Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

RECHI Annual Report 2020

Sep 10, 2021

52399_rns_2021-09-10_5cc1a525-5649-4825-bc36-ec0fa55eca87.pdf

Annual Report

Open in viewer

Opens in your device viewer

Table of Contents

Table of Contents
[I. LETTER TO SHAREHOLDERS] .................................................................................................................. 1
[II. COMPANY HISTORY] ................................................................................................................................... 4
I. DATE OF ESTABLISHMENT: ................................................................................................................................ 4
II. ORGANIZATION AND OPERATIONS..................................................................................................................... 4

[III.
CORPORATE GOVERNANCE REPORT] .................................................................................................. 5
I. ORGANIZATION................................................................................................................................................. 5
II. PROFILES OFDIRECTORS, PRESIDENT, EXECUTIVEVICEPRESIDENTS, ASST. VP,AND SUPERVISORS OF THE
VARIOUS DEPARTMENTS AND BRANCHES........................................................................................................... 7
III. REMUNERATION PAID TO DIRECTORS,THEPRESIDENT,AND THEVICEPRESIDENTS IN THE MOST RECENT YEAR14
IV. STATUS OFCORPORATEGOVERNANCE........................................................................................................... 18
V. DISCLOSURE OF THE ACCOUNTANT’S FEE: ...................................................................................................... 50
VI. CHANGE OFCPA ............................................................................................................................................ 51
VII. THECHAIRMAN,PRESIDENT,OR MANAGER RESPONSIBLE FOR FINANCE OR ACCOUNTING HOLDING A POSITION
AT A FIRM BELONGING TO A CERTIFYINGCPAFIRM OR ANY AFFILIATED ENTERPRISE WITHIN THE PRECEDING
YEAR: NONE. .................................................................................................................................................. 51
VIII. THE TRANSFER OF SHARES AND CHANGES IN PLEDGES OF THEDIRECTORS, MANAGERS AND SHAREHOLDERS
HOLDING MORE THAN10%OF THE SHARES IN THE MOST RECENT YEAR AND AS OF THE PRINTING DATE OF THIS
ANNUAL REPORT. ............................................................................................................................................ 52
IX. THE TOP TEN SHAREHOLDERS WHO ARE SPOUSES OR RELATIVES WITHIN THE SECOND DEGREE OF KINSHIP OF
ONE ANOTHER: ................................................................................................................................................ 54
X. THE NUMBER OF SHARES HELD IN AS INVESTEE BY AN ENTITY CONTROLLED DIRECTLY OR INDIRECTLY BY THE
COMPANY,THECOMPANY’SDIRECTOR,MANAGERS. THE AGGREGATE SHAREHOLDING RATIO SHALL BE
PROVIDED: (UNIT:THOUSAND SHARES) .......................................................................................................... 55
[IV. CAPITAL OVERVIEW] ................................................................................................................................ 56
I. SHARES ANDDIVIDENDS................................................................................................................................ 56
II. CORPORATE BOND: NONE. .............................................................................................................................. 61
III. PREFERRED SHARES: NONE. ........................................................................................................................... 61
IV. GLOBAL DEPOSITORY SHARES: NONE. ............................................................................................................ 61
V. THE STATUS OF EMPLOYEE SHARE OPTION: NONE. .......................................................................................... 61
VI. NEW RESTRICTED EMPLOYEE SHARES: NONE................................................................................................. 61
VII. M&A (INCLUDE MERGER AND ACQUISITION,CONSOLIDATION,AND DIVISION): NONE. ................................... 61
VIII. IMPLEMENTATION OF THE FUNDS ALLOCATION PLAN: NONE. .......................................................................... 61
[V. OPERATING HIGHLIGHTS] ...................................................................................................................... 62
I. BUSINESSACTIVITIES..................................................................................................................................... 62
II. ANALYSIS OF THE MARKET AS WELL AS PRODUCTION AND MARKETING SITUATION........................................ 65
III. EMPLOYEE INFORMATION IN THE LAST TWO YEARS UP TO THE PUBLICATION DATE OF THIS ANNUAL REPORT
(CONSOLIDATED) ............................................................................................................................................ 69
IV. INFORMATION ON SPENDING ON ENVIRONMENTAL PROTECTION..................................................................... 69
V. WORK ENVIRONMENT AND EMPLOYEE SAFETY PROTECTION MEASURES: ....................................................... 70
VI. LABOR–MANAGEMENTRELATIONS................................................................................................................ 71
VII. IMPORTANTCONTRACTS................................................................................................................................. 73
VIII. MANAGEMENT OFINTELLECTUALPROPERTY................................................................................................. 73
[VI. FINANCIAL INFORMATION] .................................................................................................................... 75
I. CONDENSEDBALANCESHEET ANDINCOMESTATEMENT OF THE LAST FIVE YEARS........................................ 75
II. FINANCIALANALYSIS OF THEPASTFIVEYEARS............................................................................................. 80
III. AUDITCOMMITTEE’SREVIEWREPORT ON THEMOSTRECENTFISCALYEAR’SFINANCIALSTATEMENT........ 83
IV. MOSTRECENTFINANCIALREPORTS............................................................................................................... 84
V. THECOMPANY’S INDIVIDUAL FINANCIAL STATEMENTS AUDITED AND CERTIFIED BY A CERTIFIED PUBLIC
ACCOUNTANT IN THE MOST RECENT FISCAL YEAR. ........................................................................................ 180
VI. FINANCIAL INSOLVENCY INCIDENTS ENCOUNTERED BY THECOMPANY AND AFFILIATES FOR THE MOST RECENT
YEARS,UP TILL THE PUBLICATION DATE OF THIS ANNUAL REPORT. THE IMPACT ON THE COMPANY’S FINANCIAL
SITUATION SHALL BE SPECIFIED: ................................................................................................................... 266

[VII.
REVIEW OF FINANCIAL POSITION, BUSINESS PERFORMANCE AND RISK ISSUES] ............ 267
I. FINANCIAL POSITION.................................................................................................................................... 267
II. FINANCIAL PERFORMANCE........................................................................................................................... 268
III. CASH FLOW.................................................................................................................................................. 269
IV. IMPACTS OFMAJORCAPITALEXPENDITURES IN THEMOSTRECENTYEAR TOFINANCIALPERFORMANCE.. 270
V. THE MAJOR CAUSES FOR PROFITS OR LOSSES INCURRED BY INVESTMENTS DURING THE MOST RECENT YEAR;
RECTIFICATIONS AND INVESTMENT PLANS FOR THE NEXT YEAR: ................................................................... 270
VI. RISK DISCLOSURE......................................................................................................................................... 271
VII. OTHER IMPORTANT NOTES: ........................................................................................................................... 273

[VIII.
SPECIFIC NOTES]...................................................................................................................................... 274
I. INFORMATION ON THE AFFILIATES(AS OFDEC. 31, 2020) ............................................................................. 274
II. THE STATUS OF PRIVATE PLACEMENT OF SECURITIES IN THE MOST RECENT YEAR TO THE DATE THIS REPORT
WAS PRINTED: NONE. .................................................................................................................................... 283
III. HOLDING OR DISPOSAL OF SHARES IN THE COMPANY BY THE COMPANY’S SUBSIDIARIES DURING THE MOST
RECENT FISCAL YEAR OR DURING THE CURRENT FISCAL YEAR UP TO THE DATE OF PUBLICATION OF THE
ANNUAL REPORT: NONE. ............................................................................................................................... 283
IV. OTHER MATTERS THAT REQUIRE ADDITIONAL DESCRIPTION: NONE.............................................................. 283
[IX. IF THE RESULT OF INCIDENTS SET FORTH IN SUBPARAGRAPH 2 PARAGRAPH 3,

ARTICLE 36 OF THE SECURITIES AND EXCHANGE ACT THAT COULD HAVE A MATERIAL EFFECT ON SHAREHOLDER EQUITY OR SECURITIES PRICES DURING THE MOST RECENT FISCAL YEAR OR DURING THE CURRENT FISCAL YEAR UP TO THE PUBLICATION DATE OF THE ANNUAL REPORT]: ........................................................................... 283

[I. Letter to Shareholders]

Dear Shareholders,

Japan’s JARN magazine predicted that the global household air-conditioning sales would fall by 27% in the first half of 2020 due to the impact of the COVID-19 pandemic. The global air-conditioning market as a whole fell by 8.9% in 2020 over the year of 2019. The air-conditioning industry in China had delayed in resuming production and sales after the Chinese New Year of 2020. Fortunately, the supply and demand of the air-conditioning industry restarted after March, and the market has gradually recovered since May. However, the domestic market of China had declined by 12.89% throughout the year due to the pandemic. In terms of exports, the annual export market grew by 4.65%. (Source: Industry Online, JARN Magazine)

Air conditioner and compressor production and sales report of China

Unit: 1,000 pcs

Unit: 1,000pcs
Item 2020 (January – December) Year-on-year growth 2019 (January – December)
Air
conditioner
Total production 144,905
-5.17%
152,801
Sale Total 141,464
-6.08%
150,627
Domestic sales
80,281

-12.89%
92,163
Export 61,184
4.65%
58,465
Compressor Total production 210,411
-1.55%
213,716

Sale
Total 211,551
-1.69%
215,181
Domestic sales
177,752

-2.03%
181,442
Export 33,799
0.18%
33,739

The Company’s overall compressor sales volume in 2020 was 19.31 million units, a year-on-year increase of 5.95%, and consolidated income was NT$19,319,962 thousand, a year-on-year decline of 4.04%. Market uncertainty increases, price competition worsens, and the domestic air conditioner market in China is sluggish due to the impact of COVID-19 pandemic on global economy. Under the implementation of the new national standard, the pressure of heavy inventory of constant frequency air conditioners has led to a price war; at the same time, the significant increase in cost of raw materials and the oversupply of compressors have intensified the competition in the compressor industry.

  • I. Review of business operation results in 2020: 1. Profitability:

Consolidated Financial Statements

Unit: NT$1 thousand

Item 2020 2019 Increase
(decrease) in
amount
Growth rate %
Operatingrevenue – net 19,319,962
20,132,944

(812,982)
-4.04%
Operatingcost 17,019,887
17,393,058

(373,171)
-2.15%
Grossprofit 2,300,075
2,739,886

(439,811)
-16.05%
Net OperatingIncome 819,805
865,948

(46,143)
-5.33%
Consolidatedpre-tax netprofit 988,015
801,266

186,749

23.31%
Consolidated net income 722,644
646,849

75,795

11.72%
Net income attributable to the
Company
709,491
655,960

53,531

8.16%

1

Main reasons for profit growth: The global economy in 2019 was deeply affected by the China-US trade conflict, the rapid growth of air-conditioning industry for two consecutive years, the high inventories of the industry, and the change of constant frequency and inverter frequency structure faced by the industry; therefore, the market competition became severe. The oversupply of compressors has led to a price war and a decline in gross profit. Rechi under the influence of China-US trade conflict and tariffs in 2020 had quickly adjusted the production base to produce compressors in Taiwan and directly sell them into the US market; at the same time, it comprehensively improved the internal cost structure and optimized production efficiency with the good effect resulting gradually in 2020.

  1. Compressor business:

    • A. Research & Development:

      • The Company based on the 2020 development plan has successively completed the development of North American unit-type new energy-efficient compressors, China 1.5HP and 3.0HP miniaturized compressors, Japan new energy-saving high-efficiency inverter compressors, car-roof high-efficiency horizontal compressor, European R290 mobile air-conditioning miniaturized compressors, and multi-functional smart micro air-conditioning.
    • B. Sales:

      • The number of compressors sold in Southeast Asia, Europe, and the Chinese market increased year-on-year; also, the application of products in inverter mini-split air conditioners, unitary air conditioners, heat pump dryers, and Roof top air conditioners increased year-on-year; however, the sale in North America, South Asia, and Central and South America decreased year-on-year.
    • C. Production:

      • The production/assembly line of the Company’s Guanyin plant in Taiwan for a capacity of 2 million units of compressor is completed and in production; also, the capacity expansion plan of Qingdao Plant is ongoing for a planned production capacity of 12 million units. The production capacity of Huizhou plant is planned for 6 million units and the production capacity of Jiujiang plant is planned for 6 million units for a grand total of 26 million units.
  2. II. Summary of 2021 Business Plan:

In prospect of 2021, the environment affecting the Company’s operations is illustrated as follows:

  1. Global economic environment: According to the World Economic Outlook report released by the International Monetary Fund (IMF), the global economic growth rate last year was predicted to be 3.5%. In prospect of this year, the momentum of global recovery is stronger than expected. The IMF predicts that the global economy is to expand by 5.5% because the market expects the launch of vaccines to stimulate economic growth and the policy stimuli from the United States, Japan, and other countries.

  2. Air conditioner and compressor industry:

  3. A. Air-conditioning industry:

    • The air-conditioning industry of China accounts for approx. 85% of the global production capacity; also, the manufacturers have begun and accelerated overseas plant construction due to the ongoing China-US trade conflict; also, they are actively expanding the European market.

    • In terms of industrial competition, the two major air-conditioner manufacturers in China with self-made compressors for the reason of cleaning out constant frequency inventory and cornering inverter frequency market share after China’s implementing new energy efficiency standards in 2020 had adopted price reduction strategies to lead the air-conditioner market, which caused market prices to crash. Also, due to the gradual

2

recovery in demand and the global central bank monetary quantitative easing policy adopted in the second half of 2020, hot money flowed to bulk commodities that caused the cost of raw materials to rise sharply and put great pressure on the industry taking as a whole.

  • The global air-conditioning market declined due to the impact of the pandemic in 2020. It is expected that the launch of vaccines and the stimulation of fiscal and economic policies of various countries will help the overall air-conditioning market demand return to the level before the outbreak of the pandemic.

  • B. Air-conditioning energy-efficiency regulations:

  • China has the constant frequency and inverter frequency integrated new energy efficiency standards formally implemented in July 2020. Australia and New Zealand also has new energy efficiency standards announced in 2020, while India will implement new energy efficiency standards in 2022. The overall air-conditioning trend is moving quickly towards inverter frequency conversion and high efficiency.

  • C. Compressor industry:

  • The production capacity of major compressor manufacturers continues to expand, and the overall global compressor production capacity has reached 260 million units, which is an oversupply that causes severe competition in the compressor industry. Especially as the inverter compressor is the future of the industry, the market competition is therefore expected to be even more severe while fighting for market share.

  • The consumer market for heat pump dryers in Europe has grown due to the home-bound regulations during the crisis of the COVID-19 pandemic that indirectly triggered the demand for home appliances. The demand for compressors that are used in the heat pump dryers has been growing dramatically since Q4, 2020.

The operating challenges arising from the changes in the overall environment in 2021 will be more daunting than in previous years. The operating strategies of the Group are summarized as follows:

  1. The annual compressor sales target is 19.5 million units and more.

  2. The Company will continue to promote inverter compressors to account for 25% or more in response to the competition in the inverter frequency products.

  3. Expand the economic scale and comprehensively develop new customers, new models, and new applications.

  4. Improve product competitiveness and promote cost reasonableness continuously.

  5. Enhance product technology reserves, and enhance basic research and mid-term/long-term product development.

  6. Improve the quality consistency in 2021 based on the 2020 CPK.

  7. Promote reasonableness and automation of production continuously to improve production efficiency.

  8. Improve the efficiency of indirect personnel and continuously improve the operation process.

  9. Increase the capital turnover rate and strictly control the total inventory of finished products.

  10. Optimize human resources and substantiate talent pool management.

Looking ahead to the future, the Company will continue to uphold the concept of sustainable development and corporate ethical management, and based on the strategy of value innovation, to continuously improve the Company’s competitiveness, to develop together with global strategic customers, and to realize the mission of maximizing corporate value.

Chairman:

President: Accounting Supervisor:

3

[II. Company History]

I. Date of establishment:

December 19, 1989

II. Organization and operations

December 1989 RECHI PRECISION CO., LTD. was incorporated
December 1996 Passed ISO 9001 certification by the Bureau of Standards,
Metrology and Inspection, Ministry of Economic Affairs
(MOEA)
November 1999 The extraordinary shareholders’ meeting approved the matters
regardinginvestment in compressor assembly plants in China
February2000 Established Rechi Holdings Co., Ltd.
July Established Rechi Refrigeration Dongguan Co., Ltd.
January 2001 Established TCL Rechi (Huizhou) Refrigeration Equipment
CompanyLimited
Established Dongguan Rechi Compressor Co., Ltd.
December Established Rewan (HongKong) Co., Ltd.
February 2002 Had stocks listed on Taipei Exchange for trading
May Established Rechi Investments Co., Ltd.
August 2003 Had stocks listed on Taiwan Stock Exchange for trading
October Mass produced compressors for dehumidifiers
January 2004 Acquired Rewan Hardware (Dongguan) Co., Ltd.
July Established Rechi Precision (Huizhou) Mechanism Company
April 2005 Established Rechi Precision (Qingdao) Electric Machinery
Limited
April 2008 Passed ISO14001 certification by the Bureau of Standards,
Metrologyand Inspection,MOEA
April 2009 Successfully introduced inverter compressors to the Japanese
market
September Established Qingdao Rechi Electric Machinery Sales Company
June 2012 Established Qingdao China Steel Precision Metal Co., Ltd. as a
joint venture with ChinaSteel Group
June 2013 Established Dyna Rechi Co., Ltd.
November Established Dyna Rechi Jiujiang Co., Ltd.
December 2014 Established Rechi Precision (Jiujiang) Electric Machinery
Limited
July2015 Set upan India office
May 2017 Established an U.S. liaison office
March 2018 Set up a Thailand office
August Established a Japan liaison office
December Established Jiangxi Baida Precision Manufacturing Corp. as a
joint venture with ZhejiangBaida Precision ManufacturingCorp.
August 2019 Acquired Ablek Technology Ltd.
September Put into operation the compressor automation assembly line in
Guanyinplant in Taoyuan

4

[III.Corporate Governance Report]

I. Organization

  • (I) Organizational Structure of the Company

==> picture [489 x 412] intentionally omitted <==

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

Board of
Directors
Remuneration Committee Auditing
Audit Committee Office
Operational
Headquarters
Corporate Governance
Committee
Product Business Marketing Business R&D Logistics and
Group Division administrative support
R&D Operation Strategy
Compressor Motor Domestic Center Development Center
sales
Research Biotechnology Center
Jiujiang Jiujiang
institute
Export
Financial Center
Qingdao Humen
Production Control
Huizhou Dongkeng Center
Information Center
Guanyin Pingtung
Quality Center
Human Resources
Center
----- End of picture text -----

5

(II) Business of Major Departments

Department Name Business
Corporate Governance
Committee
Responsible for the operating procedures of the Corporate
Governance Best-Practice Principles, the Corporate Social
Responsibility Best-Practice Principles, and the Ethical
Corporate Management Best-Practice Principles.
Auditing Office Audit of group-wide business activities and systems.
Operational
Headquarters
Responsible for the planning and implementation of the
Group’s operational goals, policies, and strategies.
Logistics and
administrative support
Including Operation Strategy Development Center,
Biotechnology Center, Financial Center, Production Control
Center, information center, Quality Center, and Human
Resources Center. Responsible for the overall planning of the
Group’s marketing, short-, mid-, and long-term operational
plans and strategic development, investment planning and
evaluation, corporate image, and relevant legal affairs; mass
production of new products, introduction of production lines
and equipment, production technology standardization; fund
planning, fundraising, and coordination control, business
analysis, budget and cost target implementation; production
planning and control, original price analysis and management,
production and sales coordination, inventory control and
coordination, warehousing and transportation; information
system and computer equipment planning, application
software, Internet website planning; quality assurance system,
quality audit, after-sales services, quality management and
quality education implementation; organization planning and
implementation, human resource policy, corporate social
responsibility and administrative affairs, and planning and
implementation of other matters.
R&D Including the R&D Center and the Research Institute,
responsible for coordinating the Group’s product R&D
processes and plans, product technical documentation
integration and release, as well as safety regulations and
patents.
Marketing Business
Division
Responsible for the integration of the Group’s product
marketing
strategy,
market
expansion,
and
customer
management.
Product Business
Group
It is divided into compressor business group and motor
business group, with production sites located in Jiujiang,
Qingdao, Huizhou, Humen, Dongkeng, Guanyin,
and
Pingtung.

6

II. Profiles of Directors, President, Executive Vice Presidents, Asst. VP, and supervisors of the various departments and branches 1. Information on the directors April 30, 2021 ril 30, 2021

April 30, 2021

Title Nationality
or place of
registration

Name
Gender
Date of
(elected to)
office
Tenure
Initial date of
elected to
office

Quantity of shareholding at
the time of elected to office

Quantity of shareholding at
the time of elected to office
Current shareholding Current shareholding Shareholding of
spouse and
dependents at
present
Shareholding of
spouse and
dependents at
present
Shareholding by
nominee
arrangement
Shareholding by
nominee
arrangement
Major (academic degree)
experience
Holding other positions of the
Company and other companies at
present
Other executive, di
supervisor who is a
kindred within the
under the Civil
Other executive, di
supervisor who is a
kindred within the
under the Civil
rector or
spouse or
2nd tier
Code
Remarks (Note)
Shares Shareholding
ratio
%

Shares
Shareholding
ratio
%
Shares
Shareholding
ratio
%
Shares
Shareholding
ratio
%
Title Name Relation
Institutional
Director
R.O.C. SAMPO
CORPORATION

2020/06/16
3
years
1989/12/08 135,240,160
26.78%

135,610,160

26.86%

-

-

-

-

Chairman &
Corporate
Director
representative

R.O.C.
Representative:
CHEN, SHENG
TIEN
Male 2020/06/16
3
years
1989/12/8–
2005/6/7
2011/6/22–
2011/9/30
2014/6/11–
0
0%

0

0%

733

0%

0

0%

(Experience) Chairman of
RECHI PRECISION CO.,
LTD.
(Education) Civil Engineering,
Utah State University
The Company’s Chairman
Chairman of SAMPO
CORPORATION
Chairman of Rechi Investments Co.,
Ltd.
Chairman of Rechi Holdings Co., Ltd
Chairman of AMIGO LOGISTICS
CORPORATION
Chairman of Sampo Japan Co., Ltd.
Chairman of SAMPO International
Food Service Co.,Ltd.

Director
CHEN,
SHENG
CHUAN

Brothers
Vice
Chairman &
Corporate
Director
representative

R.O.C.
Representative:
YANG, CHENG
MING
Male 2020/06/16
3
years
2020/06/16 0
0%

0

0%

0

0%

0

0%

(Experience) Vice President of
SAMPO CORPORATION
(Education) Department of
Engineering Science, National
ChengKungUniversity
The Company’s Vice Chairman
Advisor to SAMPO
CORPORATION
None None None
Corporate
Director
representative

R.O.C.
Representative:
CHEN, CHIAO
MING
Male 2020/06/16
3
years
2020/06/16 1,154,743 0.23%
1,154,743

0.23%

0

0%

0

0%

(Experience) President of
RECHI PRECISION CO.,
LTD.
(Education) Master’s in
Management Science,
National Chiao Tung
University
Special Assistant to the Company’s
Chairman
None None None
Institutional
Director
Japan Sharp
Corporation
2020/06/16
3
years
2011/06/22 22,771,289
4.51%

22,771,289

4.51%

-

-

-
Corporate
Director
representative

Japan
Representative:
NAKASHIMA,
MITSUO
Male 2020/06/16
3
years
2016/05/06 0
0%

0

0%

0

0%

0

0%

(Experience) Deputy Manager
of the Healthy
Environment System
Department of Sharp
Corporation of Japan
(Education) Taisei Gakuin
University
Manager and Assistant Manager of
SAS Department of Sharp
Corporation of Japan/Manager of
Domestic and International
air-conditioning PCI Department
None None None
Institutional
Director
R.O.C. China Steel
Corporation
2020/06/16
3
years
2011/06/22 23,002,022
4.56%

23,002,022

4.56%

-

-

-

-

Corporate
Director
representative

R.O.C.
Representative:
CHENG, CHI
CHAO
Male 2020/10/31
3
years
2020/10/31 0
0%

0

0%

0

0%

0

0%

(Experience) Director of Steel
Research and
Development Division,
China Steel Corporation
(Education) Doctoral Degree,
Beneficiation
Engineering, Technische
Universität Clausthal
Acting Vice President of Technical
Department of China Steel
Corporation
Director of Dyna Rechi Co., Ltd.
Chairman of INFOCHAMP
SYSTEMS CORPORATION
None None None
Institutional
Director
R.O.C. Chumpower
Machinery
Corp.
2020/06/16
3
years
2014/06/11 4,135,762
0.82%

4,135,762

0.82%

-

-

-

-

7

Corporate
Director
representative
R.O.C. Representative:
CHEN, SHENG
CHUAN
Male 2020/06/16
3
years
2020/06/16 112,550
0.02%

0

0%

0
0%
0
0%
(Experience) Chairman of
SAMPO CORPORATION
(Education) Master’s, Electrical
Engineering, University of
Cincinnati
Chairman of NUCOM
INTERNATIONAL
CORPORATION
Vice Chairman of SAMPO
CORPORATION
Director of Sunpo International
Investment Co., Ltd.
Director of AMIGO LOGISTICS
CORPORATION
Director of Xinbao Electric
(Dongguan) Co., Ltd.
Director of DongGuan Sheng Bo
Electronics Co.,Ltd.
Chairman CHEN,
SHENG
TIEN
Brothers 2004/11/10–
2020/6/15
Corporate
Director
representative of
SAMPO
CORPORATION
Independent
director
R.O.C. SU, CHING
YANG
Male 2020/06/16
3
years
2014/06/11 0
0%

0

0%

0
0%
0
0%
(Experience) Director/President
of China Motor
Corporation
(Education) Department of
Mechanical Engineering,
National Cheng Kung
University
Independent Director/Audit
Committee/Remuneration Committee
of Aerowin Technology Corporation
Independent Director/Audit
Committee/Remuneration Committee
of KENDA RUBBER INDUSTRIAL
CO., LTD.
Director of NATUREWISE
BIOTECH & MEDICALS
CORPORATION
None None None
Independent
director
R.O.C. CHEN, SHENG
WANG
Male 2020/06/16
3
years
2017/06/22 0
0%

0

0%

0
0%
0
0%
(Experience) President of
SHARP Taiwan
(Education) Master’s,
In-service Master Program
in Economics, National
Taiwan University
None None None None
Independent
director
R.O.C. LEE, JEN FANG Male 2020/06/16
3
years
2017/06/22 0
0%

0

0%

0
0%
0
0%
(Experience) Head of Graduate
Institute of Technology,
Innovation, and
Intellectual Property
Management, National
Chengchi University
(Education) Doctor of Business
Administration, National
Chengchi University
Independent Director/Audit
Committee/Remuneration Committee
of BenQ Medical Tech Co., Ltd.
None None None

Note: Where the Chairman of the Company and the President or the person with equivalent position (the top-level manager) are the same person, each other’s spouse, or relatives, the reason, reasonableness, necessity, and countermeasures shall be specified: N/A.

8

Dominant shareholders of institutional shareholders

Dominant shareholders of institutional shareholders of institutional shareholders
Apr. 30,2021
Names of Institutional Shareholding
Dominant shareholders of institutional shareholders
Shareholders ratio
SAMPO
CORPORATION
McLetti Investment Co.,Ltd. 8.41%
Nucom Investment Co.,Ltd. 4.65%
Steffili Investment Co.,Ltd. 4.60%
Chumpower MachineryCorp. 2.60%
xCHEN,SHENG WEI 2.10%
CHEN,SHENG WEI 1.81%
Monteliso Development Co.,Ltd. 1.61%
Investment Account of the Central Bank of Norway under
custodyof Citibank(Taiwan)
1.49%
Joint Employee Welfare Committee, SAMPO
CORPORATION
1.18%
American JPMorgan Chase Bank Taipei Branch was
entrusted with the custody of PGIA’s Advanced Integrated
International Stock Index Fund series Investment account
1.18%
Sharp Corporation HON HAI PRECISION IND.CO.,LTD. 24.47%
FOXCONN FAR EASTLIMITED 17.23%
FOXCONN TECHNOLOGY PTE.LTD. 12.17%
SIO International Holdings Limited 6.61%
The Master Trust Bank of Japan,Ltd. 1.64%
CustodyBank of Japan,Ltd. 0.91%
Nippon Life Insurance Company 0.89%
Meiji Yasuda Life Insurance Company 0.86%
CustodyBank of Japan,Ltd. 0.83%
Makita Corporation 0.67%
China Steel Corporation Ministryof Economic Affairs 20.00%
Employee Stock Ownership Trust of China Steel
Corporation under custody of Mega International
Commercial Bank
4.22%
TransgloryInvestment Corporation 1.63%
Advanced Starlight Advanced Integrated International
Stock Index under custodyof Chase Bank
1.33%
Vanguard Stock Index Account under custody of Taipei
Branch,JPMorgan Chase Bank
1.06%
Citibank (Taiwan) in the custody for Investment Account
of the Central Bank of Norway
1.04%
WinningInvestment Corporation 1.02%
Labor Pension Fund(the New Fund) 0.96%
Public Service Education Pension Fund SupervisoryBoard 0.91%
Labor Insurance Fund 0.81%
Chumpower Machinery
Corp.
SAMPO CORPORATION 100.00%

9

Where the major shareholders of institutional shareholders are institutional shareholders, the information on the major shareholder(s)

Apr. 30,2021 Apr. 30,2021
Shareholding
Names of Institutional Shareholders Dominant shareholders of institutional shareholders
ratio
McLetti Investment Co.,Ltd. McLetti Investment Co.,Ltd.(BVI) 100.00%
Nucom Investment Co.,Ltd. Nucom International Corporation 100.00%
Steffili Investment Co.,Ltd. McLetti Investment Co.,Ltd.(BVI) 100.00%
Monteliso Development Co., Ltd. CHEN,YI-HSIU 37.5%
As it is a non-public company, the information on its
major shareholders is not accessible
Investment Account of the Central Bank of
Norwayunder custodyof Citibank(Taiwan)
As it is a non-public company, the information on its
major shareholders is not accessible
Joint Employee Welfare Committee,
SAMPO CORPORATION
As it is a juridical person, there is no information on
its major shareholders
American JPMorgan Chase Bank Taipei
Branch was entrusted with the custody of
PGIA’s Advanced Integrated International
Stock Index Fund series Investment account

As it is a non-public company, the information on its
major shareholders is not accessible
HON HAI PRECISION IND.CO.,LTD. TerryGou 9.69%
Terry Gou special trust property account under
custodyof CTBC Bank
2.89%
Singapore Government investment account under
custodyof Citibank Taiwan
1.85%
Labor Pension Fund(the New Fund) 1.62%
Advanced Starlight Advanced Integrated International
Stock Index under custodyof Chase Bank
1.50%
Vanguard Stock Index Account under custody
of Taipei Branch,JPMorgan Chase Bank
1.23%
Citibank (Taiwan) in the custody for Investment
Account of the Central Bank of Norway
1.21%
Depository receipt of Yuan Hai Precision Industry
Co.,Ltd. under custodyof Citibank Taiwan
1.05%
Fidelity Puritan Funds: Fidelity Low Credit Risk
Equity Fund under custody of Standard Chartered
Bank
1.03%
Makita Corporation The Master Trust Bank of Japan,Ltd.(Trust account) 8.83%
CustodyBank of Japan,Ltd.(Trust account) 4.43%
MARUWA CO.,LTD. 3.18%
MUFG Bank,Ltd. 3.10%
Makita Cooperation Companies' Investment
Association
2.40%
The Bank of New York Mellon as Depositary Bank
for DR Holders
2.23%
Sumitomo Mitsui BankingCorporation 2.13%
CustodyBank of Japan,Ltd.(Trust account 5) 2.00%
Nippon Life Insurance Company 1.97%
CustodyBank of Japan,Ltd.(Trust account 9) 1.95%
Transglory Investment Corporation China Steel Express 49.89%
CHUNG HUNG STEEL CORPORATION 40.91%
CHINA STEEL CHEMICAL CORPORATION 9.20%
Winning Investment Corporation Gains Investment Corporation 49.00%
Maruichi Steel Tube Ltd. 42.00%
TransgloryInvestment Corporation 9.00%

10

Profiles of Directors

Apr. 30, 2021

Condition
Name
More than 5 years of work experience and the
following professionalqualification
More than 5 years of work experience and the
following professionalqualification
More than 5 years of work experience and the
following professionalqualification
Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Number of
public
companies
that
Independent
Directors
also hold
positions

In the capacity of
a tutor or above
in a public or
private school of
higher education
in the disciplines
of commerce,
law, finance,
accounting, or
any other areas of
specialization
required for the
business
operation of the
Company

A professional or
technician who
has passed the
national
examination for
professionals like
court judge,
prosecutor,
lawyer, certified
public
accountant, or
any other
expertise
required for the
business
operation of the
Company with
the issuance of a
certificate of
completion
Work
experience in
commerce,
law, finance,
accounting
or necessary
for company
operation
1 2 3 4 5 6 7 8 9 10 11 12
CHEN, SHENG
TIEN
0
YANG, CHENG
MING
0
CHEN, CHIAO
MING
0
CHEN, SHENG
CHUAN
0
CHENG, CHI
CHAO
0
NAKASHIMA,
MITSUO
0
SU,CHING YANG 2
CHEN, SHENG
WANG
0
LEE, JEN FANG 1

Note: Respective director and supervisor who meet the following qualifications 2 years before assumption of office and at the time of assumption office shall place a “  ” in the appropriate space.

  • (1) Not an employee of the Company or its affiliates;

  • (2) Not a director or supervisor of the Company or its affiliated companies (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (3) Not a director, spouse, minor children thereof, or other natural person shareholders who hold more than 1% of the total issued shares of the Company by nominee arrangement or with top ten ownership.

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of a managerial officer under Subparagraph (1) or any of the persons in Paragraph (2) and (3).

  • (5) Not a director, supervisor, or employee of a corporate shareholder that directly holds 5% or more of the total number of issued shares of the Company or that ranks among the top five in shareholdings or that designates its representative to serve as a director or supervisor of the Company under Article 27, Paragraph 1 or 2 of the Company Act (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (6) A majority of the Company’s director seats or voting shares and those of any other company are not controlled by the same person who is a director, supervisor, or employee of that other company (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (7) The chairperson, general manager, or person holding an equivalent position of the Company and a person in any of those positions at another company or institution are not the same person or are not spouses who is a director (or governor), supervisor, or employee of that other company or institution (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (8) Not a director (or governor), supervisor, managerial officer, or a shareholder who holds 5% or more of the issued shares of another company or institution that conducts finance or business transactions with the Company (however, if a specific company or institution holds 20% or more and no more than 50% of the total number of issued shares of the Company and the independent directors appointed in accordance with the Act or the law and regulations of the local country concurrently serve as such at the Company and its parent or subsidiary or a subsidiary of the same parent company, it is not subject to this requirement).

  • (9) Not a professional individual, or an owner, partner, director (or governor), supervisor or officer of a sole proprietorship, partnerships, company, or institution that provides auditing services to the Company or any affiliate of the Company, or that provides commercial, legal, financial, accounting or related services to the Company or any affiliate of the Company for which the provider in the last 2 years had received cumulative compensation exceeding NT$500,000, or a spouse thereof. However, this restriction does not apply to a member of the remuneration committee, public tender offer review committee or special committee for merger and acquisition, who exercises powers pursuant to the “Securities and Exchange Act” or to the “Business Mergers and Acquisition Act” or relevant laws and regulations.

  • (10) Not the spouse or kindred within the 2nd tier under the Civil Code to another Director;

  • (11) None of the particulars inscribed in Article 30 of the “Company Act” is applicable.

  • (12) Not elected to office as the representative of the government, institutions, or their representative as specified in Article 27 of the “Company Act”

11

2. Profiles of President, Executive Vice Presidents, Asst. VP, and supervisors of the various departments and branches Apr. 30, 2021

Title Nationality
Name
Gender
Date of
(elected to)
office
Shareholding Shareholding Shareholding by
spouse or
dependents
Shareholding by
spouse or
dependents
Shareholding by
nominee
arrangement
Shareholding by
nominee
arrangement
Major (academic degree) experience
Holding positions in other companies at present Spouse or kin w
second pillar u
Civil Code and
manage
Spouse or kin w
second pillar u
Civil Code and
manage
ithin the
nder the
who is a
r
Remarks
(Note 1)
Shares Shareholding
ratio

Shares
Shareholding
ratio

Shares
Shareholding
ratio
Title Name Relation
President R.O.C. FENG,
MING FA
Male 2017/06/22 259,879
0.05%

0

0%

0

0%

(Experience) RECHI PRECISION
CO., LTD.
Vice President
(Education) Doctoral Degree,
Virginia Polytechnic Institute and
State University
Director/President of Rechi Investments Co., Ltd.
Director of Rechi International Holdings Co., Ltd
Director of Rechi Investments Holdings Co., Ltd.
Chairman of GR Holdings (Hong Kong) Limited
Director of Rechi Refrigeration Dongguan Co., Ltd.
Director of Dongguan Rechi Compressor Co., Ltd.
Director of TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
Director of Rechi Precision (Huizhou) Mechanism
Company
Chairman of Qingdao Rechi Electric Machinery Sales
Company
Director of Dyna Rechi Co.,Ltd.
None None None
Vice
President
R.O.C. WU, YI
WEN
Male 2009/12/01 418,957
0.08%

0

0%

0

0%

(Experience) RECHI PRECISION
CO., LTD.
Assistant Vice President
(Education) Mechanical
Engineering, National Taipei
University of Technology
Chairman of Rechi Refrigeration Dongguan Co., Ltd.
Chairman of Dongguan Rechi Compressor Co., Ltd.
Vice Chairman of TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
Vice Chairman of Rechi Precision (Huizhou)
Mechanism Company
Director of Rechi Precision (Qingdao) Electric
Machinery Limited
Director of Qingdao Rechi Electric Machinery Sales
Company
Director of Dyna Rechi Co., Ltd.
Chairman of Dyna Rechi Jiujiang Co., Ltd.
Chairman
of
Rechi
Precision
(Jiujiang)
Electric
MachineryLimited

None
None None
Vice
President
R.O.C. KO,
CHIH
CHENG
Male 2017/01/01 187,783
0.04%

0

0%

0

0%

(Experience) RECHI PRECISION
CO., LTD.
Assistant Vice President
(Education) Department of
Accounting, Chinese Culture
University
Supervisor of Rechi Investments Co., Ltd.
Director of GR Holdings (Hong Kong) Limited
Director of Rechi Refrigeration Dongguan Co., Ltd.
Director of Dongguan Rechi Compressor Co., Ltd.
Supervisor of TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
Supervisor of Rechi Precision (Huizhou) Mechanism
Company
Chairman of Rechi Precision (Qingdao) Electric
Machinery Limited
Director of Qingdao Rechi Electric Machinery Sales
Company
Director of Dyna Rechi Co., Ltd.
Director of Dyna Rechi Jiujiang Co., Ltd.
Supervisor of Rechi Precision (Jiujiang) Electric
Machinery Limited
Director of Qingdao China Steel Precision Metal Co.,
Ltd.
Supervisor of Ablek Technology Co., Ltd.
Supervisor of Ablek TechnologyLtd.
None None None

12

Vice
President
China NIU,
YONG
GUANG
Male 2019/01/01 67,000
0.01%

0

0%

0

0%

(Experience) President of Rechi
Precision (Qingdao) Electric
Machinery Limited
(Education) Qingdao University of
Science and Technology
Director of Rechi Precision (Qingdao) Electric
Machinery Limited
Director/President of Qingdao Rechi Electric Machinery
Sales Company
Supervisor of Qingdao China Steel Precision Metal Co.,
Ltd.
None None None
Assistant VP
R.O.C.
LIAO,
HSUEH
YEN
Male 2012/02/01 51,025
0.01%

0

0%

0

0%

(Experience) President of Rechi
Precision (Qingdao) Electric
Machinery Limited
(Education) Mechanical
Engineering, National Taiwan
University of Science and
Technology
Director of Jiangxi Baida Precision Manufacturing Corp. None None None
Assistant VP
R.O.C.
LIU,
SHIH
CHIEH
Male 2018/11/05 51,193
0.01%

0

0%

0

0%

(Experience) President of TCL
Rechi (Huizhou) Refrigeration
Equipment Company Limited
(Education) Mechanical
Engineering, Oriental Institute of
Technology
Director/President of Rechi Precision (Jiujiang) Electric
Machinery Limited
Director of Jiangxi Baida Precision Manufacturing Corp.
None None None
Assistant VP
R.O.C.
CHIEN,
CHENG
CHUNG
Male 2019/01/01 25,823
0.01%
3,000
0%

0

0%

(Experience) Manager of Quality
Assurance Department and Director
of Quality Control Center, RECHI
PRECISION CO., LTD.
(Education) Master’s in Mechanical
Engineering, National Sun Yat-sen
University
Director of Ablek Technology Co., Ltd.
Director of Ablek Technology Ltd.
None None None
Assistant VP
R.O.C.
CHEN,
SHUN
FANG
Male 2020/03/01 0
0%

0

0%

0

0%

(Experience) RECHI PRECISION
CO., LTD.
Manager, Business Dept.
(Education) Mechanical
Engineering, Taichung Municipal
Sha-Lu Industrial High School
None None None None
Assistant VP
R.O.C.
LO, PEI
CHOU
Note 2
Male 2021/01/01 30,000
0.01%

0

0%

0

0%

(Experience) RECHI PRECISION
CO., LTD.
Director of Operation Strategy
Development Center
(Education) Mechanical
Engineering, Ta Hwa University of
Science and Technology
None None None None
Chief
Financial
Officer/Chief
Accounting
Officer
R.O.C. WU,
CHIN
MEI
Female
2009/01/07
32,767
0.01%

266

0%

0

0%

(Experience) Section Chief in
Accounting, RECHI PRECISION
CO., LTD.
(Education) Business
Administration, Minghsin
University of Science and
Technology
Chief Accounting Officer of Rechi Holdings Co., Ltd.
Supervisor of Rechi Refrigeration Dongguan Co., Ltd.
Supervisor of Dongguan Rechi Compressor Co., Ltd.
Supervisor of Rechi Precision (Qingdao) Electric
Machinery Limited
Supervisor of Qingdao Rechi Electric Machinery Sales
Company

None
None None

Note 1: Where the President or the person with equivalent position (the top-level manager) and the Chairman of the Company are the same person, each other’s spouse, or relatives, the reason, reasonableness, necessity, and countermeasures shall be disclosed: N/A.

Note 2: LO, PEI CHOU, the senior executive of the Group, was promoted to Assistant VP with the approval of the board of directors on March 22, 2021.

13

III. Remuneration paid to directors, the President, and the Vice Presidents in the most recent year

1. Remuneration of the President and independent directors Unit NTD thousand

Title Name Remuneratio Remuneratio n to directors n to directors Sum of A,
D
As a percen
profit afte
B, C, and

tage of net
r tax (%)
Rem Rem uneration for performance of works as employees uneration for performance of works as employees uneration for performance of works as employees uneration for performance of works as employees uneration for performance of works as employees uneration for performance of works as employees The sum of
F, and G in
after-tax n
A, B, C, D, E,
proportion to
et income (%)
Remuneration
received from the
invested
companies other
than the
subsidiaries and
the parent
company
Director fees (A) Severance payment
and pension (B)
Remuneration to
directors (C)
Fees for performance
of works (D)
Salaries, bonus, and
special allowance (E)
Severance payment
and pension
(F)
Remuneration to employees (G)
The
Company

All
companies
included
in the
financial
statements
The
Company

All
companies
included
in the
financial
statements
The
Company

All
companies
included
in the
financial
statements
The
Company

All
companies
included
in the
financial
statements
The
Company
All
companies
included
in the
financial
statements
The
Company

All
companies
included
in the
financial
statements
The
Company

All
companies
included
in the
financial
statements
The Company All companies
included in the
financial statements
The
Company
All
companies
included in
the financial
statements
Amount
in cash

Amount in
stock
Amount in
cash
Amount in
stock
Institutional
Director
SAMPO CORPORATION 100 1,100
0
0 7,670 7,670 0 0 1.2361 1.2361 - - - - - - - - 1.2361 1.2361 0
Chairman Representative of SAMPO
CORPORATION
CHEN,SHENG TIEN
0 0
0
0 0 0 42 42 0.0059 0.0059 3,900 3,900 0 0 0 0 0 0 0.5556 0.5556 0
Director Representative of SAMPO
CORPORATION
LIU,JIN HSI(till 2020/06/15)
0 0
0
0 0 0 18 18 0.0025 0.0025 1,680 1,680 54 54 0 0 0 0 0.2469 0.2469 0
Representative of SAMPO
CORPORATION
YANG,CHENG MING(till 2020/06/16)
0 0
0
0 0 0 24 24 0.0034 0.0034 0 0 0 0 0 0 0 0 0.0034 0.0034 0
Director Representative of SAMPO
CORPORATION
CHEN,SHENG CHUAN(till 2020/06/15)
195 195
0
0 0 0 18 18 0.0300 0.0300 0 0 0 0 0 0 0 0 0.0300 0.0300 0
Representative of SAMPO
CORPORATION
CHEN,CHIAO MING(till 2020/06/16)
0 0
0
0 0 0 24 24 0.0034 0.0034 1,780 1,780 63 63 3,458 0 3,458 0 0.7505 0.7505 0
Institutional
Director
Sharp Corporation 360 360
0
0 1,278 1,278 0 0 0.2309 0.2309 - - - - - - - - 0.2309 0.2309 0
Director Representative of Sharp Corporation
NAKASHIMA, MITSUO
0 0
0
0 0 0 0 0 0.0000 0.0000 0 0 0 0 0 0 0 0 0.0000 0.0000 0
Institutional
Director
China Steel Corporation 360 360
0
0 1,278 1,278 24 24 0.2343 0.2343 - - - - - - - - 0.2343 0.2343 0
Director Representative of China Steel Corporation
HUANG, YI HSING (till 2020/10/30)
CHENG,CHI CHAO(till 2020/10/31)
0 0
0
0 0 0 0 0.0000 0.0000 0 0 0 0 0 0 0 0 0.0000 0.0000 0
Institutional
Director
Chumpower Machinery Corp. 0 0
0
0 1,278 1,278 0 0 0.1802 0.1802 - - - - - - - - 0.1802 0.1802 0
Director Representative of Chumpower Machinery
Corp.
CHEN,SHIH CHANG(till 2020/6/15)
195 195
0
0 0 0 18 18 0.0300 0.0300 0 0 0 0 0 0 0 0 0.0300 0.0300 0
Representative of Chumpower Machinery
Corp.
CHEN, SHENG CHUAN (from
2020/06/16)
165 165
0
0 0 0 18 18 0.0258 0.0258 0 0 0 0 0 0 0 0 0.0258 0.0258 0
Independent
director
SU, CHING YANG 720 720
0
0 918 918 42 42 0.2368 0.2368 0 0 0 0 0 0 0 0 0.2368 0.2368 0
Independent
director
CHEN, SHENG WANG 720 720
0
0 918 918 42 42 0.2368 0.2368 0 0 0 0 0 0 0 0 0.2368 0.2368 0
Independent
director
LEE, JEN FANG 720 720
0
0 918 918 42 42 0.2368 0.2368 0 0 0 0 0 0 0 0 0.2368 0.2368 0

14

  1. Please specify the policy, system, standards, and structure of the remuneration payment for independent directors, and state the relevance to the amount of remuneration based on their responsibilities, risks, time contributed, and other factors: According to the Company’s Articles of Incorporation, the board of directors is authorized to determine their basic monthly remuneration according to the usual level of the industry. According to the directors’ remuneration payment regulations, if there is a profit, the directors’ remuneration may be provided in the case of earnings distribution, and the relevant amount calculation will be implemented in accordance with the directors’ remuneration distribution regulations. The requirements for attendance, participation, and continuing education of independent directors are implemented in accordance with the rules of the scope of duties of independent directors. The annual performance is also included in the board’s assessment of compliance with relevant laws and regulations and the degree of participation in the Company’s operations. 2. Except as disclosed in the table above, the remuneration received by the directors of the Company for providing services to all companies in the financial statements (such as serving as a consultant in a non-employee capacity) in the most recent year: 0

Pa ment scale y

Payment scale Payment scale Payment scale
Payment scale of remuneration to the
Directors of the Company
Name of director
Sum of the said four types of remunerations (A+B+C+D) Sum of the said seven types of remunerations
(A+B+C+D+E+F+G)
The Company All companies included in the
financial statements
The Company All companies included in the
financial statements
Less than NT$1,000,000 CHEN, SHENG TIEN; LIU, JIN HSI;
YANG, CHENG MING
SAMPO- CHEN, SHENG CHUAN;
CHEN, CHIAO MING
NAKASHIMA, MITSUO; HUANG,
YI HSING; CHENG, CHI CHAO,
CHEN, SHIH CHANG
Chumpower – CHEN, SHENG
CHUAN

CHEN, SHENG TIEN; LIU, JIN
HSI; YANG, CHENG MING
SAMPO- CHEN, SHENG
CHUAN; CHEN, CHIAO MING
NAKASHIMA, MITSUO;
HUANG, YI HSING; CHENG,
CHI CHAO, CHEN, SHIH
CHANG;
Chumpower – CHEN, SHENG
CHUAN
YANG, CHENG MING;
SAMPO- CHEN, SHENG
CHUAN;
NAKASHIMA, MITSUO;
HUANG, YI HSING; CHENG,
CHI CHAO, CHEN, SHIH
CHANG;
Chumpower – CHEN, SHENG
CHUAN
YANG, CHENG MING;
SAMPO- CHEN, SHENG
CHUAN;
NAKASHIMA, MITSUO;
HUANG, YI HSING; CHENG,
CHI CHAO, CHEN, SHIH
CHANG;
Chumpower – CHEN, SHENG
CHUAN
1,000,000 (inclusive)–2,000,000 (exclusive) Sharp Corporation;
China Steel Corporation;
Chumpower Machinery Corp.;
SU, CHING YANG; CHEN, SHENG
WANG; LEE, JEN FANG
Sharp Corporation;
China Steel Corporation;
Chumpower Machinery Corp.;
SU, CHING YANG; CHEN,
SHENG WANG; LEE, JEN FANG
LIU, JIN HSI; Sharp Corporation;
China Steel Corporation;
Chumpower Machinery Corp.;
SU, CHING YANG; CHEN,
SHENG WANG; LEE, JEN
FANG
LIU, JIN HSI; Sharp Corporation;
China Steel Corporation;
Chumpower Machinery Corp.;
SU, CHING YANG; CHEN,
SHENG WANG; LEE, JEN
FANG
2,000,000 (inclusive)–3,500,000 (exclusive)
3,500,000(inclusive)–5,000,000(exclusive) CHEN,SHENG TIEN CHEN,SHENG TIEN
5,000,000 (inclusive)–10,000,000 (exclusive) SAMPO CORPORATION SAMPO CORPORATION SAMPO CORPORATION;
CHEN,CHIAO MING
SAMPO CORPORATION;
CHEN,CHIAO MING
10,000,000(inclusive)–15,000,000(exclusive)
15,000,000(inclusive)–30,000,000(exclusive)
30,000,000(inclusive)–50,000,000(exclusive)
50,000,000(inclusive)–100,000,000(exclusive)
More than NT$100 million
Total 17 17 17 17

15

2. Remuneration to the President and Vice President

Unit: NT$1 thousand

Title Name Salaries (A) Salaries (A) Severance payment and
pension (B)
Severance payment and
pension (B)
Salaries, bonus, and
special subsidy (C)
Salaries, bonus, and
special subsidy (C)
Remuneration Remuneration to employees (D) to employees (D) The sum of A, B, C, and
D in proportion to
after-tax net income(%)
The sum of A, B, C, and
D in proportion to
after-tax net income(%)
Remuneration
received from
the invested
companies
other than the
subsidiaries
and the parent
company
The
Company
All
companies
included in
the
financial
statements
The
Company
All
companies
included in
the
financial
statements
The
Company
All
companies
included in
the
financial
statements
The Company All companies included in
the financial statements
The
Company
All
companies
included in
the
financial
statements
Amount in
cash
Amount in
stock
Amount in
cash
Amount in
stock
President
F
ENG, MING F A
2,640

2,640

105

105

440

440

2,427

0
2,427
0
0.7910
0.7910

0
Vice President WU, YI WEN 2,215
2,215

88

88

366

366

1,618

0
1,618
0
0.6042
0.6042

0
Vice President
& Corporate
Governance Officer

KO, CHIH
CHENG
1,726
1,726

106

106

287

287

1,618

0
1,618
0
0.5267
0.5267

0
Vice President NIU, YONG
GUANG
0
1,717

0

65

0

244

1,618

0
1,618
0
0.2281
0.5136

0

Payment scale

Payment scale Payment scale
Payment scale of remunerations paid to the President and
Vice Presidents of the Company
Names of the President and Vice Presidents
The Company All companies included in the
financial statements
Less than NT$1,000,000
1,000,000(inclusive)–2,000,000(exclusive) NIU,YONG GUANG
2,000,000(inclusive)–3,500,000(exclusive)
3,500,000 (inclusive)–5,000,000 (exclusive) WU, YI WEN; KO, CHIH CHENG WU, YI WEN; KO, CHIH CHENG;
NIU,YONG GUANG
5,000,000(inclusive)–10,000,000(exclusive) FENG,MING FA FENG,MING FA
10,000,000(inclusive)–15,000,000(exclusive)
15,000,000(inclusive)–30,000,000(exclusive)
30,000,000(inclusive)–50,000,000(exclusive)
50,000,000(inclusive)–100,000,000(exclusive)
More than NT$100 million
Total 4 4

16

3. Names of managers with remuneration as employees and the status of payment

Unit: NT$1 thousand

Unit: NT$1 thousa
Item Title Name Amount in
stock
Amount in
cash
Total As a percentage of net
profit after tax(%)
managers President FENG,MING FA 0 11,447 11,447 1.6134
Vice President WU,YI WEN
Vice President &
Corporate
Governance Officer
KO, CHIH CHENG
Vice President NIU,YONG GUANG
Assistant VP LIAO,HSUEH YEN
Assistant VP LIU,SHIH CHIEH
Assistant VP CHIEN, CHENG
CHUNG
Assistant VP CHEN,SHUN FANG
Assistant VP LO,PEI CHOU(Note 1)
Chief financial
officer
Chief Accounting
Officer
WU, CHIN MEI

Note 1: Approved by the board of directors on March 22, 2021 to be promoted to Assistant VP.

  1. Analysis of the total remuneration paid to the directors, supervisors, the President, and Vice Presidents of the Company in the most recent two years by the Company and all companies in the consolidated financial statements as a percentage of the net profit after tax of the standalone or individual financial reports and description of the remuneration policy, standards, and combinations, procedures for setting remuneration, and their correlation with the operating performance and future risks.
Year Total remuneration paid to directors,
supervisors, the President, and Vice
Presidents (in NTD thousands)
Total remuneration paid to directors,
supervisors, the President, and Vice
Presidents (in NTD thousands)
As a percentage of net profit after
tax (%)
As a percentage of net profit after
tax (%)
The Company All companies in the
consolidated
financial statements
The Company All companies in
the consolidated
financial statements
2019 35,551 43,298 5.42 6.60
2020 45,301 47,329 6.38 6.67
  • (1) 2020 operating performance indicators of the board of directors and managers:

  • A. Pursue the maximization of corporate value; the consolidated revenue and total net profit after tax achieves the budgeted targets.

  • B. Fulfill the corporate responsibility for caring for the Earth; the sales of energy-saving inverter compressors account for 25%.

  • C. Sales volume of BLDC motors reaches more than 6.77 million units.

  • D. The number of new customers developed achieves the budgeted target.

  • E. Revenue not from compressor business unit accounts for more than 5.5% of the budgeted consolidated revenue.

  • (2) In 2020, the achievement rate of the operating indicators was 97.5%.

  • (3) The remuneration of directors and supervisors and the change of managers’ remuneration are adjusted based on the achievement rate of the operating indicators with consideration for the net profit before tax for the year.

17

IV. Status of Corporate Governance

(I) Information on the operations of the board of directors:

The board of directors held 8[A] times in the most recent year (2020), and the attendance of directors is as follows:

Title Name Actual
attendance
(times)[B]
Attendance
by proxy
Actual
attendance (%)
[B/A]

Note
Chairman SAMPO – CHEN,
SHENG TIEN
8 0 100% Reelected
(reelection on 2020/6/16)
Required attendance: 8
Vice
chairman
SAMPO – YANG,
CHENG MING
5 0 100% Newly elected
(reelection on 2020/6/16)
Required attendance: 5
Director SAMPO – CHEN,
CHIAO MING
5 0 100% Newly elected
(reelection on 2020/6/16)
Required attendance: 5
Director Chumpower Machinery –
CHEN, SHENG
CHUAN
3 0 60% Newly elected
(reelection on 2020/6/16)
Required attendance: 5
Director China Steel Corporation
– CHENG, CHI CHAO
2 0 100% Newly elected
(reassignment on
2020/10/31)
Required attendance: 2
Director Sharp Corporation –
NAKASHIMA,
MITSUO
0 5 0% Reelected
(reelection on 2020/6/16)
Required attendance: 8
Independent
director
SU, CHING YANG 8 0 100% Reelected
(reelection on 2020/6/16)
Required attendance: 8
Independent
director
CHEN, SHENG WANG 8 0 100% Reelected
(reelection on 2020/6/16)
Required attendance: 8
Independent
director
LEE, JEN FANG 8 0 100% Reelected
(reelection on 2020/6/16)
Required attendance: 8
Vice
chairman
SAMPO – LIU, JIN HSI 3 0 100% Formerly elected
(reelection on 2020/6/16)
Required attendance: 3
Director SAMPO – CHEN,
SHENG CHUAN
3 0 100% Formerly elected
(reelection on 2020/6/16)
Required attendance: 3
Director China Steel Corporation
– HUANG, YI HSING
2 2 33% Dismissed
(reassignment on
2020/10/31)
Required attendance: 6
Director Chumpower Machinery –
CHEN, SHIH CHANG
3 0 100% Formerly elected
(reelection on 2020/6/16)
Required attendance: 3
Additional disclosure:
1.
(1) Matters listed in Article 14-3 of the Securities and Exchange Act: Please refer to pages 46-49 (12) Important
resolutions of the board of directors.
(2) In addition to said matters, other board meeting decisions with dissenting or reserved opinions from independent
directors, for which there is a record or declaration in writing:
none.
2.
For the implementation of the director’s recusal from proposals with conflicts of interest, the name of the director, the
content of the proposal, the reason for the recusal, and the situation of participation in the voting shall be specified: The
directors recused themselves from of participating in the discussion and voting on their remuneration
1.
Board of directors meetingon 2020/03/20:

18

  • A. Subject: To discuss the list of candidates for the 13th term of directors (independent directors) of the Company. Resolution result:

  • a. Chairman CHEN, SHENG TIEN nominated: CHEN, SHENG TIEN, representative of SAMPO CORPORATION, CHEN, CHIAO MING, representative of SAMPO CORPORATION, YANG, CHENG MING, representative of SAMPO CORPORATION, Chumpower Machinery Corp., HUANG, YI HSING, representative of China Steel Corporation, NAKASHIMA, MITSUO, representative of Sharp Corporation of Japan, SU, CHING YANG (independent director), CHEN, SHENG WANG (independent director), and LEE, JEN FANG (independent director).

  • b. The nominee CHEN, SHENG TIEN, representative of SAMPO CORPORATION, recused himself for a conflict of interest and appointed CHEN, SHENG CHUAN as the acting chair. After the acting chair consulted all the directors present, they agreed without objection.

  • c. When the other nominees one by one were reviewed, except for the recusal of the parties involved due to their own conflicts of interest, after the chair consulted all other directors present, they all agreed without objection.

  • d. The nominated directors had specified their names and education (experience). The independent director candidates had submitted relevant supporting documents in accordance with Article 5 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

  • e. The list of nominated candidates after deliberation is as follows: CHEN, SHENG TIEN, representative of SAMPO CORPORATION, CHEN, CHIAO MING, representative of SAMPO CORPORATION, YANG, CHENG MING, representative of SAMPO CORPORATION, Chumpower Machinery Corp., HUANG, YI HSING, representative of China Steel Corporation, NAKASHIMA, MITSUO, representative of Sharp Corporation of Japan, SU, CHING YANG (independent director), CHEN, SHENG WANG (independent director), and LEE, JEN FANG (independent director), which would be sent to the general shareholders’ meeting for election.

  • Board of directors meeting on 2020/06/16:

  • A. Subject: The proposal for deliberation of the remuneration of the Chairman of the Company. (Chairman CHEN, SHENG TIEN, who had a conflict of interest in this case was requested to recuse himself from the deliberation of this proposal)

  • Resolution: The Chairman appointed Mr. YANG, CHENG MING, the Vice Chairman, to act as the acting chair; except for the director who recused himself because of conflicts of interest, all the other directors present passed the proposal without objection.

  • B. Subject: The proposal for deliberation of the remuneration of the Vice Chairman of the Company. (Vice Chairman YANG, CHENG MING, who had a conflict of interest in this case was requested to recuse himself from the deliberation of this proposal)

  • Resolution: Except for the director who recused himself because of conflicts of interest, all the other directors present passed the proposal without objection.

  • The publicly listed company shall disclose the evaluation cycle and period, evaluation scope, method, and evaluation content of the board of directors’ self (or peer) evaluation, and fill out the attached table 2–(2) implementation status of evaluation of board of directors.

The Company passed the Rules of the Performance Evaluation of the Board of Directors on March 18, 2016 with approval of all the members of the board of directors present without objection. Since 2017, the performance evaluation of the board of directors has been carried out every year. The execution of the evaluation of the board of directors is as in (2) implementation status of evaluation of board of directors, and the evaluation results are presented simultaneously in the corporate social responsibility section of the Company’s website (http://www.rechi.com/managecompany.do).

  1. The objective of fortifying the functions of the Board in current year and the most recent year (e.g. the establishment of the Auditing Committee, and enhancement of the transparency of information) and the assessment of the result of execution:

  2. The Company’s board of directors has established two functional committees, the Audit Committee (established in 2017) and the Remuneration Committee (established in 2011) to assist the board of directors in fulfilling their supervisory duties. The resolutions of the board of directors and functional committees, and the communication status between independent directors, internal audit officer, and CPAs are announced on the Company’s website.

  3. In order to establish a good corporate governance system, protect shareholders’ rights and interests, and strengthen the functions of the board of directors, the Company has established a Corporate Governance Committee under the board of directors. On March 20, 2020, the board of directors approved the appointment of KO, CHIH CHENG, Vice President of the Company, as the Corporate Governance Officer with approval of all the board members present.

19

(II) The board of directors’ evaluation and implementation status

Evaluation
cycle
Evaluation period Evaluation
scope
Evaluation
method
(Note 4)
Evaluation content
(Note 5)
Evaluation
performed
once a year
For the Year Ended
December 31, 2020
Board of
directors
Internal
self-evaluation by
the board of
directors
1. Compliance with relevant
laws and regulations
2. Level of participation in
companyoperations

2020 performance evaluation of board of directors

Item Average
Aspect
Specific indicators
Weight
No. score
Compliance with
relevant laws and
regulations
(60%)
1 Compliance with the matters discussed by the board
of directors accordingto law
10% 10.0
2 Whether the board of directors convenes at least six
meetings ayear
10% 10.0
3 Compliance with the recusal system 10% 10.0
4 Achieving the number of hours of continuing
education required for directors eachyear
10% 0.0
5 Board attendance rate 10% 10.0
6 Shareholders’ meeting attendance rate 10% 10.0
2. Level of
participation in
company operations
(40%)
7 Review of the Company’s accounting system,
financial position, financial reports, audit reports,
and follow-upstatus
10% 9.8
8 Communication with the Company’s CPAs 10% 9.9
9 Assessment and supervision of the Company’s
existingorpotential risks
10% 9.8
10 Communication and interaction with the Company’s
management

10%
9.9
Total score 100% 89.3
Results of the performance evaluation of board of directors (smooth operations, aspects/items that still
need to be improved, and next year’s improvement plans or actions for the aforementioned items, etc.):
1. The board of directors’ compliance with relevant laws and regulations was 10 points in the
evaluation result. For the indicator of “achieving the number of hours of continuing education
required for directors each year,” due to the pandemic this year, the relevant courses were
cancelled, so this condition failed to be met; the scores of the remaining indicators were full marks
or close to full marks, which has indicated that the overall operation of the Company’s board of
directors is still considered to be adequate in line with corporate governance principles.
2. In 2021, the same model will be adopted by the board of directors’ operation in various items as
the one adopted in the previous year. The Company will regularly notify directors of the
information on continuing education courses, and will also evaluate the possibility of offering
courses bycommissioningexternal entities for directors.

20

(III) The operation of the Auditing Committee

The Audit Committee held 5[A] times in the most recent year (2020), and the attendance of committee members is as follows:

Title Title Name Name Actual
attendance
(times)[B]
Attendance
by proxy
Actual attendance
(%)[B/A]
(Note)
Actual attendance
(%)[B/A]
(Note)
Note
Convener and
chair
SU, CHING
YANG
5 0 100% Reelected
(reelection on
2020/6/16)
Required
attendance: 5
Committee
member
CHEN,
SHENG
WANG
5 0 100% Reelected
(reelection on
2020/6/16)
Required
attendance: 5
Committee
member
LEE, JEN
FANG
5 0 100% Reelected
(reelection on
2020/6/16)
Required
attendance: 5
Additional disclosure:
1.
(1)Implementation of the currentyear:
Meeting date
(Session)
Agenda
2020/3/20
 The 2019 individual financial reports of the Company
 The 2019 consolidated financial report of the Company
and its subsidiaries.
 The Company’s internal audit report for Sep - Dec 2019
and Jan 2020.
 Proposal for the issuance of the Company’s Statement of
Declaration of Internal Control System.
 The Company’s chief financial officer change proposal
 Replacement of CPAs due to the need for internal job
rotation of Deloitte Touche Tohmatsu Limited.
 The independence evaluation of the 2020 CPAs.
 The proposal for the partial amendment of the
“Procedures for Endorsements/Guarantees”
 The proposal for the credit limits provided by the
Company’s financial institutions and the limits on the
endorsement and guarantee provided by the Company to
its subsidiaries
2020/5/4
 The Company’s internal audit report for Feb - Mar 2020.
 Proposal for the issuance of 2019 Audit Committee’s
Review Report.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed andguaranteed bytheCompany.
2020/06/16
 Proposal for election of the convener of the Audit
Committee of the Company
 Proposal for the loan to Rechi Precision (Jiujiang)
Electric MachineryLimited.
2020/8/4
 The Company’s internal audit report for Apr - Jun 2020.
 The Company’s revision of the 2020 audit plan.
 Proposal for the loan to Rechi Precision (Qingdao)
All independent
directors’
opinions and the
Company’s
response thereto.
All independent
directors passed
the resolutions
without
objection
Meeting date
(Session)
Agenda
2020/3/20  The 2019 individual financial reports of the Company
 The 2019 consolidated financial report of the Company
and its subsidiaries.
 The Company’s internal audit report for Sep - Dec 2019
and Jan 2020.
 Proposal for the issuance of the Company’s Statement of
Declaration of Internal Control System.
 The Company’s chief financial officer change proposal
 Replacement of CPAs due to the need for internal job
rotation of Deloitte Touche Tohmatsu Limited.
 The independence evaluation of the 2020 CPAs.
 The proposal for the partial amendment of the
“Procedures for Endorsements/Guarantees”
 The proposal for the credit limits provided by the
Company’s financial institutions and the limits on the
endorsement and guarantee provided by the Company to
its subsidiaries
2020/5/4  The Company’s internal audit report for Feb - Mar 2020.
 Proposal for the issuance of 2019 Audit Committee’s
Review Report.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed andguaranteed bytheCompany.
2020/06/16  Proposal for election of the convener of the Audit
Committee of the Company
 Proposal for the loan to Rechi Precision (Jiujiang)
Electric MachineryLimited.
2020/8/4  The Company’s internal audit report for Apr - Jun 2020.
 The Company’s revision of the 2020 audit plan.
 Proposal for the loan to Rechi Precision (Qingdao)

21

2.
3.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
2020/11/03  The Company’s internal audit report for Jun - Sep 2020.
 The Company’s 2021 audit plan
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed andguaranteed bytheCompany.
Meeting date
Matters communicated with the internal audit officer
2020/03/20  The Company’s internal audit reports for the fourth
quarter of 2019 and for January of 2020.
 The Company’s 2019 internal control system
effectiveness report.
2020/05/04  The Company’s internal audit reports for February and
March of 2020.
2020/06/16  Proposal for reelection of the convener of the 2ndAudit
Committee of the Company
2020/08/04  The Company’s internal audit reports for the second
quarter of 2020.
 The Company’s revision of the 2020 auditplan
2020/11/03  The Company’s internal audit reports for the third
quarter of 2020.
 The Company’s 2021 auditplan
4. The communication between independent directors andCPAs is as follows:
Meeting date
Matters communicated with CPAs
2.
3.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
Electric Machinery Limited.
 Proposal for loan to Dyna Rechi Jiujiang Co., Ltd. by the
Company.
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed and guaranteed by the Company.
2020/11/03  The Company’s internal audit report for Jun - Sep 2020.
 The Company’s 2021 audit plan
 Proposal for the credit lines provided by the Company’s
financial institutions and the credit lines of the
subsidiaries endorsed andguaranteed bytheCompany.
Meeting date
Matters communicated with the internal audit officer
2020/03/20  The Company’s internal audit reports for the fourth
quarter of 2019 and for January of 2020.
 The Company’s 2019 internal control system
effectiveness report.
2020/05/04  The Company’s internal audit reports for February and
March of 2020.
2020/06/16  Proposal for reelection of the convener of the 2ndAudit
Committee of the Company
2020/08/04  The Company’s internal audit reports for the second
quarter of 2020.
 The Company’s revision of the 2020 auditplan
2020/11/03  The Company’s internal audit reports for the third
quarter of 2020.
 The Company’s 2021 auditplan
4. The communication between independent directors andCPAs is as follows:
Meeting date
Matters communicated with CPAs

22

2020/03/20 Discussed the 2019 standalone financial reports
of the Company and its subsidiaries and the
review of the Company’s and its
subsidiaries’ 2019 consolidated financial
statements, including any problems or
difficulties encountered in the audit, and
the management’s response.

23

(IV) The Company’s corporate governance operation and the deviation with the “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies,” and the reasons thereof:

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
1.
Will the Company, based on the “Corporate
Governance Best-Practice Principles for
TWSE/TPEx Listed Companies,” set up and
disclose the Company’s corporate governance
best-practice principles?
The Company has formulated the Corporate Governance Best-Practice Principles to
strengthen the corporate governance system and structure, and the implementation
status is disclosed on the Company’s website and the Market Observatory Post System
(MOPS).
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.
2.
The Equity Structure and Shareholders Equity of
the Company
(1) Will the Company have the internal procedures
regulated to handle shareholders’ proposals,
doubts, disputes, and litigation matters; also, have
the procedures implemented accordingly?
(2) Will the Company possess the list of the
Company’s major shareholders and the list of the
ultimate controllers of the major shareholders?
(3) Will the Company establish and implement the risk
control and firewall mechanisms with the related
parties?
(4) Will the Company set up internal norms to prohibit
insiders from utilizing the undisclosed information
to trade securities?



(I) In addition to the spokesperson and acting spokesperson engaged by the Company,
the Company has set up a stock affairs agency to deal with shareholders’ suggestions
or disputes. If legal issues are involved, the Company will appoint professional
attorneys or request personnel from relevant units to handle them.
(II) The Company possesses the list of the Company’s major shareholders and the list
of the ultimate controllers of the major shareholders, and discloses them in
accordance with the laws and regulations.
(III) The Company has established the internal measures for supervision of
subsidiaries, measures for endorsement/guarantees, measures for loan to others, and
rules for acquiring or disposing of assets to establish and implement appropriate risk
control mechanisms and firewalls in accordance with the law.
(IV) The Company has formulated the Procedures for Handling Material Inside
Information to expressly prohibit the Company’s insiders from using undisclosed
information on the market to buy and sell securities.
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.
3.
The Organization and Function of the Board of
Directors
(1) Will the Board of Directors have diversified
policies regulated and implemented substantively
according to the composition of the members?
(1) The Company has formulated the Corporate Governance Best-Practice Principles and
has set out a diversity policy in the third chapter “Strengthening the Functions of the
Board of Directors.” The nomination and election of members of the Company’s
board of directors is in accordance with the Company’s Articles of Incorporation with
a candidate nomination system adopted. In addition to the assessment of the
academic qualifications of each candidate, the “Rules of Elections of the Board of
Directors and the Corporate Governance Best-Practice Principles are followed to
ensure the diversityand independence of the members of the board of directors.

All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

24

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
(2) In addition to the Remuneration Committee and the
Audit Committee established in accordance with
the law, does the company voluntarily establish
other types of functional committees?
(3) Does the company establish a method to evaluate
board performance and evaluate board
performance every year? Are the performance
evaluation results reported to the board and used as
a reference for the remuneration and nomination
for reelection of directors?


Management objectives: Directors who concurrently serve as the Company’s
managers do not exceed one third of the number of directors; more than half of the
directors do not have a spousal relationship or are not relatives within the second
degree of kinship with each other; directors from different industries will be
increased; independent directors have a term of no more than nine years.
The Company’s 13th Board of Directors has 9 members (including 3 independent
directors), and each has a term of 3 years and the term may be renewed once
reelected. One of them is a Japanese director (accounting for 11.11%); another
director serves as a manager concurrently (accounting for 11.11%); two are relatives
within the second degree of kinship (22.22%); directors’ industry experience ranges
from finance, technology, biotechnology, trade to logistics. The proportion of
independent directors is 33.33% (two independent directors have a term of less than 3
years, and the other one has a term between 4 and 6 years). They are good at
leadership, business management, operational judgment, and crisis management with
international perspectives, and the diversity of the board of directors is fully
implemented.
The board of directors formulates a diversity policy based on the composition of the
board and is disclosed on the Company’s website and MOPS.
(2) In addition to the Remuneration Committee, the company has established a Corporate
Governance Committee, a Risk Management Committee, and an Audit Committee in
accordance with the law, which are all composed of all independent directors. In
addition, other functional committees will be evaluated and established as needed in
the future.
(3) In accordance with the Rules of the Performance Evaluation of the Board of
Directors as approved by all the members of the board of directors present on March
18, 2016, every year, the members of the board of directors and the board of directors
meeting unit will conduct internal self-evaluation on the five major aspects (including
participation in the Company’s operations, improvement of the quality of board
decisions, composition and structure of the board, election and continuing education
of directors, and internal control) for the annual performance evaluation of the board
of directors.
The Company’s board of directors conducted an individual director’s performance
evaluation on December 29, 2020. The evaluation results are as follows: In
compliance with relevant laws and regulations of the board of directors,
communication with internal auditors and CPAs, supervision of the Company’s
existing or potential risks, and the Company’s operations and levels, the score was
89.3 points, which indicated that the overall operations of the Company’s board of
directors was still sound.


25

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
(4) Will the Company have the independence of the
public accountant evaluated regularly?
The Company uses the results as one of the references for future selection or
nomination of directors and individual directors’ remuneration.
(4) The Company regularly (once a year) evaluates the professionalism and
independence of CPAs. Evaluation items included “CPA and his/her family members
do not hold direct or indirect significant financial interests of the Company,” “During
the audit, CPA’s family members did not serve as directors, supervisors, managers, or
positions that have a direct and significant influence on the audit work,” and “CPA
has implemented necessary independence/conflicts of interest procedures, and has not
violated independence or did not have unresolved conflicts of interest.”
This year, the proposal for independence assessment of the Company’s 2021 CPAs
was passed on March 22, 2021, and it was passed without objection by all the
directorspresent.
4. Have Exchange-listed and/or OTC-listed
companies staffed eligible in appropriate number
personnel for corporate governance to take charge
of corporate governance related issues (including
but not limited to providing directors and
supervisors with the data required for the
performance of their duties, assisting directors and
supervisors in law compliance, handling of the
relevant issues in the board of directors’ and
shareholders’ meeting, production of the minutes of
board of directors’ meeting and shareholders’
meeting and the like)

1. In order to establish a good corporate governance system, protect shareholders’
rights and interests, and strengthen the functions of the board of directors, the
Company has established a Corporate Governance Committee under the board of
directors. On March 20, 2020, the board of directors approved the appointment of
KO, CHIH CHENG, Vice President, as the Corporate Governance Officer. Vice
President KO, CHIH CHENG has more than three years of management experience
in legal affairs, finance, stock affairs, and deliberation in public companies.
2. Matters related to corporate governance include the following:
(1) Coordinate the goals and formulation of the Company’s corporate social
responsibility and sustainable development direction.
(2) Assisting communication with stakeholders.
(3) Preparation of corporate social responsibility report.
(4) Handling matters relating to board meetings and shareholders’ meetings
according to law.
(5) Preparation of the minutes of the board of directors’ meetings and the
shareholders’ meetings.
(6) Assisting directors in taking office and continuing education.
(7) Provision of information necessary for directors to perform their duties.
(8) Assisting directors in complying with the law.
(9) Other matters stipulated in accordance with the Company’s articles of
incorporation or contracts.
(10) Maintenance of relations with investors.
(11) Implementation of ethical corporate management.
3. The implementation status of the business in 2020 is as follows:
(1) Prepared a corporate social responsibility report.
(2) Notified the board of directors regularlyof the latest amendments to and
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

26

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
development of regulations in the fields of the Company’s operations and
corporate governance
(3) If the independent directors in accordance with the “Corporate Governance
Best-Practice Principles” need to meet with the internal audit officer or the
certified public accountant individually to understand the Company’s financial
business, assist in arranging relevant meetings.
(4) Assisted directors in drawing up annual training plans and arranging courses.
(5) Assisted and reminded directors to comply with laws and regulations when
performing duties or passing formal board resolutions, and was responsible for
reviewing the release of material information of important board resolutions after
each meeting to ensure the legality and correctness of the material information to
protect investors’ right to access correct trading information in real time.
(6) Arranged exchanges between directors and shareholders as needed, so that
investors could obtain sufficient information to evaluate and determine the
Company’s reasonable capital market value, and to ensure that shareholders’
rights and interests were well protected.
(7) Drafted the board of directors’ meeting agenda and notified the directors seven
days in advance, convened board meetings, provided them with meeting
materials, reminded directors in advance to recuse themselves from any issue
with their personal interest involved, and completed the meeting minutes within
20 days after each meeting.
(8) Handled the pre-registration of the date of a shareholders’ meeting in accordance
with the law, prepared the meeting notice, the meeting handbook, and the
meeting minutes within the specified time limit, and handled the change
registration for the amendments to the Articles of Incorporation or the reelection
of directors.
4. The corporate governance officer has taken at least 18 hours of continuing education
as required within one year from the date of assuming the position. Please refer to
page 44.

5. Has the Company established channels for
communications with the stakeholders (including
but not limiting to shareholders, employees,
customers, and suppliers), and set up a section for
stakeholders at the official website of the Company
with proper response to the concerns of the
stakeholders on issues related to corporate social
responsibility?
Based on the five major principles of the AA1000 Stakeholder Engagement Standard,
namely dependency, responsibility, influence, diverse perspectives, and tension, the
Company has identified the main stakeholders as shareholders, banks, employees,
customers (distributors), and suppliers (contractors), government authorities, other
professional groups, etc.
The Company has set up a dedicated section for stakeholders on its website to
understand the issues of concern through appropriate communication channels and to
respond appropriately.
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.
6. Has the Companycommissioned aprofessional The Companyhas commissioned the Registrar & Transfer AgencyDepartment,Yuanta All the above is

27

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
share registration and investor service institution
for providing services for shareholders?
Securities Co., Ltd. to handle such matters. compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.
7. Disclosure of Information
(1) Does the Company have a website set up and the
financial business and corporate governance
information disclosed?
(2) Has the Company adopted other information
disclosure methods (such as, establishing an
English website, designating a responsible person
for collecting and disclosing information of the
Company, substantiating the spokesman system,
placing the juristic person seminar program on the
Company’s website)?
(3) Does the Company announce and report the annual
financial report within two months after the end of
each fiscal year, and announce and report the
financial report for the first, second, and third
quarters and the operating conditions of each
month before theprescribed deadline?


(1) The Company has set up a website (www.rechi.com), and adopts the MOPS to
regularly disclose the Company’s financials, material information, and corporate
governance-related information.
(2) The Company also has a spokesperson/acting spokesperson system, the stock affairs
department, and other relevant departments responsible for disclosing relevant
information in accordance with regulations.
(3) The Company’s 2020 consolidated and standalone financial reports were announced
and filed on March 22, 2021; the financial reports for the first, second, and third
quarters of 2020 and the revenue of each month were also announced and filed to
MOPS before the specified deadline.
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/GTSM Listed
Companies.
8. Is there any further information that may help to
understand the status of corporate governance of
the company better (including but not limited to
employees’ rights, employee care, investor relation,
supplier relation, stakeholders’ rights, the
continuing education of the directors and
supervisors, risk management policy and risk
assessment in action, the pursuit of customer
policy, and the protection of the directors and
supervisors with professional liability insurance)?

The Company has set up a corporate social responsibility section on its website.
1. Employee rights and interests: The Company treats employees with integrity, protects
their legal rights and interests in accordance with the Labor Standards Act, and holds
labor–management meetings regularly to actively establish communication bridges
with employees.
2. Employee care: The Company has set up an Employee Welfare Committee and
allocates employee welfare funds in accordance with the law, while emphasizing
employee welfare. Employees enjoy a number of benefit measures, while the
Company contributes employee pensions in accordance with regulations. The
labor-employment relationship is harmonious.
3. Investor relations: The Company has set up a spokesperson/acting spokesperson
mechanism to respond to shareholders’ suggestions.
4. Supplier relationship: The Company has always maintained a good relationship with
its suppliers.
5. Stakeholder’s rights: Stakeholders can communicate with the Companyand make
All the above is
compliant with the
Corporate Governance
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

28

Items for assessment State of operation State of operation State of operation The variation with the
“Corporate Governance
Best-Practice Principles
for TWSE/TPEx Listed
Companies,” and the
reasons for the variation
Yes No Summary
suggestions to protect their legitimate rights and interests.
6. Directors’ continuing education: The status of the Company’s directors’ attendance at
the board meetings, and the situation of their continuing education have been
disclosed on MOPS.
7. Implementation of risk management policies and risk measurement standards: The
implementation of the Company’s risk management and measurement standards is
handled in accordance with the requirements of corporate governance operations.
8. Implementation of customer policy: The Company maintains a stable and good
relationship with customers to create profits.
9. The Company’s purchase of liability insurance for directors: The Company purchased
directors’ liability insurance from Mingtai Fire & Marine Insurance Co., Ltd. on May
1, 2021, with an insured amount of US$5,000,000. The insurance period was one
year. Relevant matters have been reported to the board of directors’ in May 2021.
For relevant information, please refer to the “Corporate Governance” section under
“Investor Relations” on the Company’s website(www.rechi.com)
9. Please describe the improvement performed according to the corporate governance evaluation results published by the Corporate Governance Center of Taiwan Stock Exchange in
recent years, and propose the matters with priority for improvement and the respective measures:
1. The Company’s final score of the 7thCorporate Governance Evaluation is 73.69 points, and its ranking in the evaluation by the Taiwan Stock
Exchange falls within the range of 21-35%. Scoring higher than the 71.99 points in the 7thCorporate Governance Evaluation, this year, the
Company has disclosed the implementation status, the plans implemented, and the implementation effectiveness based on the evaluation data.
2. The items that require continuous improvement are as follows:
(1) The directors shall achieve the number of continuing education hours according to the regulations.
(2) The Company shall upload the English versions of the meeting handbook, annual report, and annual financial report before the shareholders’ meeting.
(3) The Company shall amend the Corporate Governance Best-Practice Principles to disclose the system of appointment and dismissal, evaluation, a s well as salary and
remuneration of internal auditors.
(4)The Companyshall disclose the operations of risk management and report to the board of directors.

29

(V) The foundation, responsibilities, and functionality of the Remuneration Committee

1. Information on the members of the Remuneration Committee

Identity Condition
Name
More than 5 years of work experience and
the following professional qualification
More than 5 years of work experience and
the following professional qualification
More than 5 years of work experience and
the following professional qualification
Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Status of independence (note) Number of other
public companies
where the member
is also a member of
their remuneration
committees



Note
In the
capacity of a
tutor or above
in a public or
private school
of higher
education in
the disciplines
of commerce,
law, finance,
accounting, or
any other
areas of
specialization
required for
the business
operation of
the Company

A professional
or technician
who has
passed the
national
examination
for
professionals
like court
judge,
prosecutor,
lawyer,
certified
public
accountant, or
any other
expertise
required for
the business
operation of
the Company
with the
issuance of a
certificate of
completion

Commercial,
legal,
financial,
accounting or
other work
experiences
required to
perform the
assigned
duties
1 2 3 4 5 6 7 8 9 10
Independent
director

SU, CHING
YANG
2 None
Independent
director

CHEN, SHENG
WANG

0 None
Independent
director

LEE, JEN
FANG
1 None

Note: If the members met the following conditions in the period of 2 years prior to the assumption of office and within the term of office, place a “  ” in the appropriate box representing the specific condition.

  • (1) Not an employee of the Company or its affiliates;

  • (2) Not a director or supervisor of the Company or its affiliated companies (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

(3) Not a director, spouse, minor children thereof, or other natural person shareholders who hold more than 1% of the total issued shares of the Company by nominee arrangement or with top ten ownership.

(4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of a managerial officer under Subparagraph (1) or any of the persons in Paragraph (2) and (3).

  • (5) Not a director, supervisor, or employee of a corporate shareholder that directly holds 5% or more of the total number of issued shares of the Company or that ranks among the top five in shareholdings or that designates its representative to serve as a director or supervisor of the Company under Article 27, Paragraph 1 or 2 of the Company Act (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (6) A majority of the Company’s director seats or voting shares and those of any other company are not controlled by the same person who is a director, supervisor, or employee of that other company (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (7) The chairperson, general manager, or person holding an equivalent position of the Company and a person in any of those positions at another company or institution are not the same person or are not spouses who is a director (or governor), supervisor, or employee of that other company or institution (but if the independent director is appointed in accordance with the “Securities and Exchange Act” or the law and regulations of the local country, and concurrently serves as such at a public company and its parent or subsidiary or a subsidiary of the same parent, it is not subject to this requirement).

  • (8) Not a director (or governor), supervisor, managerial officer, or a shareholder who holds 5% or more of the issued shares of another company or institution that conducts finance or business transactions with the Company (however, if a specific company or institution holds 20% or more and no more than 50% of the total number of issued shares of the Company and the independent directors appointed in accordance with the Act or the law and regulations of the local country concurrently serve as such at the Company and its parent or subsidiary or a subsidiary of the same parent company, it is not subject to this requirement).

  • (9) Not a professional individual, or an owner, partner, director (or governor), supervisor or officer of a sole proprietorship, partnerships, company, or institution that provides auditing services to the Company or any affiliate of the Company, or that provides commercial, legal, financial, accounting or related services to the Company or any affiliate of the Company for which the provider in the last 2 years had received cumulative compensation exceeding NT$500,000, or a spouse thereof. However, this restriction does not apply to a member of the remuneration committee, public tender offer review committee or special committee for merger and acquisition, who exercises powers pursuant to the “Securities and Exchange Act” or to the “Business Mergers and Acquisition Act” or relevant laws and regulations.

(10) None of the particulars inscribed in Article 30 of the “Company Act” is applicable.

30

  1. Information on the operation of the Remuneration Committee

  2. (1) The Remuneration Committee of the Company consists of 3 members.

  3. (2) The term of office of the current committee members: From June 16, 2020 to June 15, 2023, the Remuneration Committee met twice in the most recent year (2020) [A]. The qualifications and attendance of the members are as follows:

Title Name Attendance in
person[B]
Attendance
by proxy
Actual attendance
(%) [B/A]
Note
Convener SU, CHING
YANG
2 0 100% Reelected
(reelection on
2020/6/16)
Required attendance: 2
Committee
member
CHEN,
SHENG
WANG
2 0 100% Reelected
(reelection on
2020/6/16)
Required attendance: 2
LEE, JEN
FANG
2 0 100% Reelected
(reelection on
2020/6/16)
Required attendance: 2
Additional disclosure:
1. If the board of directors did not adopt or amended the suggestions of the Remuneration Committee, the date of
the board meeting, the session, the content of the proposal, the results of the resolutions by the board of
directors, and the Company’s response to the opinions of the Remuneration Committee shall be specified (if the
salary and remuneration approved by the board of directors are better than what is suggested by the
Remuneration Committee, the difference and reasons shall be specified): N/A.
2. For the resolutions by the Remuneration Committee, if any member had dissenting or reserved opinions, for
which there is a record or declaration in writing, the meeting date, session, content of the proposal, all
members’ opinions,and the response to such opinions shall be specified: N/A.

(3) The reasons for discussion and the resolution results of the Remuneration Committee, and the Company’s response to the members’ opinions:

Committee
members’
opinions and
resolution results
The company’s
response to the
opinions of the
members:
Date Agenda
2020/3/20
The Company’s 2019
remuneration to employees and
remunerationto directors
Adopted without
objection from
all the members
present
Submitted to the board
of directors and
approved by all
directors present
2020/06/16
The remuneration to the
Company’s Chairman

The remuneration to the
Company’s Vice Chairman

The remuneration to the
Company’s President

31

  • (VI) Status of fulfilling social responsibilities and deviation from the “Corporate Social Responsibility Best-Practice Principles for TWSE/GTSM Listed Companies” and reasons thereof
Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
1. Does the company follow the principle of materiality to conduct
risk assessments on environmental, social, and corporate
governance issues related to the Company’s operations, and
formulate relevant risk management policies or strategies?
The Company conducts relevant risk assessments on important issues in
accordance with the materiality principle of corporate social responsibility (for the
aspects of environmental/social/corporate governance), and has formulated
relevant risk management policies or strategies based on the risks assessed. Refer
to the “Risk Management” section under “Corporate Governance” of “Investor
Relations” on the Company’s website.
In addition, the Company’s board of directors approved the Risk Management
Policies and Procedures on March 20, 2020, to clearly define the Company’s risk
management organizational structure and powers and responsibilities, and the
Auditing Office conducts audits on each business unit every year while issuing
reports to effectivelycontrol any potentiallyharmful risks.
All the above is
compliant with the
Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies
2. Does the Company have a dedicated (or concurrent) unit set up to
promote corporate social responsibility and have the senior
management authorized by the board of directors to handle
matters and report the processing results to the board of directors?
1. In order to improve the management efficiency of corporate social
responsibility, integrate horizontal resources to meet stakeholders’ expectations
for corporate governance, environmental protection, and social care, and to
integrate environmental, social, corporate governance business, the Company
established the Corporate Social Responsibility Promotion Committee under
the Corporate Governance Committee in December 2014 to be responsible for
the implementation of corporate sustainability-related matters. The committee
is chaired by the Plant Manager chairman of the committee, under which five
teams were established based on the Company’s important and substantive
needs, namely Stock Affairs Unit, Financial Management Center, Operation
Strategy Development Center, Administration and Human Resources Center,
and Guanyin Plant Business Group, with a general affairs team
(Administration and Human Resources Center) set up as the responsible unit
for company-wide corporate social responsibility in charge of coordinating all
units within the Company related to the implementation of corporate social
responsibility for joint implementation.
2. The Corporate Social Responsibility Promotion Committee meets regularly to
discuss relevant tasks and report on the CSR implementation of each unit at the
meeting. The committee prepares and publishes a sustainability report every
year in accordance with regulations, discloses the operation status, and reviews
the effectiveness of implementation, while reporting to the board of directors
quarterly.


All the above is
compliant with the
Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies
3. Environmental issues
(1) Does the Company have an appropriate environmental
management system established in accordance with its industrial
(1) The Company has passed ISO14001 certification, declares relevant data
regularlyin accordance with the Occupational Safetyand Health Act,and has
All the above is
compliant with the
Corporate Social

32

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
character?
(2) Is the Company committed to enhance the utilization efficiency of
resources and use renewable materials that are with low impact on
the environmental?
(3) Does the Company assess the potential risks and opportunities of
climate change to the Company now and in the future, and take
measures to respond to climate-related issues?
(4) Does the company prepare statistics on greenhouse gas emissions,
water consumption, and total waste weight in the past two years,
and formulate policies for energy conservation and carbon
reduction, greenhouse gas reduction, water reduction, or other
waste management?


formulated four major policies for environmental management:
1. Comply with environmental regulations and protect the Earth’s
environment.
2. Research and develop green products to prevent pollution effectively.
3. Strengthen environmental protection awareness and encourage all
employees to participate in environmental protection.
4. Promote continuous improvement and create a high-quality environment.
(2) In terms of shipping, the Company mainly uses recyclable pallets for
containers. If there is carton packaging, the Company actively collects all the
suppliers’ cartons and requires them to recycle and reuse them. At the feeding
end, the Company works together with suppliers to minimize the impact on the
environment. The Company also continues to miniaturize its products to save
resources, energy, and reduce carbon emissions, and engages in recycling (such
as recycling of tailings of silicon steel sheets), while trying to simplify
packaging design and recycling and reusing shipping containers.
The Company adopts the concept of “resource recycling” at the design stage
for the products. The products are designed for easy disassembly and
recycling. The Company selects materials that are recyclable and reusable as
much as possible. Plastics are also marked with recycling signs to facilitate
recycling. The average recyclable ratio of the Company’s product materials is
more than 80%, which greatly reduces the impact on the environment.
(3) The Company’s mission is to fulfill the corporate responsibility of caring for
the Earth. While pursuing business growing, it actively takes into account
environmental protection. Since 1999, it has developed and completed the
second generation of environmentally friendly refrigerant compressors (the
ozone depletion potential, or ODP, is 0). To further reduce the impact on the
greenhouse effect, since 2013, it has developed the third-generation
environmentally friendly refrigerant compressor with a lower impact on the
global warming potential (GWP) and improved product energy efficiency
index, which can guide customers to introduce it quickly, and the proportion of
the sales of the third-generation environmentally friendly refrigerant
compressors has increased by nearly 50%.
(4) Based on ISO 14001, the Company implements an environmental management
system to integrate business operations and environmental protection, establish
a specific environmental management system, set environmental goals and
target policies, and perform reviews accordingly. The Company’s energy
saving and carbon reduction goals: Thee Company will reduce paper
consumption by 0.2% per year, water consumption by 2% per year, electricity
consumption by2%peryear,and increase the waste recyclingrate by5%per

Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies

33

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
year to achieve the goal of energy conservation and carbon reduction. The
relevant achievements are as follows:
1. The Company is located in the Guanyin Industrial Park in Taoyuan. The
industrial water source in this area is tap water. Since underground water is
strictly prohibited in this area, tap water is the only choice for water supply.
When setting up the Company’s factories, it considered saving energy and
resources to create better profits, save energy, and reduce carbon emissions
with protecting the environment and resources as the production goal.
Therefore, the Company adopted the facilities and equipment on the
production lines that would consume the least water. The use of tap water
in 2020 was 5.2137 million liters, an increase of 0.1996 million liters
compared to 5.0141 million liters in 2019; the small increase in water
consumption was due to process changes and new compressor lines set up.
The Company’s control of water resources is strict despite the low cost of
water so as to do its part as an enterprise to save energy and reduce carbon
emissions, care for the Earth, and leave more energy resources for future
generations. As of now, there has been no violation of environmental laws
and regulations.
2. As a top provider of forward-looking energy-saving products, the
Company has implemented the Group’s development strategy and
objectives, and has continued to develop inverters and disruptive
innovative energy-saving products. Based on the sales performance of the
Company’s products in 2020, the cumulative contribution to global energy
conservation and carbon reduction was 6.66 billion kilowatt-hours of
electricity, which was equivalent to a reduction of approximately 3.39
million metric tons of CO2(calculated based on the 2019 emission factor
for electricity consumption of the Bureau of Energy of the Ministry of
Economic Affairs), an increase of more than 2.76 million metric tons of
CO2 reduced compared with 5.43 billion kilowatt-hours of electricity
saved for 2019. Its implementation of carbon reduction policies has been
aligned with the targets to some extent (please refer to the “Social
Responsibility Report” in the “Corporate Social Responsibility” section of
the Company’s website).
3. The Company mainly produces compressors. According to the
characteristics of the industry, the waste output includes general waste,
inorganic sludge, and waste cutting fluid, all of which are processed and
handled by legal service providers, and are mostly incinerated. According
to the characteristics of resources recycled, most of them are mainly scrap
metal andpaper,and theyare ultimatelyrecycled and reused bythe

34

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
resource recycling service providers. The total weight of waste in 2020 was
576.8 tons, an increase of 108.58 tons compared to 468.22 tons in 2019.
The companydoes not import or export foreign waste.
4. Social issues
(1) Does the Company have the relevant management policies and
procedures stipulated in accordance with the relevant laws and
regulations and international conventions on human rights?
(2) Does the Company formulate and implement reasonable employee
benefit measures (including salary, leave, and other benefits), and
appropriately reflect operating performance and results in
employee compensation?


(1) In order to fulfill corporate social responsibility and implement human rights
protection, the Company has referred to internationally recognized human
rights standards, such as the Universal Declaration of Human Rights, the
United Nations Global Compact, and the International Labor Organization’s
Declaration on Fundamental Principles and Rights at Work, and complied with
local labor and environmental laws and regulations, formulated human rights
policies, and promoted and implemented internal management laws and
internal control procedures to prevent infringement and violations of human
rights, and enable in-service employees in the Group to be treated in a
reasonable and dignified manner. The implementation guidelines are as
follows:
Respect diversity in the workplace and ensure equal employment.
Provide reasonable and fair working conditions.
Develop a safe and healthy work environment.
Maintain an unobstructed communication and grievance channel.
Respect privacy and the right to freedom of association.
Insist on ethical management and fair transactions.
Prohibit forced labor and child labor.
Regularly review and evaluate policy implementation.
(2) The Company has set up an Employee Welfare Committee in accordance with
the Employee Welfare Fund Act, and holds regular meetings to discuss issues,
such as the amendment to the committee’s charter and the distribution of
employee benefits. Budgets are drawn up according to the activities and events
each year. In accordance with the annual activity/event plan, it regularly
organizes employee travel, autumn family day activities, and ball games, and
provides allowances for weddings and funerals, child scholarship, foreign
employees activity fees, gifts for three major festivals (Lunar New Year, Labor
Day, Mid-Autumn Festival), and sports equipment for employees to use. In
addition to labor and health insurance, comprehensive group insurance and
travel safety insurance are purchased to provide employees with better
protection. Please refer to page 71 for employee benefit measures.
The Company’s overall salary includes base pay, bonuses, and employee
remuneration. Each year, the salary adjustment plan is formulated in
accordance with operating performance and the market benchmark standards,
andproduction bonuses,operatingbonuses, performance bonuses are
All the above is
compliant with the
Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies

35

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
(3) Does the Company provide employees with a safe and healthy
work environment, and provide safety and health education to
employees regularly?
(4) Has the company established an effective career development and
training program for employees?
(5) With regard to customer health and safety, customer privacy,
marketing,and labelingofproducts and services,does the


determined based on the operating performance. It also stipulates that part of
the Company’s net profit shall be distributed as employee remuneration in the
Company’s Articles of Incorporation.
(3) In order to improve the Company’s safety and health system and management
performance, the Company has been implementing the Taiwan Occupational
Safety and Health Management System (TOSHMS) since 2012. In order to
effectively operate the requirements of the management system, a Labor Safety
and Health Management Committee is established in accordance with the law,
of which labor representatives account for one-third of the total as required by
law. The top-level manager of the labor safety and health management
committee is the Plant Manager, and the labor representatives can directly
communicate to the top-level manager. The Safety and Health Management
Committee convenes quarterly and prepares statistics on occupational injuries.
In order to effectively monitor the health status of employees, in addition to
pre-employment physical examinations, the Company arranges annual health
examinations for in-service employees, and informs them of the examination
results, while organizing general and special health examinations in
accordance with the law and health promotion activities, and sending health
information summary to all employees from time to time.
(4) The Company divides training into core value as well as basic and professional
and management training. The core value includes understanding of Rechi’s
environment and various systems to recognize its spirit and culture; the basic
training cover on-the-job training (OJT) and qualifications; professional and
management training are to enhance employees’ professional and management
capabilities. In terms of systems, in addition to the ISO quality system for
training standards, there are “employee education and training measures” and
“internal lecturers measures” for each job level to organize relevant training
every year, and to continue the training to cultivate internal lecturers.
Furthermore, the Company has formulated the rewards measures to motivate
employees to obtain certificates and to learn independently, and rewards will
be given when employees obtain specific job certificates.
In addition, in order to ensure the quality and performance of training, the
Company passed the review of Talent Quality-management System (TTQS) in
2014, and established R&D learning maps for R&D personnel, and revised
them at any time according to the Company’s development status, to provide
career development training for R&D personnel systemically, which is include
as a reference for employee promotion.
(5) In order to protect consumers’ rights and interests, the information on product
specifications, power supply,refrigerant,and certification agencies is correctly

36

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
Company follow relevant laws and international standards, and
formulate relevant consumer protection policies and complaint
procedures?
(6) Does the Company formulate supplier management policies that
require suppliers to comply with relevant regulations on issues
such as environmental protection, occupational safety and health,
or labor human rights, and the implementation?
labeled, to provide customers with correct information and safety for purchase
and use. In addition, the self-made heat pump water heater is a terminal
product that directly accessible to consumers. At present, the Company is
actively working to develop and improve products to meet the standard
requirements of energy efficient marks to obtain the 10KW energy efficient
mark and to control the quality of materials and products in accordance with
ISO9001, ISO14001, ISO17025, IATF16949, and RoHS. The Company has
also formulated the 0800 customer service hotline management measures, to
not only provide 24-hour free customer service hotline but regulate the
management of information (customer calls or messages received) and the
response to unusual events.
(6) The Company’s management of suppliers has shifted from focusing on quality,
products, and delivery in the early stage gradually towards a joint
establishment of social responsibility. In the survey and evaluation items for
introduction of new suppliers, it is necessary for suppliers to provide the basic
information through the Basic Information Form of Suppliers, and the
suppliers are requested to fill out the CSR Environmental Management
Questionnaire according to the facts. This questionnaire covers the two aspects
of “health and safety” and “environment,” among which “health and safety”
includes issues related to occupational safety and health and labor human
rights; “environment” includes issues related to environmental protection. With
that, the Company can understand the current status of suppliers’
implementation of CSR while they are encouraged to establish an ISO
environmental management system (ISO14001), and all suppliers are invited to
work together to fulfill their corporate responsibilities for society, workers, and
theplanet.

5. Does the Company refer to internationally accepted reporting
standards or guidelines to prepare corporate social responsibility
reports and other reports that disclose its non-financial
information? Have the aforesaid reports been assured or certified
by a third-party verification agency?
The Company has already released the 2020 corporate social responsibility report
with reference to the internationally accepted GRI Standards in 2021, and obtained
the assurance report from the independent third-party British Standards Institution.
The corporate social responsibility report is available in the “Corporate Social
Responsibility” section of the Company’s website.
All the above is
compliant with the
Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies
6. If the Company has established its own Corporate Social Responsibility Best-Practice Principles in accordance with the Corporate Social Responsibility Best-Practice Principles for
TWSE/GTSM Listed Companies, please specify its current implementation and any deviation from the Best-Practice Principles:
The Company has formulated its Corporate Social Responsibility Best-Practice Principles in accordance with the Corporate Social Responsibility Best-Practice Principles for TWSE/GTSM
Listed Companies established by the competent authority (please refer to the “Corporate Governance” section of the MOPS and the “Corporate Social Responsibility” section of the
Company’s website(http://www.rechi.com). There is no difference between the actual operation and the regulations of theprinciples.
7. Other information critical to the understandingof our bank’s corporate social responsibilityand how it isput intopractice:

37

Items for assessment State of operation State of operation State of operation Deviation from the
“Corporate Social
Responsibility
Best-Practice Principles
for TWSE/GTSM Listed
Companies” and reasons
thereof
Yes No Summary
(1) Social participation:
Based on the spirit of “giving back what it has taken to society,” Rechi has been actively involved in social participation for a long time. The efforts can be specifically divided into
education and counseling, social welfare system, and friendly community.
A. In order to support outstanding students and accompany children’s growth with love and care, the Company promotes learning guidance and counseling services:
1. In order to support outstanding students from underprivileged backgrounds at the Department of Mechanical Engineering, National Cheng Kung University (NCKU), the Company
has donated a total of NT$9 million for 10 consecutive years as of 2021, and set up the Learning and Guidance Scholarship of Rechi/College of Engineering of NCKU. Each
award-winning student will NT$40,000 per semester, and needs to participate in the tutoring of senior high school students in their spare time, which is well-received by society,
with the aim of guiding senior high school students in learning and giving back to society in the spirit of serving while learning.
2. As of 2021, a total of NT$636,000 in scholarships have been provided to international students at National Chin-Yi University of Technology.
3. In addition, the Company joined hands with the National Central University, NCKU, National Pingtung University of Science and Technology, and National Chin-Yi University of
Technology to establish a platform for industry–academia collaboration to provide students with summer internship opportunities through internship projects.
4. The Company works with schools through various company activities and events to promote professional exchanges and cultivate talents.
Launch of the Jiujiang Factory: The Company organized an internship project for college students to visit the overseas factory.
30th Anniversary of the Group: The Company organized the 1st Rechi Cup Sound Analysis Creativity Competition and the Rechi Campus Maker Competition
B. Through the collaboration with reputable social welfare organizations and schools, the Company sent personnel to the institutions that lacked hot water supply facilities to study the
situation and provided installation service of heat pump water heaters for free:
In 2018, the Company donated one set of heat pump water heaters to SOS Children’s Village of Taiwan and two sets of heat pump hosts to the National United University.
In 2019, the Company donated a set of heat pump water heaters to Taoyuan City Guanyin Kindergarten, Taoyuan City Kangfu Intelligent Development Center, Taoyuan City Shuren
Foundation Affiliated Care Home, Taoyuan City Ankang Care Home, and Taoyuan City Tin Fun Care Home, respectively.
C. The Company has provided small amounts of funding to local volunteer fire brigades, temples, or patrol teams near the factory to support and care for the local residents, and give back
to the residents so as to promote more positive actions in the society: a small amount of NT$5,000 to the patrol team in Fulin Village, Guanyin District, and another small amount of
NT$5,000 to sponsor the volunteer fire brigade’s year-end review meeting in Caota, Guanyin District.
D. In 2021, Taiwan’s poor performance in the export of pineapples caused losses to pineapple farmers. In order to fulfill its corporate social responsibility, the Company purchased 600
boxes of pineapples from the Tainan Agricultural Products Marketing Co. Ltd. and distributed them to employees to support the pineapple farmers with actions. The total purchase
amount was NT$210,000.
(2) Corporate governance:
Refer to the “Corporate Social Responsibility” section of the Company’s website(www.rechi.com).

(VII) Implementation of ethical management and deviation from the “Ethical Corporate Management Best-Practice Principles for TWSE/GTSM Listed Companies” and the reasons thereof:

38

Items for assessment Status of operation Status of operation Status of operation Deviation From the
“Ethical Corporate
Management
Best-Practice Principles
for TWSE or TPEx
Listed Company” and
the Reasons
Yes No Summary
1. Establishment of ethical corporate management policy and
proposal
(1) Has the company established policies for ethical corporate
management approved by the board of directors and stated such
policies and practices in its regulations and external documents
and in the commitment made by the board of directors and senior
management to actively implement such policies?
(2) Has the company established an assessment mechanism of risk
from unethical behavior to regularly analyze and assess business
activities with higher risk of involvement in unethical behavior
and preventive programs for unethical behaviors containing at
least the preventive measures stated in paragraph 2, Article 7 of
the “Ethical Corporate Management Best-Practice Principles for
TWSE/TPEx-Listed Companies”?

(1) The Company engages in business activities based on the principles of
fairness, honesty, integrity, and transparency. In order to implement the
ethical management policy and actively prevent dishonest behaviors, the
board of directors approved the formulation of the Ethical Corporate
Management Best-Practice Principles in accordance with the Ethical
Corporate Management Best-Practice Principles for TWSE/TPEx-Listed
Companies on March 21, 2014, and passed the amendments thereto on
March 17, 2017 and November 6, 2019, respectively.
The principles have clearly defined the Company’s ethical management
policies, approaches, and stipulate that the board of directors and the
management shall actively implement the commitments of this
management policy, and that they shall follow the principles of ethical
management when performing business.
(2) At the same time, the board of directors approved the formulation of the
Procedures for Ethical Management and Guidelines for Conduct on
November 6, 2019, and passed the amendments thereto on March 20,
2020.
In accordance with the Ethical Corporate Management Best-Practice
Principles and the Procedures for Ethical Management and Guidelines
for Conduct, the Company’s board of directors approved the formulation
of the Risk Management Policies and Procedures without objection on
March 20, 2020, to clearly define the Company’s risk management
organizational structure and powers and responsibilities, and the Auditing
Office conducts audits on each business unit every year while issuing
reports to effectively control any potentially harmful risks.
It also expressly prohibits bribery and receipt of bribes, provision of
illegal political contributions, provision of improper charitable donations
or sponsorships, unreasonable gifts, hospitality, or other improper
benefits, infringement of intellectual property rights, engaging in unfair
competition, or products or services that are detrimental to interested
parties in the Ethical Corporate Management Best-Practice Principles.
The Procedures for Ethical Management and Guidelines for Conduct
specify the matters that shall be paid attention to in the execution of the
business, and the Company organizes education sessions and
awareness-raisingevents to implement the ethical managementpolicy.

All the above are
compliant with
Ethical Corporate
Management
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

39

Items for assessment Status of operation Status of operation Status of operation Deviation From the
“Ethical Corporate
Management
Best-Practice Principles
for TWSE or TPEx
Listed Company” and
the Reasons
Yes No Summary
(3) Does the Company clearly define operating procedures, behavior
guidelines, disciplinary actions, and grievance systems for
violations in the unethical behavior prevention plan and
implement them as required, and regularly review said plan?
(3) The Procedures for Ethical Management and Guidelines for Conduct not
only regulate the specific matters that shall be paid attention to when
performing the business but include the formulation of reporting
regulations, internal awareness-raising events, establishment of rewards
and disciplinary actions, and grievance systems. In order to promote
ethical behavior, the Company not only publishes the Ethical Corporate
Management Best-Practice Principles and the Procedures for Ethical
Management and Guidelines for Conduct on the Company’s internal
website for employees to consult at any time, but it also requests new
employees to read them on the first day of work and sign the statement
on compliance with the Ethical Corporate Management Best-Practice
Principles. In addition, it raises new employees’ awareness of the
Company’s core values and compliance system, and provides them with
relevant education and trainingcourses on a regular basis.
2. Implementation of Ethical Corporate Management
(1) Does the company have the integrity of the trade counterparty
assessed and with the code of integrity expressed in the contract
signed?
(2) Does the Company set up a dedicated unit under the board of
directors to promote ethical corporate management, which reports
to the board of directors regularly (at least once a year) on its
ethical management policies, plans for preventing dishonest
behavior, supervision, and implementation?
(3) Does the Company have developed policies to prevent conflicts of
interest, provided adequate channel for communication, and
substantiated the policies?



(1) Before the Company establishes a business relationship with others, it
first evaluates the legality of its counterparties, their ethical management
policy, and whether there has been a record of unethical conduct, to
ensure that their business operations are fair and transparent and that they
will not request, offer, or accept bribes.
The contract signed between the Company and others covers the
requirement that the counterparty of a transaction shall abide by the
terms of ethical operations, and the Company will fully understand the
counterparty’s status of ethical operations. If there is damage involved in
the case of unethical conduct, it may request compensation for losses in
accordance with the contract.
(2) The Company has set up the Corporate Governance Committee, a
dedicated (concurrent) unit, under the board of directors to implement
ethical corporate management to ensure the implementation of the
Ethical Corporate Management Best-Practice Principles based on the
duties and scope of business of each unit, and to report on the
implementation to the board of directors on a quarterly basis.
(3) In order to prevent conflicts of interest and provide appropriate channels,
the Company’s board of directors approved the formulation of the Ethical
Corporate Management Best-Practice Principles on March 21, 2014, and
the amendments thereto on March 17, 2017 and November 6, 2019,
respectively. For conflicts of interest in business,employees shall inform


All the above are
compliant with
Ethical Corporate
Management
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

40

Items for assessment Status of operation Status of operation Status of operation Deviation From the
“Ethical Corporate
Management
Best-Practice Principles
for TWSE or TPEx
Listed Company” and
the Reasons
Yes No Summary
(4) Does the Company have established an effective accounting
system and internal control system for the implementation of
ethical corporate management, and the internal audit unit based
on the assessed risk of unethical conduct to formulate relevant
audit plans, and check the compliance with the unethical conduct
preventive action or commission an accountant to perform the
check?
(5) Has the Company organized corporate management internal and
external education and training programs on a regular basis?

their supervisors in advance according to the employment contract to
prevent conflicts of interest. When there is a conflict of interest in
various proposals of the board of directors, they will follow the principle
of recusal to avoid the discussion, and leave the meeting without
participating in the vote.
(4) In accordance with the Ethical Corporate Management Best-Practice
Principles and the Procedures for Ethical Management and Guidelines
for Conduct, the Company’s board of directors approved the formulation
of the Risk Management Policies and Procedures without objection on
March 20, 2020, to clearly define the Company’s risk management
organizational structure and powers and responsibilities.
The Company always pays attention to ensuring the correctness and
completeness of its financial reporting process and its control. It designs
relevant internal control systems for operating procedures with high
potential risks of unethical conduct, and implements the annual audit
plan drawn up by the internal audit based on the results of the risk
assessment, and an audit report will be prepared submitted to the board
of directors after the audit.
(5) Ethical corporate management has been incorporated into the Company’s
internal regular training in 2019. In 2020, 32 participants attended
educational training, with a total of 64 training hours. As for external
trainings, in 2020, three members of the Company’s Board of Directors
participated in external courses related to ethical corporate management
andprevention of insider trading,with a total of 9 traininghours.
3. The Function of the Reporting System of the Company
(1) Does the Company have a specific report and reward system
stipulated, a convenient report channel established and
responsible staff designated to handle the individual being
reported?
(1) The Company has formulated the “Rules for the Prosecution of Illegal
and Unethical or Dishonest Conducts” upon unanimous approval from
all attending directors at the board meeting on December 23, 2019. In the
Rules state clear and effective award and penal system, and if any
personnel of the Company seriously violates ethical conduct, the
Company shall dismiss the personnel from his or her position or
terminate his or her employment in accordance with applicable laws and
regulations or relevant procedures of the Company. The Company
encourages the insiders’ and outsiders’ informing of unethical or
unseemly conducts, and rewarded accordingly. Insiders having made a
false report or malicious accusation shall be subject to disciplinary action
and be removed from office if the circumstance concerned is material.
All the above are
compliant with
Ethical Corporate
Management
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.

41

Items for assessment Status of operation Status of operation Status of operation Deviation From the
“Ethical Corporate
Management
Best-Practice Principles
for TWSE or TPEx
Listed Company” and
the Reasons
Yes No Summary
(2) Has the Company established standard operating procedures for
investigating reported events, follow-up measures to be taken
after the investigation was completed, and related confidentiality
mechanisms?
(3) Has the Company taken proper measures to protect the
whistle-blowers from suffering any consequence of reporting an
incident?

The Company shall establish a mailbox and hotline for insiders and
outsiders of the Company to submit reports.
(2) The “Rules for the Prosecution of Illegal and Unethical or Dishonest
Conducts” was passed unanimous by all attending directors at the board
meeting on December 23, 2019. In the Rules, Article 5 – Handling
Procedures clearly regulates the operating procedures, document
retention periods, etc., internal control system review and operating
procedures of the responsible units which are identified after
investigation, and proposal of improvement measures to prevent the
recurrence of the same conduct. Article 7 -- Protection of
Whistleblowers and Investigators regulates that the handling of
whistle-blowing matters shall be represented in writing that they will
keep the whistleblowers’ identity, investigators and contents of
information confidential.
(3) The Company has formulated the “Rules for the Prosecution of Illegal
and Unethical or Dishonest Conducts” upon unanimous approval from
all attending directors at the board meeting on December 23, 2019. In the
Rules it is clearly stated that the Company is committed to protecting the
whistleblower from improper treatment as a result of the whistleblowing.
4. Intensification of Disclosure
Does the Company have the contents of corporate management
and its implementation disclosed on the website and MOPS?
The Company has set up the “ethical corporate management” sector under
“investor relations” > “corporate governance,” and has disclosed information
and promotion related to ethical corporate management on the MOPS for
inquiry at any time. It has also disclosed information related to ethical
corporate management on the external website.

All the above are
compliant with
Ethical Corporate
Management
Best-Practice
Principles for
TWSE/TPEx Listed
Companies.
5. If the Company has established its own corporate management principles in accordance with “Ethical Corporate Management Best-Practice Principles for TWSE/TPEx-Listed
Companies,” please describe its current practices and any discrepancies from the Best-Practice Principles:
The Company has established its “Ethical Corporate Management Best-Practice Principles.” All employees, managerial officers, and board members shall abide by these Principles.
There are no discrepancies between the currentpractices and the Best-Practice Principles.
6. Other information relevant to understanding the Company’s business integrity (e.g. reviews of business integrity principles):
The Company pays close attention to the development of the domestic and overseas regulations related to ethical corporate management, and encourages its directors, managerial
officers, employees to give suggestions. Based on the suggestions, the Company may review, improve and promote the ethical corporate management policies it has formulated, in
order to improve the effectiveness of the company’s ethical corporate management.

42

  • (VIII) If the Company has formulated its corporate governance principles and relevant regulations, the inquiry methods should be disclosed:

  • Please refer to “Corporate Governance” sector in the MOPS, or the Company’s website.

  • (IX) Other information that facilitates the understanding in the Company’s corporate governance should also be disclosed together:

  • Important information of the Company is disclosed on the MOPS and the Company’s website in accordance with the laws and regulations of the competent authorities. Company website: http://www.rechi.com/

MOPS: http://mops.twse.com.tw/mops/web/index. Stock No: 4532

2. Education training of the Board in 2020.

Whether Note
Training date the
Date of training
Trainin
Title Name (elected to) Organizer Course name g
hours
had
office complied
Start End
with
policies
Corporate
Director
representative

CHEN,
SHENG
TIEN
2020/06/16 2020/11/10 2020/11/10 Taiwan Corporate
Governance
Association
5G Key Technology
and Applications
3.0 Yes
2020/12/08 2020/12/08 Taiwan Corporate
Governance
Association
Red Flags of Fraud
for Financial
Misrepresentation
3.0 Yes
Corporate
Director
representative

YANG,
CHENG
MING
2020/06/16 2020/11/10 2020/11/10 Taiwan Corporate
Governance
Association
5G Key Technology
and Applications
3.0 Yes
Corporate
Director
representative

CHEN,
SHENG
CHUAN
2020/06/16 2020/11/10 2020/11/10 Taiwan Corporate
Governance
Association
5G Key Technology
and Applications
3.0 Yes
Corporate
Director
representative

CHEN,
CHIAO
MING
2020/06/16 2020/10/16 2020/10/16 Taiwan Securities
Exchange Corporation
Taipei Exchange
(TPEx)
2020 Corporate
Governance and
Corporate Integrity
Seminar for
Directors and
Supervisors
3.0 Yes
Independent
director
SU,
CHING
YANG
2020/06/16 2020/05/28 2020/05/28 Securities and Futures
Development
Foundation
Analysis and Case
Study of Non-arm’s
Length Transactions
of Directors and
Supervisors
3.0 Yes
2020/10/16 2020/10/16 Taiwan Securities
Exchange Corporation
Taipei Exchange
(TPEx)
2020 Corporate
Governance and
Corporate Integrity
Seminar for
Directors and
Supervisors
3.0 Yes
Independent
director
LEE, JEN
FANG

2020/06/16
2020/08/18 2020/08/18 Taiwan Institute of
Directors
Business
Transformation in an
Era of Change
3.0 Yes
2020/11/19 2020/11/19 Taiwan Institute of
Directors
Opportunities and
Challenges for
Businesses in the
U.S.–China Trade
War
3.0 Yes
Independent
director
CHEN,
SHENG
WANG
2020/06/16 2020/09/21 2020/09/21 Taiwan Securities
Exchange Corporation
Summit – “Corporate
Governance 3.0 – A
Blueprint for
Sustainable
Development”

3.0
Yes

43

  1. 2020 Continuing training regarding Corporate Governance participated by managerial officers:
Trainingdate Trainingdate Training
hours
Title Name Organizer Course name N
Start End ote
Vice
President/CFO/Chief
Corporate
Governance Officer

KO,
CHIH
CHENG
2020/06/12 2020/06/12 Taiwan Corporate
Governance
Association
10 Must-Learn Lessons of
Corporate Governance
3
2020/07/14 2020/07/14 Taiwan Corporate
Governance
Association
Smart Financial Management
from the Board of Directors’
Perspective
3

2020/09/22
2020/09/22 Taiwan Corporate
Governance
Association
Capital Market and Corporate
Governance

3
2020/11/24 2020/11/24 Taiwan Corporate
Governance
Association
Corporate Governance 3.0 –
A Blueprint for Sustainable
Development
3
2020/12/11 2020/12/11 Taiwan Corporate
Governance
Association
Mergers and Acquisitions
Reviews and Directors’
Responsibilities
3
Chief Financial
Officer/Chief
Accounting Officer
WU,
CHIN
MEI
2020/08/27 2020/08/28 Accounting
Research and
Development
Foundation
Continuing Training for Chief
Accounting Officers of
Issuers, Securities Firms, and
Securities Exchanges

12

44

(X) Execution status of internal control system:

  1. Statement of Declaration of Internal Control System

RECHI PRECISION CO., LTD.

Statement of Declaration of Internal Control System

Date: Mar. 22, 2021

The Company hereby states the results of the self-evaluation of the internal control system for

2020 as follows:

  1. The Company is aware that the establishment, execution, and maintenance of its internal control policies are the responsibilities The Company’s board of directors and managers. These policies were implemented throughout The Company. The purpose is to provide reasonable assurance on the achievement of operating effectiveness and efficiency (including profits, performance, and assets safeguarding), reporting matters with reliability, timeliness, and transparency, and compliance with the relevant law and regulations.

  2. Internal control policies are prone to limitations. No matter how robustly designed, effective internal control policies merely provide reasonable assurance to the achievements of the three goals above. Furthermore, environmental and situational changes may affect the effectiveness of internal control policies. However, self-supervision measures were implemented within The Company’s internal control policies to facilitate immediate rectification once procedural flaws have been identified.

  3. The Company has based on the criteria of the internal control system effectiveness in the “Regulations Governing the Establishment of Internal Control System by Public Companies” (referred to as the Regulations” hereinafter) to determine the effectiveness of the internal control system design and implementation. The criteria introduced by “The Governing Principles” consisted of five major elements, each representing a different stage of internal control: 1. Control environment, 2. Risk evaluation and response, 3. Procedural control, 4. Information and communication, 5. Supervision. Each element further contains several items. Please refer to “The Governing Principles” for details.

  4. The Company adopted the aforementioned criteria to evaluate the effectiveness of its policy design and execution.

  5. Based on the results of the determination in the preceding paragraph, the Company is of the opinion that, as of December 31, 2020, the internal control system (including the supervision and management of subsidiaries), including the design and implementation of the internal control system relating to the effectiveness and efficiency of the operations, reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations, is effective and can reasonably assure the achievement of the foregoing goals.

  6. This declaration forms part of the main contents of the company’s annual report and prospectus, and shall be disclosed to the public. Any misrepresentation or concealment of the aforementioned disclosures shall be liable to violation of Articles 20, 32, 171 and 174 of the Securities and Exchanges Act and the legal consequences thereof.

  7. This statement of declaration has been unanimously approved by all nine attending board members at the board meeting on Mar. 22, 2021.

RECHI PRECISION CO., LTD.

Chairman: CHEN, SHENG TIEN Signature

President: FENG, MING FA Signature

  1. For the CPAs specifically commissioned to review the internal control system, the Independent Auditor’s Report should be disclosed: None

45

  • (XI) Punishment of the Company and its internal personnel by law, punishment of the internal personnel of the Company for violation of the internal control system in the most recent year to the date this report was printed, and the major defects and state of corrective action taken: None.

  • (XII) Important resolutions of the Shareholders’ Meeting and Board Meeting during the most recent fiscal year and as of the printing date of this annual report.

1. Important resolutions and implementation of 2020 Shareholders’ Meeting

Date of Date of
Session Important resolutions and implementation of the shareholders’ meeting
meeting
2020
Shareholders’
Meeting

2020/06/16
1. Recognition of the 2019 Business Report and Financial Statements
Implementation: Approved as proposed.
2. Recognition of the Company’s 2019 profit distribution.
Implementation: Ex-Dividend Date: July 12, 2020. Distribution Date: July 24,
2020. (Cash dividend: NT$ 0.5 per share.)
3. Approval of the proposal for the partial amendment of the Company’s “Shareholder
Meeting Conference Rules.”
Implementation: Disclosed on the Company’s website after approval.
4. Approval of the proposal for the partial amendment of the “Articles of
Incorporation.”
Implementation: Approved by the Ministry of Economic Affairs on July 29,
2020 and disclosed on the Company’s website.
5. Approval of the proposal for the partial amendment of the “Procedures for
Endorsements/Guarantees.”
Implementation: Disclosed on the Company’s website after approval.
6. Election of the 13th Board of Directors (incl. Independent Directors)
Elected list
SAMPO CORPORATION Representative: CHEN, SHENG TIEN
SAMPO CORPORATION Representative: YANG, CHENG MING
SAMPO CORPORATION Representative: CHEN, CHIAO MING
China Steel Corporation Representative: HUANG, YI HSING
Sharp Corporation Representative: NAKASHIMA, MITSUO
Chumpower Machinery Corp.
Independent director SU, CHING YANG
Independent director CHEN, SHENG WANG
Independent director LEE, JEN FANG
Implementation: Approved by the Ministry of Economic Affairs on July 29,
2020 and disclosed on the Company’s website.
7. Approval of the proposal for canceling the non-compete restriction for new
directors and their representatives.
* Implementation: Effective upon approval.
2. Details of the important resolutions of Board of directors meeting in 2020/01/01 - 2021 and as of
thepublication date of the annual report.
Issues
listed in
Independent
the

Directors’ opinions
Securities
Session Time Important resolutions

and the
Exchange

Company’s
Act,
response thereto.
Article
14-3
19thmeeting
of the 12th
Board of
Directors
2020/03/20 1. Approved the 2019 individual financial reports of the Company Approved by all
attending
Independent
Directors
2. Approved the 2019 consolidated financial report of the
Companyand its subsidiaries.
3. Approved the Company’s 2019 business report.

46

4. Approved the 2019 earnings distribution
19thmeeting
of the 12th
Board of
Directors
2020/03/20 5. Approved the Company’s 2019 remuneration to employees and
remuneration to directors.
Approved by all
attending
Independent
Directors
6. Approved the issuance of the Company’s Statement of
Declaration of Internal Control System.
7. Approved the proposal for director election at the 2020
shareholders’ meeting.
8. Approved the candidates for 13th director election (incl.
Independent Directors) nominated by the Company’s board of
directors.
9. Approved the proposal for canceling the non-compete restriction
for new directors and their representatives.

10. Approved the established of the Company’s “Chief Corporate
Governance Officer”
11. Approved the personnel adjustment to the senior-level
managerial employees
12. Approved the proposal for canceling the non-compete restriction
for the managerial officers.
13. Approved the replacement of CPAs due to the need for internal
job rotation of Deloitte Touche Tohmatsu Limited
14. Approved the independence evaluation of the 2020 CPAs.
15. Approved the partial amendment to the Company’s “Rules of
Procedure for Board of Directors Meetings.”
16. Approved the partial amendment to the Company’s “Rules of
Procedures GoverningShareholders’ Meeting.”
17. Approved the partial amendment to the Company’s “Charter of
Audit Committee.”
18. Approved the partial amendment to the Company’s “Charter of
Remuneration Committee.”
19. Approved the formulation of the Company’s “Risk Management
Policyand Procedures.”
20. Approved the partial amendment to the Company’s “Code of
Corporate Governance Practice”
21. Approved the partial amendment to the Company’s “Corporate
Social ResponsibilityBest-Practice Principles.”
22. Approved the partial amendment to the Company’s “Procedures
for Ethical Management and Guidelines for Conduct.”
23. Approved the partial amendment to the Company’s “Procedures
for Endorsements/Guarantees.”
24. Approve the convening of the 2020 Regular Shareholders’
meeting
25. Approved the credit lines provided by the Company’s financial
institutions and the credit lines of the subsidiaries endorsed and
guaranteed bythe Company.
20thmeeting
of the 12th
Board of
Directors
2020/04/13 1. Approved the proposal of transferring shares to employees
through repurchase
Approved by all
attending
Independent
Directors
21stmeeting
of the 12th
Board of
Directors
2020/05/04 1. Approved the 2020 Q1 consolidated financial report of the
Companyand its subsidiaries.
Approved by all
attending
Independent
Directors
2. Partially amended the “Procedure for Transferring of Buyback
Shares to Employees” as required bythe competent authority.
3. Approved the credit lines provided by the Company’s financial
institutions and the credit lines of the subsidiaries endorsed and
guaranteed bythe Company.
1stmeeting of
the 13th
Board of
Directors

2020/06/16
1. Approved the election of the 13th chairman and vice chairman
of the Board.
Approved by all
attending
Independent
Directors
2. Approved the appointment of the Company’s managerial
officers.
3. Approved the appointment of the Company’s 2ndaudit
committee members.
4. Approved the appointment of the Company’s 4th salary

47

remuneration committee member.
5.
Approved the Company’s 2020 ex-dividend date.
2ndmeeting
of the 13th
Board of
Directors
2020/06/16 1.
Approved the remuneration to the Company’s Chairman.
Approved by all
attending
Independent
Directors
2.
Approved the remuneration to the Company’s Vice Chairman.

3.
Approved the remuneration to the Company’s President.
4. Approved the loan to Rechi Precision (Jiujiang) Electric
MachineryLimited
3rdmeeting
of the 13th
Board of
Directors
2020/08/04 1. Approved the 2020 Q2 consolidated financial report of the
Companyand its subsidiaries.
Approved by all
attending
Independent
Directors
2. Approved the Company’s 2020 businessplan.
3. Approved the loan to Rechi Precision (Qingdao) Electric
MachineryLimited
4. Approved the loan to Dyna Rechi JiujiangCo.,Ltd.
5. Approved the change of the Company’s safe keeper for
important seals.
6. Approved the partial amendment to the subsidiary Company’s
“Regulations Governingthe Supervisingof Subsidiaries”
7. Approved the “Procedures for RepurchasingShares.”
8. Approved the credit lines provided by the Company’s financial
institutions and the credit lines of the subsidiaries endorsed and
guaranteed bythe Company.
4thmeeting
of the 13th
Board of
Directors
2020/11/03 1. Approved the 2020 Q3 consolidated financial report of the
Companyand its subsidiaries.
Approved by all
attending
Independent
Directors
2. Approved the Company’s 2021 auditplan.
3. Approved the credit lines provided by the Company’s financial
institutions and the credit lines of the subsidiaries endorsed and
guaranteed bythe Company.
5thmeeting
of the 13th
Board of
Directors
2020/12/29 1.
Approved the Company’s 2021 business plan.
Approved by all
attending
Independent
Directors
6thmeeting
of the 13th
Board of
Directors
2021/03/22 1.
Approved the 2020 individual financial reports of the
Company
Approved by all
attending
Independent
Directors
2.
Approved the 2020 consolidated financial report of the
Companyand its subsidiaries.
3.
Approved the Company’s 2020 business report.
4.
Approved the 2020 earnings distribution
5.
Approved the Company’s 2020 remuneration to employees
and remuneration to directors.
6.
Approved the issuance of the Company’s Statement of
Declaration of Internal Control System.
7. Approved the replacement of CPAs due to the internal job
rotation of Deloitte Touche Tohmatsu Limited
8.
Approved the independence evaluation of the 2020 CPAs.
9.
Approved the proposal for canceling the non-compete
restriction for new directors and their representatives.
10.
Approved the proposal for canceling the non-compete
restriction for current independent directors.
11.
Approved the proposal for canceling the non-compete
restriction for the managerial officers.
12.
Approved the personnel adjustment to the senior-level
managerial employees
13. Approved the partial amendment to the Company’s “Policy for
Remuneration to Managerial Officers.”
14. Approved the partial amendment to the Company’s “Rules of
Procedures GoverningShareholders’ Meeting.”
15.
Approved the partial amendment to the Company’s “Rules of
Procedure for Board of Directors Meetings.”
16. Approved the credit lines provided by the Company’s financial
institutions.
17. Approve the convening of the 2021 Regular Shareholders’
Meeting

48

7thmeeting
of the 13th
Board of
Directors
2021/05/05 1.
Approved the 2021 Q1 consolidated financial report of the
Companyand its subsidiaries.
Approved by all
attending
Independent
Directors
2.
Approved the credit lines of the subsidiaries endorsed
andguaranteed bythe Company.

(XIII) Adverse opinions from the Directors or the Supervisors against major resolutions of the Board on record or in written declaration in the most recent year to the date this report was printed. The key content: None.

  • (XIV) In the most recent fiscal year and as of the publication of the annual report, the summary of the resignation or dismissal of the Chairman, President, Chief Accounting Officer, Chief Financial Officer, Chief Internal Auditor, Chief Corporate Governance and Chief R&D Officer.

Summary of the Resignation or Dismissal of the Company-Related Personnel

April 20,2021
Title Name Date of
(elected to)
office
Date of
dismissal
Reason for resignation or
dismissal
Chief financial
officer
KO, CHIH
CHENG
2009/01/07 2020/03/19 Reassigned due to duty needs
Chief R&D
Officer
HSU, HSI KUN
2017/01/01
2020/03/19 Reassigned due to duty needs

Note: The persons related to as referred to in this context are the Chairman, President, Chief Accounting Officer, Chief Financial Officer, Chief Internal Auditor, Chief Corporate Governance and Chief R&D Officer.

49

V. Disclosure of the accountant’s fee:

  • (I) Scale of accountant’s fee
Name of CPA
firm
Name of CPA Name of CPA Inspection period Remarks
Deloitte &
Touche
TSAI, CHEN
TSAI
CHANG,
CHING FU
2020/01/01–2020/12/31

Unit: NT$ thousand

Item of audit fees
Amount scale
Item of audit fees
Amount scale
Auditing fee Non-auditing fee Total
1 Less than NT$2,000 thousand
2 NT$2,000 thousand (inclusive) –
NT$4,000 thousand
3 NT$4,000 thousand (inclusive) –
NT$4,000 thousand
4 NT$6,000 thousand (inclusive) –
NT$8,000 thousand
5 NT$8,000 thousand – NT$10,000
thousand
6 More than NT$10,000 thousand
(inclusive)

(II) When professional fees paid to a certified public accountant or the accounting firm of a certified public accountant or its affiliate enterprises for non-auditing services account for a proportion equal to one-quarter or more of the fees paid for auditing, the amount of fees paid for both auditing and non-auditing service as well as the nature of the non-auditing services performed shall be disclosed:

The Company’s 2020 non-auditing fee accounts for 0.42% of the auditing fee, less than a quarter. Matters related to the non-audit services and content of audit fees.

Unit: NT$ thousand

Name of
CPA firm
Name of
CPA
Auditing
fee
Non-auditing fee Non-auditing fee Non-auditing fee CPA
inspection
period
Remarks
System
design
Industrial and
commercial
registration
Human
resource
Others Subtotal
Deloitte
& Touche
TSAI,
CHEN
TSAI
CHANG,
CHING FU
7,200 30 30 2020/01/01
to 2020/12/31

(III) When the Company changes its accounting firm and the amount of fees paid for auditing services during the year in which the change is made are lower than for the previous year, the amount by which the fees decreased, the proportional decrease, and the reasons therefor shall be disclosed: None.

(IV) In the event that the audit fees paid for the current fiscal year are lower than those for the previous fiscal year by 15% or more, the reduction in the amount of audit fees, reduction percentage, and reason(s) thereof shall be disclosed: The audit fee in 2020 has increase by 3.75% from 2019.

50

VI. Change of CPA

  • (I) On the predecessor CPAs 2020
hange of CPA

On the predecessor CPAs
2020
Date of replacement Mar. 20, 2020
Reason for replacement and
note
Due to internal job rotation of Deloitte & Touche, the
original CPAs of TSAI, CHEN TSAI and CHENG,
CHIN TSUNG were replaced by TSAI, CHEN TSAI
and CHANG,CHING FU,starting2020Q1.
The commissioner or CPA
terminates or declines the
commission
Counterparty
Status

CPAs
Commissioner
Decided to terminate
the appointment
N/A
Decided to not to
(continue the)
appointment
Opinions and reasons of audit
reports issued during the most
recent two years, excluding
those issued with unqualified
opinion.
N/A
Disagreement with the issuer
(Yes/No)
Yes Accounting principles or
practices
Disclosure
of
financial
statements
Audit scope or procedure
Others
None N/A
Explanation
Other disclosures
(Matters covered in Item 1-4,
Subparagraph 5, Article 10 of the
Regulations should be disclosed)
N/A

2019: N/A

  • (II) On the successor CPAs: N/A

  • (III) Reply letter from the predecessor CPAs regarding Item 1 and 2-3, Subparagraph 5, Article 10 of the Regulations: N/A

  • VII. The Chairman, president, or manager responsible for finance or accounting holding a position at a firm belonging to a certifying CPA firm or any affiliated enterprise within the preceding year: None.

51

VIII.The transfer of shares and changes in pledges of the Directors, Managers and shareholders holding more than 10% of the shares in the most recent year and as of the printing date of this annual report.

(I) Changes in shareholding of Directors, Managers and major shareholders

Title Name 2020 2020 As of Apr. 30 of
currentyear
As of Apr. 30 of
currentyear
Note
Increase
(decrease)
in no. of
shares held
Increase
(decrease)
in no. of
pledged
shares
Increase
(decrease)
in no. of
shares
held
Increase
(decrease)
in no. of
pledged
shares
Institutional Director SAMPO
CORPORATION
37,000
0

0

0

Major
shareholder
Chairman &
Corporate Director
representative
CHEN, SHENG TIEN
0

0

0

0
Vice Chairman &
Corporate Director
representative
YANG, CHENG
MING
0
0

0

0
Corporate Director
representative
CHEN, CHIAO
MING
0
0

0

0
Institutional Director Sharp Corporation 0
0

0

0
Corporate Director
representative
NAKASHIMA,
MITSUO
0
0

0

0
Institutional Director China Steel
Corporation
0
0

0

0
Corporate Director
representative
CHENG, CHI CHAO 0
0

0

0
Institutional Director Chumpower
MachineryCorp.
0
0

0

0
Corporate Director
representative
CHEN, SHENG
CHUAN
(112,550)
0

0

0
Independent director SU, CHING YANG 0
0

0

0
Independent director CHEN, SHENG
WANG
0
0

0

0
Independent director LEE, JEN FANG 0
0

0

0
President FENG, MING FA 0
0

0

0
Vice President WU, YI WEN 0
0

0

0
Vice President &
Corporate
Governance Officer
KO, CHIH CHENG 0
0

0

0
Vice President NIU, YONG GUANG
0

0

0

0
Assistant VP LIAO, HSUEH YEN 0
0

0

0
Assistant VP LIU, SHIH CHIEH 0
0

0

0
Assistant VP CHIEN, CHENG
CHUNG
0
0

0

0
Assistant VP CHEN, SHUN FANG 0
0

0

0
Assistant VP LO, PEI CHOU 0
0

0

0

52

Chief financial
officer, Chief
AccountingOfficer
WU, CHIN MEI 0
0

0

0

(II) Information on transfer of shares: N/A

(III) Information on pledged shares: N/A

53

IX. The top ten shareholders who are spouses or relatives within the second degree of kinship of one another:

Date: Apr. 30,2021 Date: Apr. 30,2021 Date: Apr. 30,2021
Name Shareholding Shareholding by spouse
or dependents
Shareholding by
nominee
arrangement





The name and
relationship of the top
ten shareholders who
are spouses or relatives
within the second
degree of kinship
Note
Shares Sharehold
ingratio
Shares Sharehold
ingratio
Shares Sharehol
dingratio
Compan
yname
Relation
SAMPO CORPORATION 135,610,160 26.86% - - - - None None
SAMPO CORPORATION
Representative: CHEN,
SHENG TIEN
0 0% 733 0% - - None None
SAMPO CORPORATION
Representative: YANG,
CHENG MING
0 0% 0 0% - - None None
SAMPO CORPORATION
Representative: CHEN,
CHIAO MING
1,154,743 0.23% 0 0% - - None None
Fubon Life Insurance Co.,
Ltd.
Representative: Tsai,
Ming-Hsing
27,546,703 5.46% - - - - None None
China Steel Corporation 23,002,022 4.56% - - - - None None
China Steel Corporation
Representative: Cheng,
Chi-Chao
0 0% 0 0% - - None None
Mega Bank in custodian for
Sharp Corporation
Investment Account
22,771,289 4.51% - - - - None None
Mega Bank in custodian for
Sharp Corporation
Investment Account
Representative:
NAKASHIMA,MITSUO
0 0% 0 0% - - None None
Taiwan Life Insurance Co.,
Ltd.
Representative: Huang,
Ssu-Kuo
16,052,762 3.18% - - - - None None
LIU, MAO SUNG 9,103,754 1.80% 4,227,700 0.84% - - None None
National Electronic
Appliance Co., Ltd.
Representative: Hung,
Min-Hung
8,005,731 1.59% - - - - None None
DIVINE PILL
INDUSTRIAL CO., LTD.
Representative: Wu,
Ching-Yao
7,048,289 1.40% None None
Investment Account of the
Central Bank of Norway
under custody of Citibank
(Taiwan)
6,205,714 1.23% - - - - None None
Jianhong International
Investment Co., Ltd.
Representative: Hung,
Min-Hung
5,662,353 1.12% - - - - None None

54

  • X. The number of shares held in as investee by an entity controlled directly or indirectly by the Company, the Company’s Director, managers. The aggregate shareholding ratio shall be provided: (Unit: thousand shares)
Investee The Company The Company Investment by an entity
controlled directly or
indirectly by the Company,
the Company’s Director,
managers
Investment by an entity
controlled directly or
indirectly by the Company,
the Company’s Director,
managers
Total investment Total investment
Shares Shareholding
ratio
Shares Shareholding
ratio
Shares Shareholding
ratio
Dyna Rechi Co., Ltd.
72,000

42.20%

48,412

28.38%

120,412

70.58%

55

[IV.Capital Overview]

I. Shares and Dividends

(I) Sources of shares and dividends

Apr. 30, 2021

Apr. 30,2021 Apr. 30,2021
Year
and
month

Issuing
price
Authorized capital Paid-upcapital Remarks

Shares (in
thousand
shares)
Amount
(thousand)
Shares (in
thousand
shares)
Amount
(thousand)
Sources of share
capital (thousand
shares)
Paid in
properties
other than
cash
Others
2002/10 10 260,000 2,600,000 189,165 1,891,657 Capitalization from
earnings 189,472
2002/07/25 pursuant to
Zheng-Qi-Hui-Tai-Cai-Zheng
(I) Letter No. 0910141754.
2003/07 10 287,000 2,870,000 198,396 1,983,965 Capitalization from
earnings 92,308
2003/03/08 pursuant to
Zheng-Qi-Hui-Tai-Cai-Zheng
(I) Letter No. 0920133431.
2004/10 10 300,000 3,000,000 250,646 2,506,461 Capitalization from
earnings 125,305
2004/07/09
Jin-Guan-Zheng-1-Zi Letter
No. 0930130588.
2006/04 10 426,000 4,260,000 307,991 3,079,914 Capitalization from
earnings 31,864
2006/03/07
Jin-Guan-Zheng-1-Zi Letter
No. 0950107188.
2006/08 10 426,000 4,260,000 342,062 3,420,620 Capitalization from
earnings 34,070
2006/08/28
Jin-Guan-Zheng-1-Zi Letter
No. 09501189590.
2006/10 10 426,000 4,260,000 342,087 3,420,872 Capitalization from
bonds 25
2006/10/16
Jing-Shou-Shang-Zi Letter
No. 09501232940.
2006/12 10 426,000 4,260,000 344,350 3,443,502 Capitalization from
employee share
options
2,263
2006/12/28
Jing-Shou-Shang-Zi Letter
No. 09501291520.
2007/01 10 426,000 4,260,000 345,274 3,452,745 Capitalization from
bonds 924
- 2007/01/15
Jing-Shou-Shang-Zi Letter
No. 09601009150.
2007/03 10 426,000 4,260,000 346,221 3,462,215 Capitalization from
employee share
options 947
2007/03/06
Jing-Shou-Shang-Zi Letter
No. 09601042860.
2007/07 10 426,000 4,260,000 348,196 3,481,963 Capitalization from
bonds 1,974
2007/07/13
Jing-Shou-Shang-Zi Letter
No. 09601164410.
2007/08 10 426,000 4,260,000 352,690 3,526,905 Capitalization from
bonds 2,504
Capitalization from
employee share
options 1,990
2007/08/31
Jing-Shou-Shang-Zi Letter
No. 09601215330.
2007/09 10 426,000 4,260,000 364,595 3,645,959 Capitalization of
earnings
11,905
2007/09/14
Jing-Shou-Shang-Zi Letter
No. 09601227630.
2008/09 10 426,000 4,260,000 384,665 3,846,652 Capitalization of
earnings
20,069
2008/09/01
Jing-Shou-Shang-Zi Letter
No. 09701223360.
2008/09 10 426,000 4,260,000 383,038 3,830,382 Retirement of treasury
stock
1,627
2008/09/17
Jing-Shou-Shang-Zi Letter
No. 09701234110.
2010/10 10 426,000 4,260,000 403,475 4,034,752 Capitalization from
private placement
20,437
2010/10/01
Jing-Shou-Shang-Zi Letter
No. 09901218390.
2010/11 10 426,000 4,260,000 393,492 3,934,922 Retirement of treasury
stock
9,983
2010/11/08
Jing-Shou-Shang-Zi Letter
No. 09901248870.
2011/05 10 486,000 4,860,000 416,171 4,161,712 Capitalization from
private placement
22,679
2011/05/06
Jing-Shou-Shang-Zi Letter
No. 10001087290.
2011/09 10 486,000 4,860,000 428,656 4,286,564 Capitalization of
earnings
12,485
2011/09/01
Jing-Shou-Shang-Zi Letter
No. 10001201250.

56

2012/09 10 486,000 4,860,000 441,516 4,415,161 Capitalization of
earnings
12,859
2012/09/04
Jing-Shou-Shang-Zi Letter
No. 10101181900.
2013/08 10 486,000 4,860,000 454,761 4,547,616 Capitalization from
earnings 13,245
2013/08/01
Jing-Shou-Shang-Zi Letter
No. 10201154700.
2014/08 10 486,000 4,860,000 468,404 4,684,044 Capitalization from
earnings 13,643
2014/07/30
Jing-Shou-Shang-Zi Letter
No. 10301156780.
2016/12 10 600,000 6,000,000 483,882 4,838,821 Capitalization from
bonds 15,478
2016/12/01
Jing-Shou-Shang-Zi Letter
No. 10501274930.
2017/04 10 600,000 6,000,000 486,062 4,860,623 Capitalization from
bonds 2,180
2017/04/17
Jing-Shou-Shang-Zi Letter
No. 10601044760.
2017/05 10 600,000 6,000,000 487,937 4,879,372 Capitalization from
bonds 1,875
2017/05/26
Jing-Shou-Shang-Zi Letter
No. 10601067790.
2017/09 10 600,000 6,000,000 490,157 4,901,578 Capitalization from
bonds 2,220
2017/12/08
Jing-Shou-Shang-Zi Letter
No. 10601166020.
2017/12 10 600,000 6,000,000 492,178 4,921,784 Capitalization from
bonds 2,020
2018/01/15
Jing-Shou-Shang-Zi Letter
No. 10701004880.
2018/04 10 600,000 6,000,000 492,662 4,926,627 Capitalization from
bonds 484
2018/04/12
Jing-Shou-Shang-Zi Letter
No. 10701038570.
2018/06 10 600,000 6,000,000 495,686 4,956,863 Capitalization from
bonds 3,023
2018/06/13
Jing-Shou-Shang-Zi Letter
No. 10701059300.
2018/08 10 600,000 6,000,000 506,013 5,060,131 Capitalization from
bonds 10,326
2018/08/30
Jing-Shou-Shang-Zi Letter
No. 10701112420.
2020/02 10 600,000 6,000,000 504,915 5,049,151 Retirement of treasury
stock 1,098
2020/02/06
Jing-Shou-Shang-Zi Letter
No. 10901009400.
Shares
Type
Authorized capital Remarks
Outstanding (listed)
shares
Unissued Shares Total
Common
shares
504,915,105 95,084,895 600,000,000 Treasury stock 20,000
shares

Information regarding self-registration: N/A

(II) Shareholder structure

(II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure (II) Shareholder structure
Apr. 19,2021
Shareholder
structure
Quantity


Government
agencies

Financial
institutions

Other
corporations
Individuals Foreign
institutions
and foreign
persons


Institutions
and
persons
from China


Total
No. of person(s)
0

5

65

20,953

142

3

21,168
Shareholding 0
45,301,465

190,961,594

201,422,601

66,999,445

230,000

504,915,105
Shareholding
ratio
0%
8.97%

37.82%

39.89%

13.27%

0.05%

100.00%

57

(III) Diversification of Shareholdings

I) Diversification of Shareholdings I) Diversification of Shareholdings
NT$10/share Apr. 19,2021
Ratio of
Shareholding (%)
0.19%
4.63%
3.98%
2.30%
2.26%
3.04%
3.44%
5.43%
4.64%
3.35%
2.01%
1.44%
0.93%
6.05%
11.75%
44.56%
100.00%
Range of Shareholding No. of
Shareholders
Shares Ratio of
Shareholding (%)
1 to 999
5,076
935,786 0.19%
1,000 to 5,000
10,309
23,400,455 4.63%
5,001 to 10,000
2,520
20,102,998 3.98%
10,001 to 15,000
927
11,635,424 2.30%
15,001 to 20,000
615
11,396,793 2.26%
20,001 to 30,000
597
15,325,781 3.04%
30,001 to 50,000
440
17,374,383 3.44%
50,001 to 100,000
387
27,415,181 5.43%
100,001 to 200,000
167
23,443,054 4.64%
200,001 to 400,000
61
16,926,818 3.35%
400,001 to 600,000
20
10,132,675 2.01%
600,001 to 800,000
10
7,273,162 1.44%
800,001 to 1,000,000
5
4,707,176 0.93%
1,000,001 to 3,000,000
18
30,531,741 6.05%
3,000,001 to 10,000,000
11
59,330,742 11.75%
Over 10,000,001
5
224,982,936 44.56%
Total 21,168 504,915,105 100.00%

(IV) Names of principle shareholder

V) Names of principle shareholder
Apr. 19,2021
Shares
Names ofprinciple shareholder
SAMPO CORPORATION
Fubon Life Insurance Co.,Ltd.
China Steel Corporation
Mega Bank in custodian for Sharp Corporation
Investment Account
Taiwan Life Insurance Co.,Ltd.
Porite Taiwan Co.,Ltd.
LIU,MAO SUNG
National Electronic Appliance Co.,Ltd.
Citibank (Taiwan) in the custody for Special
Account for Investment of the Central Bank of
Norway
JianhongInternational Investment Co.,Ltd.
No. of Shares
held
Shareholding
ratio
135,610,160 26.86%
27,546,703 5.46%
23,002,022 4.56%
22,771,289 4.51%
16,052,762 3.18%
9,103,754 1.80%
8,005,731 1.59%
7,048,289 1.40%
6,205,714 1.23%
5,662,353 1.12%

58

(V) Information on market price, net value, earnings and dividends per share in the most recent 2 years

recent 2years recent 2years recent 2years
Items Year
2019
2020 As ofMar. 31, 2021
Market
price per
share
(Note 1)
Highest 27.75 23.10 22.95
Lowest 22.60 13.65 19.50
Average 24.69 19.20 21.05
Net value
per
(Note 2)

Before dividend distribution
15.66 17.50 17.80
After dividend distribution
15.16 16.80 17.10
Earnings
per share
Weighted average no. of shares 504,915,105 504,901,225 504,895,105
Earnings per share
(Note 3)
Before
adjustment

1.3
1.41 0.27
After
adjustment

-
- -
Dividends
per share
Cash dividends 0.5 0.7
(Pending approval
of the shareholders’
meeting)
-

Stock
dividends
Stock dividend from
retained earnings

-
- -

Stock dividend from
capital reserves

-
- -
Accumulated undistributed
dividends(Note 4)
- - -
Analysis
of ROI
Price/Earnings ratio(Note 5) 18.99 13.62 -
Price/Dividend ratio(Note 6) 49.38 27.43 -
Cash dividendyield(Note 7) 0.02 0.04 -
  • Where stock dividends were paid from earnings or capital reserves, the information on the market price and cash dividends adjusted retroactively according to the number of shares issued shall also be disclosed.

  • Note 1: The highest and lowest market prices of common stock each year are shown and the annual average market price is calculated according to the strike price and the trading volume in each year.

  • Note 2: Calculated based on the number of outstanding shares at year-end; amount of distribution resolved in next year’s shareholders’ meeting is presented in the table.

  • Note 3: If retroactive adjustments are required because of free share distribution, earnings per share before and after adjustments shall be shown.

  • Note 4 If equity securities are issued with terms that allow dividends to be accrued and accumulated until the year the Company makes profit, the amount of cumulative undistributed dividends up till the current year is disclosed separately.

  • Note 5: Price/Earnings ratio = Average closing price per share for the year/earnings per share.

  • Note 6: Price/Dividend ratio = Average closing price per share for the year/cash dividends per share.

  • Note 7: Cash dividend yield = cash dividends per share/average closing price per share for the year

  • Note 8: Net worth per share and earnings per share should be based on audited (auditor-reviewed) data as at the latest quarter before the publishing date of this annual report. For all other fields, data should be provided as at the end of their respective years.

59

(VI) The company’s dividend policies and execution

  1. Dividend policies

    • (1) Conditions and occasions of dividends distribution: If the Company has profit after final accounting, the Company shall use the earning to pay for taxes, set off accumulated deficits, and appropriate 10% of the legal reserve, and appropriate to or reverse from special reserve pursuant to relevant laws and regulations. 25% to 99% of the remaining earnings, if any, shall be appropriated as shareholders’ bonuses.

    • (2) Appropriation to special reserve: The Appropriation shall be handled in accordance with the Company Act, and Paragraph 1 Article 41 of the Securities and Exchange Act. An amount (equal to the recognized deduction to the shareholders’ equity) is appropriated to the special reserve from the after tax in current year and undistributed earnings from previous year. In cases of subsequent reversal of shareholders’ equity, the reserved amount may be distributed.

    • (3) Type and amount of dividends distributed: The Board of Directors shall prepare and submit a proposal for the distribution of dividends to the shareholders’ meeting in accordance with the law in a yearly basis. Shareholders’ dividends are distributed in two ways: cash dividends and stock dividends. The cash dividends must not be less than 10% of the total dividends distributed, and the rest are stock dividends.

  2. The earnings distribution proposed at the 2021 shareholders’ meeting: Cash dividends: NT$ 353,426,574.

  3. (VII) Influence on the company business performance, and EPS by the proposal of stock grant in this shareholders’ meeting: N/A

(VIII) Remuneration of employees, directors and supervisors

  1. The percentage or scope of remuneration to the employees, Directors, and Supervisors as stated in the Articles of Incorporation:

  2. The Company’s Articles of Incorporation stipulate that, after annual earnings first offset any deficit, no more than 3% shall be allocated as remuneration of directors, and no less than 1% and no more than 8% shall be allocated to remuneration to employees. The remuneration to employees and directors shall be submitted to the shareholders’ meeting for review.

  3. However, profits must first be taken to offset against cumulative losses if any, then used for appropriation of remuneration to employees and directors based on the preceding percentage.

  4. Remuneration to employees can be paid in the form of cash or shares to employees of affiliated companies that satisfy certain criteria. The criteria shall be determined by the Board of Directors or other authorized personnel.

  5. The estimation basis of remuneration to employees, directors and supervisors for the current period, and the accounting process when there is discrepancy between the calculation basis and actual distribution amount of employee remuneration distributed by shares and the estimated value:

  6. Based on the current year’s pre-tax income before deduction of the remuneration to employees and directors, no less than 1% and no greater than 8% of the balance is allocated as remuneration to employees, and no more than 3% for remuneration to directors. The remuneration to employees for the year 2020 is estimated to be NT$ 49,441 thousand based on the preceding percentage of no less than 1% and no more than 8%. The remuneration to directors for the year 2020 is estimated to be NT$ 14,262 thousand based on the preceding percentage of no more than 3%.

  7. Remuneration proposals approved by the board of directors:

  8. (1) The amount of remuneration distributed in cash or stocks to employees and directors: The Company’s Board meeting resolved on Mar. 23, 2021 to distribute NT$ 49,441 thousand of remuneration to employees and NT$ 14,261 thousand of remuneration of Directors in the form of cash.

  9. (2) The amount of remuneration to employees paid in the form of stock as a percentage to the sum of the net income as stated in the individual financial statements, and the total remunerations to employees: N/A.

  10. Actual distribution of remuneration to employees and directors in the previous year

Unit: NT$thousand Unit: NT$thousand
Items Distributed to Amount recognized
in 2019
Actual distribution
amount
Difference
Remuneration to
employees
Employees of the
Company
45,368 45,368 0
Remuneration of
Directors
Directors of the
Company
13,087 13,087 0

60

(IX) Share repurchases of the Company

Share repurchases (Completed)

Share repurchases (Completed)
April 20,2021
No. of repurchase 8threpurchase
Purpose Transfer to employees
Period for the repurchase 2020/04/14 – 2020/06/13
Price range of the shares to be
repurchased
NT$ 11.35 – NT$ 25.50
Type and no. of shares repurchased Common shares/20 thousand shares
Monetary amount of shares repurchased NT$ 306,000
No. of repurchased shares as a percentage
ofproposed share repurchase(%)

0.4%
No. of shares retired or transferred 0
Accumulated no. of shares held 20 thousand shares
Accumulated no. of shares held as a
percentage to the total issued share(%)
0.0040%

II. Corporate bond: None.

III. Preferred shares: None.

  • IV. Global depository shares: None.

  • V. The status of employee share option: None.

  • VI. New restricted employee shares: None

VII. M&A (include merger and acquisition, consolidation, and division): None.

VIII. Implementation of the funds allocation plan: None.

61

[V. Operating Highlights]

I. Business Activities

  • (I) Business scope

1. The principal businesses of the Company

CB01990 Other MachineryManufacturing
CC01010 Manufacture of Power Generation, Transmission and Distribution
Machinery.
CC01030 Electrical Appliances and Audiovisual Electronic Products
Manufacturing.
F601020 ElectricApplianceInstallation.
E603050 Automatic Control Equipment Engineering.
E801070 Kitchenware and SanitaryFixtures Installation Engineering
F113020 Wholesale of Electrical Appliances.
IG03010 EnergyTechnicalServices.
ZZ99999 All business items that are not prohibited or restricted by law,
except those that are subject to special approval.

2. Proportion of business

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Year
Product
2019 2020

Sales volume
Proportion to
total business
amount
Sales volume Proportion to
total business
amount
Compressor 19,481,965
96.77%

18,338,985

94.90%
Others 650,979
3.23%

980,977

5.10%
Total 20,132,944
100.00%

19,319,962

100.00%
3. The Company’s current commodity (service)items
Mainproducts Scope of application
Rotary compressor and pumps Applicable on domestic and overseas 330 kcal/hr – 8860 kcal/hr
window A/C, split type A/C, unitary A/C, dehumidifiers, and
heat pump applications including heat pump dryer, and water
heater.
Home and commercial heat
pump water heater equipment
Applicable on domestic and overseas water heaters for both
single-split and multi-split type, providing 200 to 150,000 L of
hot water a day.

3. The Company’s current commodity (service) items

4. New products (services) planned to be developed

Products Planned R&D
Rotary compressor Development of new class-A energy efficient inverter compressor for
Europe heat pump water heater
Development of N. America light commercial three-phase fixed speed
compressor
Development of new motor for 35FR/44FR fixed speed compressor to
improve product in N. America market
Development of refrigerator-use 39FR fixed speed compressor
Development of inverter compressor for truckparkingair-conditioner
Home and commercial
heat pump water
heater equipment

Development or introduction of high-efficiency or multi-functional home
or commercial heat pump water heater

62

(II) Industry Overview:

1. Current industry situation and development:

Due to the continued impact of the COVID-19 pandemic since 2020, the resumption of work at home appliance companies in Europe and the U.S. is not as good as in China. The air conditioning industry is thus becoming more concentrated in China. In the fiscal year of 2020, the export of air conditioners from enterprises in China increased by 4.65% year on year. The Chinese companies’ domestic sales for home air-conditioners fell 12.89% year-on-year. At the beginning of the outbreak, the Company set up a global outbreak response team to formulated relevant plans and actively respond to the situation. Therefore, despite the pandemic, the Company’s sales volume grew in 2020, outperforming the industry. The following table shows the production and sales volume of the rotary compressor industry in China (unit: million units)

Year 2019 2020 year-on-year increase
Production 21,375 21,045 -1.55%
Sales 21,518 21,155 -1.69%
In Stock 808 713 -11.73%

From 2011 Q1, the air conditioner industry had entered its peak sales season and market demand recovered to that of 2019. However, with the rise in the price of raw materials, the cost pressure on the upstream and downstream companies has increased significantly. The China’s domestic demand increased due to the recovery of market. Due to global warming, experts predict that the global temperature will be higher compared to the same period in previous years. Thus, most air conditioner companies are optimistic about the growth of the domestic market. Although the export market is still expanding, uncertainties increase of export orders for air conditioning companies, due to increase in the price of raw materials and appreciation of RMB.

  1. Association between upstream, midstream, and downstream industry participants:

Upstream Midstream Downstream Copper pipe supplier Rotary compressor Air-conditioner manufacturer manufacturer Silicon steel sheet Reciprocating compressor Dehumidifier supplier manufacturer manufacturer heat pump dryer Magnet supplier manufacturer Heat pump Sheet metal supplier dishwasher manufacturer Refrigeration oil Heat pump water heater manufacturer

Refrigeration oil suppliers

  1. Development trend and competition of products:

  2. (1) Development trend of products: Rotary compressors have mature application in home air-conditioners, commercial air-conditioners, dehumidifiers, heat pump dryers, heat pump water heaters, and heat pump heaters. The Company is also developing new applications in truck parking air-conditioners, Unitary air-conditioners, heat pump dryers, pool heat pumps, water chillers, and refrigerated trucks.

  3. (2) Competition of products:

    • In face of rapid price increase in raw materials, companies in the industry focus on design and enhance their competitiveness through miniaturization and cost optimization.

Through our differentiation advantage in miniaturized design, the Company has been

63

able to maintain its leading position in the industry and is competitive in China domestic sales of inverter applications.

(III) Technology and R&D

  1. Research and development expenses:
echnology and R&D
. Research and development expenses:
echnology and R&D
. Research and development expenses:
echnology and R&D
. Research and development expenses:
Unit: NT$thousand
Year
Items

2019
2020
Research and
development
expenses
482,026
435,395
Net operating value
20,132,944

19,319,962
Percentage 2%
2%

2. Major R&D results in the most recent year

  • (1) Development of 2023 new energy-efficient compressor for N. America unitary air-conditioners (R410A series)

  • (2) Development of 1.5HP small 35RF inverter compressor for China home air-conditioners

  • (3) Development of 3.0HP small 40RF inverter compressor for China home air-conditioners

  • (4) Development of high efficiency inverter compressor (1.0, 1.5HP) with new energy-saving method for Japan home air-conditioners

  • (5) Development of 44FR horizontal compressor for rooftop air-conditioners

  • (6) Development of 15K small 44FR compressor for Europe R290 portable air-conditioners

  • (7) Development of multi-functional smart miniature air-conditionings

(IV) Short and long-term business development plan:

  1. Long-term business development plan:

  2. (1) Strengthening our core technologies, utilizing our product differentiation, expanding medium and large scale and ground-breaking applications, and accelerating penetration into high value-added product markets.

  3. (2) Cultivating strategic customers, jointly formulating medium- and long-term plans, expanding the global market in phases, and stabilizing a certain operating ratio of strategic customers.

  4. Short-term business development plan:

  5. (1) Adjusting product distribution and continuously expanding the application of compressors in different fields.

    • Developing new miniaturized and low-cost products in response to the rising prices of raw materials

    • Fostering and enhancing product applications in energy-saving markets such as heat pump dryers, heat pump dishwashers and heat pump water heater, and expanding the use of commercial air-conditioners.

  6. (2) Actively expanding the China domestic market

    • Promoting the product strategy in the domestic market, through our product competitive advantages Establishing close relationship with strategic customers to increase the ratio of our products on the customer side.

64

  • II. Analysis of the market as well as production and marketing situation

  • (I) Market analysis:

    1. The regions for the sale of main products

Unit: NT$ thousand

Year
Regions
2020 2020
Amount Percentage
China 11,501,257
59.53%
Thailand 1,417,868
7.34%
USA 1,786,742
9.25%
Poland 1,954,957
10.12%
Brazil 439,130
2.27%
Egypt 503,545
2.61%
Others 1,716,463
8.88%
Total 19,319,962
100.00%

2. Market share percentage

In 2020, the global market share of our compressors was about 10%, N. America market was 18%, S.E. Asia Market was 25%, S. America market was 19%, Europe market was 33%, China market was 8%. Our products are selling to the major countries in the world, with over 200 customers.

  1. Competitive niche, positive and negative factors for the prospects of our development, and our corresponding strategies:

    • (1) Competitive niche and, positive factors for the prospects of our development:

      • Our sales products have reached the major countries of air-conditioner manufacturers, raking No. 4 in the global industry and gradually closing the gap with No. 3.

      • We have a wide range of customers in major air-conditioner manufacturers all over the world.

      • Our production and sales are located in the major air-conditioner manufacturing regions in China, and we also have offices in India, Thailand, the United States and Japan.

      • Our product technology and quality are at the top of the industry and are fully trusted by customers

    • (2) Negative factors and our corresponding strategies:

      • Rising raw material prices, which reduces profit

      • Shorter ordering cycle, faster internal production delivery cycles required.

    • (3) Corresponding strategies:

      • The pressure of rising costs is transferred through downstream manufacturers, to maintain profit margins

      • We enhance our communication with our customers to obtain timely order delivery information, and at the same time do advance planning to enhance our internal production mechanism and meet customer needs.

  2. (II) Usage and manufacturing processes of the Company’s main products:

1. Usage of the Company’s main products

  • Refrigerant compressor: Key component for home window air-conditioner, split style air-conditioner, heat pump dryer, and heat pump water heater.

  • Pump: Key component for refrigerant compressor, for assembly of refrigerant compressor.

65

2. Production process:

==> picture [438 x 184] intentionally omitted <==

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

Precise abrasive Constant temperature
Roughing of 3
machining of 5 pump Cleaning room
pump parts
parts hierarchical storage
Pump Compressor Water leakage
Cleaning
assembly assembly detection
Electrodepositi Engine oil
Testing Packaging
on Coating filling
Stock in
----- End of picture text -----

(III) Supply of main raw materials:

Our main raw materials are supplied from stable sources, and we have good relations with various suppliers. Details of suppliers are as follows:

Main raw materials Suppliers
Silicon steel sheet ChinaSteel, CHINA BAOWU STEEL GROUP
CORPORATION LIMITED,and Shougang
Enameled wire Jingda Rea, DONGGUAN YULONG ELECTRIC
MATERIAL CO.,LTD, and ZHUHAI GREE
ELECTRIC ENTERPRISES LTD.
Roller Shanghai Zhaofeng Weikang Trading Co.,Ltd,
HUIZHOU DIANZHAN HARDWARE CO.,LTD,
and Shanxi HuaxiangGroupCo.,Ltd
Powder metallurgy top &
bottom flange
NBTM NEW MATERIALS GROUP Co., LTD,
Zhejiang Baida Precision Manufacturing Corp., and
Weida
Vane Zhejiang Baida Precision Manufacturing Corp.,
China Chenglong Group Co., Ltd., AVIC Guizhou
south west Tool(Group)Co.,LTD.,and Yongwei
Accumulator GuangZhou Dajin Electric Appliances CO., LTD.,
Dadian Hardware Product(Jiujiang) Co., Ltd.,
Jiepin,and Rizhao Huifeng
Motor overload protector Foshan Tongbao Huaxing Control Co.,Ltd.,
NINGBO UBUKATA ELECTRIC CO.,LTD,
Sensata, and JIANGSU CHANGRONG
ELECTRIC CO.,LTD.
Terminal CHAOZHOU SANHUAN(GROUP) CO.,Ltd,
Rizhao Huifeng,Fusite,and Airuide
Casting (Cylinder, Shaft, Top &
Bottom flange)
Shanxi Huaxiang Group Co.,Ltd, HUIZHOU
DIANZHAN HARDWARE CO.,LTD,Deshang
Magnet (inverter) Jinlong (China Xiamen Tunsten Group), Shougang,
and JL MAG RARE-EARTH CO.,LTD.
Engine oil JXTG, Zhejiang Baida Precision Manufacturing
Corp.,and IDEMITSU LUBE CO.,LTD.

66

  • (IV) A list of any suppliers and clients accounting for 10 percent or more of the company’s total procurement (sales) amount in either of the 2 most recent fiscal years, the amounts bought from (sold to) each, the percentage of total procurement (sales) accounted for by each:

  • Information of main suppliers in the most recent 2 years

Year 2019 2019 2019 2020 2020 2020 As of thepreviousquarter of 2021 As of thepreviousquarter of 2021 As of thepreviousquarter of 2021 As of thepreviousquarter of 2021
Item
s
Company
name
Amount Percentag
e in the
net annual
percentag
e of
purchase
(%)
Relatio
n with
the
issuer
Company
name
Amount Percentag
e in the
net annual
percentag
e of
purchase
(%)
Relatio
n with
the
issuer
Company
name
Relation
with the
issuer
Percentag
e in the
net
percentag
e of
purchase
as of the
previous
quarter of
the year
(%)
Relatio
nwith
the
issuer
1 Supplier A 1,575,247
10.86
None NA
(Note 1)
- - -
Supplier A 509,703 11.13 None
Others 12,932,55
9

89.14
Others 14,103,64
2

100.00
Others 4,068,11
9
88.87
Net
procuremen
t
14,507,80
6

100.00
Net
procuremen
t
14,103,64
2

100.00
Net
procuremen
t
4,577,82
2
100.00
  • Note 1: The procurement amount does not reach 10% of the total procurement of the consolidated company.

Reasons of changes: Business demand

2. Information of main customers in the most recent 2 years:

Unit: NT$ thousand

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Year 2019 2020 As of t hepreviousquarter of 2021
Items Company
name

Amount
Percentage
in the net
annual
percentage
of sales
(%)


Relation
with the
issuer


Company
name

Amount
Percentage
in the net
annual
percentage
of sales
(%)


Relation
with the
issuer


Company
name
Amount Percentage
in the net
percentage
of sale as
of the
previous
quarter of
the year
(%)
Relation
withthe
issuer
1 NA
(Note 2)
- - - Customer
A

2,035,285
10.53 - NA
(Note 2)
- - -
Others 20,132,944 100.00 Others 17,284,677 89.47 Others 5,830,124 100.00
Net sales
revenue
20,132,944 100.00 Net sales
revenue
19,319,962 100.00 Net sales
revenue
5,830,124 100.00

Note 2: The revenue amount does not reach 10% of the total revenue of the consolidated company. Reasons of changes: Business demand

67

(V) Production volume and value in the latest two years:

Unit: thousand units; NT$ thousand

Year
Production volume &
value
Main products
(or by department)
2019 2019 2019 2020 2020 2020
Production
capacity
Production
volume
Production
value
Production
capacity

Production
volume

Production
value
Compressor 21,000
18,075

16,664,786

21,000

19,424

16,925,204
Others -
-

631,618

-

-

869,704
Total 21,000
18,075

17,296,404

21,000

19,424

17,794,908

Note 1: Production capacity refers to the output that a company can produce under normal operating conditions, using its existing production facilities, taking into account the necessary downtime, holidays and other factors.

Note 2: If the production of any products is substitutable, the production capacities should be consolidated, with special notes provided.

(VI) Sales volume and value in the latest two years:

Unit: thousand units; NT$ thousand

Unit: thousand units;NT$thousand Unit: thousand units;NT$thousand Unit: thousand units;NT$thousand Unit: thousand units;NT$thousand
Year
Sales volume
and value
Main products
(or bydepartment)
2019 2020
Domestic sales Export Domestic sales Export
Volume Value Volume Value Volume Value Volume
Value
Compressor 10,694 10,715,726
7,536

8,766,239

11,072

9,878,164

8,242

8,460,821
Others -
351,780

-

299,199

-

420,407

-

560,570
Total 10,694 11,067,506
7,536

9,065,438

11,072

10,298,571

8,242

9,021,391

68

III. Employee information in the last two years up to the publication date of this annual report (consolidated)

Apr. 30,2021 Apr. 30,2021
Year 2019 2020 As of Apr. 30 of
the currentyear
No. of
employees
Direct labor 4,038 3,776 3,990
Indirect labor 1,524 1,397 1,378
Total 5,562 5,173 5,368
Average age 33.10 33.95 33.70
Average seniority 3.32 3.62 3.50
Distribution
of
educational
levels
Doctoral Degree 0.11% 0.10% 0.11%
Master’s Degree 1.60% 1.37% 1.45%
College 20.82% 20.36% 19.25%
Senior high
school
32.02% 20.71% 17.25%
Below senior
high school
45.45% 57.46% 61.94%

IV. Information on spending on environmental protection

(1) Loss incurred due to environmental pollution:

Year
Items
Situation of pollution
(Type, level)
Disciplinary unit
Disciplinary situation
Other losses

2019
2020 As of the publication
date of this annual
report in 2021
None None None
None None
None None
None None None

Disposition date: Dec. 20, 2019

Disposition reference numbers: Tao-Huan-Shi-Zi No. 1080111663

Laws or regulations violated: Paragraph 2, Article 28 of the Waste Disposal Act, and Item 4 of

the Enterprises Designated and Officially Announced to Employ Waste Professional Technical Personnel

Content of violation:

No agent was appointed to report to the competent authority for review within 15 days from the resignation of the waste professional technical personnel.

Content of dispositions: Fine, pursuant to relevant regulations Improvement measures: Comply with environmental regulations and employees are required to report to the competent authorities immediately after leaving their jobs.

69

Planned spending on environmental protection in the next three years

Year 2021 2022 2023
Proposed pollution
prevention and
control equipment or
expenses
Maintenance of
wastewater
treatment
equipment
Maintenance of
wastewater
treatment
equipment
Maintenance of
wastewater
treatment
equipment
Planned
improvements
Minimize pollution Minimize pollution Minimize pollution
Amount of expense NT$ 785 thousand NT$ 790 thousand NT$ 795 thousand
  • (II) Information on the Company’s response to the RoHS is as follows:

  • Our products are RoHS compliant.

  • Response to the impacts of RoHS on the Company’s financial operations.

    • As the products of the Company are RoHS compliant and such matter is already known to the customers, there is no impact on the financial operations of the Company.

V. Work environment and employee safety protection measures:

  • (I) Organization of the Occupational Safety and Health Management Committee: The Company has established the Occupational Safety and Health Management Committee. The committee meetings were held every three months to decide on the company safety policy objectives and to establish a labor safety. The Company has also established an occupational safety and health management unit, responsible for the implementation of the plan objectives approved by the Company’s Occupational Safety and Health Management Committee. Each unit is required to implement automatic safety and health inspection. The President of the Company shall serve as the chairman of the Occupational Safety and Health Management Committee. The director of Guanyin plant shall serve as the committee vice chairman. The committee members shall consist of 10 labor representatives and 2 delegated officers.

  • (II) Important work related to environmental protection and safety and health management:

  • Formulating “Regulated Governing Safety and Health” and “Safety and Health Work Rules.”

  • Organizing the self-defense fire organization and emergency response team, and carrying out disaster prevention drills regularly. (2 fire drills held in 2020)

  • Establishing a medical room staffed by professional doctors and delegated factory-base nurses providing medical consultation and services.

  • Organizing pre-duty safety training for new recruits, relocated staff. The current employees are inspected for general and special operations, and records are kept to track their health conditions. (1 employee health check-up was held in 2020)

  • Implementing work environment inspection, monitoring and improvement according to the annual plan. (2 inspections were carried out in 2020)

  • Implementing automatic operation inspection, checkpoint measurement and make records and review reports according to the annual automatic inspection plan.

  • Established a breastfeeding room to provide a friendly workplace environment for employees with needs.

  • Organizing domestic travels, in order to relieve the work pressure of our colleagues and to enhance the emotional exchange among their families.

  • Promoting the paper consumption reduction in order to protect the environment.

70

VI. Labor–management Relations

  • (I) Benefits measures:

Salary: There are various bonus including performance bonuses, production bonuses, and operating bonuses, and also remuneration to employees. Leave: Marriage leave, maternity leave, paternity leave, family leave, etc. are granted in accordance with the Labor Standards Act and the Act of Gender Equality in Employment. Insurance: Labor insurance and national health insurance, group insurance, travel insurance, and other insurance systems that are more favorable than as required by the Labor Standards Act Transportation: Designated transportation vehicle and staff parking are available. Accommodations: Staff dormitories are available. Meals: Staff canteen and meal subsidies are provided. Activities: A staff social hall and regular family day activities for employees. Subsidies: Subsidies for maternity, hospitalization, and funeral. Cash gift or vouchers for birthdays, the three festivals, and New Year’s Party lottery.

  • Welfare Committee: Annual travel and overseas travel subsidies and school subsidies for employees’ children.

  • (II) Continuing training:

  • The Company’s annual education and training is planned based on the operation strategy and the training needs proposed by each department. The training plan is implemented accordingly. In 2020, 527 participants attended educational training, with a total of 1,414 training hours, and total training expense of NT$ 151,260.

  • Based on the functions, the training of the Company consists of three types, the general training, professional training and management training. The content and the training results are as follows:

Byfunctions Content of training No. ofparticipants Traininghours
General training Basic training, such as on-board
training and labor safety. These
are mainly internal trainings and
delivered throughvideos.
120 participants 226 hours
Professional
training
Advanced job skills and
knowledge training. These are
mainly conducted through
external training.
378 participants 981 hours
Management
training
Supervisory skills and knowledge 29 participants 207 hours

(III) Post-employment policy:

  1. In order to provide employees with a stable retirement life, the Company has established the Retirement Reserve Funds Supervising Committee in accordance with the Regulations Governing Retirement. The Company makes monthly contributions of 4% of the total salaries and wages to the pension fund and deposits it in the Bank of Taiwan to protect the rights and interests of employees. Starting July 1, 2005, the new labor retirement system was adopted. 6% of the total salary income is allocated to the employee’s personal pension account. For employees who voluntarily submits pension, the voluntary submission amount shall be deducted from the employee’s monthly salary and deposited to the employee’s personal pension account with Bureau of Labor Insurance.

The Company’s retirement application requirements are as follows:

  • (1) Voluntary retirement: A worker may apply for voluntary retirement under any of the following conditions (the same shall apply for employees subject to the Labor Pension Act):

  • A. Workers who attain the age of 55 and have worked for more than 15 years.

  • B. Workers who have worked for more than 25 years.

  • C. Workers who attain the age of 60 and have worked for more than 10 years.

71

  • (2) Forced retirement: The Company shall not force a worker to retire unless any of the following situations has occurred:

    • A. Workers who attain the age of sixty-five.

    • B. A worker who is unable to perform his/ her duties due to disability. In circumstances where a worker has reached the age as stated in the preceding subparagraph 1, and is not in good health to perform his/her duties, the workers’ department chief may submit a request to the department’s management higher than the President (incl.) for a forced retirement.

  • (3) Retirement by agreement: If both the conditions below are fulfilled.

    • A. A worker who has seniority in the old labor retirement system and at least 15 years of total seniority.

    • B. If there are no suitable positions available due to the transformation of the Company or technology upgrade of the original job position.

  • Pension payments:

  • (1) Employees who joined the Company before July 1, 2005 and selected the Regulations for the Allocation and Management of the Workers’ Retirement Reserve Funds (old labor retirement system), the calculation of their pension under the old labor retirement system is governed by the relevant provisions of the Labor Standards Act. Upon retirement, the worker may apply for a payout under the Company’s retirement reserve account in accordance with the regulations.

  • (2) After the Labor Pension Act comes into effect, workers who select the new labor retirement system will have their pensions paid in accordance with the Labor Pension Act and no additional payment will not be given upon retirement.

  • (3) A worker who is disabled due to the performing duties, and meets the condition in subparagraph 1, the pension shall be increased by 20% in accordance with the regulations. A worker who meets the condition of seniority in the new labor pension system in subparagraph 2 is paid in accordance with the calculation of severance pay set forth in the Labor Pension Act.

  • Pension payments: The Company shall pay the employees’ retirement benefits within 30 days from the date of retirement in accordance with the regulations.

  • Important resolutions and implementation of 2020 Retirement Reserve Funds Supervising

Committee Meeting Date of Important resolutions meeting Report on the application and appropriation for the retirement of 2 persons in Jan – Mar 2020. 2020/03/18 Approved the contribution amount and verification of the old labor retirement system reserve as of as of 2020/03/18. Report on the application and appropriation for the retirement of 6 persons in Mar. – Jun. 2020. 2020/06/24 Approved the contribution amount and verification of the old labor retirement system reserve as of as of 2020/06/24. Report on the application and appropriation for the retirement of 4 persons in Aug. – Sep. 2019. 2020/09/29 Approved the contribution amount and verification of the old labor retirement system reserve as of as of 2020/06/29. Report on the application and appropriation for the retirement of 1 person in Dec. 2020. 2020/12/23 Approved the contribution amount and verification of the old labor retirement system reserve as of as of 2020/12/23.

  • (1) Old labor retirement system: According to the Statement of Retirement Reserve Funds as of March 31, 2021, the total amount deposited in the name of the Retirement Reserve Funds Supervising Committee in the Bank of Taiwan was NT$ 98,143,215.

  • (2) New labor retirement system: The Company contributes 6% of the employees’ monthly salary to the accounts with Bureau of Labor Insurance.

72

  • (IV) Labor–management agreements: The Company has established a Labor–management Committee and holds regular labor–management meetings to handle labor–management issues in accordance with the law.

  • (V) Measures for preserving employees’ rights and interests: The Company has established work rules and related regulations in accordance with the laws and regulations. The Company also holds labor–management meetings and set up the Employee Welfare Committee to protect the rights and interests of employees.

  • (VI) Any losses suffered by the company in the most recent 2 fiscal years and up to the annual report publication date due to labor disputes: None.

VII. Important Contracts

Mar. 31, 2021

Nature of Commencement date and
Interested party Subject
contracts deadline of a contract
Joint venture
agreement
(Note 1)
TCL Group 2001/01/03 – long term Establishment of a compressor assembly
plant through joint venture
Joint venture
agreement
ChinaSteel Group 2012/11/06 – 2062/11/6 Establishment of a steel cutting logistics
plant through joint venture
Joint venture
agreement
Zhejiang Baida Precision
Manufacturing Corp.
2018/09/03 – 2038/09/02 Establishment of a high energy-efficient
pump parts factory through joint venture
Cooperation
agreement
National Cheng Kung
University
SAMPO CORPORATION
2018/12/18 – 2023/12/17 Joint Research Center
Cooperation
agreement
National Pingtung University
of Science and Technology

2020/08/01 – 2022/07/31
Development and application of
compressor vibration noise automation
analysis program module

Note 1: TCL Rechi (Huizhou) Refrigeration Equipment Company Limited approved on June 23, 2020 through board resolution to amend the Article 61 of the Articles of Incorporation to make the term of the joint venture long-term (the original joint venture contract starts and ends on 2001/01/03 – 2021/01/02).

VIII.Management of Intellectual Property

(I) Intellectual property management

In order to promote product innovation, the Company has established a R&D center to integrate R&D resources for technology development research and innovation. Thereby, the Company is able to obtain more advanced technical results to stand in a more advantageous position in the market or to obtain more business benefits. In order to protect the Company’s smooth operation and to safeguard the Company’s R&D and innovation, Rechi has been actively researching and proposing intellectual property rights plans to continue to accumulate intellectual property energy.

1. Proprietary trademark management

In order to reinforce the management of the Company’s intellectual property, the Company has formulated operating procedures for the management of intellectual property and established internal management system for relevant intellectual property in accordance with Taiwan Intellectual Property Management System. The internal management system includes the patent management and incentive scheme, and the Regulations Governing Patent Infringement, in order to encourage employees’ contribution of their expertise, innovative research, and improving of patents from enhanced R&D competitiveness and other intangible intellectual assets.

2. Copyright management

73

Employees of the R&D Center are responsible for writing knowledge documents. Such knowledge documents that are determined to have professional, educational, or standardized value are ranked and stored in the Company’s reading room and internal network for the Company’s related personnel to read and study in order to improve their professional skills and facilitate them to apply the knowledge in practice.

(II) Implementation

The Company regularly reports matters related to intellectual property to the Board of Directors in Q3 of each year.

The Company adopted intellectual property management system in 2014. The implementation of the system is as follows: 2014

  • Formulated the “Procedures for Intellectual Property Right Management” concerning applications and management operations related to patent, trademark and copyright.

2015

  • Established the “Regulations Governing Patent Management and Awards” in order to encourage employees’ contribution of their expertise, innovative research, and improving of patents from enhanced R&D competitiveness to obtain patents and awards both domestically and internationally.

  • Established the “Regulations Governing Knowledge Document Management Implementation” to include knowledge document into in copyrights to enhance the Company’s intellectual property.

2018

  • The Company’s intellectual property management attended a 30-hour course, “Patent Litigation Practice” organized by TIPA, in order to continuously enhance the management’s knowledge in intellectual property rights and improve the understanding and management of the Company’s intellectual property rights.

  • Selected excellent knowledge documents and held a knowledge document presentation sessions. The Company’s personnel may attend the sessions and to enhance their practical professional skills.

2019

  • The Company’s intellectual property management attended a 24-hour course, “Introduction to Intellectual Property Rights” organized by TIPA, in order to continuously enhance the management’s knowledge in intellectual property rights and improve the understanding and management of the Company’s intellectual property rights.

  • Formulated the “Regulations Governing Patent Infringement” to serve as the guidelines for the Company’s personnel to handle patent infringement and dispute, in order to ensure the Company’s right and goodwill.

(III) List of intellectual property obtained and results

  1. Patent: As of December 31, 2020, the Company has applied for 750 patents, and a little less than 650 cases were approved. In 2020, the Company obtained 58 cases of patents. Among the cases, 50 are in China, and 8 are in Taiwan. For the quality of our patents, we have an approval rate of 87%.

  2. Trademark: As of December 31, 2020, the Company applied a total number of 9 trademark. 3. Copyright: As of December 31, 2020, the Company has completed a total of 142 knowledge document covering a wide range of professional knowledge regarding the Company’s products.

  3. (IV) Certification: As of now, the Company has not applied for the certification of “Taiwan Intellectual Property Management System.”

74

[VI. Financial Information]

I. Condensed Balance Sheet and Income Statement of the last five years

  • (I) 1. Individual Condensed Balance Sheets – IFRS

Unit: NT$ thousand

Items Year
Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years
Financial
information as of
Mar. 31 of
current year
2020 2019 2018 2017 2016
Current assets 5,171,596
4,064,572

4,081,181

3,375,735

2,894,495
Property, plant,
and equipment
735,790
627,170

640,887

627,021

672,087
Intangible assets 25,749
23,260

25,160

1,947

3,336
Other assets 12,092,985
12,042,862
10,991,041 10,575,755
9,452,238
Total assets 18,026,120
16,757,864
15,738,269 14,580,458
13,022,156
Current liabilities Before
dividend
distribution

4,210,561

3,147,819

4,016,664

4,523,774

3,629,132
After
dividend
distribution

(Note 1)

3,400,277

4,622,562

5,409,063

4,740,713
Non-current
liabilities
4,977,316
5,685,184

3,524,141

2,183,564

1,478,688
Total liabilities Before
dividend
distribution

9,187,877

8,833,003

7,540,805

6,707,338

5,107,820
After
dividend
distribution

(Note 1)

9,085,461

8,146,703

7,592,627

6,219,401
Equity
attributable to
shareholders of
the parent
company
8,838,243
7,924,861

8,197,464

7,873,120

7,914,336
Share capital 5,049,151
5,060,131

5,060,131

4,926,627

4,860,623
Capital reserve 1,343,868
1,351,403

1,338,059

1,133,360

1,034,044
Retained earnings Before
dividend
distribution

3,188,752

2,746,961

2,697,075

2,429,842

2,546,239
After
dividend
distribution

(Note 1)

2,494,503

2,091,177

1,544,553

1,434,658
Other equity (743,222)
(1,199,368)

(863,535)

(570,493)

(440,764)
Treasury shares (306)
(34,266)

(34,266)

(46,216)

(85,806)
Non-controlling
interests
-
-

-

-

-
Total equity Before
dividend
distribution

8,838,243

7,924,861

8,197,464

7,873,120

7,914,336
After
dividend
distribution

(Note 1)

7,672,403

7,591,566

6,987,831

6,802,755

Note 1: The 2020 profit distribution has not been approved at the general shareholders’ meeting. Note 2: The above financial information for each year was audited by the CPAs.

75

2. Consolidated Condensed Balance Sheets – IFRS

Unit: NT$ thousand

Items Year
Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years

Financial Analyses for the Past Five Fiscal Years
Financial
information as of
Mar. 31 of
current year
(Note 2)
2020 2019 2018 2017 2016
Current assets 20,337,012
17,304,310
17,621,926 16,443,538
14,639,099

20,384,341
Property, plant,
and equipment
7,304,877
7,207,022

7,011,114

6,061,276

5,827,209

7,326,504
Intangible assets 41,629
43,448

43,285

15,378

17,066

41,525
Other assets 1,737,190
2,130,883

1,921,115

1,541,238

1,142,075

1,592,894
Total assets 29,420,708
26,685,663
26,597,440 24,061,430
21,625,449

29,345,264
Current liabilities Before
dividend
distribution

13,594,789

10,982,594
12,859,749 11,927,299
10,285,490

13,774,039
After
dividend
distribution

(Note 1)

11,235,052
13,465,647 12,812,588
11,397,071

-
Non-current
liabilities
5,546,112
6,253,485

4,010,516

2,730,531

1,853,903

5,038,635
Total liabilities Before
dividend
distribution

19,140,901

17,236,079
16,870,265 14,657,830
12,139,393

18,812,674
After
dividend
distribution

(Note 1)

17,488,537
17,476,163 15,543,119
13,250,974

-
Equity
attributable to
shareholders of
the parent
company
8,838,243
7,924,861

8,197,464

7,873,120

7,914,336

9,088,035
Share capital 5,049,151
5,060,131

5,060,131

4,926,627

4,860,623

5,049,151
Capital reserve 1,343,868
1,351,403

1,338,059

1,133,360

1,034,044

1,343,868
Retained earnings Before
dividend
distribution

3,188,752

2,746,961

2,697,075

2,429,842

2,546,239

3,619,450
After
dividend
distribution

(Note 1)

2,494,503

2,091,177

1,544,553

1,434,658

-
Other equity (743,222)
(1,199,368)

(863,535)

(570,493)

(440,764)

(924,128)
Treasury shares (306)
(34,266)

(34,266)

(46,216)

(85,806)

(306)
Non-controlling
interests
1,441,564
1,524,723

1,529,711

1,530,480

1,571,720

1,441,555
Total equity Before
dividend
distribution

10,279,807

9,449,584

9,727,175

9,403,600

9,486,056

10,532,590
After
dividend
distribution

(Note 1)

9,197,126

9,121,277

8,518,311

8,374,475

-

Note 1: The 2020 profit distribution has not been approved at the general shareholders’ meeting. Note 2: Financial information as of Q1 2021 was audited CPAs.

76

(II) 1. Individual Condensed Statement of Comprehensive Income – IFRS

Unit: NT$ thousand, except Earnings Per Share (NT$)

Year
Items

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)
Financial
information as of
Mar. 31 of current
year
2020 2019 2018 2017 2016
Operating income 8,729,536
8,483,558

8,846,105

7,738,840

8,462,781
Gross profit 736,274
1,082,808

1,505,000

997,387

1,323,620
Operating (loss) gain 193,233
266,676

736,530

443,631

596,681
Non-operating
incomes and
expenses
696,722
556,185

725,542

793,870

1,018,657
Net profit before tax 889,955
822,861

1,462,072

1,237,501

1,615,338
Net income of
continuing operations
in current period
709,491
655,960

1,101,426

1,021,192

1,324,251
Loss from
discontinued
operations
-
-

-

-

-
Net income (loss) in
current period
709,491
655,960

1,101,426

1,021,192

1,324,251
Other comprehensive
income for the
current period (net,
after-tax)
456,655
(336,009)

(248,516)

(135,878)

(714,834)
Total comprehensive
income in current
period
1,166,146
319,951

852,910

885,314

609,417
Net income
attributable to the
shareholders of
parent company
709,491
655,960

1,101,426

1,021,192

1,324,251
Net income
attributable to
uncontrolled equity
-
-

-

-

-
Total comprehensive
income attributable to
the shareholders of
parent company

1,166,146

319,951

852,910

885,314

609,417
Total comprehensive
income attributable to
uncontrolled equity

-

-

-

-

-
Earnings per share 1.41
1.30

2.20

2.10

2.80

Note 1: The above financial information for each year was audited by the CPAs.

77

2. Consolidated Condensed Statement of Comprehensive Income – IFRS

Unit: NT$ thousand, except Earnings Per Share (NT$)

Year
Items

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)

Financial Analyses for the Past Five Fiscal Years(Note 1)
Financial
information as of
Mar. 31 of current
year(Note 2)
2020 2019 2018 2017 2016
Operating income 19,319,962
20,132,944

22,479,295

19,826,889

17,674,255

5,830,124
Gross profit 2,300,075
2,739,886

3,555,437

2,996,984

3,674,209

617,266
Operating (loss) gain 819,805
865,948

1,648,334

1,420,752

1,983,827

199,049
Non-operating
incomes and
expenses
168,210
(64,682)

(70,986)

10,023

(6,847)

16,692
Net profit before tax 988,015
801,266

1,577,348

1,430,775

1,976,980

215,741
Net income of
continuing operations
in current period
722,644
646,849

1,151,729

1,040,841

1,394,733

145,658
Loss from
discontinued
operations
-
-

-

-

-

-
Net income (loss) in
current period
722,644
646,849

1,151,729

1,040,841

1,394,733

145,658
Other comprehensive
income for the
current period (net,
after-tax)
471,130
(397,300)

(267,624)

(161,431)

(777,314)

107,125
Total comprehensive
income in current
period
1,193,774
249,549

884,105

879,410

617,419

252,783
Net income
attributable to the
shareholders of
parent company
709,491
655,960

1,101,426

1,021,192

1,324,251

136,488
Net income
attributable to
uncontrolled equity
13,153
(9,111)

50,303

19,649

70,482

9,170
Total comprehensive
income attributable to
the shareholders of
parent company

1,166,146

319,951

852,910

885,314

609,417

249,792
Total comprehensive
income attributable to
uncontrolled equity

27,628

(70,402)

31,195

(5,904)

8,002

2,991
Earnings per share 1.41
1.30

2.20

2.10

2.80

0.27

Note 1: The above financial information for each year was audited by the CPAs. Note 2: Financial information as of Q1 2021 was audited CPAs.

78

(III) Auditors’ Opinions for the Most Recent 5 Years

Year
Items

Names of financial statement

Names of financial statement
auditors in the
opinions
last 5 years, and their audit last 5 years, and their audit
2020 2019 2018 2017 2016
CPA TSAI, CHEN
TSAI
CHANG,
CHING FU
TSAI, CHEN
TSAI
CHENG,
CHIN TSUNG
TSAI, CHEN
TSAI
CHENG,
CHIN
TSUNG
TSAI, CHEN
TSAI
CHENG,
CHIN
TSUNG
TSAI, CHEN
TSAI
CHENG,
CHIN TSUNG
Audit opinion Unqualified
opinion
Unqualified
opinion
Unqualified
opinion
Unqualified
opinion
Unqualified
opinion

79

II. Financial Analysis of the Past Five Years

1. Individual Financial Analysis of the Past Five Years – IFRSs

Year
Analysis item
Year
Analysis item
Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) As of Mar. 31
of current year
2020 2019 2018 2017 2016
Financial
Structure
(%)
Liabilities to assets ratio 50.97
52.71

47.91

46.00

39.22
Long-term capital to
property, plant and
equipment ratio
1,877.65
2,170.07

1,828.97

1,603.88

1,397.59
Solvency
%
Current ratio 122.82
129.12

101.61

74.62

79.76
Quick ratio 112.13
116.25

94.64

67.87

72.41
Debt service coverage ratio 13.19
13.55

28.35

29.79

44.56
Operating
capacity
Account receivable turnover
(times)
3.49
3.36

3.84

3.63

3.97
Average days of collection 104.58
108.63

95.05

100.55

91.94
Inventory turnover (times) 19.84
22.91

28.14

26.51

29.56
Account payable turnover
(times)
3.42
3.44

4.33

4.43

4.74
Average days in sales 18.40
15.93

12.97

13.77

12.35
Rate of real estate, plant
buildings and equipment
turnover(times)
12.81
13.38

13.95

11.91

12.47
Total asset turnover (times) 0.50
0.52

0.58

0.56

0.65
Profitability Return on assets (%) 4.42
4.36

7.55

7.66

10.36
Return on shareholders’
equity (%)
8.46
8.14

13.71

12.94

16.90

Income before tax as a
percentage of paid-in capital
(%)
17.63
16.26

28.89

25.14

33.38
Net profit margin (%) 8.13
7.73

12.45

13.20

15.65
Earnings per share (NT$) 1.41
1.30

2.20

2.10

2.80
Cash flow
(%)
Cash flow ratio (%) 5.00
11.68

20.37

0.00

9.83
Cash flow adequacy ratio
(%)
42.67
37.69

36.65

27.80

41.02
Cash reinvestment ratio (%) (0.29)
(1.62)

(0.50)

(9.48)

(3.55)
Leverage Operating leverage 7.58
8.34

3.64

4.97

5.58
Financial leverage 1.61
1.33

1.08

1.11

1.07
Please explain the reasons for changes in the financial ratios in the latest two years. (Analysis may be exempt if the
change is less than 20%)
1. The decrease in cash flow ratio is mainly due to the decrease in cash flow and cash expenditure in operation
activities in the current year. The Increase in current liabilities is due to the increase in short-term borrowing
payables.
2. The decrease in cash reinvestment ratio is mainly due to the decrease in net cash inflow from operating activities in
the current year, and the decrease in cash dividend paid, causing an increase in working capital.
3. The increase in financial leverage is mainly due to the increase in the interest expenses and decrease in operating
profit in the currentyear.

Note 1: The above financial information for each year was audited by the CPAs.

80

2. Consolidated Financial Analysis of the Past Five Years – IFRSs

Year
Analysis item
Year
Analysis item
Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) Financial analysis for the latest 5 years (Note 1) As of Mar. 31
of current
year(Note 2)
2020 2019 2018 2017 2016
Financial
Structure
(%)
Liabilities to assets ratio 65.06
64.59

63.43

60.92

56.13

64.11
Long-term capital to
property, plant and
equipment ratio
216.65
217.89

195.94

200.19

194.60

212.53
Solvency
%
Current ratio 149.59
157.56

137.03

137.86

142.33

147.99
Quick ratio 127.16
124.77

106.94

109.00

113.02

120.72
Debt service coverage ratio 7.64
4.20

9.82

17.00

24.27

10.82
Operating
capacity
Account receivable turnover
(times)
2.33
2.42

2.52

2.51

3.05

2.71
Average days of collection 156.65
150.83

144.84

145.42

119.67

134.69
Inventoryturnover(times) 7.13
6.74

7.31

7.13

7.03

8.53
Account payable turnover
(times)
2.22
2.77

3.30

3.57

4.50

2.27
Average days in sales 51.19
54.15

49.93

51.19

51.92

42.79
Rate of real estate, plant
buildings and equipment
turnover(times)
2.66
2.83

3.44

3.34

3.00

3.19
Total asset turnover(times) 0.69
0.76

0.89

0.87

0.82

0.79
Profitability Return on assets(%) 3.00
3.18

5.11

4.88

6.81

2.22
Return on shareholders’
equity (%)
7.33
6.75

12.04

11.02

14.35

5.60

Income before tax as a
percentage of paid-in capital
(%)
19.57
15.83

31.17

29.07

40.86

17.09
Netprofit margin(%) 3.74
3.21

5.12

5.25

7.89

2.50
Earnings per share (NT$) 1.41
1.30

2.20

2.10

2.80

0.27
Cash flow
(%)
Cash flow ratio (%) 31.70
19.86

18.29

4.09
12.04 2.56
Cash flow adequacy ratio
(%)
96.53
67.91

50.04

53.38

62.89

105.59
Cash reinvestment ratio(%) 18.22
7.12

7.24

(3.37)
2.83
1.59
Leverage Operatingleverage 5.04
7.21

4.35

4.39
3.91
5.91
Financial leverage 1.22
1.41

1.12

1.07

1.04

1.12
Please explain the reasons for changes in the financial ratios in the latest two years. (Analysis may be exempt if the
change is less than 20%)
1. The increase in debt service coverage ratio is mainly due to the increase in the interest expenses and decrease in
operating profit in the current year.
2. The increase in debt service coverage ratio is mainly due to the increase in net profit before tax in the current
year.
3. The decrease in cash flow adequacy ratio is mainly due to the increase in net cash flow in the past 5 years and
the increase in capital expenditure in current year.
4. The increase in cash flow reinvestment ratio is mainly due to the increase in net cash flow from operating
activities in current period and the decrease in cash dividends.
5. The decrease in operating leverage is mainly due to the increase in changes in operating cost.
6. The decrease in account payable turnover is mainly due to the increase in accounts payable in current year and
the fact that there are no significant changes in the cost of sales.

Note 1: The above financial information for each year was audited by the CPAs.

Note 2: Financial information as of Q1 2021 was audited CPAs.

81

Formulas for financial ratios and financial ratio analysis

  1. Financial structure

  2. (1) Debt-to-asset ratio = total liabilities/total assets

  3. (2) Ratio of long-term capital to property, plant and equipment = (Total equities +noncurrent liabilities) /property, plant and equipment.

  4. Solvency ratio

  5. (1) Current ratio = current assets/current liabilities

  6. - -

  7. (2) Quick ratio = (current assets inventories prepaid expense)/current liabilities

  8. (3) Interest protection multiples = Pre-income tax and interest profits/interest expenditure of the term

  9. Operating performance

  10. (1) Receivables (including accounts receivable and bills receivable that are incurred as a result of business operation) = net sales/balance from average receivables of each term (including accounts receivable and bills receivable)

  11. (2) Average collection days = 365/receivables turnover

  12. (3) Inventory turnover = sales cost/average inventory value

  13. (4) Payables (including accounts payable and bills payable that are incurred as a result of business operation) = sales cost/balance from average payables of each term (including accounts payable and bills payable)

  14. (5) Average inventory turnover days = 365/inventory turnover

  15. (6) Turnover of property, plant and equipment = net sales amount/ average net worth of property, plant and equipment

  16. (7) Total assets turnover = net sales amount/average total assets

  17. Profitability

  18. (1) Return on assets = (after tax net profit + interest expenses x (1- tax rate))/average asset balance

  19. (2) Return on equity = net income/average total equity

  20. (3) EBIT margin = net income/net sales amount

  21. (4) Earnings per share = (profits or loss attributable to owners of the parent company preferred stock dividend)/weighted average stock shares issued

  22. Cash Flow

  23. (1) Cash flow ratio = Net cash flow from business activities/current liabilities

  24. (2) Net cash flow adequacy ratio = net cash flow from operating activities for the most recent five years/(capital expenditures + inventory increase + cash dividend for the most recent five years)

  25. (3) Cash reinvestment ratio = (net cash flow from operating activities – cash dividend)/gross property, plant and equipment value + long-term investment + other non-current assets + working capital)

  26. Leverage:

  27. (1) Operating leverage = (Net operating income – Changes in operating cost and expense)/Operating profit

  28. (2) Financial leverage = operating incom/ (operating income/interest expenses)

82

  • III. Audit Committee’s Review Report on the Most Recent Fiscal Year’s Financial Statement

RECHI PRECISION CO., LTD.

Audit Committee’s Review Report

We have reviewed 2020 financial statements, earnings distribution proposal, and business report prepared by the Board of Directors and audited by the CPAs of Deloitte & Touche, and, having found no non-compliance, hence present this review report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

We hereby present the review report

For 2021 General Shareholders’ Meeting

RECHI PRECISION CO., LTD.

Convener of the Auditing Committee: SU, CHING YANG

May 5, 2021

83

IV. Most Recent Financial Reports

Statement of Affiliate’s Consolidated Financial Report

Considering that the companies to be included into the consolidated financial statements of associates under the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” were the same as those to be included into the consolidated financial statements of the parent and subsidiaries under IFRS 10 for 2020 (from January 1, 2020 to December 31, 2020), and the relevant information to be disclosed in the consolidated financial statements of associates has already disclosed in said consolidated financial statements of the parent and subsidiaries, no consolidated financial statements of affiliated enterprises were prepared separately.

Hereby declare

Company name: RECHI PRECISION CO., LTD.

Chairman: CHEN, SHENG TIEN

March 22, 2021

84

Auditor’s Report

To: RECHI PRECISION CO., LTD.:

Audit opinions

We have audited the accompanying consolidated balance sheet of RECHI PRECISION CO., LTD. (the “Company”) and subsidiary (collectively, the “Group”) as of December 31, 2020 and 2019, and the related consolidated statement of income, consolidated statement of changes in shareholders equity, consolidated statement of cash flows, and notes to the consolidated financial statements (including major accounting policy) for the years then ended.

In my opinion, the financial statements as referred to present fairly, in all material aspects the financial position of RECHI PRECISION CO., LTD. as of December 31, 2020 and 2019, and the results of its operations and cash flows for the years then ended in conformity with the Regulation Governing the Preparation of Financial Reports by Securities Issuers, and applicable IFRS, IAS, SIC, and IFRIC as recognized by the Financial Supervisory Commission.

The basis for opinions

We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial statements by Certified Public Accountants and generally accepted auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of RECHI Group in accordance with the Code of Ethics for certified public accountants in the part relevant to the audit of the consolidated financial statements of RECHI Group, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believed that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of RECHI Group in 2020. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.

85

The key audit matters of the 2020 consolidated financial statements of RECHI PRECISION CO., LTD (RECHI Group) and its subsidiaries are described as follows:

Estimating impairments on accounts receivable

The Group’s net accounts receivable from non-related parties as of December 31, 2020 were NT$4,008,821 thousand, of which accounts receivable for export accounted for 55%, which was material to the overall consolidated financial statements. The assessment of impairment of accounts receivable is based on the assumption of the expected loss rate of the Group.

The Group’s impairment assessment of accounts receivable is based on assumptions on default rate and expected loss rate, while by considering historical experience, current market conditions, and forward-looking information to make assumptions and select inputs for impairment assessment. If the actual future cash flows are less than expected, a material impairment loss may have resulted.

Because of the materiality of the balances of such accounts and the critical judgments that must be exercised by the management during the assessment, the assessment of impairment of accounts receivable is a key audit item.

For the estimation and relevant disclosures of the uncertainties of accounting policies, accounting estimates, and assumptions related to accounts receivable, please refer to Notes 4, 5, and 10 of the consolidated financial statements.

The main audit procedures that we have implemented for the impairment assessment of accounts receivable above are as follows:

  1. Understand the allowance policy for the estimated impairment of accounts receivable put forth by the management, test the correctness of the aging of the balance of accounts receivable, and check the correctness of the amount of allowance for loss put forth by the management.

  2. Evaluate the reasonableness of the expected credit loss rate based on the status of recovery of account receivables from customers and relevant forward-looking information, while considering the current year’s recovery of receivables and other available information to evaluate the reasonableness of the loss allowance.

  3. Evaluate the status of recovery of the overdue accounts receivable in cash after the deadline to consider whether it is necessary to provide additional loss allowances.

Other information

The Company has also prepared the parent company only financial statements for the years ended December 31, 2020 and 2019, for which we have issued an unqualified opinion.

Responsibilities of Management and Those in Charge of Governance of the Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

The responsibility of management is to prepare fairly presented consolidated financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reports Standards, International Accounting Standards interpretations, and announcements of interpretations recognized and published by the Financial Supervisory Commission and maintain necessary internal control related to the preparation of consolidation of financial statements in order to ensure the material misstatement caused by fraud or error does not exist in the consolidated financial statements.

86

In preparing the consolidated financial statements, the management is responsible for assessing the ability of the Group in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Group or cease the operations without other viable alternatives.

The governing body of the Group (including the Audit Committee) are responsible for supervising the financial reporting process.

Auditor’s Responsibilities for the Audit of the Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

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

As part of an audit in accordance with the accounting principles generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also perform the following works:

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

  2. Understand the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

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

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

87

  1. Evaluate the overall presentation, structure, and content of the consolidated statements, including related notes, whether the consolidated statements represent the underlying transactions and events in a matter that achieves fair presentation.

  2. Obtain sufficient and appropriate audit evidence on the financial information of business entities within the Group in order to express an opinion on the consolidated financial statements. We are responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Group.

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

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

From the matters communicated with the governing body, we determined the key audit matters for the audit of the Group’s consolidated financial statements for the year ended December 31, 2020. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

Deloitte & Touche CPA TSAI, CHEN TSAI

CPA CHANG, CHING FU

Securities and Futures Bureau Approval Document No. Tai-Cai-Zheng (6) Zi No. 0920123784

Securities and Futures Bureau Approval Document No.

Tai-Cai-Zheng (6) Zi No. 0920123784

March 22, 2021

88

RECHI PRECISION CO., LTD. and its subsidiaries

Consolidated Balance Sheet

December 31, 2020 and 2019

Code

1100
1110
1120
1136
1150
1160
1170
1180
1200
130X
1410
1470
11XX

1517
1550
1600
1755
1821
1805
1840
1990
15XX
1XXX
Code

2100
2110
2150
2160
2170
2180
2200
2230
2250
2280
2365
2399
21XX

2540
2542
2570
2580
2640
2670
25XX
2XXX

3110
3200
3310
3320
3350
3300
3400
3500
31XX
36XX
3XXX

Assets
Current assets
Cash and cash equivalents (Note 4 & 6)
Financial assets through profit and/or loss with measuring for the faire values –
current (Note 4 & 7)
The financial assets measured for the fair values through other comprehensive
income – current (Notes 4 & 8)
Financial assets at amortized cost – current (Notes 4, 9, & 31)
Notes receivable – non-related parties (Note 4, 10 & 31)
Notes receivable – related parties (Note 4 & 30)
Notes receivable – non-related parties (Note 4, 5 & 10)
Accounts receivable – related parties (Note 4 & 30)
Other receivables (Note 30)
Inventory (Note 4 & 11)
Prepayments (Note 16)
Other current assets (Note 16)
Total current assets
Non-Current assets
The financial assets measured for the fair values through other comprehensive
income – non-current (Note 4 & 8)
Investment under Equity method (Note 4 & 13)
Real property, plant and equipment (Note 4, 14 & 31)
Right-of-use assets (Note 4 & 15)
Other intangible assets (Note 4)
Goodwill (Note 4 & 26)
Deferred income tax assets (Note 4 & 23)
Other non-current assets (Note 16)
Total non-current assets
Total assets

Liabilities and equity
Current liabilities
Short-term borrowings (Note 17)
Short-term notes payable (Note 17)
Notes payable – non-related party
Payable notes – related parties (Note 30)
Accounts payable – non-related parties
Accounts payable – related parties (Note 30)
Other payables (Note 18 & 26)
Income tax liability (Note 4 & 23)
Liability reserve – Current
Lease liabilities – current (Note 4 & 15)
Refund liabilities – current (Note 21)
Other current liabilities
Total of current liabilities
Non-current liabilities
Long-term borrowings (Note 17 & 31)
Long-term notes payable (Note 17)
Deferred tax liabilities (Note 4 & 23)
Lease liabilities – non-current (Note 4 & 15)
Net defined benefit liabilities (Note 4 & 19)
Other non-current liabilities
Total non-current liability
Total liabilities
Equity of the company (Note 12, 20 & 27)
Common stock
Capital reserves
Retained earnings
Statutory surplus reserves
Special surplus reserves
Undistributed earnings
Total retained earnings
Other equity
Treasury shares
Total equity of the company
Uncontrolled equity
Total equity
Total Liabilities and Equity
December 31,2020 December 31,2020 %
12
4
4
9
15
-
14
-
1
8
2
-
69
-
2
25
1
-
-
2
1
31
100
6
2
20
-
9
1
3
2
-
-
2
1
46
13
3
3
-
-
-
19
65
17
5
3
4
4
11

3)
-
30
5
35
100
Unit: NT$1
December 31,2019
Unit: NT$1
December 31,2019
thousand
%
4
4
3
10
13
-
17
-
1
9
4
-
65
-
2
27
1
-
-
2
3
35
100
9
-
16
-
9
-
3
2
-
-
2
-
41
17
4
3
-
-
-
24
65
19
5
3
3
4
10

5)
-
29
6
35
100
Amount
$ 3,576,943
1,114,251
1,122,182
2,706,359
4,556,421
-
4,008,821
2,538
173,562
2,287,780
761,845
26,310
20,337,012
25,500
518,232
7,304,877
201,270
41,629
55,725
531,980
404,483
9,083,696
$ 29,420,708
$ 1,862,583
649,693
5,805,047
64,459
2,731,900
134,719
876,820
514,837
90,467
10,720
610,010
243,534
13,594,789
3,683,240
999,546
735,767
45,557
52,253
29,749
5,546,112
19,140,901
5,049,151
1,343,868
923,331
1,199,368
1,066,053
3,188,752

743,222)

306)
8,838,243
1,441,564
10,279,807
$ 29,420,708
Amount
$ 1,158,126
1,161,644
692,830
2,510,524
3,574,646
782
4,460,765
161
107,274
2,486,785
1,115,064
35,709
17,304,310
27,240
519,427
7,207,022
163,609
43,448
55,725
553,256
811,626
9,381,353
$ 26,685,663
$ 2,500,210
99,937
4,168,451
30,331
2,321,114
57,593
816,390
404,056
51,304
3,258
478,246
51,704
10,982,594
4,510,660
998,879
641,390
13,075
54,727
34,754
6,253,485
17,236,079
5,060,131
1,351,403
857,735
863,535
1,025,691
2,746,961

1,199,368)

34,266)
7,924,861
1,524,723
9,449,584
$ 26,685,663
















(
(
















(



















(
(
















(



The notes attached shall constitute an integral part of this Consolidated financial statement.

Chairman: CHEN, SHENG TIEN

Manager: FENG, MING FA

Accounting Manager: WU, CHIN MEI

89

RECHI PRECISION CO., LTD. and its subsidiaries

Consolidated Income Statement

January 1 to December 31, 2020 and 2019

Unit: NTD thousand, except Earnings Per Share (NTD)

Code
4100
Sales revenue (Note 4, 21 &
30)
5000
Operating cost (Note 11, 22 &
30)
5900
Gross profit

Operating expenses (Note 22
& 30)
6100
Marketing expenses

6200
Administrative expenses
6300
Research and
development expenses
6450
Expected credit
impairment loss
(reversal gain) (Note
10)
6000
Total operating
expenses
6900
Net Operating Income

Non-operating income and
expense (Note 22 & 30)
7100
Interest revenue
7010
Other income
7020
Other profits and losses
7050
Financial costs

7060
The share of profit/loss
on associates
accounted for using
the equity method
(Note 13)
7000
Total non-operating
revenues and
expenses
2020

(Continued on next page)

90

(Continued from previous page)

Code
7900
Net profit before tax

7950
Income tax expenses (Note 4 &
23)
8200
Net profits of the current year

Other comprehensive income
8310
Titles not reclassified as
profit and loss accounts:
8311
Determined Benefit Plan
Reevaluation (Note 4 &
19)
8316
Unrealized gains (losses)
on investments in
equity instruments at
fair value through other
comprehensive income
(Note 20)
8349
Income tax related to titles
not subject to
reclassification (Note
20 & 23)

8360
Accounts to be reclassified to
profit or loss subsequently:
8361
Exchange differences from
the translation of
financial statements of
foreign operations
(Note 4 & 20)
8399
Income tax related to titles
that could be
reclassified (Note 20 &
23)

8300
Other comprehensive
income of the current
year (net amount after
taxation)
8500
Total amount of comprehensive
income of the current year
2020 %
5

1)

4

-
2
-

2

-
-

-

2

6
2019
Amount
$ 988,015

265,371)

722,644

636
427,612

85,620)

342,628

158,571

30,069)

128,502

471,130

$ 1,193,774
%

(

(

(


(






4
(
1)

3

-
-

-

-
(
3 )

1
(
2)
(
2)

1

(Continued on next page)

91

(Continued from previous page)

Code
Profit attributable to:
8610
The company’s
shareholders
8620
Uncontrolled equity

8600

Total comprehensive income
attributable to:
8710
The company’s
shareholders
8720
Uncontrolled equity

8700

Earnings per share (Note 24)
Business units in
continuing operation
9710
Basic

9810
Diluted
2020 %
4
-

4

6
-

6


2019
Amount
$ 709,491
13,153

$ 722,644

$ 1,166,146
27,628

$ 1,193,774

$ 1.41
$ 1.40
Amount
$ 655,960

9,111)

$ 646,849

$ 319,951

70,402)

$ 249,549

$ 1.30
$ 1.29
%












(


(








3
-
3

1
-
1

The notes attached shall constitute an integral part of this Consolidated financial statement.

Chairman: CHEN, SHENG TIEN Manager: FENG, MING FA Accounting Manager: WU, CHIN MEI

92

RECHI PRECISION CO., LTD. and its subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

January 1 to December 31, 2020 and 2019

Unit: NT$1 thousand

Code
A1
Balance as of January 1, 2019
Dividend allocation and distribution for 2018
B1
Statutory surplus reserves
B3
Special surplus reserves
B5
Cash dividend to the Company’s
shareholders
O1
Cash dividend to the Subsidiaries’ shareholders
M7
Changes in the ownership equity on a subsidiary
C3
Generated as a result of endowments
D1
Net profits of the 2019
D3
Other comprehensive net income in 2019

D5
Total profit and loss in 2019

O1
Increase in non-controlling interests – capital
increase by subsidiaries

Z1
Balance as of December 31, 2019
Dividend allocation and distribution for 2019
B1
Statutory surplus reserves
B3
Special surplus reserves
B5
Cash dividend to the Company’s
shareholders
L1
Purchase of treasury stock
L3
Deregistration of treasury shares

O1
Cash dividend to the Subsidiaries’ shareholders
D1
Net profits of the 2020
D3
Other comprehensive net income in 2020

D5
Total profit and loss in 2020

Z1
Balance as of December 31, 2020
Equityof the company Equityof the company Equityof the company Total
$ 8,197,464

-
-

605,898 )
-

11,693
1,651
655,960


336,009)

319,951

-

7,924,861

-
-

252,458 )

306 )
-
-

709,491
456,655

1,166,146

$ 8,838,243
Uncontrolled
equity
$ 1,529,711

-
-

-


40,586 )
-
-

9,111 )

61,291)


70,402)

106,000

1,524,723
-
-

-


-

-

110,787 )
13,153
14,475

27,628

$ 1,441,564
Total equity
Capital stock
Shares (in
thousand shares)
Amount

506,013
$ 5,060,131
-
-
-
-
-
-
-
-

-
-
-
-
-
-

-

-


-

-


-

-

506,013
5,060,131
-
-
-
-
-
-
-
-
(
1,098 ) (
10,980 )
-
-
-
-

-

-


-

-


504,915
$ 5,049,151
Capital reserves
$ 1,338,059

-

-

-

-

11,693

1,651

-

-


-


-


1,351,403

-

-

-

-
(
7,535 )

-

-

-


-

$ 1,343,868
Retained earnings Undistributed
earnings
$ 1,378,990
(
110,143 )
(
293,042 )
(
605,898 )

-

-

-

655,960
(
176)


655,784


-


1,025,691
(
65,596 )
(
335,833 )
(
252,458 )

-
(
15,751 )

-

709,491

509


710,000

$ 1,066,053
Other equity
Exchange
differences from
the translation of
financial
statements of
foreign
operations
Unrealized gain
or loss on
financial assets
at fair value
through other
comprehensive
income

( $ 719,013 ) ( $ 144,522 )

-
-

-
-

-
-

-
-

-
-

-
-

-
-
(
356,548)

20,715

(
356,548)

20,715


-

-

(
1,075,561 ) (
123,807 )

-
-

-
-

-
-

-
-

-
-

-
-

-
-

114,027

342,119


114,027

342,119

($ 961,534)
$ 218,312
Treasuryshares
( $ 34,266 )

-

-

-


-

-

-

-

-


-


-

(
34,266 )

-

-

-

(
306 )

34,266

-

-

-


-

($ 306)
Exchange
differences from
the translation of
financial
statements of
foreign
operations

( $ 719,013 )

-

-

-

-

-

-

-
(
356,548)

(
356,548)


-

(
1,075,561 )

-

-

-

-

-

-

-

114,027


114,027

($ 961,534)
Shares (in
thousand shares)
506,013

-
-
-
-

-
-
-

-


-


-

506,013
-
-
-
-
(
1,098 )
-
-

-


-


504,915

Statutory surplus
reserves
$ 747,592

110,143

-

-

-

-

-

-

-


-


-


857,735

65,596

-

-

-

-

-

-

-


-

$ 923,331
Special surplus
reserves
$ 570,493

-

293,042

-

-

-

-

-

-


-


-


863,535

-

335,833

-

-

-

-

-

-


-

$ 1,199,368




(












































(










(



(





(

(
(



(
(




(
(
(
(




(


$ 9,727,175
-
-
(
605,898 )
(
40,586 )
11,693
1,651

646,849
(
397,300)

249,549

106,000
9,449,584
-
-
(
252,458 )
(
306 )
-
(
110,787 )
722,644

471,130

1,193,774
$ 10,279,807

The notes attached shall constitute an integral part of this Consolidated financial statement.

Chairman: CHEN, SHENG TIEN

Manager: FENG, MING FA

Accounting Manager: WU, CHIN MEI

93

RECHI PRECISION CO., LTD. and its subsidiaries

Consolidated Statements of Cash Flow

January 1 to December 31, 2020 and 2019

Code
Cash flow from operating activities
A10000
Current year net profit before taxation

A20010
Profits and loss
A20100
Depreciation expenses
A20200
Amortization expenses
A20300
Expected credit impairment loss
(reversal gain)
A20400
Net gains on financial assets at fair
value through profit or loss
A20900
Interest expenses
A21200
Interest revenue

A21300
Dividend income

A22300
The shares of profit and/or loss at
equity method over the associates
A22500
Net gains on disposal of property,
plant and equipment and prepaid
rents
A23700
Impairment loss of property, plant
and equipment
A23700
Inventory valuation and
obsolescence losses
A24100
Unrealized foreign currency
exchange loss (gain)
A29900
Gains on lease modification
A30000
Net change in operating assets and
liabilities
A31115
Decrease (increase) in financial
assets mandatorily measured at
fair value through profit or loss
A31130
Increase in notes receivable

A31140
Decrease in notes receivable –
related party
A31150
Decrease in accounts receivable
A31160
Decrease (increase) in accounts
receivable-related parties
A31180
Increase in other receivable

A31200
Decrease in inventories
A31230
Decrease in prepayments
A31240
Decrease in other current assets
A32125
Increase in return liability – current
A32130
Increase in notes payable
Unit: NT$1 thousand
2020
2019
$ 988,015
$ 801,266
876,830
824,731
9,629
9,864
(
6,977 )
5,864
(
44,877 )
(
40,552 )
148,846
250,285
(
74,693 )
(
79,085 )
(
31,658 )
(
32,390 )
(
1,368 )
(
7,939 )
(
2,252 )
(
46 )
-
2,317
9,738
7,440
(
59,473 )
7,583
-
(
10 )
92,270
(
265,863 )
(
915,438 )
(
115,711 )
782
957
584,450
423,314
(
2,377 )
141
(
74,303 )
(
43,950 )
217,485
110,764
353,219
88,413
9,399
9,086

133,463
186,998
1,541,765
557,814

(Continued on next page)

94

(Continued from previous page)

Code
A32140
Increase (decrease) in notes payable
– related parties
A32150
Increase in accounts payable
A32160
Increase (decrease) in accounts
payable – related parties
A32180
Increase (decrease) in other
accounts payable
A32200
Increase (decrease) in provisions
A32230
Increase (decrease) in other current
liabilities
A32240
Increase decrease in net defined
benefit liability
A33000
Cash inflow from operating activities
A33100
Interest received
A33300
Interest payment

A33500
Income tax payment

AAAA
Net cash inflow from operating
activities
Cash flow from investing activities
B00040
Financial assets acquired on the basis of
cost after amortization
B00050
Financial assets on the basis of cost after
amortization
B01800
Acquisition of investment in associates.
B02200
Net cash outflow from acquisition of
subsidiary
B02700
Purchase of property, plant, and
equipment
B02800
Proceeds from disposal of property, plant
and equipment
B04500
Purchase of intangible assets

B06700
Increase of other non-current assets

B07600
Dividends received
B09900
Acquisition of government subsidies

BBBB
Net cash outflow from investing
activities
Cash flow from financing activities
C00200
Decrease in short-term loans

C00500
Increase in short-term notes payable
C00600
Decrease in short-term notes payable
C01600
Proceeds from long-term loan
C01700
Repayments of long-term borrowings

C01800
Increase in long-term notes payable
C03000
Collect the guarantee deposits received
C03100
Return of guarantee deposits received

C04020
Repayments of principal portion of the
lease
C04500
Pay owners’ dividends

(Continued on next page)

95

(Continued from previous page)

Code
C04900
Purchase of treasury stock

C05800
Increase (Decrease) in reduced
non-controlling interest
CCCC
Net cash outflow from financing
activities
DDDD Impact of changes in exchange rate on cash
and cash equivalents
EEEE
Net increase (decrease) in cash and cash
equivalents
E00100 Cash and cash equivalents balance –
beginning of year
E00200 Cash and cash equivalents balance – end of
year
2020
( $ 306 )

(
110,787)

(1,266,165)


12,308

2,418,817

1,158,126

$ 3,576,943
2019
$ -

65,414
(
522,122)
(
150,549)
(
533,737 )
1,691,863
$ 1,158,126

The notes attached shall constitute an integral part of this Consolidated financial statement.

Chairman: CHEN, SHENG TIEN Manager: FENG, MING FA Accounting Manager: WU, CHIN MEI

96

RECHI PRECISION CO., LTD. and its subsidiaries

Consolidated Notes to financial statements

January 1 to December 31, 2020 and 2019

(Unless otherwise provided, Unit: NTD thousand)

1. Organization and operations

RECHI PRECISION CO., LTD. (formerly known as RECHI INDUSTRIAL CO., LTD., hereinafter referred to as the Company) was established in December 1989 in accordance with the Company Act of the Republic of China, mainly engaged in the assembly and processing, manufacturing and repairing, and trading of refrigerant compressors, and design services of relevant products, as well as import and export business.

The Company’s shares had been listed for trading on the Taipei Exchange since October 2001, and have changed to be listed on the Taiwan Stock Exchange since August 2003.

The consolidated financial statements are presented in the Company’s functional currency – New Taiwan dollars.

2. Financial reporting date and procedures

The consolidated financial statements were approved by the board of directors and authorized for issue on March 22, 2021.

3. Application of new and revised standards and interpretation

  • (1) Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the application of the amendments to the IFRSs endorsed and issued into effect by the FSC does not have material impact on the Group’s accounting policies:

1. Amendments to IAS 1 and IAS 8 “Definition of Materiality”

The Group adopted the amendments on January 1, 2020. The threshold for materiality was amended to be “can be reasonably expected to influence users,” and the disclosures in the consolidated financial statements were adjusted by removing immaterial information which may obscure material information.

2. Amendment to IFRS 16 “COVID-19-Related Rent Concessions”

The Group has chosen to apply the practical expedient of the amendment to deal with rent negotiations directly related to COVID-19 between it and the lessor. Please refer to Note 4 for the relevant accounting policies. Before applying the amendment, the Group shall judge whether the provisions of the lease modification shall apply to the aforementioned rent negotiation.

The Group began to apply the amendment on January 1, 2020. Since the aforementioned rent negotiation only affected the year of 2020, the

97

retrospective application of the amendment did not affect the retained earnings as of January 1, 2020.

  • (2) IFRSs endorsed by FSC that are applicable from 2021 onwards

The new/amended/revised standards or interpretation Effective Date per IASB Amendments to IFRS 4 “Deferral of Effective Date of Effective immediately IFRS 9” upon promulgation Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and Effective for the annual IFRS 16 – “Interest Rate Benchmark Reform – Phase reporting periods 2” beginning on or after January 1, 2021

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 – “Interest Rate Benchmark Reform – Phase 2”

“Interest Rate Benchmark Reform – Phase 2” is mainly about amendments to IFRS 9, IFRS 7, and IFRS 16, which provide practical expedients for the impact of changes in interest rate indicators.

Changes in the basis for determining contractual cash flows caused by changes in interest rate indicators

Changes in the basis for determining the contractual cash flow of financial assets, financial liabilities, and lease liabilities shall be regarded as changes in effective interest rates when changes in the basis are determined, and if such changes are the direct result of changes in interest rate indicators, and the new basis is economically equivalent to the basis before the changes.

When the amendments are applied for the first time, the Group expects to recognize the cumulative effects, to which amendments are applied retrospectively, as retained earnings of January 1, 2021.

  • (3) The IFRSs released by the IASB but not yet approved and announced effective by the Financial Supervisory Commission
the Financial Supervisory Commission
The new/amended/revised standards or interpretation IASB publication
effective date(Note 1)
“2018-2020 IFRSs improvements”

Amendment to IFRS 3 – “Reference to the Conceptual
Framework”

Amendment to IFRS 10 and IAS 28, “Sale or Contribution
of Assets between an Investor and its Associate or Joint
Venture and Investment in Associates.”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as
Current or Non-Current”

Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting Estimates”
Amendments to IAS 16 “Property, Plant and Equipment –
Proceeds before Intended Use”

Amendments to IAS 37 “Onerous Contracts – Cost of
Fulfilling a Contract”
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
Undefined
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)
January 1, 2022 (Note 4)
January 1, 2022 (Note 5)

98

  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The amendment of IFRS 9 applies to the exchange of financial liabilities or modified terms incurring in the annual reported periods since January 1, 2022; the amendment of “Agriculture” in IAS 41 applies to the measurement at fair value in the annual reported periods since January 1, 2022; the amendment of “Initial application of IFRSs” in IFRS 1 applies the annual reported periods since January 1, 2022 retrospectively.

  • Note 3: The amendment applies to the merges whose acquisition dates after the annual reported periods since January 1, 2022.

  • Note 4: The amendment applies to the property, plant and equipment achieving the expected operations by the management after January 1, 2021.

  • Note 5: The amendment applies to the contracts yet performing all obligations as of January 1, 2022.

  • Note 6: The amendments apply to the annual reporting periods beginning on or after January 1, 2023 prospectively.

  • Note 7: The amendments apply to changes in accounting estimates and changes in accounting policies that occur during the annual reporting periods beginning on or after January 1, 2023.

  • Amendment to IFRS 10 and IAS 28, “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture and Investment in Associates.”

The amendment stipulates that if the Group sells or invests assets in an affiliated company (or joint venture), or the Group loses control of a subsidiary, but retains significant influence (or joint control) on the subsidiary, if the aforementioned assets or the former subsidiary meets the definition of “Business” as in IFRS 3 “Business Combination,” the Group shall fully recognize the profits and losses arising from such transactions.

In addition, if the Group sells or contributes assets to affiliated companies (or joint ventures), or the Group loses the control over a subsidiary but retains significant influence on the subsidiaries (or joint control), and if the aforementioned assets or subsidiary not in compliance with the definition of IFRS 3 “Business,” the Group is to recognize the profit and loss of the transactions only within the equity scope of the affiliated companies (or joint ventures) irrelevant to the investors, in other words, the profit and loss attributable to the Group should be offset.

99

2. Amendments to IAS 1 “Classification of Liabilities as Current or Non-Current”

The amendments are to clarify that when determining whether a liability is classified as non-current, the Group shall assess whether it has the right to defer the settlement period to at least 12 months after the reporting period at the end of the reporting period. If the Group has the right at the end of the reporting period, regardless of whether the Group expects to exercise the right, the liabilities are classified as non-current. The amendments have clarified that if the Group must comply with certain conditions before it has the right to defer payment of its liabilities, the Group must have complied with said conditions at the end of the reporting period, even if the lender is testing whether the Group complies with said conditions at a later date.

The amendments stipulate that, for the purpose of classification of liabilities, the aforementioned settlement refers to the elimination of liabilities due to the transfer of cash, other economic resources, or equity instruments of the Group to the counterparty. However, as for the terms of the liability, where the transfer of the equity instruments of the Group may result in its settlement of the liability based on the counterparty’s choice, if the choice is separately recognized in equity according to IAS 32 “Financial Instruments: Expression,” the foregoing terms do not affect the liability classification.

  1. Amendments to IAS 16 “Property, Plant and Equipment – Proceeds before Intended Use”

The amendments stipulate that the selling price of the item produced in order to make the property, plant and equipment reach the location and condition necessary for them to be capable of operating in the manner expected by the management shall not be debited to the cost of the asset. The aforementioned items produced shall be measured in accordance with IAS 2 “Inventories,” and the selling price and cost shall be recognized in profit or loss in accordance with the applicable standards.

The amendments are applicable to property, plant and equipment that have reached the location and conditions necessary for them to be capable of operating in the manner expected by the management after January 1, 2021. When the amendment is applied to the Group for the first time, the information in the comparative period shall be restated.

  1. Amendments to IAS 1 “Disclosure of Accounting Policies”

The amendments clearly stipulate that the Group shall determine the significant accounting policy information that shall be disclosed based on the definition of materiality. If accounting policy information can be reasonably expected to affect the decisions made by the main users of general-purpose financial statements based on these financial statements, the accounting policy information is significant. The amendments also clarify:

100

Accounting policy information related to non-material transactions, other matters, or circumstances is non-significant, and the Group does not need to disclose such information.

The Group may determine that the relevant accounting policy information is significant based on the nature of transactions, other matters, or circumstances, even if the amount is not significant.

Not all accounting policy information related to material transactions, other events, or circumstances are significant.

In addition, the amendments also illustrate that if the accounting policy information is related to material transactions, other matters, or circumstances while in line with the following circumstances, the information may be significant:

  • (1) The Group changed its accounting policies during the reporting period, and the change resulted in a significant change in financial statement information;

  • (2) The Group selects its applicable accounting policies from the options allowed by the standards;

  • (3) Due to the lack of specific standards, the Group has formulated accounting policies in accordance with IAS 8 “Accounting Policies, Changes and Errors in Accounting Estimates”;

  • (4) The Group discloses relevant accounting policies that it must adopt significant judgments or assumptions to determine; or

  • (5) Complicated accounting treatment requirements are involved and users of financial statements rely on such information to understand such material transactions, other matters, or circumstances.

  • Amendments to IAS 8 “Definition of Accounting Estimates”

The amendments stipulate that the accounting estimates refer to the monetary amounts affected by measurement uncertainty in the financial statements. When the Group applies accounting policies, it may need to measure financial statement items with monetary amounts that cannot be directly observed and must be estimated. Therefore, measurement techniques and inputs must be used to establish accounting estimates to achieve this purpose. If the impact of changes in measurement techniques or inputs on accounting estimates is not a correction of previous errors, these changes are changes in accounting estimates.

Further to the aforementioned influence, the companies in the consolidated financial statements will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the companies in the consolidated financial statements to the date this parent company only financial statement approved and released, and will make appropriate disclosure after the evaluation.

101

4. Summary of significant accounting policies

  • (1) Compliance Statement

The consolidated financial statements are prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs approved and published by the FSC.

  • (2) Basis of preparation

Except for the financial instruments on the basis of fair value and the recognition of net defined benefit liabilities on the basis of the present value of net defined benefit obligation net of the fair value of planned assets, this consolidated financial statement was compiled on the basis of historical cost.

The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of related input value:

  1. Level 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment).

  2. Level 2 input value: refers to the direct (the price) or indirect (inference of price) observable input value of asset or liability further to the quotation of Level 1.

  3. Level 3 input value: the unobservable input value of asset or liability.

  4. (3) Standards in differentiating current and non-current assets and liabilities.

    • Current assets including:
  5. Assets held mainly for trading purpose:

  6. Assets expected to be realized within 12 months after the balance sheet date; and

  7. Cash and cash equivalents (not including those that are limited to exchange or repay liabilities exceeding 12 months after the balance sheet date).

    • Current liabilities include:
  8. Liabilities held for trading purposes;

  9. Liabilities to be repaid within 12 months after the balance sheet date, and

  10. Liabilities with the repayment deadline that cannot be unconditionally deferred to at least 12 months after the balance sheet date.

For those that are not current assets or liabilities above are classified as non-current assets or liabilities.

102

(4) Basis of consolidation

This consolidated financial statement contains the information of the financial statements of the Bank and its controlled entities (subsidiaries). The Consolidated Statement of Comprehensive Income already covered the operating profit and/or loss of the subsidiaries, which have been acquired or disposed of the current term, from the date of acquisition until the date of disposal. The subsidiaries’ financial statements have been properly adjusted to keep the accounting policies consistent with the accounting policies of the Group. In preparing these consolidated financial statements, the transactions, account balances, incomes and loss and expenses among the individual entities are written off in full amount. The total comprehensive incomes of the subsidiaries were non-controlling interest attributed to the Company’s owners and the non-controlling interest, to become the balance of loss even as the non-controlling interest.

When the changes of interest of the subsidiaries’ ownership by the Group do not lead to the loss of control, it is disposed of as interest transactions. The book value of the Group and non-controlling interest has been adjusted to reflect the changes of the relative interest of subsidiaries. The differential between the adjustment amount of non-controlling interest and the fair value of consideration received is directly recognized as interest and belongs to the owner of the Company.

For details of subsidiaries, shareholding ratios, and business items, please refer to Note 12 and Table 7.

(5) Corporate Merger

Corporate mergers are handled in the acquisition method. Acquisition-related costs are included as expenses in the period, in which the costs are incurred and the services are obtained.

Goodwill is measured on the basis that the fair value of the consideration transferred exceeds the net amount of identifiable assets acquired and liabilities assumed on the acquisition date.

(6) Foreign currency

For the transactions conducted in a currency other than the business entity’s functional currency (foreign currency), it is to be translated to the functional currency in accordance with the exchange rate on the transaction date when preparing the individual financial statements.

Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange differences arising from the settlement of monetary items or translating monetary items are recognized in the current profit or loss.

The foreign non-currency items measured at fair value are translated in accordance with the exchange rate on the fair value determination date and the exchange difference is booked as current profit or loss. However, for the changes in fair value recognized in the other comprehensive income, the exchange difference is recognized in the other comprehensive income.

The foreign non-currency items measured at historical cost are translated in accordance with the exchange rate on the transaction date without the need for a translation again.

103

When preparing the consolidated financial statements, the assets and liabilities of the Group’s foreign operations (including subsidiaries and associates that operate in countries or adopt the functional currencies different from the Group) are translated into New Taiwan dollars. The profits and losses are translated in accordance with the current average exchange rates, and the exchange differences resulted is booked in other comprehensive income (and attributable to the Company’s shareholders and non-controlling equity respectively).

If the Group disposes of the ownership interest of a foreign operation, or disposes of part of the equity of a foreign operation’s subsidiary and loses control, or disposes of a foreign operation’s associate, and the retained equity is a financial asset and is treated based on the accounting policies adopted for financial instruments, then all accumulated exchange differences attributable to the owners of the Company and related to the foreign operation will be reclassified to profit or loss.

If the partial disposal of the subsidiaries of the foreign operation institution did not result in a loss of control, the cumulative exchange differences are reattributed proportionally as non-controlling equity of the subsidiaries without any profit and loss recognized. In any other event of partial disposal of an overseas operating institution, the accumulated difference in foreign exchange was reclassified to profit and/or loss pro rata to the percentage of disposal.

  • (7) Inventory

Inventories are raw materials, materials, finished goods, and work-in-process. Inventory is valued in accordance with the lower of cost or net cash value. When comparing cost and net cash value, except for the homogeneous inventories, it is based on the itemized lower of cost or net cash value. Net realizable value refers to the estimated sale price under normal circumstances net of the estimated cost needed to complete the project and the estimated expenses needed to complete the sale. The cost of inventory is calculated using the weighted average method.

  • (8) Investments in the affiliated company

The term “associate” as set forth herein denotes an enterprise, which has significant effect upon the Group, but is not a subsidiary or a joint venture.

The Group adopts equity method for investment in associates.

Under the equity method, investments in the affiliated companies were originally recognized at cost; the book value after the acquisition date fluctuates along with the distribution of profit or loss from the affiliated company and other comprehensive income by the Group. In addition, the changes in the equity of affiliates shall be recognized in proportion to the proportion of shareholding.

When assessing impairment, the Group regards the overall book value of the investment as a single asset to compare the recoverable amount with the book value, and conducts an impairment test. The impairment loss recognized is also part of the book value of the investment. Any reversal of the impairment loss can be recognized within the range of the recoverable amount of the subsequently increased investment.

104

The profit or loss resulting from the countercurrent, downstream and side-stream transactions between the Group and the affiliated company is recognized in the consolidated financial statement within the range that is irrelevant to the Group’s interest in the affiliated company.

  • (9) Real property, plant and equipment

Real property, plant and equipment are recognized as costs, and they will be measured by the amount after the costs less the amount of accumulated depreciation and accumulated impairment losses afterwards.

Those real estate, plant buildings, equipment & facilities under construction were recognized at the amount of the costs after deducting the loss in the accumulated impairment. Costs include professional service expanses and loan costs that meet the capitalization conditions. When such assets are completed and reach expected use status, such assets will be classified to proper items under real property, plant and equipment and the provision of depreciation shall begin.

Each material part of property, plants, and equipment shall be depreciated separately in accordance with the useful year and a straight-line method. The Group shall at least inspect the estimated service life, residual value and depreciation method by the day of the end of each fiscal year and postpone the effect of applying estimated accounting changes.

In the case of delisting real estate, plants, and equipment, the difference between the net disposal price and the book value of the asset is recognized in profit or loss.

(10) Goodwill

Goodwill from business combination is recorded at acquisition cost and subsequently measured at cost less accumulated impairment.

For impairment test purposes, goodwill is allocated to each cash-generating unit (CGU) that benefits from the synergy of a business combination.

In testing assets for impairment, the Company compares the carrying amounts of operating segments (CGUs with allocated goodwill) to their recoverable amounts on a yearly basis (or when impairment indicators exist). CGUs with allocated goodwill arisen from company combination in the current year should be tested for impairment before the end of the year. When the recoverable amount of CGUs is below the carrying amount, an impairment loss should be recognized to reduce first the carrying amount of goodwill of the CGU, and then the carrying amounts of other assets of the CGU proportionately. Any impairment loss should be directly recognized as loss in the current period. Subsequent reversal of impairment loss is not allowed.

105

On disposal of the relevant CGU, the amount attributable to goodwill is included in the determination of the gain or loss on disposal.

  • (11) Intangible assets

The intangible asset with limited useful life acquired separately was originally measured at cost and subsequently measured at cost, net of accumulated amortization and accumulated impairment losses. Intangible assets are amortized using the straight-line method over the useful lives. The Group conducts at least one annual review at the end of each year to assess the estimated useful life, residual value, and amortization methods. And the impact of changes in accounting estimates should be delayed.

In removing intangible assets, the difference between the net proceeds of disposition and the book value shall be recognized as income.

  • (12) Impairment of property, plant and equipment, right-of-use assets, and intangible assets (excluding goodwill)

The Group assesses if there are any signs of possible impairment in property, plant, and equipment as well as right-of-use and intangible assets (excluding goodwill) at each balance sheet date. If there is any indication of impairment occurring, the recoverable amount of the asset should be estimated. If the recoverable amount of an individual asset cannot be estimated, the Group is to estimate the recoverable amount of the respective cash-generating unit. The common asset is amortized to each cash-generating unit in accordance with a consistent and reasonable sharing basis.

The recoverable amount is the fair value net of cost or the value in use whichever is higher. When the recoverable amount of an individual asset or cash-generating unit is less than its book amount, the book amount of the asset or cash-generating unit should be reduced to its recoverable amount. The impairment loss is recognized in the profit or loss.

When the impairment loss was reversed subsequently, the book amount of the asset or cash-generating unit is increased to the adjusted recoverable amount, but the increased book amount may not exceed the book amount of the asset or cash-generating unit without recognizing the impairment loss in prior periods (net of amortization or depreciation). The reversed impairment loss is recognized in the profit or loss.

  • (13) Financial instruments

When the Group has become a party to the instrument contract, the financial assets and financial liabilities are to be recognized in the consolidated balance sheet.

106

For the initial recognition of the financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, it is measured at fair value plus transaction cost that is directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction cost directly attributable to the acquisition or issuance of financial assets or financial liabilities that are measured at fair value through profit or loss is immediately recognized in the profit or loss.

1. Financial assets

The regular way of purchase or sale of financial assets are recognized and derecognized based on the accounting on the transaction date.

(1) Classification of measurement

Financial assets held by the Group are those measured at fair value through profit or loss (FVTPL) and at amortized cost, as well as investments in equity instruments measured at fair value through other comprehensive income (FVTOCI).

  • A. Financial assets at FVTPL

Financial assets measured at FVTPL are those mandatorily measured at FVTPL Financial instruments designated at fair value through income statements included the investment of equity instruments not designated at fair value through other comprehensive income and those not conforming to the standard of debt instruments on the basis of cost after amortization or at fair value through other comprehensive income.

Financial assets measured at FVTPL are measured at fair value, and the dividends and interest generated are recognized in other income and interest revenue, respectively, and gains or losses generated from remeasurement are recognized in other profits and losses. Please refer to Note 29 for the determination of fair value.

  • B. Financial assets based on cost after amortization

If the financial assets of the Group met both of the following conditions, classify as financial assets on the basis of cost after amortization:

  • a. Financial assets held under particular mode of operation and the purpose of holding is for the collection of cash flow from contracts

  • b. Cash flow generated on particular dates deriving from the contacts and the cash flow is wholly for the payment of principal and interest accrued from the outstanding amount of the principal.

107

Financial assets on the basis of cost after amortization (including cash and cash equivalents and accounts receivable on the basis of cost after amortization) shall be determined for the total book value under the effective interest rate method after the initial recognition net of the cost of any impairment after amortization for measurement. Any exchange gains or loss will be recognized as income.

Interest revenue is calculated by multiplying the effective interest rate by the total carrying amount of financial assets.

Cash equivalents are time deposits within 3 months from the date of acquisition, with high liquidity, can be converted into cash with marginal risk on the change in value, and are used for the fulfillment of short-term commitment in cash settlement.

  • C. Investment of equity instruments at fair value through other comprehensive income

The Group may make an irrevocable choice at the time of initial recognition for designating the investment of equity instruments not available-for-sale and not recognized by the acquirer under corporate merger and acquisition or with consideration at fair value through other comprehensive income for measurement.

The investment of equity instruments at fair value through other comprehensive income is measured at fair value. Subsequent changes in fair value will be recognized as other comprehensive income and accumulated into other equity. In the disposition of assets, accumulated gains or loss shall be directly transferred to retained earnings without classification as income.

The dividend of the investment of equity instruments at fair value through other comprehensive income shall be recognized as income when the right of the Group in the collection of dividends is ascertained, unless the dividend is obviously representing the recovery of the cost of investment in part.

(2) Impairment of financial assets

The Group at each balance sheet date assesses the impairment loss of financial assets (including accounts receivable) at amortized cost according to the expected credit loss.

Accounts receivable are recognized in allowance for loss based on the lifetime expected credit losses (ECLs). Other financial assets shall be evaluated for any significant increase of risk from the day of initial recognition. If none is found, recognize for provision for anticipated credit loss along a period of 12 months. If it is, recognize for provision of anticipated credit risk within the perpetuity of the assets.

Anticipated credit loss is the weighted average loss of credit on the basis of the weight of the risk of default. Anticipated credit loss in a period of 12 months means the expected loss of credit from the financial instruments within 12 months due to default. Anticipated credit loss with the perpetuity of the financial instruments means the expected loss of

108

credit from the financial instruments within the perpetuity of these financial instruments.

For internal credit risk management purpose, the Group, without considering the collateral, determines the following circumstances indicating that a default has occurred on the financial instrument:

  • A. There is internal or external information indicating that the debtor is no longer able to pay off a debt.

  • B. Payments are overdue for more than 180 days, unless there are reasonable and supporting information showing that the delayed default benchmark is more appropriate.

All impairment of financial assets is recognized through the reduction of the book value of the provisioned account.

  • (3) The derecognition of financial assets

The Group has financial assets derecognized only when the contractual rights from the cash flows of a financial asset become invalid or when the financial assets are transferred and almost all the risks and rewards of the asset ownership have been transferred to other enterprises.

If the Group neither transfers nor retains almost all the risks and rewards of the ownership of a financial asset, and retains control of the asset, it will continue to recognize the asset within the scope of continuous participation in the asset and recognize relevant liabilities for the amount that may have to be paid. If the Group retains almost all the risks and rewards of the ownership of a financial asset, it will continue to recognize the asset and recognize the payments received as secured borrowings.

When a financial asset measured at amortized cost is derecognized as a whole, the difference between its book value and the consideration received is recognized in profit or loss. When equity instrument investments measured at FVTOCI are derecognized as a whole, accumulated gains and losses are directly transferred to retained earnings and are not reclassified to profit or loss.

2. Equity instruments

The debt and equity instruments issued by the Group are classified as financial liabilities or equity pursuant to the contractual agreements and the definition of financial liabilities and equity instruments.

Equity instruments issued by the Group are recognized for an amount after deducting the direct issuing cost from the proceeds collected.

109

The Company’s equity retrieved is debited or credited to the equity. The Company’s equity purchased, sold, issued, or cancelled is not recognized in the profit or loss.

  1. Financial liabilities

  2. (1) Subsequent measurement

All financial liabilities are evaluated at the amortized cost using the effective interest method.

  • (2) Derecognition of financial liabilities

When derecognizing financial liabilities, the difference between the book amount and the consideration paid (including any transferred non-cash assets or assumed liabilities) is recognized as profit or loss.

  • (14) Liability reserve

The recognized liability reserve amount is with the risk and uncertainty of the obligation considered, and it is the optimum estimate of the expenditure required to settle the obligations on the balance sheet date. Provision for liabilities shall be measured based on the discount value of the estimated cash flow for the settlement of obligation.

Warranty

The warranty obligation under a sales contract is the best estimated expense by management in clearing the Group’s obligations and it is recognized when the related instrument income is recognized.

  • (15) Recognition of revenue

The Group, after identifying the performance obligations, had the transaction price amortized to each performance obligation and recognized as income when the performance obligations were fulfilled.

Commodity sales revenue

When the sales arrive at a customer’s designated location or when the goods are shipped, and the customer has the right to set the price and use of the goods and bears the main responsibility for resale and the risk of obsolescence, the Group recognizes the sales in revenue and accounts receivable.

When the material is supplied for processing, the ownership of the processed product is not transferred; therefore, the income is not recognized when the material is supplied.

  • (16) Lease

The Group assesses whether the contract is (or includes) a lease arrangement on the agreement date.

For contracts that include lease and non-lease components, the Group allocates the consideration in the contracts based on the relative stand-alone prices and treats them separately.

110

1. The Group is the lessor

When the lease term is to have all risks and returns attached to the ownership of assets transferred to the lessee, it is classified as a financing lease. All other leases are classified as operating leases.

Lease payments for operating leases upon deduction of lease incentives are recognized as income on a straight-line basis in relevant lease periods. Initial direct costs generated in the acquisition of operating leases are added to the underlying asset carrying amount and recognized as expenses on a straight-line basis in lease periods.

2. The Group as the lessee

Except for recognizing low-value asset leases applying to exemption and lease payments for short-term leases being recognized as an expense on a straight-line basis over the lease term, other leases will be recognized as right-of-use assets and lease liabilities at the lease commencement date.

The right-of-use asset is measured at cost (including the amount equal to the lease liability at its initial recognition, lease payments made before the commencement of the lease less any received, any incurred by the lessee, and an estimate of costs to be incurred by restoring the underlying asset to the condition required) less any depreciation and any accumulated impairment losses. Additionally, the cost is subsequently adjusted for any . Right-of-use assets are separately presented on the Consolidated Balance Sheet.

Right-of-use assets are depreciated on a straight-line basis over the period from the commencement date of the lease to expiration of its useful life or expiration of the lease term, whichever date is earlier. If the ownership of the underlying asset will be acquired at the end of the lease period, or if the cost of the right-of-use asset reflects exercising an option, the asset will be depreciated over the period from the commencement date of the lease to expiration of the useful life of the underlying asset.

Lease liabilities are initially measured at the present value of lease payments (including fixed payments, less lease incentives received). If the implied interest rate of the lease is easily determined, the lease payments will be discounted to their present value using that interest rate. If such interest rate is not easily determined, the incremental borrowing rate will be used.

Subsequently, the lease liabilities are measured at amortized cost using the effective interest method, and the interest expenses are amortized over the lease term. If changes in the lease term lead to changes in future lease payments, the Group will remeasure the lease liabilities and adjust the right-of-use asset accordingly. However, if the book value of the right-of-use asset has been reduced to zero, the remaining remeasured amount is recognized in profit or loss. For lease modifications that are not treated as a separate lease, remeasurement of lease liabilities due to the reduction in the scope of the lease is to reduce the right-of-use assets, and to recognize the profit or loss of partial or full termination of the lease. Remeasurement of lease liabilities due to other modifications is an adjustment to the right-of-use asset. Lease liabilities are separately presented on the Consolidated Balance Sheet.

111

The Group and the lessor engaged in rent negotiations directly related to the COVID-19 pandemic, and adjusted the rents due before June 30, 2021, resulting in a decrease in the rents before the negotiation. These negotiations did not materially change other lease terms. The Group has elected to adopt practical expedients to treat rent negotiations that meet the aforementioned conditions without evaluating whether the negotiation is about a lease modification, and recognizes the reduction in lease payments in profit or loss when the concession or such situation occurs, and makes a corresponding downward adjustment to the lease liabilities.

Changes in rent as stipulated in lease agreements not determined by indices or rates are recognized as expenses in the current period.

  • (17) Loan costs

Borrowing costs directly belonging to acquiring, building or producing assets that meet the requirements are part of the costs of such assets until the completion of all necessary activities that the assets reaching the status of expected use or sale.

The income of a temporary investment with a specific loan that has not yet met the essential requirement of capital expenditure is deducted from the loan cost that meets the essential requirement of capitalization.

In addition to the transaction stated in the preceding paragraph, all other loan costs are recognized as profit and loss upon occurring.

  • (18) Government grant

A government subsidy can only be recognized when it is firmly believed that the Group will comply with the terms added to the government subsidy and will receive such subsidy.

Government grants related to income are recognized in other income on a systematic basis over the periods, in which the Group recognizes as expenses the relevant costs for which the grants are intended to compensate. Government grants whose primary condition is that the Group should purchase, construct, or otherwise acquire non-current assets are debited to the carrying amount of said assets and recognized in profit or loss over the useful lives of said assets by reducing the depreciation or amortization expenses of said assets.

112

If the government subsidy is used for compensating expenses or losses that have already occurred or for the purpose of immediate financial support to the Group without any related cost in the future, it will be recognized as income during the receivable period.

  • (19) Employee benefits

  • Short-term employee benefits

Liabilities relating to short-term employee benefits are measured by the non-discounted amount of the expected payment in exchange for employee services.

2. Retirement benefits

Under the defined contribution pension plan, the pension amount appropriated during the service years of the employees is recognized as an expense.

The determined cost of benefit for determined benefit retirement plan (including the cost of service, net interest, and reevaluation) is based on the actuary of projected unit method. The net interests of the service cost (including the service cost for the current period) and net defined benefit liability (asset) are recognized as employee benefit expenses when they occur. The value of second measurement (including the profits and loss under actuary and the return on assets of the plan net or interest) shall be recognized as other comprehensive incomes and as retained earnings, if realized. No reclassification as profits and loss in subsequent periods.

Net defined benefit liability (asset) is the appropriation deficit (surplus) of the defined benefit pension plan. Net defined benefit asset shall not exceed the refund of the appropriated fund or decrease the present value of appropriation of fund in the future.

  • (20) Income tax

Income tax expense is the sum of the current income tax and deferred income

tax.

  1. Income tax expenses in the current period

The Group determines the income (loss) of the current year in accordance with the laws and regulations in each jurisdiction area for income tax filings, and calculates the income tax payable (recoverable) accordingly.

Additional income tax on unappropriated earnings is calculated in accordance with the provisions of the Income Tax Act of the Republic of China, to be recognized in the year of the shareholder resolution meeting.

The adjustment to prior period income tax payable is booked as current income tax.

2. Deferred tax

Deferred tax is computed in accordance with the temporary differences between the book value of assets and liabilities and the tax bases of taxable income.

113

Deferred income tax liabilities are generally recognized in accordance with all taxable temporary differences. Deferred income tax assets are recognized when there is the likelihood of having taxable income to be used for the income tax credit resulting from the temporary difference, accumulated deficit or machinery equipment purchase, R&D, and personnel training expense.

All taxable provisional differences relevant to the investment in subsidiaries and associates were recognized as deferred income tax liabilities, except an event while the Group could control the time point of recovery of the control over the provisional difference or while the said provisional difference would be very likely not recoverable in the foreseeable future. The deductible temporary differences related to such investments are recognized as deferred income tax assets when there is likely a sufficient taxable income available for realizing a temporary difference and within the expected reverse in the foreseeable future.

The book amount of deferred income tax asset must be reviewed at each balance sheet date. The book amount of those that no longer have any sufficient taxable income to recover all or part of the asset should be adjusted down. Those that are not originally recognized as deferred income tax assets should also be reexamined at each balance sheet date. The book amount of those that are likely to generate taxable income in the future for the recovery of all or part of its assets should be adjusted up.

Deferred income tax assets and liabilities are measured in accordance with the expected liability liquidation or the tax rate in the period when the asset is realized. The tax rate is based on the tax rate and tax laws that are legislated or substantively legislated at the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequence resulted from the book value of the assets or liabilities expected to be recovered or liquidated on the balance sheet date.

  1. Current and deferred income tax for the year

Current and deferred income taxes are recognized in the profit or loss, except for the current and deferred income taxes related to the items recognized in other comprehensive income or directly included in the equity are recognized in the other comprehensive income or directly included in the equity.

5. Main source of significant accounting judgment, estimates and assumptions uncertainty

The Group at the time of adopting accounting policies, for the information hard to obtain from other sources, should have the relevant judgments, estimates, and assumptions made by the management in accordance with the historical experience and other essential factors. Actual results may differ from the estimates.

114

The management will continue to review the estimates and basic assumptions. If the amendment affects only the current estimates, it is recognized in the current period. If the amendment of accounting estimates affects both current and future periods, it is recognized in the respective current and future periods.

The estimated impairment of accounts receivable

The estimated impairment of accounts receivable is based on the default rates and expected loss rates assumed by the Group. Taking into account the Group’s past experience, current market situation and future prediction, the Group shall prepare a pro forma report and select appropriate inputs for impairment. If the actual future cash flows are less than expected, a material impairment loss may have resulted.

6. Cash and cash equivalents

Cash and cash equivalents
Cash on hand and working capital
Bank checks and demand deposits
Cash equivalents (Investment with
the original maturity date within
three months)
Bank time deposit
December 31,2020
$ 1,341
1,928,983
1,646,619
$ 3,576,943
December 31,2019





$ 1,855
571,744
584,527
$ 1,158,126

The deposits in banks showed the following interest rate ranges as of the balance sheet date:

7.

sheet date: sheet date:
December 31,2020
Bank deposits
0.01%~2.93%
Financial instruments measured at fair value through profit or loss
December 31,2020
Financial assets–current
Measured at fair value through
income under compulsion
Wealth management
products
$ 1,105,608
Non-derivative financial
assets
- Listed stocks – overseas
8,643
Beneficial certificates

-
$ 1,114,251
December 31,2019
0.01%~2.75%
December 31,2019

Financial assets–current
Measured at fair value through
income under compulsion
Wealth management
products
Non-derivative financial
assets
- Listed stocks – overseas
Beneficial certificates




$ 1,098,007
9,301
54,336
$ 1,161,644

115

8. Financial assets at fair value through other comprehensive income

Equity investment

Equity investment
Current
Domestic investment
TSEC/GTSM listed shares
Common stock of China
Steel Corporation
Overseas investment
Listed stock
D-shares Of Qingdao
Haier Co., Ltd.
Non-current
Domestic investment
Unlisted/OTC
Common stock of
Magnpower
Corporation
Common stock of Bigbest
Solutions, Inc.
December 31,2020
$ 54,906
1,067,276
$ 1,122,182
$ 25,500

-
$ 25,500
December 31,2019










$ 53,020
639,810
$ 692,830
$ 27,240
-
$ 27,240

The Group has invested in the common stocks of the above-mentioned companies in accordance with medium and long-term strategic purposes, and expects to make profits through long-term investments. The management of the Group holds that the short-term fluctuation in the fair value of these investments shall be recognized as income or loss and is not congruent with the aforementioned long-term investment plan; therefore, they chose to designate these investments as financial assets at fair value through other comprehensive income.

9. Financial assets based on cost after amortization

Current
Restricted cash in banks
Time deposits with original maturity
date of more than 3 months (2)
December 31,2020
$ 2,706,359

-
$ 2,706,359
December 31,2019 December 31,2019




$ 2,478,387
32,137
$ 2,510,524
  • (1) For details of financial assets at amortized cost, refer to Note 31.

  • (2) As of December 31, 2019, the interest rate range of the time deposits with original maturity date of more than 3 months were 2.45%–2.55%.

116

December 31, 2020

December 31, 2019

10. Note receivable and account receivable

Notes receivable
Measured on the basis of cost after
amortization
Total book value

Less: Allowance for losses
(

Accounts receivable
Measured on the basis of cost after
amortization
Total book value

Less: Allowance for losses
(

Measured at fair values through
other comprehensive income

$ 4,563,676


7,255)
(
$ 4,556,421

$ 3,714,982


27,253)
(
3,687,729

321,092

$ 4,008,821
$ 3,575,029

383)
$ 3,574,646
$ 4,521,875

61,110)
4,460,765
-
$ 4,460,765

(1) Accounts receivable based on cost after amortization

The Group’s average credit period for sales open account with net 0 days to 210 days, and no interest is accrued on accounts receivable.

In order to mitigate the credit risk, the Group has formulated credit management measures to regulate the determination of credit limits, credit approval, and other monitoring procedures to ensure that appropriate actions have been taken in the recovery of overdue receivables. In addition, the Group will review the recoverable amount of receivables on each balance sheet date to ensure that appropriate impairment loss has been appropriated for the uncollectible receivables. Under the circumstance, the Company’s management believes that the consolidated company’s credit risk is significantly reduced.

The Group will recognize the lifetime expected credit losses as loss allowance for accounts receivable. The full lifetime expected credit losses are calculated using Provision Matrix, which considers the historical default records and current financial status, industry economic conditions, as well as GDP forecast and industry outlook. Because of the different loss patterns of customer groups in different regions of the Group, the Group uses different provisions matrices for different customer groups by location, and determines the expected credit loss rate by taking into account the number of past due days of accounts receivable and the regional economic situation.

If there is evidence that the counterparty is facing serious financial difficulties and the Group cannot reasonably expect to recover the amount, e.g. the counterparty is in liquidation, then the Group directly writes off the relevant accounts receivable, but will continue to try to collect the receivable. The recovered amount is recognized in profit or loss.

117

The Group’s allowance for loss of receivables is determined according to the preparation matrix as follows:

December 31, 2020

Not overdue
Expected credit loss
rate
0%~0.37%
Total book value
$ 3,559,609

Allowance for loss
(expected credit
loss of the given
duration)
(
6,564)

Cost after
amortization
$ 3,553,045

December 31, 2019
Not overdue
Expected credit loss
rate
0%~0.05%
Total book value
$ 4,179,606

Allowance for loss
(expected credit
loss of the given
duration)
(
1,325)

Cost after
amortization
$ 4,178,281
Not overdue Overdue for 1 to
30 days
O verdue for 31 to
60 days
O verdue for 61 to
90 days
O verdue for 91 to
120 days
O verdue for over
121 days
Total




0.68%~11.44%

$ 124,235

(
1,875)

$ 122,360

Overdue for 1 to
30 days
1



O
8.36%~32.90%
$ 18,285

(
7,614)

$ 10,671

verdue for 31 to
60 days
2



O
0.91%~64.94%
$ 2,444

(
1,578)

$ 866

verdue for 61 to
90 days
3



O
3.11%~76.39%
$ 1,969

(
1,194)

$ 775

verdue for 91 to
120 days




O
35.60%~100%
$ 8,440

(
8,428)

$ 12

verdue for over
121 days


$ 3,714,982
(
27,253)
$ 3,687,729
Total

Expected credit loss
rate
Total book value

Allowance for loss
(expected credit
loss of the given
duration)

Cost after
amortization


0%~0.05%
$ 4,179,606

(
1,325)

$ 4,178,281


1.83%~2.47%
$ 278,463

(
6,778)

$ 271,685



8.31%~17.47%

$ 6,048

(
983)

$ 5,065
4


3.68%~58.01%
$ 132

(
36)

$ 96
5


1.20%~60.39%
$ 11,016

(
5,640)

$ 5,376



77.78%~100%
$ 46,610

(
46,348)

$ 262


$ 4,521,875
(
61,110)
$ 4,460,765

(2) Accounts receivable at fair value through other comprehensive income.

Regarding the accounts receivable of specific customers, the Group decides whether to sell it to the bank without the right of recourse or not to sell it depending on the status of the working capital. The business model of the Group managing this kind of accounts receivable is to complete its goal through receiving contractual cash flows and selling financial assets. Thus, these kinds of accounts receivable are measured through other comprehensive income in fair value.

December 31, 2020

Expected credit loss
rate
Total book value

Allowance for loss
(expected credit
loss of the given
duration)

Cost after
amortization
Not overdue Overdue for 1 to
30 days
O verdue for 31 to
60 days
O verdue for 61 to
90 days
O verdue for 91 to
120 days
O verdue for over
121 days
Total


0.03%
$ 321,189

(
97)

$ 321,092


0.68%
$ -


-

$ -


32.90%
$ -


-

$ -


64.94%
$ -


-

$ -


76.39%
$ -


-

$ -


90.22%~100%
$ -


-
$ -


$ 321,189
(
97)
$ 321,092

The information on changes in the allowance for loss on notes receivable and accounts receivable is as follows:


Balance, beginning of year

Add (less): Impairment loss
(reversal) for the
current year
Less: Actual write-off
amount in the current
period
Foreign currency translation
differences

Balance, end of year
2020
Notes receivable
$ 383

6,737

-


135

$ 7,255

Accounts
receivable
$ 61,110

(
13,714 )

(
20,071 )


25

$ 27,350
Total


$ 61,493
(
6,977 )
(
20,071 )

160
$ 34,605

118


Balance, beginning of year

Add (less): Impairment loss
(reversal) for the
current year

Foreign currency translation
differences

Balance, end of year
2019
Notes receivable
$ 7,316

(
6,928 )
(
5)

$ 383
Accounts
receivable
$ 50,221

12,792
1,903)

$ 61,110
Total

(

(
$ 57,537
5,864
1,908)
$ 61,493

As of December 31, 2020 and 2019, the amounts of notes receivable that have expired and have not been cashed were NT$RMB 21,185 thousand and NT$4,733 thousand, respectively.

11. Inventory

thousand, respectively.
Inventory
Finished products
Work in process
Raw materials
Inventory in-transit
December 31,2020
$ 625,590
348,041
508,806

805,343
$ 2,287,780
December 31,2019




$ 513,991
455,136
643,654
874,004
$ 2,486,785

In 2020 and 2019, the cost of goods sold related to inventory was NT$17,019,887 thousand and NT$17,393,058 thousand, respectively. Cost of goods sold includes inventory valuation losses of NT$9,738 thousand and NT$7,440 thousand.

12. Subsidiaries

  • (1) Subsidiaries included in the consolidated financial statements

The business entities of the consolidated financial statements are as follows:

Investor Subsidiaryname Nature of the operation Percentage of
shareholdings
Percentage of
shareholdings
Remark
December
31,2020

December
31,2019
100.00%
100.00%
42.20%
100.00%
100.00%
100.00%
77.78%
25.00%
100.00%
100.00%
The parent company

The parent company

The parent company

Rechi Holdings Co., Ltd.

Rechi Holdings Co., Ltd.

Rechi Holdings Co., Ltd.

Rechi Holdings Co., Ltd.

Rechi Holdings Co., Ltd.

Rechi Holdings Co., Ltd.

Rechi International Holdings Co.,
Ltd.
Rechi Holdings Co., Ltd.

Rechi Investments Co., Ltd.

Dyna Rechi Co., Ltd.

Rechi International Holdings
Co., Ltd.

Rechi Investments Holdings
Co., Ltd.

Dongguan Rechi Compressor
Co., Ltd.

TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited

Rechi Precision (Huizhou)
Mechanism Company

Rechi Precision (Jiujiang)
Electric Machinery Limited

GR Holdings (Hong Kong)
Limited
Investment business
Investment business
BLDC Motor
Investment business
Investment business
Production and sales of refrigerant
compressors and refrigerant
compressor accessories
Manufacturing and sales of
air-conditioning compressors and
electric motors, and providing
after-sales service and technical
consulting service
Production and sales of refrigerant
compressors and refrigerant
compressor accessories
Production and sales of refrigerant
compressors and refrigerant
compressor accessories
Investment business
100.00%
100.00%
42.20%
100.00%
100.00%
100.00%
77.78%
25.00%
100.00%
100.00%
(1)、(2)
(2)

(Continued on next page)

119

(Continued from previous page)

Investor
GR Holdings (Hong Kong) Limited

TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited

Rechi Investments Holdings Co., Ltd.

TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited

Rechi Precision (Qingdao) Electric
Machinery Limited

Rechi Precision (Jiujiang) Electric
Machinery Limited

Dyna Rechi Co., Ltd.

Dyna Rechi Holdings Co., Ltd.

Dyna Rechi Co., Ltd.

Ablek Technology Co., Ltd.

Ablek Technology Ltd.
Subsidiaryname
Nature of the operation
Production and sales of refrigerant
compressor motors and air conditioner
accessories
Production and sales of refrigerant
compressors and refrigerant compressor
accessories
Production and sales of new
electromechanical components, fine
blanking dies, precision bearings, and
relevant accessories
Sales business
Sales business
Production and sales of refrigerant
compressor motors and BLDC motors
Investment business
Production and sales of refrigerant
compressor motors and BLDC motors
Sales business
Investment business
Manufacturing and sales of motors for
household appliances
Percentage of shareholdings
Remark
December
31,2020
December
31,2019
Rechi Refrigeration Dongguan Co.,
Ltd.
Rechi Precision (Huizhou)
Mechanism Company
Rechi Precision (Qingdao) Electric
Machinery Limited
Qingdao Rechi Electric Machinery
Sales Company
Qingdao Rechi Electric Machinery
Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Dyna Rechi Holdings Co., Ltd.
Dyna Rechi Jiujiang Co., Ltd.
Ablek Technology Co., Ltd.
Ablek Technology Ltd.
Ablek Technology Ltd.
100.00%
67.86%
100.00%
50.00%
50.00%
35.50%
100.00%
64.50%
100.00%
100.00%
100.00%
100.00%
67.86%
100.00%
50.00%
50.00%
35.50%
100.00%
64.50%
100.00%
100.00%
100.00%
(3)
(3)
(3)
  • (1) Dyna Rechi Co., Ltd. increased the capital by NT$106,000 thousand through external shareholders in August 2019, which caused the Company’s shareholding ratio to drop from 45.00% to 42.20%. However, the Company holds more than half of the seats on the board of directors of Dyna Rechi Co., Ltd. with substantive ability to lead its vital activities, so it is classified as a subsidiary. Please refer to Note 27 for equity transactions associated with non-controlling interests.

  • (2) Information on the significant subsidiaries with non-controlling interests.

  • (3) In the third quarter of 2019, the Group’s subsidiary Dyna Rechi Co., Ltd. acquired 100% equity of Ablek Technology Co., Ltd.

  • (2) Information of the significant but non-controlling equity in subsidiaries

Subsidiaryname
Principal places
business
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
China
Dyna Rechi Co., Ltd.
Taiwan
Profit and loss distributed to the
non-controllingequity
Subsidiaryname
2020
2019
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited (excluding
non-controlling
interests of its
subsidiaries)
$ 47,653
$ 20,658

Dyna Rechi Co., Ltd.
(excluding
non-controlling
interests of its
subsidiaries)
(
35,102 ) (
30,091 )
Others

602

322

Total
$ 13,153
($ 9,111)
Subsidiaryname
Principal places
business
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
China
Dyna Rechi Co., Ltd.
Taiwan
Profit and loss distributed to the
non-controllingequity
Subsidiaryname
2020
2019
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited (excluding
non-controlling
interests of its
subsidiaries)
$ 47,653
$ 20,658

Dyna Rechi Co., Ltd.
(excluding
non-controlling
interests of its
subsidiaries)
(
35,102 ) (
30,091 )
Others

602

322

Total
$ 13,153
($ 9,111)
Subsidiaryname
Principal places
business
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
China
Dyna Rechi Co., Ltd.
Taiwan
Profit and loss distributed to the
non-controllingequity
Subsidiaryname
2020
2019
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited (excluding
non-controlling
interests of its
subsidiaries)
$ 47,653
$ 20,658

Dyna Rechi Co., Ltd.
(excluding
non-controlling
interests of its
subsidiaries)
(
35,102 ) (
30,091 )
Others

602

322

Total
$ 13,153
($ 9,111)
Subsidiaryname
Principal places
business
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
China
Dyna Rechi Co., Ltd.
Taiwan
Profit and loss distributed to the
non-controllingequity
Subsidiaryname
2020
2019
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited (excluding
non-controlling
interests of its
subsidiaries)
$ 47,653
$ 20,658

Dyna Rechi Co., Ltd.
(excluding
non-controlling
interests of its
subsidiaries)
(
35,102 ) (
30,091 )
Others

602

322

Total
$ 13,153
($ 9,111)
Principal places
business
of

of

Non-controlling equity
shareholding and voting
right ratio
Non-controlling equity
shareholding and voting
right ratio
Non-controlling equity
shareholding and voting
right ratio
December
31,2020
22.22%
57.80%
Uncontrolled
December
31,2019
22.22%
57.80%
equity
2020
$ 47,653


35,102 )
602

$ 13,153
December 31,
2020
$ 661,780


672,110
107,674

$ 1,441,564
December 31,
2019
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited (excluding
non-controlling
interests of its
subsidiaries)
Dyna Rechi Co., Ltd.
(excluding
non-controlling
interests of its
subsidiaries)
Others
Total

(


(

(





$ 718,354
700,962
105,407
$ 1,524,723

120

The aggregate financial information of subsidiaries is based on the amount before writing off the intercompany transactions:

TCL Rechi (Huizhou) Refrigeration Equipment Company Limited and Its Subsidiaries

Subsidiaries

Current assets
Non-Current assets
Current liabilities
Non-current liabilities
Equity
Equity attributable to:
The company’s shareholders
Non-controlling interests of
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Non-controlling interests of the
subsidiaries of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited
Operating income
Net profits of the current year
Other comprehensive income
Total comprehensive income
Total comprehensive income
attributable to:
The company’s shareholders
Non-controlling interests of
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Non-controlling interests of the
subsidiaries of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited
December 31,2020
$ 5,267,977
1,114,902
( 2,907,362 )
(
12,785)
$ 3,462,732
$ 2,693,260
661,780

107,692
$ 3,462,732
2020
$ 5,489,177
$ 217,148

-
$ 217,148
$ 168,893
47,653

602
$ 217,148
December 31,2019
$ 5,142,784
1,234,821
( 2,652,655 )
(
17,834)
$ 3,707,116
$ 2,883,336
718,354

105,426
$ 3,707,116
2019












$ 6,060,800
$ 94,409
-
$ 94,409
$ 73,429
20,658
322
$ 94,409

(Continued on next page)

121

(Continued from previous page)

from previous page)
Cash flow
Operating activities
Investing
Financing
Effect of foreign exchange
rates changes on cash
Net cash inflow
Dividends paid to non-controlling
interests
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Subsidiaries of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited
2020
$ 899,114
250,256
(
519,065 )

15,552
$ 645,857
$ 110,787
$ -
2019
$ 678,266
(
468,577 )
(
173,907 )
(
9,221)
$ 26,561
$ 40,586
$ -

Dyna Rechi Co., Ltd. and Its Subsidiaries


Current assets
Non-Current assets
Current liabilities
Non-current liabilities
Equity
Equity attributable to:
The company’s shareholders
Non-controlling interests of
Dyna Rechi Co., Ltd.
Non-controlling interests of the
subsidiaries of Dyna Rechi
Co., Ltd.
Operating income
Net income (loss)
Other comprehensive income
Total comprehensive income
December 31,2020
$ 1,138,340
1,914,293
( 1,419,652 )
(
43,729)
$ 1,589,252
$ 490,790
672,110

426,352
$ 1,589,252
2020
$ 2,507,530
( $ 33,335 )

17,484
($ 15,851)
December 31,2019
$ 1,127,195
1,848,217
( 1,360,002 )
(
10,307)
$ 1,605,103
$ 511,858
700,962

392,283
$ 1,605,103
2019
$ 2,417,048
( $ 41,607 )
(
42,743)
($ 84,350)

(Continued on next page)

122

(Continued from previous page)

Net income (loss) attributable to:
The company’s shareholders
Non-controlling interests of
Dyna Rechi Co., Ltd.
Non-controlling interests of the
subsidiaries of Dyna Rechi
Co., Ltd.
Total comprehensive income
attributable to:
The company’s shareholders
Non-controlling interests of
Dyna Rechi Co., Ltd.
Non-controlling interests of the
subsidiaries of Dyna Rechi
Co., Ltd.
Cash flow
Operating activities
Investing
Financing
Effect of foreign exchange
rates changes on cash
Net cash inflow (outflow)
Dividends paid to non-controlling
interests
Dyna Rechi Co., Ltd.
Subsidiaries of Dyna Rechi
Co., Ltd.
Investment under the equity method
Investments in the affiliated company
Individual non-dominant associates
Qingdao China Steel Precision
Metal Co., Ltd.
Jiangxi Baida Precision
Manufacturing Corp.
2020
( $ 25,631 )
(
35,102 )

27,398
($ 33,335)
( $ 21,068 )
(
28,852 )

34,069
($ 15,851)
$ 325,543
(
202,444 )
(
82,435 )

5,020
$ 45,684
$ -
$ -
December 31,2020
$ 184,100
334,132
$ 518,232
2019 2019
( $ 23,920 )
(
30,091 )

12,404
($ 41,607)
( $ 35,100 )
(
45,401 )
(
3,849)
($ 84,350)
( $ 4,891 )
(
188,247 )
267,135
(
10,428)
$ 63,569
$ -
$ -
December 31,2019




$ 185,347
334,080
$ 519,427
  1. Investment under the equity method Investments in the affiliated company

123

Summarized information of individually immaterial associates.

Share of the Group
Net profits of the current year
Other comprehensive income of
the current year
2020
$ 1,368
$ -
2019


$ 7,939
$ -

The share of profits and losses and other comprehensive income on affiliated companies under the equity method is recognized based on the affiliated companies’ financial statements that have been audited by auditors during the same period.

14. Real property, plant and equipment


Cost
Balance as of January 1,
2019

Additions
Disposition
Acquired through business
combination
Net exchange differences
Other reclassification

Balance as of December 31,
2019

Accumulated depreciation
and impairment
Balance as of January 1,
2019
Recognized as impairment
loss
Depreciation expenses
Disposition
Acquired through business
combination
Net exchange differences

Balance as of December 31,
2019
Net amount as of December
31, 2019
Cost
Balance as of January 1,
2020
Additions
Disposition
Net exchange differences
Other reclassification

Balance as of December 31,
2020
Accumulated depreciation
and impairment
Balance as of January 1,
2020
Depreciation expenses
Disposition
Net exchange differences
Other reclassification

Balance as of December 31,
2020
Net amount as of December
31, 2020
Proprietaryland Proprietaryland
Building
Machinery and
equipment
Other equipment
Construction in
progress
Total













$ 207,567

-
-

-
-

-

$ 207,567

$ -

-
-
-

-
-

$ -

$ 207,567

$ 207,567
-
-

-
-

$ 207,567
$ -
-
-

-
-

$ -
$ 207,567
$ 3,477,970

135,134
(
25,009 )
7,321
(
111,179 )

162,169

$ 3,646,406

$ 1,192,555

2,317
118,474
(
24,932 )
2,219
(
38,746)

$ 1,251,887

$ 2,394,519

$ 3,646,406
57,005
(
47,317 )
41,372

111,346

$ 3,808,812
$ 1,251,887
134,929
(
47,317 )
13,406

-

$ 1,352,905
$ 2,455,907
$ 8,645,062

198,488
(
681,889 )
42,566
(
328,979 )

613,548

$ 8,488,796

$ 5,130,712

-
566,169
(
613,128 )
23,284
(
183,264)

$ 4,923,773

$ 3,565,023

$ 8,488,796
249,033
(
777,302 )
130,006

533,811

$ 8,624,344
$ 4,923,773
602,205
(
703,441 )
75,709

134

$ 4,898,380
$ 3,725,964
$ 1,641,901

78,073
(
92,111 )
10,163
(
39,472 )

60,823

$ 1,659,377

$ 1,059,862

-
131,757
(
88,243 )
6,033
(
22,367)

$ 1,087,042

$ 572,335

$ 1,659,377
45,748
(
184,155 )
15,551

13,452

$ 1,549,973
$ 1,087,042
128,448
(
178,529 )
9,943
(
134)

$ 1,046,770
$ 503,203
$ 421,743

303,503

-

-
(
19,449 )
(
238,219)

$ 467,578

$ -

-
-

-

-

-

$ -

$ 467,578

$ 467,578
50,963

-

6,146
(
112,451)

$ 412,236
$ -
-

-

-

-

$ -
$ 412,236
$ 14,394,243
715,198
(
799,009 )
60,050
(
499,079 )

598,321
$ 14,469,724
$ 7,383,129
2,317
816,400
(
726,303 )
31,536
(
244,377)
$ 7,262,702
$ 7,207,022
$ 14,469,724
402,749
(
1,008,774 )
193,075

546,158
$ 14,602,932
$ 7,262,702
865,582
(
929,287 )
99,058

-
$ 7,298,055
$ 7,304,877

The Group expected that the future economic benefits of some of the plants would be reduced, resulting in the recoverable amount being less than its book value. Therefore, the impairment loss of NT$2,317 thousand for 2019 was recognized, and the impairment loss has been included in other profits and losses.

124

The Group determines the recoverable amount of the relevant plants based on the fair value less the disposal cost. The relevant fair value is determined by cost. The cost method used is Level 3 fair value measurement with the total cost of repurchasing or constructing a new asset under the current conditions, less the physical depreciation, functional depreciation, and economic depreciation that have occurred.

Depreciation expenses is appropriated in accordance with the straight-line method and the years of useful life illustrated below:

iation expenses is appropriated in accordance
s of useful life illustrated below:
with the straight-lin
Buildings
Plant building 10 to 55 years
Electromechanical power equipment 5 to 35 years
Engineering systems 2 to 55 years
Others 3 to 35 years
Machinery and equipment 1 to 20 years
Other equipment 1 to 20 years

Please refer to Note 31 for the amount of property, plant and equipment pledged as guarantees for borrowings.

  1. Lease arrangements

  2. (1) Right-of-use assets.

arantees for borrowings.
arrangements
Right-of-use assets.
Carrying amount of
right-of-use assets
Land
Buildings
Transportation equipment
Addition of right-of-use assets
Depreciation expense of
right-of-use assets
Land
Buildings
Transportation equipment
December 31,2020
$ 156,015
44,681

574
$ 201,270
2020
$ 45,878
$ 4,346
6,285

617
$ 11,248
December 31,2019




$ 157,437
5,546
626
$ 163,609
2019






$ 399
$ 4,524
3,420
387
$ 8,331
  • (2) Lease liabilities
Lease liabilities
Carrying amount of lease
liabilities
Current
Non-current
December 31,2020
$ 10,720
$ 45,557
December 31,2019


$ 3,258
$ 13,075

125

The range of lease liability discount is as follows:

Land
Buildings
Transportation equipment
December 31,2020
2.70%
1.35%~2.20%
1.35%~2.70%
December 31,2019
2.70%
1.35%~2.00%
2.00%~2.70%

(3) Important rental activities and terms

The Group leases land located in Mainland China for a lease term of 50 years. All rents have been paid at the time of the lease, and when the lease term is terminated, the Group has no preferential right to acquire the land leased.

(4) Other lease information

The Group has leased out part of the plant buildings, dormitories, machinery, and equipment, etc., under operating leases, with lease terms of 1 to 5 years.

Short-term lease expense
Variable lease payments not
included in lease liability
measurement
Total cash (outflow) of leases
2020
$ 10,681
$ 15,855
$ 34,034)
2019


(


(
$ 10,192
$ 18,779
$ 33,240)

The Group has elected to apply the recognition exemption for leases of dormitories and other equipment that meet short-term leases, and, thus, did not recognize said leases in right-of-use assets and lease liabilities.

For the years ended December 31, 2019, short-term lease expenses also included leases for which the lease terms ended on or before December 31, 2019, and for which the recognition exemption applied. As of December 31, 2019, the short-term lease commitment amount, for which the recognition exemption applied, was NT$1,894 thousand.

All lease commitments during the lease terms beginning after the balance sheet date are as follows:

date are as follows:
Lease commitment December 31,2020
$ -
December 31,2019
$ -

126

16. Other assets

Other assets
Current
Prepayment for purchase
Others (Note)
Non-current
Prepayments for equipment
Refundable deposits
December 31,2020
$ 353,603

434,552
$ 788,155
$ 364,403

40,080
$ 404,483
December 31,2019










$ 334,666
816,107
$ 1,150,773
$ 777,550
34,076
$ 811,626

Note: Others refer to input tax, retained tax credit, and other prepayments.

17. Loans

  • (1) Short-term borrowings
s
Short-term borrowings
Unsecured loans
- Credit borrowings
Interest rate collars
- Unsecured borrowings
December 31,2020
$ 1,862,583
0.80%~3.65%
December 31,2019
$ 2,500,210
0.98%~4.39%
  • (2) Short-term notes payable
Short-term notes payable
Commercial papers payable
Less: Discount of short-term
notes and bills payable
December 31,2020
$ 650,000
(
307)
$ 649,693
December 31,2019




$ 100,000
(
63)
$ 99,937

The short-term notes payable not due yet are enumerated below:

December 31, 2020

Guarantee/underwriting
institutions
Face amount Face amount Discounted
amount
Book value Interest rate
collars
Note
Note
Note
Note
Note
Note
Collateral Collateral
Book amount
Collateral
Book amount
Commercial papers
payable
Taiwan Finance
Corporation

China Bills Finance
Corporation

Dah Chung Bills Finance
Corp.

International Bills
Finance Corporation

Ta Ching Bills Finance
Corporation
Mega Bills Finance Co.,
Ltd.






$ 100,000

190,000
100,000
190,000
20,000
50,000

$ 650,000


$ 33

41

35
102

3
93

$ 307




$ 99,967
189,959
99,965
189,898
19,997

49,907
$ 649,693










$ -
-
-
-
-
-
$ -

127

Note: Interest rate range is 0.90–1.17%.

December 31, 2019

Guarantee/underwriting
institutions
Face amount Face amount Discounted
amount
Book value Interest rate
collars
Collateral Collateral
Book amount
Collateral
Book amount
Commercial papers
payable
International Bills
Finance Corporation

China Bills Finance
Corporation



$ 30,000

70,000

$ 100,000


$ 48

15

$ 63


$ 29,952
69,985
$ 99,937
Note
Note






$ -
-
$ -

Note: Interest rate is 1.19%.

(3) Long-term borrowings

Secured loans (Note 31)
Mega International
Commercial Bank
Unsecured loans
USD loans from
Taichung
Commercial Bank
Co., Ltd.
USD loans from
Land Bank of
Taiwan
Jih Sun International
Commercial Bank
Far Eastern
International
Bank Co., Ltd.
Bank of Taiwan
Yuanta Bank
Date of
maturity
Material terms
From July 26, 2019 to July 26, 2024,
NT$1,600,000 thousand was drawn
down, and will be repaid in a lump
sum upon maturity.

From March 22, 2019 to March 22,
2021, US$9,000 thousand was
drawn down, which was repaid
early in April 2020; from June 24,
2020 to June 24, 2020, US$9,000
thousand was drawn down, and
will be repaid in a lump sum upon
maturity.
From March 28, 2019 to March 26,
2022, US$8,000 thousand was
drawn down, which was repaid
early in April 2020; from April 15,
2020 to April 15, 2022, US$8,000
thousand was drawn down, and
will be repaid in a lump sum upon
maturity.
From March 29, 2019 to March 29,
2022, a loan was repaid early in
June 2020; from June 19, 2020 to
June 19, 2022, US$400,000
thousand was drawn down, and
will be repaid in a lump sum upon
maturity.
From August 8, 2019 to April 26,
2022, US$500,000 thousand was
drawn down, and NT$185,000
thousand and NT$115,000
thousand were repaid early in
December 2019 and December
2020, respectively, and the
remaining amount will be repaid in
a lump sum upon maturity.
Since December 21, 2018 and January
21, 2019, NT$300,000 thousand
and NT$200,000 thousand were
drawn down separately, which were
both repaid early in December
2020.
From March 13, 2019 to March 13,
2021, NT$600,000 thousand was
drawn down and repaid early in
February and April of 2020; from
July 21, 2020 to July 21, 2022,
NT$100,000 thousand was drawn
down and will be repaid in a lump
sum upon maturity.
December 31,
2020
$ 1,600,000

256,320
227,840
400,000
200,000
-
100,000
December 31,
2019
2024.07.26

2022.06.24

2022.04.15

2022.06.19

2022.04.26

2021.12.21

2022.07.21
$ 1,600,000
269,820
239,840
400,000
315,000
500,000
600,000

(Continued on next page)

128

(Continued from previous page)

Mizuho Bank
Chang Hwa
Commercial
Bank, Ltd.
Chang Hwa
Commercial
Bank, Ltd.
Chang Hwa
Commercial
Bank, Ltd.
Less: Current portion
Long-term borrowings
Date of
maturity
2022.12.23

2022.12.25

2029.10.15

2027.02.15
Material terms
From August 12, 2019 to August 9,
2021, NT$300,000 thousand was
drawn down and repaid early in
August 2020; from December 25,
2020 to December 23, 2022,
NT$300,000 thousand was drawn
down and will be repaid in a lump
sum upon maturity.

From December 25, 2019 to
December 25, 2022, NT$200,000
thousand was drawn down, and
will be amortized and repaid in a
total of four instalments from
March 25, 2022.
The amounts of NT$86,000 thousand,
NT$10,000 thousand, and
NT$24,780 thousand were drawn
down on October 15, 2019,
February 5, 2020, and April 6,
2020, respectively, and the
principal and interest will be
amortized and repaid monthly from
November 15, 2022.
The amounts of NT$64,300 thousand,
NT$69,000 thousand, NT$74,000
thousand, and NT$71,000 thousand
were drawn down on February 26,
2020, April 13, 2020, June 22,
2020, and August 24, 2020,
respectively, and the principal and
interest will be amortized and
repaid monthly from March 15,
2023.



December 31,
2020
$ 300,000

200,000
120,780

278,300

3,683,240


-

$ 3,683,240
December 31,
2019
December 31,
2019








$ 300,000
200,000
86,000
-
4,510,660
-
$ 4,510,660

The effective interest rate as of December 31, 2020 and 2019 was 0.74%–1.50% and 0.85%– 2.73%, respectively.

The Company has taken out loans from Jih Sun International Commercial Bank, Chang Hwa Commercial Bank, Ltd., and Mega International Commercial Bank. The contracts also stated four commitments based on the Company’s consolidated financial statements: 1. The current ratio shall be maintained at 100% or more. 2. The debt ratio shall be maintained below 200—250% (inclusive) or lower. 3. The interest coverage ratio shall be maintained above 2–2.5 times (inclusive). 4. The net value of tangible assets shall be maintained at NT$5,000,000 thousand or more. The company’s consolidated financial statements have satisfied said commitments.

  • (4) Long-term notes payable
Long-term notes payable
Commercial papers payable
Less: Discount of long-term
notes payable
December 31,2020
$ 1,000,000
(
454)
$ 999,546
December 31,2019

(

(
$ 1,000,000

1,121)
$ 998,879
  1. The Company and the International Bills Finance Corporation signed a bank-guaranteed commercial paper revolving credit line and underwriting

129

contract, allowing the Company to issue a 90-day bank-guaranteed commercial paper with a revolving credit line within a 5-year period. The Company drew down the underwriting facility of NT$700,000 thousand as of November 18, 2019, and the contract expiration date was November 11, 2024.

  1. The Company and the Ta Ching Bills Finance Corporation signed a bank-guaranteed commercial paper revolving credit line and underwriting contract, allowing the Company to issue a 90-day bank-guaranteed commercial paper with a revolving credit line within a 5-year period. The Company drew down the underwriting facility of NT$300,000 thousand as of December 25, 2019, and the contract expiration date was November 29, 2024.

  2. The effective interest rate for long-term notes payable as of December 31, 2020 and 2019 was 1.34%–1.40% and 1.47%–1.52%, respectively.

18. Other payables

Other payables
Salary and bonus payables
Remuneration to employees and
directors and supervisors payable
Payable tax
Vacation benefit payable
Equipment payables
Others (Note)
December 31,2020
$ 334,410
121,756
13,565
15,205
82,971

308,913
$ 876,820
December 31,2019




$ 296,673
102,488
33,742
15,640
92,076
275,771
$ 816,390

Note: Others are freight, commission, interest, and utilities expenses payable.

19. Retirement benefits plan

  • (1) Defined contribution pension plan

The Company and Dyna Rechi Co., Ltd. in the Group have adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, the Company makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

The employees of the Group’s subsidiaries in Mainland China are members of the retirement benefit plan managed by the Mainland China government. The subsidiaries must contribute a specific proportion of the salary cost to the retirement benefit plan to provide funding for the plan. The Group’s obligation for this government-managed retirement benefit plan is only to contribute a specific amount.

  • (2) Defined benefit plan

The company within the Group has a pension plan arranged in accordance with the “Labor Standard Law” of the Republic of China that was a defined benefit pension plan. Pension payment is calculated in accordance with the years of service and the average salary six months prior to the authorized retirement date. The company has a pension appropriated for an amount equivalent to 4% of the monthly salary and the proceeds are deposited in the designated account with Taiwan Bank in the name of the Labor Pension Reserve Commission. If the account balance before yearend is expected to be insufficient for paying the retiring employees of the year, the amount of difference should be appropriated in a lump sum before the end of

130

March in the following year. The special account has been commissioned to the Bureau of Labor Fund of the Ministry of Labor Affairs for management. The Company contained in the financial statements exercises no influence on the right of the bureau in its investment management strategy.

The amount of determined benefit plan recognized in the consolidated balance sheet is shown below:

sheet is shown below:
Present value of the defined
benefit obligations
The fair value of plan assets
Net defined benefit liability
December 31,2020
$ 146,565
(
94,312)
$ 52,253
December 31,2019

(

(
$ 162,599
107,872)
$ 54,727

Change in net defined benefit liability is shown below

Balance as of January 1, 2019

Service costs
Current service cost
Interest expenses (revenues)

Recognized in the profit or loss
Reevaluation
Planned ROE (except the
amount of net interest)
Actuarial losses (gains)
- Changes in
demographic
assumptions
- Changes in financial
assumptions
- Experience
adjustments

Recognized in the other
comprehensive profit of
loss

Employer appropriation
Benefits paid

Balance as of December 31,
2019

Balance as of January 1, 2020

Service costs
Current service cost
Interest expenses (revenues)

Recognized in the profit or loss
Present value
of the defined
benefit
obligations
$ 188,380

2,700

1,885


4,585

-
958
3,994
(
462)


4,490

-
(
34,856)

$ 162,599

$ 162,599

1,953

1,219


3,172
The fair value
ofplan assets
($ 120,806)


-
(
1,213)

(
1,213)

(
4,270 )

-

-

-

(
4,270)

(
16,439 )

34,856

($ 107,872)

($ 107,872)


-
(
812)

(
812)

Net defined
benefit liability



(

(



$ 67,574

2,700

672

3,372
(
4,270 )

958

3,994
(
462)

220
(
16,439 )

-
$ 54,727
$ 54,727

1,953

407

2,360

(Continued on next page)

131

(Continued from previous page)

from previous page)
Reevaluation
Planned ROE (except the
amount of net interest)

Actuarial losses (gains)
- Changes in
demographic
assumptions
- Changes in financial
assumptions
- Experience
adjustments

Recognized in the other
comprehensive profit of loss
Employer appropriation
Benefits paid

Balance as of December 31,
2020
Present value
of the defined
benefit
obligations
$ -
98
3,619
(
247)


3,470

-
(
22,676)

$ 146,565
The fair value
ofplan assets
( $ 4,106 )

-

-

-

(
4,106)

(
4,198 )

22,676

($ 94,312)

Net defined
benefit liability

(

(
( $ 4,106 )

98

3,619
(
247)
(
636)
(
4,198 )

-
$ 52,253

The recognized loss of determined benefit plans by function is summarized below:

below:
Operating cost
Marketing expenses
Administrative expenses
Research and development expenses
2020
$ 159
27
2,105
69
$ 2,360
2019





$ 205
17
3,042
108
$ 3,372

The pension fund system of the company contained in the financial statements is exposed to the following risks due to the “Labor Standards Act”:

  1. Investment risk: The Bureau of Labor Fund of the Ministry of Labor Affairs uses the labor pension fund for investment in domestic and foreign equity securities and debt securities, and as bank deposits through proprietary trade or commissioned third parties. However, the amount attributable to the planned asset of the Company contained in the financial statements shall not fall below the interest rate offered by the banks in the regions or countries of investment for 2-year time deposit as return.

  2. Interest rate risk: The decline in interest rates of government bonds will cause the present value of the defined benefit obligations to go up; however, the return on debt investment of the plan assets will go up too; therefore, they both have a partial write-off effect on the net defined benefit liability.

  3. Salary risk: the calculation of the present value of determined benefit obligation is based on the salaries of the members in the plan of the future. As such, an increase of the salaries of the members of the plan is bound to increase the present value of determined benefit obligation.

132

The determined benefit obligation of the company contained in the financial statements is based on the actuarial calculation of the actuary and the major assumption as of the evaluation day is shown below:


Discounted rate
The expected rate of increase in
salaries
December 31,2020
0.500%
2.000%
December 31,2019
0.750%
2.000%

In case of reasonable and possible change in the major actuarial assumptions, and other assumptions remained unchanged, the amount of increase (decrease) in the present value of determined benefit obligation will be:


Discounted rate
Increase by 0.25%
Decrease by 0.25%
The expected rate of increase in
salaries
Increase by 0.25%
Decrease by 0.25%
December 31,2020
($ 3,619)
$ 3,756
$ 3,634
($ 3,521)
December 31,2019 December 31,2019
(


(
(


(
$ 4,002)
$ 4,154
$ 4,029
$ 3,903)

Actuarial assumptions may be inter-related. The possibility of change in specific assumption is not high. The aforementioned sensitivity analysis may not be able to reflect the actual change in the present value of determined benefit obligation.


Amount projected for appropriation
in 1 year
Average maturity of determined
benefit obligation
December 31,2020
$ 600
9.9 years
December 31,2019 December 31,2019
$ 720
9.9 years

20. Equity

(1) Share capital
Common stock
Authorized number of shares
(thousand shares)
Authorized capital
Number of shares issued with
fully paid-in capital
(thousand shares)
Outstanding capital
December 31,2020

600,000
$ 6,000,000

504,915
$ 5,049,151
December 31,2019 December 31,2019






600,000
$ 6,000,000
506,013
$ 5,060,131

Common stock shares issued at NTD 10 Par and each share is entitled to one voting right and dividends.

133

The Company’s board of directors resolved on December 23, 2019 to take January 3, 2020 as the record date for capital reduction and to cancel 1,098 thousand treasury shares. After the capital reduction, the actual paid-in capital was NT$5,049,151 thousand.

  • (2) Capital reserves
NT$5,049,151 thousand.
Capital reserves
May be used to offset a deficit,
distributed as cash
dividends, or transferred to
share capital (1)
Other capital surplus of shares
Corporate bond conversion
premium
Treasury stock trade
Endowments
For covering loss carried
forward only.
Gains on disposal of assets
Recognition of changes in
ownership interests of
subsidiaries (2)
Others
December 31,2020
$ 279,956
1,050,383
-
1,651
21
11,693

164
$ 1,343,868
December 31,2019






$ 280,564
1,052,668
4,642
1,651
21
11,693
164
$ 1,351,403
  • (1) Such additional paid-in capital can be used to make up for losses; also, when the company is without any loss, it can be applied for cash distribution or capitalization. However, it is limited to a certain percentage of the annual paid-in capital for the purpose of capitalization.

  • (2) Such capital reserves are the effects of equity transactions recognized due to the changes in a subsidiary’s equity when the Company has not actually acquired or disposed of the equity of the subsidiary.

  • (3)

  • Retained earnings and Dividend Policy

According to the earnings distribution policy of the Company’s Articles of Association, if there are earnings in the Company’s annual final accounts, the Company shall pay taxes, compensate the accumulated losses over the years, set aside 10% as a statutory surplus reserve, and then appropriate or reverse a special surplus reserve according to laws or regulations of the competent authority. Special surplus reserve; if there are still earnings available, together with the accumulated undistributed earnings, the board of directors shall put forward an earnings distribution proposal and submit it to the shareholders’ meeting for a resolution to distribute dividends to shareholders. Please refer to Note 22 (7) regarding the policy for remuneration to the employees and the directors as stipulated in the Company’s Articles of Association.

For the Company’s need for sustainable operation and business growth and to take into account the maintenance of profitability, the Company’s capital budget plan is adopted to measure the capital needs of the following years. The board of directors drafts a shareholders’ dividend distribution plan according to the law every year and

134

submits it to the shareholders’ meeting. Shareholders’ dividends are distributed in two ways: cash dividends and stock dividends. The cash dividends must not be less than 10% of the total dividends distributed, and the rest are stock dividends.

Legal reserve shall be allocated up to the amount equivalent to the paid-in capital of the company. Legal reserve could be allocated for covering loss carried forward. If there is no loss, the amount of legal reserve in excess of the paid-in capital by 25% could be allocated as capital stock and paid out as cash dividend.

The Company has a special reserve appropriated and reversed in accordance with FSC.Certificate.Issue.Tzi No. 1010012865 Letter, FSC.Certificate.Issue.Tzi No. 1010047490 Letter, and “Special reserve appropriation Q&A after the adoption of International Financial Reporting Standards (IFRSs).”

The Company held annual shareholders’ meetings on June 16, 2020 and June 14, 2019, which resolved to pass the 2019 and 2018 earnings distribution proposals, respectively, as follows:

Statutory surplus
reserves

Special surplus
reserves
Cash dividend
Distribution of retained
earnings

2019
2018
$ 65,596 $ 110,143
335,833
293,042
252,458
605,898
Dividend Per Share(NTD) Dividend Per Share(NTD)
2019
$ 65,596
335,833
252,458
2019


$ 0.5
2018
$ 1.2

On March 22, 2021, the board of directors proposed the 2020 earnings distribution proposal as follows:

distribution proposal as follows:
Legal reserve appropriated
Reversal of special reserve
Cash dividend
Distribution of
retained earnings
$ 69,425
456,146
353,427
Dividend Per Share
(
N
T
D
)
$ 0.7

The 2020 earnings distribution proposal is pending a resolution by the shareholders’ meeting scheduled to be held on June 17, 2021.

(4) Special surplus reserves

A special surplus reserve appropriated because of the first-time adoption of IFRSs for the exchange differences on translation of the financial statements of foreign operations (including subsidiaries) is reversed based on the percentage of the Company’s disposal. When the Company loses significant influence, said reserve will be fully reversed. When distributing the earnings, a special surplus reserve shall be appropriated for the difference between the net deduction of other shareholders’ equity and the special surplus reserve for the first-time application of IFRSs at the end of the reporting period. If the amount debited to the other shareholders’ equity is reversed subsequently, the reversed amount can be distributed.

135

As of December 31, 2020 and 2019, the special surplus reserve provided by the Company in accordance with Letter Jin Guan-Zheng-Fa No. 1010012865 was NT$1,199,368 thousand and NT$863,535 thousand, respectively.

  • (5) Other equity

  • Exchange differences from the translation of financial statements of foreign operations

operations
Balance, beginning of year
Generated in current year
Exchange differences
on translation of
foreign operations
Relating income tax
Balance, end of year
2020
( $ 1,075,561 )
142,534
(
28,507)
($ 961,534)
2019
( $ 719,013 )
(
445,685 )

89,137
($ 1,075,561)
  1. Unrealized gain on financial assets at fair value through other comprehensive profit or loss
profit or loss
Balance, beginning of year
Generated in current year
Unrealized gains or
losses on equity
instruments
Balance, end of year
2020
( $ 123,807 )
342,119
$ 218,312
2019
( $ 144,522 )

20,715
($ 123,807)
  • (6) Uncontrolled equity
Uncontrolled equity
Balance, beginning of year
Net income (loss)
Other comprehensive income
of the current year
Exchange differences
from the translation of
financial statements of
foreign operations
Relating income tax
Cash dividend to the
subsidiary’s shareholders
Increase in non-controlling
interests by subsidiary’s
capital increase (Note 27)
Balance, end of year
2020
$ 1,524,723
13,153
16,037
(
1,562 )
(
110,787 )

-
$ 1,441,564
2019
$ 1,529,711
(
9,111 )
(
65,361 )
4,070
(
40,586 )

106,000
$ 1,524,723

136

(7) Treasury shares

Transfer of shares to employees (Thousand shares)

Treasury shares Transfer of shares
to employees
Transfer of shares
to employees
Cause
Number of shares on January 1
and December 31, 2019
Number of shares on January 1,
2020
Increase
Decrease
Number of shares on December
31, 2020
(Thousand shares)

(
1,098
1,098
20

1,098)
20

The company’s Treasury stock may not be pledged in accordance with the Security and Exchange Law; moreover, it is without the privilege of dividend and voting right.

21. Income

  • (1) Revenue from contracts with customer
Product type
Commodity sales revenue
Compressors
BLDC motors
Others
2020
$ 18,471,937
500,871
347,154
$ 19,319,962
2019




$ 19,540,547
432,672
159,725
$ 20,132,944

(2) Refund liability

Based on historical experience and contract conditions, the Group’s estimated refund liability for sales returns and discounts in 2020 and 2019 was NT$776,240 thousand and NT$695,991 thousand, respectively. As of December 31, 2020 and 2019, the balance of the refund liability was NT$610,010 thousand and NT$478,246 thousand, respectively.

22. Business units in continuing operation income

  • (1) Interest revenue
Interest revenue
Bank deposits 2020
$ 74,693
2019
$ 79,085

137

(2)
Other income
Rent revenue
Other operating leases
(Note 15)

Dividend income
Financial assets at fair value
through profit and loss
Investment of equity
instruments at fair value
through other
comprehensive income
Others (Note 25)


(3)
Other profits and losses
Financial assets mandatorily
measured at fair value through
profit or loss

Net foreign exchange gain (loss)
Gains or losses on disposal of
property, plant and equipment
and prepaid rents
Impairment loss of property,
plant and equipment
Others
(

The components of financial assets at
Interest income from wealth
management products

Net gains and losses on changes
in the fair value of stocks and
fund beneficiary certificates


(4)
Financial costs
Interest from bank borrowings

Interest on lease liabilities
Less: The amount included in the
cost of qualifying assets


Other financial costs

2020
2019
$ 16,705
$ 11,629
90
104
31,568
32,286
103,027

71,852
$ 151,390
$ 115,871
2020
2019
$ 44,877
$ 40,552
52,804
(
46,061 )
2,252
46
-
(
2,317 )

2,493)
(
1,848)
$ 97,440
($ 9,628)
FVTPL are as follows:
2020
2019
$ 42,809
$ 33,697
2,068

6,855
$ 44,877
$ 40,552
2020
2019
$ 148,089
$ 261,992
757
439
-
(
12,146)
148,846
250,285
7,835

7,664
$ 156,681
$ 257,949
2019




$ 11,629
104
32,286
71,852
$ 115,871
2019




$ 33,697
6,855
$ 40,552
2019





(


$ 261,992
439

12,146)
250,285
7,664
$ 257,949

138

Information of interest capitalization is as follows:

Interest capitalization amount
Capitalized interest rate
(5)
Depreciation and amortization
Consolidation of depreciation
expenses based on functions
Operating cost
Operating expenses
Consolidation of amortization
expenses based on functions
Operating cost
Operating expenses
(6)
Employee benefits expenses
Retirement benefits
Defined contribution
pension plan
Defined benefit plan (Note
19)
Other employee benefits
Total employee benefits
expenses
Consolidation based on
functions
Operating cost
Operating expenses
2020
$ -
-
2020
$ 730,891
145,939
$ 876,830
$ 527

9,102
$ 9,629
2020
$ 12,150
2,360
14,510
1,936,189
$ 1,950,699
$ 1,308,821
641,878
$ 1,950,699
2019

$ 12,146
2.00-2.13%
2019










$ 683,140
141,591
$ 824,731
$ 223

9,641
$ 9,864
2019












$ 13,484
3,372
16,856
2,204,453
$ 2,221,309
$ 1,538,901
682,408
$ 2,221,309

(7) Remuneration to the employees and the directors

According to the Company’s Articles of Association, based on the current year’s pre-tax income before deduction of the remuneration to employees and directors, no less than 1% and no greater than 8% of the balance is allocated as remuneration to employees, and no more than 3% for remuneration to directors. For 2020 and 2019, the remuneration to employees and directors was estimated based on the aforementioned pre-tax profit and the possible distributable amount according to the past experience.

139

The remuneration to employees and directors for 2020 and 2019 was resolved by the board of directors on March 22, 2021 and March 20, 2020, respectively, as follows:

Amount

follows:
Amount
Remuneration to
employees

Remuneration to
directors
2020
Cash
Stock
$ 49,441 $ -
14,262
-
2019
Cash
$ 49,441
14,262
Cash
$ 45,368
13,087
Stock
$ -

-

If there are still changes in the amount specified in the consolidated financial statement after announcement, proceed to the accounting of change and adjusted for booking in the next fiscal year.

There is no difference between the remuneration to employees and directors actually distributed for 2019 and 2018 and the amount recognized in the consolidated financial statements for 2019 and 2018.

For information on the remuneration to employees and directors as resolved by the Company’s board of directors for 2020 and 2019, please visit the Market Observatory Post System of the Taiwan Stock Exchange.

  • (8) Foreign exchange gain (loss)
Foreign exchange gain (loss)
Total foreign exchange gains
Total foreign exchange gain
(loss)
Net profit (loss)
2020
$ 445,425
392,621)
$ 52,804
2019

(

(
(
$ 425,512
471,573)
$ 46,061)

23. Continuing department income tax

  • (1) Income tax recognized in profit or loss

The major components of income tax expense (income) are as follows:

2020 2019
Income tax expenses in the
current period
Accrued in current year $ 436,240 $ 259,825
Additional levy on
undistributed earnings 95 4,672
Prior year adjustment ( 175,535) ( 140,430)
260,800 124,067
Deferred tax
Accrued in current year ( 20,054 ) 58,189
Prior year adjustment 24,625 ( 27,839)
4,571 30,350
Income tax expense recognized
in the profit or loss $ 265,371 $ 154,417

140

Adjustment of accounting income and income tax expense are as follows:

(2)
(3)
2020
2019
Income before tax from
continuing operations
$ 988,015
$ 801,266
Income tax expense of net
income before tax at the
statutory tax rate
$ 431,661
$ 271,212
Non-deductible expenses and
losses for tax purposes
12,752
31,112
Non-taxable income
(
25,784 )
(
492 )
Additional levy on
undistributed earnings
95
4,672
Unrecognized (recognizable)
deductible temporary
differences
22,182
(
11,657 )
Income tax expense of prior
years adjusted in the current
year
(
175,535)
(
140,430)
Income tax expense recognized
in the profit or loss
$ 265,371
$ 154,417
Except for TCL Rechi (Huizhou) Refrigeration Equipment Company Limited,
Rechi Precision (Qingdao) Electric Machinery Limited, Rechi Refrigeration
Dongguan Co., Ltd., Rechi Precision (Jiujiang) Electric Machinery Limited, and
Dyna Rechi Jiujiang Co., Ltd., which enjoy a preferential tax rate of 15% as in
high-tech industries, the tax rate applicable to the subsidiaries in China is 25%.
Income tax recognized in the other comprehensive profit or loss
2020
2019
Deferred tax
Accrued in current year
- Translation of foreign
operations
$ 30,069
( $ 93,207 )
- Unrealized gain or loss
on financial assets at
fair value through other
comprehensive profit or
loss
85,493
5,935
- Remeasurement of
defined benefit plan

127
(
44)
$ 115,689
($ 87,316)
Current Tax Liability
December 31,2020
December 31,2019
Current Tax Liability
Payable income tax
$ 514,837
$ 404,056
2019
( $ 93,207 )
5,935
(
44)
($ 87,316)
December 31,2019
$ 404,056

Except for TCL Rechi (Huizhou) Refrigeration Equipment Company Limited, Rechi Precision (Qingdao) Electric Machinery Limited, Rechi Refrigeration Dongguan Co., Ltd., Rechi Precision (Jiujiang) Electric Machinery Limited, and Dyna Rechi Jiujiang Co., Ltd., which enjoy a preferential tax rate of 15% as in high-tech industries, the tax rate applicable to the subsidiaries in China is 25%.

141

(4) Deferred income tax assets and liabilities

Changes in the deferred income tax assets and liabilities are as follows:

2020

2020
Deferred income tax assets
Temporary difference
Financial assets at fair value
through other
comprehensive income
Investment losses of foreign
investment companies
Allowance to reduce
inventory to market
Unrealized exchange loss
Liability reserve
Refund liability
Defined benefit pension
plans
Allowance for bad debt
Vacation benefit payable
Other payables
Deferred government grants
Exchange differences of
foreign operations
Loss deduction
Others


Deferred tax liabilities
Temporary difference
Financial assets at fair value
through other
comprehensive income
Investment gains of foreign
investment companies
Real property, plant and
equipment
Reserve for land revaluation
increment tax (“LRIT”)
Unrealized exchange gain
Others


2019
Deferred income tax assets
Temporary difference
Financial assets at fair
value through other
comprehensive income
Investment losses of
foreign investment
companies
Allowance to reduce
inventory to market
Unrealized exchange loss
Liability reserve
Refund liability
Defined benefit pension
plans
Allowance for bad debt
Vacation benefit payable
Other payables
Deferred government
grants
Exchange differences of
foreign operations
Loss deduction
Others

Balance,
beginningofyear
$ 14,478

10,546

19,243
4,971

10,445
100,216
11,097

10,828

3,350

5,440

79,841
157,468
110,960


14,373

$ 553,256

$ -

617,996
13,042
10,104
248

-

$ 641,390

Balance,
beginningofyear
$ 20,413

15,046

18,514
-
17,994

56,415
13,667

4,695
4,172

6,682

84,605

64,261
112,548


11,429

$ 430,441

Recognized in the
profit or loss
$ -

(
9,945 )
2,647
(
4,792 )
8,713
34,741
(
367 )
(
5,228 )
(
101 )
831
12,631
-

(
22,636 )

2,139

$ 18,633

$ -

17,067
(
2,322 )
-
7,668

791

$ 23,204


Recognized in
theprofit or loss
$ -

(
4,500 )
1,244
4,971
(
7,128 )
47,871
(
2,614 )
6,591
(
778 )
(
1,018 )
(
1,462 )
-
(
1,539 )

3,533

$ 45,171
Recognized in the
other
comprehensive
profit of loss
( $ 14,478 )

-

-

-

-

-
(
127 )

-

-

-
-
(
30,069 )

-

-

($ 44,674)

$ 71,015

-

-
-
-

-

$ 71,015


Recognized in
the other
comprehensive
profit of loss
( $ 5,935 )

-
-
-

-

-


44
-


-


-


-

93,207

-


-

$ 87,316
Exchange
difference
$ -

-
303
-
331
2,191
-
70
17
101
1,493
-

7 )
266

$ 4,765

$ -

-
143
-
-
15

$ 158

Exchange
difference
$ -

-

515 )
-

421 )

4,070 )
-

458 )

44 )

224 )

3,302 )
-

49 )

589)

$ 9,672)
Balance, end of
year

(




$ -
601

22,193
179

19,489

137,148

10,603

5,670

3,266

6,372

93,965
127,399

88,317

16,778
$ 531,980
$ 71,015
635,063
10,863
10,104
7,916

806
$ 735,767
Balance, end of
year



(
(
(
(
(
(
(

(









(
(
(
(
(
(
(
(
(
(










$ 14,478
10,546

19,243
4,971

10,445

100,216
11,097

10,828

3,350

5,440

79,841
157,468

110,960
14,373
$ 553,256

(Continued on next page)

142

(Continued from previous page)

Deferred tax liabilities
Temporary difference
Investment gains of foreign
investment companies
Real property, plant and
equipment
Reserve for land revaluation
increment tax (“LRIT”)
Unrealized exchange gain
Others

Balance,
beginningofyear
$ 538,748

12,513
10,104
2,065


2,892

$ 566,322

Recognized in the
profit or loss
$ 79,248

982
-
(
1,817 )
(
2,892)

$ 75,521
Recognized in the
other
comprehensive
profit of loss
$ -
-
-

-

-

$ -
Exchange
difference
$ -


453 )
-
-
-

$ 453)
Balance, end of
year



(
(




(

(



$ 617,996

13,042
10,104
248
-
$ 641,390

(5) Income tax audit

The profit-seeking enterprise income tax returns filed by the Company and its domestic subsidiaries Rechi Investments Co., Ltd. and Dyna Rechi Co., Ltd. up to 2018 have been approved by the tax collection authority, and each subsidiary files local income tax return in accordance with local regulations.

24. Earnings per share

Unit: NTD per share

Basic earnings per share
Diluted earnings per share
2020
$ 1.41
$ 1.40
2019


$ 1.30
$ 1.29

The earnings and weighted average common stock shares used in calculating the earnings per share are as follows:

Net profits of the current year

earnings per share are as follows:
Net profits of the current year
The net income applied to calculate
basic earnings per share
Shares
Weighted average common stock
shares used to calculate basic
earnings per share
Effect of dilutive potential common
stock:
Remuneration to employees
Weighted average common stock
shares used to calculate diluted
earnings per share
2020
2019
$ 709,491
$ 655,960
Unit: shares in thousands
2020
2019
504,901
504,915
3,103

2,731
508,004
507,646


If the Group may choose to have the employee compensation distributed via a stock or cash dividend, calculate the diluted earnings per share, assuming that the bonus to

143

employees is with a stock dividend distributed, with the weighted average number of shares outstanding included when the potential common stock has a diluted effect. When diluted EPS is calculated in the next year resolves the number of share distribution for employee compensation, the dilution effect is also considered for such potential common shares.

25. Government grant

The amount of government grants received by the Group in 2020 and 2019 was NT$62,870 thousand and NT$114,745 thousand, respectively, which were recognized as current profit or loss or debited to assets for deferred recognition based on the nature of the subsidies.

The amounts recognized in other income are as follows:

Other income 2020
$ 55,857
2019
$ 20,432

In addition, for the subsidized items that are transferred to profit or loss within the useful lives of the assets, as of December 31, 2020 and 2019, the amount of NT$573,428 thousand and NT$580,715 thousand had been obtained, respectively. The amount of reduction of depreciation expenses is as follows:

Reduction of depreciation expenses 2020
$ 23,090
2019
$ 20,687

26. Corporate Merger

  • (1) Acquisition of subsidiaries
Ablek Technology
Co., Ltd. and Its
Subsidiaries
Major operating
activities
Date of
acquisition
Owners’ equity
with voting
rights/percenta
ge of
acquisition(%)
Consideration
t r a n s f e r r e d
Consideration
t r a n s f e r r e d
Manufacturing
and sales of
motors for
household
appliances
August 9, 2019
100%
$ 146,471

Based on the strategic advantages of complementarity of products, the Group acquired 100% of the equity of Ablek Technology Co., Ltd. and its subsidiary Ablek Technology Ltd.

  • (2) Consideration transferred

Cash

Ablek Technology Co., Ltd. and Its Subsidiaries $ 146,471

144

(3) Assets acquired and liabilities assumed at the date of acquisition

Current assets
Cash and cash equivalents
Accounts receivable and other receivable
Inventory
Prepaid and other assets current
Non-Current assets
Plant and equipment
Other non-current assets
Current liabilities
Accounts payable and other accounts payable
Other current liabilities
Ablek Technology
Co., Ltd. and Its
Subsidiaries
$ 41,450
35,827
21,771
3,453
28,514
3,268
(
43,526 )
(
11)
$ 90,746

(4) Goodwill arising from acquisitions

Goodwill arising from acquisitions
Consideration transferred
Less: The fair value of the net identifiable assets acquired
Goodwill arising from acquisitions
Ablek Technology
Co., Ltd. and Its
Subsidiaries

(
$ 146,471

90,746)
$ 55,725

The goodwill generated from acquisition of Ablek Technology Co., Ltd. and its subsidiaries is mainly derived from the control premium. In addition, the consideration paid for business combination includes the expected combination synergies, revenue growth, future market development and the employee value of Ablek Technology Co., Ltd. and its subsidiaries. However, such benefits did not meet the requirements for the recognition of identifiable intangible assets and were therefore not recognized separately.

  • (5) Net cash outflow from acquisition of subsidiary
therefore not recognized separately.
Net cash outflow from acquisition of subsidiary
Consideration of cash payments
Less: Balance of cash and cash equivalents of acquisition
Investment payable (listed under other payables –
others)
Ablek Technology
Co., Ltd. and Its
Subsidiaries
$ 146,471
(
41,450 )
(
15,626)
$ 89,395

145

(6) Effects of business combination on the operating results

The operating results of the acquired company are from the date of the acquisition as follows:

acquisition as follows:
Operating income
Net profits of the current year
Ablek Technology
Co., Ltd. and Its
Subsidiaries

$ 138,873
$ 68

27. Equity transactions with the non-controlling equity

The Group failed to subscribe for the shares issue by means of cash capital increase by subsidiary Dyna Rechi Co., Ltd. in proportion to its shareholding ratio in August 2019, resulting in the shareholding ratio falling from 45% to 42.20%.

Since the transaction above did not change the Group’s control over the subsidiary, the Group treated it as an equity transaction.

the Group treated it as an equity transaction.
Consideration of cash received
The carrying amount of the net assets of the subsidiary is
calculated for the amount to be transferred to
non-controlling interests based on the relative changes
in equity.
Equity transaction balance
Adjustment of equity transaction balance
Capital reserves- recognition of changes in ownership
interests of subsidiaries
Dyna Rechi Co.,
Ltd.

(

$ 106,000

94,307)
$ 11,693
$ 11,693

28. Capital risk management

The Group manages capital to ensure the Group’s enterprises to maximize shareholder’s returns by optimizing the balance of debt and equity under the precondition of continuing operation. There is no major change in the Group’s overall strategy.

The capital structure of the Group is composed of the Group’s net debt (i.e. borrowings less cash and cash equivalents) and equity (i.e. share capital, capital reserves, retained earnings, other equity items, and non-controlling interests).

The Group is not required to comply with other external capital requirements, except for the various commitments on long-term borrowings in Note 17.

The Group’s management reviews the capital structure yearly, and the reviews include taking into consideration the cost of capital and the risks associated with each class of capital. The Group will balance its overall capital structure by paying dividends, issuing new shares, buying back shares, borrowing new debts, or repaying old debts based on the suggestions of the key management.

146

29. Financial instruments

  • (1) Fair value information- Financial instruments that are not measured at fair value

The Group’s management believes that the book value of the financial assets and financial liabilities that are not measured at fair value is close to its fair value.

  • (2) Information on fair value – financial instruments at fair value on repetition.

  • Fair value hierarchy

December 31, 2020

Fair value hierarchy
December 31, 2020
Financial assets at fair
value through profit and
loss
Listed stocks – overseas

Wealth management
products


Financial assets at fair
value through other
comprehensive income
Equity investment
- Listed stocks –
overseas

- TSEC/GTSM listed
shares
- Domestic non-listed
(OTC) stocks


December 31, 2019
Financial assets at fair
value through profit and
loss
Listed stocks – overseas

Beneficiary certificates of
fund
Wealth management
products


Financial assets at fair
value through other
comprehensive income
Equity investment
- Listed stocks –
overseas

- TSEC/GTSM listed
shares
- Domestic non-listed
(OTC) stocks

Level 1
$ 8,643
-

$ 8,643

$ 1,067,276
54,906
-

$ 1,122,182

Level 1
$ 9,301
54,336

-

$ 63,637

$ 639,810
53,020

-

$ 692,830
Level 2
$ -

-

$ -

$ -

-

-

$ -

Level 2
$ -

-

-

$ -

$ -

-

-

$ -
Level 3
$ -
1,105,608

$ 1,105,608

$ -

-

25,500

$ 25,500

Level 3
$ -

-
1,098,007

$ 1,098,007

$ -

-

27,240

$ 27,240
Total























$ 8,643
1,105,608
$ 1,114,251
$ 1,067,276

54,906

25,500
$ 1,147,682
Total


























$ 9,301

54,336
1,098,007
$ 1,161,644
$ 639,810

53,020

27,240
$ 720,070

147

There were no transfers between Level 1 and Level 2 fair value in 2020 and 2019.

  1. Financial instruments are adjusted according to Level 3 fair value.
Financial assets
Balance, beginning

Recognized in profit
and loss (Other
profit or loss)
- Realized
Recognized in the
other
comprehensive
income
(Unrealized gain
or loss on financial
assets at fair value
through other
comprehensive
profit or loss)
Disposal/Purchase

Balance, ending

Other gains and
losses unrealized
in the current
period
Financial instruments
measured at fair value
throughprofit or loss
2020
2019
$ 1,098,007 $ 781,303
42,809
33,697
-
-

35,208 )

283,007

$ 1,105,608
$ 1,098,007

$ -
$ -
Financial instruments
measured at fair value
throughprofit or loss
2020
2019
$ 1,098,007 $ 781,303
42,809
33,697
-
-

35,208 )

283,007

$ 1,105,608
$ 1,098,007

$ -
$ -
Financial instruments at fair
value through other
comprehensive income
Financial instruments at fair
value through other
comprehensive income
2020
$ 1,098,007
42,809
-

35,208 )

$ 1,105,608

$ -
2020
$ 27,240

-
(
1,740 )

-

$ 25,500

$ -
2019

(






$ 29,490

-
(
2,250 )

-
$ 27,240
$ -
  1. Evaluation techniques and an input value of Level 3 fair value measurement

The domestic unlisted equity investment is based on the market approach, which is according to the transaction price of a comparable target. The difference between the target evaluated and the comparable target is considered, and the value of the target evaluated is estimated with an appropriate multiple. In the market approach, evaluation is conducted by referring to the prices of stocks traded in the active market from companies engaged in the same or similar operations so as to determines the value multiple as the basis for evaluation.

For the RMB wealth management products purchased by subsidiaries, the quoted prices offered counterparties are adopted as the valuation techniques and significant unobservable inputs to calculate the expected return on such investment.

148

(3) Categories of financial instruments

Categories of financial instruments
Financial assets
Measured at fair values through
profit and/or loss
Measured at fair value
through income under
compulsion
Financial assets based on cost
after amortization (Note 1)
Financial assets at fair value
through other comprehensive
income
Equity investment
Financial liabilities
Based on cost after amortization
(Note 2)
December 31,2020
$ 1,114,251
15,064,724
1,147,682
16,361,222
December 31,2019
$ 1,161,644
11,846,354
720,070
15,118,220
  • Note 1: The balances include cash and cash equivalents, notes receivable, accounts receivable, other receivables, deposits, refundable deposits, and other financial assets measured at amortized cost.

  • Note 2: The balances include short-term borrowings, short-term notes payable, notes payable, accounts payable, other payables, guarantee deposits received, long-term borrowings, long-term notes payable, and other financial liabilities measured at amortized cost.

(4) Purpose and policy of financial risk management

The main financial instruments of the Group include investments in equity and debt instruments, accounts receivable, accounts payable, borrowings, and lease liabilities. The Group’s financial management department shall provide services to each business unit, to plan and coordinate operations in the domestic and international financial markets, and to monitor and manage the Group’s operation-related financial risks with the internal risk report, with the risk exposure analyzed in accordance with the degree and breadth of risks. These risks include market risk (including exchange rate risk, interest rate risk and other price risk), credit risk and liquidity risk.

The financial management department reports quarterly to the Group’s board of directors.

1. Market Risk

Due to the operating activities, the major financial risk faced by the Group is the foreign currency exchange rate risk (see (1) below) and interest rate risk (see (2) below). The Group manages the foreign currency exchange rate and interest rate risks using the natural hedging method.

149

The Group’s exposure to financial instruments market risk and the management and measurement of the risk exposure have not been changed.

  • (1) Exchange rate risk

The Group engages in foreign currency-denominated sales and purchase transactions; therefore, the Group is exposed to exchange rate risks. Approximately 46.49% of the Group’s sales are not denominated in the functional currency of any of the Group’s entity involved in the transaction, and approximately 7.34% of the cost is not denominated in the functional currency of any of the Group’s entity involved in the transaction. The Group manages the exposure to the exchange rate risk using the natural hedging method.

For the carrying amount of monetary assets and monetary liabilities denominated in non-functional currencies of the Group at the balance sheet date (including the monetary items denominated in non-functional currencies that have been written off in the consolidated financial statements), please refer to Note 34.

Sensitivity analysis

The Group is mainly affected by fluctuations in the exchange rates of the USD and RMB.

The Group’s sensitivity analysis for New Taiwan Dollar (functional currency) to each relevant foreign currency exchange rates that increased or decreased by 1.7% is illustrated in the following table. The 1.7% sensitivity is used internally for reporting the exchange rate risk to management and is the assessment by management regarding the reasonable and possible changes in foreign exchange rates. The sensitivity analysis includes only the outstanding foreign currency monetary items; also, the translation at yearend is adjusted with the change in exchange rate by 1.7%. Each positive number in the following table represents the amount of increase in net profit before tax when NTD depreciates by 1.7% in relation to each relevant foreign currency; when NTD appreciates by 1.7% in relation to each relevant foreign currency, its effect on net profit before tax will be the negative number of the same amount.

Profit and
loss
Effect on USD(i)
2019
( $ 624 )
Effect on RMB(ii)
2020
$ 6,065
2020
( $ 18,006 )
2019
( $ 28,230 )
  • (i) It is mainly derived from the Group’s outstanding USD-denominated bank deposits, receivables, payables, and short-term borrowings at the balance sheet date without cash flow hedging.

150

  • (ii) It is mainly derived from the Group’s outstanding RMB-denominated bank deposits, receivables, and payables at the balance sheet date without cash flow hedging.

  • (2) Interest rate risk

Because the entities in the Group hold assets and borrowings with fixed and floating interest rates at the same time, the interest rate risk has arisen. The Group manage interest rate risk by maintaining an appropriate combination of fixed and floating rate.

The book value of the Group’s financial assets and financial liabilities with interest rate exposure on the balance sheet date is as follows:

follows:

With fair value interest
rate risk
- Financial assets
- Financial liabilities
Contain cash flow
interest rate risk
- Financial assets
- Financial liabilities
December 31,2020
$ 4,352,978
2,512,276
1,928,953
4,682,786
December 31,2019
$ 3,095,051
2,600,147
571,714
5,509,539

Sensitivity analysis

The following sensitivity analyses are based on the interest rate risk exposure of the non-derivative instruments on the balance sheet date. For assets and liabilities with floating interest rates, the analysis method is based on the assumption that the amount of assets and liabilities outstanding at the balance sheet date is outstanding throughout the reporting period. The rate of change used when the interest rates are reported to key management in the Group is 100 base points for increase or decrease in interest rates, which also represents the reasonably possible range of changes in interest rates determined by the management.

If the interest rate increased by 100 base points, with all other variables remaining unchanged, the Group’s 2020 and 2019 net profit before tax would have decreased by NT$27,538 thousand and NT$49,378 thousand, respectively, mainly due to the Group’s exposure to the risk of changes in the interest rate.

(3)

Other price risks.

The Group is exposed to equity price risk due to investment in domestic and foreign listed stocks and fund beneficiary certificates.

151

Sensitivity analysis

The sensitivity analysis below is based on the exposure to the equity price risk at the balance sheet date.

If the equity price increased/decreased by 1%, the pre-tax profit or loss for 2020 and 2019 would have increased/decreased by NT$86 thousand and NT$636 thousand respectively due to the increase/decrease in the fair value of the financial assets at fair value through profit or loss. Other comprehensive income before tax for 2020 and 2019 would have increased/decreased by NT$11,222 thousand and NT$6,928 thousand, respectively due to the increase/decrease in the fair value of financial assets at fair value through other comprehensive income.

2. Credit Risk

Credit risk meant for the Group’s risk of financial loss due to the counterparty’s failure in fulfilling contractual obligations. As of the balance sheet date, the top credit risk the Group might incur in financial losses due to failure by the counterparts in failure in performance of the obligations primarily come from the book value of financial assets recognized in the consolidated balance sheet.

Except for the Group’s top seven customers, the Group does not have any major exposure to the credit risk of any single counterparty or any group of counterparties with similar characteristics. When the counterparty is an affiliated company, the Group has it defined as a counterparty with similar characteristics. In 2020 and 2019, the Group’s concentration of credit risk on the top seven customers did not exceed 22% of the total monetary assets, and the concentration of credit risk on other counterparties did not exceed 2% of the total monetary assets.

The Group’s credit risk is mainly concentrated on the top seven customers. As of December 31, 2020 and 2019, the percentage of the total accounts receivable from the aforementioned customers was both 66%.

3.

Liquidity Risk

The Group has supported the Group’s business operation and mitigated the impact of changes in cash flow by managing and maintaining sufficient cash and cash equivalent position. The Group’s management monitors the use of banking facilities and ensures the compliance of loan agreement.

Bank loan is a main source of liquidity to the Group. For the Group’s bank financing amount not drawn down as of December 31, 2020 and 2019, please refer to the description of (2) regarding the financing amount below.

152

(1) Liquidity and interest rate risk table of non-derivative financial liabilities

Non-derivative financial liabilities remaining contract maturity analysis is prepared in accordance with the Group’s undiscounted cash flow (including principal and estimated interest) of financial liabilities on the earliest possible repayment date upon request. Therefore, the Group may be required to immediately repay the bank loan is illustrated in the following table without considering the probability that the bank may immediately exercise such right. The other non-derivative financial liabilities maturity analysis is prepared in accordance with the agreed repayment date.

December 31, 2020

N on-derivative financial
liabilities
o interest-bearing
liabilities
ease liabilities
struments with floating
interest rates
struments with fixed
interest rates
Payment on
demand or less
than 1 month
1 to 3 months 3 months to 1
year
1 to 5years Over 5years


$ 2,121,118

1,081
3,755
1,337,107

$ 3,463,061


$ 3,163,643

2,038
7,511
870,942

$ 4,044,134


$ 3,856,813

8,813
33,799
310,498

$ 4,209,923


$ 24,586

36,305
4,618,557
-

$ 4,679,448


$ -
16,245
149,432
-
$ 165,677
N
L
In
In

Further information about maturity analysis of lease liabilities is as follows:

follows:
Lease liabilities Less than 1
year
1 to 5years 5 to 10years 10 to 15
years
15 to 20
years
$ 2,052
Over 20
years
$ 11,932
$ 36,305
$ 2,052
$ 2,052 $ 10,089

December 31, 2019

N on-derivative financial
liabilities
o interest-bearing
liabilities
ease liabilities
struments with floating
interest rates
struments with fixed
interest rates
Payment on
demand or less
than 1 month
1 to 3 months 3 months to 1
year
1 to 5years Over 5years


$ 1,943,958

301
5,919
917,717

$ 2,867,895


$ 3,185,027

609
11,839
312,386

$ 3,509,861


$ 1,850,092

2,697
53,274
1,402,394

$ 3,308,457


$ 29,456

4,693
5,569,151
-

$ 5,603,300


$ -
15,584
60,228
-
$ 75,812
N
L
In
In

Further information about maturity analysis of lease liabilities is as follows:

follows:
Lease liabilities Less than 1
year
1 to 5years 5 to 10years 10 to 15
years
15 to 20
years
$ 1,920
Over 20
years
$ 3,607
$ 4,693
$ 1,920
$ 1,920 $ 9,824

Floating interest rate for the above-mentioned non-derivative financial assets and liabilities will vary due to the differences of the floating interest rate and the interest rate estimated on the balance sheet.

153

  • (2) Financing amount
inancing amount
Secured bank loan
- The loan quota
used
- The loan quota not
yet used
Unsecured bank loan
amount
- The loan quota
used
- The loan quota not
yet used
December 31,2020
$ 1,600,000

170,880

1,770,880
5,595,062
24,543,793
30,138,855
$ 31,909,735
December 31,2019










$ 1,600,000
179,880
1,779,880
6,509,686
21,811,792
28,321,478
$ 30,101,358

(5) Information on transfer of financial assets

The relevant information on the factoring of the Group’s accounts receivable not due at the end of the year is as follows:

December 31, 2020

Amount Reclassified to
other
Reclassified to
other
Amount Amount Amount The annual
interest rate
of prepaid
Counterparties factored receivables available drawn down amount(%)
DBS Bank $ 82,215 $ - $ - $ 82,215 0.85%
Limited

According to the agreement of the factoring contract, the losses arising from business disputes (such as sales returns or discounts) shall be borne by the Group, and the losses arising from the credit risk shall be borne by the bank.

In 2020 and 2019, the Group discounted some of the banker’s acceptance receivable in Mainland China to the bank or endorsed and factored it as payments to suppliers. The amount was NT$1,164,153 thousand and NT$3,413,127 thousand, respectively. For the banker’s acceptance receivable factored, the losses arising from business disputes (such as sales returns or discounts) shall be borne by the Group, and the losses arising from the credit risk shall be borne by said bank.

In 2020 and 2019, the Group recognized financial costs of NT$8,473 thousand and NT$36,087 thousand upon factoring of the banker’s acceptance receivable.

30. Related party transactions

The transactions, account balances, income, expenses and losses between the company and subsidiaries (related party of the company) are offset at the time of consolidation; therefore, it is not disclosed in this note. Except as disclosed in other notes, transactions between the Group and other related parties, are also as follows:

154

  • (1) Name of related parties and the relations

Name Relationship with the Group Sampo Corporation Investor with significant influence Dongguan Shengbai Electronics Co., Ltd. Subsidiary of Sampo Corporation Sampo Home Inc. Subsidiary of Sampo Corporation Sampo Japan Subsidiary of Sampo Corporation Qingdao China Steel Precision Metal Co., Affiliated enterprises Ltd. Jiangxi Baida Precision Manufacturing Affiliated enterprises Corp.

  • (2) Operating income
Operating income
Account titles in
book
Sales revenue

Type and Name of
relatedparty
Investor with significant
influence

Affiliated enterprises

2020
$ 6,231

2,030

$ 8,261
2019




$ 5,238
-
$ 5,238
  • (3) Purchase
Purchase $ 8,261 $ 5,238
Type and Name of relatedparty
Affiliated enterprises
Investor with significant influence
2020
$ 636,927
-
$ 636,927
2019




$ 674,984
170
$ 675,154

Compared with other customers, there is no significant difference in the price and payment terms of transactions between the Group and its related parties.

  • (4) Receivables from concerned parties (excluding loans borrowed from concerned parties)
parties)
Account titles in
book
Notes
receivable-related
party

Accounts
receivable –
related parties

Other receivables

Type and Name of
relatedparty
Investor with significant
influence

Investor with significant
influence

Investor with significant
influence

Affiliated enterprises

December 31,
2020
$ -

$ 2,538

$ 34


1

$ 35
December 31,
2019








$ 782
$ 161
$ -
-
$ -

The outstanding receivables from the related party are without any guarantees collected. No allowance for losses was provided for accounts receivable from related parties in 2020 and 2019.

155

(5) Payables to concerned parties (excluding loans borrowed from concerned parties)

Account titles in
book
Notes payable
-related party

Accounts payable –
related parties

Type and Name of
relatedparty
Affiliated enterprises

Affiliated enterprises

Investor with significant
influence

December 31,
2020
$ 64,459

$ 134,719


-

$ 134,719
December 31,
2019
December 31,
2019






$ 30,331
$ 57,409

184
$ 57,593

For balance of payables to concerned parties outstanding, no guarantee has been provided.

(6) Lease agreement

provided.
Lease agreement
Type and Name of relatedparty
Interest expenses
Investor with significant
influence
Rent expense
Investor with significant
influence
2020
$ -
$ 532
2019


$ 28
$ 88

The rent of the lease contract between the Group and the above-mentioned related parties is determined through negotiation with reference to the market conditions and is paid on a quarterly basis in accordance with the general payment terms.

Lease expenses include short-term leases. The total amount of lease payments to be paid in the future for short-term leases is as follows:

The total amount of lease
payments to be paid in the
future
(7)
Remuneration to the management
Short-term employee benefits
Retirement benefits
December 31,2020
$ 442
2020
$ 51,092

646
$ 51,738
December 31,2020
$ 442
2020
$ 51,092

646
$ 51,738
December 31,2019 December 31,2019
$ 442
2019




$ 74,761
645
$ 75,406

The remuneration of directors and other key management personnel is determined by the Remuneration Committee after considering the factors, including industry standards and market conditions and taking into account their education and experience, seniority, work performance, and company profitability.

156

31. Pledged assets

The following assets have been provided as collateral for borrowings from banks, notes issued, and customs guarantees for imported goods:

Proprietary land
Building
Notes receivable
Financial assets based on cost after
amortization
December 31,2020
$ 207,567
224,689
1,083,476
2,706,359
$ 4,222,091
December 31,2019 December 31,2019





$ 207,567
236,009
653,874
2,083,018
$ 3,180,468

32. Significant contingent liabilities and unrecognized contractual commitments

In addition to those disclosed in other notes, the significant commitments and contingencies of the Group as of the balance sheet date are as follows:

  • (1) The amount of the unused letter of credit issued by the Group for the purchase of raw materials and machinery and equipment is as follows:
USD
JPY
December 31,2020
$ 260
-
December 31,2019
$ 9
50,300
  • (2) The Group’s unrecognized contractual commitment are as follows:
Purchase of property, plant, and
equipment
JPY
RMB
NTD
USD
December 31,2020
$ 74,980
39,512
2,784
84
December 31,2019
$ 520,675
118,226
20,332
793
  • (3) The Company has commissioned the bank to issue letters of guarantee to the Customs Administration for the post-release duty payments for imported goods. As of December 31, 2020, the amount of the letters of guarantee issued by the bank was NT$10 thousand.

  • (4) Subsidiary Dyna Rechi Co., Ltd. has commissioned the bank to issue letters of guarantee to the Customs Administration for the post-release duty payments for imported goods. As of December 31, 2020, the amount of the letters of guarantee issued by the bank was NT$500 thousand.

33. Other information

Due to the global pandemic, governments of various countries have successively implemented various pandemic prevention and control measures, including extended holidays, temporary suspension of work, and work from home, resulting in a reduction in the number of operating and production days in some areas. However, as the period for which the Group suspended the work was extremely short, the impact on the Group’s production was not significant. As the domestic pandemic slows down and government

157

policies are gradually loosened, the Group expects that its operations will gradually return to normal. However, as the international pandemic development is still uncertain, the Group will continue to pay attention to the development of the pandemic and take appropriate countermeasures to reduce the impact on its operations.

34. Information of foreign currency assets and liabilities with significant effects

The following information is expressed in foreign currencies other than the functional currencies of each entity within the Group; also, the exchange rate disclosed refers to the exchange rate used for having such foreign currency converted into the functional currency. Foreign currency assets and liabilities with significant influence as follows:

December 31, 2020

December 31, 2020
Foreign currency
assets
Monetary items
USD

USD
RMB
RMB
JPY
EUR
Non-monetary
items
Financial assets at
fair value through
other
comprehensive
income
EUR
Affiliated company
under the equity
method
RMB
Foreign currency
liabilities
Monetary items
USD
USD
RMB
JPY
EUR
Foreign
currency
$ 63,511
20,394

212,626

1,297

22,195

30,441
30,476

118,729

17,901
53,478

456,590

402,958

1,381
Exchange rate
28.48 (USD : NTD)

6.5249 (USD : RMB)
4.3648 (RMB : NTD)
0.1533 (RMB : USD)
0.2763 (JPY : NTD)
35.02 (EUR : NTD)

35.02 (EUR : NTD)

0.1533 (RMB : USD)
28.48 (USD : NTD)
6.5249 (USD : RMB)

4.3648 (RMB : NTD)

0.0633 (JPY : RMB)
35.02 (EUR : NTD)
Book value
$ 1,808,787
580,828
928,073
5,661
6,132
1,066,034
1,067,276
518,232
509,816
1,523,052
1,992,930
111,337
48,354

158

December 31, 2019

December 31, 2019
Foreign currency
assets
Monetary items
USD

USD
RMB
JPY
EUR
Non-monetary
items
Financial assets at
fair value through
other
comprehensive
income
EUR
Affiliated company
under the equity
method
RMB
Foreign currency
liabilities
Monetary items
USD
USD
RMB
JPY
EUR
Foreign
currency
$ 59,628
16,513

100,146

50,289

26,738
19,048

120,867

14,836
62,530

487,815

193,399

10,275
Exchange rate
29.98 (USD : NTD)

6.9762 (USD : RMB)
4.2975 (RMB : NTD)
0.0092 (JPY : USD)
33.59 (EUR : NTD)
33.59 (EUR : NTD)
0.1433 (RMB : USD)
29.98 (USD : NTD)
6.9762 (USD : RMB)

4.2975 (RMB : NTD)

0.0642 (JPY : RMB)
33.59 (EUR : NTD)
Book value
$ 1,787,641
495,045
430,380
13,880
898,145
639,810
519,427
444,770
1,874,648
2,096,376
53,378
345,128

The Group mainly bears the foreign currency exchange rate risk in USD and RMB. The following information is presented in the functional currency of each entity possessing foreign currency. The disclosed exchange rate refers to the exchange rate of such functional currency converting into the presentation currency. The realized and unrealized foreign currency exchange gains and losses with a material impact are as follows:

follows:
Functional
currency
USD

NTD
RMB
2020 Net exchange
losses(gains)
$ 570

(
31,500 )

83,734
$ 52,804
2019
Functional currency
exchanges for presentation
currency
29.549 (USD : NTD)

1 (NTD : NTD)

4.283 (RMB : NTD)

Functional currency
exchanges for presentation
currency
30.912 (USD : NTD)


1 (NTD : NTD)
4.482 (RMB : NTD)

Net exchange
losses(gains)

(


(
(
$ 5,760
35,568

87,389)
$ 46,061)

159

35. Notes of disclosure

  • (1) Information about important transactions:

  • The Loaning of funds: Table 1.

  • Endorsement and Guarantee: Table 2.

  • Marketable securities held at the end of the period (excluding investment in subsidiaries, associates, and joint ventures): Table 3.

  • The cumulative purchase or sale of the same security for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The acquisition of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The disposal of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The purchase or sale with the related party for an amount exceeding NT$100 million or 20% of paid-in capital: Table 4.

  • Accounts receivable-related party reaching NTD 100 million or more than 20% of the Paid-in shares capital: Table 5.

  • Trading in derivative instruments: N/A.

  • Other: business relationships and significant intercompany transactions between parent and subsidiary units: Table 6.

  • (2) Information on investees: Table 7.

  • (3) Information regarding investment in the territory of Mainland China:

  • The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, investment gains or losses, ending balance, amount received as earnings distributions from the investment, and the limitations on investment: Please see Table 8 attached.

  • Significant direct transactions with the investee in Mainland China or indirectly through third regions, its prices, terms of payment, and unrealized gain or loss: Table 9.

    • (1) Input amounts, percentages, balance, and percentages of relevant payable at end of the term.

    • (2) Sales amounts, percentages, balance, and percentages of relevant receivables at end of the term.

    • (3) Amount of property transaction and amount of the profit and/or loss so incurred.

    • (4) Balance and purposes of endorsements/guarantees or collateral provided at end of the term.

    • (5) The highest balance of fund financing balance at end of the term, range of interest rates and total amount of interest in the current term.

160

  • (6) Other transactions having significant effect upon profit and/or loss or financial standing of the current term, e.g. provision or acceptance of services.

  • (4) Information on major shareholders: Names of shareholders with a shareholding ratio of more than 5%, number of shares held, and percentage: Table 10.

36. Segment information

The information provided to the chief operating decision-maker for allocating resources and assessing segment performance is focusing on the type of product or service delivered or provided. The segments of the Group which should be reported are enumerated below:

  1. Compressor business unit

  2. BLDC motor unit

The chief operating decision maker regards the direct sales units of the business units in the Group as individual operating segments, but when preparing the financial statements, the Group considers the following factors and combined these operating segments into a single operating segment:

  1. The operating segments have similar long-term gross profit;

  2. The operating segments’ nature of products and the manufacturing processes are similar.

  3. (1) Revenues and operating results of segments

Revenues and operating results of the Group’s continuing units are analyzed in accordance with segments to be reported, which are summarized as follows:

2020
Revenues from external
customers

Inter-segment income

Department income

Elimination of
intersegment
Consolidated revenue
Segment profit/loss

Interest revenue
Other income
Headquarters’
administration costs &
directors’ remuneration
Other profits and losses
Financial costs
The shares of profit at
equity method over the
associates
Income before tax from
continuing operations
Compressor
business unit
$ 18,471,937

22,358,382

$ 40,830,319

$ 1,116,591
BLDC motor
unit
$ 500,871

482,006

$ 982,877

$ 113,685)
Others
$ 347,154

311,394

$ 658,548


$ 22,416



Total









(



$ 19,319,962

23,151,782
42,471,744
(
23,151,782)

19,319,962
1,025,322
74,693
151,390
(
205,517 )
97,440
(
156,681 )

1,368
$ 988,015

(Continued on next page)

161

(Continued from previous page)

2019
Revenues from external
customers

Inter-segment income

Department income

Elimination of
intersegment
Consolidated revenue
Segment profit/loss

Interest revenue
Other income
Headquarters’
administration costs &
directors’ remuneration
Other profits and losses
Financial costs
The shares of profit at
equity method over the
associates
Income before tax from
continuing operations
Compressor
business unit



(
BLDC motor
unit
$ 432,672

439,521

$ 872,193

$ 162,554)
Others
$ 159,725

146,254

$ 305,979


$ 2,100




Total






$ 19,540,547

24,555,463

$ 44,096,010

$ 1,239,974



$ 20,132,944

25,141,238
45,274,182
(
25,141,238)

20,132,944
1,079,520
79,085
115,871
(
213,572 )
(
9,628 )
(
257,949 )

7,939
$ 801,266

Sales between segments are carried out at arm’s length.

Segment profits refer to the profits earned by each segment, excluding the headquarters’ administrative costs and directors’ remuneration to be amortized, share of profits and losses on associates under the equity method, rental income, interest income, gains or losses on disposal of property, plant and equipment, gains on disposal of investment, net foreign currency exchange gains or losses, financial instrument valuation gains or losses, interest expenses, other financial costs, and income tax expenses. The measured figures are provided for main decision makers to allocate resources to segments and evaluate the performance of each segment.

(2) Information by areas

Key two operations areas for the Group – Taiwan and China.

The Group’s continuing operating revenues from external customers are divided into the following operating geographical locations, and its non-current assets are divided based on the physical locations of the assets shown as follows:

China
Poland
U.S.
Thailand
Egypt
Brazil
Others
Income from external customers Income from external customers Income from external customers
2020
$ 11,501,257
1,954,957
1,786,742
1,417,868
503,545
439,130
1,716,463
$ 19,319,962
2019




$ 12,042,612
1,659,958
2,051,926
974,939
461,007
588,554
2,353,948
$ 20,132,944

162

China
Taiwan
Non-Current assets Non-Current assets Non-Current assets
December 31,2020
$ 6,781,568

1,219,830
$ 8,001,398
December 31,2019




$ 7,042,874
1,227,194
$ 8,270,068

Non-current assets do not include assets classified as financial instruments, deferred income tax assets, and net defined benefit assets.

(3) Information on key customers

Income generated from a single customer for more than 10% of the Group’s total income is as follows:

total income is as follows:
Customer A 2020
$ 2,034,936
2019
NA (Note)

Note: The revenue amount does not reach 10% of the total revenue of the merger company.

163

Unit: NTD thousand or in thousands in foreign currencies

RECHI PRECISION CO., LTD. and its subsidiaries

The Loaning of Funds

For the Year Ended December 31, 2020

Table 1

No. The lender of fund The borrower of
fund
Transaction
title
Are
they
related
parties
Maximum balance
– current period
(Note 3)
Balance, ending
(Note 3)
The actual
amounts disbursed
(Note 3)

Interest
rate
collars
Nature of
financing
(Note 1)
Amount of
business
transactions
Reasons for the
necessity of
short-term
financing
Amount of
provision for bad
debts
Collateral Collateral Limit of financing
particular
beneficiary
(Note 2)
Total limit of
financing
(Note 2)
Note
Name Value
0
0
0
1
2
3
3
RECHI
PRECISION
CO., LTD.
RECHI
PRECISION
CO., LTD.
RECHI
PRECISION
CO., LTD.
Rechi Holdings Co.,
Ltd.
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dongguan Rechi
Compressor Co.,
Ltd.
Dongguan Rechi
Compressor Co.,
Ltd.
Rechi Precision
(Qingdao)
Electric
Machinery
Limited
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.

Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.
Other
receivables
Other
receivables

Other
receivables
Other
receivables

Other
receivables
Other
receivables

Other
receivables
Yes
Yes
Yes
Yes
Yes
Yes
Yes
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 523,778
( RMB 120,000 )
NTD 130,944
( RMB
30,000 )
NTD 130,944
( RMB
30,000 )
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 130,944
( RMB
30,000 )
NTD
-
( RMB
- )
NTD 130,944
( RMB
30,000 )
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 130,944
( RMB
30,000 )
NTD
-
( RMB
- )
NTD 130,944
( RMB
30,000 )
1.40%
1.40%
1.40%
0.00%~
2.00%
2.60%~
4.46%
2.80%
3.15%
2
2
2
2
2
2
2
$ -
-
-
-
-
-
-
Working capital
Working capital
Working capital
Working capital
Working capital
Working capital
Working capital
$ -

-

-

-

-

-

-












NTD
883,824
NTD
883,824
NTD
883,824
NTD 11,199,751
NTD
806,924
NTD
142,407
NTD
142,407
NTD 1,767,649
NTD 1,767,649
NTD 1,767,649
NTD 11,199,751
NTD
806,924
NTD
142,407
NTD
142,407






Note 1: (1) There are business transactions going on.

  • (2) There is a need for short-term financing.

Note 2: (1) The Company’s limit of financing for individual recipients and the total limit of financing shall not exceed 10% and 20% of the net worth of the Company as in the latest financial statements, respectively.

(2) Rechi Holdings Co., Ltd.’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

(3) Rechi Precision (Jiujiang) Electric Machinery Limited’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

(4) Dongguan Rechi Compressor Co., Ltd.’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

Note 3: Measured based on the exchange rate at the end of the period.

Note 4: Already eliminated in the consolidated statements

164

Unit: NTD thousand or in thousands in foreign currencies

RECHI PRECISION CO., LTD. and its subsidiaries

Endorsements and guarantees made for others

For the Year Ended December 31, 2020

Table 2

No. The company providing
the endorsement and/or
guarantee
The party receiving the endorsement and/or
guarantee
The party receiving the endorsement and/or
guarantee
The limit of
endorsements
and/or guarantees
to a single
business entity
(Notes 4 and 6)
The highest
balance of
endorsements
and/or guarantees
in the current
period
The balance of
endorsements
and/or guarantees
at the end of the
period (Note 6)
The actual
amounts disbursed
(Note 6)

The endorsements
and/or guarantees
secured with
property
Ratio of
cumulative
endorsement
and guarantee
to net worth in
the most recent
financial
statement(%)

The upper limit of
an endorsement
and/or guarantee
(Notes 4 and 6)
Guarantee
and
endorsem
ent of
parent
company
to
subsidiary

Guarantee
and
endorsem
ent by
subsidiary
to parent
company


Guarantee
and
endorsem
ent in
Mainland
China

Note
Company name Relation
0
0
0
1
2
2
RECHI PRECISION CO.,
LTD.
RECHI PRECISION CO.,
LTD.
RECHI PRECISION CO.,
LTD.
Rechi Precision (Qingdao)
Electric Machinery
Limited (Note 5)
Dyna Rechi Co., Ltd.
Dyna Rechi Co.,Ltd.
Rechi Holdings Co., Ltd.
Rechi Precision (Qingdao)
Electric Machinery Limited
Rechi Precision (Jiujiang)
Electric Machinery Limited
Qingdao Rechi Electric
Machinery Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Ablek TechnologyCo.,Ltd.
Note 1

Note 2

Note 2
Note 3(2)
Note 2
Note 1
$ 8,838,243
8,838,243
8,838,243
NTD 4,480,152
( RMB 1,026,424 )
581,450
581,450
NTD 2,779,641
( USD
90,500 )
NTD
739,448
( USD
24,000 )
NTD 1,872,809
( USD
51,000 )
( RMB
70,000 )
NTD 1,770,651
( RMB
410,000 )
NTD
188,070
( USD
6,000 )
NTD
30,000
NTD 2,164,480
( USD
76,000 )
NTD
227,840
( USD
8,000 )
NTD 1,387,777
( USD
38,000 )
( RMB
70,000 )
NTD 1,265,797
( RMB
290,000 )
NTD
85,440
( USD
3,000 )
NTD
30,000
NTD 1,167,680
( USD
41,000 )
NTD
113,920
( USD
4,000 )
NTD
526,937
( USD
8,500 )
( RMB
65,262 )
NTD 1,213,419
( RMB
278,000 )
NTD
-
( USD
- )
NTD
-
$ -
-
-
-
-

-

24%

3%

16%

28%

7%

3%
$ 13,257,365
13,257,365
13,257,365
NTD 6,720,228
( RMB 1,539,636 )
581,450
581,450
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
Y
Y
Y
Y
N

Note 1: Subsidiaries in which at least 50% of the ordinary shares are held directly by the Company.

Note 2: Investees in which at least 50% of the ordinary shares are held by the Company and its subsidiaries in total.

Note 3: (1) A company with which it does business.

  • (2) Companies that are endorsed and guaranteed by each shareholder based on their shareholding ratio because of a joint investment relationship.

  • Note 4: (1) The upper limit of the Company’s endorsement/guarantee provided to each entity is NT$8,838,243 (net worth) × 100% = NT$8,838,243.

  • (2) The upper limit of the Company’s endorsements/guarantees provided is NT$8,838,243 (net worth) × 150% = NT$13,257,365.

  • (3) The upper limit of the Rechi Precision (Qingdao) Electric Machinery Limited’s endorsement/guarantee provided to each entity is RMB 1,026,424 (net worth) × 100% = RMB 1,026,424.

  • (4) The upper limit of the Rechi Precision (Qingdao) Electric Machinery Limited’s endorsements/guarantees provided is RMB 1,026,424 (net worth) × 150% = RMB 1,539,636.

  • (5) The upper limit of the Dyna Rechi Co., Ltd.’s endorsement/guarantee provided to each entity is NT$1,162,900 (net worth) × 50% = NT$581,450.

  • (6) The upper limit of the Dyna Rechi Co., Ltd.’s endorsements/guarantees provided is NT$1,162,900 (net worth) × 50% = NT$581,450.

  • Note 5: The amount endorsement/guarantee provided by the Rechi Precision (Qingdao) Electric Machinery Limited to the Qingdao Rechi Electric Machinery Sales Company is jointly endorsed by the Rechi Precision (Qingdao) Electric Machinery Limited and the TCL Rechi (Huizhou) Refrigeration Equipment Company Limited.

Note 6: Measured based on the exchange rate at the end of the period.

Note 7: The Company provides letters of guarantee issued by banks of NT$10,000 thousand to the Customs Administration as an endorsement/guarantee for tariff.

Note 8: Subsidiary Dyna Rechi Co., Ltd. provides letters of guarantee issued by banks of NT$500 thousand to the Customs Administration as an endorsement/guarantee for tariff.

165

RECHI PRECISION CO., LTD. and its subsidiaries

Marketable securities held – end of year

December 31, 2020

Table 3

Unit: Thousand shares/NTD thousand or in thousands in foreign currencies

Holding company Types and names of securities Relationship with the
securities issuer
Account titles in book At ending At ending At ending Note
Number of shares Book value Shareholding
ratio

Fair value
RECHI PRECISION CO., LTD.
Rechi Investments Co., Ltd.
Rechi Refrigeration Dongguan
Co., Ltd.
Dongguan Rechi Compressor Co.,
Ltd.
D-Shares of Qingdao Haier Co.,
Ltd.
China Steel Corporation
Sharp Corporation
Bigbest Solutions, Inc.
Magnpower Corporation
Accumulation wealth management
product
Zhao-Jin wealth management
product of China Merchants
Bank Co., Ltd.
Fu-Guo-Ying-Jia No. 2 wealth
management product
Accumulation wealth management
product
Fu-Guo-Ju-Bao-Pen No. 6 wealth
management product
Fu-Guo-Ying-Jia No. 1 wealth
management product
None
None
None
None
None
None
None
None
None
None
None
The financial assets measured
for the fair values through
other comprehensive
income- current
The financial assets measured
for the fair values through
other comprehensive
income- current
Financial assets at fair value
through profit or loss –
current
The financial assets measured
for the fair values through
other comprehensive
income – non-current
The financial assets measured
for the fair values through
other comprehensive
income – non-current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
19,048
2,218
20
600
3,000
-
-
-
-
-
-
$ 1,067,276
54,906
8,643
-
25,500
21,824
19,642
43,648
7,857
87,296
96,026
-
-
-
0.9%
7.5%
-
-
-
-
-
-
$ 1,067,276
54,906
8,643
-
25,500
21,824
19,642
43,648
7,857
87,296
96,026
Note 1
Note 1
Note 1
-
-
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

(Continued on next page)

166

(Continued from previous page)

Holding company Types and names of securities Relationship with the
securities issuer
Account titles in book At ending At ending At ending Note
Number of shares Book value Shareholding
ratio

Fair value
Qingdao Rechi Electric Machinery
Sales Company
Rechi Precision (Qingdao) Electric
Machinery Limited
TCL Rechi (Huizhou)
Refrigeration Equipment
CompanyLimited
Min-Sheng-Cui-Zhu – Thursday
Public Sharing wealth
management product
Min-Sheng-Cui-Zhu – Friday
Public Sharing wealth
management product
Fu-Guo-Ju-Bao-Pen No. 3 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 12 wealth
management product
e-Ling-Tong wealth management
product of Industrial and
Commercial Bank of China
Limited
Bu-Bu-Zeng-Ying wealth
management product of Hua Xia
Bank
e-Ling-Tong wealth management
product of Industrial and
Commercial Bank of China
Limited
Min-Sheng-Cui-Zhu – Wednesday
Public Sharing wealth
management product
Accumulation wealth management
product
Fu-Guo-Ju-Bao-Pen No. 5 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 13 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 10 wealth
management product
None
None
None
None
None
None
None
None
None
None
None
None
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
-
-
-
-
-
-
-
-
-
-
-
-
$ 244,430
39,283
43,648
43,648
30,554
78,567
52,378
43,648
34,919
130,944
43,648
43,648
-
-
-
-
-
-
-
-
-
-
-
-
$ 244,430
39,283
43,648
43,648
30,554
78,567
52,378
43,648
34,919
130,944
43,648
43,648
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

Note 1: The fair values were calculated based on the closing prices of the stocks, funds, and investees at the end of December 2020.

Note 2: The fair value measurement is based on the quoted prices offered the counterparties as the valuation techniques and significant unobservable inputs to calculate the expected return on such investments.

167

Unit: NT$1 thousand

RECHI PRECISION CO., LTD. and its subsidiaries

Total Purchases from or Sales to Related Parties Amounting to at least NT$100 Million or 20% of the Paid-in Capital

For the Year Ended December 31, 2020

Table 4

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general trade
and reasons
Trading terms different from general trade
and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total purchase
(sale) (%)

The credit period
Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
RECHI PRECISION
CO., LTD.
Rechi Refrigeration
Dongguan Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration
Equipment
Company Limited
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Rechi Refrigeration
Dongguan Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
RECHI PRECISION
CO., LTD.
Rechi Precision
(Huizhou)
Mechanism Company
RECHI PRECISION
CO., LTD.
Rechi Refrigeration
Dongguan Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of GR
Holdings (Hong
Kong) Limited
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Ultimate parent
company
Subsidiaries
Ultimate parent
company
Subsidiary of GR
Holdings (Hong
Kong) Limited
Purchase
Purchase
Purchase
Purchase
Sale
Purchase
Sale
Sale
Sale
Purchase
Sale
Sale
Purchase
$ 1,625,113
4,662,092
1,013,994
346,722
1,459,465
149,116
215,446
173,202
346,722
1,231,259
1,625,113
149,116
1,459,465
20
58
13
4
64
7
10
8
15
24
30
3
29
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
60–90 days from
reimbursement
O/A with net 90 days
via T/T
60–90 days from
reimbursement
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 60–90
days via T/T
O/A with net 60–90
days via T/T
O/A with net 60–90
days via T/T
O/A with net 60–90
days via T/T
O/A with net 60–90
days via T/T
O/A with net 30–150
days/O/A with net 60
days via 180-day
bank acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day
bank acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day
bank acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day
bank acceptance bill
Accounts
payable
Accounts
payable
Accounts
payable
Accounts
payable
Accounts
receivable
Accounts
payable
Accounts
receivable
Accounts
receivable
Accounts
receivable

Accounts
payable
Payable notes

Accounts
receivable

Accounts
receivable

Accounts
payable
$ 346,989
1,522,264
254,770
143,836
443,025
11,163
61,568
117,700
143,836
478,238

811,856
346,989
11,163
443,025
15
66
11
6
55
3
8
15
18
35
33
21
1
33
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note

(Continued on next page)

168

(Continued from previous page)

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general
trade and reasons
Trading terms different from general
trade and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total purchase
(sale) (%)
The credit period Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
Rechi Precision
(Huizhou)
Mechanism
Company
Rechi Precision
(Qingdao) Electric
Machinery Limited
Qingdao Rechi
Electric Machinery
Sales Company
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Qingdao Rechi
Electric Machinery
Sales Company
TCL Rechi (Huizhou)
Refrigeration
Equipment
Company Limited
RECHI PRECISION
CO., LTD.
Qingdao Rechi
Electric Machinery
Sales Company
Rechi Refrigeration
Dongguan Co., Ltd.
Qingdao China Steel
Precision Metal Co.,
Ltd.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
TCL Rechi (Huizhou)
Refrigeration
Equipment
Company Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Dyna Rechi Jiujiang
Co., Ltd.
Qingdao Rechi
Electric Machinery
Sales Company
RECHI PRECISION
CO., LTD.
Subsidiaries
The parent company
Ultimate parent company
Subsidiaries
Subsidiary of GR Holdings
(Hong Kong) Limited
Affiliated enterprises
Subsidiary of Rechi Holdings
Co., Ltd.
The parent company
The parent company
Subsidiary of Rechi Holdings
Co., Ltd.
Subsidiary of Dyna Rechi
Holdings Co., Ltd.
Subsidiary of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited and Rechi
Precision (Qingdao)
Electric Machinery
Limited
Ultimate parent company
Sale
Sale
Sale
Sale
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Sale
Sale
$ 3,645,737
1,231,259
4,662,092
2,529,031

215,446

430,365

107,824

3,645,737

2,529,031

3,338,211

294,160
3,338,211
1,013,994
67
99
65
35
3
7
2
37
26
34
3
73
22
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 90 days
via T/T
60–90 days from
reimbursement
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via T/T
7 days from arrival of
goods/O/A via
180-day bank
acceptance bill
O/A with net 90 days
via T/T
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
60–90 days from
reimbursement
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
Accounts
receivable
Notes
receivable
Accounts
receivable
Notes
receivable
Accounts
receivable
Accounts
receivable
Notes
receivable
Accounts
payable
Accounts
payable
Payable notes
Accounts
payable
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
receivable
Notes
receivable
Accounts
receivable
$ 1,224,352
159,274
478,238
811,856
1,522,264
556,026
255,282
61,568
44,867

7,376
41,791
1,224,352

159,274
556,026

255,282
1,197,283

1,072,817
66,101

47,402
1,197,283
1,072,817
254,770
75
9
100
100
73
27
40
5
4
-
4
40
5
18
8
39
34
2
2
78
95
17
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note

(Continued on next page)

169

(Continued from previous page)

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general trade
and reasons
Trading terms different from general trade
and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total purchase
(sale) (%)

The credit period
Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
Dyna Rechi Jiujiang
Co., Ltd.
Dyna Rechi Co., Ltd.
Ablek Technology
Co., Ltd.
Ablek Technology
Ltd.
Rechi Refrigeration
Dongguan Co., Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Qingdao) Electric
Machinery Limited
Jiangxi Baida Precision
Manufacturing Corp.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Qingdao Rechi Electric
Machinery Sales
Company
Dyna Rechi Co., Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Ablek Technology Ltd.
Ablek Technology Co.,
Ltd.
Subsidiary of GR
Holdings (Hong Kong)
Limited
Subsidiary of Dyna Rechi
Holdings Co., Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Affiliated enterprises
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited and Rechi
Precision (Qingdao)
Electric Machinery
Limited
The parent company
Sub-subsidiary
Sub-subsidiary
The parent company
Purchase
Purchase
Sale
Purchase
Sale

Sale
Sale
Purchase
Purchase
Sale
$ 173,202

1,713,205
107,824

206,562
1,713,205
294,160
185,449

185,449

199,089
199,089
4
39
2
5
77
13
8
85
100
69
O/A with net 60 days
via T/T
O/A with net 90 days
via T/T
O/A with net 90 days
via T/T
O/A with net 30 days
via 180-day bank
acceptance bill
O/A with net 90 days
via T/T
O/A with net 60 days
via 180-day bank
acceptance bill
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 30–120
days

Accounts
payable

Accounts
payable
Payable notes

Accounts
receivable

Accounts
payable
Payable notes

Accounts
receivable
Notes
receivable

Accounts
receivable
Notes
receivable

Accounts
receivable
Accounts
payable
Accounts
payable
Accounts
receivable
$ 117,700
279,538

8,730
41,791
89,852

57,083
279,538
8,730
66,101
47,402
69,997
69,997
67,485
67,485
12
28
1
3
9
7
65
15
15
83
17
90
100
93
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note

Note: Already eliminated in the consolidated statements

170

RECHI PRECISION CO., LTD. and its subsidiaries

Unit: NT$1 thousand

Accounts receivable from related parties for an amount exceeding NT$100 million or 20% of paid-in capital

December 31, 2020

Table 5

The company booked in the
receivables
Name of counterparty Relation Balance of accounts
receivable
from related parties
(Note 1)
Turnover rate Overdue Receivables from relatedparties Overdue Receivables from relatedparties Accounts receivable
from related party
Amount recovered
after the balance
sheet date
Amount of allowance
for
bad debt
Amount Process
RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd.
Rechi Refrigeration Dongguan
Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Rechi Precision (Huizhou)
Mechanism Company
Rechi Precision (Qingdao)
Electric Machinery Limited
Rechi Precision (Jiujiang)
Electric MachineryLimited
Rechi Precision (Qingdao) Electric
Machinery Limited
Rechi Precision (Jiujiang) Electric
Machinery Limited
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric
Machinery Limited
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
RECHI PRECISION CO., LTD.
Rechi Precision (Jiujiang) Electric
Machinery Limited
RECHI PRECISION CO., LTD.
Qingdao Rechi Electric Machinery
Sales Company
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
RECHI PRECISION CO., LTD.
Qingdao Rechi Electric Machinery
Sales Company
RECHI PRECISION CO., LTD.
Subsidiary of Rechi Investments
Holdings Co., Ltd.
Subsidiary of Rechi Holdings Co.,
Ltd.
Subsidiary of Dyna Rechi Holdings
Co., Ltd.
Subsidiaries

Subsidiary of Rechi Holdings Co.,
Ltd.
Ultimate parent company
Subsidiary of Rechi Holdings Co.,
Ltd.
Ultimate parent company
Subsidiaries

The parent company
Ultimate parent company
Subsidiary
Ultimate parent company
Other receivables
(Note 2)
$ 352,293
Other receivables
(Note 2)
356,470
Other receivables
(Note 2)
219,407
Other receivables
(Note 3)
1,281,600
Accounts receivable
443,025
Accounts receivable
143,836
Accounts receivable
117,700
Accounts receivable
346,989
Accounts receivable
1,224,352
Notes receivable
159,274
Accounts receivable
478,238
Notes receivable
811,856
Accounts receivable
1,552,264
Accounts receivable
556,026
Notes receivable
255,282
Accounts receivable
254,770
-
-
-
-
3.36
2.46
1.50
4.78
2.69
2.69
0.97
0.97
3.12
3.18
3.18
4.06
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ -
-
-
-
382,504
80,978
117,631
311,043
787,141
141,868
251,786
161,498
1,262,592
530,857
254,713
246,852
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

(Continued on next page)

171

(Continued from previous page)

The company booked in the
receivables
Name of counterparty Relation Balance of accounts
receivable from
related parties (Note
1)
Turnover rate Overdue Receivables from relatedparties Overdue Receivables from relatedparties Receivables amount
collected from related
parties subsequently

Amount of provision
for bad debts

Amount
Process
Dyna Rechi Jiujiang Co., Ltd.
Dongguan Rechi Compressor
Co., Ltd.
Qingdao Rechi Electric Machinery
Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric
Machinery Limited
Qingdao Rechi Electric Machinery
Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Subsidiary of TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
and Rechi Precision (Qingdao)
Electric Machinery Limited
Subsidiary of Dyna Rechi Holdings
Co., Ltd.
Subsidiary of Rechi Holdings Co.,
Ltd.
Subsidiary of TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited and Rechi
Precision (Qingdao) Electric
Machinery Limited
Subsidiary of Dyna Rechi Holdings
Co., Ltd.

Accounts receivable
$ 1,197,283
Notes receivable
1,072,817
Other receivables
(Note 3)
133,049
Accounts receivable
279,538
Notes receivable
8,730

Accounts receivable
66,101
Notes receivable
47,402
Other receivables
(Note 3)
131,024
1.50
1.50
-
6.06
6.06
2.64
2.64
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 714,912
423,503
12
279,538
8,730
40,417
46,136
-
$ -
-
-
-
-
-
-
-

Note 1: Already eliminated in the consolidated statements Note 2: It includes loans provided to others and advance payments receivable. Note 3: It refers to loans provided to others.

172

Unit: NT$1 thousand

RECHI PRECISION CO., LTD. and its subsidiaries

Business relationship and significant transactions between Parent Company and Subsidiaries

For the Year Ended December 31, 2020

Table 6

No.
(Note 1)
Trader’s name Counterparty Affiliation to trader (Note
2)
Transactions Transactions
Title Amount Terms and conditions Percentage in
consolidated total
revenue or total assets
(Note 3)
0
0
1
2
2
2
2
3
3
3
3
4
4
4
5
5
5
5
6
6
6
6
7
7
8
RECHI PRECISION CO., LTD.
RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd.
Rechi Refrigeration Dongguan Co., Ltd.
Rechi Refrigeration Dongguan Co., Ltd.
Rechi Refrigeration Dongguan Co., Ltd.
Rechi Refrigeration Dongguan Co., Ltd.
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
Rechi Precision (Huizhou) Mechanism Company
Rechi Precision (Huizhou) Mechanism Company
Rechi Precision (Huizhou) Mechanism Company
Rechi Precision (Qingdao) Electric Machinery
Limited
Rechi Precision (Qingdao) Electric Machinery
Limited
Rechi Precision (Qingdao) Electric Machinery
Limited
Rechi Precision (Qingdao) Electric Machinery
Limited
Rechi Precision (Jiujiang) Electric Machinery
Limited
Rechi Precision (Jiujiang) Electric Machinery
Limited
Rechi Precision (Jiujiang) Electric Machinery
Limited
Rechi Precision (Jiujiang) Electric Machinery
Limited
Dyna Rechi Jiujiang Co., Ltd.
Dyna Rechi Jiujiang Co., Ltd.
Ablek TechnologyLtd.
Rechi Precision (Qingdao) Electric Machinery Limited
Rechi Precision (Jiujiang) Electric Machinery Limited
Rechi Precision (Jiujiang) Electric Machinery Limited
The parent company
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
Rechi Precision (Qingdao) Electric Machinery Limited
The parent company
The parent company
Qingdao Rechi Electric Machinery Sales Company
Qingdao Rechi Electric Machinery Sales Company
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
TCL Rechi (Huizhou) Refrigeration Equipment
Company Limited
The parent company
The parent company
Qingdao Rechi Electric Machinery Sales Company
Qingdao Rechi Electric Machinery Sales Company
Qingdao Rechi Electric Machinery Sales Company
Qingdao Rechi Electric Machinery Sales Company
Qingdao Rechi Electric Machinery Sales Company
The parent company
Rechi Precision (Jiujiang) Electric Machinery Limited
Qingdao Rechi Electric Machinery Sales Company
Ablek TechnologyCo.,Ltd.
1
1
3
2
3
3
3
2
2
3
3
3
3
3
2
2
3
3
3
3
3
2
3
3
3
Other receivables
Other receivables
Other receivables
Sale
Sale
Accounts receivable
Sale
Sale
Accounts receivable
Sale
Accounts receivable
Sale
Accounts receivable
Notes receivable
Sale
Accounts receivable
Sale
Accounts receivable
Sale
Accounts receivable
Notes receivable
Sale
Sale
Sale
Sale
$ 352,293
356,470
1,281,600
346,722
1,459,465
443,025
215,446
1,625,113
346,989
3,645,737
1,224,352
1,231,259
478,238
811,856
4,662,092
1,522,264
2,529,031
556,026
3,338,211
1,197,283
1,072,817
1,013,994
1,713,205
294,160
199,089
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
No significant difference
1%
1%
4%
2%
8%
2%
1%
8%
1%
19%
4%
6%
2%
3%
24%
5%
13%
2%
17%
4%
4%
5%
9%
2%
1%

173

  • Note 1: The information of business operation between the parent company and its subsidiaries should be documented in the respectively numbered column as follows:

  • (1) Fill in “0” for parent company.

  • (2) The subsidiaries are sequentially numbered from 1 and so forth.

  • Note 2: The relationship with the traders is classified into three categories as follows:

  • (1) The parent company to subsidiary.

  • (2) The subsidiary to parent company.

  • (3) Between subsidiaries.

  • Note 3: Calculate the ratio of the transaction amount to consolidate the total income or total assets. For the assets and liabilities account, calculate the ratio of the ending balance to the consolidated total assets. For the profits and losses account, calculate the ratio of the interim cumulated amount to the consolidated total income.

  • Note 4: All the transactions listed in the table above have been eliminated during preparation of the consolidated financial statements.

174

RECHI PRECISION CO., LTD. and its subsidiaries

Information on Investees

For the Year Ended December 31, 2020

Table 7

Unit: Thousand shares/NTD thousand or in thousands in foreign currencies

Investor Name of investee Location Principal
business
Sum of initial investment Sum of initial investment Endingshareholding Endingshareholding Endingshareholding Current period
profit/loss of the
investee
Recognized
investment
Income
Note
Current
period-end
Previous
period-end
Number of shares Percentage
(%)
Book value
RECHI PRECISION
CO., LTD.
Rechi Holdings Co.,
Ltd.
Rechi International
Holdings Co., Ltd.
Dyna Rechi Co., Ltd.
Ablek Technology Co.,
Ltd.
Rechi Holdings Co., Ltd.
Rechi Investments Co., Ltd.
Dyna Rechi Co., Ltd.
Rechi International Holdings
Co., Ltd.
Rechi Investments Holdings
Co., Ltd.
GR Holdings (Hong Kong)
Limited
Dyna Rechi Holdings Co.,
Ltd.
Ablek Technology Co., Ltd.
Ablek Technology Ltd.
British Virgin
Islands
Taiwan
Taiwan
British Virgin
Islands
British Virgin
Islands
Hong Kong
Samoa
Taiwan
Samoa
Investment
business
Investment
business
BLDC Motor
Investment
business
Investment
business
Investment
business
Investment
business
Sales business
Investment
business
$ 8,194,085
195,000
720,000
USD
25,768
USD
90,000
USD
25,701
784,303
90,746
90,919
$ 8,194,085

195,000

720,000
USD
25,768
USD
90,000
USD
25,701

784,303

90,746

90,919

-

39,000

72,000

-

-

-

-

7,004

-
100.00
100.00
42.20
100.00
100.00
100.00
100.00
100.00
100.00
$ 11,092,363
347,573
490,790
USD
34,947
USD 157,142
USD
34,778
775,232
144,771
89,682
$ 776,620

3,402
(
60,733 )
USD
1,576
USD
14,396
USD
1,580

49,726
(
32 )

861
$ 766,807

3,402
(
25,632 )
N/A
N/A
N/A
N/A
N/A
N/A
Subsidiary
Subsidiary
Subsidiary
Sub-subsidiary
Sub-subsidiary
Third-tier
subsidiaries.
Sub-subsidiary
Sub-subsidiary
Third-tier
subsidiaries.

Note 1: Already eliminated in the consolidated statements

Note 2: For information on investments in Mainland China, please refer to Table 8.

175

Unit: NTD thousand or in thousands in foreign currencies

RECHI PRECISION CO., LTD. and its subsidiaries

Information regarding investment in the territory of Mainland China

For the Year Ended December 31, 2020

Table 8

Names of investees in
China
Principal business Paid-up capital Paid-up capital Mode of
investments
Accumulated
amount of
investment remitted
from Taiwan at
beginning
Accumulated
amount of
investment remitted
from Taiwan at
beginning
Amount of investment remitted or
recovered in currentperiod
Amount of investment remitted or
recovered in currentperiod
Accumulated
amount of
investment remitted
from Taiwan at
ending
Current period
profit/loss of the
investee
The
Company’s
directly or
indirectly
invested
shareholding
Investment gains
(losses) recognized
for current period
(Note 4)
Book value of
investment at
ending
The investment
income received at
the end of the
current period
Note
Outward remittance Recover
Rechi Refrigeration
Dongguan Co., Ltd.
Dongguan Rechi
Compressor Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Huizhou)
Mechanism Company
Rechi Precision
(Qingdao) Electric
Machinery Limited
Qingdao Rechi Electric
Machinery Sales
Company
Qingdao China Steel
Precision Metal Co.,
Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Jiangxi Baida Precision
Manufacturing Corp.
Ablek Technology Ltd.
Refrigerant compressor
motors and air
conditioner accessories
Rotary refrigerant
compressors
Rotary refrigerant
compressors
Rotary refrigerant
compressor
components
Rotary refrigerant
compressor
components
Sales business
Processing production
Refrigerant compressor
motors and BLDC
motors
Rotary refrigerant
compressors
Processing production
Home appliance motors
NTD
215,081
( USD
7,552 )
NTD
257,402
( USD
9,038 )
NTD 2,043,212
( USD
71,742 )
NTD 1,348,500
( USD
47,349 )
NTD 2,563,200
( USD
90,000 )
NTD
30,554
( RMB
7,000 )
NTD
569,600
( USD
20,000 )
NTD 1,127,061
( RMB
258,215 )
NTD 1,879,680
( USD
66,000 )
NTD 1,091,382
( USD
38,321 )
NTD
19,936
(USD
700)
Note 2
Note 1
Note 1
Note 1
Note 2
Note 9
Note 1
Note 3
Note 1
Note 1
Note 11
NTD
720,288
( USD
25,291 )
NTD
297,588
( USD
10,449 )
NTD
944,511
( USD
33,164 )
NTD
85,440
( USD
3,000 )
NTD
797,440
( USD
28,000 )
(註7)
NTD
-
( RMB
- )
NTD
-
( USD
- )
NTD
708,741
( RMB
162,376 )
(註10)
NTD 1,879,680
( USD
66,000 )
NTD
327,406
( USD
11,496 )
NTD
-
(USD
-)
$ -
-
-
-
-
-
-
-
-
-
-
$ -

-

-

-

-

-

-

-

-

-

-
NTD
720,288
( USD
25,291 )
NTD
297,588
( USD
10,449 )
NTD
944,511
( USD
33,164 )
NTD
85,440
( USD
3,000 )
NTD
797,440
( USD
28,000 )
(Note 7)
NTD
-
( RMB
- )
NTD
-
( USD
- )
NTD
708,741
( RMB
162,376 )
(Note 10)
NTD 1,879,680
( USD
66,000 )
NTD
327,406
( USD
11,496 )
NTD
-
(USD
-)
$ 49,269
6,972
214,437
8,436
425,392
64,641
14,259
77,177
132,512
(
9,699 )
2,999
100.00
100.00
77.78
77.78
100.00
88.89
30.00
62.72
100.00
30.00
42.20
$ 49,269
6,972
166,784
6,561
425,392
57,460
4,278
48,407
132,512
(
2,910 )
1,266
NTD
953,006
( USD
33,462 )
NTD
356,017
( USD
12,501 )
NTD 2,316,248
( USD
81,329 )
NTD 1,172,982
( USD
41,186 )
NTD 4,480,150
( USD
157,309 )
NTD
292,015
( RMB
66,902 )
NTD
184,100
( USD
6,464 )
NTD
753,281
( RMB
172,580 )
NTD 2,017,310
( USD
70,833 )
NTD
334,132
( USD
11,732 )
NTD
11,300
(RMB
2,589 )
NTD
366,708
( USD
12,876 )
NTD
43,574
( USD
1,530 )
NTD 1,802,385
( USD
63,286 )
NTD
165,924
( USD
5,826 )
NTD 2,305,342
( USD
80,946 )
-
NTD
4,842
( USD
170 )
-
-
-
-




Accumulated investment from Taiwan to
Mainland China at ending
Amount of investment approved by Investment
Commission of MOEA
Investment amount approved by the Investment
Commission MOEAIC
NTD 5,761,094 NTD 4,425,080
(US$155,375) (Note 5)
(Note 6)

Note 1: The Company has established a holding company (Rechi Holdings Co., Ltd.) in the British Virgin Islands and invested in the establishment of Rechi International Holdings Co., Ltd., Rechi Investments Holdings Co., Ltd., TCL Rechi (Huizhou) Refrigeration Equipment Company Limited, Dongguan Rechi Compressor Co., Ltd., Rechi Precision (Huizhou) Mechanism Company, Qingdao China Steel Precision Metal Co., Ltd., Rechi Precision (Jiujiang) Electric Machinery Limited, and Jiangxi Baida Precision Manufacturing Corp. through Rechi Holdings Co., Ltd.

Note 2: Through GR Holdings (Hong Kong) Limited and Rechi Investments Holdings Co., Ltd., the Company has invested in the establishment of Rechi Refrigeration Dongguan Co., Ltd. and Rechi Precision (Qingdao) Electric Machinery Limited in Mainland China.

Note 3: The Company’s subsidiary Dyna Rechi Co., Ltd. has invested in the establishment of Dyna Rechi Jiujiang Co., Ltd. in Mainland China through Dyna Rechi Holdings Co., Ltd.

Note 4: Recognized based on the financial statements audited by independent accountants.

176

Note 5: Investment amounts authorized by Investment Commission, Ministry of Economic Affairs

Name of investee in China
Rechi Refrigeration Dongguan Co., Ltd.
Dongguan Rechi Compressor Co., Ltd.
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Huizhou) Mechanism Company
Rechi Precision (Qingdao) Electric Machinery Limited
Qingdao China Steel Precision Metal Co., Ltd.
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric Machinery Limited
Jiangxi Baida Precision Manufacturing Corp.
Ablek Technology Ltd.
Amount


USD
12,999
8,920
-
6,566
16,960
5,849
25,800
66,000
11,581
700
USD 155,375

Note 6: It has been approved to not be subject to the upper limit of the investment amount or percentage as it meets the proviso of Point 3 of the “Principles for the Review of Investment or Technical Collaboration in Mainland China” per the Jin-Shou-Gong Letter No. 10320409110 issued by the Industrial Development Bureau, Ministry of Economic Affairs (MOEA).

Note 7: The difference between the amount of paid-in capital and the accumulated investment amount remitted from Taiwan at the end of the period is due to direct investment by Rechi Holdings Co., Ltd. with its own funds.

Note 8: The difference between the accumulated investment amount remitted from Taiwan at the end of the period and the amount approved by the Investment Commission, MOEA, is due to the capitalization of earnings and the repatriation of earnings. Note 9: It is the joint investment by TCL Rechi (Huizhou) Refrigeration Equipment Company Limited and Rechi Precision (Qingdao) Electric Machinery Limited, each with a 50% shareholding percentage. Note 10: The difference between the amount of paid-in capital and the accumulated investment amount remitted from Taiwan at the end of the period is due to the direct investment by Rechi Precision (Jiujiang) Electric Machinery Limited with its own funds. Note 11: Ablek Technology Co., Ltd., the sub-subsidiary of the Company, invests in Ablek Technology Ltd. in China through Ablek Technology Ltd. Note 12: Already eliminated in the consolidated financial statements except for Qingdao China Steel Precision Metal Co., Ltd. and Jiangxi Baida Precision Manufacturing Corp.

177

RECHI PRECISION CO., LTD. and its subsidiaries

Significant direct transactions with the investee in Mainland China or indirectly through third regions, its prices, terms of payment, unrealized gain or loss, and other relevant information. For the Year Ended December 31, 2020

Table 9

Unit: NT$1 thousand

Names of investees in
China
Transaction type Purchase/Sale Purchase/Sale Price
Terms and conditions Terms and conditions Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Unrealized gains or
losses

Note
Amount Percentage Payment terms Comparison with
general transactions
Amount Percentage
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Rechi Precision (Qingdao)
Electric Machinery
Limited
Rechi Precision (Jiujiang)
Electric Machinery
Limited
Rechi Refrigeration
Dongguan Co.,Ltd.
Purchase
Purchase
Purchase
Purchase
$ 1,625,113
4,662,092
1,013,994
346,722
20
58
13
4
Normal
Normal
Normal
Normal
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
Normal
Normal
Normal
Normal
( $ 346,989 )
( 1,522,264 )
(
254,770 )
(
143,836 )
15
66
11
6
$ 2,139
9,018
788
982

Note 1: Already eliminated in the consolidated statements

178

RECHI PRECISION CO., LTD.

Information on Major Shareholders December 31, 2020

Table 10

Names of Dominant Shareholders Shares Shares
Shares Shareholdingratio
Sampo Corporation
Fubon Life Insurance Co., Ltd.
135,610,160
27,546,703
26.85%
5.45%
  • Note 1: The major shareholders in this table are shareholders holding more than 5% of the ordinary and preference shares with dematerialized registration and delivery completed (including treasury stocks) on the last business day of each quarter calculated by the Taiwan Depository & Clearing Corporation. The share capital recorded in the Company’s consolidated financial statements and the number of shares actually delivered by the Company with the dematerialized registration completed may differ due to different calculation bases.

179

V. The Company’s individual financial statements audited and certified by a certified public accountant in the most recent fiscal year .

Auditor’s Report

Audit opinions

We have audited the accompanying individual balance sheet of RECHI PRECISION CO., LTD. (the “Company”) as of December 31, 2020 and 2019, and the related individual statement of income, individual statement of changes in shareholders equity, individual statement of cash flows, and notes to the individual financial statements (including major accounting policy) for the years then ended.

In our opinion, the accompanying individual financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019 and for the years then ended, and its individual financial performance and its individual cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

The basis for opinions

We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial statements by Certified Public Accountants and generally accepted auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the separate financial statements. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believed that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the individual financial statements of the Company in 2020. These matters were addressed in the content of our audit of the individual financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.

180

The key audit matters of the 2020 individual financial statements of the Company are described as follows:

Estimating impairments on accounts receivable

The Company’s net accounts receivable from non-related parties as of December 31, 2020 were NT$2,257,126 thousand, which was material to the financial statements. The impairment assessment of accounts receivable is based on assumptions on default rate and expected loss rate, while by considering historical experience, current market conditions, and forward-looking information to make assumptions and select inputs for impairment assessment. If the actual future cash flows are less than expected, a material impairment loss may have resulted.

Because of the materiality of the balances of such accounts and the critical judgments that must be exercised by the management during the assessment, the assessment of impairment of accounts receivable is a key audit item.

For the major sources and relevant disclosures of the uncertainties of accounting policies and significant accounting judgement, estimates, and assumptions related to accounts receivable, please refer to Notes 4, 5, and 8 of the individual financial statements.

The main audit procedures that we have implemented for the impairment assessment of accounts receivable above are as follows:

  1. Understand the allowance policy for the estimated impairment of accounts receivable put forth by the management, test the correctness of the aging of the balance of accounts receivable, and check the correctness of the amount of allowance for loss put forth by the management.

  2. Evaluate the reasonableness of the expected credit loss rate based on the status of recovery of account receivables from customers and relevant forward-looking information, while considering the current year’s recovery of receivables and other available information to evaluate the reasonableness of the loss allowance.

  3. Evaluate the status of recovery of the overdue accounts receivable in cash after the deadline to consider whether it is necessary to provide additional loss allowances.

Responsibilities of Management and Those in Charge of Governance of the Individual Financial Statements

Management is responsible for the preparation and fair presentation of the individual financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of individual financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the individual financial statements, the management is responsible for assessing the ability of the Company in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Company or cease the operations without other viable alternatives.

The governing body of the Company (including the Audit Committee) are responsible for supervising the financial reporting process.

181

Auditor’s Responsibilities for the Audit of the Individual Financial Statements

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

As part of an audit in accordance with the accounting principles generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also perform the following works:

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

  2. Understand the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

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

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

  5. Evaluate the overall presentation, structure, and content of the individual statements, including related notes, whether the individual statements represent the underlying transactions and events in a matter that achieves fair presentation.

182

  1. Obtain sufficient and appropriate audit evidence on the financial information of business entities within the Company in order to express an opinion on the individual financial statements. We are responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Company.

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

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

From the matters communicated with the governing body, we determined the key audit matters for the audit of the Company’s individual financial statements for the year ended December 31, 2020. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

Deloitte & Touche CPA TSAI, CHEN TSAI

CPA CHANG, CHING FU

Securities and Futures Bureau Approval Document No. Tai-Cai-Zheng (6) Zi No. 0920123784

Securities and Futures Bureau Approval Document No. Tai-Cai-Zheng (6) Zi No. 0920123784

March 22, 2021

183

RECHI PRECISION CO., LTD.

Individual Balance Sheet

December 31, 2020 and 2019

Unit: NT$1 thousand

Code

1100
1120
1150
1160
1170
1180
1200
1210
130X
1410
1470
11XX

1550
1600
1755
1780
1840
1990
15XX
1XXX

Code

2100
2110
2170
2180
2200
2230
2280
2365
2399
21XX

2541
2542
2570
2580
2640
2670
25XX
2XXX

3110
3200
3310
3320
3350
3300
3400
3500
3XXX
Assets
Current assets
Cash and cash equivalents (Note 4 & 6)
The financial assets measured for the fair values through other
comprehensive income – current (Notes 4 & 7)
Notes receivable – non-related parties (Notes 4 & 8)
Notes receivable – related parties (Notes 4 & 24)
Notes receivable – non-related parties (Notes 4, 5 & 8)
Accounts receivable – related parties (Notes 4 & 24)
Other receivables
Other receivables – related parties (Note 24)
Inventory (Note 4 and 9)
Prepayments
Other current assets
Total current assets
Non-Current assets
Investment accounted for using equity method (Notes 4 & 10)
Property, plant and equipment (Notes 4, 11 & 25)
Right-of-use assets (Notes 4 & 12)
Other intangible assets (Note 4)
Deferred income tax assets (Note 4 & 19)
Other non-current assets
Total non-current assets
Total assets
Liabilities and equity
Current liabilities
Short-term borrowings (Note 13)
Short-term notes payable (Note 13)
Accounts payable – non-related parties
Accounts payable – related parties (Note 24)
Other payables (Notes 14 & 24)
Income tax liability (Notes 4 & 19)
Lease liabilities – current (Note 4 & 12)
Refund liabilities – current (Note 17)
Other current liabilities
Total of current liabilities
Non-current liabilities
Short-term borrowings (Notes 13 & 25)
Long-term notes payable (Note 13)
Deferred tax liabilities (Note 4 & 19)
Lease liabilities – non-current (Note 4 & 12)
Net defined benefit liabilities (Note 4 & 15)
Other non-current liabilities
Total non-current liability
Total liabilities
Equity (Notes 16 & 21)
Common stock
Capital reserves
Retained earnings
Statutory surplus reserves
Special surplus reserves
Undistributed earnings
Total retained earnings
Other equity
Treasury shares
Total equity
Total Liabilities and Equity
December31,2020 December31,2020 %
1
6
1
-
13
-
-
5
3
-
-
29
66
4
-
-
1
-
71
100
4
3
-
12
2
1
-
-
1
23
18
6
4
-
-
-
28
51
28
7
5
7
6
18
4)
-
49
100
December31,2019 December31,2019
Amount
$ 230,166
1,067,276
193,861
-
2,257,126
28,439
5,874
936,965
425,313
25,062
1,514
5,171,596
11,930,726
735,790
1,811
25,749
133,600
26,848
12,854,524
$ 18,026,120
$ 706,849
499,854
28,739
2,267,932
328,618
148,927
838
73,681
155,123
4,210,561
3,199,080
999,546
724,995
950
52,253
492
4,977,316
9,187,877
5,049,151
1,343,868
923,331
1,199,368
1,066,053
3,188,752
743,222)
306)
8,838,243
$ 18,026,120
Amount
$ 71,974
639,810
182,376
9
2,315,355
25,917
27
419,761
380,617
24,485
4,241
4,064,572
11,728,422
627,170
1,294
23,260
184,673
128,473
12,693,292
$ 16,757,864
$ 335,900
-
18,183
2,353,587
253,173
75,887
1,254
92,264
17,571
3,147,819
4,001,000
998,879
630,215
71
54,727
292
5,685,184
8,833,003
5,060,131
1,351,403
857,735
863,535
1,025,691
2,746,961
1,199,368)
34,266)
7,924,861
$ 16,757,864
%

















(
(















(



















(
(















(


-
4
1
-
14
-
-
3
2
-
-
24
70
4
-
-
1
1
76
100
2
-
-
14
2
-
-
1
-
19
24
6
4
-
-
-
34
53
30
8
5
5
6
16
7)
-
47
100

The notes attached shall constitute an integral part of this individual financial statement.

Chairman: CHEN, SHENG TIEN Manager: FENG, MING FA Accounting Manager: WU, CHIN MEI

184

RECHI PRECISION CO., LTD.

Individual Income Statement

For the Years Ended December 31, 2020 and 2019

Unit: NTD thousand, except Earnings Per Share (NTD)

Code
4110
Operating income (Notes 4,
17 & 24)
5000
Operating cost (Notes 9, 18 &
24)
5900
Gross profit
5920
Realized loss on subsidiaries
5950
Realized gross profits

Operating expenses (Notes 18
& 24)
6100
Marketing expenses

6200
Administrative expenses
6300
Research and
development expenses
6450
Expected credit
impairment loss (Note
8)
6000
Total operating
expenses
6900
Net Operating Income

Non-operating income and
expense (Notes 18 & 24)
7100
Interest revenue
7010
Other income
7020
Other profits and losses

7050
Financial costs

7070
Share of profit or loss on
subsidiaries accounted
for using the equity
method
7000
Total non-operating
revenues and
expenses
2020

(Continued on next page)

185

(Continued from previous page)

Code
7900
Net profit before tax

7950
Income tax expenses (Note 19)

8200
Net profits of the current year

Other comprehensive income
8310
Titles not reclassified as
profit and loss accounts:
8311
Remeasurement of defined
benefit plan (Note 15)
8316
Unrealized gains (losses)
on investments in
equity instruments at
fair value through other
comprehensive profit or
loss (Note 16)
8330
Share of other
comprehensive income
on subsidiaries
accounted for using the
equity method (Note
16)
8349
Income tax related to titles
not subject to
reclassification (Note
19)

8360
Accounts to be reclassified to
profit or loss subsequently:
8361
Exchange differences from
the translation of
financial statements of
foreign operations
(Note 16)
8399
Income tax related to
items that may be
reclassified (Note 16 &
19)

8300
Other comprehensive
income of the current
year (net amount after
taxation)
8500
Total amount of comprehensive
income of the current year
(Continued on next page)
2020 %
10

2)

8

-
5
-

1)

4

1
-

1

5

13
2019
Amount
$ 889,955

180,464)

709,491

636
427,466
146

85,620)

342,628

141,393

27,366)

114,027

456,655

$ 1,166,146
%

(

(

(


(

(




10
(
2)

8

-
-

-

-

-
(
5 )

1
(
4)
(
4)

4

186

(Continued from previous page)

Code
Earnings per share (Note 20)
Business units in
continuing operation
9710
Basic

9810
Diluted
2020 %

2019
Amount
$ 1.41
$ 1.40
Amount
$ 1.30
$ 1.29
%



The notes attached shall constitute an integral part of this individual financial statement.

Chairman: CHEN, SHENG TIEN Manager: FENG, MING FA Accounting Manager: WU, CHIN MEI

187

Unit: NT$1 thousand

RECHI PRECISION CO., LTD.

Individual Statements of Changes in Shareholders’ Equity

For the Years Ended December 31, 2020 and 2019

Code
A1
Balance as of January 1, 2019
Dividend allocation and distribution for
2018
B1
Statutory surplus reserves
B3
Special surplus reserves
B5
Cash dividend
M7
Changes in the ownership equity on a
subsidiary
C3
Generated as a result of endowments
D1
Net profits of the 2019
D3
Other comprehensive net income in 2019
D5
Total profit and loss in 2019

Z1
Balance as of December 31, 2019
Dividend allocation and distribution for
2019
B1
Statutory surplus reserves
B3
Special surplus reserves
B5
Cash dividend
L1
Purchase of treasury stock
L3
Deregistration of treasury shares

D1
Net profits of the 2020
D3
Other comprehensive net income in 2020
D5
Total profit and loss in 2020

Z1
Balance as of December 31, 2020
Capital stock
Shares (in
thousand shares)
Amount
506,013
$ 5,060,131

-
-
-
-
-
-
-
-
-
-
-
-

-

-


-

-

506,013
5,060,131
-
-
-
-
-
-
-
-
(
1,098 ) (
10,980 )
-
-

-

-


-

-


504,915
$ 5,049,151
Capital stock
Shares (in
thousand shares)
Amount
506,013
$ 5,060,131

-
-
-
-
-
-
-
-
-
-
-
-

-

-


-

-

506,013
5,060,131
-
-
-
-
-
-
-
-
(
1,098 ) (
10,980 )
-
-

-

-


-

-


504,915
$ 5,049,151
Capital reserves
$ 1,338,059

-
-
-
11,693
1,651
-

-


-

1,351,403
-
-
-
-
(
7,535 )
-

-


-

$ 1,343,868
Retained earnings Undistributed
earnings
$ 1,378,990


110,143 )

293,042 )

605,898 )
-
-
655,960
176)

655,784

1,025,691


65,596 )

335,833 )

252,458 )
-

15,751 )
709,491
509

710,000

$ 1,066,053
Other equity
Exchange
differences from
the translation of
financial
statements of
foreign operations
Unrealized gain
on financial assets
at fair value
through other
comprehensive
profit or loss
( $ 719,013 ) ( $ 144,522 )

-
-

-
-

-
-
-
-
-
-
-
-
(
356,548)

20,715

(
356,548)

20,715

(
1,075,561 ) (
123,807 )

-
-

-
-

-
-
-
-


-
-
-
-

114,027

342,119


114,027

342,119

($ 961,534)
$ 218,312
Other equity
Exchange
differences from
the translation of
financial
statements of
foreign operations
Unrealized gain
on financial assets
at fair value
through other
comprehensive
profit or loss
( $ 719,013 ) ( $ 144,522 )

-
-

-
-

-
-
-
-
-
-
-
-
(
356,548)

20,715

(
356,548)

20,715

(
1,075,561 ) (
123,807 )

-
-

-
-

-
-
-
-


-
-
-
-

114,027

342,119


114,027

342,119

($ 961,534)
$ 218,312
Treasuryshares
( $ 34,266 )
-
-
-

-
-
-

-


-

(
34,266 )
-
-
-

(
306 )
34,266
-

-


-

($ 306)
Total equity
Exchange
differences from
the translation of
financial
statements of
foreign operations
( $ 719,013 )

-

-

-
-
-
-
(
356,548)

(
356,548)

(
1,075,561 )

-

-

-
-

-
-

114,027


114,027

($ 961,534)
Shares (in
thousand shares)
506,013

-
-
-
-
-
-

-


-

506,013
-
-
-
-
(
1,098 )
-

-


-


504,915

Statutory surplus
reserves
$ 747,592

110,143
-
-
-
-
-

-


-

857,735
65,596
-
-
-

-
-

-


-

$ 923,331
Special surplus
reserves
$ 570,493

-

293,042

-

-
-
-

-


-

863,535
-

335,833

-

-
-

-

-


-

$ 1,199,368


(





(





(














(
(
(
(

(
(
(
(


(



(
(
(






(
(


(


(


(
(


(

(
(


(
(


$ 8,197,464
-
-

605,898 )
11,693
1,651
655,960
336,009)
319,951

7,924,861
-
-

252,458 )

306 )
-
709,491
456,655
1,166,146
$ 8,838,243

The notes attached shall constitute an integral part of this individual financial statement.

Chairman: CHEN, SHENG TIEN

Accounting Manager: WU, CHIN MEI

Manager: FENG, MING FA

188

RECHI PRECISION CO., LTD.

Individual Statements of Cash Flow

For the Years Ended December 31, 2020 and 2019

Unit: NT$1 thousand

Code
Cash flow from operating activities
A10000
Current year net profit before taxation

A20010
Profits and loss
A20100
Depreciation expenses
A20200
Amortization expenses
A20300
Expected credit impairment loss
A20900
Interest expenses
A21200
Interest revenue

A21300
Dividend income

A22300
Share of profit or loss on subsidiaries
accounted for using the equity
method
A22500
Net gains on disposal of property,
plant and equipment
A23700
Inventory valuation and obsolescence
losses
A24000
Realized net loss on subsidiaries
A24100
Unrealized foreign currency
exchange loss (gain)
A29900
Gains on lease modification
A30000
Net change in operating assets and
liabilities
A31130
Increase in notes receivable

A31140
Decrease in notes receivable – related
party
A31150
Decrease in accounts receivable
A31160
Decrease (increase) in accounts
receivable-related parties
A31180
Increase (decrease) in other accounts
receivable
A31190
Decrease (increase) in other
receivables – related parties
A31200
Increase in inventories

A31230
Increased in Advance

A31240
Increase (decrease) in other current
assets
A32125
Increase (decrease) in return liability
– current
A32150
Increase (decrease) in accounts
payable
A32160
Increase (decrease) in accounts
payable – related parties
A32180
Increase (decrease) in other accounts
payable
A32240
Increase decrease in net defined
benefit liability
A32230
Increase (decrease) in other current
liabilities
A33000
Cash inflow from operating activities
(Continued on next page)
2020
$ 889,955

62,021
3,318
2,117
73,021
(
11,192 )
(
30,459 )
(
744,577 )
(
956 )
-
-
(
66,206 )
-

(
8,762 )
9
111,196
(
3,480 )
(
5,847 )
59,350

(
44,696 )
(
577 )
2,727

(
16,884 )
10,556

(
123,003 )
57,049

(
1,838 )

137,552

350,394
2019
$ 822,861
57,793
3,242
398
65,579
(
8,983 )
(
30,067 )
(
527,410 )
(
308 )
4,221
14,462

32,105
(
10 )
(
129,995 )
1,730
52,927

17,819

712
(
7,357 )
(
119,437 )
(
10,090 )
(
651 )

32,912
(
26,811 )

499,466
(
98,176 )
(
13,067 )
(
17,593)
616,272

189

(Continued from previous page)

Code
A33100
Interest received

A33300
Interest payment

A33500
Income tax payment

AAAA
Net cash inflow from operating
activities
Cash flow from investing activities
B02700
Purchase of property, plant, and
equipment
B02800
Proceeds from disposal of property, plant
and equipment
B04300
Increase in other receivables – related
parties
B04400
Decreased in other receivables – related
parties
B04500
Purchase of intangible assets

B06700
Increase of other non-current assets

B07600
Dividends received

BBBB
Net cash inflow in investing
activities
Cash flow from financing activities
C00100
Increase of short-term loans
C00200
Decrease in short-term loans
C00500
Increase in short-term notes payable
C00600
Decrease in short-term notes payable
C01800
Increase in long-term notes payable
C01600
Proceeds from long-term loan
C01700
Repayments of long-term borrowings

C03000
Collect the guarantee deposits received
C04020
Repayments of principal portion of the
lease
C04500
Dividends paid

C04900
Purchase of treasury stock

C05400
Acquisition of equity of subsidiaries

CCCC
Net cash outflow from financing
activities
EEEE
Net increase (decrease) in cash and cash
equivalents
E00100 Cash and cash equivalents balance – beginning
of year
E00200 Cash and cash equivalents balance – end of
year
2020
$ 8,422

(
73,574 )

(
74,557)


210,685

(
35,216 )

9,620
(
880,040 )
353,920
(
5,807 )

(
21,472 )


714,271


135,276

368,314
-

499,854
-

-
1,413,080
(
2,215,000 )

200
(
1,453 )

(
252,458 )

(
306 )

-

(
187,769)

158,192


71,974

$ 230,166
2019
$ 6,135
(
67,722 )
(
186,872)

367,813
(
23,399 )
1,465
-
-
(
1,342 )
(
143,689 )

172,137

5,172
-
(
700,161 )
-
(
429,820 )
998,879
4,486,000
(
3,385,000 )
-
(
1,901 )
(
605,898 )
-
(
906,140)
(
544,041)
(
171,056 )

243,030
$ 71,974

The notes attached shall constitute an integral part of this individual financial statement.

Chairman: CHEN, SHENG TIEN Manager: FENG, MING FA Accounting Manager: WU, CHIN MEI

190

RECHI PRECISION CO., LTD.

Individual Notes to financial statements

For the Years Ended December 31, 2020 and 2019

(Unless otherwise provided, Unit: NTD Thousand)

1. Organization and operations

RECHI PRECISION CO., LTD. (formerly known as RECHI INDUSTRIAL CO., LTD., hereinafter referred to as the Company) was established in December 1989 in accordance with the Company Act of the Republic of China, mainly engaged in the assembly and processing, manufacturing and repairing, and trading of refrigerant compressors, and design services of relevant products, as well as import and export business.

The Company’s shares had been listed for trading on the Taipei Exchange since October 2001, and have changed to be listed on the Taiwan Stock Exchange since August 2003.

This parent company only financial statement is denominated in NT dollars, the functional currency of the Bank.

2. Financial reporting date and procedures

The individual financial statements were approved by the board of directors and authorized for issue on March 22, 2021.

3. Application of new and revised standards and interpretation

  • (1) Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the application of the amendments to the IFRSs endorsed and issued into effect by the FSC does not have material impact on the Company’s accounting policies:

1. Amendments to IAS 1 and IAS 8 “Definition of Materiality”

The Company adopted the amendments on January 1, 2020. The threshold for materiality was amended to be “can be reasonably expected to influence users,” and the disclosures in the individual financial statements were adjusted by removing immaterial information which may obscure material information.

2. Amendment to IFRS 16 “COVID-19-Related Rent Concessions”

The Company has chosen to apply the practical expedient of the amendment to deal with rent negotiations directly related to COVID-19 between it and the lessor. Please refer to Note 4 for the relevant accounting policies. Before applying the amendment, the Company shall judge whether the provisions of the lease modification shall apply to the aforementioned rent negotiation.

The Company began to apply the amendment on January 1, 2020. Since the aforementioned rent negotiation only affected the year of 2020, the

191

retrospective application of the amendment did not affect the retained earnings as of January 1, 2020.

  • (2) IFRSs endorsed by FSC that are applicable from 2021 onwards
The new/amended/revised standards or interpretation Effective Dateper IASB
Amendments to IFRS 4 “Deferral Of Effective Date Effective immediately
of IFRS 9” upon promulgation
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, Effective for the annual
and IFRS 16 – “Interest Rate Benchmark Reform reporting periods
– Phase 2” beginning on or after
January 1, 2021

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 – “Interest Rate Benchmark Reform – Phase 2”

“Interest Rate Benchmark Reform – Phase 2” is mainly about amendments to IFRS 9, IFRS 7, and IFRS 16, which provide practical expedients for the impact of changes in interest rate indicators.

Changes in the basis for determining contractual cash flows caused by changes in interest rate indicators

Changes in the basis for determining the contractual cash flow of financial assets, financial liabilities, and lease liabilities shall be regarded as changes in effective interest rates when changes in the basis are determined, and if such changes are the direct result of changes in interest rate indicators, and the new basis is economically equivalent to the basis before the changes.

When the amendments are applied for the first time, the Company expects to recognize the cumulative effects, to which amendments are applied retrospectively, as retained earnings of January 1, 2021.

  • (3) The IFRSs released by the IASB but not yet approved and announced effective by the Financial Supervisory Commission
as retained earnings of January 1, 2021.
The IFRSs released by the IASB but not yet approved
the Financial Supervisory Commission
as retained earnings of January 1, 2021.
The IFRSs released by the IASB but not yet approved
the Financial Supervisory Commission
and announced effective by
IASB publication effective
The new/amended/revised standards or interpretation date(Note 1)
“2018-2020 IFRSs improvements” January 1, 2022 (Note 2)
Amendment to IFRS 3 – “Reference to the Conceptual
Framework” January 1, 2022 (Note 3)
Amendment to IFRS 10 and IAS 28, “Sale or To be determined
Contribution of Assets between an Investor and its
Associate or Joint Venture and Investment in
Associates.”
IFRS 17 “Insurance Contracts” January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IAS 1 “Classification of Liabilities as January 1, 2023
Current or Non-Current”
Amendments to IAS 1 “Disclosure of Accounting
Policies”
January 1, 2023 (Note 6)
Amendments to IAS 8 “Definition of Accounting
Estimates”
January 1, 2023 (Note 7)
Amendments to IAS 16 “Property, Plant and Equipment – January 1, 2022 (Note 4)
Proceeds before Intended Use”
Amendments to IAS 37 “Onerous Contracts – Cost of January 1, 2022 (Note 5)
Fulfilling a Contract”

192

  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The amendment of IFRS 9 applies to the exchange of financial liabilities or modified terms incurring in the annual reported periods since January 1, 2022; the amendment of “Agriculture” in IAS 41 applies to the measurement at fair value in the annual reported periods since January 1, 2022; the amendment of “Initial application of IFRSs” in IFRS 1 applies the annual reported periods since January 1, 2022 retrospectively.

  • Note 3: The amendment applies to the merges whose acquisition dates after the annual reported periods since January 1, 2022.

  • Note 4: The amendment applies to the property, plant and equipment achieving the expected operations by the management after January 1, 2021.

  • Note 5: The amendment applies to the contracts yet performing all obligations as of January 1, 2022.

  • Note 6: The amendments apply to the annual reporting periods beginning on or after January 1, 2023 prospectively.

  • Note 7: The amendments apply to changes in accounting estimates and changes in accounting policies that occur during the annual reporting periods beginning on or after January 1, 2023.

  • Amendment to IFRS 10 and IAS 28, “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture and Investment in Associates.”

The amendment stipulates that if the Company sells or invests assets in an affiliated company (or joint venture), or the Company loses control of a subsidiary, but retains significant influence (or joint control) on the subsidiary, if the aforementioned assets or the former subsidiary meets the definition of “Business” as in IFRS 3 “Business Combination,” the Company shall fully recognize the profits and losses arising from such transactions.

In addition, if the Company sells or contributes assets to affiliated companies (or joint ventures), or the Company loses the control over a subsidiary but retains significant influence on the subsidiaries (or joint control), and if the aforementioned assets or subsidiary not in compliance with the definition of IFRS 3 “Business,” the Company is to recognize the profit and loss of the transactions only within the equity scope of the affiliated companies (or joint ventures) irrelevant to the investors, in other words, the profit and loss attributable to the Company should be offset.

193

2. Amendments to IAS 1 “Classification of Liabilities as Current or Non-Current”

The amendments are to clarify that when determining whether a liability is classified as non-current, the Company shall assess whether it has the right to defer the settlement period to at least 12 months after the reporting period at the end of the reporting period. If the Company has the right at the end of the reporting period, regardless of whether the Company expects to exercise the right, the liabilities are classified as non-current. The amendments have clarified that if the Company must comply with certain conditions before it has the right to defer payment of its liabilities, the Company must have complied with said conditions at the end of the reporting period, even if the lender is testing whether the Company complies with said conditions at a later date.

The amendments stipulate that, for the purpose of classification of liabilities, the aforementioned settlement refers to the elimination of liabilities due to the transfer of cash, other economic resources, or equity instruments of the Company to the counterparty. However, as for the terms of the liability, where the transfer of the equity instruments of the Company may result in its settlement of the liability based on the counterparty’s choice, if the choice is separately recognized in equity according to IAS 32 “Financial Instruments: Expression,” the foregoing terms do not affect the liability classification.

  1. Amendments to IAS 16 “Property, Plant and Equipment – Proceeds before Intended Use”

The amendments stipulate that the selling price of the item produced in order to make the property, plant and equipment reach the location and condition necessary for them to be capable of operating in the manner expected by the management shall not be debited to the cost of the asset. The aforementioned items produced shall be measured in accordance with IAS 2 “Inventories,” and the selling price and cost shall be recognized in profit or loss in accordance with the applicable standards.

The amendments are applicable to property, plant and equipment that have reached the location and conditions necessary for them to be capable of operating in the manner expected by the management after January 1, 2021. When the amendment is applied to the Company for the first time, the information in the comparative period shall be restated.

  1. Amendments to IAS 1 “Disclosure of Accounting Policies”

The amendments clearly stipulate that the Company shall determine the significant accounting policy information that shall be disclosed based on the definition of materiality. If accounting policy information can be reasonably expected to affect the decisions made by the main users of general-purpose financial statements based on these financial statements, the accounting policy information is significant. The amendments also clarify:

Accounting policy information related to non-material transactions, other matters, or circumstances is non-significant, and the Company does not need to disclose such information.

The Company may determine that the relevant accounting policy information is significant based on the nature of transactions, other matters, or circumstances, even if the amount is not significant.

194

Not all accounting policy information related to material transactions, other events, or circumstances are significant.

In addition, the amendments also illustrate that if the accounting policy information is related to material transactions, other matters, or circumstances while in line with the following circumstances, the information may be significant:

  • (1) The Company changed its accounting policies during the reporting period, and the change resulted in a significant change in financial statement information;

  • (2) The Company selects its applicable accounting policies from the options allowed by the standards;

  • (3) Due to the lack of specific standards, the Company has formulated accounting policies in accordance with IAS 8 “Accounting Policies, Changes and Errors in Accounting Estimates”;

  • (4) The Company discloses relevant accounting policies that it must adopt significant judgments or assumptions to determine; or

  • (5) Complicated accounting treatment requirements are involved and users of financial statements rely on such information to understand such material transactions, other matters, or circumstances.

  • Amendments to IAS 8 “Definition of Accounting Estimates”

The amendments stipulate that the accounting estimates refer to the monetary amounts affected by measurement uncertainty in the financial statements. When the Company applies accounting policies, it may need to measure financial statement items with monetary amounts that cannot be directly observed and must be estimated. Therefore, measurement techniques and inputs must be used to establish accounting estimates to achieve this purpose. If the impact of changes in measurement techniques or inputs on accounting estimates is not a correction of previous errors, these changes are changes in accounting estimates.

Further to the aforementioned influence, the Bank will continue to evaluate the effect of the amendment to other IFRSs on the financial positions and performance of the Bank to the date this parent company only financial statement approved and released, and will make appropriate disclosure after the evaluation.

4. Summary of significant accounting policies

  • (1) Compliance Statement

The individual financial statements were prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers.”

195

  • (2) Basis of preparation

Except for the financial instruments on the basis of fair value and the recognition of net defined benefit liabilities on the basis of the present value of net defined benefit obligation net of the fair value of planned assets, this individual financial statement was compiled on the basis of historical cost.

The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of related input value:

  1. Level 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment).

  2. Level 2 input value: refers to the direct (the price) or indirect (inference of price) observable input value of asset or liability further to the quotation of Level 1.

  3. Level 3 input value: the unobservable input value of asset or liability.

In preparing individual financial statements, the Company adopts the equity method for investment in subsidiaries. In order to make the current year’s profit or loss, other comprehensive income, and equity of the individual financial statements the same as the current year’s profit or loss, other comprehensive income, and equity attributable to the owners of the Company in the Company’s consolidated financial statements, “investments using the equity method,” “share of profits or losses on subsidiaries using the equity method,” “share of other comprehensive income on subsidiaries using the equity method,” and relevant equity items were adjusted for certain accounting differences arising from between the individual basis and the consolidated basis.

  • (3) Standards in differentiating current and non-current assets and liabilities.

Current assets including:

  1. Assets held mainly for trading purpose:

  2. Assets expected to be realized within 12 months after the balance sheet date; and

  3. Cash and cash equivalents (not including those that are limited to exchange or repay liabilities exceeding 12 months after the balance sheet date).

  4. Current liabilities include:

  5. Liabilities held for trading purposes;

  6. Liabilities to be repaid within 12 months after the balance sheet date, and

  7. Liabilities with the repayment deadline that cannot be unconditionally deferred to at least 12 months after the balance sheet date.

For those that are not current assets or liabilities above are classified as non-current assets or liabilities.

196

(4) Foreign currency

For the transactions conducted in a currency other than the Company’s functional currency (foreign currency), it is to be translated to the functional currency in accordance with the exchange rate on the transaction date when preparing the Company’s financial statements.

Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange differences arising from the settlement of monetary items or translating monetary items are recognized in the current profit or loss.

The foreign non-currency items measured at fair value are translated in accordance with the exchange rate on the fair value determination date and the exchange difference is booked as current profit or loss. However, for the changes in fair value recognized in the other comprehensive income, the exchange difference is recognized in the other comprehensive income.

The foreign non-currency items measured at historical cost are translated in accordance with the exchange rate on the transaction date without the need for a translation again.

When preparing the individual financial statements, the assets and liabilities of the Company’s foreign operations (including subsidiaries that operate in countries or adopt the functional currencies different from the Company) are translated into New Taiwan dollars. Income and expense items are translated in accordance with the current average exchange rates and the exchange differences are booked in the other comprehensive profit or loss.

(5) Inventory

Inventories are raw materials, materials, finished products, work in process and products. Inventory is valued in accordance with the lower of cost or net cash value. When comparing cost and net cash value, except for the homogeneous inventories, it is based on the itemized lower of cost or net cash value. Net realizable value refers to the estimated sale price under normal circumstances net of the estimated cost needed to complete the project and the estimated expenses needed to complete the sale. The cost of inventory is calculated using the weighted average method.

(6) Investment in subsidiaries

The Company has the investment in subsidiaries handled in accordance with the equity method.

Subsidiaries refer to entities (including structured entities) over which the Company has control.

Under the equity method, investments were originally recognized at cost; the book value after the acquisition date fluctuates along with the distribution of profit or loss from the subsidiaries and other comprehensive profit or loss. In addition, for the changes in the affiliated company’s equity, the Company is entitled to have it recognized proportionately to the shareholding.

When the Company’s change in the ownership of the subsidiary does not result in loss of control, it is treated as an equity transaction. The difference between the book amount of the investment and the fair value of the consideration paid or received shall be directly recognized as equity.

197

In assessing impairment, the Company based on the cash drivers of the financial statements and compared the recoverable amount and book value. If the amount of recoverable assets increased in the future, the reversal of impairment shall be recognized as income. The book value of the reversal of impaired assets shall not exceed the book value before recognition for impairment net of amortization.

The unrealized concurrent trade between the company and the subsidiaries stated in the financial statement of individual entities shall be removed. The profit or loss resulting from the countercurrent, and side-stream transactions between the Company and the subsidiary are recognized in the individual financial statement within the range irrelevant with the Company’s interest in the subsidiary.

  • (7) Real property, plant and equipment

Real property, plant and equipment are recognized as costs, and they will be measured by the amount after the costs less the amount of accumulated depreciation and accumulated impairment losses afterwards.

Those real estate, plant buildings, equipment & facilities under construction were recognized at the amount of the costs after deducting the loss in the accumulated impairment. Costs include professional service expanses and loan costs that meet the capitalization conditions. When such assets are completed and reach expected use status, such assets will be classified to proper items under real property, plant and equipment and the provision of depreciation shall begin.

The depreciation of each material part of real estate, plants, and equipment should be appropriated independently in accordance with the useful year and a straight-line method. The Company shall review the estimation of life span, residual value and depreciation method at least once a year and extend the effect of changes in applicable accounting policy.

In the case of delisting real estate, plants, and equipment, the difference between the net disposal price and the book value of the asset is recognized in profit or loss.

  • (8) Intangible assets

The intangible asset with limited useful life acquired separately was originally measured at cost and subsequently measured at cost, net of accumulated amortization and accumulated impairment losses. Intangible assets are amortized using straight-line method over the useful lives. The Company conducts at least one annual review at the end of each year to assess the estimated useful life, residual value, and amortization methods, and applies the effect of changes in accounting estimates prospectively.

In removing intangible assets, the difference between the net proceeds from the disposal and the book value shall be recognized as income.

198

  • (9) Impairment of property, plant and equipment, right-of-use assets, and intangible assets (excluding goodwill)

The Company assesses if there are any signs of possible impairment in property, plant, and equipment as well as right-of-use and intangible assets (excluding goodwill) at each balance sheet date. If there is any indication of impairment occurring, the recoverable amount of the asset should be estimated. If the recoverable amount of an individual asset cannot be estimated, the Company is to estimate the recoverable amount of the respective cash-generating unit. The common asset is amortized to each cash-generating unit in accordance with a consistent and reasonable sharing basis.

The recoverable amount is the fair value net of cost or the value in use whichever is higher. When the recoverable amount of an individual asset or cash-generating unit is less than its book amount, the book amount of the asset or cash-generating unit should be reduced to its recoverable amount. The impairment loss is recognized in the profit or loss.

When the impairment loss was reversed subsequently, the book amount of the asset or cash-generating unit is increased to the adjusted recoverable amount, but the increased book amount may not exceed the book amount of the asset or cash-generating unit without recognizing the impairment loss in prior periods (net of amortization or depreciation). The reversed impairment loss is recognized in the profit or loss.

(10) Financial instruments

When the Company has become a party to the instrument contract, the financial assets and financial liabilities are to be recognized in the individual balance sheet.

For the initial recognition of the financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, it is measured at fair value plus transaction cost that is directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction cost directly attributable to the acquisition or issuance of financial assets or financial liabilities that are measured at fair value through profit or loss is immediately recognized in the profit or loss.

1. Financial assets

The regular way of purchase or sale of financial assets are recognized and derecognized based on the accounting on the transaction date.

(1) Classification of measurement

Financial assets held by the Company are those measured at amortized cost and investments in equity instruments measured at fair value through other comprehensive income (FVTOCI).

199

  • A. Financial assets at amortized cost

If the financial assets of the Company met both of the following conditions, classify as financial assets on the basis of cost after amortization:

  • a. Financial assets held under particular mode of operation and the purpose of holding is for the collection of cash flow from contracts; and

  • b. Cash flow generated on particular dates deriving from the contacts and the cash flow is wholly for the payment of principal and interest accrued from the outstanding amount of the principal.

Financial assets on the basis of cost after amortization (including cash and cash equivalents and accounts receivable on the basis of cost after amortization) shall be determined for the total book value under the effective interest rate method after the initial recognition net of the cost of any impairment after amortization for measurement. Any exchange gains or loss will be recognized as income.

Cash equivalents are time deposits within 3 months from the date of acquisition, with high liquidity, can be converted into cash with marginal risk on the change in value, and are used for the fulfillment of short-term commitment in cash settlement.

  • B. Investment of equity instruments at fair value through other comprehensive income

The Company may make an irrevocable choice at the time of initial recognition for designating the investment of equity instruments not available-for-sale and not recognized by the acquirer under corporate merger and acquisition or with consideration at fair value through other comprehensive income for measurement.

The investment of equity instruments at fair value through other comprehensive income is measured at fair value. Subsequent changes in fair value will be recognized as other comprehensive income and accumulated into other equity. In the disposition of assets, accumulated gains or loss shall be directly transferred to retained earnings without classification as income.

The dividend of the investment of equity instruments at fair value through other comprehensive income shall be recognized as income when the right of the Company in the collection of dividends is ascertained, unless the dividend is obviously representing the recovery of the cost of investment in part.

(2) Impairment of financial assets

The Company shall, on each balance sheet day, evaluate the financial assets on the basis of cost after amortization on the basis of expected credit loss (including accounts receivable)

Accounts receivable shall be recognized for provisions for loss on the basis of expected credit loss within the perpetuity of the assets. Other financial assets shall be evaluated for any significant increase of risk

200

from the day of initial recognition. If none is found, recognize for provision for anticipated credit loss along a period of 12 months. If it is, recognize for provision of anticipated credit risk within the perpetuity of the assets.

Anticipated credit loss is the weighted average loss of credit on the basis of the weight of the risk of default. Anticipated credit loss in a period of 12 months means the expected loss of credit from the financial instruments within 12 months due to default. Anticipated credit loss with the perpetuity of the financial instruments means the expected loss of credit from the financial instruments within the perpetuity of these financial instruments.

For internal credit risk management purpose, the Company, without considering the collateral, determines the following circumstances indicating that a default has occurred on the financial instrument:

  • A. There is internal or external information indicating that the debtor is no longer able to pay off a debt.

  • B. Payments are overdue for more than 180 days, unless there are reasonable and supporting information showing that the delayed default benchmark is more appropriate.

All impairment of financial assets is recognized through the reduction of the book value of the provisioned account.

  • (3) The derecognition of financial assets

The Company’s financial assets are derecognized only when the contractual rights from the cash flows of a financial asset becomes invalid, or when the financial assets are transferred and almost all the risks and rewards of the asset ownership have been transferred to other enterprises.

If the Company neither transfers nor retains almost all the risks and rewards of the ownership of a financial asset, and retains control of the asset, it will continue to recognize the asset within the scope of continuous participation in the asset and recognize relevant liabilities for the amount that may have to be paid. If the Company retains almost all the risks and rewards of the ownership of a financial asset, it will continue to recognize the asset and recognize the payments received as secured borrowings.

When a financial asset measured at amortized cost is derecognized as a whole, the difference between its book value and the consideration received is recognized in profit or loss. When equity instrument investments measured at FVTOCI are derecognized as a whole, accumulated gains and losses are directly transferred to retained earnings and are not reclassified to profit or loss.

201

2. Equity instruments

The debt and equity instruments issued by the Company are classified as financial liabilities or equity pursuant to the contractual agreements and the definition of financial liabilities and equity instruments.

An equity instrument issued by the Company is recognized for an amount after deducting the direct issuing cost from the proceeds collected.

The Company’s equity retrieved is debited or credited to the equity. The Company’s equity purchased, sold, issued, or cancelled is not recognized in the profit or loss.

  1. Financial liabilities

  2. (1) Subsequent measurement

All financial assets shall be measured under the effective interest rate method on the cost after amortization except under the following circumstances:

Financial guarantee contract

The financial guarantee contract issued by the Company that is not measured at fair value through profit or loss (FVTPL) is measured at the allowance for the expected credit loss or the amortized amount after initial recognition, whichever is higher.

  • (2) Derecognition of financial liabilities

When derecognizing financial liabilities, the difference between the book amount and the consideration paid (including any transferred non-cash assets or assumed liabilities) is recognized as profit or loss.

  • (11) Liability reserve

The recognized liability reserve amount is with the risk and uncertainty of the obligation considered, and it is the optimum estimate of the expenditure required to settle the obligations on the balance sheet date. Provision for liabilities shall be measured based on the discount value of the estimated cash flow for the settlement of obligation.

  • (12) Recognition of revenue

The Company, after identifying the performance obligations, had the transaction price amortized to each performance obligation and recognized as income when the performance obligations were fulfilled.

Commodity sales revenue

When the sales arrive at a customer’s designated location or when the goods are shipped, and the customer has the right to set the price and use of the goods and bears the main responsibility for resale and the risk of obsolescence, the Company recognizes the sales in revenue and accounts receivable.

202

When the material is supplied for processing, the ownership of the processed product is not transferred; therefore, the income is not recognized when the material is supplied.

  • (13) Lease

The Company assesses whether or not the arrangement is (or includes) a lease arrangement on the agreement date

For contracts that include lease and non-lease components, the Company allocates the consideration in the contracts based on the relative stand-alone prices and treats them separately.

The Company is the lessee.

Except for recognizing low-value asset leases applying to exemption and lease payments for short-term leases being recognized as an expense on a straight-line basis over the lease term, other leases will be recognized as right-of-use assets and lease liabilities at the lease commencement date.

The right-of-use asset is measured at cost (including the amount equal to the lease liability at its initial recognition, lease payments made before the commencement of the lease less any received, any incurred by the lessee, and an estimate of costs to be incurred by restoring the underlying asset to the condition required) less any depreciation and any accumulated impairment losses. Additionally, the cost is subsequently adjusted for any . Right-of-use assets are separately expressed on the individual balance sheet.

Right-of-use assets are depreciated on a straight-line basis over the period from the commencement date of the lease to expiration of its useful life or expiration of the lease term, whichever date is earlier. If the ownership of the underlying asset will be acquired at the end of the lease period, or if the cost of the right-of-use asset reflects exercising an option, the asset will be depreciated over the period from the commencement date of the lease to expiration of the useful life of the underlying asset.

Lease liabilities are initially measured at the present value of lease payments (including fixed payments, less lease incentives received). If the implied interest rate of the lease is easily determined, the lease payments will be discounted to their present value using that interest rate. If such interest rate is not easily determined, the incremental borrowing rate will be used.

Subsequently, the lease liabilities are measured at amortized cost using the effective interest method, and the interest expenses are amortized over the lease term. If changes in the lease term lead to changes in future lease payments, the Company will remeasure the lease liabilities and adjust the right-of-use asset accordingly. However, if the book value of the right-of-use asset has been reduced to zero, the remaining remeasured amount is recognized in profit or loss. For lease modifications that are not treated as a separate lease, remeasurement of lease liabilities due to the reduction in the scope of the lease is to reduce the right-of-use assets, and to recognize the profit or loss of partial or full termination of the lease. Remeasurement of lease liabilities due to other modifications is an adjustment to the right-of-use asset. Lease liabilities are separately expressed on the individual balance sheet.

The Company and the lessor engaged in rent negotiations directly related to the COVID-19 pandemic, and adjusted the rents due before June 30, 2021, resulting in a

203

decrease in the rents before the negotiation. These negotiations did not materially change other lease terms. The Company has elected to adopt practical expedients to treat rent negotiations that meet the aforementioned conditions without evaluating whether the negotiation is about a lease modification, and recognizes the reduction in lease payments in profit or loss when the concession or such situation occurs, and makes a corresponding downward adjustment to the lease liabilities.

Changes in rent as stipulated in lease agreements not determined by indices or rates are recognized as expenses in the current period.

  • (14) Loan costs

Borrowing costs directly belonging to acquiring, building or producing assets that meet the requirements are part of the costs of such assets until the completion of all necessary activities that the assets reaching the status of expected use or sale.

The income of a temporary investment with a specific loan that has not yet met the essential requirement of capital expenditure is deducted from the loan cost that meets the essential requirement of capitalization.

In addition to the transaction stated in the preceding paragraph, all other loan costs are recognized as profit and loss upon occurring.

  • (15) Employee benefits

  • Short-term employee benefits

Liabilities relating to short-term employee benefits are measured by the non-discounted amount of the expected payment in exchange for employee services.

2. Retirement benefits

Under the defined contribution pension plan, the pension amount appropriated during the service years of the employees is recognized as an expense.

The determined cost of benefit for determined benefit retirement plan (including the cost of service, net interest, and reevaluation) is based on the actuary of projected unit method. The net interests of the service cost (including the service cost for the current period) and net defined benefit liability (asset) are recognized as employee benefit expenses when they occur. The value of second measurement (including the profits and loss under actuary and the return on assets of the plan net or interest) shall be recognized as other comprehensive incomes and as retained earnings, if realized. No reclassification as profits and loss in subsequent periods.

204

Net defined benefit liability (asset) is the appropriation deficit (surplus) of the defined benefit pension plan. Net defined benefit asset shall not exceed the refund of the appropriated fund or decrease the present value of appropriation of fund in the future.

(16) Income tax

Income tax expense is the sum of the current income tax and deferred income

tax.

1. Income tax expenses in the current period

Additional income tax on unappropriated earnings is calculated in accordance with the provisions of the Income Tax Act of the Republic of China, to be recognized in the year of the shareholder resolution meeting.

The adjustment to prior period income tax payable is booked as current income tax.

2. Deferred tax

Deferred tax is computed in accordance with the temporary differences between the book value of assets and liabilities and the tax bases of taxable income.

Deferred income tax liabilities are generally recognized in accordance with all taxable temporary differences. Deferred income tax assets are recognized when there is the likelihood of having taxable income to be used for the income tax credit resulting from the temporary difference, R&D, and personnel training expense.

Deferred income tax liabilities are recognized for all taxable temporary differences related to the subsidiary, unless the Company can control the timing of reversal of temporary differences and the temporary differences are unlikely to be reversed in the foreseeable future. The deductible temporary differences related to such investments are recognized as deferred income tax assets when there is likely a sufficient taxable income available for realizing a temporary difference and within the expected reverse in the foreseeable future.

The book amount of deferred income tax asset must be reviewed at each balance sheet date. The book amount of those that no longer have any sufficient taxable income to recover all or part of the asset should be adjusted down. Those that are not originally recognized as deferred income tax assets should also be reexamined at each balance sheet date. The book amount of those that are likely to generate taxable income in the future for the recovery of all or part of its assets should be adjusted up.

Deferred income tax assets and liabilities are measured in accordance with the expected liability liquidation or the tax rate in the period when the asset is realized. The tax rate is based on the tax rate and tax laws that are legislated or substantively legislated at the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax effect resulting from the book amount of the assets and liabilities expected to be recovered or liquidated at the balance sheet date.

205

  1. Current and deferred income tax for the year

Current and deferred income taxes are recognized in the profit or loss, except for the current and deferred income taxes related to the items recognized in other comprehensive income or directly included in the equity are recognized in the other comprehensive income or directly included in the equity.

5. Main source of significant accounting judgment, estimates and assumptions uncertainty

When adopting accounting policy, the management of the Company shall make related judgments, estimations, and assumptions for information that cannot be easily retrieved from other sources based on historical experiences and other relevant factors. Actual results may differ from the estimates.

The management will continue to review the estimates and basic assumptions. If the amendment affects only the current estimates, it is recognized in the current period. If the amendment of accounting estimates affects both current and future periods, it is recognized in the respective current and future periods.

The estimated impairment of accounts receivable

The estimated impairment of accounts receivable is based on the default rates and expected loss rates assumed by the Company. Taking into account the consolidated company’s past experience, current market situation and future prediction, the Company shall prepare a pro forma report and select appropriate inputs for impairment. If the actual future cash flows are less than expected, a material impairment loss may have resulted.

6. Cash and cash equivalents

Cash and cash equivalents
Cash on hand and working capital
Bank checks and demand deposits
December 31,2020
$ 98
230,068
$ 230,166
December 31,2019




$ 149
71,825
$ 71,974

The deposits in banks showed the following interest rate ranges as of the balance sheet date:

December 31, 2020 December 31, 2019 Bank deposits 0.02%~0.20% 0.05%~0.38%

206

7. Financial assets at fair value through other comprehensive profit or loss

Equity investment
Current
Overseas investment
Listed stock
D-shares Of Qingdao
Haier Co., Ltd.
Note receivable and account receivable
Notes receivable
Measured on the basis of cost after
amortization
Total book value
Less: Allowance for losses
Accounts receivable
Measured on the basis of cost after
amortization
Total book value
Less: Allowance for losses
Measured at fair values through
other comprehensive income
December 31,2020
$ 1,067,276
December 31,2020
$ 193,863
(
2)
$ 193,861
$ 1,947,596
(
11,562)
1,936,034

321,092
$ 2,257,126
December 31,2019 December 31,2019
$ 639,810
December 31,2019

(


(



(


(


$ 182,380

4)
$ 182,376
$ 2,324,895

9,540)
2,315,355
-
$ 2,315,355

8. Note receivable and account receivable

(1) Accounts receivable based on cost after amortization

The Company’s average credit period for sales open account with net 0 days to 210 days, and no interest is accrued on accounts receivable.

In order to mitigate the credit risk, the Company has formulated credit management measures to regulate the determination of credit limits, credit approval, and other monitoring procedures to ensure that appropriate actions have been taken in the recovery of overdue receivables. In addition, the Company will review the recoverable amount of receivables on each balance sheet date to ensure that appropriate impairment loss has been appropriated for the uncollectible receivables. Under the circumstance, the Company’s management believes that the Company’s credit risk is significantly reduced.

The Company will recognize the lifetime expected credit losses as loss allowance for accounts receivable. The full lifetime expected credit losses are calculated using Provision Matrix, which considers the historical default records and current financial status, industry economic conditions, as well as GDP forecast and industry outlook. As the Company’s credit loss history shows that there is no significant difference in the loss patterns of different customer groups, the provision

207

matrix does not further differentiate the customer groups, and only the expected credit loss rate is set based on the number of overdue days of the accounts receivable.

If there is evidence that the counterparty is facing serious financial difficulties and the Company cannot reasonably expect to recover the amount, e.g. the counterparty is in liquidation, the Company directly writes off the relevant accounts receivable, but will continue to try to collect the receivable. The recovered amount is recognized in profit or loss.

The Company’s allowance for loss of receivables is determined according to the preparation matrix as follows:

December 31, 2020

Not overdue
Expected credit loss
rate
0.03%
Total book value
$ 1,815,099

Allowance for loss
(expected credit
loss of the given
duration)
(
554)

Cost after
amortization
$ 1,814,545

December 31, 2019
Not overdue
Expected credit loss
rate
0.05%
Total book value
$ 2,049,112

Allowance for loss
(expected credit
loss of the given
duration)
(
1,124)

Cost after
amortization
$ 2,047,988
Not overdue Overdue for 1 to
30 days
O verdue for 31 to
60 days
O verdue for 61 to
90 days
O verdue for 91 to
120 days
O verdue for over
121 days
Total

(

0.68%
$ 110,802


863)

$ 109,939

Overdue for 1 to
30 days

(

O
32.90%
$ 18,018


7,613)

$ 10,405

verdue for 31 to
60 days

(

O
64.94%
$ 2,424


1,574)

$ 850

verdue for 61 to
90 days

(

O
76.39%

$ 1,253


958)

$ 295

verdue for 91 to
120 days
9



O
0.22%~100.00%
$ -

-

$ -

verdue for over
121 days


(
$ 1,947,596

11,562)
$ 1,936,034
Total

Expected credit loss
rate
Total book value

Allowance for loss
(expected credit
loss of the given
duration)

Cost after
amortization

(
0.05%
$ 2,049,112


1,124)

$ 2,047,988

(
2.47%
$ 269,384


6,654)

$ 262,730

(
17.47%
$ 5,619


982)

$ 4,637


58.01%
$ -

-

$ -

(
60.39%
$ 1


1)

$ -

(
77.78%~100%
$ 779


779)

$ -

(
$ 2,324,895

9,540)
$ 2,315,355

(2) Accounts receivable at fair value through other comprehensive income.

Regarding the accounts receivable of specific customers, the Company decides whether to sell it to the bank without the right of recourse or not to sell it depending on the status of the working capital. The business model of the Company managing this kind of accounts receivable is to complete its goal through receiving contractual cash flows and selling financial assets. Thus, these kinds of accounts receivable are measured through other comprehensive income in fair value.

December 31, 2020

Expected credit loss
rate
Total book value

Allowance for loss
(expected credit
loss of the given
duration)

Cost after
amortization
Not overdue Overdue for 1 to
30 days
O verdue for 31 to
60 days
O verdue for 61 to
90 days
O verdue for 91 to
120 days
O verdue for over
121 days
Total

(
0.03%
$ 321,189


97)

$ 321,092


0.68%
$ -

-

$ -


32.90%
$ -

-

$ -


64.94%
$ -

-

$ -


76.39%
$ -

-

$ -


90.22%~100%
$ -

-
$ -

(
$ 321,189

97)
$ 321,092

The information on changes in the allowance for loss on notes receivable and accounts receivable is as follows:


Balance, beginning of year

Add (less): Impairment loss
(reversal) for the
current year
Balance, end of year
2020
Notes receivable
$ 4

(
2)

$ 2
Accounts
receivable
$ 9,540

2,119

$ 11,659
Total

(




$ 9,544
2,117
$ 11,661

208


Balance, beginning of year

Add (less): Impairment loss
(reversal) for the
current year
Balance, end of year
2019
Notes receivable
$ 11

(
7)

$ 4
Accounts
receivable
$ 9,135

405

$ 9,540
Total

(




$ 9,146
398
$ 9,544
  1. Inventories
Inventories
Merchandise inventories
Finished products
Work-in-process
Raw materials
Inventory in-transit
December 31,2020
$ 8,270
130,585
6,425
94,106
185,927
$ 425,313
December 31,2019





$ 8,661
90,956
20,180
99,780
161,040
$ 380,617

In 2020 and 2019, the cost of goods sold related to inventory was NT$7,993,262 thousand and NT$7,400,750 thousand, respectively. Cost of goods sold includes inventory valuation losses of NT$0 thousand and NT$4,221 thousand.

10. Investment under the equity method Investment in subsidiaries

Investment under the equity method
Investment in subsidiaries
Non-public/non-OTC companies
Rechi Holdings Co., Ltd.
Rechi Investments Co., Ltd.
Dyna Rechi Co., Ltd.
December 31,2020
$ 11,092,363
347,573

490,790
$ 11,930,726
December 31,2019




$ 10,872,539
344,025
511,858
$ 11,728,422

The Company’s ownership and voting rights in the equity of the subsidiary at the balance sheet date is as follows:

balance sheet date is as follows:
Rechi Holdings Co., Ltd.
Rechi Investments Co., Ltd.
Dyna Rechi Co., Ltd. (Note 21)
December 31,2020
100.00%
100.00%
42.20%
December 31,2019
100.00%
100.00%
42.20%

Dyna Rechi Co., Ltd. increased the capital by NT$106,000 thousand through external shareholders in August 2019, which caused the Company’s shareholding ratio to drop to 42.20%. However, the Company holds more than half of the seats on the board of directors of Dyna Rechi Co., Ltd. with substantive ability to lead its vital activities, so it is classified as a subsidiary.

209

The share of profits and losses and other comprehensive income on subsidiaries under the equity method for 2020 and 2019 is recognized based on the subsidiaries’ financial statements that have been audited by auditors during the same period.

As mentioned in Table 2, the Company provided financial guarantees for bank borrowings of Rechi Holdings Co., Ltd., Rechi Precision (Qingdao) Electric Machinery Limited, and Rechi Precision (Jiujiang) Electric Machinery Limited. As of December 31, 2020 and 2019, the financial guarantees provided above were not included in the book balance of the investments in subsidiaries.

11. Real property, plant and equipment

Costs

Balance as of January 1, 2019
Additions
Disposal
Other reclassification

Balance as of December 31,
2019

Accumulated depreciation and
impairment
Balance as of January 1, 2019
Depreciation expenses

Disposal

Balance as of December 31,
2019


Net amount as of December
31, 2019


Costs

Balance as of January 1, 2020
Additions
Disposal
Other reclassification

Balance as of December 31,
2020

Accumulated depreciation and
impairment
Balance as of January 1, 2020
Depreciation expenses

Disposal

Balance as of December 31,
2020


Net amount as of December
31, 2020
Proprietary
land
Building Machinery and
equipment
Other
equipment
Construction in
progress
Construction in
progress
Total




















$ 207,567
-
-
-

$ 207,567

$ -
-
-

$ -

$ 207,567

$ 207,567
-
-
-

$ 207,567

$ -
-
-

$ -

$ 207,567
$ 463,274


9,539
(
640 )

2,779

$ 474,952

$ 228,228


11,355
(
640)

$ 238,943

$ 236,009

$ 474,952


606

-


-

$ 475,558

$ 238,943


11,927

-

$ 250,870

$ 224,688
$ 1,018,136

1,053
(
453,121 )

6,098

$ 572,166

$ 980,006

9,271
(
453,121)

$ 536,156

$ 36,010

$ 572,166

47,904
(
466,859 )

123,097

$ 276,308

$ 536,156

16,528
(
462,373)

$ 90,311

$ 185,997
$ 722,446

15,475
(
71,678 )

8,347

$ 674,590

$ 562,302

35,225
(
70,521)

$ 527,006

$ 147,584

$ 674,590

6,299
(
169,560 )

-

$ 511,329

$ 527,006

32,167
(
165,382)

$ 393,791

$ 117,538















$ -

-

-

-

$ -

$ -

-
-

$ -

$ -

$ -

-

-

-

$ -

$ -

-
-

$ -

$ -
$ 2,411,423
26,067
(
525,439 )

17,224
$ 1,929,275
$ 1,770,536
55,851
(
524,282)
$ 1,302,105
$ 627,170
$ 1,929,275
54,809
(
636,419 )

123,097
$ 1,470,762
$ 1,302,105
60,622
(
627,755)
$ 734,972
$ 735,790

Depreciation expenses is appropriated in accordance with the straight-line method and the years of useful life illustrated below:

iation expenses is appropriated in accordance
s of useful life illustrated below:
with the straight-lin
Building
Plant building 10 to 55 years
Electromechanical power equipment 5 to 35 years
Engineering systems 2 to 55 years
Others 3 to 35 years
Machinery and equipment 2 to 15 years
Other equipment 1 to 15 years

Please refer to Note 25 for the amount of property, plant and equipment provided as guarantees for borrowings.

210

12. Lease arrangements

  • (1) Right-of-use assets.
arrangements
Right-of-use assets.
Carrying amount of
right-of-use assets
Building
Transportation equipment
Addition of right-of-use assets
Depreciation expense of
right-of-use assets
Building
Transportation equipment
December 31,2020
$ 1,380

431
$ 1,811
2020
$ 1,916
$ 1,264

135
$ 1,399
December 31,2019




$ 1,294
-
$ 1,294
2019






$ -
$ 1,942
-
$ 1,942
  • (2) Lease liabilities
Lease liabilities
Carrying amount of lease
liabilities
Current
Non-current
December 31,2020
$ 838
$ 950
December 31,2019


$ 1,254
$ 71

The range of lease liability discount is as follows:

Building
Transportation equipment
Other lease information
Short-term lease expense
Variable lease payments not
included in lease liability
measurement
Total cash (outflow) of leases
December 31,2020
1.35%
1.35%
2020
$ 2,126
$ 675
($ 4,266)
December 31,2019 December 31,2019
1.35%
-
2019


(


(
$ 2,958
$ 2,714
$ 7,627)
  • (3) Other lease information

The Company has elected to apply the recognition exemption for leases of dormitories and other equipment that meet short-term leases, and, thus, did not recognize said leases in right-of-use assets and lease liabilities.

For the years ended December 31, 2019, short-term lease expenses also included leases for which the lease terms ended on or before December 31, 2019, and

211

for which the recognition exemption applied. As of December 31, 2019, the short-term lease commitment amount, for which the recognition exemption applied, was NT$393 thousand.

All lease commitments during the lease terms beginning after the balance sheet date are as follows:

date are as follows:
Lease commitment December 31,2020
$ -
December 31,2019
$ -

13. Borrowings

  • (1) Short-term borrowings

December 31, 2020 December 31, 2019 Unsecured loans - Credit borrowings $ 706,849 $ 335,900 Interest rate collars - Unsecured borrowings 0.80%~0.96% 0.98%

  • (2) Short-term notes payable
Short-term notes payable
Commercial papers payable
Less: Discount of short-term
notes and bills payable
December 31,2020
$ 500,000
(
146)
$ 499,854
December 31,2019

(


$ -
-
$ -

The short-term notes payable not due yet are enumerated below:

December 31, 2020

Guarantee/underwritin
ginstitutions
Face amount Face amount Discounted
amount
Discounted
amount
Bookvalue Bookvalue Interest rate
collars
Collateral Collateral
Book
amount
Commercial papers
payable
Taiwan Finance
Corporation

International Bills
Finance
Corporation

China Bills Finance
Corporation

Dah Chung Bills
Finance Corp.





$ 100,000
150,000
150,000
100,000

$ 500,000




$ 33

44

34

35

$ 146




$ 99,967
149,956
149,966
99,965
$ 499,854

Note

Note

Note
Note
-

-
-
-



$ -
-
-

-
$ -

Note: Interest rate is 0.90%.

212

(3) Long-term borrowings

Secured loans (Note 25)
Mega International
Commercial Bank
Unsecured loans
Jih Sun International
Commercial Bank
Far Eastern
International Bank
Co., Ltd.
Bank of Taiwan
Yuanta Bank
Mizuho Bank
Chang Hwa
Commercial Bank,
Ltd.
Chang Hwa
Commercial Bank,
Ltd.
Chang Hwa
Commercial Bank,
Ltd.
Less: Current portion
Long-term borrowings
Date of
maturity
Material terms
From July 26, 2019 to July 26, 2024,
NT$1,600,000 thousand was drawn
down, and will be repaid in a lump
sum upon maturity.

From March 29, 2019 to March 29,
2022, a loan was repaid early in
June 2020; from June 19, 2020 to
June 19, 2022, US$400,000
thousand was drawn down, and will
be repaid in a lump sum upon
maturity.
From August 8, 2019 to April 26,
2022, US$500,000 thousand was
drawn down, and NT$185,000
thousand and NT$115,000 thousand
were repaid early in December 2019
and December 2020, respectively,
and the remaining amount will be
repaid in a lump sum upon maturity.
Since December 21, 2018 and January
21, 2019, NT$300,000 thousand and
NT$200,000 thousand were drawn
down separately, which were both
repaid early in December 2020.
From March 13, 2019 to March 13,
2021, NT$600,000 thousand was
drawn down and repaid early in
February and April of 2020; from
July 21, 2020 to July 21, 2022,
NT$100,000 thousand was drawn
down and will be repaid in a lump
sum upon maturity.
From August 12, 2019 to August 9,
2021, NT$300,000 thousand was
drawn down and repaid early in
August 2020; from December 25,
2020 to December 23, 2022,
NT$300,000 thousand was drawn
down and will be repaid in a lump
sum upon maturity.
From December 25, 2019 to December
25, 2022, NT$200,000 thousand
was drawn down, and will be
amortized and repaid in a total of
four instalments from March 25,
2022.
The amounts of NT$86,000 thousand,
NT$10,000 thousand, and
NT$24,780 thousand were drawn
down on October 15, 2019,
February 5, 2020, and April 6, 2020,
respectively, and the principal and
interest will be amortized and repaid
monthly from November 15, 2022.
The amounts of NT$64,300 thousand,
NT$69,000 thousand, NT$74,000
thousand, and NT$71,000 thousand
were drawn down on February 26,
2020, April 13, 2020, June 22, 2020,
and August 24, 2020, respectively,
and the principal and interest will be
amortized and repaid monthly from
March 15, 2023.



December 31,
2020
$ 1,600,000

400,000
200,000
-
100,000
300,000
200,000
120,780

278,300

3,199,080


-

$ 3,199,080
December 31,
2019
December 31,
2019
2024.07.26

2022.06.19

2022.04.26

2021.12.21

2022.07.21

2022.12.23

2022.12.25

2029.10.15

2027.02.15








$ 1,600,000
400,000
315,000
500,000
600,000
300,000
200,000
86,000
-
4,001,000
-
$ 4,001,000

213

The effective interest rate as of December 31, 2020 and 2019 was 0.85%–1.50% and 0.85%– 1.58%, respectively.

The Company has taken out loans from Jih Sun International Commercial Bank, Chang Hwa Commercial Bank, Ltd., and Mega International Commercial Bank. The contracts also stated four commitments based on the Company’s consolidated financial statements: 1. The current ratio shall be maintained at 100% or more. 2. The debt ratio shall be maintained below 200—250% (inclusive) or lower. 3. The interest coverage ratio shall be maintained above 2–2.5 times (inclusive). 4. The net value of tangible assets shall be maintained at NT$5,000,000 thousand or more. The company’s consolidated financial statements have satisfied said commitments.

  • (4) Long-term notes payable
Long-term notes payable
Commercial papers payable
Less: Discount of long-term
notes payable
December 31,2020
$ 1,000,000
(
454)
$ 999,546
December 31,2019

(

(
$ 1,000,000
1,121)
$ 998,879
  1. The Company and the International Bills Finance Corporation signed a bank-guaranteed commercial paper revolving credit line and underwriting contract, allowing the Company to issue a 90-day bank-guaranteed commercial paper with a revolving credit line within a 5-year period. The Company drew down the underwriting facility of NT$700,000 thousand as of November 18, 2019, and the contract expiration date was November 11, 2024.

  2. The Company and the Ta Ching Bills Finance Corporation signed a bank-guaranteed commercial paper revolving credit line and underwriting contract, allowing the Company to issue a 90-day bank-guaranteed commercial paper with a revolving credit line within a 5-year period. The Company drew down the underwriting facility of NT$300,000 thousand as of December 25, 2019, and the contract expiration date was November 29, 2024.

  3. The effective interest rate for long-term notes payable as of December 31, 2020 and 2019 was 1.34%–1.40% and 1.47%–1.52%, respectively.

14. Other payables

Other payables
Salary and bonus payables
Remuneration to employees and
directors and supervisors payable
Payables for non-use of leave
Others (Note)
December 31,2020
$ 107,047
121,756
9,640

90,175
$ 328,618
December 31,2019






$ 73,501
102,488
10,279

66,905
$ 253,173

Note: Others are service expenses, freight, commission, and utilities expenses payable.

214

15. Retirement benefits plan

(1) Defined contribution pension plan

The pension system of the “Labor Pension Act” that is applicable to the Company is a defined contribution pension plan subject to government management with an amount equivalent to 6% of the monthly salary appropriated and contributed to the personal account with the Bureau of Labor Insurance.

(2) Defined benefit plan

The company within the Company has a pension plan arranged in accordance with the “Labor Standard Law” of the Republic of China that was a defined benefit pension plan. Pension payment is calculated in accordance with the years of service and the average salary six months prior to the authorized retirement date. The company has a pension appropriated for an amount equivalent to 4% of the monthly salary and the proceeds are deposited in the designated account with Taiwan Bank in the name of the Labor Pension Reserve Commission. If the account balance before yearend is expected to be insufficient for paying the retiring employees of the year, the amount of difference should be appropriated in a lump sum before the end of March in the following year. The special account has been commissioned to the Bureau of Labor Fund of the Ministry of Labor Affairs for management. The Company contained in the financial statements exercises no influence on the right of the bureau in its investment management strategy.

The amount of determined benefit plan recognized in the individual balance sheet is shown below:

sheet is shown below:
Present value of the defined
benefit obligations
The fair value of plan assets
Net defined benefit liability
December 31,2020
$ 146,565
(
94,312)
$ 52,253
December 31,2019

(
$ 162,599
107,872)
$ 54,727

Change in net defined benefit liability is shown below

Balance as of January 1, 2019

Service costs
Current service cost
Interest expenses (revenues)

Recognized in the profit or loss
Reevaluation
Planned ROE (except the
amount of net interest)
Present value
of the defined
benefit
obligations
$ 188,380

2,700

1,885


4,585

-
The fair value
ofplan assets
($ 120,806)

-
(
1,213)

(
1,213)

(
4,270 )
Net defined
benefit liability


$ 67,574
2,700

672

3,372
(
4,270 )

(Continued on next page)

215

(Continued from previous page)

from previous page)
Actuarial losses (gains) –
- Changes in
demographic
assumptions

- Changes in financial
assumptions
- Experience adjustments
Recognized in the other
comprehensive profit of loss

Employer appropriation
Benefits paid

Balance as of December 31,
2019

Balance as of January 1, 2020

Service costs
Current service cost
Interest expenses (revenues)

Recognized in the profit or loss
Reevaluation
Planned ROE (except the
amount of net interest)
Actuarial losses (gains)
- Changes in
demographic
assumptions
- Changes in financial
assumptions
- Experience adjustments
Recognized in the other
comprehensive profit of loss

Employer appropriation
Benefits paid

Balance as of December 31,
2020
Present value
of the defined
benefit
obligations
$ 958

3,994
(
462)


4,490

-

(
34,856)

$ 162,599

$ 162,599

1,953

1,219


3,172

-

98
3,619
(
247)


3,470

-

(
22,676)

$ 146,565
The fair value
ofplan assets
$ -

-

-

(
4,270)

(
16,439 )

34,856

($ 107,872)

($ 107,872)

-
(
812)

(
812)

(
4,106 )
-
-

-

(
4,106)

(
4,198 )

22,676

($ 94,312)
Net defined
benefit liability

(

(




(

(
$ 958
3,994
(
462)

220
(
16,439 )

-
$ 54,727
$ 54,727
1,953

407

2,360
(
4,106 )
98
3,619
(
247)
(
636)
(
4,198 )

-
$ 52,253

The recognized loss of determined benefit plans by function is summarized below:

below:
Operating cost
Marketing expenses
Administrative expenses
Research and development
expenses


2020
$ 159
27
2,105
69
$ 2,360
2019


$ 205
17
3,042

108
$ 3,372

216

The pension fund system of the company contained in the financial statements is exposed to the following risks due to the “Labor Standards Act”:

  1. Investment risk: The Bureau of Labor Fund of the Ministry of Labor Affairs uses the labor pension fund for investment in domestic and foreign equity securities and debt securities, and as bank deposits through proprietary trade or commissioned third parties. However, the amount attributable to the planned asset of the Company contained in the financial statements shall not fall below the interest rate offered by the banks in the regions or countries of investment for 2-year time deposit as return.

  2. Interest rate risk: The decline in interest rates of government bonds will cause the present value of the defined benefit obligations to go up; however, the return on debt investment of the plan assets will go up too; therefore, they both have a partial write-off effect on the net defined benefit liability.

  3. Salary risk: the calculation of the present value of determined benefit obligation is based on the salaries of the members in the plan of the future. As such, an increase of the salaries of the members of the plan is bound to increase the present value of determined benefit obligation.

The determined benefit obligation of the company contained in the financial statements is based on the actuarial calculation of the actuary and the major assumption as of the evaluation day is shown below:


Discount rate
The expected rate of increase in
salaries
December 31,2020
0.500%
2.000%
December 31,2019
0.750%
2.000%

In case of reasonable and possible change in the major actuarial assumptions, and other assumptions remained unchanged, the amount of increase (decrease) in the present value of determined benefit obligation will be:


Discount rate
Increase by 0.25%
Decrease by 0.25%
The expected rate of increase in
salaries
Increase by 0.25%
Decrease by 0.25%
December 31,2020
($ 3,619)
$ 3,756
$ 3,634
($ 3,521)
December 31,2019 December 31,2019
(


(
(


(
$ 4,002)
$ 4,154
$ 4,029
$ 3,903)

Actuarial assumptions may be inter-related. The possibility of change in specific assumption is not high. The aforementioned sensitivity analysis may not be able to reflect the actual change in the present value of determined benefit obligation.


Amount projected for appropriation
in 1 year
Average maturity of determined
benefit obligation
December 31,2020
$ 600
9.9 years
December 31,2019 December 31,2019
$ 720
9.9 years

217

16. Equity

  • (1) Share capital

Common stock

y
Share capital
Common stock
Authorized number of shares
(thousand shares)
Authorized capital
Number of shares issued with
fully paid-in capital
(thousand shares)
Outstanding capital
December 31,2020

600,000
$ 6,000,000

504,915
$ 5,049,151
December 31,2019






600,000
$ 6,000,000
506,013
$ 5,060,131

Common stock shares issued at NTD 10 Par and each share is entitled to one voting right and dividends.

The Company’s board of directors resolved on December 23, 2019 to take January 3, 2020 as the record date for capital reduction and to cancel 1,098 thousand treasury shares. After the capital reduction, the actual paid-in capital was NT$5,049,151 thousand.

  • (2) Capital reserves
NT$5,049,151 thousand.
Capital reserves
May be used to offset a deficit,
distributed as cash
dividends, or transferred to
share capital (1)
Other capital surplus of shares
Corporate bond conversion
premium
Treasury stock trade
Endowments
For covering loss carried
forward only.
Gains on disposal of assets
Recognition of changes in
ownership interests of
subsidiaries (2)
Others
December 31,2020
$ 279,956
1,050,383
-
1,651
21
11,693

164
$ 1,343,868
December 31,2019






$ 280,564
1,052,668
4,642
1,651
21
11,693
164
$ 1,351,403
  • (1) Such additional paid-in capital can be used to make up for losses; also, when the company is without any loss, it can be applied for cash distribution or capitalization. However, it is limited to a certain percentage of the annual paid-in capital for the purpose of capitalization.

  • (2) Such capital reserves are the effects of equity transactions recognized due to the changes in a subsidiary’s equity when the Company has not actually acquired or disposed of the equity of the subsidiary.

218

(3) Retained earnings and Dividend Policy

According to the earnings distribution policy of the Company’s Articles of Association, if there are earnings in the Company’s annual final accounts, the Company shall pay taxes, compensate the accumulated losses over the years, set aside 10% as a statutory surplus reserve, and then appropriate or reverse a special surplus reserve according to laws or regulations of the competent authority. Special surplus reserve; if there are still earnings available, together with the accumulated undistributed earnings, the board of directors shall put forward an earnings distribution proposal and submit it to the shareholders’ meeting for a resolution to distribute dividends to shareholders. Please refer to Note 18 (7) regarding the policy for remuneration to the employees and the directors as stipulated in the Company’s Articles of Association.

For the Company’s need for sustainable operation and business growth and to take into account the maintenance of profitability, the Company’s capital budget plan is adopted to measure the capital needs of the following years. The board of directors drafts a shareholders’ dividend distribution plan according to the law every year and submits it to the shareholders’ meeting. Shareholders’ dividends are distributed in two ways: cash dividends and stock dividends. The cash dividends must not be less than 10% of the total dividends distributed, and the rest are stock dividends.

Legal reserve shall be allocated up to the amount equivalent to the paid-in capital of the company. Legal reserve could be allocated for covering loss carried forward. If there is no loss, the amount of legal reserve in excess of the paid-in capital by 25% could be allocated as capital stock and paid out as cash dividend.

The Company has a special reserve appropriated and reversed in accordance with FSC.Certificate.Issue.Tzi No. 1010012865 Letter, FSC.Certificate.Issue.Tzi No. 1010047490 Letter, and “Special reserve appropriation Q&A after the adoption of International Financial Reporting Standards (IFRSs).”

The Company held annual shareholders’ meetings on June 16, 2020 and June 14, 2019, which resolved to pass the 2019 and 2018 earnings distribution proposals, respectively, as follows:

Statutory surplus
reserves

Special surplus
reserves

Cash dividend
Distribution of retained earnings
2019
2018
$ 65,596
$ 110,143
335,833
293,042
252,458
605,898
Dividend Per Share
(NTD)
Dividend Per Share
(NTD)
2019
$ 65,596

335,833

252,458
2019
$ 0.5
2018
$ 1.2

On March 22, 2021, the board of directors proposed the 2020 earnings distribution proposal as follows:

distribution proposal as follows:
Legal reserve appropriated
Reversal of special reserve
Cash dividend
Distribution of
retained earnings
$ 69,425
456,146
353,427
Dividend Per Share
(NTD)
$ 0.7

219

The 2020 earnings distribution proposal is pending a resolution by the shareholders’ meeting scheduled to be held on June 17, 2021.

  • (4) Special surplus reserves

A special surplus reserve appropriated because of the first-time adoption of IFRSs for the exchange differences on translation of the financial statements of foreign operations (including subsidiaries) is reversed based on the percentage of the Company’s disposal. When the Company loses significant influence, said reserve will be fully reversed. When distributing the earnings, a special surplus reserve shall be appropriated for the difference between the net deduction of other shareholders’ equity and the special surplus reserve for the first-time application of IFRSs at the end of the reporting period. If the amount debited to the other shareholders’ equity is reversed subsequently, the reversed amount can be distributed.

As of December 31, 2020 and 2019, the special surplus reserve provided by the Company in accordance with Letter Jin Guan-Zheng-Fa No. 1010012865 was NT$1,199,368 thousand and NT$863,535 thousand, respectively.

  • (5)

  • Other equity

  • Exchange differences from the translation of financial statements of foreign operations

operations
Balance, beginning of year
Generated in current year
Exchange differences
on translation of
foreign operations
Relating income tax
Balance, end of year
Unrealized gain or loss on
comprehensive income
Balance, beginning of year
Generated in current year
Unrealized gains or
losses – equity
instruments
Share of other
comprehensive
income on
subsidiaries
accounted for using
the equity method
Balance, end of year
2020
2019
( $ 1,075,561 )
( $ 719,013 )
141,393
(
443,132 )
(
27,366)

86,584
($ 961,534)
($ 1,075,561)
financial assets at fair value through other
2020
2019
( $ 123,807 )
( $ 144,522 )
341,973
23,742

146
(
3,027)
$ 218,312
($ 123,807)
2019
( $ 144,522 )
23,742
(
3,027)
($ 123,807)
  1. Unrealized gain or loss on financial assets at fair value through other comprehensive income

220

(6) Treasury shares

Treasury shares
Cause
Number of shares on January 1
and December 31, 2019
Number of shares on January 1,
2020
Increase
Decrease
Number of shares on December
31, 2020
Transfer of shares
to employees
(Thousand shares)

(
1,098
1,098
20

1,098)
20

The company’s Treasury stock may not be pledged in accordance with the Security and Exchange Law; moreover, it is without the privilege of dividend and voting right.

17. Income

  • (1) Revenue from contracts with customer
Product type
Commodity sales revenue
Compressors and
compressor pumps
Others
2020
$ 8,631,145
98,391
$ 8,729,536
2019




$ 8,301,150
182,408
$ 8,483,558

(2) Refund liability

Based on historical experience and contract conditions, the Company’s estimated refund liability for sales returns and discounts in 2020 and 2019 was NT$193,014 thousand and NT$167,831 thousand, respectively. As of December 31, 2020 and 2019, the balance of the refund liability was NT$73,681 thousand and NT$92,264 thousand, respectively.

18. Business units in continuing operation income

  • (1) Interest revenue
Interest revenue
Bank deposits 2020
$ 11,192
2019
$ 8,983

221

(2) Other income

Other income
Dividend income – investment
of equity instruments at fair
value through other
comprehensive income
Others
2020
$ 30,459
12,768
$ 43,227
2019




$ 30,067
19,357
$ 49,424
(3)
Other profits and losses
Net gains or losses on disposal
of property, plant and
equipment
Net foreign exchange gain
(loss)
Others
(4)
Financial costs
Interest from bank borrowings
Interest on lease liabilities
(5)
Depreciation and amortization
Consolidation of depreciation
expenses based on functions
Operating cost
Operating expenses
Consolidation of amortization
expenses based on functions
Operating cost
Operating expenses
2020
$ 956
(
29,351 )
(
858)
($ 29,253)
2020
( $ 73,009 )
(
12)
($ 73,021)
2020
$ 24,770

37,251
$ 62,021
$ 76

3,242
$ 3,318
2019

(
$ 308
38,896

3,257)
$ 35,947
2019
( $ 65,525 )
(
54)
($ 65,579)
2019










$ 14,952
42,841
$ 57,793
$ 2
3,240
$ 3,242

222

(6) Employee benefits expenses

Employee benefits expenses
Retirement benefits
Defined contribution pension
plan
Defined benefit plan (Note 15)
Other employee benefits
Total employee benefits expenses
Consolidation based on functions
Operating cost
Operating expenses
2020
$ 10,318
2,360
12,678
390,040
$ 402,718
$ 78,757
323,961
$ 402,718
2019













$ 11,523
3,372
14,895
390,935
$ 405,830
$ 68,477
337,353
$ 405,830

(7) Remuneration to the employees and the directors

According to the Company’s Articles of Association, based on the current year’s pre-tax income before deduction of the remuneration to employees and directors, no less than 1% and no greater than 8% of the balance is allocated as remuneration to employees, and no more than 3% for remuneration to directors. For 2020 and 2019, the remuneration to employees and directors was estimated based on the aforementioned pre-tax profit and the possible distributable amount according to the past experience.

The remuneration to employees and directors for 2020 and 2019 was resolved by the board of directors on March 22, 2021 and March 20, 2020, respectively, as follows:

Amount

follows:
Amount
Remuneration to
employees

Remuneration to
directors
2020
Cash
Stock
$ 49,441
$ -

14,262
-
2019
Cash
$ 49,441

14,262
Cash Stock
$ -
-
$ 45,368

13,087

If there are still changes in the amount specified in the individual financial statement after announcement, proceed to the accounting of change and adjusted for booking in the next fiscal year.

There is no difference between the remuneration to employees and directors actually distributed for 2019 and 2018 and the amount recognized in the individual financial statements for 2019 and 2018.

For information on the remuneration to employees and directors as resolved by the Company’s board of directors for 2020 and 2019, please visit the Market Observatory Post System of the Taiwan Stock Exchange.

223

(8) Foreign exchange gain (loss)

Foreign exchange gain (loss)
Total foreign exchange gains
Total foreign exchange gain
(loss)
Net profit (loss)
2020
$ 233,239
262,590)
$ 29,351)
2019

(
(

(
$ 243,201
204,305)
$ 38,896

19. Continuing department income tax

(1) Income tax recognized in profit or loss

The major components of income tax expense (income) are as follows:

2020
2019
Income tax expenses in the
current period
Accrued in current year
$ 153,388
$ 110,730
Additional levy on
undistributed earnings
95
4,672
Prior year adjustment
(
5,886)
(
21,624)
147,597
93,778
Deferred tax
Accrued in current year

32,867

73,123
Income tax expense recognized
in the profit or loss
$ 180,464
$ 166,901
Adjustment of accounting income and income tax expense are as follows:
2020
2019
Income before tax from
continuing operations
$ 889,955
$ 822,861
Income tax derived by applying
the statutory tax rate to
pre-tax net profit
$ 177,991
$ 164,572
Non-deductible expenses and
losses for tax purposes
10,212
11,478
Additional levy on
undistributed earnings
95
4,672
Unrecognized (recognizable)
deductible temporary
differences
(
1,948 )
7,803
Income tax expense of prior
years adjusted in the current
year
(
5,886)
(
21,624)
Income tax expense recognized
in the profit or loss
$ 180,464
$ 166,901
2019


(
$ 822,861
$ 164,572
11,478
4,672
7,803

21,624)
$ 166,901

224

(2) Income tax recognized in the other comprehensive profit or loss

2020 2019
Deferred tax
Accrued in current year
-Conversion of overseas
operating institutions $ 27,366 ( $ 86,584 )
-Unrealized gain or loss on
financial assets at fair value
through other
comprehensive income 85,493 5,935
-Reevaluation of determined
benefit plan
127
( 44)
Income tax recognized in the other
comprehensive profit or loss $ 112,986 ( $ 80,693)
(3) Current Tax Liability
December 31,2020 December 31,2019
Current Tax Liability
Payable income tax $ 148,927 $ 75,887
  • (4) Deferred income tax assets and liabilities

Changes in the deferred income tax assets and liabilities are as follows:

2020

2020
Deferred income tax assets
Temporary difference
Financial assets at fair value
through other comprehensive
profit or loss

Allowance to reduce inventory
to market
Unrealized exchange loss
Refund liability
Defined benefit pension plans
Vacation benefit payable
Exchange differences of foreign
operations


Deferred tax liabilities
Temporary difference
Financial assets at fair value
through other comprehensive
profit or loss

Investment gains of foreign
investment companies
Unrealized exchange gain
Real property, plant and
equipment
Reserve for land revaluation
increment tax (“LRIT”)

Balance,
beginning of
year
Recognized in
theprofit or loss
$ -

(
2,956 )
(
4,972 )
(
679 )
(
367 )
(
128 )

-

($ 9,102)

$ -

16,861
7,799
(
895 )

-

$ 23,765

Recognized in
the other
comprehensive
profit of loss
( $ 14,478 )

-

-

-
(
127 )

-
(
27,366)

($ 41,971)

$ 71,015

-
-

-

-

$ 71,015
Balance, end of
year





$ 14,478

6,180

4,972

3,721

11,097

2,056

142,169

$ 184,673

$ -

617,982
-
2,129

10,104

$ 630,215
(



(

(
(









$ -
3,224
-
3,042

10,603
1,928
114,803
$ 133,600
$ 71,015
634,843
7,799
1,234
10,104
$ 724,995

225

2019

2019
Deferred income tax assets
Temporary difference
Financial assets at fair value
through other comprehensive
profit or loss

Allowance to reduce inventory
to market
Unrealized exchange loss
Refund liability
Defined benefit pension plans
Vacation benefit payable
Exchange differences of foreign
operations


Deferred tax liabilities
Temporary difference
Investment gains of foreign
investment companies

Unrealized exchange gain
Real property, plant and
equipment
Reserve for land revaluation
increment tax (“LRIT”)
Others

Balance,
beginning of
year
Recognized in
theprofit or loss
$ -

844
4,972
(
2,289 )
(
2,614 )
(
96 )

-

$ 817

$ 79,234

(
1,923 )
(
479 )
-
(
2,892)

$ 73,940

Recognized in
the other
comprehensive
profit of loss
( $ 5,935 )
-
-

-

44

-

86,584

$ 80,693

$ -


-

-
-

-

$ -
Balance, end of
year





$ 20,413

5,336
-
6,010

13,667

2,152

55,585

$ 103,163

$ 538,748

1,923

2,608

10,104
2,892

$ 556,275
(














$ 14,478
6,180
4,972
3,721
11,097
2,056
142,169
$ 184,673
$ 617,982
-
2,129
10,104
-
$ 630,215

(5) Income tax audit

The profit-seeking enterprise income tax returns filed by the Company up to 2018 have been approved by the tax collection authority.

20. Earnings per share

Unit: NTD per share

Basic earnings per share
Diluted earnings per share
2020
$ 1.41
$ 1.40
2019


$ 1.30
$ 1.29

The earnings and weighted average common stock shares used in calculating the earnings per share are as follows:

Net profits of the current year

earnings per share are as follows:
Net profits of the current year
The net income applied to calculate
basic earnings per share
2020
$ 709,491
2019
$ 655,960

226

Shares
Weighted average common stock
shares used to calculate basic
earnings per share
Effect of dilutive potential common
stock:
Remuneration to employees
Weighted average common stock
shares used to calculate diluted
earnings per share
Unit: shares in thousands
2020
2019
504,901
504,915
3,103

2,731
508,004
507,646
Unit: shares in thousands
2020
2019
504,901
504,915
3,103

2,731
508,004
507,646
Unit: shares in thousands
2020
2019
504,901
504,915
3,103

2,731
508,004
507,646




504,915
2,731
507,646

Unit: shares in thousands

If the Company may choose to have the employee compensation distributed via a stock or cash dividend, calculate the diluted earnings per share, assuming that the bonus to employees is with a stock dividend distributed, with the weighted average number of shares outstanding included when the potential common stock has a diluted effect. When diluted EPS is calculated in the next year resolves the number of share distribution for employee compensation, the dilution effect is also considered for such potential common shares.

21. Changes in equity of subsidiary – no impact on control

The Company failed to subscribe for the shares issue by means of cash capital increase by subsidiary Dyna Rechi Co., Ltd. in proportion to its shareholding ratio in August 2019, resulting in the shareholding ratio falling from 45% to 42.20%.

Since the transaction above did not change the Company’s control over the subsidiary, the Company treated it as an equity transaction. Please refer to Note 27 of the Company’s 2020 consolidated financial statements for the details of the changes in equity of the subsidiary.

22. Capital risk management

Under the premise of capital management for assuring sustainable operation, the Company seeks to maximize return to shareholders through the optimization of debts and equity balance. There is no major change in the Company’s overall strategy.

The capital structure of the Company is composed of the net debt (i.e. borrowings less cash and cash equivalents) and equity (i.e. share capital, capital reserves, retained earnings, and other equity items).

The Company is not required to comply with other external capital requirements, except for the various commitments on long-term borrowings in Note 13.

The Company’s management reviews the capital structure yearly, and the reviews include taking into consideration the cost of capital and the risks associated with each class of capital. The Company will balance its overall capital structure by paying dividends, issuing new shares, buying back shares, borrowing new debts, or repaying old debts based on the suggestions of the key management.

227

23. Financial instruments

  • (1) Fair value information- Financial instruments that are not measured at fair value

The management of the Company believes that the carrying amount of financial assets and liabilities not measured by fair values approaches their fair values.

==> picture [439 x 307] intentionally omitted <==

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

(2) Information on fair value – financial instruments at fair value on repetition.
Fair value hierarchy
December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets at fair
value through other
comprehensive
profit or loss
Equity investment
- Listed stocks –
overseas $ 1,067,276 $ - $ - $ 1,067,276
December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets at fair
value through other
comprehensive
profit or loss
Equity investment
- Listed stocks –
overseas $ 639,810 $ - $ - $ 639,810
----- End of picture text -----

There were no transfers between Level 1 and Level 2 fair value in 2020 and 2019.

  • (2) Categories of financial instruments
2019.
Categories of financial instruments
Financial assets
Financial assets based on cost
after amortization (Note 1)
Financial assets at fair value
through other
comprehensive profit or loss
Equity investment
Financial liabilities
Based on cost after
amortization (Note 2)
December 31,2020
$ 3,654,510
1,067,276
7,792,667
December 31,2019
$ 3,017,448
639,810
7,774,746

Note 1: The balances include cash and cash equivalents, notes receivable, accounts receivable, other receivables, deposits, refundable deposits, and other financial assets measured at amortized cost.

228

Note 2: The balances include short-term borrowings, short-term notes payable, notes payable, accounts payable, other payables, guarantee deposits received, long-term borrowings, long-term notes payable, and other financial liabilities measured at amortized cost.

(3) Purpose and policy of financial risk management

The main financial instruments of the Company include investments in equity and debt instruments, accounts receivable, accounts payable, borrowings, and lease liabilities. The Company’s financial management department shall provide services to each business unit, to plan and coordinate operations in the domestic and international financial markets, and to monitor and manage the Company’s operation-related financial risks with the internal risk report, with the risk exposure analyzed in accordance with the degree and breadth of risks. These risks include market risk (including exchange rate risk, interest rate risk and other price risk), credit risk and liquidity risk.

The financial management department reports quarterly to the Company’s board of directors.

1. Market Risk

Due to the operating activities, the major financial risk faced by the Company is the foreign currency exchange rate risk (see (1) below) and interest rate risk (see (2) below). The Company manages the foreign currency exchange rate and interest rate risks using the natural hedging method.

The exposure of market risk of the financial instruments of the Company and the management and measurement of this risk remained unchanged.

  • (1) Exchange rate risk

The Company engages in foreign currency-denominated sales and purchase transactions; therefore, the Company is exposed to exchange rate risks. Approximately 97.55% of the Group’s sales are not denominated in the functional currency of any of the Group’s entity involved in the transaction, and approximately 97.57% of the cost is not denominated in the functional currency of any of the Group’s entity involved in the transaction. The Company manages the exposure to the exchange rate risk using the natural hedging method.

For the carrying amount of monetary assets and monetary liabilities denominated in non-functional currencies of the Company at the balance sheet date, please refer to Note 28.

Sensitivity analysis

The Company is mainly affected by fluctuations in the exchange rates of the USD and RMB.

The Branch’s sensitivity analysis for the exchange rate of NT dollar (the functional currency) to each relevant foreign currency increased or decreased by 1.7% is detailed as follows. The 1.7% sensitivity rate is used for the Branch’s reporting exchange rate risk to management; also, it is management’s reasonable estimation of the possible fluctuation in exchange rates. The sensitivity analysis includes only the outstanding monetary items in foreign currency; also, the translation at year-end is

229

adjusted in accordance with the changes in exchange rates by 1.7%. Each positive number in the following table represents the amount of increase in net profit before tax when NTD depreciates by 1.7% in relation to each relevant foreign currency; when NTD appreciates by 1.7% in relation to each relevant foreign currency, its effect on net profit before tax will be the negative number of the same amount.

Profit or loss Effect on USD(i)
2019
$ 21,929
Effect on RMB(ii)
2020
$ 21,577
2020
( $ 17,468 )
2019
( $ 28,769 )
  • (i) It is mainly derived from the Company’s outstanding USD-denominated bank deposits, receivables, and payables at the balance sheet date without cash flow hedging.

  • (ii) It is mainly derived from the Company’s outstanding RMB-denominated bank deposits, receivables, and payables at the balance sheet date without cash flow hedging.

(2) Interest rate risk

Because the Company holds assets and borrowings with fixed and floating interest rates at the same time, the interest rate risk has arisen. The Company manage interest rate risk by maintaining an appropriate combination of fixed and floating rate.

The carrying amount of financial assets and liabilities of the Company under interest rate exposure on balance sheet date is as follows:


With fair value interest
rate risk
- Financial assets
- Financial liabilities
Contain cash flow
interest rate risk
- Financial assets
- Financial liabilities
December 31,2020
$ -
1,206,703
230,048
4,198,626
December 31,2019
$ -
335,900
71,805
4,999,879

Sensitivity analysis

The following sensitivity analyses are based on the interest rate risk exposure of the non-derivative instruments on the balance sheet date. For assets and liabilities with floating interest rates, the analysis method is based on the assumption that the amount of assets and liabilities outstanding at the balance sheet date is outstanding throughout the reporting period. The rate of change used when the interest rates are reported to key management in the Company is 100 base points for increase or decrease in interest rates, which also represents the reasonably possible range of changes in interest rates determined by the management.

230

If the interest rate increased by 100 base points, with all other variables remaining unchanged, the Company’s 2020 and 2019 net profit before tax would have decreased by NT$39,686 thousand and NT$49,281 thousand, respectively, mainly due to the Company’s exposure to the risk of changes in the interest rate.

  • (3) Other price risks.

The Group is exposed to equity price risk due to investment in foreign listed stocks.

Sensitivity analysis

The sensitivity analysis below is based on the exposure to the equity price risk at the balance sheet date.

If the equity price increased/decreased by 1%, other comprehensive income before tax for 2020 and 2019 would have increased/decreased by NT$10,673 thousand and NT$6,398 thousand, respectively due to the increase/decrease in the fair value of financial assets at fair value through other comprehensive income.

2. Credit Risk

Credit risk refers to the risk that the counter party delays the contractual obligation resulting in the financial loss of the Company. As of the balance sheet date, the maximum credit risk exposure that might cause the Company to suffer financial losses due to the counterparty’s failure to perform its obligations and the financial guarantees provided by the Company was derived from the carrying amount of financial assets recognized in the individual balance sheet and the amount of contingent liabilities arising from the financial guarantees provided by the Company.

Except for the Company’s top five customers, the Company does not have any major exposure to the credit risk of any single counterparty or any group of counterparties with similar characteristics. When the counterparty is an affiliated company, the Company defines it as a counterparty with similar characteristics. In 2020 and 2019, the Company’s concentration of credit risk on the top five customers did not exceed 54% of the total monetary assets, and the concentration of credit risk on other counterparties did not exceed 3% of the total monetary assets.

231

The Company’s credit risk is mainly concentrated on the top five customers. As of December 31, 2020 and 2019, the percentage of the total accounts receivable from the aforementioned customers was 72% and 70%, respectively.

3. Liquidity Risk

The Company has supported the business operation and mitigated the impact of changes in cash flow by managing and maintaining sufficient cash and cash equivalent position. The Company’s management monitors the use of banking facilities and ensures the compliance of loan agreement.

Bank loan is a main source of liquidity to the company. For the Company’s bank financing amount not drawn down as of December 31, 2020 and 2019, please refer to the description of (2) regarding the financing amount below.

(1) Liquidity and interest rate risk table of non-derivative financial liabilities

Non-derivative financial liabilities remaining contract maturity analysis is prepared in accordance with the Company’s undiscounted cash flow (including principal and estimated interest) of financial liabilities on the earliest possible repayment date upon request. The following table shows the earliest times that the Company may be demanded to make immediate repayment of bank loans, without considering the likelihood of such demands. Maturity analysis of other non-derivative financial liabilities is prepared based on the agreed repayment date.

December 31, 2020

N on-derivative
financial liabilities
o interest-bearing
liabilities

ease liabilities
struments with
floating interest
rates
struments with
fixed interest rates
nancial guarantee
liabilities

Payment on
demand or less
than 1 month
$ 49,809

127
3,433

542,179
3,780,097

$ 4,375,645
1 to 3 months
$ 2,323,146

131
6,866
665,449
-

$ 2,995,592
3 months to 1
year
$ 13,891

589
30,899
-
-

$ 45,379
1 to 5years
$ 492

988
4,132,745
-
-

$ 4,134,225
Over 5years











$ -
-
149,432
-
-
$ 149,432
N
L
In
In
Fi

December 31, 2019

N on-derivative
financial liabilities
o interest-bearing
liabilities

ease liabilities
struments with
floating interest
rates
struments with
fixed interest rates
nancial guarantee
liabilities

Payment on
demand or less
than 1 month
$ 48,990

105
4,811

129,471
5,262,514

$ 5,445,891
1 to 3 months
$ 2,367,534

216
9,622
213,330
-

$ 2,590,702
3 months to 1
year
$ 22,151

933
43,297
-
-

$ 66,381
1 to 5years
$ 292

68
5,056,166
-
-

$ 5,056,526
Over 5years











$ -
-
60,228
-
-
$ 60,228
N
L
In
In
Fi

232

The amount of the financial guarantee contracts above is the maximum amount that the Company may have to pay to fulfill the guarantee obligation if the holders of the financial guarantee contracts ask the guarantor for the full guarantee amount. However, based on the expectations at the balance sheet date, the Company believes that it is unlikely that the payments for said contracts will be made.

(2) Financing amount

Financing amount

Secured bank loan
- The loan quota used
- The loan quota not yet
used
Unsecured bank loan amount
- The loan quota used
- The loan quota not yet
used
December 31,2020
$ 1,600,000

170,880
$ 1,770,880
$ 3,805,329
3,327,971
$ 7,133,300
December 31,2019










$ 1,600,000
179,880
$ 1,779,880
$ 3,735,779
3,277,481
$ 7,013,260

(5) Information on transfer of financial assets

The relevant information on the factoring of the Company’s accounts receivable not due at the end of the year is as follows:

December 31, 2020

Counterparties

DBS Bank
Limited
Amount factored
$ 82,215

Reclassified to
other receivables
$ -
Amount
available
$ -
Amount drawn
down
$ 82,215
Amount
drawn down
Annual rate
(%)
0.85%

According to the agreement of the factoring contract, the losses arising from business disputes (such as sales returns or discounts) shall be borne by the Company, and the losses arising from the credit risk shall be borne by the bank.

24. Related party transactions

Except as disclosed in other notes, transactions between the Company and related parties are also as follows:

  • (1) Name of related parties and the relations

Name Relationship with the Company Rechi Holdings Co., Ltd. Subsidiary Rechi Precision (Qingdao) Electric Machinery Limited Subsidiary TCL Rechi (Huizhou) Refrigeration Equipment Company Limited Subsidiary Rechi Precision (Huizhou) Mechanism Company Subsidiary Rechi Refrigeration Dongguan Co., Ltd. Subsidiary Rechi Precision (Jiujiang) Electric Machinery Limited Subsidiary

(Continued on next page)

233

(Continued from previous page)

(2)
(3)
Name




Relationshipwith the Company Relationshipwith the Company Relationshipwith the Company Relationshipwith the Company Relationshipwith the Company
Subsidiary
Subsidiary
Subsidiary
Investor with
Subsidiary of
Subsidiary of
2020
significant influence
Sampo Corporation
Sampo Corporation
2019
$ 85,392

3,314
$ 88,706
2019




$ 85,392
3,314
$ 88,706
2019



$ 4,115,909
2,099,037
861,000
197,290
$ 7,273,236

Compared with other customers, there is no significant difference in the price and payment terms of transactions between the Company and its related parties.

  • (4) Receivables from concerned parties (excluding loans borrowed from concerned parties)
parties)
Account titles in
book
Notes
receivable-related
party

Accounts receivable
– related parties

Type and Name of related
party
Investor with significant
influence

Subsidiary

Investor with significant
influence

December 31,
2020
$ -

$ 27,162


1,277

$ 28,439
December 31,
2019






$ 9
$ 25,821
96
$ 25,917

(Continued on next page)

234

(Continued from previous page)

Account titles in
book
Other receivables –
related parties

Type and Name of related
party
Subsidiary
Rechi Precision
(Jiujiang) Electric
Machinery Limited

Rechi Precision
(Qingdao) Electric
Machinery Limited
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Huizhou)
Mechanism
Company
Others
Investor with significant
influence

December 31,
2020
$ 4,665

1,249
3,046
4,637
1,108

34

$ 14,739
December 31,
2019
December 31,
2019




$ 21,416
31,799
15,889
-
4,011
-
$ 73,115

The outstanding receivables from the related party are without any guarantees collected. No allowance for losses was provided for accounts receivable from related parties in 2020 and 2019.

(5) Payables to concerned parties (excluding loans borrowed from concerned parties)

Account titles in
book
Accounts payable –
related parties

Other payables
Type and Name of
relatedparty
Subsidiary
Rechi Precision
(Qingdao) Electric
Machinery Limited

TCL Rechi
(Huizhou)
Refrigeration
Equipment
Company Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Others


Subsidiary
December 31,
2020
$ 1,522,264

346,989
254,770

143,909

$ 2,267,932

$ 109
December 31,
2019
December 31,
2019






$ 1,207,282
812,628
252,389
81,288
$ 2,353,587
$ 396

For balance of payables to concerned parties outstanding, no guarantee has been provided.

235

(6) Loans to related parties (including interest receivable)

Type and Name of relatedparty
Rechi Precision (Qingdao)
Electric Machinery Limited
Rechi Precision (Jiujiang)
Electric Machinery Limited
Dyna Rechi Jiujiang Co., Ltd.
December 31,2020
$ 351,044
351,805
219,377
$ 922,226
December 31,2019 December 31,2019





$ 346,646
-
-
$ 346,646

The interest rate of the short-term loans provided by the Company to its subsidiaries is similar to the market interest rate. The interest income from loans to subsidiaries for 2020 and 2019 was NT$9,717 thousand and NT$7,610,000, respectively.

  • (7) Lease agreement
respectively.
Lease agreement
Type and Name of relatedparty
Interest expenses
Investor with significant
influence
Rent expense
Investor with significant
influence
2020
$ -
$ 532
2019


$ 28
$ 88

The rent of the lease contract between the Company and the above-mentioned related parties is determined through negotiation with reference to the market conditions and is paid on a quarterly basis in accordance with the general payment terms.

terms.
The total amount of lease
payments to be paid in the
future
December 31,2020
$ 442
December 31,2019
$ 442

(8) Remuneration to the management

Remuneration to the management
Short-term employee benefits
Retirement benefits
2020
$ 47,688
646
$ 48,334
2019




$ 62,937
646
$ 63,583

The remuneration of directors and other key management personnel is determined by the Remuneration Committee after considering the factors, including industry standards and market conditions and taking into account their education and experience, seniority, work performance, and company profitability.

236

25. Pledged assets

The following assets have been provided as collateral for borrowings from banks:

Proprietary land
Building
December 31,2020
$ 207,567
224,689
$ 432,256
December 31,2019 December 31,2019




$ 207,567
236,009
$ 443,576

26. Significant contingent liabilities and unrecognized contractual commitments

In addition to those disclosed in other notes, the significant commitments and contingencies of the Company as of balance sheet date were as follows:

  • (1) Unrecognized material contractual commitments
Purchase of property, plant, and
equipment
RMB
NTD
USD
December 31,2020
$ 5,700
2,160
84
December 31,2019
$ 45,609
20,332
-
  • (2) The Company has commissioned the bank to issue letters of guarantee to the Customs Administration for the post-release duty payments for imported goods. As of December 31, 2020, the amount of the letters of guarantee issued by the bank was NT$10 thousand.

27. Other information

Due to the global pandemic, governments of various countries have successively implemented various pandemic prevention and control measures, including extended holidays, temporary suspension of work, and work from home, resulting in a reduction in the number of operating and production days in some areas. However, as the period for which the Company suspended the work was extremely short, the impact on the Company’s production was not significant. As the domestic pandemic slows down and government policies are gradually loosened, the Company expects that its operations will gradually return to normal. However, as the international pandemic development is still uncertain, the Company will continue to pay attention to the development of the pandemic and take appropriate countermeasures to reduce the impact on its operations.

28. Information of foreign currency assets and liabilities with significant effects

The following information is expressed in foreign currencies other than the functional currencies of each entity within the Company; also, the exchange rate disclosed refers to the exchange rate used for having such foreign currency converted into the functional currency. Foreign currency assets and liabilities with significant influence as follows:

237

December 31, 2020

Foreign currency
Foreign currency
assets
Monetary items
USD
$ 58,782

RMB

212,370

EUR

30,441

Non-monetary
items
Financial assets at
fair value
through other
comprehensive
profit or loss
EUR
30,476
Subsidiaries
accounted for
under the equity
method
USD
389,479



Foreign currency
liabilities


Monetary items

USD

14,216

RMB

447,785

EUR

1,381

December 31, 2019
Foreign currency
Foreign currency
assets
Monetary items
USD
$ 57,190

RMB

81,917

EUR

26,738

Non-monetary
items
Financial assets at
fair value
through other
comprehensive
profit or loss
EUR
19,048
Subsidiaries
accounted for
under the equity
method
USD
362,660
Exchange rate
28.48 (USD : NTD)

4.3648 (RMB : NTD)
35.02 (EUR : NTD)
35.02 (EUR : NTD)
28.48 (USD : NTD)
28.48 (USD : NTD)
4.3648 (RMB : NTD)
35.02 (EUR : NTD)
Exchange rate
29.98 (USD : NTD)

4.2975 (RMB : NTD)
33.59 (EUR : NTD)
33.59 (EUR : NTD)
29.98 (USD : NTD)
Bookvalue
$ 1,674,105
926,957
1,066,034
1,067,276
11,092,363
404,870
1,954,497
48,354
Book value


Foreign currency
assets
Monetary items
USD

RMB

EUR

Non-monetary
items
Financial assets at
fair value
through other
comprehensive
profit or loss
EUR
Subsidiaries
accounted for
under the equity
method
USD
$ 1,714,568
352,035
898,145
639,810
10,872,539

(Continued on next page)

238

(Continued from previous page)

Foreign currency
liabilities

Monetary items
USD

RMB

EUR
Foreign
currency


$ 14,164

475,699

10,275
Exchange rate
29.98 (USD : NTD)

4.2975 (RMB : NTD)
33.59 (EUR : NTD)
Book value
$ 424,628
2,044,308
345,128

The unrealized foreign currency exchange gains and losses with a material impact are as follows:

Foreign
currency
USD
RMB

EUR
2020 Net exchange
losses(gains)
$ 16,573
8,481


41,152
$ 66,206
2019
Exchange rate
28.48 (USD : NTD)

4.3648 (RMB : NTD)
35.02 (EUR : NTD)

Exchange rate
29.98 (USD : NTD)

4.2975 (RMB : NTD)
33.59 (EUR : NTD)

Net exchange
losses(gains)


(
(
(
$ 40,157 )
21,315

13,263)
$ 32,105)

29. Notes of disclosure

  • (1) Information about important transactions:

  • The Loaning of funds: Table 1.

  • Endorsement and Guarantee: Table 2.

  • Marketable securities held at the end of the period (excluding investment in subsidiaries, associates, and joint ventures): Table 3.

  • The cumulative purchase or sale of the same security for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The acquisition of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The disposal of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: None.

  • The purchase or sale with the related party for an amount exceeding NT$100 million or 20% of paid-in capital: Table 4.

  • Accounts receivable-related party reaching NTD 100 million or more than 20% of the Paid-in shares capital: Table 5.

  • Trading in derivative instruments: N/A.

  • (2) Information on investees: Table 6.

239

  • (3) Information regarding investment in the territory of Mainland China:

  • The name of the investee in Mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, current profit or loss and investment gains or losses recognized, ending balance, amount received as earnings distributions from the investment, and the limitations on investment: Table 7.

  • Significant direct or indirect transactions with the investee in Mainland China through third regions, its prices, terms of payment, and unrealized gain or loss: Please see Table 8 attached.

    • (1) Input amounts, percentages, balance, and percentages of relevant payable at end of the term.

    • (2) Sales amounts, percentages, balance, and percentages of relevant receivables at end of the term.

    • (3) Amount of property transaction and amount of the profit and/or loss so incurred.

    • (4) Balance and purposes of endorsements/guarantees or collateral provided at end of the term.

    • (5) The highest balance of fund financing balance at end of the term, range of interest rates and total amount of interest in the current term.

    • (6) Other transactions having significant effect upon profit and/or loss or financial standing of the current term, e.g. provision or acceptance of services.

  • (4) Information on major shareholders: Names of shareholders with a shareholding ratio of more than 5%, number of shares held, and percentage: Table 9.

240

RECHI PRECISION CO., LTD. and its subsidiaries

The Loaning of Funds

For the Year Ended December 31, 2020

Table 1

Unit: NTD thousand or in thousands in foreign currencies

No. The lender of fund The borrower of
fund
Transaction
title
Are
they
related
parties
Maximum balance
– current period
(Note 3)
Balance, ending
(Note 3)
The actual
amounts disbursed
(Note 3)

Interest
rate
collars
Nature of
financing
(Note 1)
Amount of
business
transactions
Reasons for the
necessity of
short-term
financing
Amount of
provision for bad
debts
Collateral Collateral Limit of financing
particular
beneficiary
(Note 2)
Total limit of
financing
(Note 2)
Note
Name Value
0
0
0
1
2
3
3
RECHI
PRECISION
CO., LTD.
RECHI
PRECISION
CO., LTD.
RECHI
PRECISION
CO., LTD.
Rechi Holdings Co.,
Ltd.
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dongguan Rechi
Compressor Co.,
Ltd.
Dongguan Rechi
Compressor Co.,
Ltd.
Rechi Precision
(Qingdao)
Electric
Machinery
Limited
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.

Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Jiujiang)
Electric
Machinery
Limited
Dyna Rechi Jiujiang
Co., Ltd.
Other
receivables
Other
receivables

Other
receivables
Other
receivables

Other
receivables
Other
receivables

Other
receivables
Yes
Yes
Yes
Yes
Yes
Yes
Yes
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 523,778
( RMB 120,000 )
NTD 130,944
( RMB
30,000 )
NTD 130,944
( RMB
30,000 )
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 130,944
( RMB
30,000 )
NTD
-
( RMB
- )
NTD 130,944
( RMB
30,000 )
NTD 349,185
( RMB
80,000 )
NTD 349,185
( RMB
80,000 )
NTD 218,241
( RMB
50,000 )
NTD 1,281,600
( USD
45,000 )
NTD 130,944
( RMB
30,000 )
NTD
-
( RMB
- )
NTD 130,944
( RMB
30,000 )
1.40%
1.40%
1.40%
0.00%~
2.00%
2.60%~
4.46%
2.80%
3.15%
2
2
2
2
2
2
2
$ -
-
-
-
-
-
-
Working capital
Working capital
Working capital
Working capital
Working capital
Working capital
Working capital
$ -

-

-

-

-

-

-












NTD
883,824
NTD
883,824
NTD
883,824
NTD 11,199,751
NTD
806,924
NTD
142,407
NTD
142,407
NTD 1,767,649
NTD 1,767,649
NTD 1,767,649
NTD 11,199,751
NTD
806,924
NTD
142,407
NTD
142,407






Note 1: (1) There are business transactions going on.

  • (2) There is a need for short-term financing.

Note 2: (1) The Company’s limit of financing for individual recipients and the total limit of financing shall not exceed 10% and 20% of the net worth of the Company as in the latest financial statements, respectively.

(2) Rechi Holdings Co., Ltd.’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

(3) Rechi Precision (Jiujiang) Electric Machinery Limited’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

(4) Dongguan Rechi Compressor Co., Ltd.’s limit of financing for individual recipients and the total limit of financing shall not exceed 40% of the net worth of the Company as in the latest financial statements; however, for those located overseas who directly and indirectly hold 100% of the voting shares of the company and have a need for purchase of materials or working capital, the limit of financing shall not exceed the net worth of the Company as in the latest financial statements.

Note 3: Measured based on the exchange rate at the end of the period.

241

Unit: NTD thousand or in thousands in foreign currencies

RECHI PRECISION CO., LTD. and its subsidiaries

Endorsements and guarantees made for others

For the Year Ended December 31, 2020

Table 2

No. The company providing
the endorsement and/or
guarantee
The party receiving the endorsement and/or
guarantee
The party receiving the endorsement and/or
guarantee
The limit of
endorsements
and/or guarantees
to a single
business entity
(Notes 4 and 6)
The highest
balance of
endorsements
and/or guarantees
in the current
period
The balance of
endorsements
and/or guarantees
at the end of the
period (Note 6)
The actual
amounts disbursed
(Note 6)

The endorsements
and/or guarantees
secured with
property
Ratio of
cumulative
endorsement
and guarantee
to net worth in
the most recent
financial
statement(%)

The upper limit of
an endorsement
and/or guarantee
(Notes 4 and 6)
Guarantee
and
endorsem
ent of
parent
company
to
subsidiary

Guarantee
and
endorsem
ent by
subsidiary
to parent
company


Guarantee
and
endorsem
ent in
Mainland
China

Note
Company name Relation
0
0
0
1
2
2
RECHI PRECISION CO.,
LTD.
RECHI PRECISION CO.,
LTD.
RECHI PRECISION CO.,
LTD.
Rechi Precision (Qingdao)
Electric Machinery
Limited
(Note 5)
Dyna Rechi Co., Ltd.
Dyna Rechi Co.,Ltd.
Rechi Holdings Co., Ltd.
Rechi Precision (Qingdao)
Electric Machinery Limited
Rechi Precision (Jiujiang)
Electric Machinery Limited
Qingdao Rechi Electric
Machinery Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Ablek TechnologyCo.,Ltd.
Note 1

Note 2

Note 2
Note 3(2)
Note 2
Note 1
$ 8,838,243
8,838,243
8,838,243
NTD 4,480,152
( RMB 1,026,424 )
581,450
581,450
NTD 2,779,641
( USD
90,500 )
NTD
739,448
( USD
24,000 )
NTD 1,872,809
( USD
51,000 )
( RMB
70,000 )
NTD 1,770,651
( RMB
410,000 )
NTD
188,070
( USD
6,000 )
NTD
30,000
NTD 2,164,480
( USD
76,000 )
NTD
227,840
( USD
8,000 )
NTD 1,387,777
( USD
38,000 )
( RMB
70,000 )
NTD 1,265,797
( RMB
290,000 )
NTD
85,440
( USD
3,000 )
NTD
30,000
NTD 1,167,680
( USD
41,000 )
NTD
113,920
( USD
4,000 )
NTD
526,937
( USD
8,500 )
( RMB
65,262 )
NTD 1,213,419
( RMB
278,000 )
NTD
-
( USD
- )
NTD
-
$ -
-
-
-
-

-

24%

3%

16%

28%

7%

3%
$ 13,257,365
13,257,365
13,257,365
NTD 6,720,228
( RMB 1,539,636 )
581,450
581,450
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
Y
Y
Y
Y
N

Note 1: Subsidiaries in which at least 50% of the ordinary shares are held directly by the Company.

Note 2: Investees in which at least 50% of the ordinary shares are held by the Company and its subsidiaries in total.

Note 3: (1) A company with which it does business.

  • (2) Companies that are endorsed and guaranteed by each shareholder based on their shareholding ratio because of a joint investment relationship.

  • Note 4: (1) The upper limit of the Company’s endorsement/guarantee provided to each entity is NT$8,838,243 (net worth) × 100% = NT$8,838,243.

  • (2) The upper limit of the Company’s endorsements/guarantees provided is NT$8,838,243 (net worth) × 150% = NT$13,257,365.

  • (3) The upper limit of the Rechi Precision (Qingdao) Electric Machinery Limited’s endorsement/guarantee provided to each entity is RMB 1,026,424 (net worth) × 100% = RMB 1,026,424.

  • (4) The upper limit of the Rechi Precision (Qingdao) Electric Machinery Limited’s endorsements/guarantees provided is RMB 1,026,424 (net worth) × 150% = RMB 1,539,636.

  • (5) The upper limit of the Dyna Rechi Co., Ltd.’s endorsement/guarantee provided to each entity is NT$1,162,900 (net worth) × 50% = NT$581,450.

  • (6) The upper limit of the Dyna Rechi Co., Ltd.’s endorsements/guarantees provided is NT$1,162,900 (net worth) × 50% = NT$581,450.

  • Note 5: The amount endorsement/guarantee provided by the Rechi Precision (Qingdao) Electric Machinery Limited to the Qingdao Rechi Electric Machinery Sales Company is jointly endorsed by the Rechi Precision (Qingdao) Electric Machinery Limited and the TCL Rechi (Huizhou) Refrigeration Equipment Company Limited.

  • Note 6: Measured based on the exchange rate at the end of the period.

Note 7: The Company provides letters of guarantee issued by banks of NT$10,000 thousand to the Customs Administration as an endorsement/guarantee for tariff.

Note 8: Subsidiary Dyna Rechi Co., Ltd. provides letters of guarantee issued by banks of NT$500 thousand to the Customs Administration as an endorsement/guarantee for tariff.

242

RECHI PRECISION CO., LTD. and its subsidiaries

Marketable securities held – end of year

December 31, 2020

Table 3

Unit: Thousand shares/NTD thousand or in thousands in foreign currencies

Holding company Types and names of securities Relationship with the
securities issuer
Account titles in book At ending At ending At ending Note
Number of shares Book value Shareholding
ratio

Fair value
RECHI PRECISION CO., LTD.
Rechi Investments Co., Ltd.
Rechi Refrigeration Dongguan
Co., Ltd.
Dongguan Rechi Compressor Co.,
Ltd.
D-Shares of Qingdao Haier Co.,
Ltd.
China Steel Corporation
Sharp Corporation
Bigbest Solutions, Inc.
Magnpower Corporation
Accumulation wealth management
product
Zhao-Jin wealth management
product of China Merchants
Bank Co., Ltd.
Fu-Guo-Ying-Jia No. 2 wealth
management product
Accumulation wealth management
product
Fu-Guo-Ju-Bao-Pen No. 6 wealth
management product
Fu-Guo-Ying-Jia No. 1 wealth
management product
None
None
None
None
None
None
None
None
None
None
None
The financial assets measured
for the fair values through
other comprehensive
income- current
The financial assets measured
for the fair values through
other comprehensive
income- current
Financial assets at fair value
through profit or loss –
current
The financial assets measured
for the fair values through
other comprehensive
income – non-current
The financial assets measured
for the fair values through
other comprehensive
income – non-current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
19,048
2,218
20
600
3,000
-
-
-
-
-
-
$ 1,067,276
54,906
8,643
-
25,500
21,824
19,642
43,648
7,857
87,296
96,026
-
-
-
0.9%
7.5%
-
-
-
-
-
-
$ 1,067,276
54,906
8,643
-
25,500
21,824
19,642
43,648
7,857
87,296
96,026
Note 1
Note 1
Note 1
-
-
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

(Continued on next page)

243

(Continued from previous page)

Holding company Types and names of securities Relationship with the
securities issuer
Account titles in book At ending At ending At ending Note
Number of shares Book value Shareholding
ratio

Fair value
Qingdao Rechi Electric Machinery
Sales Company
Rechi Precision (Qingdao) Electric
Machinery Limited
TCL Rechi (Huizhou)
Refrigeration Equipment
CompanyLimited
Min-Sheng-Cui-Zhu – Thursday
Public Sharing wealth
management product
Min-Sheng-Cui-Zhu – Friday
Public Sharing wealth
management product
Fu-Guo-Ju-Bao-Pen No. 3 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 12 wealth
management product
e-Ling-Tong wealth management
product of Industrial and
Commercial Bank of China
Limited
Bu-Bu-Zeng-Ying wealth
management product of Hua Xia
Bank
e-Ling-Tong wealth management
product of Industrial and
Commercial Bank of China
Limited
Min-Sheng-Cui-Zhu – Wednesday
Public Sharing wealth
management product
Accumulation wealth management
product
Fu-Guo-Ju-Bao-Pen No. 5 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 13 wealth
management product
Fu-Guo-Ju-Bao-Pen No. 10 wealth
management product
None
None
None
None
None
None
None
None
None
None
None
None
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
Financial assets at fair value
through profit or loss –
current
-
-
-
-
-
-
-
-
-
-
-
-
$ 244,430
39,283
43,648
43,648
30,554
78,567
52,378
43,648
34,919
130,944
43,648
43,648
-
-
-
-
-
-
-
-
-
-
-
-
$ 244,430
39,283
43,648
43,648
30,554
78,567
52,378
43,648
34,919
130,944
43,648
43,648
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

Note 1: The fair values were calculated based on the closing prices of the stocks, funds, and investees at the end of December 2020.

Note 2: The fair value measurement is based on the quoted prices offered the counterparties as the valuation techniques and significant unobservable inputs to calculate the expected return on such investments.

244

Unit: NT$1 thousand

RECHI PRECISION CO., LTD. and its subsidiaries

Total Purchases from or Sales to Related Parties Amounting to at least NT$100 Million or 20% of the Paid-in Capital

For the Year Ended December 31, 2020

Table 4

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general trade
and reasons
Trading terms different from general trade
and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total purchase
(sale) (%)

The credit period
Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
RECHI PRECISION
CO., LTD.
Rechi Refrigeration
Dongguan Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration
Equipment
Company Limited
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Rechi Refrigeration
Dongguan Co., Ltd.

TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
RECHI PRECISION
CO., LTD.
Rechi Precision
(Huizhou)
Mechanism Company
RECHI PRECISION
CO., LTD.
Rechi Refrigeration
Dongguan Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of GR
Holdings (Hong
Kong) Limited
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Subsidiary of Rechi
Holdings Co., Ltd.
Ultimate parent
company
Subsidiary
Ultimate parent
company
Subsidiary of GR
Holdings (Hong
Kong) Limited
Purchase
Purchase
Purchase
Purchase
Sale
Purchase
Sale
Sale
Sale
Purchase
Sale
Sale
Purchase
$ 1,625,113
4,662,092
1,013,994
346,722
1,459,465
149,116
215,446
173,202
346,722
1,231,259
1,625,113
149,116
1,459,465
20
58
13
4
64
7
10
8
15
24
30
3
29
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
60–90 days from
reimbursement
O/A with net 90 days
via T/T
60–90 days from
reimbursement
O/A with net 60 days
via T/T
O/A with net 60 days
via T/T
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 30–120
days
O/A with net 60–90 days
via T/T
O/A with net 60–90 days
via T/T
O/A with net 60–90 days
via T/T
O/A with net 60–90 days
via T/T
O/A with net 60–90 days
via T/T
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
Accounts
payable
Accounts
payable
Accounts
payable
Accounts
payable

Accounts
receivable

Accounts
payable

Accounts
receivable

Accounts
receivable

Accounts
receivable

Accounts
payable
Payable notes

Accounts
receivable

Accounts
receivable

Accounts
payable
$ 346,989
1,522,264
254,770
143,836
443,025
11,163
61,568
117,700
143,836
478,238

811,856
346,989
11,163
443,025
15
66
11
6
55
3
8
15
18
35
33
21
1
33

(Continued on next page)

245

(Continued from previous page)

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general trade
and reasons
Trading terms different from general trade
and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total purchase
(sale) (%)

The credit period
Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
Rechi Precision
(Huizhou)
Mechanism
Company
Rechi Precision
(Qingdao) Electric
Machinery Limited
Qingdao Rechi
Electric Machinery
Sales Company
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Qingdao Rechi Electric
Machinery Sales
Company
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
RECHI PRECISION
CO., LTD.
Qingdao Rechi Electric
Machinery Sales
Company
Rechi Refrigeration
Dongguan Co., Ltd.
Qingdao China Steel
Precision Metal Co.,
Ltd.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Qingdao) Electric
Machinery Limited
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Dyna Rechi Jiujiang
Co., Ltd.
Qingdao Rechi Electric
Machinery Sales
Company
RECHI PRECISION
CO., LTD.
Subsidiary
Parent company
Ultimate parent company
Subsidiary
Subsidiary of GR
Holdings (Hong Kong)
Limited
Affiliated enterprises
Subsidiary of Rechi
Holdings Co., Ltd.
Parent company
Parent company
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of Dyna Rechi
Holdings Co., Ltd.
Subsidiary of TCL Rechi
(Huizhou) Refrigeration
Equipment Company
Limited and Rechi
Precision (Qingdao)
Electric Machinery
Limited
Ultimate parent company
Sale
Sale
Sale
Sale
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase

Sale
Sale
$ 3,645,737
1,231,259
4,662,092
2,529,031

215,446

430,365

107,824

3,645,737

2,529,031

3,338,211

294,160
3,338,211
1,013,994
67
99
65
35
3
7
2
37
26
34
3
73
22
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 90 days
via T/T
60–90 days from
reimbursement
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via T/T
7 days from arrival of
goods/O/A via
180-day bank
acceptance bill
O/A with net 90 days
via T/T
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
O/A with net 60 days
via 180-day bank
acceptance bill
60–90 days from
reimbursement
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–150
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 60 days via
180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
Accounts
receivable
Notes
receivable
Accounts
receivable
Notes
receivable
Accounts
receivable
Accounts
receivable
Notes
receivable
Accounts
payable
Accounts
payable
Payable notes
Accounts
payable
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
payable
Payable notes
Accounts
receivable
Notes
receivable
Accounts
receivable
$ 1,224,352
159,274
478,238
811,856
1,522,264
556,026
255,282
61,568
44,867

7,376
41,791
1,224,352

159,274
556,026

255,282
1,197,283

1,072,817
66,101

47,402
1,197,283
1,072,817
254,770
75
9
100
100
73
27
40
5
4
-
4
40
5
18
8
39
34
2
2
78
95
17

(Continued on next page)

246

(Continued from previous page)

Purchase (sale)
company
Counterparties Relation Transactions Transactions Trading terms different from general trade
and reasons
Trading terms different from general trade
and reasons
Notes and accounts receivable Notes and accounts receivable (payable) Note
Purchase
(sale)
Amount Proportion to
total
purchase
(sale) (%)
The credit period Unit price The credit period Title Balance Proportion to
notes and
accounts
receivable
(payable) (%)
Dyna Rechi Jiujiang
Co., Ltd.
Dyna Rechi Co., Ltd.
Ablek Technology
Co., Ltd.
Ablek Technology
Ltd.
Rechi Refrigeration
Dongguan Co., Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Qingdao) Electric
Machinery Limited
Jiangxi Baida Precision
Manufacturing Corp.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Qingdao Rechi Electric
Machinery Sales
Company
Dyna Rechi Co., Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Ablek Technology Ltd.
Ablek Technology Co.,
Ltd.
Subsidiary of GR
Holdings (Hong
Kong) Limited
Subsidiary of Dyna
Rechi Holdings Co.,
Ltd.
Subsidiary of Rechi
Investments Holdings
Co., Ltd.
Affiliated enterprises
Subsidiary of Rechi
Holdings Co., Ltd.
Subsidiary of TCL
Rechi (Huizhou)
Refrigeration
Equipment Company
Limited and Rechi
Precision (Qingdao)
Electric Machinery
Limited
Parent company
Sub-subsidiary
Sub-subsidiary
Parent company
Purchase
Purchase
Sale
Purchase
Sale
Sale
Sale
Purchase
Purchase
Sale
$ 173,202
1,713,205
107,824
206,562
1,713,205
294,160
185,449
185,449
199,089
199,089
4
39
2
5
77
13
8
85
100
69
O/A with net 60 days
via T/T
O/A with net 90 days
via T/T
O/A with net 90 days
via T/T
O/A with net 30 days
via 180-day bank
acceptance bill
O/A with net 90 days
via T/T
O/A with net 60 days
via 180-day bank
acceptance bill
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
No significant
difference
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120
days/O/A with net 60
days via 180-day bank
acceptance bill
O/A with net 30–120 days
O/A with net 30–120 days
O/A with net 30–120 days
Accounts
payable
Accounts
payable
Payable notes
Accounts
receivable
Accounts
payable
Payable notes
Accounts
receivable
Notes
receivable
Accounts
receivable
Notes
receivable
Accounts
receivable
Accounts
payable
Accounts
payable
Accounts
receivable
$ 117,700
279,538

8,730
41,791
89,852

57,083
279,538
8,730
66,101
47,402
69,997
69,997
67,485
67,485
12
28
1
3
9
7
65
15
15
83
17
90
100
93

247

RECHI PRECISION CO., LTD. and its subsidiaries

Unit: NT$1 thousand

Accounts receivable from related parties for an amount exceeding NT$100 million or 20% of paid-in capital

December 31, 2020

Table 5

The company booked in the
receivables
Name of counterparty Relation Receivables from
related party
Turnover rate Overdue Receivables from relatedparties Overdue Receivables from relatedparties Receivables amount
collected from
related parties
subsequently
Amount of provision
for bad debts

Amount
Process
RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd.
Rechi Refrigeration Dongguan
Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Rechi Precision (Huizhou)
Mechanism Company
Rechi Precision (Qingdao)
Electric Machinery Limited
Rechi Precision (Jiujiang)
Electric Machinery
Limited
Rechi Precision (Qingdao) Electric
Machinery Limited
Rechi Precision (Jiujiang) Electric
Machinery Limited
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric
Machinery Limited
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
RECHI PRECISION CO., LTD.
Rechi Precision (Jiujiang) Electric
Machinery Limited
RECHI PRECISION CO., LTD.
Qingdao Rechi Electric Machinery
Sales Company
TCL Rechi (Huizhou) Refrigeration
Equipment Company Limited
RECHI PRECISION CO., LTD.
Qingdao Rechi Electric Machinery
Sales Company
RECHI PRECISION CO., LTD.
Subsidiary of Rechi Investments
Holdings Co., Ltd.
Subsidiary of Rechi Holdings Co.,
Ltd.
Subsidiary of Dyna Rechi Holdings
Co., Ltd.
Subsidiary

Subsidiary of Rechi Holdings Co.,
Ltd.
Ultimate parent company
Subsidiary of Rechi Holdings Co.,
Ltd.
Ultimate parent company
Subsidiary

Parent company
Ultimate parent company
Subsidiary
Ultimate parent company
Other receivables
(Note 1)
352,293
Other receivables
(Note 1)
356,470
Other receivables
(Note 1)
219,407
Other receivables
(Note 2)
1,281,600
Accounts receivable
443,025
Accounts receivable
143,836
Accounts receivable
117,700
Accounts receivable
346,989
Accounts receivable
1,224,352
Notes receivable
159,274
Accounts receivable
478,238
Notes receivable
811,856
Accounts receivable
1,552,264
Accounts receivable
556,026
Notes receivable
255,282
Accounts receivable
254,770
-

-

-
-

3.36

2.46

1.50

4.78

2.69

2.69

0.97

0.97

3.12

3.18

3.18

4.06
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ -
-
-
-
382,504
80,978
117,631
311,043
787,141
141,868
251,786
161,498
1,262,592
530,857
254,713
246,852
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

(Continued on next page)

248

(Continued from previous page)

The company booked in the
receivables
Name of counterparty Relation Receivables from
related party
Turnover rate Overdue Receivables from relatedparties Overdue Receivables from relatedparties Receivables amount
collected from
related parties
subsequently
Amount of provision
for bad debts

Amount
Process
Dyna Rechi Jiujiang Co., Ltd.
Dongguan Rechi Compressor
Co., Ltd.
Qingdao Rechi Electric Machinery
Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric
Machinery
Limited
Qingdao Rechi Electric Machinery
Sales Company
Dyna Rechi Jiujiang Co., Ltd.
Subsidiary of TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited and Rechi
Precision (Qingdao) Electric
Machinery Limited
Subsidiary of Dyna Rechi Holdings
Co., Ltd.
Subsidiary of Rechi Holdings Co.,
Ltd.
Subsidiary of TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited and Rechi
Precision (Qingdao) Electric
Machinery Limited
Subsidiary of Dyna Rechi Holdings
Co., Ltd.

Accounts receivable
1,197,283
Notes receivable
1,072,817
Other receivables
(Note 2)
133,049
Accounts receivable
279,538
Notes receivable
8,730

Accounts receivable
66,101
Notes receivable
47,402
Other receivables
(Note 2)
131,024
1.50

1.50

-

6.06

6.06

2.64

2.64

-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 714,912
423,503
12
279,538
8,730
40,417
46,136
-
$ -
-
-
-
-
-
-
-

Note 1: It includes loans provided to others and advance payments receivable.

Note 2: It refers to loans provided to others.

249

RECHI PRECISION CO., LTD. and its subsidiaries

Information on Investees

For the Year Ended December 31, 2020

Table 6

Unit: Thousand shares/NTD thousand or in thousands in foreign currencies

Investor Name of investee Location Principal
business
Sum of initial investment Sum of initial investment Endingshareholding Endingshareholding Endingshareholding Current period
profit/loss of the
investee
Recognized
investment
Income
Note
Current
period-end
Previous
period-end
Number of shares Percentage
(%)
Book value
RECHI PRECISION
CO., LTD.
Rechi Holdings Co.,
Ltd.
Rechi International
Holdings Co., Ltd.
Dyna Rechi Co., Ltd.
Ablek Technology Co.,
Ltd.
Rechi Holdings Co., Ltd.
Rechi Investments Co., Ltd.
Dyna Rechi Co., Ltd.
Rechi International Holdings
Co., Ltd.
Rechi Investments Holdings
Co., Ltd.
GR Holdings (Hong Kong)
Limited
Dyna Rechi Holdings Co.,
Ltd.
Ablek Technology Co., Ltd.
Ablek Technology Ltd.
British Virgin
Islands
Taiwan
Taiwan
British Virgin
Islands
British Virgin
Islands
Hong Kong
Samoa
Taiwan
Samoa
Investment
business
Investment
business
BLDC Motor
Investment
business
Investment
business
Investment
business
Investment
business
Sales business
Investment
business
$ 8,194,085
195,000
720,000
USD
25,768
USD
90,000
USD
25,701
784,303
90,746
90,919
$ 8,194,085

195,000

720,000
USD
25,768
USD
90,000
USD
25,701

784,303

90,746

90,919

-

39,000

72,000

-

-

-

-

7,004

-
100.00
100.00
42.20
100.00
100.00
100.00
100.00
100.00
100.00
$ 11,092,363
347,573
490,790
USD
34,947
USD 157,142
USD
34,778
775,232
144,771
89,682
$ 776,620

3,402
(
60,733 )
USD
1,576
USD
14,396
USD
1,580

49,726
(
32 )

861
$ 766,807

3,402
(
25,632 )
N/A
N/A
N/A
N/A
N/A
N/A
Subsidiary
Subsidiary
Subsidiary
Sub-subsidiary
Sub-subsidiary
Third-tier
subsidiaries.
Sub-subsidiary
Sub-subsidiary
Third-tier
subsidiaries.

Note 1: For information on investments in Mainland China, please refer to Table 7.

250

Unit: NTD thousand or in thousands in foreign currencies

RECHI PRECISION CO., LTD. and its subsidiaries

Information regarding investment in the territory of Mainland China

For the Year Ended December 31, 2020

Table 7

Names of investees in
China
Principal business Paid-up capital Paid-up capital Mode of
investments
Accumulated
amount of
investment remitted
from Taiwan at
beginning
Accumulated
amount of
investment remitted
from Taiwan at
beginning
Amount of investment remitted or
recovered in currentperiod
Amount of investment remitted or
recovered in currentperiod
Accumulated
amount of
investment remitted
from Taiwan at
ending
Current period
profit/loss of the
investee
The
Company’s
directly or
indirectly
invested
shareholding
Investment gains
(losses) recognized
for current period
(Note 4)
Book value of
investment at
ending
The investment
income received at
the end of the
current period
Note
Outward remittance Recover
Rechi Refrigeration
Dongguan Co., Ltd.
Dongguan Rechi
Compressor Co., Ltd.
TCL Rechi (Huizhou)
Refrigeration
Equipment Company
Limited
Rechi Precision
(Huizhou)
Mechanism Company
Rechi Precision
(Qingdao) Electric
Machinery Limited
Qingdao Rechi Electric
Machinery Sales
Company
Qingdao China Steel
Precision Metal Co.,
Ltd.
Dyna Rechi Jiujiang
Co., Ltd.
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Jiangxi Baida Precision
Manufacturing Corp.
Ablek Technology Ltd.
Refrigerant compressor
motors and air
conditioner accessories
Rotary refrigerant
compressors
Rotary refrigerant
compressors
Rotary refrigerant
compressor
components
Rotary refrigerant
compressor
components
Sales business
Processing production
Refrigerant compressor
motors and BLDC
motors
Rotary refrigerant
compressors
Processing production
Home appliance motors
NTD
215,081
( USD
7,552 )
NTD
257,402
( USD
9,038 )
NTD 2,043,212
( USD
71,742 )
NTD 1,348,500
( USD
47,349 )
NTD 2,563,200
( USD
90,000 )
NTD
30,554
( RMB
7,000 )
NTD
569,600
( USD
20,000 )
NTD 1,127,061
( RMB
258,215 )
NTD 1,879,680
( USD
66,000 )
NTD 1,091,382
( USD
38,321 )
NTD
19,936
(USD
700)
Note 2
Note 1
Note 1
Note 1
Note 2
Note 9
Note 1
Note 3
Note 1
Note 1
Note 11
NTD
720,288
( USD
25,291 )
NTD
297,588
( USD
10,449 )
NTD
944,511
( USD
33,164 )
NTD
85,440
( USD
3,000 )
NTD
797,440
( USD
28,000 )
(Note 7)
NTD
-
( RMB
- )
NTD
-
( USD
- )
NTD
708,741
( RMB
162,376 )
(Note 10)
NTD 1,879,680
( USD
66,000 )
NTD
327,406
( USD
11,496 )
NTD
-
(USD
-)
$ -
-
-
-
-
-
-
-
-
-
-
$ -

-

-

-

-

-

-

-

-

-

-
NTD
720,288
( USD
25,291 )
NTD
297,588
( USD
10,449 )
NTD
944,511
( USD
33,164 )
NTD
85,440
( USD
3,000 )
NTD
797,440
( USD
28,000 )
(Note 7)
NTD
-
( RMB
- )
NTD
-
( USD
- )
NTD
708,741
( RMB
162,376 )
(Note 10)
NTD 1,879,680
( USD
66,000 )
NTD
327,406
( USD
11,496 )
NTD
-
(USD
-)
$ 49,269
6,972
214,437
8,436
425,392
64,641
14,259
77,177
132,512
(
9,699 )
2,999
100.00
100.00
77.78
77.78
100.00
88.89
30.00
62.72
100.00
30.00
42.20
$ 49,269
6,972
166,784
6,561
425,392
57,460
4,278
48,407
132,512
(
2,910 )
1,266
NTD
953,006
( USD
33,462 )
NTD
356,017
( USD
12,501 )
NTD 2,316,248
( USD
81,329 )
NTD 1,172,982
( USD
41,186 )
NTD 4,480,150
( USD
157,309 )
NTD
292,015
( RMB
66,902 )
NTD
184,100
( USD
6,464 )
NTD
753,281
( RMB
172,580 )
NTD 2,017,310
( USD
70,833 )
NTD
334,132
( USD
11,732 )
NTD
11,300
(RMB
2,589 )
NTD
366,708
( USD
12,876 )
NTD
43,574
( USD
1,530 )
NTD 1,802,385
( USD
63,286 )
NTD
165,924
( USD
5,826 )
NTD 2,305,342
( USD
80,946 )
-
NTD
4,842
( USD
170 )
-
-
-
-




Accumulated investment from Taiwan to
Mainland China at ending
Amount of investment approved by Investment
Commission of MOEA
Investment amount approved by the Investment
Commission MOEAIC
NTD 5,761,094 NTD 4,425,080
(US$155,375) (Note 5)
(Note 6)

Note 1: The Company has established a holding company (Rechi Holdings Co., Ltd.) in the British Virgin Islands and invested in the establishment of Rechi International Holdings Co., Ltd., Rechi Investments Holdings Co., Ltd., TCL Rechi (Huizhou) Refrigeration Equipment Company Limited, Dongguan Rechi Compressor Co., Ltd., Rechi Precision (Huizhou) Mechanism Company, Qingdao China Steel Precision Metal Co., Ltd., Rechi Precision (Jiujiang) Electric Machinery Limited, and Jiangxi Baida Precision Manufacturing Corp. through Rechi Holdings Co., Ltd.

  • Note 2: Through GR Holdings (Hong Kong) Limited and Rechi Investments Holdings Co., Ltd., the Company has invested in the establishment of Rechi Refrigeration Dongguan Co., Ltd. and Rechi Precision (Qingdao) Electric Machinery Limited in Mainland China.

Note 3: The Company’s subsidiary Dyna Rechi Co., Ltd. has invested in the establishment of Dyna Rechi Jiujiang Co., Ltd. in Mainland China through Dyna Rechi Holdings Co., Ltd.

Note 4: Recognized based on the financial statements audited by independent accountants.

251

Note 5: Investment amounts authorized by Investment Commission, Ministry of Economic Affairs

Name of investee in China
Rechi Refrigeration Dongguan Co., Ltd.
Dongguan Rechi Compressor Co., Ltd.
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Huizhou) Mechanism Company
Rechi Precision (Qingdao) Electric Machinery Limited
Qingdao China Steel Precision Metal Co., Ltd.
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric Machinery Limited
Jiangxi Baida Precision Manufacturing Corp.
Ablek Technology Ltd.
Amount


USD
12,999
8,920
-
6,566
16,960
5,849
25,800
66,000
11,581
700
USD 155,375

Note 6: It has been approved to not be subject to the upper limit of the investment amount or percentage as it meets the proviso of Point 3 of the “Principles for the Review of Investment or Technical Collaboration in Mainland China” per the Jin-Shou-Gong Letter No. 10320409110 issued by the Industrial Development Bureau, Ministry of Economic Affairs (MOEA).

Note 7: The difference between the amount of paid-in capital and the accumulated investment amount remitted from Taiwan at the end of the period is due to direct investment by Rechi Holdings Co., Ltd. with its own funds.

Note 8: The difference between the accumulated investment amount remitted from Taiwan at the end of the period and the amount approved by the Investment Commission, MOEA, is due to the capitalization of earnings and the repatriation of earnings. Note 9: It is the joint investment by TCL Rechi (Huizhou) Refrigeration Equipment Company Limited and Rechi Precision (Qingdao) Electric Machinery Limited, each with a 50% shareholding percentage. Note 10: The difference between the amount of paid-in capital and the accumulated investment amount remitted from Taiwan at the end of the period is due to the direct investment by Rechi Precision (Jiujiang) Electric Machinery Limited with its own funds. Note 11: Ablek Technology Co., Ltd., the sub-subsidiary of the Company, invests in Ablek Technology Ltd. in China through Ablek Technology Ltd.

252

RECHI PRECISION CO., LTD. and its subsidiaries

Significant direct transactions with the investee in Mainland China or indirectly through third regions, its prices, terms of payment, unrealized gain or loss, and other relevant information. For the Year Ended December 31, 2020

Table 8

Unit: NT$1 thousand

Names of investees in
China
Transaction type Purchase/Sale Purchase/Sale Price
Terms and conditions Terms and conditions Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Unrealized gains or
losses

Note
Amount Percentage Payment terms Comparison with
general transactions
Amount Percentage
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Rechi Precision (Qingdao)
Electric Machinery
Limited
Rechi Precision (Jiujiang)
Electric Machinery
Limited
Rechi Refrigeration
Dongguan Co.,Ltd.
Purchase
Purchase
Purchase
Purchase
$ 1,625,113
4,662,092
1,013,994
346,722
20
58
13
4
Normal
Normal
Normal
Normal
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
60–90 days from
reimbursement
Normal
Normal
Normal
Normal
( $ 346,989 )
( 1,522,264 )
(
254,770 )
(
143,836 )
15
66
11
6
$ 2,139
9,018
788
982

253

Information on Major Shareholders

RECHI PRECISION CO., LTD.

December 31, 2020

Table 9

Names of Dominant Shareholders Shares Shares
Shares Shareholdingratio
SAMPO CORPORATION
Fubon Life Insurance Co., Ltd.
135,610,160
27,546,703
26.85%
5.45%
  • Note 1: The major shareholders in this table are shareholders holding more than 5% of the ordinary and preference shares with dematerialized registration and delivery completed (including treasury stocks) on the last business day of each quarter calculated by the Taiwan Depository & Clearing Corporation. The share capital recorded in the Company’s individual financial statements and the number of shares actually delivered by the Company with the dematerialized registration completed may differ due to different calculation bases.

254

§Table of Contents of Statements of Significant Accounting Titles§

Item No./Index
Statement of assets, liabilities and equity
Cash and cash equivalent Statement Statement 1
The financial assets measured for the fair values Statement 2
through other comprehensive income- current
Statement of Notes Receivable Note 8
Accounts receivable statement Statement 3
Statement of Inventories Statement 4
Statement of Changes in Investment under the equity Statement 5
method
Property, plant, and equipment list Note 11
Statement of Changes in the Accumulated Note 11
Depreciation of Real Properties, Plants and
Equipment
Statement of Changes in the Accumulated Impairment Note 11
of Real Properties, Plants and Equipment
Details of deferred income tax asset Note 19
Statement of short-term borrowings Statement 6
Statement of short-term notes payables Note 13
Other payables statement Note 14
Statement of long-term borrowings Statement 7
Statement of long-term notes payables Note 13
Statement of deferred income tax liabilities Note 19
Statement of profits and loss
Statement of operating income Statement 8
Statement of operating cost Statement 9
Statement of operating expenses Statement 10
Statement of employee benefits, depreciation, Statement 11
depletion, and amortization expenses of the year by
function

255

RECHI PRECISION CO., LTD.

Cash and cash equivalent Statement

December 31, 2020

Statement 1

Unit: NTD thousand or in foreign currencies

Item
Cash on hand
Check deposits
Current deposits
Foreign currency deposits
Summary
USD5,808,747x28.48
INR2,619,654x0.3855
EUR1,224,844x35.02
THB286,491x0.9556
RMB29,629×4.3648
Amount


$ 98
20
20,308
209,740
$ 230,166

256

RECHI PRECISION CO., LTD.

Statement of the financial assets measured for the fair values through other comprehensive income – current December 31, 2020

Statement 2

Unit: Thousand shares/NTD thousand except for NTD for unit price

Name of financial
instrument
Listed stocks – overseas
D-shares Of
Qingdao Haier
Co., Ltd.
Number of
shares


19,048
Total amount
$ 1,067,276
Cost of
acquisition
$ 712,200
Fair value
Unit price
(Note 1)
Total amount
56.03
$ 1,067,276
Fair value
Unit price
(Note 1)
Total amount
56.03
$ 1,067,276

Note
Unit price
(Note 1)

56.03
Note 2

Note 1: The market price of overseas listed stocks was calculated based on the closing price on December 31, 2020. Note 2: No guarantee or collateral was provided.

257

RECHI PRECISION CO., LTD. Accounts receivable statement

December 31, 2020

Statement 3

Unit: NT$1 thousand

Name of customer
Customer A
Customer B
Customer C
Customer D
Customer E
Others (aggregate amount for customers
accounting for within 5%)
Less: Allowance for losses
Amount



(
$ 643,691
421,085
321,189
129,796
116,200
636,824
2,268,785

11,659)
$ 2,257,126

258

RECHI PRECISION CO., LTD.

Statement of Inventories

December 31, 2020

Statement 4

Unit: NT$1 thousand

Item
Raw materials
Work-in-process
Finished products
Merchandise inventories
Inventory in-transit
Spare parts for repair and
maintenance
Less: Allowance for inventory
devaluation and obsolescence
Amount Amount Amount
Costs
$ 55,364
6,885
132,564
8,941
189,945
47,734
441,433

16,120)
$ 425,313
Marketprice(Note)





(




$ 53,293
7,070
175,147
9,973
202,942
42,757
$ 491,182

Note: Net realizable value.

259

Unit: Thousand shares/NTD thousand

RECHI PRECISION CO., LTD.

Statement of Changes in Investment under the equity method

For the Year Ended December 31, 2020

Statement 5

Companyname
Rechi Holdings Co., Ltd. (Note 1)
Rechi Investments Co., Ltd. (Note 2)
Dyna Rechi Co., Ltd. (Note 3)
Balance,beginningofyear
Number of
shares
Amount
- $ 10,872,539

39,000
344,025
72,000
511,858
$ 11,728,422
Balance,beginningofyear
Number of
shares
Amount
- $ 10,872,539

39,000
344,025
72,000
511,858
$ 11,728,422
Increase in currentperiod
Number of
shares
Amount

- $ 136,829

-
146
-
4,564
$ 141,539
Increase in currentperiod
Number of
shares
Amount

- $ 136,829

-
146
-
4,564
$ 141,539
Decrease in currentperiod

Number of
shares
Amount

- ( $ 683,812 )

-
-
-
-

($ 683,812)
Equity method
Investment
income
$ 766,807

3,402
(
25,632)
$ 744,577
Balance,end ofyear

Sharehold
ing ratio
Number of
shares
(%)
Amount

-
100 $ 11,092,363

39,000
100
347,573
72,000
42.20
490,790

$ 11,930,726
Balance,end ofyear

Sharehold
ing ratio
Number of
shares
(%)
Amount

-
100 $ 11,092,363

39,000
100
347,573
72,000
42.20
490,790

$ 11,930,726
Balance,end ofyear

Sharehold
ing ratio
Number of
shares
(%)
Amount

-
100 $ 11,092,363

39,000
100
347,573
72,000
42.20
490,790

$ 11,930,726
Equity net
value or
market price
(Note 4)
$ 11,199,751

347,573

490,790
$ 12,038,114
Valuation
basis
Equity
method
Equity
method
Equity
method
Collateral or
pledge

Number of
shares

-

39,000
72,000
Sharehold
ing ratio
(%)
100
100
42.20
Number of
shares
-

39,000
72,000
Number of
shares

-

-
-
Number of
shares

-

-
-








(






None
None
None
  • Note 1: The increase this year was due to an increase of NT$136,829 thousand in the exchange differences from the translation of financial statements of foreign operations; the decrease this year was due to the cash dividends distributed in the amount of NT$683,812 thousand by subsidiaries recognized using the equity method.

Note 2: The increase this year was due to the recognition of unrealized gains on the financial assets of the investees.

Note 3: The increase this year was due to the increase in the exchange differences from the translation of financial statements of foreign operations.

Note 4: The difference between the book value and the net equity value is the realized/unrealized gross profit on subsidiaries and the goodwill of the investment in subsidiaries.

260

RECHI PRECISION CO., LTD.

Statement of short-term borrowings December 31, 2020

Statement 6

Unit: NT$1 thousand

Type of
Loans
Credit loan
Credit loan
Remark
Working
capital
loan

Working
capital
loan

Closing
balance
$ 41,849
665,000
$ 706,849
Agreement Terms
2020.12.29–
2021.01.26
2020.12.28–
2021.03.25
Interest
rate range
(%)
Note

Note

Financing
amount
$ 483,700
700,000
$ 1,183,700
Collateral
and
Mortgage




None
None

Note: Interest rate range is 0.80%–0.96%.

261

RECHI PRECISION CO., LTD.

Statement of long-term borrowings

December 31, 2020

Statement 7

Unit: NT$1 thousand

Creditor
Jih Sun International
Commercial Bank
Far Eastern
International Bank
Co., Ltd.
Yuanta Bank
Mega International
Commercial Bank
Chang Hwa
Commercial Bank,
Ltd.
Chang Hwa
Commercial Bank,
Ltd.
Chang Hwa
Commercial Bank,
Ltd.
Mizuho Bank
Agreement Terms
2020.06.19–2022.06.19
2019.08.08–2022.04.26
2020.07.21–2022.07.21
2019.07.26–2024.07.26
2019.12.25–2022.12.25
2019.10.15–2029.10.15
2020.02.26–2027.02.15
2020.12.25–2022.12.23
Repayment method

Repayment in a lump sum upon
maturity
Repayment in a lump sum upon
maturity
Repayment in a lump sum upon
maturity
Repayment in a lump sum upon
maturity
Repayment in four installments
from March 25, 2022
Monthly amortization and
repayment of the principal
and interest from November
15, 2022
Monthly amortization and
repayment of the principal
and interest from March 15,
2023
Repayment in a lump sum upon
maturity
Annual rate (%)
0.85-1.50
Amount Total

$ 400,000
200,000
100,000
1,600,000
200,000
120,780
278,300
300,000
$ 3,199,080
Collateral or Mortgage



Land and building



Note
Due within 1
year or 1
operatingcycle
$ -
-
-
-
-
-
-

-
$ -
Mature beyond
oneyear
$ 400,000
200,000
100,000
1,600,000
200,000
120,780
278,300

300,000
$ 3,199,080















262

RECHI PRECISION CO., LTD. Statement of operating income For the Year Ended December 31, 2020

Statement 8

Unit: NT$1 thousand

Item
Revenue from sales of compressors
and compressor pumps
Others
Total sales income
Less: Sales discounts and allowances
Sales return
Quantity
8,341 thousand
units
Amount
$ 8,793,402

98,391
8,891,793
(
114,030 )
(
48,227)
$ 8,729,536

263

RECHI PRECISION CO., LTD.

Statement of operating cost

2020

Statement 9

Unit: NT$1 thousand

Item
Raw materials, beginning of period
Add: Raw materials purchased in current
period
Work-in-process/Finished products
transferred in
Less: Work-in-process/Finished products
transferred in
Materials allocated for outsourced
processing
Other deductions
Raw materials, end of period
Material consumption in current period
Direct labor
Manufacturing overhead
Total manufacturing cost
Work in process – beginning
Add: Semi-finished products purchased
Less: Raw materials transferred in
Other deductions
Work in process – ending
Cost for finished goods
Opening finished products
Add: Accessories purchased
Raw materials transferred in
Other credits
Less: Raw materials transferred in
Finished products, end of period
Cost of goods sold in the manufacturing
industry
Opening inventory
Add: Supplies purchased in current
period
Less: Ending inventory
Cost of goods sold in the trading industry
Customs tax refund income
Gains on recovery of inventories and spare
parts for repair and maintenance
Others
Cost of goods sold
Amount
$ 50,573
700,159
106,188
(
14,522 )
(
11,002 )
(
6,299 )
(
55,364)
769,733
41,389

97,635
908,757
20,180
15,394
(
94,365 )
(
1,471 )
(
6,885)
841,610
92,549
27,295
8,464
9,978
(
5,765 )
(
132,564)

841,567
9,634
7,162,965
(
8,941)
7,163,658
(
717 )
(
14,780 )

3,534
$ 7,993,262

264

RECHI PRECISION CO., LTD.

Statement of operating expenses

For the Year Ended December 31, 2020

Statement 10

Unit: NT$1 thousand

Item
Salaries

Utilities expense
Depreciation
Commission
Transportation expenses
Testing and inspection
expenses
Others (Note)

Marketing
expenses
$ 45,319

-
581
16,115

70,136
77
19,354

$ 151,582
Administrativ
e expenses
$ 144,224

2,216
7,180
-
58
940

50,899

$ 205,517
Research and
development
expenses
$ 97,055

13,052
29,490
-
358
23,472

20,398

$ 183,825
Total









$ 286,598
15,268
37,251
16,115
70,552
24,489
90,651
$ 540,924

Note: The balance of each of other accounts did not exceed 5% of the amount of this account.

265

RECHI PRECISION CO., LTD.

Statement of employee benefits, depreciation, depletion, and amortization expenses

For the Years Ended December 31, 2020 and 2019

Statement 11

Unit: NT$1 thousand

Characteristics
Salaries and wages

Labor insurance and
national health
insurance
Pension expenses
Remuneration to
directors
Other employee
benefits expenses
Depreciation expenses
Amortization expenses
2020 Total
$ 329,675

24,450

12,678

19,423

16,492

62,021

3,318

$ 468,057
2019
Allocated as
operating
cost
$ 62,500
7,182
2,964
-
6,111

24,770

76

$ 103,603
Allocated as
operating
expenses
$ 267,175

17,268

9,714

19,423

10,381

37,251

3,242

$ 364,454
Allocated as
operating
cost
$ 52,560

7,609

3,034

-

5,274

14,952

2

$ 83,431
Allocated as
operating
expenses
$ 273,222

21,677

11,861

17,029

13,564

42,841

3,240

$ 383,434
Total






































$ 325,782

29,286

14,895

17,029

18,838

57,793

3,242
$ 466,865
  • Note 1: As of December 31, 2020 and 2019, the number of employees of the Company was 354 and 407, respectively, of which the number of directors who did not serve as employees concurrently was both 8.

  • Note 2: The average employee benefit expenses in 2020 and 2019 were NT$1,108 thousand and NT$974 thousand, respectively.

  • Note 3: The average employee salary expenses in 2020 and 2019 were NT$953 thousand and NT$816 thousand, respectively. The average employee salary expenses increased by 16.70%.

  • Note 4: Independent directors have been engaged in the current year and the previous year, so no supervisors were engaged.

  • Note 5: The salary and remuneration policy of the Company’s directors, managers, and employees is as follows:

Directors and managers: The performance evaluation and remuneration of directors and managers are determined and confirmed based on the usual level of payment in the industry and the consideration for the reasonableness of the connection between individual performance, the Company’s operating performance, and future risks before being reviewed by the remuneration committee and approved by the board of directors.

Employees: The employee remuneration is determined by the head of each unit according to the salary survey and analysis results, the Company’s operating performance, and individual performance and achievement, and approved by the manager in charge of the business.

  • VI. Financial insolvency incidents encountered by the Company and affiliates for the most recent years, up till the publication date of this annual report. The impact on the company’s financial situation shall be specified: None

266

[VII. Review of financial position, business performance and risk issues]

I. Financial position

issues]
Financial position
issues]
Financial position
issues]
Financial position
issues]
Financial position
issues]
Financial position
Year
Items

2020
2019 Difference
Amount %
Current assets 20,337,012
17,304,310

3,032,702

18%
Property,
plant,
and
equipment

7,304,877

7,207,022

97,855

1%
Intangible assets 41,629 43,448
(1,819)
-4%
Other assets 1,737,190
2,130,883

(393,693)
-18%
Total assets 29,420,708
26,685,663

2,735,045

10%
Current liabilities 13,594,789
10,982,594

2,612,195

24%
Non-current liabilities 5,546,112
6,253,485

(707,373)
-11%
Total liabilities 19,140,901
17,236,079
1,904,822
11%
Share capital 5,049,151
5,060,131

(10,980)
0%
Capital reserve 1,343,868
1,351,403

(7,535)
-1%
Retained earnings 3,188,752
2,746,961

441,791

16%
Other equity (743,222) (1,199,368) 456,146
-38%
Treasuryshares (306) (34,266) 33,960
-99%
Non-controllinginterests 1,441,564
1,524,723

(83,159)
-5%
Total equity 10,279,807
9,449,584

830,223

9%
The annual report shall list the main reasons for any material change (any increase or
decrease greater than 20%) in the Company’s assets, liabilities, or equity during the most
recent 2 fiscal years, the effect thereof, and the measures to be taken in response:
1. The increase in current liabilities is mainly due to the improvement of the Company’s
operation in the second half of the year, resulting in an increase in purchase and an
increase in payables.
2. The increase in other equities is mainly due to the increase in unrealized investment
gains on equity instrument measured at fair value through other comprehensive income,
and increase in exchange differences from the translation of financial statements of
foreign operations.
3. The decrease in treasury shares is mainly due to the cancellation of the remaining
treasury shares during the period because the execution period for the transfer of
treasuryshares to employees had expired.

267

II. Financial performance

  • (I) The main reasons for any material change in operating revenues, operating income, and income before tax during the past two fiscal years: Unit: NT$ thousand; %
Year
Items
2020 2019 Difference Difference
Amount Rate of change
(%)
Operating revenue –
net
19,319,962
20,132,944

(812,982)

-4%
Operatingcost 17,019,887
17,393,058

(373,171)
-2%
Grossprofit 2,300,075
2,739,886

(439,811)
-16%
Operatingexpenses 1,480,270
1,873,938

(393,668)
-21%
Net OperatingIncome 819,805
865,948

(46,143)
-5%
Non-operating
incomes and expenses
168,210
(64,682)

232,892

-360%
Netprofit before tax 988,015
801,266

186,749
23%
Income tax expenses 265,371
154,417

110,954

72%
Net profits for the
period
722,644
646,849

75,795

12%
Main reasons for items with changes of more than 20% between the two periods:
1. The decrease in operating expenses is mainly due to the move of the compressor
production to the Taiwan plant, which resulted in a significant decrease in U.S. tariff
fees.
2. The increase in non-operating revenues and expenses is mainly due to increase in gains
on exchange and decrease in interest expenses.
3. The increase in net profit before tax is mainly due to the Company’s effort in reducing
costs.
4. The increase in income tax expenses in mainly due to the increase in the net profit
before tax.
  • (II) The main reasons and expected sales volume that may affect the company’s future financial business and plan for the response: The sales volume of compressor in the year 2020 was 19,310,000 units, which is a growth of 5.95%. The consolidated revenue was NT$ 19,319,962 thousand, which is a decrease of 4.04%. The Company’s sales goal for the coming year is 19,500,000 units of compressors. In face of the competitive market of inverter products, the Company continues to promote inverter compressors with the aim of increasing the market share to more than 25%. In terms of operations, the Company’s priority is to secure its market share. We will maximize our profits through more streamlined internal management and control, enhanced automated production technology, and optimized production planning. We anticipate a continuing growth in the future, and a good financial condition.

268

III. Cash flow

  • (I) Analysis of changes in cash flow in the most recent year (2020):

Unit: NT$ thousand

Unit: NT$ thousand thousand
Balance,
beginning
of year
(1)
Cash flow
from
operating
activities for
the whole
year(2)

Cash flow
from
investment
activities for
the whole
year(3)
Cash flow
from
operating
activities for
the whole
year(4)

Impact of
changes in
exchange
rate on
cash and
cash
equivalents
(5)

Cash surplus
(deficit)(1)+
(2)+ (3)+
(4)+ (5)
Measures taken for
cash deficits
Investment
plans

Financing
plans
1,158,126 4,309,578 (636,904) (1,266,165) 12,308 3,576,943 - -
Analysis of variance in increase/decrease:
1. Analysis of changes in cash flow in the most recent year
Operating activities: Cash inflow is mainly generated from profit.
Investing activities: Cash outflow is mainly generated from advance paid for purchase of
property, plant, and equipment.
Financing activities: Cash outflow is mainly generated from the repayment of bank loan.
2. Remedies for cash deficit and liquidity analysis
Investment plans: N/A
Financing plans: N/A
  • (II) Corrective measures to be taken in response to illiquidity: N/A

269

(III) Cash liquidity analysis for the coming year (2021):

Unit: NT$ thousand

Unit: NT$ thousand thousand
Balance,
beginning
of year (1)
Cash flow
from
operating
activities
for the
whole year
(2)
Cash flow
from
investment
activities for
the whole
year(3)

Cash flow
from
operating
activities
for the
whole year
(4)
Impact of
changes in
exchange
rate on cash
and cash
equivalents
(5)
Cash surplus
(deficit)(1) +
(2) + (3) +(4)
+(5)
Measures taken for
cash deficits
Investment
plans

Financing
plans
3,576,943 1,388,094 (504,565) (584,467) - 3,876,005 - -
Analysis of variance in increase/decrease:
1. Analysis of changes in cash flow for the coming year
Operating activities: Cash inflow is mainly generated from anticipated revenues and
collection of receivables.
Investing activities: Cash outflow is mainly generated from acquisition of equipment.
Financing activities: Cash outflow is mainly generated from the distribution of cash
dividends.
2. Remedies for cash deficit and liquidity analysis
Investment plans: N/A
Financing plans: N/A
  • IV. Impacts of Major Capital Expenditures in the Most Recent Year to Financial Performance

The Company is in good operating condition with stable cash inflows from operating activities. The significant capital expenditures in 2020 were covered mainly by the Company’s own operating capitals. Thus, such matter did not have a significant impact on the Company’s financial operations.

  • V. The major causes for profits or losses incurred by investments during the most recent year; rectifications and investment plans for the next year:

  • (I) The Company’s main investment policy is to expand the capacity of its primary businesses and increase revenues and profitability.

  • (II) The sales volume of compressor in the year 2020 was 19,310,000 units, which is a growth of 5.95%. The consolidated revenue was NT$ 19,319,962 thousand, which is a decrease of 4.04%.

  • (III) The Company prudently evaluates various opportunities, actively expands its business, continues to invest appropriate resources, and streamlines processes and related costs to create higher profits.

  • (IV) Major cash investment plans in the coming year: No such plan yet.

270

VI. Risk disclosure

  • (I) The effect upon the company’s profits/losses of interest and exchange rate fluctuations and changes in the inflation rate in the most recent year, and response measures to be taken in the future:

  • In recent years, the Company has been utilizing a combination of low-interest-rate short-term loan and medium- and long-term loans from stable sources to finance the operations in aim to reduce the volatility caused by changes in market interest rates. In addition, the Company’s cash management policy is based on the principle of safe and sound operation, and its capital allocation prioritizes safety management. By strengthening the Group’s capital allocation, increasing the efficiency of capital utilization, grasping information on interest rates on the monetary market and financial market, and taking appropriate countermeasures in order to reduce the impact of interest rate changes on the Company.

  • The Company’s exchange rate risk is mainly related to operating activities (when revenues and expenses are denoted in currency other than the Company’s functional currency) and net investment in a foreign operation. The Company offsets asset positions and liability positions denoted in foreign currencies to balance the positions in aim to achieve a natural hedging effect and decrease the exchange rate risk. The Company continuously monitors market movements in exchange rates in order to respond in a timely manner to the impact of significant exchange rate fluctuations.

  • The changes in inflation in the most recent year has no significant influence on the profits (loss) of the Company.

  • (II) The policy of engaging in high-risk, highly leveraged investments, loaning of funds, endorsements and guarantee, and derivatives trading, the main reason for profit or loss, and future response measures:

  • The Company did not engage in high-risk, high-leverage investments in the year 2020. Any derivative transactions of the Company are for the purpose of improving operating results and reducing the Company’s operational and financial risks. The Company’s lending to others and endorsement of guarantees that the Company provided for related parties are carried out in accordance with the Company’s “Procedures for Loans to Others,” and “Procedures for Endorsements & Guarantees.”

  • (III) R&D work to be carried out in the future, and further expenditures expected for R&D work:

  • The Company’s R&D of compressors is carried out according to its annual R&D plan and the needs of customers. The Company is able effectively master the key technology and manage R&D progress of its products to ensure the scheduling of mass production and meet the needs of customers. In the future, the Company will continue to expand the R&D capabilities and integrate with market trends to develop innovative key components for air-conditioners. The Company will also develop various energy-saving applications and expanded into new compressor applications in line with the trend of energy saving and carbon reduction. The estimated R&D expense for 2021 was NT$ 455,148 thousand.

  • (IV) The impact of the changes in domestic and foreign major policies and law on the Company’s finance and business in the most recent years, and the response measures: The changes in domestic and foreign major policies and law have no significant impact on the Company’s finance and business in the most recent year.

  • (V) The impact of the changes in domestic and foreign major technologies on the Company’s finance and business in the most recent years, and the response measures:

271

The changes in domestic and foreign major technologies have no significant impact on the Company’s finance and business in the most recent year.

  • (VI) The impact of changes in corporate image on the Company’s crisis management and the response measures:

  • There are no significant changes in corporate image, and thus these is no crisis.

  • (VII) Expected benefits and possible risks associated with any merger and acquisitions: The Company has no ongoing M&A operations.

  • (VIII) Expected benefits and possible risks associated with any plant expansion: High performance air-conditioners and compressors for new applications are the main focus of the Company. Also, the development of BLDC motors is also a great help to our business expansion. With the sales of compressors and comprehensive services to air-conditioner customers, the Company is able to rapidly increase the market share of inverter compressors. All of the Company’s expansion plans of new businesses are prudently evaluated before implementation. During the implementation, the Company also closely monitors changes in the industry to achieve the estimated profits and avoid possible risks.

  • (IX) Risks associated with any consolidation of sales or purchasing operations: The Company has no consolidation of sales. Thus, N/A.

  • (X) Effect upon and risk to the company in the event a major quantity of shares belonging to a director, supervisor, or shareholder holding greater than a 10 percent stake in the company has been transferred or has otherwise changed hands, and mitigation measures being or to be taken:

No such matter in the most recent year and as of the publication date of this annual report in the current year.

  • (XI) The effects, risks and responsive measures associated with changes in management: No such matter in the most recent year and as of the publication date of this annual report in the current year.

  • (XII) Litigation or non-litigation events: None.

(XIII) Other important risks:

  1. Information Security Risk

  2. (1) Organization of information security

The Company has established the Information Center to formulate and supervise information security policies, and the Information Center is responsible for supervising and promoting the information security policies.

==> picture [304 x 132] intentionally omitted <==

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

President of the Group
CFO of the Group
Information
Security Team
President of each department
Information Information
Security Security Handling
----- End of picture text -----

  • Information Security Team: Directs and promotes information security policies.

  • Information Security Management Unit: Consists of chiefs of various operating departments of the Group, and implements information

272

security policy and risk control.

  • Information Security Handling Unit: Consists of information units of the Group’s operating divisions, implements risk control and risk event management.

  • President of each department, responsible for implementation of information security policies.

  • (2) When an information security incident occurs, the source will be blocked according to the procedures and such matter will be reported to the Information Center immediately to minimize losses and control risks effectively. The incident will then be reported to the CFO of the Group and President after risk is under control, and the President will determine if to report to the Board of Directors base on the materiality of the incident.

  • (3) Information security policies:

  • Over the years, we have been improving our information security facilities to enhance information security management and collecting data of major information security issues on a daily basis, and the data serves as an important item for the daily information security facility check.

  • The Company’s information system adopts off-site data backup and storage. The Company conducts emergency response drills on a yearly basis to ensure smooth operations of the information system and data protection, reduce the risk of system interruption caused by unpredictable disasters or information security incidents, and ensure system recovery within the shortest possible time.

  • For prevention of cyber-attack and necessary protection, the Company has introduced information security protection mechanisms including fire wall, e-mail-filter and verification, and anti-virus software, and remove end-user from system administrator to prevent risks of hackers. The Company evaluates the information security risk items in Q4 every year and sets up budgets to improve and enhance information security control for the following year.

  • (4) As of the publication date of this annual report, the Company has not experienced major cyber-attack.

VII. Other important notes: None

273

[VIII. Specific Notes]

  • I. Information on the affiliates (as of Dec. 31, 2020)

  • (I) Consolidated Report on business operations: 1. Organization chart for affiliates:

==> picture [458 x 254] intentionally omitted <==

274

2. Profiles of the bank’s subsidiaries

Unit: NT$ thousand or thousand in foreign currencies

Names of
affiliates
Date of
establishment
Address Authorized
capital
Principal business
Rechi Investments
Co., Ltd.
2002/05/10 10F.-1, No. 374, Sec. 2,
Bade Rd., Songshan
Dist.,Taipei City10556
390,000 Investment business
Rechi Holdings
Co., Ltd.
2000/02/22 Palm Grove House, P.O.
Box 438, Road Town
Tortola, British Virgin
Islands

USD
228,015
Investment business,
and purchase and
sales of compressors
and components
Rechi
International
Holdings Co., Ltd.

2000/11/20
Palm Grove House, P.O.
Box 438, Road Town
Tortola, British Virgin
Islands

USD
25,768
Investment business
Rechi Investments
Holdings Co., Ltd.

2000/11/20
Palm Grove House, P.O.
Box 438, Road Town
Tortola, British Virgin
Islands

USD
90,000
Investment business
GR Holdings
(Hong Kong)
Limited
2000/06/07 Room 1610-1611, No.
302-308 Hennessy
Road, Wan Chai, Hong
Kong
USD
14,050
Investment business,
and purchase and
sales of motors
Rechi
Refrigeration
Dongguan Co.,
Ltd.
2000/07/11 No. 38, Gaokesan Road,
Xinliangao High-Tech
Zone, Humenzhen,
Dongguan City,
Guangzhou, 523917
China

HKD
58,850
Manufacture of
motors
Dongguan Rechi
Compressor Co.,
Ltd.
2001/01/16 No. 38, Gaokesan Road,
Xinliangao High-Tech
Zone, Humenzhen,
Dongguan City,
Guangzhou, 523917
China

HKD
70,500
Manufacture of
compressor motors
TCL Rechi
(Huizhou)
Refrigeration
Equipment
Company Limited
2001/01/17 Xiaoqu No. 7,
Zhongkaigaoxin
Technology
Development Zone,
Xiaoqu, Huizhou City,
Guangdong Province,
516006,China
USD
71,742
Compressor assembly
Rechi Precision
(Huizhou)
Mechanism
Company
2004/07/27 Xiaoqu No. 7,
Zhongkaigaoxin
Technology
Development Zone,
Xiaoqu, Huizhou City,
Guangdong Province,
516006,China
USD
47,349
Compressors and
components
Rechi Precision
(Qingdao) Electric

2005/04/21
No. 500, Fenjin Road,
Huangdao District,
USD
90,000
Compressor assembly

275

Machinery
Limited
Qingdao City,
Shangdong Province,
266555 China.
Qingdao Rechi
Electric
Machinery Sales
Company
2009/09/30 (Assembly shop 3F) No.
500, Fenjin Road,
Huangdao District,
Qingdao City,
Shangdong Province,
266555 China.

RMB
7,000
Sales of compressors
and components
Dyna Rechi Co.,
Ltd.
2013/06/28 No. 25, Jingjian Rd.,
Pingtung City, Pingtung
County90093
1,706,000 Design and
manufacture of
BLDC motors
Dyna Rechi
Holdings Co., Ltd
2013/08/02 Novasage Chambers,
PO Box 3018, Level 2.
CCCS Building, Beach
Road,Apia,Samoa
USD
25,800
Investment business
Dyna Rechi
Jiujiang Co., Ltd.
2013/11/07 No. 15, Chunjiang
Road, Chengxigang
District, Economy and
Technology
Development Zone,
Jiujiang City, Jiangxi
Province,China
USD
40,000
Design and
manufacture of
BLDC motors
Rechi Precision
(Jiujiang) Electric
Machinery
Limited
2014/12/02 No. 13, Chunjiang
Road, Chengxigang
District, Economy and
Technology
Development Zone,
Jiujiang City, Jiangxi
Province,China
USD
66,000
Sales of new model
parts, compressors,
and components
Ablek Technology
Co., Ltd.
2019/05/16 No. 259, Sanyuan St.,
Yangmei Dist., Taoyuan
City326
70,038 Purchase and sales of
motors and
components
(Samoa) Ablek
Technology Ltd.
2017/06/22 Portcullis
Chambers,P.O.Box
1225,Apia,Samoa
USD
1,000
Investment business
Ablek Technology
Ltd.
2007/01/19 1F, Bld 1,
Sanjiagaoxinjishu
Industrial Park, No. 123,
Junfasan Road,
Dongkeng Town,
Dongguan City,
Guangdong Province,
China

USD
700
Manufacture of
motors
  1. Considered to be a controlled and subordinate relation according to Article 369-3 of the Company Act: None.

  2. Industries covered by all the affiliates: Air-conditioner compartment business, motor business, investment business.

276

  1. Where connections exist among the businesses operated by individual affiliates, a description of the mutual dealings and division of work among such affiliates should be provided:
Company name Product Sales counterparties
RECHI PRECISION
CO., LTD.
Compressors and related
components
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Qingdao) Electric Machinery Limited
Rechi Precision(Jiujiang)Electric MachineryLimited
Rechi Refrigeration
Dongguan Co., Ltd.
Motor-related
components
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Qingdao) Electric Machinery Limited
Rechi Precision (Huizhou) Mechanism Company
Rechi Holdings Co., Ltd
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision (Jiujiang) Electric Machinery Limited
RECHI PRECISION CO.,LTD.
TCL Rechi (Huizhou)
Refrigeration Equipment
Company Limited
Compressors and related
components
RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd
Rechi Precision (Qingdao) Electric Machinery Limited
Qingdao Rechi Electric Machinery Sales Company
Rechi Precision (Huizhou) Mechanism Company
Rechi Refrigeration Dongguan Co., Ltd.
Dyna Rechi Jiujiang Co., Ltd.
Rechi Precision(Jiujiang)Electric MachineryLimited
Rechi Precision
(Huizhou) Mechanism
Company
Pumps and
motor-related
components
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Qingdao) Electric Machinery Limited
Rechi Refrigeration Dongguan Co.,Ltd.
Rechi Precision
(Qingdao) Electric
Machinery Limited
Compressors and related
components
RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Qingdao Rechi Electric MachinerySales Company
Qingdao Rechi Electric
Machinery Sales
Company
Sales of compressors
and components
Sales counterparties are non-affiliates in China
Dyna Rechi Co., Ltd. BLDC motors,
actuators, and related
mechatronics systems
Dyna Rechi Jiujiang Co., Ltd.
Dyna Rechi Jiujiang Co.,
Ltd.
BLDC motors,
actuators, and related
mechatronics systems
RECHI PRECISION CO., LTD.
Dyna Rechi Co., Ltd.
Qingdao Rechi Electric Machinery Sales Company
Rechi Precision (Jiujiang) Electric Machinery Limited
Rechi Precision(Qingdao)Electric MachineryLimited
Rechi Precision (Jiujiang)
Electric Machinery
Limited

New model parts,
compressors, and related
components

RECHI PRECISION CO., LTD.
Rechi Holdings Co., Ltd
TCL Rechi (Huizhou) Refrigeration Equipment Company
Limited
Rechi Precision (Qingdao) Electric Machinery Limited
Qingdao Rechi Electric MachinerySales Company
Ablek Technology Ltd. Motors and related
components
Ablek Technology Co., Ltd.
(Samoa) Ablek Technology Ltd.

277

6. Information on directors, supervisors, and presidents of affiliates:

Unit: NT$ thousand or thousand in foreign currencies

Names of affiliates
Title
Names or representative Shareholding Shareholding
No. of
shares/Capital
contribution
Percentage of
shareholding
Rechi Investments
Co., Ltd.
Chairman CHEN, SHENG TIEN (legal representative
of RECHI PRECISION CO.,LTD.)
39,000 100%
Director CHEN, CHIAO MING (legal representative
of RECHI PRECISION CO.,LTD.)
Director FENG, MING FA (legal representative of
RECHI PRECISIONCO.,LTD.)
Supervisor KO, CHIH CHENG (legal representative of
RECHI PRECISION CO.,LTD.)
President FENG, MING FA - -
Rechi Holdings
Co., Ltd.
Chairman RECHI PRECISION CO., LTD.
Rep.: CHEN, SHENG TIEN
USD
258,015
100%
Rechi International
Holdings Co., Ltd.

Director
Rechi Holdings Co., Ltd.
Rep.: FENG, MING FA
USD
25,768
100%
Rechi Investments
Holdings Co.,Ltd.
Director Rechi Holdings Co., Ltd.
Rep.: FENG, MING FA
USD
90,000
100%
GR Holdings
(Hong Kong)
Limited
Chairman FENG, MING FA
(legal representative of Rechi International
Holdings Co.,Ltd.)
USD
14,050
100%
Director KO, CHIH CHENG
(legal representative of Rechi International
Holdings Co.,Ltd.)
Director CHEN, CHIAO MING
(legal representative of Rechi International
Holdings Co.,Ltd.)
Rechi
Refrigeration
Dongguan Co.,
Ltd.
Chairman WU, YI WEN
(legal representative of GR Holdings (Hong
Kong)Limited)
HKD
58,850
100%
Director KO, CHIH CHENG
(legal representative of GR Holdings (Hong
Kong)Limited)
Director FENG, MING FA
(legal representative of GR Holdings (Hong
Kong)Limited)
Director CHEN, CHIAO MING
(legal representative of GR Holdings (Hong
Kong)Limited)
Supervisor WU, CHIN MEI
(legal representative of GR Holdings (Hong
Kong)Limited)
President WANG, HSIAO WEN - -
Dongguan Rechi
Compressor Co.,
Ltd.
Chairman WU, YI WEN
(legal representative of Rechi Holdings Co.,
Ltd.)
HKD
70,500
100%
Director FENG, MING FA
(legal representative of Rechi Holdings Co.,
Ltd.)
Director CHEN, CHIAO MING
(legal representative of Rechi Holdings Co.,

278

Ltd.)
Director KO, CHIH CHENG
(legal representative of Rechi Holdings Co.,
Ltd.)
Supervisor WU, CHIN MEI
(legal representative of Rechi Holdings Co.,
Ltd.)
President WANG, HSIAO WEN - -
TCL Rechi
(Huizhou)
Refrigeration
Equipment
Company Limited
Chairman CHEN, SHAO LIN
(legal representative of TCL Air-Conditioner
(Zhongshan) Co.,Ltd.)
USD
15,941
22.22%
Vice
Chairman
Director
WU, YI WEN
(legal representative of Rechi Holdings Co.,
Ltd.)
USD
55,801
77.78%
Director CHEN, CHIAO MING
(legal representative of Rechi Holdings Co.,
Ltd.)
Director FENG, MING FA
(legal representative of Rechi Holdings Co.,
Ltd.)
Supervisor KO, CHIH CHENG
(legal representative of Rechi Holdings Co.,
Ltd.)
President WANG, HSIAO WEN - -
Rechi Precision
(Huizhou)
Mechanism
Company
Chairman CHEN, SHAO LIN
(legal representative of TCL Air-Conditioner
(Zhongshan)Co.,Ltd.)
USD
3,381
7.14%
Director CHEN, CHIAO MING
(legal representative of TCL Rechi
(Huizhou) Refrigeration Equipment
CompanyLimited)
USD
32,131
67.86%
Vice
Chairman
Director
WU, YI WEN
(legal representative of Rechi Holdings Co.,
Ltd.)
USD
11,837
25.00%
Director FENG, MING FA
(legal representative of Rechi Holdings Co.,
Ltd.)
Supervisor KO, CHIH CHENG
(legal representative of Rechi Holdings Co.,
Ltd.)
President WANG, HSIAO WEN - -
Rechi Precision
(Qingdao) Electric
Machinery Limited
Chairman KO, CHIH CHENG
(legal representative of Rechi Investments
Holdings Co.,Ltd.)
USD
90,000
100%
Director NIU, YONG GUANG
(legal representative of Rechi Investments
Holdings Co.,Ltd.)

Director
WU, YI WEN
(legal representative of Rechi Investments
Holdings Co.,Ltd.)
Supervisor WU, CHIN MEI
(legal representative of Rechi Investments
HoldingsCo.,Ltd.)

279

President WANG, CHOU CHIANG - -
Qingdao Rechi
Electric Machinery
Sales Company
Chairman FENG, MING FA
(legal representative of TCL Rechi
(Huizhou) Refrigeration Equipment
CompanyLimited)
RMB
3,500
50%
Director WU, YI WEN
(legal representative of TCL Rechi
(Huizhou) Refrigeration Equipment
CompanyLimited)

Supervisor
WU, CHIN MEI
(legal representative of TCL Rechi
(Huizhou) Refrigeration Equipment
CompanyLimited)
Director KO, CHIH CHENG
(legal representative of Rechi Precision
(Qingdao)Electric MachineryLimited)
RMB
3,500
50%
Director NIU, YONG GUANG
(legal representative of Rechi Precision
(Qingdao)Electric MachineryLimited)
President NIU, YONG GUANG - -
Dyna Rechi Co.,
Ltd.
Chairman LIU, JIN HSI (legal representative of RECHI
PRECISION CO.,LTD.)
720,000 42.20%
Director CHEN, CHIAO MING (legal representative
of RECHI PRECISIONCO.,LTD.)
Director WU, YI WEN (legal representative of
RECHI PRECISION CO.,LTD.)
Director FENG, MING FA (legal representative of
RECHI PRECISIONCO.,LTD.)
Director KO, CHIH CHENG (legal representative of
RECHI PRECISION CO.,LTD.)
Director CHENG, CHI CHAO (legal representative of
China Steel Corporation)

400,000
23.45%
Director LIU, MIN HSIUNG (legal representative of
China Steel Corporation)
Director HSU, YUNG FU
(legal representative of Ablek Technology
Ltd.)
80,000 4.69%
Director LIN, CHEN-YU(legal representative of
Richtek TechnologyCorporation)
160,000 9.38%
Supervisor LI, WEN FENG
(legal representative of Taiwan Sanyo
Electric Co.,Ltd.)
160,000 9.38%
Supervisor ONISHI MASATAKA(legal
representative of SharpCorporation)
80,000 4.69%
President HSU, YUNG FU 18,169 1.07%
Dyna Rechi
Holdings Co., Ltd
Chairman Dyna Rechi Co., Ltd. Rep.: LIU, JIN HSI USD
25,800
100%
Dyna
Rechi
Jiujiang Co., Ltd.

Chairman
WU, YI WEN
(legal representative of Dyna Rechi Holdings
Co., Ltd.)
USD
25,800
64.5%

280

Director LIU, MIN HSIUNG
(legal representative of Dyna Rechi Holdings
Co.,Ltd.)
Director KO, CHIH CHENG
(legal representative of Dyna Rechi Holdings
Co.,Ltd.)
Supervisor LI, WEN LIN
(legal representative of Dyna Rechi Holdings
Co.,Ltd.)
President LIU, SHIH CHIEH - -
Rechi Precision
(Jiujiang) Electric
Machinery Limited
Chairman WU, YI WEN
(legal representative of Rechi Holdings Co.,
Ltd.)
USD
66,000
100%
Director CHEN, CHIAO MING
(legal representative of Rechi Holdings Co.,
Ltd.)

Director
LIU, SHIH CHIEH
(legal representative of Rechi Holdings Co.,
Ltd.)
Supervisor KO, CHIH CHENG
(legal representative of Rechi Holdings Co.,
Ltd.)
President LIU, SHIH CHIEH - -
Ablek Technology
Co., Ltd.
Chairman CHEN, CHIAO MING
(legal representative of Dyna Rechi Co.,
Ltd.)
7,004 100%

Director
HSU, YUNG FU
(legal representative of Dyna Rechi Co.,
Ltd.)
Director CHIEN, CHENG CHUNG
(legal representative of Dyna Rechi Co.,
Ltd.)
Supervisor KO, CHIH CHENG
(legal representative of Dyna Rechi Co.,
Ltd.)
Ablek Technology
Ltd.
Chairman HSU, YUNG FU USD
700
100%
Director CHIEN, CHENG CHUNG
Director HSIEH, MING-FENG
Supervisors KO, CHIH CHENG
(Samoa) Ablek
Technology Ltd.
Director Ablek Technology Co., Ltd.
Rep.: CHEN, CHIAO MING
USD
1,000
100%

281

7. 2020 Operating summary of affiliates

Unit: EPS in NT$, otherwise NT$ thousand or thousand in foreign currencies

Company Authorize Total Total Operating Operating Income after Earnings per
Net worth
name d capital assets liabilities income income taxation share
Rechi
Investments
Co.,Ltd.

NTD
390,000


NTD
352,173


NTD
100


NTD
352,073


NTD
0


NTD
(170)


NTD 3,403

NTD
0
Rechi
Holdings
Co.,Ltd.
USD
258,015


USD
434,273


USD
41,023


USD
393,250


USD
0

USD (44)

USD 26,282

Note 1
Rechi
Internationa
l Holdings
Co.,Ltd.
USD
25,768


USD
34,947


USD
0


USD
34,947


USD
0


USD
(5)


USD 1,576

Note 1
Rechi
Investments
Holdings
Co.,Ltd.

USD
90,000


USD
157,309


USD
0


USD
157,309


USD
0


USD
(1)


USD 14,396

Note 1
GR
Holdings
(Hong
Kong)
Limited
USD
14,050


USD
34,783


USD
5


USD
34,778


USD
0


USD
(125)


USD 1,580

Note 1
Rechi
Refrigeratio
n
Dongguan
Co.,Ltd.
RMB
62,253


RMB
319,006


RMB
100,667


RMB
218,339


RMB
528,374

RMB 9,140

RMB 11,504

Note 1
Dongguan
Rechi
Compressor
Co.,Ltd.

RMB
74,586


RMB
82,640


RMB1,075

RMB
81,565


RMB
3,076


RMB
(1,579)


RMB
1,628


Note 1
TCL Rechi
(Huizhou)
Refrigeratio
n
Equipment
Company
Limited
RMB
509,746


RMB
1,598,755


RMB
916,479


RMB
682,276


RMB
1,279,908


RMB
31,131


RMB 50,070

Note 1
Rechi
Precision
(Huizhou)
Mechanism
Company
RMB
324,550


RMB
393,698


RMB
48,181


RMB
345,517


RMB
289,397


RMB
1,121


RMB 1,970

Note 1
Rechi
Precision
(Qingdao)
Electric
Machinery
Limited
RMB
614,443


RMB
1,883,015


RMB
856,592


RMB
1,026,423


RMB
1,683,332


RMB
86,363


RMB 99,328

Note 1
Qingdao
Rechi
Electric
Machinery
Sales
Company
RMB
7,000


RMB
1,649,806


RMB
1,574,542


RMB
75,264


RMB
2,335,965


RMB
11,301


RMB
15,094


Note 1
Dyna Rechi
Co., Ltd.
NTD
1,706,000


NTD
1,543,034


NTD
380,134


NTD
1,162,900


NTD
198,675


NTD
(79,745)

NTD (60,733)

NTD
0

282

Dyna Rechi
Holdings
Co.,Ltd.
RMB
162,476


RMB
177,638


RMB
29


RMB
177,609


RMB
0


RMB
(13)


RMB
11,611


Note 1
Dyna Rechi
Jiujiang
Co.,Ltd.
RMB
258,214


RMB
505,792


RMB
230,640


RMB
275,152


RMB
518,150


RMB
18,352


RMB 18,021

Note 1
Rechi
Precision
(Jiujiang)
Electric
Machinery
Limited
RMB
429,771


RMB
1,328,288


RMB
866,113


RMB
462,175


RMB
1,061,420

RMB 8,688

RMB 30,941

Note 1
Ablek
Technology
Ltd.
RMB
5,394


RMB
53,560


RMB
47,426


RMB
6,134


RMB
67,363

RMB 2,055

RMB 700

Note 1
(Samoa)
Ablek
Technology
Ltd.
RMB
6,786


RMB
20,547


RMB
0


RMB
20,547


RMB
18,940


RMB
(557)


RMB 201

Note 1
Ablek
Technology
Co.,Ltd.
NTD
70,038


NTD
162,037


NTD
72,990


NTD
89,047


NTD
196,213


NTD
(119)

NTD (204)

NTD
0

Note 1: Non-shareholding. Thus, N/A.

(II) Consolidated financial statements of affiliates: Please refer to page 84 (III) Affiliation reports: N/A

  • II. The status of private placement of securities in the most recent year to the date this report was printed: None.

  • III. Holding or disposal of shares in the company by the company’s subsidiaries during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report: None.

  • IV. Other matters that require additional description: None

  • [IX. If the result of incidents set forth in Subparagraph 2 Paragraph 3, Article 36 of the Securities and Exchange Act that could have a material effect on shareholder equity or securities prices during the most recent fiscal year or during the current fiscal year up to the publication date of the annual report]: None

283