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OSE — Interim / Quarterly Report 2024
Dec 9, 2024
52010_rns_2024-12-09_1c4ad022-0951-468b-94e6-b095a522032e.pdf
Interim / Quarterly Report
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ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS’ REVIEW REPORT SEPTEMBER 30, 2024 AND 2023
For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
~1~
INDEPENDENT AUDITORS’ REVIEW REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Orient Semiconductor Electronics, Limited
Introduction
We have reviewed the accompanying consolidated balance sheets of Orient Semiconductor Electronics, Limited and subsidiaries (the “Group”) as at September 30, 2024 and 2023, and the related consolidated statements of comprehensive income for the three months and nine months then ended, as well as the consolidated statements of changes in equity and of cash flows for the nine months then ended and notes to the consolidated financial statements, including a summary of material accounting policies. Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” that came into effect as endorsed by the Financial Supervisory Commission. Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.
Scope of review
Except as explained in the following paragraph, we conducted our reviews in accordance with the Standard on Review Engagements 2410, “Review of Financial Information Performed by the Independent Auditor of the Entity” of the Republic of China. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for qualified conclusion
As explained in Notes 4(3) B and 6(5), the financial statements of certain insignificant consolidated subsidiaries, investments accounted for using equity method and information disclosed in Note 13 were not reviewed by independent auditors. Total assets of these subsidiaries (including investments accounted for using equity method) amounted to NT$367,470 thousand and NT$711,953 thousand, constituting 2% and 4% of the consolidated total assets as at September 30, 2024 and 2023, respectively, total liabilities amounted to NT$82,102 thousand and NT$70,342 thousand, constituting 1% and 1% of the
~2~
consolidated total liabilities as at September 30, 2024 and 2023, respectively, and the total comprehensive income (loss) (including share of profit or loss of associates and joint ventures accounted for using equity method) amounted to NT$3,738 thousand, (NT$7,547) thousand, NT$19,280 thousand and (NT$37,328) thousand, constituting 2%, (1%), 2% and (2%) of the consolidated total comprehensive income (loss) for the three months and nine months then ended, respectively.
Qualified conclusion
Except for the adjustments to the consolidated financial statements, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries, investment accounted for using equity method and information disclosed in Note 13 been reviewed by independent auditors as described in the Basis for qualified conclusion section above, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at September 30, 2024 and 2023, and of its consolidated financial performance for the three months and nine months then ended, and its consolidated cash flows for the nine months then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting” that came into effect as endorsed by the Financial Supervisory Commission.
Wang, Kuo-Hua Chiang, Tsai-Yen For and on behalf of PricewaterhouseCoopers, Taiwan October 29, 2024
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ review report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 2024, DECEMBER 31, 2023 AND SEPTEMBER 30, 2023
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | September 30, 2024 AMOUNT % $4,392,80023198,01413,941,01021--67,822-6,503-1,785,4619142,992125,172-10,559,774551,799,52296,129,26532117,937162,258-415,6262104,491115,160-27,250-8,671,50945$19,231,283100 |
December 31, 2023 AMOUNT % $3,909,72821409,18624,462,71624270-106,71313,194-1,604,909993,171130,774-10,620,661581,839,213105,081,55028146,307180,670-634,413325,276-36,603-2,315-7,846,34742$18,467,008100 |
September 30, 2023 | September 30, 2023 |
|---|---|---|---|---|---|
AMOUNT$4,392,800198,0143,941,010-67,8226,5031,785,461142,99225,17210,559,7741,799,5226,129,265117,93762,258415,626104,49115,16027,2508,671,509$19,231,283 |
AMOUNT$4,056,506428,2444,323,086-83,7462,1131,590,52294,42030,35110,608,9881,671,2835,116,203151,54479,364766,27930,78628,8852,3177,846,661$18,455,649 |
% | |||
| Current assets 1100 Cash and cash equivalents 1140 Current contract assets 1170 Accounts receivable, net 1180 Accounts receivable due from related parties, net 1200 Other receivables 1220 Current tax assets 130X Inventories 1410 Prepayments 1479 Other current assets, others 11XX Current Assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred tax assets 1915 Prepayments for business facilities 1920 Guarantee deposits paid 1990 Other non-current assets, others 15XX Non-current assets 1XXX Total assets |
6(1) 6(19) 6(3) 6(3) and 7 6(4) 6(2) 6(6) and 8 6(7) 6(9) 8 |
22223---91- |
|||
57 |
|||||
928114--- |
|||||
43 |
|||||
100 |
(Continued)
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ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 2024, DECEMBER 31, 2023 AND SEPTEMBER 30, 2023
(Expressed in thousands of New Taiwan dollars)
| September 30, 2024 | September 30, 2024 | December 31, 2023 | December 31, 2023 | September 30, | 2023 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Liabilities and Equity | Notes | AMOUNT | % | AMOUNT | % | AMOUNT | % | |||||
| Current liabilities | ||||||||||||
| 2130 | Current contract liabilities | 6(19) | $ |
79,542 |
- |
$ |
87,187 |
- |
$ |
91,018 |
1 |
|
| 2170 | Accounts payable | 4,660,149 |
24 |
3,966,349 |
22 |
3,741,142 |
20 |
|||||
| 2180 | Accounts payable to related | 7 | ||||||||||
| parties | 1,371 |
- |
1,474 |
- |
429 |
- |
||||||
| 2200 | Other payables | 6(10) | 1,479,356 |
8 |
1,396,947 |
8 |
1,329,242 |
7 |
||||
| 2220 | Other payables to related | 7 | ||||||||||
| parties | - |
- |
19,781 |
- |
14,959 |
- |
||||||
| 2230 | Current tax liabilities | 100 |
- |
214 |
- |
- |
- |
|||||
| 2250 | Current provisions | 6(15) | 66,888 |
- |
46,477 |
- |
41,277 |
- |
||||
| 2280 | Current lease liabilities | 13,437 |
- |
25,400 |
- |
27,909 |
- |
|||||
| 2320 | Long-term liabilities, current | 6(11) and 8 | ||||||||||
| portion | 325,248 |
2 |
107,054 |
1 |
29,648 |
- |
||||||
| 2365 | Current refund liabilities | 11,175 |
- |
4,481 |
- |
16,765 |
- |
|||||
| 2399 | Other current liabilities, others | 7 | 91,114 |
1 |
83,900 |
- |
88,789 |
1 |
||||
| 21XX | Current Liabilities | 6,728,380 |
35 |
5,739,264 |
31 |
5,381,178 |
29 |
|||||
| Non-current liabilities | ||||||||||||
| 2540 | Non-current portion of non- | 6(11) and 8 | ||||||||||
| current borrowings | 984,067 |
5 |
1,131,908 |
6 |
1,149,314 |
6 |
||||||
| 2580 | Non-current lease liabilities | 86,792 |
1 |
108,460 |
1 |
112,975 |
1 |
|||||
| 2635 | Non-current preference share | 6(13) | ||||||||||
| liabilities | - |
- |
- |
- |
1,002,881 |
5 |
||||||
| 2640 | Net defined benefit liability, | |||||||||||
| non-current | 62,080 |
- |
178,046 |
1 |
113,556 |
1 |
||||||
| 2645 | Guarantee deposits received | 28,386 |
- |
35,487 |
- |
38,407 |
- |
|||||
| 25XX | Non-current liabilities | 1,161,325 |
6 |
1,453,901 |
8 |
2,417,133 |
13 |
|||||
| 2XXX | Total Liabilities | 7,889,705 |
41 |
7,193,165 |
39 |
7,798,311 |
42 |
|||||
| Equity attributable to owners of | ||||||||||||
| parent | ||||||||||||
| Share capital | 6(14)(16) | |||||||||||
| 3110 | Share capital - common stock | 5,603,083 |
29 |
5,553,083 |
30 |
5,553,083 |
30 |
|||||
| 3120 | Preference share | 1,801,800 |
9 |
1,801,800 |
10 |
1,801,800 |
10 |
|||||
| Capital surplus | 6(17) | |||||||||||
| 3200 | Capital surplus | 480,901 |
2 |
238,387 |
1 |
238,387 |
1 |
|||||
| Retained earnings | 6(18) | |||||||||||
| 3310 | Legal reserve | 528,205 |
3 |
346,070 |
2 |
346,070 |
2 |
|||||
| 3320 | Special reserve | 192,793 |
1 |
192,793 |
1 |
192,793 |
1 |
|||||
| 3350 | Unappropriated retained | |||||||||||
| earnings | 2,973,131 |
16 |
3,007,624 |
16 |
2,467,051 |
14 |
||||||
| Other equity interest | ||||||||||||
| 3400 | Other equity interest | ( |
238,335)( |
1) |
134,086 |
1 |
58,154 |
- |
||||
| 31XX | Equity attributable to | |||||||||||
| owners of the parent | 11,341,578 |
59 |
11,273,843 |
61 |
10,657,338 |
58 |
||||||
| 3XXX | Total equity | 11,341,578 |
59 |
11,273,843 |
61 |
10,657,338 |
58 |
|||||
| Significant contingent liabilities | 9 | |||||||||||
| and unrecognised contract | ||||||||||||
| commitments | ||||||||||||
| 3X2X | Total liabilities and equity | $ |
19,231,283 |
100 |
$ |
18,467,008 |
100 |
$ |
18,455,649 |
100 |
The accompanying notes are an integral part of these consolidated financial statements.
~5~
ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars, except earnings per share amount)
| Items | Notes | Three months ended September 30 | Three months ended September 30 |
|---|---|---|---|
| 2024 | 2023 | ||
| 4000 Sales revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling and administrative expenses 6300 Research and development expenses 6450 Impairment loss (impairment gain and reversal of impairment loss) determined in accordance with IFRS 9 6000 Total operating expenses 6500 Net other income (expenses) 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of loss of associates and joint ventures accounted for using equity method 7000 Total non-operating revenue and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the period |
(Continued)
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ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars, except earnings per share amount)
| Items | Notes | Three months ended September 30 | Three months ended September 30 | Three months ended September 30 | Nine months ended September 30 2024 2023 % AMOUNT % AMOUNT 2 ($147,062)(1) $215,5002 (147,062)(1)215,50011,734-30,903-2,312-4,54414,046-35,4473 ($143,016)(1) $250,94716$887,2127$1,531,72713$1,030,2288$1,280,78016$887,2127$1,531,7270.82$1.45$0.79$1.39$ |
Nine months ended September 30 | Nine months ended September 30 | |
|---|---|---|---|---|---|---|---|---|
| 2024 | %------5550.250.24 |
2023 | 2024 | 2023 | ||||
AMOUNT$121,197121,19723,3106,06329,373$150,570$737,271$586,701$737,271$ |
AMOUNT$215,500215,50030,9034,54435,447$250,947$1,531,727$1,280,780$1,531,727$ |
% | ||||||
| Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8316 Unrealised gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8310 Components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8360 Components of other comprehensive income that will be reclassified to profit or loss 8300 Total other comprehensive income (loss) for the period 8500 Total comprehensive income for the period Profit, attributable to: 8610 Owners of parent Comprehensive income attributable to: 8710 Owners of parent Basic earnings per share 9750 Basic 9850 Diluted |
2 |
|||||||
2 |
||||||||
-- |
||||||||
- |
||||||||
2 |
||||||||
13 |
||||||||
11 |
||||||||
13 |
||||||||
1.80 |
||||||||
$ |
$ |
$ |
1.73 |
The accompanying notes are an integral part of these consolidated financial statements.
~7~
ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| Nine months ended September 30, 2023 Balance at January 1, 2023 Profit for the period Other comprehensive income Total comprehensive income Appropriation and distribution of 2022 retained earnings: Legal reserve Special reserve Cash dividend Share-based payment transactions Balance at September 30, 2023 Nine months ended September 30, 2024 Balance at January 1, 2024 Profit for the period Other comprehensive income (loss) Total comprehensive income (loss) Appropriation and distribution of 2023 retained earnings: Legal reserve Cash dividend Share-based payment transactions Recognition of changes in ownership interests in subsidiaries Balance at September 30, 2024 |
Notes | Equity attributable to owners of the parent | Equity attributable to owners of the parent | Equity attributable to owners of the parent | Equity attributable to owners of the parent | Equity attributable to owners of the parent | Total equity | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shar | e capital | Capital surplus | Retained earnings | Other equityinterest | |||||||||||||||
| Ordinary share | Preference share | Legal reserve | Special reserve | Unappropriated retained earnings |
Exchange differences on translation of foreign financial statements |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
Unearned compensation |
||||||||||||
| 6(18) 6(18) 6(14) |
$ 5,553,299------(216 )$ 5,553,083$ 5,553,083-----50,000-$ 5,603,083 |
$1,801,800-------$1,801,800$1,801,800-------$1,801,800 |
$ 238,171------216$ 238,387$ 238,387-----243,638(1,124 )$ 480,901 |
$ 192,241---153,829---$ 346,070$ 346,070---182,135---$ 528,205 |
$ 157,357----35,436--$ 192,793$ 192,793-------$ 192,793 |
$2,000,7011,280,780-1,280,780(153,829 )(35,436 )(625,165 )-$2,467,051$3,007,6241,030,228-1,030,228(182,135 )(882,586 )--$2,973,131 |
($11,936 )-35,44735,447----$23,511($562 )-4,0464,046----$3,484 |
($180,857 )-215,500215,500----$34,643$134,648-(147,062 )(147,062 )----($12,414 ) |
$--------$-$------(229,405 )-($ 229,405 ) |
$ 9,750,7761,280,780250,9471,531,727--(625,165 )-$ 10,657,338$ 11,273,8431,030,228(143,016 )887,212-(882,586 )64,233(1,124 )$ 11,341,578 |
The accompanying notes are an integral part of these consolidated financial statements.
~8~
ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation expense Amortization expense Gain on expected impairment Interest expense Interest income Dividend income Stock option compensation cost from subsidiary Share of loss (profit) of associates and joint ventures accounted for using equity method (Loss) gain on disposal of property, plant and equipment Impairment loss on non-financial assets Scrapping inventory and loss on decline in market value (Gain) loss on decline (reversal of decline) in market value Gain arising from lease modifications Reclassification of exchange differences on translation of foreign financial statements to foreign exchange losses Other gains Changes in operating assets and liabilities Changes in operating assets Decrease (increase) in contract assets Decrease in notes receivable Decrease (increase) in accounts receivable Decrease in accounts receivable due from related parties Decrease (increase) in other receivables (Increase) decrease in inventories (Increase) decrease in prepayments Decrease (increase) in other current assets, others (Increase) decrease in other non-current assets, others Changes in operating liabilities (Decrease) increase in contract liabilities Increase in accounts payable Decrease in accounts payable to related parties Decrease in other payables Increase in current provisions Increase in other current liabilities Decrease in net defined benefit liability Cash inflow generated from operations Interest received Income tax paid Net cash flows from operating activities |
Nine months ended September 30 Notes 2024 2023 $1,252,400$1,463,3546(6)(7)(24) 618,811737,5616(9)(24) 46,07433,84312(2) (2,794 )(7,620 )6(23) 13,67027,2506(20) (34,839 )(29,561 )6(21) (97,388 )(118,745 )6(14) 64,233-6(5) -3626(22) (1,311 )1,2596(22) -4,4436(4) 11,126-6(4) (54,056 )186,8026(7) (4 )(1 )(14,395 )(32 )(1,124 )-211,172(155,996 )-155525,380(1,291,051 )56739938,987(42,495 )(133,538 )48,438(49,531 )13,9295,638(6,415 )(24,930 )353(7,645 )13,139692,390696,251(103 )(307 )(368,198 )(48,848 )20,41126,83813,87228,045(115,966 )(72,102 )2,608,9091,509,24834,80129,691(4,417 )(86,215 )2,639,2931,452,724 |
|---|---|
(Continued)
~9~
ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Increase in non-current financial assets at fair value through other comprehensive income Decrease in current financial assets at amortised cost Acquisition of property, plant and equipment (including prepayment for equipment) Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Acquistion of intangible assets Dividends received Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term borrowings Payments of lease liabilities Decrease in guarantee deposits received Interest paid Cash dividends paid 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 |
Nine months ended September 30 Notes 2024 2023 ( $107,371 )( $434,357 )-247,8626(28) (1,301,821 )(583,495 )2,54017,76521,550(11,770 )6(9) (27,669 )(65,666 )6(21) 97,388118,745(1,315,383 )(710,916 )6(29) 70,35330,0006(29) (19,321 )(20,925 )6(29) (7,105 )(1,459 )(13,642 )(33,164 )6(18) (882,586 )(625,165 )(852,301 )(650,713 )11,46319,593483,072110,6883,909,7283,945,818$4,392,800$4,056,506 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~10~
ORIENT SEMICONDUCTOR ELECTRONICS, LIMITED AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT AS OTHERWISE INDICATED)
1. History and Organisation
-
(1) Orient Semiconductor Electronics Limited (the “Company”) was incorporated in Kaohsiung City in June 1971 under the provisions of the Company Act of the Republic of China (R.O.C.). The address of the Company’s registered office is at No. 9, Central 3rd Street, Nanzih District, Kaohsiung City. The Company and its subsidiaries (collectively referred herein as the “Group”), were primarily engaged in various types of integrated circuits, semiconductor components, computer motherboards, various types of electronic inventory, manufacturing, combination, processing and export of computer and communication circuit boards.
-
(2) The Company was listed on the Taiwan Stock Exchange starting from April 1994.
-
The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation
-
These financial statements were authorised for issuance by the Board of Directors on October 29, 2024.
3. Application of New Standards, Amendments and Interpretations
- (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by FSC and became effective from 2024 are as follows:
| are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ Amendments to IAS 1, ‘Classification of liabilities as current or non-current’ Amendments to IAS 1, ‘Non-current liabilities with covenants’ Amendments to IAS 7 and IFRS 7, ‘Supplier finance arrangements’ |
January 1, 2024 January 1, 2024 January 1, 2024 January 1, 2024 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
- (2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2025 are as follows:
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| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IAS 21, ‘Lack of exchangeability’ | January 1, 2025 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
| Accounting Standards as endorsed by the FSC are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 9 and IFRS 7, ‘Amendments to the classification and measurement of financial instruments’ Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17, ‘Insurance contracts’ Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – comparative information’ IFRS 18, ‘Presentation and disclosure in financial statements’ IFRS 19, ‘Subsidiaries without public accountability: disclosures’ Annual Improvements to IFRS Accounting Standards—Volume 11 |
January 1, 2026 To be determined by International Accounting Standards Board January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2027 January 1, 2027 January 1, 2026 |
Except for the related impacts of the following standards and interpretations that are yet to be assessed, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment:
IFRS 18, ‘Presentation and disclosure in financial statements’
IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces a defined structure of the statement of profit or loss, disclosure requirements related to managementdefined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.
4. Summary of Material Accounting Policies
The principal accounting policies adopted are consistent with Note 4 in the consolidated financial statements for the year ended December 31, 2023, except for the compliance statement, basis of preparation, basis of consolidation and additional policies as set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
~12~
(1) Compliance statement
-
A. The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Accounting Standard 34, ‘Interim financial reporting’ that came into effect as endorsed by the FSC.
-
These consolidated financial statements are to be read in conjunction with the consolidated financial statements for the year ended December 31, 2023.
(2) Basis of preparation
-
A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
(c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the FSC (collectively referred herein as the
“IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
- A. Basis for preparation of consolidated financial statements:
The basis for preparation of consolidated financial statements are consistent with those of the year ended December 31, 2023.
B. Subsidiaries included in the consolidated financial statements:
| Investor | Name ofsubsidiary | Mainbusiness activities | Ownership(%) | Description | ||
|---|---|---|---|---|---|---|
| September 30, 2024 - 100% 100% 100% |
December 31, 2023 100% 100% 100% 100% |
September 30, 2023 |
||||
| Orient Semiconductor Electronics Limited Orient Semiconductor Electronics Limited Orient Semiconductor Electronics Limited Corplus (HK) Limited |
OSE International Limited (“OSE BVI”). Coreplus (HK) Limited (“COREPLUS”) Hua-Cheng Investment Co. (“Hua-Cheng”) Value–Plus Technology (Suzhou) Co. (Value–Plus (Suzhou)) |
Investments in various production business. Accepted orders, purchased materials and outsourcing processing of components combination business. Reinvestments in various business. Adhesive processing, plug-in welding processing and related test, combination processing, technique maintenance and after-sale service of the surface of base plate of electronic components |
100% 100% 100% 100% |
Note 1 Note 2 - Note 2 |
~13~
-
Note 1: On October 25, 2023, the Board of Directors of OSE BVI resolved to discontinue operations and implement the deregistration. OSE BVI was liquidated and dissolved in February 2024.
-
Note 2: The financial statements of the entity as of and for the nine months ended September 30, 2024 and 2023 were not reviewed by the independent auditors as the entity did not meet the definition of a significant subsidiary.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group: None.
(4) Employee benefits
Pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. Also, the related information is disclosed accordingly.
(5) Income taxes
The interim period income tax expense is recognised based on the estimated average annual effective income tax rate expected for the full financial year applied to the pretax income of the interim period, and the related information is disclosed accordingly.
5. Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty
There have been no significant changes as of September 30, 2024. Please refer to Note 5 in the consolidated financial statements for the year ended December 31, 2023.
6. Details of Significant Accounts
(1) Cash and cash equivalents
| tails of Significant Accounts Cash and cash equivalents |
|||
|---|---|---|---|
| Cash: Cash on hand and petty cash Checking accounts and demand deposits Cash equivalents: Time deposits Commercial paper (II) |
September30,2024 149 $ 3,093,172 900,000 399,479 4,392,800 $ |
December31,2023 152 $ 2,826,086 1,083,490 - 3,909,728 $ |
September30,2023 |
| 153 $ 2,963,273 1,093,080 - 4,056,506 $ |
- A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
~14~
- B. Aforementioned time deposits and commercial paper (II) had maturities not exceeding three months and were not pledged as collateral, and were classified as cash equivalents according to their nature.
(2) Financial assets at fair value through other comprehensive income
| Items Non-current items: Unlisted stocks Listed stocks |
September30,2024 4,022 $ 1,795,500 1,799,522 $ |
December31,2023 4,022 $ 1,835,191 1,839,213 $ |
September30,2023 10,613 $ 1,660,670 1,671,283 $ |
|---|---|---|---|
-
A. The Group has elected to classify equity investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $1,799,522, $1,839,213 and $1,671,283 as at September 30, 2024, December 31, 2023 and September 30, 2023, respectively.
-
B. For the three months and nine months ended September 30, 2024 and 2023, the Group has financial assets at fair value through other comprehensive income recognised in comprehensive income due to changes of fair value in the amounts of ($12,587), $121,197, ($147,062) and $215,500, respectively. Dividend income recognised in profit or loss held at end of period amounted to $0, $0, $97,388 and $118,745, respectively.
-
C. The Group has no financial assets at fair value through other comprehensive income pledged to others as collateral.
(3) Notes and accounts receivable (including related parties)
| September30,2024 | September30,2024 | December31,2023 | December31,2023 | September30,2023 | September30,2023 | |
|---|---|---|---|---|---|---|
| Accounts receivable | $ | 3,944,826 | $ | 4,469,325 | $ | 4,328,552 |
| Less: Loss allowance | ( | 3,816) | ( | 6,609) | ( | 5,466) |
| $ | 3,941,010 | $ | 4,462,716 | $ | 4,323,086 | |
| Accounts receivable due from | $ | - | $ | 271 | $ | - |
| related parties | ||||||
| Less: Loss allowance | - | ( | 1) | - | ||
| $ | - | $ | 270 | $ | - |
-
A. For details of the aging analysis of notes and accounts receivable which were based on the dates past due and information relating to credit risk, please refer to Note 12(2).
-
B. As of September 30, 2024, December 31, 2023 and September 30, 2023, accounts and notes receivable were all from contracts with customers. As of January 1, 2023, the balance of receivables from contracts with customers amounted to $3,035,712.
~15~
-
C. The Group has no notes and accounts receivable pledged to others as collateral.
-
D. As at September 30, 2024, December 31, 2023 and September 30, 2023, the maximum exposure to credit risk in respect of the amount that best represents the Group’s accounts receivable was $3,941,010, $4,462,986 and $4,323,086, respectively.
(4) Inventories
| Inventories | ||||||
|---|---|---|---|---|---|---|
| September30,2024 | December31,2023 | September30,2023 | ||||
| Raw materials | $ | 1,280,211 | $ | 1,359,552 | $ | 1,407,418 |
| Supplies | 126,881 | 148,271 | 138,943 | |||
| Work in progress | 744,553 | 515,059 | 470,989 | |||
| Finished goods | 36,008 | 37,432 | 42,935 | |||
| 2,187,653 | 2,060,314 | 2,060,285 | ||||
| Less: Allowance for valuation loss | ( | 402,192) | ( | 455,405) | ( | 469,763) |
| $ | 1,785,461 | $ | 1,604,909 | $ | 1,590,522 |
A. The cost of inventories recognised as expense for the period:
| Three months ended | Three months ended | Three months ended | Three months ended | September30 | ||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Cost of goods sold | $ | 3,440,161 | $ | 3,604,334 | ||
| (Gain) loss on decline (reversal of decline) in market value | ( | 21,121) | 41,389 | |||
| Loss on scrapping inventory | - | - | ||||
| Others | ( | 5,537) | ( | 6,657) | ||
| $ | 3,413,503 | $ | 3,639,066 | |||
| Nine months ended | September30 | |||||
| 2024 | 2023 | |||||
| Cost of goods sold | $ | 10,311,077 | $ | 9,660,151 | ||
| (Gain) loss on decline (reversal of decline) in market value | ( | 54,056) | 186,802 | |||
| Loss on scrapping inventory | 11,126 | - | ||||
| Others | ( | 20,473) | ( | 18,170) | ||
| $ | 10,247,674 | $ | 9,828,783 |
For the three months and nine months ended September 30, 2024, the Group reversed a previous inventory write-down and accounted for as reduction of cost of goods sold because the inventories which were previously provided with allowance for inventory valuation losses were subsequently scrapped or sold.
B. As of September 30, 2024, December 31, 2023 and September 30, 2023, the fire insurance amounts of inventories were $17,579,017, $14,421,650 and $14,429,512, respectively.
~16~
(5) Investments accounted for using equity method
| 2024 At January 1 $ Disposal of investments accounted for using equity method Share of profit or loss of investments accounted for using equity method Changes in other equity interest At September 30 $ Amount Shareholdingratio Amount Shareholdingratio Associates: OSE PROPERTIES, INC. - $ - - $ - SCS HIGHTECH INC. - 18.17% - 18.17% - $ - $ September 30,2024 December 31,2023 |
2024 | 2023 - 1,843 $ - 1,527) ( - 362) ( - 46 - - $ Amount Shareholdingratio - $ - - 18.17% - $ September 30,2023 |
|---|---|---|
| $ | ||
| $ | ||
| Amount - $ - - $ |
-
A.The carrying amount of the Group’s investment in SCS HIGHTECH, INC. has been recognised as nil, and there is no further legal or constructive obligation to accrue additional losses. The company has been approved to nullify the registration in 2004 and is still pending liquidation.
-
B.The Group’s investee, OSE Properties, Inc. has been dissolved and liquidated on July 31, 2023.
-
C.As of September 30, 2024, December 31, 2023 and September 30, 2023, there were no investments accounted for using equity method pledged as collaterals.
-
D.As of September 30, 2024, December 31, 2023 and September 30, 2023, the Group had no significant associate.
-
E.The Group’s share of the operating results in all individually immaterial associates is summarized below:
| Profit (loss) Other comprehensive income, net of tax Total comprehensive income (loss) for the period Profit (loss) Other comprehensive income, net of tax Total comprehensive income (loss) for the period |
2024 2023 - $ 115) ($ - - - $ 115) ($ 2024 2023 - $ 362) ($ - - - $ 362) ($ Three months endedSeptember30 Nine months endedSeptember30 |
|---|---|
~17~
- F. For the three months and nine months ended September 30, 2024 and 2023, the Group’s investees accounted for using equity method were valued from investees’ financial statements which were reviewed by auditors in the same period.
(6) Property, plant and equipment
| Property, plant and equipment - Owner-occupied - Operating leases |
September30,2024 6,128,668 $ 597 6,129,265 $ |
December31,2023 5,080,853 $ 697 5,081,550 $ |
September30,2023 5,115,473 $ 730 5,116,203 $ |
|---|---|---|---|
~18~
A.Property, plant and equipment for self-use
| Buildings and | Buildings and | Machinery and | Machinery and | Transportation | Transportation | Office | Other | Construction in progress and | Construction in progress and | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| structures | equipment | equipment | equipment | equipment | equipment under installation | Total | |||||||||||||
| Cost and revaluation increment: | |||||||||||||||||||
| January 1, 2024 | $ | 7,350,068 | $ | 16,071,508 | $ | 2,054 | $ | 58,536 | $ | 396,378 | $ | 422,662 | $ | 24,301,206 | |||||
| Additions | - | 360 | 1,005 | - | 60 | 1,650,899 | 1,652,324 | ||||||||||||
| Disposals | ( | 82,248) | ( | 673,229) | ( | 1,399) | ( | 1,176) | ( | 939) | - | ( | 758,991) | ||||||
| Transfers | 49,155 | 393,262 | - | - | 18,222 | ( | 460,639) | - | |||||||||||
| Impact of changes in foreign exchange rate | - | 5,937 | 84 | 143 | 692 | - | 6,856 | ||||||||||||
| September 30, 2024 | $ | 7,316,975 | $ | 15,797,838 | $ | 1,744 | $ | 57,503 | $ | 414,413 | $ | 1,612,922 | $ | 25,201,395 | |||||
| Depreciation and impairment: | |||||||||||||||||||
| January 1, 2024 | $ | 5,066,002 | $ | 13,756,295 | $ | 1,858 | $ | 57,386 | $ | 338,812 | $ | - | $ | 19,220,353 | |||||
| Depreciation expense | 125,026 | 464,135 | 62 | 166 | 15,258 | - | 604,647 | ||||||||||||
| Disposals | ( | 82,248) | ( | 672,260) | ( | 1,263) | ( | 1,059) | ( | 932) | - | ( | 757,762) | ||||||
| Impact of changes in foreign exchange rate | - | 4,708 | 74 | 134 | 573 | - | 5,489 | ||||||||||||
| September 30, 2024 | $ | 5,108,780 | $ | 13,552,878 | $ | 731 | $ | 56,627 | $ | 353,711 | $ | - | $ | 19,072,727 |
~19~
| Cost and revaluation increment: January 1, 2023 Additions Disposals Transfers Impact of changes in foreign exchange rate September 30, 2023 Depreciation and impairment: January 1, 2023 Depreciation expense Impairment loss (Note) Disposals Impact of changes in foreign exchange rate September 30, 2023 Carrying amount, net: September 30, 2024 December 31, 2023 September 30, 2023 |
Buildings and Machinery and Transportation Office Other Construction in progress and structures equipment equipment equipment equipment equipment under installation Total 7,083,750 $ 15,393,819 $ 3,188 $ 58,341 $ 418,410 $ 645,318 $ 23,602,826 $ - 17,051 - - 286 622,570 639,907 - 70,619) ( 1,122) ( 129) ( 25,604) ( - 97,474) ( 193,263 590,090 - - 7,333 790,686) ( - - 3,089 61 83 386 - 3,619 7,277,013 $ 15,933,430 $ 2,127 $ 58,295 $ 400,811 $ 477,202 $ 24,148,878 $ 4,920,862 $ 13,051,014 $ 2,937 $ 58,009 $ 350,059 $ - $ 18,382,881 $ 111,899 595,213 - 16 14,620 - 721,748 126 3,805 2 81 429 - 4,443 - 51,721) ( 1,070) ( 116) ( 25,461) ( - 78,368) ( - 2,254 56 76 315 - 2,701 5,032,887 $ 13,600,565 $ 1,925 $ 58,066 $ 339,962 $ - $ 19,033,405 $ 2,208,195 $ 2,244,960 $ 1,013 $ 876 $ 60,702 $ 1,612,922 $ 6,128,668 $ 2,284,066 $ 2,315,213 $ 196 $ 1,150 $ 57,566 $ 422,662 $ 5,080,853 $ 2,244,126 $ 2,332,865 $ 202 $ 229 $ 60,849 $ 477,202 $ 5,115,473 $ |
Total |
|---|---|---|
| 19,033,405 $ |
||
| 6,128,668 $ |
||
| 5,080,853 $ |
||
| 5,115,473 $ |
Note: Some of the property, plant and equipment of the Group's Electronics Manufacturing Services (EMS) group were impaired because the economic benefits were not as expected. Therefore, the Group wrote down the carrying amount of the property, plant and equipment based on the recoverable amount and recognised an impairment loss accordingly.
~20~
B. Property, plant and equipment for operating lease
| Property, plant and equipment for operating lease | ||
|---|---|---|
| Cost: January 1 and September 30 At January 1 Additions At September 30 Carrying amount, net: At September 30 Depreciation: |
Buildings and structures | |
| 2024 10,721 $ 10,024 $ 100 10,124 $ 597 $ |
2023 | |
| 10,721 $ |
||
| 9,891 $ 100 |
||
| 9,991 $ |
||
| 730 $ |
- C. Amount of borrowing costs capitalised as part of property, plant and equipment and the range of the interest rates for such capitalisation are as follows:
| the interest rates for such capitalisation are as follows: | ||
|---|---|---|
| Amount capitalised Range of the interest rates for capitalisation |
Nine months endedSeptember30 | |
| 2024 1,729 $ 1.775%~1.9% |
2023 | |
| - $ |
||
| - |
-
D. The significant components of buildings and equipment include main plants and each improvement construction, which are depreciated over 30~51 and 3~21 years, respectively.
-
E. As of September 30, 2024, December 31, 2023 and September 30, 2023, the insured amount of fire insurance of property, plant and equipment were $10,954,410, $10,547,590 and $10,552,465, respectively.
-
F. Refer to Note 8 for further information on property, plant and equipment pledged to others as collateral.
-
- -
(7) Leasing arrangements lessee
-
A. The Group leased various assets, including property (land, building and structures), machinery and equipment and transportation equipment. The lease period of each contract was between 3 to 51 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be subleased, sublet, subtenant to others, transfer the lease right to others and pledged as collaterals.
-
B. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| Land Machinery and equipment Transportation equipment |
September30,2024 Carryingamount 86,516 $ 25,721 5,700 117,937 $ |
December31,2023 Carryingamount 113,820 $ 27,932 4,555 146,307 $ |
September30,2023 |
|---|---|---|---|
| Carryingamount | |||
| 116,677 $ 29,377 5,490 |
|||
| 151,544 $ |
~21~
Three months ended September 30
| Threemonths ended September30 | ed September30 | |
|---|---|---|
| Land Machinery and equipment Transportation equipment Land Machinery and equipment Transportation equipment |
2024 2023 Depreciation expense Depreciation expense 2,299 $ 2,858 $ 1,470 1,444 752 935 4,521 $ 5,237 $ Nine months endedSeptember30 |
2023 |
| Depreciation expense | ||
| 2,858 $ 1,444 935 |
||
| 5,237 $ |
||
| 2024 Depreciation expense 7,162 $ 4,360 2,542 14,064 $ |
2023 | |
| Depreciation expense | ||
| 8,573 $ 4,334 2,806 |
||
| 15,713 $ |
-
C. For the nine months ended September 30, 2024 and 2023, the additions to right-of-use assets were $6,296 and $796, respectively. For the nine months ended September 30, 2024, a decrease of $20,602 and $20,606, respectively, in the right-of-use assets and lease liabilities was recognised due to the lease modification. For the nine months ended September 30, 2023, there were no such transactions.
-
D. Information on profit or loss in relation to lease contracts is as follows:
| Items affecting profit or loss Interest expense on lease liabilities Expense on short-term lease contracts Expense on leases of low-value assets (excluding expense on leases of low-value assets of short-term lease) Losses arising from lease modifications (shown as ‘other income and expenses - net’) Items affecting profit or loss Interest expense on lease liabilities Expense on short-term lease contracts Expense on leases of low-value assets (excluding expense on leases of low-value assets of short-term lease) Losses arising from lease modifications (shown as ‘other income and expenses - net’) |
Threemonths ended September30 | Threemonths ended September30 |
|---|---|---|
| 2024 2023 432 $ 642 $ 4,563 3,351 1,096 1,014 4 - Ninemonths ended September30 |
2023 | |
| 2024 1,386 $ 17,348 3,228 4 |
2023 | |
| 1,998 $ 10,601 2,343 1 |
~22~
-
E. For the nine months ended September 30, 2024 and 2023, the total amounts of the Group’s cash outflow from leasing were $41,283 and $35,867, respectively.
-
(8) Leasing arrangements - lessor
-
A. The Group leases various assets including plant and office. Rental contracts are typically made for periods of 1 and 10 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. To secure the use of the leased assets, the leased assets may not be subleased, transferred or provided to others in other ways.
-
B. Gain arising from operating lease agreements are as follows:
| Related revenue from fixed lease payments Related revenue from fixed lease payments |
Three months endedSeptember30 | Three months endedSeptember30 |
|---|---|---|
| 2024 2023 2,335 $ 1,624 $ Nine months ended September 30 |
2023 | |
| 2024 7,080 $ |
2023 | |
| 4,887 $ |
C. The maturity analysis of the lease payments under the operating leases is as follows:
| Within 1 year Later than one year but not later than two years Later than two years but not later than three years Later than three years but not later than four years Later than four years but not later than five years Later than five years |
September30,2024 4,982 $ 1,773 703 703 703 1,698 10,562 $ |
December31,2023 4,025 $ 729 703 703 703 2,226 9,089 $ |
September30,2023 |
|---|---|---|---|
| 5,088 $ 729 709 703 703 2,401 |
|||
| 10,333 $ |
D. For disclosures of property, plant and equipment leased under operating lease and within the scope of IAS 16, please refer to Note 6(6).
~23~
(9) Intangible assets
| ntangible assets | ntangible assets | ntangible assets |
|---|---|---|
| A. Details of amortisation on intangible assets are as follows: 2024 2023 Cost At January 1 563,137 $ 481,650 $ Additions -acquired separately27,669 65,666 Reclassifications 18) ( 13) ( Net exchange differences 11 7 At September 30 590,799 $ 547,310 $ Accumulated amortisation At January 1 482,467 $ 434,103 $ Amortisation charge 46,074 33,843 Net exchange differences - - At September 30 528,541 $ 467,946 $ Book value 62,258 $ 79,364 $ Computersoftware 2024 2023 Operating costs 5,018 $ 5,424 $ Selling and administrative expenses 6,366 $ 4,946 $ Research and development expenses 3,718 $ 1,716 $ 2024 2023 Operating costs 16,338 $ 15,409 $ Selling and administrative expenses 18,965 $ 14,283 $ Research and development expenses 10,771 $ 4,151 $ Threemonths ended September30 Ninemonths ended September30 |
||
| 2024 2023 5,018 $ 5,424 $ 6,366 $ 4,946 $ 3,718 $ 1,716 $ Ninemonths ended September30 |
2023 | |
| 5,424 $ |
||
| 4,946 $ |
||
| 1,716 $ |
||
| 2024 16,338 $ 18,965 $ 10,771 $ |
2023 | |
| 15,409 $ |
||
| 14,283 $ |
||
| 4,151 $ |
B. There was no intangible asset held by the Group that was pledged to others.
~24~
(10) Other payables
| Salary and bonus payable Employees’ compensation and directors’ remuneration payable Payables on equipment and construction Insurance premiums payable Utilities expense payable Pension payable Employment Stability Fund payable Compensation payable Other payables |
September30,2024 329,920 $ 176,912 699,427 96,307 57,348 39,590 15,408 1,031 63,413 1,479,356 $ |
December31,2023 571,001 $ 277,777 269,709 89,165 43,407 40,341 16,411 2,073 87,063 1,396,947 $ |
September30,2023 503,485 $ 184,665 370,655 90,359 55,694 38,125 15,241 4,108 66,910 1,329,242 $ |
|---|---|---|---|
- (11) Long term borrowings
| Type of Borrowings | Borrowing period andrepayment term | Interestraterange 1.475%~1.9% (Note) Interestraterange 1.35%~1.775% (Note) Interestraterange 1.35%~1.775% (Note) |
Collateral None Collateral None Collateral None |
September30,2024 |
|---|---|---|---|---|
| Long-term bank borrowings Unsecured borrowings Type of Borrowings Less: Current portion |
Borrowing period is from August 2021 to September 2030; interest is payable monthly; principal is repayable at maturity. Borrowing period andrepayment term |
1,309,315 $ 325,248) ( |
||
| 984,067 $ |
||||
| December31,2023 | ||||
| Long-term bank borrowings Unsecured borrowings Type of Borrowings Less: Current portion |
Borrowing period is from August 2021 to September 2030; interest is payable monthly; principal is repayable at maturity. Borrowing period andrepayment term |
1,238,962 $ 107,054) ( |
||
| 1,131,908 $ |
||||
| September30,2023 | ||||
| Long-term bank borrowings Unsecured borrowings Less: Current portion |
Borrowing period is from August 2021 to September 2030; interest is payable monthly; principal is repayable at maturity. |
1,178,962 $ 29,648) ( |
||
| 1,149,314 $ |
Note: Some of the Group’s loans were granted in accordance with the ‘Guidelines of Project Loans for Returning Overseas Taiwanese Businesses’ of National Development Fund, Executive Yuan. The interest rate of the loans for the first 5 years is the floating interest rate on a 2-year time deposit offered by the Directorate General of the Postal Remittances and Savings Bank less 0.245% of annual interest. In the event of failure to meet the requirements of the aforementioned Guidelines of Project Loans during the loan period, the interest rate will be changed to the floating interest rate on a 2-year time deposit offered by the Directorate General of the Postal Remittances and Savings Bank plus 0.255% of annual interest.
~25~
-
A. For the three months and nine months ended September 30, 2024 and 2023, the amounts of interest expense recognised in profit or loss were $4,863, $3,896, $14,007 and $11,259, respectively.
-
B. Under the credit contract with certain banks, the Group is required to review financial ratios or values such as current ratio, net tangible assets, interest coverage ratio, and debt ratio in the latest consolidated financial statements at certain times during the credit period. As of the reporting date, the Group did not violate any of the related financial conditions.
-
C. Information about the assets that were pledged for long-term borrowings as collateral is provided in Note 8.
(12) Pensions
-
A.(a) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. For the Company’s domestic employees who are applicable to the Labor Pension Act, the Company and its domestic subsidiaries contribute monthly an amount equal to 10% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions for the deficit by next March.
-
(b) For the three months and nine months ended September 30, 2024 and 2023, the Company recognised pension costs in the amounts of $2,449, $1,763, $7,348 and $5,290, respectively.
-
(c) The Company expects to pay contributions for the pension plan in the amount of $45,529 in the succeeding one year.
-
B.(a) Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
~26~
-
(b)The Company’s mainland China subsidiary, Value–Plus Technology (Suzhou) Co. (Value– Plus (Suzhou)), has a defined contribution plan. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC) are based on certain percentage of employees’ monthly salaries and wages. Other than the monthly contributions, the Company has no further obligations. Other foreign subsidiaries contributed to related pension management plans according to local regulations.
-
(c)The pension costs under the defined contribution pension plan of the Company for the three months and nine months ended September 30, 2024 and 2023 were $32,416, $31,327, $98,704 and $93,498, respectively.
(13) Preference share liability
On September 30, 2024 and December 31, 2023: There were no such transactions.
| Class B preferred shares Less: Maturity within one year |
September30,2023 |
|---|---|
| 1,002,881 $ - |
|
| 1,002,881 $ |
-
A. On December 3, 2020, the Company’s shareholders held an extraordinary general meeting and approved the private placement of class B preferred shares in the amount of 90,090 thousand shares. The subscriber, Chipbond Technology Corporation (Chipbond) has completed the payment on December 16, 2020, with a total amount of $999,999 at $11.1 per share. The effectived date was set on December 21, 2020. According to the issuance condition of class B preferred shares, the issuance period was 5 years and there was an obligation to pay cash or transfer another financial asset to the counterparty (holder). Thus, the value of the preference share was split into preference share liabilities and call options (shown as financial assets at fair value through profit or loss) in the amounts of $1,006,485 and $6,486, respectively. For the three months and nine months ended September 30, 2023, the amount of interest expense which was estimated by annual rate and amortised based on interest method was $4,714 and $13,989, respectively.
-
B. As of September 30, 2023, the value of preference share returned is $0. There were no net gains (losses) recognised in profit or loss in relation to financial assets at fair value through profit or loss. Additionally, the Group has no financial assets at fair value through profit or loss pledged to others as collateral.
-
C. The issuance conditions were as follows:
-
(a) The distribution of earnings was based on the Company’s Articles of Incorporation, current year or current quarter and accumulated undistributable dividend shall be appropriated to class B preferred shares in the first priority. If there were no earnings or earnings were not sufficient to be appropriated to class B preferred shares, the distributable earnings shall be appropriated to class B preferred shares. The insufficient dividend shall first then be appropriated in a profitable year or quarter afterward.
~27~
-
(b) The annual dividend rate of class B preferred shares was 2% which were calculated at the issuance price per share and paid in cash, the ex-dividend date of preferred dividend was authorised to be determined by the Board of Directors. The issuance number in issuance year or quarter and recovered year or quarter were calculated at the actual issuance number of days.
-
(c) If the expected dividend distribution amount of common share exceeds the dividend amount of class B preferred shares in the current year or quarter, the shareholders of class B preferred shares cannot participate in the distribution.
-
(d) Except for aforementioned dividend, the shareholders of class B preferred shares cannot participate in the appropriation of earnings and reserves to shareholders of common share and other types of preference shares.
-
(e) Class B preferred shares were not promised to be transferred to common share.
-
(f) The shareholders of class B preferred shares have no voting right in the common shareholders’ meeting and cannot be elected as directors (including independent directors). However, the shareholders of class B preferred shares has voting right in preferred shareholders’ meeting and matters of preferred shareholders’ right.
-
(g) When it comes to appropriate residual assets of company, class B preferred shares have priority over common shares and class C preferred shares. However, the amount was limited to the issuance price plus total amount of unpaid dividend.
-
(h) The issuance period of class B preferred shares was 5 years, shareholders of class B preferred shares did not have right to demand the Company call back class B preferred shares. However, on the date after 3 years of the issuance date, the Company can call back all or some of class B preferred shares at actual issuance price in cash or other ways which were permitted by regulations. The rights and obligations of class B preferred shares which have not been called will continue until the Company calls back. In the current year of calling back the class B preferred shares, if the Company’s shareholders resolve to appropriate dividends, the amount of dividends which have to be distributed as of the date of call back will be calculated according to the number of actual issuance days in the current year.
-
(i) The preemptive rights for stockholders of class B preferred shares are the same as of common stocks when the Company increases its capital by issuing shares.
-
(j) When class B preferred shares meet the condition of called back or mature in the issuance period, if the Company cannot call back all or some class B preferred shares due to force majeure or inscrutable fault of the Company, the rights of class B preferred shares which have not been called back will continue according to aforementioned issuance conditions until the Company calls back all the class B preferred shares. The dividends will be calculated according to original annual rate and actual extension period, the rights of class B preferred shares shall not be diminished according to the Company’s Articles of Incorporation.
-
(k) Class B preferred shares will not be listed in the issuance period.
~28~
-
D. On October 25, 2023, the Board of Directors resolved that the Company’s class B preferred shares, which was issued on December 21, 2023, on the day after 3 years of the issuance date, may be withdrawn at the actual issuance price in cash at any time in accordance with the Company’s Articles of Incorporation. On December 27, 2023, the Company repurchased shares at a repurchase price of $11.1 per share and decreased capital by cancelling 90,090 thousand, and the total amount was $999,999. Accordingly, the Company recognised a gain on recovery of preference share liabilities amounting to $2,570, which was shown as other income. The record date for the capital reduction was set on December 27, 2023, and the registration was completed on January 11, 2024.
-
(14) Share-based payment
A. For the nine months ended September 30, 2023: There were no such transactions.
- For the nine months ended September 30, 2024, the Group’s share-based payment arrangements were as follows:
Type of arrangement Grant date Quantity Granted Contract period Vesting conditions Restricted stocks to employees 2024.5.15 5,000 thousand shares 3 years Note
Note: The service time limit and performance conditions were as follows:
-
(a) After employees obtain employee restricted shares, starting from the effective date of capital increase, if employees are on-the-job when the vested period has expired, also, did not violate service contract of the Company, working rules and be penalized, the employees can receive employee restricted shares proportionally based on the following length of services and performance conditions.
-
i. Service for one year after distribution and score over “A” rating in the last performance evaluation before the maturity of period, 30% of the distributed shares;
-
ii. Service for two years after distribution and score over “A” rating in the last performance evaluation before the maturity of period, 30% of the distributed shares;
-
iii. Service for three years after distribution and score over “A” rating in the last performance evaluation before the maturity of period, 40% of the distributed shares.
Restrictions on the rights and vesting conditions of restricted shares for employees were as follows:
-
(a) The restricted shares which the employees will obtain shall be directly kept in the designated trust institution when the restricted shares were granted to the employees, which the employee cannot request to return the restricted shares for any reasons or ways before reaching the vesting conditions.
-
(b) Before accomplishing the vesting conditions when the restricted shares were granted to the employees, except for inheritance, the employee cannot sell, pledge, transfer, gift, set or dispose the restricted shares in other ways.
~29~
-
(c) Before the employee accomplishes the vesting conditions when the restricted shares were granted to the employees, the attendance, proposal, speaking, right of voting, election, and other matters associated with shareholders’ meeting are similar with the ordinary shares that has been issued and are executed based on the trust custody contracts.
-
(d) Before the employee accomplishes the vesting conditions, other rights including but not limited to dividends, bonus, the distribution rights of legal reserve and capital surplus, and share options of cash capital, etc., are the same as the Company’s issued ordinary shares. The related procedures are executed based on the trust custody contracts.
-
(e) From the book closure date of issuance of bonus shares, cash dividends, issuance of common stock for cash and shareholders' meeting are regulated by Article 165-3 of the Company Law, or other facts that has occurred to the date of rights allocation. The unrestricted shares of the employees that have achieved the vesting conditions during the aforementioned period still have no rights to obtain dividends or allotment. The time and procedures of rescinding restrictions on the vested shares are executed based on the trust custody contracts or related regulations.
-
B. Details of the share-based payment arrangements are as follows: (unit: thousand share)
| At January 1 Options vested At September 30 |
2024 |
|---|---|
| - 5,000 |
|
| 5,000 |
-
D. On May 15, 2024, the fair value of share-based payments transaction which was given by the Group was $59.1 per share.
-
E. For the three months and nine months ended September 30, 2024, the Group recognised expenses due to share-based payment transactions in the amounts of $42,822 and $64,233, respectively.
(15) Current provisions
| Current provisions | ||||||
|---|---|---|---|---|---|---|
| Warranty | ||||||
| 2024 | 2023 | |||||
| At January 1, 2024 | $ | 46,477 | $ | 14,439 | ||
| Provisions during the period | 39,754 | 59,932 | ||||
| Used during the period | ( | 15,652) | ( | 27,422) | ||
| Unused amounts reversed | ( | 3,691) | ( | 5,672) | ||
| At September 30, 2024 | $ | 66,888 | $ | 41,277 |
The Group gives warranties on the products sold. Provision for warranty is estimated based on historical warranty data of the products.
~30~
(16) Share capital
-
A. On September 30, 2024, the Company’s authorised capital was $20,000,000, consisting of 2,000,000 thousand shares (including the number of option certificates which can be purchased), and will be issued in several times. The shares which were not issued can be issued in common shares and preference shares in several times based on the Company’s business requirement, 90,000 thousand shares will be retained for option certificates. As of September 30, 2024, the Company’s paid-in capital was $7,404,883, consisting of 560,308 thousand common shares and 180,180 thousand class C preferred shares in private placement, with a par value of NT$10 (in dollars) per share. All proceeds from shares issued have been collected. The Company’s outstanding number of preference shares in the beginning and ending of the period were the same.
-
Note: Details of the registration of changes in the Company’s paid-in capital due to the recovery of class B preferred shares are provided in Note 6(13) D.
Movements in the number of the Company’s ordinary shares outstanding are as follows: (thousand shares)
| thousand shares) | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Shares outstanding at January 1 | 555,308 | 555,308 | ||
| Restricted shares called back but not yet | ||||
| cancelled at the beginning of the period | - | 22 | ||
| Shares issued at January 1 | 555,308 | 555,330 | ||
| Restricted shares issued to employees | 5,000 | |||
| Cancellation of employee restricted shares | - | ( | 22) | |
| Shares issued at September 30 | 560,308 | 555,308 | ||
| Restricted shares issued to employees | ( | 5,000) | - | |
| Shares outstanding at September 30 | 555,308 | 555,308 |
-
B. On June 29, 2018, the Company’s shareholders approved to issue restricted shares in the amount of 50,000 thousand, which was common share with a par value of $10, has been applied for effectiveness through FSC on June 10, 2019. The effective date was November 25, 2019 and the registration of changes has been completed on December 10, 2019.
-
C. For details of the issuance of class B preferred shares, please refer to Note 6(13).
-
D. On December 3, 2020, the Company’s shareholders in the extraordinary meeting approved to issue 180,180 thousand class C preferred shares in private placement with a par value of $10 and issued at $11.1 per share. The paid-in capital was $1,801,800 thousand. The effective date of capital increase was set on December 21, 2020 in accordance with the Securities and Exchange Act Article 43-6.
-
According to the Company’s Articles of Incorporation, the rights and obligations of preferred share were as follows:
-
(a) The distribution of earnings was based on the Company’s Articles of Incorporation, current year or current quarter and accumulated undistributable dividend shall be appropriated to class B preferred shares in the first priority, then, appropriated to class C preferred shares in the second priority.
~31~
-
(b) The annual dividend rate of class C preferred shares was 2% which was calculated at the issuance price per share and paid in cash, the ex-dividend date of preferred dividend was authorised to be determined by the Board of Directors. The issuance number in issuance year or quarter and recovered year or quarter were calculated at the actual issuance number of days.
-
(c) If the expected dividend distribution amount of common share exceeds the dividend amount of class C preferred shares in the current year or quarter, the shareholders of class C preferred shares can participate in the distribution until the dividend amount of class C preferred shares are the same as common share per share.
-
(d) The Company has discretion in dividend distribution of Class C preferred shares. If the Company has no or has insufficient current year’s earnings for distribution or has other necessary considerations, the Company can resolve not to distribute dividend to class C preferred shares and it will not default, and the shareholders of class C preferred shares cannot object. Class C preferred shares are non-cumulative, and the amount of dividends which were not distributed or insufficient will not be made up in the profitable year or quarter thereafter.
-
(e) Starting from the next day of five years after issuance, the shareholders of class C preferred shares can transfer the preferred share to common share at a transfer ratio of 1:1. After the transfer of preferred share to common share, the rights and obligations (excluding the transfer restriction by regulation and not listed) were the same as other outstanding common share of the Company. For class C preferred shares which have been transferred into common shares before the ex-right (ex-dividend) date in the current year or quarter can participate in the common share distribution of earnings or reserves in the current year or quarter and cannot participate in the dividend distribution of preferred shares in the current year or quarter. For class C preferred shares which have been transferred into common shares after the ex-right (ex-dividend) date in the current year or quarter can participate in the dividend distribution of preferred share in the current year or quarter and cannot participate in the dividend distribution of earnings or capital reserves in the current year or quarter. Preferred dividends will not be repeatedly appropriated if it is distributed in the same year or quarter with common stock dividends.
-
(f) The shareholders of class C preferred shares have no voting right in the common shareholders’ meeting and cannot be elected as directors (including independent directors). However, the shareholders of class C preferred shares have voting right in preferred shareholders’ meeting and matters of preferred shareholders’ right.
-
(g) When it comes to appropriating residual assets of Company, class C preferred shares have priority over common shares and next to class B preferred shares. However, the amount was limited to the issuance price plus total amount of unpaid dividend.
-
(h) Class C preferred shares have no expiry date, and the shareholders of class C preferred shares have no right to require the Company to call back class C preferred shares or transfer the class C preferred share into common share in advance. However, the Company can call back in cash at actual issuance price, mandatorily transfer by issuing new shares or call back all or some class C preferred shares in other ways permitted by regulations on the next day after three years. The rights and obligations of class C preferred shares which have not been called will continue until the Company calls back. In the current year of calling back the class C preferred shares, if the Company’s shareholders resolve to appropriate dividends, the amount of dividends which have to be distributed as of the date of call back will be calculated according to the actual days of issuance in the current year.
~32~
- (i) The preemptive rights for stockholders of class C preferred shares are the same as of common shares when the Company increases its capital by issuing shares.
- (j) Class C preferred shares were not listed and traded in the issuance period, however, if all or some were transferred into common shares, the Board of Directors was authorised to apply for public offering and listing to the authorisation according to the current situation and related regulations.
-
E. On June 9, 2023, the shareholders of the Company resolved to issue employee restricted shares of 5,000 thousand shares with a par value of NT$10 per share, amounting to $50,000 thousand, has been applied for effectiveness through FSC on August 25, 2023. The effective date was May 15, 2024 and the registration of changes has been completed on May 28, 2024.
-
(17) Capital surplus
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paidin capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
| the legal reserve is insufficient. | |||
|---|---|---|---|
| Premium on issuance of common shares Premium on issuance of preferred shares Changes in ownership interests in subsidiaries Difference between consideration and carrying amount of subsidiaries acquired or disposed Employee restricted shares |
September30,2024 17,417 $ 198,198 4,708 16,940 243,638 480,901 $ |
December31,2023 17,417 $ 198,198 5,832 16,940 - 238,387 $ |
September30,2023 |
| 17,417 $ 198,198 5,832 16,940 - |
|||
| 238,387 $ |
(18) Retained earnings
- A. According to the Company’s Articles of Incorporation, after every end of quarter, the Company can appropriate earnings or offset deficits, and for earnings which were appropriated in the form of cash, it shall be resolved by the Board of Directors and reported to shareholders in accordance with the Company Act, Article 228-1 and paragraph 5 of Article 240. The aforementioned regulation had been revoked by the shareholders at their meeting on June 9, 2023.
~33~
-
B. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. For setting aside or reversal for special reserve in accordance with related laws or Competent Authority’s regulations, if any, the Board of Directors should propose the distribution of the remaining earnings along with prior accumulated undistributed earnings for the approval of the shareholders. On June 9, 2023, the shareholders resolved for earnings which were appropriated in the form of cash, it shall be resolved by the Board of Directors and reported to shareholders in accordance with the Company Act, Article 228-1 and paragraph 5 of Article 240.
-
C. The industry environment of the Company is constantly changing and the enterprise is in the growth stage of its life cycle. Considering the Company’s capital requirement in the future and long-term financial plan and satisfying shareholders’ demand of cash inflow, the expected appropriation amount in the current year shall not be lower than 10% of accumulated distributable amount. However, if the accumulated distributable earnings is lower than 1% of paid-in capital, the earnings cannot be appropriated, and the cash dividend shall not be lower than 10% of total dividend.
-
D. According to Company Act, the distribution to legal reserve shall continue until the total amount equals to total capital. Legal reserve is used to offset accumulated deficits. If the Company has no deficits, 25% of the part of legal reserve exceeding the paid-in capital can be used to issue new stocks or cash to shareholders in proportion to their share ownership.
-
E. Following the adoption of TIFRS, the FSC on April 6, 2012 issued Order No. FinancialSupervisory- Securities-Corporate-1010012865, which sets out the following provisions for compliance: On a public company’s first-time adoption of the TIFRS, for any unrealized revaluation gains and cumulative translation adjustments (gains) recorded to shareholders’ equity that a company elects to transfer to retained earnings by application of the exemption under IFRS 1, the company shall set aside an equal amount of special reserve. Following a company’s adoption of the TIFRS for the preparation of its financial reports, when distributing distributable earnings, it shall set aside to special reserve, from the profit/loss of the current period and the undistributed earnings from the previous period, an amount equal to other net deductions from shareholders’ equity for the current fiscal year, provided that if the company has already set aside special reserve according to the requirements in the preceding point, it shall set aside supplemental special reserve based on the difference between the amount already set aside and other net deductions from shareholders’ equity. For any subsequent reversal of other net deductions from shareholders’ equity, the amount reversed may be distributed.
-
F. On June 9, 2023, the shareholders resolved the earnings appropriation for the year ended December 31, 2022 with a common share dividend of $0.85 per share and the total amount was $472,012; and with class C preferred share dividend of $0.85 per share. The total dividends amounted to $153,153.
~34~
- G. On March 27, 2024, the Board of Directors resolved the earnings appropriation for the year ended December 31, 2023 with a common share dividend of 1.2 per share and the total amount was $666,370; and with Class C preferred stock dividend of 1.2 per share. The total dividends amounted to $216,216. On June 7, 2024, the earnings appropriation for the year ended December 31, 2023 were reported to shareholders.
(19) Operating revenue
Three months ended September 30
| Three months endedSeptember30 | edSeptember30 | |
|---|---|---|
| Revenue from contracts with customers IC packaging and testing service revenue Electronics manufacturing service revenue Other operating revenue Revenue from contracts with customers IC packaging and testing service revenue Electronics manufacturing service revenue Other operating revenue |
2024 2023 1,807,296 $ 3,151,544 $ 2,056,068 1,479,948 50,687 70,585 3,914,051 $ 4,702,077 $ Ninemonths ended September30 |
2023 |
| 3,151,544 $ 1,479,948 70,585 |
||
| 4,702,077 $ |
||
| 2024 6,470,376 $ 5,555,873 124,191 12,150,440 $ |
2023 | |
| 7,921,154 $ 3,900,742 132,258 |
||
| 11,954,154 $ |
| A. | Disaggregation of revenue from contracts with customers Three months ended September 30, 2024 Semiconductor Group IC packaging and testing service revenue 1,807,296 $ Manufacture of electronic products- Others 26,269 1,833,565 $ Timing of revenue recognition: Over time 1,807,296 $ At a point in time 26,269 1,833,565 $ |
EMS Group - $ 2,056,068 24,418 2,080,486 $ - $ 2,080,486 2,080,486 $ |
Total |
|---|---|---|---|
| 1,807,296 $ 2,056,068 50,687 |
|||
| 3,914,051 $ |
|||
| 1,807,296 $ 2,106,755 |
|||
| 3,914,051 $ |
~35~
| Three months ended September 30, 2023 IC packaging and testing service revenue Manufacture of electronic productsOthers Timing of revenue recognition: Over time At a point in time Nine months ended September 30, 2024 IC packaging and testing service revenue Manufacture of electronic productsOthers Timing of revenue recognition: Over time At a point in time Nine months ended September 30, 2023 IC packaging and testing service revenue Manufacture of electronic productsOthers Timing of revenue recognition: Over time At a point in time |
Semiconductor Group 3,151,544 $ - 5,763 3,157,307 $ 3,151,544 $ 5,763 3,157,307 $ Semiconductor Group 6,470,376 $ - 65,217 6,535,593 $ 6,470,376 $ 65,217 6,535,593 $ Semiconductor Group 7,921,154 $ - 22,878 7,944,032 $ 7,921,154 $ 22,878 7,944,032 $ |
EMS Group - $ 1,479,948 64,822 1,544,770 $ - $ 1,544,770 1,544,770 $ EMS Group - $ 5,555,873 58,974 5,614,847 $ - $ 5,614,847 5,614,847 $ EMS Group - $ 3,900,742 109,380 4,010,122 $ - $ 4,010,122 4,010,122 $ |
Total |
|---|---|---|---|
| 3,151,544 $ 1,479,948 70,585 |
|||
| 4,702,077 $ |
|||
| 3,151,544 $ 1,550,533 |
|||
| 4,702,077 $ |
|||
| Total | |||
| 6,470,376 $ 5,555,873 124,191 |
|||
| 12,150,440 $ |
|||
| 6,470,376 $ 5,680,064 |
|||
| 12,150,440 $ |
|||
| Total | |||
| 7,921,154 $ 3,900,742 132,258 |
|||
| 11,954,154 $ |
|||
| 7,921,154 $ 4,033,000 |
|||
| 11,954,154 $ |
~36~
-
B. Contract assets and liabilities
-
(a) The Group has recognised the following revenue-related contract assets and liabilities:
September 30, 2024 December 31, 2023 September 30, 2023
| Current contract assets IC packaging and testing service Current contract liabilities IC packaging and testing service Manufacture of electronic products |
198,014 $ 65,155 $ 14,387 79,542 $ |
409,186 $ 65,329 $ 21,858 87,187 $ |
428,244 $ |
|---|---|---|---|
| 68,003 $ 23,015 |
|||
| 91,018 $ |
Note: As of January 1, 2023, the Group recognised current contract liabilities in the amount of $77,879.
-
(b) Information relating to credit risk of contract assets is provided in Note 12(2).
-
(c) For the three months and nine months ended September 30, 2024 and 2023, revenue recognised that was included in the contract liability balance at the beginning of the period amounted to $2,536, $1,504, $7,324 and $5,563, respectively.
(20) Interest income
| Interest income | ||
|---|---|---|
| Interest income from bank deposits Interest income from financial assets measured at amortised cost Interest income from bank deposits Interest income from financial assets measured at amortised cost |
Three months endedSeptember30 | |
| 2024 2023 7,856 $ 6,807 $ - 70 7,856 $ 6,877 $ Nine months endedSeptember30 |
2023 | |
| 6,807 $ 70 |
||
| 6,877 $ |
||
| 2024 34,839 $ - 34,839 $ |
2023 | |
| 24,542 $ 5,019 |
||
| 29,561 $ |
~37~
(21) Other income
Three months ended September 30
| Threemonths ended September30 | ed September30 | |
|---|---|---|
| Service revenue Rental revenue Dividend income Other income Service revenue Rental revenue Dividend income Other income |
2024 2023 845 $ 1,797 $ 2,335 1,624 - - 3,986 8,193 7,166 $ 11,614 $ Ninemonths ended September30 |
2023 |
| 1,797 $ 1,624 - 8,193 |
||
| 11,614 $ |
||
| 2024 9,308 $ 7,080 97,388 19,367 133,143 $ |
2023 | |
| 5,861 $ 4,887 118,745 27,384 |
||
| 156,877 $ |
(22) Other gains and losses
| Three months endedSeptember | Three months endedSeptember | Three months endedSeptember | 30 | |||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Gains (losses) on disposals of property, plant and | $ | 708 | ($ | 481) | ||
| equipment | ||||||
| Impairment loss on property, plant and equipment | - | ( | 4,443) | |||
| Net currency exchange gains | 22,867 | 63,281 | ||||
| Others | ( | 1,142) | 17,331 | |||
| $ | 22,433 | $ | 75,688 | |||
| Ninemonths ended September30 | ||||||
| 2024 | 2023 | |||||
| Gains (losses) on disposals of property, plant and | $ | 1,311 | ($ | 1,259) | ||
| equipment | ||||||
| Impairment loss on property, plant and equipment | - | ( | 4,443) | |||
| Net currency exchange gains | 121,003 | 64,282 | ||||
| Others | 9,653 | 17,308 | ||||
| $ | 131,967 | $ | 75,888 |
~38~
(23) Finance costs
| (23) | Finance costs | ||
|---|---|---|---|
| (24) | Expenses by nature 2024 2023 Interest expense on borrowings from financial 4,863 $ 3,896 $ institutions Interest expense on lease liability 432 642 Dividends on preference share liabilities - 4,714 Others 1 1 5,296 9,253 Less: Capitalisation of qualifying assets 665) ( - 4,631 $ 9,253 $ 2024 2023 Interest expense on borrowings from financial 14,007 $ 11,259 $ institutions Interest expense on lease liability 1,386 1,998 Dividends on preference share liabilities - 13,989 Others 6 4 15,399 27,250 Less: Capitalisation of qualifying assets 1,729) ( - 13,670 $ 27,250 $ Threemonths ended September30 Nine months endedSeptember30 2024 2023 Employee benefit expense 1,003,714 $ 1,155,044 $ Depreciation charges on property, plant 205,225 222,985 and equipment Depreciation expense on right-of-use assets 4,521 5,237 Amortisation charges on intangible assets 15,102 12,086 2024 2023 Employee benefit expense 3,130,588 $ 3,136,067 $ Depreciation charges on property, plant and equipment 604,747 721,848 Depreciation expense on right-of-use assets 14,064 15,713 Amortisation charges on intangible assets 46,074 33,843 Threemonths ended September30 Nine months endedSeptember30 |
Threemonths ended September30 | |
| 2023 | |||
| 3,896 $ 642 4,714 1 |
|||
| 9,253 - |
|||
| 9,253 $ |
|||
| 2024 2023 1,003,714 $ 1,155,044 $ 205,225 222,985 4,521 5,237 15,102 12,086 Nine months endedSeptember30 |
2023 | ||
| 2024 3,130,588 $ 604,747 14,064 46,074 |
2023 | ||
| 3,136,067 $ 721,848 15,713 33,843 |
~39~
(25) Employee benefit expense
| Employee benefit expense | ||
|---|---|---|
| Salary expenses Labour and health insurance fees Pension costs Directors’ remuneration Compensation cost of employee restricted shares Other personnel expenses Salary expenses Labour and health insurance fees Pension costs Directors’ remuneration Compensation cost of employee restricted shares Other personnel expenses |
Threemonths ended September30 | |
| 2024 2023 758,450 $ 958,890 $ 90,800 90,491 34,865 33,090 3,490 9,638 42,822 - 73,287 62,935 1,003,714 $ 1,155,044 $ Nine months endedSeptember30 |
2023 | |
| 958,890 $ 90,491 33,090 9,638 - 62,935 |
||
| 1,155,044 $ |
||
| 2024 2,442,984 $ 278,704 106,052 16,610 64,233 222,005 3,130,588 $ |
2023 | |
| 2,571,911 $ 263,135 98,788 18,602 - 183,631 |
||
| 3,136,067 $ |
Under the Company’s Articles of Incorporation, the current year's pre-tax profit, net of employees’ compensation and directors’ remuneration, shall be first used to offset accumulated deficits, than appropriate over 10%~15% for employees’ compensation and under 1% for remuneration to directors.
A company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, has the determination of distribution ratios of employees’ compensation and directors’ remuneration and the abovementioned employees’ compensation distributed in the form of shares or in cash; and in addition thereto a report of such distribution shall be submitted to the shareholders during their meeting. The profit distributable as employees’ compensation distributed can be in the form of shares or in cash. Qualification requirements of employees, including the employees of subsidiaries of the company meeting certain specific requirements, entitled to receive aforementioned stock or cash may be specified in the Articles of Incorporation.
For the three months and nine months ended September 30, 2024 and 2023, the employees’ compensation and directors’ remuneration were estimated and accrued based on certain proportion of distributable profit of current year amounting to $24,700, $89,185, $140,800 and $164,422; as well as $2,470, $8,918, $14,070 and $16,442, respectively.
Employees’ compensation of $249,200 and directors’ remuneration of $24,910 of 2023 as resolved by the Board of Directors were in agreement with those amounts recognised in the 2023 financial statements, and had not yet been distributed.
~40~
Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
-
(26) Income tax
-
A. Income tax expense
- (a) Components of income tax expense:
| bsite of the Taiwan Stock Exchange. ome tax Income tax expense (a) Components of income tax expense: |
||||||
|---|---|---|---|---|---|---|
| Threemonths ended | September | 30 | ||||
| 2024 | 2023 | |||||
| Current tax: | ||||||
| Current tax on profits for the period | $ | - | ($ | 13,390) | ||
| Prior year income tax underestimation | - | - | ||||
| Total current tax | - | ( | 13,390) | |||
| Deferred tax: | ||||||
| Origination and reversal of temporary | ||||||
| differences | 42,439 | 220,432 | ||||
| Total deferred tax | 42,439 | 220,432 | ||||
| Income tax expense | $ | 42,439 | $ | 207,042 | ||
| Ninemonths ended September | 30 | |||||
| 2024 | 2023 | |||||
| Current tax: | ||||||
| Current tax on profits for the period | $ | 100 | $ | 2 | ||
| Prior year income tax underestimation | ||||||
| (overestimation) | 893 | ( | 28,797) | |||
| Total current tax | 993 | ( | 28,795) | |||
| Deferred tax: | ||||||
| Origination and reversal of temporary | ||||||
| differences | 221,179 | 211,369 | ||||
| Total deferred tax | 221,179 | 211,369 | ||||
| Income tax expense | $ | 222,172 | $ | 182,574 | ||
| (b) The income tax (charge)/credit relating to components of | other comprehensive income is as follows: | |||||
| Three months endedSeptember30 | ||||||
| 2024 | 2023 | |||||
| Currency translation differences | ($ | 1,294) | ($ | 6,063) | ||
| Nine months ended | September | 30 | ||||
| 2024 | 2023 | |||||
| Currency translation differences | ($ | 2,312) | ($ | 4,544) |
B. The Company’s income tax returns through 2022 have been assessed and approved by the Tax Authority.
~41~
(27) Earnings per share
| Amount Weighted average number of ordinary shares outstanding Earnings per share after tax (share in thousands) (in dollars) Basic earnings per share Profit attributable to the parent 177,291 $ Less: Dividends on class C preferred shares 39,089) ( Profit attributable to ordinary shareholders of the parent (Note 1) 138,202 $ 555,308 0.25 $ Diluted earnings per share Profit attributable to the parent 177,291 $ 555,308 Less: Dividends on class C preferred shares 39,089) ( Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 3,498 Convertible preferred stock 39,089 180,180 Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 177,291 $ 738,986 0.24 $ Amount Weighted average number of ordinary shares outstanding Earnings per share after tax (share in thousands) (in dollars) Basic earnings per share Profit attributable to the parent 586,701 $ Less: Dividends on class C preferred shares 129,357) ( Profit attributable to ordinary shareholders of the parent (Note 1) 457,344 $ 555,308 0.82 $ Diluted earnings per share Profit attributable to the parent 586,701 $ 555,308 Less: Dividends on class C preferred shares 129,357) ( Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 3,915 Convertible preferred stock 129,357 180,180 Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 586,701 $ 739,403 0.79 $ Three months endedSeptember30,2024 Three months endedSeptember30,2023 |
Three months endedSeptember30,2024 | Three months endedSeptember30,2024 | Three months endedSeptember30,2024 |
|---|---|---|---|
| Earnings per share (in dollars) |
|||
| 0.25 $ |
|||
| 0.24 $ |
|||
| Weighted average number of ordinary shares outstanding (share in thousands) 555,308 555,308 3,915 180,180 739,403 |
Earnings per share (in dollars) |
||
| 0.82 $ |
|||
| 0.79 $ |
~42~
Nine months ended September 30, 2024
| Nine months endedSeptember30,2024 | Nine months endedSeptember30,2024 | 0,2024 |
|---|---|---|
| Amount Weighted average number of ordinary shares outstanding Earnings per share after tax (share in thousands) (in dollars) Basic earnings per share Profit attributable to the parent 1,030,228 $ Less: Dividends on class C preferred shares 227,147) ( Profit attributable to ordinary shareholders of the parent (Note 1) 803,081 $ 555,308 1.45 $ Diluted earnings per share Profit attributable to the parent 1,030,228 $ 555,308 Less: Dividends on class C preferred shares 227,147) ( Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 3,942 Convertible preferred stock 227,147 180,180 Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 1,030,228 $ 739,430 1.39 $ Amount Weighted average number of ordinary shares outstanding Earnings per share after tax (share in thousands) (in dollars) Basic earnings per share Profit attributable to the parent 1,280,780 $ Less: Dividends on class C preferred shares 282,389) ( Profit attributable to ordinary shareholders of the parent (Note 1) 998,391 $ 555,308 1.80 $ Diluted earnings per share Profit attributable to the parent 1,280,780 $ 555,308 Less: Dividends on class C preferred shares 282,389) ( Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 5,839 Convertible preferred stock 282,389 180,180 Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 1,280,780 $ 741,327 1.73 $ Nine months endedSeptember30,2023 |
Earnings per share (in dollars) |
|
| 1.45 $ |
||
| 1.39 $ |
||
| Weighted average number of ordinary shares outstanding (share in thousands) 555,308 555,308 5,839 180,180 741,327 |
Earnings per share (in dollars) |
|
| 1.80 $ |
||
| 1.73 $ |
-
Note 1: The Company issued three classes of equity instruments, including ordinary shares, class B preferred shares and class C preferred shares. Since class C preferred shares are non-cumulative and participating equity instruments (refer to Note 6(16)D. (c) for the related terms of issuance), the Company assumed that ordinary shares and participating equity instruments would share in earnings until all of the profit or loss for the period had been distributed when calculating the profit or loss attributable to ordinary shareholders of the parent.
-
Note 2: For the three months and nine months ended September 30, 2024, the employee restricted shares were excluded from the calculation of diluted earnings per share since such shares were anti-dilutive.
~43~
(28) Supplemental cash flow information
A.Investing activities with partial cash payments:
| Ninemonths ended | Ninemonths ended | September30 | |||
|---|---|---|---|---|---|
| 2024 | 2023 | ||||
| Purchase of property, plant and equipment | $ | 1,652,324 | $ | 639,907 | |
| Increase in prepayments for | |||||
| business facilities | 79,215 | 10,325 | |||
| Add: Opening balance of payable on | |||||
| equipment and construction (Note) | 269,709 | 303,918 | |||
| Less: Ending balance of payable on | |||||
| equipment and construction (Note) | ( | 699,427) | ( | 370,655) | |
| Cash paid during the period | $ | 1,301,821 | $ | 583,495 |
Note : Payable on equipment and construction was shown as ‘other payables’.
B. Investing and financing activities with no cash flow effects :
| Ninemonths ended | Ninemonths ended | September30 | ||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Decrease in lease liabilities due to remeasurement | $ | 20,606 | $ | - |
| Less: Decrease in right-of-use assets | ( | 20,602) | - | |
| $ | 4 | $ | - | |
| Prepayments for business facilities | ||||
| transferred to prepayments | $ | - | $ | 120 |
| Prepayments for business facilities | ||||
| transferred to property, plant and equipment | $ | 1,025,519 | $ | 429,251 |
| Long-term borrowings, current portion | $ | 325,248 | $ | 29,648 |
(29) Changes in liabilities from financing activities
| Long-term borrowings Lease liabilities Guarantee deposits received Long-term borrowings Lease liabilities Guarantee deposits received Preference share liabilities |
Changes in foreign January1,2024 Cash flows exchange rate Others 1,238,962 $ 70,353 $ - $ - $ 133,860 19,321) ( - 14,310) ( 35,487 7,105) ( 4 - Changes in foreign January1,2023 Cash flows exchange rate Others 1,148,962 $ 30,000 $ - $ - $ 161,310 20,925) ( 3) ( 502 39,864 1,459) ( 2 - 1,003,851 - - 970) ( |
September 30,2024 |
|---|---|---|
| 1,309,315 $ 100,229 28,386 September 30,2023 |
||
| 1,178,962 $ 140,884 38,407 1,002,881 |
~44~
7. Related Party Transactions
(1) Names of related parties and relationship
Names of related parties Relationship with the Company OSE Properties, Inc. (Properties) Associate (Note) Chipbond Technology Corporation (Chipbond) Entities with significant influence to the Group
Note: The Group’s investee, OSE PROPERTIES, INC., has been dissolved and liquidated on July 31, 2023. (2) Significant related party transactions
A. Sales
| Entities with significant influence to the Group Entities with significant influence to the Group |
Three months endedSeptember30 | Three months endedSeptember30 |
|---|---|---|
| 2024 2023 - $ - $ Nine months endedSeptember30 |
2023 | |
| - $ |
||
| 2024 45 $ |
2023 | |
| 130 $ |
The sales price to the above related parties was determined through mutual agreement based on the market rates. The collection term is available to third parties.
B. Purchases
| Purchases | ||
|---|---|---|
| Entities with significant influence to the Group Entities with significant influence to the Group |
Three months endedSeptember30 | |
| 2024 2023 1,331 $ 400 $ Nine months endedSeptember30 |
2023 | |
| 400 $ |
||
| 2024 2,314 $ |
2023 | |
| 1,483 $ |
The purchase price to the above related parties was determined through mutual agreement based on the market rates. The payment term is available to third parties.
C. Receivables from related parties
September 30, 2024 December 31, 2023 September 30, 2023
| Accounts receivable: Entities with significant influence to the Group Less: Loss allowance |
- $ 271 $ - 1) ( - $ 270 $ |
- $ - |
|---|---|---|
| - $ |
Receivables from related parties mainly arose from sales. The terms for receivables from sales are 30 days after monthly billings. The receivables are unsecured in nature and bear no interest.
~45~
D. Payables to related parties
September 30, 2024 December 31, 2023 September 30, 2023
| Accounts payable: Entities with significant influence to the Group Other payables: Entities with significant influence to the Group |
1,371 $ - $ |
1,474 $ 429 $ 19,781 $ 14,959 $ |
|---|---|---|
Payables to related parties pertain to purchase of materials and dividends on preference share liabilities. The payment terms are 30 days after monthly billings. The payables bear no interest.
E. Others
Three months ended September 30
| Three months endedSeptember30 | edSeptember30 | |
|---|---|---|
| Property transactions Manufacturing expenses: Entities with significant influence to the Group Manufacturing expenses: Entities with significant influence to the Group Acquisition of property, plant and equipment: Entities with significant influence to the Group Acquisition of property, plant and equipment: Entities with significant influence to the Group |
2024 2023 - $ - $ Nine months endedSeptember30 |
2023 |
| - $ |
||
| 2024 2023 1,198 $ - $ Three months endedSeptember30 |
2023 | |
| - $ |
||
| 2024 2023 - $ - $ Nine months endedSeptember30 |
2023 | |
| - $ |
||
| 2024 20,839 $ |
2023 | |
| - $ |
F. Property transactions
~46~
- G. Lease transactions lessor
Lease transactions-lessor |
||
|---|---|---|
| Rental income: Entities with significant influence to the Group Rental income: Entities with significant influence to the Group |
Threemonths ended September30 | |
| 2024 2023 1,067 $ 376 $ Nine months endedSeptember30 |
2023 | |
| 376 $ |
||
| 2024 3,202 $ |
2023 | |
| 1,004 $ |
Leasing transactions are made under mutual agreement, and the collection term is available to third parties. As of September 30, 2024, December 31, 2023 and September 30, 2023, advance rent receipts amounted to $1,068, $0 and $251, respectively, and were shown as ‘other current liabilities, others’.
H. Others
The dividends from the entities with significant influence to the Group that the Group recognised for the three months and nine months ended September 30, 2024 and 2023 were $0, $0, $97,388 and $118,745, respectively. In addition, details of the Company’s class B preferred shares held by the entities with significant influence to the Group are provided in Notes 6(13) and (23).
(3) Key management compensation
| Key management compensation | ||
|---|---|---|
| Short-term employee benefits Post-employment benefits Share-based payment Short-term employee benefits Post-employment benefits Share-based payment |
Three months endedSeptember30 | |
| 2024 2023 9,533 $ 17,316 $ 108 135 6,808 - 16,449 $ 17,451 $ Nine months endedSeptember30 |
2023 | |
| 17,316 $ 135 - |
||
| 17,451 $ |
||
| 2024 34,095 $ 324 13,617 48,036 $ |
2023 | |
| 41,300 $ 459 - |
||
| 41,759 $ |
8. Pledged Assets
| Pledged Assets | ||||
|---|---|---|---|---|
| Pledged asset Property, plant and equipment - Buildings and structures - Machinery and equipment Guarantee deposits paid |
Book value | September 30,2023 750,381 $ 222,554 25,450 998,385 $ |
Purpose | |
| September 30,2024 703,726 $ 50,224 10,750 764,700 $ |
December 31,2023 724,158 $ 76,917 33,260 834,335 $ |
|||
| Credit line for long-term-borrowings Credit line for long-term-borrowings Customs guarantee or others |
~47~
9. Significant Contingent Liabilities and Unrecognised Contract Commitments
(1) Contingencies
None.
(2) Commitments
-
A. As of September 30, 2024, December 31, 2023 and September 30, 2023, the Company issued promissory notes of $9,051,740, $7,618,276 and $7,973,456, respectively, as guarantees for bank loans.
-
B. As of September 30, 2024, December 31, 2023 and September 30, 2023, the Company issued promissory notes of $1,201, $14,242 and $14,479, respectively, as guarantees for payments of raw materials and machineries purchased.
-
C. As of September 30, 2024, December 31, 2023 and September 30, 2023, the Group had letters of credit issued but not used amounting to US$0 thousand, US$0 thousand and US$198 thousand, respectively.
-
D. Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
| Property, plant and equipment | September30,2024 1,649,135 $ |
December31,2023 389,110 $ |
September30,2023 |
|---|---|---|---|
| 307,641 $ |
- E. Details of the commitments on financial terms under credit contracts with certain banks are provided in Note 6(11) B.
10. Significant Disaster Loss
None.
11. Significant Events after the Balance Sheet Date
None.
12. Others
(1) Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
During the nine months ended September 30, 2024, the Group’s strategy, which was unchanged from 2023, was to balance overall capital structure. As of September 30, 2024, December 31, 2023 and September 30, 2023, the Group’s gearing ratio is as follows:
| Total liabilities Total assets Gearing ratio |
September30,2024 7,889,705 $ 19,231,283 $ 41% |
December31,2023 7,193,165 $ 18,467,008 $ 39% |
September30,2023 7,798,311 $ 18,455,649 $ 42% |
|---|---|---|---|
~48~
(2) Financial instruments
A. Financial instruments by category
September 30, 2024 December 31, 2023 September 30, 2023
| September30,2024 | December31,2023 | September30,2023 | |
|---|---|---|---|
| Financial assets Financial assets measured at fair value through other comprehensive income Designation of equity instrument Financial assets at amortised cost Cash and cash equivalents (excluding cash on hand) Accounts receivable (including related parties) Other receivables Guarantee deposits paid Financial liabilities Financial liabilities at amortised cost Accounts payable (including related parties) Other payables (including related parties) Long-term borrowings (including current portion) Preference share liability Lease liability (including current and non-current) |
1,799,522 $ 4,392,651 $ 3,941,010 67,822 15,160 8,416,643 $ September30,2024 4,661,520 $ 1,479,356 1,309,315 - 7,450,191 $ 100,229 $ |
1,839,213 $ 3,909,576 $ 4,462,986 106,713 36,603 8,515,878 $ December31,2023 3,967,823 $ 1,416,728 1,238,962 - 6,623,513 $ 133,860 $ |
1,671,283 $ |
| 4,056,353 $ 4,323,086 83,746 28,885 |
|||
| 8,492,070 $ |
|||
| September30,2023 | |||
| 3,741,571 $ 1,344,201 1,178,962 1,002,881 |
|||
| 7,267,615 $ |
|||
| 140,884 $ |
-
B. Financial risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk.
-
(b) The Group has established appropriate policies, procedures and internal controls in accordance with the relevant regulations to manage the aforementioned financial risks. Before entering into significant transactions, due approval process by the Board of Directors and Audit Committee must be carried out based on the relevant regulations and internal control procedures. The Group complies with its financial risk management policies at all times.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Foreign exchange risk
- i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD and RMB. Foreign exchange rate risk arises from future commercial transactions, recognised assets and liabilities and net investment in foreign operations.
~49~
-
ii. The Group’s management hedges foreign exchange risk through natural hedges or derivative financial instruments (including forward foreign exchange contracts) to prevent decreases in value of assets denominated in foreign currencies and fluctuations in future cash flows. The use of these derivative financial instruments assists in decreasing the effect of foreign currency fluctuations but cannot eliminate the impact entirely. The Group’s purpose to hold certain investments in foreign operations is for strategic investments; thus, the Group does not hedge those investments.
-
iii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: USD and RMB). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
~50~
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD JPY:NTD Non-monetary items USD:NTD Financial liabilities Monetary items USD:NTD JPY:NTD (Foreign currency: functional currency) Financial assets Monetary items USD:NTD JPY:NTD Non-monetary items USD:NTD Financial liabilities Monetary items USD:NTD JPY:NTD |
September30,2024 | September30,2024 | ||||
|---|---|---|---|---|---|---|
| Foreign currency amount (In thousands) 122,543 $ 2,458,748 9,016 115,202 735,462 |
Exchange rate 31.65 0.2225 31.65 31.65 0.2225 |
Book value Degree of (NTD) variation 3,878,486 $ 1% 547,071 1% 285,355 1% 3,646,143 1% 163,640 1% December31,2023 |
Sensitivityanalysis | |||
| Effect on profit or loss 38,785 $ 5,471 - 36,461 1,636 |
Effect on other comprehensive income |
|||||
| - $ - 2,854 - - |
||||||
| Foreign currency amount (In thousands) 163,387 $ 734,289 19,539 87,670 483,077 |
Exchange rate 30.71 0.2174 30.71 30.71 0.2174 |
Book value (NTD) 5,017,615 $ 159,634 600,028 2,692,346 105,021 |
Sensitivityanalysis | |||
| Degree of variation 1% 1% 1% 1% 1% |
Effect on profit or loss 50,176 $ 1,596 - 26,923 1,050 |
Effect on other comprehensive income |
||||
| - $ - 6,000 - - |
||||||
~51~
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD JPY:NTD Non-monetary items USD:NTD Financial liabilities Monetary items USD:NTD JPY:NTD |
September30,2023 | September30,2023 | ||||
|---|---|---|---|---|---|---|
| Foreign currency amount (In thousands) 130,750 $ 510,084 19,887 79,644 509,053 |
Exchange rate 32.26 0.2162 32.26 32.26 0.2162 |
Book value (NTD) 4,217,995 $ 110,280 641,567 2,569,315 110,057 |
Sensitivityanalysis | |||
| Degree of variation 1% 1% 1% 1% 1% |
Effect on profit or loss 42,180 $ 1,103 - 25,693 1,101 |
Effect on other comprehensive income |
||||
| - $ - 6,416 - - |
~52~
- iv. The total exchange gain (loss), including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Group for the three months and nine months ended September 30, 2024 and 2023 amounted to $22,867, $63,281, $121,003 and $64,282, respectively.
Price risk
-
i. The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through other comprehensive income. The Group manages the equity price risk through diversification and placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Group’s senior management on a regular basis. The Group’s Board of Directors reviews and approves all equity investment decisions.
-
ii. The Group’s investments in equity securities comprise shares issued by the domestic and foreign companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, other components of equity for the nine months ended September 30, 2024 and 2023 would have increased/decreased by $17,995 and $16,713, respectively, as a result of other comprehensive income on equity investments classified as at fair value through other comprehensive income.
Cash flow and fair value interest rate risk
The Group’s long-term borrowings are floating-rate debts; therefore, the effective interest rate of its long-term borrowings will vary according to changes in market interest rates. If the market interest rate had increased/decreased by 25 basis points with all other variables held constant, post-tax profit for the nine months ended September 30, 2024 and 2023 would have increased/decreased by $1,964 and $1,768, respectively. The main factor is that changes in interest expense result in floating-rate borrowings.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the counterparties of financial instruments on the contract obligations. The Group is exposed to credit risk from its operating activities (mainly accounts receivable and notes receivable) and from its financing activities (mainly bank deposits and various financial instruments). The maximum exposure to aforementioned credit risk was the carrying amount of financial assets recognised in the consolidated balance sheet.
-
ii. Customer credit risk is managed by each business unit in accordance with the Group’s policy, procedures and control relating to customer credit risk management. Credit limits are established for all customers based on their financial position, rating from credit rating agencies, historical experience, prevailing economic condition and the Group’s internal rating criteria, etc. Certain customer’s credit risk will also be managed by taking credit enhancing procedures, such as requesting for prepayment or insurance.
~53~
-
iii. As of September 30, 2024, December 31, 2023 and September 30, 2023, the amounts of accounts and notes receivable from top ten customers constitute 91%, 84% and 86%, respectively, of the Group’s total accounts and notes receivable. The credit concentration risk of the remaining accounts and notes receivable is immaterial.
-
iv. The Group’s treasury manages the credit risks of bank deposits and other financial instruments based on the Group’s credit policy. Because the Group’s counterparties are determined based on the Group’s internal control, only banks and companies with good credit rating and with no significant default risk are accepted. Consequently, there is no significant credit risk.
-
v. If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition. The default occurs when the contract payments are past due over 90 days.
-
vi. The Group classifies customers’ contract assets and notes and accounts receivable in accordance with credit rating of customer, geographic area and industry sector. The Group applies the simplified approach using a provision matrix to estimate the expected credit loss.
-
vii. The Group used the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable. On September 30, 2024, December 31, 2023 and September 30, 2023, the provision matrix classified by customers is as follows:
| September 30, 2024 IC semiconductor group Gross carrying amount (Note) Lifetime expected credit losses Carrying amount Loss ratio Electronics manufacturing services group Gross carrying amount Lifetime expected credit losses Carrying amount Loss ratio December 31, 2023 IC semiconductor group Gross carrying amount (Note) Lifetime expected credit losses Carrying amount Loss ratio Electronics manufacturing services group Gross carrying amount Lifetime expected credit losses Carrying amount Loss ratio |
Overdue | ||||||
|---|---|---|---|---|---|---|---|
| Not past due 1,604,816 $ 1,539) ( 1,603,277 $ 0.09% |
Up to 30 days 44,717 $ 81) ( 44,636 $ 0.18% |
31to 60 days 4,851 $ 13) ( 4,838 $ 0.27% |
61to 90 days 905 $ 3) ( 902 $ 0.36%~3.21% Overdue |
91to180 days 740 $ 4) ( 736 $ 0.54%~16.63% |
Over 180 days 145 $ 145) ( - $ 100% |
Total | |
| 1,656,174 $ 1,785) ( |
|||||||
| 1,654,389 $ |
|||||||
| Not past due $ 2,420,420 1,930) ( 2,418,490 $ 0%~0.09% |
Up to 30 days $ 58,889 94) ( 58,795 $ 0%~0.18% |
31to 60 days $ 5,433 7) ( 5,426 $ 0%~0.27% |
61to 90 days $ 1,678 - 1,678 $ 0%~0.36% Overdue |
91to180 days $ 246 - 246 $ 0%~8.33% |
Over 180 days $ - - - $ 100% |
Total | |
| $ 2,486,666 2,031) ( |
|||||||
| 2,484,635 $ |
|||||||
| Not past due 2,554,784 $ 2,695) ( 2,552,089 $ 0.11% |
Up to 30 days 264,292 $ 582) ( 263,710 $ 0.22% |
31to 60 days 140,192 $ 463) ( 139,729 $ 0.33% |
61to 90 days 2,426 $ 125) ( 2,301 $ 0.44% 〜5.15%Overdue |
91to180 days 8,991 $ 461) ( 8,530 $ 0.66% 〜5.15% |
Over 180 days - $ - - $ 100% |
Total | |
| 2,970,685 $ 4,326) ( |
|||||||
| 2,966,359 $ |
|||||||
| Not past due $ 1,782,381 2,006) ( 1,780,375 $ 0.11% |
Up to 30 days $ 99,429 196) ( 99,233 $ 0.22% |
31to 60 days $ 26,208 82) ( 26,126 $ 0.33% |
61to 90 days $ 79 - 79 $ 0.44% |
91to180 days $ - - - $ 0.66% 〜8.33% |
Over 180 days $ - - - $ 100% |
Total | |
| $ 1,908,097 2,284) ( |
|||||||
| 1,905,813 $ |
|||||||
~54~
| September 30, 2023 IC semiconductor group Gross carrying amount (Note) Lifetime expected credit losses Carrying amount Loss ratio Electronics manufacturing services group Gross carrying amount Lifetime expected credit losses Carrying amount Loss ratio |
Overdue | ||||||
|---|---|---|---|---|---|---|---|
| Not past due 2,832,298 $ 2,616) ( 2,829,682 $ 0.1% |
Up to 30 days 193,935 $ 388) ( 193,547 $ 0.2% |
31to 60 days 83,518 $ 250) ( 83,268 $ 0.3% |
61to 90 days 778 $ 40) ( 738 $ 0.4%~5.15% Overdue |
91to180 days 2,285 $ 118) ( 2,167 $ 0.6%~5.15% |
Over 180 days - $ - - $ 100% |
Total | |
| 3,112,814 $ 3,412 ( |
|||||||
| 3,109,402 $ |
|||||||
| Not past due $ 1,578,747 1,530) ( 1,577,217 $ 0.04%~ 0.10% |
Up to 30 days $ 61,046 129) ( 60,917 $ 0.20%~0.60% |
31to 60 days $ 2,889 33) ( 2,856 $ 0.30%~2.11% |
61to 90 days $ 452 84) ( 368 $ 0.40%~19.55% |
91to180 days $ 709 139) ( 570 $ 0.60%~19.55% |
Over 180 days $ 139 139) ( - $ 100% |
Total | |
| $ 1,643,982 2,054 ( |
|||||||
| 1,641,928 $ |
|||||||
Note: Including the total amount of current contract assets and accounts receivable.
viii. Movements in relation to the Group applying the modified approach to provide loss allowance for contract assets, accounts receivable and other receivables are as follows:
| At January 1 Reversal of impairment loss Effect of foreign exchange At September 30 |
2024 Accountsreceivable 6,610 $ 2,794) ( - 3,816 $ |
2023 |
|---|---|---|
| Accountsreceivable | ||
| 13,071 $ 7,620) ( 15 5,466 $ |
For provisioned loss for the nine months ended September 30, 2024 and 2023, there were no impairment losses arising from the contract assets and notes receivable.
-
(c) Liquidity risk
-
i. The Group’s objective on liquidity risk management is to ensure the sufficiency of financial flexibility by maintaining cash and bank deposits for operations and adequate bank financing quota.
-
ii. As of September 30, 2024, December 31, 2023 and September 30, 2023, the Group’s total unused amounts of short-term borrowings was $4,875,783, $3,557,550 and $3,071,155, respectively. The Group’s total unused amounts of long-term borrowings was $4,450,000, $4,850,000 and $5,110,000, respectively.
-
iii. The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
| undiscounted cash flows. | |||||
|---|---|---|---|---|---|
| September 30, 2024 Non-derivative financial liabilities: Accounts payable (including related parties) Other payables (including related parties) Long-term borrowings (including current portion) Lease liabilities |
Less than 1year 4,661,520 $ 1,479,356 339,634 15,054 |
Between 2 and 3years - $ - 921,161 23,195 |
Between 4 and 5years - $ - 75,592 19,292 |
Over 5years - $ - - 58,654 |
Total |
| 4,661,520 $ 1,479,356 1,336,387 116,195 |
~55~
| December 31, 2023 Non-derivative financial liabilities: Accounts payable (including related parties) Other payables (including related parties) Long-term borrowings (including current portion) Lease liabilities September 30, 2023 Non-derivative financial liabilities: Accounts payable (including related parties) Other payables (including related parties) Long-term borrowings (including current portion) Preference share liabilities Lease liabilities |
Less than 1year 3,967,823 $ 1,416,728 120,919 27,623 Less than 1year 3,741,571 $ 1,344,201 45,100 20,014 30,230 |
Between 2 and 3years - $ - 904,909 26,709 Between 2 and 3years - $ - 833,947 1,024,423 28,701 |
Between 4 and 5years - $ - 243,722 23,374 Between 4 and 5years - $ - 295,614 - 23,519 |
Over 5years - $ - 5,824 76,214 Over 5years - $ - 14,598 - 79,111 |
Total |
|---|---|---|---|---|---|
| 3,967,823 $ 1,416,728 1,275,374 153,920 Total |
|||||
| 3,741,571 $ 1,344,201 1,189,259 1,044,437 161,561 |
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
-
Level 3: Unobservable inputs for the asset or liability.
-
B. Financial instruments not measured at fair value
-
The carrying amounts of the Group’s financial instruments not measured at fair value, including cash and cash equivalents, accounts receivable (including related parties), other receivables, guarantee deposits paid, accounts payable (including related parties), other payables (including related parties), lease liabilities, preference share liabilities, long-term borrowings (including current portion) and guarantee deposits received, are approximate to their fair values.
-
C. The related information of financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets at September 30, 2024, December 31, 2023 and September 30, 2023 are as follows:
~56~
- (a)The related information of nature of the asset and liabilities is as follows:
| September 30, 2024 Assets Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities December 31, 2023 Assets Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities September 30, 2023 Assets Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities |
Level 1 1,795,500 $ Level 1 1,835,191 $ Level 1 1,660,670 $ |
Level 2 - $ Level 2 - $ Level 2 - $ |
Level3 4,022 $ Level3 4,022 $ Level3 10,613 $ |
Total |
|---|---|---|---|---|
| 1,799,522 $ |
||||
| Total | ||||
| 1,839,213 $ |
||||
| Total | ||||
| 1,671,283 $ |
-
(b) The methods and assumptions the Group used to measure fair value are as follows:
-
i. The fair value of equity instruments without active market (such as unlisted shares) was measured by applying a market approach based on the prices and other relevant information (such as the discount for lack of marketability and inputs like price to earnings ratio or price to book ratio) arising from the market transactions of the Company’s same or comparable equity instruments. Additionally, for equity instruments that lack sufficient or appropriate observable market information and comparable counterparties, net asset value is used to measure the profitability of underlying investments.
-
ii. The fair value of derivative financial instrument options that do not have a quoted market price in an active market was measured by applying a binary tree valuation model.
-
iii. The effect of unobservable inputs to the valuation of financial instruments is provided in Note 12(3)I.
-
-
D. For the nine months ended September 30, 2024 and 2023, there was no transfer between Level 1 and Level 2.
-
E. For the nine months ended September 30, 2024 and 2023, there was no movement of Level 3.
~57~
-
F. For the nine months ended September 30, 2024 and 2023, there was no transfer into or out from Level 3.
-
G. Treasury segment is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to frequently evaluate and measure fair value of financial instruments.
-
H.The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| value measurement: | |||||
|---|---|---|---|---|---|
| Non-derivative equity instrument: Unlisted shares Non-derivative equity instrument: Unlisted shares Derivative instrument: Preference share liabilities returned Non-derivative equity instrument: Unlisted shares |
Fair value at September30,2024 4,022 $ Fair value at December31,2023 4,022 $ Fair value at September30,2023 - $ 10,613 $ |
Valuationtechnique | Significant unobservableinput |
Range (weighted average) N/A Range (weighted average) N/A Range (weighted average) 2.5271% N/A |
Relationship of inputs tofairvalue |
| Net assets value Valuationtechnique |
N/A Significant unobservableinput |
N/A Relationship of inputs tofairvalue |
|||
| Net assets value Valuationtechnique |
N/A Significant unobservableinput |
N/A Relationship of inputs tofairvalue |
|||
| Binary tree convertible valuation model Net assets value |
Discount rate N/A |
The higher the discount rate, the lower the fair value N/A |
- I. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets categorised within Level 3 if the inputs used to valuation models have changed:
On September 30, 2024 and December 31, 2023: There were no such transactions.
==> picture [461 x 68] intentionally omitted <==
----- Start of picture text -----
September 30, 2023
Recognised in profit or loss Recognised in other comprehensive income
Input Change Favourable change Unfavourable change Favourable change Unfavourable change
Financial assets
Preference share liabilities
returned Discount rate ±1% $ - $ 9,369 $ - $ -
----- End of picture text -----
13. Supplementary Disclosures
(4) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: None.
~58~
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: Please refer to table 4.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: None.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None.
-
I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 12(2).
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 5.
(5) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China):Please refer to table 6.
(6) Information on investments in Mainland China
-
A. Basic information: Please refer to table 7.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 8.
(7) Major shareholders information
Names, number of shares and ownership of the Company’s shareholders who hold more than 5% of equity share: Please refer to Note 9.
14. Segment Information
(1) General information
For management purpose, the Group separated operating units based on business which operates individually from the main business in each region. The Group was divided into the following two reportable segments:
-
A. IC semiconductor group: This segment mainly provides IC packaging and testing services.
-
B. Electronics manufacturing services group: This segment provides professional electronics manufacturing services.
(2) Segment information
Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured consistently with operating profit or loss in the consolidated financial statements. However, finance costs, finance income and income taxes in the consolidated financial statements are managed on a group basis and are not allocated to operating segments.
~59~
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
| Revenue Revenue from external customers Inter-segment revenue Total revenue Segment income (loss) Revenue Revenue from external customers Inter-segment revenue Total revenue Segment income Revenue Revenue from external customers Inter-segment revenue Total revenue Segment income |
Three months ended September 30, | Three months ended September 30, | 2024 | ||
|---|---|---|---|---|---|
| IC semiconductor group 1,833,565 $ - 1,833,565 $ 2,708) ($ |
Electronics manufacturing All other servicesgroup segments 2,080,486 $ - $ 17,531 - 2,098,017 $ - $ 220,893 $ 1,545 $ Three months ended September 30, |
Reconciliation and write-offs (Notes 1 and 2) - $ 17,531) ( 17,531) ($ - $ 2023 |
Total | ||
| 3,914,051 $ - |
|||||
| 3,914,051 $ |
|||||
| 219,730 $ |
|||||
| IC semiconductor group 3,157,307 $ - 3,157,307 $ 717,655 $ |
Electronics manufacturing All other servicesgroup segments 1,544,770 $ - $ 12,588 - 1,557,358 $ - $ 72,781 $ 3,307 $ Nine months ended September 30,2 |
Reconciliation and write-offs (Notes 1 and 2) - $ 12,588) ( 12,588) ($ - $ 024 |
Total | ||
| 4,702,077 $ - |
|||||
| 4,702,077 $ |
|||||
| 793,743 $ |
|||||
| IC semiconductor group 6,535,593 $ - 6,535,593 $ 642,996 $ |
Electronics manufacturing servicesgroup 5,614,847 $ 37,083 5,651,930 $ 510,015 $ |
All other segments - $ - - $ 99,389 $ |
Reconciliation and write-offs (Notes 1 and 2) - $ 37,083) ( 37,083) ($ - $ |
Total | |
| 12,150,440 $ - |
|||||
| 12,150,440 $ |
|||||
| 1,252,400 $ |
~60~
| Revenue Revenue from external customers Inter-segment revenue Total revenue Segment income (loss) |
Nine months ended September 30,2023 | Nine months ended September 30,2023 | ||
|---|---|---|---|---|
| IC semiconductor group 7,944,032 $ - 7,944,032 $ 1,241,521 $ |
Electronics manufacturing servicesgroup 4,010,122 $ 97,795 4,107,917 $ 92,640 $ |
Reconciliation and All other write-offs segments (Notes 1 and 2) - $ - $ - 97,795) ( - $ 97,795) ($ 129,193 $ - $ |
Total | |
| 11,954,154 $ - |
||||
| 11,954,154 $ |
||||
| 1,463,354 $ |
Note 1: Inter-segment revenue has been written-off when preparing the consolidated financial statements. Note 2: Income or loss for each operating segment does not include income tax expense.
(3) Reconciliation for segment income (loss)
Sales between segments are carried out at arm’s length. The revenue from external customers reported to the chief operating decision-maker is measured in a manner consistent with that in the statement of comprehensive income.
~61~
Orient Semiconductor Electronics, Limited and Subsidiaries Loans to others Nine months ended September 30, 2024 Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
Maximum outstanding balance during Collateral Is a the nine months Balance at Amount of Reason for Allowance Limit on loans granted Ceiling on total General ledger related ended September September 30, Actual amount Interest transactions with shortfor doubtful to a single party loans granted No. Creditor Borrower account party 30, 2024 2024 drawn down rate range Nature of loan the borrower term financing accounts Item Value (Note) (Note) Footnote 2 COREPLUS (HK) Value-Plus Technology Other Y $ 94,950 $ 63,300 $ 31,650 - Short-term - Short-term - - - $ 570,736 $ 570,736 - LIMITED (Suzhou) Co. receivables due (USD 3,000) (USD 2,000) (USD 1,000) financing capital (USD 18,033) (USD 18,033) from related requirements for parties operating and business purposes
Note: In accordance with the Company’s “Procedures for Provision of Loans”, limit on loans to others is 40% of the Company’s net asset based on the latest audited or reviewed consolidated financial statements.
However, limit on loans to direct or indirect wholly-owned foreign subsidiaries of the Company is 200% of the Company’s net asset. Limit on endorsements to a single party is 30% of the Company’s net asset based on the latest audited or reviewed financial statements.
Table 1, Page 1
Orient Semiconductor Electronics, Limited and Subsidiaries
Provision of endorsements and guarantees to others
Nine months ended September 30, 2024
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
| No. (Note 1) |
Endorser/guarantor | Partybeingendorsed/guaranteed | Partybeingendorsed/guaranteed | Limit on endorsements/ guarantees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of September 30, 2024 |
Outstanding endorsement/ guarantee amount at September 30, 2024 |
Actual amount drawn down |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/guarantor |
Ceiling on total amount of endorsements/ guarantees provided(Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary |
Provision of endorsements/ guarantees by subsidiary to parent company |
Provision of endorsements/ guarantees to the party in Mainland China |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Companyname | Relationship with the endorser/ guarantor |
|||||||||||||
| 0 | Orient Semiconductor Electronics,Limited |
COREPLUS (HK) LIMITED |
Note 2 | 3,402,473 $ |
$ 79,125 (USD 2,500) |
$ - | $ - | $ - | - | 11,341,578 $ |
Y | N | N | - |
-
Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:
-
(1)The Company is ‘0’.
-
(2)The subsidiaries are numbered in order starting from ‘1’.
Note 2: The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.
Note 3: Limit on total endorsements is the Company’s net asset based on the latest audited or reviewed financial statements, and limit on endorsements to a single party is 30% of the Company’s net asset based on the latest audited or reviewed financial statements.
Table 2, Page 1
Orient Semiconductor Electronics, Limited and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
September 30, 2024
Table 3
Expressed in thousands of NTD (Except as otherwise indicated)
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | As ofSeptember30,2024 | As ofSeptember30,2024 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| Orient Semiconductor Electronics,Limited Orient Semiconductor Electronics,Limited Orient Semiconductor Electronics,Limited Orient Semiconductor Electronics,Limited Orient Semiconductor Electronics,Limited Hua-Cheng Investment Co. |
STRATEDGE’s stocks - common shares SPINERGY’s stocks - common shares Golfware’s stocks - common shares SCREENBEAM’s stocks - common shares SCREENBEAM’s stocks - preference share Chipbond Technology Corporation |
None None None None None Entity with significant influence |
Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current |
5,135 999,641 4,687 2,141,176 2,352,941 27,000,000 |
$ - - - 557 3,465 1,795,500 |
- - - - - 3.63% |
$ - - - 557 3,465 1,795,500 |
- - - - - - |
Table 3, Page 1
Expressed in thousands of NTD
Orient Semiconductor Electronics, Limited and Subsidiaries
Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more
Nine months ended September 30, 2024
==> picture [20 x 5] intentionally omitted <==
----- Start of picture text -----
Table 4
----- End of picture text -----
(Except as otherwise indicated)
If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below:
| Real estate acquired by |
Real estate acquired |
Date of the event |
Transaction amount |
Status of payment |
Counterparty | Relationship with the counterparty |
Original owner who sold the real estate to the counterparty |
Relationship between the original owner and the acquirer |
Date of the original transaction |
Amount | Basis or reference used in setting the price |
Reason for acquisition of real estate and status of the real estate |
Other commitments |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Orient Semiconductor Electronics,Limited |
Buildings and structures |
October 27, 2022 | Note | Note | Note | None | Not applicable. | Not applicable. | Not applicable. | Not applicable. | Price comparison and negotiation |
Building plants | None |
Note: On October 27, 2022, the Board of Directors resolved to invest in the Diamond Area Renew Program of Nanzih Technology Industrial Park, with the expected investment amount of $2,793,000. The actual investment amount was accounted by the actual contract amount. As of September 30, 2024, the contractor of some contracted work items is Verizon Construction & Engineering Limited Company, and the accumulated payments amounted to $716,700.
Table 4,page 1
Orient Semiconductor Electronics, Limited and Subsidiaries
Expressed in thousands of NTD (Except as otherwise indicated)
Significant inter-company transactions during the reporting periods
Nine months ended September 30, 2024
Table 5
Transactions amount between the parent company and subsidiaries or between subsidiaries reaching $10 million is provided below:
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operatingrevenues or total assets |
|---|---|---|---|---|---|---|---|
| 0 0 1 2 2 |
Orient Semiconductor Electronics,Limited Orient Semiconductor Electronics,Limited COREPLUS (HK) LIMITED Value-Plus Technology (Suzhou) Co. Value-Plus Technology (Suzhou) Co. |
COREPLUS (HK) LIMITED COREPLUS (HK) LIMITED Value-Plus Technology (Suzhou) Co. COREPLUS (HK) LIMITED COREPLUS (HK) LIMITED |
1 1 3 3 3 |
Accounts receivable Sales revenue Other receivable Sales revenue Accounts receivable |
29,776 $ 36,408 31,650 67,737 23,550 |
- Same with general transaction terms - Same with general transaction terms - |
0.15% 0.30% 0.16% 0.56% 0.12% |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
-
(1) Parent company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries
or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.):
-
(1) Parent company to subsidiary.
-
(2) Subsidiary to parent company.
-
(3) Subsidiary to subsidiary.
Table 5, Page 1
Orient Semiconductor Electronics, Limited and Subsidiaries
Table 6
Information on investees
Nine months ended September 30, 2024
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee | Location | Main business activities | Initial invest | ment amount | Shares hel | d as at September 30,2024 | d as at September 30,2024 | Net profit (loss) of the investee for the nine months ended September 30,2024 |
Investment income (loss) recognised by the Company for the nine months ended September 30,2024 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at September 30,2024 |
Balance as at December 31,2023 |
Number of shares |
Ownership (%) | Book value | |||||||
| Orient Semiconductor Electronics, Limited Orient Semiconductor Electronics, Limited Orient Semiconductor Electronics, Limited Orient Semiconductor Electronics, Limited |
OSE INTERNATIONAL LTD. SCS HIGHTECH INC. COREPLUS (HK) LIMITED HUA-CHENG INVESTMENT CO. |
British Virgin IS. Taiwan Hong Kong Taiwan |
Investments of various manufacturing businesses Manufacture of data storage and processing equipment and providing information software and data processing Procure to order and components assembly outsourcing Reinvestments in various business |
- 256,000 237,375 (USD 7,500,000) 2,055,828 |
$ 511,840 (USD 16,000,000) 256,000 237,375 (USD 7,500,000) 2,055,828 |
- 25,600,000 7,500,000 194,487,557 |
- 18.17% 100% 100% |
- $ - 285,355 2,381,533 |
3,142 $ - 16,138 99,289 |
3,142 $ - 16,138 99,289 |
Note 1、2 Note 3 Note 1、4 Note 4 |
Note 1: Initial investment amount of the reinvestee which use foreign currencies to prepare financial statements is translated to NTD at the spot rate at the period end. Note 2: The investee was liquated and dissolved in February 2024.
Note 3: The investee was abolished on March 8, 2007.
Note 4: Inter-company transactions between companies within the Group are eliminated
Table 6, Page 1
Orient Semiconductor Electronics, Limited and Subsidiaries Information on investments in Mainland China
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
Nine months ended September 30, 2024
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the nine months ended September 30, 2024
| Investee in MainlandChina |
Main business activities | Paid-in capital | Investment method(Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1,2024 |
Amount remitted b months ended |
ack to Taiwan for the nine September30,2024 |
Accumulated amount of remittance from Taiwan to Mainland China as of September30,2024 |
Net income of investee for the nine months ended September 30,2024 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the nine months ended September 30,2024 |
Book value of investments in Mainland China as of September 30, 2024 |
Accumulated amount of investment income remitted back to Taiwan as of September 30, 2024 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to MainlandChina |
Remitted back to Taiwan |
||||||||||||
| Value-Plus Technology (Suzhou) Co. Companyname |
Adhesive processing, plug-in welding processing and related test, combination processing of the surface of base plate of electronic and sales of its products, and providing technique maintenance and after-sale service accordingly Accumulated amount of remittance from Taiwan to Mainland China as of September30,2024 |
$ 170,547 (USD 5,388,522) Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
Investment and establishment in COREPLUS, and then reinvestment (2) Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
158,328 $ Footnote |
$ - | $ - | 158,328 $ |
15,089 $ |
100% | 15,089 $ |
30,113 $ |
$ - | Note 3 |
| Orient Semiconductor Electronics,Limited |
$ 158,328 | $ 175,495 | $ 6,804,946 | Note 3 |
Note 1: Investment methods are classified into the following three categories;
(1) Directly invest in a company in Mainland China.
(2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China.
Note 2: Limit amount prescribed by the Jing-Shen-Zi Letter No. 09704604680 of Ministry of Economic Affairs, dated August 29, 2008, and is calculated based on 60% of the Company’s consolidated net assets.
Note 3: Paid-in capital was translated to NTD at the spot rate at the period end.
Table 7, Page 1
Table 8
Orient Semiconductor Electronics, Limited and Subsidiaries
Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas
Nine months ended September 30, 2024
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Sale(purchase) | Sale(purchase) | Service re | venue | Accounts receiv (payable) |
able | Other receiva | bles | Provision of endorsements/guarantees or collaterals |
Provision of endorsements/guarantees or collaterals |
Financing | Other | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Balance at September 30,2024 |
% | Balance at September 30,2024 |
Purpose | Balance at September 30,2024 |
Purpose | Maximum balance during the nine months ended September 30, 2024 |
Balance at September 30,2024 |
Interest rate | Interest during the nine months ended September 30,2024 |
||
| Value-Plus Technology (Suzhou) Co. |
$ - | - | $ 67,737 | 100% | $ 23,550 | 96% | $ 358 | 99% | $ - | - | $ 94,950 | $ 63,300 | - | $ - |
Table 8, Page 1
Orient Semiconductor Electronics, Limited and Subsidiaries
Major shareholders information
September 30, 2024
Table 9
| Name of majorshareholders | Shares | Shares |
|---|---|---|
| Name ofsharesheld | Ownership (%) | |
| Chipbond Technology Corporation | 147,345,498 | 26.30% |
Note 1: Chipbond Technology Corporation held the Company’s common shares and class C preferred shares without voting rights amounting to 147,345,498 shares and 180,180,000 shares, respectively, and totally held 327,525,498 shares.
Note 2 : As of September 30, 2024, the issuance period of Class C preferred shares has not been fulfilled for 5 years, therefore, the shareholders of preferred shares have not implemented the conversion right. Information relating to issuance terms of the conversion right is provided in Note 6(16) D(e).
Table 9, Page 1