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SENAO AGM Information 2020

Jun 18, 2020

52091_rns_2020-06-18_006f3775-3598-47d9-a8fb-74fbdee06d2d.pdf

AGM Information

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NOTICE:If there is any discrepancy between the English version and the original Chinese version

or any difference in the interpretation of the two versions, the Chinese version shall prevail.

Senao International Co., Ltd. 2020 General Shareholders’ Meeting Minutes

Date and Time: June 12, 2020 at 9:00 a.m. (Friday)

Location : No.500, Fuxing 3rd Rd., Guishan Dist., Taoyuan City

Number of shares represented by shareholders present:

Shares represented by the shareholders in attendance or by proxies totaled 258,252,657(including the 197,156,495 shares represented by the shareholders exercising voting rights through e-voting), accounting for 78.87% of the total shares issued by the Company, i.e. 258,252,657 shares.

Chairman : Jin-Lin Lai, Chairman of the Board of Directors

Recorder : Kuan-Heng Lai

Directors represent:

Jin-Lin Lai

Kung-Liang Yeh, Chairman of the Audit Committee, Chairman of the Compensation Committee, Independent Director

Yung-Lin Su, Member of the Audit Committee, Member of the Compensation Committee, Independent Director

Yuan-Kuang Tu

Cheng-Feng Lin

Cheng-Kang Lin

Attendees:

Dien-Sheng Chang, CPA of Deloitte & Touche

Kuan Hao Huang, Huang & Partners Law Office

  • 1 -

I. Announcement of the Commencement of the Meeting

II.. Chairperson’s Remarks : (omitted)

III. Reporting Matters

  1. 2019 Business Report. Please Kindly Review. (Attachment 1)

  2. 2019 Audit Committee Report. Please Kindly Review. (Attachment 2)

  3. Report on the Distribution of Dividends and Bonuses for 2019. Please Kindly Review. ( Shareholders’ Meeting Handbook)

  4. Report on Distribution of Employees’ Compensation and Directors’ Remuneration for 2019. Please Kindly Review. ( Shareholders’ Meeting Handbook)

  5. Amendments to the Company’s “Ethical Corporate Management Best Practice Principles and Procedures.” Please Kindly Review. ( Shareholders’ Meeting Handbook)

IV. Recognition Matters

Agenda 1: 2019 Business Report and Financial Statements. Recognition is Respectfully Requested.

Proposed by the Board of Directors

  • Explanation: (1) The 2019 Financial Statements (including consolidated financial statements) were prepared by the Company and audited by independent auditors Dien Sheng Chang and Benjamin Shih of Deloitte & Touche, who have submitted an unqualified independent auditors’ report. The Audit committee has audited the financial statements together with the Business Report, and recognition was respectfully requested.

  • (2) Please refer to pages 10 and 16 of this handbook for the Business Report, Independent Auditors’ Report and financial statements (including consolidated financial statements.) (Attachment 1 and 3)

Resolution:Voting results: 200,521,084 “for” votes, representing 98.43% of the shares present at the time of voting; 105,498 “against” votes; 0

  • invalid“ vote; 3,081,691 “abstain/non-vote” votes

  • 2 -

RESOLVED, the above proposal submitted by the Board of Directors was ratified upon shareholder voting

Agenda 2: 2019 Earnings Distribution Plan. Recognition is Respectfully Requested.

Proposed by the Board of Directors

  • Explanation: (1) The Company’s 2019 earnings distribution plan was approved by the Board of Directors and audited by the Audit Committee, and the earnings distribution plan is as follows:

Senao International Co., Ltd.

Earnings Distribution Plan Fiscal Year 2019

Unit: NT$

Unit: NT$ Unit: NT$
Item Amount
Beginning undistributed retained
earnings
678,305,342
Net income of 2019 411,231,004
Add: remeasurements of defined
benefit plans recognized in retained
earnings
15,438,459
Less: Adjustment resulting from
application of 2019 TIFRS
(11,860,090)
Total amount of after-tax net income
for the period and other items
adjusted to the current year’s
undistributed earnings other than
after-tax net income for theperiod
414,809,373
Less: Appropriation of 10% retained
earnings for legal reserve
(41,480,937)
Less: Appropriation of special
reserve in accordance with laws
(244,566)
Distributable retained earnings for
currentperiod
1,051,389,212
Distribution item:
Cash dividends on Common Shares (374,466,353)
  • 3 -

(NT$1.45 per share) Ending undistributed retained 676,922,859 earnings

Chairperson:Jin-Lin Lai Manager:Pao-Yung Lin Accounting Manager:Tsai-Hung Yu

  • (2) The current number of outstanding shares is 258,252,657 shares, and the cash dividend is NT$1.45 per share.

Note: The Company’s principle for earnings distribution is that the distributable retained earnings of 2019 should be distributed with priority.

Resolution: Voting results: 200,515,088 “for” votes, representing 98.43% of the shares present at the time of voting; 118,844 “against” votes; 0

invalid“ vote; 3,074,341 “abstain/non-vote” votes

RESOLVED, the above proposal submitted by the Board of Directors was ratified upon shareholder voting

V. Special Motions

VI. Meeting Adjourned 9:12 a.m. of the same day

  • 4 -

Attachment 1

1. 2019 Operating Result

(1) Operating Result

Annual consolidated operating income reached NT$28.865 billion; profit before tax was NT$480 million; net income was NT$410 million; net income attributable to owners of parent was NT$411 million; earnings per share was NT$1.59.

(2) Profitability Analysis:

Profitability Analysis

Year
Item

Year 2019
Year 2018
Return on Assets(%) 4.26 3.98
Return on Equity (%) 7.01 6.78
Net Profit Margin(%) 1.42 1.27
Earningsper Share(NT$) 1.59 1.59

Note: Amounts in the table are data from the consolidated financial statements of the Company and its subsidiaries.

(3) Research and Development:

2019 is definitely a key year for the development of telecommunication technology, when countries such as the U.S., South Korea, China have all kicked off their commercialization of 5G services; whereas, in Taiwan, the 5G licenses are expected to be released in early 2020, and the commercialization are likely to be launched in July, 2020. In the near future, the consumer application market will be the very first area for 5G application in Taiwan. Higher resolution video streaming and content service for mobile devices will come into the picture and lead a better immersive experience in comparison to those of current 4G services. As the 5G technology matures, more application focuses will be placed on the B2B services. We are looking forwards to emerging 5G applications such as remote medical care, self-driving vehicles, and artificial intelligence and Internet of things (AIoT). Furthermore, the 5G services can replace the traditional back end network equipment, e,g, WI-FI assess points and switches. Such as 5G application in an enterprise network, for example, can lead to faster connections and meet enterprises’ security needs.

In terms of hardware specification of telecommunication products,

  • 5 -

full upgrades will definitely follow the advent of 5G telecommunication technology, namely upgrades of 5G processor and CPU, elevation of camera resolution, increase of memory capacity, and rise of screen-to-body ratio. In addition, as challenges on foldable screen technology have been overcome, in 2019, many smartphone manufacturers introduced their foldable models (e.g. Samsung’s Galaxy Fold, LG’s G8X ThinQ and Huawei’s Mate X, etc.). We are looking forwards to various forms of foldable phone in 2020. As technology advances and production scale grows, the price of a foldable phone tends to fall and thus leads to more purchases.

2. 2020 Business Plan

(1) Business Policy

  1. Through the new retail model that integrates virtual and physical services, combining with seasonal new products, best sellers and clearance products, supported with resources from major phone manufacturers, Senao will enrich a product’s lifespan and smooth the whole selling process.

  2. Senao analyzes and segments its members’ behaviors, and keens to cultivate and expand the number of its members as well as social media fans. It also enhances the branding and product marketing, so to deepen member loyalty and adhesiveness through the sales customization tailoring to specific member segment.

  3. It is foreseeable that launch of 5G service in Taiwan in 2020 will be followed by a peak of 5G phone sales, and Senao will act its role as a valuable sales channel by providing a full spectrum of products and diverse telecommunications services.

  4. Working closely with global and local home appliance brands, Senao deploys in luxury and smart home appliances market. By placing focus on training to the service personnel at the retail stores and brand experience zones, Senao wishes to offer unique experience to its customers.

  5. Senao will continue to push the sales of health care and beauty products under the brands, “sakuyo” and “Healthy Collection” it carries. In 2020, shampoo, conditioner and hair loss treatment

  6. 6 -

products under these brands will kick off the market, allowing Senao get closer to customers’ daily livings. Through the distribution of trail packages in retail stores, customers will know better about the products and place an order.

  • (2) Business Objectives:

  • Sales of 5G smartphones will enter its growth phase in 2020. According to the forecast made by the Institute for Information Industry in December, 2019, the global shipment of 5G phones will reach to 260 million phones in 2020. Thus, Senao will increase the training on 5G services and products to its service personnel at retail stores in order to provide full-dimensional experience to its customers.

  • By analyzing customers’ characteristics and preference, lifting employees’ understanding of product features as well as execution, and pairing with reasonable sales KPI system, Senao wishes to satisfy its customers with better product experience and in-store services.

  • Via the brand-new decoration in Senao retail stores, we look forwards to attract more customers visit to Senao retail stores for product experience and provide smart home services.

  • (3) Sales Policy:

  • As the 3C market trend turns to consumer-oriented, Senao will focus on introducing popular communication and information products, appliance and accessories from well-known brands, and hence providing our customers more popular and top-quality product selections and packages to create a win-win situation among Senao, phone makers and customers.

  • In terms of distribution rights, we will work on the dealership of top brands’ competitive products, and ceaselessly look for second-tier brands’ products with high potential and price-to-performance ratio.

3. The Company’s Future Development Strategy

The Company will continue to be customer-centric and provide its customers with “all time, all products, all services and all channels”

  • 7 -

services via the new retail model. In the coming year, Senao aims not only to boost the Senao member base, but also to offer 24/7 services by connecting the online and offline businesses through the Senaonline platform. Senao will hold the recruiting events to introduce the 2R startup online platform, “Coco Back”, aiming to pick up sales momentum.

2020 will be the official launch of the 5G market, and a peak of phone sales is anticipated, and Senao will target to create opportunities in sales of accessories, information, home appliance, health care products in addition to the existing telecommunication business. With flexible product packages, varied marketing campaigns, and dense sales network, we will create more potential business opportunities.

Finally, Senao will ceaselessly promote all kinds of social welfare events through the Senao Technology Education Foundation to pursue our corporate social responsibilities.

  1. Effect of External Competition, the Legal Environment, and the Overall Business Environment

According to the forecast announced by the Directorate-General of Budget, Accounting and Statistics, Executive Yuan on February 12, 2020 , the projected economic growth rate for 2020 is 2.37%, declined by 0.35% in comparison to 2.72% projected in November 2019; declined by 0.34% in comparison to 2.71% of the year 2019.

A slow growth of Taiwan's overall economy is anticipated in 2020. In the first quarter of 2020, the domestic economy is likely to be negatively impacted by the Novel Coronavirus (COVID-19) outbreak, especially for airlines, travel industry, hotels, restaurants and Taiwanese enterprises who have operations in Mainland China.

In terms of telecommunication industry in Taiwan, it is expected that 5G phones sales will follow with the launch of 5G service, and all phone manufacturers are likely to introduce their 5G flagship models packaged with 5G fare plans from all telecommunication companies to capture a piece of the 5G pie.

Taiwan’s mobile communication user market has become saturated. According to NCC’s statistics, as of the end of December 2019, the population of mobile users was 29.21 million declined by

  • 8 -

0.04% in comparison to 29.22 million at the end of December 2018. The Company will work closely with its parent company, Chunghwa Telecom, to promote Chunghwa Telecom's mobile numbers pairing with diverse fare plans and provide a wide range of product selection and marketing strategy.

Chairman: Chin-Lin Lai

Manager: Pao-Yung Lin

Accounting Manager: Tsai-Hung Yu

  • 9 -

Attachment 2

Senao International Co., Ltd.

Audit Committee Report

The Board of Directors has prepared this Company’s 2019 financial statements (including consolidated financial statements), which have been audited by external auditors Dien Sheng Chang and Benjamin Shih of Deloitte & Touche, together with the business report and proposal of earning distribution plan. We have examined above statements and reports and found no irregularities. We hereby report as above in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please kindly approve.

To

The Company’s 2020 General Shareholders’ Meeting

Senao International Co., Ltd.

Audit Committee Convenor : Kung-Liang Yeh

February 21, 2020

  • 10 -

Attachment 3

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Stockholders Senao International Co., Ltd.

Opinion

We have audited the accompanying financial statements of Senao International Company Limited (“the Company”), which comprise the balance sheets as of December 31, 2019 and 2018, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

Key audit matter is the matter that, in our professional judgment, was of most significance in our audit of the financial statements for the year ended December 31, 2019. The matter was addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on the matter.

Key audit matter of the financial statements for the year ended December 31, 2019 is as follows:

Valuation of Inventories

As described in Note 9 to the financial statements, the carrying amount of the Company’s inventories was $1,785,706 thousand as of December 31, 2019, which represented 18% of the total assets. The inventories of the Company are mainly consisted of communication products. Due to rapid changes in technology, the value of inventory is greatly affected by market price fluctuations, and there is high risk of inventory loss or obsolescence. In addition, the amount of inventories is significant and the valuation of inventories involved significant judgement and estimates made by the management. Consequently, valuation of inventories was considered to be a key audit matter.

  • 11 -

For the accounting policy on inventory and the related material accounting judgement and estimation, refer to Notes 4-e. and 5.

Corresponding audit procedures:

We evaluated the appropriateness of the method applied in the calculation of the valuation loss for inventories at year end. Then, we verified the data used in the assumptions against the relevant supporting documents and recalculated the loss provision to ensure its accuracy.

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

Management is responsible for the preparation and fair presentation of the 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 the financial statements that are free from material misstatement, whether due to fraud or error.

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

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

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

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

  3. 12 -

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

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2019 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

  • 13 -

The engagement partners on the audit resulting in this independent auditors’ report are Dien Sheng Chang and Shih Ching Pin.

Deloitte & Touche Taipei, Taiwan Republic of China

February 21, 2020

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

  • 14 -

SENAO INTERNATIONAL CO., LTD.

BALANCE SHEETS DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Financial assets at fair value through profit or loss (Note 7)
Notes receivable, net (Note 8)
Trade receivables, net (Note 8)
Trade receivables from related parties (Note 27)
Other receivables (Note 8)
Other receivables from related parties (Note 27)
Inventories (Note 9)
Other prepaid expenses (Note 27)
Prepayments
Other current assets (Note 10)

Total current assets

NONCURRENT ASSETS
Financial assets at fair value through other comprehensive income (Note 11)
Investments accounted for using equity method (Note 12)
Property, plant and equipment (Notes 13 and 27)
Right-of-use assets (Note 14)
Intangible assets (Notes 15 and 27)
Deferred tax assets (Note 22)
Refundable deposits (Note 27)
Other noncurrent assets

Total noncurrent assets

TOTAL

LIABILITIES AND EQUITY

CURRENT LIABILITIES

Financial liabilities at fair value through profit or loss (Note 7)

Contract liabilities (Note 20)

Notes payable (Note 16)

Notes payable to related parties (Note 27)

Trade payables (Note 16)

Trade payables to related parties (Note 27)

Other payables (Note 17)

Other payables to related parties (Note 27)

Current tax liabilities (Note 22)

Lease liabilities - current (Note 14)

Advance receipts (Note 27)

Other current liabilities


Total current liabilities


NONCURRENT LIABILITIES

Deferred income tax liabilities (Note 22)

Lease liabilities - noncurrent (Note 14)

Net defined benefit liabilities - noncurrent (Note 18)

Guarantee deposits


Total noncurrent liabilities


Total liabilities


EQUITY

Share capital - ordinary shares (Note 19)

Capital surplus (Note 19)

Retained earnings (Note 19)

Legal reserve

Special reserve

Unappropriated earnings

Total retained earnings

Other equity

Treasury shares (Note 19)


Total equity


TOTAL
2019
Amount
%
$ 2,255,114
23
53
-
85,066
1
606,155
6
902,930
9
101,969
1
193,516
2
1,785,706
18
34,257
-
39,159
1

9,463

-


6,013,388
61

10,648
-
1,669,375
17
869,510
9
695,029
7
38,710
-
437,994
5
61,363
1

3,000

-


3,785,629
39

$ 9,799,017
100

$ 11
-

112,928
1

2,989
-

18
-

1,415,687
15

261,302
3

1,052,670
11

207,505
2

32,863
-

262,856
3

8,369
-

39,622

-



3,396,820
35



52
-

447,799
4

81,607
1

24,561

-



554,019

5



3,950,839
40



2,582,527
27


717,885

7


1,454,896
15

13,536
-

1,093,115
11


2,561,547
26


(13,781)

-


-

-



5,848,178
60


$ 9,799,017
100
2018
































































































Amount
%
$ 2,112,082
22

-
-

133,818
1

643,800
7

1,031,573
11

141,911
1

289,160
3

1,915,572
20

18,732
-

46,829
1

7,822

-

6,341,299
66

25,704
-

1,717,228
18

934,876
10

-
-

28,275
-

434,038
5

60,774
1

12,136

-

3,213,031
34
$ 9,554,330
100
$ 217
-

51,466
1

15,789
-

18
-

2,147,308
23

214,714
2

897,726
9

237,647
3

1,443
-

-
-

5,828
-

42,290

-

3,614,446
38

129
-

-
-

104,294
1

27,382

-

131,805

1

3,746,251
39

2,582,527
27

717,885

8

1,414,311
15

-
-

1,106,892
11

2,521,203
26

(13,536)

-

-

-

5,808,079
61
$ 9,554,330
100

The accompanying notes are an integral part of the financial statements.

  • 15 -

SENAO INTERNATIONAL CO., LTD.

STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 20 and 27)
Sales

Less: Sales returns
Sales discounts and allowances

Net sales
Service and repairs revenue

Total operating revenue

OPERATING COSTS (Notes 9, 21 and 27)
Cost of goods sold
Service and repairs costs

Total operating costs

GROSS PROFIT

OPERATING EXPENSES (Notes 21 and 27)
Selling and marketing expenses
General and administrative expenses

Total operating expenses

OTHER INCOME AND EXPENSES (Note 21)

INCOME FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
(Note 27)
Other income (Note 21)
Share of profit of subsidiaries and associates
accounted for using equity method
Net gain on foreign currency exchange (Note 21)
Gain on financial assets and liabilities at fair value
through profit or loss
Interest expense (Notes 21 and 27)
Miscellaneous disbursements

Total non-operating income and expenses
2019
Amount
%
$ 26,364,640 96
259,562
1

606,055

2

25,499,023 93

1,994,845

7


27,493,868
100

23,806,106 87

605,532

2


24,411,638
89


3,082,230
11

2,457,379
9

351,910

1


2,809,289
10


1,510

-


274,451

1

117,204
1
99,863
-
1,195
-
259
-
(14,280)
-

(2,063)

-


202,178

1
2018

































Amount
%
$ 28,423,743 96

264,005
1

738,547

2

27,421,191 93

2,200,545

7

29,621,736
100

25,397,696 86

784,053

2

26,181,749
88

3,439,987
12

2,813,653 10

394,539

1

3,208,192
11

(5,773)

-

226,022

1

126,465
-

59,161
-

1,636
-

267
-

-
-

(1,493)

-

186,036

-
(Continued)
  • 16 -

SENAO INTERNATIONAL CO., LTD.

STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

INCOME BEFORE INCOME TAX

INCOME TAX EXPENSE (Note 22)

NET INCOME

TOTAL OTHER COMPREHENSIVE INCOME
(LOSS)
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit plans (Note 18)
Unrealized gain or loss on investments in equity
instruments at fair value through other
comprehensive income
Share of remeasurement of defined benefit plans
of associates
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 22)


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations
Share of exchange differences arising from the
translation of the foreign operations of
associates


Total other comprehensive income (loss), net of
income tax

TOTAL COMPREHENSIVE INCOME

EARNINGS PER SHARE (Note 23)
Basic
Diluted
2019
Amount
%
$ 476,629
2

65,398

-


411,231

2


20,363
-
(15,056)
-
(851)
-

(4,073)

-


383

-

15,795
-

(984)

-


14,811

-


15,194

-

$ 426,425

2

$ 1.59
$ 1.59
2018





















Amount
%
$ 412,058
1

6,204

-

405,854

1

(12,556)
-

(10,296)
-

67
-

4,499

-

(18,286)

-

(5,248)
-

898

-

(4,350)

-

(22,636)

-
$ 383,218

1
$ 1.59
$ 1.58





$ $


The accompanying notes are an integral part of the financial statements.

(Concluded)

  • 17 -

SENAO INTERNATIONAL CO., LTD.

STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Dividends Per Share)

Share Capital -
Ordinary Shares
(Note 19)
Capital Surplus
(Note 19)
BALANCE, JANUARY 1, 2018
$ 2,582,527
$ 703,314
Appropriation of 2017 earnings
Legal reserve
-
-
Cash dividends - NT$3.1662 per share

-

-

-

-
Other changes in capital surplus
Changes in capital surplus from investments in associates accounted for using the
equity method
-
(39)
Changes in percentage of ownership interests in subsidiaries
-
-
Net income for the year ended December 31, 2018
-
-
Other comprehensive loss for the year ended December 31, 2018

-

-
Total comprehensive income (loss) for the year ended December 31, 2018

-

-
Share-based payment

-

14,610
BALANCE, DECEMBER 31, 2018
2,582,527
717,885
Effect of retrospective application

-

-
BALANCE, JANUARY 1, 2019 AS ADJUSTED
2,582,527
717,885
Appropriation of 2018 earnings
Legal reserve
-
-
Special reserve
-
-
Cash dividends - NT$1.4500 per share

-

-

-

-
Net income for the year ended December 31, 2019
-
-
Other comprehensive income (loss) for the year ended December 31, 2019

-

-
Total comprehensive income (loss) for the year ended December 31, 2019

-

-
BALANCE, DECEMBER 31, 2019
$ 2,582,527
$ 717,885
Retained Earnings (Note 19)
Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 1,331,759
$ -
$ 1,609,507
82,552
-
(82,552)

-

-

(817,683)

82,552

-

(900,235)
-
-
-
-
-
(244)
-
-
405,854

-

-

(7,990)

-

-

397,864

-

-

-
1,414,311
-
1,106,892

-

-

(11,860)
1,414,311
-
1,095,032
40,585
-
(40,585)
-
13,536
(13,536)

-

-

(374,466)

40,585

13,536

(428,587)
-
-
411,231

-

-

15,439

-

-

426,670
$ 1,454,896
$ 13,536
$ 1,093,115
Other Equity
Exchange
Differences on
Unrealized Gain
(Loss) on Financial
Assets at Fair
Value Through
Other
Translating
Foreign Operations
Comprehensive
Income
Treasury Shares
(Note 19)
$ 1,110
$ -
$ (328,076)

-
-
-

-

-

-


-

-

-

-
-
-
-
-
-
-
-
-

(4,350)

(10,296)

-


(4,350)

(10,296)

-


-

-

328,076

(3,240)
(10,296)
-


-

-

-

(3,240)
(10,296)
-

-
-
-
-
-
-

-

-

-


-

-

-

-
-
-

14,811

(15,056)

-


14,811

(15,056)

-

$ 11,571
$ (25,352)
$ -
Total Equity
$ 5,900,141
-

(817,683)

(817,683)
(39)
(244)
405,854

(22,636)

383,218

342,686
5,808,079

(11,860)
5,796,219
-
-

(374,466)

(374,466)
411,231

15,194

426,425
$ 5,848,178

The accompanying notes are an integral part of the financial statements.

  • 18 -

SENAO INTERNATIONAL CO., LTD.

STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments to reconcile income before income tax to net cash
provided by operating activities:
Depreciation expenses
Amortization expenses
Expected credit loss
Net gain on financial assets and liabilities at fair value through profit
or loss
Interest expense
Interest income
Compensation cost of share-based payment transactions
Share of profit of subsidiaries and associates accounted for using
equity method
Net loss on disposal of property, plant and equipment
Net gain on lease modification
Net loss (gain) on foreign currency exchange
Changes in operating assets and liabilities:
Decrease (increase) in:
Notes receivable
Trade receivables
Trade receivables from related parties
Other receivables
Other receivables from related parties
Inventories
Other prepaid expenses
Prepayments
Other current assets
Increase (decrease) in:
Contract liabilities
Notes payable
Trade payables
Trade payables to related parties
Other payables
Other payables to related parties
Advance receipts
Other current liabilities
Net defined benefit liabilities - noncurrent

Cash generated from operations
Interest paid
Income tax paid

Net cash generated from operating activities
2019
2018
$ 476,629
$ 412,058
416,517
88,900
31,227
24,824
1,254
1,307
(259)
(267)
14,280
-
(4,978)
(5,530)
-
15,564
(99,863)
(59,161)
1,121
5,773
(2,631)
-
80
(456)
48,752
91,079
36,381
52,164
128,643
247,556
39,979
(3,237)
95,644
41,616
129,866
310,603
(15,525)
(1,630)
7,670
(1,615)
(1,641)
(7,822)
61,462
(21,815)
(12,800)
5,303
(731,621)
(102,560)
46,588
81,135
154,944
(22,256)
(30,142)
(265,308)
2,541
(9,942)
(2,668)
(9,597)
(2,324)

(2,581)
789,126
864,105
(14,280)
-
(39,228)

(136,266)
735,618

727,839
(Continued)
  • 19 -

SENAO INTERNATIONAL CO., LTD.

STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of investments accounted for using equity method

Proceeds from capital reduction of investments accounted for using
equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Decrease in refundable deposits
Acquisition of intangible assets
Decrease (increase) in other noncurrent assets
Interest received
Dividends received

Net cash generated from (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in guarantee deposits
Repayment of the principal portion of lease liabilities
Cash dividends paid
Treasury shares transferred to employees

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS

NET INCREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR

CASH AND CASH EQUIVALENTS, END OF THE YEAR
2019
$ (29,550)
83,025
(16,731)
135
(589)
-
(41,662)
9,136
4,951
107,764

116,479

(2,821)
(331,698)
(374,466)
-

(708,985)

(80)

143,032
2,112,082

$ 2,255,114
2018
$ (78,500)
-

(59,223)
59

-
3,715

(34,023)
11,169
5,516

99,474

(51,813)

(98)

-

(817,683)

327,122

(490,659)

456
185,823

1,926,259
$ 2,112,082

The accompanying notes are an integral part of the financial statements.

(Concluded)

  • 20 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Stockholders Senao International Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Senao International Co., Ltd. and its subsidiaries (the Group), which comprise the consolidated balance sheets as of December 31, 2019 and 2018, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2019 and 2018, its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matter

Key audit matter is the matter that, in our professional judgment, was of most significance in our audit of the consolidated financial statements for the year ended December 31, 2019. The matter was addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on the matter.

  • 21 -

Key audit matter of the consolidated financial statements for the year ended December 31, 2019 is as follows:

Valuation of Inventories

As described in Note 9 to the consolidated financial statements, the carrying amount of the inventories held by Group was $1,866,957 thousand as of December 31, 2019, which represented 19% of the consolidated total assets. The inventories of the Group are mainly consisted of communication products. Due to rapid changes in technology, the value of inventory is greatly affected by market price fluctuations, and there is high risk of inventory loss or obsolescence. In addition, the amount of inventories is significant and the valuation of inventories involved significant judgments and estimates made by the management. Consequently, valuation of inventories was considered to be a key audit matter.

For the accounting policy on inventory and the related significant accounting judgments and estimates, refer to Notes 4-f. and 5.

Corresponding audit procedures:

We evaluated the appropriateness of the method applied in the calculation of the valuation loss for inventories at year end. Then, we verified the data used in the assumptions against the relevant supporting documents and recalculated the loss provision to ensure its accuracy.

Emphasis of Matter

As disclosed in Note 3 to the consolidated financial statements, the Group initially applied IFRS 16 “Leases” in 2019. Our audit opinion is not modified in respect of this matter.

Other Matter

We have also audited the parent company only financial statements of Senao International Co., Ltd. as of and for the years ended December 31, 2019 and 2018 on which we have issued an unmodified opinion with emphasis of matter.

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

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

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

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

  • 22 -

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

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

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

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

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

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

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

  • 23 -

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2019 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Dien Sheng Chang and Shih Ching Pin.

Deloitte & Touche Taipei, Taiwan Republic of China February 21, 2020

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

  • 24 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Financial assets at fair value through profit or loss (Note 7)
Notes receivable, net (Note 8)
Trade receivables, net (Note 8)
Trade receivables from related parties (Note 29)
Other receivables (Note 8)
Other receivables from related parties (Note 29)
Inventories (Note 9)
Other prepaid expenses (Note 29)
Prepayments
Other current assets (Notes 10 and 31)

Total current assets

NONCURRENT ASSETS
Financial assets at fair value through other comprehensive income (Note 11)
Investments accounted for using equity method (Note 13)
Property, plant and equipment (Notes 14, 23 and 29)
Right-of-use assets (Notes 15, 23 and 29)
Goodwill (Note 16)
Intangible assets (Notes 17 and 23)
Deferred tax assets (Note 24)
Refundable deposits (Note 29)
Other noncurrent assets (Note 30)

Total noncurrent assets

TOTAL

LIABILITIES AND EQUITY

CURRENT LIABILITIES

Financial liabilities at fair value through profit or loss (Note 7)

Contract liabilities (Note 22)

Notes payable (Note 18)

Notes payable to related parties (Note 29)

Trade payables (Note 18)

Trade payables to related parties (Note 29)

Other payables (Note 19)

Other payables to related parties (Note 29)

Current tax liabilities (Note 24)

Lease liabilities - current (Notes 15 and 29)

Advance receipts (Note 29)

Other current liabilities


Total current liabilities


NONCURRENT LIABILITIES

Deferred income tax liabilities (Note 24)

Lease liabilities - noncurrent (Notes 15 and 29)

Net defined benefit liabilities - noncurrent (Note 20)

Guarantee deposits


Total noncurrent liabilities


Total liabilities


EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE PARENT

Share capital - ordinary shares (Note 21)

Capital surplus (Note 21)

Retained earnings (Note 21)

Legal reserve

Special reserve

Unappropriated earnings

Total retained earnings

Other equity

Treasury shares (Note 21)


Total equity attributable to stockholders of the parent


NONCONTROLLING INTERESTS (Note 21)


Total equity


TOTAL
2019
Amount
%
$ 2,568,897
25
53
-
85,098
1
775,269
8
825,474
8
297,482
3
193,265
2
1,866,957
19
40,475
-
58,892
1

39,523

-


6,751,385
67

10,648
-
953,685
10
895,742
9
707,610
7
38,001
-
189,111
2
444,380
4
73,177
1

5,830

-


3,318,184
33

$ 10,069,569
100

$ 11
-

117,083
1

3,499
-

18
-

1,546,693
15

261,122
3

1,082,626
11

236,840
2

37,636
-

269,839
3

11,678
-

50,120

1



3,617,165
36



29,565
-

453,847
5

81,607
1

24,863

-



589,882

6



4,207,047
42



2,582,527
26


717,885

7


1,454,896
14

13,536
-

1,093,115
11


2,561,547
25


(13,781)

-


-

-



5,848,178
58


14,344

-



5,862,522
58


$ 10,069,569
100
2018







































































































Amount
%
$ 2,513,558
26

-
-

133,866
1

742,325
8

943,962
10

153,230
1

288,923
3

1,983,094
20

21,652
-

61,071
1

199,735

2

7,041,416
72

25,704
-

919,841
9

965,662
10

-
-

46,947
1

193,264
2

442,467
5

78,748
1

13,837

-

2,686,470
28
$ 9,727,886
100
$ 217
-

52,841
1

16,589
-

18
-

2,230,261
23

215,780
2

926,967
9

237,564
2

1,443
-

-
-

6,733
-

51,749

1

3,740,162
38

32,156
1

-
-

104,294
1

27,606

-

164,056

2

3,904,218
40

2,582,527
27

717,885

7

1,414,311
15

-
-

1,106,892
11

2,521,203
26

(13,536)

-

-

-

5,808,079
60

15,589

-

5,823,668
60
$ 9,727,886
100

The accompanying notes are an integral part of the consolidated financial statements.

  • 25 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 22 and 29)
Sales

Less: Sales returns
Sales discounts and allowances

Net sales
Service and repairs revenue

Total operating revenue

OPERATING COSTS (Notes 9, 20, 23 and 29)
Cost of goods sold
Service and repairs costs

Total operating costs

GROSS PROFIT

OPERATING EXPENSES (Notes 20, 23 and 29)
Selling and marketing expenses
General and administrative expenses

Total operating expenses

OTHER INCOME AND EXPENSES (Note 23)

INCOME FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
Other income (Note 23)
Share of profit of associates accounted for using
equity method
Gain on financial assets and liabilities at fair value
through profit or loss
Interest expense (Notes 23 and 29)
Miscellaneous disbursements
Gain (loss) on disposal of investments
Net loss on foreign currency exchange (Note 23)

Total non-operating income and expenses
2019
Amount
%
$ 27,620,481 96
283,049
1

622,762

2

26,714,670 93

2,150,203

7


28,864,873
100

24,991,556 87

618,745

2


25,610,301
89


3,254,572
11

2,600,243
9

389,802

1


2,990,045
10


(8,865)

-


255,662

1

121,515
-
143,443
-
259
-
(14,695)
-
(2,726)
-
(21,282)
-

(2,312)

-


224,202

-
2018


































Amount
%
$ 30,006,380 96

293,473
1

757,922

2

28,954,985 93

2,285,955

7

31,240,940
100

26,897,328 86

798,850

3

27,696,178
89

3,544,762
11

2,934,045 10

433,746

1

3,367,791
11

(57,943)

-

119,028

-

132,483
-

155,981
1

5,199
-

(182)
-

(5,164)
-

1,342
-

(2,036)

-

287,623

1
(Continued)
  • 26 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

INCOME BEFORE INCOME TAX

INCOME TAX EXPENSE (Note 24)

NET INCOME

TOTAL OTHER COMPREHENSIVE INCOME
(LOSS)
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit plans (Note 20)
Unrealized gain or loss on investments in equity
instruments at fair value through other
comprehensive income
Share of remeasurement of defined benefit plans
of associates
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 24)


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations
Share of exchange differences arising from the
translation of the foreign operations of
associates


Total other comprehensive income (loss), net of
income tax

TOTAL COMPREHENSIVE INCOME

NET INCOME ATTRIBUTABLE TO:
Owners of the Parent

Noncontrolling interests


COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Owners of the Parent

Noncontrolling interests

2019
Amount
%
$ 479,864
1

69,853

-


410,011

1


20,363
-
(15,056)
-
(851)
-

(4,073)

-


383

-

15,795
-

(984)

-


14,811

-


15,194

-

$ 425,205

1

$ 411,231
1

(1,220)

-

$ 410,011

1

$ 426,425
1

(1,220)

-

$ 425,205

1
2018


































Amount
%
$ 406,651
1

8,134

-

398,517

1

(12,556)
-

(10,296)
-

67
-

4,499

-

(18,286)

-

(5,248)
-

898

-

(4,350)

-

(22,636)

-
$ 375,881

1
$ 405,854
1

(7,337)

-
$ 398,517

1
$ 383,218
1

(7,337)

-
$ 375,881

1

(Continued)

  • 27 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

EARNINGS PER SHARE (Note 25)
Basic
Diluted
2019
Amount
%
$ 1.59
$ 1.59
2018
Amount
%
$ 1.59
$ 1.58

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

  • 28 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Dividends Per Share)


BALANCE, JANUARY 1, 2018

Appropriation of 2017 earnings
Legal reserve
Cash dividends - NT$3.1662 per share


Other changes in capital surplus
Changes in capital surplus from investments in associates
accounted for using the equity method
Changes in percentage of ownership interests in subsidiaries
Net income for the year ended December 31, 2018
Other comprehensive loss for the year ended December 31, 2018

Total comprehensive income for the year ended December 31, 2018
Share-based payment transactions

BALANCE, DECEMBER 31, 2018

Effect of retrospective application

BALANCE, JANUARY 1, 2019 AS ADJUSTED

Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - NT$1.4500 per share


Net income for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended
December 31, 2019

Total comprehensive income (loss) for the year ended
December 31, 2019

BALANCE, DECEMBER 31, 2019
Equity Attributable to Stockholders of the Parent Equity Attributable to Stockholders of the Parent Noncontrolling
Total
Interests
(Note 21)
$ 5,900,141
$ 22,682

-
-

(817,683)

-


(817,683)

-

(39)
-
(244)
244
405,854
(7,337)

(22,636)

-


383,218

(7,337)


342,686

-

5,808,079
15,589


(11,860)

(25)

5,796,219
15,564

-
-
-
-

(374,466)

-


(374,466)

-

411,231
(1,220)

15,194

-


426,425

(1,220)

$ 5,848,178
$ 14,344
Total Equity
$ 5,922,823
-

(817,683)

(817,683)
(39)
-
398,517

(22,636)

375,881

342,686
5,823,668

(11,885)
5,811,783
-
-

(374,466)

(374,466)
410,011

15,194

425,205
$ 5,862,522
Share Capital -
Ordinary Shares
(Note 21)
Capital Surplus
(Note 21)
$ 2,582,527
$ 703,314

-
-

-

-


-

-

-
(39)
-
-
-
-

-

-


-

-


-

14,610

2,582,527
717,885


-

-

2,582,527
717,885

-
-
-
-

-

-


-

-

-
-

-

-


-

-

$ 2,582,527
$ 717,885
Retained Earnings (Note 21)
Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 1,331,759
$ -
$ 1,609,507

82,552
-
(82,552)

-

-

(817,683)


82,552

-

(900,235)

-
-
-
-
-
(244)
-
-
405,854

-

-

(7,990)


-

-

397,864


-

-

-

1,414,311
-
1,106,892

-

-

(11,860)

1,414,311
-
1,095,032
40,585
-
(40,585)
-
13,536
(13,536)

-

-

(374,466)


40,585

13,536

(428,587)

-
-
411,231

-

-

15,439


-

-

426,670

$ 1,454,896
$ 13,536
$ 1,093,115
Other Equity
Exchange
Differences on
Translating
Unrealized Gain
(Loss) on
Financial Assets
at Fair Value
Through Other
Foreign
Operations
Comprehensive
Income
Treasury Shares
(Note 21)
$ 1,110
$ -
$ (328,076)

-
-
-

-

-

-


-

-

-

-
-
-
-
-
-
-
-
-

(4,350)

(10,296)

-


(4,350)

(10,296)

-


-

-

328,076

(3,240)
(10,296)
-


-

-

-

(3,240)
(10,296)
-

-
-
-
-
-
-

-

-

-


-

-

-

-
-
-

14,811

(15,056)

-


14,811

(15,056)

-

$ 11,571
$ (25,352)
$ -

The accompanying notes are an integral part of the consolidated financial statements.

  • 29 -

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments to reconcile income before income tax to net cash
provided by operating activities:
Depreciation expenses
Amortization expenses
Expected credit loss
Net gain on financial liabilities at fair value through profit or loss
Interest expense
Interest income
Compensation cost of share-based payment transactions
Share of profit of associates accounted for using equity method
Net loss on disposal of property, plant and equipment
Net gain on lease modification
Net loss (gain) on disposal of investment
Impairment loss recognized on non-financial assets
Net (gain) loss on foreign currency exchange
Changes in operating assets and liabilities:
Decrease (increase) in:
Notes receivable
Trade receivables
Trade receivables from related parties
Other receivables
Other receivables from related parties
Inventories
Other prepaid expenses
Prepayments
Other current assets
Increase (decrease) in:
Contract liabilities
Notes payable
Trade payables
Trade payables to related parties
Other payables
Other payables to related parties
Advance receipts
Other current liabilities
Net defined benefit liabilities - noncurrent

Cash generated from operations
Interest paid
Income tax paid

Net cash generated from operating activities
2019
2018
$ 479,864
$ 406,651
428,858
93,378
45,746
39,738
1,254
1,307
(259)
(5,199)
14,695
182
(8,265)
(11,762)
-
15,564
(143,443)
(155,981)
2,670
7,193
(2,751)
-
21,282
(1,342)
8,946
50,750
(7,870)
1,024
48,768
91,105
(34,208)
39,835
118,488
286,176
(144,940)
7,580
95,658
41,699
116,137
321,400
(18,823)
20,519
2,179
(3,570)
(1,641)
(7,822)
64,242
(21,707)
(13,090)
4,602
(683,568)
(143,644)
45,342
81,863
155,659
(31,083)
(724)
(265,370)
4,945
(10,560)
(1,629)
(16,738)

(2,324)

(2,581)
591,198
833,207
(14,695)
(182)

(39,294)

(136,883)

537,209

696,142
(Continued)

- - 30

SENAO INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss

Proceeds from disposal of financial assets at fair value through profit
or loss
Proceeds from disposal of investments accounted for using equity
method
Proceeds from capital reduction of investments accounted for using
equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in refundable deposits
Acquisition of intangible assets
Acquisition of time deposits with maturities of more than three months
Proceeds from disposal of time deposits with maturities of more than
three months
Decrease (increase) in other noncurrent assets
Interest received
Dividends received

Net cash generated from (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term loans
Repayment of short-term loans
Decrease in guarantee deposits
Repayment of the principal portion of lease liabilities
Cash dividends paid
Treasury shares transferred to employees

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS

NET INCREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR

CASH AND CASH EQUIVALENTS, END OF THE YEAR
2019
$ -

-
-
-
(17,437)
212
5,571
(41,662)

(62,752)
227,255
8,007
8,967

107,764


235,925

240,000
(240,000)
(2,743)
(340,393)
(374,466)

-


(717,602)


(193)

55,339

2,513,558

$ 2,568,897
2018
$ (476,489)
479,930
3,379
19,184

(60,881)
521
3,345

(37,512)

(385,279)
317,367
11,168
13,197

99,474

(12,596)
95,000

(95,000)

(196)

-

(817,683)

327,122

(490,757)

516
193,305

2,320,253
$ 2,513,558

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

  • 31 -