Trading in derivative instruments: None

(x) Business relationships and significant intercompany transactions:

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
No. Name of company Name of counter-party Nature of
relationship
Intercompany transactions
Account name Amount Trading terms Percentage of the consolidated
net revenue or total assets
0
0
0
0
1
0
0
0
0
1
Nanya Technology Corp.
Nanya Technology Corp.
Nanya Technology Corp.
Nanya Technology Corp
Nanya Technology
Corp.Delaware
Nanya Technology Corp.
Nanya Technology Corp.
Nanya Technology Corp.
Nanya Technology Corp.
Nanya Technology
Corp.Delaware
Nanya Technology Corp.,
U.S.A
Nanya Technology Corp.,
Japan
Nanya Technology Europe
GmbH
Nanya Technology Corp.
HK
Nanya Technology Corp.
Nanya Technology Corp.,
U.S.A
Nanya Technology Corp.,
Japan
Nanya Technology Europe
GmbH
Nanya Technology Corp.
HK
Nanya Technology Corp.
1
1
1
1
2
1
1
1
1
2
Sales
Sales
Sales
Sales
Sales
Accounts receivable
Accounts receivable
Accounts receivable
Accounts receivable
Accounts receivable
11,944,306
5,899,564
5,109,182
168,328
437,508
2,880,267
774,240
1,143,206
33,231
56,531
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
On the basis of general
conditions
13.95%
6.89%
5.97%
0.20%
0.51%
1.50%
0.40%
0.60%
0.02%
0.03%

Note 1: Assigned numbers represent the following:

  1. 0 represents the parent company.

  2. The subsidiaries are represented numerically starting from 1.

Note 2: The terms of transactions are defined as follows:

  1. Parent company to subsidiary.

  2. Subsidiary to parent company.

  3. Subsidiary to Subsidiary.

(Continued)

63

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

Note 3: The business relationship and significant transactions between the parent company and the subsidiary only disclose the importations of sales and account receivable, did not repeat about the purchase and account payable.

Note 4: The transactions were written off in the consolidated financial statements.

  • (b) Information on investees (excluding information on investees in Mainland China):

The following is the information on investees for the year ended December 31, 2021:

(In Thousands of New Taiwan Dollars / Thousands Shares)

Name of
investor
Name of investee Location Main
businesses and products
Original investment amount Original investment amount Balance as of December 31, 2021 Balance as of December 31, 2021 Balance as of December 31, 2021 Highest
Percentage
of ownership
Net income
of investee
Share of
profits
of investee
Note
December 31,
2021
December 31,
2020
Shares Percentage of
ownership
Carrying
value
The Company

The Company

The Company

The Company

The Company

The Company


Nanya
Technology
Corp., HK
Nanya Technology Corp., U.S.A.

Nanya Technology Corp., Delaware

Nanya Technology Corp., HK

Nanya Technology Corp., Japan

Nanya Technology International, Ltd.


Formosa Advanced Technologies
Co., Ltd.

Nanya Technology Europe GmbH
U.S.A
U.S.A
Hong Kong
Japan
British
Virgin Island
Yunlin
Germany
Sales of semiconductor products
Design of semiconductor products
Sales of semiconductor products
Sales of semiconductor products
General investment business
Assembling, testing and producing
modules for IC
Sales of semiconductor products
20,392
36,005
66,271
20,161
48,145,600
5,099,482
30,056
20,392
36,005
66,271
20,161
37,004,400
5,099,482
30,056
2.4
-
19.7
1
1.6
141,511
-
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
32.00
%
100.00
52,347
183,208
77,118
244,686
44,369,801
5,339,031
72,107
100.00
100.00
100.00
100.00
100.00
32.00
100.00
23,630
16,339
12,890
103,773
148,456
1,557,009
7,910
23,630
16,339
12,890
103,773
148,456
520,977
7,910
(Note1)
(Note1)
(Note1)
(Note1)
(Note 1)
(Note 2)
(Note1)

Note: (1) The transactions were written off in the consolidated financial statements.

  • (2) Investment accounted for using equity method.

(c) Information on investment in mainland China:

  • (i) The names of investees in Mainland China, the main businesses and products, and other information:

(In Thousands of New Taiwan Dollars)

Name of
investee
Main
businesses
and
products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2021
Investment flows Investment flows Accumulated
outflow of
investment from
Taiwan as of
December 31,
2021
Net
income

(losses)
of the
investee
Percentage
of
ownership
Highest
Percentage
of ownership
Investmen
income
(losses)
t
Book
value
Accumulated
remittance of
earnings in
current period


Outflow
Inflow
Nanya
Technology
Corp.,
Shenzhen
Sales of semiconductor
products
27,275
(USD985
thousand)
(2) 27,275
(USD98
thousand
5
)
-
- 27,275
(USD98
thousand
5
)
3,889
100.00% 100.00 3,889
(Note 2
)
23,024
-

Note 1:Three types of investments were as follows:

  • (1) Investing directly in Mainland China

  • (2) Investing the companies in Mainland China through third parties.

  • (3) Others

Note 2:The financial statements were reviewed by a certified public accountant of the Taiwanese parent company.

Note3:The transactions were written off in thee consolidated financial statements.

(ii) Limitation on investment in Mainland China:

(In Thousands of New Taiwan Dollars)
Accumulated Investment in Mainland China as
of December 31, 2021 (Note 1)
Investment Amounts Authorized by
Investment Commission, MOEA (Note 1)
Upper Limit on Investment
(Note 2)
27,275
(USD985 thousand)
27,275
(USD985 thousand)
103,786,841
(In Thousands of New Taiwan Dollars)
Accumulated Investment in Mainland China as
of December 31, 2021 (Note 1)
Investment Amounts Authorized by
Investment Commission, MOEA (Note 1)
Upper Limit on Investment
(Note 2)
27,275
(USD985 thousand)
27,275
(USD985 thousand)
103,786,841
(In Thousands of New Taiwan Dollars)
Accumulated Investment in Mainland China as
of December 31, 2021 (Note 1)
Investment Amounts Authorized by
Investment Commission, MOEA (Note 1)
Upper Limit on Investment
(Note 2)
27,275
(USD985 thousand)
27,275
(USD985 thousand)
103,786,841
Investment Amounts Authorized by
Investment Commission, MOEA (Note 1)
Upper Limit on Investment
(Note 2)
27,275
(USD985 thousand)
103,786,841

Note 1:The exchange rate of New Taiwan dollars to US dollars on December 31, 2021 was USD1:TWD 27.69 Note 2:60% of net equity.

  • (iii) Significant transactions: None

(Continued)

64

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

  • (d) Information on major shareholders:
Information on major shareholders:
Shareholding
Shareholder’s Name
Shares Percentage
Nan Ya Plastics Corporation 907,303,775 %
29.29
Formosa Chemicals & Fibre Corporation 334,815,409 %
10.81
Formosa Plastics Corporation 334,815,409 %
10.81
Formosa Petrochemical Corp 334,815,409 %
10.81
  • Note 1: The information on major shareholders, which is provided by the Taiwan Depository & Clearing Corporation, summarized the shareholders who held over 5% of total non-physical ordinary shares and preference shares (including treasury shares) on the last business date of each quarter. The actual registered non-physical shares may be different from the capital shares disclosed in the financial statement due to different calculation basis.

  • Note 2: If shares are entrusted, the above information regarding such shares will be revealed by each trustors of individual trust ac count. The shareholders holding more than 10% of the total shares of the company should declare insider’ s equity according to Securities and Exchange Act. The numbers of the shares declared by the insider include the shares of the trust assets which the insider has discretion over use. For details of the insider’s equity announcement please refer to the TWSE website.

(14) Segment information:

  • (a) General information:

The Group has 4 reporting segments: segment of manufacturing, segment of oversea sales , segment of oversea overseas R&D, and segment of investment. The segment of manufacturing is responsible for the manufacture and sales of semiconductor products; the segment of oversea sales is responsible for the sales of semiconductor products; the segment of overseas R&D is responsible for research and development of semiconductor products; and the segment of investment is responsible for investment securities.

The operating decision maker, on the other hand, uses the geographic area information as its management framework in managing the segments mentioned above.

  • (b) The income of the reporting segment, segment assets, segment liabilities and the information of the measure basis and reconciliation.

The accounting policies of each segment was similar to those described in note 4 “ significant accounting policies” . The performance evaluation of each department is based on the gain or loss of the Group’s operating department, which is measured using the profit before tax. The Group treated intersegment sales and transfers as third-party transactions. They are measured at market price.

No tax expenses(income) were allocated to the reporting segment and the reportable amounts were same as to the report used by the chief operating decision maker.

(Continued)

65

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

The Group’s operating segment information and reconciliation are as follows:

Revenue:
From external customers
From sales among intersegments
Total revenue
Interest expense
Depreciation and amortization
Share of profit (loss) of associates accounted
for using equity method, net
Other non-cash significant item:
Impairment loss on non-financial assets
Reportable segment profit or loss
Capital expenditure of non-current assets
Reportable segments assets
Reportable segments liabilities
Revenue:
From external customers
From sales among intersegments
Total revenue
Interest expense
Depreciation and amortization
Share of profit (loss) of associates accounted
for using equity method, net
Other non-cash significant item:
Reportable segment profit or loss
Capital expenditure of non-current assets
Reportable segments assets
Reportable segments liabilities
For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021
Overseas
sales
division
$ 23,244,297
52,754
$
23,297,051
$ -
5,728
11,799
31,640
$
229,018
12,537
$
5,474,495
$
4,964,224
Overseas
R&D
division
Manufacturing
divisions
Investment
divisions
Adjustments
and eliminated
-
62,359,861
-
-
437,508
23,121,381
-
(23,611,643)
437,508
85,481,242
-
(23,611,643)
-
23,667
-
-
4,622
15,283,440
-
-
-
826,065
-
(316,887)
-
-
-
-
21,430
27,673,614
148,456
(305,088)
15,265
78,899,499
-
-
204,459
191,326,808
44,369,801
(49,954,700)
21,250
18,348,740
-
(4,891,419)
For the year ended December 31, 2020
Total
85,604,158
-
85,604,158
23,667
15,293,790
520,977
31,640
27,767,430
78,927,301
191,420,863
18,442,795
Overseas
R&D
division
-
454,105
454,105
-
3,519
-
22,971
17,147
195,825
23,832
Manufacturing
divisions
44,876,053
15,824,337
60,700,390
13,023
14,441,004
1,043,924
8,974,018
82,745,077
165,624,472
11,812,445
Investment
divisions
-
-
-
-
-
-
547,446
-
34,357,531
38
Adjustments
and eliminated
-
(16,332,333)
(16,332,333)
-
-
(584,952)
(577,029)
-
(37,665,760)
(2,729,547)
Total
61,005,514
-
61,005,514
13,117
14,450,715
466,895
8,991,217
82,777,192
165,631,980
11,819,953

(c) Types of products and service:

The Group's revenue from external customer were as follows:

Products and service
DRAM
$ Others
Total
$
For the year ended , For the year ended ,
December 31,
2021

85,474,538
129,620

85,604,158
December 31,
2020
60,866,320
139,194
61,005,514

(Continued)

66

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements

(d) Geographic area information

The Group's revenue from operations from external customers by location of operations and information concerning the location of its non-current assets were as follows:

District
From external clients:
Taiwan
USA
Japan
Mainland China
Other countries
Total
District
Non-current assets:
Taiwan
Other countries
Total
For the year ended , For the year ended ,
December 31,
2021
$ 30,127,893
1,146,255
3,360,478
39,504,810
11,464,722
$
85,604,158
December 31,
2021
$ 78,899,499
27,802
$
78,927,301
December 31,
2020
19,866,890
548,152
1,512,613
32,202,589
6,875,270
61,005,514
December 31,
2020
82,745,077
32,115
82,777,192

Non-current assets included property, plant and equipment, right-of-use assets and intangible asset, excluding financial instruments and deferred tax assets.

(e) Major clients

WPI International Co.
MediaTek Inc
WT Microelectronics Co., Ltd.
KINGSTONE TECHNOLOGY CO, LTD
Huawei tech.Investment Co.,Limited
Total
December 31,
2021
$ 11,495,178
10,090,072
7,464,182
5,116,147
-
$
34,165,579
December 31,
2020
5,470,587
4,424,729
3,844,091
7,339,958
6,268,808
27,348,173