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.

SINBON Electronics Annual Report 2023

May 30, 2023

52256_rns_2023-05-30_fb5f0ee8-d653-4184-9cc3-90a240bf4e2d.pdf

Annual Report

Open in viewer

Opens in your device viewer

Taiwan Stock Exchange Code: 3023

==> picture [129 x 27] intentionally omitted <==

SINBON Electronics Co., Ltd.

2022 Annual Report

Notice to readers

This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English version and the Chinese version, the Chinese version shall prevail.

SINBON annual report is available at website: http://mops.twse.com.tw

Printed on April 1, 2023

  1. Spokesperson and acting spokesperson

  2. (1) Spokesperson

Name: Matthew Chang Title: CFO

Phone: +886-2-2698-9999

E-mail: [email protected]

  • (2) Deputy Spokesperson

Name: Irene Chiu Title: Assistant manager Phone: +886-2-2698-9999 E-mail: [email protected]

  1. Address and phone number of headquarters and factories

  2. Headquarters: 4F.-13, No.79, Sec. 1, Xintai 5th Rd., Xizhi, New Taipei City 221, Taiwan Phone: +886-2-2698-9999

Factory: 582 Kuohua Rd., Miaoli City, Miaoli 360, Taiwan Phone: +886-37-330-099

  1. Stock transfer service

Name: Registrar Agency Department, Taishin Securities Co., Ltd. Address: B1F., No. 96, Section 1, Jianguo N Road, Zhongshan, Taipei 104, Taiwan Phone: +886-2-2504-8125

Website: https://www.tssco.com.tw/stocktransfer

  1. Certifying CPA of last-year financial statements

CPA Firm: Ernst & Young, Taiwan CPA: Tzu-Ping Huang and Ming-Hung Chen

Address: 26F., No. 186, Shizheng N. 7th Rd., Taichung City, Taiwan Phone: +886-4-2259-8999

Website: http://www.ey.com/tw

  1. Overseas listing: None

  2. Corporate website: http://www.sinbon.com

Table of Contents

Table of Contents
Page
Chapter I. A Letter to Shareholders 1
I. Business Policy and Practice 1
II. Business Highlight in 2022 1
III. Summary of 2023 Business Plan 4
IV. The influence of the external competitive environment, regulatory
environment and macroeconomic environment 5
V. Development strategy of the Company in the future 6
Chapter II. Company profile
I. Date of establishment 7
II. Milestone 7
Chapter III. Corporate Governance Report
I. Organization system 9
II. Profiles of the Directors, President, Vice Presidents, Assistant Vice
Presidents, function heads and branch heads 12
III. Remuneration to the Directors, President and Vice Presidents in the
previous period 30
IV. Pursuit of corporate governance 38
V. Information on fee for CPAs service 84
VI. Information on replacement of CPAs 85
VII. In case the Chairman, President, Chief Financial Officer or Chief
Accounting Officer of the Company who has been employed by the
CPA firm retained for services or its affiliate, disclose the name,
occupational title, and the duration of employment by the CPA firm
or its affiliate 86
VIII. In the previous period to the date this report was printed, the
transfer of shares or changes in the pledge of shares under lien by
the Directors, Managers, and shareholders holding more than 10% of
the shares issued by the Company 86
IX. The top 10 shareholders by proportion of shareholding are related
parties, spouse, kindred within the 2nd tier to one another 89
X. The quantity of shares issued by particular investee company held
jointly by the Directors, Managers, and direct or indirect controlled
entity of the Company, and the proportion of shares under joint
holding 92
Chapter IV. Status of fundraising
I. Capital stock and shares 93
II. Corporate Bonds 104
III. Preferred shares 105
IV. Overseas depository receipts 105
V. Employee Stock Option 105
VI. RSU/RSA 105
VII. Merger and Acquisition (including merger, acquisition and spinoff) 105
VIII. Information on the implementation of the capital utilization plan 105
Page
Chapter V. Operation Highlights
I. Content of business 106
II. Market, Production and Sale 123
III. The number of employees, the average years of seniority in services,
average age, and education in the last 2 years to the date this report
was printed 126
IV. Information on expenditures on environmental protection 126
V. Labor-Management Relation 127
VI. Information Security Management 129
VII. Important agreements 132
Chapter VI. Financial Information
I. Condensed Balance Sheet and Comprehensive Income Statement
(2018-2022) Specify the names of the independent auditors and
audit opinion 135
II. Financial Analysis 2018~2022 140
III. Supervisors or Auditing Committee Review Report on the Financial
Statements of the Previous Period 145
IV. The financial report of the previous period, including the
Independent Auditors Report, the Balance Sheet, Comprehensive
Income Statement, Statement of Change in Shareholders Equity,
Statement of Cash Flows and notes to the financial statements
covering the two periods for comparison 146
V. Parent Company Only Financial Statements for the Years Ended
December 31, 2022 and 2021 and Independent Auditors’ Report
(Not including The Contents of Statements Of Major Accounting
Items) 269
VI. Any insolvency to the Company and its subsidiaries in the previous
period to the date this report was printed, and the influence on the
financial position of the Company 379
Chapter VII. Review and analysis of financial position and performance, and risks
I. Financial position 380
II. Financial performance 380
III. Cash flows 381
IV. The influence of significant capital spending in the previous year on
the financial position of the Company 381
V. The direct investment policy of the previous period, the principal
cause of profit or loss, corrective action plan, and the investment
plan in the year ahead 382
VI. Risks 382
Chapter VIII. Additional information:
I. Profiles of the affiliates 386
II. Offering of securities through private placement in the previous
period to the date this report was printed 396
III. The holding or disposal of the shares issued by the Company by
subsidiaries in the previous period to the date this report was
printed 396
Page
IV.
Supplementary information
396
Chapter IX. The occurrence of the incidents as stated in subparagraph 2 of
Paragraph 3 under Article 36 of this law that caused significant influence on
shareholders equipment or stock price in the previous period to the date this
report was printed 396

Chapter I. A Letter to Shareholders

  • I. Business Policy and Practice:

The Chief Executive Officer and the Vice President of the Company are charged with logistics management while the President is in charge of 2 Business Groups, the R&D Division, Global Supply Chain Management Division, Quality Assurance and Engineering Service Center, Production and Operation Research Management Division, and Operation Performance Management Division. The gravity of business operation covers:

  • (I) The research and integrated manufacturing of electronic parts and components: manufacturing of wire harness, PCBA, wireless communication parts and components, and integrated electronic parts and components. The Company has successfully entered into the fields of automotive electronic parts and components, parts and components for electronic medical devices, EV, green energy, and industrial intelligence.

  • (II) Dealership of electronic related parts and components: dealing with the trading of connectors made by HRS of Japan, GPS Module, R/F antennae module, Driver IC and other strategic electronic parts and components.

  • (III) The Company seeks to further develop its business territory of electronic parts and components through direct investment, strategic alliance, and mergers & acquisitions. Examples are the investment to establish SINBON Hungary, SINBON USA, SINBON Ohio, which enabled the Company to enter into the production and manufacturing of connectors and venture capitalists for possible joint venture.

The Company wishes to provide customers vertical service for Total Solutions at one-stop. Further to the positive development of new products and providing integrated and professional engineering services, the Company also successfully integrated the resources of its overseas subsidiaries through organization re-engineering and integration of information system to yield synergy to its entirety.

  • II. Business Highlight in 2022:

  • (I) Business Performance:

    • In 2022, the parent company of SINBON had net sale amounting to NT$7,691,998 thousand with gross margin at 27% and operating income amounting to NT$471,073 thousand, and net income of NT$2,880,553 thousand with earnings per share at NT$12.22 after taxation. The consolidated net sale of the whole group amounted to NT$30,574,800 thousand with gross margin at 25% and operating income amounting to NT$3,326,449 thousand, and net income of NT$3,023,030 thousand. With the addition of net minority shareholder equity of NT$142,477 thousand, net income attributable to shareholders of the parent company amounted to NT$2,880,553 thousand with earnings per share at NT$12.22 after taxation.
  • 1 -

(II) The execution of operation budget:

The operating income plan was achieved at 103.59% with gross margin attainment at 104.01%, and operating income attained at 100.33% as planned. Net income attainment at 104.92% and the profit goal has been achieved as expected.

  • (III) Profitability analysis:
achieved as expected.
Profitability analysis:
Item 2022 2021
Return on Assets(%) 15 15
Return on Equity (%) 25 24
Earnings before taxation to paid-in capital
ratio(%)

143
117
Netprofit rate(%) 37 34
Earningsper share(NTD) 12.22 10.00
  • (IV) R&D Outlook:
Earningsper share(
R&D Outlook:
NTD)
12.22
10.00
Year Result of R&D
2011-2012 Successful development of HDMI,DDR 3, DDR 4, USB
and other connectors and additional effort in the
development of PV of which Junction Box, PV
Connector and Cable have passed the tests of TUV and
UL in PV international standard.
2013-2014 Our investee company, DigiO2, a digital medical
service firm, engaged in a joint venture with the
Remote Care Center of National Taiwan University
Hospital in the remote care service project thereby
developed the portable medical spraying device of
“Brezze®Nebulizer”. This also enabled us to win the
2013 iF gold award in design from Germany.
2015-2016 1.
Tablet PC development to DVT stage for SF
Express.
2.
Development to DVT stage for PC monitoring and
control system.
3.
EV Charger, EV charging gun, and AC charger pole
are achieved at the DVT stage.
2017-2018 1.
Assistance to the clients in the USA in the
development of smart drug cabinet control line,
smart light adjustable window control line.
2.
Development of robotic arm control line,
electronic fireplace, smart grids and other
customized products.
  • 2 -
2018-2019 1.
Development of the sensor of safety air-bag belt,
smart water heater, and parking lot display
system.
2.
AIOT (Artificial Intelligence of Things), the
application system of AI x IoT.
2020-2021 1.
Development of factory use automated data
collector. This device can collect data on the
status of machine operation and repetitions of
the use of tool, and can generate product
quantity data in real-time as interface for
electronic production report for combining with
the IoT technology to upload the data to cloud
system in real-time.
2.
Development of factory MES system to provide a
platform for real-time information that gives
assistance to the factory end in keeping
production in control and the progress of work,
and early warning on equipment maintenance.
This helps management staff to improve their
work efficiency and tracking the production.
3.
Development of image verification system for
assisting factory end for confirmation of the line
color, line location and content of the label. This
helps to eliminate the probability of human error
in identification process.
2022- 1.
The development, application, and cloud
database of the integrated system for the control
of smart car IoT & electric bike.
2.
Furthering the technology in the research and
development of products in the field of Data
Capture (including Single& four slot Ethernet
Cradle, Vehicle cradle, and Vehicle charger, and
essential peripherals of industrial grade terminal)
and the nurturing of the engineering and
integration capacity.
3.
Design and production of semiconductor
equipment cabinets.
4.
AI warehouse robots for moving materials to the
production lines.
5.
Development of various kinds of Mobility
products, charging connectors for big current
battery.
6.
Fitness training and Box Build
7.
Electric Heavy Bikes
  • 3 -

In 2022, the Group spent NT$950,978 thousand on research and development, which was an increase of 12% from the same period of the previous year. Significant effort has been made in the development of IoT, warehouse automation equipment, smart cars, green energy industries, robotic application, smart home and electronic parts and components. Ongoing improvement will be made on factory equipment efficiency. The Group is expected to spend at least NT$300 million or at least 3% of its revenue in research and development every year in the future.

  • III. Summary of 2023 Business Plan:

  • (I) Business policy in 2023:

    1. Customized heavy-duty, water-proof and weather-resistance electronic wire harness and connector solutions: provide customized wire harness design, with extension to physical design, PCB assembly, Smart Cable and other integrated engineering services. The products will be used in green energy industries, EV charging equipment, high precision equipment, semiconductor equipment, and different kinds of medical testing equipment. SINBON was engaged in the business of electric bikes over the years.

    2. Ongoing dealership of electronic parts and components: With years of experience and professional standing in parts and components, The Company provides the customers with consultation service and technical support in different kinds of electronic parts and components, and emerged as the most reliable partner of the customers and agents.

    3. Advocacy and pursuit of ESG sustainability strategy: the Company reorganized the Corporate Social Responsibility Committee and established the Sustainability Committee in 2021. The CEO acts as the Director of this committee. The position of Sustainability Officer has also been created and is in charge of the “Sustainable Development Office” as the designated body for the advocacy and pursuit of ESG sustainability. The Sustainability Committee is consisted of 6 teams charged with the duties of “corporate governance”, “Green SINBON”, “environmental sustainability”, “sustainable supply chain”, “sustainable partnership”, and “value chain operation”. These teams are administered by senior managers of the Company with the expectation of sustaining the upgrade of SINBON in the performance of environmental protection, social participation, and corporate governance in 2023.

    4. Active indulgence in product R&D for strengthening competitive power: prepared for the training and development of R&D people for ongoing refinement of R&D and engineering capacity. Further to the supply of innovative customized design to the need of the customers, the Company also seeks to assure quality for the ongoing assistance to customers in upgrading product performance, developing products with high added-value and competitive power.

  • 4 -

  • Launching for digital transformation and accelerating factory automation: buildup of smart factory, introducing different factory automation systems. Upgrade production efficiency with stable qualify assurance through integrating the smart and digital process.

  • (II) Important policies of production and sale:

  • Strategic Alliance:

Through strategic alliance or direct investment to respond to the rapid changes in market with expansion of business and vertical integration in the development, design, validation, and production of customized precision connectors to the expectation of the customers.

  1. Continued performance improvement:

Through the performance evaluation function of the group to directly manage the indicators and operation performance of all business units of the group.

  1. Development of niche products:

The Company provides integrated engineering service to upgrade the added-value of products. The gravity of production and sale rests with the development of niche models and products with challenge. The Company has successfully completed the development of high voltage wire harness for EC, aviation/navigation/vehicle GPS electronic parts and components, portable body signal devices, x-ray machine, MRI devices, porosity testing device, wind power generator, and also actively involved in the development of industrial controllers, industrial computer, electronic medical devices, PV and wind power generation, and aviation electronic parts and components.

  1. In-depth development of the iMAGIC industry:

The Company aligns with the development trend and is engaged in the development of medical use, automotive, green, industrial, and communication connectors and PCBA, and further the development of the parts and components for automated warehouse system, robotic arms, warehouse moving robots, smart power system, unmanned shops, EV charging module, IoT module electric bikes, and drones.

  • IV. The influence of the external competitive environment, regulatory environment and macroeconomic environment:

The last few years was characterized by the ongoing China-US trade war, echoed with the global economic uncertainty under the outbreak of COVID-19, the sustained shortage and price surge of raw material supply, wide fluctuation of exchange rate, and international conflicts with unpredictable outcomes. The global supply chain was hardly hit. The challenge to the electronic manufacturers was even stronger. With the easing of the epidemic control policy, the Company is more confident to responds to the situation easily through global deployment to bolster the management of the supply chain so as to reduce operation risk, provide customers boundary free and zero lead-time service and support. In addition, SINBON seeks to speed up the introduction of

  • 5 -

automated production equipment and AMR, industrial use robotic arms for man-machine coordinated operation to tackle with the global shortage of labor supply. The Company is prepared to respond to any unfavorable situations to minimize the influence.

  • V. Development strategy of the Company in the future:

  • (I) The Company will continue to go for high growth through the launch of the strategic matrix (existing customers and products, existing customers and new products, and new customers and new products).

  • (II) The Company planned to establish its production facility in Mexico and expand the production capacity at the plants in USA and Hungary for proximity to customer need.

  • (III) The Company has established a designated body for business development. This body is responsible for keeping track on market situation and the trend of development in the future and also development of the uncultivated niche market.

  • (IV) Continue to upgrade the R&D team and fortify its core know-how, and lay hands on frontier industries as early as possible and continue to challenge for products with challenging sophistication.

  • (V) Strategic Alliance: SINBON has proactively sought strategic alliance or joint venture partners through different channels over the years. This would help to bolster the competitive power of the Company and also provide the customers with total solutions in service through the integration of resources.

  • (VI) Indulge in sustainability and corporate governance, and voluntarily take part in major ESG rating at global level. SINBON also proactively responds to the SDGs of the United Nations, and gear up with the world for sketching out the strategic road map for sustainability in mid to long-term.

The management team would like to express its gratitude to the shareholders for their support and encouragement, and hopes the shareholders could continue to give supervision and suggestion to the team in the year ahead. As always, SINBON will persist with its corporate philosophy to yield good result for sharing with the shareholders.

To

General Meeting of Shareholders, SINBON Electronics Co., Ltd.

Chairman: Shaw-Shing Wang

  • 6 -

Chapter II Company profile:

  • I. Establishment Date: December 6, 1989

  • II. Milestone:

  • (I) Merger & Acquisitions, investee enterprises, and corporate reorganization in the previous period to the date this report was printed:

    • March The Board resolved to pass the motion of raising capital of 2022 SINBON USA LLC, a wholly-owned subsidiary of the Company, and the Company planned to invest in “TOP TAIWAN XIV VENTURE CAPITAL CO., LTD.”

    • April The Board resolved to pass the motion of raising capital for 2022 SINBON USA LLC, a wholly-owned subsidiary of the Company. July The Board resolved to pass the motions of the capitalization of 2022 retained earnings into new shares of the wholly-owned subsidiary, Tong Cheng SINBON Electronics Co., Ltd., raising capital of SINBON Hungary Kft, a wholly-owned subsidiary of the Company, The Company’s 85.53%-owned subsidiary Beijing SINBON TongAn Renewable Energy Co., Ltd. proposing to raise the capital of its subsidiary Xuzhou ENMAGIC Energy Co., Ltd., and the planning of Beijing SINBON TongAn Renewable Energy Co., Ltd. in the capital reduction and liquidation of investments of its subsidiary, Beijing SINBON Electronics Co., Ltd.

    • March The Board resolved to pass the motion of raising capital of 2023 SINBON USA LLC, a wholly-owned subsidiary of the Company, and raising capital of SINBON Ohio LLC, a wholly-owned subsidiary of the Company. Adjustment of the investment holding structure of “Beijing SINBON TongAn Renewable Energy Co., Ltd., a subsidiary where the Company holds 85.53% of its stakes, and cash buy-back for capital reduction of “Beijing SINBON TongAn Renewable Energy Co., Ltd., a subsidiary where the Company holds 85.53% of its stakes.

  • (II) Massive transfer or replacement of shares by Directors, Supervisors, or top 10 shareholders holding more than 10% of the shares each issued by the Company: Not applicable

  • (III) Change in the ownership, significant change in business mode or content of business: not applicable.

7

  • (IV) Important issues that affect shareholders equity and its influence on the Company:

The Board resolved to pay cash dividend at NT$8.50/share on March 9, 2023. Earnings in 2022 will be appropriated for dividend payment in the first place. This motion was presented to the General Meeting of Shareholders in regular session scheduled to be held on May 30, 2023.

8

Chapter III Corporate Governance Report

  • I. Organization system:

  • (I) Organizational Structure of the Company

==> picture [453 x 501] intentionally omitted <==

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

Shareholders
Meeting Audit Committee
Remuneration
Committee
Board of Director
Nominating
Committee
Audit Office
ESG Committee
Chairman and CEO
Corporate
Vice Chairman
Decision-Making Team
CEO Vice President President
Financial Management Business Unit Group
Division Legal Affairs Division
Global Sales
Global Human Business Unit Group
Sustainable Strategy
Resources Division
Development Division
Engineering Service
Group MIS Division Center
Human Resources
Global Supply Chain
Administrative Management Division
Management
Production Logistics
Management Division
Research and
Development Division
QA Division
----- End of picture text -----

  • 9 -
(II)
The function of major departments are specified below
(II)
The function of major departments are specified below
Major departments and function
heads
Job function of major departments
Corporate Decision-Making Team
Chairman;
Vice Chairman;
Vice President;
Director;
(1) Dedicated to execute the instructions of the
resolutions of the Board and business operation.
(2) Formulation of overall business objective and
strategic direction of the Group and supervision of
the management team. Hearing of the major
strategy and report formulated by the management
team at regular intervals, and judgment of the
feasibility of success of the strategy. Review the
development of the strategy from time to time, and
give instruction to the management team for
proper adjustment where necessary.
(3) Formulation of major joint venture and significant
capital expenditures cases and direct investment of
the Group.
(4) Formulation of important internal control of the
Group.
(5) Planning for responding to important issues of the
Group, external operation, related party
transactions and possible conflict of interest, major
complaints of employees, investigation report on
corruption.
(6) The paramount body of risk management of the
Group, responsible for the coordination and
command the implementation of the risk
management plan and operation, assessment of
various forms of risks from the perspective of the
Company and possible influence, aware of the
influence of various forms of risks in different
aspects, and assuring the effectiveness of risk
management.
(7) The principle of the pursuit of corporate social
responsibility and protection of corporate culture
orientingto corporate sustainable development.
ESG Committee
CSO and Steering Committee
They aim at sustainable development and promote the
sustainable development of the Group.
CEO
A concurrent position held by
Chairman Shaw-Shing Wang
Implementation of the policies to the order of the Board
and execution of related tasks, responsible for the
result of company operation, and in charge of finance,
strategic formulation, and operation performance
management.
Headquarters office
A concurrent position held by Vice
President, Chun-Chiang, Wang
Administration of human resources, administrative
affairs, information, and legal affairs.
  • 10 -
Major departments and function
heads
Job function of major departments
President
A concurrent position held by Vice
Chairman,Wei-Ming,Liarng
Administration of production and manufacturing, sale,
and research and development.
Audit Office
Manager Hui-Chun, Li (staffed with 5
persons)
(1) Audit on the systems of the Company in operation,
and present report at regular intervals.
(2) Audit on direct investee entities
Financial Management Division
Director Chi-Chou, Chang
(1) Charged with accounting and cashier work.
(2) Provide related information on financial
management to relevant functional units and senior
management as reference in decision-making.
(3) Play a leading role in company budgeting.
(4) Operation and assessment of overseas investment
(5) Major financial planning
(6) Coordination of the convention of the Board and
Shareholders Meeting, release of information and
management of investor relation and contact
window for investor services.
Sustainable Strategy Development
Division
Director Li-Li,Huang
(1) ESG sustainability.
(2) Overall strategic planning of the Company
(3) Strategic communication marketing
Legal Affairs Division
Director Yun-Ju, Huang
(1) Planning and administration of legal affairs
(2) Management and protection of intellectual property
right
Global Human Resources Division
A concurrent position held by Vice
President, Chun-Chiang, Wang
(1) Group human resources planning and execution
(2) Survey, planning and implementation of Group
education and training.
(3) Management of remuneration and benefit of the
Group.
Group Information Integration Division
Ass. Director Yang-Yu, Wu

(1) Installation and maintenance management of
computer equipment (hardware and software)
(2) Advocacy of companywide computerization
(3) Supply of computer spreadsheet in supporting the
need of the departments.
Administrative Management Division
A concurrent position held by
Ass. Director Kuei-Chen, Feng
(1) Execution of regional administrative works of the
Group.
(2) Coordination, liaison and communication with
related departments.
Business Unit Group
A concurrent position held by Vice
Chairman,Wei-Ming,Liarng
Sale of parts and components for different types of
electronic products
  • 11 -
Major departments and function
heads
Job function of major departments
Global Sales Business Unit Group
Vice President Wen-Sen, Huang
Development of markets for electronic parts and
components of different types of electronicproducts.
Engineering Service Center
A concurrent position held by Ass.
Director Yao-Ting,Li
Coordinating engineering resources of the Group.
Global Supply Chain Management
Division
Director Yang, Tsou
Administration of Group purchase and supply chain
management.
Production Logistics Management
Division
Director Hsing-Chun, Wu
Coordinating production and manufacturing business of
the Group.
Research and Development Division
A concurrent position held by Vice
Chairman,Wei-Ming,Liarng
Research of parts and components of different types of
electronic products and product development.
QA Division
Ass.Director Chia-Ching,Lin
Supplier audit/evaluation, product certification,
incoming and outgoing quality control.

II. Profiles of the Directors, President, Vice Presidents, Ass. Directors, function heads and branch heads:

(I) Directors (including Independent Directors):

  • 12 -

Profiles of Directors and Independent Directors (I)

April 1 2023

Occupational
title
(Note 1)
Nationality
or place of
registration
Name Gender
Age
(Note 2)
Date of
office
Tenure Date of the
first term of
office
(Note 3)
Quantity o
at the time
o
f shares held
of elected to
ffice
Quantity of shares
currently held
Quantity of shares
currently held
Shares held by spouse
and underage children
Shares held by spouse
and underage children
Shares he
of a t
ld in the name
hird party
Major work experience
(education)
(Note 4)
Concurrent positions with
the Company and other
companies
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Remark
(Note 5)

Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Occupational
title
Name Relation
Chairman Republic of
China
Shaw-Shing
Wang
Male
Age
71~80
2021.07.09 3 Years 1989.12.06 7,508,062 3.22% 7,508,062 3.14% 2,131,236 0.89% 0 0% Executive MBA, Fudan
University
Department of
Mathematics, Tamkang
University
Sales Manager, AMP of
USA
Sales Manager, Kanagawa
of Japan
Note 6 Director
(representative
of institutional
investor)
Wei-Chung,
Wang
Father
and son
-
Ass. Director Chen-Chun,
Wang
Father
and son
Vice
Chairman
Republic of
China
Wei-Ming,
Liarng
Male
Age
61~70
2021.07.09 3 Years 2005.05.06 746,107 0.32% 506,107 0.21% 108,000 0.05% 0 0% University of Iowa
IE & MBA
Department of Industrial
Engineering, Tunghai
University
Vice President, Chief Land
Electronic Co.,Ltd.
Note 8 None None None -
Director Republic of
China
Hsin-Chih, Yeh Male
Age
61~70
2021.07.09 3 Years 1997.11.04 1,707,373 0.73% 1,207,373 0.51% 1,000,000 0.42% 0 0% Executive MBA, Fudan
University
Department of
Biomechatronics
Engineering, National
Taiwan University
President,T&B of USA
Note 7 None None None -
Director Republic of
China
Argosy
Research Inc.
Male
Age
61~70
2021.07.09 3 Years 1998.05.16 3,806,421 1.63% 3,806,421 1.59% 0 0% 0 0% Department of Power
Mechanical Engineering,
National Tsing Hua
University
Chairman, Argosy
Research Inc.
Note 9 None None None -
Representative
Chao-Liang,
Wang
0 0.00% 311,388 0.13%
Director Republic of
China
Tai Yi
Investment Co.,
Ltd.
Male
Age
41~50
2021.07.09 3 Years 2005.05.06 4,130,572 1.77% 4,190,000 1.75% 0 0% 0 0% MBA, National ChengChi
University
Manager, Top Taiwan
Venture Capital
Chairman, Tai Yi
Investment Co., Ltd.
Asst VP, Top Taiwan
Venture Capital
Chairman Shaw-Shing
Wang
Father
and son
-
Representative
Wei-Chung,
Wang
0 0.00% 1,159,158 0.48% 628,812 0.26% 0 0% Ass. Director Chen-Chun,
Wang
Brothers
Director Republic of
China
Kuo Shian
Investment Co.,
Ltd.
Male
Age
61~70
2021.07.09 3 Years 2015.06.11 2,415,539 1.04% 2,415,539 1.01% 0 0% 0 0% William Rainey Harper
College
Chairman, Chen Pang Blind
Industrial Corporation
Note 10 None None None -
Representative
Kuo-Hung,
Wang
0 0.00% 105,022 0.04%
Director Republic of
China
Wen-Sen,
Huang
Male
Age
51~60
2021.07.09 3 Years 2021.07.09 230,602 0.10% 235,602 0.10% 34,000 0.01% 0 0% Design Department, Taipei
Industrial College (now
National Taipei University
of Science and
Technology)
AMP Marketing Director
Marketing Manager,
IR-TEC International Ltd.
Note 11 None None None -
  • 13 -
Occupational
title
(Note 1)
Nationality
or place of
registration
Name Gender
Age
(Note 2)
Date of
office
Tenure Date of the
first term of
office
(Note 3)
Quantity of shares held
at the time of elected to
office
Quantity of shares held
at the time of elected to
office
Quantity of shares
currently held
Quantity of shares
currently held
Shares held by spouse
and underage children
Shares held by spouse
and underage children
Shares held in the name
of a third party
Shares held in the name
of a third party
Major work experience
(education)
(Note 4)
Concurrent positions with
the Company and other
companies
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Managers, Directors or Independent
Directors who are spouse or within
second-degree relatives to each other
Remark
(Note 5)

Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Quantity
of shares
Proportion of
shareholding
Occupational
title
Name Relation
Director Republic of
China
Te-Cheng, Chiu Male
Age
51~60
2021.07.09 3 Years 2002.06.18 100,000 0.04% 100,000 0.04% 0 0% 0 0% Vice Chairman, Taiwan Life
Insurance Co., Ltd.
Chairman, Taiwan Venture
Capital Association
Note 12 None None None -
Independent
Director
Republic of
China
Yu-Fen, Lin Female
Age
51~60
2021.07.09 3 Years 2021.07.09 0 0% 0 0% 0 0% 0 0% Attorney-at-law,
Corporate Investment
Department, Lee & Li
Attorneys-at-law
Attorney-at-law, LIN &
ASSOCIATES Maritime Law
Office
Independent Director,
Chunghwa Telecom
Independent Director, Bank
SinoPac
Presiding Counsel, Law and
Honor Attorneys at Law
None None None -
Independent
Director
Republic of
China
Hou-Ming,
Chen
Male
Age
61~70
2021.07.09 3 Years 2019.06.06 0 0% 0 0% 0 0% 0 0% Professor, Department of
International Business,
National Taiwan University
President, Commerce
Development Research
Institute
Dean, College of
Management, National
Chung Hsing University
Chairman, Department of
Business Administration,
National Chung Hsing
University
Professor, Department of
International Business,
National Taiwan University
Independent Director,
Fulltech Fiber Glass Corp.
Independent Director,
ShareHope Medicine Co.,
Ltd.
None None None -
Independent
Director
Republic of
China
Cheng-Yen,
Chang
Male
Age
71~80
2021.07.09 3 Years 2018.06.08 0 0% 0 0% 0 0% 0 0% Clinical Research Fellow,
Université Paris Descartes
National Defense Medical
Center School of Medicine
Superviser, Radiological
Association of North
America
Adjunct Associate
Research Fellow, Institute
of Biomedical Engineering
and Nanomedicine,
National Health Research
Institutes
Head the Department of
Radiology, specialist and
chief physician, Taipei
Veterans General Hospital
Director and
Secretary-General, Taiwan
Radiological Society
Chief Consultant and
Director-General of the
Radiological Medical
Committee of Department
of Medical Imaging, Tzu Chi
Hospital
Consultant Physician, Taipei
Veterans General Hospital
Department of BioMedical
Engineering, National Yang
Ming Chiao Tung University
Professor of clinical trial,
National Defense Medical
Center School of Medicine
None None None -
  • Note 1: List out the name of institutional shareholders and their representatives separately (for representatives of institutional shareholders, specify the name of the institutions) and fill in Table 1 below. Note 2: Specify the exact age, and may express by range, such as age 41~50, or age 51~60.

Note 3: Specify the date of assuming office as Director or Independent Director for the first time, explain if there is any interruption in the term of office.

  • Note 4: Experience relevant with the current position. If employed by the CPA office retained for performing auditing services and certification of its affiliates in the aforementioned period, specify the occupational title and the function performed.

  • Note 5: If the Chairman also hold the position as President or position of relevant function (e.g., the top manager), or these positions were held by spouse or next of kin, explain and justify the necessity and responses (e.g.: additional seats for Independent Directors were reserved, and less than half of the Directors also hold positions as employees or managers).

Note 6: Chairman (Representative of Institutional Shareholder) of SINBON Beijing, Chairman (Representative of Institutional Shareholder) of SINBON Hong Kong, Chairman (Representative of Institutional

  • 14 -

  • Shareholder) of SINBON Shanghai, Chairman (Representative of Institutional Shareholder) of SINBON Shenzhen, Chairman (Representative of Institutional Shareholder) of SINBON Jiangyin, Chairman (Representative of Institutional Shareholder) of Kwan Ze Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINBON International, Director (Representative of Institutional Shareholder) of Argosy Research Inc., Director (Representative of Institutional Shareholder) of Top Taiwan IV Venture Capital, Director (Representative of Institutional Shareholder) of Top Taiwan XI Venture Capital, Director (Representative of Institutional Shareholder) of Top Taiwan XII Venture Capital, Director (Representative of Institutional Shareholder) of T-CONN Precision Corporation, Director (Representative of Institutional Shareholder) of T-CONN Precision (Zhongshan) Corporation, Chairman (Representative of Institutional Shareholder) of Beijing SINBON TongAn Renewable Energy Co., Ltd., Chairman (Representative of Institutional Shareholder) of Enmagic Renewable Energy Co., Ltd.

  • Note 7: Director (Representative of Institutional Shareholder) of Kwan Ze Co., Ltd., Director (Representative of Institutional Shareholder) of Argosy Beijing, Chairman (Representative of Institutional Shareholder) of T-CONN Precision Corporation, Chairman (Representative of Institutional Shareholder) of T-CONN Precision (Zhongshan) Corporation, Chairman (Representative of Institutional Shareholder) of Super Progressive Ltd. , Supervisor (Representative of Institutional Shareholder) of Top Taiwan XII Venture Capital, Director (Representative of Institutional Shareholder) of Tai Yi Investment Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINTOP Energy I Corp.

  • Note 8: Director (Representative of Institutional Shareholder) of Worldwide Wire Harnesses Ltd., Chairman (Representative of Institutional Shareholder) of SINBON Tongcheng, Director (Representative of Institutional Shareholder) of SINBON Jiangyin, Director (Representative of Institutional Shareholder) of SINBON Hong Kong, Director (Representative of Institutional Shareholder) of SINBON Beijing, Director (Representative of Institutional Shareholder) of Beijing SINBON TongAn Renewable Energy Co., Ltd, Director (Representative of Institutional Shareholder) of SINBON Shenzhen, Director (Representative of Institutional Shareholder) of SINBON Shanghai , Chairman (Representative of Institutional Shareholder) of Jiangsu ENMAGIC Energy Co., Ltd., Independent Director (Representative of Institutional Shareholder) of Flytech Technology Co., Ltd., Director (Representative of Institutional Shareholder) of Enmagic Renewable Energy Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINBON Jiangyin Beijing Tongzhou Branch, Director (Representative of Institutional Shareholder) of SINBON Technologies Tennessee LLC, Director (Representative of Institutional Shareholder) of Tai Yi Investment Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINTOP Energy Management Co., Ltd.

  • Note 9: Chairman of Argosy Research Inc., Chairman of Argosy Technology B.V., Chairman of Argosy Technology, Inc., Chairman of Global Saber Electronics Co., Ltd., Chairman of Rotec Limited, Director of (Representative of Institutional Shareholder) of Top Taiwan VIII Venture Capital Co., Ltd., Supervisor (Representative of Institutional Shareholder) of Top Taiwan XII Venture Capital, Supervisor (Representative of Institutional Shareholder)of Top Taiwan XIII Venture Capital Co., Ltd., and Director (Representative of Institutional Shareholder) of TOP TAIWAN XIV VENTURE CAPITAL CO., LTD..

  • Note 10: Chairman of Chen Bang Blind Industrial Corporation, Director of G-Tech Optoelectronics Corp., Director of Kuo Shian Investment Co., Ltd., Supervisor of Tang Silk Co., Ltd., Director of (Representative of Institutional Shareholder) of Radbon Avionics Inc..

  • Note 11: Chairman (Representative of institutional shareholder) of SINBON Europe GmbH, Director (Representative of institutional shareholder) of SINBON Hong Kong, Supervisor of SINBON Jiangyin, Supervisor of SINBON Tongcheng, Director (Representative of institutional shareholder) of Nextronics Engineering Corp.

  • Note 12: Chairman/President of Top Taiwan Venture Capital, Top Taiwan IV Venture Capital, Top Taiwan IX Venture Capital, Top Taiwan X Venture Capital, Top Taiwan XI Venture Capital, Top Taiwan XII Venture Capital, Top Taiwan XIII Venture Capital, TOP TAIWAN XIV VENTURE CAPITAL CO., LTD. and Top Taiwan Financial Consulting Co., Ltd., President/Director of Top Taiwan VI Venture Capital and Top Taiwan VIII Venture Capital, Independent Director of Silitech Technology Corporation, Director (Representative of institutional shareholder) of DEPO Auto Parts Ind. Co., Ltd., Director (Representative of institutional shareholder) of AMICCOM Electronics Corporation., Ltd., Director (Representative of institutional shareholder) of Radbon Avionics Inc., Director (Representative of institutional shareholder) of Shin Kong Financial Holding Co., Ltd., Director of ELAN Microelectronics Corp., Director (Representative of institutional shareholder) of T-CONN Precision Corporation, Director of Avatack Co. Ltd., Vice Chairman of Shin Kong Life Insurance Co., Ltd.

  • 15 -

Table 1: Dominant shareholders of institutional shareholders

Table 1: Dominant shareholders of institutional shareholders
April 1 2023
Name of institutional shareholder (Note 1) Dominant shareholders of institutional shareholders (Note 2)
Argosy Research Inc. Kwan Ze Co., Ltd. (16.39%), WANG, CHAO LIANG (6.43%), SINBON Electronics
Co., Ltd. (3.52%), CHEN,SHU-CHEN (2.86%), UPAMC GREAT CHINA Fund
(1.70%), Capital OTC Fund in custody of Taiwan Business Bank (1.52%),
Discretionary Stock Investment Account of Tai Shin Life at Tai Shin Securities
Investment Trust. (1.44%), UPAMC Ben Teng Fund in custody of Taiwan
Cooperative Bank(1.35%),LIN,MAO-HSIUNG(1.30%),YUAN,I-PEN(1.29%)
Tai Yi Investment Co., Ltd. Chen-Chung, Wang (29.42%), Wei-Chung, Wang (29.39%), Hsin-Chi, Yeh
(8.80%), Wei-Ming, Liarng (8.19%), Chun-Chiang, Wang (8.00%), Mu-Hsiao, Liu
(4.72%), Liang Chen Investment Co., Ltd. (2.83%), Huang-Chi, Lin (1.92%),
Chi-Chou,Chang (1.78%),Wen-Sen,Huang (1.13%)
Kuo Shian Investment Co., Ltd. Kuo-Hung, Wang(33.33%), Hsing-Hui, Liu (33.33%), Hsiang, Wang(33.33%)

Note 1: If the Director or Independent Director is the representative of an institutional shareholder, put down the name of the institution.

  • Note 2: Put the names of the dominant shareholders of this institutional shareholder (Top 10 by shareholding) and proportion of shareholding. If the dominant shareholders are institutional shareholders, fill in Table 2 below.

  • Note 3: If the institutional shareholder is not a body corporate, the name of the institutional shareholder and proportion of shareholder for disclosure as mentioned shall be the name of the benefactor or donor, and the proportion of funding or donation.

  • 16 -

Table 2: If the dominant shareholders as exhibited in Table 1 are institutional shareholders, the dominant shareholders of these institutional shareholders.

April 1 2023
Name of institutional shareholder (Note 1) Dominant shareholders of institutional shareholders (Note 2)
Kwan Ze Co., Ltd. SINBON Electronics Co., Ltd. (100%)
SINBON Electronics Co., Ltd. Investment Account of Small Denomination World Funds Co.
Ltd. in custody of Standard Chartered Bank (5.80%), Shaw-Shing Wang
(3.14%), PineBridge Global Fund – PineBridge Asia except Japan Small Cap
Equity Fund in Custody of Standard Chartered Bank (2.47%), Norges Bank in
custody of Citibank Taiwan Limited- External manager of BlackRock
Investment Management (Taiwan) Investment Account (1.79%), Tai Yi
Investment Co., Ltd. (1.75%), Aberdeen Standard OEICII- ASI Global Smaller
Companies Fund in custody of Citibank Taiwan (1.69%), Investment
Account of Swedbank Robur Global Impact Fund in custody of Standard
Chartered Bank (1.67%), Investment account of Swedbank Robur Tech Fund
in custody of Standard Chartered Bank (1.67%), Argosy Research Inc.
(1.59%),Fubon Life Insurance Co.,Ltd.(1.31%)
UPAMC GREAT CHINA Fund Fund is not applicable
Capital OTC Fund in custody of Taiwan Business
Bank
Fund is not applicable
Discretionary Stock Investment Account of Tai Shin
Life at Tai Shin Securities Investment Trust.
Fund is not applicable
UPAMC Ben Teng Fund in custody of Taiwan
Cooperative Bank
Fund is not applicable
Liang Chen Investment Co., Ltd. Shu-Ying, Kao (95%), Chao-Yeh, Wang (5%)

Note 1: If the dominant shareholder exhibited in Table 1 is an institutional shareholder, put down the name of the institution.

Note 2: Put down the names of the dominant shareholders of this institutional shareholder (top 10 by shareholding) and the proportion of shareholding. Note 3: If the institutional shareholder is not a body corporate, the name of the institutional shareholder and proportion of shareholder for disclosure as mentioned shall be the name of the benefactor or donor, and the proportion of funding or donation.

  • 17 -

Profiles of the Directors and the Independent Directors (II)

  1. Disclosure of the information on the professional qualifications and independence of the Directors and the Independent Directors:
Condition
Name

Professional qualifications and
work experience (Note 1)
Status of independence (Note 2) Number of public
companies where
the Independent
Director also holds
positions as
Independent
Director
Shaw-Shing
Wang
Executive MBA, Fudan University
Department of Mathematics,
Tamkang University
Sales Manager, AMP of USA
Sales Manager, Kanagawa of
Japan
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
2. The government, institutions, or their
representatives were elected as required by
Article 27 of the CompanyAct.
0
Hsin-Chih, Yeh Executive MBA, Fudan University
Department of Biomechatronics
Engineering, National Taiwan
University
President, T&B of USA
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
2. The government, institutions, or their
representatives were elected as required by
Article 27 of the CompanyAct.
0
Representative
of Argosy
Research Inc.:
Chao-Liang,
Wang
Department of Power
Mechanical Engineering,
National Tsing Hua University
Chairman, Argosy Research Inc.
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Not an employee of the Company or its
affiliate.
2. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
3. Not a Director, Supervisor or employee of
companies with special relation to the
Company (for additional information, refer
to Subparagraphs 5~8 of Paragraph 1 under
Article 3 of the Regulations Governing
Appointment of Independent Directors and
Compliance Matters of Public Companies.)
4. No business, legal, financial and accounting
services rendered to the Company or its
affiliates in the last 2years.
0
  • 18 -
Condition
Name

Professional qualifications and
work experience (Note 1)
Status of independence (Note 2) Number of public
companies where
the Independent
Director also holds
positions as
Independent
Director
Wei-Ming,
Liarng
University of Iowa
IE & MBA
Department of Industrial
Engineering, Tunghai University
Vice President, Chief Land
Electronic Co., Ltd.
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Quantity and proportion of shareholding of
the person, the person’s spouse, second
degree relative (or in the name of a third
party): For addition information, refer to III,
Corporate Governance Report and Profiles
of the Directors and Independent Directors
(I)
2. The government, institutions, or their
representatives were elected as required by
Article 27 of the CompanyAct.
1
Wen-Sen,
Huang
Design Department, Taipei
Industrial College (now National
Taipei University of Science and
Technology)
AMP Marketing Director
Marketing Manager, IR-TEC
International Ltd.
Nothing in connection with the
paragraphs under Article 30 of
the CompanyAct
1. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
2. The government, institutions, or their
representatives were elected as required by
Article 27 of the CompanyAct.
0
Representative
of Tai Yi
Investment Co.,
Ltd.:
Wei-Chung,
Wang
MBA, National ChengChi
University
Manager, Top Taiwan Venture
Capital
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Not an employee of the Company or its
affiliate
2. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
3. Not a Director, Supervisor or employee of
companies with special relation to the
Company (for additional information, refer
to Subparagraphs 5~8 of Paragraph 1 under
Article 3 of the Regulations Governing
Appointment of Independent Directors and
Compliance Matters of Public Companies.)
4. No business, legal, financial and accounting
services rendered to the Company or its
affiliates in the last 2years.
0
  • 19 -
Condition
Name

Professional qualifications and
work experience (Note 1)
Status of independence (Note 2) Number of public
companies where
the Independent
Director also holds
positions as
Independent
Director
Representative
of Kuo Shian
Investment Co.,
Ltd.:
Kuo-Hung,
Wang
William Rainey Harper College
Chairman, Chen Pang Blind
Industrial Corporation
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Not an employee of the Company or its
affiliate
2. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
3. Not a Director, Supervisor or employee of
companies with special relation to the
Company (for additional information, refer
to Subparagraphs 5~8 of Paragraph 1 under
Article 3 of the Regulations Governing
Appointment of Independent Directors and
Compliance Matters of Public Companies.)
4. No business, legal, financial and accounting
services rendered to the Company or its
affiliates in the last 2years.
0
Te-Cheng, Chiu Vice Chairman, Taiwan Life
Insurance Co., Ltd.
Chairman, Taiwan Venture
Capital Association
Nothing in connection with the
paragraphs under Article 30 of
the Company Act
1. Not an employee of the Company or its
affiliate
2. Quantity and proportion of shareholding of
the person, the person’s spouse,
second-degree relative (or in the name of a
third party): For addition information, refer
to III, Corporate Governance Report and
Profiles of the Directors and Independent
Directors (I)
3. Not a Director, Supervisor or employee of
companies with special relation to the
Company (for additional information, refer
to Subparagraphs 5~8 of Paragraph 1 under
Article 3 of the Regulations Governing
Appointment of Independent Directors and
Compliance Matters of Public Companies.)
4. No business, legal, financial and accounting
services rendered to the Company or its
affiliates in the last 2years.
1
  • 20 -
Condition
Name

Professional qualifications and
work experience (Note 1)
Status of independence (Note 2) Number of public
companies where
the Independent
Director also holds
positions as
Independent
Director
Independent
Director
Yu-Fen, Lin
Presiding Counsel, Law and
Honor Attorneys at Law
Attorney-at-law, Corporate
Investment Department, Lee & Li
Attorneys-at-law
Attorney-at-law, LIN &
ASSOCIATES Maritime Law Office
Nothing in connection with the
paragraphs under Article 30 of
the CompanyAct
1. The person, the person’s spouse or
second-degree relative do not hold position
as Director, Supervisor or employee of the
Company or its affiliates.
2. The person, spouse, second-degree relative
(or in the name of a third party) do not hold
any shares issued by the Company.
3. Not a Director, Supervisor or employee of
companies with special relation to the
Company (for additional information, refer
to Subparagraphs 5~8 of Paragraph 1 under
Article 3 of the Regulations Governing
Appointment of Independent Directors and
Compliance Matters of Public Companies.)
4. No business, legal, financial and accounting
services rendered to the Company or its
affiliates in the last 2 years.
2
Independent
Director
Hou-Ming, Chen
Professor, Department of
International Business, National
Taiwan University
President, Commerce
Development Research Institute
Dean, College of Management,
National Chung Hsing University
Chairman, Department of
Business Administration,
National Chung Hsing University
Nothing in connection with the
paragraphs under Article 30 of
the CompanyAct
2
Independent
Director
Cheng-Yen,
Chang
Clinical Research Fellow,
Université Paris Descartes
National Defense Medical
Center School of Medicine
Superviser, Radiological
Association of North America
Adjunct Associate Research
Fellow, Institute of Biomedical
Engineering and Nanomedicine,
National Health Research
Institutes
Head the Department of
Radiology, specialist and chief
physician, Taipei Veterans
General Hospital
Director and Secretary-General,
Taiwan Radiological Society
Nothing in connection with the
paragraphs under Article 30 of
the CompanyAct
0
  • 21 -

  • Diversity and independence of the Board

  • (1) Diversity of the Board:

According to Article 23 of the “Corporate Governance Best Practice Principles” of the Company, the Board of the Company shall direct the strategy of the Company, supervise the management, and accountable to the Company and the Shareholders Meeting. The plans and arrangement pertinent to the corporate governance system of the Company shall be able to assure the Board in compliance with applicable legal rules, the Articles of Incorporation of the Company, or the resolutions of the Shareholders Meeting in performing its function. The Board shall consist of at least 5 seats of Directors appropriate for the job with reference to the scale of corporate development and the shareholding of dominant shareholders, and the needs in actual operation.

Diversity shall be taken into account in organizing the Board. Directors who also assume managerial positions of the Company shall not account for more than 1/3 of the members of the Board. The policy of diversity shall also be in place relevant with the function of the Board, the mode of operation, and development need, and shall include without limitation to the following 2 major aspects of criteria:

  • a. Fundamental condition and value: gender, age, nationality and education.

  • b. Professional knowlwdge and skills: professional background (such as law, accounting, industry, finance, marketing or technology), professional skills, and industry experience.

Members of the Board shall be disciplined with the knowledge, skills, and accomplishment in their respective areas of expertise. For achieving the objective of corporate governance, the Board in general shall be capacity of the following:

  • a. Judgement in operation.

  • b. Accounting and financial analysis

  • c. Corporate management

  • d. Crisis management

  • e. Industry knowledge

  • f. International view of market

  • g. Leadership

  • h. Decision-making

The members of the Board will be organized by the Chairman under authorization of the Board on the basis of corporate development need for the suitable candidates.

The expected goals are as follows:

  • a. The short-term goal of independent director seats should account for 1/3 of all director seats, and the long-term goal should be adjusted to 2/5.

  • b. Directors' diversified background expertise (excluding independent directors/part-time managers) should be judged by taking the enterprise business background as 1/4, financial venture capital background as 1/4, special industry research background as 1/4 and ESG/TCFD and other relevant backgrounds as 1/4.

  • 22 -

  • c. The long-term goal is to increase the number of female Director from the current one to two or three.

  • d. Directors who concurrently serve as the manager of the Company shall not exceed 1/3 of the Board seats.

  • e. Independent Directors have a term of no more than 3 terms, and each Independent Director cannot concurrently serve as an Independent Director of more than 3 other companies.

  • f. To cultivate successors for Board members and reduce the average age to 55 to 65 years old.

The current implementation situation is as follows:

  • a. Diversified background of the Directors (including Independent Directors): Except for four directors who actually participate in the operation of the company (including subsidiaries), all other Directors (including Independent Directors) are professionals from outside of whom 2 have corporate management background, 2 are specialized in industry research, 1 is a practicing lawyer, 1 is a medical specialty and 1 is a professor of finance and economics. This meets the goal of appointing Directors who have diversified background expertise. The Company expects to appoint more professional talents from different backgrounds during the re-election in 2024.

  • b. One female Director has been appointed. More female candidates will be appointed as Directors in the future, it is expected to achieve this goal during the re-election in 2024.

  • c. Age: The age of the Directors (including Independent Directors) in current term of the Board: 2 are older than the age of 70, 5 are at the age of 60~70, 3 are at the age of 50~60, and 1 is under the age of 50. The average age falls within the range of 55 to 65 years old.

  • d. The list of Board members is shown below:

  • ChairmanShaw-Shing Wang

  • Director, Hsin-Chih, Yeh (adjunct manager)

  • Director, Wei-Ming, Liarng (adjunct manager)

Director, Wen-Sen, Huang (adjunct manager)

  • Director, Chao-Liang, Wang (Corporate management and engineering background)

Director , Kuo-Hung, Wang (Corporate management background)

  • Director, Te-Cheng, Chiu (Specialized in venture capital investment, financial background)

Director, Wei-Chung, Wang (Specialized in industry research )

  • Independent Director, Hou-Ming, Chen (Professor at NTU, specialized in international business management and finance)

  • Independent Director , Cheng-Yen, Chang (Physician, specialized in medical services, and congruent with the area of business development of the Company)

  • Independent Director (Female), Yu-Fen, Lin (Attorney-at-law, legal professionals)

  • 23 -

  • e. At present, the seats of Independent Director account for 3/11 of the total seats, and it will be increased to more than 1/3 when the Board of Directors is reelected in 2024 to meet the Company’s expected target.

  • f. At present, all Independent Directors have a term of no more than 3 terms, each Independent Director cannot concurrently serve as an Independent Director of more than 3 other companies, which can meet the Company's expected goal.

  • (2) Independence of the Board:

  • The Company has established 3 seats of Independent Directors for the time being, which account for 3/11 of all the seats of Directors. The Company has reviewed the status of independence of the Independent Directors internally in accordance with Paragraphs 3 and 4 under Article 26-3 of the Securities and Exchange Act. Independent Directors Qualification Requirement Checklist has been filled in at the time of the assumption (election to) of Office. No violation has ever been detected by the Company.

  • Director Shaw-Shing Wang and Director Wei-Chung, Wang are relatives within the second degree to each other. All other Directors are not related.

  • 24 -

(II) Information Regarding President, Vice Presidents, Ass. Directors, and function heads and branch heads:

April 1 2023 April 1 2023 April 1 2023 April 1 2023
Occupational
title (Note 1)
Nationality
Name
Gender
Date of
office
Quantity of
shareholding
Quantity of
shareholding by
spouse and underage
children
Shares held in the name
of a third party
Major experience
(education) (Note 2)
Concurrent
positions in other
companies.
Manager who is spouse or relative
within second degree.
Remark
(Note 3)
Quantity
of shares
Proportion
of
shareholding
Quantity
of shares
Proportion of
shareholding

Quantity
of shares
Proportion
of
shareholding
Occupational
title
Name Relation
President Republic
of China
Wei-Ming,
Liarng
Male 1998.01.05 506,107 0.21% 108,000 0.05% 0 0.00% University of Iowa IE & MBA
Department of Industrial
Engineering, Tunghai
University
Vice President, Chief Land
Electronic Co.,Ltd.
Note 4 None None None -
Vice
President
Republic
of China
Wen-Sen,
Huang
Male 1998.02.11 235,602 0.10% 34,000 0.01% 0 0.00% Design Department, Taipei
Industrial College (now
National Taipei University of
Science and Technology)
AMP Marketing Director
Marketing Manager, IR-TEC
International Ltd.

Note 5
None None None -
Vice
President
Republic
of China
Chun-Yu,
Chen
Male 2018.04.20
94,298
0.04% Not
applicable

-
Not
applicable

-
School of Law, Fudan
University, Shanghai
HR and Sale Department
Manager, Tsann Kuen
Shanghai
Manager, General
Management Division,
Want Want Holdings
Limited
Supervisor of
SINTOP Energy I
Corp.
None None None Resignate
on
October
12 2022
Director Republic
of China
Ping, Li Male 1996.10.01 114,245 0.05% Not
applicable

-
Not
applicable

-
BA in Industrial
Management, National
Cheng Kung University
QC Department Manager,
Chenfeng Machinery &
Enterprise Co.,Ltd.
None None None None Resignate
on
December
31 2022
Director Republic
of China
Li-Li, Huang Female 1997.04.21
9,930
0.00% 0 0.00% 0 0.00% Department of International
Trade, Chung Yuan Christian
University
AMP Market Department
Product Management
Public and Consumer
Relation Professional Staff,
Taiwan Scott Paper

None
None None None -
  • 25 -
Occupational
title (Note 1)

Nationality

Name
Gender
Date of
office
Quantity of
shareholding
Quantity of
shareholding
Quantity of
shareholding by
spouse and underage
children
Quantity of
shareholding by
spouse and underage
children
Shares held in the name
of a third party
Shares held in the name
of a third party
Major experience
(education) (Note 2)
Concurrent
positions in other
companies.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Remark
(Note 3)
Quantity
of shares
Proportion
of
shareholding
Quantity
of shares
Proportion of
shareholding

Quantity
of shares
Proportion
of
shareholding
Occupational
title
Name Relation
CFO Republic
of China
Chi-Chou,
Chang
Male 2000.10.01 235,389 0.10% 266,124 0.11% 0 0.00% Business Administration,
Graduate Institute of
Business Management,
National Chung Hsing
University
Department of Accounting,
Chung Yuan Christian
University
Ass. Manager, Diwan &
Company
Note 6 None None None -
Director Republic
of China
Cheng-Ling,
Li
Female 2014.09.01
0
0.00% 0 0.00% 0 0.00% Double Bachelor Degree of
Business
Administration/Sociology,
Tunghai University
HONDA Taiwan HR Section
Mgr.
Infineon Group HR Mgr.
Foxconn Group HR Senior
Mgr.
None None None None -
Director Republic
of China
Hsiu-Sui, Lin Female 2014.09.01
30,403
0.01% 0 0.00% 0 0.00% Jing Zhong Business College Director of
SINBON Shenzhen
(Representative
of Institutional
Shareholder)
Director of
SINBON Shanghai
(Representative
of Institutional
Shareholder)

None
None None -
Director Republic
of China
Yun-Ju,
Huang
Female 2014.09.01
0
0.00% 62 0.00% 0 0.00% University of Southern
California Law School
LLB, National Taiwan
University
Legal Affairs Department,
Kingpo Group ACBEL
Polytech Inc.
Legal Affairs Department,
Lin & Chang International
Law Offices
None None None None -
  • 26 -
Occupational
title (Note 1)
Nationality
Name
Gender
Date of
office
Quantity of
shareholding
Quantity of
shareholding
Quantity of
shareholding by
spouse and underage
children
Quantity of
shareholding by
spouse and underage
children
Shares held in the name
of a third party
Shares held in the name
of a third party
Major experience
(education) (Note 2)
Concurrent
positions in other
companies.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Remark
(Note 3)
Quantity
of shares
Proportion
of
shareholding
Quantity
of shares
Proportion of
shareholding

Quantity
of shares
Proportion
of
shareholding
Occupational
title
Name Relation
Director Republic
of China
Hsing-Chun,
Wu
Female 2014.10.01
30,000
0.01% 0 0.00% 0 0.00% Department of Spanish,
Tamkang University
Director of
SINBON Jiangyin
(Representative
of Institutional
Shareholder)
None None None -
Director Republic
of China
Hao-Min,
Hsu
Male 2014.10.01
0
0.00% 0 0.00% 0 0.00% Department of Shipping and
Transportation
Management, National
Taiwan Ocean University
Longwell Company, FedEx
Taiwan.

None
None None None -
Director Republic
of China
Chin-Tsung,
Huang
Male 2018.09.01
0
0.00% 0 0.00% 0 0.00% Junior High School
graduate, Engineer of
NISSEI Electric, COO, Chief
Operating Officer of Golden
Bridge Electech Inc.
None None None None -
Ass. Director Republic
of China
Ping-Chen,
Sung
Male 2014.10.01
1,689
0.00% 0 0.00% 0 0.00% Ping Tung College of
Technology
Sales Manager , Wieson
Technologies
None None None None -
Ass. Director Republic
of China
Ming-Cheng,
Lin

Male
2015.06.01
18,081
0.01% Not
applicable

-
Not
applicable

-
Graduated from
Department of Electronic
Engineering, National
United University
Section Manager,
Electronics Section,
Tech-Cast Mfg. Corp.
None None None None Resignate
on
September
30 2022
Ass. Director Republic
of China
Chia-Ching,
Lin
Male 2017.04.18
9,202
0.00% 0 0.00% 0 0.00% Department of Electronic
Engineering, Chung Hua
University
None None None None -
Ass. Director Republic
of China
Ya-Hui, Kuo Female 2017.04.18
0
0.00% 0 0.00% 0 0.00% Department of Business
Administration,NTUST
None None None None -
Ass. Director Republic
of China
Kuei-Chen,
Feng
Female 2018.04.09
0
0.00% 4,000 0.00% 0 0.00% Department of Russian
Language, National
ChengChi University
Operations manager of
Holistic Music Culture
Enterprise Co., Ltd.
Head of Management
Department, Ju Percussion
Music School
None None None None -
  • 27 -
Occupational
title (Note 1)
Nationality
Name
Gender
Date of
office
Quantity of
shareholding
Quantity of
shareholding
Quantity of
shareholding by
spouse and underage
children
Quantity of
shareholding by
spouse and underage
children
Shares held in the name
of a third party
Shares held in the name
of a third party
Major experience
(education) (Note 2)
Concurrent
positions in other
companies.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Remark
(Note 3)
Quantity
of shares
Proportion
of
shareholding
Quantity
of shares
Proportion of
shareholding

Quantity
of shares
Proportion
of
shareholding
Occupational
title
Name Relation
Ass. Director Republic
of China
Ping-Jen,
Chen
Male 2018.04.09
7,000
0.00% 0 0.00% 0 0.00% Department of Sport
Management, Aletheia
University
Sales Manager, T-CONN
Precision Corporation
None None None None -
Ass. Director Republic
of China
Chien-Ming,
Huang
Male 2018.04.09
0
0.00% 0 0.00% 0 0.00% Department of Electronics,
Fu-Hsin Trade & Arts School
None None None None -
Ass. Director Republic
of China
Hsing-Hsiu,
Kuo
Female 2018.04.10
6,262
0.00% 100 0.00% 0 0.00% Department of Applied
Foreign Languages, National
Yunlin University of Science
and Technology

None
None None None -
Ass. Director Republic
of China
Kuo-Hung,
Chen
Male 2018.10.29
0
0.00% 0 0.00% 0 0.00% Department of Mechanical
Engineering, National
Taiwan of Science and
Technology
Asst VP, Consumer Product
Department, Lorom
Industrial Co. Ltd.
None None None None -
Ass. Director Republic
of China
Ping-Chen,
Fu
Male 2019.06.03
0
0.00% 3,000 0.00% 0 0.00% Stratford University, MBA.
Project Manager, LITE-ON
Technology
None None None None -
Ass. Director Republic
of China
Yang-Yu, Wu Male 2020.05.01
11,000
0.00% 7,000 0.00% 0 0.00% Department of Applied
Mathematics, Chinese
Culture University
MIS Manager, NEXCOM
International Co.,Ltd.
None None None None -
Ass. Director Republic
of China
Shan, Li Male 2020.05.01
0
0.00% 0 0.00% 0 0.00% PhD, Business
Administration, National
Chengchi University
Consultant to the Office of
the President, Avatack Co.
Ltd.
None None None None -
Ass. Director Republic
of China
Yu-Hsuan,
Lin
Female 2020.05.01
15,165
0.01% 0 0.00% 0 0.00% Department of Chinese
Literature, National Taiwan
University
None None None None -
Ass. Director Republic
of China
Ya-Hui, Kao Female 2020.05.01
1,288
0.00% 0 0.00% 0 0.00% Department of International
Business, Tunghai
University

None
None None None -
Ass. Director Republic
of China
Yao-Ting, Li Male 2021.05.01
2,000
0.00% 0 0.00% 0 0.00% Chien Hsin University of
Science and Technology
None None None None -
  • 28 -
Occupational
title (Note 1)

Nationality

Name
Gender
Date of
office
Quantity of
shareholding
Quantity of
shareholding
Quantity of
shareholding by
spouse and underage
children
Quantity of
shareholding by
spouse and underage
children
Shares held in the name
of a third party
Shares held in the name
of a third party
Major experience
(education) (Note 2)
Concurrent
positions in other
companies.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Manager who is spouse or relative
within second degree.
Remark
(Note 3)
Quantity
of shares
Proportion
of
shareholding
Quantity
of shares
Proportion of
shareholding

Quantity
of shares
Proportion
of
shareholding
Occupational
title
Name Relation
Ass. Director Republic
of China
Yi-Hsien, Lin Male 2021.05.01
14,000
0.01% 1,029 0.00% 0 0.00% Pure Mathematics of
Department of
Mathematics, Fu Jen
Catholic University
Director
(Representative
of Institutional
Shareholder) of
SINTOP Energy
Management Co.,
Ltd.
None None None -
Ass. Director USA Hsin-Nan,
Hsiung
Male 2022.01.01
0
0.00% 0 0.00% 0 0.00% University of Houston
Marketing and North
America Business
Development Manager,
C.C.P. Contact Probes Co.,
LTD.
None None None None -
Ass. Director Republic
of China
Chen-Chun,
Wang
Male 2022.06.17 1,446,310
0.61%
0 0.00% 0 0.00% University of Illinois at
Chicago MBA
Team Lead of Brand
Institute
None Chairman Shaw-Shing
Wang

Father
and son
-
Director
(Representative
of Institutional
Shareholder)
Wei-Chung,
Wang

Brothers
  • Note 1: The profiles of the President, Vice Presidents, Ass. Directors, function heads and branch heads should be included. Positions equivalent to the President, Vice President, or Ass. Director should also be included regardless of the occupational title.

  • Note 2: Experience relevant with the current position. If employed by the CPA office retained for performing auditing services and certification of its affiliates in the aforementioned period, specify the occupational title and the function performed.

  • Note 3: If the Chairman also hold the position as President or position of relevant function (e.g., the top manager), or these positions were held by spouse or next of kin, explain and justify the necessity and responses (e.g., additional seats for Independent Directors were reserved, and less than half of the Directors also hold positions as employees or managers).

  • Note 4: Director (Representative of Institutional Shareholder) of Worldwide Wire Harnesses Ltd., Chairman (Representative of Institutional Shareholder) of SINBON Tongcheng, Director (Representative of Institutional Shareholder) of SINBON Jiangyin, Director (Representative of Institutional Shareholder) of SINBON Hong Kong, Director (Representative of Institutional Shareholder) of SINBON Beijing, Director (Representative of Institutional Shareholder) of Beijing SINBON TongAn Renewable Energy Co., Ltd, Director (Representative of Institutional Shareholder) of SINBON Shenzhen, Director (Representative of Institutional Shareholder) of SINBON Shanghai , Chairman (Representative of Institutional Shareholder) of Jiangsu ENMAGIC Energy Co., Ltd., Independent Director (Representative of Institutional Shareholder) of Flytech Technology Co., Ltd., Director (Representative of Institutional Shareholder) of Enmagic Renewable Energy Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINBON Jiangyin Beijing Tongzhou Branch, Director (Representative of Institutional Shareholder) of SINBON Technologies Tennessee LLC, Director (Representative of Institutional Shareholder) of Tai Yi Investment Co., Ltd., Chairman (Representative of Institutional Shareholder) of SINTOP Energy Management Co., Ltd.

  • Note 5: Chairman (Representative of institutional shareholder) of SINBON Europe GmbH, Director (Representative of institutional shareholder) of SINBON Hong Kong, Supervisor of SINBON Jiangyin, Supervisor of SINBON Tongcheng, Director (Representative of institutional shareholder) of Nextronics Engineering Corp.

  • Note 6: Supervisor of SINBON Hong Kong, Supervisor of SINBON Shenzhen, Supervisor of SINBON Shanghai, Director (Representative of institutional shareholder) of Kwan Ze Co., Ltd., Supervisor of T-CONN Precision (Zhongshan) Corporation, Supervisor of Beijing SINBON TongAn Renewable Energy Co., Ltd., Director (Representative of institutional shareholder) of SINBON Tongcheng, Director (Representative of institutional shareholder) of SINBON Jiangyin, Supervisor of SINBON Beijing, Director (Representative of institutional shareholder) of Jiangsu ENMAGIC Energy Co., Ltd., Supervisor of Kunshan ENMAGIC Energy Co., Ltd., Supervisor of Enmagic Renewable Energy Co., Ltd., Supervisor of SINTOP Energy Management Co., Ltd.

  • 29 -

III. Remuneration to the Directors, President and Vice Presidents in the previous period:

(I) Remuneration to Directors and Independent Directors (Disclosure of the names in relevant bracket of the payment scale)

December 31 2022; Unit; NT$1,000

Occupational
title

Name
Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors The sum of A, B,
C and D and in
the propotion of
net income
(Note 10)
The sum of A, B,
C and D and in
the propotion of
net income
(Note 10)
Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees The sum of A, B, C,
D, E, F and in the
propotion of net
income
(Note 10)
The sum of A, B, C,
D, E, F and in the
propotion of net
income
(Note 10)
Payment from
direct
investee
companies
other than
the
subsidiaries
or the parent
company
(Note 11)
Remuneration
(A) (Note 2)
Pension and
severance
payment (B)
Remuneration
to Directors(C)
(Note 3)
Professional
allowances (D)
(Note 4)
Salaries, bonus
and special
expense
account (E)
(Note 5)
Pension and
severance
payment(F)
Remuneration to employees (G)
(Note 6)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies
included in the
financial
statements
(Note 7)
The Company All companies included in the
financial statements
Amount
of cash

Amount
of stock

Amount
of cash
Amount
of stock
Chairman Shaw-ShingWang -


-

-

-
20,100
20,100

320

320

20,420
0.71


20,420
0.71


12,865
12,865
-

-
10,320
-

10,320

-

43,605
1.51


43,605
1.51


-
Director Wei-Ming,Liarng
Director Hsin-Chih,Yeh
Director Representative of
Argosy Research Inc.:
Chao-Liang,Wang
Director Representative of Tai
Yi Investment Co.,
Ltd.: Wei-Chung,
Wang
Director Representative of
Kuo Shian
Investment Co., Ltd.:
Kuo-Hung,Wang
Director Te-Cheng,Chiu
Director Wen-Sen,Huang
  • 30 -
Occupational
title

Name
Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors Remuneration to Directors The sum of A, B,
C and D and in
the propotion of
net income
(Note 10)
The sum of A, B,
C and D and in
the propotion of
net income
(Note 10)
Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees Relatedpayment inperformingthe duties as employees The sum of A, B, C,
D, E, F and in the
propotion of net
income
(Note 10)
The sum of A, B, C,
D, E, F and in the
propotion of net
income
(Note 10)
Payment from
direct
investee
companies
other than
the
subsidiaries
or the parent
company
(Note 11)
Remuneration
(A) (Note 2)
Pension and
severance
payment (B)
Remuneration
to Directors(C)
(Note 3)
Professional
allowances (D)
(Note 4)
Salaries, bonus
and special
expense
account (E)
(Note 5)
Pension and
severance
payment(F)
Remuneration to employees (G)
(Note 6)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements
The Company All companies included in the
financial statements (Note 7)
The Company All companies included in the
financial statements (Note 7)
The Company All companies
included in the
financial
statements
(Note 7)
The Company All companies included in the
financial statements
Amount
of cash
Amount
of stock
Amount
of cash
Amount
of stock
Independent
Director
Hou-Ming, Chen -
-

-

-
3,400
3,400

340

340

3,740
0.13


3,740
0.13


-

-

-

-

-

-

-

-

3,740
0.13


3,740
0.13


-
Independent
Director
Cheng-Yen, Chang
Independent
Director
Yu-Fen, Lin
1.
Specify the policy, system, standard and structure of the fees for Independent Directors, and the association between the duties performed, the risk, the commitment of time and related factors and the amount of
payment:
2.
In addition to the above remuneration, the remuneration received by the directors of the Company in the recent year for providing services (such as serving as a non-employee consultant for the parent company / all
companies included in the financial report / investee companies,etc.): 0.
  • Profiles of the Directors (general Directors) and Independent Directors.

  • 31 -

Remuneration Scale

Remuneration Scale Remuneration Scale Remuneration Scale Remuneration Scale
Payment to individual Directors along the
payment scale
Name of Director
Sum total of the above 4 items (A+B+C+D) Sum total of the above 7 items
(A+B+C+D+E+F+G)
The Company
(Note 8)
All companies
included in the
financial statements
(Note 9)H
The Company
(Note 8)
All companies
included in the
financial statements
(Note 9)I
Less than NT$1,000,000
NT$1,000,000 (inclusive)~NT$2,000,000
(exclusive)
Cheng-Yen, Chang;
Wen-Sen, Huang;
Hou-Ming, Chen;
Yu-Fen,Lin
Cheng-Yen, Chang;
Wen-Sen, Huang;
Hou-Ming, Chen;
Yu-Fen,Lin
Cheng-Yen, Chang;
Hou-Ming, Chen;
Yu-Fen, Lin
Cheng-Yen, Chang;
Hou-Ming, Chen;
Yu-Fen, Lin
NT$2,000,000 (inclusive)~NT$3,500,000
(exclusive)
Representative of
Kuo Shian Investment
Co., Ltd.: Kuo-Hung,
Wang;
Representative of
Argosy Research Inc.:
Chao-Liang, Wang;
Representatives of
Tai Yi Investment Co.,
Ltd.: Wei-Chung,
Wang; Hsin-Chi, Yeh;
Wei-Ming, Liarng;
Te-Cheng,Chiu


Representative of
Kuo Shian Investment
Co., Ltd.: Kuo-Hung,
Wang;
Representative of
Argosy Research Inc.:
Chao-Liang, Wang;
Representatives of
Tai Yi Investment Co.,
Ltd.: Wei-Chung,
Wang; Hsin-Chi, Yeh;
Wei-Ming, Liarng;
Te-Cheng,Chiu


Representative of
Kuo Shian Investment
Co., Ltd.: Kuo-Hung,
Wang;
Representative of
Argosy Research Inc.:
Chao-Liang, Wang;
Representatives of
Tai Yi Investment Co.,
Ltd.: Wei-Chung,
Wang; Hsin-Chi, Yeh;
Te-Cheng, Chiu


Representative of
Kuo Shian Investment
Co., Ltd.: Kuo-Hung,
Wang;
Representative of
Argosy Research Inc.:
Chao-Liang, Wang;
Representatives of
Tai Yi Investment Co.,
Ltd.: Wei-Chung,
Wang; Hsin-Chi, Yeh;
Te-Cheng, Chiu
NT$3,500,000 (inclusive)~NT$5,000,000
(exclusive)
Shaw-Shing Wang Shaw-Shing Wang
NT$5,000,000 (inclusive)~NT$10,000,000
(exclusive)
Wei-Ming, Liarng;
Wen-Sen,Huang
Wei-Ming, Liarng;
Wen-Sen,Huang
NT$10,000,000 (inclusive)~NT$15,000,000
(exclusive)
NT$15,000,000 (inclusive)~NT$30,000,000
(exclusive)
Shaw-Shing Wang Shaw-Shing Wang
NT$30,000,000 (inclusive)~NT$50,000,000
(exclusive)
NT$50,000,000
(inclusive)~NT$100,000,000(exclusive)
More than NT$100,000,000
Total 11 11 11 11

Note 1: List out the names of the Directors separately (for institutional shareholders, list out the name of the institutional shareholder and the representative separately), as well as the Directors and Independent Directors, and disclose all payments in aggregate. If a Director also holds the position of President or Vice President, fill in this table and the table (3-1) below, or Table (3-2-1), and (3-2-2) below.

Note 2: Refers to the remuneration to the Directors in the previous period (including salaries, professional allowances, severance payment, different types of bonus, and gratuities).

  • Note 3: Put down the amount paid to the Directors in the previous period passed by the Board.

Note 4: Related professional allowances paid to the Directors in the previous period (including traveling subsidy, special expense account, allowances, and payment in kind such as accommodation and company car).If housing, company car or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, the actual amount of rent or estimated at fair value, fuel payment and other payment. If a driver is assigned, specify the remuneration to the driver by the Company but not included as a part of the remuneration.

  • 32 -

Note 5: Refers to payment to Directors who also performed the duties as employees (including holding the position as President, Vice President, managers, and other personnel) including salaries, professional allowances, severance payment, different types of bonus, gratuities, traveling subsidy, special expense account, allowances, and payment in kind such as accommodation, company car. If housing, company car or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, the actual amount of rent or estimated at fair value, fuel payment and other payment. If a driver is assigned, specify the remuneration to the driver by the Company but not included as a part of the remuneration. Salary expense recognized under IFRS 2 “Share-Based Payment”, including the acquisition of ESO, RSU/RSA, and subscription of new shares for raising capital, which should be included as remuneration.

  • Note 6: If the Directors also performed the duties as employees (including holding the position as President, Vice President, managers, and other personnel) and received payment as employees (including stock and cash), disclose the amount of remuneration to employee in the previous period passed by the Board. If estimation is not possible, calculate the amount planned to pay out in current period on the basis of the actual amount payment in the previous year, and fill in Table 1-(3).

Note 7: Disclose the total amount of payment from all companies (including the Company) included in the consolidated financial statements to the Directors of the Company.

  • Note 8: Disclose the names of the Directors in respective bracket of the payment scale by the total amount of payment from the Company.

Note 9: Disclose the total of all itemized payment from all companies (including the Company) included in the consolidated financial statements to each Director of the Company, and disclose the names of the Directors in respective brackets of the payment scale.

Note 10: Net income refers to the net income as presented in the separate financial statement in the recent year.

Note 11: a. Put down the amount of remuneration from direct investee companies other than the subsidiaries or the parent company to the Directors of

the Company (If there is no payment, put down “None”).

  • b. If the Directors have received payment from direct investee companies other than the subsidiaries or the parent company, include this amount in Column I of the payment scale, and rename the column name as “parent company and all direct investee companies”.

  • c. Remuneration refers to the reward, payment (including payment to employees, Directors, and Supervisors) and performing professional duties to Directors who also act in the capacity of Directors, Supervisors or Managers in the direct investee companies other than the subsidiaries.

  • The content of remuneration disclosed in this table is different from the purpose of taxation. This table is just for disclosure of information only, not as reference for taxation.

(II) Remuneration to President and Vice Presidents (disclosure of the names in relevant bracket of the payment scale)

December 31 2022; Unit: NT$1,000

Occupational
title

Name
Salaries (A)
(Note 2)
Salaries (A)
(Note 2)
Pens
seve
paym
ion and
rance
ent (B)
Bonus and
special expense
account (C)
(Note 3)
Bonus and
special expense
account (C)
(Note 3)
Amount of remuneration to employees (D)
(Note 4)
Amount of remuneration to employees (D)
(Note 4)
Amount of remuneration to employees (D)
(Note 4)
Amount of remuneration to employees (D)
(Note 4)
The sum of A, B, C and D in the
proportion to net income
(Note 8)
The sum of A, B, C and D in the
proportion to net income
(Note 8)
Remuneration from direct
investee companies other than
the subsidiaries or the parent
company (Note 9)
The Company All companies included in the
financial statements (Note 5)
The Company All companies included in the
financial statements (Note 5)
The Company All companies included in the
financial statements (Note 5)
The Company All companies included in
the financial statements
(Note 5)

The
Company

All companies
included in the
financial statements
Amount
of cash
Amount
of stock
Amount of
cash
Amount of
stock
President Wei-Ming,
Liarng
9,378 9,378 - -
1,500
1,500 2,800 -
2,800

-
13,678
0.47
13,678
0.47
-
Vice
President
Wen-Sen,
Huang
Chun-Yu,
Chen
(Note 1)
  • Disclose all persons holding position equivalent to the President, Vice Presidents (e.g.: President, CEO, Chief Officer, and so forth) regardless of the occupational title.

Note 1: Chun-Yu, Chen resigns on October 12 2022.

  • 33 -

Remuneration Scale

Remuneration to individual President and Vice
Presidents along the payment scale
Names of President and Vice Presidents Names of President and Vice Presidents
The Company (Note 6) All companies included in the
financial statements(Note 7)E
Less than NT$1,000,000
NT$1,000,000 (inclusive)~NT$2,000,000
(exclusive)
NT$2,000,000 (inclusive)~NT$3,500,000
(exclusive)
Chun-Yu, Chen Chun-Yu, Chen
NT$3,500,000 (inclusive)~NT$5,000,000
(exclusive)
Wei-Ming, Liarng; Wen-Sen,
Huang
Wei-Ming, Liarng; Wen-Sen,
Huang
NT$5,000,000 (inclusive)~NT$10,000,000
(exclusive)
NT$10,000,000 (inclusive)~NT$15,000,000
(exclusive)
NT$15,000,000 (inclusive)~NT$30,000,000
(exclusive)
NT$30,000,000 (inclusive)~NT$50,000,000
(exclusive)
NT$50,000,000 (inclusive)~NT$100,000,000
(exclusive)
More than NT$100,000,000
Total 3 3
  • Note 1: List out the President and Vice Presidents by the name, and disclose the amount of itemized payment in aggregate. If a Director also holds position as President or Vice President, fill in this form and the form above.

  • Note 2: Put down the salaries, professional allowances, and severance payment of the President and the Vice Presidents in the previous period.

  • Note 3: Put down different types of bonus, gratuities, traveling subsidy, special expense account, allowances, and payment in kind including accommodation and company vehicle for the President and Vice Presidents in the previous period. If housing, company car or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, the actual amount of rent or estimated at fair value, fuel payment and other payment. If a driver is assigned, specify the remuneration to the driver by the Company but not included as a part of the remuneration. Salary expense recognized under IFRS 2 “Share-Based Payment”, including the acquisition of ESO, RSU/RSA, and subscription of new shares for raising capital, which should be included as remuneration.

  • Note 4: Put down the amount of remuneration to the President and Vice Presidents as employees (including stock and cash) passed by the Board in the previous period. If estimation is not possible, calculate the amount in proportion to the actual payment of the previous year, and fill in Table 1-(3).

  • Note 5: Disclose the total payment from all companies included in the consolidated statements (including the Company) to the President and the Vice Presidents of the Company.

  • Note 6: The total amount of payment to the President and each Vice President of the Company, and disclose the names of the persons in relevant brackets along the payment scale.

  • Note 7: Disclose the total amount of payment from all companies included in the consolidated statements (including the Company) to the President and each Vice President, and disclose the names of the persons in relevant brackets along the payment scale.

  • Note 8: Net income refers to the net income as presented in the separate financial statement in the recent year.

  • Note 9: a. Put down the amount of related payment to the President and the Vice Presidents from all direct investee companies other than the subsidiaries or the parent company (If there is no payment, put down “None”).

  • b. If the President and the Vice Presidents were remunerated by direct investee companies other than the subsidiaries or the parent company, put down the amount paid to the President and the Vice Presidents of the Company from direct investee companies other than the subsidiaries or the parent company in relevant brackets along the payment scale in column E, and change the name of the column as “Parent company and all direct investee companies”.

  • 34 -

  • c. Remuneration includes the reward and wages (including payment to employees, Directors and Supervisors) and professional allowances to the President and Vice Presidents of the Company from direct investee companies other than the subsidiaries or the parent company in the capacity of Directors, Supervisors or Managers of these companies.

  • The content of remuneration disclosed in this table is different from the purpose of taxation. This table is just for disclosure of information only, not as reference for taxation.

Names of managers with remuneration as employees and the disbursement:

December December 31 2022;Unit: NT$1,000
The total amount in
proportion to net
income (%)

0.2
Occupational
title
(Note 1)
Name
(Note 1)
Amount of
stock
Amount of
cash
Total The total amount in
proportion to net
income (%)
Managers President Wei-Ming,Liarng - 5,790 5,790
0.2
Vice President Wen-Sen,Huang
Vice President Chun-Yu, Chen
(Note 5)
Director Ping,Li(Note 6)
Director Hsing-Chun,Wu
Director Li-Li,Huang
Director Hao-Min,Hsu
Director Cheng-Ling,Li
Director Hsiu-Sui,Lin
Director Yun-Ju,Huang
Director Chin-Tsung,
Huang
Ass. Director Yi-Hsien,Lin
Ass. Director Shan,Li
Ass. Director Kuei-Chen,Feng
Ass. Director Ping-Chen,Sung
Ass. Director Yu-Hsuan,Lin
Ass. Director Ming-Cheng, Lin
(Note 7)
Ass. Director Hsing-Hsiu,Kuo
Ass. Director Chia-Ching,Lin
Ass. Director Ya-Hui,Kuo
Ass. Director Yang-Yu,Wu
Ass. Director Ping-Jen,Chen
Ass. Director Chien-Ming,
Huang
Ass. Director Kuo-Hung,Chen
Ass. Director Ping-Chen,Fu
Ass. Director Ya-Hui,Kao
Ass. Director Yao-Ting,Li
Ass. Director Chen-Chun,
Wang
Ass. Director Hsin-Nan,Hsiung
CFO Chi-Chou,Chang

Note 1: Disclose the name and occupational title of each person, and the distribution of earnings may be disclosed in aggregate.

  • 35 -

  • Note 2: Put down the amount of remuneration to the Managers as employees (including stock and cash) passed by the Board in the previous period. If estimation is not possible, calculate the amount in proportion to the actual payment of the previous year. Net income refers to the net income of the recent period.

  • Note 3: The scope of Managers shall be defined under FSC Letter Taiwan-Finance-Securities (III)- No. 0920001301 dated March 27 2003 specified as follows:

  • (1) President and equivalent rank

  • (2) Vice President and equivalent rank

  • (3) Ass. Director and equivalent rank

  • (4) Chief Financial Officer

  • (5) Chief Accounting Officer

  • (6) Any other authorized personnel charged with administrative duties and entitled to sign document on behalf of and in the name of documents.

  • Note 4: If the Directors, President and Vice Presidents were remunerated as employees (including stock and cash), fill in Table 1-(2), and also this form.

  • Note 5: Chun-Yu, Chen resigns on October 12 2022.

Note 6: Ping, Li resigns on December 31 2022.

  • Note 7: Ming-Cheng, Lin resigns on September 30 2022.

  • (III) The total payment from the Company and all companies included in the financial statements to the Directors (including Independent Directors), President and Vice Presidents as remuneration in the last 2 years in proportion to the net income and related analysis, and explain the policy, standard and components of payment, the procedure for setting the amount of payment, and the association with the operation performance and the risks in the future:

December 31 2022

December 31 2022 December 31 2022 December 31 2022 December 31 2022
Item Total remuneration inproportion to net income(%)
2022 2021
The Company All companies
included in the
financial
statements
The Company All companies
included in the
financial
statements
Directors (including
Independent Directors)
1.64 1.64 1.82 1.82
President and Vice
Presidents
0.47 0.47 0.56 0.57

The policy, standard and components of remuneration:

  1. Directors (including Independent Directors): no fixed salary, traveling subsidy at NT$10,000 will be paid for attending each session of the Board. Remunerations to the Directors will be under 3% of the earnings of the Company in the year where applicable under the Articles of Incorporation of the Company. The performance evaluation of the Directors will also be taken into consideration.

  2. Managers: Performance bonus will be remunerated with fixed salaries at industry level and bonus in commensurate with operation performance. They are also entitled to the remuneration to employees of the year (twice a year, one in the first half of the year and another in the second half of the year). The amount of payment will

  3. 36 -

range from 1% to 15% of the earnings of the Company.

The procedure for setting the amount of remuneration, and the association with operation performance and risks in the future:

  1. The procedure for setting the amount of remuneration: Setup of annual performance indicator → Annual performance evaluation → Approval of the amount of remuneration → Review by Remuneration Committee → Final approval of the Board → Disbursement.

  2. Association with operation performance and risks in the future: Performance bonus and remuneration to employees will be based on the revenue and profit position of the Company and the performance of individual departments and employees.

  3. The salaries and other payment as remuneration to the Directors (including Independent Directors) and Managers will commensurate with the pursuit of the core value of the Company, capacity in corporate management, financial and business performance indicators, participation in continuing education and sustainable development, other special contribution, or incidents of significant negative impact, which will be considered in the evaluation of performance and disbursement of payment.

  4. 37 -

IV. Pursuit of corporate governance:

(I) Function of the Board:

The Board of the Company convened for 5 times (A) from June 2022 to April 1 2023. The attendance of the Directors is specified below:

Occupational
title
Name (Note 1) Actual
frequency
attendance
(as observer)
B
Frequency
of
attendance
by proxy
Actual attendance
rate (%) [B/A]
(Note 2)
Remark
Chairman Shaw-Shing Wang 4 0 100% None
Director Hsin-Chih, Yeh 4 0 100% None
Director Wei-Ming, Liarng 4 0 100% None
Director Wen-Sen, Huang 4 0 100% None
Director Representative of
Argosy Research
Inc.: Chao-Liang,
Wang
4 0 100% None
Director Representative of Tai
Yi Investment Co.,
Ltd.: Wei-Chung,
Wang
4 0 100% None
Director Representative of
Kuo Shian
Investment Co., Ltd.:
Kuo-Hung, Wang

4
0 100% None
Director Te-Cheng, Chiu 3 1 75% None
Independent
Director
Yu-Fen, Lin 4 0 100% None
Independent
Director
Cheng-Yen, Chang 4 0 100% None
Independent
Director
Hou-Ming, Chen 4 0 100% None
Additional information:
I.
If any of the following applies to the Board in session, specify the date, the session of the meeting, the
content of the motions, the opinions of all Independent Directors, and the response of the Company to
the opinions of the Independent Directors:
(I)
Particulars inscribed in Article 14-3 of the Securities and Exchange Act
(II) Further to the aforementioned issues, any other adverse opinions or qualified opinions from the
Independent Directors on record or in written declaration on the resolutions of the Board:
  • 38 -
II. Date of Independent
Directors /session of
the Board
April 22
2022
July 22
2022
October 21
2022
March 09
2023
Yu-Fen, Lin No adverse
opinion
No adverse
opinion
No adverse
opinion
No adverse
opinion
Cheng-Yen, Chang No adverse
opinion
No adverse
opinion
No adverse
opinion
No adverse
opinion
Hou-Ming, Chen No adverse
opinion
No adverse
opinion
No adverse
opinion
No adverse
opinion
(I) July 22, 2022: Recognition for approval of remuneration to the new managers, the Director
Shaw-Shing Wang was recused due to his Second Degree of Kinship with the new manager.
Chairman of Remuneration Committee, Cheng-Yen, Chang, served as the acting chairman, in acting
capacity inquired for opinions from the other Directors (10 persons) in session. The motion was
passed at common consent of all the Directors in session.
(II) October 21, 2022: Ratification of the right-of-use assets obtained from the Office Lease Contract
and Machinery and Equipment Lease Contract signed between the Company and T-CONN
Precision Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes, and the assets
obtained from the Machinery and Equipment Lease Contract signed between the Company and
T-CONN Precision Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes, except the
Director Shaw-Shing Wang, Director Te-Cheng, Chiu and Director Hsin-Chih, Yeh were recused due
to as directors of T-CONN Precision Co., Ltd., the acting Chairman Chao-Liang, Wang, in acting
capacity inquired for opinions from the other Directors (8 persons) in session. The motion was
passed at common consent of all the Directors in session.
(III) March 9, 2023: The Company intend to transfer Miaoli No. 3 Factory (E-Bike Assembly Factory) to
T-CONN Precision Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes
(hereinafter referred to as T-CONN), except the Director Shaw-Shing Wang, Director Hsin-Chih, Yeh
were recused due to as directors of T-CONN Precision Co., Ltd., and Director Wei-Chung, Wang
was recused due to his Second Degree of Kinship with the Director Shaw-Shing Wang, the acting
Chairman Wei-Ming, Liarng , in acting capacity inquired for opinions from the other Directors (8
persons) in session. The motion was passed at common consent of all the Directors in session.
III. Information on the cycle and duration for the Board of Directors of companies listed at TWSE/TPEx in
self-evaluation (peer evaluation), the scope, means and content of assessment, and fill in Table 2-(2) on
the status of evaluation of the Board.
IV. The objective of the Board in performing its function and the state of pursuit in current period and
previous period: the Company passed the “Regulations Governing the Evaluation of Board Performance”
in a session of the Board dated April 22 2016. The items of the Board (functional committees) for
evaluation of its performance covers the following 5 major aspects:
  • 39 -
(I)
Level of participation in the operation of the Company.
(II) Upgrade the quality of decision-making by the Board
(III) The organization and structure of the Board
(IV) Election of Directors and continuing education.
(V) Internal control
The items for the evaluation of the performance of the Board members (including self-assessment and
peer assessment) covers the following 6 major aspects:
(I)
The control of the objective and mission of the Company
(II) Awareness of the duties of the Directors
(III) Level of participation in the operation of the Company.
(IV) Cultivation of internal relation and communication
(V) Professional designated and continuing education of the Directors
(VI) Internal control
The Secretariat of the Board will collect information pertinent to the activities of the Board at the end of
the fiscal year (once annually), and release the “Questionnaire for Self-Assessment of the Performance
of the Board (functional committees)” for filling in, or related questionnaires of “Self-Assessment of the
member of the Board (self-assessment or peer assessment)”, and collect the questionnaires from the
respondents for tracking down the result. These reports will be submitted to the Board for review and
taking corrective action. The Board of the Company completed its self-assessment in 2022 on October 21
2022, and uploaded the result to the official website of the Company at
https://www.sinbon.com/en/corporate-governance. The average attainment of all indicators is 4.87
(with a full credit of 5), which indicated sound implementation.
In addition, in 2022, the Company appointed Ernst & Young Enterprise Management Consulting Services
Co., Ltd. to conduct external performance evaluation of the Board of Directors, and the report was
announced on our website: https://www.sinbon.com/en/corporate-governance.
Note 1: If specific Director or Independent Director is an institution, disclose the name of the institution and the name of the representative.
Note 2: (1) If specific Director or Independent Director resigns within the fiscal year, put down the date of relief from office in the remark
column. The actual attendance (as observer) rate (%) will be calculated on the basis the actual frequency of attendance (as
observer) to the session of the Board and the frequency of the convention of the Board while the Director is still in office.
(2) If an election of Directors or Independent Directors has been held to fill the vacancy before the end of the fiscal year, put down
the names of the newly elected Directors and Independent Directors and the Directors and Independent Directors of the
previous term, and noted as new to office or reelected to office, and the date of the election. The actual attendance (as observer)
rate (%) will be calculated basis the actual frequency of attendance (as observer) to the session of the Board and the frequency
of the convention of the Board while the Director is still in office.
  • 40 -

(II) The implementation of evaluation of the Board

Evaluation
cycle (Note1)
Evaluation
period (Note 2)
Scope of
evaluation
(Note 3)
Means of
evaluation
(Note 4)
Content of
evaluation
(Note 5)
Once annually January 1 2022
to December 31
2022
Board of
Director
Self-Assessment
of the members
of the Board
(Note 5)
Three times
annually
January 1 2022
to December 31
2022
Board of
Director
External
Assessment of
the members of
the Board
(Note 5)

Note 1: Specify the evaluation cycle, for example once annually.

Note 2: Specify the evaluation period, for example January 1 2019 to December 31 2019.

Note 3: The scope of evaluation includes the evaluation of Board of Directors, individual Director member and functional committees.

Note 4: The means of evaluation includes the internal evaluation of the Board, Self-Assessment of the members of the Board, peer assessment, external assessment.

Note 5: The content of assessment will be based on the scope of assessment and shall cover at least the following items:

  • (1) Evaluation of Board performance: Cover at least the level of participation in the operation of the Company, the quality of decision-making of the Board, the organization and structure of the Board, the election of Directors and continuing education, and internal control.

  • (2) Evaluation of the performance of individual Board members: Cover at least the control of the objective and mission of the Company, awareness of the duties of Directors, level of participation in the operation of the Company, cultivation of internal relation and communication, professional qualifications and continuing education of Directors, and internal control.

  • (3) Functional committee assessment: which should cover participation in the operation of the Company; awareness of the duties of the functional committee; quality of decisions made by the functional committee; makeup of the functional committee and election of its members and internal control.

  • 41 -

  • (III) The function performed by the Auditing Committee and the participation in the operation of the Board: the Company adopted the system of Auditing Committee. The Auditing Committee convened for 3 times (A) from June 2022 to April 1 2023. The attendance of the committee members is specified below:

Occupational
title
Occupational
title
Name Actual frequency
of attending as
observer (B)
Actual
attendance rate
as observer (%)
(B/A) (Note 1,
Note 2)
Actual
attendance rate
as observer (%)
(B/A) (Note 1,
Note 2)
Remark
Independent
Director
Cheng-Yen, Chang 3 100% None
Independent
Director
Hou-Ming, Chen 3 100% None
Independent
Director
Yu-Fen, Lin 3 100% None
I.
Additional information:
(I)
Particulars inscribed in Article 14-5 of the Securities and Exchange Act:
Date of the
session
Content of the motions and follow-up action
July 22 2022

Proposal of changing CPA of Ernst & Young

The consolidated financial statements of Q2 2022

Update the Company’s endorsement and guarantee in favor
of wholly-owned subsidiary SINBON USA LLC (hereinafter,
“SINBON USA”)

Update the overall credit limit of HSBC Bank (China)
Company Limited

Update the credit limit of HSBC Bank (Taiwan)

Update the credit limit of DBS Bank (Taiwan) Ltd.

The capitalization of retained earnings into new shares of
Tong Cheng SINBON Electronics Co., Ltd., a wholly-owned
subsidiary of the Company, amounyinf to USD 3 million.

The Company sets a limit of US$3 million of raising capital for
the 100% investee company, SINBON USA LLC(hereinafter,
“SINBON USA”)

The Company raised capital for the 100% investee company,
SINBON Hungary Kft (hereinafter, “SINBON Hungary”),
amounting to EUR 1 million

The Company’s 85.53% trans-investment in Beijing SINBON
TongAn Renewable Energy Co., Ltd. (hereinafter, “Beijing
TongAn”), proposed to raise cash capital of CNY 20 million
for its subsidiary Xuzhou ENMAGIC Energy Co., Ltd.
(hereinafter referred to asXuzhouENMAGIC)
Opinions of all the
Independent Directors
and the response of
the Company to the
opinions of the
Independent
Directors.
All members of the
committee acted in
favor of these motions
in common consent,
and submit to the
Board. The Board
passed these motions
at common consent.
Content of the motions and follow-up action Opinions of all the
Independent Directors
and the response of
the Company to the
opinions of the
Independent
Directors.

Proposal of changing CPA of Ernst & Young

The consolidated financial statements of Q2 2022

Update the Company’s endorsement and guarantee in favor
of wholly-owned subsidiary SINBON USA LLC (hereinafter,
“SINBON USA”)

Update the overall credit limit of HSBC Bank (China)
Company Limited

Update the credit limit of HSBC Bank (Taiwan)

Update the credit limit of DBS Bank (Taiwan) Ltd.

The capitalization of retained earnings into new shares of
Tong Cheng SINBON Electronics Co., Ltd., a wholly-owned
subsidiary of the Company, amounyinf to USD 3 million.

The Company sets a limit of US$3 million of raising capital for
the 100% investee company, SINBON USA LLC(hereinafter,
“SINBON USA”)

The Company raised capital for the 100% investee company,
SINBON Hungary Kft (hereinafter, “SINBON Hungary”),
amounting to EUR 1 million

The Company’s 85.53% trans-investment in Beijing SINBON
TongAn Renewable Energy Co., Ltd. (hereinafter, “Beijing
TongAn”), proposed to raise cash capital of CNY 20 million
for its subsidiary Xuzhou ENMAGIC Energy Co., Ltd.
(hereinafter referred to asXuzhouENMAGIC)
All members of the
committee acted in
favor of these motions
in common consent,
and submit to the
Board. The Board
passed these motions
at common consent.
  • 42 -
October 21
2022
March 09
2023

The Company’s 85.53% trans-investment in Beijing SINBON
TongAn (hereinafter, “Beijing TongAn”), proposed to reduce
the capital and liquidate its subsidiary Beijing SINBON
Electronics Co., Ltd. (hereinafter, “Beijing SINBON”)

The Company’s 100% trans-investment in Kwan Ze
Corporation Ltd. (hereinafter, “Kwan Ze”), proposed to
jointly establish a joint venture company, “ Enwan
Technology Co., Ltd.” with shareholders such as Chant
Sincere Co., Ltd. and Nextronics Engineering Corp. (tentative)

The Company intends to loan funds to wholly-owned
sub-subsidiarySINBON C&C LLC(hereinafter,“C&C”)

The consolidated financial statements of Q3 2022

Review of the 2023 Annual Audit Plan

Update the credit limit of CTBC Bank

Update the credit limit of Cathay United Bank

Update the overall credit limit and derivative limit of Taishin
International Bank

Update the overall credit limit of HSBC Bank (China)
Company Limited

Amend to the “Processing of Material inside Information and
Prevention of Insider Trade Procedure” of the Company in
part.

Ratification of the right-of-use assets obtained from the
Office Lease Contract signed between the Company and
T-CONN Precision Co., Ltd., a subsidiary where the Company
holds 57.45% of its stakes

Ratification of the right-of-use assets obtained from the
Machinery and Equipment Lease Contract signed between
the Company and T-CONN Precision Co., Ltd., a subsidiary
where the Company holds 57.45% of its stakes

The Company has processed the 8th issue of non-guaranteed
convertible domestic bonds of NT$1,000,000,000

Update the loaning of fund to wholly-owned subsidiary of
the Company, SINBON Hungary Kft (hereinafter, “SINBON
Hungary”).

The Company intends to participate in the investment of
DAMON MOTORS INC’s non-guaranteed convertible bonds

2022 Separate Financial Statement and Consolidated
Financial Statement

Proposal for the Distribution of Earnings in 2022

Statement of Declaration of Internal Control in 2022

Formulate the Company's “Preparation and Verification
Operating Procedures of ESG Report”

Review the assessment result of the Independence of the
CPAs of the Company.

Non-assurance services intend to be provided by Ernst &
Young and its affiliated companies to the Company and its
subsidiaries

Update the overallcreditlimit of MizuhoBank(China)
  • 43 -

Update the overall credit limit of Mizuho Bank

Update the credit limit of Cathay United Bank

The Company raised capital for the 100% investee company,
SINBON USA LLC(hereinafter, “SINBON USA”), amounting to
US$3 million

The Company intends to increase loan funds to
wholly-owned sub-subsidiary SINBON Ohio LLC (hereinafter,
“SINBON Ohio”)

"Beijing SINBON TongAn Renewable Energy Co., Ltd."
(hereinafter, “Beijing TongAn”), a subsidiary where the
Company holds 85.53% of its stakes, suspended the listing of
CNY common shares (A-shares) on the Shenzhen Stock
Exchange

Adjustment of the investment holding structure of “Beijing
SINBON TongAn Renewable Energy Co., Ltd. (hereinafter,
“Beijing TongAn”), a subsidiary where the Company holds
85.53% of its stakes

Cash buy-back for for capital reduction of “Beijing SINBON
TongAn Renewable Energy Co., Ltd. (hereinafter, “Beijing
TongAn”), a subsidiary where the Company holds 85.53% of
its stakes.

The Company intend to transfer Miaoli No. 3 Factory (E-Bike
Assembly Factory) to T-CONN Precision Co., Ltd. (hereinafter
referred to as T-CONN), a subsidiary where the Company
holds 57.45% of its stakes

Note 1: If specific Independent Director resigned before the end of the fiscal year, specify the date of relief from office, the actual attendance rate (%) calculated on the basis of the frequency of the convention of the Auditing Committee and frequency of attendance to the session of the Auditing Committee in the remark column.

  • Note 2: If there is an election of Independent Directors before the end of the fiscal year, specify the name of the newly elected and the previous Independent Directors, and note down if the Independent Directors are in office, newly elected or reelected, and the date of the election. The actual attendance rate (%) will be calculated on the basis of the frequency of the convention of the Auditing Committee and the actual frequency of attendance to the sessions of the Auditing Committee within the term of office.

  • 44 -

(IV) Pursuit of corporate governance varied with the Corporate Governance Best Practice Principles for TWSE Listed and TPEx Listed Companies, and the reason for the variation:

variation:
Items of evaluation Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
I.
Has the Company established and
disclosed its Corporate Governance
Best Practice Principles in
accordance with the “Corporate
Governance Best Practice
Principles for TWSE Listed and TPEx
Listed Companies”?
The Company has established its
Corporate Governance Best Practice
Principles in accordance with the
“Corporate Governance Best Practice
Principles for TWSE Listed and TPEx Listed
Companies” and disclosed at MPOS:
http://mops.twse.com.tw/mops/web/t100
sb04_1
None.
II.
Equity structure and shareholder
equityof the Company
(I)
Has the Company established
the internal operation
procedures for responding to
the suggestion, queries,
disputes and lawsuits of the
shareholders, and proceed
with the procedures?
The Company has instituted the
“Regulations Governing the Informing of
Illegal and Unethical Practices”, and has
set up the “Stakeholders Section” at its
official website and the system of
spokesman to handle related matters as
required. For additional information, visit:
https://www.sinbon.com/tw/corporate-go
vernance , the rules and regulations of
corporategovernance.
None.
(II) Has the Company kept list of
the dominant shareholders
actually controlling the
Company, and the list of
ultimate controlling parties of
these dominant shareholders?
The Company has kept track on the list of
the dominant shareholders and the
ultimate controlling parties of these
shareholders, and has cultivated positive
investor-investee relation with the
dominant shareholders.
None.
(III) Is there any control and
firewall mechanisms
established between the
Company and its affiliates with
proper execution?

The direct investment of the Company is
regulated by the “Regulations Governing
and Administration of Group Enterprises”,
“Regulations Governing Direct
Investment”, “Internal Control System”,
and “Internal Audit System” of the
Companyand other applicable legal rules.
None.
(IV) Has the Company instituted
related internal rules and
regulations for prohibiting the
use of undisclosed information
in market by insiders for
tradingof securities?

Prohibition of insider trade is explicitly
stated in Article 16 of the “Procedures for
Handling Material Inside Information and
the Prevention of Insider Trading” of the
Company. Related rules are also set forth
in Article 14 of the “Ethical Corporate
None.
  • 45 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
Governance Best Practice Principles and
Code of Conduct”.
III.
The organization and function of
the Board
(I)
Has the Board established the
policy of diversity, the
substantive management
objective, and the attainment?

The policy of the diversity of Board
members was stated in Article 23 of the
“Corporate Governance Best Practice
Principles” of the Company. The Chairman is
authorized to select the appropriate
persons to form the Board aiming at the
need of corporate development.
The expected goals are as follows:
a.The short-term goal of independent
director seats should account for 1/3 of all
director seats, and the long-term goal
should be adjusted to 2/5.
b.Directors' diversified background
expertise (excluding independent
directors/part-time managers) should be
judged by taking the enterprise business
background as 1/4, financial venture capital
background as 1/4, special industry research
background as 1/4 and ESG/TCFD and other
relevant backgrounds as 1/4.
c.The long-term goal is to increase the
number of female Director from the current
one to two or three.
d.Directors who concurrently serve as the
manager of the Company shall not exceed
1/3 of the Board seats.
e.Independent Directors have a term of no
more than 3 terms, and each Independent
Director cannot concurrently serve as an
Independent Director of more than 3 other
companies.
f.To cultivate successors for Board members
and reduce the average age to 55 to 65
years old.
The current implementation situation is as
follows:
a.Diversified background of the Directors
(includingIndependent Directors): Except


None.
  • 46 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
for four directors who actually participate in
the operation of the company (including
subsidiaries), all other Directors (including
Independent Directors) are professionals
from outside of whom 2 have corporate
management background, 2 are specialized
in industry research, 1 is a practicing lawyer,
1 is a medical specialty and 1 is a professor
of finance and economics. This meets the
goal of appointing Directors who have
diversified background expertise. The
Company expects to appoint more
professional talents from different
backgrounds during the re-election in 2024.
b.One female Director has been appointed.
More female candidates will be appointed
as Directors in the future, it is expected to
achieve this goal during the re-election in
2024.
c.Age: The age of the Directors (including
Independent Directors) in current term of
the Board: 2 are older than the age of 70, 5
are at the age of 60~70, 3 are at the age of
50~60, and 1 is under the age of 50. The
average age falls within the range of 55 to
65 years old.
d.The list of Board members is shown
below:
Chairman, Shaw-Shing Wang
Director, Hsin-Chih, Yeh (adjunct manager)
Director, Wei-Ming, Liarng (adjunct
manager)
Director, Wen-Sen, Huang (adjunct
manager)
Director, Chao-Liang, Wang (Corporate
management and engineering background)
Director, Kuo-Hung, Wang (Corporate
management background)
Director, Te-Cheng, Chiu (Specialized in
venture capital investment, financial
background)
Director, Wei-Chung, Wang (Specialized in
industryresearch)
  • 47 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
Independent Director, Hou-Ming, Chen
(Professor at NTU, specialized in
international business management and
finance)
Independent Director, Cheng-Yen, Chang
(Physician, specialized in medical services,
and congruent with the area of business
development of the Company)
Independent Director (Female), Yu-Fen, Lin
(Attorney-at-law, legal professionals)
e.At present, the seats of Independent
Director account for 3/11 of the total seats,
and it will be increased to more than 1/3
when the Board of Directors is reelected in
2024 to meet the Company’s expected
target.
f.At present, all Independent Directors have
a term of no more than 3 terms, each
Independent Director cannot concurrently
serve as an Independent Director of more
than 3 other companies, which can meet
the Company's expected goal.
(II) The Company has established
the Remuneration Committee
and Auditing Committee as
required by law. Will the
Company establish other
functional committees on a
voluntarybasis?
The Company resolved to establish a
“Nominating Committee” in the 2nd session
of the Board on July 22 2022. For
information on the organization code of this
team, visit the page of corporate
governance at the official website of the
Company.
None.
(III) Has the Company established
the regulations governing the
evaluation of Board
performance and the method
of evaluation, and conduct
annual evaluation at regular
intervals, report the result of
evaluation to the Board, and
taken as the reference for the
remuneration to individual
Directors and the nomination
for another term of office?
The Board of the Company passed the
“Regulations Governing the Evaluation of
Board Performance” in a session dated April
22 2016 thereby the Corporate Governance
Officer will collect information on the
activities of the Board at the end of each
fiscal year (once annually), and release the
“Questionnaire for Self-Assessment of the
Performance of the Board (functional
committees)” for filling in, or related
questionnaires of “Self-Assessment of the
member of the Board (self-assessment or
None.
  • 48 -
Items of evaluation Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
peer assessment)”, and collect the
questionnaires from the respondents for
tracking down the result. These reports will
be submitted to the Board for review and
taking corrective action. The evaluation of
Board performance of the Company in 2022
was completed on October 21 2022, and
the result was disclosed at the official
website of the Company athttps://www.
sinbon.com/tw/corporate-governance.
The average attainment of all indicators is
4.87 (with a full credit of 5), which indicated
sound implementation.
In addition, in 2022, the Company
appointed Ernst & Young Enterprise
Management Consulting Services Co., Ltd.
to conduct external performance evaluation
of the Board of Directors, and the report
was announced on our website:
https://www.sinbon.com/en/corporate-gov
ernance.
(IV) Has the Company assessed the
independence of the CPAs at
regular intervals?

According to Article 35 of the Corporate
Governance Best Practice Principles, the
Company shall assess the independence of
the CPAs acting in capacity of Independent
Auditors at regular intervals (once annually),
and assess the non assurance service
provided by Ernst & Young and its affiliate
to the company and the subsidiaries in
reference to AQIs, and report to the Board
on the result. The last report was submitted
to the Board on March 09 2023. The
Company assesses the independence of the
CPAs in the aspects of financial interest,
financing and guaranty, business relation,
family and personal relation, employment
relation, gift and preferential treatment, the
rotation of duties of the CPAs and
non-auditing services, and also obtains the
statement of declaration of independence
issued by the CPAs. The Company does not
sense out anything that may affect the
independence of the CPAs.


None.
  • 49 -
Items of evaluation Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
IV.
Has the Company appointed
competent and appropriate
number of personnel to perform
the function of corporate
governance, and a designated
Corporate Governance Officer
charged with corporate
governance and related affairs
(including but not limiting to
supplying the Directors with
information required for their
performance of duties, assistance
to the Directors in law and
compliance, administrative affairs
pertinent to the convention of the
Board and the Shareholders
Meeting, keeping minutes of
meeting on record for the
convention of the Board and the
Shareholders Meeting)?
The Board of the Company passed the
motion of the appointment of a Corporate
Governance Officer in the session dated
April 23 2020. Manager Pi-Wei, Cheng was
appointed as designated Corporate
Governance Officer charged with corporate
governance and related matters, including:
supplying the Directors (including
Independent Directors) with information
required for their performance of duties,
processing company registration and
related changes, handling administrative
affairs pertinent to the convention of the
Board and the Shareholders Meeting under
law, keeping minutes of meeting on record
for the convention of the Board and the
Shareholders Meeting, preparation of
annual reports for the Shareholders
Meeting and disclosure of related
information.
Pursuit in 2022:
1. Assistance to the Independent Directors
and Directors in performing their duties,
and supply the information required,
and arrangement of continuing
education for the Directors.
2. Assistance to the Board and
Shareholders Meeting in setting the
procedures and legal aspects of
resolutions.
3. Preparation of the agenda for the
session of the Board with 7 days of
notice, calling for the convention and
supply materials for the meeting, give
reminders on motions requiring recusal
from the conflict of interest in advance,
and finished the minutes of Board
meeting on record within 20 days after
the meeting.
4. Proceed to registration of the date for
the convention of Shareholders Meeting
in advance as required by law,
preparation of notice of meeting,


None.
  • 50 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
Meeting Procedure Handbook, minutes
of meeting on record by designated
deadlines, and registration of any
amendment to the Articles of
Incorporation, or the election of
Directors.
Continuing education in 2022: Continuing
education in 2022 has been accomplished
as planned, and the details of which were
disclosed at the official website of the
Companyand MOPS.
V.
Has the Company established
channels for communications with
stakeholders (including but not
limiting to shareholders,
employees, customers and
suppliers), and set up a section for
stakeholders at its official website
with proper response to
stakeholders on issues of corporate
social responsibility for their
concern?

The Company has set up a page on
“Stakeholder Section” at its official website,
and established the system of spokesman
for handling related matters. The result has
been reported to the 4th Board in 2022 and
disclosed at the official website of the
Company:
https://www.sinbon.com/tw/csr/corporate-
governance,Interaction and Management
of Stakeholders unber CSR.
None.
VI.
Has the Company commissioned a
professional investor service agent
to handle matters pertinent to the
Shareholders Meeting?
The Company has commissioned the “Stock
Transfer Agency Department of Taishin
International Bank” as the paraprofessional
service agent.
None.
VII.
Transparencyof information
None.
(I) Has the Company established
a website for the disclosure of
information on the financial
position and business of the
Company?
The Company discloses information on
financial position and business at regular
intervals as required and from time to time
where necessary at MOPS. Official website
of the Company:www.sinbon.comWebsite
of MOPS:https://mops.twse.com.tw.
(II) Has the Company adopted
other means of information
disclosure (such as the
installation of website in the
English language, appointment
of designated person to collect
and disclose information for
the Company, proper pursuit
of the system of spokesman,
and the upload the record on


The Company has established the system of
spokesman as required, and disclosed
material information in Chinese and English
at the official website of the Company:
www.sinbon.com.In addition, the Company
also voluntarily compiles its ESG Report
(Chinese and English) and discloses at the
Company website for the reference of the
investors.
None.
  • 51 -
Items of evaluation Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
the entire process of
institutional investors
conferences to the Company
website)?
(III) Has the Company disclosed
and declared its annual
financial reports within 2
months after the end of the
fiscal year, and declares its
financial reports in Q1, Q2,
and Q3, and the monthly
business reports before
respective deadlines at regular
intervals?
The Company acted in compliance with the
requirements of the competent authority in
disclosing and declaring related financial
reports and monthly business report by
respective deadlines. The Company did not
disclose and declare the annual financial
report within 2 months after the fiscal year,
but has disclosed and declared the financial
reports of Q1, Q2, and Q3, as well as the
monthly business reports ahead of the
deadline. For additional information, visit
the website of MOPS:
https://mops.twse.com.tw
None.
VIII. If there any important information
that helps to under the pursuit of
corporate governance of the
Company (including but not
limiting to employee rights,
employee care, investor relation,
supplier relation, stakeholder right,
continuing education of the
Directors and Independent
Directors, risk management policy
and risk assessment standard in
action, customer policy in action,
taking professional liability
insurance for the protection of the
Directors)?
As always, the Company cares about the
interest of the customers, suppliers,
shareholders and employees thereby
manages the Company by systems and
through friendly measures. In addition, the
Company also treasures safety and health at
workplace and has established an Employee
Welfare Committee, taken professional
liability insurance for the protection of the
Directors, established a bonus system for
the employees in its Article of
Incorporation. The Directors (including
Independent Directors) of the Company are
required to take at least 6 hours of
continuing education on topics of corporate
governance annually. Newly elected
Directors (including Independent Directors)
are required to take at least 12 hours of
continuing education on topics of corporate
governance. Information on the continuing
education of the Directors has been
uploaded to MOPS. Risk management policy
and risk assessment standard were carried
out in accordance with the “Regulations
Governing the Acquisition and Disposal of
Assets”,“Procedure for Endorsement and


None.
  • 52 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from Corporate
Governance Best Practice
Principles for TWSE
Listed and TPEx Listed
Companies, and the
reason for the variation
Yes No Summary Explanation
Guarantee”, “Ethic Code of Conduct”,
“Parliamentary Procedure of the Board”,
“Procedure for Processing Material Insider
Information”. Transaction amounting to
NT$300 million or exceeding 20% of the
paid-in capital of the Company shall be
subject to the approval of the Board. The
policy of quality assurance and protection of
customer right has been incorporated into
ISO procedures. The Company has taken
professional liability insurance for the
protection of the Directors, which is
explicitly stated in the Articles of
Incorporation. For additional information,
refer to the ESG Report of the Company.
IX.
Explain the corrective action taken in response to the evaluation result released by Corporate Governance Center of
Taiwan Stock Exchange Corporation in the previous period, and special attention and additional effort on issues that
needed to be addressed to at top priority:
The performance of the Company was rated at the range of 21% ~35% in the 8th Corporate Governance Evaluation.
Among the four evaluation dimensions, we have strengthened the “strengthening the structure and operation of the
Board of Directors". In 2022, the Company disclosed the specific management objectives and implementation status of
the diversification policy for board members, formulated risk management policies and procedures, disclosed the risk
management scope, organizational structure and implementation status, and reported to the Board of Directors once
annually, external performance evaluation of the Board of Directors and set up Functional Committees other than those
prescribed by law. In “enhancing the transparency of information”, whether the Company had declared material
information also in English at the same time. In the “pursuit of sustainable development”, whether the Company have
established a full-time (part-time) body charged with sustainable development and reported to the Board at regular
intervals, and explained the progress in the pursuit and related corrective actions at the official website of the Company.
The Company established the Auditing Committee in 2018, at least 2 Independent Directors have been in successive
terms of office for less than 9 years, the remuneration committee with more than half of its members being independent
directors, whether the Company held at least six board meetings in the evaluated year, disclosed relevant information of
the enterprise according to the framework of Task Force on Climate-related Financial Disclosures (TCFD), uploaded the
English-language ESG Report, and whether the number of independent directors reached 1/3, corrective action on
related indicators will be accomplished in 2023.

Note 1: Either “YES” or “NO” for the status of operation requires summary explanation in the remark column.

Note 2: http://mops.twse.com.tw/mops/web/t100sb04_1 (Market type: TWST listed. Search 3023, or SINBON)

  • 53 -

  • (V) If the Company has established the Remuneration Committee, disclose the organization, function, and operation:

  • The Board of the Company has established the Remuneration Committee and its organization code in accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is listed on the Taiwan Stock Exchange or the Taipei Exchange” The function of the committee is explicitly stated in the organization code. The committee will assess the performance objective of the Directors and Managers and the remuneration policy, system, standard, and structure from a professional and objective perspective, and perform its function in due diligence with recommendation to the Board as reference for decision-making.

1. Profiles of the Members of the Remuneration Committee:

Identity
(Note 1)
Condition
Name

Professional qualifications
and experience (Note 2)
Status of independence (Note 3) Number of companies
where the members of
the Remuneration
Committee also hold
concurrent position as
members of
Remuneration
Committee
Independent
Director
(Convener)

Cheng-Yen,
Chang
Currently Chief Consultant
and Director-General of the
Radiological Medical
Committee of Department
of Medical Imaging, Tzu Chi
Hospital
Consultant Physician, Taipei
Veterans General Hospital
Department of BioMedical
Engineering, National Yang
Ming Chiao Tung University
Professor of clinical trial,
National Defense Medical
Center School of Medicine
Nothing in connection with
Article 30 of the Company
Act
1. The person, the person’s spouse, or
second-degree relative do not hold
position as Director, Supervisor or
employee of the Company or its affiliates.
2. The person, the person’s spouse,
second-degree relative (or in the name of a
third party) do not hold any shares issued
by the Company.
3. Not holding position as Director,
Supervisor, or employee of companies with
special relation to the Company
(Subparagraphs 5~8 of Paragraph 1 under
Article 6 of the Regulations Governing the
Appointment and Exercise of Powers by
The Remuneration Committee of a
Company Whose Stock is Listed on Taiwan
Stock Exchange or Taipei Exchange).
4. Remuneration of no service in commerce,
legal affairs, finance, and accounting to the
Companyor its affiliates in the last 2years.
0
  • 54 -
Identity
(Note 1)
Condition
Name

Professional qualifications
and experience (Note 2)
Status of independence (Note 3) Number of companies
where the members of
the Remuneration
Committee also hold
concurrent position as
members of
Remuneration
Committee
Independent
Director
Hou-Ming,
Chen
Currently Professor,
Department of
International Business,
National Taiwan University
Former President,
Commercial Development
Research Institute
Dean, College of
Management, National
Chung Hsing University
Chairman, Department of
Business Administration,
National Chung Hsing
University
Nothing in connection with
Article 30 of the Company
Act
1. The person, the person’s spouse, or
second-degree relative do not hold
position as Director, Supervisor or
employee of the Company or its affiliates.
2. The person, the person’s spouse, or
second-degree relative (or in the name of a
third party) do not hold any shares issued
by the Company.
3. Not holding position as Director,
Supervisor, or employee of companies with
special relation to the Company
(Subparagraphs 5~8 of Paragraph 1 under
Article 6 of the Regulations Governing the
Appointment and Exercise of Powers by
The Remuneration Committee of a
Company Whose Stock is Listed on Taiwan
Stock Exchange or Taipei Exchange).
4. Remuneration of no service in commerce,
legal affairs, finance, and accounting to the
Companyor its affiliates in the last 2years.
2
Others Chi-Lin, Wei Currently Chairman of IBF
Financial Holdings Co., Ltd.
Former Director, Graduate
Institute of International
Business, National Taiwan
University
Secretary-General,
Executive Yuan
Chairman of Land Bank of
Taiwan
Director-General, Executive
Yuan Research,
Development and
Evaluation Council
Doctor of Economics,
University of Paris
Nothing in connection with
Article 30 of the Company
Act
1. The person, the person’s spouse, or the
second-degree relative does not hold
position as Director, Supervisor or
employee of the Company or its affiliates.
2. The person, the person’s spouse,
second-degree relative (or in the name of a
third party) do not hold any shares issued
by the Company.
3. Not holding position as Director,
Supervisor, or employee of companies with
special relation to the Company
(Subparagraphs 5~8 of Paragraph 1 under
Article 6 of the Regulations Governing the
Appointment and Exercise of Powers by
The Remuneration Committee of a
Company Whose Stock is Listed on Taiwan
Stock Exchange or Taipei Exchange).
4. Remuneration of no service in commerce,
legal affairs, finance, and accounting to the
Companyor its affiliates in the last 2years.
3
  • 55 -
Identity
(Note 1)
Condition
Name

Professional qualifications
and experience (Note 2)
Status of independence (Note 3) Number of companies
where the members of
the Remuneration
Committee also hold
concurrent position as
members of
Remuneration
Committee
Others Mu-Hsiao,
Liu
With related work
experience in commerce
and the business required
by the Company. Previously
spokesman and special
assistant to the CEO of
Genetics Generation
Advancement Corp.,
currently Vice President of
TeamPlus Technology.
Nothing in connection with
Article 30 of the Company
Act
1. The person, the person’s spouse, or
second-degree relative does not hold
position as Director, Supervisor or
employee of the Company or its affiliates.
2. The person,the person’s spouse,
second-degree relative (or in the name of a
third party) do not hold any shares issued
by the Company.
3. Not holding position as Director,
Supervisor, or employee of companies with
special relation to the Company
(Subparagraphs 5~8 of Paragraph 1 under
Article 6 of the Regulations Governing the
Appointment and Exercise of Powers by
The Remuneration Committee of a
Company Whose Stock is Listed on Taiwan
Stock Exchange or Taipei Exchange).
4. Remuneration of no service in commerce,
legal affairs, finance, and accounting to the
Companyor its affiliates in the last 2years.
0

Note 1: Specify the years of seniority of related work, professional qualifications and experience, and the status of independence of the members of Remuneration Committee. For Independent Directors, refer to P.8, Appendix I, Profiles of Directors and Independent Directors (I) content as stated in the remark column. Put down Director, Independent Director, or others for identity (specify if the person is the convener).

Note 2: Professional qualifications and experience: specify the professional qualifications and experience of individual members of the Remuneration Committee.

Note 3: Status of independence: specify the status of independence of the members of the Remuneration Committee, including but not limiting to holding position as Director, Supervisor or employee of the Company and its affiliates by the person, the person’s spouse, or second-degree relative. Quantity and proportion of Company shares held by the person, the person’s spouse, or second-degree relative (or in the name of a third party), holding position as Director, Supervisor or employee of companies in special relation with the Company (refer to Subparagraphs 5~8 of Paragraph 1 under Article 6 of the Regulations Governing the Appointment and Exercise of Powers by The Remuneration Committee of a Company Whose Stock is Listed on Taiwan Stock Exchange or Taipei Exchange), the amount of remuneration for rendering services in commerce, legal affairs, finance, and accounting to the Company or its affiliates in the last 2 years.

  • 56 -

  • Information on the function of the Remuneration Committee:

  • (1) The Remuneration Committee of the Company is consisted of 4 members.

  • (2) Tenure of the members in current term: the current term of office started on

    • July 23 2021 and will end on July 8 2024. The committee convened for 4 times

    • (A2) until March 31 2023. The eligibility of the members and attendance to

committee sessions of the members are specified below:

committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below: committee sessions of the members are specified below:
Committee members of this term
Occupational
title
Name Actual
frequency of
attendance (B)
Frequency of
attendance
by proxy
Actual
attendance rate
(%) (B/A2)
(Note)
Remark
Convener Cheng-Yen,
Chang
4 0 100% Renewed term of
office-
Member Chi-Lin, Wei 4 0 100% Renewed term of
office-
Member Hou-Ming,
Chen
4 0 100% Newly appointed to
office on July 23
2021
Member Mu-Hsiao, Liu 4 0 100% Renewed term of
office-
Date of the sessions, content of the motions, resolutions and the response of the Company to the
opinions of the Remuneration Committee:
Date of
the session
Content of the motions and follow-up action
Resolutions
Response of the
Company to the
opinions of the
Remuneration
Committee
2021.10.22
1. Nomination of the convener of the Remuneration
Committee
Passed by all
members in
common
consent.
Not required to
present to the
Board
2. Recognition for approval of remuneration to the
new managers
Present to the
Board for approval
of all Directors.
Not required to
present to the
Board
Present to the
Board for approval
of all Directors.
2022.03.11
1. Review the proposal of remuneration to the
employees and Directors of the Company in 2021
2. Review the remuneration to the new managers
of the Company
2022.07.22
1. Recognition for approval of remuneration to the
new managers
2023.03.09
1. Review the proposal of remuneration to the
employees and Directors of the Company in 2022
Date of
the session
Content of the motions and follow-up action Resolutions Response of the
Company to the
opinions of the
Remuneration
Committee
2021.10.22 1. Nomination of the convener of the Remuneration
Committee
Passed by all
members in
common
consent.
Not required to
present to the
Board
2. Recognition for approval of remuneration to the
new managers
Present to the
Board for approval
of all Directors.
Not required to
present to the
Board
Present to the
Board for approval
of all Directors.
2022.03.11 1. Review the proposal of remuneration to the
employees and Directors of the Company in 2021
2. Review the remuneration to the new managers
of the Company
2022.07.22 1. Recognition for approval of remuneration to the
new managers
2023.03.09 1. Review the proposal of remuneration to the
employees and Directors of the Company in 2022
  • 57 -

Additional information:

  • I. If the Board turned down or revised the recommendation of the Remuneration Committee, specify the date, session of the Board, the content of the motion, the resolution of the Board and the response of the Company to the opinions of the Remuneration Committee (if the resolution on remuneration passed by the Board is senior to the recommendation of the Remuneration Committee, explain the difference and the reason): Not applicable. Subparagraph 44 on disclosure of material information will apply where applicable.

  • II. If there is any adverse opinion or qualified opinion on record or in written declaration on the resolutions of the Remuneration Committee, specify the date, session of the committee meeting, content of the motion, opinions of all members and response to the opinions of the members: not applicable. Subparagraph 44 on disclosure of material information will apply where applicable.

  • Note: (1) If specific member elected to resign within the fiscal year, put down the date of relief from office in the remark column. The actual attendance (as observer) rate (%) will be calculated on the basis the actual frequency of attendance (as observer) to the session of the Remuneration Committee and the frequency of the convention of the Remuneration Committee while the Director is still in office.

  • (2) If an election of Directors has been held to fill the vacancy before the end of the fiscal year, put down the names of the newly elected members and the members of the previous term, and noted as new to office or reelected to office, and the date of the election. The actual attendance (as observer) rate (%) will be calculated basis the actual frequency of attendance (as observer) to the session of the Remuneration Committee and the frequency of the convention of the Remuneration Committee while the member is still in office.

  • Composition and Operations Information of the Nominating Committee

  • (1) Clarify the qualifications and responsibilities of the Company’s Nominating

Committee.

  • a. This committee is composed of at least three directors recommended by the Board of Directors, with a majority of independent directors participating.

  • b. The Committee shall exercise the care of a good administrator to faithfully perform the following duties and present its recommendations to the Board of Directors for discussion:

  • I. Develop standards for the diverse backgrounds and independence of board members, including professional knowledge, skills, experience, and gender, and to identify, review and nominate candidates for directors according to the standard.

  • II. Construct and develop the organizational structure of each committee, conduct performance evaluations of the Board of Directors, Committees, and Directors, and evaluate the independence of independent directors.

  • III. Other matters to be handled by this Committee through resolutions of the Board of Directors.

  • 58 -

  • (2) Professional qualification and experience and the Operation of the

Nominating Committee Members:

  • a.The Nominating Committee was established at the second meeting of the Board of Directors of the Company on July 22, 2022.

  • b.The Nominating Committee of the Company is consisted of 3 members.

  • c. The term of Nominating Committee: From July 22, 2022 to July 22, 2024, 1 (A) Nominating Committee meetings were held in the most recent year. The professional qualification, experience, attendance of the members and discussions were as follows:

Occupational
title
Name Professional qualification
and experience
Actual frequency of
attendance (B)
Frequency
of
attendance
by proxy
Actual
attendance
rate (%)
[B/A]
(Note)
Remark
Convener Hou-Ming,
Chen
Financial and Academic
Ability
1 None 100% None
Member Chao-Liang,
Wang
Business Management and
Human Resource Ability
1 None 100% None
Member Yu-Fen,Lin Law Profession 1 None 100% None
Additional information:
The dates of the meetings, sessions and content of the motions of the Nominating Committee, summary of members
of the Nominating Committee’s recommendations or objections,and the Nominating Committee’s resolutions and
the response of the Company to the opinions of the Nominating Committee:
NominatingCommittee/Date
August 03 2022
Hou-Ming, Chen
No adverse opinion
Chao-Liang, Wang
No adverse opinion
Yu-Fen, Lin
No adverse opinion

Note: (1) If a member of Nominating Committee resigns within the fiscal year, put down the date of relief from office

in the remark column. The actual attendance rate (%) will be calculated on the basis the frequency of the convention of the Nominating Committee while the member is still in office and actual frequency of attendance.

  • (2) If a member of Nominating Committee was reelected within the fiscal year, put down the names of the newly elected members and the members of the previous term in the remark column, and noted as new to office or reelected to office, and the date of the election. The actual attendance rate (%) will be calculated on the basis the frequency of the convention of the Nominating Committee while the member is still in office and actual frequency of attendance.

  • 59 -

  • (VI) The advocacy of sustainable development and variation from the Sustainable Development Best Practice Principles of TWSE Listed and TPEx Listed Companies, and the reason:

the reason:
Advocated items The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
I.
Has the Company built up a governance
framework for the advocacy of
sustainable development, and
established a full-time (part-time) body
for the advocacy of sustainable
development led by a senior officer at the
authorization of the Board and under the
supervision of the Board?
1. Set up an ESG Committee, headed by the
Chairman, the Chairman is responsible for
setting the annual goals of corporate social
responsibility in the economy, environment
and society, regularly supervising the
implementation status, leading the
sustainable development of SINBON,
reviewing the implementation progress of
the short, medium and long-term goals, and
reporting the implementation performance
to the Head every 4 month.
2. The ESG Committee conducts annual
climate change risk and opportunity
identification, develops response strategies
and sets goals against financial and strategic
significant risk opportunities.
3. The ESG Committee is divided into six
sub-committees, headed by the first class
supervisors. Each sub-committee is
responsible for promoting the
implementation of ESG related action plans,
KPI performance tracking, and horizontal
and vertical communication across
Company.
4. In addition to the annual report of the CSO,
the Board of Directors also review the
Company’s strategies proposed by the
management team and examine whether
the Companycan achieve thegoals.
None.
II.
Has the Company conducted assessment
on the risks inherent to the operation
environment, social context, and issues of
corporate governance under the principle
of materiality, and mapped out the risk
management policy or strategy? (Note 2)
1. In order to strengthen corporate
governance, ensure the integrity of risk
management system, implement the risk
management balance mechanism, improve
the efficiency of risk management division,
and improve the awareness of risk
management of all employees, the
Companydefines various risks accordingto
None.
  • 60 -
Advocated items The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
the overall operating policy, effectively
identifies, prevents and controls risks
through organizational planning, and
continuously adjusts and improves the best
risk management practices based on
changes in internal and external
environments to protect the interests of
employees, shareholders, partners and
customers, so as to increase the Company’s
value and achieve the sustainable
operation.
2. The risk management organization
framework of the Company consists of the
Board of Director, Corporate
Decision-Making Team, Audit Office, and
respective business management units. The
Company emphasized companywide risk
control in accordance with the management
organizational structure and the internal
control cycle of the Company, implement
layer by layer prevention measures in daily
work, and face all risks to be considered in
the process for control of operation
positively in the most cost-effective way,
and report to the Board annually.
3. Faced with the impact and challenges of the
internationalization of the scale of
operations and the increasingly complex
global economic environment changes, the
Company follows the three defensive lines
of risk management and defines various
risks in accordance with the overall
operating policy of the Company, covering
economic development/corporate
governance, environmental protection,
social responsibility and other
considerations (including global emerging
risks), identifies key risk projects and takes
appropriate countermeasures, to reduce
the potential impact on the Company’s
operations.
  • 61 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
4. The Company formulated the "Risk
Management Policy and Operating
Procedures" in 2021, which was approved
by the Audit Committee and implemented
after being approved by the Board of
Directors. The risk management process
covers risk identification, risk assessment,
and risk control and mitigation, risk
monitoring, risk warning and disclosure for
assessing the frequency of risk incidents
and the severity of impact on the operation
and financial position of the Company, and
defining the priority of risk control and risk
level and implement appropriate reciprocal
actions.
5. The Group President is the Director-General
of the Business Continuity Management
Team of the Company. Respective
departments will be called to map out
Business Continuity Plans with reference to
different risk scenarios to reduce risk,
mitigate the impact on operation, condense
the time for recovery, and achieve the goal
of business continuity. Action has been
taken in line with the “Infectious Diseases
BCP” and “Raw Materials Interruption due
to Sudden or Unexpected Accidents of
Suppliers BCP” and “Geopolitics BCP” for
mitigation of the impact, and make perfect
related BCP regarding information security
andpower interruption.
III.
Environmental Issues
(I)
Has the Company established
appropriate environmental
management system by nature of
its industry?
1. The Green SINBON Sub-Committee
affiliated of the ESG Committee is
responsible for environmental management
system and promotion action plan, KPI
performance tracking and horizontal and
vertical communication across Company,
and reporting the implementation
performance to the Chairman every 4
months. The ISO 14001 environment
None.
  • 62 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
management system has also been
adopted.
(II)
Has the Company made effort in
upgrading energy efficiency and
using regenerated materials for
mitigating the impact on the
environment?
1. In responding to customer needs and
aligning with the international trend of
environmental protection, the company
takes RoHS, PFOA and PFOS as the objective
in production. There is no sale return due to
RoHS issue.
2. The Company is engaged in R&D,
procurement, production, operation and
service and other operational activities in
accordance with the following principles to
reduce the impact of the Company’s
operations on the natural environment and
human beings:
(1)
Select and adopt environmental
friendly materials.
(2)
Design for life-cycle extension
(3)
Adopt power saving design and green
packaging.
(4)
The Green Product Management
System was introduced to control
chemical substances susceptible of
causing environmental damage in the
supply chain to reduce the risk to the
environment and health.
3. 2022 product low-carbon design is detailed
in Chapter III of the 2022 ESG Report
(expected to be disclosed in June 2023).
None.
(III) Has the Company assessed the
potential risk and opportunity to
the enterprise brought about by
climate change, and taken
appropriate measures?
The Board of Directors is the supreme regulator
for SINBON Electronics Climate Change, and the
Green SINBON Sub-Committee of the ESG
Committee is responsible for managing climate
change risks and opportunities.
In 2022, based on the Task Force on Climate
related Financial Disclosures (TCFD) framework,
the Company has identified potential physical
risks brought about by climate change,
transformation risks,opportunities and
None.
  • 63 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
response methods, managed the major risks and
opportunities, and set corresponding response
measures and indicators, the details can be
found in Chapter III of the 2022 ESG Report
(expected to be disclosed in June 2023).
(IV) Has the Company kept statistical
data on the greenhouse gas
emission volume, water
consumption capacity and weight
of solid wastes, and made policies
of greenhouse gas reduction,
efficient use of water or the
management of solid wastes?
1. Greenhouse gas: According to the ISO
14064-1:2018 standard, the Company has
taken inventory of the greenhouse gas
emissions in 2021 and 2022, taken
inventory of the inventory base group with
100% shareholding sites at home and
abroad, and set a 40% reduction in
greenhouse gas emissions by 2030 in 2022
(Scope 1 and 2, with 2021 as the base year).
The setting of carbon reduction path will
promote through three aspects: energy
management, efficient vehicles and process
optimization (energy saving and digital).
2. Waste: The waste reduction target is 80% of
the general waste recovery rate and 30% of
the hazardous industrial waste recovery
rate. The total amount and disposal
methods of waste in 2019-2021 are detailed
in the 2021 ESG Report
(https://www.sinbon.com/tw/files/downloa
d/938434b1f48edd7). Actual waste
production in 2022 is detailed in Chapter III
of the 2022 ESG Report (expected to be
disclosed in June 2023).
3. Water consumption: The water
consumption in 2021 is detailed on page 73
of the 2021 ESG Report
(https://www.sinbon.com/tw/files/downloa
d/938434b1f48edd7). Water consumption
in 2022 is detailed in Chapter III of the 2022
ESG Report (expected to be disclosed in
June 2023).
None.
IV.
Social Issues
  • 64 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
(I)
Has the Company established related
policies and procedures in
accordance with applicable legal
rules and the International
Conventions on Human Right?

1. SINBON elects to observe the “Universal
Declaration of Human Rights”, “UN Global
Compact”, “International Labour
Convention” and other covenants on
human rights and established its human
right policy in accordance with the
aforementioned guiding principles. In 2022,
human rights due diligence was introduced
for the first time to identify major/priority
human rights risk issues, the
countermeasures is expected to be set in
2023 and managed through relevant sub
committees of the ESG Commission, details
in Chapter IV of the 2022 ESG Report
(expected to be disclosed in June 2023).
2. SINBON has passed the International
Standard Certification of SA8000 Social
Responsibility and ISO 45001 Occupational
Safety and Health Management
Certification. In 2021, it actively adheres to
and became a member of the UN\ Global
Compact, regularly disclosing it’s practice of
SDGs' various goals. Please refer to
https://www.unglobalcompact.org/what-is-
gc/participants/5637-Jiangyin-SINBON-Elect
ronics-Co-Ltd-
None.
(II)
Has the Company established and
pursued reasonable employee
benefit policies (including
remunerations, leave and other
benefits), and reflected operation
performance or result appropriated
in the remuneration to employees?
Employees receive fixed salaries. The Company
also releases performance bonus to the
employees. A reasonable linkage between
business performance and employee salaries
and rewards is established there. The Company
has established and disclosed the
“Remuneration Committee Organization Code”.
Additional information on the operation of the
Remuneration Committee is available at the
official website of SINBON/Investor
Relation/Corporate Governance
(https://www.sinbon.com/files/download/45c4
e753d797b0c,
https://www.sinbon.com/files/download/ff4e23
dc3b62d18).
None.
  • 65 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
(III)
Has the Company provided a safe and
healthy environment for the
employees at workplace, and
provided education on safety and
health at regular intervals?
The Company has been accredited with the
ISO45001 occupational health and safety
management system for the proper pursuit of
safety management and assurance of the safety
of the employees and products at the plant site.
The Company arranges safety inspection and
maintenance of equipment and exercise drills
for responding to the occurrence of disaster at
regular intervals. In addition, the Company also
provides health examination for all employees
and holds lectures and seminars on
safety/health/environmentalprotection.
None.
(IV)
Has the Company established
effective career development
planning and training program for the
employees?
For tuning towards the goal of corporate
development of the Group and satisfying the
needs of employees in the kind of occupational
skills for performing their assigned duties, the
Company provides a wide array of channels for
learning such as: internal training, external
training, and annual subsidy for learning.
In 2020, the Company founded the SINBON
Institute offering training in 7 disciplines of
management, sale, customer service,
merchandising, industrial research,
manufacturing, and common knowledge to
satisfy the needs of employees in different
functions for nurturing the comprehensive
occupational skills required for their assigned
duties.
None.
(V)
Regarding customer health and
safety, customer privacy, marketing
and labeling of product and services,
has the Company complied with
applicable legal rules and
international standards, and
established the policies for the
protection of consumer or customer
rights and procedure for complaints?
1. The marketing and labeling of products of
the Company are in compliance with
applicable legal rules. In addition, any form
of cheating, misleading, fraud or any act
that spoils the trust of the consumers and
causes damage to the right of consumers
are prohibited. The materials procurement
follows international standards or
specifications such as the Responsible
Business Alliance Guidelines (RBA), SA 8000,
ISO 14001, RoHS, and Hazardous Substance
Free (HSF).
2. The Companyhas aQualityManagement
None.
  • 66 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
Department, and has formulated the
sample production process, customer
complaint management process and
product return and replacement
mechanism. In case of continuous or major
defects, corrective measures and preventive
measures will be taken.
3. The scope of customer complaint
acceptance ranges from pre-sales design
and quality assurance information to
after-sales product change requirements.
There were no major violations of Health
and Safety Regulations or complaints from
customers regarding products and services
in 2022.
(VI) Has the Company established
policies for the management of
suppliers and required suppliers to
comply with applicable rules and
regulations governing environmental
protection, occupational safety and
health, or human rights of the labor,
and the pursuit of these policies?
1. The Company had developed a supplier
Code of Conduct based on the Responsible
Business Alliance (RBA), referring to
international norms such as the United
Nations Guiding Principles on Business and
Human Rights, the Declaration on
Fundamental Principles and Rights at Work
of the International Labour Organization
and the Universal Declaration of Human
Rights
(https://www.sinbon.com/files/Supplier-Co
de-of-Conduct-ch.pdf). Before proceeding
to business transaction with the suppliers,
the Company requires the suppliers to sign
a Social Responsibility Letter, and requires
the key suppliers to fill out RBA
Self-Assessment Sheet; It will be followed by
the on-site audit of the Company for
assuring the suppliers have properly
performed their part of social responsibility.
2. SINBON supports the Responsible Business
Alliance (RBA) and the Responsible Minerals
Initiative(RMI)with its actual actions. It does
not use minerals from illegal mining or areas
of armed conflict, and requires suppliers to
work together toperfect responsibility
None.
  • 67 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
supply chains. In 2022, the Conflict Minerals
use condition from key suppliers would be
investigated with the Conflict Minerals
Reporting Template(CMRT) provided by the
Responsible Minerals Initiative (RMI). For
details, see Chapter II of the 2022 ESG
Report (expected to be released in June
2023)
V.
Has the Company consulted the
internationally adopted standard or guide
in compiling its ESG Report for disclosure
of non-financial information on the
Company? Has the aforementioned
reports been accredited or guaranteed by
a third party accreditation institution?
1.
Drafting rules for Report: The ESG Report is
prepared according to GRI, SASB and UN
Global Compact guidelines, and is published
voluntarily on the official website.
2.
A third party accreditation institution has
been delegated by the Company for the
accreditation of the ESG Report from 2021
onward according to the ISAE 3000.
3. On March 9, 2023, “ESG Report Preparation
and Verification Operating Procedures” was
approved in the first Board Meeting of the
Company to strengthen the Company’s
compliance in the preparation, verification,
announcement and application of ESG Report.

None.
VI.
If the Company has established the Sustainable Development Best Practice Principles in accordance with the “Sustainable
Development Best Practice Principles for TWSE Listed and TPEx Listed Companies”, specify the variation between the
practice and the principles:
Formulated the Code of Practice for Sustainable Development for SINBON Electronics Co., Ltd.
(https://www.sinbon.com/tw/files/download/5d1e8e2dd1411bf), except for Article 27-1:“TWSE Listed and TPEx Listed
Companies should continuously inject resources into cultural and artistic activities or cultural and creative industries
through donations, sponsorship, investment, procurement, strategic cooperation, corporate voluntary technical services or
other support modes topromote cultural development”,there was no difference in other terms.
  • 68 -
Advocated items The pursuit (Note 1) The pursuit (Note 1) The pursuit (Note 1) Variation from the
Sustainable
Development Best
Practice Principles
of TWSE Listed and
TPEx Listed
Companies, and the
reason
Yes No Summary Explanation
VII.
Any other vital information that helps to under the pursuit of sustainability better:
1.
ESG Committee (Governance)/Board of Directors (Monitoring) Reports:
(1)
The Board of Directors is the supreme regulator for SINBON Electronics sustainability strategy, at present, it
reports the various projects matters to the ESG Committee at regular meetings.
(2)
The ESG Committee is the supreme unit for implementing the sustainability strategy of SINBON Electronics,
headed by the Chairman, which is responsible for setting the annual goals of corporate social responsibility in
the economy, environment and society, regularly supervising the implementation status, leading the
sustainable development of SINBON, reviewing the implementation progress of the short, medium and
long-term goals, and reporting the implementation performance to the Head every 4 months.
2.
Identify financial impacts of climate risks and opportunities, develop countermeasures and management objectives
In 2022, the ESG Committee developed a climate change risk and opportunity assessment tool according to Task
Force on Climate related Financial Disclosures (TCFD), and risk and opportunity analysis are conducted by relevant
responsible units according to the policies and regulations, market and technological changes, goodwill and
substantive risks, to formulate adaptation and mitigation strategies. Through the participation of senior executives
and the combination of the Company’s green process technology development blueprint, specific carbon reduction
benefits and financial contributions are developed.
3.
Low-carbon product design: In 2022, the product carbon footprint calculation was carried out to find the hot spots of
carbon emission based on the results of inventory, which will be the cornerstone of the promotion of future
low-carbon product design, meanwhile, courses such as product carbon footprint were held to cultivate internal
low-carbon talents.
4.
Introduce digital carbon management platform: the carbon management platform was introduced in 2022, and
relevant data was collected regularly through the digital system. Through visualization, carbon data management can
be used and analyzed more effectivelyto drive the digital transformation of the Group.
  • Note 1: If “YES” is chosen for implementation, specify the important policies, strategies, measures and pursuit in concrete term. If “NO” is chosen, explain in the column of “Variation from the Sustainable Development Best Practice Principles for TWSE Listed and TPEx Listed Companies and the reasons” the variation and the reason, and specify related policies, strategies and measures planned for the future. However, in promoting Project 1 and 2, the TWSE or TPEx Listed Companies should clarify the governance and supervisory framework for sustainable development, including but not limited to management policies, strategy, target setting, review measures, etc. And the Company should clarify the risk management policies or strategies and risk evaluation for environmental, social and corporate governance issues related to Company operations.

  • Note 2: Principle of materiality refers to issues related to the environment, society, and corporate governance that will cause significant influence on the investors and other stakeholders.

  • Note 3: For information on the means of disclosure, refer to the sample version of the best practice principles posted at the website of the Corporate Governance Center of Taiwan Stock Exchange Corporation.

  • 69 -

(VII) Climate Related Information of TWSE or TPEx Listed Companies

Distribution of Climate Related Information

Item Distribution
I.
Clarify supervision and governance
of the Board of Directors and
management on climate-related
risks and opportunities.
1. Climate related issues regulated by the Board of Directors:
(1)
The Board of Directors is the supreme regulator for climate
change at SINBON Electronics, at present, it reports the
management situation and operational performance related
to climate change at regular meetings.
(2)
The Board of Directors supervises the climate change
management operations of SINBON Electronics, including
climate strategy, annual goals, action plans, annual budgets
and related major financial expenditures, tracking the
achievement of goals and management operational
performance.
(3)
The Board of Directors reviews the achievement of climate
related goals and management performance.
(4)
The Board of Directors provides guidance on the current
status and direction of climate change management to the
ESG Committee
2. Climate related issues assessed and managed by management
team:
(1)
The ESG Committee is the supreme executive for climate
change, the Committee is headed by the Chairman, the
Chairman is responsible for setting the annual goals of
corporate social responsibility in the economy, environment
and society, regularly supervising the implementation status,
leading the sustainable development of SINBON, reviewing
the implementation progress of the short, medium and
long-term goals, and reporting the implementation
performance to the Head every 4 months.
(2)
The environmental sustainability sub-committee of ESG
Committee conducts annual climate change risk and
opportunity identification, develops response strategies and
sets goals against financial and strategic significant risk
opportunities, and responsible for driving the
implementation of action plans and tracking KPI
performance. It reports to the ESG Committee Head
(Chairman)every4 months.
  • 70 -
Item Distribution
II.
Clarify how the identified climate
risks and opportunities affect the
Company’s business, strategy, and
finances (short-term,
medium-term, and long-term).
1. Add the severity of extreme weather events: short-term (1-2 years)
financial impact (revenue decrease). Countermeasures:
(1)
Introduce ISO22301 for continuous operation management
into the manufacturing plant
(2)
Establish a continuous operation management plan for
climate entity risk scenarios
(3)
Import risk management system operation
(4)
Promotion of Factory Damage Prevention and Blockage
Project
(5)
Comprehensive assessment of factors and days causing
operation interruption, and comprehensively evaluate and
layout the insurance arrangements of operation interruption
from the perspective of the Group
2. Strengthen emission reporting obligations: short-term (1-2 years)
financial impact (cost increase). Countermeasures:
(1)
Promote ISO14064-1 greenhouse gas inventory of operating
sites with control rights
(2)
Entrust a professional third party to verify ISO14064-1
greenhouse gas emissions
(3)
Assign relevant departments to be responsible for identifying
local regulations, conducting inventory checks, and reporting
operations in the place of operation and product sales
(4)
Establish an internal greenhouse gas inventory system
3. Develop or expand low-carbon products and services: long-term
(5-10 years) financial impact (revenue increase). Countermeasures:
(1)
Continuously track the energy-saving and low-carbon
development trend of the connector industry
(2)
Increase R&D investment year by year
(3)
Research and development of low-carbon, high-efficiency,
and carbon reduction applications related patents for
connector products
4. Use more efficient production and distribution processes:
short-term (1-2 years) financial impact (cost decrease).
Countermeasures:
(1)
Introduce ISO50001 Energy Management System into the
manufacturing base
(2)
Set up digital electricity meter and energy management
platform in the manufacturing base
(3)
Perform energy audits to analyze the distribution of
operational electricity consumption
(4)
Identify power consumption concentration points and
process energy-saving opportunities
(5)
Promote internal energy-saving proposal reward mechanism
III.
Clarify the financial impact of
extreme climate events and
transformation actions.
Same as above.
  • 71 -
Item Distribution
IV.
Clarify how climate risk
identification, assessment and
management processes are
integrated into the overall risk
management system.
1. In 2021, SINBON adopted the “Risk Management Policies and
Operating Procedures" as the supreme guiding principle for risk
management.
2. The Board of Directors is the supreme decision-making unit for risk
management, and the Corporate Decision-Making Team is the
supreme unit for risk management. The Audit Office conducts risk
management (i.e. internal audit). The top-down enterprise risk
management approach is adopted to strengthen the risk
management link between senior management and other
departments, and ensure the reasonable management of Group
risks.
3. The scope of risk management includes economic development,
corporate governance, environmental protection, employee
society, etc., various climate risk scenarios have been included in
the management and control.
V.
If scenario analysis is applied to
assess resilience to climate change
risks, the scenarios, parameters,
assumptions, analysis factors, and
main financial impacts used should
be explained.
Climate risk analysis is conducted in different scenarios, including
considering physical scenarios such as National Determined
Contributions (NDS), Science Based Target, and SSP1, SSP2, SSP5-8.5 of
IPCC Sixth Assessment Report (AR6).
VI.
If there is a transformation plan
for managing climate-related risks,
the plan content and the
indicators and objectives used to
identify and manage physical and
transformation risks shall be
explained.
1. Following the spirit of Science-Based Targets (SBT), with 2021 as
the benchmark year, a target of an absolute reduction of 40%
(including categories 1 and 2) by 2030 is set. Comprehensively
examine the carbon reduction space in categories 1 (direct
emissions) and 2 (indirect energy emissions), by rationalizing travel
management, replacing vehicles with electric/high-efficiency fuel
vehicles, replacing high-efficiency air conditioning equipment,
introducing energy management mechanisms, promoting
energy-saving measures and using renewable energy, carbon
reduction can be achieved.
2. Other relevant indicators: in addition to the main indicators of
greenhouse gas emissions, other indicators such as energy
consumption, electricity consumption, energy intensity, water
intake, wastewater emissions, waste generation, etc.
3. SINBON Electronics introduces the ISO 50001 Energy Management
System to set goals and performance indicators for various levels
and departments to promote Energy-saving and Carbon Reduction
Projects in various factory areas. In order to enhance the active
participation of colleagues and achieve the goals, it is planned to
conduct performance evaluations of Energy-saving and Carbon
Reduction Projects in the future, and directly link the
implementation results to theperformance of operation units.
VII.
If internal carbon pricing is used as
a planning tool, the basis for
pricingshould be explained.
In the evaluation, it has not been imported yet.
  • 72 -
Item Distribution
VIII. If climate-related goals are set,
information should be provided on
the activities covered, the scope of
greenhouse gas emissions, the
planning period and the annual
progress achieved; If carbon
credits or RECs are applied to
achieve relevant goals, the limit
source and quantity of carbon
credits or the quantity of RECs
should be stated.
1. Following the spirit ofScience-Based Targets (SBT), with 2021 as the
benchmark year, a target of an absolute reduction of 40%
(including categories 1 and 2) by 2030 is set.
2. Comprehensively examine the carbon reduction space in
categories 1 (direct emissions) and 2 (indirect energy emissions),
by rationalizing travel management, replacing vehicles with
electric/high-efficiency fuel vehicles, replacing high-efficiency air
conditioning equipment, introducing energy management
mechanisms, promoting energy-saving measures and using
renewable energy, carbon reduction can be achieved.
IX.
Greenhouse gas inventory and
confirmation (fill in 1-1
separately).
Since 2010, SINBON has been conducting greenhouse gas inventory
voluntarily. Starting from 2021, it has been conducting inventory of
wholly-owned sites in accordance with ISO 14064-1:2018 and it is
verified by a third-party. In conjunction with the greenhouse gas
inventory process, the data for Scope 1 and Scope 2 of greenhouse gas
emissions in 2022 are summarized in the table below. After third-party
verification, the data will be disclosed in the 2022 ESG Report (will be
released in June 2023).

1-1 Greenhouse gas inventory and assurance status

Basic information of the Company
□ Companies with a capital of over NT$10 billion (steel
and cement industries)
□ Companies with a capital of over NT$5 billion but less
than NT$10 billion
■ Companies with a capital less than NT$5 billion
The following contents shall be disclosed at least in
accordance with the sustainable development roadmap
of TWSE or TPEx Listed Companies
□ Inventory of parent company
□ Inventory of consolidated financial reporting
subsidiaries
□ Parent company acquire assurance
□ Consolidated financial reporting subsidiaries acquire
assurance
  • Since 2010, SINBON has been conducting greenhouse gas inventory voluntarily. Starting from 2021, it has been conducting inventory of wholly-owned sites in accordance with ISO14064-1:2018 and it verified by a third-party. In conjunction with the greenhouse gas inventory process, the data for greenhouse gas emissions of Miaoli Factory in 2022 are summarized in the table below. After third-party verification, the data of wholly-owned sites will be disclosed in the 2022 Suntainability Report (expected to be disclosed in June 2023).
Scope 1 Total Emissions
(mt. CO2e)
Intensity
(mt. CO2e/NT$million)(Note2)
Confirmation
Institution
Assurance Status
Description(Note 3)
Parent Company 245 / / /
Scope 2 Total Emissions
(mt. CO2e)
Intensity
(mt. CO2e/NT$million)(Note2)
Confirmation
Institution
Assurance Status
Description(Note 3)
Parent Company 2,855 / / /
  • 73 -

(VIII) Practice of ethical corporate government and the variation with the Ethical Corporate Governance Best Practice Principles for TWSE Listed and TPEx Listed Companies, and the reason:

Implementation of ethical corporate management

Items of evaluation Thepursuit(Note 1) Variation from the
Ethical Corporate
Management Best
Practice Principles
for TWSE Listed
and TPEx Listed
Companies
Yes No Summary Explanation
I.
Establishment of the ethical corporate
management policy and action plans
(I)
Has the Company made policies of
ethical corporate management passed by
the Board, and explicitly stated the
ethical corporate management policy
and related action plans, and the
commitment of the Board and the senior
management in the proper pursuit of the
ethical corporate management policy?
(II)
Has the Company developed the
mechanisms for the assessment of the
risk of unethical practices, and conducted
analysis and assessed the kind of
business activities vulnerable to the risk
of unethical practices within the scope of
operation at regular intervals, and
mapped out the solution for preventing
such practices covering at least the
preventive measures as stated in
Paragraph 2 under Article 7 of the
“Ethical Corporate Management Best
Practice Principles for TWSE Listed and
TPEx Listed Companies”?
(III) Has the Company mapped out the
solution for preventing unethical
practices, and specified the operation
procedures, code of conduct, penalty on
violation and the system for complaints
in the solutions, and properly
implemented the plans with routine
review and revision of the
aforementioned solutions?


The Company has established the
“Ethical Corporate Management
Best Practice Principles” and the
“Ethical Corporate Management
Operation Procedure and Code of
Conduct”, and has properly pursued
these policies and announced at the
official website of the Company.
Internal audits were included in the
Annual Audit Plan. Audits will be
conducted as scheduled or at any
time where necessary.
The Principles and Operation
Procedure and Code of Conduct
have been incorporated into the
annual training program with
announcement at the official
website of the Company.
None.
None.
None.
  • 74 -
Items of evaluation Thepursuit(Note 1) Variation from the
Ethical Corporate
Management Best
Practice Principles
for TWSE Listed
and TPEx Listed
Companies
Yes No Summary Explanation
II.
Practice of ethical corporate management
(I)
Has the Company assessed the record of
integrity on the counterparties of trade,
and explicitly stated the integrity clause
in the contracts binding the
counterparties and the Company?
(II)
Has the Company established a
designated body charged with the
advocacy of business integrity under
ethical corporate management on a
full-time (part-time) basis under the
direct supervision of the Board, and
report to the Board of the ethical
corporate management policy and the
plans for prevention of unethical
practices with monitoring on the
enforcement of the plans at regular
intervals (at least once a year)?
(III) Has the Company established the policies
for the avoidance of the conflict of
interest and appropriate channels for
expression, and properly pursued these
policies?
(IV) For the proper pursuit of ethical
corporate management, has the
Company established an effective
accounting system and internal control
system, with related audit plans designed
by the internal audit function on the
basis of the findings of the assessment
on the risk of unethical practices basing
on which audit on prevention of
unethical practice will be conducted, or
CPAs will be delegated for conducting the
audit?



It is explicitly stated in the
standardized contracts of the
Company.
The designated body of the
Company for this purpose is the
“Legal Affairs Division”.This body
reports to the Board at least once a
year or where necessary (the last
report was presented in the 4th
session of the Board in 2022). In
addition, the internal audit function
also report to the Board at regular
intervals or as needed.
The Company has established the
channel and mail box for hearing
complaints. The Company has also
established the “Stakeholders
Section” and contact at its official
website.
Arranged as a part of the Annual
Audit Plan in accordance with the
“Ethical Corporate Management
Best Practice Principles” and
“Ethical Corporate Management
Operation Procedure and Code of
Conduct” established by the
Company.
None.
None.
None.
None.
  • 75 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from the
Ethical Corporate
Management Best
Practice Principles
for TWSE Listed
and TPEx Listed
Companies
Yes No Summary Explanation
(V)
Has the Company organized internal and
external training on ethical corporate
management at regular intervals?
The Board of the Company arranges
the reference filing of the report on
Ethical Corporate Management
Best Practice Principles and as a
part of training in the orientation of
the new employees every year.
None.
III. The functioning of the informing and complaint
system of the Company
(I)
Has the Company established the
informing and complaint system and
channels for facilitating informing and
complaint, and appointed designated
personnel to appropriately handle the
personnel accused of unethical practice?
(II) Has the Company established the
standard operation procedure for
processing reports and complaints, the
actions to be taken after the
investigation, and the mechanisms of
confidentiality?
(III) Has the Company taken appropriate
measures for the protection of the
informants from undue treatment due to
reporting on illegal or unethical practice?


1. The Company has established
the “Stakeholder Section” at its
official website handled by
designated personnel.
2. The Company has established
the “Regulations Governing the
Responses to the informing of
Illegal and Unethical Practices”
and announced at its official
website.
3. The measures taken by the
Company for the protection of
the informants include no
disclosure of the source of the
information, conduct
investigation by a third party,
and enter into agreement on
confidentiality with the parties
concerned.
None.
None.
None.
IV. Additional disclosure of information
Has the Company disclosed the content of its
Ethical Corporate Management Best Practice
Principles and the result of implementation at
its official website and MOPS?
1. The website installed by the
Company is:www.sinbon.com
2. The official website of MOPS
(Market Observation Post
Service): Note 2.
3. No record on violation of ethical
corporate management by the
Company.
None.
V.
If the Company has established its Ethical Corporate Management Best Practice Principles in accordance with the “Ethical
Corporate Management Best Practice Principles for TWSE Listed and TPEx Listed Companies”, specify the practice and
variation from the Principles:
No variation.
  • 76 -
Items of evaluation Thepursuit(Note 1) Thepursuit(Note 1) Thepursuit(Note 1) Variation from the
Ethical Corporate
Management Best
Practice Principles
for TWSE Listed
and TPEx Listed
Companies
Yes No Summary Explanation
VI. Any other vital information that help to understand the practice of ethical corporate management better: (e.g.: review
and revise the Ethical Corporate Management Best Practice Principles):
The Board of the Company arranges the reference filing of the report on Ethical Corporate Management Best Practice
Principles and included as a part of the training for the orientation of the new employees. The internal audit function also
arranges related issues as special audit items.

Note 1: Either “YES” or “NO” for the status of operation requires summary explanation in the remark column.

Note 2: http://mops.twse.com.tw/mops/web/t100sb04_1 (Market type: TWST listed. Search 3023, or SINBON)

  • (IX) For Inquiry of Corporate Governance Best Practice Principles and related rules and -

  • regulations: https://www.sinbon.com/tw/corporate governance

  • (X) Any other vital information that helps to understand the pursuit of corporate governance by the Company better: visit the official website of the Company at www.sinbon.com.

  • 77 -

  • (XI) Implementation of internal control for disclosure:

  • Declaration of internal control:

Statement of Declaration of Internal Control

Date: March 9 2023

SINBON Electronics Co., Ltd. has conducted internal audit in accordance with its Internal Control Regulation covering the period from January 1 to December 31, 2022, and hereby declares as follows:

  • I. The company acknowledges and understands that, the establishment, enforcement and preservation of internal control system is the responsibility of the Board and the managers, and that the company has already established such system. The purpose of it is to reasonably ensure the effect and efficiency of operation (including profitability, performance and security of assets), the reliability, timeliness and transparancy of reporting and the compliance with relevant legal rules.

  • II. There is limitation inherent to internal control system, no matter how perfect the design. As such, effective internal control system may only reasonably ensure the achievement of the aforementioned goals. Further, the operation environment and situation may vary, and hence the effectiveness of the internal controls system. The internal control system of the company features the self-monitoring mechanism. Once identified, any shortcoming will be corrected immediately.

  • III. The company judges the effectiveness of the internal control system in design and enforcement in accordance with the “Regulations Governing Establishment of Internal Control Systems by Public Companies” (hereinafter referred to as “the Regulations”). The Regulations are instituted for judging the effectiveness of the design and enforcement of internal control system. There are five components of effective internal control as specified in the Regulations with which the procedure for effective internal control are composed by five elements, namely, 1.control environment, 2. Risk Evaluation, 3. Control Operation, 4. Information and Communication, and 5. Monitoring. Each of the elements in turn contains certain audit items, and shall be referred to the Regulations for detail.

  • IV. The company has adopted the aforementioned internal control system for internal audit on the effectiveness of the design and enforcement of the internal control system.

  • V. Basing on the aforementioned audit findings, the company holds that has reasonably preserved the achievement of the aforementioned goals of internal control (including the monitoring over the subsidiaries) in the period

  • 78 -

of January 1 to December 31, 2022, including the effectiveness and efficiency in operation, reliability, timeliness and transparancy in reporting and compliance with relevant legal rules, and that the design and enforcement of internal control are effective.

  • VI. This statement of declaration shall form an integral part of the annual report and prospectus on the company and will be announced. If there is any fraud, concealment and unlawful practice discovered in the content of the aforementioned information, the company shall be liable to legal consequences under Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchanges Act.

  • VII. This statement of declaration has been approved by the Board on March 9 2023.

SINBON Electronics Co., Ltd.

Chairman Shaw-Shing Wang President Wei-Ming Liarng

  2. If a CPA is appointed to conduct a special audit on the internal control system, disclose the Auditor’s Report: None.
  • (XII) The Company and insiders were punished under law, or punished due to the violation of internal control system by insiders in the previous period to the date this report was printed, the major defect and the status of rectification: None.

  • (XIII) Major resolutions of the Shareholders’ Meeting and the Board in the previous period to the date this report was printed:

  • 2021.10.22 Board of Report: Report on stakeholder communication, report on the Director implementation of integrity management by the Headquarters Office, propaganda and guidance on the management procedures for internal major information processing and insider trading prevention, report on the development of a smart property management plan and report of the Corporate Social Responsibility Committee.

Proposal for Discussion: Review of the 2022 Annual Audit Plan, establishment of the “Internal Control Self-Assessment Procedure”, establishment of the “Risk Management Policy and Procedure”, amendment to the “Procedure for Processing of Material Insider Information and the Prevention of Insider Trade” in part, amendment to the “Regulations Governing the Response to Informing and Complaints of Illegal and Unethical Practices” in part, establishment of the “Information Security Policy and Management Operation Regulations”.

  • 79 -

2022.03.11 Board of Report: Report on the 2021 Self-evaluation Results of the Performance Director Evaluation of the Board of Directors, Director's Liability Insurance Report and Ernst&Young CPAs' Independence Statement. Proposal for Discussion: Proposal for remuneration to employees and Directors in 2021, Proposal for the distribution of earnings in 2021, Statement of Declaration of Internal Control in 2021, 2022 Business Plan, Result of the Assessment of the Independence of the CPAs in the capacity of Independent Auditors of the Company, Amendment to the “Procedure for the Acquisition or Disposal of Assets” in part, Amendment to the “Corporate Governance Best Practice Principles” in part, Amendment to the “Sustainable Development Best Practice Principles” in part, Amendment to the “Procedure for the Board” in part, Amendment to the “Rules of Procedure for Shareholders’ Meeting” in part, Amendment to the “Articles of Incorporation” in part, Raising capital amounting to US$520,200 for wholly-owned subsidiary SINBON USA LLC, Capital investment in TOP TAIWAN XIV VENTURE CAPITAL CO., LTD., Establishment of the “ESG Committee”, Schedule for the regular session of the Shareholders’ Meeting in 2022 and related matters.

2022.04.22 Board of Proposal for Discussion: Consolidated Financial Statements for the Q1 Director 2022, proposal for determine the benchmark date for the issuance of new shares for the 7th issue of non-guaranteed domestic convertible bonds of the Company, review of shareholder meeting proposals, the plan for greenhouse gas inventory and verification work schedule, endorsement and guarantee for SINBON Hungary Kft, a wholly-owned subsidiary of the Company, cash capital increase of SINBON USA LLC, a wholly-owned subsidiary of the Company US$299,994.46, cash capital increase of SINBON USA LLC, a wholly-owned subsidiary of the Company with a maximum limit of US$1.5 million.

Notes: In view of the plan for greenhouse gas inventory and verification work schedule, the Board of Directors reminds the management team to regularly review the progress and urges them to make adjustments when necessary.

2022.05.30 Shareholders’ Recognition of the 2022 Business Report and Financial Statements of 2021. Meeting Status: the minute of meeting on record has been uploaded to MOPS on May 30 2022. Recognition of the proposal for distribution of earnings in 2021. Status: base day for dividend on August 27 2022, payment made on September 16 2022. Passed the amendment to “Rules of Procedure for Shareholders’ Meeting” in part. Status: announced and uploaded to MOPS on May 30 2022. Passed the amendment to “Procedure for the Acquisition or Disposal of Assets” in part. Status: uploaded to MOPS on May 30 2022. Passed the amendment to “Articles of Incorporation” in part.

  • 80 -

Status: uploaded to MOPS on May 30 2022.

2022.07.22
Board of
Director
2022.10.21
Board of
Director
Proposal for Discussion: Proposal of changing CPA of Ernst & Young. The
consolidated financial statements of Q2 2022. Determination of the
benchmark date for the issuance of new shares for the 7th issue of
non-guaranteed domestic convertible bonds. Recognition for approval of
remuneration to the new managers. Setting of the Company's 2022
ex-dividend benchmark date. Election of the Vice Chairman of the
Company. Retirement of the Vice President of the Company’s
Headquarters office. Proposal of formulating the Company’s “Articles of
Association of Nominating Committee”. Appointment of members of the
Nominating Committee. Update of the Company’s endorsement and
guarantee in favor of SINBON USA LLC (hereinafter, “SINBON USA”), a
wholly-owned subsidiary of the Company. The capitalization of retained
earnings into new shares of Tong Cheng SINBON Electronics Co., Ltd., a
wholly-owned subsidiary of the Company amounting to USD 3 million. The
Company sets a limit of US$3 million of raising capital for the 100%
investee company, SINBON USA LLC(hereinafter,“SINBON USA”). The
Company raised capital for the 100% investee company, SINBON Hungary
Kft (hereinafter, “SINBON Hungary”), amounting to EUR 1 million.
The Company’s 85.53% trans-investment in Beijing SINBON TongAn
Renewable Energy Co., Ltd. (hereinafter,“Beijing TongAn”), proposed to
raise cash capital of CNY 20 million for its subsidiary Xuzhou ENMAGIC
Energy Co., Ltd. (hereinafter referred to as Xuzhou ENMAGIC). The
Company’s 85.53% trans-investment in Beijing SINBON TongAn
(hereinafter,“Beijing TongAn”), proposed to reduce the capital and
liquidate its subsidiary Beijing SINBON Electronics Co., Ltd. (hereinafter,
“Beijing SINBON”). The Company’s 100% trans-investment in Kwan Ze
Corporation Ltd. (hereinafter,“Kwan Ze”), proposed to jointly establish a
joint venture company,“Enwan Technology Co., Ltd.”with shareholders
such as Chant Sincere Co., Ltd. and Nextronics Engineering Corp.
(tentative). The Company intends to loan funds to wholly-owned
sub-subsidiary SINBON C&C LLC (hereinafter,“C&C”)
Report: Propaganda on the management procedures for internal major
information processing and insider trading prevention. Report on
stakeholder communication. Report on the implementation of integrity
management. Smart Property Management Plan Report. 2022 enterprise
risk management operation report. 2021 ESG Report.
Proposal for Discussion: Consolidated Financial Statements for Q3 2022.
Determination of the benchmark date for the issuance of new shares for
the 7th issue of non-guaranteed domestic convertible bonds. Review of
2023 Annual Audit Plan. Formulation of the Company’s “Group Tax Policies
and Management Measures”. Amendment to the “Processing of Material
inside Information and Prevention of Insider Trade Procedure” of the
Company in part. Ratification of the right-of-use assets obtained from the
Office Lease Contract signed between the Company and T-CONN Precision
Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes.
  • 81 -

Ratification of the right-of-use assets obtained from the Machinery and Equipment Lease Contract signed between the Company and T-CONN Precision Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes. The Company has processed the 8th issue of non-guaranteed convertible domestic bonds of NT$1,000,000,000. Update of the loaning of funds to wholly-owned subsidiary SINBON Hungary Kft (hereinafter, “SINBON Hungary”). The Company's intends to participate in the investment of DAMON MOTORS INC’s non-guaranteed convertible bonds.

Note: In view of the topics reported in the 2021 ESG Report, the Company set the 2030 carbon reduction target and explained the updated 2022 implementation progress (including carbon footprint inventory, TCFD projects, sustainable partners and supply chain, etc.). The Board of Directors raised concerns about the Company’s strategy proposed by the operational team, including the commitment to reduce carbon emissions of the Group by 40% by 2030 and the measures for carbon reduction mechanisms, and also suggested that the Company regularly review whether the goals can be achieved through the strategies.

2023.03.09 Board of Director

Report: Report on the 2022 Self-evaluation Results of the Performance Evaluation of the Board of Directors, Director's Liability Insurance Report and Ernst&Young CPAs’ Independence Statement.

Proposal for Discussion: 2022 Separate Financial Statement and Consolidated Financial Statement. 2022 Employee Compensation and Director Compensation. Proposal for the Distribution of Earnings in 2022. Statement of Declaration of Internal Control in 2022. Formulation of the distribution principles for souvenirs received by shareholders at the Shareholders’ Meeting. Formulation of the Company's “Preparation and Verification Operating Procedures of ESG Report”. 2023 Annual Operating Plan. Review of the assessment result of the Independence of the CPAs of the Company. Non-assurance services intend to be provided by Ernst & Young and its affiliated companies to the Company and its subsidiaries. Determination of the benchmark date for the issuance of new shares for the 7th issue of non-guaranteed domestic convertible bonds.

Update of the Company’s greenhouse gas inventory and verification work schedule plan. The Company raised capital for the 100% investee company, SINBON USA LLC(hereinafter, “SINBON USA”), amounting to US$3 million. The Company's intend to increase loan funds to wholly-owned sub-subsidiary SINBON Ohio LLC (hereinafter, “SINBON Ohio”). "Beijing SINBON TongAn Renewable Energy Co., Ltd." (hereinafter, “Beijing TongAn”), a subsidiary where the Company holds 85.53% of its stakes, suspended the listing of CNY common shares (A-shares) on the Shenzhen Stock Exchange. Adjustment of the investment holding structure of “Beijing SINBON TongAn Renewable Energy Co., Ltd. (hereinafter, “Beijing TongAn”), a subsidiary where the Company holds 85.53% of its stakes. Cash buy-back for capital reduction of “Beijing SINBON TongAn Renewable Energy Co., Ltd. (hereinafter, “Beijing TongAn”), a subsidiary where the Company holds 85.53% of its stakes. The Company's intend to

  • 82 -

transfer Miaoli No. 3 Factory (E-Bike Assembly Factory) to T-CONN Precision Co., Ltd., a subsidiary where the Company holds 57.45% of its stakes (hereinafter referred to as T-CONN). The expected schedule and related matters of the 2023 Shareholders’ Meeting.

  • (XIV) Adverse opinions from the Directors over the resolutions of the Board on record or in written declaration, in the previous period to the date this report was printed, and the summary of the content: None.

  • (XV) The resignation or dismissal of related personnel of the Company (including the Chairman, President, Chief Accounting Officer, Chief Financial Officer, head of internal audit, and head of R&D) in the previous period to the date this report was printed:

The table showing the resignation or dismissal of related personnel of the Company

April 1 2023

April 1 2023
Occupational
title
Name Date of office Date of relief
from office
Reason for resignation
or relief
Vice
President
Chun-Yu,
Chen
2018/4/20 2022/10/12 Retiring
Director Ping, Li 1996/10/1 2022/12/31 Retiring
Ass. Director Ming-Cheng,
Lin
2015/6/1 2022/09/30 Retiring

Note: Related personnel of the Company are the Chairman, President, Chief Accounting Officer, Chief Financial Officer, head of internal audit,

Corporate Governance Officer, and head of R&D.

  • 83 -

  • V. Information on fee for CPAs service:

  • (I) If the payment for the non-audit service of the CPAs of the Company, the CPA firm and its affiliates accounting for 1/4 or more of the fee for auditing service, disclose the content of audit and non-audit services and the amount: the Company voluntarily disclosed the amount of payment for audit and non-audit services and the content of the services specified as follows:

Unit: NT$1,000

Name of CPA firm Ernst & Young, Taiwan Ernst & Young, Taiwan
Name of CPA 1 Wen-Chen, Lo
Name of CPA 2 Ming-Hung, Chen
Auditingfee 6,200
Non-auditing fee System design 0
Business registration
0
Human Resources 0
Others 2,260
Subtotal 2,260
Does the audit period of the CPAs
cover the whole fiscal year
Cover or not Yes
Auditperiod 2022

(II) If the payment for CPAs audit services in the year of replacement of CPAs firm was less than the amount paid for the audit services of the previous year, disclose the amount of auditing fee reduced, the ratio of reduction and the reason: Not applicable.

(III) If the auditing fee reduced by more than 10% from the same period of the previous year, disclose the amount reduced, the ratio and the reason: Not applicable.

Information on payment to CPAs of the Company

Currency unit: NT$1,000 Currency unit: NT$1,000 Currency unit: NT$1,000
Name of CPA
firm
Name of
Independent
Auditor
CPA audit period Auditing
fee
Non-auditing fee
(Note 2)
Total Remark
Ernst & Young,
Taiwan
Tzu-Ping, Huang January 1 2022 to
June 30 2022
6,660 2,260
3
.
8,920
CPA
Rotation

Wen-Chen, Lo
June 30 2022 to
December 31 2022
Ming-Hung, Chen January 1 2022 to
December 31 2022

Note1: If CPA or audit firm is replaced, list out the audit period, and explain the reason in the Ramark column and enclose the the auditing fee and non-auditing fee. The content of the non-auditing service should be explained

Note2: The content of service includes tax audit and accreditation of CSR Report.

  • 84 -

VI. Information on replacement of CPAs:

(I) About the CPAs previously appointed:

Date of replacement Not applicable Not applicable Not applicable
Reason for replacement and
explanation
Not applicable
Explain if terminated by the
principal or the CPA, or the CPA
declined the appointment
The Parties concerned
Status

CPA
Principal
Voluntary termination of the
appointment
Declined the (continued)
appointment
The opinion stated in Auditor’s
Report issued with unqualified
opinion in the last 2 years and the
reason.
None
Any different opinion from the
issuer
None
Additional information for
disclosure
(Particulars inscribed in Section
1-(4) and Section 1-(7) of
Subparagraph 6 under Article 10 of
the Principles should be disclosed).


None

(II) About the successor CPA

(II)
About the successor CPA
Name of CPA firm None
Name of Independent Auditor None
Date of appointment None
The issues for consultation on the
accounting method or principle of
special transactions before the
appointment that may affect the audit
opinion and the result.
None
The difference between the opinion of
the successor CPAs and the predecessor
expressed in writing.

None

(III) The reply of the previous CPAs of the Company on issues stated section 1 and section

2-(3) of subparagraph 6 under Article 10 of the Regulations: Not applicable.

  • 85 -

  • VII. In case the Chairman, President, Chief Financial Officer or Chief Accounting Officer of the Company who has been employed by the CPA firm retained for services or its affiliate, disclose the name, occupational title, and the duration of employment by the CPA firm or its affiliate: Not applicable.

  • VIII. In the previous period to the date this report was printed, the transfer of shares or changes in the pledge of shares under lien by the Directors, Managers, and shareholders holding more than 10% of the shares issued by the Company:

  • (I) Changes in equity of the Directors, Managers and major shareholders:

Unit: share

Unit: share Unit: share
2022 In currentperiod to April 1
Change in the Change in the

Change in the
Change in the
Occupational title Name
quantity of
shareholding
quantity of
shares under
lien

quantity of
shareholding
quantity of
shares under
lien
Chairman Shaw-ShingWang 0
0

0

0
Vice Chairman Wei-Ming,Liarng (240,000) 0
0

0
Director Hsin-Chih,Yeh (500,000) 0
0

0
Director ArgosyResearch Inc. 0
0

0

0
Representative of
Director
Chao-Liang, Wang 0
0

0

0
Director Tai Yi Investment Co.,Ltd. 9,000
0

0

0
Representative of
Director
Wei-Chung, Wang 0
0

0

0
Director Kuo Shian Investment Co.,Ltd. 0
0

0

(300,000)
Representative of
Director
Kuo-Hung, Wang 0
0

(105,022)

0
Director & Vice
President
Wen-Sen, Huang 0
0

0

0
Director Te-Cheng,Chiu 0
0

0

0
Independent
Director
Cheng-Yen, Chang 0
0

0

0
Independent
Director
Hou-Ming, Chen 0
0

0

0
Independent
Director
Yu-Fen, Lin 0
0

0

0
Vice President Chun-Yu, Chen (date of relief
from office: October 12 2022)
36,586
0
Not applicable Not applicable
Director Ping, Li (date of relief from office:
December 31 2022)
0
0

Not applicable
Not applicable
Director Li-Li,Huang 3,000
0

0

0
Director Hsiu-Sui,Lin 0
0

0

0
Director Cheng-Ling,Li 0
0

0

0
Director Yun-Ju,Huang 0
0

0

0
Director Hsing-Chun,Wu 29,136
0

0

0
  • 86 -
2022 2022 In currentperiod to April 1 In currentperiod to April 1
Change in the Change in the

Change in the
Change in the
Occupational title Name
quantity of
shareholding
quantity of
shares under
lien

quantity of
shareholding
quantity of
shares under
lien
Director Hao-Min,Hsu (2,078) 0
0

0
Director Chin-Tsung,Huang 0
0

0

0
Ass. Director Ping-Chen,Sung 0
0

0

0
Ass. Director Ming-Cheng, Lin (date of relief
from office: September 30 2022)
14,493
0
Not applicable Not applicable
Ass. Director Chia-Ching,Lin 0
0

0

0
Ass. Director Ya-Hui,Kuo 0
0

0

0
Ass. Director Kuei-Chen,Feng 0
0

0

0
Ass. Director Ping-Jen,Chen 0
0

0

0
Ass. Director Chien-Ming,Huang 0
0

0

0
Ass. Director Hsing-Hsiu,Kuo 0
0

0

0
Ass. Director Kuo-Hung,Chen 0
0

0

0
Ass. Director Ping-Chen,Fu 0
0

0

0
Ass. Director Yang-Yu,Wu 0
0

0

0
Ass. Director Shan,Li 0
0

0

0
Ass. Director Yu-Hsuan,Lin 2,000
0

(1,000)
0
Ass. Director Ya-Hui,Kao 0
0

0

0
Ass. Director Yao-Ting,Li 0
0

0

0
Ass. Director Yi-Hsien,Lin 0
0

0

0
Ass. Director Hsin-Nan,Hsiung 9,000
0

(33,000)
0
Ass. Director Chen-Chun,Wang 0
0

0

0
CFO Chi-Chou,Chang 10,000
(50,000)
0
0

Note 1: Shareholders holding more than 10% of the shares issued by the Company shall be noted as Dominant Shareholders (no

shareholder of the Company holding more than 10% of the shares issued by the Company).

Note 2: If the counterparties in the transfer of shares or pledge of shares under lien are related parties, fill in the table below.

(II) Information on transfer of shares:

Name
(Note 1)
Reason for
transfer of
shares
(Note 2)
Date of
transaction
Counterpartie
s of
transactions
The relation between
the counterparties and
the Company, Directors,
Managers, and
shareholders holding
more than 10% of the
shares issued by the
Company.
Quantity
of shares


Transaction
price
Hsin-Chih,
Yeh
Disposal (Gift) April 18
2022
Spouse None 500,000
257.5
Wei-Ming,
Liarng

Disposal (Gift)
May 12
2022
Spouse None 240,000
248.5

Note 1: Put down the Directors, Managers and shareholders holding more than 10% of the shares issued by the Company.

Note 2: Put down acquisition or disposal.

  • 87 -
(III) Information on lien: Information on lien: Information on lien:
Name
(Note 1)
Reason for
change in
lien (Note 2)

Date of the
change

Counterparties
of transactions
The relation
between the
counterparties
and the
Company,
Directors,
Managers, and
shareholders
holding more
than 10% of the
shares issued by
the Company.
Quantity
of
shares

Proportion
of
shareholding
(%)

Proportion
under lien
(%)

Amount of
lien
(redemption)
(NT$1,000)
Kuo Shian
Investment
Co.,Ltd.

Redemption
2022.10.27 KGI Securities
line of credit
None 200,000 1.01% 0% N.A.
Kuo Shian
Investment
Co.,Ltd.

Lien
2022.10.27
Cathay United
Bank Taichung
Branch
None 200,000 1.01% 8% N.A.
Kuo Shian
Investment
Co., Ltd.

Redemption
2023.02.14
Taishin
International
Bank Co. Ltd.
Jiang North
Branch
None 200,000 1.01% 0% N.A.
Kuo Shian
Investment
Co.,Ltd.

Lien
2022.03.22
Cathay United
Bank Taichung
Branch
None 200,000 1.01% 8% N.A.
Kuo Shian
Investment
Co., Ltd.

Redemption
2023.03.22
Taishin
International
Bank Co. Ltd.
Jiang North
Branch
None 300,000 1.01% 0% N.A.

Note 1: Put down the Directors, Managers and shareholders holding more than 10% of the shares issued by the Company.

Note 2: Put down pledge under lien or redemption.

  • 88 -

  • IX. The top 10 shareholders by proportion of shareholding are related parties, spouse, second-degree relative to one another:

Information on the relation of the top 10 shareholders by proportion of shareholding

Name (Note 1) Holding of share by the
person
Holding of share by the
person
Quantity of shareholding
by spouse and underage
children
Quantity of shareholding
by spouse and underage
children
Joint holding of share in
the name of a third
party
Joint holding of share in
the name of a third
party
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
Remark
Quantity of
shares
Proportion
of
shareholding
Quantity
of shares
Proportion
of
shareholding
Quantity
of
shares
Proportion
of
shareholding
Title
(or name)
Relation
Investment
Account of
Small
Denomination
World Funds
Co.
Ltd. in custody
of Standard
Chartered
Bank
13,876,000
5.80%
0 0.00% 0 0.00% None None
Shaw-Shing
Wang
7,508,062 3.14% 2,131,236 0.89% 0 0.00% Representative
of Tai Yi
Investment:
Wei-Chung,
Wang
Father
and son
PineBridge
Global Fund –
PineBridge
Asia except
Japan Small
Cap Equity
Fund in
Custody of
Standard
Chartered
Bank
5,909,000
2.47%
0 0.00% 0 0.00% None None
  • 89 -
Name (Note 1) Holding of share by the
person
Holding of share by the
person
Quantity of shareholding
by spouse and underage
children
Quantity of shareholding
by spouse and underage
children
Joint holding of share in
the name of a third
party
Joint holding of share in
the name of a third
party
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
Remark
Quantity of
shares
Proportion
of
shareholding
Quantity
of shares
Proportion
of
shareholding
Quantity
of
shares
Proportion
of
shareholding
Title
(or name)
Relation
Norges Bank in
custody of
Citibank
Taiwan
Limited-
External
manager of
BlackRock
Investment
Management
(Taiwan)
Investment
Account
4,285,011
1.79%
0
0.00%
0
0.00%
None None
Tai Yi
Investment
Co.,Ltd.
4,190,000
1.75%
0 0.00% 0
0.00%
Shaw-Shing
Wang
Father
and son
Representative
Wei-Chung,
Wang
1,159,158
0.48%
628,812
0.26%
0
0.00%
Aberdeen
Standard
OEICII- ASI
Global Smaller
Companies
Fund in
custody of
Citibank
Taiwan
4,045,229
1.69%
0 0.00% 0 0.00% None None
  • 90 -
Name (Note 1) Holding of share by the
person
Holding of share by the
person
Quantity of shareholding
by spouse and underage
children
Quantity of shareholding
by spouse and underage
children
Joint holding of share in
the name of a third
party
Joint holding of share in
the name of a third
party
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
If the top 10 shareholders
by proportion of
shareholding are related
parties, spouse,
second-degree relative to
one another, specify the
names and relation.
(Note 3)
Remark
Quantity of
shares
Proportion
of
shareholding
Quantity
of shares
Proportion
of
shareholding
Quantity
of
shares
Proportion
of
shareholding
Title
(or name)
Relation
Investment
Account of
Swedbank
Robur Global
Impact Fund in
custody of
Standard
Chartered
Bank
4,000,000
1.67%
0 0.00% 0 0.00% None None
Investment
account of
Swedbank
Robur Tech
Fund in
custody of
Standard
Chartered
Bank
4,000,000
1.67%
0 0.00% 0 0.00% None None
Argosy
Research Inc.
3,806,421 1.59% 0 0.00% 0 0.00% None None
Representative
Chao-Liang,
Wang

311,388
0.13% 0 0.00% 0 0.00%
Fubon Life
Insurance Co.,
Ltd.
3,125,000
1.31%
0 0.00% 0 0.00% None None
Representative
Ming-Hsing,
Tsai
0 0.00% 0 0.00% 0 0.00%

Note 1: List out the top 10 shareholders, if the shareholders are institutional shareholders, list out the names of the institutions and the representatives separately.

Note 2: The proportion of shareholding should include the holding in the own name of the person, by spouse, underage children or in the name of a third party in the calculation.

Note 3: Disclose the relation of the aforementioned shareholders, including institutions and natural persons, in accordance with the Regulations Governing Preparation of Financial Reports by Securities Issuers.

  • 91 -

  • X. The quantity of shares issued by particular investee company held jointly by the Directors, Managers, and direct or indirect controlled entity of the Company, and the proportion of shares under joint holding:

Unit: share; %; December 31 2022 Unit: share; %; December 31 2022 Unit: share; %; December 31 2022 Unit: share; %; December 31 2022 Unit: share; %; December 31 2022 Unit: share; %; December 31 2022
Direct investment
(Note 1)
Investment of the Company Investment of the
Directors, Managers or
direct or indirect
controlled business
(Note 2)
Overall investment
Quantity of
shares
Proportion
of
shareholding
Quantity of
shares
Proportion of
shareholding
Quantity of
shares
Proportion of
shareholding
SINBON International Enterprise
Co.,Ltd
-
100.00%

-

-

-

100.00%
Hong Kong SINBON Electronics
Co.,Ltd.
-
100.00%

-

-

-
100.00%
Kwan Ze Co.,Ltd. 25,200,000
100.00%

-

-

25,200,000
100.00%
ArgosyResearch Inc. 3,174,598
3.56%
14,771,152 16.55%
17,945,750
20.11%
Beijing SINBON TongAn
Renewable EnergyCo.,Ltd.
130,000,000
85.53%

-

-

130,000,000

85.53%
SINBON USA L.L.C -
100.00%

-

-

-

100.00%
Radbon Avionics Inc. 7,700,000
55.00%

-

-

7,700,000

55.00%
SINBON Europe GmbH -
100.00%

-

-

-

100.00%
T-CONN Precision Corporation 21,112,650
57.45%

-

-

21,112,650

57.45%
SINBON HungaryKft -
100.00%

-

-

-

100.00%
SINTOP Energy Management Co.,
Ltd.
680,400
53.57%
680,400
53.57%

Note 1: Investment accounted for under the equity method.

Note 2: Investment of Kwan Ze Co., Ltd.

Note 3: The symbol of “-” stands for 0, not applicable or none unless otherwise specified.

  • 92 -

Chapter IV. Status of fundraising

I. Capital stock and shares:

(I) Sources of capital:

Year/month Offering
price
Authorized capital Authorized capital Capital Stock Capital Stock Remark Remark
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Sources of capital
(NT$1,000)
Non-cash
investment in
kind
(NT$1,000)
Others
December
1989
10 500 5,000 500 5,000 Established at 5,000 in cash None
None
June 1991 10 1,300 13,000 1,300 13,000 Raising capital of 6,000
through offering new shares
Shareholders None
transaction at
2,000
December
1994
10 2,900 29,000 2,900 29,000 Raising capital of 5,000
through offering new shares
Credit against None
debt amounted
to 11,000
September
1995
10 9,900 99,000 9,900 99,000 Raising capital of 70,000
through offeringnew shares
None
None
December
1997
10 19,800 198,000 19,800 198,000 Capitalization None
through merger
amounting to
99,000
September
1998
10 50,000 500,000 30,000 300,000 Raising capital by offering
new shares amounting to
64,560
Capitalization of retained
earnings into new shares
amounting to 11,880
Capitalization of additional
paid-in capital into new
shares amounting to 23,760
Capitalization of employee
bonus into new shares
amountingto 1,800
Note 1
None
September
1999
10 50,000 500,000 40,000 400,000 Raising capital by offering
new shares amounting to
37,000
Capitalization of retained
earnings into new shares
amounting to 30,000
Capitalization of additional
paid-in capital into new
shares amounting to 30,000
Capitalization of employee
bonus into new shares
amountingto 3,000
Note 2
None
July 2000 10 50,000 500,000 46,800 468,000 Capitalization of retained
earnings into new shares
amounting to 44,000
Capitalization of additional
paid-in capital into new
shares amounting to 16,000
Capitalization of employee
bonus into new shares
amountingto 8,000
Note 3
None
  • 93 -
Year/month Offering
price
Authorized capital Authorized capital Capital Stock Capital Stock Remark Remark
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Sources of capital
(NT$1,000)
Non-cash
investment in
kind
(NT$1,000)
Others
November
2000
10 50,000 500,000 50,000 500,000 Raising capital of 32,000
through offeringnew shares
Note 4

None
June 2001 10 90,000 900,000 61,500 615,000 Capitalization of retained
earnings into new shares
amounting to 100,000
Capitalization of employee
bonus into new shares
amountingto 15,000
Note 5
None
March 2002 10 150,000 1,500,000 70,798 707,981 Conversion of convertible
bonds amountingto 92,981
Note 6
None
August 2002
10
150,000 1,500,000 88,213 882,132 Capitalization of retained
earnings into new shares
amounting to 141,596
Capitalization of employee
bonus into new shares
amounting to 20,000
Conversion of convertible
bonds amountingto 12,555
Note 7
None
October
2002
10 150,000 1,500,000 89,849 898,489 Conversion of convertible
bonds amountingto 16,357
Note 6
None
October
2002
10 150,000 1,500,000 90,028 900,279 Conversion of convertible
bonds amountingto 1,790
Note 8
None
January
2003
10 150,000 1,500,000 90,455 904,554 Conversion of convertible
bonds amountingto 4,275
Note 6
None
March 2003 10 150,000 1,500,000 90,578 905,780 Conversion of convertible
bonds amountingto 1,226
Note 6
None
June 2003 10 190,000 1,900,000 100,336 1,003,358 Capitalization of retained
earnings into new shares
amounting to 17,516
Capitalization of employee
bonus into new shares
amounting to 10,000
Capitalization of additional
paid-in capital into new
shares amountingto 70,062
Note 9
None
August 2003
10
190,000 1,900,000 101,700 1,016,997 Conversion of convertible
bonds amountingto 13,638
Note 6
None
September
2003
10 190,000 1,900,000 101,797 1,017,971 Conversion of convertible
bonds amountingto 974
Note 6
None
July 2004 10 190,000 1,900,000 106,797 1,067,969 Capitalization of retained
earnings into new shares
amounting to 45,999
Capitalization of employee
bonus into new shares
amountingto 4,000
Note 10
None
August 2004
10
190,000 1,900,000 107,010 1,070,103 Conversion of convertible
bonds amountingto 2,134
Note 6
None
July 2005 10 240,000 2,400,000 131,970 1,319,695 Capitalization of retained
earnings into new shares
amounting to 230,016
Capitalization of additional
paid-in capital into new
shares amountingto 19,576
Note 11
None
  • 94 -
Year/month Offering
price
Authorized capital Authorized capital Capital Stock Capital Stock Remark Remark
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Sources of capital
(NT$1,000)
Non-cash
investment in
kind
(NT$1,000)
Others
August 2005
10
240,000 2,400,000 146,281 1,462,811 Conversion of convertible
bonds amounting to
143,115
Note 6
None
November
2005
10 240,000 2,400,000 150,139 1,501,392 Conversion of convertible
bonds amountingto 38,581
Note 6
None
July 2006 10 240,000 2,400,000 157,646 1,576,462 Capitalization of additional
paid-in capital into new
shares amountingto 75,070
Note 12
None
June 2007 10 450,000 4,500,000 176,563 1,765,636 Capitalization of retained
earnings into new shares
amounting to 157,646
Capitalization of additional
paid-in capital into new
shares amountingto 31,529
Note 13
None
June 2008 10 450,000 4,500,000 185,291 1,852,919 Capitalization of retained
earnings into new shares
amountingto 87,282
Note 14
None
November
2010
10 450,000 4,500,000 185,796 1,857,962 Conversion of convertible
bonds amountingto 5,043
Note 15
None
April 2011 10 450,000 4,500,000 183,796 1,837,962 Capital reduction by
expiration of treasury
shares amounting to 20,000
on March 25 2011 as the
base day.
Note 16
None
August 2011
10
450,000 4,500,000 182,666 1,826,662 Capital reduction by
expiration of treasury
shares amounting to 11,300
on August 20 2011 as the
base day.
Note 16
None
November
2011
10 450,000 4,500,000 179,516 1,795,162 Capital reduction by
expiration of treasury
shares amounting to 31,500
on November 16 2011 as
the base day.
Note 16
None
May 2012 10 450,000 4,500,000 180,887 1,808,865 Conversion of convertible
bonds amountingto 13,704
Note 17
None
July 2012 10 450,000 4,500,000 180,928 1,809,282 Conversion of convertible
bonds amountingto 417
Note 17
None
November
2012
10 450,000 4,500,000 200,015 2,000,155 Conversion of convertible
bonds amounting to
190,873
Note 17
None
April 2013 10 450,000 4,500,000 207,671 2,076,709 Conversion of convertible
bonds amountingto 76,554
Note 17
None
May 2015 10 450,000 4,500,000 207,956 2,079,563 Conversion of convertible
bonds amountingto 2,854
Note 18
None
August 2015
10
450,000 4,500,000 211,109 2,111,090 Conversion of convertible
bonds amountingto 31,528
Note 18
None
September
2015
10 450,000 4,500,000 215,262 2,152,625 Capitalization of additional
paid-in capital into new
shares amountingto 41,534
Note 19
None
November
2015
10 450,000 4,500,000 215,830 2,158,298 Conversion of convertible
bonds amountingto 5,674
Note 18
None
March 2016 10 450,000 4,500,000 217,645 2,176,454 Conversion of convertible
bonds amountingto 18,155
Note 18
None
  • 95 -
Year/month Offering
price
Authorized capital Authorized capital Capital Stock Capital Stock Remark Remark
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Quantity
of shares
(1,000
shares)
Amount
(NT$1,000)
Sources of capital
(NT$1,000)
Non-cash
investment in
kind
(NT$1,000)
Others
May 2016 10 450,000 4,500,000 217,934 2,179,342 Conversion of convertible
bonds amountingto 2,888
Note 18
None
August 2016
10
450,000 4,500,000 217,958 2,179,585 Conversion of convertible
bonds amountingto 243
Note 18
None
September
2016
10 450,000 4,500,000 224,495 2,244,949 Capitalization of additional
paid-in capital into new
shares amountingto 65,364
Note 20
None
November
2016
10 450,000 4,500,000 224,607 2,246,068 Conversion of convertible
bonds amountingto 1,119
Note 18
None
March 2017 10 450,000 4,500,000 225,416 2,254,161 Conversion of convertible
bonds amountingto 8,093
Note 18
None
November
2018
10 450,000 4,500,000 225,727 2,257,273 Conversion of convertible
bonds amountingto 3,112
Note 21
None
March 2019 10 450,000 4,500,000 226,695 2,266,954 Conversion of convertible
bonds amountingto 9,681
Note 21
None
April 2019 10 450,000 4,500,000 229,075 2,290,745 Conversion of convertible
bonds amountingto 23,791
Note 21
None
June 2019 10 450,000 4,500,000 229,297 2,292,974 Conversion of convertible
bonds amountingto 2,229
Note 21
None
September
2019
10 450,000 4,500,000 232,524 2,325,237 Conversion of convertible
bonds amountingto 32,263
Note 21
None
December
2019
10 450,000 4,500,000 232,669 2,326,693 Conversion of convertible
bonds amountingto 1,456
Note 21
None
March 2020 10 450,000 4,500,000 232,777 2,327,774 Conversion of convertible
bonds amountingto 1,081
Note 21
None
March 2021 10 450,000 4,500,000 232,937 2,329,371 Conversion of convertible
bonds amountingto 1,596
Note 22
None
June 2021 10 450,000 4,500,000 233,313 2,333,129 Conversion of convertible
bonds amountingto 3,758
Note 22
None
September
2021
10 450,000 4,500,000 233,377 2,333,770 Conversion of convertible
bonds amountingto 641
Note 22
None
December
2021
10 450,000 4,500,000 234,206 2,342,060 Conversion of convertible
bonds amountingto 8,290
Note 22
None
March 2022 10 450,000 4,500,000 235,203 2,352,034 Conversion of convertible
bonds amountingto 9,974
Note 22
None
June 2022 10 450,000 4,500,000 235,523 2,355,231 Conversion of convertible
bonds amountingto 3,197
Note 22
None
September
2022
10 450,000 4,500,000 236,584 2,365,841 Conversion of convertible
bonds amountingto 10,610
Note 22
None
December
2022
10 450,000 4,500,000 238,504 2,385,041 Conversion of convertible
bonds amountingto 19,200
Note 22
None
March 2023 10 450,000 4,500,000 239,056 2,390,560 Conversion of convertible
bonds amountingto 5,519
Note 22
None

Note 1: Approved under Securities and Futures Commission, Ministry of Finance Letter (87) Taiwan-Finance-Securities (I) No. 47522 dated June 6 1998.

Note 2: Approved under Securities and Futures Commission, Ministry of Finance Letter (88) Taiwan-Finance-Securities (I) No. 56082 dated June 20 1999.

Note 3: Approved under Securities and Futures Commission, Ministry of Finance Letter (89) Taiwan-Finance-Securities (I) No. 58816 dated July 7 2000.

Note 4: Approved under Securities and Futures Commission, Ministry of Finance Letter (89) Taiwan-Finance-Securities (I) No. 81883 dated October 2 2000.

  • 96 -

  • Note 5: Approved under Securities and Futures Commission, Ministry of Finance Letter (90) Taiwan-Finance-Securities (I) No. 123711 dated May 7 2001.

  • Note 6: Approved under Securities and Futures Commission, Ministry of Finance Letter (90) Taiwan-Finance-Securities (I) No. 166362 dated November 9 2001.

  • Note 7: Approved under Securities and Futures Commission, Ministry of Finance Letter (91) Taiwan-Finance-Securities (I) No. 0910139537 dated July 16 2002.

  • Note 8: Approved under Securities and Futures Commission, Ministry of Finance Letter (91) Taiwan-Finance-Securities (I) No. 0910133858 dated June 27 2002.

  • Note 9: Approved under Securities and Futures Commission, Ministry of Finance Letter (92) Taiwan-Finance-Securities (I) No. 0920126156 dated June 13 2003.

  • Note 10: Approved under Securities and Futures Commission, Ministry of Finance Letter (93) Taiwan-Finance-Securities (I) No. 0930121806 dated May 18 2004.

  • Note 11: Approved under Executive Yuan Financial Supervisory Commission Letter FSC (I) No. 0940119716 dated May 18 2005.

  • Note 12: Approved under Executive Yuan Financial Supervisory Commission Letter FSC (I) No. 0950130935 dated July 17 2006. Note 13: Approved under Executive Yuan Financial Supervisory Commission Letter FSC (I) No. 0960032589 dated June 28 2007. Note 14: Approved under Executive Yuan Financial Supervisory Commission Letter FSC (I) No. 0970033372 dated July 4 2008. Note 15: Approved under Executive Yuan Financial Supervisory Commission Letter FSC No. 0990018240 dated May 4 2010.

  • Note 16: Cancellation pursuant to Article 28- 2 of the Securities and Exchange Act

  • Note 17: Approved for offering under Executive Yuan Financial Supervisory Commission Letter FSC No. 090018240 dated May 4 2010 and Executive Yuan Financial Supervisory Commission Letter FSC No. 1000060425 dated December 21 2011.

  • Note 18: Approved for offering under Financial Supervisory Commission Letter FSC No.1030017865 dated May 26 2014. Note 19: Approved for offering under Financial Supervisory Commission Letter FSC No. 1040028514 dated July 28 2015. Note 20: Declared with Financial Supervisory Commission on July 18 2016 for causing into effect.

  • Note 21: Approved for offering under Financial Supervisory Commission Letter FSC No. 1060014871 dated May 10 2017.

  • Note 22: Approved for offering under Financial Supervisory Commission Letter FSC No. 1090373515 dated November 23 2020 and Financial Supervisory Commission Letter FSC No. 1110361530 dated November 17 2022.

Unit: share

Unit: share
Type of
share
Stated capital Remark
Outstanding shares
(Note)
Unissued shares Total
Common
shares
239,056,037 shares listed
at TWSE

210,943,963
450,000,000 Of which 30,000,000 shares were
reserved for the conversion of
subscription warrants, preferred
shares featured subscription
warrants, or corporate bonds
featured subscription rights.

Note: Specify if the shares are listed at TWSE or TPEx (specify if the shares are restricted for repurchase from TWSE or TPEx).

  • 97 -

(II) Shareholder Structure:

April 1 2023

April 1 2023
Shareholder Structure Number of persons Quantity of shareholding Proportion of
shareholding
Government institutions 5
2,078,510

0.87 %
Financial institutions 68
16,245,883

6.80 %
Other institutions 225
14,222,749

5.95 %
Foreign institutions and
nationals
485
151,051,540

63.18 %
Individuals 37,395 55,457,355
23.20 %
Others 0
0

0.00 %
Total 38,178
239,056,037
100.00 %

Note: Disclose the proportion of shareholding by investors from Mainland China for enterprise listed at TWSE (TPEx) and Emerging Stock Market; investors from Mainland China refers to the people, institutions, groups, or other entities or the investees of a third region of Mainland China as stated in Article 3 of the Regulations Governing the Permission of Investment of People from Mainland China in Taiwan.

(III) Dispersion of shareholding:

(III) Dispersion of shareholding: (III) Dispersion of shareholding: (III) Dispersion of shareholding: (III) Dispersion of shareholding:
April 1 2023
Level of shareholding (share) Number of
shareholders
Quantity of shareholding Proportion of
shareholding
1 to 999
1,000 to 5,000
5,001 to 10,000
10,001 to 15,000
15,001 to 20,000
20,001 to 30,000
30,001 to 40,000
40,001 to 50,000
50,001 to 100,000
100,001 to 200,000
200,001 to 400,000
400,001 to 600,000
600,001 to 800,000
800,001 to 1,000,000
1,000,001 to 999,999,999
1,000,000,000 and above
















32,265
4,414
540
224
113
130
50
47
102
95
81
34
16
14
53
0
















1,024,865
7,709,058
3,941,707
2,678,715
1,991,320
3,202,822
1,754,448
2,098,890
7,557,902
13,586,808
22,688,569
16,673,359
11,237,690
12,581,068
130,328,816
0















0.43 %
3.22 %
1.65 %
1.12 %
0.83 %
1.34 %
0.73 %
0.88 %
3.16 %
5.68 %
9.50 %
6.97 %
4.70 %
5.26 %
54.53%
0.00 %
Total 38,178
239,056,037

100.00 %
  • 98 -

(IV) List of Dominant Shareholders:

(IV) List of Dominant Shareholders:
Shares
Names of Dominant Shareholders

Quantity of
shareholding
Proportion of
shareholding
SmallCap World Fund, Inc. 13,876,000
5.80 %
Shao-Hsin, Wang 7,508,062
3.14 %
Southeast Asia Small Companies Fund PLC 5,909,000
2.47 %
JPMorgan Chase Bank N.A. Taipei Branch in custody for Norges Bank 4,285,011
1.79 %
Tai Yi Investment Co., Ltd. 4,190,000
1.75 %
Aberdeen Standard OEIC II- ASI Global Smaller Companies Fund 4,045,229
1.69 %
Swedbank Robur Globalfond 4,000,000
1.67 %
Swedbank Robur Technology 4,000,000
1.67 %
Argosy Research Inc. 3,806,421
1.59 %
ING Life Insurance Company Limited-PAR 3,125,000
1.31 %
  • 99 -

(V) Market price, net value, earnings, dividend per share in the last 2 years and related information:

Item Year Year Year
2021
2022
Market price
per share
(Note 1)
High 301.5 294.0
Low 207.5 230.0
Average 255.90 267.07
Net value per
share
(Note 2)
Cum-dividend 44.22 53.58
Ex-dividend Undistributed Undistributed
Earnings per
share
Weighted average quantity of
shares
233,157,000 shares 235,774,000 shares
Earnings per
share (Note 3)
Before
adjustment
10.00 12.22
After adjustment
Not applicable
Not applicable
Dividend per
share
Cash dividend 7.00 8.50
Distribution of additional paid-in
capital as dividend
- -
Stock
dividend
Distribution of
retained earnings as
dividend
- -
Stock dividend from
capitalization of
additional paid-in
capital
- -
Undistributed dividend in
accumulation(Note 4)
- -
Analysis of
return on
investment
(ROI)
Price earnings ratio (Note 5) 25.59 21.86
Price to dividend ratio
(Note 6)
36.56 31.42
Cash dividend yield rate
(Note 7)
2.74 % 3.18%

*If stock dividend is paid by the shares from capitalization of retained earnings or additional paid-in capital, disclose

  • the information on the market price and cash dividend on the basis of the quantity of shares for release under retroactive adjustment.

  • Note 1: Display the highest and lowest market price of the year, calculate the average market price on the basis of the transaction value and volume of the year.

  • Note 2: Base on the quantity of outstanding shares as of the last day of the year, and fill in the information as per the resolution of the Board or the resolution of the Shareholder Meeting of the next year.

  • Note 3: If retroactive adjustment is necessary due to the payout of stock dividend, disclose the earnings per share before and after adjustment.

  • Note 4: If the requirement of the offering of equity securities allows for the accumulation of the unpaid dividend of the year to the year the Company has surplus, disclose the unpaid dividend accumulated to current period.

  • Note 5: Price earnings ration = the average closing price per share of the year/ earnings per share.

  • Note 6: Price to cash dividend ratio = the average closing price per share of the year/ cash dividend per share.

  • Note 7: Cash dividend yield rate = cash dividend per share/ average closing price per share of the year.

  • 100 -

Note 8: Information on net value per share and earnings per share should be audited (reviewed) and to the last quarter prior to the date this report was printed. Fill in the information of the year in relevant fields to the date this report was printed.

  • (VI) Dividend policy of the Company and the distribution:

  • Dividend policy:

If the Company has earnings after the annual account settlement, appropriate for covering carryfoward loss further to the appropriation for tax payment and adjustment under the Statement of Financial Accounting Standard. If there is still a balance, appropriate 10% as mandatory reserve until the amount of mandatory reserve is equivalent to the total capital of the Company. Special reserve required for appropriation or reversal shall be pooled up with the undistributed earnings accumulated in the previous period as distributable income, and considered for retaining in part or in whole depending on the business situation, and distribute the remaining balance as shareholder dividend at the resolution of the Shareholder Meeting.

The Board shall prepare a proposal for the distribution of the aforementioned earnings subject to the final approval of the Shareholder Meeting for distribution. The Company is at the stage of growth. For supporting the long-term capital planning for sustainable development and stable growth, the Company shall pay out cash dividend no less than 10% of the total of cash dividend and stock dividend.

Amendment by the Shareholder Meeting in the regular session of 2018: if the Company has earnings in the total account settlement of the year, retain the earnings in whole or in part depending on the business situation, and appropriate at least 50% of the net income as shareholder dividend.

  1. Distribution:

The proposal for dividend payment in the regular session of Shareholder Meeting in 2022:

in 2022:
Type of
dividend
Distribution
per share

Source
Distribution
Cash
dividend
7.00 NT$7.00 is undistributed
earnings
Dividend paid on September
16 2022
Stock
dividend
0 None None
Total 7.00
  • 101 -

  • (VII) The influence of the stock dividend proposed to this session of the Shareholder Meeting for release on the operation performance and earnings per share of the Company:

  • The influence on operation performance: No influence, as no stock dividend paid out.

  • The influence on earnings per share: No influence, as no stock dividend paid out.

(VIII) Remunerations to employees, Directors and Supervisors:

  1. The percentage and scope of remunerations to the employees, Directors and Supervisors of the Company as stated in the Articles of Incorporation: If the Company has made profit in the year, appropriate 1%~15% as remuneration to the employees, and no more than 3% as remuneration to the Directors and Supervisors. The Company shall appropriate for covering carryfoward loss, where applicable.

  2. Remuneration to the employees may be effected in cash or stock dividend. Employees of subsidiaries meeting certain condition shall also be entitled to remuneration.

  3. The basis for the estimation of the amount of remuneration to the employees, Directors and Supervisors in current period, the basis for the calculation of the quantity of shares for release to employees as stock dividend, and the accounting procedure if there is a difference between the actual amount of payment and the estimated amount: the basis of estimation is the same as stated in the Articles of Incorporation. Dividend will be paid in cash in full amount. There is no difference between the actual amount and estimated amount of payment.

  4. The remuneration passed by the Board:

Remuneration to
employees (NTD)
Remuneration to
employees (NTD)
Remuneration to
Directors and
Supervisors (NTD)
The amount of remuneration to
employees in stock dividend in
proportion to the net income and
total remuneration to employees
as stated in the separate financial
statements.
Cash Stock
35,000,000
0
23,500,000 No stock dividend paid as
remuneration to employees

The difference, the cause and the response: Not applicable.

  • 102 -

  • The actual amount of remuneration to the employees, Directors and Supervisors in the previous period (including the quantity of shares released, the amount and stock price), and specify the difference, the cause and response if there is significant variation from the estimated remuneration to the employees, Directors and Shareholders:

and Shareholders: and Shareholders:
Remuneration to
employees (NTD)
Remuneration to
Directors and
Supervisors (NTD)
The amount of remuneration to
employees in stock dividend in
proportion to the net income and
total remuneration to employees
as stated in the separate financial
statements.
Cash Stock
30,000,000
0
21,000,000 No stock dividend paid as
remuneration to employees

The aforementioned actual payment is identical with the proposal for distribution passed by the Board.

  • (IX) The buy-back of shares by the Company:

April 1 2023

(IX) The buy-back of shares by the Company:
April 1 2023
The buy-back issue Not applicable
Thepurpose of buy-back Not applicable
Buy-backperiod Not applicable
Price range for buy-back Not applicable
Types and quantity of shares being
bought back
Not applicable
Amount of shares beingbought back
Not applicable
Quantity of canceled or assigned
shares
Not applicable
Accumulated quantity of Company
shares in holding
Not applicable
Accumulated quantity of Company
shares in holding in proportion to
the total outstanding shares of the
Company (%)
Not applicable
  • 103 -

II. Corporate bonds :

(I) Corporate bonds :

II.
Corporate bonds:
(I) Corporate bonds:
II.
Corporate bonds:
(I) Corporate bonds:
Type of corporate bond
(Note 2)
The 7th issue of non-guaranteed
domestic convertible bonds(Note 5)
The 8th issue of non-guaranteed
domestic convertible bonds(Note 5)
Date of issuance(offering) December 15 2020 December 12 2022
Face amount NT$100,000 NT$100,000
Place of offering and trade
(Note 3)
Not applicable Not applicable
Offering price NT$108.3 NT$104.5
Total NT$1,300,000,000 NT$1,000,000,000
Interest rate 0 % 0 %
Maturity date 3 Years maturing date: December 15
2023
3 Years maturing date: December 12
2025
Guarantor None None
Fiduciaryagent Taipei Fubon Bank Taishin International Bank
Underwriter Fubon Securities Co.,Ltd. Taishin Securities Co.,Ltd.
Certifyinglawyer Kang-Te,Lu Kang-Te,Lu
CertifyingCPA Tzu-Ping,Huang,Ming-Hung,Chen Wen-Chen,Lo,Ming-Hung,Chen
Method of repayment Repayment of principal in lump sum at
maturity

Repayment of principal in lump sum
at maturity
Outstandingamount NT$71,800,000 NT$999,900,000
Redemption or early settlement
clause
For additional information, refer to
Article 18 and Article 19 of the
Regulations Governing the Offering
and Conversion of Bonds
For additional information, refer to
Article 18 and Article 19 of the
Regulations Governing the Offering
and Conversion of Bonds
Restrictive clause(Note 4) Not applicable Not applicable
Name of credit rating institution,
rating date, rating result on the
corporate bond
None None
Other
rights
attached

The amount of
converted (swap or
subscription of shares)
common shares,
overseas depository
receipts or other
securities to the date
this report wasprinted.
None None
Regulations governing
the offering and
conversion(swap)
None None
Regulations governing the
offering and conversion, swap or
subscription of shares, and
possible dilution under the
condition for offering and
influence on shareholders equity
for the time being.
The conversion price is NT$197.7 for
the time being. It is expected 372,599
shares of common shares could be
converted with approximate dilution
of 0.15% on the return.
The conversion price is NT$286.5 for
the time being. It is expected
3,490,052 shares of common shares
could be converted with
approximate dilution of 1.48% on the
return.
Name of the custodian of the
subject matter of swap
Not applicable Not applicable

Note 1: Status of the issuance of corporate bonds, including through public offering and private placement. Corporate bonds issued through public offering are those became effective (approved) by FSC. Corporate bonds issued through private placement are those passed by the Board.

  • 104 -

  • Note 2: The number of fields could be adjusted as needed.

Note 3: Note down if it is overseas corporate bonds.

  • Note 4: Such as the restriction on cash dividend, foreign investment, or keeping specific ratio of assets.

  • Note 5: For private placement, post in eye-catching manner.

  • Note 6: Convertible bonds, exchangeable bonds, and the overall declaration of corporate bonds or corporate bonds featured subscription rights shall be disclosed in tabular form on the information on convertible bonds, exchangeable bonds, and information on the overall declaration of the offering of corporate bonds and corporate bonds features subscription right.

(II) Information on exchangeable bonds:

Type of corporate
bond
(Note 1)
Type of corporate
bond
(Note 1)
The 7th issue of non-guaranteed
domestic convertible bonds
The 7th issue of non-guaranteed
domestic convertible bonds
The 8th issue of non-guaranteed
domestic convertible bonds
The 8th issue of non-guaranteed
domestic convertible bonds
Item Year
2022
Current period to
March 31 2023
(Note 4)
2022 Current period to
March 31 2023
(Note 4)
Market
price of
convertible
bonds
(Note 2)
High 150.00 177.00 110.6 125.00
Low 120.00 142.35 107.50 108.50
Average
135.79
156.87 109.11 115.91
Conversion price 197.70
Adjusted to 192.7
on August 27
2023
192.70 286.5 286.5
Date of issuance
(offering)
December 15 2020 December 12 2022
Conversion price at
the time of offering
203 286.5
Means of
performing
conversion
obligation(Note 3)
Issuing new shares Issuing new shares

Note 1: The number of fields could be adjusted as needed.

  • Note 2: If there are several places for the trading of overseas corporate bonds, list out the places.

Note 3: Settlement with outstanding shares or new shares

Note 4: Fill in the information in current period to the date this report was printed.

  • III. Preferred shares: Not applicable.

  • IV. Overseas depository receipts: Not applicable.

  • V. Employee Stock Option: Not applicable

  • VI. RSU/RSA: Not applicable.

  • VII. Merger and Acquisition (including merger, acquisition and spinoff): Not applicable.

  • VIII. Information on the implementation of the capital utilization plan: Not applicable.

  • 105 -

Chapter V. Operation Highlight

  • I. Content of business:

  • (I) Scope of business:

    1. CC01080 Manufacturing of electronic parts and components

    2. F119010 Wholesaling of electronic materials.

    3. CC01110 Manufacturing of computer and peripheral equipment. 4. F113050 Wholesaling of computer and business machine. 5. CC01030 Manufacturing of electrical appliances and audiovisual electronic products.

    4. F113020 Wholesaling of electrical appliances.

    5. CC01101 Manufacturing of telecommunication and controlled R/F devices.

    6. F401021 Import of telecommunication and controlled devices.

    7. CC01060 Manufacturing of cable communication machines. 10. CC01070 Manufacturing of wireless communication machines.

    8. F113070 Wholesaling of telecommunication devices. 12. CC01090 Manufacturing of battery cells. 13. F113110 Wholesaling of battery cells 14. I501010 Product design

    9. CF01011 Manufacturing of medical devices.

    10. F108031 Wholesaling of medical devices.

    11. CE01021 Manufacturing of measurement apparatus.

    12. F113060 Wholesaling of measurement apparatus.

    13. IG03010 Energy technical services.

    14. F401010 International trade.

    15. CD01040 Manufacturing of motorcycles and parts. 22. CD01050 Manufacturing of bicycles and parts. 23. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.

(II) Industry Outlook:

Founded in 1989, Sinbon is a leader in the integrated design of electronic parts and manufacturing service. The scope of application of its products covers data retrieve, computer peripherals, and other electronic products. In alignment with the rapid development of the technology sector and the increasing demand in market over time, Sinbon is focused on the research and development of products and strengthening the professional knowledge of the employees to meet the technical demand of the customers and provide the customers with satisfactory and total solution.

106

After years of endeavor, Sinbon successfully transformed into a manufacturer with total solution for customers, and is involved with the automotive electronics, aeronautics, industry control, medical devices, and consumer electronics sectors to provide a wider array of high value-added products and services to customers.

Sinbon has established its business locations in Taiwan, China, Japan, the UK, Germany, Hungary, and the USA, and the interactive integrated and data interchange network of business information in market. Through this network, Sinbon can quickly respond to the needs of the customers, condense the processing of orders, shorten the production and delivery lead-time, and reduce the cost of design and development. These will help to provide the customers with boundary-free and instantaneous service and support. In addition, Sinbon provides a pleasant cooperation environment the customers preferred the most from global material sourcing and purchase, acceptance of purchase orders, sampling and manufacturing, and also post-delivery service. Sinbon can also translate the preliminary idea of customers on products to high quality and high performance products.

1. Industry Outlooks and Prospect:

According to a survey report of ITRI, the global connector market was driven by the ongoing development of 3C, IoT application market, and high speed I/O interface over the years, that the terminal application extended to automotive, industrial, medical, and green energy further to consumer electronics. In general, the connector industry was affected partially by the outbreak of COVID-19 and fell slightly and the rebound was contributed by the mushrooming of “home economy” and “EV”.

Manufacturers who can actively deploy in the materials and process technology of high frequency transmission required for mid to high end connectors could access to the lucrative IoT market at the next stage, including the ADAS, and the demand for the deriving image sensor module integrated connectors.

In addition, “digital transformation”, “ESG”, “supply chain” also emerged to attract much of the attention worldwide. According to a survey conducted by KPMG, the outbreak of the pandemic at the beginning of 2021 triggered the accelerated transformation of the industry. As suggested by 89% of the technology leaders, they have already accelerated for digital transformation. In the wake of climate

107

change, the idea of “zero carbon emission” has drawn much of the attention, and fermented from the consumer end to the industrial supply chain from upstream to downstream. Global supply chain transformed from “long chain” to “short chain” under the levy of tariff and sanction on enterprises under the cloud of China-US trade war. It was echoed with the influence of the pandemic on global logistics that localization of production appeared to the trend of development.

  1. The association between the upstream, midstream and downstream industries:

The Company is at the midstream of the connector supply chain and deals with connectors and provides design and processing services for wire harness and PCBA. We can provide bare copper wire, plastics, and electroplating materials at upstream for the customers in one-stop service. The electronic parts and components produced and distributed by the Company are applicable to many areas of application.

Supply chain of the connector industry

==> picture [360 x 114] intentionally omitted <==

  1. The development trends of products in different areas:

The electronic parts and components produced and distributed by the Company is widely applicable to the following 5 major industries:

(1) Medical Health:

The global market of medical devices

According to a report of Statista, the growth of the global market of medical devices is expected to achieve US$443.2 billion in 2022, and will be as high as US$584.9 billion by 2027 with compound annual growth rate (CAGR) at 5.71%. The USA will be the biggest market for the application of medical devices. The biggest market for medical devices will be cardiovascular related devices. The market value is expected to grow to US$66 billion in 2023.

108

The increasing patient population of cardiovascular diseases, cancers, diabetes, stroke or kidney diseases and other chronic illness, the increasing demand for radioactive therapy and wearable devices, and the medical policy of the government in favor of the elderly with financial aid contributed to the growth of the overall market of medical devices. Yet, the expensive medical devices and the expenses incurred from the maintenance of the devices by highly trained professionals remained the main obstacle for further market growth.

==> picture [346 x 233] intentionally omitted <==

The global market of surgical robots

According to a research conducted by Fortune Business Insights, the global market of surgical robots will grow from US$1.4 billion in 2018 to US$6.8 billion in 2026 with CAGR at 21.4%. The prime force driving from the growth is the application of minimal invasive auxiliary surgical robots, which can be attributable to the technological advancements over the years, which helped a large number of surgical robots and related high precision devices and instruments being approved by the regulatory authorities and in turn provides momentum for sizable market growth.

109

==> picture [282 x 173] intentionally omitted <==

The continued growth of the global market of medical AI Application

An observation of Digitimes Research indicated that, the global medical AI application market will continue to grow with medical imaging analysis support the mainstream of growth. With the support of technology, medical care evolves in the direction of personalization in precision medical care. This triggered the application of AI and machine learning in the field of medical and healthcare. In the future, the AI application framework will be an input to the refinement of health management, forecasting of disease, medicine development, to the quality of decision-making process by physicians in clinical practice, and provide better quality medical service.

(2) Automotive & Aviation

The Global EV market

According to a study of IEK, the demand for EV in 2022 thrived in response to the trend of the demand for net zero carbon emission. In 2021, the sale in the global EV market was 11.34 million units, and will surpass 15 million units in 2022.

If we take a look at total EV sale by category in 2022, BEV accounted for 52.1%, HEV accounted for 32.6%, PHEV accounted for 15.2%, FCEV accounted for 0.1%. We could see that BEV emerged as the mainstream item in market.

110

==> picture [208 x 269] intentionally omitted <==

If EV brand is taken into account, TOYOTA is the number one sale in 2022 which accounted for 15.5% of the market share, followed by BYD at 10.4%, Tesla at 9.8%, Kia at 7.2% and VW at 6.7% of the market shares, respectively. The top 5 growth brands by sale volume in descending order are BYD, Geely, Stellantis, Tesla, and Kia. The lion share of the champion brand TOYOTA has been replaced incrementally by EV products from China with battery EV as its premium item.

==> picture [247 x 169] intentionally omitted <==

111

If we look at the sale by country, the top 5 countries in terms of sale in 2022 in descending order were: China at 43.6%, USA at 12.9%, Japan at 9.6%, Germany at 7.0%, and the UK at 6.1%. China remains number one in EV sale. The USA has surpassed Japan and became the number two in EV sale.

The USA passed the Inflation Reduction Act of 2022 in August 2022 to regulate the ratio of manufacturing or assembly of battery parts for EV in North America (USA, Canada, Mexico) at 50% in 2024 and at 100% in 2029. This act may speed up the relocation of the supply chain of the EV industry to North America.

(3) Green Energy

The global market of energy storage system

According to Bloomberg New Energy Finance, cumulative installation capacity of battery system in 2020 was 17 GW/34GWh, and is expected to grow to 385 GW/1028Gwh in 2030. The market size is expected to grow from US$4.4 billion in 2022 to US$15.1 billion in 2027 at CAGR of 27.9%.

==> picture [283 x 227] intentionally omitted <==

The US Government passed the “Build Back Better” bill, which may stimulate the installation of PV energy + battery plants. It is

112

expected that the capacity of energy storage installation in 2030 will be 100GW and the USA will still have the lion share in market. China has announced her policy of carbon neutralization in 2060, and the government has also set the goal of 30 GW in capacity by 2025. China will emerge as the second biggest market of the world by then.

Other major countries are Germany, the UK, India, Australia, and Japan.

The global market of wind power

The market scale of the global offshore wind power is in 2022 amounted to US$32.47 billion and is expected to increase to US$129 billion in 2030. The projected compound growth rate in the period of 2022 to 2030 is 18.82%. The capacity from offshore wind power farm is expected to increase by 260GW in the period of 2022-2030, and the total capacity of offshore wind power farm in 2030 will increase to 316 GW.

==> picture [346 x 204] intentionally omitted <==

To achieve the goal of net zero carbon emission, GWEC and the International Renewable Energy Agency have set the development goal of total offshore wind power capacity of 380GW by 2030. To achieve this goal, governments, the industrial sectors and other stakeholders must work hard to develop wind power farm through streamlining the development procedure and enhancing the efficiency, refining the mechanisms of tender offer and procurement for assuring the procurement price can

113

realize the social value of offshore wind power. This will make the sustainable development of the industry chain possible.

The global market of solar energy

The increasing speed of achieving net zero carbon emission worldwide over the years stimulated tremendous growth in the regenerated energy market of wind power and photovoltaic energy. 2022 has been clouded by the Russo-Ukrainian war, energy shortage, trade dispute, and power rationing at the regional level that triggered turbulence in the photovoltaic energy market. Yet, market demand in China, the USA, Europe remained strong. According to the forecast of Wood Mackenzie, new installation for photovoltaic energy in 2022 will be 197GW with global installation capacity exceeding 1,000GW in aggregate at 25% annual growth rate. Global capacity installation in 2031 is forecasted at 3,500GW in 2031 at CAGR of 8% where large surface-mounted facility will be the mainstream. The steady growth of regenerated energy also triggered the rapid growth of the peripheral energy storage system market. According to a study of IEK, new facility introduced in 2022 can supply 16.1GW of power at the growth rate of 69%. In 2023, the battery market in the USA will continue to grow under the incentive of the US IRA policy, and will be the leader.

==> picture [330 x 215] intentionally omitted <==

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

policy, and will be the leader.
----- End of picture text -----

114

(4) Industrial Application

The global market of industrial robotics

In the last decade, the sale volume of industrial robots in the world market increased by three-fold, and peaked at 422,000 units in 2018, but fell down to 384,000 in 2020. In 2020, the automotive industry and electronic industry accounted for 23% and 31% of new installation, respectively. They have their shares in the export of industrial robots worldwide.

The development of sensor and sports control and software allows for easier operation of related hardware. The demand for robots in manufacturing plants, warehouse, and distribution centers continue to grow.

==> picture [253 x 161] intentionally omitted <==

The global automatic identification and data capture market

It is expected that the global automatic identification and data capture market will increase to 819.6 million units in totality at CAGR of 12.2% from 2021 to 2028. The automatic identification and data capture technology allows for the automatic recognition of objects or image, and capture data for direct feeding to the computer system without manual operation. This technology is applied to inventory and asset management, safety, work flow management of many industries including retailing, manufacturing, transportation and logistics, governments, medical and healthcare, food and beverage and tourism.

115

==> picture [256 x 154] intentionally omitted <==

(5) Communication

The global market of AR/VR

The key technologies of Augmented Reality or AR, and Virtual Reality or VR continue to grow in application under the influence of the topic of metaverse. This brings about an overall growth of the industry. According to a report of Statista, the growth of the global market of AR/VR is expected to achieve US$25.21 billion in 2022, and will be as high as US$52.05 billion by 2027 with compound annual growth rate (CAGR 2022- 2027) at 15.6%. Furthermore, the user population of AR/VR market is projected at 2.5931 billion by 2027 with user diffusion rate from 26.4% in 2022 to 32.6% in 2027.

==> picture [295 x 196] intentionally omitted <==

The USA will be the biggest market for AR/VR in the world. The market value of AR/VR in the USA amounted to US$7.055 billion in 2022, and will grow to US$8.568 billion in 2023. In addition to the USA, the development of the market in Mainland China will

116

also be promising. The market value of the AR/VR market in China amounted to US$5.428 billion in 2022. The development of related technologies has attracted much of the attention of the Chinese government. According to a forecast of IDC, the CAGR of the AR/VR market of China will achieve 42.2% in the period of 2021-2026 in rapid high growth.

==> picture [251 x 151] intentionally omitted <==

An observation of Digitimes Research indicated that a new wave of AR/VR headset is imminent under the launch of 5G and Wi-Fi 6. In the advent of 5G, manufacturers are more willing to develop AR/VR headset. The prevalence of 5G and Wi-Fi 6 allowed the VR/AR headsets to shake off the yoke of wire connection. The matching with 5G cell phone allows the users to enter a greater variety of scenarios, which makes it the media for the consumers in using AR/VR headsets. Furthermore, the development of products and technologies allowed the AR headset to create VR environment. VR devices can in turn make use of the AR effect create by camera. The dual application of AR + VR products deserves our close attention.

4. The major competition for principal items

Connectors and connection wire harness are the key items of the Company, and are extensively applicable to parts and component of electronic peripherals, electronic parts and components of optoelectronics, electronic parts and components of wireless communication, energy products, automotive industry, and parts and components of medical devices. Among the companies listed at TWSE or TPEx the principal business engagement of which is similar to the Company are Foxlink, Jess-Link Products and Bizlink. The carrying items of these industry peers are specified in the table below:

117

Company
name
Key items
Foxlink (2392) Manufacturing, sale and service of connectors, cables,
battery, and power source products for the information
industry, communication industry, automation
equipment industry, precision machinery industry, and
consumer electronics.
JPC
Connectivity
(6197)
Manufacturing, sale, and service of connectors, wire
harness, and antennae.
BizLink Holding
Inc. (3665)
Research and development production, and sale of
related parts and components, connection cords,
connectors, wire harness, and optoelectronic
components for computers, automobiles, medical
service, communication, and PV energy equipment.

Source: compiled by Fubon Securities

(III) R&D Outlook:

R&D Outlook:
Year Result of R&D
2011-2012



Successful development of HDMI, DDR 3, DDR 4, USB and
other connectors and additional effort in the development
of PV of which Junction Box, PV Connector and Cable have
passed the tests of TUV and UL in PV international standard.
2013-2014





Our investee company, DigiO2, a digital medical service firm,
engaged in a joint venture with the Remote Care Center of
National Taiwan University Hospital in the remote care
service project thereby developed the portable medical
spraying device of “Brezze®Nebulizer”. This also enabled us
to win the 2013 iFgold award in design from Germany.
2015-2016


1.
Tablet PC development to DVT stage for SF Express.
2.
Development to DVT stage for PC monitoring and
control system.
3.
EV Charger, EV charging gun, and AC charger pole are
achieved at the DVT stage.
2017-2018

1.
Assistance to the clients in the USA in the development
of smart drug cabinet control line, smart light
adjustable window control line.
2.
Development of robotic arm control line, electronic
fireplace, smart grids and other customized products.

118

2018-2019 1.
Development of the sensor of safety air-bag belt, smart
water heater, and parking lot display system.
2.
AIOT (Artificial Intelligence of Things), the application
system of AI x IoT.
2020-2021 1.
Development of factory use automated data collector.
This device can collect data on the status of machine
operation and repetitions of the use of tool, and can
generate product quantity data in real-time as
interface for electronic production report for
combining with the IoT technology to upload the data
to cloud system in real-time.
2.
Development of factory MES system to provide a
platform for real-time information that gives assistance
to the factory end in keeping production in control and
the progress of work, and early warning on equipment
maintenance. This helps management staff to improve
their work efficiency and tracking the production.
3.
Development of image verification system for assisting
factory end for confirmation of the line color, line
location and content of the label. This helps to
eliminate the probability of human error in
identification process.
2022- 1.
The development, application, and cloud database of
the integrated system for the control of smart car IoT &
electric bike.
2.
Furthering the technology in the research and
development of products in the field of Data Capture
(including Single& four slot Ethernet Cradle, Vehicle
cradle, and Vehicle charger, and essential peripherals
of industrial grade terminal) and the nurturing of the
engineering and integration capacity.
3.
Design and production of semiconductor equipment
cabinets.
4.
AI warehouse robots for moving materials to the
production lines.
5.
Development of various kinds of Mobility products,
charging connectors for big current battery.
6.
Fitness training and Box Build
7.
Electric Heavy Bikes

In 2022, the Group spent NT$950,978 thousand on research and development, which was an increase of 12% from the same period of the previous year. Significant effort has been made in the development of IoT, warehouse automation equipment, smart cars, green energy industries,

119

robotic application, smart home and electronic parts and components. Ongoing improvement will be made on factory equipment efficiency. The Group is expected to spend at least NT$300 million or at least 3% of its revenue in research and development every year in the future.

  • (IV) Long- and short-term business development plans:

  • Short-term business development plans:

    • (1) Short-term business direction:

      • A. Customized heavy-duty, water-proof and weather-resistance electronic wire harness and connector solutions: provide customized wire harness design, with extension to physical design, PCB assembly, Smart Cable and other integrated engineering services. The products will be used in green energy industries, EV charging equipment, high precision equipment, semiconductor equipment, and different kinds of medical testing equipment. SINBON was engaged in the business of electric bikes over the years.

      • B. Ongoing dealership of electronic parts and components: With years of experience and professional standing in parts and components, The Company provides the customers with consultation service and technical support in different kinds of electronic parts and components, and emerged as the most reliable partner of the customers and agents.

      • C. Advocacy and pursuit of ESG sustainability strategy: the Company reorganized the Corporate Social Responsibility Committee and established the Sustainability Committee in 2021. The CEO acts as the Director of this committee. The position of Sustainability Officer has also been created and is in charge of the “Sustainable Development Office” as the designated body for the advocacy and pursuit of ESG sustainability. The Sustainability Committee is consisted of 6 teams charged with the duties of “corporate governance”, “Green SINBON”, “environmental sustainability”, “sustainable supply chain”, “sustainable partnership”, and “value chain operation”. These teams are administered by senior managers of the Company with the expectation of sustaining the upgrade of SINBON in the performance of environmental protection, social participation, and corporate governance in 2023.

120

  • D. Active indulgence in product R&D for strengthening competitive power: prepared for the training and development of R&D people for ongoing refinement of R&D and engineering capacity. Further to the supply of innovative customized design to the need of the customers, the Company also seeks to assure quality for the ongoing assistance to customers in upgrading product performance, developing products with high added-value and competitive power.

  • E. Launching for digital transformation and accelerating factory automation: buildup of smart factory, introducing different factory automation systems. Upgrade production efficiency with stable qualify assurance through integrating the smart and digital process.

  • (2) Important policies of production and sale:

  • A. Strategic Alliance:

Through strategic alliance or direct investment to respond to the rapid changes in market with expansion of business and vertical integration in the development, design, validation, and production of customized precision connectors to the expectation of the customers.

  • B. Continued performance improvement:

Through the performance evaluation function of the group to directly manage the indicators and operation performance of all business units of the group.

  • C. Development of niche products:

The Company provides integrated engineering service to upgrade the added-value of products. The gravity of production and sale rests with the development of niche models and products with challenge. The Company has successfully completed the development of high voltage wire harness for EC, aviation/navigation/vehicle GPS electronic parts and components, portable body signal devices, x-ray machine, MRI devices, porosity testing device, wind power generator, and also actively involved in the development of industrial controllers, industrial computer, electronic medical devices, PV and wind power generation, and aviation electronic parts and components.

121

  - D. In-depth development of the iMAGIC industry:

     - The Company aligns with the development trend and is engaged in the development of medical use, automotive, green, industrial, and communication connectors and PCBA, and further the development of the parts and components for automated warehouse system, robotic arms, warehouse moving robots, smart power system, unmanned shops, EV charging module, IoT module electric bikes, and drones.
  1. Long-term business development plans:

  2. (1) The Company will continue to go for high growth through the launch of the strategic matrix (existing customers and products, existing customers and new products, and new customers and new products).

  3. (2) The Company planned to establish its production facility in Mexico and expand the production capacity at the plants in USA and Hungary for proximity to customer need.

  4. (3) The Company has established a designated body for business development. This body is responsible for keeping track on market situation and the trend of development in the future and also development of the uncultivated niche market.

  5. (4) Continue to upgrade the R&D team and fortify its core know-how, and lay hands on frontier industries as early as possible and continue to challenge for products with challenging sophistication.

  6. (5) Strategic Alliance: SINBON has proactively sought strategic alliance or joint venture partners through different channels over the years. This would help to bolster the competitive power of the Company and also provide the customers with total solutions in service through the integration of resources.

  7. (5) Indulge in sustainability and corporate governance, and voluntarily take part in major ESG rating at global level. SINBON also proactively responds to the SDGs of the United Nations, and gear up with the world for sketching out the strategic road map for sustainability in mid to long-term.

122

II. Market, Production and Sale

(I) Market analysis:

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000
Region of sale 2021 2022
Amount % Amount %
Domestic sale 1,872,357
7.33

1,872,357

7.33
Export sale USA 5,338,758
20.91

5,338,758

20.91
Europe 2,836,630
11.11

2,836,630

11.11
Mainland
China
12,504,279
48.98

12,504,279

48.98
Others 2,978,682
11.67

2,978,682

11.67
Total 25,530,706
100.00

25,530,706

100.00

(II) Principal use and production process of key items:

Key items Principal use or function Production
process
Electronic
peripheral
parts:
Connection cord: PCMCIA signal lines, computer
and peripherals cables (I/O Cable), USB Link
Cable, Flat Cable, barcode reader input/output
interface module, LCD soft PCB, LCD ultra fine
coaxial signal cables.
Connectors: connectors used in network
communication, computer peripherals and
consumer electronics.
Systems: scanning receivers, USB PEN DRIVE,
research and manufacturing services and
consumer electronics.
1. Wire cutting
and stripping
2. Terminated
3. Assembly,
Crimping
4. Inspection
5. Packing
Electronic
peripheral
parts:
Manufacturing and sale of power rectifier.
Wireless
communication
Mobile phone transmission line, cell phone
connector,antennae,RFID.
Optoelectronic
communication
parts and
components
Optoelectronic connector, LED, LCM and high
frequency coaxial line.

123

Principal use or function Production
process
Parts and components for automotive, medical,
and industrial use.
1. SMT
2. Assembly
3. Inspection
4. Packing

(III) The supply of key materials:

Name of
material
Suppliers Status of supply
Connectors Hirose,Hsin Cheng Good,stable
Wires Far East Cable,Staubli Good,stable
  • (IV) Names of customers accounting for more than 10% of the total purchase or sale in either of the last 2 years, and the amount and proportion of purchase and sale, also explain the changes:

  • Customers of sale: There was no particular customer accounting for more than 10% of the total sale over the last 2 years.

  • Supplier:

Profiles of key suppliers over the last 2 year

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000
2021 2022
Item
Name
Amount Proportion
to the total
purchase of
theyear(%)
Relation
with the
issuer
Name Amount Proportion
to the total
purchase of
theyear(%)
Relation
with the
issuer
1 Supplier A 3,178,177
14.63

None
Supplier A 3,425,698
15.44

None
2 Supplier B 1,263,538
5.82

None
Supplier B 1,069,025
4.82

None
3 Others 17,275,214
79.55
Others 17,694,149
79.74
Netpurchase 21,716,929
100.00
Netpurchase 22,188,872
100.00

-

Cause of change: The amount of purchase from Supplier A increased due to the growth of sale of the Company.

Note 1: List out the names of the suppliers accounting for more than 10% of the total purchase over the last 2

years, and the amount and proportion of purchase. Use supplier code if it is specified in the buy-sell agreement that the names of the suppliers or counterparties of trade are individuals and not related-parties that cannot be disclosed.

  • Note 2: For companies listed at TWSE or TPEx for the trading of stock have audited or reviewed financial information to the date this report was printed, disclose such information.

124

(V) Production value and volume in the last 2 years

Unit: 1,000 pcs; NT$1,000

Year 2021 2021 2022 2022
Production quantity
and quality
Key items
(or bysegment)

Production
capacity

Production
volume

Production
value

Production
capacity

Production
volume

Production
value
Wire harness - 240,398 18,341,376
-
299,020 23,519,351
Connectors - 136,103
550,371

-
122,537
536,344
Others - - - - -
146,682
Total - 376,501 18,891,747
-
421,557 24,202,377

Note 1: Production capacity refers to the quantity of production generated with the use of

the production equipment on hand under normal condition after considering for necessary discontinuation of work and holidays.

Note 2: If the production of the products could be substituted, combine the calculation of production capacity and make note on that.

Note 3: The Company is only a dealer of connectors, not manufacturer.

Note 4: Others refers to construction sales.

(VI) Sale volume and value over the last 2 years

Unit: 1,000 pcs; 1,000 pcs; NT$1,000

Unit: 1,000pcs;1,000pcs;NT$1,000 Unit: 1,000pcs;1,000pcs;NT$1,000 Unit: 1,000pcs;1,000pcs;NT$1,000 Unit: 1,000pcs;1,000pcs;NT$1,000
Year
Production
quantity and
quality
Key items
(or by segment)
2021 2020
Domestic sale Export sale Domestic sale Export sale
Volume Value Volume Value Volume Value Volume Value
Connection cord 10,109 1,443,139 128,207 18,272,260 10,943 1,706,748 140,209 21,867,118
Connectors 172,120 398,482 2,176,042 5,044,654 185,428 460,520 2,375,727 5,900,247
Others 2,081 27,240
26,373
344,931 1,998 322,006 25,600 318,161
Total 184,310 1,868,861 2,330,622 23,661,845 198,369 2,489,274 2,541,536 28,085,526

125

  • III. The number of employees, the average years of seniority in services, average age, and education in the last 2 years to the date this report was printed:
Year 2021 2022
Number of
employees
Director labor 4,904
4,783
Indirect labor 2,066
2,154
Total 6,970
6,937
Average age 30.84
33.03
Averageyears of seniorityin service 3.16
3.55
Education PhD 0.04%
0.04%
Master 1.99%
2.13%
College/university 30.58%
32.23%
Senior high school 31.41%
30.00%
Below senior high school 35.98%
35.59%
Total 100.00%
100.00%
  • IV. Information on expenditures on environmental protection:

  • (I) The total amount of loss or penalty due to pollution of the environment in the previous period to the date this report was printed: Not applicable.

  • (II) Policy in the future and possible spending:

    1. Zhong Hua Plant in Miaoli

      • (1) The revision of the solid waste cleanup document amounted to NT$10,000.

      • (2) The fee for environmental inspection and testing amounted to NT$10,000.

    2. Guo Hua Plant in Miaoli

      • (1) For connecting to the sewage system of Miaoli, the adjustment of pipeline at the plant is expected to cost NT$450,000.

      • (2) Improvement of the industrial wastes parking zone is expected to cost NT$150,000.

      • (3) The revision of the solid waste cleanup document amounted to NT$10,000

      • (4) The fee for environmental inspection and testing amounted to NT$15,000.

      • (5) The fee for waste solvents cleanup amounted to NT$120,000.

126

  • V. Labor-Management Relation:

  • (I) The benefit policy, continuing education, training, and retirement system of the employees of the Company and the pursuit of these policies:

    1. All employees are covered by labor insurance and national health insurance:

The Company will include employees for labor insurance and health insurance coverage as of zero hour on the day the employees reported for duties for the protection of their rights and privileges.

  1. Group Insurance:

The Company provides group insurance for the employees in accordance with the Regulations Governing Insurance for the Employees. Life insurance, accident insurance, medical insurance for hospitalization and cancer are covered. The amount insured varied with the positions and nature of the duties. The insurance premium will be paid by the budget of the Company that employees are not required to pay at all.

From 2019, dependents of the employees are included in the coverage of injury treatment and hospitalization. The Company will pay for the premium in full amount.

  1. Routine health examination for the employees:

Employees are the valuable assets of the Company and the health of whose are pivotal to the production capacity of the Company and their family lives. For this reason, the Company provides health examination for personnel at the rank of managers and above once a year. Other employees also receive health examination in accordance with the Occupational Safety and Health Act.

  1. Employee training:

For alignment with the object of the strategic development of the Group and the satisfaction of the skills and knowledge of the employees required for their jobs, the Company provides a wide array of means and channels for learning. Examples are: internal training, domestic training, overseas study, and reading gathering.

  1. Employee bonus:

Employees share the profit of growth with the Company. The strong bonding and cohesiveness of the employees yield result under team spirit.

127

  1. Employee Welfare Committee:

  2. (1) Gifts and allowance for matrimony, bereavement, and celebrity.

  3. (2) Pleasure trips for the employees are organized at regular intervals.

  4. (3) Different kinds of social functions were organized for enhancing communication and harmony.

  5. (4) Gift voucher or gifts for festivals and birthday celebration.

  6. (5) Entered into agreement with several shops to provide discount price and special offer for the employees.

  7. (6) Allowances for hospitalization, and relief from disasters.

  8. (7) Scholarship for employees in continuing education.

  9. (8) Seminars on professional topics from time to time

  10. Employee retirement system:

The Company appropriates for the pension reserve of employees monthly in accordance with the “Labor Pension Act” thereby at least 6% of the monthly salary of each employee will be deposited in their respective personal pension fund account at the Labor Insurance Bureau. The Company recognized the amount of NT$62,526 thousand and NT$60,074 thousand, respectively, in 2022 and 2021 for appropriation under the plan.

Under the Regulations Governing Pension Fund of Employees established in accordance with the “Labor Standards Act”, the payment of pension to employees is based on the basic points of the years of service and the average monthly salary of the employee at the time of approval for retirement. For those whose service seniority is 15 years or less, 2 basic points will be given for each year of service. For service seniority over 15 years, 1 basic point will be given for each year of service with accumulation of up to 45 basic points. The Company appropriates 2% of the total salaries as pension reserve monthly as required, and deposit at the special account of the Bank of Taiwan under the account title of Labor Pension Reserve Monitoring Committee. As of December 31 2022, the Company appropriated NT$9,600 thousand under the defined benefit plan for the next year at the present value of NT$134,168 thousand for the defined benefit obligation. The net defined benefit liabilities amounted to NT$53,501 thousand. Application with the Company for retirement may be made via the electronic signature system or file with HR Department.

128

  8. Free parking:

     - Parking is a problem at the Taipei Office. The Company spares a budget for renting a parking lot for the free parking of the employees.

  9. The following leave and holidays are senior to the requirement under the Labor Standards Act:

     - (1) Maternity leave: the mandatory leave for maternity is 56 days while the Company offers 61 days.

     - (2) The “Leave for caring of parents or spouse suffering critical illness or injuries” is senior to the Labor Standards Act: this kind of leave is not required by law. The Company just expresses its concern for the employees in circumstances of the sudden critical illness or injuries of their parents or spouse that they must have sufficient time for related arrangement and caring of their love ones. Accordingly, employees may take 10 days off in the first and the second half of the first year of critical illness or injuries of their parents or spouse, respectively, under the provision of “Leave for caring of parents or spouse suffering critical illness or injuries”.

     - (3) Leave with pay: Further to the 14 days of leave without pay for personal reason under the Labor Standards Act, the Company offers the employees 7 days of “persona leave with pay”.
  • (II) Loss caused by Labor-Management dispute in the previous period to the date this report was printed: not applicable.

  • VI. Information Security Management:

  • (I) The framework of information security risk management

    1. The Company has established the Information Security Management Committee charged with the duties of approving information security policies. The committee has a subordinated body, the Information Security Department, which is responsible for the reporting and pursing the information security policy of the Group, the advocacy and proper pursuit of related measures for assurance of the security of the information system in ongoing operation.

    2. The Auditing Office is the supervisory body of information security, and is responsible for the audit of information security, proposition of corrective action plan and tracking with the status of rectification to reduce information security risk.

129

(II) The information security policy and action plans

==> picture [393 x 221] intentionally omitted <==

  1. Protection of the confidentiality, integrity and usability of the information operation of the Company for sustainability.

  2. For assuring the information security of the Company and proper access control, and the privacy of information.

  3. The implementation of information security policies of the Company includes the following:

  4. (1) Formation of cross-function information security organization to map out, advocate, enforce and continue improvement plan for assuring an information environment secure for ongoing operation.

  5. (2) Conduct risk assessment and management of information security at regular intervals, and implement relevant control measures properly.

  6. (3) Provide information security education and training at regular intervals to upgrade the awareness of information security and protection, and related rules of operation.

  7. (4) Establish a secure and reliable information system environment for assisting the sustainable development of business at the Company. Install appropriate backup and monitoring mechanisms for vital information system or equipment with routine exercise drill for assuring normal functioning.

  8. (5) Establish the reporting and responding procedures for critical information security events with appropriate and timely response and recover within specific period of time to avoid spillover of the damage.

130

  • (6) The following control measures were taken as vital information security tasks:
Item Explanation Processing
Control of user ID
and access
Management of account access
and operatingsystem.
User ID and access
control
Access control System access and data
transmission management
measures
System access control
and user management
Threat System weak points and malicious
intrusion
1. Weak point scanning,
2. Antivirus protection,
3. Screeningof behavior
Usability State of service of the system and
response to interruption
1. System monitoring
and alarm system
2. Equipment failure and
response
3. Backup and alternate
backup mechanism
4. Disaster recovery
exercise drill

(III) Resources committed to information security management

The Company has committed massive resources for the development of good people for many years. Further to the staffing with information security personnel internally, the Company also outsources for information security diagnosis. If the test result indicated the existence of loopholes, the Company will require to fixing the problem and conduct a new round of test within designated period of time.

The Company provides information security education and training at regular intervals and has 100% attainment towards the goal. In addition, the Company also arranges professional training programs on information security and personal information in system management, network management, program development, information security management, information security testing, personal information protection and related fields of specialization.

Continue to improve the information system of the organization, and prevent possible loophole from internal information system security. Complete of the exercise drill in external phishing email (social engineering) in 2022, and started to introduce the ISO 27001 system. It is expected that accreditation can be accomplished in 2023. With the 3 layers of security

131

management in planning, prevention, continued monitoring, and response to emergency, the Company will continue to fortify the management process of information security for the effective assessment and management of risk.

  • (IV) The loss, possible influence caused by critical information security incidents in the previous period to the date this report was printed, and the policy in response to the situation. If reasonable assessment is impossible, explain why.

Not applicable

VII. Important agreements:

Nature of
agreements
Contracting
parties

Perpetuity of the
agreements
Summary of the
content
Restrictive
clause
Agreement
with Suppliers
on Special
Arrangement

P
August 22 2017 ~ the
last day of the
arrangement

SINBON engaged in a
joint venture with
Company P for
tooling development.
The parties hereto
entered into an
agreement on this
joint venture for
assuring the
ownership and right
of use of the
intellectual property
rights thereof.


None
Dealership
agreement
C July 15 2015 ~ SINBON distributes
the products made
by Company C as a
dealer, the parties
hereto entered into
an agency agreement
for defining the
regions of sales and
commission.

None

132

MOU on joint
venture
E November 18 2016 ~ The parties entered
into an MOU for the
consent of SINBON in
assisting Company E
in capacity
expansion. Company
E promises on the
purchasequantity.


None
Supplier
agreements
A January 25 2018 SINBON is the supply
chain of Company A,
and entered into an
agreement with
Company A On
supply

None
Design
agreements

M
August 18 2017 SINBON conducts
R&D on products for
Company M. The
parties hereto
entered into an
agreement on design
joint-venture.

None
Manufacturing
Agreement

A
July 01 2019 ~ SINBON is the
supplier of Company
A. The parties hereto
enter into an
agreement on supply

None
Parts and
Components
Purchase
Agreement
A September 12 2019 ~
SINBON is a supplier
of parts and
components to Party
A. The parties hereto
entered into an
agreement on the
production and
supply of related
parts and
components.

None

133

Equity
Joint-Venture
Agreement
V May 19 2020 SINBON and affiliate
Company T invest in
Company V
SINBON and
affiliate
Company T
cannot provide
production and
assembly service
to competitors
engaged in the
same business
as CompanyV.
Agreement
pertinent to
equity
joint-venture
N June 14 2018 Company N invests in
SINBON affiliate
Company R and
provides related
technical licensing,
and run Company R
injoint effort.

None
Agreement
pertinent to
equity
joint-venture
I April 15 2021 ~ SINBON and
Company I engaged
in equity
joint-venture for the
development of
green energy.
None
Procurement
agreement
J July 20 2022 ~ SINBON is the
supplier of Company
J. The parties hereto
enter into an
agreement on supply
None

134

Chapter VI. Financial Information

  • I. Condensed Balance Sheet and Comprehensive Income Statement (2018-2022) Specify the names of the independent auditors and audit opinion:

  • (I) Condensed Balance Sheet and Comprehensive Income Statement:

Condensed Balance Sheet (Consolidated under IFRS)

Condensed Balance Sheet (Consolidated under IFRS) Condensed Balance Sheet (Consolidated under IFRS) Condensed Balance Sheet (Consolidated under IFRS) Condensed Balance Sheet (Consolidated under IFRS) Condensed Balance Sheet (Consolidated under IFRS) Condensed Balance Sheet (Consolidated under IFRS)
Unit: NT$1,000
Year
Item

Financial Information (2018-2022) (Note 1)
2018
(Audited)
2019
(Audited)
2020
(Audited)
2021
(Audited)
2022
(Audited)
Current assets 11,361,548
13,568,882

19,087,028

22,056,872

27,654,708
Property, plant and
equipment(Note 2)
1,854,001
2,154,817

2,701,729

2,828,071

3,042,740
Intangible assets 94,820
91,601

70,899

48,226

41,422
Other assets(Note 2) 177,400
353,925

323,964

441,705

545,214
Total assets 14,201,536
17,184,967

23,683,043

27,148,720

32,977,383
Current
liabilities
Cum-dividend
6,981,572

8,823,257

11,793,084

14,376,646

17,785,324

Ex-dividend
8,008,194
10,056,977

13,260,588

16,017,504

Undistributed
Non-current liabilities 423,332
564,497

2,121,826

1,636,694

1,718,995
Total
liabilities
Cum-dividend
7,404,904

9,387,754

13,914,910

16,013,340

19,504,319

Ex-dividend
8,431,526
10,621,474

15,382,414

17,654,198

Undistributed
Shareholders equity
attributable to the
parent company
6,572,643
7,517,407

9,154,788

10,357,746

12,633,499
Capital stock 2,266,954
2,326,694

2,327,775

2,342,060

2,385,041
Additional paid-in
capital
904,086
1,228,781

1,885,096

2,190,472

3,067,205
Retained
earnings

Cum-dividend

3,743,536

4,443,155

5,341,646

6,207,190

7,451,950
Ex-dividend 2,716,914
3,209,435

3,874,142

4,566,332

Undistributed
Other equities (341,933) (481,223) (399,729) (381,976) (270,697)
Treasuryshares -
-

-

-

-
Non-controlling
interests
223,989
279,806

613,345

777,634

839,565
Total
equity
Cum-dividend
6,796,632

7,797,213

9,768,133

11,135,380

13,473,064
Ex-dividend 5,770,010
6,563,493

8,300,629

9,494,522

Undistributed

Note 1: Financial information covering 2018~2022 were audited.

Note 2: No reappraisal of assets has been conducted over the years.

Note 3: The proposal for distribution of earnings in 2022 was pending on the final decision of the General Meeting of Shareholders. The ex-dividend amount was not disclosed.

  • Note 4: The financial information of the Company has not been rectified or recompiled upon the notification of the competent authority.

  • 135 -

Condensed Balance Sheet (Separate under IFRS)

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000
Year
Item
Financial Information (2018-2022) (Note 1)
2018
(Audited)
2019
(Audited)
2020
(Audited)
2021
(Audited)
2022
(Audited)
Current assets 2,840,557
3,106,100

5,508,374

6,081,057

7,806,293
Property, plant and
equipment(Note 2)
518,658
526,522

673,018

704,798

786,077
Intangible assets -
-

-

-

-
Other assets(Note 2) 24,773
136,430

99,479

198,328

106,096
Total assets 10,126,114
11,221,369

15,277,067

17,147,563

20,449,609
Current
liabilities
Cum-dividend
3,276,402

3,402,927

4,158,829

5,283,238

6,227,963

Ex-dividend
4,303,024
4,636,647

5,626,333

6,924,096

Undistributed
Non-current liabilities 277,069
301,035

1,963,450

1,506,579

1,588,147
Total
liabilities
Cum-dividend
3,553,471

3,703,962

6,122,279

6,789,817

7,816,110

Ex-dividend
4,580,093
4,937,682

7,589,783

8,430,675

Undistributed
Shareholders equity
attributable to the
parent company
6,572,643
7,517,407

9,154,788

10,357,746

12,633,499
Capital stock 2,266,954
2,326,694

2,327,775

2,342,060

2,385,041
Additional paid-in
capital
904,086
1,228,781

1,885,096

2,190,472

3,067,205
Retained
earnings

Cum-dividend

3,743,536

4,443,155

5,341,646

6,207,190

7,451,950
Ex-dividend 2,716,914
3,209,435
3,874,142 4,566,332
Undistributed
Other equities (341,933) (481,223) (399,729) (381,976) (270,697)
Treasuryshares -
-

-

-

-
Non-controlling
interests
-
-

-

-

-
Total
equity
Cum-dividend
6,572,643

7,517,407

9,154,788

10,357,746

12,633,499
Ex-dividend 5,546,021
6,283,687

7,687,284

8,716,888

Undistributed

Note 1: Financial information covering 2018~2022 were audited.

Note 2: No reappraisal of assets has been conducted over the years.

Note 3: The proposal for distribution of earnings in 2022 was pending on the final decision of the General Meeting of Shareholders. The ex-dividend amount was not disclosed.

Note 4: The financial information of the Company has not been rectified or recompiled upon the notification of the competent authority.

  • 136 -

Condensed Comprehensive Income Statement (Consolidated under IFRS)

Condensed Comprehensive Income Statement (Consolidated under IFRS) Condensed Comprehensive Income Statement (Consolidated under IFRS) Condensed Comprehensive Income Statement (Consolidated under IFRS) Condensed Comprehensive Income Statement (Consolidated under IFRS) Condensed Comprehensive Income Statement (Consolidated under IFRS) Condensed Comprehensive Income Statement (Consolidated under IFRS)
Unit: NT$1,000
Year
Item

Financial Information(2018-2022) (Note 1)
2018
(Audited)
2019
(Audited)
2020
(Audited)
2021
(Audited)
2022
(Audited)
Revenue 15,645,253 17,886,170 21,797,542 25,530,706
30,574,800
Gross profit 3,919,945
4,589,668

5,585,997

6,409,195

7,731,524
Operating income 1,631,689
1,892,758

2,649,177

2,787,859

3,326,449
Non-operating
incomes and expenses
288,379
276,405

78,689

240,841

516,016
Net income before tax 1,920,068
2,169,163

2,727,866

3,028,700

3,842,465
Net income of
continued operations
1,371,529
1,677,851

2,183,500

2,487,829

3,023,030
Loss from
discontinued
operations
-
-

-

-

-
Net income (loss) 1,371,529
1,677,851

2,183,500

2,487,829

3,023,030
Other comprehensive
income(after tax)
25,083
(136,197)

91,276

19,807

122,190
Total comprehensive
income
1,396,612
1,541,654

2,274,776

2,507,636

3,145,220
Net income
attributable to the
shareholders of parent
company
1,413,477
1,718,511

2,113,868

2,331,502

2,880,553
Net income
attributable to
non-controlling
interests
(41,948)
(40,660)

69,632

156,327

142,477
Total comprehensive
income attributable to
shareholders of parent
company
1,441,241
1,586,951

2,213,705

2,350,660

2,996,877
Total comprehensive
income attributable to
non-controlling
interests
(44,629)
(45,297)

61,071

156,976

148,343
Earnings per share 6.26
7.47

9.08

10.00

12.22

Note 1: Financial information covering 2018~2022 were audited.

Note 2: Loss from discontinued operation is presented by the net amount after taxation.

Note 3: The financial information of the Company has not been rectified or recompiled upon the notification of the competent authority.

  • 137 -

Condensed Comprehensive Income Statement (Separate under IFRS)

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000 Unit: NT$1,000
Year
Item

Financial Information (2018-2022) (Note 1)
2018
(Audited)
2019
(Audited)
2020
(Audited)
2021
(Audited)
2022
(Audited)
Revenue 5,035,927
4,899,284

5,570,753

6,928,235

7,691,998
Gross profit 1,285,215
1,258,919

1,350,582

1,685,433

2,062,122
Operating income 471,163
313,250

324,942

492,367

471,073
Non-operating incomes
and expenses
1,174,503
1,680,569

2,121,339

2,248,442

2,933,776
Net income before tax 1,645,666
1,993,819

2,446,281

2,740,809

3,404,849
Net income of
continued operations
1,413,477
1,718,511

2,113,868

2,331,502

2,880,553
Loss from discontinued
operations
-
-

-

-

-
Net income (loss) 1,413,477
1,718,511

2,113,868

2,331,502

2,880,553
Other comprehensive
income(after tax)
27,764
(131,560)

99,837

19,158

116,324
Total comprehensive
income
1,441,241
1,586,951

2,213,705

2,350,660

2,996,877
Net income
attributable to the
shareholders of parent
company
-
-

-

-

-
Net income
attributable to
non-controlling
interests
-
-

-

-

-
Total comprehensive
income attributable to
shareholders of parent
company
-
-

-

-

-
Total comprehensive
income attributable to
non-controlling
interests
-
-

-

-

-
Earningsper share 6.26
7.47

9.08

10.00

12.22

Note 1: Financial information covering 2018~2022 were audited

Note 2: Loss from discontinued operation is presented by the net amount after taxation.

Note 3: The financial information of the Company has not been rectified or recompiled upon the notification of the competent authority.

  • 138 -

(II) Names of Independent Auditors in 2018~2022, and audit opinions:

Year Name of Independent
Auditor
Audit Opinion Remark
2018 Ernst & Young, Taiwan
Tzu-Ping, Huang, CPA
Hung-Kuang,Lin,CPA
Unqualified with
Emphasis-of-Matter and
Other-Matter Paragraphs
2019 Ernst & Young, Taiwan
Tzu-Ping, Huang, CPA
Ming-Hung,Chen,CPA
Unqualified with
Emphasis-of-Matter and
Other-Matter Paragraphs
2020 Ernst & Young, Taiwan
Tzu-Ping, Huang, CPA
Ming-Hung,Chen,CPA
Unqualified with
Emphasis-of-Matter and
Other-Matter Paragraphs
2021 Ernst & Young, Taiwan
Tzu-Ping, Huang, CPA
Ming-Hung,Chen,CPA
Unqualified with
Emphasis-of-Matter and
Other-Matter Paragraphs
2022 Ernst & Young, Taiwan
Wen-Chen, Lo, CPA
Ming-Hung,Chen,CPA
Unqualified with
Emphasis-of-Matter and
Other-Matter Paragraphs
  • 139 -

II. Financial Analysis 2018~2022:

(I) Financial Analysis:

(I)
Financial Analysis:
(I)
Financial Analysis:
Year
(Note 1)
Item of analysis (Note 2)


Financial Analysis 2018~2022 (Consolidated under
IFRS)

2018
(Audited)
2019
(Audited)

2020
(Audited)

2021
(Audited)
2022
(Audited)
Financial
structure
Liabilities to assets
ratio(%)
52.14
54.63

58.75

58.98

59.14
Long-term capital to
property, plant and
equipment ratio(%)
367.01
362.22

419.57

429.29

474.60
Ability to
repay debt
Current ratio 162.74
153.79

161.85

153.42

155.49
Quick ratio 108.69
100.36

105.09

77.87

81.52
Debt service coverage
ratio
45.27
45.30

56.54

39.36

46.58
Utility Accounts receivable
turnover(time)
3.83
3.73

3.45

3.55

3.90
Average days of cash
receipt
95
98

106

103

94
Inventory turnover
(time)
3.64
3.21

2.95

2.29

2.00
Accounts payable
turnover(time)
4.01
4.10

3.61

3.32

3.51
Average days of sale 100
114

124

159

182
Property, plant and
equipment turnover
(time)
9.37
8.92

8.98

9.23

10.42
Total assets turnover
(time)
1.17
1.14

1.07

1.00

1.02
Profitability Return on assets(%) 10.53
10.95

10.88

10.04

10.28
Return on equity (%) 20.95
22.99

24.86

23.80

24.57
Net income before tax
to paid-in capital ratio
(%) (Note 6)

84.7

93.23

117.19

129.32

161.11
Netprofit rate(%) 8.77
9.38

10.02

9.74

9.89
Earnings per share
(NTD)
6.26
7.47

9.08

10.00

12.22
  • 140 -
Year
(Note 1)
Item of analysis (Note 2)
Year
(Note 1)
Item of analysis (Note 2)
Financial Analysis 2018~2022 (Consolidated under
IFRS)
Financial Analysis 2018~2022 (Consolidated under
IFRS)
Financial Analysis 2018~2022 (Consolidated under
IFRS)
Financial Analysis 2018~2022 (Consolidated under
IFRS)
Financial Analysis 2018~2022 (Consolidated under
IFRS)
2018
(Audited)
2019
(Audited)

2020
(Audited)

2021
(Audited)
2022
(Audited)
Cash flow Cash flow rate(%) 4.92
19.21

4.64

9.35

13.98
Cash flow adequacy
rate(%)
78.45
81.73

44.86

30.72

35.76
Cash reinvestment
rate(%)
(6.54)
6.95

(5.19)

(0.82)

4.95
Leverage Operation leverage 2.31
2.36

2.03

2.22

2.23
Financial leverage 1.03
1.03

1.02

1.03

1.03
Explain the cause of the change in financial ratios over the previous 2 periods. (Analysis is
not required for changes below 20%)
I.
The change in net income before tax to paid-in capital ratio is caused by the
increase of net income before tax.
II.
The change in cash flow rate is caused by the increase of net cash flow from
operation.
III.
The change in cash reinvestment ratio is caused by increase of net cash flow from
operation.
Year
(Note 1)
Item of analysis(Note 2)
Year
(Note 1)
Item of analysis(Note 2)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)
2018
(Audited)
2019
(Audited)

2020
(Audited)

2021
(Audited)

2022
(Audited)
Financial
structure
Liabilities to assets
ratio(%)
35.09
33.01

40.07

39.60

38.22
Long-term capital to
property, plant and
equipment ratio(%)
1,267.24 1,427.75 1,591.97 1,610.69 1,728.11
Ability to
repay debt
Current ratio 86.7
91.28

132.45

115.10

125.34
Quick ratio 67.2
69.69

88.97

66.89

69.96
Debt service coverage
ratio

91.84

156.5

160.36

95.71

115.54
Accounts receivable
turnover(time)
4.65
4.5

4.12

4.37

4.56
Utility Average days of cash
receipt
78
81

89

84

80
  • 141 -
Year
(Note 1)
Item of analysis (Note 2)
Year
(Note 1)
Item of analysis (Note 2)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)


Financial Analysis 2018~2022 (Separate under
IFRS)
2018
(Audited)
2019
(Audited)

2020
(Audited)

2021
(Audited)

2022
(Audited)
Inventory turnover
(time)
6.16
5.3

3.29

2.49

2.02
Accounts payable
turnover(time)
4.06
3.97

3.56

3.82

4.23
Average days of sale 59
69

111

146

181
Property, plant and
equipment turnover
(time)
12.65
9.38

9.29

10.06

10.32
Total assets turnover
(time)
0.51
0.46

0.42

0.43

0.41
Profitability Return on assets(%) 14.33
16.20

16.05

14.52

15.45
Return on equity (%) 22.33
24.39

25.36

23.90

25.06
Net income before
tax to paid-in capital
ratio(%) (Note 6)
72.59
85.69

105.09

117.03

142.76
Netprofit rate(%) 28.07
35.08

37.95

33.65

37.45
Earnings per share
(NTD)
6.26
7.47

9.08

10.00

12.22
Cash flow Cash flow rate(%) 5.53
7.31

12.89

0.22

17.71
Cash flow adequacy
rate(%)
30.32
28.11

24.92

2.68

11.67
Cash reinvestment
rate(%)
(10.18)
(9.63)

(6.22)

(12.17)

(3.73)
Leverage Operation leverage 2.45
3.53

3.66

3.06

3.89
Financial leverage 1.04
1.04

1.05

1.06

1.07
Explain the cause of the change in financial ratios over the previous 2 periods. (Analysis is
not required for changes below 20%)
I.
The change in debt service coverage ratio is caused by the increase of net income.
II.
The change in average days of sale is caused by the increase of inventory at the
ending of the period.
III. The change in net income before tax to paid-in capital ratio is caused by the increase
of net income before tax.
IV. The change in cash flow adequacy ratio is caused by the increase of net cash flow
from operation.
V. The change in operation leverage is caused bythe increase of revenue.
  • 142 -

Note 1: The information on financial analysis 2018~2022 were audited.

Note 2: The following equations should be presented at the end of this statement.

  1. Financial structure

  2. (1) Liabilities to assets ratio total liabilities / total assets.

  3. (2) Long-term capital to property, plant and equipment ratio = (total equity + non-current liabilities) / net value of property, plant and equipment.

  4. Ability to repay debt

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

  6. (2) Quick ratio = (current assets - inventory - prepaid expenses) / current liabilities.

  7. (3) Debt service coverage ratio = net income before income tax and interests expenses / interest expenses for the current period.

  8. Utility

  9. (1) Accounts receivable (including accounts receivable and bills receivable arising from business operation) turnover rate = net sales of goods / average receivables for different periods (including balance of accounts receivable and bills receivable arising from business operation).

  10. (2) Average days of cash receipt 365 / accounts receivable turnover.

  11. (3) Inventory turnover rate = operating costs / average inventory (including inventory and construction work in progress).

  12. (4) Accounts payable (including accounts payable and bills payable arising from business operation) turnover rate = operating costs / average payable for different period (including accounts payable and bills payable arising from business operation).

  13. (5) Average days of sale = 365 / inventory turnover rate.

  14. (6) Property, plant and equipment turnover rate = net sales / average net worth of property, plant and equipment.

  15. (7) Total asset turnover rate = net sales / total average assets.

  16. Profitability

  17. (1) Return on asset = (profit or loss after tax + interests expenses × (1 - tax rate)) / average total assets

  18. (2) Return on equity = profit and loss after tax / net average shareholders’ equity

  19. (3) Net profit rate = profit and loss after tax / net sales of goods.

  20. (4) Earnings per share = (Income attributable to shareholders of parent company - preferred share dividend) / weighted average of outstanding shares (Note 4)

  21. Cash flow

  22. (1) Cash flow ratio = net cash flow due to operating activities / current liabilities.

  23. (2) Net cash flow adequacy rate = net cash flow from operating activities over the current five years / (capital expenditure + increase in inventory + cash dividends) for the current five years)

  24. (3) Cash re-investment ratio = (net cash flow from operation - cash dividends) / (gross property, plant and equipment + long-term investment + other non-current assets + working capital). (Note 5)

  25. Leverage:

  26. (1) Operation leverage = (net sale - variable operating costs and expenses) / operating income. (Note 6)

  27. (2) Financial leverage = operating income / (operating income - interests

  28. 143 -

expenses)

  • Note 3: Pay close attention to the following when using the aforementioned equation to calculate the earnings per shares:

  • Based on the weighted average quantity of outstanding shares, not the quantity of shares issued by the end of the year.

  • Consider the duration of any shares issued for raising new capital or treasury shares in circulation in the calculation of the weighted average quantity of shares.

  • If there are new shares through capitalization of retained earnings or capitalization of additional paid-in capital, adjustment in proportion of the capitalization in retrospect should be taken into account in the calculation of the earnings per share of the previous period and mid-term. The outstanding period of these new shares could be omitted.

  • If the preferred shares are nonconvertible accumulative preferred shares, the dividend for the year (paid out or not) should be subtracted from net income, or add to net loss. If the preferred shares are noncumulative by nature, and there is net income, dividend to preferred shares should be subtracted from net income. No adjustment is necessary if it is net loss.

  • Note 4: Pay close attention to the following in measurement through cash flow analysis:

  • Net cash flow from operation refers to the amount of net cash inflow from operation as presented in the statement of cash flows.

  • Capital expenditure refers to the cash outflow in each year for capital investment.

  • The increase of inventory is only accounted for when the balance at the end of the period is greater than the beginning of the period. If there is decrease of inventory at the end of the year, put zero in the calculation.

  • Cash dividend includes the cash dividend paid to common shares and preferred shares.

  • Gross property, plant and equipment refers to the property, plant and equipment before deducting accumulated depreciations.

  • Note 5: Issuers shall classify the cost of operation and operating expenses into fixed cost / expense and variable cost / expense. If estimation or subjective judgment is involved, make sure it is justifiable and consistent.

  • Note 6: If the stock issued by the Company has no face value or the face value is not NT$10/share, calculate the aforementioned ratio to paid-in capital by taking the ratio of the shareholder equity attributable to the shareholders of the parent company as presented in the balance sheet.

  • 144 -

  • III. Supervisors or Auditing Committee Review Report on the Financial Statements of the Previous Period:

SINBON Electronics Co., Ltd.

Review Report of Auditing Committee

The Board of Directors prepared the 2022 Separate Financial Statements and Consolidated Financial Statements of SINBON Electronics Co., Ltd., which have been audited by the Independent Auditors from Ernst & Young, Taiwan, Wen-Chen, Lo, CPA, and Ming-Hung, Chen, CPA. These financial statements and the Business Report and Proposal for Distribution of Earnings have been reviewed by the Auditing Committee. In our opinion, these statements and reports were proper in compliance with the Company Act and other applicable legal rules, and hereby presented for your approval pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To

General Meeting of Shareholders of SINBON Electronics Co., Ltd.

SINBON Electronics Co., Ltd.

Convener of Auditing Committee, Ho-Min, Chen

March 9 2023

  • 145 -

  • IV. The financial report of the previous period, including the Independent Auditors Report, the Balance Sheet, Comprehensive Income Statement, Statement of Change in Shareholders Equity, Statement of Cash Flows and notes to the financial statements covering the two periods for comparison:

Independent Auditors’ Report Translated from Chinese

To SINBON Electronics Co., Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of SINBON Electronics Co., Ltd. and its subsidiaries (the “Group”) as of 31 December 2022 and 2021, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended 31 December 2022 and 2021, and notes to the consolidated financial statements, including the summary of significant accounting policies (together “the consolidated financial statements”).

In our opinion, based on our audits and the reports of other auditors (please refer to the Other Metter – Making Reference to the Audits of Component Auditors section of our report), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of 31 December 2022 and 2021, and their consolidated financial performance and cash flows for the years ended 31 December 2022 and 2021, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by 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 (the “Norm”), and we have fulfilled our other

  • 146 -

ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditors, we believe 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 2022 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Valuation for inventories

As of 31 December 2022, the Group’s net inventories amounted to NT$12,256,145 thousand. Net inventories accounted for 37% of consolidated total assets, which was considered material in the consolidated statements. As the fluctuation in market demand and the fast-changing technology could cause losses of obsolete and slow-moving inventories, the assessment of the inventory write-downs require significant management judgement. We therefore determined this a key audit matter.

Our audit procedures included, but not limited to, understanding and testing the adequacy of accounting policy around obsolete and slow-moving inventories; evaluating stocktaking plan and selecting important storage locations to observe inventory counts to ensure inventory quantities and status; obtaining inventory aging schedule to test whether inbound and outbound records are accurate; re-calculating the unit cost of inventories; and evaluating and testing net realizable value adopted by management. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the Group’s consolidate financial statements.

2. Impairment of accounts receivable

As of 31 December 2022, gross accounts receivable and loss allowance by the Group amounted to NT$7,213,711 thousand and NT$76,116 thousand, respectively. Net accounts receivable accounted for 22% of consolidated total assets. Since the loss allowance of account receivables is measured by the expected credit loss for the duration of the account receivables, it is necessary to divide account receivables into groups in the process of measurement and analyze the application of related assumptions, including appropriate aging intervals and their respective loss rate. As the measurement of expected credit loss involves making judgment, analysis and

  • 147 -

estimates, and the result will affect the net account receivable, we therefore determined this a key audit matter.

Our audit procedures included, but not limited to, analyzing the appropriateness of the grouping of account receivables and confirming whether customers with significantly different credit loss types are grouped by similar risk characteristics. Testing the provision matrix, including evaluating the appropriateness of the aging intervals and the accuracy of the basic data by reviewing the original certificates; testing the related statistics information of loss rate based on the rolling rate within one year. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the Group’s consolidate financial statements.

Other Matter– Making Reference to the Audits of Component Auditors

As explained in Note 4(3), we did not audit the financial statements of certain consolidated subsidiaries, which statements reflected total assets of NT$7,415,475 thousand and NT$5,846,770 thousand, both constituting 22% of consolidated total assets as of 31 December 2022 and 2021 and total operating revenues of NT$8,704,838 thousand and NT$7,159,405 thousand, both constituting 28% of consolidated operating revenues for the years ended 31 December 2022 and 2021. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the audit reports of the other auditors. We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method whose statements are based solely on the reports of other auditors. As explained in Note 6(7), these associates and joint ventures under equity method amounted to NT$778,315 thousand and NT$784,175 thousand, representing 2% and 3% of consolidated total assets as of 31 December 2022 and 2021. The related shares of profits from the associates and joint ventures under the equity method amounted to NT$122,148 thousand and NT$130,470 thousand, representing 3% and 4% of the consolidated net income before tax for the years ended 31 December 2022 and 2021, respectively, and the related shares of other comprehensive income from the associates and joint ventures under the equity method amounted to NT$(19,731) thousand and NT$53,842 thousand, representing (16)% and 272% of the consolidated other comprehensive income for the years ended 31 December 2022 and 2021, respectively.

  • 148 -

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 requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed by Financial Supervisory Commission of the Republic of China and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the ability to continue as a going concern of the Group, 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 audit committee or supervisors, are responsible for overseeing the financial reporting process of the Group.

Auditor’s 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 auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of 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.

  • 149 -

As part of an audit in accordance with the Standards on Auditing of 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 internal control of the Group.

  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 ability to continue as a going concern of the Group. 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 inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

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

  6. 150 -

  7. 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.

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 2022 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

  • 151 -

Other

We have audited and expressed an unqualified opinion including an Other Matter Paragraph on the parent company only financial statements of SINBON Electronics Co., Ltd. as of and for the years ended 31 December 2022 and 2021.

/s/Lo, Wen Chen

/s/Chen, Ming Hung

Ernst & Young, Taiwan

9 March 2023

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations 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 accepted and applied in the Republic of China.

Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the re-sponsibility of the management.

  • 152 -

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets Notes As of 31 December As of 31 December
2022 2021
Current assets
Cash and cash equivalents
Financial assets at fair value through profit or loss, current
Notes receivable, net
Accounts receivable, net
Other receivables
Current income tax assets
Inventories
Prepayments
Other current assets
Total current assets
Non-current assets
Financial assets at fair value through profit or loss, noncurrent
Financial assets at fair value through other comprehensive income, noncurrent
Investments accounted for under the equity method
Property, plant and equipment
Right-of-use assets
Other intangible assets
Deferred tax assets
Other non-current assets
Total non-current assets
4,6(1)
4,6(2)
4,6(3)
4,6(4),7
7
4,6(5)
4,6(2)
4,6(6)
4,6(7)
4,6(8)
4,6(19)
4,6(23)
4,6(9)
$5,108,757
298,849
1,757,151
7,137,595
346,275
9,180
12,256,145
676,304
64,452
$4,008,815
247,949
724,820
5,969,369
292,394
17,492
10,179,125
510,812
106,096
27,654,708 22,056,872
-
358,828
778,315
3,042,740
432,608
41,422
123,548
545,214
2,333
388,571
784,175
2,828,071
461,993
48,226
136,774
441,705
5,322,675 5,091,848

$32,977,383 $27,148,720

(continued)

Total assets

153

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS(Continued) 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity
Current liabilities
Short-term loans
Financial liabilities at fair value through profit or loss, current
Contract liabilities, current
Notes payable
Accounts payable
Other payables
Current tax liabilities
Lease liabilities, current
Bonds payable, current portion
Long-term loans, current portion
Other current liabilities
Total current liabilities
Non-current liabilities
Financial liabilities at fair value through profit or loss, noncurrent
Bonds payable
Long-term loans
Deferred tax liabilities
Lease liabilities, noncurrent
Long-term deferred revenue
Net defined benefit obligation, noncurrent
Other non-current liabilities-others
Total non-current liabilities
Total liabilities
Equity attributable to the parent company
Capital
Common stock
Certificate of entitlement to new shares from convertible bond
Subtotal
Additional Paid-in Capital
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Subtotal
Other components of equity
Exchange differences on translation of foreign operations
Unrealized gains or losses measured at fair value
through other comprehensive income
Subtotal
Equity attributable to the parent company
Non-controlling interests
Total equity
Total liabilities and equity
Notes As of 31 December As of 31 December
2022 2021
4,6(10)
4,6(11)
4,6(17)
4,6(12),7
4
4,6(19)
4
4,6(11)
4,6(13)
4
4,6(23)
4,6(19)
4,6(14)
4,6(15)
6(16)
6(16)
4
4,6(16)
$3,457,685
-
4,980,696
599,262
6,250,273
1,883,926
273,700
99,449
176,281
4,658
59,394
$3,357,725
241
2,825,473
436,717
5,703,930
1,493,951
138,546
93,555
-
301,017
25,491
17,785,324 14,376,646
5,100
945,648
16,924
414,830
268,921
13,838
53,501
233
-
994,351
10,983
242,579
307,261
13,957
67,561
2
1,718,995 1,636,694
19,504,319 16,013,340
2,365,841
19,200
2,333,770
8,290
2,385,041 2,342,060
3,067,205 2,190,472
1,727,300
381,975
5,342,675
1,493,995
399,729
4,313,466
7,451,950 6,207,190
(359,257)
88,560
(561,279)
179,303
(270,697) (381,976)
12,633,499
839,565
10,357,746
777,634
13,473,064 11,135,380
$32,977,383 $27,148,720

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

154

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the years ended 31 December 2022 and 2021

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

Operating revenues
Operating costs
Gross profit-net
Operating expenses
Sales and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit losses
Subtotal
Operating income
Non-operating income and expenses
Intrest revenue
Other income
Other gains and losses
Finance costs
Share of profit or loss of associates and joint ventures in equity method
Subtotal
Income from continuing operations before income tax
Income tax expense
Net income
Other comprehensive income
Remeasurements of defined benefit plans
Unrealized gains (losses) on equity instruments measured at fair value
through other comprehensive income
Share of other comprehensive income of associates and joint
ventures which will not be reclassified subsequently to profit or loss
Income tax related to items that may not be reclassified subsequently
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Share of other comprehensive (loss) income of associates and joint
ventures which may be reclassified subsequently to profit or loss
Income tax related to items that may be reclassified subsequently
Total other comprehensive income, net of tax
Total comprehensive income
Net income attributable to:
Stockholders of the parent
Non-controlling interests
Comprehensive income attributable to:
Stockholders of the parent
Non-controlling interests
Earnings per share (NTD)
Earnings per share-basic
Earnings per share-diluted
Items that will not be reclassified subsequently to profit or loss
Notes For theyears ended 31 December For theyears ended 31 December
2022 2021
4,6(17),7
6(5.20),7
6(20),7
4,6(18)
6(21)
4,6(7)
4,6(23)
6(22)
6(7)
6(7)
4,6(24)
4,6(24)
$30,574,800
(22,843,276)
$25,530,706
(19,121,511)
7,731,524 6,409,195
(1,890,654)
(1,487,058)
(950,978)
(76,385)
(1,525,269)
(1,245,255)
(849,022)
(1,790)
(4,405,075) (3,621,336)
3,326,449 2,787,859
25,082
182,317
270,779
(84,310)
122,148
12,707
216,950
(40,340)
(78,946)
130,470
516,016 240,841
3,842,465
(819,435)
3,028,700
(540,871)
3,023,030 2,487,829
5,864
(73,068)
(21,090)
(1,173)
259,682
1,359
(49,384)
(178)
28,401
54,053
36
(77,543)
(211)
15,249
122,190 19,807
$3,145,220 $2,507,636
$2,880,553
142,477
$2,331,502
156,327
$3,023,030 $2,487,829
$2,996,877
148,343
$2,350,660
156,976
$3,145,220 $2,507,636
$12.22 $10.00
$11.88 $9.80

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

155

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Other changes in additional paid-in capital
Disposal of investments accounted for under the equity method
From differences between equity purchase price and carrying amount
arising from actual acquisition or disposal of subsidiaries
Changes in ownership interests in subsidiaries
Net income in 2021
Other comprehensive income (loss), net of tax in 2021
Total comprehensive income (loss)
Increase in non-controlling interests
Proceeds from disposal of equity instruments at fair value through
other comprehensive income of associates and joint ventures
Proceeds from disposal of equity instruments at fair value through
other comprehensive income
Bonds converted to stock
Other changes in additional paid-in capital
Embedded conversion options derrived from convertible
Change in equity of associates and joint
ventures accounted for using equity method
Disposal of investments accounted for under the equity method
From differences between equity purchase price and carrying amount
arising from actual acquisition or disposal of subsidiaries
Net income in 2022
Other comprehensive income (loss), net of tax in 2022
Total comprehensive income (loss)
Decrease in non-controlling interests
Bonds converted to stock
Balance as of 1 January 2021
Appropriation and distribution of 2020 retained earnings
Legal reserve
Special reserve
Cash dividends
Balance as of 31 December 2022
Cash dividends
Balance as of 31 December 2021
Balance as of 1 January 2022
Appropriation and distribution of 2021 retained earnings
Legal reserve
Special reserve
EquityAttribu table to the Parent Company table to the Parent Company Non-
Controlling
Interests
Total Equity
Capital Additional
Paid-in
Capital
R etained earnings Other comp onents of equity Total
Common stock Certificate of
entitlement
to new
shares from
convertible
bond
Legal Reserve Special
Reserve
Unappropriated
Earnings
Exchange
Differences
on Translation
of Foreign
Operations
Unrealized Gains
(Losses) on
Equity
Instruments
Measured at Fair
Value Through
Other
Comprehensive
Income
Gain(losses)
$2,327,775 $ - $1,885,096
(2,415)
33,203
10,174
$1,280,774
213,221
$481,223
(81,494)
$3,579,649
(213,221)
(1,467,504)
81,494
472
2,331,502
(142)
$(501,613)
30
(59,696)
$101,884
(472)
78,996
$9,154,788
-
(1,467,504)
-
(2,385)
33,203
10,174
2,331,502
19,158
$613,345
156,327
649
$9,768,133
-
(1,467,504)
-
(2,385)
33,203
10,174
2,487,829
19,807
- - - - - 2,331,360 (59,696) 78,996 2,350,660 156,976 2,507,636
5,995 8,290 264,414 (748)
1,964
748
(1,853)
-
111
278,699
7,313 7,313
-
111
278,699
$2,333,770 $8,290 $2,190,472 $1,493,995 $399,729 $4,313,466 $(561,279) $179,303 $10,357,746 $777,634 $11,135,380
$2,333,770 $8,290 $2,190,472
90,910
1,577
(1,927)
5,202
$1,493,995
233,305
$399,729
(17,754)
$4,313,466
(233,305)
(1,640,858)
17,754
374
2,880,553
4,691
$(561,279)
20
202,002
$179,303
(374)
(90,369)
$10,357,746
-
(1,640,858)
-
90,910
1,577
(1,907)
5,202
2,880,553
116,324
$777,634
142,477
5,866
$11,135,380
-
(1,640,858)
-
90,910
1,577
(1,907)
5,202
3,023,030
122,190
- - - - - 2,885,244 202,002 (90,369) 2,996,877 148,343 3,145,220
32,071 10,910 780,971 823,952 (86,412) (86,412)
823,952
$2,365,841 $19,200 $3,067,205 $1,727,300 $381,975 $5,342,675 $(359,257) $88,560 $12,633,499 $839,565 $13,473,064

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

156

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Net income before tax
Adjustments to reconcile net income before tax to
net cash provided by operating activities:
Income and expense adjustments:
Depreciation
Amortization
Interest expense
Interest income
Dividend income
Share of profit of associates and joint ventures
Gain on disposal of property, plant and equipment
Expected credit loss
Gain on disposal of investments
Gain of financial assets/liabilities at fair value through loss or profit
Property, plant and equipment transferred to expenses
Amortization of deferred government grants
Changes in operating assets and liabilities:
(Increase) decrease in notes receivable
(Increase) decrease in accounts receivable
Increase in other receivables
Increase in inventories, net
Increase in prepayments
Decrease (increase) in other current assets
Increase (decrease) in notes payable
Increase in accounts payable
Increase in contract liabilities
Increase in other payables
Increase (decrease) in other current liabilities
Decrease in accrued pension liabilities
Cash generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash provided by operating activities
For theyears ended 31 December For theyears ended 31 December
2022
$3,842,465
474,862
51,193
84,310
(25,082)
(46,251)
(122,148)
(595)
76,385
(15,068)
(32,185)
556
(367)
(1,032,331)
(1,244,611)
(56,318)
(2,077,020)
(165,492)
41,644
162,545
546,343
2,155,223
399,764
33,903
(8,196)
3,043,529
25,082
46,251
(70,976)
(557,487)
2,486,399
2021
$3,028,700
444,258
39,914
78,946
(12,707)
(16,559)
(130,470)
(9,767)
1,790
(22,361)
(75,433)
2,874
(360)
539,662
399,204
(110,708)
(4,014,426)
(170,551)
(85,111)
(108,938)
883,359
1,147,762
199,489
(23,741)
(5,582)
1,979,244
12,707
16,559
(62,437)
(600,577)
1,345,496

(Continued)

157

English Translation of Consolidated Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS(Continued) For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from investing activities:
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in other intangible assets
Dividends received
Decrease in financial assets at fair value through other comprehensive income
Proceeds from disposal of financial assets at fair value through profit or loss
Acquisition of financial assets at fair value through profit or loss
Proceeds from disposal of investments accounted for under the equity method
Increase in other noncurrent assets
Decrease (increase) in other account receivable
Net cash used in investing activities
Cash flows from financing activities:
Increase in short-term loans
Proceeds from bonds issued
(Decrease) increase in long-term loanss (including current portion)
Cash dividends
Cash payments for the principal portion of the lease liability
Increase (decrease) in deposits received
(Decrease) increase in non-controlling interests
Net cash used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Proceeds from disposal of financial assets at fair value through other
comprehensive income
Acquisition of financial assets at fair value through other comprehensive
income
For theyears ended 31 December For theyears ended 31 December
2022
(472,659)
21,992
7,993
100,496
(58,918)
-
15,689
-
(17,552)
22,519
(259,616)
2,437
(637,619)
99,960
1,045,040
(290,418)
(1,640,858)
(97,040)
231
(81,210)
(964,295)
215,457
1,099,942
4,008,815
$5,108,757
2021
(541,353)
150,118
22,673
102,977
(75,000)
23,590
2,449
52,870
-
38,082
(248,332)
(2,437)
(474,363)
296,224
-
270
(1,467,504)
(123,938)
(169)
50,690
(1,244,427)
(68,266)
(441,560)
4,450,375
$4,008,815

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

158

English Translation of Consolidated Financial Statements Originally Issued in Chinese

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

1. History and organization

SINBON Electronics Co., Ltd. (the Company) was incorporated in Republic of China (R.O.C) in December 1989. The main activities of the Company include manufacturing and selling computer peripherals, connectors, wires and other parts. The shares of the Company commenced trading on Taiwan’s Over-the-Counter Market in May 2001 and were listed on the Taiwan Stock Exchange in August 2002.

2. Date and procedures of authorization of financial statements for issue

The consolidated financial statements of the Company and its subsidiaries (the Group) for the years ended 31 December 2022 and 2021 were authorized for issue by the Board of Directors on 9 March 2023.

3. Newly issued or revised standards and interpretations

  • (1) Changes in accounting policies resulting from applying for the first time certain standards and amendments

The Group applied for the first time International Financial Reporting Standards, International Accounting Standards, and Interpretations issued, revised or amended which are recognized by Financial Supervisory Commission (“FSC”) and become effective for annual periods beginning on or after 1 January 2022. The adoption of these new standards and amendments had no material impact on the Group.

  • (2) Standards or interpretations issued, revised or amended, by International Accounting Standards Board (“IASB”) which are endorsed by FSC, but not yet adopted by the Group as at the end of the reporting period are listed below.
Items New,Revised or Amended Standards and Interpretations Effective Date
issued byIASB
a Disclosure Initiative - Accounting Policies – Amendments
to IAS 1
1 January 2023
b Definition of Accounting Estimates – Amendments to IAS
8
1 January 2023
c Deferred Tax related to Assets and Liabilities arising from
a Single Transaction – Amendments to IAS 12
1 January 2023

159

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) Disclosure Initiative - Accounting Policies – Amendments to IAS 1

The amendments improve accounting policy disclosures that to provide more useful information to investors and other primary users of the financial statements.

  • (b) Definition of Accounting Estimates – Amendments to IAS 8

The amendments introduce the definition of accounting estimates and include other amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors to help companies distinguish changes in accounting estimates from changes in accounting policies.

  • (c) Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

The amendments narrow the scope of the recognition exemption in paragraphs 15 and 24 of IAS 12 so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences.

The abovementioned standards and interpretations were issued by IASB and endorsed by FSC so that they are applicable for annual periods beginning on or after 1 January 2023. The new or amended standards and interpretations have no material impact on the Group.

  • (3) Standards or interpretations issued, revised or amended, by IASB which are not endorsed by FSC, and not yet adopted by the Group as at the end of the reporting period are listed below.
Items New, Revised or Amended Standards and Interpretations Effective Date
issued byIASB
a IFRS 10 “Consolidated Financial Statements” and IAS 28
“Investments in Associates and Joint Ventures” — Sale or
Contribution of Assets between an Investor and its
Associate or Joint Ventures
To be determined
by IASB
b IFRS 17 “Insurance Contracts” 1 January2023
c Classification of Liabilities as Current or Non-current –
Amendments to IAS 1
1 January 2024
d Lease Liability in a Sale and Leaseback – Amendments to
IFRS 16
1 January 2024
e Non-current Liabilities with Covenants – Amendments to
IAS 1
1 January 2024

160

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) IFRS 10“Consolidated Financial Statements” and IAS 28“Investments in Associates and Joint Ventures” — Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures

The amendments address the inconsistency between the requirements in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures , in dealing with the loss of control of a subsidiary that is contributed to an associate or a joint venture. IAS 28 restricts gains and losses arising from contributions of non-monetary assets to an associate or a joint venture to the extent of the interest attributable to the other equity holders in the associate or joint ventures. IFRS 10 requires full profit or loss recognition on the loss of control of the subsidiary. IAS 28 was amended so that the gain or loss resulting from the sale or contribution of assets that constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized in full.

IFRS 10 was also amended so that the gains or loss resulting from the sale or contribution of a subsidiary that does not constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized only to the extent of the unrelated investors’ interests in the associate or joint venture.

  • (b) IFRS 17 “Insurance Contracts”

IFRS 17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects (including recognition, measurement, presentation and disclosure requirements). The core of IFRS 17 is the General (building block) Model, under this model, on initial recognition, an entity shall measure a group of insurance contracts at the total of the fulfilment cash flows and the contractual service margin. The carrying amount of a group of insurance contracts at the end of each reporting period shall be the sum of the liability for remaining coverage and the liability for incurred claims.

Other than the General Model, the standard also provides a specific adaptation for contracts with direct participation features (the Variable Fee Approach) and a simplified approach (Premium Allocation Approach) mainly for short-duration contracts.

161

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

IFRS 17 was issued in May 2017 and it was amended in 2020 and 2021. The amendments include deferral of the date of initial application of IFRS 17 by two years to annual beginning on or after 1 January 2023 (from the original effective date of 1 January 2021); provide additional transition reliefs; simplify some requirements to reduce the costs of applying IFRS 17 and revise some requirements to make the results easier to explain. IFRS 17 replaces an interim Standard – IFRS 4 Insurance Contracts – from annual reporting periods beginning on or after 1 January 2023.

  • (c) Classification of Liabilities as Current or Non-current – Amendments to IAS 1

These are the amendments to paragraphs 69-76 of IAS 1 Presentation of Financial statements and the amended paragraphs related to the classification of liabilities as current or non-current.

  • (d) Lease Liability in a Sale and Leaseback – Amendments to IFRS 16

The amendments add seller-lessees additional requirements for the sale and leaseback transactions in IFRS 16, thereby supporting the consistent application of the standard.

  • (e) Non-current Liabilities with Covenants – Amendments to IAS 1

The amendments improved the information companies provide about long-term debt with covenants. The amendments specify that covenants to be complied within twelve months after the reporting period do not affect the classification of debt as current or non-current at the end of the reporting period.

The abovementioned standards and interpretations issued by IASB have not yet endorsed by FSC at the date when the Group’s financial statements were authorized for issue, the local effective dates are to be determined by FSC. The new or amended standards and interpretations have no material impact on the Group.

162

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

4. Summary of significant accounting policies

  • (1) Statement of Compliance

The consolidated financial statements of the Group for the years ended 31 December 2022 and 2021 have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”) and International Financial Reporting Standards, International Accounting Standards, and Interpretations developed by the International Financial Reporting Interpretations Committee, which are endorsed by FSC.

  • (2) Basis of Preparation

The consolidated financial statements have been prepared on a historical cost basis, except for financial instruments that have been measured at fair value. The consolidated financial statements are expressed in thousands of New Taiwan Dollars (NT$) unless otherwise stated.

  • (3) Basis of Consolidation

Preparation principle of consolidated financial statement

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:

  • (a) power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)

  • (b) exposure, or rights, to variable returns from its involvement with the investee, and

  • (c) the ability to use its power over the investee to affect its returns

When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

163

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) the contractual arrangement with the other vote holders of the investee

  • (b) rights arising from other contractual arrangements

  • (c) the Group’s voting rights and potential voting rights

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control.

Subsidiaries are fully consolidated from the acquisition date, being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using uniform accounting policies. All intra-group balances, income and expenses, unrealized gains and losses and dividends resulting from intra-group transactions are eliminated in full.

A change in the ownership interest of a subsidiary, without a change of control, is accounted for as an equity transaction.

Total comprehensive income of the subsidiaries is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

If the Group loses control of a subsidiary, it:

  • (a) derecognizes the assets (including goodwill) and liabilities of the subsidiary;

  • (b) derecognizes the carrying amount of any non-controlling interest;

  • (c) recognizes the fair value of the consideration received;

  • (d) recognizes the fair value of any investment retained;

  • (e) recognizes any surplus or deficit in profit or loss; and

  • (f) reclassifies the parent’s share of components previously recognized in other comprehensive income to profit or loss.

164

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The consolidated entities are listed as follows:

Investor Subsidiary Main businesses Percentage of ownership
(%)
Percentage of ownership
(%)
Note
31 December
2022
31 December
2021
The Company SINBON International Enterprise
Co.,Ltd.(SB BVI)
Holding company 100.00% 100.00%
The Company Hong Kong SINBON Electronics
Co., Ltd. (HKSB)
Selling a wide variety
of connectors, wires
and cables
100.00% 100.00%
The Company Kwan-Ze Corporation Ltd.
(Kwan-Ze)
Selling a wide variety
of electronic
materials and holding
company
100.00% 100.00%
The Company SINBON USA L.L.C.
(SINBON USA)
Logistic center 100.00% 100.00%
The Company Beijing SINBON TongAn
Renewable Energy Co., Ltd.
(SB TongAn)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
85.53% 85.53%
The Company SINBON Europe GmbH
(SINBON Europe)
Logistic center 100.00% 100.00%
The Company Radbon Avionics Inc.
(Radbon)
Selling signal cables
and cabin wiring
55.00% 55.00%
The Company T-CONN Precision Co.,
Ltd.(T-CONN)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
57.45% 57.45%
The Company SINBON Hungary Kft
(SB Hungary)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
100.00% 100.00%
The Company SINTOP Energy Management Co.,
Ltd.
(SINTOP)
Renewable energy
investment
management
consultingbusiness
53.57% 53.57%-
SB BVI Jiangyin SINBON Electronics Co.,
Ltd. (JYSB)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
100.00% 100.00%

165

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Investor Subsidiary Main businesses Percentage of ownership
(%)
Percentage of ownership
(%)
Note
31 December
2022
31 December
2021
SB BVI Shenzhen SINBON Electronics Co.,
Ltd. (SZSB)
Selling a wide variety
of connectors, wires
and cables
100.00% 100.00%
SB BVI Shanghai SINBON Electronics Co.,
Ltd. (SHSB)
Selling a wide variety
of connectors and
cables
100.00% 100.00%
SB BVI Tong Cheng SINBON Electronics
Co., Ltd. (TCSB)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
100.00% 100.00%
T-CONN T-CONN Precision (Zhongshan)
Co., Ltd. (T-CONN Zhongshan)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
57.45% 57.45%
T-CONN Super Progressive Ltd.
(SPL)
Logistic center 57.45% 57.45%
SB TongAn Beijing SINBON Electronics Co.,
Ltd. (BJSB)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
85.53% 85.53%
SB TongAn ENMAGIC Renewable Energy Co.,
Ltd. (TWEM)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
85.53% 85.53%
SB TongAn Jiangsu ENMAGIC Energy Co., Ltd.
(JSEM)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
85.53% 85.53%
SB TongAn Xuzhou ENMAGIC Energy Co., Ltd.
(XZEM)
Development of new
energytechnology
85.53% 85.53%
JSEM Kunshan ENMAGIC Energy Co.,
Ltd. (KSEM)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
85.53% 85.53%
SINBON USA Worldwide Wire Harnesse Co.,
Ltd.(SST)
Holding Company 50.00% 50.00%
SINBON USA SINBON Ohio LLC
(SB Ohio)
Manufacturing and
selling a wide variety
of connectors, wires
and cables
100.00% 51.00% Note1
Note2
SST SINBON Technologies Tennessee
L.L.C.(STT)
Logistic Center 50.00% 50.00%

Note 1:On 1 July 2022, SINBON USA acquired 49% shares of SB Ohio. Therefore, its ownership increased from

166

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

51% to 100%.

Note 2:On 27 December 2022, SINBON Circuits & Cables LLC was approved to change its name to SINBON Ohio LLC.

The subsidiaries included in the consolidated financial statements listed above, some of which financial statements are recorded as the basis of the verification by other accountants. As of 31 December 2022 and 2021, the related assets amounted to NT$7,415,475 thousand and NT$5,846,770 thousand. The net sales of these subsidiaries amounted to NT$8,704,838 thousand and NT$7,159,405 thousand.

  • (4) Foreign currency transactions

The Group’s consolidated financial statements are presented in New Taiwan Dollars (NT$), which is also the Company’s functional currency. Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency.

Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency rates prevailing at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date. Non-monetary items measured at fair value in foreign currency are translated using the exchange rates at the date when the fair value is determined. Non-monetary items that are measured at historical cost in foreign currency are translated using the exchange rates as at the dates of the initial transactions.

All exchange differences arising on the settlement of monetary items or on translating monetary items are taken to profit or loss in the period in which they arise except for the following:

  • (a) Exchange differences arising from foreign currency borrowings for an acquisition of a qualifying asset to the extent that they are regarded as an adjustment to interest costs are included in the borrowing costs that are eligible for capitalization.

  • (b) Foreign currency items within the scope of IFRS 9 Financial Instruments are accounted for based on the accounting policy for financial instruments.

  • (c) Exchange differences arising on a monetary item that forms part of a reporting entity’s net investment in a foreign operation is recognized

167

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

initially in other comprehensive income and reclassified from equity to profit or loss on disposal of the net investment.

When a gain or loss on a non-monetary item is recognized in other comprehensive income, any exchange component of that gain or loss is recognized in other comprehensive income. When a gain or loss on a non-monetary item is recognized in profit or loss, any exchange component of that gain or loss is recognized in profit or loss.

  • (5) Translation of financial statements in foreign currency

The assets and liabilities of foreign operations are translated into NT$ at the closing rate of exchange prevailing at the reporting date and their income and expenses are translated at an average rate for the period. The exchange differences arising on the translation are recognized in other comprehensive income. On the disposal of a foreign operation, the cumulative amount of the exchange differences relating to that foreign operation, recognized in other comprehensive income and accumulated in the separate component of equity, is reclassified from equity to profit or loss when the gain or loss on disposal is recognized. The following partial disposals are accounted for as disposals:

  • (a) when the partial disposal involves the loss of control of a subsidiary that includes a foreign operation; and

  • (b) when the retained interest after the partial disposal of an interest in a joint arrangement or a partial disposal of an interest in an associate that includes a foreign operation is a financial asset that includes a foreign operation.

On the partial disposal of a subsidiary that includes a foreign operation that does not result in a loss of control, the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income is re-attributed to the non-controlling interests in that foreign operation. In partial disposal of an associate or joint arrangement that includes a foreign operation that does not result in a loss of significant influence or joint control, only the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income is reclassified to profit or loss.

168

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Any goodwill and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and expressed in its functional currency.

  • (6) Current and non-current distinction

An asset is classified as current when:

  • (a) The Group expects to realize the asset, or intends to sell or consume it, in its normal operating cycle

  • (b) The Group holds the asset primarily for the purpose of trading

  • (c) The Group expects to realize the asset within twelve months after the reporting period

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

All other assets are classified as non-current.

A liability is classified as current when:

  • (a) The Group expects to settle the liability in its normal operating cycle

  • (b) The Group holds the liability primarily for the purpose of trading

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

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

All other liabilities are classified as non-current.

169

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (7) Cash and cash equivalents

Cash and cash equivalents comprises cash on hand, demand deposits and short-term, highly liquid time deposits (including ones that have maturity within 3 months) or investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

  • (8) Financial instruments

Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities within the scope of IFRS 9 Financial Instruments are recognized initially at fair value plus or minus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs.

  • (1) Financial instruments: Recognition and Measurement

The Group accounts for regular way purchase or sales of financial assets on the trade date.

The Group classified financial assets as subsequently measured at amortized cost, fair value through other comprehensive income or fair value through profit or loss considering both factors below:

  • A. the Group’s business model for managing the financial assets and

  • B. the contractual cash flow characteristics of the financial asset.

Financial assets measured at amortized cost

A financial asset is measured at amortized cost if both of the following conditions are met and presented as note receivables, trade receivables financial assets measured at amortized cost and other receivables etc., on balance sheet as at the reporting date:

170

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • A. the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and

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

Such financial assets are subsequently measured at amortized cost (the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortization using the effective interest method of any difference between the initial amount and the maturity amount and adjusted for any loss allowance) and is not part of a hedging relationship. A gain or loss is recognized in profit or loss when the financial asset is derecognized, through the amortization process or in order to recognize the impairment gains or losses.

Interest revenue is calculated by using the effective interest method. This is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for:

  • A. purchased or originated credit-impaired financial assets. For those financial assets, the Group applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition.

  • B. financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets. For those financial assets, the Group applies the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods.

Financial asset measured at fair value through other comprehensive income

A financial asset is measured at fair value through other comprehensive income if both of the following conditions are met:

171

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • A. the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and

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

Recognition of gain or loss on a financial asset measured at fair value through other comprehensive income are described as below:

  • (a) A gain or loss on a financial asset measured at fair value through other comprehensive income recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses, until the financial asset is derecognized or reclassified.

  • (b) When the financial asset is derecognized the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.

  • (c) Interest revenue is calculated by using the effective interest method. This is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for:

  • (i) Purchased or originated credit-impaired financial assets. For those financial assets, the Group applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition.

  • (ii) Financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets. For those financial assets, the Group applies the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods.

Besides, for certain equity investments within the scope of IFRS 9 that is neither held for trading nor contingent consideration recognized by an acquirer in a business combination to which IFRS 3 applies, the Group

172

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

made an irrevocable election to present the changes of the fair value in other comprehensive income at initial recognition. Amounts presented in other comprehensive income shall not be subsequently transferred to profit or loss (when disposal of such equity instrument, its cumulated amount included in other components of equity is transferred directly to the retained earnings) and these investments should be presented as financial assets measured at fair value through other comprehensive income on the balance sheet. Dividends on such investment are recognized in profit or loss unless the dividends clearly represent a recovery of part of the cost of investment.

Financial asset measured at fair value through profit or loss

Financial assets were classified as measured at amortized cost or measured at fair value through other comprehensive income based on criteria. All other financial assets were measured at fair value through profit or loss and presented on the balance sheet as financial assets measured at fair value through profit or loss.

Such financial assets are measured at fair value, the gains or losses resulting from remeasurement is recognized in profit or loss which includes any dividend or interest received on such financial assets.

(2) Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on debt instrument investments measured at fair value through other comprehensive income and financial asset measured at amortized cost. The loss allowance on debt instrument investments measured at fair value through other comprehensive income is recognized in other comprehensive income and not reduce the carrying amount in the balance sheet.

The Group measures expected credit losses of a financial instrument in a way that reflects:

(a) an unbiased and probability-weighted amount that is determined by

173

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

evaluating a range of possible outcomes;

  • (b) the time value of money; and

  • (c) reasonable and supportable information that is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions.

The loss allowance is measured as follows:

  • A. At an amount equal to 12-month expected credit losses: the credit risk on a financial asset has not increased significantly since initial recognition or the financial asset is determined to have low credit risk at the reporting date. In addition, the Group measures the loss allowance at an amount equal to lifetime expected credit losses in the previous reporting period, but determines at the current reporting date that the credit risk on a financial asset has increased significantly since initial recognition is no longer met.

  • B. At an amount equal to the lifetime expected credit losses: the credit risk on a financial asset has increased significantly since initial recognition or financial asset that is purchased or originated credit-impaired financial asset.

  • C. For trade receivables or contract assets arising from transactions within the scope of IFRS 15, the Group measures the loss allowance at an amount equal to lifetime expected credit losses.

  • D. For lease receivables arising from transactions within the scope of IFRS 16, the Group measures the loss allowance at an amount equal to lifetime expected credit losses.

At each reporting date, the Group needs to assess whether the credit risk on a financial asset has increased significantly since initial recognition by comparing the risk of a default occurring at the reporting date and the risk of default occurring at initial recognition. Please refer to Note 12 for further details on credit risk.

174

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(3) Derecognition of financial assets

A financial asset is derecognized when:

  • i. The rights to receive cash flows from the asset have expired.

  • ii. The Group has transferred the asset and substantially all the risks and rewards of the asset have been transferred.

  • iii. The Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

On derecognition of a financial asset in its entirety, the difference between the carrying amount and the consideration received or receivable including any cumulative gain or loss that had been recognized in other comprehensive income, is recognized in profit or loss.

(4) Financial liabilities and equity

Classification between liabilities or equity

The Group classifies the instrument issued as a financial liability or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. The transaction costs of an equity transaction are accounted for as a deduction from equity (net of any related income tax benefit) to the extent they are incremental costs directly attributable to the equity transaction that otherwise would have been avoided.

Compound instruments

The Group evaluates the terms of the convertible bonds issued to determine whether it contains both a liability and an equity component. Furthermore, the Group assesses if the economic characteristics and risks

175

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

of the put and call options contained in the convertible bonds are closely related to the economic characteristics and risk of the host contract before separating the equity element.

For the liability component excluding the derivatives, its fair value is determined based on the rate of interest applied at that time by the market to instruments of comparable credit status. The liability component is classified as a financial liability measured at amortized cost before the instrument is converted or settled.

For the embedded derivative that is not closely related to the host contract (for example, if the exercise price of the embedded call or put option is not approximately equal on each exercise date to the amortized cost of the host debt instrument), it is classified as a liability component and subsequently measured at fair value through profit or loss unless it qualifies for an equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component. Its carrying amount is not remeasured in the subsequent accounting periods. If the convertible bond issued does not have an equity component, it is accounted for as a hybrid instrument in accordance with the requirements under IFRS 9 Financial Instruments.

Transaction costs are apportioned between the liability and equity components of the convertible bond based on the allocation of proceeds to the liability and equity components when the instruments are initially recognized.

On conversion of a convertible bond before maturity, the carrying amount of the liability component being the amortized cost at the date of conversion is transferred to equity.

Financial liabilities

Financial liabilities within the scope of IFRS 9 Financial Instruments are classified as financial liabilities at fair value through profit or loss or

176

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

financial liabilities measured at amortized cost upon initial recognition.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated as at fair value through profit or loss. A financial liability is classified as held for trading if:

  • i. it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term

  • ii. on initial recognition it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking

  • iii. it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument)

If a contract contains one or more embedded derivatives, the entire hybrid (combined) contract may be designated as a financial liability at fair value through profit or loss; or a financial liability may be designated as at fair value through profit or loss when doing so results in more relevant information, because either:

  • i. it eliminates or significantly reduces a measurement or recognition inconsistency; or

  • ii. a group of financial liabilities or financial assets and financial liabilities is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the group is provided internally on that basis to the key management personnel.

Gains or losses on the subsequent measurement of liabilities at fair value through profit or loss including interest paid are recognized in profit or loss.

177

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Financial liabilities at amortized cost

Financial liabilities measured at amortized cost include interest bearing loans and borrowings that are subsequently measured using the effective interest rate method after initial recognition. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the effective interest rate method amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or transaction costs.

Derecognition of financial liabilities

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified (whether or not attributable to the financial difficulty of the debtor), such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

(5) Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount reported in the balance sheet if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously.

(9) Derivative instrument

The Group uses derivative instruments to hedge its foreign currency risks and interest rate risks. A derivative is classified in the balance sheet as assets or liabilities at fair value through profit or loss except for derivatives that are

178

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

designated effective hedging instruments which are classified as derivative financial assets or liabilities for hedging.

Derivative instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The changes in fair value of derivatives are taken directly to profit or loss, except for the effective portion of hedges, which is recognized in either profit or loss or equity according to types of hedges used.

When the host contracts are either non-financial assets or liabilities, derivatives embedded in host contracts are accounted for as separate derivatives and recorded at fair value if their economic characteristics and risks are not closely related to those of the host contracts and the host contracts are not designated at fair value though profit or loss.

(10) Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(a) In the principal market for the asset or liability, or

  • (b) In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible to by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants in their economic best interest.

179

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

  • (11) Inventories

Inventories are valued at lower of cost and net realizable value item by item.

Costs incurred in bringing each inventory to its present location and condition are accounted for as follows:

Raw materials - Purchase cost under weighted average cost method. Finished goods and work in progress – Cost of direct materials and labor and a

overheads

proportion of manufacturing based on normal operating capacity but excluding borrowing costs.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

Rendering of services is accounted in accordance with IFRS 15 and not within the scope of inventories.

(12) Investments accounted for under the equity method

The Group’s investment in its associate is accounted for using the equity method other than those that meet the criteria to be classified as held for sale. An associate is an entity over which the Group has significant influence.

180

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture.

Under the equity method, the investment in the associate or an investment in a joint venture is carried in the balance sheet at cost and adjusted thereafter for the post-acquisition change in the Group’s share of net assets of the associate or joint venture. After the interest in the associate or joint venture is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture. Unrealized gains and losses resulting from transactions between the Group and the associate or joint venture are eliminated to the extent of the Group’s related interest in the associate or joint venture.

When changes in the net assets of an associate or a joint venture occur and not those that are recognized in profit or loss or other comprehensive income and do not affect the Group’s percentage of ownership interests in the associate or joint venture, the Group recognizes such changes in equity based on its percentage of ownership interests. The resulting capital surplus recognized will be reclassified to profit or loss at the time of disposing the associate or joint venture on a pro-rata basis.

When the associate or joint venture issues new stock, and the Group’s interest in an associate or a joint venture is reduced or increased as the Group fails to acquire shares newly issued in the associate or joint venture proportionately to its original ownership interest, the increase or decrease in the interest in the associate or joint venture is recognized in additional paid-in capital and investment accounted for using the equity method. When the interest in the associate or joint venture is reduced, the cumulative amounts previously recognized in other comprehensive income are reclassified to profit or loss or other appropriate items. The aforementioned capital surplus recognized is reclassified to profit or loss on a pro rata basis when the Group disposes the associate or joint venture.

The financial statements of the associate or joint venture are prepared for the same reporting period as the Group. Where necessary, adjustments are made to bring the accounting policies in line with those of the Group.

181

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The Group determines at each reporting date whether there is any objective evidence that the investment in the associate or an investment in a joint venture is impaired in accordance with IAS 28 Investments in Associates and Joint Ventures . If this is the case the Group calculates the amount of impairment as the difference between the recoverable amount of the associate or joint venture and its carrying value and recognizes the amount in the ‘share of profit or loss of an associate’ in the statement of comprehensive income in accordance with IAS 36 Impairment of Assets . In determining the value in use of the investment, the Group estimates:

  • (a) Its share of the present value of the estimated future cash flows expected to be generated by the associate or joint venture, including the cash flows from the operations of the associate and the proceeds on the ultimate disposal of the investment; or

  • (b) The present value of the estimated future cash flows expected to arise from dividends to be received from the investment and from its ultimate disposal.

Because goodwill that forms part of the carrying amount of an investment in an associate or an investment in a joint venture is not separately recognized, it is not tested for impairment separately by applying the requirements for impairment testing goodwill in IAS 36 Impairment of Assets .

Upon loss of significant influence over the associate or joint venture, the Group measures and recognizes any retaining investment at its fair value. Any difference between the carrying amount of the associate or joint venture upon loss of significant influence and the fair value of the retaining investment and proceeds from disposal is recognized in profit or loss. Furthermore, if an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the entity continues to apply the equity method and does not remeasure the retained interest.

(13) Property, plant and equipment

Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes

182

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

the cost of dismantling and removing the item and restoring the site on which it is located and borrowing costs for construction in progress if the recognition criteria are met. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item is depreciated separately. When significant parts of property, plant and equipment are required to be replaced in intervals, the Group recognized such parts as individual assets with specific useful lives and depreciation, respectively. The carrying amount of those parts that are replaced is derecognized in accordance with the derecognition provisions of IAS 16 Property, plant and equipment . When a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognized in profit or loss as incurred.

Depreciation is calculated on a straight-line basis over the estimated economic lives of the following assets:

Items
Buildings
Machinery and equipment
Transportation equipment
Office equipment
Other equipment
Leasehold improvements
Useful Lives
550 years
315 years
510 years
310 years
215 years
Lower of leasehold years or useful lives

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset is recognized in profit or loss.

The assets’ residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted prospectively, if appropriate, and are treated as changes in accounting estimates.

(14) Leases

The Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset for a period of time, the Group assesses whether, throughout the period of use, has both of the following:

183

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) the right to obtain substantially all of the economic benefits from use of the identified asset; and

  • (b) the right to direct the use of the identified asset.

For a contract that is, or contains, a lease, the Group accounts for each lease component within the contract as a lease separately from non-lease components of the contract. For a contract that contains a lease component and one or more additional lease or non-lease components, the Group allocates the consideration in the contract to each lease component on the basis of the relative stand-alone price of the lease component and the aggregate stand-alone price of the non-lease components. The relative stand-alone price of lease and non-lease components shall be determined on the basis of the price the lessor, or a similar supplier, would charge the Group for that component, or a similar component, separately. If an observable stand-alone price is not readily available, the Group estimates the stand-alone price, maximizing the use of observable information.

Group as a lessee

Except for leases that meet and elect short-term leases or leases of low-value assets, the Group recognizes right-of-use asset and lease liability for all leases which the Group is the lessee of those lease contracts.

At the commencement date, the Group measures the lease liability at the present value of the lease payments that are not paid at that date. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses its incremental borrowing rate. At the commencement date, the lease payments included in the measurement of the lease liability comprise the following payments for the right to use the underlying asset during the lease term that are not paid at the commencement date:

  • (a) fixed payments (including in-substance fixed payments), less any lease incentives receivable;

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

  • (c) amounts expected to be payable by the lessee under residual value guarantees;

184

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (d) the exercise price of a purchase option if the Group is reasonably certain to exercise that option; and

  • (e) payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

After the commencement date, the Group measures the lease liability on an amortized cost basis, which increases the carrying amount to reflect interest on the lease liability by using an effective interest method; and reduces the carrying amount to reflect the lease payments made.

At the commencement date, the Group measures the right-of-use asset at cost. The cost of the right-of-use asset comprises:

  • (a) the amount of the initial measurement of the lease liability;

  • (b) any lease payments made at or before the commencement date, less any lease incentives received;

  • (c) any initial direct costs incurred by the lessee; and

  • (d) an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

For subsequent measurement of the right-of-use asset, the Group measures the right-of-use asset at cost less any accumulated depreciation and any accumulated impairment losses. That is, the Group measures the right-of-use applying a cost model.

If the lease transfers ownership of the underlying asset to the Group by the end of the lease term or if the cost of the right-of-use asset reflects that the Group will exercise a purchase option, the Group depreciates the right-of-use asset from the commencement date to the end of the useful life of the underlying asset. Otherwise, the Group depreciates the right-of-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term.

The Group applies IAS 36 “Impairment of Assets” to determine whether the right-of-use asset is impaired and to account for any impairment loss

185

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

identified.

Except for those leases that the Group accounted for as short-term leases or leases of low-value assets, the Group presents right-of-use assets and lease liabilities in the balance sheet and separately presents lease-related interest expense and depreciation charge in the statements of comprehensive income.

For short-term leases or leases of low-value assets, the Group elects to recognize the lease payments associated with those leases as an expense on either a straight-line basis over the lease term or another systematic basis.

For the rent concession arising as a direct consequence of the Covid-19 pandemic, the Group elected not to assess whether it is a lease modification but accounted it as a variable lease payment.

Group as a lessor

At inception of a contract, the Group classifies each of its leases as either an operating lease or a finance lease. A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership of an underlying asset. A lease is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership of an underlying asset. At the commencement date, the Group recognizes assets held under a finance lease in its balance sheet and present them as a receivable at an amount equal to the net investment in the lease.

For a contract that contains lease components and non-lease components, the Group allocates the consideration in the contract applying IFRS 15.

The Group recognizes lease payments from operating leases as rental income on either a straight-line basis or another systematic basis. Variable lease payments for operating leases that do not depend on an index or a rate are recognized as rental income when incurred.

(15) Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible

186

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any. Internally generated intangible assets, excluding capitalized development costs, are not capitalized and expenditure is reflected in profit or loss for the year in which the expenditure is incurred.

The useful lives of intangible assets are assessed as either finite or indefinite.

Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life is reviewed at least at the end of each financial year. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates.

Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually, either individually or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in profit or loss when the asset is derecognized.

A summary of the policies applied to the Group’s intangible assets is as follows:

ollows:
Useful lives
Amortization method used
Internally generated or acquired
Computer software
1~15 years
Amortized on a straight- line basis over the
estimated useful life
Acquired

(16) Impairment of non-financial assets

The Group assesses at the end of each reporting period whether there is any indication that an asset in the scope of IAS 36 Impairment of Assets may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An

187

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (“CGU”) fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been an increase in the estimated service potential of an asset which in turn increases the recoverable amount. However, the reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years.

A cash generating unit, or groups of cash-generating units, to which goodwill has been allocated is tested for impairment annually at the same time, irrespective of whether there is any indication of impairment. If an impairment loss is to be recognized, it is first allocated to reduce the carrying amount of any goodwill allocated to the cash generating unit (group of units), then to the other assets of the unit (group of units) pro rata on the basis of the carrying amount of each asset in the unit (group of units). Impairment losses relating to goodwill cannot be reversed in future periods for any reason.

An impairment loss of continuing operations or a reversal of such impairment loss is recognized in profit or loss.

(17) Provisions

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probably that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be

188

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

reimbursed, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

Provision for decommissioning, restoration and rehabilitation costs

The provision for decommissioning, restoration and rehabilitation costs arose on construction of a property, plant and equipment. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognized as part of the cost of that particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to the decommissioning liability. The unwinding of the discount is expensed as incurred and recognized as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.

Provision for warranties

A provision is recognized for expected warranty claims on products sold, based on past experience, management’s judgement and other known factors.

(18) Revenue recognition

The Group’s revenue arising from contracts with customers are primarily related to sale of goods and rendering of services. The accounting policies are explained as follows:

Sale of goods

The Group manufactures and sells machinery. Sales are recognized when control of the goods is transferred to the customer and the goods are delivered to the customers. The main product of the Group are computer peripherals, connectors, wires and other parts and revenue is recognized

189

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

based on the consideration stated in the contract.

The Group provides its customer with a warranty with the purchase of the products. The warranty provides assurance that the product will operate as expected by the customers. And the warranty is accounted in accordance with IAS 37.

The credit period of the Group’s sale of goods is from 60 to 120 days, while the term for wind energy sales is receiving three-month term acceptance after a period of three-month from delivery due to industry characteristics. For most of the contracts, when the Group transfers the goods to customers and has a right to an amount of consideration that is unconditional, these contracts are recognized as trade receivables. The Group usually collects the payments shortly after transfer of goods to customers; therefore, there is no significant financing component to the contract. For some of the contracts, the Group has transferred the goods to customers but does not has a right to an amount of consideration that is unconditional, these contacts should be presented as contract assets. Besides, in accordance with IFRS 9, the Group measures the loss allowance for a contract asset at an amount equal to the lifetime expected credit losses.

Rendering of services

The Group provides maintenance services for the sale of construction for solar photovoltaic power generation system. Such services are separately priced or negotiated and provided based on contract periods.

Most of the contractual considerations of the Group are collected evenly throughout the contract periods. When the Group has performed the services to customers but does not have a right to an amount of consideration that is unconditional, these contacts should be presented as contract assets. However, for some rendering of services contracts, part of the consideration was received from customers upon signing the contract, and the Group has the obligation to provide the services subsequently; accordingly, these amounts are recognized as contract liabilities.

The period between the transfers of contract liabilities to revenue is usually within one year, thus, no significant financing component has arisen.

190

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Construction revenues

Contract revenue is recognized within the scope that is likely to generate revenue and can be measured reliably, including the original amount of the contract signed, plus any changes related to the contract, claims for compensation and incentive payments, etc. When the construction contract meet the following critiria, the entity recognizes revenue over time. The customer simultaneously receives and consumes all of the benefits provided by the entity as the entity performs; the entity’s performance creates or enhances an asset that the customer controls as the asset is created; or the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. Contract assets are recognized when the service has been transferred to the customer but the right to unconditionally receive the consideration has not yet been granted. However, there are some contracts, because part of the consideration is collected from the customer when the contract is signed, and the company assumes the obligation to provide labor services in the future, so it is recognized as a contract liability.

Depending on the nature of the contract, the degree of completion is calculated as the proportion of contract costs incurred to date on completion of work to the estimated total contract costs. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to the extent of expected cost recovery and expected contract losses are recognized immediately in profit or loss.

(19) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

(20) Government grants

Government grants are recognized where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. Where the grant relates to an asset, it is recognized as deferred income and released to income in equal amounts over the expected useful life of the related asset. When the grant relates to an expense item, it is recognized as

191

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

income over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate.

Where the Group receives non-monetary grants, the asset and the grant are recorded gross at nominal amounts and released to the statement of comprehensive income over the expected useful life and pattern of consumption of the benefit of the underlying asset by equal annual installments. Where loans or similar assistance are provided by governments or related institutions with an interest rate below the current applicable market rate, the effect of this favorable interest is regarded as additional government grant.

(21) Post-employment benefits

All regular employees of the Company and its domestic subsidiaries are entitled to a pension plan that is managed by an independently administered pension fund committee. Fund assets are deposited under the committee’s name in the specific bank account and hence, not associated with the Company and its domestic subsidiaries. Therefore, fund assets are not included in the Group’s consolidated financial statements. Pension benefits for employees of the overseas subsidiaries and the branches are provided in accordance with the respective local regulations.

For the defined contribution plan, the Company and its domestic subsidiaries will make a monthly contribution of no less than 6% of the monthly wages of the employees subject to the plan. The Company recognizes expenses for the defined contribution plan in the period in which the contribution becomes due. Overseas subsidiaries and branches make contribution to the plan based on the requirements of local regulations.

Post-employment benefit plan that is classified as a defined benefit plan uses the Projected Unit Credit Method to measure its obligations and costs based on actuarial assumptions. Re-measurements, comprising of the effect of the actuarial gains and losses, the effect of the asset ceiling (excluding net interest) and the return on plan assets, excluding net interest, are recognized as other comprehensive income with a corresponding debit or credit to retained earnings in the period in which they occur. Past service costs are recognized in profit or loss on the earlier of:

192

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) the date of the plan amendment or curtailment, and

  • (b) the date that the Group recognizes restructuring-related costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset, both as determined at the start of the annual reporting period, taking account of any changes in the net defined benefit liability (asset) during the period as a result of contribution and benefit payment.

(22) Income taxes

Income tax expense (income) is the aggregate amount included in the determination of profit or loss for the period in respect of current tax and deferred tax.

Current income tax

Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Current income tax relating to items recognized in other comprehensive income or directly in equity is recognized in other comprehensive income or equity and not in profit or loss.

The income tax for undistributed earnings is recognized as income tax expense in the subsequent year when the distribution proposal is approved by the Shareholders’ meeting.

Deferred tax

Deferred tax is provided on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognized for all taxable temporary differences, except:

  • i. Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the

193

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

accounting profit nor taxable profit or loss

  • ii. In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

  • i. Where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss

  • ii. In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date. The measurement of deferred tax assets and deferred tax liabilities reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferred tax items are recognized in correlation to the underlying transaction either in other comprehensive income or directly in equity. Deferred tax assets are reassessed at each reporting date and are recognized accordingly.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current

194

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

(23) Business combinations and goodwill

Business combinations are accounted for using the acquisition method. The consideration transferred, the identifiable assets acquired, and liabilities assumed are measured at acquisition date fair value. For each business combination, the acquirer measures any non-controlling interest in the acquire either at fair value or at the non-controlling interest’s proportionate share of the acquirer’s identifiable net assets. Acquisition-related costs are accounted for as expenses in the periods in which the costs are incurred and are classified under administrative expenses.

When the Group acquires a business, it assesses the assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquire.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquire is remeasured to fair value at the acquisition date through profit or loss. Any contingent consideration to be transferred by the acquirer will be recognized at the acquisition-date fair value. Subsequent changes to the fair value of the contingent consideration, which is deemed to be an asset or liability, will be recognized in accordance with IFRS 9 Financial Instruments (before 1 January 2022: IAS 39 “Financial Instruments: Recognition and Measurement” either in profit or loss or as a change to other comprehensive income. However, if the contingent consideration is classified as equity, it should not be remeasured until it is finally settled within equity.

Goodwill is initially measured as the amount of the excess of the aggregate of the consideration transferred and the non-controlling interest over the net fair value of the identifiable assets acquired and the liabilities assumed. If this aggregate is lower than the fair value of the net assets acquired, the difference is recognized in profit or loss.

After initial recognition, goodwill is measured at cost less any accumulated

195

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

impairment losses. Goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Each unit or group of units to which the goodwill is so allocated represents the lowest level within the Group at which the goodwill is monitored for internal management purpose and is not larger than an operating segment before aggregation.

Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation. Goodwill disposed of in this circumstance is measured based on the relative recoverable amounts of the operation disposed of and the portion of the cash-generating unit retained.

5. Significant accounting judgments, estimates and assumptions

The preparation of the Group’s consolidated financial statements require management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumption and estimate could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

(1) Judgement

In the process of applying the Group’s accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the consolidated financial statements:

De facto control without a majority of the voting rights in investee

The Group does not have more than 50% of the voting rights and is the main shareholder in certain investees. After taking into consideration factors such as absolute size of the Group’s holding, relative size of the other shareholdings, how widely spread the remaining shareholders are, contractual arrangements between shareholders, potential voting rights, etc., the Group reached the conclusion that it has material influence but does not have de facto control over these investees. Please refer to Note 6

196

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(7) for further details.

(2) Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

(a) Fair value of financial instruments

Where the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be derived from active markets, they are determined using valuation techniques including the income approach (for example the discounted cash flow model) or market approach. Changes in assumptions about these factors could affect the reported fair value of the financial instruments. Please refer to Note 12 for more details. Pension benefits

The cost of post-employment benefit and the present value of the pension obligation under defined benefit pension plans are determined using actuarial valuations. An actuarial valuation involves making various assumptions. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Please refer to Note 6 for more details.

(b) Income tax

Uncertainties exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Group establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective counties in which it operates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in

197

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

the respective Group company's domicile.

Deferred tax assets are recognized for all carryforward of unused tax losses, tax credits and deductible temporary differences to the extent that it is probable that future taxable profit will be available or there are sufficient taxable temporary differences against which the unused tax losses, unused tax credits or deductible temporary differences can be utilized. The amount of deferred tax assets determined to be recognized is based upon the likely timing and the level of future taxable profits and taxable temporary differences together with future tax planning strategies.

(c) Accounts receivables–estimation of impairment loss

The Group estimates the impairment loss of accounts receivables at an amount equal to lifetime expected credit losses. The credit loss is the present value of the difference between the contractual cash flows that are due under the contract (carrying amount) and the cash flows that expects to receive (evaluate forward looking information). However, as the impact from the discounting of short-term receivables is not material, the credit loss is measured by the undiscounted cash flows. Where the actual future cash flows are lower than expected, a material impairment loss may arise. Please refer to Note 6 for more details.

(d) Inventories

Estimates of net realizable value of inventories take into consideration that inventories may be damaged, become wholly or partially obsolete, or their selling prices have declined. The estimates are based on the most reliable evidence available at the time the estimates are made. Please refer to Note 6 for more details.

198

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

6. Contents of significant accounts

(1) Cash and cash equivalents

Cash on hand
Demand deposits
Timedeposits
Total
As of 31 December As of 31 December
2022 2021
$7,148
5,101,609
-
$5,974
3,846,530
156,311
$5,108,757
$4,008,815
  • (2) Financial assets at fair value through profit or loss
Financial assets mandatorily at fair
value through profit or loss:
Stocks
Corporate bonds
Cross currency swaps
Forward exchange contracts
Embedded derivative-bonds
Total
Current
Non – current
Total
As of 31 December As of 31 December As of 31 December
2022 2021
$182,524
72,330
43,578
239
178
$190,378
57,168
-
403
2,333
$298,849 $250,282
$298,849
-
$247,949
2,333
$298,849 $250,282

Financial assets at fair value through profit or loss were not pledged.

  • (3) Notes receivables
Notes receivables arising from operating activities
Notes receivables arising from non-operating activities
Subtotal (total carrying amount)
Less: loss allowance
Total
As of 31 December As of 31 December
2022
$1,757,151
-
1,757,151
-
$1,757,151
2021

$724,820

-

724,820

-

$724,820

199

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Part of the Group’s notes receivable have been signed into with recourse contracts with financial institutions. Please refer to Note 12.

Notes receivables were not pledged.

The Group follows the requirement of IFRS 9 to assess the impairment. Please refer to Note 6(18) for more details on loss allowance and Note 12 for details on credit risk management.

(4) Trade receivables

Trade receivables
Trade receivables
Less:loss allowance
Subtotal
Trade receivables from related parties
Total
As of 31 December
2022
2021
$7,213,711
$5,970,535
(76,116)
(1,166)
7,137,595
5,969,369

-
-
$7,137,595
$5,969,369
2022
$7,213,711
(76,116)
7,137,595

-
$7,137,595

Trade receivables were not pledged.

Trade receivables are generally on 60-120 day terms, while the term for wind energy sales is receiving three-month term acceptance after a period of three-month from delivery due to industry characteristics. The total carrying amount are NT$7,213,711 thousand and NT$5,970,535 thousand as of 31 December 2022 and 2021. Please refer to Note 6(18) for more details on loss allowance of trade receivables for the years ended 31 December 2022 and 2021. (Please refer to Note 12 for more details on credit risk management.)

(5) Inventories

Inventories
Raw materials
Work in progress
Finished goods
Merchandise
Total
As of 31 December
2022 2021
$3,763,863
712,258
6,359,589
1,420,435
$12,256,145
$3,248,734
755,881
5,057,489
1,117,021
$10,179,125

200

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The inventory cost recognized as operating costs for the years ended 31 December 2022 and 2021 were NT$22,843,276 thousand and NT$19,121,511 thousand, respectively. The price reduction (gain from price recovery) of inventories related to cost of goods sold were NT$52,598 thousand and NT$(16,832) thousand.

Gain from price recovery of inventories was due to the sale of obsolete products and the net realized value recovery for the year ended 31 December 2021.

No inventories were pledged.

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

Equity instrument investments measured
at fair value through other
comprehensive income – Non-current
Unlisted companies’ stocks
As of 31 December As of 31 December
2022
$358,828
2021
$388,571

On 15 June 2022, the Group invested NT$50,000 thousand in Top Taiwan XIV Venture Capital Co., Ltd. which were reported under equity instrument investments measured at fair value through other comprehensive income during the period.

On 25 April 2022, the Group invested NT$8,918 thousand in Katalyst Interactive Inc. which were reported under equity instrument investments measured at fair value through other comprehensive income during the period.

On 20 June 2022, the paid-in capital returned from capital reduction of Top Taiwan Venture Capital Co., Ltd. and Top Taiwan VII Venture Capital Co., Ltd. amounted to NT$11,250 thousand and NT$4,439 thousand, respectively.

In the second quarter of 2021, the Group disposed NT$7,530 thousand in Gongwin Biopharm Holdings Co., Ltd., which were reported under equity instrument investments measured at fair value through other

201

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

comprehensive income during the period. Upon derecognition, the fair value of the investments was NT$20,832 thousand, and the cumulative disposal gain of NT$13,302 thousand was transferred from other components of equity to retained earnings.

On 26 January 2021, the Group disposed of the unlisted stocks in Japan SINBON Electronics Co., Ltd., which were reported under equity instrument investments measured at fair value through other comprehensive income during the period. Upon derecognition, the fair value of the investments was NT$1,510 thousand, and the cumulative disposal loss of NT$556 thousand was transferred from other components of equity to retained earnings.

The paid-in capital returned as a result of liquidating Top Taiwan III Venture Capital Co., Ltd. in the third quarter of 2021 amounted to NT$777 thousand and the unrealized disposal loss of NT$4,914 thousand was transferred from other components of equity to retained earnings.

On 29 April 2020, Top Taiwan II Venture Capital Co., Ltd., was liquidated. On 22 October 2021, the paid-in capital returned from the liquidation in the amount of NT$471 thousand was received and the unrealized disposal loss of NT$5,979 thousand was transferred from other components of equity to retained earnings

On 23 April 2021, the Group invested NT$75,000 thousand in SINTOP Energy I Corp. which were reported under equity instrument investments measured at fair value through other comprehensive income during the period.

On 9 July 2021, the paid-in capital returned from capital reduction of Top Taiwan VII Venture Capital Co., Ltd. amount was NT$2,499 thousand.

Financial assets at fair value through other comprehensive income were not pledged.

202

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(7) Investments accounted for using the equity method

The following table lists the investments accounted for using the equity method of the Group:

method of the Group:
Investees
Investments in associates:
Listed company
Argocy Research Inc.
Unlisted companies
Sardines Wisdom Technology
Co., Ltd.
Total
As of 31 December
2022
Carrying
amount
Percentage
of
ownership
(%)
$778,315
20.11%
-
26.64%
$778,315
2021
Carrying
amount
$778,315
-
$778,315
Carrying
amount
$784,175
-
$784,175
Percentage
of
ownership
(%)
20.12%
26.64%

Because Sardines Wisdom Technology Co., Ltd. (Sardines Wisdom) suffered losses and the Group didn’t intend to support Sardines Wisdom, the Group reduced the book value of the investment in Sardines Wisdom to zero through recognizing loss.

On the first quarter of 2022, the Group disposed of 0.2% interest in Argosy Research Inc. The cash consideration amounted to NT$22,519 thousand and the Group recognized gain on disposal of investment in the amount of NT$15,068 thousand. The cumulative gain of disposal amounting to NT$374 thousand was transferred from other components of equity to retained earnings and paid-in capital and exchange differences on translation of foreign operations in the amount of NT$1,927 thousand and NT$(20) thousand was transferred to the profit and loss according to the disposal ratio. Therefore, the Group's ownership interest in Argosy Research Inc. was decreased from 20.12% to 19.92%

203

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Argocy Research Inc., which is held by the Group, bought back 1,000,000 treasury shares in the third quarter of 2022, and transferred the repurchased 154,000 shares to employees in the fourth quarter of 2022. Therefore, the shareholding ratio of Argocy Research Inc. increased from 19.92% to 20.11%, and the recognized capital reserve change was NT$1,577 thousand.

In 2021, the Group disposed of 0.29% interest in Argocy Research Inc. The cash consideration amounted to NT$32,196 thousand and the Group recognized gain on disposal of investment in the amount of NT$22,046 thousand. The cumulative disposal gain of NT$472 thousand was transferred from other components of equity to retained earnings and paid-in capital and exchange differences on translation of foreign operations in the amount of NT$2,415 thousand and NT$(30) was transferred to the profit and loss according to the disposal ratio.

On 20 May 2020, Top Taiwan IV Venture Capital Co., Ltd., was liquidated. On 27 September 2021, the paid-in capital returned from the liquidation in the amount of NT$5,886 thousand was received and the Group has recognized gain on disposal of investment in the amount of NT$315 thousand.

Although the Group holds 20.11% of the voting rights of Argocy Research Inc., the decisions related to its activities must be approved by the majority of the voting rights of the relevant shareholders' meeting. In this case, it shows that the Group does not have the actual ability to unilaterally lead the relevant activities. Accordingly, the Group has no control but only significant influence over Argocy Research Inc.

Fair value of the investment in the associate when there is a quoted market price for the investment: Argocy Research Inc. is a listed entity on the Taipei Exchange (TPEx). The fair value of the investment in Argocy Research Inc. was NT$1,435,660 thousand and NT$2,446,976 thousand as of 31 December 2022 and 31 December 2021, respectively.

The Group’s investments in Argocy Research Inc. and Sardines Wisdom Technology Co., Ltd. are not individually material. The aggregate financial information of the Group’s share of its associates is as follows:

204

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Profit or loss from continuing operations
Other comprehensive income (post-tax)
Total comprehensive income
For the years ended
31 December
For the years ended
31 December
2022
$122,148
(19,731)
$102,417
2021
$130,470
53,842
$184,312

The associates had no contingent liabilities capital commitments and pledged as of 31 December 2022 and 31 December 2021.

Our audit, insofar as it related to the investments accounted for under the equity method amounting to NT$778,315 thousand and NT$784,175 thousand as of 31 December 2022 and 2021; the related shares of investment income from the associates and joint ventures amounted to NT$122,148 thousand and NT$130,470 thousand for the years ended 31 December 2022 and 2021, respectively; and the related shares of other comprehensive income from the associates and joint ventures amounted to NT$(19,731) thousand and NT$53,842 thousand for the years ended 31 December 2022 and 2021, respectively; are based solely on the reports of other independent accountants.

(8) Property, plant and equipment

Cost: Land
$215,174
24,853
-
(182)
-
$239,845
Buildings
$2,208,012

58,905
(726)
20,181
96,817
$2,383,189
Machinery
and
equipment
$1,468,996
220,764
(21,022)
35,287
26,183
$1,730,208
Office
equipment
$209,626
24,941
(9,755)
4,767
(1,533)
$228,046
Transportation
equipment
$31,638
2,602
-
687
1,629

$36,556
Other
equipment
$522,427
73,066
(26,102)
8,352
17,945
Leasehold
improvements
$123,606
376
(378)
467
-

$124,071
Construction
in progress
and
equipment
pending
examination
$32,219
67,152
-
280
(39,402)
$60,249
Total
$4,811,698

472,659
(57,983)
69,839
101,639
As of 1 January 2022
Additions
Disposals
Exchange differences
Other changes
As of 31 December 2022
$595,688
$5,397,852

205

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

As of 1 January 2021
Additions
Disposals
Exchange differences
Other changes
As of 31 December 2021
Depreciation and
impairment:
Land
$171,952
43,759
-
(537)
-
$215,174
$ -
-
-
-
-
$ -
$ -
-
-
-
-
$ -
$239,845
$215,174
Buildings
$2,207,045
50,598
(48,037)
(18,749)
17,155
$2,208,012
$824,823
108,360
(621)
8,704
-
$941,266
$745,716
133,744
(48,022)
(6,615)
-
$824,823
$1,441,923
$1,383,189
Machinery
and
equipment
$1,267,574
234,827
(39,485)
(14,964)
21,044
$1,468,996
$739,710

149,903
(17,274)

16,269
-

$888,608
$657,850
119,289
(29,367)
(8,062)
-
$739,710
$841,600
$729,286
Office
equipment
$191,645
28,092
(8,764)
(3,490)
2,143
$209,626
$138,572

25,727
(9,246)

3,395
-

$158,448
$126,920
21,695
(7,496)
(2,547)
-
$138,572

$69,598
$71,054
Transportation
equipment
$32,264
1,399
(1,881)
(174)
30
$31,638
$21,314

3,857
-

494
-

$25,665
$19,609
3,516
(1,693)
(118)
-
$21,314

$10,891
$10,324
Other
equipment
$551,650
97,709
(141,941)
(1,666)
16,675
$522,427
$244,143

74,968
(9,067)

3,928
-

$313,972
$192,372
65,765
(13,179)
(815)
-
$244,143
$281,716
$278,284
Leasehold
improvements
$24,275
17,561
(1,467)
(126)
83,363
$123,606
$15,065
11,999
(378)
467
-
$27,153
$12,436
4,221
(1,467)
(125)
-
$15,065
$96,918
$108,541
Construction
in progress
and
equipment
pending
examination
$10,227
67,408
-
2,990
(48,406)
$32,219
$ -
-
-
-
-
$ -
$ -
-
-
-
-
$ -
$60,249
$32,219
Total
$4,456,632
541,353
(241,575)
(36,716)
92,004
$4,811,698
$1,983,627
374,814
(36,586)
33,257
-
As of 1 January 2022
Depreciation
Disposals
Exchange differences
Other changes
As of 31 December 2022
As of 1 January 2021
Depreciation
Disposals
Exchange differences
Other changes
As of 31 December 2021
Net carrying amount
as at:
$2,355,112
$1,754,903
348,230
(101,224)
(18,282)
-
$1,983,627
$3,042,740
31 December 2022
31 December 2021
$2,828,071

Property, plant and equipment was not pledged.

There is no capitalization of interest due to purchase of property, plant and equipment.

206

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Components of building that have different useful lives are the main building structure and air conditioning, which are depreciated over 50 years and 25 years, respectively.

  • (9) Other non-current assets
Other non-current assets

Prepayment for equipment
Long-term deferred charges
Refundable deposits
Other assets
Total
As of31 December
2022
$314,214
102,559
83,474
44,967
$545,214
2021
$273,899
95,907
50,459
21,440
$441,705

No other non-current assets were pledged.

  • (10) Short-term loans
Short-term loans
Unsecured bank loans
Interest rates applied
As of31 December
2022
2021
$3,457,685
$3,357,725
2022
2021
0.54%~5.57%
0.53%~3.90%
2022
$3,457,685
2022
0.54%~5.57%
$3,357,725
2021
0.53%~3.90%

The Group’s unused short-term lines of credits amounted to NT$8,801,078 thousand and NT$7,230,547 thousand as of 31 December 2022 and 2021, respectively.

  • (11) Financial liabilities at fair value through profit or loss
Held for trading:
Derivatives not designated as
hedging Instruments
Embedded derivative-bonds
Cross currency swaps
Total
Current
Non-current
Total
As of31 December
2022 2021

$ -

241
$241

$241

-
$241
$5,100
-
$5,100
$ -
5,100
$5,100

207

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(12) Other payables

ther payables
Salaries payable
Commissions payable
Professional service fees payable
Employee's compensation
Remuneration to directors and
superrisors
Dividend payable
Other payables-other
Total
As of31 December
2022
$699,310
159,302
56,794
42,425
31,639
20,814
873,642
$1,883,926
2021

$586,371

107,436

38,397

36,770

24,700

20,452

679,825
$1,493,951

(13) Bonds payable

onds payable
Liability component
Principal amount

Discounts on bonds payable
Subtotal
Less: current portion
Net
Embedded derivative
Equity component
As of31 December
2022 2021
$1,178,100
(56,171)

$1,014,400
(20,049)
1,121,929
(176,281)

994,351
-
$945,648
$994,351
$4,922
$(2,333)
$110,602
$112,157

A. Issuance of convertible bonds:

On 12 December 2022, the Company issued the eighth zero coupon unsecured convertible bonds. The terms of the convertible bonds were evaluated to include a liability component, embedded derivatives (a call option and a put option) and an equity component (an option for conversion into issuer’s ordinary shares). The terms of the bonds are as follows:

Issue amount: NT$1,000,000 thousand

Period: 12 December 2022 ~ 12 December 2025

208

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Redemption clauses:

  • a. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (13 March 2023) and prior to 40 days before the maturity date (2 November 2025), at the principal amount of the bonds with an interest calculated at the rate of 0% per annum (early redemption conversion price) if the closing price of the Company’s ordinary shares on the Taiwan Stock Exchange (TWSE) for a period of 30 consecutive trading days, is at least 130% of the conversion price.

  • b. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (13 March 2023) and prior to 40 days before the maturity date (2 November 2025), at the early redemption conversion price if at least 90% in principal amount of the bonds has already been exchanged, redeemed, purchased or cancelled.

  • c. The Company may redeem the bonds in cash, within 5 trading days after the base date of withdrawing the bonds as stated on the “Withdrawal of Convertible Bonds Notice”, at the par value if the bondholders do not reply to the share affair agency in writing before the base date.

Reversal clauses:

  • a. The bondholders have the right to require the Company to redeem all or any portion of the bonds, 40 days prior to 2 year anniversary (12 December 2024) of the issuance, at the principal amount of the bonds with an interest calculated at the rate of 0.5% per annum.

Terms of Exchange:

  • a. Underlying Securities: Common shares of the Company

  • b. Exchange Period: The bonds are exchangeable at any time on or after 13 March 2023 and prior to 12 December 2025 into common shares of the Company

  • c. Exchange Price and Adjustment: The exchange price was originally NT$286.5 per share. The exchange price will be subject to

209

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

adjustments upon the occurrence of certain events set out in the indenture.

In accordance with IFRS 9, said financial instrument is classified as an embedded derivative so the exercise price of the embedded put option is allocated to the liability component and equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component. The difference between the equity component and the book value was recognized in profit or loss. The difference between the liability component and the book value was recognized in “Share premium-warrants”.

The financial assets of convertible bonds are measured at amortized cost, fair value through profit or loss amounted to NT$5,100 thousand as of 31 December 2022.

  • B. On 15 December 2020, the Company issued the seventh zero coupon unsecured convertible bonds. The terms of the convertible bonds were evaluated to include a liability component, embedded derivatives (a call option and a put option) and an equity component (an option for conversion into issuer’s ordinary shares). The terms of the bonds are as follows:

Issue amount: NT$1,300,000 thousand

Period: 15 December 2020 ~ 15 December 2023

Redemption clauses:

  • a. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (16 March 2021) and prior to 40 days before the maturity date (5 November 2023), at the principal amount of the bonds with an interest calculated at the rate of 0% per annum (early redemption conversion price) if the closing price of the Company’s ordinary shares on the Taiwan Stock Exchange (TWSE) for a period of 30 consecutive trading days, is at least 130% of the conversion price.

  • b. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (16 March 2021) and prior to 40 days before the maturity date (5 November 2023), at the early

210

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

redemption conversion price if at least 90% in principal amount of the bonds has already been exchanged, redeemed, purchased or cancelled.

  • c. The Company may redeem the bonds in cash, within 5 trading days after the base date of withdrawing the bonds as stated on the “Withdrawal of Convertible Bonds Notice”, at the par value if the bondholders do not reply to the share affair agency in writing before the base date.

Reversal clauses:

  • a. The bondholders have the right to require the Company to redeem all or any portion of the bonds, 40 days prior to 2 year anniversary (15 December 2022) of the issuance, at the principal amount of the bonds with an interest calculated at the rate of 0.5% per annum.

Terms of Exchange:

  • a. Underlying Securities: Common shares of the Company

  • b. Exchange Period: The bonds are exchangeable at any time on or after 16 March 2021 and prior to 15 December 2023 into common shares of the Company.

  • c. Exchange Price and Adjustment: The exchange price was originally NT$203 per share. The exchange price will be subject to adjustments upon the occurrence of certain events set out in the indenture. On 31 December 2022 and 31 December 2021, the exchange prices were NT$192.7 and NT$197.7, respectively.

In accordance with IFRS 9, said financial instrument is classified as an embedded derivative so the exercise price of the embedded put option is allocated to the liability component and equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component.

The difference between the equity component and the book value was recognized in profit or loss. The difference between the liability component and the book value was recognized in “Share premium-warrants”.

211

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The financial assets of convertible bonds are measured at amortized cost, fair value through profit or loss amounted to NT$178 thousand and NT$2,333 thousand as of 31 December 2022 and 31 December 2021, respectively.

The convertible bonds that have already been converted were NT$1,121,900 thousand and NT$285,600 thousand as at 31 December 2022 and 31 December 2021, respectively.

(14)Long-term deferred revenue

(14) Long-term deferred revenue
Beginning balance
Amortization
Exchange differences
Ending balance
Deferred revenue - related to assets
For the years ended
31 December
2022
2021
$13,957
$14,378
(367)
(360)
248
(61)
$13,838
$13,957
As of 31 December
2022
$13,838
2021
$13,957

Government grants have been received for the purchase of certain items ofproperty, plant and equipment. There are no unfulfilled conditions or contingencies attached to these grants.

(15)Post-employment benefits

Defined contribution plan

The Company and its domestic subsidiaries adopt a defined contribution plan in accordance with the Labor Pension Act of the R.O.C. Under the Labor Pension Act, the Company and its domestic subsidiaries will make monthly contributions of no less than 6% of the employees’ monthly wages to the employees’ individual pension accounts. The Company and its domestic subsidiaries have made monthly contributions of 6% of each individual employee’s salaries or wages to employees’ pension accounts.

Subsidiaries located in the People’s Republic of China will contribute social welfare benefits based on a certain percentage of employees’ salaries or

212

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

wages to the employees’ individual pension accounts.

Pension benefits for employees of overseas subsidiaries and branches are provided in accordance with the local regulations.

Pension expenses under the defined contribution plan for the years ended 31 December 2022 and 2021 were NT$62,526 thousand and NT$60,074 thousand, respectively.

Defined benefits plan

The Company and its domestic subsidiaries adopt a defined benefit plan in accordance with the Labor Standards Act of the R.O.C. The pension benefits are disbursed based on the units of service years and the average salaries in the last month of the service year. Two units per year are awarded for the first 15 years of services while one unit per year is awarded after the completion of the 15th year. The total units shall not exceed 45 units. Under the Labor Standards Act, the Company and its domestic subsidiaries contribute an amount equivalent to 2% of the employees’ total salaries and wages on a monthly basis to the pension fund deposited at the Bank of Taiwan in the name of the administered pension fund committee. Before the end of each year, the Company and its domestic subsidiaries assess the balance in the designated labor pension fund. If the amount is inadequate to pay pensions calculated for workers retiring in the same year, the Company and its domestic subsidiaries will make up the difference in one appropriation before the end of March the following year.

The Ministry of Labor is in charge of establishing and implementing the fund utilization plan in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund. The pension fund is invested in-house or under discretionary accounts, based on a passive-aggressive investment strategy for long-term profitability. The Ministry of Labor establishes checks and risk management mechanism based on the assessment of risk factors including market risk, credit risk and liquidity risk, in order to maintain adequate manager flexibility to achieve targeted return without over-exposure of risk. With regard to utilization of the pension fund, the minimum earnings in the annual distributions on the final financial statement shall not be less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. Treasury Funds can be used to cover the deficits after the approval of the competent authority. As the Company does not participate in the operation and management of the pension fund, no disclosure on the fair value of the plan assets categorized in different classes could be made in accordance with paragraph 142 of IAS 19. The Group

213

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

expects to contribute NT$9,600 thousand to its defined benefit plan during the 12 months beginning after 31 December 2022.

The weighted average duration of the defined benefits obligation was 10.5 years as of 31 December 2022.

Pension costs recognized in profit or loss are as follows:

Current service costs
Net interest on the net defined benefit liabilities
(assets)
Total
For the years ended
31 December
For the years ended
31 December
2022 2021
$687
408
$797
601
$1,095 $1,398

Reconciliations of liabilities (assets) of the defined benefit obligation and plan assets at fair value are as follows:


Defined benefit obligation
Plan assets at fair value
Net defined benefit liabilities
Less: current portion
Net defined benefit liabilities, noncurrent
As of
31 Dec. 2022
31 Dec. 2021
1 Jan. 2021
$134,168
(80,576)
$140,221
(72,660)
$138,096
(65,131)
53,592
(91)
67,561
-
72,965
-
$53,501 $67,561 $72,965

Reconciliation of liabilities (assets) of the defined benefit plan are as follows:

follows:
As of 1 January 2021
Current service cost
Interest expense (income)
Subtotal
As of
Defined benefit
obligation

Plan assets at
fair value
Net defined
benefit
liabilities
$138,096
797
1,174
$(65,131)
-
(573)
$72,965
797
601
140,067 (65,704) 74,363

214

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Remeasurements of the defined benefit liabilities
/assets:
Actuarial gains and losses arising from changes in
financial assumptions
Experience adjustments
Remeasurements of the defined benefit assets
Subtotal
Payments of benefit obligation
Contributions by employer
As of 31 December 2021
Current period service costs
Interest expense (income)
Subtotal
Remeasurements of the defined benefit liabilities
/assets:
Actuarial gains and losses arising from changes in
financial assumptions
Experience adjustments
Remeasurements of the defined benefit assets
Subtotal
Payments of benefit obligation
Contributions by employer
As of 31 December 2022
As of
Defined benefit
obligation

Plan assets at
fair value
Net defined
benefit
liabilities
2,372
(1,584)
-
-
-
(610)
2,372
(1,584)
(610)
788 (610) 178
(634)
-
634
(6,980)
-
(6,980)
140,221
687
911
(72,660)
-
(503)
67,561
687
408
141,819 (73,163) 68,656

(6,073)
5,416
-
-
-
(5,207)
(6,073)
5,416
(5,207)
(657) (5,207) (5,864)
(6,994)
-
6,994
(9,200)
-
(9,200)
$134,168 $(80,576) $53,592

The principal assumptions used in determining the Company’s defined benefit plan are shown below:

Discount rate
Expected rate of salary increases
As of 31 December As of 31 December
2022 2021
0.85%
3.00%
0.65%
3.00%

215

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Sensitivity analysis for significant assumption are shown below:

Discount rate increase by 0.50%
Discount rate decrease by 0.50%
Future salary increase by 1.00%
Future salary decrease by 1.00%
For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December
2022 2021
Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease

Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease
$ -
5,028
10,101
-
$4,717
-
-
9,084
$ -
6,228
12,468
-
$5,810
-
-
11,098

The sensitivity analyses above are based on a change in a significant assumption (for example: change in discount rate or future salary), keeping all other assumptions constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another.

There was no change in the methods and assumptions used in preparing the sensitivity analyses compared to the previous period.

(16)Equities

(a) Common stock

The Company’s authorized capital was NT$4,500,000 thousand as of 31 December 2022 and 2021. The issued capital was NT$2,365,841 thousand and NT$2,333,770 thousand in a total of 236,584 thousand shares and 233,377 thousand shares, respectively. Each share has one voting right and a right to receive dividends.

The investors requested to convert the Company’s convertible bonds into common stocks in the amount of NT$42,981 thousand in a total of 4,298 thousand shares from 1 January 2022 to 31 December 2022, and 2,378 thousand shares had completed the registration process as of 31 December 2022. As the registration process has not been completed, the accumulated book value of certificate of entitlement to new shares from convertible bond amounted to NT$19,200 thousand in a total of 1,920 thousand shares as of 31 December 2022.

216

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

As of 1 January 2022, the accumulated book value of certificates of bond - to - stock conversion that had completed the registration process amounted to NT$8,290 thousand in a total of 829 thousand shares in the first quarter of 2022.

(b) Capital surplus

(b) Capital surplus
Additional paid-in capital
Treasury share transactions
Share of changes in net assets of associates
and joint ventures accounted for using the
equity method
Difference between consideration received
and carrying amount of interests in
subsidiaries acquired/disposed of
Increase through changes in ownership
interests in subsidiaries
Premium from merger
Share options
Total
As of 31 December
2022
$2,416,991
5,749
132,519
27,385
373,254
705
110,602
$3,067,205
2021
$1,543,555
5,749
132,869
22,183
373,254
705
112,157
$2,190,472

According to the Company Act, the capital reserve shall not be used except for making good the deficit of the company. When a company incurs no loss, it may distribute the capital reserves related to the income derived from the issuance of new shares at a premium or income from endowments received by the company. The distribution could be made in cash or in the form of dividend shares to its shareholders in proportion to the number of shares being held by each of them.

217

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(c) Retained earnings and dividend policies

According to the Company’s Articles of Incorporation, current year’s earnings, if any, shall be distributed in the following order:

  • a. Payment of all taxes and dues;

  • b. Offset prior years’ operation losses;

  • c. Set aside 10% as legal reserve;

  • d. Set aside or reverse special reserve in accordance with law and regulations;

  • e. The distribution of the remaining portion, if any, will be recommended by the Board of Directors and resolved in the shareholders’ meeting.

As the Company is undergoing a growth stage, the policy of dividend distribution should reflect its long-term financial planning. The Board of Directors shall make the distribution proposal annually and present it at the Shareholder’s meeting every year. The distribution of shareholders dividend shall be allocated cash dividends to be distributed may not be less than 10% of total dividends to be distributed.

According to the Company Act, the Company needs to set aside amount to legal reserve unless where such legal reserve amounts to the total paid-in capital. The legal reserve can be used to make good the deficit of the Company. When the Company incurs no loss, it may distribute the portion of legal serve which exceeds 25% of the paid-in capital by issuing new shares or by cash in proportion to the number of shares being held by each of the shareholders.

When the Company distributing distributable earnings, it shall set aside to special reserve, an amount equal to “other net deductions from shareholders” equity for the current fiscal year, provided that if the company has already set aside special reserve according to the requirements for the adoption of IFRS, it shall set aside supplemental special reserve based on the difference between the amount already set aside and other net deductions from shareholders’ equity. For any subsequent reversal of other net deductions from shareholders’ equity, the amount reversed may be distributed from the special

218

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

reserve.

The FSC on 31 March 2021 issued Order No. Financial-SupervisorySecurities-Corporate-1090150022, which sets out the following provisions for compliance:

On a public company's first-time adoption of the IFRS, for any unrealized revaluation gains and cumulative translation adjustments (gains) recorded to shareholders’ equity that the company elects to transfer to retained earnings by application of the exemption under IFRS 1, the company shall set aside special reserve. For any subsequent use, disposal or reclassification of related assets, the Company can reverse the special reserve by the proportion of the special reserve first appropriated and distribute it.

The Company did not reverse any special reserve as a result of use, disposal or reclassification of related assets during the years ended 31 December 2022 and 2021.

Details of the 2022 and 2021 earnings distribution and dividends per share as approved and resolved by the Board of Directors’ meeting and shareholders’ meeting on 9 March 2023 and 30 May 2022, respectively, are as follows:


Common stock -cash dividend
Legal reserve
Special reserve
Appropriation of earnings Appropriation of earnings Dividendper share(NT$) Dividendper share(NT$)
2022 2021 2022 2021
$2,030,999
288,562
(111,279)
$1,640,858
233,305
(17,754)
$8.5 $7.0

Please refer to Note 6(20) for details on employees’ compensation and remuneration to directors and supervisors.

219

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(d) Non-controlling interests

Non-controlling interests
Beginning balance
Gains attributable to non-controlling interests
Other comprehensive income, attributable to
non-controlling interests, net of tax:
Exchange differences resulting from
translating the financial statements of
foreign operations
Unrealized gains or losses measured at fair
value through other comprehensive
income
Disposal of the shares of the subsidiary
Dividend distribution of the subsidiary
Acquisition of new shares in a subsidiary not in
proportionate to ownership interest
Acquisition of the shares of the subsidiary
Ending balance
For the years ended
31 December
2022 2021
$777,634
142,477
9,655
(3,789)
-
(66,678)
-
(19,734)
$839,565
$613,345
156,327
(2,809)
3,458
8,747
(49,270)
28,325
19,511
$777,634

(17)Operating revenue

(17) Operating revenue
For the years ended
31 December
2022 2021
Revenue from contracts with customers
Sale of goods $29,772,576 $24,971,208
Construction revenues 162,981 -
Other operating revenue 639,243 559,498
Total $30,574,800 $25,530,706

Analysis of revenue from contracts with customers for the years ended 31 December 2022 and 2021 are as follows:

220

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(1) Disaggregation of revenue

For the year ended 31 December 2022

Green Industrial Medical Automotive&
Energy Application
Health
Aviation Communication Total
Sale of $7,866,165 $8,027,907 $2,725,386 $4,204,699 $6,948,419 $29,772,576
goods
Construction 162,981 -
-
- - 162,981
revenues
Other 168,893 172,366
58,516
90,279 149,189 639,243
operating
revenues
Total $8,198,039 $8,200,273
$2,783,902
$4,294,978 $7,097,608 $30,574,800
Timing of
revenue
recognition:
At a point $8,035,058 $8,200,273 $2,783,902 $4,294,978 $7,097,608 $30,411,819
in time
Over time 162,981 -
-
- - 162,981
Total $8,198,039 $8,200,273
$2,783,902
$4,294,978 $7,097,608 $30,574,800
For the year ended 31 December 2021
Green Industrial Medical Automotive&
Energy Application Health Aviation Communication Total
Sale of $5,909,886 $6,756,823 $2,401,456 $2,906,210 $6,944,237 $24,918,612
goods
Other 145,169 165,973 58,989 71,387 170,576 612,094
operating
revenues
Total $6,055,055 $6,922,796 $2,460,445 $2,977,597 $7,114,813 $25,530,706
Timing of
revenue
recognition:
At a point $6,055,055 $6,922,796 $2,460,445 $2,977,597 $7,114,813 $25,530,706
in time
Over - - - - - -
time
Total $6,055,055 $6,922,796 $2,460,445 $2,977,597 $7,114,813 $25,530,706

221

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(2) Contract balances

Contract liabilities – current

Sales of goods
Construction
revenues
Total
As of
31 Dec. 2022 31 Dec. 2021 1 Jan. 2021
$4,725,055

255,641
$2,825,473

-
$1,677,711
-
$4,980,696 $2,825,473
$1,677,711

For the years ended 31 December 2022 and 2021, contract liabilities increase as the consideration received from customers did not satisfy its performance obligations.

(3) Transaction price allocated to unsatisfied performance obligations

As of December 31, 2022, the Group's total transaction price apportioned to unsatisfied performance obligations is NT$3,690,717 thousand. The Group will gradually recognize the revenue with the completion of these projects, which are expected to be completed in the next 4 years.

(4) Assets recognized from costs to fulfil a contract

None.

  • (18) Expected credit losses
Expected credit losses
Operation expense- Expected credit losses
Trade receivables
For the years ended
31 December
2022 2021
$76,385 $1,790

Please refer to Note 12 for more details on credit risk.

The Group considers the grouping of trade receivables (including note receivables and trade receivables) by counterparties’ credit rating, by geographical region and by industry sector and its loss allowance is measured by using a provision matrix. The assessment of the Group’s loss allowance as of 31 December 2022 and 2021 are as follows:

222

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

As at 31 December 2022

Group 1
Not yet
due
Gross carrying
amount
$249,997
Loss rate
6%
Lifetime expected
credit losses
(13,939)
Carrying amount of
trade receivables
$236,058
Group 2
Not yet
due
(Note)
Gross carrying
amount
$7,812,661
Loss rate
-%
Lifetime expected
credit losses
-
Carrying amount of
trade receivables
$7,812,661
As at 31 December 2021
Not yet
due
(Note)
Gross carrying
amount
$6,345,759
Loss rate
-%
Lifetime expected
credit losses
-
Carrying amount of
trade receivables
$6,345,759
Overdue
Total
<=30
days
31-60
days
61-90
days
91-120
days
>=121 days

$55,452

12%
(6,625)

$48,827

$3,468

12%
(410)

$3,058

$37,841

12%
(4,519)

$33,322
Overdue

$192,567

15%
(28,278)

$164,289

$84,967

25%

$624,292
(21,179) (74,950)

$63,788

$549,342

Total
<=30
days
31-60
days
61-90
days
91-120
days
>=121 days

$417,178

-%

-

$417,178

$83,152

-%

-

$83,152

$19,106

-%

-

$19,106
Overdue

$2,356

-%

-

$2,356

$12,117

5%-100%

$8,346,570

(1,166)
(1,166)

$10,951

$8,345,404

Total
<=30
days
31-60
days
61-90
days
91-120
days
>=121 days

$262,610

-%

-

$262,610

$65,833

-%

-

$65,833

$5,212

-%

-

$5,212

$1,202

-%

-

$1,202

$14,739

5%-100%

$6,695,355

(1,166)

(1,166)

$13,573

$6,694,189

Note: The Group’s note receivables are not overdue.

223

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The movement in the provision for impairment of note receivables and trade receivables during the 31 December 2022 and 2021 are as follows:

Balance, beginning of year
Write off
Addition/(reversal) for the current period
Exchange difference
Balance, end of year
For the years ended
31 December
For the years ended
31 December
2022
$1,166
(1,435)
76,385
-
$76,116
2021
$1,166
(1,790)
1,790
-
$1,116

(19) Leases

The Group is a lessee

The Group leases various properties, including real estate such as land and buildings, machinery and equipment, transportation equipment and office equipment. The lease terms range from 1 to 16 years.

The Group’s leases effect on the financial position, financial performance and cash flows are as follow:

  • A. Amounts recognized in the balance sheet

  • (a) Right-of-use asset

The carrying amount of right-of-use assets

Land
Buildings
Machinery and equipment
Transportation equipment
Total
As of 31 December As of 31 December
2022 2021
$57,746
323,566

27,292

24,004
$58,360
357,036
30,609
15,988
$432,608 $461,993

During the years ended 31 December 2022 and 2021, the Group’s

additions to right-of-use assets amounting to NT$67,622 thousand and NT$201,829 thousand.

224

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(b) Lease liabilities

Lease liabilities
Current
Non-Current
Total
As of 31 December As of 31 December
2022 2021
$99,449
268,921
$93,555
307,261
$368,370 $400,816

Please refer to Note 6(21)(d) for the interest on lease liabilities recognized during the years ended 31 December 2022 and 2021. Refer to Note 12 (5) liquidity risk management for the maturity analysis for lease liabilities as of 31 December 2022 and 2021.

B. Amounts recognized in the statements of comprehensive income

Depreciation charge for right-of-use assets

Land
Buildings
Machinery and equipment
Transportation equipment
Total
For the years ended
31 December
For the years ended
31 December
2022 2021
$1,651
81,020
6,045
11,332
$1,096
79,661
5,070
10,201
$100,048 $96,028

C. Income and costs relating to leasing activities

The expenses relating to short-term
leases
For the years ended
31 December
For the years ended
31 December
2022 2021
$41,802 $29,212

D. Cash outflow related to lessee and lease activity

During the years ended 31 December 2022 and 2021, the Group’s total cash outflows for leases amounting to NT$147,643 thousand and NT$161,762 thousand.

225

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (20) Summary statement of employee benefits, depreciation and amortization expenses by function for the years ended 31 December 2022 and 2021:
For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December
2022 2021
Operating
costs
Operating
expenses
Total Operating
costs
Operating
expenses
Total
Employee benefits expense
Salaries $2,040,579 $1,906,111 $3,946,690 $1,981,114 $1,642,666 $3,623,780
Labor and health insurance 230,510 225,204 455,714 177,994 194,889 372,883
Pension 26,863 36,757 63,620 26,311 35,161 61,472
Other employee benefits
expense
165,156 105,415 270,571 136,538 91,636 228,174
Depreciation 282,981 191,881 474,862 248,996 195,262 444,258
Amortization 16,468 34,725 51,193 12,553 27,361 $39,914

According to the Articles of Incorporation, 1% to 15% of profit of thecurrent year is distributable as employees’ compensation and no higher than 3% of profit of the current year is distributable as remuneration to directors and supervisors. However, the company's accumulated losses shall have been covered. The Company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, have the profit distributable as employees’ compensation in the form of shares or in cash; and in addition thereto a report of such distribution is submitted to the shareholders’ meeting. Information on the Board of Directors’ resolution regarding the employees’ compensation and remuneration to directors and supervisors can be obtained from the “Market Observation Post System” on the website of the TWSE.

Based on profit of 31 December 2022, the Company estimated the amounts of the employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2022 to be 1.01% and 0.68% of profit, respectively. The employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2022 amount to NT$35,000 thousand and NT$23,500 thousand respectively, recognized as employee benefits expense.

226

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

A resolution was passed at the Board of Directors meeting held on 9 March 2022 to distribute NT$35,000 thousand and NT$23,500 thousand in cash as employees’ compensation and remuneration to directors and supervisors of 2022, respectively. Differences between the estimated amount and the actual distribution of the employee compensation and remuneration to directors and supervisors for the year ended 31 December 2022 are recognized in profit or loss of the subsequent year in 2023.

The employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2021 amount to NT$30,000 thousand and NT$21,000 thousand, respectively. No material differences exist between the recognized amount and the actual distribution of the employee bonuses and remuneration to directors and supervisors for the year ended 31 December 2021.

  • (21) Non-operating income and expenses

(a)Interest income

nterest income
Bank deposit interest For theyears ended 31 December
2022
$25,082
2021
$12,707

(b)Other income

Other income
Sample income
Dividend income
Others
Total
For theyears ended 31 December
2022
$95,715
46,251
40,351
$182,317
2021
$65,037
16,559
135,354
$216,950

227

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(c)Other gains and losses

Other gains and losses
For theyears ended 31 December
2022
2021
Foreign exchange gains (losses), net
$261,435
$(112,029)
Gains on disposal of investments
15,068
22,361
Gains on disposal of property, plant and
equipment
595
9,767
Gains of financial asset at fair value
through profit or loss (Note1)
32,268
50,536
(Losses) gains of financial liabilities at fair
value through profit or loss (Note2)
(83)
24,897
Other expense
(38,504)
(35,872)
Total
$270,779
$(40,340)
For theyears ended 31 December
2022 2021
$(112,029)
22,361
9,767
50,536
24,897
(35,872)
$270,779 $(40,340)

Note:

  1. Balances were arising from financial assets mandatorily measured at fair value through profit or loss, including valuation adjustment, dividend income, interest income and exchange gains and losses etc.

  2. Balances were arising from held for trading financial liabilities, including valuation adjustment, interest expense and exchange gains and losses etc.

(d)Finance costs

Finance costs
Interest on loans from bank
Interest on bonds payable
Interest on lease liabilities
Total
For theyears ended 31 December
2022 2021
$67,074
8,435
8,801
$53,709
16,625
8,612
$84,310 $78,946
  • (22) Components of other comprehensive income

228

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2022:

Not to be reclassified to profit or loss in subsequent
periods:
Remeasurements of defined benefit plans
Unrealized gains (losses) from equity instruments
investments measured at fair value through
other comprehensive income
Share of other comprehensive income (loss) of
associates and joint ventures which will not be
reclassified subsequently to profit or loss
To be reclassified to profit or loss in subsequent
periods:
Exchange differences resulting from translating
the financial statements of a foreign operation
Share of other comprehensive income (loss) of
associates and joint ventures which may be
reclassified subsequently to profit or loss
Total of other comprehensive income
Arising during
theperiod
Reclassification
adjustments
during the
period
Other
comprehensiv
e income,
before tax
Income tax
relating to
components of
other
comprehensiv
e income

Other
comprehensiv
e income, net
of tax
$5,864
(73,068)

(21,090)

259,682
1,359
$ -
-
-
-
-
$5,864
(73,068)
(21,090)
259,682
1,359
$(1,173)
-
-
(49,384)
-
$4,691
(73,068)
(21,090)
210,298
1,359
$172,747 $ - $172,747 $(50,557) $122,190

For the year ended 31 December 2021

Not to be reclassified to profit or loss in subsequent
periods:
Remeasurements of defined benefit plans
Unrealized gains (losses) from equity instruments
investments measured at fair value through
other comprehensive income
Share of other comprehensive income (loss) of
associates and joint ventures which will not be
reclassified subsequently to profit or loss
To be reclassified to profit or loss in subsequent
periods:
Exchange differences resulting from translating
the financial statements of a foreign operation
Share of other comprehensive income (loss) of
associates and joint ventures which may be
reclassified subsequently to profit or loss
Total of other comprehensive income
Arising during
theperiod
Reclassification
adjustments
during the
period
Other
comprehensiv
e income,
before tax
Income tax
relating to
components of
other
comprehensiv
e income

Other
comprehensiv
e income, net
of tax
$(178)
28,401
54,053

(77,543)
(211)
$ -
-
-
-
-
$(178)
28,401
54,053
(77,543)
(211)
$36
-
-
15,249
-
$(142)
28,401
54,053
(62,294)
(211)
$4,522 $ - $4,522 $15,285 $19,807

229

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(23)Income tax

Income tax expense recognized in profit or loss

Income tax expense recognized in profit or loss
Current income tax expense:
Current income tax charge
Adjustments in respect of current income tax
of prior periods
Deferred tax expense:
Deferred tax expense relating to origination
and reversal of temporary differences
Adjustments of prior year’s deferred income
tax
Total income tax expense
For the years ended
31 December
2022
$666,829
17,759
134,692
155
$819,435
2021
$522,290
(8,982)
96,235
(68,672)
$540,871

Income tax relating to components of other comprehensive income

Deferred tax expense (income):
Exchange differences on translation
of foreign operations
Remeasurements of defined benefit plans
Income tax relating to components of other
comprehensive income
For the years ended
31 December
For the years ended
31 December
2022
$49,384
1,173
$50,557
2021
$(15,249)
(36)
$(15,285)

230

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Income tax charged directly to equity

For the years ended For the years ended
31 December
2022 2021
Current income tax expense (income):
Realized losses from equity instruments
investment measured at fair value through
other comprehensive income $ - $(111)
A reconciliation between tax expense and the product of accounting profit
multiplied by applicable tax rates is as follows:
multiplied by applicable tax rates is as follows:
Accounting profit before tax from continuing operations
At the Company’s statutory income tax rate
Tax effect of revenues exempt from taxation
Tax effect of expenses not deductible for tax purposes
Tax effect of deferred tax assets/liabilities
Corporate income surtax on undistributed retained earnings
Tax effect of different tax rates for entities in other tax
regions
Adjustments in respect of deferred income tax of prior
periods
Adjustments in respect of current income tax of prior
periods
Others
Total income tax expense recognized in profit or loss
For the years ended
31 December
2022
$3,842,465
2021
$3,028,700
$776,750
(224,931)
11,132
360,007
20,651
(44,333)
155
17,759
(97,755)
$819,435
$612,232
(194,165)
10,368
267,170
19,851
(24,177)
(68,672)
(8,982)
(72,754)
$540,871

231

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Deferred tax assets (liabilities) relate to the following:

For the year ended 31 December 2022

Temporary differences
Exchange differences on
translation of foreign
operations
Investments accounted for
using the equity method
Unrealized intragroup profits
and losses
Unrealized foreign exchange
gains or losses
Loss from price reduction of
inventories
Revaluations of financial
liabilities at fair value through
profit or loss
Remeasurements of defined
benefit plans
Non-current liability –
Defined benefit liability
Deferred income-government
grants
Accumulated losses
Loss allowance
Allowance for sales discounts
Convertible bonds
Depreciation
Royalty valuation
Deferred tax (income)
/expense
Net deferred tax assets
(liabilities)
Reflected in balance sheet as
follows:
Deferred tax assets
Deferred tax liabilities
Balance as of
1 January
$95,247
(211,126)
8,326
4,510
8,559
(19,698)
7,500
7,816
2,093
1,508
974
241
(2,244)
(9,511)
-
$(105,805)
$136,774
$242,579
Recognized in
profit or loss
$ -
(149,620)
22,894
(10,844)
4,474
(6,686)
-
(1,621)
(55)
(1,508)
14,314
(65)
245
(9,702)
3,327
$(134,847)
Recognized in
other
comprehensive
income
$(49,384)
-
-
-
-
-
(1,173)
-
-
-
-
-
-
-
-
$(50,557)
Exchange
differences
$ -
-
-
-
44
-
-
-
37
-
-
-
-
(154)
-
$(73)
Balance as of
31 December
$45,863
(360,746)
31,220
(6,334)
13,077
(26,384)
6,327
6,195
2,075
-
15,288
176
(1,999)
(19,367)
3,327
$(291,282)
$123,548
$414,830

232

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2021

Temporary differences
Exchange differences on
translation of foreign
operations
Investments accounted for
using the equity method
Unrealized intragroup profits
and losses
Unrealized foreign exchange
gains or losses
Loss from price reduction of
inventories
Revaluations of financial
liabilities at fair value through
profit or loss
Remeasurements of defined
benefit plans
Non-current liability –
Defined benefit liability
Deferred income-government
grants
Accumulated losses
Loss allowance
Allowance for sales discounts
Convertible bonds
Depreciation
Deferred tax (income)
/expense
Net deferred tax assets
(liabilities)
Reflected in balance sheet as
follows:
Deferred tax assets
Deferred tax liabilities
Balance as of
1 January
$79,998
(208,340)
18,434
909
12,195
(8,838)
7,464
8,095
2,157
891
974
267
(1,172)
(7,675)
$(94,641)
$131,384
$226,025
Recognized in
profit or loss
$ -
(3,886)
(10,108)
3,601
(3,626)
(10,860)
-
(279)
(54)
617
-
(26)
(1,072)
(1,870)
$(27,563)
Recognized in
other
comprehensive
income
$15,249
-
-
-
-
-
36
-
-
-
-
-
-
-
$15,285
Exchange
differences
$ -
1,100
-
-
(10)
-
-
-
(10)
-
-
-
-
34
$1,114
Balance as of
31 December
$95,247
(211,126)
8,326
4,510
8,559
(19,698)
7,500
7,816
2,093
1,508
974
241
(2,244)
(9,511)
$(105,805)
$136,774
$242,579

233

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Unrecognized deferred tax liabilities relating to the investment in subsidiaries

The Company shall recognize the relevant deferred income tax liabilities for the income tax payable that may arise when the undistributed surplus of a foreign subsidiary is remitted back, in accordance with the undistributed surplus expected to be allocated by the future subsidiary.

The assessment of income tax returns

As of 31 December 2022, assessment of the income tax returns of the Company and its subsidiaries is as follows:

The Company
Subsidiary- Kwan-Ze Corporation Ltd.
Subsidiary- T-CONN Precision Co., Ltd.
Subsidiary- Radbon Avionics Inc.
Subsidiary - SINTOP Energy Management
Co., Ltd.
Sub-subsidiary - ENMAGIC Renewable
Energy Co., Ltd.
The assessment of income tax returns
Assessed and approved up to 2020
Assessed and approved up to 2020
Assessed and approved up to 2020
Assessed and approved up to 2020
Assessed and approved up to 2020
Assessed and approved up to 2020

(24) Earnings per share

Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent entity by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent entity (after adjusting for interest on the convertible preference shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary

234

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

shares.

(a) Basic earnings per share
Profit attributable to ordinary equity holders of the
Company
Weighted average number of ordinary shares
outstanding for basic earnings per share (in
thousands)
Basic earnings per share (NT$)
(b) Diluted earnings per share
Profit attributable to ordinary equity holders of the
Company
Interest expense from convertible bonds
Profit attributable to ordinary equity holders of the
Company after dilution
Weighted average number of ordinary shares
outstanding for basic earnings per share (in
thousands)
Effect of dilution:
Employee compensation-stock (in thousands)
Convertible bonds (in thousands)
Weighted average number of ordinary shares
outstanding after dilution (in thousands)
Diluted earnings per share (NT$)
For the years ended
31 December
For the years ended
31 December
2022
$2,880,553
235,774
$12.22
$2,880,553
6,748
$2,887,301
235,774
127
7,145
243,046
$11.88
2021
$2,331,502
233,157
$10.00
$2,331,502
13,300
$2,344,802
233,157
106
6,046
239,309
$9.80

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and completion of the financial statements.

235

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(25) Change of Ownership of subsidiaries

Acquisition of new shares in a subsidiary not in proportionate to ownership interest

T-CONN Precision Co., Ltd.(T-CONN) issued new shares on 26 January 2021, however the Group did not purchase the new shares according to its shareholding percentage, consequently the ownership interest in T-CONN was reduced to 58.86%. The Group received additional cash from the issuance of new shares in the amount of NT$38,499 thousand. The following table is a schedule of interest disposed of by T-CONN including changes in non-controlling interests:

Additional cash received from the issuance of new
shares
Increase to non-controlling interests
Difference recognized in capital surplus or retained
earning within equity
Amount
$(38,499)
28,325
$(10,174)

7. Related party transactions

All transactions between the Group’s consolidated entities have been eliminated in preparing consolidated financial statements, for other significant transactions information, please refer to Note 13. There were no significant transactions with related parties from non-consolidated entities.

Key management personnel compensation

Short-term employee benefits
Post-employment benefits
Total
For the years ended
31 December
For the years ended
31 December
2022
$339,959
63,621
$403,580
2021
$256,001
61,472
$317,473

236

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

8. Assets pledged as security

None.

9. Commitments and contingencies

  • (a) The Company provided guarantees for subsidiaries’ financing to banks for the year ended 31 December 2022. Please refer to Note 13.(1)(b).

  • (b) As of 31 December 2022 and 2021, the Group was issued letters of guarantee by banks in the amount of NT$14,300 thousand and NT$11,000 thousand for importing goods, respectively.

  • (c) Amounts available under unused letters of credit are as follows:

Currency
USD
Carryingamount Carryingamount
2022.12.31
$300
2021.12.31
$300
  • (d) The Group approached the bank to provide product quality assurance commitments. As of the years ended 31 December 2022 and 2021, the assurance amount was NT$0 thousand and NT$8,681 thousand.

10. Losses due to major disasters

None.

11. Significant subsequent events

On 9 March 2023, the Group passed the resolution of the board of directors to transfer the production line, property, plant and equipment and inventory of the Miaoli E-BIKE assembly plant to the subsidiary T-CONN Precision Corporation for the expansion of its Miaoli plant to effectively integrate the group's resources and give full play to the group's comprehensive management benefits. The transaction price is about NT$115 million, and the transaction price is determined by referring to the appraisal report.

237

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

12. Financial instruments

(1) Categories of financial instruments

Financial assets
Financial assets at fair value through profit or loss:
Mandatorily measured at Fair value through profit
or loss
Financial assets at fair value through other
comprehensive income
Financial assets measured at amortized cost (Note1)
Total
Financial liabilities
Financial liabilities at amortized cost:
Short-term loans
Notes and accounts payable
Bonds payable (including current portion with
maturity less than 1 year)
Long-term loans (including current portion with
maturity less than 1 year)
Others payables
Lease liability
Subtotal
Financial liabilities at fair value through profit or loss:
Held for trading
Total
As of 31 December As of 31 December
2022
2021
$298,849
$250,282
358,828
388,571
14,342,630
10,989,424
$15,000,307
$11,628,277
As of 31 December
2021
$250,282
388,571
10,989,424
$11,628,277
2022 2021
$3,457,685
6,849,535
1,121,929
21,582
1,883,926
368,370
$3,357,725
6,140,647
994,351
312,000
1,493,951
400,816
13,703,027 12,699,490
5,100 241
$13,708,127 $12,699,731

Note:

  • 1.Including cash and cash equivalents, notes receivable, trade receivables and other receivables.

238

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(2) Financial risk management objectives and policies

The Group’s principal financial risk management objective is to manage the market risk, credit risk and liquidity risk related to its operating activates. The Group identifies measures and manages the aforementioned risks based on the Group’s policy and risk appetite.

The Group has established appropriate policies, procedures and internal controls for financial risk management. Before entering into significant transactions, due approval process by the Board of Directors and Audit Committee must be carried out based on related protocols and internal control procedures. The Group complies with its financial risk management policies at all times.

(3) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of the changes in market prices. Market prices comprise currency risk, interest rate risk and other price risk (such as equity risk).

In practice, it is rarely the case that a single risk variable will change independently from other risk variable, there are usually interdependencies between risk variables. However, the sensitivity analysis disclosed below does not take into account the interdependencies between risk variables.

Foreign currency risk

The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s operating activities (when revenue or expense are denominated in a different currency from the Group’s functional currency) and the Group’s net investments in foreign subsidiaries.

The Group has certain foreign currency receivables to be denominated in the same foreign currency with certain foreign currency payables, therefore natural hedge is received. The Group also uses forward contracts to hedge the foreign currency risk on certain items denominated in foreign currencies. Hedge accounting is not applied as they did not qualify for hedge accounting criteria. Furthermore, as net investments in foreign subsidiaries are for strategic purposes, they are not hedged by the Group.

239

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The foreign currency sensitivity analysis of the possible change in foreign exchange rates on the Group’s profit is performed on significant monetary items denominated in foreign currencies as at the end of the reporting period. The Group’s foreign currency risk is mainly related to the volatility in the exchange rates for USD and RMB.

Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s debt instrument investments at variable interest rates, bank borrowings with fixed interest rates and variable interest rates.

The interest rate sensitivity analysis is performed on items exposed to interest rate risk as at the end of the reporting period, including investments and borrowings with variable interest rates and interest rate swaps. At the reporting date, a change of 10 basis points of interest rate in a reporting period could cause the profit.

Pre-tax sensitivity analysis of changes in related risk factors for the years ended 31 December 2022 and 2021 are as follows:

For the year ended 31 December 2022

Main Risk
Foreign currency risk
Interest rate risk
Fluctuation
NTD/USD rate +/− 1%
NTD/RMB rate +/− 1%
NTD/EUR rate +/− 1%
Market rate +/− 10 basis
points
Sensitivity of
profit/loss
+/−$29,328
+/−$528
+/−$3,244
−/+$3,438
Sensitivity of
equity
+/−$(2,304)
+/−$952
-
-

240

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2021

Main Risk
Foreign currency risk
Interest rate risk
Fluctuation
NTD/USD rate +/− 1%
NTD/RMB rate +/− 1%
NTD/EUR rate +/− 1%
Market rate +/− 10 basis
points
Sensitivity of
profit/loss
+/−$29,702
+/−$989
+/−$2,335
−/+$3,670
Sensitivity of
equity
+/−$253
−/+$3,647
-

Equity price risk

The fair value of the Group’s listed and unlisted equity securities and conversion rights of the Euro-convertible bonds issued are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group’s listed and unlisted equity securities are classified under financial assets measured at fair value through profit or loss and financial assets measured at fair value through other comprehensive income, while conversion rights of the Euro-convertible bonds issued are classified as financial liabilities at fair value through profit or loss as it does not satisfy the definition of an equity component. The Group manages the equity price risk through diversification and placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Group’s senior management on a regular basis. The Group’s Board of Directors reviews and approves all equity investment decisions.

At the reporting date, a change of 10% in the price measured at fair value through profit or loss could increase/decrease the Group’s profit for the years ended 31 December 2022 and 2021 by NT$18,252 thousand and NT$19,038 thousand, respectively.

Please refer to Note 12(9) for sensitivity analysis information of other equity instruments or derivatives that are linked to such equity instruments whose fair value measurement is categorized under Level 3.

(4) Credit risk management

Credit risk is the risk that a counterparty will not meet its obligations under a contract, leading to a financial loss. The Group is exposed to credit risk from operating activities (primarily for accounts receivables and notes receivables) and from its financing activities, including bank deposits and other financial instruments.

241

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Credit risk is managed by each business unit subject to the Group’s established policy, procedures and control relating to credit risk management. Credit limits are established for all counter parties based on their financial position, rating from credit rating agencies, historical experience, prevailing economic condition and the Group’s internal rating criteria etc. Certain counter parties’ credit risk will also be managed by taking credit enhancing procedures, such as requesting for prepayment or insurance.

As of 31 December 2022 and 2021, amounts receivables from top ten customers represented 22% and 27% of the total accounts receivables of the Group, respectively. The credit concentration risk of other accounts receivables is insignificant.

Credit risk from balances with banks, fixed income securities and other financial instruments is managed by the Group’s treasury in accordance with the Group’s policy. The Group only transacts with counterparties approved by the internal control procedures, which are banks and financial institutions, companies and government entities with good credit rating. Consequently, there is no significant credit risk for these counter parties.

(5) Liquidity risk management

The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of cash and cash equivalents, highly liquid equity investments, bank borrowings, convertible bonds and finance leases. The table below summarizes the maturity profile of the Group’s financial liabilities based on the contractual undiscounted payments and contractual maturity. The payment amount includes the contractual interest. The undiscounted payment relating to borrowings with variable interest rates is extrapolated based on the estimated interest rate yield curve as of the end of the reporting period.

242

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Non-derivative financial liabilities

As of31 December2022
Loans
Account payables
Convertible bonds
Lease liabilities
As of 31 December 2021
Loans
Account payables
Convertible bonds
Lease liabilities
Less than 1year
$3,483,003
6,849,535
179,885
106,347
$3,678,041
6,140,647
-
102,573
2 to 3years
$17,337
-
1,010,025
138,500
$7,795
-
1,024,569
158,058
4 to 5years
$689
-
-
39,139
$3,812
-
-
52,676
> 5years
$ -
-
-
103,886
$ -
-
-
112,850
Total
$3,501,029
6,849,535
1,189,910
387,872
$3,689,648
6,140,647
1,024,569
426,157

Derivative financial liabilities

As of 31 December 2022 None

Less than 1 year 2 to 3 years 4 to 5 years > 5 years Total

As of 31 December 2021
Cross currency swaps
Net settlement – outflow $(241) $ - $ - $ - $(241)

The table above contains the undiscounted net cash flows of derivative liabilities instruments.

243

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (6) Reconciliation of liabilities from financing activities

Reconciliation of liabilities for the year ended 31 December 2022:

As of 1
January 2022
Cash flow
Non-cash change
Currency change
As of 31
December 2022
Short-term
loans
$3,357,725
99,960
-
$3,457,685
Long-term loan
(including maturity
within ayear)
$312,000
(290,418)
-
$21,582
Lease
liabilities
$400,816
(97,040)
65,594
$369,370
Deposits
received
$2
231
-
$233
Bonds payable
(including
maturity
within ayear)
$994,351
1,045,040
(917,462)
$1,121,929
Total liabilities
from financing
activities
$5,064,894
757,773
(851,868)
$4,970,799

Reconciliation of liabilities for the year ended 31 December 2021:

As of 1
January 2021
Cash flow
Non-cash change
Currency change
As of 31
December 2021
Short-term
loans
$3,061,501
296,224
-
$3,357,725
Long-term loan
(including maturity
within ayear)
$311,730
270
-
$312,000
Lease
liabilities
$318,572
(123,938)
206,182
$400,816
Deposits
received
$171
(169)
-
$2
Bonds payable
(including
maturity
within ayear)
$1,256,981
-
(262,630)
$994,351
Total liabilities
from financing
activities
$4,948,955
172,387
(56,448)
$5,064,894

(7) Fair values of financial instruments

  • (a) The methods and assumptions applied in determining the fair value of financial instruments:

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used by the Group to measure or disclose the fair values of financial assets and financial liabilities:

244

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • a. The carrying amount of cash and cash equivalents, accounts receivables, accounts payable and other current liabilities approximate their fair value due to their short maturities.

  • b. For financial assets and liabilities traded in an active market with standard terms and conditions, their fair value is determined based on market quotation price (including listed equity securities, beneficiary certificates, bonds and futures etc.) at the reporting date.

  • c. Fair value of equity instruments without market quotations (including private placement of listed equity securities, unquoted public company and private company equity securities) are estimated using the market method valuation techniques based on parameters such as prices based on market transactions of equity instruments of identical or comparable entities and other relevant information (for example, inputs such as discount for lack of marketability, P/E ratio of similar entities and Price-Book ratio of similar entities).

  • d. Fair value of debt instruments without market quotations, bank loans, bonds payable and other non-current liabilities are determined based on the counterparty prices or valuation method. The valuation method uses DCF method as a basis, and the assumptions such as the interest rate and discount rate are primarily based on relevant information of similar instrument (such as yield curves published by the Taipei Exchange, average prices for Fixed Rate Commercial Paper published by Reuters and credit risk, etc.)

  • d. The fair value of derivatives which are not options and without market quotations, is determined based on the counterparty prices or discounted cash flow analysis using interest rate yield curve for the contract period. Fair value of option-based derivative financial instruments is obtained using on the counterparty prices or appropriate option pricing model (for example, Black-Scholes

245

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

model) or other valuation method (for example, Monte Carlo Simulation).

  • (b) Fair value of financial instruments measured at amortized cost

The carrying amount of the Group’s financial assets and liabilities measured at amortized cost approximate their fair value.

  • (c) Fair value measurement hierarchy for financial instruments

Please refer to Note 12(9) for fair value measurement hierarchy for financial instruments of the Group.

  • (8) Derivative financial instruments

The related information for derivative financial instruments not qualified for hedge accounting and not yet settled as of 31 December 2022 and 2021 are as follows:

Cross currency swaps and forward exchange contracts

The Group entered into cross currency swaps and forward exchange contracts to manage its exposure to financial risk, but these contracts are not designated as hedging instruments. The table below lists the information related to cross currency swaps and forward exchange contracts:

Items
As of 31 December 2022
Cross currency swaps
Forward exchange
contracts
As of 31 December 2021
Cross currency swaps
Forward exchange
contracts
Notional Amount(in thousands)
USD
15,000
Sell USD
USD
1,380
USD
4,000
Sell USD
USD
2,780
Contract Period
11 February 2022 – 24 March 2023
9 November 2022 – 17 March 2024
26 November 2021–16 March 2022
13 January 2021 – 25 March 2022

246

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Embedded derivatives

The embedded derivatives arising from issuing convertible bonds have been separated from the host contract and carried at fair value through profit or loss. Please refer to Note 6(13) for further information on this transaction.

The counterparties for the derivatives transactions are well known domestic or overseas banks, as they have sound credit ratings, the credit risk is insignificant.

With regard to the forward exchange contracts, currency option contracts and cross currency swaps, as they have been entered into to hedge the foreign currency risk of net assets or net liabilities, and there will be corresponding cash inflow or outflows upon maturity and the Group has sufficient operating funds, the cash flow risk is insignificant.

  • (9) Fair value measurement hierarchy

  • (a) Fair value measurement hierarchy

All asset and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole. Level 1, 2 and 3 inputs are described as follows:

Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities that the entity can access at the measurement date

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

Level 3 – Unobservable inputs for the asset or liability

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Group determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization at the end of each reporting period.

247

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(b) Fair value measurement hierarchy of the Group’s assets and liabilities

The Group does not have assets that are measured at fair value on a non-recurring basis. Fair value measurement hierarchy of the Group’s assets and liabilities measured at fair value on a recurring basis is as follows:

As of 31 December 2022

As of 31 December 2022
Financial assets:
Financial assets at fair value through profit
or loss
Stocks
Corporate bonds
Forward exchange contracts
Cross currency swaps
Embedded derivative-bonds
Financial assets at fair value through other
comprehensive income
Equity instrument measured at fair value
through other comprehensive income
Financial liabilities:
Financial liabilities at fair value through
profit or loss
Embedded derivative-bonds
As at 31 December 2021
Financial assets:
Financial assets at fair value through profit
or loss
Stocks
Corporate bonds
Forward exchange contracts
Embedded derivative-bonds
Financial assets at fair value through other
comprehensive income
Equity instrument measured at fair value
through other comprehensive income
Financial liabilities:
Financial liabilities at fair value through
profit or loss
Cross currency swaps
Level 1
$182,524
72,330
-
-
-

-
$ -
Level 1
$190,378
57,168
-
-

-
$ -
Level 2
$ -
-
239
43,578
178
-
$5,100
Level 2
$ -
-
403
2,333
-
$241
Level 3
$ -
-
-
-
-
358,828
$ -
Level 3
$ -
-
-
-
388,571
$ -
Total
$182,524
72,330
239
43,578
178
358,828
$5,100
Total
$190,378
57,168
403
2,333
388,571
$241

248

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Transfers between Level 1 and Level 2 during the period

During the years ended 31 December 2022 and 2021, there were no transfers between Level 1 and Level 2 fair value measurements.

Reconciliation for fair value measurements in Level 3 of the fair value hierarchy for movements during the period is as follows:

hierarchy for movements during the period is as follows:
Beginning balances as of 1 January 2022
Total gains and losses recognized for the
year ended 31 December 2022:
Amount recognized in OCI (presented in
“Unrealized gains (losses) from equity
instruments investments measured at
fair value through other
comprehensive income)
The return of paid-in capital for capital
reduction
Acquisition
Effect of currency
Ending balances as of 31 December 2022
Beginning balances as of 1 January 2021
Total gains and losses recognized for the
year ended 31 December 2021:
Amount recognized in OCI (presented in
“Unrealized gains (losses) from equity
instruments investments measured at fair
value through other comprehensive income)
The return of paid-in capital for capital
reduction
Acquirement
Disposal
Effect of currency
Ending balances as of 31 December 2021
Assets
At fair value through
other comprehensive
income
Stocks
$388,571

(73,068)
(15,689)
58,918
96
$358,828
$275,737

41,790
(2,449)
75,000
(1,510)
3
$388,571

249

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Information on significant unobservable inputs to valuation

Description of significant unobservable inputs to valuation of recurring fair value measurements categorized within Level 3 of the fair value hierarchy is as follows:

As of 31 December 2022

Financial assets:
At fair value through
profit or loss
Stocks and others
Stocks and others
As
Financial assets:
At fair value through
profit or loss
Stocks and others
Stocks and others
Valuation
techniques
Significant
unobservable inputs

Quantitative
information

Relationship
between inputs and
fair value

Sensitivity of the input to
fair value
Market approach Discount for lack of
marketability
Option pricing
model
Fluctuation rate
of 31 December 2021
Valuation
techniques
Significant
unobservable inputs
30%
34.08%

Quantitative
information
The higher the
discount for lack of
marketability, the
lower the fair value
of the stocks
The higher the
fluctuation rate, the
higher the fair value
of the stocks

Relationship
between inputs and
fair value
10% increase (decrease) in
the discount for lack of
marketability would result
in increase (decrease) in the
Group’s profit or loss by
NT$ 35,298 thousand
10% increase (decrease) in
the fluctuation rate would
result in increase (decrease)
in the Group’s profit or loss
by NT$ 585 thousand

Sensitivity of the input to
fair value
Market approach
Option pricing
model
Discount for lack of
marketability
Fluctuation rate
30%
33.09%
The higher the
discount for lack of
marketability, the
lower the fair value
of the stocks
The higher the
fluctuation rate, the
higher the fair value
of the stocks
10% increase (decrease) in
the discount for lack of
marketability would result
in increase (decrease) in the
Group’s profit or loss by
NT$ 36,417 thousand
10% increase (decrease) in
the fluctuation rate would
result in increase (decrease)
in the Group’s profit or loss
by NT$ 2,440 thousand

250

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Valuation process used for fair value measurements categorized within

Level 3 of the fair value hierarchy

The Group’s Financial Department is responsible for validating the fair value measurements and ensuring that the results of the valuation are in line with market conditions, based on independent and reliable inputs which are consistent with other information, and represent exercisable prices. The Department analyses the movements in the values of assets and liabilities which are required to be re-measured or re-assessed as per the Group’s accounting policies at each reporting date.

  • (c) Fair value measurement hierarchy of the Group’s assets and liabilities not measured at fair value but for which the fair value is disclosed.
As of 31 December 2022
Financial assets not measured at fair
value but for which the fair value is
disclosed:
Investments accounted for using the
equity method (please refer to Note 6(7))
As of 31 December 2021
Financial assets not measured at fair
value but for which the fair value is
disclosed:
Investments accounted for using the
equity method (please refer to Note 6(7))
Level 1 Level 2 Level 3 Total
$1,435,660
Level 1
$ -
Level 2
$ -
Level 3
$1,435,660
Total
$2,446,976 $ - $ - $2,446,976

251

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (10) Significant assets and liabilities denominated in foreign currencies

Information regarding the significant assets and liabilities denominated in foreign currencies is listed below:

Financial assets
Monetaryitems:
USD
RMB
EUR
Financial liabilities
Monetaryitems:
USD
RMB
EUR
As of 31 December 2022
Foreign
exchange
rate
NTD
30.71
$5,067,986
4.42
4,075,694
32.71
612,674
30.71
2,365,565
4.42
3,927,727
32.71
288,309
As of 31 December 2021 31 December 2021
Foreign
currencies
$165,038
922,619
18,731
77,034
889,124
8,814
Foreign
exchange
rate
30.71
4.42
32.71
30.71
4.42
32.71
Foreign
currencies
$161,777
724,607
9,165
53,598
785,827
1,716
Foreign
exchange
rate
27.69
4.34
31.34
27.69
4.34
31.34
NTD
$4,479,595
3,145,230
287,222
1,484,118
3,410,964
53,762

The Group has a number of different functional currencies; therefore, we are unable to disclose the exchange loss and gain of monetary financial assets and financial liabilities under each foreign currency that has significant impact. The Group recognized NT$261,435 thousand and NT$ (112,029) thousand foreign exchange gains and (losses) for the years ended 31 December 2021 and 2022, respectively.

The above information is disclosed based on the carrying amount of foreign currency (after conversion to functional currency).

(11) Capital management

The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value. The Group manages its capital structure and makes adjustments to it, in light of changes in

252

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

economic conditions. To maintain or adjust the capital structure, the Group may adjust dividend payments to shareholders, return capital to shareholders or issue new shares.

  • (12) Transfer of financial assets information

Part of the Group's notes receivable have been signed into with recourse contracts with financial institutions. Yet the Group transferred the cash flow rights of such receivables, the company still bear the credit risk that notes receivable cannot be collected, which does not meet the derecognition of financial assets. The transaction related information is as follows:

As of 31 December 2022

As of 31 December 2022
Counterparty
Bank of Ningbo Jiangyin Branch
Agricultural Bank of China Jiangyin Economic
Development Zone Sub-branch
HSBC Bank (China) Shanghai Company Limited
BOCOM Anqing Tongcheng Branch
ICBC Anqing Tongcheng Branch
Branch Wuxi Jiangyin China Merchants Bank
Amount to be
transferred
$18,992
31,481
37,525
50,820
139,854
271,432
Amount have been
advancedNote
$18,992
31,481
37,525
50,820
139,854
271,432

As of 31 December 2021

As of 31 December 2021
Counterparty
ICBC Anqing Tongcheng Branch
Branch Wuxi Jiangyin China Merchants Bank
HSBC Bank (China) Shanghai Company Limited
Bank of Ningbo Jiangyin Branch
Amount to be
transferred
$164,280
52,855
22,575
20,870
Amount have been
advancedNote
$164,280
52,855
22,575
20,870

Note: Recorded in short-term loans

253

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

13. Other disclosure

  • (1) Information at significant transactions

  • (a) Financing provided to others for the year ended 31 December 2022: Please refer to Attachment 1.

  • (b) Endorsement/Guarantee provided to others for the year ended 31 December 2022: Please refer to Attachment 2.

  • (c) Securities held as of 31 December 2022: Please refer to Attachment 3.

  • (d) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the year ended 31 December 2022: None

  • (e) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the year ended 31 December 2022: None.

  • (f) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the year ended 31 December 2022: None.

  • (g) Related party transactions for purchases and sales amounts exceeding the lower of NT$100 million or 20 percent of the capital stock for the year ended 31 December 2022: Please refer to Attachment 4.

  • (h) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20 percent of the capital stock as of 31 December 2022: Please refer to Attachment 5.

  • (i) Financial instruments and derivative transactions: Please refer to Note 12 (8).

254

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (j) The business relationship, significant transactions and amounts between parent company and subsidiaries: Please refer to Attachment 6.

  • (2) Information on investees:

Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022, net income (loss) of investee company and investment income (loss) recognized as of 31 December 2022: Please refer to Attachment 7.

  • (3) Information on investments in mainland China

  • (a) Investment in Mainland China: Please refer to Attachment 8.

  • (b) Directly or indirectly significant transactions through third regions with the investees in Mainland China: Please refer to Attachment 2,4,5 and 6.

  • (4) Information of major shareholders

Shares
Shareholders
Total Shares
Owned
Ownership
Percentage
Investment Account of Small
Denomination World Funds Co. Ltd. in
custodyof Standard Chartered Bank
13,589,000 5.69%

14. Segment information

  • (1) For management purposes, the Group is organized into business units based on their products and services and has five reportable operating segments as follows:

  • (a) Green Energy: The segment focuses on the development, manufacturing and sales of cable assembly and control modules for green energy industries such as solar photovoltaic, wind power and offshore wind power.

255

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (b) Industrial Application: The segment focuses on the development, manufacturing and sales of industrial application products such as robot arm control cable assemblies, control cabinet cable assemblies and panel connection cables.

  • (c) Medical Health: This segment is responsible for the development, manufacture and sale of medical equipment cables such as electrocardiographs, oximeters and X-ray wiring harnesses.

  • (d) Automotive& Aviation: The segment focuses on the development, manufacturing and sales of electric vehicle charging guns and charging piles, automotive oxygen sensors and parking-related equipment cables.

  • (e) Communication: The segment focuses on the development, manufacturing and sales of communication related cables such as smart phones, smart wearable devices and VR /AR HMD devices.

Operating segments have been aggregated to be reported as aforementioned operating segments.

Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured based on accounting policies consistent with those in the consolidated financial statements. However, income taxes are managed on a group basis and are not allocated to operating segments.

Transfer prices between operating segment are on an arm’s length basis in a manner similar to transactions with third parties.

Information on profit or loss, assets and liabilities of the reportable segment for the year ended 31 December 2022 and 2021 were as of :

256

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2022

Revenue
External customer
Inter-segment
Total revenue
Segment profit
Green
Energy
$8,198,039
2,127,842
$10,325,881
$762,388
Industrial
Application
$8,200,273
2,128,422
$10,328,695
$1,238,570
Medical
Health
$2,783,902
722,576
$3,506,478
$566,053
Automotive
& Aviation
$4,294,978
1,114,783
$5,409,761
$522,325
Communication
$7,097,608
1,842,220
Reconciliation
and Eliminated
(Note)
$ -
(7,935,843)
$(7,935,843)
$ -
Total
$30,574,800
-
$8,939,828 $30,574,800
$753,129 $3,842,465

Note: Inter-segment revenues were eliminated when consolidated.

For the year ended 31 December 2021

Revenue
External customer
Inter-segment
Total revenue
Segment profit
Green
Energy
$6,055,055
1,532,703
$7,587,758
$694,721
Industrial
Application
$6,922,796
1,752,352
$8,675,148
$1,003,911
Medical
Health
$2,460,445
622,807
$3,083,252
$384,336
Automotive
& Aviation
$2,977,597
753,713
$3,731,310
$328,031
Communication
$7,114,813
1,800,957
$8,915,770
$617,701
Reconciliation
and Eliminated
(Note)
$ -
(6,462,532)
$(6,462,532)
$ -
Total
$25,530,706
-
$25,530,706
$3,028,700

Note: Inter-segment revenues were eliminated when consolidated.

Information on assets and liabilities of the Group’s operating segments as of 31 December 2022 and 2021:

257

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Segment assets:

31 December
2022
31 December
2021
Green
Energy
$12,386,765
$9,067,080
Industrial
Application
$12,390,142
$10,366,470
Medical
Health
$4,206,317
$3,684,369
Automotive&
Aviation
$6,489,465
$4,458,772
Communication
$10,724,078
$10,654,005
Reconciliation
and Eliminated
(Note)
$(13,219,384)
$(11,081,976)
Total
$32,977,383
$27,148,720

Segment liabilities:

31 December
2022
31 December
2021
Green
Energy
$5,819,217
$4,236,596
Industrial
Application
$5,820,803
$4,843,737
Medical
Health
$1,976,098
$1,721,523
Automotive&
Aviation
$3,048,706
$2,083,363
Communication
$5,038,098
$4,978,087
Reconciliation
and Eliminated
(Note)
$(2,198,603)
$(1,849,966)
Total
$19,504,319
$16,013,340

(2) Geographical information

  • i. Revenue from external customers:
Revenue from external customers:
Mainland China (Hong Kong)
United States
Taiwan
Other countries
Total
For theyears ended 31 December
2022 2021

$15,230,563
7,795,493
2,491,537
5,057,207

$12,504,279

5,338,758

1,872,357

5,815,312
$30,574,800
$25,530,706

The revenue information above is based on the location of the customers.

258

SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • ii. Non-current assets:
Non-current assets:
Mainland China
Taiwan
United States
Other
Total
As of 31 December
2022 2021
$2,162,987
2,680,333
119,972
359,383

$2,507,820

2,415,213

81,735

87,080
$5,322,675 $5,091,848
  • (3) Information about major customers
Client A For theyears ended 31 December For theyears ended 31 December
2022 2021
$3,665,491
$1,081,914

259

Attachment 1: Financing provided to others for the year ended 31 December 2022

No. Lender
(Note 1)
Counterparty Financial
statement
account
Related
Party
Maximum
balance for
the
period
Ending
balance
Actual
amount
provided
Interest
rate
Nature of
financing
Amount of sales
to
(purchases from)
counter-party
Reason for
short-term
financing
Allowance
for
doubtful
accounts
Collateral Collateral Limit of financing
amount
for individual
counter-party
(Note2)
Limit of total
financing
amount
(Note3)
Item Value
0 The
Company
SB Hungary Other
receivables
Y $95,953 $98,125 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,263,350 $5,053,400
0 The
Company
SB Ohio Other
receivables
Y $96,630 $92,124 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,263,350 $5,053,400
1 KSEM JSEM Other
receivables
Y $5,415 $5,301 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $5,937 $5,937
2 BJSB JSEM Other
receivables
Y $45,122 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $55,954 $55,954
2 BJSB XZEM Other
receivables
Y $45,122 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $55,954 $55,954
3 SB TongAn JSEM Other
receivables
Y $44,752 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn JSEM Other
receivables
Y $22,376 $22,088 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn XZEM Other
receivables
Y $44,752 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn JSEM Other
receivables
Y $64,904 $66,263 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn XZEM Other
receivables
Y $64,903 $66,262 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610

Note 1: The above transations were all made between consolidated entities in the Group and have been reversed.

Note 2: Financing limit for individual counterparty is 10% of the net worth of the financial report reviewed by the certified public accountants as of March 31, 2017. $2,207,135Í10%=$220,714

  • Note 2: Total financing limit for individual counterparty was set at 10% of the lender's net worth of the financial which were audited by independent accountants as of 31 December 2022. The Company: $12,633,499*10%=$1,263,350

Total financing limit for individual counterparty was set at 40% of the lender's net worth of the financial which were audited by independent accountants as of 31 December 2022. KSEM: $14,843*40%=$5,937

BJSB: $139,884*40%=$55,954

SB TongAn: $2,529,024*40%=$1,011,610

  • Note 3: Total financing limit was set at 40% of the lender's net worth of the financial report which were audited by independent accountants as of 31 December 2022. The Company: $12,633,499*40%=$5,053,400

KSEM: $14,843*40%=$5,937

BJSB: $139,88440%=$55,954 SB TongAn: $2,529,02440%=$1,011,610

Note 4: For short-term financing.

260

Attachment 2: Endorsement/Guarantee provided to others as of 31 December 2022

(Note 1)
No.
Endorsor/
Guarantor
Receiving party Receiving party Limit of
guarantee/endorsemen
t amount for receiving
party
(Note 3)
Maximum
balance for
the period
Ending
balance
Actual
amount
provided
Amount of
collateral
guarantee/
endorsemen
t
Percentage of
accumulated
guarantee amount to
net assets value
from the latest
financial statement
Limit of total
guarantee/
endorsement
amount
(Note 4)
Parent company's
guarantee/
endorsement
amount to
subsidiaries
(Note 5)
Subsidiaries'
guarantee/
endorsement
amount to parent
company
(Note 5)
Guarantee/
endorsement
amount to
company in
Mainland China
(Note 5)
Company name Releationship
(Note 2)
0 The Company SHSB 2 $5,053,400 $95,388 $76,770 $ - None 0.61% $12,633,499 Y N Y
0 The Company JYSB 2 $5,053,400 $1,821,727 $1,704,294 $521,265 None 13.49% $12,633,499 Y N Y
0 The Company TCSB 2 $5,053,400 $596,025 $574,017 $136,943 None 4.54% $12,633,499 Y N Y
0 The Company SZSB 2 $5,053,400 $16,105 $15,354 $ - None 0.12% $12,633,499 Y N Y
0 The Company SB Hungary 2 $5,053,400 $328,019 $319,007 $250,221 None 2.53% $12,633,499 Y N N
0 The Company SB Ohio 2 $5,053,400 $386,520 $368,496 $238,294 None 2.92% $12,633,499 Y N N
0 The Company SB USA 2 $5,053,400 $16,105 $15,354 $9,212 None 0.12% $12,633,499 Y N N
0 The Company Radbon 2 $3,790,050 $150,000 $150,000 $300 None 1.19% $12,633,499 Y N N
1 T-CONN T-CONN Zhongshan 2 $306,429 $189,120 $182,361 $ - None 23.80% $766,072 N N Y

Note 1: The Company and its subsidiaries are coded as follows:

  1. The Company is coded "0".

  2. The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

  3. Note 2: According to the "Guidelines Governing the Preparation of Financial Reports by Securities Issuers" issued by the R.O.C. Securities and Futures Bureau, receiving parties should be disclosed as one of the following:

  4. A company with which it does business.

  5. A company in which the public company directly and indirectly holds more than 50% of the voting shares.

  6. A company that directly and indirectly holds more than 50% of the voting shares in the public company.

  7. A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

  8. A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  9. A company that all capital contributing shareholders make endorsements/guarantees for their jointly invested company in proportion to their shareholding percentages.

  10. Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  11. Note 3: Limit of guarantee/endorsement amount for overseas subsidiary is 40% of the net worth of the financial report audited by the certified public accountants as of 31 December 2022. $12,633,499*40%=$5,053,400

  12. Limit of guarantee/endorsement amount for domestic subsidiaries is 30% of the net worth of the financial report of the company audited by the certified public accountants as of 31 December 2022. $12,633,499*30%=$3,790,050

  13. Limit of guarantee/endorsement amount for T-CONN Zhongshan is 40% of the net worth of the financial of T-CONN which were not audited by the certified public accountants as of 31 December 2022. $766,072*40%=$306,429

  14. Note 4: Limit of total guarantee/ endorsement amount is 100% of the net worth of the financial report audited by the certified public accountants as of 31 December 2022.

  15. Note 5: "Y" for the listed (OTC) parent company guarantees/endorses for subsidiary, subsidiary guarantees/endorses for the listed (OTC) parent company or guarantee/endorse for companies in Mainland China.

261

Attachment 3: Securities held as of 31 December 2022. (Excluding subsidiaries, associates and joint ventures)

Holding
Company
Type and name of securities Relationship
(Note 1)
Financial statement account As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 Note
Shares Carrying
amount
Percentage of
ownership (%)
Fair value
The Company Chengding Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
15,000,000 shares $106,503 11.10% $106,503 -
The Company Top Taiwan XIV Venture Capital CO., Ltd. Financial assets measured at fair value through other
comprehensive income- noncurrent
5,000,000 shares $37,099 2.30% $37,099 -
The Company Top Taiwan Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
4,875,000 shares 58,575 7.50% 58,575 -
The Company Dynahz Technologies - Financial assets measured at fair value through other
comprehensive income- noncurrent
2,771,670 shares 51,137 16.67% 51,137 -
Kwan-Ze Chengding Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
5,000,000 shares 35,469 3.70% 35,469 -
The Company Top Taiwan VII Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
443,878 shares 4,648 3.06% 4,648 -
Kwan-Ze Actmax Technologies Inc. - Financial assets measured at fair value through other
comprehensive income- noncurrent
- 4,767 19.00% 4,767 -
The Company VAN MOOF Global Holding BV - Financial assets measured at fair value through other
comprehensive income- noncurrent
780,000 shares 3,181 0.50% 3,181 -
T-CONN VAN MOOF Global Holding BV - Financial assets measured at fair value through other
comprehensive income- noncurrent
780,000 shares 3,181 0.50% 3,181 -
SINBON USA
L.L.C
Katalyst Interactive Inc Financial assets measured at fair value through other
comprehensive income- noncurrent
36,511shares 957 0.24% 957 -
SINBON USA
L.L.C
HOTWIRE Development LLC - Financial assets measured at fair value through other
comprehensive income- noncurrent
- 696 10.00% 696 -
The Company Bandrich, Inc. - Financial assets measured at fair value through other
comprehensive income- noncurrent
330,000 shares 145 1.62% 145 -
The Company SINTOP Energy Management Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
7,500,000 shares 52,470 15.00% 52,470
Subtotal $358,828
The Company Nextronics Engineering Corp. - Financial asset measured at fair value through profit or
loss–current
3,009,000 shares $180,841 9.29% $180,841 -
The Company Nextronics Engineering Corp.
Private placement unsecured conversion
bonds
- Financial asset measured at fair value through profit or
loss–current
600,000 shares 56,976 - 56,976 -
The Company Damon Motors Inc conversion bonds - Financial asset measured at fair value through profit or
loss–current
- 15,354 - 15,354 -
The Company Trutankless, Inc. - Financial asset measured at fair value through profit or
loss–current
25,000 shares - 0.26% - -
Kwan-Ze Nextronics Engineering Corp. - Financial asset measured at fair value through profit or
loss–current
28,000 shares 1,683 0.09% 1,683 -
Total $254,854

Note 1: Not required if the issuer of securities is not a related party.

262

Attachment 4: Related party transactions for purchases and sales exceeding the lower of NT$100 million or 20 percent of the capital stock as of 31 December 2022.

Related-party Counter-party Relationship Intercompany Transactions Intercompany Transactions Intercompany Transactions Intercompany Transactions Details of non-arm's
length transaction
Details of non-arm's
length transaction
Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Note
Purchases
(Sales)
Amount Percentage of total
consolidated purchase
(Sales)
Terms Unit price Terms Carrying amount Percentage of
total
consolidated
receivables
(payable)
The Company JYSB Subsidiary Purchase $2,858,714 43.55% Trading condition is the same
as other supplier
N/A N/A $(559,157) -42.05%
HKSB JYSB Associates Purchase $3,469,850 54.44% Trading condition is the same
as other supplier
N/A N/A $401,132 -33.77%
SB TongAn JSEM Associates Purchase $109,610 7.65% Trading condition is the same
as other supplier
N/A N/A $(30,565) -5.96%
JYSB SINBON USA Associates Purchase $346,509 3.77% Trading condition is the same
as other supplier
N/A N/A $(38,800) -1.46%
JYSB T-CONN Zhongshan Associates Purchase $128,891 1.40% Trading condition is the same
as other supplier
N/A N/A $(61,514) -2.31%
JSEM XZEM Associates Purchase $104,027 7.34% Trading condition is the same
as other supplier
N/A N/A $(9,487) -0.89%
T-CONN T-CONN Zhongshan Associates Purchase $444,120 35.00% Trading condition is the same
as other supplier
N/A N/A $(112,324) -42.00%

Attachment 5: Receivables from related parties with accounts exceeding the lower of NT$100 million or 20 percent of the capital stock as of 31 December 2022.

Related-party Counter-party Relationship Amount Average
collection
turnover
Overdue account receivable-related parties Overdue account receivable-related parties Collection in
subsequent
period
Allowance for
doubtful debts
Amount Processingmethod
JYSB The Company The Company $559,157 11.63 $ - - $116,101 $ -
JYSB HKSB Associates $401,132 24.27 $ - - $129,089 $ -
The Company T-CONN Associates $402,720 1.79 $ - - $20,927 $ -

263

Attachment 6: The business relationship, significant transactions and amounts between parent company and subsidiaries

No.
(Note 1)
Related-party Counterparty Relationship with
the Company
(Note 2)
Transactions Transactions Transactions Transactions
Account Amount Terms Percentage of consolidated
operating
revenues or consolidated total
assets(Note3)
0 The Company JYSB 1 Purchase $2,858,714 (Note 4) 9.35%
1 JYSB The Company 2 Sales $2,858,714 (Note 4) 9.35%
3 HKSB JYSB 3 Purchase $3,469,850 (Note 4) 11.35%
1 JYSB HKSB 3 Sales $3,469,850 (Note 4) 11.35%
4 SB TongAn JSEM 3 Purchase $109,610 (Note 4) 0.36%
5 JSEM SB TongAn 3 Sales $109,610 (Note 4) 0.36%
1 JYSB SINBON USA 3 Purchase $346,509 (Note 4) 1.13%
2 SINBON USA JYSB 3 Sales $346,509 (Note 4) 1.13%
1 JYSB T-CONN Zhongshan 3 Purchase $128,891 (Note 4) 0.42%
6 T-CONN Zhongshan JYSB 3 Sales $128,891 (Note 4) 0.42%
5 JSEM XZEM 3 Purchase $104,027 (Note 4) 0.34%
7 XZEM JSEM 3 Sales $104,027 (Note 4) 0.34%
8 T-CONN T-CONN Zhongshan 3 Purchase $444,120 (Note 4) 34.00%
6 T-CONN Zhongshan T-CONN 3 Sales $444,120 (Note 4) 34.00%
  • Note 1 : The Company is coded "0".The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

  • Note 2 : Transactions are categorized as follows:

  • The holding company to subsidiary.

  • Subsidiary to holding company.

  • Subsidiary to subsidiary.

  • Note 3 : The percentage with respect to the consolidated asset/liability for transactions of balance sheet items are based on each item's balance at period-end. For profit or loss items, interim cumulative balances are used as basis.

  • Note 4 : The sales price to the above related parties was determined through mutual agreement based on the market conditions.

264

Attachment 7: Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022 net income (loss) of investee company and investment income (loss) recognized for the year ended 31 December 2022: (Excluding investment in Mainland China)

Investor Investee company
(Note1)
Address Main businesses and products Initial Investment Initial Investment Investment as of 31 Dec Investment as of 31 Dec ember 2022 Net income (loss) of
investee company
Investment
income (loss)
recognized
Note
Ending balance Beginning balance Number of
shares
Percentage of
ownership
(%)
Book value (Note 1 )
The Company HKSB Hong Kong Manufacturing and selling a wide variety
of connectors, wires and cables.
HKD95,606,000 HKD95,606,000 - 100.00% $1,408,743 $960,019 $960,019 Subsidiary
$401,262 $401,262
The Company Kwan-Ze New Taipei City, Taiwan Holding company $235,600 $235,600 25,200,000 shares 100.00% $699,071 $121,494 $121,494 Subsidiary
The Company SB BVI British Virgin Islands Holding company USD45,021,000 USD45,021,000 - 100.00% $5,864,583 $1,085,556 $1,085,556 Subsidiary
$1,461,158 $1,461,158
The Company SINTOP New Taipei City, Taiwan Renewable energy investment
management consulting business
$6,804 $6,804 680,400 shares 53.57% $9,242 $4,291 $2,298 Subsidiary
The Company Argosy Technologies
Co., Ltd.
Hsinchu City,
Taiwan
Produce and sells a variety of electronic
components, computers and peripheral
equipment
$51,768 $51,768 3,174,598 shares 3.56% $145,064 $610,670 $21,598 Investee under the
equity method
The Company SINBON
USA
LLC
4265 Gibson Dr., Tipp City , OH 45371,
USA
Logistic center. USD8,979,000 USD5,679,000 - 100.00% $100,002 $(40,724) $(40,724) Subsidiary
$274,591 $176,403
The Company SINBON Europe
GmbH
Pfarrkirchen, Germany Logistic center. EUR5,209,000 EUR5,209,000 - 100.00% $4,753 $1,351 $1,351 Subsidiary
$185,241 $185,241
The Company Radbon Avionics Inc. Miaoli County, Taiwan Manufacturing and selling signal cables
and cabin wiring.
$33,000 $33,000 5,280,000 shares 55.00% $165,268 $105,930 $58,261 Subsidiary
The Company T-CONN Precision New Taipei City, Taiwan Manufacturing and selling a wide variety
of connectors, wires and cables.
$157,360 $157,360 20,107,286 shares 57.45% $437,831
$121,343 $74,102 Subsidiary
The Company SB Hungary Hungary Selling,Producting and Processing a wide
variety of connectors and cables.
EUR13,264,000 EUR12,264,000 - 100.00% $106,822 $(66,085) $(66,085) Subsidiary
$455,501 $424,026
T-CONN Precision S P L Mauritius Logistic center. $3,039 $3,039 100,000 shares 100.00% $ -
USD(145,000) $ - Subsidiary
$(4,527)
SB TongAn TWEM 1F., No. 15, Ln. 588, Guohua Rd., Miaoli
City, Miaoli County 36055, Taiwan
(R.O.C.)
Produce and sells a wide variety of
connectors and cables.
RMB10,405,000 RMB10,405,000 - 100.00% RMB9,865,000
RMB1,009,000 $ - Subsidiary
$45,000 $45,000 $43,581
$4,466
SINBON USA L.L.C SB Ohio 815 South Brown School Road Vandalia,
OH 45377, USA
Selling a wide variety of connectors and
cables.
USD5,654,000 USD2,704,000 - 100.00% USD2,809,000
USD(850,000) $ - Subsidiary
$86,280
$(25,341)
SINBON USA
L.L.C
Worldwide
Wire Harnesses
Co.,Ltd.
Samoa Logistic center. USD75,000 USD75,000 - 50.00% USD145,000
USD53,000 $ - Subsidiary
$4,477
$1,584

265

Attachment 7: Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022 net income (loss) of investee company and investment income (loss) recognized for the year ended 31 December 2022: (Excluding investment in Mainland China)

Investor Investee company
(Note1)
Address Main businesses and products Initial Investment Initial Investment Investment as of 31 Dece Investment as of 31 Dece mber 2022 Net income (loss) of
investee company
Investment
income (loss)
recognized
Note
Ending balance Beginning balance Number of
shares
Percentage of
ownership
(%)
Book value (Note 1 )
Kwan-Ze Argocy Research Inc. Hsinchu City,
Taiwan
Produce and sells a variety of electronic
components, computers and peripheral
equipment
$197,969 $197,969 14,771,152 shares 16.55% $633,251 $610,670 $ - Investee under the
equity method
Worldwide
Wire Harnesses
Co., Ltd.
STT U.S.A Tennessee Logistic center. USD140,000 USD140,000 - 100.00% USD41,000 USD53,000 $ - Subsidiary
$4,542 $4,542 $1,275 $1,584
Argocy Research
Inc.
Argosy Technology
Inc.(USA)
U.S.A Sell Multimedia related products, ODM
and OED
$30,347 $30,347 - 100.00% $ - $ - $ - Investee under the
equity method
Argocy Research
Inc.
Argosy International
B.V.
The Netherlands Leasing operations and sell ODM and
OED
$22,314 $22,314 - 100.00% $15,518 $203 $- Investee under the
equitymethod
Argocy Research
Inc.
Global Saber
Electronics Co., Ltd.
Mauritius Selling a wide variety of connectors and
cables.
$ - $ - - 100.00% $68,895 $(6,710) $ - Investee under the
equity method
Argocy Research
Inc.
ROTEC LIMITED British Virgin Islands Holding company $543,588 $543,588 - 88.04% $836,738 $8,275 $ - Investee under the
equity method
Global Saber
Electronics Co., Ltd
ROTEC LIMITED British Virgin Islands Holding company $72,918 $72,918 - 11.96% $113,669 $8,275 $ - Investee under the
equity method
  • Note 1: 1 "Investee company", "Address", "Main businesses and products", "Initial Investment" and "Investment as of 31 December 2022" shall be filled in appropriate fields according to the Company's reinvestment and the re-investment of the subsidiaries the Company directly or indirectly controls and indicate the relationship in the Notes.

  • 2 "Net income (loss) of investee company" shall be filled in net income (loss) of investee for the year ended 31 December 2022.

  • 3 "Investment income (loss) recognized" requires only the investment income (loss) from the direct investees of the the Company and the investment income (loss) from investees valued under the equity method, and ensure that when recognizing the subsidiary's

investment income (loss), the subsidiaries' re-investment income (loss) is included.

266

Attachment 8: Investment in Mainland China

Investee company Main Businesses and Products Total Amount of
Paid-in Capital
Method of Investment Accumulated
Outflow of
Investment from
Taiwan as of
1 January 2022
Investment Flows Investment Flows Accumulated Outflow
of Investment from
Taiwan as of
31 December 2022
Net income (loss)
of investee
company
Percentage of
Ownership
Investment income
(loss) recognized
Carrying Value as of
31 December 2022
Accumulated Inward
Remittance of
Earnings
as of
31 December 2022
Outflow Inflow
BJSB Manufacturing and selling a
wide variety of connectors,
wires and cables.
RMB 12,830,000 Directly investment in Mainland
China
USD 1,020,000
$30,719
$ - $ - USD 1,020,000
$30,719
RMB1,562,000
$6,913
85.53% RMB1,336,000
$5,913
Note 1
RMB31,666,000
$139,884
USD11,030,000
$351,623
JYSB Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 37,780,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 22,050,000
$705,108
$ - $ - USD 22,050,000
$705,108
USD33,024,000
$984,336
100% USD33,024,000
$984,336
Note 1
USD150,712,000
$4,628,068
USD39,976,000
$1,200,889
SHSB Selling a wide variety of
connectors, wires and cables.
USD 3,280,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,700,000
$55,358
$ - $ - USD 1,700,000
$55,358
USD756,000
$22,531
100% USD756,000
$22,531
Note 1
USD7,296,000
$227,114
USD2,887,000
$87,821
SZSB Selling a wide variety of
connectors, wires and cables.
USD 2,810,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 2,750,000
$83,385
$ - $ - USD 2,750,000
$83,385
USD861,000
$25,677
100% USD861,000
$25,677
Note 1
USD8,954,000
$274,948
RMB38,400,000
$157,642
TCSB Selling a wide variety of
connectors, wires and cables.
USD17,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 8,000,000
$248,003
$ - $ - USD 8,000,000
$248,003
USD6,481,000
$193,182
100% USD6,481,000
$193,182
Note 1
USD29,547,000
$907,329
USD196,000
$5,890
China Digital Library
Corp.Ltd.
Technology development of
computer software, transfer of
technology, advisory service
RMB 88,600,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 750,000 $ - $ - USD 750,000
$20,768
$ - 4.85% $ - $ - $ -
Argosy (Beijing)
Technologies Co.,
Ltd.
Selling a wide variety of
connectors, wires and cables.
RMB 5,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 76,000 $ - $ - USD 76,000
$2,104
$ - 12.00% $ - $ - $ -
Wu Xi S&D Manufacturing and selling new
flat panel displays.
USD 4,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,900,000
$61,823
$ - $ - USD 1,900,000
$61,823
$ - - $ - $ - $ -
Ning Bo Smart and
Diligent Co., Ltd.
Manufacturing and selling a
new Flat Panel Display.
USD 2,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,140,000
$37,025
$ - $ - USD 1,140,000
$37,025
$ - - $ - $ - $ -

267

Attachment 8: Investment in Mainland China

Investee company Main Businesses and Products Total Amount of
Paid-in Capital
Method of Investment Accumulated
Outflow of
Investment from
Taiwan as of
1 January 2022
Investment Flows Investment Flows Accumulated Outflow
of Investment from
Taiwan as of
31 December 2022
Net income (loss)
of investee
company
Percentage of
Ownership
Investment income
(loss) recognized
Carrying Value as of
31 December 2022
Accumulated Inward
Remittance of
Earnings
as of
31 December 2022
Outflow Inflow
JY Sinact Manufacturing and selling a
wide variety of electronic
materials.
USD 9,500,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 5,266,000
$164,599
$ - $ - USD 5,266,000
$164,599
$ - - $ - $ - $ -
Shang Hai Comtek
Electronics Trading
Co., ltd.
Selling a wide variety of
electronic materials.
USD 160,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 104,000
$3,302
$ - $ - USD 104,000
$3,302
$ - - $ - $ - $ -
Dong Guan CMK Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 1,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 645,000
$20,768
$ - $ - USD 645,000
$20,768
$ - - $ - $ - $ -
T-CONN Zhongshan Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 9,300,000 Directly investment in Mainland
China
USD 3,686,000
$117,529
$ - $ - USD 3,686,000
$117,529
$75,291 57.45% $43,255
Note 2
$352,251 $ -
BJSB TongAn Manufacturing and selling a
wide variety of connectors,
wires and cables.
RMB152,000,000 Directly investment in Mainland
China
USD 3,000,000
$89,134
$ - $ - USD 3,000,000
$89,134
$304,915 85.53% $263,550
Note 1
$2,162,814 $1,264,302
Upper Limit on Investment
Accumulated Investment in Mainland China as of
31 December 2022
Investment Amounts Authorized by
Investment Commission, MOEA
USD 52,087,000
USD 53,420,000
N/A(Note3)
Accumulated Investment in Mainland China as of
31 December 2022
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on Investment
USD 52,087,000 USD 53,420,000 N/A(Note3)

Note 1: Based on the financial statements certificated by the public accountant of the parent company in Taiwan.

Note 2: The financial statements were audited by other independent accountants.

Note 3: According to Order No. Jing-Shen-Zi-09704604680 issued by Ministry of Economic Affairs, R.O.C., the Company's investment in Mainland China is not limited to 60% of net worth or consolidated net worth specified by the Investment Commission.

268

  • V. Parent Company Only Financial Statements for the Years Ended December 31, 2022 and 2021 and Independent Auditors’ Report (Not including The Contents of Statements Of Major Accounting Items) :

Independent Auditors’ Report Translated from Chinese

To SINBON Electronics Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of SINBON Electronics Co., Ltd. (the “Company”) as of 31 December 2022 and 2021, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended 31 December 2022 and 2021, and notes to the parent company only financial statements, including the summary of significant accounting policies (together “the parent company only financial statements”).

In our opinion, based on our audits and the reports of other auditors (please refer to the Other Metter – Making Reference to the Audits of Component Auditors section of our report), the parent company only financial statements referred to above present fairly, in all material respects, the financial position of the Company as of 31 December 2022 and 2021, and its financial performance and cash flows for the years ended 31 December 2022 and 2021, in conformity with the requirements of 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 Parent Company Only 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 (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditors, we believe 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 2022 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

269

1. Valuation for inventories (Including inventories of the subsidiaries under the equity method)

The amount of inventories of the Company and its subsidiaries was significant to the financial statements. As the fluctuation in market demand and the fast-changing technology could cause losses of obsolete and slow-moving inventories, the assessment of the inventory write-downs require significant management judgement. We therefore determined this a key audit matter.

Our audit procedures included, but not limited to, understanding and testing the adequacy of accounting policy around obsolete and slow-moving inventories, evaluating stocktaking plan and selecting important storage locations to observe inventory counts to ensure inventory quantities and status; obtaining inventory aging schedule to test whether inbound and outbound records are accurate; re-calculating the unit cost of inventories; and evaluating and testing net realizable value adopted by management. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the parent company only financial statements.

2. Impairment of accounts receivable

As of 31 December 2022, gross accounts receivable and loss allowance by the Company amounted to NT$1,806,158 thousand and NT$1,166 thousand, respectively. Net accounts receivable accounted for 9% of total assets. Since the loss allowance of account receivables is measured by the expected credit loss for the duration of the account receivables, it is necessary to divide account receivables into groups in the process of measurement and analyze the application of related assumptions, including appropriate aging intervals and their respective loss rate. As the measurement of expected credit loss involves making judgment, analysis and estimates, and the result will affect the net account receivable, we therefore determined this a key audit matter.

Our audit procedures included, but not limited to, analyzing the appropriateness of the grouping of account receivables and confirming whether customers with significantly different credit loss types are grouped by similar risk characteristics. The Company is tested by provision matrix, including evaluating the appropriateness of the aging intervals and the accuracy of the basic data by reviewing the original certificates; testing the related statistics information of loss rate based on the rolling rate within one year, including the average loss rate and standard deviation; considering the reasonableness of the forward-looking information which takes into account loss rate, such as economic growth rate and unemployment rate; assessing whether such forward-looking information affected the loss rate. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the parent company only financial statements.

270

Other Matter– Making Reference to the Audits of Component Auditors

As explained in Note 6(6), we did not audit the financial statements of certain subsidiaries, associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the reports of other auditors. These subsidiaries, associates and joint ventures under equity method amounted to NT$2,711,169 thousand and NT$2,399,257 thousand, representing 13% and 14% of the total assets as of 31 December 2022 and 2021, respectively. The related shares of profits from the subsidiaries, associates and joint ventures under the equity method amounted to NT$1,122,405 thousand and NT$1,114,335 thousand, representing 33% and 41% of the income before tax for the years ended 31 December 2022 and 2021, respectively, and the related shares of other comprehensive (loss) income from the subsidiaries, associates and joint ventures under the equity method amounted to NT$(22,062) thousand and NT$59,102 thousand, representing (19)% and 309% of the comprehensive (loss) income for the years ended 31 December 2022 and 2021, respectively.

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

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the ability to continue as a going concern of the Company, 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 financial reporting process of the Company.

271

Auditor’s Responsibilities for the Audit of the Parent Company Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of 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 parent company only financial statements.

As part of an audit in accordance with the Standards on Auditing of 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 parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  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 internal control of the Company.

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

  5. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

272

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

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 2022 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Lo,Wen Chen

Chen, Ming Hung

Ernst & Young, Taiwan

9 March 2023

Notice to Readers

The accompanying parent company only financial statements are intended only to present the financial position, results of operations 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 parent company only financial statements are those generally accepted and applied in the Republic of China.

Accordingly, the accompanying parent company only financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

273

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets Notes As of 31 December As of 31 December
2022 2021
Current assets
Cash and cash equivalents
Financial assets at fair value through profit or loss, current
Notes receivable, net
Accounts receivable, net
Accounts receivable-related parties, net
Other receivables
Inventories
Other current assets
Total current assets
Non-current assets
Financial assets at fair value through profit or loss, noncurrent
Financial assets at fair value through other comprehensive income, noncurrent
Investments accounted for under the equity method
Property, plant and equipment
Right-of-use assets
Deferred tax assets
Other non-current assets
Total non-current assets
4,6(1)
4,6(2)
4,6(3)
4,6(3),7
7
4,6(4)
4,6(2)
4,6(5)
4,6(6)
4,6(7)
4,6(16),7
4,6(20)
4,6(8)
$2,075,527
296,927
19,887
1,311,592
493,400
167,334
3,142,369
299,257
$1,451,590
247,358
23,550
1,046,853
472,476
227,349
2,375,294
236,587
7,806,293 6,081,057
-
313,758
11,104,193
786,077
234,595
98,597
106,096
2,333
321,734
9,454,470
704,798
255,644
129,199
198,328
12,643,316 11,066,506

Total assets

$20,449,609

(continued)

$17,147,563

274

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity
Current liabilities
Short-term loans
Financial liabilities at fair value through profit or loss, current
Contract liabilities, current
Notes payable
Accounts payable
Accounts payable-related parties
Other payables
Current tax liabilities
Lease liabilities, current
Bonds payable, current portion
Long-term loans, current portion
Other current liabilities
Total current liabilities
Non-current liabilities
Financial liabilities at fair value through profit or loss, noncurrent
Bonds payable
Deferred tax liabilities
Lease liabilities, noncurrent
Net defined benefit obligation, noncurrent
Other non-current liabilities-others
Total non-current liabilities
Total liabilities
Equity
Capital
Common stock
Certificate of entitlement to new shares from convertible bond
Subtotal
Additional Paid-in Capital
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Subtotal
Other components of equity
Exchange differences on translation of foreign operations
Unrealized gains or losses measured at fair value
through other comprehensive income
Subtotal
Total equity
Total liabilities and equity
Notes As of 31 December As of 31 December
2022 2021
4,6(9)
4,6(10)
4,6(14)
7
7
4
4,6(16),7
4,6(11)
4,6(10)
4,6(11)
4,6(20)
4,6(16),7
4,6(12)
6(13)
6(13)
4
$1,516,620
-
2,165,366
462
718,639
610,531
751,525
204,008
49,212
176,281
-
35,319
$1,952,450
241
1,009,680
568
903,856
401,136
558,826
108,120
45,532
-
300,000
2,829
6,227,963 5,283,238
5,100
945,648
396,361
186,995
53,501
542
-
994,351
233,557
211,048
67,561
62
1,588,147 1,506,579
7,816,110 6,789,817
2,365,841
19,200
2,333,770
8,290
2,385,041 2,342,060
3,067,205 2,190,472
1,727,300
381,975
5,342,675
1,493,995
399,729
4,313,466
7,451,950 6,207,190
(359,257)
88,560
(561,279)
179,303
(270,697) (381,976)
12,633,499 10,357,746
$20,449,609 $17,147,563

(The accompanying notes are an integral part of the parent company only financial statements)

275

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

For the years ended 31 December 2022 and 2021

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

Operating revenues
Operating costs
Gross profit-net
Operating expenses
Sales and marketing expenses
General and administrative expenses
Research and development expenses
Subtotal
Operating income
Non-operating income and expenses
Interest revenue
Other income
Other gains and losses
Finance costs
Share of profit or loss of subsidiaries, associates and joint ventures
Subtotal
Income from continuing operations before income tax
Income tax expense
Net income
Other comprehensive income (loss)
Remeasurements of defined benefit plans
Unrealized gains on equity instruments measured at fair value
through other comprehensive income
Share of other comprehensive income of subsidiaries, associates
and joint ventures which will not be reclassified subsequently to profit or loss
Income tax related to items that will not be reclassified subsequently
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Share of other comprehensive (loss) income of subsidiaries, associates
and joint ventures which may be reclassified subsequently to profit or loss
Income tax related to items that may be reclassified subsequently
Total other comprehensive income, net of tax
Total comprehensive income
Earnings per share (NTD)
Earnings per share-basic
Earnings per share-diluted
Items that will not be reclassified subsequently to profit or loss
Notes For theyears ended 31 December For theyears ended 31 December
2022 2021
4,6(14),7
6(4.18),7
6(18),7
6(18),7
4,6(6)
4,6(20)
6(19)
4,6(21)
$7,691,998
(5,629,876)
$6,928,235
(5,242,802)
2,062,122 1,685,433
(695,083)
(601,218)
(294,748)
(466,789)
(445,417)
(280,860)
(1,591,049) (1,193,066)
471,073 492,367
6,366
284,863
190,854
(29,727)
2,481,420
853
190,263
22,540
(28,940)
2,063,726
2,933,776 2,248,442
3,404,849
(524,296)
2,740,809
(409,307)
2,880,553 2,331,502
5,864
(42,287)
(48,082)
(1,173)
247,131
4,255
(49,384)
(178)
9,387
69,609
36
(74,034)
(911)
15,249
116,324 19,158
$2,996,877 $2,350,660
$12.22 $10.00
$11.88 $9.80

(The accompanying notes are an integral part of the parent company only financial statements)

276

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Other changes in additional paid-in capital
Disposal of investments accounted for under the equity method
From differences between equity purchase price and carrying amount
arising from actual acquisition or disposal of subsidiaries
Changes in ownership interests in subsidiaries
Net income in 2021
Other comprehensive income, net of tax in 2021
Total comprehensive income
Proceeds from disposal of equity instruments at fair value through
other comprehensive income of associates and joint ventures
Proceeds from disposal of equity instruments at fair value through
other comprehensive income
Bonds converted to stock
Other changes in additional paid-in capital
Embedded conversion options derrived from convertible
Change in equity of associates and joint ventures accounted for
using equity method
Disposal of investments accounted for under the equity method
From differences between equity purchase price and carrying amount
arising from actual acquisition or disposal of subsidiaries
Net income in 2022
Other comprehensive income (loss), net of tax in 2022
Total comprehensive income (loss)
Bonds converted to stock
Balance as of 1 January 2021
Balance as of 31 December 2021
Balance as of 1 January 2022
Balance as of 31 December 2022
Appropriation and distribution of 2020 retained earnings
Legal reserve
Special reserve
Cash dividends
Appropriation and distribution of 2021 retained earnings
Legal reserve
Special reserve
Cash dividends
Capital Capital Additional
Paid-in
Capital
R etained earnings etained earnings Other components of equity Other components of equity Total Equity
Common
stock
Certificate of
entitlement
to new
shares from
convertible
bond
Legal Reserve Special
Reserve
Unappropriated
Earnings
Exchange
Differences
on Translation
of Foreign
Operations
Unrealized Gains
(Losses) on Equity
Instruments
Measured at Fair
Value Through
Other
Comprehensive
Income
$2,327,775 $ - $1,885,096
(2,415)
33,203
10,174
$1,280,774
213,221
$481,223
(81,494)
$3,579,649
(213,221)
(1,467,504)
81,494
472
2,331,502
(142)
$(501,613)
30
(59,696)
$101,884
(472)
78,996
$9,154,788
-
(1,467,504)
-
(2,385)
33,203
10,174
2,331,502
19,158
- - - - - 2,331,360 (59,696) 78,996 2,350,660
5,995 8,290 264,414 (748)
1,964
748
(1,853)
-
111
278,699
$2,333,770 $8,290 $2,190,472 $1,493,995 $399,729 $4,313,466 $(561,279) $179,303 $10,357,746
$2,333,770 $8,290 $2,190,472
90,910
1,577
(1,927)
5,202
$1,493,995
233,305
$399,729
(17,754)
$4,313,466
(233,305)
(1,640,858)
17,754
374
2,880,553
4,691
$(561,279)
20
202,002
$179,303
(374)
(90,369)
$10,357,746
-
(1,640,858)
-
90,910
1,577
(1,907)
5,202
2,880,553
116,324
- - - - - 2,885,244 202,002 (90,369) 2,996,877
32,071 10,910 780,971 823,952
$2,365,841 $19,200 $3,067,205 $1,727,300 $381,975 $5,342,675 $(359,257) $88,560 $12,633,499

(The accompanying notes are an integral part of the parent company only financial statements)

277

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese SINBON ELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Net income before tax
Adjustments to reconcile net income before tax to
net cash provided by (used in) operating activities:
Income and expense adjustments:
Depreciation
Amortization
Interest expense
Interest income
Dividend income
Share of profit of subsidiaries,associates and joint ventures
Gain on disposal of property, plant and equipment
Gain on disposal of investments
Gain of financial assets/liabilities at fair value through loss or profit
Changes in operating assets and liabilities:
Decrease (increase) in notes receivable
(Increase) decrease in accounts receivable
Decrease (increase) in other receivables
Increase in inventories, net
Increase in other current assets
(Decrease) increase in notes payable
Increase (decrease) in accounts payable
Increase in other payables
Increase in contract liability
Increase (decrease) in other current liabilities
Decrease in accrued pension liabilities
Cash generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash provided by operating activities
For theyears ended 31 December For theyears ended 31 December
2022
$3,404,849
135,103
13,768
29,727
(6,366)
(38,818)
(2,481,420)
(3,006)
-
(32,269)
3,663
(285,663)
60,015
(767,075)
(62,670)
(106)
24,178
189,879
1,155,686
32,490
(8,196)
1,363,769
6,366
38,818
(20,222)
(285,559)
1,103,172
2021
$2,740,809
106,264
10,139
28,940
(853)
(14,643)
(2,063,726)
(14,326)
(315)
(75,921)
(14,897)
75,272
(40,508)
(609,117)
(131,199)
177
(115,543)
99,363
428,185
(20,199)
(5,582)
382,320
853
14,643
(12,603)
(373,474)
11,739

(Continued)

278

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese

SINBON ELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS(Continued) For the years ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from investing activities:
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of investments accounted for under the equity method
Proceeds from disposal of investments accounted for under the equity method
Acquisition of financial assets at fair value through other comprehensive income
Proceeds from disposal of financial assets at fair value through other comprehensive income
Decrease in financial assets at fair value through other comprehensive income
Acquisition of financial assets at fair value through profit or loss, current
Proceeds from disposal of financial assets at fair value through profit or loss, current
Increase in other noncurrent assets
Dividends received
Net cash provided by investing activities
Cash flows from financing activities:
Cash payments for the principal portion of lease liability
(Decrease) increase in short-term loans
Proceeds from bonds issued
Decrease in long-term loans
Increase in deposits received
Cash dividends
Net cash used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
For theyears ended 31 December For theyears ended 31 December
2022
(67,480)
18,376
(129,663)
-
(50,000)
-
15,689
(16,143)
-
(38,903)
1,169,327
901,203
(49,473)
(435,830)
1,045,040
(300,000)
480
(1,640,858)
(1,380,641)
203
623,937
1,451,590
$2,075,527
2021
(115,800)
140,048
(50,994)
47,835
(75,000)
23,590
2,449
-
52,870
(209,303)
1,454,433
1,270,128
(47,046)
493,862
-
-
60
(1,467,504)
(1,020,628)
2,226
263,465
1,188,125
$1,451,590

(The accompanying notes are an integral part of the parent company only financial statements)

279

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

For the Years Ended 31 December 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

1. History and organization

SINBON Electronics Co., Ltd. (the “Company”) was incorporated in Republic of China (R.O.C) in December 1989. The main activities of the Company include manufacturing and selling computer peripherals, connectors, wires and other parts. The shares of the Company commenced trading on Taiwan’s Over-the-Counter Market in May 2001 and were listed on the Taiwan Stock Exchange in August 2002.

2. Date and procedures of authorization of financial statements for issue

The parent company only financial statements of the Company for the years ended 31 December 2022 and 2021 were authorized for issue by the Board of Directors on 9 March 2023.

3. Newly issued or revised standards and interpretations

  • (1) Changes in accounting policies resulting from applying for the first time certain standards and amendments

The Company applied for the first time International Financial Reporting Standards, International Accounting Standards, and Interpretations issued, revised or amended which are recognized by Financial Supervisory Commission (“FSC”) and become effective for annual periods beginning on or after 1 January 2022. The adoption of these new standards and amendments had no material impact on the Company.

  • (2) Standards or interpretations issued, revised or amended, by International Accounting Standards Board (“IASB”) which are endorsed by FSC, and not yet adopted by the Company as at the end of the reporting period are listed below.
Items New,Revised or Amended Standards and Interpretations Effective Date
issued byIASB
a Disclosure Initiative - Accounting Policies – Amendments to
IAS 1
1 January 2023
b Definition of AccountingEstimates – Amendments to IAS 8 1 January2023
c Deferred Tax related to Assets and Liabilities arising from a
Single Transaction – Amendments to IAS 12
1 January 2023

279

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (a) Disclosure Initiative - Accounting Policies – Amendments to IAS 1

The amendments improve accounting policy disclosures that to provide more useful information to investors and other primary users of the financial statements.

  • (b) Definition of Accounting Estimates – Amendments to IAS 8

The amendments introduce the definition of accounting estimates and include other amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors to help companies distinguish changes in accounting estimates from changes in accounting policies.

  • (c) Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

The amendments narrow the scope of the recognition exemption in paragraphs 15 and 24 of IAS 12 so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences.

The abovementioned standards and interpretations were issued by IASB and endorsed by FSC so that they are applicable for annual periods beginning on or after 1 January 2023. The new or amended standards and interpretations have no material impact on the Company.

  • (3) Standards or interpretations issued, revised or amended, by IASB which are not endorsed by FSC, and not yet adopted by the Company as at the end of the reporting period are listed below.
Items New, Revised or Amended Standards and Interpretations Effective Date
issued byIASB
a IFRS 10 “Consolidated Financial Statements” and IAS 28
“Investments in Associates and Joint Ventures” — Sale or
Contribution of Assets between an Investor and its
Associate or Joint Ventures
To be determined
by IASB
b IFRS 17 “Insurance Contracts” 1 January2023
c Classification of Liabilities as Current or Non-current –
Amendments to IAS 1
1 January 2024
d Lease Liability in a Sale and Leaseback – Amendments to
IFRS 16
1 January 2024
e Non-current Liabilities with Covenants – Amendments to
IAS 1
1 January 2024

281

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(a) IFRS 10“Consolidated Financial Statements” and IAS 28“Investments in Associates and Joint Ventures” — Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures

The amendments address the inconsistency between the requirements in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures , in dealing with the loss of control of a subsidiary that is contributed to an associate or a joint venture. IAS 28 restricts gains and losses arising from contributions of non-monetary assets to an associate or a joint venture to the extent of the interest attributable to the other equity holders in the associate or joint ventures. IFRS 10 requires full profit or loss recognition on the loss of control of the subsidiary. IAS 28 was amended so that the gain or loss resulting from the sale or contribution of assets that constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized in full.

IFRS 10 was also amended so that the gains or loss resulting from the sale or contribution of a subsidiary that does not constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized only to the extent of the unrelated investors’ interests in the associate or joint venture.

  • (b) IFRS 17 “Insurance Contracts”

IFRS 17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects (including recognition, measurement, presentation and disclosure requirements). The core of IFRS 17 is the General (building block) Model, under this model, on initial recognition, an entity shall measure a group of insurance contracts at the total of the fulfilment cash flows and the contractual service margin. The carrying amount of a group of insurance contracts at the end of each reporting period shall be the sum of the liability for remaining coverage and the liability for incurred claims.

Other than the General Model, the standard also provides a specific adaptation for contracts with direct participation features (the Variable Fee Approach) and a simplified approach (Premium Allocation Approach) mainly for short-duration contracts.

282

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

IFRS 17 was issued in May 2017 and it was amended in 2020 and 2021. The amendments include deferral of the date of initial application of IFRS 17 by two years to annual beginning on or after 1 January 2023 (from the original effective date of 1 January 2021); provide additional transition reliefs; simplify some requirements to reduce the costs of applying IFRS 17 and revise some requirements to make the results easier to explain. IFRS 17 replaces an interim Standard – IFRS 4 Insurance Contracts – from annual reporting periods beginning on or after 1 January 2023.

  • (c) Classification of Liabilities as Current or Non-current – Amendments to IAS 1

These are the amendments to paragraphs 69-76 of IAS 1 Presentation of Financial statements and the amended paragraphs related to the classification of liabilities as current or non-current.

  • (d) Lease Liability in a Sale and Leaseback – Amendments to IFRS 16

The amendments add seller-lessees additional requirements for the sale and leaseback transactions in IFRS 16, thereby supporting the consistent application of the standard.

  • (e) Non-current Liabilities with Covenants – Amendments to IAS 1

The amendments improved the information companies provide about long-term debt with covenants. The amendments specify that covenants to be complied within twelve months after the reporting period do not affect the classification of debt as current or non-current at the end of the reporting period.

The abovementioned standards and interpretations issued by IASB have not yet endorsed by FSC at the date when the Company’s financial statements were authorized for issue, the local effective dates are to be determined by FSC. The new or amended standards and interpretations have no material impact on the Company.

283

SINBON ELECTRONICS CO., LTD. NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

4. Summary of significant accounting policies

(1) Statement of Compliance

The parent company only financial statements of the Company for the years ended 31 December 2022 and 2021 have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”).

(2) Basis of Preparation

The Company prepared the parent company only financial statements in accordance with the Regulations. According to the Article 21 of the Regulation, which provided that the profit or loss and other comprehensive income for the period presented in the parent company only financial statements shall be the same as the profit or loss and other comprehensive income attributable to stockholders of the parent presented in the consolidated financial statements for the period, and the total equity presented in the parent company only financial statements shall be the same as the equity attributable to the parent company presented in the consolidated financial statements. Therefore, the Company accounted for its investments in subsidiaries using equity method and, accordingly, made necessary adjustments.

The parent company only financial statements have been prepared on a historical cost basis, except for financial instruments that have been measured at fair value. The parent company only financial statements are expressed in thousands of New Taiwan Dollars (“NT$”) unless otherwise stated.

(3) Foreign Currency Transactions

The Company’s parent company only financial statements are presented in its functional currency, New Taiwan Dollars (NT$). Items included in the financial statements are measured using that functional currency.

Transactions in foreign currencies are initially recorded by the Company at the respective functional currency rates prevailing at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date. Non-monetary items measured at fair value in foreign currencies are translated using the exchange rates at the date when the fair value is determined. Non-monetary items that are measured at historical cost in foreign currencies are translated using the exchange rates as at the dates of the initial transactions.

284

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

All exchange differences arising on the settlement of monetary items or on translating monetary items are taken to profit or loss in the period in which they arise except for the following:

  • (a) Exchange differences arising from foreign currency borrowings for an acquisition of a qualifying asset to the extent that they are regarded as an adjustment to interest costs are included in the borrowing costs that are eligible for capitalization.

  • (b) Foreign currency items within the scope of IFRS 9 Financial Instruments are accounted for based on the accounting policy for financial instruments.

  • (c)Exchange differences arising on a monetary item that forms part of a reporting entity’s net investment in a foreign operation is recognized initially in other comprehensive income and reclassified from equity to profit or loss on disposal of the net investment.

When a gain or loss on a non-monetary item is recognized in other comprehensive income, any exchange component of that gain or loss is recognized in other comprehensive income. When a gain or loss on a non-monetary item is recognized in profit or loss, any exchange component of that gain or loss is recognized in profit or loss.

  • (4) Translation of Foreign Currency Financial Statements

The assets and liabilities of foreign operations are translated into NT$ at the closing rate of exchange prevailing at the reporting date and their income and expenses are translated at an average rate for the period. The exchange differences arising on the translation are recognized in other comprehensive income. On the disposal of a foreign operation, the cumulative amount of the exchange differences relating to that foreign operation, recognized in other comprehensive income and accumulated in the separate component of equity, is reclassified from equity to profit or loss when the gain or loss on disposal is recognized. The following partial disposals are accounted for as disposals:

  • (a) when the partial disposal involves the loss of control of a subsidiary that includes a foreign operation; and

  • (b) when the retained interest after the partial disposal of an interest in a joint arrangement or a partial disposal of an interest in an associate that includes

285

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

a foreign operation is a financial asset that includes a foreign operation.

On the partial disposal of a subsidiary that includes a foreign operation that does not result in a loss of control, the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income is re-attributed to the non-controlling interests in that foreign operation In partial disposal of an associate or joint arrangement that includes a foreign operation that does not result in a loss of significant influence or joint control, only the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income is reclassified to profit or loss.

Any goodwill and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and expressed in its functional currency.

  • (5) Current and non-current distinction

An asset is classified as current when:

  • (a) The Company expects to realize the asset, or intends to sell or consume it, in its normal operating cycle

  • (b) The Company holds the asset primarily for the purpose of trading

  • (c) The Company expects to realize the asset within twelve months after the reporting period

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

All other assets are classified as non-current.

A liability is classified as current when:

  • (a) The Company expects to settle the liability in its normal operating cycle

  • (b) The Company holds the liability primarily for the purpose of trading

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

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

286

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

All other liabilities are classified as non-current.

  • (6) Cash Equivalents

Cash and cash equivalents comprises cash on hand, demand deposits and short-term, highly liquid time deposits (including ones that have maturity within 3 months) or investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

  • (7) Financial Instruments

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities within the scope of IFRS 9 Financial Instruments are recognized initially at fair value plus or minus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs.

  • (1) Financial instruments: Recognition and Measurement

The Company accounts for regular way purchase or sales of financial assets on the trade date.

The Company classified financial assets as subsequently measured at amortized cost, fair value through other comprehensive income or fair value through profit or loss considering both factors below:

  • A. the Company’s business model for managing the financial assets

  • B. the contractual cash flow characteristics of the financial asset

287

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Financial assets measured at amortized cost

A financial asset is measured at amortized cost if both of the following conditions are met and presented as note receivables, trade receivables financial assets measured at amortized cost and other receivables etc., on balance sheet as at the reporting date:

  • A. the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and

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

Such financial assets are subsequently measured at amortized cost (the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortization using the effective interest method of any difference between the initial amount and the maturity amount and adjusted for any loss allowance) and is not part of a hedging relationship. A gain or loss is recognized in profit or loss when the financial asset is derecognized, through the amortization process or in order to recognize the impairment gains or losses.

Interest revenue is calculated by using the effective interest method. This is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for:

  • A. purchased or originated credit-impaired financial assets. For those financial assets, the Company applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition

  • B. financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets. For those financial assets, the Company applies the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods

288

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Financial asset measured at fair value through other comprehensive income

A financial asset is measured at fair value through other comprehensive income if both of the following conditions are met:

  • A. the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and

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

Recognition of gain or loss on a financial asset measured at fair value through other comprehensive income are described as below:

  • (a) A gain or loss on a financial asset measured at fair value through other comprehensive income recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses, until the financial asset is derecognized or reclassified.

  • (b) When the financial asset is derecognized the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.

  • (c) Interest revenue is calculated by using the effective interest method. This is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for:

  • i. Purchased or originated credit-impaired financial assets. For those financial assets, the Company applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition.

  • ii. Financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets. For those financial assets, the Company applies the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods.

289

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

In addition, for certain equity investments within the scope of IFRS 9 that is neither held for trading nor contingent consideration recognized by an acquirer in a business combination to which IFRS 3 applies, the Company made an irrevocable election to present the changes of the fair value in other comprehensive income at initial recognition. Amounts presented in other comprehensive income shall not be subsequently transferred to profit or loss (when disposal of such equity instrument, its cumulated amount included in other components of equity is transferred directly to the retained earnings) and these investments should be presented as financial assets measured at fair value through other comprehensive income on the balance sheet. Dividends on such investment are recognized in profit or loss unless the dividends clearly represents a recovery of part of the cost of investment.

Financial asset measured at fair value through profit or loss

Financial assets were classified as measured at amortized cost or measured at fair value through other comprehensive income based on aforementioned criteria. All other financial assets were measured at fair value through profit or loss and presented on the balance sheet as financial assets measured at fair value through profit or loss.

Such financial assets are measured at fair value, the gains or losses resulting from remeasurement is recognized in profit or loss which includes any dividend or interest received on such financial assets.

(2) Impairment of financial assets

The Company recognizes a loss allowance for expected credit losses on debt instrument investments measured at fair value through other comprehensive income and financial asset measured at amortized cost. The loss allowance on debt instrument investments measured at fair value through other comprehensive income is recognized in other comprehensive income and not reduce the carrying amount in the statement of financial position.

The Company measures expected credit losses of a financial instrument in a way that reflects:

  • (a) an unbiased and probability-weighted amount that is determined by evaluating a range of possible outcomes;

  • (b) the time value of money; and

290

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (c) reasonable and supportable information that is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions.

The loss allowance is measured as follows:

  • (a) At an amount equal to 12-month expected credit losses: the credit risk on a financial asset has not increased significantly since initial recognition or the financial asset is determined to have low credit risk at the reporting date. In addition, the Company measures the loss allowance at an amount equal to lifetime expected credit losses in the previous reporting period, but determines at the current reporting date that the credit risk on a financial asset has increased significantly since initial recognition is no longer met.

  • (b) At an amount equal to the lifetime expected credit losses: the credit risk on a financial asset has increased significantly since initial recognition or financial asset that is purchased or originated credit-impaired financial asset.

  • (c) For trade receivables or contract assets arising from transactions within the scope of IFRS 15, the Company measures the loss allowance at an amount equal to lifetime expected credit losses.

  • (d) For lease receivables arising from transactions within the scope of IFRS 16, the Company measures the loss allowance at an amount equal to lifetime expected credit losses.

At each reporting date, the Company needs to assess whether the credit risk on a financial asset has increased significantly since initial recognition by comparing the risk of a default occurring at the reporting date and the risk of default occurring at initial recognition. Please refer to Note 12 for further details on credit risk.

  • (3) Derecognition of financial assets

A financial asset is derecognized when:

  • i. The rights to receive cash flows from the asset have expired

  • ii. The Company has transferred the asset and substantially all the risks and rewards of the asset have been transferred

  • iii. The Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

291

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

SINBON ELECTRONICS CO., LTD.

On derecognition of a financial asset in its entirety, the difference between the carrying amount and the consideration received or receivable including any cumulative gain or loss that had been recognized in other comprehensive income, is recognized in profit or loss.

(4) Financial liabilities and equity

Classification between liabilities or equity

The Company classifies the instrument issued as a financial liability or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. The transaction costs of an equity transaction are accounted for as a deduction from equity (net of any related income tax benefit) to the extent they are incremental costs directly attributable to the equity transaction that otherwise would have been avoided.

Compound instruments

The Company evaluates the terms of the convertible bonds issued to determine whether it contains both a liability and an equity component. Furthermore, the Company assesses if the economic characteristics and risks of the put and call options contained in the convertible bonds are closely related to the economic characteristics and risk of the host contract before separating the equity element.

For the liability component excluding the derivatives, its fair value is determined based on the rate of interest applied at that time by the market to instruments of comparable credit status. The liability component is classified as a financial liability measured at amortized cost before the instrument is converted or settled.

292

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the embedded derivative that is not closely related to the host contract (for example, if the exercise price of the embedded call or put option is not approximately equal on each exercise date to the amortized cost of the host debt instrument), it is classified as a liability component and subsequently measured at fair value through profit or loss unless it qualifies for an equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component. Its carrying amount is not remeasured in the subsequent accounting periods. If the convertible bond issued does not have an equity component, it is accounted for as a hybrid instrument in accordance with the requirements under IFRS 9 Financial Instruments.

Transaction costs are apportioned between the liability and equity components of the convertible bond based on the allocation of proceeds to the liability and equity components when the instruments are initially recognized.

On conversion of a convertible bond before maturity, the carrying amount of the liability component being the amortized cost at the date of conversion is transferred to equity.

Financial liabilities

Financial liabilities within the scope of IFRS 9 Financial Instruments are classified as financial liabilities at fair value through profit or loss or financial liabilities measured at amortized cost upon initial recognition.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated as at fair value through profit or loss. A financial liability is classified as held for trading if:

  • i. it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term

  • ii. on initial recognition it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking

  • iii. it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument)

293

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

If a contract contains one or more embedded derivatives, the entire hybrid (combined) contract may be designated as a financial liability at fair value through profit or loss; or a financial liability may be designated as at fair value through profit or loss when doing so results in more relevant information, because either:

  • i. it eliminates or significantly reduces a measurement or recognition inconsistency; or

  • ii. a group of financial assets, financial liabilities or both is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the Company is provided internally on that basis to the key management personnel.

Gains or losses on the subsequent measurement of liabilities at fair value through profit or loss including interest paid are recognized in profit or loss.

Financial liabilities at amortized cost

Financial liabilities measured at amortized cost include interest bearing loans and borrowings that are subsequently measured using the effective interest rate method after initial recognition. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the effective interest rate method amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or transaction costs.

Derecognition of financial liabilities

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified (whether or not attributable to the financial difficulty of the debtor), such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

294

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(5) Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount reported in the balance sheet if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously.

(8) Derivative financial instruments

The Company uses derivative financial instruments to hedge its foreign currency risks and interest rate risks. A derivative is classified in the balance sheet as assets or liabilities at fair value through profit or loss except for derivatives that are designated effective hedging instruments which are classified as derivative financial assets or liabilities for hedging.

Derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to profit or loss, except for the effective portion of cash flow hedges, which is recognized in equity.

When the host contracts are either non-financial assets or liabilities, derivatives embedded in host contracts are accounted for as separate derivatives and recorded at fair value if their economic characteristics and risks are not closely related to those of the host contracts and the host contracts are not designated at fair value though profit or loss.

(9) Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

  • (a) In the principal market for the asset or liability, or

  • (b) In the absence of a principal market, in the most advantageous market for the asset or liability

295

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The principal or the most advantageous market must be accessible to by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

(10) Inventories

Inventories are valued at lower of cost and net realizable value item by item.

Costs incurred in bringing each inventory to its present location and condition are accounted for as follows:

Raw materials - Purchase cost under weighted average cost method Finished goods and work in progress – Cost of direct materials and labor and a

overheads

proportion of manufacturing based on normal operating capacity but excluding borrowing costs.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

Rendering of services is accounted in accordance with IFRS 15 and not within the scope of inventories.

296

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(11) Investments accounted for under the equity method

According to Article 21 of the Regulation, the Company’s investment in subsidiaries was presented as “Investments accounted for using equity method” and made necessary adjustments. The profit or loss during the period and other comprehensive income presented in the parent company only financial statements shall be the same as the allocations of profit or loss during the period and of other comprehensive income attributable to shareholders of the parent presented in the financial statements prepared on a consolidated basis, and the shareholders’ equity presented in the parent company only financial statements shall be the same as the equity attributable to shareholders of the parent presented in the financial statements prepared on a consolidated basis. The adjustment was considered the difference between investment in subsidiaries in consolidated financial statements according to IFRS 10 “Consolidated financial statements” and application of IFRS to different reporting entities, debit/credit “Investment accounted for using equity method”, “Share of profit or loss of subsidiaries, associates and joint ventures” or “Share of other comprehensive profit or loss of subsidiaries, associates and joint ventures” etc.

The Company’s investment in its associate is accounted for using the equity method other than those that meet the criteria to be classified as held for sale. An associate is an entity olver which the Company has significant influence. Joint venture means the Company has rights to the net assets of the joint agreement (with joint controller).

Under the equity method, the investment in the associate or an investment in a joint venture is carried in the balance sheet at cost and adjusted thereafter for the post-acquisition change in the Company’s share of net assets of the associate or joint venture. After the interest in the associate or joint venture is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture. Unrealized gains and losses resulting from transactions between the Company and the associate or joint venture are eliminated to the extent of the Company’s related interest in the associate or joint venture.

297

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

When changes in the net assets of an associate or a joint venture occur and not those that are recognized in profit or loss or other comprehensive income and do not affects the Company’s percentage of ownership interests in the associate or joint venture, the Company recognizes such changes in equity based on its percentage of ownership interests. The resulting capital surplus recognized will be reclassified to profit or loss at the time of disposing the associate or joint venture on a pro-rata basis.

When the associate or joint venture issues new stock, and the Company’s interest in an associate or a joint venture is reduced or increased as the Company fails to acquire shares newly issued in the associate or joint venture proportionately to its original ownership interest, the increase or decrease in the interest in the associate or joint venture is recognized in additional paid-in capital and investment accounted for using the equity method. When the interest in the associate or joint venture is reduced, the cumulative amounts previously recognized in other comprehensive income are reclassified to profit or loss or other appropriate items. The aforementioned capital surplus recognized is reclassified to profit or loss on a pro rata basis when the Company disposes the associate or joint venture.

The financial statements of the associate or joint venture are prepared for the same reporting period as the Company. Where necessary, adjustments are made to bring the accounting policies in line with those of the Company.

The Company determines at each reporting date whether there is any objective evidence that the investment in the associate or an investment in a joint venture is impaired in accordance with IAS 28 Investments in Associates and Joint Ventures . If this is the case the Company calculates the amount of impairment as the difference between the recoverable amount of the associate or joint venture and its carrying value and recognizes the amount in the ‘share of profit or loss of an associate’ in the statement of comprehensive income in accordance with IAS 36 Impairment of Assets . In determining the value in use of the investment, the Company estimates:

  • (a) Its share of the present value of the estimated future cash flows expected to be generated by the associate or joint venture, including the cash flows from the operations of the associate and the proceeds on the ultimate disposal of the investment; or

298

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (b) The present value of the estimated future cash flows expected to arise from dividends to be received from the investment and from its ultimate disposal.

Because goodwill that forms part of the carrying amount of an investment in an associate or an investment in a joint venture is not separately recognized, it is not tested for impairment separately by applying the requirements for impairment testing goodwill in IAS 36 Impairment of Assets .

Upon loss of significant influence over the associate or joint venture, the Company measures and recognizes any retaining investment at its fair value. Any difference between the carrying amount of the associate or joint venture upon loss of significant influence and the fair value of the retaining investment and proceeds from disposal is recognized in profit or loss. Furthermore, if an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the entity continues to apply the equity method and does not remeasure the retained interest.

(12) Property, plant and equipment

Property, plant and equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of dismantling and removing the item and restoring the site on which it is located and borrowing costs for construction in progress if the recognition criteria are met. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item is depreciated separately. When significant parts of property, plant and equipment are required to be replaced in intervals, the Company recognized such parts as individual assets with specific useful lives and depreciation, respectively. The carrying amount of those parts that are replaced is derecognized in accordance with the derecognition provisions of IAS 16 Property, plant and equipment. When a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognized in profit or loss as incurred.

299

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Depreciation is calculated on a straight-line basis over the estimated economic lives of the following assets:

Items
Buildings
Machinery and equipment
Transportation equipment
Office equipment
Other equipment
Leasehold improvements
Useful Lives
550 years
315 years
510 years
310 years
215 years
Lower of leasehold years or useful lives

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset is recognized in profit or loss.

The assets’ residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted prospectively, if appropriate, and are treated as changes in accounting estimates.

(13) Leases

The Company assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset for a period of time, the Company assesses whether, throughout the period of use, has both of the following:

  • (a) the right to obtain substantially all of the economic benefits from use of the identified asset; and

  • (b) the right to direct the use of the identified asset.

For a contract that is, or contains, a lease, the Company accounts for each lease component within the contract as a lease separately from non-lease components of the contract. For a contract that contains a lease component and one or more additional lease or non-lease components, the Company allocates the consideration in the contract to each lease component on the basis of the relative stand-alone price of the lease component and the

300

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

SINBON ELECTRONICS CO., LTD.

aggregate stand-alone price of the non-lease components. The relative stand-alone price of lease and non-lease components shall be determined on the basis of the price the lessor, or a similar supplier, would charge the Company for that component, or a similar component, separately. If an observable stand-alone price is not readily available, the Company estimates the stand-alone price, maximizing the use of observable information.

Company as a lessee

Except for leases that meet and elect short-term leases or leases of low-value assets, the Company recognizes right-of-use asset and lease liability for all leases which the Company is the lessee of those lease contracts.

At the commencement date, the Company measures the lease liability at the present value of the lease payments that are not paid at that date. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses its incremental borrowing rate. At the commencement date, the lease payments included in the measurement of the lease liability comprise the following payments for the right to use the underlying asset during the lease term that are not paid at the commencement date:

  • (a) fixed payments (including in-substance fixed payments), less any lease incentives receivable;

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

  • (c) amounts expected to be payable by the lessee under residual value guarantees;

  • (d) the exercise price of a purchase option if the Company is reasonably certain to exercise that option; and

  • (e) payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

After the commencement date, the Company measures the lease liability on an amortized cost basis, which increases the carrying amount to reflect interest on the lease liability by using an effective interest method; and reduces the carrying amount to reflect the lease payments made.

301

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

At the commencement date, the Company measures the right-of-use asset at cost. The cost of the right-of-use asset comprises:

  • (a) the amount of the initial measurement of the lease liability;

  • (b) any lease payments made at or before the commencement date, less any lease incentives received;

  • (c) any initial direct costs incurred by the lessee; and

  • (d) an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

For subsequent measurement of the right-of-use asset, the Company measures the right-of-use asset at cost less any accumulated depreciation and any accumulated impairment losses. That is, the Company measures the right-of-use applying a cost model.

If the lease transfers ownership of the underlying asset to the Company by the end of the lease term or if the cost of the right-of-use asset reflects that the Company will exercise a purchase option, the Company depreciates the right-of-use asset from the commencement date to the end of the useful life of the underlying asset. Otherwise, the Company depreciates the right-of-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term.

The Company applies IAS 36 “Impairment of Assets” to determine whether the right-of-use asset is impaired and to account for any impairment loss identified.

Except for those leases that the Company accounted for as short-term leases or leases of low-value assets, the Company presents right-of-use assets and lease liabilities in the balance sheet and separately presents lease-related interest expense and depreciation charge in the statements comprehensive income.

For short-term leases or leases of low-value assets, the Company elects to recognize the lease payments associated with those leases as an expense on either a straight-line basis over the lease term or another systematic basis.

302

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the rent concession arising as a direct consequence of the Covid-19 pandemic, the Company elected not to assess whether it is a lease modification but accounted it as a variable lease payment.

Company as a lessor

At inception of a contract, the Company classifies each of its leases as either an operating lease or a finance lease. A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership of an underlying asset. A lease is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership of an underlying asset. At the commencement date, the Company recognizes assets held under a finance lease in its balance sheet and present them as a receivable at an amount equal to the net investment in the lease.

For a contract that contains lease components and non-lease components, the Company allocates the consideration in the contract applying IFRS 15.

The Company recognizes lease payments from operating leases as rental income on either a straight-line basis or another systematic basis. Variable lease payments for operating leases that do not depend on an index or a rate are recognized as rental income when incurred.

(14) Intangible Assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any. Internally generated intangible assets, excluding capitalized development costs, are not capitalized and expenditure is reflected in profit or loss for the year in which the expenditure is incurred.

The useful lives of intangible assets are assessed as either finite or indefinite.

Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life is

303

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

reviewed at least at the end of each financial year. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates.

Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually, either individually or at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in profit or loss when the asset is derecognized.

A summary of the policies applied to the Company’s intangible assets is as follows:

follows:
Useful lives
Amortization method used
Internally generated or acquired
Computer software
1~15 years
Amortized on a straight- line basis over the
estimated useful life
Acquired
  • (15) Impairment of non-financial assets

The Company assesses at the end of each reporting period whether there is any indication that an asset in the scope of IAS 36 Impairment of Assets may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (“CGU”) fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

304

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Company estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been an increase in the estimated service potential of an asset which in turn increases the recoverable amount. However, the reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years.

A cash generating unit, or groups of cash-generating units, to which goodwill has been allocated is tested for impairment annually at the same time, irrespective of whether there is any indication of impairment. If an impairment loss is to be recognized, it is first allocated to reduce the carrying amount of any goodwill allocated to the cash generating unit (group of units), then to the other assets of the unit (group of units) pro rata on the basis of the carrying amount of each asset in the unit (group of units). Impairment losses relating to goodwill cannot be reversed in future periods for any reason.

An impairment loss of continuing operations or a reversal of such impairment loss is recognized in profit or loss.

(16) Provisions

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probably that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Company expects some or all of a provision to be reimbursed, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability. Where discounting is used, the

305

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

increase in the provision due to the passage of time is recognized as a finance cost.

Provision for decommissioning, restoration and rehabilitation costs

The provision for decommissioning, restoration and rehabilitation costs arose on construction of a property, plant and equipment. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognized as part of the cost of that particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to the decommissioning liability. The unwinding of the discount is expensed as incurred and recognized as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.

Provision for warranties

A provision is recognized for expected warranty claims on products sold, based on past experience, management’s judgement and other known factors.

(17) Revenue recognition

The Company’s revenue arising from contracts with customers are primarily related to sale of goods and rendering of services. The accounting policies are explained as follows:

Sale of goods

The Company manufactures and sells machinery. Sales are recognized when control of the goods is transferred to the customer and the goods are delivered to the customers. The main product of the Company are computer peripherals, connectors, wires and other parts and revenue is recognized based on the consideration stated in the contract.

306

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The credit period of the Company’s sale of goods is from 60 to 120 days. For most of the contracts, when the Company transfers the goods to customers and have a right to an amount of consideration that is unconditional, these contracts are recognized as trade receivables. The Company usually collects the payments shortly after transfer of goods to customers; therefore, there is no significant financing component to the contract. For some of the contracts, the Company has transferred the goods to customers but does not has a right to an amount of consideration that is unconditional, these contacts should be presented as contract assets. Besides, in accordance with IFRS 9, the Company measures the loss allowance for a contract asset at an amount equal to the lifetime expected credit losses.

Rendering of services

The Company provides maintenance services for the sale of construction for solar photovoltaic power generation system. Such services are separately priced or negotiated, and provided based on contract periods.

Most of the contractual considerations of the Company are collected evenly throughout the contract periods. When the Company has performed the services to customers but does not has a right to an amount of consideration that is unconditional, these contacts should be presented as contract assets. However, for some rendering of services contracts, part of the consideration was received from customers upon signing the contract, and the Company has the obligation to provide the services subsequently; accordingly, these amounts are recognized as contract liabilities.

The period between the transfers of contract liabilities to revenue is usually within one year, thus, no significant financing component has arisen.

Construction revenues

Contract revenue is recognized within the scope that is likely to generate revenue and can be measured reliably, including the original amount of the contract signed, plus any changes related to the contract, claims for compensation and incentive payments, etc. When the construction contract meet the following critiria, the entity recognizes revenue over time. The customer simultaneously receives and consumes all of the benefits provided by the entity as the entity performs; the entity’s performance creates or enhances an asset that the customer controls as the asset is created; or the entity’s performance does not create an asset with an alternative use to the

307

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

entity and the entity has an enforceable right to payment for performance completed to date. Contract assets are recognized when the service has been transferred to the customer but the right to unconditionally receive the consideration has not yet been granted. However, there are some contracts, because part of the consideration is collected from the customer when the contract is signed, and the company assumes the obligation to provide labor services in the future, so it is recognized as a contract liability.

Depending on the nature of the contract, the degree of completion is calculated as the proportion of contract costs incurred to date on completion of work to the estimated total contract costs. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to the extent of expected cost recovery and expected contract losses are recognized immediately in profit or loss.

(18) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

(19) Post-employment benefits

All regular employees of the Company are entitled to a pension plan that is managed by an independently administered pension fund committee. Fund assets are deposited under the committee’s name in the specific bank account and hence, not associated with the Company. Therefore fund assets are not included in the Company’s consolidated financial statements.

For the defined contribution plan, the Company will make a monthly contribution of no less than 6% of the monthly wages of the employees subject to the plan. The Company recognizes expenses for the defined contribution plan in the period in which the contribution becomes due.

Post-employment benefit plan that is classified as a defined benefit plan uses the Projected Unit Credit Method to measure its obligations and costs based on actuarial assumptions. Re-measurements, comprising of the effect of the actuarial gains and losses, the effect of the asset ceiling (excluding net interest) and the return on plan assets, excluding net interest, are recognized as other comprehensive income with a corresponding debit or credit to

308

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

retained earnings in the period in which they occur. Past service costs are recognized in profit or loss on the earlier of:

  • (a) the date of the plan amendment or curtailment, and

  • (b) the date that the Company recognizes restructuring-related costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset, both as determined at the start of the annual reporting period, taking account of any changes in the net defined benefit liability (asset) during the period as a result of contribution and benefit payment.

(20) Income taxes

Income tax expense (income) is the aggregate amount included in the determination of profit or loss for the period in respect of current tax and deferred tax.

Current income tax

Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Current income tax relating to items recognized in other comprehensive income or directly in equity is recognized in other comprehensive income or equity and not in profit or loss.

The income tax for undistributed earnings is recognized as income tax expense in the subsequent year when the distribution proposal is approved by the Shareholders’ meeting.

Deferred tax

Deferred tax is provided on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognized for all taxable temporary differences, except:

i.Where the deferred tax liability arises from the initial recognition of

309

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss

  • ii. In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

  • i.Where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

  • ii. In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date. The measurement of deferred tax assets and deferred tax liabilities reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferred tax items are recognized in

310

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

correlation to the underlying transaction either in other comprehensive income or directly in equity. Deferred tax assets are reassessed at each reporting date and are recognized accordingly.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

5. Significant accounting judgments, estimates and assumptions

The preparation of the parent company only financial statements require management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumption and estimate could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

(1)Fair value of financial instruments

Where the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be derived from active markets, they are determined using valuation techniques including the income approach (for example the discounted cash flow model) or market approach. Changes in assumptions about these factors could affect the reported fair value of the financial instruments. Please refer to Note 12 for more details.

311

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(2)Pension benefits

The cost of post-employment benefit and the present value of the pension obligation under defined benefit pension plans are determined using actuarial valuations. An actuarial valuation involves making various assumptions. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Please refer to Note 6 for more details.

(3)Income tax

Uncertainties exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective counties in which it operates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective Group company's domicile.

Deferred tax assets are recognized for all carry forward of unused tax losses and unused tax credits and deductible temporary differences to the extent that it is probable that taxable profit will be available or there are sufficient taxable temporary differences against which the unused tax losses, unused tax credits or deductible temporary differences can be utilized. The amount of deferred tax assets determined to be recognized is based upon the likely timing and the level of future taxable profits and taxable temporary differences together with future tax planning strategies.

312

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(4)Accounts receivables–estimation of impairment loss

The Company estimates the impairment loss of accounts receivables at an amount equal to lifetime expected credit losses. The credit loss is the present value of the difference between the contractual cash flows that are due under the contract (carrying amount) and the cash flows that expects to receive (evaluate forward looking information). However, as the impact from the discounting of short-term receivables is not material, the credit loss is measured by the undiscounted cash flows. Where the actual future cash flows are lower than expected, a material impairment loss may arise. Please refer to Note 6 for more details.

(5)Inventories

Estimates of net realisable value of inventories take into consideration that inventories may be damaged, become wholly or partially obsolete, or their selling prices have declined. The estimates are based on the most reliable evidence available at the time the estimates are made. Please refer to Note 6 for more details.

6. Contents of significant accounts

(1)Cash and cash equivalents

ash and cash equivalents
Cash on hand and petty cash
Demand deposits
Total
As of 31 December
2022 2021
$87
2,075,440
$24
1,451,566
$2,075,527 $1,451,590

313

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(2) Financial assets at fair value through profit or loss

Financial assets mandatorily at fair value
through profit or loss:
Stocks
Corporate bonds
Cross currency swaps
Embedded derivatives-Corporate bonds
Total
Current
Non – current
Total
As of 31 December As of 31 December
2022 2021
$180,841

72,330
43,578
178
$190,190
57,168
-
2,333
$296,927 $249,691
$296,927
-
$247,358
2,333
$296,927 $249,691

Financial assets at fair value through profit or loss were not pledged.

(3)Accounts receivables and accounts receivable - related parties

Accounts receivables

Less: loss allowance
subtotal
Accounts receivable – related parties
Total
As of 31 December As of 31 December
2022 2021
$1,312,758
(1,166)
$1,048,019
(1,166)
1,311,592
493,400
1,046,853

472,476
$1,804,992 $1,519,329

Accounts receivables were not pledged.

Accounts receivables are generally on 60-120 day terms. The total carrying amount for the years ended 31 December 2022 and 2021 were NT$1,806,158 thousand and NT$1,520,495 thousand, respectively. Please refer to Note 6(15) for more details on loss allowance and Note 12 for details on credit risk management.

314

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(4) Inventories

Raw materials
Work in progress
Finished goods
Merchandise
Total
As of 31 December
2022
2021
$905,970
$779,079
147,861
187,342
1,821,931
1,145,930
266,607
262,943
$3,142,369
$2,375,294
2022
$905,970
147,861
1,821,931
266,607
$3,142,369

The inventory cost recognized as operating costs for the years ended 31 December 2022 and 2021 were NT$5,629,876 thousand and NT$5,242,802 thousand, respectively. The price reduction (gain from price recovery) of inventories related to cost of goods sold were NT$16,328 thousand and NT$(18,376) thousand.

Gain from price recovery of inventories was due to the sale of obsolete products and the net realized value recovery for the year ended 31 December 2021.

Inventories were not pledged.

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

Equity instrument investments measured at
fair value through other comprehensive
income – Non-current
Unlisted companies' stocks
As of 31 December As of 31 December
2022 2021
$313,758
$321,734

On 15 June 2022, the Company invested NT$50,000 thousand in Top Taiwan XIV Venture Capital Co., Ltd. which were reported under equity instrument investments measured at fair value through other comprehensive income during the period.

On 20 June 2022, the paid-in capital returned from capital reduction of Top Taiwan Venture Capital Co., Ltd. and Top Taiwan VII Venture Capital Co., Ltd. amounted to NT$11,250 thousand and NT$4,439 thousand, respectively.

315

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

On 26 January 2021, the Company disposed of the unlisted stocks in Japan SINBON Electronics Co., Ltd., which were reported under equity instrument investments measured at fair value through other comprehensive income during the period. Upon derecognition, the fair value of the investments was NT$1,510 thousand, and the cumulative disposal loss of NT$556 thousand was transferred from other components of equity to retained earnings.

On 23 April 2021, the Company invested NT$75,000 thousand in SINTOP Energy I Corp. which were reported under equity instrument investments measured at fair value through other comprehensive income during the period.

On the second quarter of 2021, the Company disposed NT$7,530 thousand in Gongwin Biopharm Holdings Co., Ltd., which were reported under equity instrument investments measured at fair value through other comprehensive income during the period. Upon derecognition, the fair value of the investments was NT$20,832 thousand, and the cumulative disposal gain of NT$13,302 thousand was transferred from other components of equity to retained earnings

On 29 April 2020, Top Taiwan III Venture Capital Co., Ltd., was liquidated. On 27 September 2021, the paid-in capital returned from the liquidation in the amount of NT$777 thousand was received and the unrealized disposal loss of NT$4,914 thousand was transferred from other components of equity to retained earnings.

On 29 April 2020, Top Taiwan II Venture Capital Co., Ltd., was liquidated. On 22 October 2021, the paid-in capital returned from the liquidation in the amount of NT$471 thousand was received and the unrealized disposal loss of NT$5,979 thousand was transferred from other components of equity to retained earnings.

The paid-in capital returned from capital reduction of Top Taiwan VII Venture Capital Co., Ltd. amounted to NT$2,449 thousand on 9 July 2021.

Financial assets at fair value through other comprehensive income were not pledged.

316

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The Company’s dividend income related to equity instrument investments measured at fair value through other comprehensive income for the years ended 31 December 2022 and 2021 are as follow:

Related to investments held at the
end of the reporting period
Related to investments derecognized
during the period
Dividends recognized during the
period
For theyears ended 31 December For theyears ended 31 December
2022 2021
$35,688
-
$13,144
-
$35,688 $13,144

(6) Investments accounted for using the equity method

The following table lists the investments accounted for using the equity method of the Company:

Investees
Investments in subsidiaries:
SINBON International Enterprise Co., Ltd. (SB(BVI))
Beijing SINBON TongAn Energy Co.,Ltd.(SB TongAn)
Hong Kong SINBON Electronics Co., Ltd. (HKSB)
Kwan-Ze Corporation Ltd. (Kwan-Ze)
T-CONN Precision Co., Ltd. (T-CONN)
SINBON USA L.L.C. (SINBON USA)
SINBON Europe GmbH (SB Europe)
Radbon Avionics Inc. (Radbon)
SINBON Hungary Kft. (SB Hungary)
SINTOP Energy Management Co., Ltd. ( SINTOP)
Subtotal
Investments in associates:
Argocy Research Inc.
Total
As of 31 December As of 31 December As of 31 December
2022
Amount
%
$5,864,583
100.00%
2,162,814
85.53%
1,408,743
100.00%
699,071
100.00%
437,831
57.45%
100,002
100.00%
4,753
100.00%
165,268
55.00%
106,822
100.00%
9,242
53.57%
10,959,129
145,064
3.56%
$11,104,193
2021
Amount
$5,864,583
2,162,814
1,408,743
699,071
437,831
100,002
4,753
165,268
106,822
9,242
10,959,129
145,064
$11,104,193
Amount
$4,736,920
1,946,117
1,155,609
736,103
436,436
39,142
3,203
107,007
142,129
8,199
9,310,865

143,605
$9,454,470
%
100.00%
85.53%
100.00%
100.00%
57.45%
100.00%
100.00%
55.00%
100.00%
53.57%
3.52%

317

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

On 25 April and 1 July 2022, in order to expand productivity and market development in USA, the Company invested additional NT$8,803 thousand and NT$89,385 thousand in SINBON USA L.L.C..

On 20 September 2022, in order to increase working capital of SINBON Hungary Kft., the Company invested additional NT$31,475 thousand in SINBON Hungary Kft..

On the third quarter of 2022, Argocy Research Inc. has bought back 1,000 thousand treasury shares. Consequently, the Company’s ownership interest in Argocy Research Inc. was increased from 3.52% to 3.56%.

On 26 January 2021, T-CONN raised capital; however, the Company did not acquire shares according to the shareholding percentage. Therefore, its ownership dropped from 61.18% to 58.86% and recognized capital surplus in the amount of NT$10,174 thousand.

On 15 April 2021, the Company newly invested NT$6,804 thousand to establish SINTOP Energy Management Co., Ltd..

On 31 May 2021, the Company disposed of 1.41% interest in T-CONN. The cash consideration amounted to NT$41,949 thousand and the Company recognized capital surplus in the amount of NT$33,203 thousand. Therefore, its ownership interest in T-CONN was decreased from 58.86% to 57.45%

On 26 July 2021, the Company invested additional NT$29,730 thousand in SINBON Hungary Kft.

On 27 September 2021, the return of paid-in capital following liquidation was NT$5,886 thousand and the Company has recognized gain on disposal of investment in the amount of NT$315 thousand.

On 23 November 2021, the Company invested additional NT$14,460 thousand in SINBON USA L.L.C..

318

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(1)For the years ended 31 December 2022 and 2021, the Company recognized

share of profit or loss of subsidiaries and associates and exchange differences on translation of foreign operations accounted for using equity method, and the details are as follows:

Investees
Investments in subsidiaries:
SINBON International Enterprise Co., Ltd. (SB(BVI))
Beijing SINBON TongAn Renewable Energy Co., Ltd.(SB
TongAn)
Hong Kong SINBON Electronics Co., Ltd. (HKSB)
Kwan-Ze Corporation Ltd. (Kwan-Ze)
SINBON USA L.L.C. (SINBON USA)
Radbon Avionics Inc. (Radbon)
T-CONN Precision Co., Ltd. (T-CONN)
SINBON Europe GmbH (SB Europe)
SINBON Hungary Kft. (SB Hungary)
SINTOP Energy Management Co., Ltd. ( SINTOP)
Subtotal
Investments in associates:
Argocy Research Inc.
Total
For theyears ended 31 December
2022
2021
Investment
income
(loss)
Exchange
differences
on
translation
of Foreign
operations
Investment
income
(loss)
Exchange
differences
on
translation
of Foreign
operations
$1,085,556
$83,101
$769,109
$(23,145)
263,550
32,721
152,972
(9,900)
960,019
125,437
867,722
(39,415)
121,494
1,188
131,869
(105)
(40,724)
6,161
(21,595)
(1,204)
58,261
-
51,160
-
74,102
2,896
134,480
(700)
1,351
199
2,085
(261)
(66,085)
(697)
(48,028)
(2,320)
2,298
-
1,395
-
2,459,822
251,006
2,041,169
(77,050)
21,598
191
22,557
(76)
$2,481,420
$251,197
$2,063,726
$(77,126)
For theyears ended 31 December
2022
2021
Investment
income
(loss)
Exchange
differences
on
translation
of Foreign
operations
Investment
income
(loss)
Exchange
differences
on
translation
of Foreign
operations
$1,085,556
$83,101
$769,109
$(23,145)
263,550
32,721
152,972
(9,900)
960,019
125,437
867,722
(39,415)
121,494
1,188
131,869
(105)
(40,724)
6,161
(21,595)
(1,204)
58,261
-
51,160
-
74,102
2,896
134,480
(700)
1,351
199
2,085
(261)
(66,085)
(697)
(48,028)
(2,320)
2,298
-
1,395
-
2,459,822
251,006
2,041,169
(77,050)
21,598
191
22,557
(76)
$2,481,420
$251,197
$2,063,726
$(77,126)
2022
Investment
income
(loss)
Exchange
differences
on
translation
of Foreign
operations
$1,085,556
$83,101
263,550
32,721
960,019
125,437
121,494
1,188
(40,724)
6,161
58,261
-
74,102
2,896
1,351
199
(66,085)
(697)
2,298
-
2,459,822
251,006
21,598
191
$2,481,420
$251,197
Investment
income
(loss)
$1,085,556
263,550
960,019
121,494
(40,724)
58,261
74,102
1,351
(66,085)
2,298
2,459,822
21,598
$2,481,420

Investment
income
(loss)
$769,109
152,972
867,722
131,869
(21,595)
51,160
134,480
2,085

(48,028)
1,395
2,041,169
22,557
$2,063,726

(2)Investments in subsidiaries

Investing subsidiaries was expressed as “Investments accounted for under the

equity method” in the parent company only financial statements, and was made the adjustment which was necessary.

319

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(3)Investments in associates

The Company’s investments in Argocy Research Inc. are not individually material. The aggregate financial information of the Company’s share of its associates is as follows:

associates is as follows:
Profit from continuing operations
Other comprehensive income (post-tax)
Total comprehensive income
For the years ended
31 December
2022
$21,598
(2,640)
$18,958
2021
$22,557
9,812
$32,369

The associates had no contingent liabilities or capital commitments as of 31 December 2022 and 2021.

Fair value of the investment in the associate when there is a quoted market price for the investment:

Argocy Research Inc. is a listed entity on the Taipei Exchange (TPEx). The fair value of the investment in Argocy Research Inc. was NT$253,968 thousand and NT$428,571 thousand as of 31 December 2022 and 2021.

T-CONN Precision Co., Ltd. is a listed entity on the Taipei Exchange (TPEx). The fair value of the investment in T-CONN Precision Co., Ltd. was NT$1,230,867 thousand and NT$2,165,276 thousand as of 31 December 2022 and 2021.

Our audit, insofar as it related to the investments accounted for under the equity method amounting to NT$2,711,169 thousand and NT$2,399,257 thousand as of 31 December 2022 and 2021; the related shares of investment income from the associates and joint ventures amounted to NT$1,122,405 thousand and NT$1,114,335 thousand for the years ended 31 December 2022 and 2021, respectively; and the related shares of other comprehensive income from the associates and joint ventures amounted to NT$(22,062) thousand and NT$59,102 thousand for the years ended 31 December 2022 and 2021, respectively; are based solely on the reports of other independent accountants.

320

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(7)Property, plant and equipment

Cost: Land
$194,189
9,056
-
-
$203,245
$150,430
43,759
-
-
$194,189
$ -
-
-
Buildings
$424,783
14,082
(112)
94,583
$533,336
$424,135
648
-
-
$424,783
$157,069
21,983
(112)
Machinery
and
equipment
$201,927
29,338
(733)
6,953
$237,485
$168,159
33,980
(1,437)
1,225
$201,927
$127,846
33,395
(733)
Office
equipment
$63,057
10,943
(4,195)
(3,250)
$66,555
$47,470
13,536
(92)
2,143
$63,057
$36,481
11,348
(4,195)
Transportati
on
equipment
$2,244
-
-
-
$2,244
$2,244
-
-
-
$2,244
$1,695
219
-
Other
equipment
$50,230
3,866
(15,831)
15,831
$54,096
$158,613
7,291
(129,258)
13,584
$50,230
$15,979
6,741
(461)
Leasehold
improvements
Total
$1,054,236
67,480
(21,249)
114,117
$1,214,584
$970,375
115,800
(132,254)
100,315
$1,054,236
$349,438
84,948
(5,879)
$117,806
195
(378)
-
As of 1 January 2022
Additions
Disposals
Other changes
As of 31 December 2022
As of 1 January 2021
Additions
Disposals
Other changes
As of 31 December 2021
Depreciation and
impairment:
$117,623
$19,324
16,586
(1,467)
83,363
$117,806
$10,368
11,262
(378)
As of 1 January 2022
Depreciation
Disposals
As of 31 December 2022
As of 1 January 2021
Depreciation
Disposals
As of 31 December 2021
Net carrying amount
as at:
$ - $178,940 $160,508 $43,634 $1,914 $22,259 $21,252 $428,507
$ -
-
-
$139,578
17,491
-
$106,736
22,547
(1,437)
$29,476
7,097
(92)
$1,475
220
-
$12,099
7,416
(3,536)
$7,993
3,842
(1,467)
$297,357
58,613
(6,532)
$ - $157,069 $127,846 $36,481 $1,695 $15,979 $10,368 $349,438
$203,245
$194,189
$354,396
$267,714
$76,977
$74,081
$22,921
$26,576
$330
$549
$31,837
$34,251
$96,371
$107,438
$786,077
$704,798
31 December 2022
31 December 2021

Property, plant and equipment was not pledged.

321

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

There is no capitalization of interest due to purchase of property, plant and equipment

Components of building that have different useful lives are the main building structure and air conditioning, which are depreciated over 50 years and 25 years, respectively.

(8)Other non-current assets


Prepayment for equipment
Long-term prepaid rent
Refundable deposits
Other long-term investment
Other assets
Total
As of 31 December As of 31 December
2022
$72,616
18,696
14,030
600
154
$106,096
2021
$167,649
16,830
13,095
600
154
$198,328

No other non-current assets were pledged.

(9)Short-term loans

Unsecured bank loans
Interest rates applied
As of 31 December As of 31 December
2022
2021
$1,516,620
$1,952,450
As of 31 December
2021
$1,952,450
2022
0.54%~1.65%
2021
0.53%~0.58%

The Company’s unused short-term lines of credits amounted to NT$4,380,020 thousand and NT$3,174,300 thousand as of 31 December 2022 and 2021, respectively.

322

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(10) Financial liabilities at fair value through profit or loss

Held for trading:
Derivatives not designated as hedging
Instruments
Embedded derivative-bonds
Cross currency swaps
Total
Current
Non-current
Total
As of31 December As of31 December
2022
$5,100
-
$5,100
$ -
5,100
$5,100
2021
$ -
241
$241
$241
-
$241

(11) Bonds payable

Liability component
Principal amount
Discounts on bonds payable
Subtotal
Less: current portion
Net
Embedded derivative
Equity component
As of 31 December As of 31 December
2022 2021
$1,178,100
(56,171)

$1,014,400
(20,049)
1,121,929
(176,281)
994,351
-
$945,648
$994,351
$4,922
$(2,333)
$110,602
$112,157

A. Issuance of convertible bonds:

On 12 December 2022, the Company issued the eighth zero coupon unsecured convertible bonds. The terms of the convertible bonds were evaluated to include a liability component, embedded derivatives (a call option and a put option) and an equity component (an option for conversion into issuer’s ordinary shares). The terms of the bonds are as follows:

323

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Issue amount: NT$1,000,000 thousand

Period: 12 December 2022 ~ 12 December 2025

Redemption clauses:

  • a. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (13 March 2023) and prior to 40 days before the maturity date (2 November 2025), at the principal amount of the bonds with an interest calculated at the rate of 0% per annum (early redemption conversion price) if the closing price of the Company’s ordinary shares on the Taiwan Stock Exchange (TWSE) for a period of 30 consecutive trading days, is at least 130% of the conversion price.

  • b. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (13 March 2023)and prior to 40 days before the maturity date (2 November 2025), at the early redemption conversion price if at least 90% in principal amount of the bonds has already been exchanged, redeemed, purchased or cancelled.

  • c. The Company may redeem the bonds in cash, within 5 trading days after the base date of withdrawing the bonds as stated on the “Withdrawal of Convertible Bonds Notice”, at the par value if the bondholders do not reply to the share affair agency in writing before the base date.

Reversal clauses:

  • a. The bondholders have the right to require the Company to redeem all or any portion of the bonds, 40 days prior to 2 year anniversary (12 December 2024) of the issuance, at the principal amount of the bonds with an interest calculated at the rate of 0.5% per annum.

324

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Terms of Exchange:

  • a. Underlying Securities: Common shares of the Company

  • b. Exchange Period: The bonds are exchangeable at any time on or after 13 March 2023 and prior to 12 December 2025 into common shares of the Company.

  • c. Exchange Price and Adjustment: The exchange price was originally NT$286.5 per share. The exchange price will be subject to adjustments upon the occurrence of certain events set out in the indenture.

In accordance with IFRS 9, said financial instrument is classified as an embedded derivative so the exercise price of the embedded put option is allocated to the liability component and equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component. The difference between the equity component and the book value was recognized in profit or loss. The difference between the liability component and the book value was recognized in “Share premium-warrants”.

The financial assets of convertible bonds are measured at amortized cost, fair value through profit or loss amounted to NT$5,100 thousand as at 31 December 2022.

B. Issuance of convertible bonds:

On 15 December 2020, the Company issued the seventh zero coupon unsecured convertible bonds. The terms of the convertible bonds were evaluated to include a liability component, embedded derivatives (a call option and a put option) and an equity component (an option for conversion into issuer’s ordinary shares). The terms of the bonds are as follows:

Issue amount: NT$1,300,000 thousand

Period: 15 December 2020 ~ 15 December 2023

325

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Redemption clauses:

  • a. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (16 March 2021) and prior to 40 days before the maturity date (5 November 2023), at the principal amount of the bonds with an interest calculated at the rate of 0% per annum (early redemption conversion price) if the closing price of the Company’s ordinary shares on the Taiwan Stock Exchange (TWSE) for a period of 30 consecutive trading days, is at least 130% of the conversion price.

  • b. The Company may redeem the bonds, in whole or in part, after 3 months of the issuance (16 March 2021)and prior to 40 days before the maturity date (5 November 2023), at the early redemption conversion price if at least 90% in principal amount of the bonds has already been exchanged, redeemed, purchased or cancelled.

  • c. The Company may redeem the bonds in cash, within 5 trading days after the base date of withdrawing the bonds as stated on the “Withdrawal of Convertible Bonds Notice”, at the par value if the bondholders do not reply to the share affair agency in writing before the base date.

Reversal clauses:

  • a. The bondholders have the right to require the Company to redeem all or any portion of the bonds, 40 days prior to 2 year anniversary (15 December 2022) of the issuance, at the principal amount of the bonds with an interest calculated at the rate of 0.5% per annum.

Terms of Exchange:

  • a. Underlying Securities: Common shares of the Company

  • b. Exchange Period: The bonds are exchangeable at any time on or after 16 March 2021 and prior to 15 December 2023 into common shares of the Company.

326

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • c. Exchange Price and Adjustment: The exchange price was originally NT$203 per share. The exchange price will be subject to adjustments upon the occurrence of certain events set out in the indenture. The exchange price as of 31 December 2022 and 31 December 2021 was NT$192.7 and NT$197.7, respectively.

In accordance with IFRS 9, said financial instrument is classified as an embedded derivative so the exercise price of the embedded put option is allocated to the liability component and equity component. The equity component is assigned the residual amount after deducting from the fair value of the instrument as a whole the amount separately determined for the liability component. The difference between the equity component and the book value was recognized in profit or loss. The difference between the liability component and the book value was recognized in “Share premium-warrants”.

The financial assets of convertible bonds are measured at amortized cost, fair value through profit or loss amounted to NT$178 thousand and NT$2,333 thousand as of 31 December 2022 and 31 December 2021, respectively.

The convertible bonds that have already been converted were NT$1,121,900 thousand and NT$285,600 thousand as at 31 December 2022 and 31 December 2021 respectively.

(12) Post-employment benefits

Defined contribution plan

The Company adopt a defined contribution plan in accordance with the Labor Pension Act of the R.O.C. Under the Labor Pension Act, the Company will make monthly contributions of no less than 6% of the employees’ monthly wages to the employees’ individual pension accounts. The Company have made monthly contributions of 6% of each individual employee’s salaries or wages to employees’ pension accounts.

Pension expenses under the defined contribution plan for the years ended 31 December 2022 and 2021 were NT$37,935 thousand and NT$33,683 thousand, respectively.

327

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Defined benefits plan

The Company adopt a defined benefit plan in accordance with the Labor Standards Act of the R.O.C. The pension benefits are disbursed based on the units of service years and the average salaries in the last month of the service year. Two units per year are awarded for the first 15 years of services while one unit per year is awarded after the completion of the 15th year. The total units shall not exceed 45 units. Under the Labor Standards Act, the Company contribute an amount equivalent to 2% of the employees’ total salaries and wages on a monthly basis to the pension fund deposited at the Bank of Taiwan in the name of the administered pension fund committee. Before the end of each year, the Company assess the balance in the designated labor pension fund. If the amount is inadequate to pay pensions calculated for workers retiring in the same year, the Company will make up the difference in one appropriation before the end of March the following year.

The Ministry of Labor is in charge of establishing and implementing the fund utilization plan in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund. The pension fund is invested in-house or under discretionary accounts, based on a passive-aggressive investment strategy for long-term profitability. The Ministry of Labor establishes checks and risk management mechanism based on the assessment of risk factors including market risk, credit risk and liquidity risk, in order to maintain adequate manager flexibility to achieve targeted return without over-exposure of risk. With regard to utilization of the pension fund, the minimum earnings in the annual distributions on the final financial statement shall not be less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. Treasury Funds can be used to cover the deficits after the approval of the competent authority. As the Company does not participate in the operation and management of the pension fund, no disclosure on the fair value of the plan assets categorized in different classes could be made in accordance with paragraph 142 of IAS 19. The Company expects to contribute NT$9,600 thousand to its defined benefit plan during the 12 months beginning after 31 December 2022.

The weighted average duration of the defined benefits obligation was 10.5 years as of 31 December 2022.

328

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Pension costs recognized in profit or loss are as follows:

Current service costs
Net interest on the net defined benefit liabilities
Total
For the years ended
31 December
For the years ended
31 December
2022 2021
$687
408
$797
601
$1,095 $1,398

Reconciliations of liabilities of the defined benefit obligation and plan assets at fair value are as follows:

Defined benefit obligation
Plan assets at fair value
Net defined benefit liabilities
Less: current portion
Net defined benefit liabilities, noncurrent
31 Dec. 2022

$134,168
(80,576)
53,592
(91)
$53,501
As of
31 Dec. 2021
1 Jan.2021
$140,221
(72,660)
$138,096
(65,131)
67,561
-
72,965
-
$67,561 $72,965

Reconciliation of liabilities (assets) of the defined benefit plan are as follows:

As of 1 January 2021
Current period service costs
Interest expense (income)
Subtotal
Remeasurements of the defined benefit liabilities
/assets:
Actuarial gains and losses arising from changes in
financial assumptions
Experience adjustments
Remeasurements of the defined benefit assets
Subtotal
As of
Defined benefit
obligation

Plan assets at
fair value
Net defined
benefit
liabilities
$138,096
797
1,174
$(65,131)
-
(573)
$72,965
797
601
140,067
2,372
(1,584)
-
(65,704)
-
-
(610)
74,363
2,372
(1,584)
(610)
788 (610) 178

329

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Payments of benefit obligation
Contributions by employer
As of 31 December 2021
Current period service costs
Interest expense (income)
Subtotal
Remeasurements of the defined benefit liabilities
/assets:
Actuarial gains and losses arising from changes in
financial assumptions
Experience adjustments
Remeasurements of the defined benefit assets
Subtotal
Payments of benefit obligation
Contributions by employer
As of 31 December 2022
As of
Defined benefit
obligation

Plan assets at
fair value
Net defined
benefit
liabilities
(634)
-
634
(6,980)
-
(6,980)
140,221
687
911
(72,660)
-
(503)
67,561
687

408
141,819
6,073
5,416
-
(73,163)
-
-
(5,207)

68,656
(6,073)
5,416
(5,207)
(657) (5,207) (5,864)
(6,994)
-
6,994
(9,200)
-
(9,200)
$134,168 $(80,576) $53,592

The principal assumptions used in determining the Company’s defined benefit plan are shown below:

The principal assumptions used in determining the Company’s defined
benefit plan are shown below:
The principal assumptions used in determining the Company’s defined
benefit plan are shown below:
The principal assumptions used in determining the Company’s defined
benefit plan are shown below:
The principal assumptions used in determining the Company’s defined
benefit plan are shown below:
The principal assumptions used in determining the Company’s defined
benefit plan are shown below:
As of 31 December
2022
2021
Discount rate
0.85%
0.65%
Expected rate of salary increases
3.00%
3.00%
Sensitivity analysis for significant assumption are shown below:
For the years ended 31 December
2022
2021
Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease
Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease
Discount rate increase by 0.50%
$ -
$4,717
$ -
$5,810
Discount rate decrease by 0.50%
5,028
-
6,228
-
Future salary increase by 1.00%
10,101
-
12,468
-
Future salary decrease by 1.00%
-
9,084
-
11,098
2022 2021
Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease

Defined
benefit
obligation
increase
Defined
benefit
obligation
decrease
$ -
5,028
10,101
-
$4,717
-
-
9,084
$ -
6,228
12,468
-
$5,810
-
-
11,098

The sensitivity analyses above are based on a change in a significant assumption (for example: change in discount rate or future salary), keeping all other assumptions constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another.

There was no change in the methods and assumptions used in preparing

330

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

the sensitivity analyses compared to the previous period.

(13)Equity

(a) Common stock

The Company’s authorized capital was NT$4,500,000 thousand as of 31 December 2022 and 2021. The issued capital was NT$2,365,841 thousand and NT$2,333,770 thousand in a total of 236,584 thousand shares and 233,377 thousand shares, respectively. Each share has one voting right and a right to receive dividends.

The investors requested to convert the Company’s convertible bonds into common stocks in the amount of NT$42,981 thousand in a total of 4,298 thousand shares from 1 January 2022 to 31 December 2022, and 2,378 thousand shares had completed the registration process as of 31 December 2022. As the registration process has not been completed, the accumulated book value of certificate of entitlement to new shares from convertible bond amounted to NT$19,200 thousand in a total of 1,920 thousand shares as of 31 December 2022.

As of 1 January 2022, the accumulated book value of certificates of bond - to - stock conversion that had completed the registration process amounted to NT$8,290 thousand in a total of 829 thousand shares in the first quarter of 2022.

(b) Capital surplus

Capital surplus
Additional paid-in capital
Treasury share transactions
Share of changes in net assets of
associates
and
joint
ventures
accounted for using the equity method
From differences between equity purchase
price and carrying amount arising from
actual acquisition or disposal of
subsidiaries
Increase through changes in ownership
interests in subsidiaries
Premium from merger
Stok options
Total
As of 31 December
2022
$2,416,991
5,749
132,519
27,385
373,254
705
110,602
$3,067,205
2021
$1,543,555
5,749
132,869
22,183
373,254
705
112,157
$2,190,472

331

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

According to the Company Act, the capital reserve shall not be used except for making good the deficit of the company. When a company incurs no loss, it may distribute the capital reserves related to the income derived from the issuance of new shares at a premium or income from endowments received by the company. The distribution could be made in cash or in the form of dividend shares to its shareholders in proportion to the number of shares being held by each of them.

(c) Retained earnings and dividend policies

According to the Company’s original Articles of Incorporation, current year’s earnings, if any, shall be distributed in the following order:

  • a. Payment of all taxes and dues;

  • b. Offset prior years’ operation losses;

  • c. Set aside 10% as legal reserve;

  • d. Set aside or reverse special reserve in accordance with law and regulations; and

  • e. The distribution of the remaining portion, if any, will be recommended by the Board of Directors and resolved in the shareholders’ meeting.

As the Company is undergoing a growth stage, the policy of dividend distribution should reflect its long-term financial planning. The Board of Directors shall make the distribution proposal annually and present it at the Shareholder’s meeting every year. The distribution of shareholders dividend shall be allocated cash dividends to be distributed may not be less than 10% of total dividends to be distributed.

According to the Company Act, the Company needs to set aside amount to legal reserve unless where such legal reserve amounts to the total authorized capital. The legal reserve can be used to make good the deficit of the Company. When the Company incurs no loss, it may distribute the portion of legal serve which exceeds 25% of the paid-in capital by issuing new shares or by cash in proportion to the number of shares being held by each of the shareholders.

332

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

When the Company distributing distributable earnings, it shall set aside to special reserve, an amount equal to “other net deductions from shareholders” equity for the current fiscal year, provided that if the company has already set aside special reserve according to the requirements for the adoption of IFRS, it shall set aside supplemental special reserve based on the difference between the amount already set aside and other net deductions from shareholders’ equity. For any subsequent reversal of other net deductions from shareholders’ equity, the amount reversed may be distributed from the special reserve.

The FSC on 31 March 2021 issued Order No. Financial-SupervisorySecurities-Corporate-1090150022, which sets out the following provisions for compliance:

On a public company's first-time adoption of the IFRS, for any unrealized revaluation gains and cumulative translation adjustments (gains) recorded to shareholders’ equity that the company elects to transfer to retained earnings by application of the exemption under IFRS 1, the company shall set aside special reserve. For any subsequent use, disposal or reclassification of related assets, the Company can reverse the special reserve by the proportion of the special reserve first appropriated and distribute it.

The Company did not reverse any special reserve as a result of use, disposal or reclassification of related assets during the years ended 31 December 2022 and 2021.

Details of the 2022 and 2021 earnings distribution and dividends per share as approved and resolved by the Board of Directors’ meeting and shareholders’ meeting on 9 March 2023 and 30 May 2022, respectively, are as follows:


Common stock -cash dividend
Legal reserve
Special reserve
Appropriation of earnings Appropriation of earnings Dividendper share(NT$) Dividendper share(NT$)
2022 2021 2022 2021
$2,030,999
288,562
(111,279)
$1,640,858
233,305
(17,754)
$8.5 $7.0

Please refer to Note 6(17) for further details on employees’ compensation and remuneration to directors and supervisors.

333

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(14)Operating revenue

Revenue from contracts with customers
Sale of goods
Construction revenues
Other operating revenue
Total
For the years ended
31 December
For the years ended
31 December
2022
$7,394,824
162,981
134,193
$7,691,998
2021
$6,686,227
-
242,008
$6,928,235

Analysis of revenue from contracts with customers for the years ended 31 December 2022 and 2021 are as follows:

(1) Disaggregation of revenue

For the year ended 31 December 2022

Sale of goods
Construction
revenues
Other
operating
revenues
Total
Timing of
revenue
recognition :
At a point
in time
Over time
Total
Green
Energy
$410,206
162,981
3,066
$576,253
$413,272
162,981
$576,253
Industrial
Application
$4,444,071
-
110,514
$4,554,585
$4,554,585
-
$4,554,585
Medical
Health
$115,084
-
9,200
$124,284
$124,284
-
$124,284
Automotive&
Aviation
$539,407
-
5,329
$544,736
$544,736
-
$544,736
Communication
$1,886,056
-
6,084
$1,892,140
$1,892,140
-
$1,892,140
Total
$7,394,824
162,981
134,193
$7,691,998
$7,529,017
162,981
$7,691,998

334

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2021

Sale of goods
Other
operating
revenues
Total
Timing of
revenue
recognition :
At a point
in time
Over time
Total
Green
Energy
Industrial
Application
$289,718
$3,850,142
24,909
173,225
$314,627
$4,023,367
$314,627
$4,023,367
-
-
$314,627
$4,023,367
(2) Contract balances
Medical
Health
$111,981
10,621
$122,602
$122,602
-
$122,602
Automotive&
Aviation
$407,917
19,222
$427,139
$427,139
-
$427,139
Communication
$2,026,469
14,031
$2,040,500
$2,040,500
-
$2,040,500
Total
$6,686,227
242,008
$6,928,235
$6,928,235
-
$6,928,235
Contract liabilities - current
Sales of goods
Construction revenues
Total
As Of
31 Dec. 2022
31 Dec. 2021
1 Jan. 2021
$1,909,725
255,641
$1,009,680
-
$581,495
-
$2,165,366 $1,009,680 $581,495

For the years ended 31 December 2022 and 2021, contract liabilities increased as additional performance obligations are not satisfied.

(3) Transaction price allocated to unsatisfied performance obligations

As of December 31, 2022, the Company's total transaction price apportioned to unsatisfied performance obligations is NT$3,690,717 thousand. The Company will gradually recognize the revenue with the completion of these projects, which are expected to be completed in the next 4 years.

335

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (4) Assets recognized from costs to fulfil a contract

None.

  • (15) Expected credit losses

The Company had no expected credit losses for the years ended 31 December 2022 and 31 December 2021.

Please refer to Note 12 for more details on credit risk.

The Company measures the loss allowance of its trade receivables (including note receivables and trade receivables) at an amount equal to lifetime expected credit losses. The assessment of the Company’s loss allowance as of 31 December 2022 and 2021 are as follows:

31 December 2022


Gross carrying
amount
Loss ratio
Lifetime
expected
credit losses
Carrying amount
Not yet
due(Note)

$1,486,264
-%
-

$1,486,264
Overdue >=121 days Total
<=30 days
31-60 days
61-90 days

$4,018
-%
-
$4,018
91-120 days

$1,818
-%
-
$1,818
$325,903
$6,876
-%
-%
$1,166
30-100%
$1,826,045
-
-
(1,166) (1,166)
$325,903
$6,876
$ - $1,824,879

31 December 2021


Gross carrying
amount
Loss ratio
Lifetime
expected
credit losses
Carrying amount
Not yet
due(Note)

$1,540,712
-%
-

$1,540,712
Overdue >=121 days Total
<=30 days
31-60 days
61-90 days

$ -
-%
-
$ -
91-120 days

$ -
-%
-
$2,167
$ -
-%
-%
$1,166
30-100%
$1,544,045
-
-
(1,166) (1,166)
$2,167
$ -
$ - $ - $1,542,879

Note: The Company’s note receivables are not overdue.

336

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The movement in the provision for impairment of note receivables and trade receivables during the years ended 31 December 2022 and 2021 are as follows:

as follows:
As of 1 January 2022
Write off
Addition/(reversal) for the current period
As of 31 December 2022
As of 1 January 2021
Write off
Addition/(reversal) for the current period
As of 31 December 2021
Note receivables
$ -
-
-
$-
$ -
-
-
$-
Trade receivables
$1,166
-
-
$1,166
$1,166
-
-
$1,166

(16) Leases

The Company is a lessee

The Company leases various properties, including real estate such as buildings, machinery and equipment and transportation equipment. The lease terms range from 1 to 16 years.

The Company’s leases effect on the financial position, financial performance and cash flows are as follow:

A. Amounts recognized in the balance sheet

  • (a)Right-of-use asset

The carrying amount of right-of-use assets

Buildings
Machinery and
equipment
Transportation
equipment
Total
As of 31 December As of 31 December
2022 2021
$217,157
1,037
16,401
$241,699
-
13,945
$234,595 $255,644

During the years ended 31 December 2022 and 2021, The Company’s additions to right-of-use assets amounting to NT$29,159 thousand and NT$96,268 thousand, respectively.

337

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(b) Lease liabilities

Lease liabilities
Current
Non-Current
Total
As of 31 December As of 31 December
2022 2021
$49,212
186,995
$45,532
211,048
$236,207 $256,580

Please refer to Note 6(18)(d) for the interest on lease liabilities recognized during the years ended 31 December 2022 and 2021 and refer to Note 12 (5) liquidity risk management for the maturity analysis for lease liabilities as of 31 December 2022 and 2021.

B. Amounts recognized in the statements of comprehensive income

Depreciation charge for right-of-use assets

Buildings
Machinery and equipment
Transportation equipment
Total
For the years ended
31 December
For the years ended
31 December
2022
$41,696
129
8,330
2021
$40,126
-
7,525
$50,155 $47,651
  • C. Income and costs relating to leasing activities
The expenses relating to
short-term leases
For the years ended
31 December
For the years ended
31 December
2022
$17,107
2021
$13,840

338

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

During the years ended 31 December 2022 and 2021, there is no rent concession arising from a direct consequence of the Covid-19 pandemic.

D. Cash outflow related to lessee and lease activity

During the years ended 31 December 2022 and 2021, The Company’s total cash outflows for leases amounting to NT$68,318 thousand and NT$62,510 thousand.

  • (17)Summary statement of employee benefits, depreciation and amortization expenses by function for the years ended 31 December 2022 and 2021:
Function
Nature
For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December For theyears ended 31 December
2022 2021
Operating
costs
Operating
expenses
Total Operating
costs
Operating
expenses
Total
Employee benefits expense
Salaries $308,930 $684,415 $993,345 $254,542 $576,094 $830,636
Labor and health insurance 37,214 47,970 85,184 29,121 48,941 78,062
Pension 14,268 24,762 39,030 11,578 23,503 35,081
Remuneration to directors and
supervisors
- 23,500 23,500 - 21,000 21,000
Other employee benefits
expense
26,949 28,898 55,847 22,618 27,732 50,350
Depreciation 71,262 63,841 135,103 54,383 51,881 106,264
Amortization - 13,768 13,768 25 10,114 10,139

As of 31 December 2022 and 2021, the number of employees of the Company were 1,357 and 1,231; the number of directors who were not concurrently employees both were 8.

For the years ended 31 December 2022 and 2021, the average of employees benefits expense of the Company were NT$870 thousand and NT$813 thousand, respectively.

For the years ended 31 December 2022 and 2021, the average of employees salaries of the Company were NT$736 thousand and NT$679 thousand, respectively.

339

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The Company’s average salary expense adjustment for the year ended 31 December 2022 increased by 8%.

The Company has set up an audit committee to replace the supervisor in accordance with the regulations, so the supervisor's remuneration has not been recognized.

The Company’s policy for compensation of directors, managers and employees is as follows:

The remuneration standard of the Company’s managers shall be determined by the company’s human resources unit in accordance with the relevant provisions of personnel performance evaluation, personal performance and contribution to the company’s overall operations, and reference to the market level of the industry. After being reviewed by the Salary and Compensation Committee and approved by the Board of Directors, it will be implemented.

The Company's salary and remuneration policy is planned based on individual abilities and performance differentiation, and considering cost-effectiveness and risk control remuneration resources; and in order to attract, retain and motivate talents, relatively reasonable salary standards are formulated. The overall salary and remuneration package mainly include basic salary, bonuses, employee dividends, and benefits. Remuneration standard, basic salary is based on the market competition situation of the position held by the employee and the company's policy; bonus and employee dividend are paid in conjunction with the achievement of the employee's personal and departmental goals or the company's operating performance; the welfare part is in compliance with the law and regulations. The premise is to be revised at any time according to environmental needs, and the actual needs of employees are the main consideration, and welfare measures that employees can share are designed.

According to the Articles of Incorporation, 1% to 15% of profit of the current year is distributable as employees’ compensation and no higher than 3% of profit of the current year is distributable as remuneration to directors and supervisors. However, the company's accumulated losses shall have been covered. The Company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds

340

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

of the total number of directors, have the profit distributable as employees’ compensation in the form of shares or in cash; and in addition thereto a report of such distribution is submitted to the shareholders’ meeting. Information on the Board of Directors’ resolution regarding the employees’ compensation and remuneration to directors and supervisors can be obtained from the “Market Observation Post System” on the website of the TWSE.

Based on profit of 31 December 2022, the Company estimated the amounts of the employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2022 to be 1.01% and 0.68% of profit, respectively. The employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2022 amount to NT$35,000 thousand and NT$23,500 thousand respectively, recognized as employee benefits expense.

A resolution was passed at the Board of Directors meeting held on 9 March 2023 to distribute NT$35,000 thousand and NT$23,500 thousand in cash as employees’ compensation and remuneration to directors and supervisors of 2022, respectively. Differences between the estimated amount and the actual distribution of the employee compensation and remuneration to directors and supervisors for the year ended 31 December 2022 are recognized in profit or loss of the subsequent year in 2023.

The employees’ compensation and remuneration to directors and supervisors for the year ended of 31 December 2021 amount to NT$30,000 thousand and NT$21,000 thousand, respectively. No material differences exist between the recognized amount and the actual distribution of the employee bonuses and remuneration to directors and supervisors for the year ended 31 December 2021.

(18)Non-operating income and expenses

(a)Interest income

For the years ended 31 December

Bank deposit interest 2022
$6,366
2021
$853

341

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(b)Other income

ther income
Sample income
Dividend income
Rent income
Others
Total
For theyears ended 31 December
2022
$82,516
38,818
7,277
156,252
$284,863
2021
$52,132
14,643
4,908
118,580
$190,263

(c) Other gains and losses

Other gains and losses
Foreign exchange gains and losses net
Gains on disposal of investments
Gains on disposal of property, plant and
equipment
Gains of financial asset at fair value
through profit or loss (Note1)
(Losses) gains of financial liabilities at fair
value through profit or loss (Note2)
Total
For theyears ended 31 December
2022
$155,579
-
3,006
32,352
(83)
$190,854
2021
$(68,022)
315
14,326
51,024
24,897
$22,540

Note:

  1. Balances were arising from financial assets mandatorily measured at fair value through profit or loss, including valuation adjustment, dividend income, interest income and exchange gains and losses etc.

  2. Balances were arising from held for trading financial liabilities, including valuation adjustment, interest expense and exchange gains and losses etc.

342

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(d) Finance costs

Interest on loans from bank
Interest on bonds payable
Interest on lease liabilities
Total
For theyears ended 31 December For theyears ended 31 December
2022
$19,554
8,435
1,738
$29,727
2021
$10,691
16,625
1,624
$28,940

(19)Components of other comprehensive income

For the year ended 31 December 2022

Not to be reclassified to profit or loss in
subsequent periods:
Remeasurements of defined benefit plans
Unrealized gains on equity instruments
measured at fair value through other
comprehensive income
Share of other comprehensive income of
subsidiaries, associates and joint ventures
which will not be reclassified
subsequently to profit or loss
To be reclassified to profit or loss in
subsequent periods:
Exchange differences resulting from
translating the financial statements of
foreign operations
Share of other comprehensive loss of
subsidiaries, associates and joint ventures
which may be reclassified subsequently to
profit or loss
Total of other comprehensive income
Arising during
theperiod
Reclassification
adjustments
duringtheperiod

Other
comprehensive
income, before
tax
Income tax relating
to components of
other
comprehensive
income
Other
comprehensive
income,net of tax
$5,864
(42,287)
(48,082)
247,131

4,255
$ -
-
-
-
-
$5,864
(42,287)
(48,082)
247,131
4,255
$(1,173)
-
-
(49,384)
-
$4,691
(42,287)
(48,082)
197,747
4,255
$166,881 $- $166,881 $(50,557) $116,324

343

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2021

Not to be reclassified to profit or loss in
subsequent periods:
Remeasurements of defined benefit plans
Unrealized gains on equity instruments
measured at fair value through other
comprehensive income
Share of other comprehensive income of
subsidiaries, associates and joint ventures
which will not be reclassified
subsequently to profit or loss
To be reclassified to profit or loss in
subsequent periods:
Exchange differences resulting from
translating the financial statements of
foreign operations
Share of other comprehensive loss of
subsidiaries, associates and joint ventures
which may be reclassified subsequently to
profit or loss
Total of other comprehensive income
Arising during
theperiod
Reclassification
adjustments
duringtheperiod

Other
comprehensive
income, before
tax
Income tax relating
to components of
other
comprehensive
income
Other
comprehensive
income,net of tax
$(178)
9,387
69,609
(74,034)
(911)
$ -
-
-
-
-
$(178)
9,387
69,609
(74,034)
(911)
$36
-
-
15,249
-
$(142)
9,387
69,609
(58,785)
(911)
$3,873 $- $3,873 $15,285 $19,158

(20)Income tax

The major components of income tax expense are as follows:

Income tax expense recognized in profit or loss

Income tax expense recognized in profit or loss
Current income tax expense :
Current income tax charge
Adjustments in respect of current income tax
of prior periods
Deferred tax expense:
Deferred tax expense relating to origination
and reversal of temporary differences
Adjustments in respect of current income tax
of prior periods
Total income tax expense
For the years ended
31 December
2022
$369,894
11,553
142,849
-
$524,296
2021
$326,330
995
95,367
(13,385)
$409,307

344

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Income tax relating to components of other comprehensive income

For the years ended
31 December
2022
2021
Deferred tax expense(income) :
Exchange differences on translation
of foreign operations
$49,384
$(15,249)
Remeasurements of defined benefit plans
1,173
(36)
Income tax relating to components of other
comprehensive income
$50,557
$(15,285)
Income tax charged directly to equity
For the years ended
31 December
2022
2021
Current income tax expense (income):
Realized losses from equity instruments
investment measured at fair value through
other comprehensive income
$ -
$(111)
A reconciliation between tax expense and the product of accounting profit
multiplied by applicable tax rates is as follows:
For the years ended
31 December
2022
2021
Accounting profit before tax from continuing operations
$3,404,849
$2,740,809
At the Company’s statutory income tax rate
$680,970
$548,162
Tax effect of revenues exempt from taxation
(41,566)
(59,237)
Tax effect of expenses not deductible for tax purposes
1,687
2,564
Tax effect of deferred tax assets/liabilities
(144,721)
(87,023)
Corporate income surtax on undistributed retained
earnings
17,127
17,231
Adjustments in respect of deferred income tax of prior
periods
-
(13,385)
Adjustments in respect of current income tax of prior
periods
11,553
995
Others
(754)
-
Total income tax expense recognized in profit or loss
$524,296
$409,307
For the years ended
31 December
2022
2021
Deferred tax expense(income) :
Exchange differences on translation
of foreign operations
$49,384
$(15,249)
Remeasurements of defined benefit plans
1,173
(36)
Income tax relating to components of other
comprehensive income
$50,557
$(15,285)
Income tax charged directly to equity
For the years ended
31 December
2022
2021
Current income tax expense (income):
Realized losses from equity instruments
investment measured at fair value through
other comprehensive income
$ -
$(111)
A reconciliation between tax expense and the product of accounting profit
multiplied by applicable tax rates is as follows:
For the years ended
31 December
2022
2021
Accounting profit before tax from continuing operations
$3,404,849
$2,740,809
At the Company’s statutory income tax rate
$680,970
$548,162
Tax effect of revenues exempt from taxation
(41,566)
(59,237)
Tax effect of expenses not deductible for tax purposes
1,687
2,564
Tax effect of deferred tax assets/liabilities
(144,721)
(87,023)
Corporate income surtax on undistributed retained
earnings
17,127
17,231
Adjustments in respect of deferred income tax of prior
periods
-
(13,385)
Adjustments in respect of current income tax of prior
periods
11,553
995
Others
(754)
-
Total income tax expense recognized in profit or loss
$524,296
$409,307
For the years ended
31 December
2022
2021
Deferred tax expense(income) :
Exchange differences on translation
of foreign operations
$49,384
$(15,249)
Remeasurements of defined benefit plans
1,173
(36)
Income tax relating to components of other
comprehensive income
$50,557
$(15,285)
Income tax charged directly to equity
For the years ended
31 December
2022
2021
Current income tax expense (income):
Realized losses from equity instruments
investment measured at fair value through
other comprehensive income
$ -
$(111)
A reconciliation between tax expense and the product of accounting profit
multiplied by applicable tax rates is as follows:
For the years ended
31 December
2022
2021
Accounting profit before tax from continuing operations
$3,404,849
$2,740,809
At the Company’s statutory income tax rate
$680,970
$548,162
Tax effect of revenues exempt from taxation
(41,566)
(59,237)
Tax effect of expenses not deductible for tax purposes
1,687
2,564
Tax effect of deferred tax assets/liabilities
(144,721)
(87,023)
Corporate income surtax on undistributed retained
earnings
17,127
17,231
Adjustments in respect of deferred income tax of prior
periods
-
(13,385)
Adjustments in respect of current income tax of prior
periods
11,553
995
Others
(754)
-
Total income tax expense recognized in profit or loss
$524,296
$409,307
2022 2021
$3,404,849 $2,740,809
$680,970
(41,566)
1,687
(144,721)
17,127
-
11,553
(754)
$548,162
(59,237)
2,564
(87,023)
17,231
(13,385)
995
-
$524,296 $409,307

345

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Deferred tax assets (liabilities) relate to the following:

For the year ended 31 December 2022

Temporary differences
Exchange differences on translation of
foreign operations
Unrealized foreign exchange gains or
losses
Loss from price reduction of inventories
Revaluations of financial liabilities at fair
value through profit or loss
Investments accounted for using the
equity method
Unrealized intragroup profits and losses
Remeasurements of defined benefit plans
Non-current liability – Defined benefit
liability
Loss allowance
Convertible bonds
Deferred tax (income) expense
Net deferred tax assets (liabilities)
Reflected in balance sheet as follows:
Deferred tax assets
Deferred tax liabilities
Balance as of 1
January
$95,247
4,585
4,752
(19,686)
(211,627)
8,325
7,500
7,816
974
(2,244)
$(104,358)
$129,199
$233,557
Recognized in
profit or loss
$ -
(10,858)
3,266
(6,699)
(150,077)
22,895
-
(1,621)
-
245
$(142,849)
Recognized in
other
comprehensive
income
$(49,384)
-
-
-
-
-
(1,173)
-
-
-
$(50,557)
Balance as of
31 December
$45,863
(6,273)
8,018
(26,385)
(361,704)
31,220
6,327
6,195
974
(1,999)
$(297,764)
$98,597
$396,361

346

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

For the year ended 31 December 2021

Temporary differences
Exchange differences on translation of
foreign operations
Unrealized foreign exchange gains or
losses
Loss from price (recovery) reduction of
inventories
Revaluations of financial liabilities at fair
value through profit or loss
Investments accounted for using the
equity method
Unrealized intragroup profits and losses
Remeasurements of defined benefit plans
Non-current liability – Defined benefit
liability
Loss allowance
Convertible bonds
Deferred tax (income) expense
Net deferred tax assets (liabilities)
Reflected in balance sheet as follows:
Deferred tax assets
Deferred tax liabilities
Balance as of 1
January
$79,998
923
8,427
(8,838)
(151,966)
18,434
7,464
8,095
974
(1,172)
$(37,661)
$124,315
$161,976
Recognized in
profit or loss
$ -
3,662
(3,675)
(10,848)
(59,661)
(10,109)
-
(279)
-
(1,072)
$(81,982)
Recognized in
other
comprehensive
income
$15,249
-
-
-
-
-
36
-
-
-
$15,285
Balance as of
31 December
$95,247
4,585
4,752
(19,686)
(211,627)
8,325
7,500
7,816
974
(2,244)
$(104,358)
$129,199
$233,557

Unrecognized deferred tax liabilities relating to the investment in subsidiaries

The Company shall recognize the relevant deferred income tax liabilities for the income tax payable that may arise when the undistributed surplus of a foreign subsidiary is remitted back, in accordance with the undistributed surplus expected to be allocated by the future subsidiary.

The assessment of income tax returns

As of 31 December 2022, the Company’s income tax returns through 2020 have been assessed and approved by the tax authority.

347

SINBON ELECTRONICS CO., LTD. NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(21)Earnings per share

Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent entity by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent entity (after adjusting for interest on the convertible preference shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

hares.
(a) Basic earnings per share
Profit attributable to ordinary equity holders of the
Company
Weighted average number of ordinary shares
outstanding for basic earnings per share (in
thousands)
Basic earnings per share (NT$)
(b) Diluted earnings per share
Profit attributable to ordinary equity holders of the
Company
Interest expense from convertible bonds
Profit attributable to ordinary equity holders of the
Company after dilution
Weighted average number of ordinary shares
outstanding for basic earnings per share (in
thousands)
Effect of dilution:
Employee compensation-stock (in thousands)
Convertible bonds (in thousands)
Weighted average number of ordinary shares
outstanding after dilution (in thousands)
Diluted earnings per share (NT$)
For the years ended
31 December
2022
$2,880,553
235,774
$12.22
$2,880,553
6,748
$2,887,301
235,774
127
7,145
243,046
$11.88
2021
$2,331,502
233,157
$10.00
$2,331,502
13,300
$2,344,802
233,157
106
6,046
239,309
$9.80

348

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and completion of the financial statements.

  1. Related party transactions

Information of the related parties that had transactions with the Company during the financial reporting period is as follows:

Name and nature of relationship of the related parties

Name of the relatedparties

SINBON Circuits & Cables LLC

Hong Kong SINBON Electronics Co., Ltd.

Tong Cheng SINBON Electronics Co., Ltd.

Jiangyin SINBON Electronics Co., Ltd.

Beijing SINBON TongAn Renewable Energy Co.,
Ltd.
SINBON USA LLC

Radbon Avionics Inc.

T-CONN Precision Co., Ltd.

SINBON Hungary Kft.

Jiangsu ENMAGIC Energy Co., Ltd.

ENMAGIC Renewable Energy Co., Ltd.

SINBON Europe GmbH

Kwan-Ze Corporation Ltd.

SINBON Technologies Tennessee L.L.C.

SINTOP Energy Management Co., Ltd.
Nature of relationship
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

Significant transactions with related parties

(a)Sales

ales
Subsidiaries For the years ended
31 December
2022
$346,654
2021
$864,123

The sales price to the above related parties was determined through mutual agreement based on the market rates. The outstanding balance as of 31 December 2022 and 2021 was unsecured, non-interest bearing and must be settled in cash. The receivables from the related parties were not

349

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

guaranteed.

(b)Purchases

Subsidiaries For the years ended
31 December
For the years ended
31 December
2022
$3,132,911
2021
$2,162,933

The purchase price from the above related parties was determined through mutual agreement based on the market rates. The payment terms from the related party suppliers were comparable with third party suppliers.

(c) Accounts receivable-related parties

(c) Accounts receivable-related parties
Subsidiaries
(d) Other receivables
Subsidiaries
As of 31 December
2022
2021
$493,400
$472,476
As of 31 December
2022
$104,662
2021
$117,218

(e)Accounts payable-related parties

(e) Accounts payable-related parties
Subsidiaries
(f) Other payables
Subsidiaries
As of 31 December
2022
2021
$610,531
$401,136
As of 31 December
2021
$401,136
2022
$13,655
2021
$13,714

350

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(g) Expenses
Subsidiaries
(h) Other income
Subsidiaries
(i) Leases
a. Right-of-use asset
Subsidiaries
b. Lease liabilities
Subsidiaries
c. Depreciation
Subsidiaries
d. Interest expense
Subsidiaries
For the years ended
31 December
For the years ended
31 December
2022
2021
$35,419
$33,267
For the years ended
31 December
2021
$33,267
2022
2021
$21,253
$11,650
As of 31 December
2021
$11,650
2022
2021
$1,741
$1,410
As of 31 December
2021
$1,410
2022
2021
$1,748
$1,414
For the years ended
31 December
2021
$1,414
2022
2021
$834
$704
For the years ended
31 December
2021
$704
2022
$12
2021
$13

351

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

e. Rent revenue

nt revenue
Subsidiaries For the years ended
31 December
2022
$7,273
2021
$4,908

The company leases offices to related parties. The rental price is negotiated with reference to market conditions and paid monthly.

(j) Key management personnel compensation

Short-term employee benefits
Post-employment benefits
Total
For the years ended
31 December
For the years ended
31 December
2022
$168,853
39,030
$207,883
2021
$132,429
35,081
$167,510

8. Assets pledged as security

None.

9. Significant contingencies and unrecognized contract commitments

  • (a)The Company provided guarantees for subsidiaries’ financing to banks for the year ended 31 December 2022. Please refer to Note 13.1(b).

  • (b) As of 31 December 2022 and 2021, the Company was issued letters of guarantee by banks in the amount of NT$10,000 thousand and NT$8,000 thousand for importing goods, respectively.

  • (c) Amounts available under unused letters of credit are as follows:

Currency
USD
Carryingamount Carryingamount
2022.12.31
$300
2021.12.31
$300

352

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The amounts that are available under unused letters of credit above are unguaranteed.

10. Significant disaster loss

None.

11. Significant subsequent events

On 9 March 2023, the Company passed the resolution of the board of directors to transfer the production line, property, plant and equipment and inventory of the Miaoli E-BIKE assembly plant to the subsidiary T-CONN Precision Corporation for the expansion of its Miaoli plant to effectively integrate the group's resources and give full play to the group's comprehensive management benefits. The transaction price is about NT$115 million, and the transaction price is determined by referring to the appraisal report.

12. Others

  • (1)Categories of financial instruments

Financial assets

Financial assets
Financial assets at fair value through profit or loss:
Mandatorily measured at fair value through profit or
loss
Financial assets at fair value through other comprehensive
income
Financial assets measured at amortized cost (Note)
Total
As of 31 December
2022
$296,927
313,758
4,067,653
$4,678,338
2021
$249,691
321,734
3,221,794
$3,793,219

353

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Financial liabilities

Financial liabilities
Financial liabilities at amortized cost:
Short-term loans
Notes and accounts payable
Bonds payable (including current portion with maturity
less than 1 year)
Long-term loans (including current portion with
maturity less than 1 year)
Others payables
Lease liabilities
Subtotal
Financial liabilities at fair value through profit or loss:
Held for trading
Total
As of 31 December
2022
$1,516,620
1,329,632
1,121,929
-
751,525
236,207
4,955,913
5,100
$4,961,013
2021
$1,952,450
1,305,560
994,351
300,000
558,826
256,580
5,367,767
241
$5,368,008

Note:Including cash and cash equivalents, notes receivable, trade receivables and other receivables.

(2) Financial risk management objectives and policies

The Company’s principal financial risk management objective is to manage the market risk, credit risk and liquidity risk related to its operating activates. The Company identifies measures and manages the aforementioned risks based on the Company’s policy and risk appetite.

The Company has established appropriate policies, procedures and internal controls for financial risk management. Before entering into significant transactions, due approval process by the Board of Directors and Audit Committee must be carried out based on related protocols and internal control procedures. The Company complies with its financial risk management policies at all times.

354

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(3) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of the changes in market prices. Market prices comprise currency risk, interest rate risk and other price risk (such as equity risk).

In practice, it is rarely the case that a single risk variable will change independently from other risk variable, there are usually interdependencies between risk variables. However the sensitivity analysis disclosed below does not take into account the interdependencies between risk variables.

Foreign currency risk

The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense are denominated in a different currency from the Company’s functional currency) and the Company’s net investments in foreign subsidiaries.

The Company has certain foreign currency receivables to be denominated in the same foreign currency with certain foreign currency payables, therefore natural hedge is received. The Company also uses forward contracts to hedge the foreign currency risk on certain items denominated in foreign currencies. Hedge accounting is not applied as they did not qualify for hedge accounting criteria. Furthermore, as net investments in foreign subsidiaries are for strategic purposes, they are not hedged by the Company.

The foreign currency sensitivity analysis of the possible change in foreign exchange rates on the Company’s profit is performed on significant monetary items denominated in foreign currencies as at the end of the reporting period. The Company’s foreign currency risk is mainly related to the volatility in the exchange rates for USD.

Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s loans and receivables at variable interest rates, bank borrowings with fixed interest rates and variable interest rates.

355

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The interest rate sensitivity analysis is performed on items exposed to interest rate risk as at the end of the reporting period, including investments and borrowings with variable interest rates and interest rate swaps. At the reporting date, a change of 10 basis points of interest rate in a reporting period could cause the profit.

Pre-tax sensitivity analysis of changes in related risk factors for the years ended 31 December 2022 and 2021 are as follows:

For the year ended 31 December 2022

Main Risk
Foreign currency risk
Foreign currency risk
Interest rate risk
Fluctuation
NTD/USD rate +/− 1%
NTD/JPY rate +/− 1%
Market rate +/− 10 basis points
Sensitivity of
profit/loss
+/−$12,306
+/−$1,008
−/+$1,476
Sensitivity of
equity
-
-
-

For the year ended 31 December 2021

Main Risk
Foreign currency risk
Foreign currency risk
Interest rate risk
Fluctuation
NTD/USD rate +/− 1%
NTD/JPY rate +/− 1%
Market rate +/− 10 basis points
Sensitivity of
profit/loss
+/−$14,032
+/−$672
−/+$2,252
Sensitivity of
equity
-
-
-

Equity price risk

The fair value of the Company’s listed and unlisted equity securities and conversion rights of the Euro-convertible bonds issued are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company’s listed and unlisted equity securities are classified under financial assets measured at fair value through profit or loss and financial assets measured at fair value, while conversion rights of the Euro-convertible bonds issued are classified as financial liabilities at fair value through profit or loss as it does not satisfy the definition of an equity component. The Company manages the equity price risk through diversification and placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Company’s senior management on a regular basis. The Company’s Board of Directors reviews and approves all equity investment decisions.

356

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

At the reporting date, a change of 10% in the price measured at fair value through profit or loss could increase/decrease The Company’s profit for the years ended 31 December 2022 and 2021 by NT$18,084 thousand and NT$19,019 thousand, respectively.

Please refer to Note 12(9) for sensitivity analysis information of other equity instruments or derivatives that are linked to such equity instruments whose fair value measurement is categorized under Level 3.

(4) Credit risk management

Credit risk is the risk that a counterparty will not meet its obligations under a contract, leading to a financial loss. The Company is exposed to credit risk from operating activities (primarily for accounts receivables and notes receivables) and from its financing activities, including bank deposits and other financial instruments.

Credit risk is managed by each business unit subject to the Company’s established policy, procedures and control relating to credit risk management. Credit limits are established for all counter parties based on their financial position, rating from credit rating agencies, historical experience, prevailing economic condition and the Company’s internal rating criteria etc. Certain counter parties’ credit risk will also be managed by taking credit enhancing procedures, such as requesting for prepayment or insurance.

As of 31 December 2022 and 2021, amounts receivables from top ten customers represented 32% and 45% of the total accounts receivables of the Company. The credit concentration risk of other accounts receivables is insignificant.

Credit risk from balances with banks, fixed income securities and other financial instruments is managed by the Company’s treasury in accordance with the Company’s policy. The Company only transacts with counterparties approved by the internal control procedures, which are banks and financial institutions, companies and government entities with good credit rating. Consequently, there is no significant credit risk for these counter parties.

357

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

(5) Liquidity risk management

The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of cash and cash equivalents, highly liquid equity investments, bank borrowings, convertible bonds and finance leases. The table below summarizes the maturity profile of the Company’s financial liabilities based on the contractual undiscounted payments and contractual maturity. The payment amount includes the contractual interest. The undiscounted payment relating to borrowings with variable interest rates is extrapolated based on the estimated interest rate yield curve as of the end of the reporting period.

Non-derivative financial instruments

As of 31 December 2022
Loans
Notes and accounts payable
Convertible bonds
Lease liabilities
As of 31 December 2021
Loans
Notes and accounts payable
Convertible bonds
Lease liabilities
Less than 1year
$1,522,369
1,329,632
179,885
49,375
$2,256,841
1,305,560
-
47,093
2 to 3years
$ -
-
1,010,025
59,428
$ -
-
1,024,569
75,944
4 to 5years
$ -
-
-
29,437
$ -
-
-
28,850
> 5years
$ -
-
-
100,075
$ -
-
-
112,850
Total
$1,522,369
1,329,632
1,189,910
238,315
$2,256,841
1,305,560
1,024,569
264,737

Derivative financial instruments

As of 31 December 2022

None Less than 1 year 2 to 3 years 4 to 5 years > 5 years Total As of 31 December 2021 Cross currency swaps Net settlement – $(241) $ - $ - $ - $(241) outflow

The table above contains the undiscounted net cash flows of derivative financial instruments.

358

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (6) Reconciliation of liabilities from financing activities

Reconciliation of liabilities for the year ended 31 December 2022:

As of 1 January 2022 Cash flow Non-cash change As of 31 December 2022

Short-term
loans
$1,952,450
(435,830)
-
$1,516,620
Lease
liabilities
Long-term
loan(including
maturity within
ayear)
$300,000
(300,000)
-
$ -
Bonds payable
(including
maturity
within ayear)
$994,351
1,045,040
(917,462)
$1,121,929
Deposits
received
$62
480
-
$542
Total liabilities
from financing
activities
$256,580
(49,473)
29,100
$3,503,443
260,217
(888,362)
$236,207 $2,875,298

Reconciliation of liabilities for the year ended 31 December 2021:

As of 1 January 2021
Cash flow
Non-cash change
As of 31 December
2021
Short-term
loans
$1,458,588
493,862
-
$1,952,450
Lease
liabilities
$207,605
(47,046)
96,021
$256,580
Long-term
loan(including
maturity within
ayear)
$300,000
-
-
$300,000
Bonds payable
(including
maturity within
ayear)
$1,256,981
-
(262,630)
$994,351
Deposits
received
$2
60
-
$62
Total liabilities
from financing
activities
$3,223,176
446,876
(166,609)
$3,503,443

(7) Fair values of financial instruments

  • (a) The methods and assumptions applied in determining the fair value of financial instruments:

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used by the Company to measure or disclose the fair values of financial assets and financial liabilities:

  • a. The carrying amount of cash and cash equivalents, accounts

359

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

receivables, accounts payable and other current liabilities approximate their fair value due to their short maturities.

  • b. For financial assets and liabilities traded in an active market with standard terms and conditions, their fair value is determined based on market quotation price (including listed equity securities, beneficiary certificates, bonds and futures etc.) at the reporting date.

  • c. Fair value of equity instruments without market quotations (including private placement of listed equity securities, unquoted public company and private company equity securities) are estimated using the market method valuation techniques based on parameters such as prices based on market transactions of equity instruments of identical or comparable entities and other relevant information (for example, inputs such as discount for lack of marketability, P/E ratio of similar entities and Price-Book ratio of similar entities).

  • d. Fair value of debt instruments without market quotations, bank loans, bonds payable and other non-current liabilities are determined based on the counterparty prices or valuation method. The valuation method uses DCF method as a basis, and the assumptions such as the interest rate and discount rate are primarily based on relevant information of similar instrument (such as yield curves published by the Taipei Exchange, average prices for Fixed Rate Commercial Paper published by Reuters and credit risk, etc.)

  • e. The fair value of derivatives which are not options and without market quotations, is determined based on the counterparty prices or discounted cash flow analysis using interest rate yield curve for the contract period. Fair value of option-based derivative financial instruments is obtained using on the counterparty prices or appropriate option pricing model (for example, Black-Scholes model) or other valuation method (for example, Monte Carlo Simulation).

360

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (b) Fair value of financial instruments measured at amortized cost

The carrying amount of the Company’s financial assets and liabilities measured at amortized cost approximate their fair value.

  • (c) Fair value measurement hierarchy for financial instruments

Please refer to Note 12.(9) for fair value measurement hierarchy for financial instruments of the Company.

  • (8) Derivative financial instruments

The Company’s derivative financial instruments include forward currency contracts, cross currency swap and embedded derivatives. The related information for derivative financial instruments not qualified for hedge accounting and not yet settled as of 31 December 2022 and 2021 are as follows:

Cross currency swaps contracts

The Company entered into cross currency swaps contracts to manage its exposure to financial risk, but these contracts are not designated as hedging instruments. The table below lists the information related to cross currency swaps contracts:

Items
As of 31 December 2022
Cross currency swaps
As of 31 December 2021
Cross currency swaps
Amount(in thousands)
USD
15,000
USD
4,000
Contract Period
26 February 2022 – 24 March 2023
26 November 2021 – 16 March 2022

Embedded derivatives

The embedded derivatives arising from issuing convertible bonds have been separated from the host contract and were carried at fair value through profit or loss. Please refer to Note 6(11) for further information on this transaction.

The counterparties for the aforementioned derivatives transactions are well known domestic or overseas banks, as they have sound credit ratings, the credit risk is insignificant.

361

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The cross currency swaps and foreign exchange option contracts have been entered into to hedge the foreign currency risk of net assets or net liabilities, and there will be corresponding cash inflow or outflows upon maturity and the Company has sufficient operating funds, the cash flow risk is insignificant.

  • (9) Fair value measurement hierarchy

  • (a) Fair value measurement hierarchy

All asset and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole. Level 1, 2 and 3 inputs are described as follows:

Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities that the entity can access at the measurement date

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

Level 3 – Unobservable inputs for the asset or liability

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization at the end of each reporting period.

  • (b) Fair value measurement hierarchy of the Company’s assets and liabilities

362

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

The Company does not have assets that are measured at fair value on a non-recurring basis. Fair value measurement hierarchy of the Company’s assets and liabilities measured at fair value on a recurring basis is as follows:

As of 31 December 2022

As of 31 December 2022
Financial assets:
Financial assets at fair value through profit or loss
Stocks
Bonds
Cross currency swaps
Embedded derivatives- Corporate bonds
Financial assets at fair value through other
comprehensive income
Equity instrument measured at fair value
through other comprehensive income
Financial liabilities:
Financial liabilities at fair value through profit or
loss
Embedded derivatives- Corporate bonds
As at 31 December 2021
Financial assets:
Financial assets at fair value through profit or loss
Stocks
Bonds
Embedded derivatives- Corporate bonds
Financial assets at fair value through other
comprehensive income
Equity instrument measured at fair value
through other comprehensive income
Financial liabilities:
Financial liabilities at fair value through profit or
loss
Cross currency swaps
Level 1
$180,841
72,330
-
-
-
$ -
Level 1
$190,190
57,168
-
-
$ -
Level 2
$ -
-
43,578
178
-
$5,100
Level 2
$ -
-
2,333
-
$241
Level 3
$ -
-
-
-
313,758
$ -
Level 3
$ -
-
-
321,734
$ -
Total
$180,841
72,330
43,578
178
313,758
$5,100
Total
$190,190
57,168
2,333
321,734
$241

363

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Transfers between Level 1 and Level 2 during the period

During the years ended 31 December 2022 and 2021, there were no transfers between Level 1 and Level 2 fair value measurements.

Reconciliation for fair value measurements in Level 3 of the fair value hierarchy for movements during the period is as follows:

Beginning balances as of 1 January 2022
Total gains and losses recognized for the year
ended 31 December 2022:
Amount recognized in OCI (presented in
“Unrealized gains (losses) from equity
instruments investments measured at
fair value through other comprehensive
income)
The return of paid-in capital for capital
reduction
Acquisition
Ending balances as of 31 December 2022
Beginning balances as of 1 January 2021
Total gains and losses recognized for the year
ended 31 December 2021:
Amount recognized in OCI (presented in
“Unrealized gains (losses) from equity
instruments investments measured at
fair value through other comprehensive
income)
The return of paid-in capital for capital
reduction
Disposal
Acquisition
Ending balances as of 31 December 2021
Assets
At fair value through
other comprehensive
income
Stocks
$321,734
(42,287)
(15,689)
50,000
$313,758
$227,917
22,776
(2,449)
(1,510)
75,000
$321,734

364

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Information on significant unobservable inputs to valuation

Description of significant unobservable inputs to valuation of recurring fair value measurements categorized within Level 3 of the fair value hierarchy is as follows:

As of 31 December 2022

Financial assets:
At fair value through
profit or loss
Stocks and others
Stocks and others
As
Financial assets:
At fair value through
profit or loss
Stocks and others
Stocks and others
Valuation
techniques
Significant
unobservable inputs

Quantitative
information


Relationship
between inputs
and fair value
Sensitivity of the input to
fair value
Market approach Discount for lack of
marketability
Option pricing
model
Fluctuation rate
of 31 December 2021
Valuation
techniques
Significant
unobservable inputs
30%
34.08%

Quantitative
information
The higher the
discount for lack
of marketability,
the lower the fair
value of the
stocks
The higher the
fluctuation rate,
the higher the fair
value of the
stocks


Relationship
between inputs
and fair value
10% increase (decrease)
in the discount for lack
of marketability would
result in increase
(decrease) in the
Company’s profit or loss
by NT$31,058 thousand

10% increase (decrease)
in the fluctuation rate
would result in increase
(decrease) in the
Company’s profit or loss
by NT$ 318 thousand
Sensitivity of the input to
fair value
Market approach
Option pricing
model
Discount for lack of
marketability
Fluctuation rate
30%
33.09%
The higher the
discount for lack
of marketability,
the lower the fair
value of the
stocks
The higher the
fluctuation rate,
the higher the fair
value of the
stocks
10% increase (decrease)
in the discount for lack
of marketability would
result in increase
(decrease) in the
Company’s profit or loss
by NT$30,953 thousand

10% increase (decrease)
in the fluctuation rate
would result in increase
(decrease) in the
Company’s profit or loss
by NT$ 1,220 thousand

365

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Valuation process used for fair value measurements categorized within Level 3 of the fair value hierarchy

The Company’s Financial Department is responsible for validating the fair value measurements and ensuring that the results of the valuation are in line with market conditions, based on independent and reliable inputs which are consistent with other information, and represent exercisable prices. The Department analyses the movements in the values of assets and liabilities which are required to be re-measured or re-assessed as per the Company’s accounting policies at each reporting date.

  • (c) Fair value measurement hierarchy of the Company’s assets and liabilities not measured at fair value but for which the fair value is disclosed
As at 31 December 2022
Financial assets not measured at fair
value but for which the fair value is
disclosed:
Investments accounted for using the
equity method(please refer to Note 6(6))

As at 31 December 2021
Financial assets not measured at fair
value but for which the fair value is
disclosed:
Investments accounted for using the
equity method(please refer to Note 6(6))
Level 1 Level 2 Level 3 Total
$1,484,835
Level 1

$ -
Level 2

$ -
Level 3
$1,484,835
Total
$2,593,847
$ -

$ -
$2,593,847
  • (10) Significant assets and liabilities denominated in foreign currencies

Information regarding the significant assets and liabilities denominated in foreign currencies is listed below:

Financial assets
Monetaryitems:
USD
JPY
As of 31 December 2022
Foreign
currencies
Foreign
exchange
rate
NTD
$85,480
30.71 $2,624,918
435,054
0.23
101,117
As of 31 December 2022
Foreign
currencies
Foreign
exchange
rate
NTD
$85,480
30.71 $2,624,918
435,054
0.23
101,117
As of 31 December 2021 As of 31 December 2021 As of 31 December 2021
Foreign
currencies
$85,480
435,054
Foreign
exchange
rate
30.71
0.23
Foreign
currencies
$81,512
279,696
Foreign
exchange
rate
27.69
0.24
NTD
$2,257,070
67,295

366

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

Financial liabilities
Monetaryitems:
USD
JPY
As of 31 December 2022
Foreign
currencies
Foreign
exchange
rate
NTD
$45,407
30.71 $1,394,344
1,390
0.23
323
As of 31 December 2022
Foreign
currencies
Foreign
exchange
rate
NTD
$45,407
30.71 $1,394,344
1,390
0.23
323
As of 31 December 2021 As of 31 December 2021 As of 31 December 2021
Foreign
currencies
$45,407
1,390
Foreign
exchange
rate
30.71
0.23
Foreign
currencies
$30,836
304
Foreign
exchange
rate
27.69
0.24
NTD
$853,855
73

The Company has a number of different functional currencies; therefore, we are unable to disclose the exchange loss and gain of monetary financial assets and financial liabilities under each foreign currency that has significant impact. The Company recognized NT$155,579 thousand and NT$(68,022) thousand foreign exchange gains and (losses) for the years ended 31 December 2022 and 2021, respectively.

The above information is disclosed based on the carrying amount of foreign currency (after conversion to functional currency).

(11) Capital management

The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value. The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust dividend payments to shareholders, return capital to shareholders or issue new shares.

13. Other disclosure

  • (1)Information at significant transactions and information on investees:

  • (a) Financing provided to others for the year ended 31 December 2022: Please refer to Attachment 1.

  • (b) Endorsement/Guarantee provided to others for the year ended 31 December 2022: Please refer to Attachment 2.

  • (c) Securities held as of 31 December 2022: Please refer to Attachment 3.

367

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued)

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (d) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the paid-in capital for the year ended 31 December 2022: None.

  • (e) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the paid-in capital for the year ended 31 December 2022: None.

  • (f) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the year ended 31 December 2022: None.

  • (g) Related party transactions for purchases and sales exceeding the lower of NT$100 million or 20 percent of the capital stock for the year ended 31 December 2022: Please refer to Attachment 4.

  • (h) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20 percent of capital stock as of year ended 31 December 2022: Please refer to Attachment 5.

  • (i)Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022, net income (loss) of investee company and investment income (loss) recognized as of 31 December 2022: Please refer to Attachment 7.

  • (j)Financial instruments and derivative transactions: Please refer to Note 12. (8).

  • (k) The business relationship, significant transactions and amounts between parent company and subsidiaries: Please refer to Attachment 6.

  • (2)Information on investments in mainland China

  • (a) Investment in Mainland China: Please refer to Attachment 8.

  • (b) Significant transactions through third regions with the investees in Mainland China: Please refer to Attachment 2,4,5 and 6.

368

SINBON ELECTRONICS CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS (Continued) (Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

  • (3)Information of major shareholders
Shares
Shareholders
Total Shares
Owned
Ownership
Percentage
Investment Account of Small
Denomination World Funds Co. Ltd. in
custodyof Standard Chartered Bank
13,589,000 5.69%

Note:

  • (a) The main shareholder information in the table is calculated by the Taiwan Depository & Clearing Corporation on the last business day at the end of each quarter. The information included the total number of ordinary shares and special shares held by the shareholders who have completed the delivery without physical registration (including treasury shares) that reached 5%. The share capital stated in the Company's financial report and the number of shares actually delivered by the Company without physical registration may differ because the calculation bases were different.

  • (b) If the above information included the shareholder's shares transferred to the trust, it will be disclosed by the trustee who opened the trust account individually. As for shareholders who declared insider equity holding for more than 10% in accordance with the Securities Exchange Act, such shareholdings shall include their shareholdings plus their shares that have been delivered to the trust and shares of the trust that they have control of. Please refer to the information on insider equity declaration in the “Market Observation Post System” on the website of the TWSE.

14. Segment information

The Company fully disclosed segment information in consolidated financial statements.

369

Attachment 1: Financing provided to others for the year ended 31 December 2022

No. Lender
(Note 1)
Counterparty Financial
statement
account
Related
Party
Maximum
balance for
the
period
Ending
balance
Actual
amount
provided
Interest
rate
Nature of
financing
Amount of sales
to
(purchases from)
counter-party
Reason for
short-term
financing
Allowance
for
doubtful
accounts
Collateral Collateral Limit of financing
amount
for individual
counter-party
(Note2)
Limit of total
financing
amount
(Note3)
Item Value
0 The
Company
SB Hungary Other
receivables
Y $95,953 $98,125 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,263,350 $5,053,400
0 The
Company
SB Ohio Other
receivables
Y $96,630 $92,124 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,263,350 $5,053,400
1 KSEM JSEM Other
receivables
Y $5,415 $5,301 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $5,937 $5,937
2 BJSB JSEM Other
receivables
Y $45,122 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $55,954 $55,954
2 BJSB XZEM Other
receivables
Y $45,122 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $55,954 $55,954
3 SB TongAn JSEM Other
receivables
Y $44,752 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn JSEM Other
receivables
Y $22,376 $22,088 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn XZEM Other
receivables
Y $44,752 $44,175 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn JSEM Other
receivables
Y $64,904 $66,263 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610
3 SB TongAn XZEM Other
receivables
Y $64,903 $66,262 $ - 0.00% Note 4 $ - Need for
operating
$ - - $ - $1,011,610 $1,011,610

Note 1: The above transations were all made between consolidated entities in the Group and have been reversed.

Note 2: Financing limit for individual counterparty is 10% of the net worth of the financial report reviewed by the certified public accountants as of March 31, 2017. $2,207,135Í10%=$220,714

  • Note 2: Total financing limit for individual counterparty was set at 10% of the lender's net worth of the financial which were audited by independent accountants as of 31 December 2022. The Company: $12,633,499*10%=$1,263,350

Total financing limit for individual counterparty was set at 40% of the lender's net worth of the financial which were audited by independent accountants as of 31 December 2022. KSEM: $14,843*40%=$5,937

BJSB: $139,884*40%=$55,954

SB TongAn: $2,529,024*40%=$1,011,610

  • Note 3: Total financing limit was set at 40% of the lender's net worth of the financial report which were audited by independent accountants as of 31 December 2022. The Company: $12,633,499*40%=$5,053,400

KSEM: $14,843*40%=$5,937

BJSB: $139,88440%=$55,954 SB TongAn: $2,529,02440%=$1,011,610

Note 4: For short-term financing.

370

Attachment 2: Endorsement/Guarantee provided to others as of 31 December 2022

(Note 1)
No.
Endorsor/
Guarantor
Receiving party Receiving party Limit of
guarantee/endorsemen
t amount for receiving
party
(Note 3)
Maximum
balance for
the period
Ending
balance
Actual
amount
provided
Amount of
collateral
guarantee/
endorsemen
t
Percentage of
accumulated
guarantee amount to
net assets value
from the latest
financial statement
Limit of total
guarantee/
endorsement
amount
(Note 4)
Parent company's
guarantee/
endorsement
amount to
subsidiaries
(Note 5)
Subsidiaries'
guarantee/
endorsement
amount to parent
company
(Note 5)
Guarantee/
endorsement
amount to
company in
Mainland China
(Note 5)
Company name Releationship
(Note 2)
0 The Company SHSB 2 $5,053,400 $95,388 $76,770 $ - None 0.61% $12,633,499 Y N Y
0 The Company JYSB 2 $5,053,400 $1,821,727 $1,704,294 $521,265 None 13.49% $12,633,499 Y N Y
0 The Company TCSB 2 $5,053,400 $596,025 $574,017 $136,943 None 4.54% $12,633,499 Y N Y
0 The Company SZSB 2 $5,053,400 $16,105 $15,354 $ - None 0.12% $12,633,499 Y N Y
0 The Company SB Hungary 2 $5,053,400 $328,019 $319,007 $250,221 None 2.53% $12,633,499 Y N N
0 The Company SB Ohio 2 $5,053,400 $386,520 $368,496 $238,294 None 2.92% $12,633,499 Y N N
0 The Company SB USA 2 $5,053,400 $16,105 $15,354 $9,212 None 0.12% $12,633,499 Y N N
0 The Company Radbon 2 $3,790,050 $150,000 $150,000 $300 None 1.19% $12,633,499 Y N N
1 T-CONN T-CONN Zhongshan 2 $306,429 $189,120 $182,361 $ - None 23.80% $766,072 N N Y

Note 1: The Company and its subsidiaries are coded as follows:

  1. The Company is coded "0".

  2. The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

  3. Note 2: According to the "Guidelines Governing the Preparation of Financial Reports by Securities Issuers" issued by the R.O.C. Securities and Futures Bureau, receiving parties should be disclosed as one of the following:

  4. A company with which it does business.

  5. A company in which the public company directly and indirectly holds more than 50% of the voting shares.

  6. A company that directly and indirectly holds more than 50% of the voting shares in the public company.

  7. A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

  8. A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  9. A company that all capital contributing shareholders make endorsements/guarantees for their jointly invested company in proportion to their shareholding percentages.

  10. Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  11. Note 3: Limit of guarantee/endorsement amount for overseas subsidiary is 40% of the net worth of the financial report audited by the certified public accountants as of 31 December 2022. $12,633,499*40%=$5,053,400

  12. Limit of guarantee/endorsement amount for domestic subsidiaries is 30% of the net worth of the financial report of the company audited by the certified public accountants as of 31 December 2022. $12,633,499*30%=$3,790,050

  13. Limit of guarantee/endorsement amount for T-CONN Zhongshan is 40% of the net worth of the financial of T-CONN which were not audited by the certified public accountants as of 31 December 2022. $766,072*40%=$306,429

  14. Note 4: Limit of total guarantee/ endorsement amount is 100% of the net worth of the financial report audited by the certified public accountants as of 31 December 2022.

  15. Note 5: "Y" for the listed (OTC) parent company guarantees/endorses for subsidiary, subsidiary guarantees/endorses for the listed (OTC) parent company or guarantee/endorse for companies in Mainland China.

371

Attachment 3: Securities held as of 31 December 2022. (Excluding subsidiaries, associates and joint ventures)

Holding
Company
Type and name of securities Relationship
(Note 1)
Financial statement account As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 As of 31 December 2022 Note
Shares Carrying
amount
Percentage of
ownership (%)
Fair value
The Company Chengding Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
15,000,000 shares $106,503 11.10% $106,503 -
The Company Top Taiwan XIV Venture Capital CO., Ltd. Financial assets measured at fair value through other
comprehensive income- noncurrent
5,000,000 shares $37,099 2.30% $37,099 -
The Company Top Taiwan Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
4,875,000 shares 58,575 7.50% 58,575 -
The Company Dynahz Technologies - Financial assets measured at fair value through other
comprehensive income- noncurrent
2,771,670 shares 51,137 16.67% 51,137 -
Kwan-Ze Chengding Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
5,000,000 shares 35,469 3.70% 35,469 -
The Company Top Taiwan VII Venture Capital Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
443,878 shares 4,648 3.06% 4,648 -
Kwan-Ze Actmax Technologies Inc. - Financial assets measured at fair value through other
comprehensive income- noncurrent
- 4,767 19.00% 4,767 -
The Company VAN MOOF Global Holding BV - Financial assets measured at fair value through other
comprehensive income- noncurrent
780,000 shares 3,181 0.50% 3,181 -
T-CONN VAN MOOF Global Holding BV - Financial assets measured at fair value through other
comprehensive income- noncurrent
780,000 shares 3,181 0.50% 3,181 -
SINBON USA
L.L.C
Katalyst Interactive Inc Financial assets measured at fair value through other
comprehensive income- noncurrent
36,511shares 957 0.24% 957 -
SINBON USA
L.L.C
HOTWIRE Development LLC - Financial assets measured at fair value through other
comprehensive income- noncurrent
- 696 10.00% 696 -
The Company Bandrich, Inc. - Financial assets measured at fair value through other
comprehensive income- noncurrent
330,000 shares 145 1.62% 145 -
The Company SINTOP Energy Management Co., Ltd. - Financial assets measured at fair value through other
comprehensive income- noncurrent
7,500,000 shares 52,470 15.00% 52,470
Subtotal $358,828
The Company Nextronics Engineering Corp. - Financial asset measured at fair value through profit or
loss–current
3,009,000 shares $180,841 9.29% $180,841 -
The Company Nextronics Engineering Corp.
Private placement unsecured conversion
bonds
- Financial asset measured at fair value through profit or
loss–current
600,000 shares 56,976 - 56,976 -
The Company Damon Motors Inc conversion bonds - Financial asset measured at fair value through profit or
loss–current
- 15,354 - 15,354 -
The Company Trutankless, Inc. - Financial asset measured at fair value through profit or
loss–current
25,000 shares - 0.26% - -
Kwan-Ze Nextronics Engineering Corp. - Financial asset measured at fair value through profit or
loss–current
28,000 shares 1,683 0.09% 1,683 -
Total $254,854

Note 1: Not required if the issuer of securities is not a related party.

372

Attachment 4: Related party transactions for purchases and sales exceeding the lower of NT$100 million or 20 percent of the capital stock as of 31 December 2022.

Related-party Counter-party Relationship Intercompany Transactions Intercompany Transactions Intercompany Transactions Intercompany Transactions Details of non-arm's
length transaction
Details of non-arm's
length transaction
Notes and accounts receivable
(payable)
Notes and accounts receivable
(payable)
Note
Purchases
(Sales)
Amount Percentage of total
consolidated purchase
(Sales)
Terms Unit price Terms Carrying amount Percentage of
total
consolidated
receivables
(payable)
The Company JYSB Subsidiary Purchase $2,858,714 43.55% Trading condition is the same
as other supplier
N/A N/A $(559,157) -42.05%
HKSB JYSB Associates Purchase $3,469,850 54.44% Trading condition is the same
as other supplier
N/A N/A $401,132 -33.77%
SB TongAn JSEM Associates Purchase $109,610 7.65% Trading condition is the same
as other supplier
N/A N/A $(30,565) -5.96%
JYSB SINBON USA Associates Purchase $346,509 3.77% Trading condition is the same
as other supplier
N/A N/A $(38,800) -1.46%
JYSB T-CONN Zhongshan Associates Purchase $128,891 1.40% Trading condition is the same
as other supplier
N/A N/A $(61,514) -2.31%
JSEM XZEM Associates Purchase $104,027 7.34% Trading condition is the same
as other supplier
N/A N/A $(9,487) -0.89%
T-CONN T-CONN Zhongshan Associates Purchase $444,120 35.00% Trading condition is the same
as other supplier
N/A N/A $(112,324) -42.00%

Attachment 5: Receivables from related parties with accounts exceeding the lower of NT$100 million or 20 percent of the capital stock as of 31 December 2022.

Related-party Counter-party Relationship Amount Average
collection
turnover
Overdue account receivable-related parties Overdue account receivable-related parties Collection in
subsequent
period
Allowance for
doubtful debts
Amount Processingmethod
JYSB The Company The Company $559,157 11.63 $ - - $116,101 $ -
JYSB HKSB Associates $401,132 24.27 $ - - $129,089 $ -
The Company T-CONN Associates $402,720 1.79 $ - - $20,927 $ -

373

Attachment 6: The business relationship, significant transactions and amounts between parent company and subsidiaries

No.
(Note 1)
Related-party Counterparty Relationship with
the Company
(Note 2)
Transactions Transactions Transactions Transactions
Account Amount Terms Percentage of consolidated
operating
revenues or consolidated total
assets(Note3)
0 The Company JYSB 1 Purchase $2,858,714 (Note 4) 9.35%
1 JYSB The Company 2 Sales $2,858,714 (Note 4) 9.35%
3 HKSB JYSB 3 Purchase $3,469,850 (Note 4) 11.35%
1 JYSB HKSB 3 Sales $3,469,850 (Note 4) 11.35%
4 SB TongAn JSEM 3 Purchase $109,610 (Note 4) 0.36%
5 JSEM SB TongAn 3 Sales $109,610 (Note 4) 0.36%
1 JYSB SINBON USA 3 Purchase $346,509 (Note 4) 1.13%
2 SINBON USA JYSB 3 Sales $346,509 (Note 4) 1.13%
1 JYSB T-CONN Zhongshan 3 Purchase $128,891 (Note 4) 0.42%
6 T-CONN Zhongshan JYSB 3 Sales $128,891 (Note 4) 0.42%
5 JSEM XZEM 3 Purchase $104,027 (Note 4) 0.34%
7 XZEM JSEM 3 Sales $104,027 (Note 4) 0.34%
8 T-CONN T-CONN Zhongshan 3 Purchase $444,120 (Note 4) 34.00%
6 T-CONN Zhongshan T-CONN 3 Sales $444,120 (Note 4) 34.00%
  • Note 1 : The Company is coded "0".The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

  • Note 2 : Transactions are categorized as follows:

  • The holding company to subsidiary.

  • Subsidiary to holding company.

  • Subsidiary to subsidiary.

  • Note 3 : The percentage with respect to the consolidated asset/liability for transactions of balance sheet items are based on each item's balance at period-end. For profit or loss items, interim cumulative balances are used as basis.

  • Note 4 : The sales price to the above related parties was determined through mutual agreement based on the market conditions.

374

Attachment 7: Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022 net income (loss) of investee company and investment income (loss) recognized for the year ended 31 December 2022: (Excluding investment in Mainland China)

Investor Investee company
(Note1)
Address Main businesses and products Initial Investment Initial Investment Investment as of 31 Dec Investment as of 31 Dec ember 2022 Net income (loss) of
investee company
Investment
income (loss)
recognized
Note
Ending balance Beginning balance Number of
shares
Percentage of
ownership
(%)
Book value (Note 1 )
The Company HKSB Hong Kong Manufacturing and selling a wide variety
of connectors, wires and cables.
HKD95,606,000 HKD95,606,000 - 100.00% $1,408,743 $960,019 $960,019 Subsidiary
$401,262 $401,262
The Company Kwan-Ze New Taipei City, Taiwan Holding company $235,600 $235,600 25,200,000 shares 100.00% $699,071 $121,494 $121,494 Subsidiary
The Company SB BVI British Virgin Islands Holding company USD45,021,000 USD45,021,000 - 100.00% $5,864,583 $1,085,556 $1,085,556 Subsidiary
$1,461,158 $1,461,158
The Company SINTOP New Taipei City, Taiwan Renewable energy investment
management consulting business
$6,804 $6,804 680,400 shares 53.57% $9,242 $4,291 $2,298 Subsidiary
The Company Argosy Technologies
Co., Ltd.
Hsinchu City,
Taiwan
Produce and sells a variety of electronic
components, computers and peripheral
equipment
$51,768 $51,768 3,174,598 shares 3.56% $145,064 $610,670 $21,598 Investee under the
equity method
The Company SINBON
USA
LLC
4265 Gibson Dr., Tipp City , OH 45371,
USA
Logistic center. USD8,979,000 USD5,679,000 - 100.00% $100,002 $(40,724) $(40,724) Subsidiary
$274,591 $176,403
The Company SINBON Europe
GmbH
Pfarrkirchen, Germany Logistic center. EUR5,209,000 EUR5,209,000 - 100.00% $4,753 $1,351 $1,351 Subsidiary
$185,241 $185,241
The Company Radbon Avionics Inc. Miaoli County, Taiwan Manufacturing and selling signal cables
and cabin wiring.
$33,000 $33,000 5,280,000 shares 55.00% $165,268 $105,930 $58,261 Subsidiary
The Company T-CONN Precision New Taipei City, Taiwan Manufacturing and selling a wide variety
of connectors, wires and cables.
$157,360 $157,360 20,107,286 shares 57.45% $437,831 $121,343 $74,102 Subsidiary
The Company SB Hungary Hungary Selling,Producting and Processing a wide
variety of connectors and cables.
EUR13,264,000 EUR12,264,000 - 100.00% $106,822 $(66,085) $(66,085) Subsidiary
$455,501 $424,026
T-CONN Precision S P L Mauritius Logistic center. $3,039 $3,039 100,000 shares 100.00% $ - USD(145,000) $ - Subsidiary
$(4,527)
SB TongAn TWEM 1F., No. 15, Ln. 588, Guohua Rd., Miaoli
City, Miaoli County 36055, Taiwan
(R.O.C.)
Produce and sells a wide variety of
connectors and cables.
RMB10,405,000 RMB10,405,000 - 100.00% RMB9,865,000
RMB1,009,000 $ - Subsidiary
$45,000 $45,000 $43,581
$4,466
SINBON USA L.L.C SB Ohio 815 South Brown School Road Vandalia,
OH 45377, USA
Selling a wide variety of connectors and
cables.
USD5,654,000 USD2,704,000 - 100.00% USD2,809,000
USD(850,000) $ - Subsidiary
$86,280
$(25,341)
SINBON USA
L.L.C
Worldwide
Wire Harnesses
Co.,Ltd.
Samoa Logistic center. USD75,000 USD75,000 - 50.00% USD145,000
USD53,000 $ - Subsidiary
$4,477
$1,584

375

Attachment 7: Names, locations, main businesses and products, original investment amount, investment as of 31 December 2022 net income (loss) of investee company and investment income (loss) recognized for the year ended 31 December 2022: (Excluding investment in Mainland China)

Investor Investee company
(Note1)
Address Main businesses and products Initial Investment Initial Investment Investment as of 31 Dece Investment as of 31 Dece mber 2022 Net income (loss) of
investee company
Investment
income (loss)
recognized
Note
Ending balance Beginning balance Number of
shares
Percentage of
ownership
(%)
Book value (Note 1 )
Kwan-Ze Argocy Research Inc. Hsinchu City,
Taiwan
Produce and sells a variety of electronic
components, computers and peripheral
equipment
$197,969 $197,969 14,771,152 shares 16.55% $633,251 $610,670 $ - Investee under the
equity method
Worldwide
Wire Harnesses
Co., Ltd.
STT U.S.A Tennessee Logistic center. USD140,000 USD140,000 - 100.00% USD41,000 USD53,000 $ - Subsidiary
$4,542 $4,542 $1,275 $1,584
Argocy Research
Inc.
Argosy Technology
Inc.(USA)
U.S.A Sell Multimedia related products, ODM
and OED
$30,347 $30,347 - 100.00% $ - $ - $ - Investee under the
equity method
Argocy Research
Inc.
Argosy International
B.V.
The Netherlands Leasing operations and sell ODM and
OED
$22,314 $22,314 - 100.00% $15,518 $203 $- Investee under the
equitymethod
Argocy Research
Inc.
Global Saber
Electronics Co., Ltd.
Mauritius Selling a wide variety of connectors and
cables.
$ - $ - - 100.00% $68,895 $(6,710) $ - Investee under the
equity method
Argocy Research
Inc.
ROTEC LIMITED British Virgin Islands Holding company $543,588 $543,588 - 88.04% $836,738 $8,275 $ - Investee under the
equity method
Global Saber
Electronics Co., Ltd
ROTEC LIMITED British Virgin Islands Holding company $72,918 $72,918 - 11.96% $113,669 $8,275 $ - Investee under the
equity method
  • Note 1: 1 "Investee company", "Address", "Main businesses and products", "Initial Investment" and "Investment as of 31 December 2022" shall be filled in appropriate fields according to the Company's reinvestment and the re-investment of the subsidiaries the Company directly or indirectly controls and indicate the relationship in the Notes.

  • 2 "Net income (loss) of investee company" shall be filled in net income (loss) of investee for the year ended 31 December 2022.

  • 3 "Investment income (loss) recognized" requires only the investment income (loss) from the direct investees of the the Company and the investment income (loss) from investees valued under the equity method, and ensure that when recognizing the subsidiary's investment income (loss), the subsidiaries' re-investment income (loss) is included.

376

Attachment 8: Investment in Mainland China

Investee company Main Businesses and Products Total Amount of
Paid-in Capital
Method of Investment Accumulated
Outflow of
Investment from
Taiwan as of
1 January 2022
Investment Flows Investment Flows Accumulated Outflow
of Investment from
Taiwan as of
31 December 2022
Net income (loss)
of investee
company
Percentage of
Ownership
Investment income
(loss) recognized
Carrying Value as of
31 December 2022
Accumulated Inward
Remittance of
Earnings
as of
31 December 2022
Outflow Inflow
BJSB Manufacturing and selling a
wide variety of connectors,
wires and cables.
RMB 12,830,000 Directly investment in Mainland
China.
USD 1,020,000
$30,719
$ - $ - USD 1,020,000
$30,719
RMB1,562,000
$6,913
85.53% RMB1,336,000
$5,913
Note 1
RMB31,666,000
$139,884
USD11,030,000
$351,623
JYSB Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 37,780,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 22,050,000
$705,108
$ - $ - USD 22,050,000
$705,108
USD33,024,000
$984,336
100% USD33,024,000
$984,336
Note 1
USD150,712,000
$4,628,068
USD39,976,000
$1,200,889
SHSB Selling a wide variety of
connectors, wires and cables.
USD 3,280,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,700,000
$55,358
$ - $ - USD 1,700,000
$55,358
USD756,000
$22,531
100% USD756,000
$22,531
Note 1
USD7,296,000
$227,114
USD2,887,000
$87,821
SZSB Selling a wide variety of
connectors, wires and cables.
USD 2,810,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 2,750,000
$83,385
$ - $ - USD 2,750,000
$83,385
USD861,000
$25,677
100% USD861,000
$25,677
Note 1
USD8,954,000
$274,948
RMB38,400,000
$157,642
TCSB Selling a wide variety of
connectors, wires and cables.
USD17,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 8,000,000
$248,003
$ - $ - USD 8,000,000
$248,003
USD6,481,000
$193,182
100% USD6,481,000
$193,182
Note 1
USD29,547,000
$907,329
USD196,000
$5,890
China Digital Library
Corp.Ltd.
Technology development of
computer software, transfer of
technology, advisory service
RMB 88,600,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 750,000 $ - $ - USD 750,000
$20,768
$ - 4.85% $ - $ - $ -
Argosy (Beijing)
Technologies Co.,
Ltd.
Selling a wide variety of
connectors, wires and cables.
RMB 5,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 76,000 $ - $ - USD 76,000
$2,104
$ - 12.00% $ - $ - $ -
Wu Xi S&D Manufacturing and selling new
flat panel displays.
USD 4,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,900,000
$61,823
$ - $ - USD 1,900,000
$61,823
$ - - $ - $ - $ -
Ning Bo Smart and
Diligent Co., Ltd.
Manufacturing and selling a
new Flat Panel Display.
USD 2,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 1,140,000
$37,025
$ - $ - USD 1,140,000
$37,025
$ - - $ - $ - $ -

377

Attachment 8: Investment in Mainland China

Investee company Main Businesses and Products Total Amount of
Paid-in Capital
Method of Investment Accumulated
Outflow of
Investment from
Taiwan as of
1 January 2022
Investment Flows Investment Flows Accumulated Outflow
of Investment from
Taiwan as of
31 December 2022
Net income (loss)
of investee
company
Percentage of
Ownership
Investment income
(loss) recognized
Carrying Value as of
31 December 2022
Accumulated Inward
Remittance of
Earnings
as of
31 December 2022
Outflow Inflow
JY Sinact Manufacturing and selling a
wide variety of electronic
materials.
USD 9,500,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 5,266,000
$164,599
$ - $ - USD 5,266,000
$164,599
$ - - $ - $ - $ -
Shang Hai Comtek
Electronics Trading
Co., ltd.
Selling a wide variety of
electronic materials.
USD 160,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 104,000
$3,302
$ - $ - USD 104,000
$3,302
$ - - $ - $ - $ -
Dong Guan CMK Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 1,000,000 Indirectly investment in
Mainland China through
companies registered in a third
region.
USD 645,000
$20,768
$ - $ - USD 645,000
$20,768
$ - - $ - $ - $ -
T-CONN Zhongshan Manufacturing and selling a
wide variety of connectors,
wires and cables.
USD 9,300,000 Directly investment in Mainland
China.
USD 3,686,000
$117,529
$ - $ - USD 3,686,000
$117,529
$75,291 57.45% $43,255
Note 2
$352,251 $ -
BJSB TongAn Manufacturing and selling a
wide variety of connectors,
wires and cables.
RMB152,000,000 Directly investment in Mainland
China.
USD 3,000,000
$89,134
$ - $ - USD 3,000,000
$89,134
$304,915 85.53% $263,550
Note 1
$2,162,814 $1,264,302
USD 52,087,000
USD 53,420,000
N/A(Note3)
Upper Limit on Investment
Accumulated Investment in Mainland China as of
31 December 2022
Investment Amounts Authorized by
Investment Commission, MOEA
Accumulated Investment in Mainland China as of
31 December 2022
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on Investment
USD 52,087,000 USD 53,420,000 N/A(Note3)

Note 1: Based on the financial statements certificated by the public accountant of the parent company in Taiwan.

Note 2: The financial statements were audited by other independent accountants.

Note 3: According to Order No. Jing-Shen-Zi-09704604680 issued by Ministry of Economic Affairs, R.O.C., the Company's investment in Mainland China is not limited to 60% of net worth or consolidated net worth specified by the Investment Commission.

378

  • VI. Any insolvency to the Company and its subsidiaries in the previous period to the date this report was printed, and the influence on the financial position of the Company: None.

  • 379 -

Chapter VII. Review and analysis of financial position and performance, and risks

  • I. Financial position: the principal cause and the influence of significant change in assets, liability and shareholder equity in the last 2 years, and the plan in response to the changes in the future:

Unit: NT$1,000

Year
Item

2021
2022 Variation Variation
Amount
Current assets 22,056,872 27,654,708 5,597,836 25.38
Fixed assets 2,828,071 3,042,740 214,669 7.59
Other assets 441,705 545,214 103,509 23.43
Total assets 27,148,720 32,977,383 5,828,663 21.47
Current liabilities 14,376,646 17,785,324 3,408,678 23.71
Long-term liabilities 1,005,334 967,672 (37,662) (3.75)
Total liabilities 16,013,340 19,504,319 3,490,979 21.8
Capital stock 2,342,060 2,385,041 42,981 1.84
Additional paid-in capital 2,190,472 3,067,205 876,733 40.02
Retained earnings 6,207,190 7,451,950 1,244,760 20.05
Total shareholders equity
11,135,380
13,473,064 2,337,684 20.99
NoteI. The increase of current assets was caused by the increase of account receivable and inventory.
II. The increase of other assets was caused by the increase of prepayment for equipment purchase.
III. The increase of current liabilities was caused bythe increase of unearned sales revenue.
  • II. Financial performance: The principal cause to the revenue, operating income, and earnings before taxation in the last 2 years, the quantity of projected sale and the reference, and the plan in response to the changes in the future:

Unit: NT$1,000

2021 2021 2022 2022 Amount
change
Ratio of
change %
Subtotal Total Subtotal Total
Total revenue
Less: sales return and discount
Sales revenue
Other sales revenue
Net sales
Operating costs
Gross profit
Less: unrealized gross profit at
the end of the period
Add: realized gross profit at
the beginning of the period


(80,690)





25,611,396
(80,690)

25,530,706
-

25,530,706
(19,121,511)

6,409,195

(139,430)



30,714,230
(139,430)

30,574,800
-

30,574,800
(22,843,276)

7,731,524

5,102,834
(58,740)

5,044,094

5,044,094
(3,721,765)

1,322,329

19.92
72.80

19.76

19.76
19.46

20.63

  • 380 -
2021 2021 2022 2022 2022 Amount
change
Ratio of
change %
Ratio of
change %
Subtotal Total Subtotal Total
Net gross margin
Operating expense
Operating income
Non-operating incomes and
expenses
EBT of continued operations
Income tax expense
Net income of continued
operations
6,409,195
(3,621,336)

2,787,859
240,841

3,028,700
(540,871)

2,487,829
7,731,524
(4,405,075)

3,326,449
516,016

3,842,465
(819,435)

3,023,030
1,322,329
(783,739)

538,590
275,175

813,765
(278,564)

535,201
20.63
21.64

19.32
114.26

26.87
51.50

21.51
Note to analysis of the ratios of the changes:
The increase of non-operating income and expenses was caused by the
exchange rate in USD.
increase of exchange gain under the

III. Cash flows:

(I) Liquidity analysis of the last 2 years:

Year
Item
2021 2022 Ratio of change
Cash flow ratio 9.35% 13.98% 4.63%
Cash flow adequacyratio 30.72% 35.76% 5.04%
Cash reinvestment ratio -0.82% 4.95% 5.77%
I.
Note: The change in cash flow adequacy ratio was caused by the increase of net cash flow
from operation.

(II) Liquidity analysis in the year ahead:

Unit: NT$1,000 Unit: NT$1,000
Cash balance
at the
beginning of
the period (1)
Projected net cash
flow from
operation in the
period (2)

Projected cash
outflow in the
period (3)
Projected amount
of cash surplus
(deficit) (1)+(2)-(3)
Remedy for projected cash deficit
Investment plan
Wealth
management
plan
5,108,757 3,369,387 2,578,109 5,900,035 - -
  • IV. The influence of significant capital spending in the previous year on the financial position of the Company:

  • (I) The utilization of significant capital spending and the source of capital: None.

  • (II) Expected result: None.

  • 381 -

  • V. The direct investment policy of the previous period, the principal cause of profit or loss,

corrective action plan, and the investment plan in the year ahead:

Unit: NT$1,000 Unit: NT$1,000
Description
Item
Capital
investment to
December 31
2022
Policy Principal cause of profit
or loss
Corrective action
plan

Other
investment
plans in the
future
Hong Kong
SINBON
Electronics Co.,
Ltd.
401,262 Cargo and capital
center of Mainland
China, and
international trade
The operation of this
company yields result.
SINBON
International
Enterprise Co., Ltd.
1,461,158 Consideration of the
framework of direct
investment of the
group and
international trade.
The operation of the
subsidiary of this
company yields result.
Kwan Ze
Corporation Ltd.
235,600 Specialized in
investment in Taiwan
The operation of the
subsidiary of this
company yields result.
Beijing SINBON
TongAn Renewable
Energy Co., Ltd.
89,134 Development and
service to the
customers in north
China
The operation of this
company yields result.
-
SINBON USA LLC. 274,591 Development of new
accounts in the USA
This company is at the
stage of development in
operation
Continue to
development
new accounts in
the USA
Radbon Avionics
Inc.
33,000 Development of
aviationproducts
The operation of this
company yields result.
-
SINBON Europe
GmbH
185,241 Development of new
accounts in Europe
This company is at the
stage of development in
operation
Continue to
develop business
in Europe

T-CONN Precision
Corporation
157,360 Production and
tradingof connectors
The operation of this
company yields result.
-
SINBON Hungary
Kft
455,501 Development of new
accounts in Europe
This company is at the
stage of development in
operation
Continue to
develop business
in Europe

SINTOP Energy
Management Co.,
Ltd.
6,804 Regenerated
resources investment
and management
consultingservice.
The operation of this
company yields result.
-

VI. Risks:

  • (I) The influence of interest rate and exchange rate fluctuation, and inflation on the income of the Company in the previous period, and the policy in response to the influence in the future:

  • The influence of the changes in interest rate in the previous period on the income of Company and the policy in response to the changes in the future: The Company will continue to observe any change in the market and avoid any

  • 382 -

possible risks at the right moment so as to reduce the risk possibly caused by interest rate change.

  1. The influence of the changes in exchange rate on the income of the Company in the previous period and the policy in response to the changes in the future: The Company recognized net exchange gain amounting to NT$261,435 thousand in 2022, and has proceeded to hedge off the exchange risk to avoid negative effect on the income due to exchange rate fluctuation.

  2. The influence of inflation on the income of the Company in the previous period and the policy in response to inflation in the future: No unfavorable effect.

  3. (II) The policy of engagement in high risk and high leveraged investment, loaning of funds to third parties, endorsement and guarantee, and derivative trade, the principal cause of profit or loss, and the policy in response in the future:

  4. The Company did not engage in high risk and high leveraged investment in 2022.

  5. The Company undertook endorsement and guarantee in 2022 mainly for the surety of the subsidiaries in borrowing from banks and proceeded in accordance with the “Regulations Governing Endorsement and Guarantee”. The upper limit of endorsement and guarantee by the Company is NT$12,633,499 thousand. As of the 2022.12.31, the balance of endorsement and guarantee undertaken by the Company amounted to NT$3,405,653 thousand.

  6. (III) The R&D Plan in the future and the projected investment in R&D:

The R&D spending of the Company and group in 2022 amounted to NT$950,978 thousand, which was an increase of 12% from the same period of the previous year. This involved the proactive development of electronic parts and components for IoT, warehouse automation equipment, smart cars, green industries, robotic application, and smart home, and the continued improvement of factory equipment efficiency. It is expected that the group will invest at least NT$300 million or 3% of its revenue in R&D every year in the future.

  • (IV) The influence of the changes in important policies and the regulatory environment at home and overseas on the financial position and operation of the Company, and the policy in response to the changes: None.

  • (V) The influence of technological changes (including the risk of information security) and industrial changes on the financial position and operation of the Company, and the policy in response to the changes:

  • 383 -

The Company responds to the rapid changes in technology and industry with a professional R&D team that can develop products to the needs of the customers for strengthening our competitive power.

  • (VI) The influence of the change in corporate image on crisis management, and the policy in response to the change:

The Company listed its stock at TWSE on August 26 2002 for trading. This could help to improve the corporate image. In the wake of the internationalization of its scale of operation, the increasing sophistication of impact and challenges of the changes in the global economic environment, the Company identifies the risks that may affect the sustainability from the routine operation, and map out related management strategy and action plans to reduce the possible risk of interruption in operation. SINBON Electronics is a stakeholder to the customers, shareholders, employees, and the community, and will continue its effort in creating value for economic, environmental and social sustainability. In the course of pursuing its goal, SINBON Electronics seeks to identify, control the risks deserving the attention of enterprises in corporate management with a viable risk management organizational structure and through stepwise pursuit, and minimize possible risk through risk transfer, dissipation and aversion, and turn the risk into opportunity in operation.

  • (VII) The expected result, possible risks from mergers & acquisitions, and the policy in response to the situation: Not applicable.

  • (VIII) The expected result and possible risk from capacity expansion, and the policy in response to the situation:

The capacity expansion of Miaoli Plant of the Company is expected to bring in higher revenue in Taiwan, mitigate the influence of the burden of tariff deriving from China-US trade, and create more local jobs. The possible risks will be the amount of revenue and profit falling below the expected level in which case idle capacity and declined capacity utilization will be resulted. Accordingly, the cost of product will rise. Under such circumstance, the group may switch orders or develop other business as relief.

  • (IX) The risks deriving for concentration of purchase or sale, and the policy in response to the situation: Not applicable.

  • (X) The influence and risk of massive transfer or swap of equity shares by Directors, Supervisors, or the Shareholders holding more than 10% of company shares, and the policy in response to the situation: None.

  • (XI) The influence and risk of the change in the ownership of the Company, and the policy in response to the change: Not applicable.

  • 384 -

  • (XII) In litigation or non-contentious cases, specify major cases of litigation, voluntary jurisdiction or administrative appeal involving the Company, the Directors, Supervisors, General Manager, the actual person in charge, shareholders holding more than 10% of the company shares, with ruling or in proceeding, and the result of which may cause significant influence on shareholders equity or stock price. Disclose the facts of the contentions, the targeted amount, the date of the commencement of the proceedings, major litigants, and the status of the proceedings to the date this report was printed: Not applicable.

  • (XIII) Other risks and policies in response to the risks:

  • Information security risk assessment and analysis and the policy in response to the risk:

For additional information, refer to page 129, on information security management.

Additional information: None.

  • 385 -

Chapter VIII. Additional information:

  • I. Profiles of the affiliates:

  • (I) Consolidated Business Report on Affiliates

    1. Organizational chart of affiliates:

December 31 2022

==> picture [433 x 362] intentionally omitted <==

  • 386 -

Profiles of the affiliates

Name of Enterprise Date of
establishment
Paid-in capital Address Principal business or
products
Beijing SINBON
Electronics Co., Ltd.
1993.12.20 USD1.904 million No. 26, Lain Dong U Gu,
No. 15, Jingshengnansi
Street, Maquqiao,
Tongzhou District,
Beijing
Production and sale of
various types of
connectors
Hong Kong SINBON
Electronics Co., Ltd.
1995.6.20 HK$95.61 million
Room 1805, No. 50,
Lemmi Centre, Hoi Yuen
Road, Kwun Tong,
Kowloon, Hong Kong
Production and sale of
various types of
connectors and
electronic parts and
components
Shanghai SINBON
Electronics Co., Ltd.
1996.3.21 USD3.28 million 3rd Floor, Tower 60, No.
461, Hongcao Road,
Shanghai
Production and sale of
various types of
connectors and
electronic parts and
components
SINBON
International
Enterprise Co.,Ltd.
2000.10.24 USD53.28 million P.O. Box 3340, ROAD
TOWN, TORTOLA,
BRITISH VIRGIN ISLAND
General investment
Jiangyin SINBON
Electronics Co., Ltd.
2000.12.20 USD37.78 million No. 288,
Chengjiangzhong Road,
Jiangyin City, Suzhou
Province.
Production and sale of
connection cords,
electronic components,
electrical and electronic
components, and
computer peripherals,
and the research,
development,
production and sale of
GPS module.
Shenzhen SINBON
Electronics Co., Ltd.
2001.5.9 USD2.8 million 518040 1605-1608,
Xisongde Garden Office
Building, Xiameiliner
Street, Futian District,
Shenzhen
Production and sale of
various types of
connectors and
electronic parts and
components
Kwan-Ze
Corporation Ltd.
2003.01.22 NT$252 million 4F.-1, No. 79, Sec. 1,
Xintai 5th Rd., Xizhi
Dist.,New Taipei City
Trading of electronic
materials and general
investment
Tong Cheng
SINBON Electronics
Co., Ltd.
2007.07.13 USD17 million No. 168, Xinlong Road,
Tongcheng Economic
Development Zone
Production and sale of
various types of
electronic connectors
and connection cords
  • 387 -
Name of Enterprise Date of
establishment
Paid-in capital Address Principal business or
products
Beijing SINBON
TongAn Renewable
Energy Co., Ltd.
2012.02.16 CNY152 million No. 26, Lain Dong U Gu,
No. 15, Jingshengnansi
Street, Maquqiao,
Tongzhou District,
Beijing
Production and sale of
various types of
electronic connectors
and connection cords
Worldwide Wire
Harnesses Co.,Ltd.
2007.04.24 USD0.15 million Samoa Overseas sale center
SINBON
Technologies
Tennessee Co.,LLC.
2007.08.16 USD0.15 million 211 Industrial Park Drive
Cumberland City, TN
37050
Overseas sale center
SINBON USA LLC. 2014.05.29 USD8.978 million 4265 Gibson Dr., Tipp
City ,Ohio 45371
Overseas sale center
SINBON Ohio LLC. 1993.12.30 USD5.187 million 815 South Brown School
Road Vandalia, OH
45377,USA
Sale of various types of
electronic connectors
and connection cords
Radbon Avionics
Inc.
2015.12.28 NT$140 million No. 582, Kuohua Rd.,
Miaoli City, Miaoli
County
Production and sale of
various types of
connectors
T-CONN Precision
Co., Ltd.
2002.1.18 NT$367.5 million 4F.-3, No. 79, Sec. 3,
Xintai 5th Rd., Xizhi
Dist.,New Taipei City
Sale of connectors and
other electronic parts
and components
T-CONN Precision
(Zhongshan) Co.,
Ltd.
2001.12.21 CNY69.2 million No. 46, Zhongshan
Huoju Frontier
Technology
Development Zone,
Zhongshan City,
Guangdong Province,
China
Sale and production of
connectors and other
electronic parts and
components
Super Progressive
Limited
2003.01.30 USD0.1 million 2nd Floor, Felix House,
24 Dr. Joseph Riviere
Street, Port Louis,
Republic of Mauritius
Offshore trade center
SINBON Europe
GmbH
2015.9 EUR 5.21 million Passauer Str. 99
84347 Pfarrkirchen
General investment
SINBON Hungary Kft 1996.12.16 HUF 22 million Tatabánya, Tarjáni út 1,
2800
Trading and processing
of electronic connectors,
and wire harness
Jiangsu ENMAGIC
Energy Co., Ltd.
2017.07.21 CNY30 million No. 6, Dongshengxi
Road, Chengdong
Sub-District, Jiangyin
Frontier Technology and
Industrial Development
Zone,Jiangyin,Wuxi City
Trading of electronic
connectors and wire
harness
  • 388 -
Name of Enterprise Date of
establishment
Paid-in capital Address Principal business or
products
Kunshan ENMAGIC
Energy Co., Ltd.
2018.09.30 CNY3 million No. 150, Bowei Road,
Zhangpu Town, Kunshan
City

Dispersed PV power
generation: PV power
station project design,
construction, operation,
and maintenance;
consulting service of PV
power station related
know-how
Enmagic Renewable
Energy Co., Ltd.
2020.02.26 NT$45 million 1F., No. 15, Ln. 588,
Guohua Rd., Miaoli City,
Miaoli County
Production and sale of
various types of
electronic connectors
and connection cord
Xuzhou ENMAGIC
Energy Co., Ltd.
2021.03.23 CNY10 million South side of Beixinxin
Road, North of
Yangshan Road at East
side of Gaoxin Road,
Xuzhou Economic and
Technology
Development Zone.
Development of new
energy technology
SINTOP Energy
Management Co.,
Ltd.
2021.04.28 NT$12.7 million 4F.-1, No. 79, Sec. 1,
Xintai 5th Rd., Xizhi
Dist., New Taipei City
Regenerated resources
investment and
management consulting
service
  1. Information on presumed control and in dominant-subordination relation: none.

3. Directors, Supervisors and General Manager of affiliate

Name of
Enterprise
Occupation
title
Name or representative Shares in holding Shares in holding
Quantity of shares Proportion of
shareholding
Beijing SINBON
Electronics Co.,
Ltd.
Chairman
Directors
Supervisors

Shao-Hsin, Wang
Chun-Chiang, Wang; Wei-Ming,
Liarng
Chi-Chou,Chang
- 85.53%
Hong Kong
SINBON
Electronics Co.,
Ltd.
Directors Shao-Hsin, Wang; Wei-Ming, Liarng;
Wen-Sen, Huang; Chi-Chou, Chang
- 100.00%
Shanghai
SINBON
Electronics Co.,
Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Wei-Ming, Liarng; Hsiu-Sui, Lin
Chi-Chou, Chang
- 100.00%
  • 389 -
Name of
Enterprise
Occupation
title
Name or representative Shares in holding Shares in holding
Quantity of shares Proportion of
shareholding
SINBON
International
Enterprise Co.,
Ltd.
Chairman Shao-Hsin, Wang - 100.00%
Jiangyin SINBON
Electronics Co.,
Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Wei-Ming, Liarng; Chi-Chou, Chang;
Yen-Hua, Wang; Hsing-Chun, Wu
Wen-Sen,Huang
- 100.00%
Shenzhen
SINBON
Electronics Co.,
Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Wei-Ming, Liarng; Hsiu-Sui, Lin
Chi-Chou, Chang
- 100.00%
Kwan-Ze
Corporation Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Hsin-Chih, Yeh; Chi-Chou, Chang
Chun-Chiang, Wang
(The above persons are
representatives of SINBON
Electronics Co.,Ltd.)
25,200,000 shares
100.00%
Tong Cheng
SINBON
Electronics Co.,
Ltd.
Chairman
Directors
Supervisors
Wei-Ming, Liarng
Chi-Chou, Chang; Kuo-Tsai, Sung
Wen-Sen, Huang
- 100.00%
Beijing SINBON
TongAn
Renewable
Energy Co., Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Chun-Chiang, Wang; Wei-Ming,
Liarng; Hsiao-Hung, Chiang; Mei,
Tung
Chi-Chou, Chang; Pao-Lin, Ma; Yung,
Tsui
130,000,000 shares 85.53%
Worldwide Wire
Harnesses Co.,
Ltd.
Directors
Directors
Directors
Wei-Ming, Liarng
Tzu-Wei, Lin
LESLIE ROY WELCH
- 50.00%
SINBON
Technologies
Tennessee Co.,
LLC.
Directors
Directors
Directors
Wei-Ming, Liarng
Tzu-Wei, Lin
LESLIE ROY WELCH
- 50.00%
SINBON USA LLC Chairman John Chrupcala - 100.00%
SINBON Ohio LLC Chairman John Chrupcala
(representatives of SINBON
Electronics Co.,Ltd.)
- 100.00%
  • 390 -
Name of
Enterprise
Occupation
title
Name or representative Shares in holding Shares in holding
Quantity of shares Proportion of
shareholding
Radbon Avionics
Inc.
Chairman
Directors
Supervisors
Chi-Chung, Chen
Kuo-Hung, Wang; Te-Cheng, Chiu,
(the above persons are
representatives of SINBON
Electronics Co., Ltd.)
Hsiu-Chen, Hsu; Chien-Heng,
Liu( Representatives of NCSIST)
Shu-Hui,Chen;Min-Cheng,Lin
7,700,000 shares
55.00%
T-CONN
Precision Co.,
Ltd.
Chairman
Directors
Directors
Independent
Director

Hsin-Chih, Yeh
Shao-Hsin, Wang
(The above 2 persons are the
representatives of SINBON
Electronics Co., Ltd.)
Kao-Ling, Chiu (representative of
Wistron)
Te-Cheng, Chiu
Feng-Chih, Huang; Hung-Wen, Lin;
Yung-Sheng,Chang
21,112,650 shares
57.45%
T-CONN
Precision
(Zhongshan)
Co.,Ltd.
Chairman
Directors
Directors
Supervisors
Hsin-Chih, Yeh
Shao-Hsin, Wang
Shih-Chieh, Chen
Chi-Chou,Chang
- 57.45%
Super
Progressive
Limited
Chairman Hsin-Chih, Yeh - 57.45%
SINBON Europe
GmbH
Chairman Wen-Sen, Huang - 100%
SINBON Hungary
Kft
Chairman Barrie Ryan - 100%
Jiangsu
ENMAGIC Energy
Co.,Ltd.
Chairman
Directors
Supervisors
Wei-Ming, Liarng
Chi-Chou, Chang; Chun-Chiang, Wang
Yeh,Liu

-
85.53%
Kunshan
ENMAGIC Energy
Co.,Ltd.
Directors
Supervisors
Chun-Chiang, Wang
Chi-Chou, Chang
- 85.53%
Enmagic
Renewable
Energy Co., Ltd.
Chairman
Directors
Supervisors
Shao-Hsin, Wang
Wei-Ming, Liarng; Chun-Chiang,
Wang
(The above persons are
representatives of Beijing SINBON
TongAn Renewable Energy Co., Ltd.)
Chi-Chou,Chang
4,500,000 shares
85.53%
Xuzhou
ENMAGIC Energy
Co.,Ltd.
Chairman
Directors
Supervisors
Chun-Chiang, Wang
Ching, Chin; Yung, Tsui
Yang-Yi,Lin
- 85.53%
  • 391 -
Name of
Enterprise
Occupation
title
Name or representative Shares in holding Shares in holding
Quantity of shares Proportion of
shareholding
SINTOP Energy
Management
Co., Ltd.
Chairman
Directors
Supervisors
Wei-Ming, Liarng
Yi-Hsien, Lin
(The above 2 persons are the
representatives of SINBON
Electronics Co., Ltd.)
Ching-Fu, Chang (representative of
TOP Taiwan Investment Co, Ltd.)
Chi-Chou,Chang;Chien-Jung,Chen
680,400 shares
53.57%

4. Operation of the affiliates (2022):

Name of
Enterprise
Stated
capital
Total assets Total
liabilities
Net worth Revenue Operating
income
Income in
current
period
(after
taxation)
Earnings
per share
(after
taxation)
Beijing SINBON
Electronics Co.,
Ltd.
(Unit: CNY)
12,828,851.80
32,470,740.32

805,116.51
31,665,623.81
-

(1,536,324.37)

1,562,548.22

-
Hong Kong
SINBON
Electronics Co.,
Ltd.
(Unit: HKD)
95,606,400
1,422,856,535

1,065,173,940

357,682,595

1,828,624,200

253,759,128

252,233,367

-
Shanghai SINBON
Electronics Co.,
Ltd.
(Unit: CNY)
25,401,762.00
104,011,612.03

52,389,383.95
51,622,228.08
145,000,916.42

9,365,050.32

5,092,475.48

-
SINBON
International
Enterprise
Company Limited
(Unit: USD)
53,281,715
196,663,866

-

196,663,866

-

-

41,123,247

-
Jiangyin SINBON
Electronics Co.,
Ltd.
(Unit: CNY)
286,025,460 1,923,677,521.54 863,502,861.43 1,060,174,660.11 3,083,393,177.35 252,609,689.31 230,453,101.08
-
Shenzhen
SINBON
Electronics Co.,
Ltd.
(Unit: CNY)
17,924,154.88
92,898,854.02

30,658,470.62
62,240,383.40
108,340,497.87

9,112,799.71

5,803,514.92

-
  • 392 -
Name of
Enterprise
Stated
capital
Total assets Total
liabilities
Net worth Revenue Operating
income
Income in
current
period
(after
taxation)
Earnings
per share
(after
taxation)
Kwan-Ze
Corporation Ltd.
(Unit: NTD)
252,000,000
700,256,193

1,184,788

699,071,405

-

(72,620)

131,869,313

-
Tong Cheng
SINBON
Electronics Co.,
Ltd.
(Unit: CNY)
115,869,100
364,727,698.48
159,334,761.81 205,392,936.67
344,277,121.02

47,554,079.78

43,662,218.97

-
Beijing SINBON
TongAn
Renewable
Energy Co., Ltd.
(Unit: CNY)
152,000,000
719,122,601.38
146,624,811.43 572,497,789.95
447,164,757.44

25,820,165.85

68,915,874.82

-
SINBON USA LLC.
(Unit: USD)
8,978,735
7,980,817

4,575,283

3,405,533

16,422,011

(1,101,146)

(1,329,096)

-
Radbon Avionics
Inc.
(Unit: NTD)
140,000,000
376,861,757

76,374,297

300,487,460

430,629,372

134,170,519

105,929,972

-
T-CONN Precision
Co., Ltd.
(Unit: NT$1,000)
367,500
1,610,829

844,388

766,441

990,346

28,618

121,343

-
T-CONN Precision
(Zhongshan) Co.,
Ltd.
(Unit: CNY)
69,199,908
141,313,292

60,626,259

80,687,033

177,242,957

17,071,528

17,016,934

-
Super Progressive
Limited
(Unit: USD)
100,000
0

0

0

0

(146,323)

(145,438)

-
Worldwide Wire
Harnesses Co.,
Ltd.
(Unit: USD)
150,000
291,668

65

291,603

-

-

53,128

-
SINBON
Technologies
Tennessee Co.,
LLC.
(Unit: USD)
139,980
1,221,724

1,180,202

41,523

928,509

(32,676)

53,128

-
SINBON Europe
GmbH
(Unit: EUR)
5,208,773
249,709

104,405

145,304

372,000

41,632

43,084

-
  • 393 -
Name of
Enterprise
Stated
capital
Total assets Total
liabilities
Net worth Revenue Operating
income
Income in
current
period
(after
taxation)
Earnings
per share
(after
taxation)
SINBON Hungary
Kft
(Unit: HUF 1,000)
22,000
3,424,173

3,590,545

(166,372)

3,906,488

(-356,419)

(630,465)

-
Jiangsu ENMAGIC
Energy Co., Ltd.
(Unit: CNY)
30,000,000
445,698,898.85
338,675,018.65 107,023,880.20
389,235,103.40

41,442,546.71

29,476,328.23

-
Kunshan
ENMAGIC Energy
Co., Ltd.
(Unit: CNY)
3,000,000
3,363,580

3,600

3,359,980

167,109

100,221

100,333

-
SINBON Ohio LLC
(Unit: USD)

5,187,070

14,402,393

14,061,295

341,098

22,205,876

(597,419)

(850,197)

-
Enmagic
Renewable
Energy Co., Ltd.
(Unit: NTD)
45,000,000
345,622,993

302,042,144

43,580,849

131,944,103

3,368,708

4,466,163

-
Xuzhou ENMAGIC
Energy Co., Ltd.
(Unit: CNY)
10,000,000
130,489,079.31
123,211,549.92
7,277,529.39

103,552,563.70

(2,008,377.15)
(2,179,612.22)
-
SINTOP Energy
Management Co.,
Ltd.
(Unit: NTD)
12,700,000
17,998,641

747,344

17,251,297

7,147,834

5,345,273

4,290,977

-
  • 394 -

(II) Consolidated Financial Statements

Declaration

In 2022 (from January 1, 2022 to December 31, 2022), the related entities that are required to be included in the preparation of the consolidated financial statements of the Company, under the “Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” are the same as those defined in International Financial Reporting Standards (IFRS) No. 10 "Consolidated Financial Statements." In addition, the information which shall be disclosed in the combined financial statements of affiliated companies is included in the consolidated financial statements of the parent company. Consequently, there will be no separate preparation of combined financial statements of affiliated companies.

Your kind attention will be appreciated

SINBON Electronics Co., Ltd.

Legal Representative: Shao-Hsin, Wang

March 9 2023, Thursday

  • 395 -

  • II. Offering of securities through private placement in the previous period to the date this report was printed: None.

  • III. The holding or disposal of the shares issued by the Company by subsidiaries in the previous period to the date this report was printed.: none.

  • IV. Supplementary information: None.

  • Chapter IX. The occurrence of the incidents as stated in subparagraph 2 of Paragraph 3 under Article 36 of this law that caused significant influence on shareholders equipment or stock price in the previous period to the date this report was printed

Not applicable

  • 396 -