SPC - Annual Report 2021 | FinancialReports.eu

Stock Symbol: 2496

Success Prime Corporation and Subsidiaries

Consolidated Financial Statements For the Years Ended December 31, 2021 and 2020 with Independent Auditors’ Report

Address: 15F-1, No. 17, Xuchang Street, Zhongzeng District, Taipei City Phone: (02) 23899200

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The entities that are required to be included in the consolidated financial statements of Success Prime Corporation as of and for the year ended December 31, 2021 under the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” are all the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards 10 “Consolidated Financial Statements”. In addition, all the relevant information required to be disclosed in the consolidated financial statements have been disclosed. Hence, we do not prepare a separate set of consolidated financial statements.

Very truly yours,

Company Name: Success Prime Corporation Chairman: Min-Chun Chen March 9, 2022

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Success Prime Corporation

Opinion

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

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

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2021. 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

Key audit matters of 2021 Success Prime Corporation consolidated financial statements are described as follow:

Revenue Recognition of Education Services

Success Prime Corporation’s main source of business revenue is from education service, note on its revenue recognition policy please refer to the Consolidated Financial Report Note 4(15). The revenue recognition of the Success Prime Corp. Education Service, collect student prepaid full tuition payment, then calculated and recognized as revenue according to the actual teaching timeline of the course. Due to the wide range of education service revenue from various courses offered, and the large volume of transactions, the auditors believe that the correctness of the revenue calculation from education services may possess potential risks and therefore list it as a key audit matter.

The audit procedure by the Auditors is as follows:

Understand and test the effectiveness of the design and implementation of the main internal control system for the calculation process of education service revenue.
Verify the correctness of the information related to the Education Service Revenue statement used by the Success Prime Corp., including random spot check on the collection of student tuition matches the prepaid account amount, and check on the consistency between the teaching time periods used for revenue amortization and actual class syllabus schedule.
Test the validity of the calculation formulas of the tuition distribution calculation and re- verify the correctness of the calculation spreadsheet.

Assessment of Goodwill and Trademark Impairment

The Goodwill and Trademark rights of the Success Prime Corp. are considered as significant assets, displaying high value amount in the consolidated balance sheet. In accordance with the IFRS Article 36 regulation on "impairment of assets", Success Prime Corp. shall conduct annual impairment testing of Goodwill and Trademark rights, as well as measure the recoverable amount of Goodwill and Trademark rights. When the Management is deciding future operating cash flows, the consideration will base on future business outlook of the projected sales growth rate and profit margin, and calculate the weighted average capital cost rate as the discount rate. As these estimations and judgments of assumptions and management subjective views might be affected by high uncertainty of future markets or economic conditions, they are classified as key audit matters. The disclosure of relevant accounting policies and information of Goodwill and Trademark rights, please refer to the Consolidated Financial Statements Note 4(10), 5 and 14.

The main verification procedures by the accountant for Management impairment assessment of Goodwill and Trademark rights as follows:

Assess the professional qualifications, suitability and independence of external independent evaluation experts entrusted by Management to assist the impairment tests implementation, identifying items that imposes no effect on their objectivity and no limit on the scope of their work, and that the methods used by the evaluators use are in compliance with regulations.
Understand the process and basis of revenue growth rate and profit margin projected by Management to estimate future operational outlook, and whether it takes into account the recent operation results, historical trends and industry profile.
Evaluate the recoverable amount calculated by the management base on the value of use model, the weighted average cost rate used, including the assumptions of risk-free compensation interest rate, volatility and overpayment risk, and whether it is consistent with Company’s current status and its industry conditions, then re-execute and verify the calculations.

Other Matters

Success Prime Corporation has prepared 2021 and 2020 parent company only financial statements and an Audit Report has been issued by the Auditors, for reference.

Responsibility of Management and Governance Units over the Consolidated Financial Statements

The responsibility of the Management is to formulate the Consolidated Financial Statements in accordance to the financial reports preparation guidelines by securities issuer and be approved by the Financial Supervisory Commission; to release Consolidated Financial Statements that is prepared through effective international Financial Reporting Standards, International accounting standards, and permissible interpretation notices; to maintain the necessary internal controls relating to the preparation of Consolidated Financial Statements, ensuring that the Consolidated Financial Statements do not contain significant false representations of fraud or error.

In preparing the Consolidated Financial Statements, the responsibilities of the management also include assessing the ability of the Success Prime Corp. to sustain its operations, the disclosure of related matters, and the adoption of the accounting basis for sustainable operations, unless the Management intends to liquidate Success Prime Corp. or terminate business, or other options that are not practical besides than liquidation or closure.

The governance unit of the Success Prime Corp. (the Audit Committee included) has the responsibility to supervise financial reporting procedures.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company 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 the consolidated financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Jin-Chuan Shi and Yung-Ming Chiu.

Deloitte & Touche Taipei, Taiwan Republic of China March 9, 2022

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China. For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

SUCCESS PRIME CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2021 AND 2020

(In Thousands of New Taiwan Dollars)

	ASSETS Current assets Cash and cash equivalents (note 4 and 6) Financial assets measured at amortized cost (note 4 and 8) Notes receivables (note 4 and 9) Accounts receivables (note 4 and 9) Accounts receivables- related parties (note 4 and note 33) Other receivables (note 4) Current income tax assets Inventories (note 4 and 10) Other current assets (note 17) Total current assets Non-current assets Financial assets measured at fair value through other comprehensive income (note 4 and 7) Financial assets measured at amortized cost (note 4, 8 and 34) Property, plant and equipment (note 4, 12, 24, 33 and 34) Right-of-use assets (note 4, 13 and 33) Trademarks (note 4 and 14) Goodwill (note 4 and 14) Computer software (note 4 and 15) Deferred income tax assets (note 4 and 25) Cash surrender value of term life insurance (note 4 and 16) Other non-current assets (note 4, 17 and 33) Total non-current assets Total assets LIABILITIES AND EQUITY Current liabilities Short-term borrowings (note 4, 18 and 34) Contract liabilities- current (note 23) Notes payables Accounts payables (note 19) Other payables (note 20) Current income tax liabilities Lease liabilities-current (note 4, 13 and 33) Current portion of long-term borrowings (note 4, 18 and 34) Other current liabilities Total current liabilities Non-current liabilities Long-term borrowings (note 4, 18 and 34) Provisions (note 4) Deferred income tax liabilities (note 4 and 25) Lease liabilities- non-current (note 4, 13 and 33) Total non-current liabilities Total liabilities Equity attributable to shareholders of the Company (note 22, 27 and 29) Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated retained earnings Total retained earnings Other equity (note 4) Treasury shares Total equity attributable to owners of the Company Non-controlling interests (note 22) Total equity Total liabilities and equity		December 31,2021 Amount `％` $ 227,721 19 16,331 1 91 - 3,728 - 1,313 - 630 - 6,947 1 3,296 - 5,911 1 265,968 22 4,900 - 4,920 - 287,490 24 100,149 8 404,144 33 81,419 7 6,660 1 22,517 2 23,063 2 13,458 1 948,720 78 $ 1,214,688 100 $ 10,000 1 238,719 19 340 - 21,264 2 35,149 3 11,253 1 32,637 3 - - 2,749 - 352,111 29 - - 1,540 - 2,377 - 68,868 6 72,785 6 424,896 35 191,004 16 309,100 25 39,992 3 2,392 - 258,907 22 301,291 25 2,522) - 12,406) ( 1) 786,467 65 3,325 - 789,792 65 $ 1,214,688 100	December 31,2021 Amount `％` $ 227,721 19 16,331 1 91 - 3,728 - 1,313 - 630 - 6,947 1 3,296 - 5,911 1 265,968 22 4,900 - 4,920 - 287,490 24 100,149 8 404,144 33 81,419 7 6,660 1 22,517 2 23,063 2 13,458 1 948,720 78 $ 1,214,688 100 $ 10,000 1 238,719 19 340 - 21,264 2 35,149 3 11,253 1 32,637 3 - - 2,749 - 352,111 29 - - 1,540 - 2,377 - 68,868 6 72,785 6 424,896 35 191,004 16 309,100 25 39,992 3 2,392 - 258,907 22 301,291 25 2,522) - 12,406) ( 1) 786,467 65 3,325 - 789,792 65 $ 1,214,688 100		December 31,2020	December 31,2020	December 31,2020
			Amount $ 227,721 16,331 91 3,728 1,313 630 6,947 3,296 5,911 265,968 4,900 4,920 287,490 100,149 404,144 81,419 6,660 22,517 23,063 13,458 948,720 $ 1,214,688 $ 10,000 238,719 340 21,264 35,149 11,253 32,637 - 2,749 352,111 - 1,540 2,377 68,868 72,785 424,896 191,004 309,100 39,992 2,392 258,907 301,291 2,522) 12,406) 786,467 3,325 789,792 $ 1,214,688			Amount $ 182,752 17,265 325 6,938 5,704 2,902 6,652 2,516 6,598 231,652 4,500 4,860 294,015 105,685 404,144 81,419 9,225 30,723 83,197 14,083 1,031,851 $ 1,263,503 $ - 239,978 29 20,946 43,119 12,806 45,184 2,430 2,199 366,691 19,440 1,620 2,397 61,908 85,365 452,056 191,854 341,190 33,966 2,600 274,945 311,511 2,392) 34,362) 807,801 3,646 811,447 $ 1,263,503		`％`
		( (		(	( (		(	14 1 - 1 - - 1 - 1 18 - - 23 8 32 7 1 3 7 1 82 100 - 19 - 2 3 1 4 - - 29 2 - - 5 7 36 15 27 3 - 22 25 - 3) 64 - 64 100

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

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Operating revenue (note 4, 23 and 33) Sales revenue Service revenue Total operating revenue Operating costs (note 10, 24 and 33) Cost of sales Cost of services Total operating costs Gross profit Operating expenses (note 24) Marketing expenses General and administrative expenses Research and development expenses Total operating expenses Net Income from operations Non-operating income and expenses (note 4, 12, 13, 24, 30, 33 and 35) Other income Other gains and losses Finance costs Interest revenue Total non-operating income and expenses		2021

`（` Continued `）`

Income before income tax Income tax expense (note 4 and 25) Net income for the year Other comprehensive income (loss) (note 4 and 25) Items that will not be reclassified subsequently to profit or loss: Income tax relating to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Exchange differences on translating foreign operations Other comprehensive income (loss) for the year, net of income tax Total comprehensive income for the year Net income (loss) attributable to: Shareholders of the parent Non-controlling interests Total comprehensive income (loss) attributable to: Shareholders of the parent Non-controlling interests Earnings per share (note 26) Basic Diluted		2021		`％` 11 2) 9 - - - - 9 9 - 9 9 - 9		2020
		Amount $ 74,256 17,633) 56,623 - - 130) 130) $ 56,493 $ 56,900 277) $ 56,623 $ 56,770 277) $ 56,493 $ 3.02 $ 3.02				Amount $ 83,804 20,891) 62,913 650 650 208 858 $ 63,771 $ 62,234 679 $ 62,913 $ 63,092 679 $ 63,771 $ 3.30 $ 3.29		`％`
	( ( ( ( (		(		(		(	11 3) 8 - - - - 8 8 - 8 8 - 8

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

SUCCESS PRIME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)

				Equity	Attributable to Stockholders of the Parent	Attributable to Stockholders of the Parent	Attributable to Stockholders of the Parent	Attributable to Stockholders of the Parent	Attributable to Stockholders of the Parent					Non-controllin g Interests $ 5,918 - - - - - ( 6,178 ) 3,227 679 - 679 - 3,646 - - - - ( 44 ) ( 277 ) - ( 277) - - - $ 3,325	Total Equity	Total Equity
Share Capital Shares (Thousands) Amount 17,459 $ 174,594 - - - - - - 1,726 17,260 - - - - - - - - - - - - - - 19,185 191,854 - - - - - - - - - - - - - - - - - - ( 85 ) ( 850 ) - - 19,100 $ 191,004			Capital Surplus $ 367,081 - - - 17,260 ) 8,631 ) - - - - - - 341,190 - - - 28,213 ) - - - - - 3,877 ) - $ 309,100			Retained Earnings			Total $ 268,509 - - 17,260 ) - - 2,622 ) - 62,234 650 62,884 - 311,511 - - 56,425 ) - - 56,900 - 56,900 - - 10,695) $ 301,291	Other Equity Exchange differences on translating foreign operations ( $ 2,600 ) - - - - - - - - 208 208 - ( 2,392 ) - - - - - - ( 130) ( 130) - - - ($ 2,522)		Treasury Shares $ 21,956 ) - - - - - - - - - - 12,406) 34,362 ) - - - - - - - - 4,727 ) 4,727 21,956 $ 12,406)
Shares (Thousands) 17,459 - - - 1,726 - - - - - - - 19,185 - - - - - - - - - ( 85 ) - 19,100				Legal Reserve $ 26,354 7,612 - - - - - - - - - - 33,966 6,026 - - - - - - - - - - $ 39,992		Special Reserve $ 1,611 - 989 - - - - - - - - - 2,600 - 208 ) - - - - - - - - - $ 2,392	Unappropriate d Earnings $ 240,544 ( 7,612 ) ( 989 ) ( 17,260 ) - - ( 2,622 ) - 62,234 650 62,884 - 274,945 ( 6,026 ) 208 ( 56,425 ) - - 56,900 - 56,900 - - ( 10,695) $ 258,907
(	(	( ( ( (			(		( ( ( ( ( ( (	( ( ( (		( ( ( ( (	( ( ( ( (		( ( ( ( ( ( ( (	( ( ( (	( ( ( ( ( ( ( ( (	$ 791,546 - - 17,260 ) - 8,631 ) 8,800 ) 3,227 62,913 858 63,771 12,406) 811,447 - - 56,425 ) 28,213 ) 44 ) 56,623 130) 56,493 4,727 ) - 11,261 $ 789,792

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

SUCCESS PRIME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)

Cash flows from operating activities Income before income tax Adjustments to reconcile profit (loss) Depreciation expense Amortization expense Finance costs Decrease in cash surrender value of term life insurance Interest income Share-based compensation cost Impairment loss Net loss on inventory valuation Net loss on foreign exchange Gain on disposal of subsidiary Gain on lease modification Loss on the settlement of Labor Retirement Reserve Fund (The Old Fund) Changes in operating assets and liabilities: Notes receivables Accounts receivables Accounts receivables- related parties Other receivables Inventories Other current assets Net defined benefit assets Notes payable Accounts payable Other payables Provisions Contract liabilities Other current liabilities Cash generated from operations Interest received Interest paid Income taxes paid Net cash generated from operating activities	2021 $ 74,256 74,392 3,365 2,119 280 ( 393 ) 3,325 11,739 - 305 - ( 1,393 ) - 234 3,210 4,391 2,787 ( 780 ) 687 - 311 318 ( 7,556 ) ( 80 ) ( 1,259 ) 550 170,808 508 ( 2,119 ) ( 11,295) 157,902	2020
		$ 83,804 82,680 3,730 3,647 466 ( 570 ) - - 536 842 ( 9,035 ) ( 588 ) 2,611 221 5,635 ( 5,704 ) ( 1,665 ) ( 13,812 ) ( 3,598 ) 4,051 29 3,415 8,178 ( 80 ) ( 12,024 ) ( 615) 152,154 545 ( 3,647 ) ( 11,084) 137,968

（ Continued ）

`（` Continued `）`

Cash flows from investing activities Acquisition of financial assets at fair value through other comprehensive income Acquisition of financial assets at amortized cost Disposal of financial assets at amortized cost Net cash inflow from disposal of subsidiary (note 30) Acquisition of property, plant and equipment Increase in refundable deposits Decrease in refundable deposits Increase in other receivables Decrease in other receivables Purchases of intangible assets Disposal of termination payments of life insurance Net cash inflow generated from investing activities Cash flows from financing activities Increase in short-term loans Decrease in short-term loans Payments of long-term debt Payments of lease liabilities Issuance of cash dividends Payments of treasury shares buy-back Treasury shares buy-back by employees Acquisition of ownership interests in subsidiaries (note 29) Changes in non-controlling interests Net cash used in financing activities Effect of exchange rate changes on the balance of cash and cash equivalents held in foreign currencies Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year	2021 ( $ 400 ) ( 14,860 ) 15,700 - ( 23,497 ) ( 757 ) 857 ( 850 ) 220 ( 800 ) 59,854 35,467 45,000 ( 35,000 ) ( 21,870 ) ( 54,757 ) ( 84,638 ) ( 4,727 ) 7,936 - ( 44) ( 148,100) ( 300) 44,969 182,752 $ 227,721	2020
		$ - ( 12,800 ) - 70,618 ( 8,699 ) ( 5,998 ) 6,349 - - ( 658 ) - 48,812 146,000 ( 226,000 ) ( 2,430 ) ( 62,366 ) ( 25,891 ) ( 12,406 ) - ( 8,800 ) 3,227 ( 188,666) ( 895) ( 2,781 ) 185,533 $ 182,752

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

SUCCESS PRIME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

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

1. GENERAL

Success Prime Corporation (hereinafter referred to as the Group) was established in June 15, 1991. After the disposal of optical fiber entity in 2020, the core business of the Group is providing tutorial services and academic curriculum content design for K-12 education in Taiwan. On March 2002, the Group’s shares were listed on the Taiwan Stock Exchange (TWSE).

The Group passed the disposal of the optical fiber subsidiary resolution at a Board of Directors meeting on July 3, 2020, for the purpose of continuing to focus on the future operations and development of the education businesses, thereby increase the competitiveness and market share of its core businesses.

The Group’s important subsidiary Chen Li Education Co., Ltd. (hereinafter referred to as Chen Li Education) is mainly engaged in the education service industry targeting primary, middle and high-school curriculums tutorial courses.

The Consolidated Financial Report is expressed in the functional New Taiwan Dollar currency (NT$).

2. THE AUTHORIZATION OF FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved and authorized for issue by the Board of Directors on March 9, 2022.

3. APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS

(1) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the IFRSs) endorsed and issued into effect by the FSC.

The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the accounting policies of the Success Prime Corporation and its subsidiaries (collectively, the “Group”), except for the following explanations:

“ Amendment to IFRS 16 Covid-19 - Related Rent Concessions beyond 30 June 2021”

The Group elected to apply the amendment that extends the availability of the practical expedient to lease payments due on or before June 30, 2022. Refer to Note 4 for the relevant accounting policies of the practical expedient.

The Group applies the amendment from January 1, 2021.

(1) The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2022

application starting from 2022
New IFRSs “Annual Improvements to IFRS Standards 2018-2020” Amendments to IFRS 3 “Reference to the Conceptual Framework” Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts	Effective Date Announced by IASB
	January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3) January 1, 2022 (Note 4)

Cost of Fulfilling a Contract”
Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “Firsttime Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date of approval of this consolidated financial report, the Group continues to assess the impact of amendments to other standards and interpretations on its financial position and financial performance, and the relevant impact will be disclosed when the assessment is completed.

(2) New IFRSs in issue but not yet endorsed and issued into effect by the FSC

New IFRSs Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between An Investor and Its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9 —Comparative Information” Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”	Effective Date Announced by IASB (Note 1)
	To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4)

New IFRSs
Amendments to IFRS 10 and IAS 28 “Sale or Contribution
of Assets between An Investor and Its Associate or Joint
Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IFRS 17 “Initial Application of IFRS 17
and IFRS 9 —Comparative Information”

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

Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting
Estimates”

Amendments to IAS 12 “Deferred Tax related to Assets
and Liabilities arising from a Single Transaction”

Effective Date
Announced by IASB
(Note 1)

To be determined by
IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)
January 1, 2023 (Note 4)

Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
Note 4: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
i. Amendments to IAS 1 “Disclosure of Accounting Policies”

The amendments specify that the Group should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments also clarify that:

accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed;
the Group may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and
not all accounting policy information relating to material transactions, other events or conditions is itself material.

The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:

(i) The Group changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;
(ii) The Group chose the accounting policy from options permitted by the standards;
(iii) The accounting policy was developed in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” in the absence of an IFRS that specifically applies;
(iv) The accounting policy relates to an area for which the Group is required to make significant judgements or assumptions in applying an accounting policy, and the Group discloses those judgements or assumptions; or
(v) The accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.
ii. Amendments to IAS 8 “Definition of Accounting Estimates”

The amendments define that accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. In applying accounting policies, the Group may be required to measure items at monetary amounts that cannot be observed directly and must instead be estimated. In such a case, the Group uses measurement techniques and inputs to develop accounting estimates to achieve the objective. The effects on an accounting estimate of a change in a measurement technique or a change in an input are changes in accounting estimates unless they result from the correction of prior period errors.

iii. Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

The amendments clarify that the initial recognition exemption under IAS 12 does not apply to transactions in which equal taxable and deductible temporary differences arise on initial recognition. The Group will recognize a deferred tax asset (to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized) and a deferred tax liability for all deductible and taxable temporary differences associated with leases and decommissioning obligations on January 1, 2022, and recognize the cumulative effect of initial application in retained earnings at that date. The Group will apply the amendments prospectively to transactions other than leases and decommissioning obligations that occur on or after January 1, 2022.

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(1) Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by the FSC.

(2) Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

i. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
ii. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

iii. Level 3 inputs are unobservable inputs for an asset or liability.

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

Current assets include:

i. Assets held primarily for the purpose of trading;
ii. Assets expected to be realized within 12 months after the reporting period; and
iii. Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

i. Liabilities held primarily for the purpose of trading;
ii. Liabilities due to be settled within 12 months after the reporting period; and
iii. Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as noncurrent.

(4) Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Group and the entities controlled by the Group (i.e. its subsidiaries).

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Group.

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Group and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the noncontrolling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Group.

See Note 11, Table 6 and Table 7 for the detailed information of subsidiaries (including the percentage of ownership and main business).

(5) Merger of Enterprises

The merger of enterprises adopts the acquisition method. The acquisition related cost is listed at the current period as an expense occurred and labor acquisition.

Goodwill is measured by the fair value of the transfer price, the amount of the fair value of the acquirer's non-controlling interest and previously held interest is measured by the net value of the identifiable assets and liabilities after the acquisition date. A merger that is achieved in stages is measured at the fair value of the acquisition date and is re-measured by the Group's previously held interest from the acquiree, if any profits or losses are incurred shall be recognized.

A non-controlling interest of the acquiree's current ownership rights and the right to a proportional entitlement to the acquiree’s net assets of the acquiree at the time of liquidation shall be measured at fair value. Other non-controlling interests are measured at fair value.

(6) Foreign currencies

In preparing the financial statements of each individual consolidated entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

Foreign currency items are converted at the closing exchange rate on each balance sheet date. The exchange difference arising from the delivery of monetary items or the conversion of monetary items is recognized as a profit or loss in the current period of occurrence.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of nonmonetary items are included in profit or loss for the year except for exchange differences arising on the retranslation of non-monetary items in respect of which profit and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income. Non-monetary items that are measured in terms of historical cost in foreign currencies are not retranslated.

For the purposes of presenting consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into NT$ using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity (attributed to non-controlling interests as appropriate).

(7) Life Insurance termination cash value

The life insurance termination cash value is the savings life insurance that the Group insured for the employees and the Group is the beneficiary. If the premium paid is the contract termination cash value part, it is listed as the deduction of the annual insurance expenses, and the carrying amount of life insurance termination cash is added. If the period of the insurance expires or the contract is terminated, the amount received will be fully received, and the carrying amount of the life insurance termination cash value will be reduced.

(8) Inventories

Inventory is measured by the cost and the value of net realization, comparing costs with net realizable value is based on individual items except for those in same inventory category. Net realizable value means under normal circumstances the balance after the estimated cost required to complete the investment and sale is deducted. The weighted average method is adopted to calculate inventory cost.

(9) Property, plant and equipment

Property, plant and equipment are recognized at cost and subsequently valued by costs minus the amount of accumulated depreciation. Property, plant and equipment’s amortization is measured based on straight-line basis, and each significant depreciation is separately accounted. At each year end, the Group examines the estimated durability, residual value and depreciation methods, and delays the impact of using altered accounting estimates.

In addition to the listing of property, plant and equipment, the difference between the net disposition price and the carrying amount of the asset is recognized as profit and loss.

(10) Goodwill

The goodwill obtained by the merger of enterprises is measured by the amount of goodwill recognized on the date of acquisition as a cost, later valued by the amount after the cost minus the accumulated impairment loss.

For the purpose of the impairment test, goodwill is apportioned among the cash generation units or groups of cash generation units ("cash generation units") that the merger Group expects to benefit from the combined effect.

The cash generation unit of apportioned goodwill carries out the impairment test of that unit each year (and if there are indications that the unit may have already been impaired) by comparing the carrying amount of the unit containing goodwill with its recoverable amount. If the goodwill apportioned to the cash generation unit is obtained by the current merger, the unit shall conduct an impairment test before the end of the year. If the recoverable amount of goodwill’s cash generation unit is less than the carrying amount, the impairment loss reduces the carrying amount of the cash generation unit of apportioned goodwill, and thus should reduce the carrying amount of each assets in proportion to the carrying amount of other assets within the unit. Any impairment losses are directly recognized as current losses. The impairment loss of goodwill may not be rotated during the subsequent period.

When disposing an operation of the apportioned goodwill’s cash generation unit, the goodwill value related to the disposition of the operation is included in the operation’s carrying amount to determine the profit and loss of the disposition.

(11) Intangible assets
i. Acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line method basis. The estimated useful lives, residual values, and amortization methods are reviewed by the Group at the end of each reporting period, with the effect of any changes in the estimates accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are measured at cost less accumulated impairment loss.

ii. Derecognition

When derecognizing the intangible assets, the difference between the net disposition price and the asset’s carrying amount is recognized as the profit and loss of the current period.

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

At the end of each reporting period, the Group reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cashgenerating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually and whenever there is an indication that the assets may be impaired.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cashgenerating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset, cash-generating unit or assets related to contract costs in prior years (less amortization or depreciation). A reversal of an impairment loss is recognized in profit or loss.

(13) Financial instruments

Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments.

Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

i. Financial Assets

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

(i) Measurement Category

Financial assets are classified into the following categories: Financial assets measured at amortized cost and investments in equity instruments at FVTOCI.

A. Investments in equity instruments at FVTOCI

On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on the disposal of the equity investments; instead, they will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

B. Financial assets measured at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

a. The financial assets are 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 assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets measured at amortized cost, including cash and cash equivalents and trade receivables measured at amortized cost, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income 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 which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such a financial asset; and
B. Financial assets that have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such a financial asset.

Cash equivalents include within 3-month time deposits with original maturities, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

(ii) Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on financial assets measured at amortized cost (including account receivables).

The Group always recognizes lifetime expected credit losses (i.e. ECLs) for trade receivables and lease receivables. For all other financial instruments, the Group recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on such a financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The Group recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognized in other comprehensive income and does not reduce the carrying amount of the financial asset.

(iii) Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.

On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

ii. Equity instruments

Debt and equity instruments issued by the Group are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.

The repurchase of the Group’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issuance or cancellation of the Group’s own equity instruments.

iii. Financial liabilities

(i) Subsequent measurement

All the Group’s financial liabilities are measured at amortized cost using the effective interest method.

(ii) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

(14) Provision

The amount recognized as a provision (including the contractual obligation that the lease contract should be maintained or restored before returning it to the lessor) is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, it carrying amount is the present value of those cash flows.

Decommissioning cost

The Group shall, within the scope of the duty, rehabilitation or similar obligations of property, plant and equipment, recognize as provision for the costs of the removal or rehabilitation of property, plant and equipment.

(15) Revenue recognition

The Group identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

i. Revenue from the sale of goods

Goods sales revenue comes from the sale of various types of fiber optic cables, optical fiber communication components, optical communication systems and optical sensor component systems. As the above products arrive at the customer's designated location or at the time of departure, the customer has the right to set the price and use of the goods and has the primary responsibility for re-sales, and bear the risk of obsolescence of the goods, the Group should recognize revenue and accounts receivables at the time.

When the material processing is performed, the control of the ownership of the processed product is not transferred, and the income is not recognized when the material is removed.

ii. Revenue from the rendering of services

Revenue from the rendering of services comes from the education tutorial services consisting primary, middle and high school curriculum courses.

The Group provides educational services for K-12 academic courses in various subject disciplines, and the Group recognizes revenue based on the proportion of teaching services performed (based on the teaching progress).

(16) Leases

At the inception of a contract, the Group assesses whether the contract is, or contains, a lease.

i. The Group as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Lease modification that resulted from a negotiation with a lessee is accounted for as a new lease from the effective date of modification.

Variable lease payments that do not depend on an index or a rate are recognized as income in the periods in which they are incurred.

ii. The Group as lessee

The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for by applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the rightof-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments, variable lease payments which depend on an index or a rate, residual value guarantees, the exercise price of a purchase option if the Group is reasonably certain to exercise that option, and payments of penalties for terminating a lease if the lease term reflects such termination, less any lease incentives receivable. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the lessee’s incremental borrowing rate will be used.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Group remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.

The Group negotiates with the lessor for rent concessions as a direct consequence of the Covid-19 to change the lease payments originally due by June 30, 2022, that results in the revised consideration for the lease, and there is no substantive change to other terms and conditions. The Group elects to apply the practical expedient to all of these rent concessions for applicable lease contracts and, therefore, does not assess whether the rent concessions are lease modifications. Instead, the Group recognizes the reduction in lease payment in profit or loss as (other operating income and expenses), in the period in which the events or conditions that trigger the concession occur, and makes a corresponding adjustment to the lease liability.

Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.

(17) Borrowing Costs

Borrowing costs are recognized when incurred as a profit or loss at the current period.

(18) Government Grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received.

(19) Employee Benefits
i. Short term Employee Benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for service rendered by employees.

ii. Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

(20) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

i. Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined by the Group according to the applicable tax laws of each tax jurisdiction.

According to the Income Tax Law in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

ii. Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, unused loss carry forward and unused tax credits for purchases of machinery, equipment and technology, research and development expenditures and personnel training expenditures to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the year which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets 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.

iii. Current and deferred taxes

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimations, and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Group considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key Sources of Estimation Uncertainty

Impairment of goodwill

Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The calculation of the value in use requires management to estimate the future cash flows expected to arise from the cash-generating units and a suitable discount rate in order to calculate the present value. Where the actual future cash flows are less than expected, a material impairment loss may arise.

6. CASH AND CASH EQUIVALENTS

December 31, 2021 Cash on hand $ 1,602 Checking accounts and demand de 224,119 Cash Equivalents Time deposits within 3 months expiration date 2,000 $ 227,721	December 31, 2020	December 31, 2020
		$ 948 176,904 4,900 $ 182,752

The market interest rate range on the balance sheet date is as follows:

Term Deposits	December 31, 2021 0.41%	December 31, 2020
		1.45%

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME `－` NON-CURRENT

Investments in equity instruments Domestic investments Unlisted shares Accuagile Co., Ltd. Ordinary shares Xueli Technology Co., Ltd. Ordinary shares	December 31, 2021 $ 4,500 400 $ 4,900	December 31, 2020	December 31, 2020
			$ 4,500 - $ 4,500

In order to enhance its competitive advantage, the Group seeks a strategic alliance of educational digital training system providers and establishes a longterm cooperative relationship. On October 4, 2021, the Group passed the resolution of the Board of Directors to establish a joint venture Xueli Technology Co., Ltd. The Group invested NT$400,000 and acquired 20% of its equity.

8. FINANCIAL ASSETS AT AMORTIZED COST

Current Time deposits with original maturities exceeding 3 months Interest rate range Non-current Time deposits Interest rate range	December 31, 2021 $ 16,331 0.56%～1.40% $ 4,920 0.82%~0.87%	December 31, 2020
		$ 17,265 0.56%～1.40% $ 4,860 0.82%~0.87%

(1) The non-current time deposits are made by the subsidiary Chen Li Education in accordance with the regulations of the education bureau where each branch is located. After the cram school has been approved and filed for establishment on record, it will take the time deposit in the name of the cram school as a fund for setting up the academy, without governmental approval, should not be put to use.
(2) The Group assesses that the expected credit risk of the financial assets measured by amortization cost is not high, and its credit risk has not increased after the original recognition.
(3) For information on the pledge of financial assets measured at amortization costs, please refer to Note 34.

9. NOTES RECEIVABLES AND ACCOUNTS RECEIVABLES

Notes receivables Measured at amortized costs Gross carrying amount Less: Allowance for impairment loss Notes receivables - operating Accounts receivables Measured at amortized costs Gross carrying amount Less: Allowance for impairment loss	December 31, 2021 $ 91 - $ 91 $ 91 $ 3,728 - $ 3,728	December 31, 2020	December 31, 2020
			$ 325 - $ 325 $ 325 $ 6,938 - $ 6,938

The average credit period for sales of goods was 30~60 days. To mitigate credit risk, the Group’s management assigns a dedicated team responsible for the decision of the credit line, credit approval and other monitoring procedures to ensure that the recovery of overdue receivables has taken appropriate action. In addition, the Group reviews the recoverable amounts of receivables on the reporting date to ensure that receivables that cannot be recovered include appropriate impairment losses. As result, the Group’s management believes that the credit risk has been significantly reduced.

The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECLs (excluding special individual payments that listed are as 100% loss). The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience with the respective debtors and an analysis of the debtors’ current financial positions, adjusted for factors that are specific to the debtors, general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecasted direction of conditions at the reporting date. The Group estimates expected credit losses based on the number of days for which receivables are past due. As the Group’s historical credit loss experience shows significantly different loss patterns for different customer segments, the provision for losses based on past due status of receivables is not further distinguished according to different segments of the Group’s customer base.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

The Group measures the allowance loss of accounts receivables in accordance with the preparation matrix as follows:

December 31, 2021

ecember 31, 2021
Gross carrying amount Loss allowance (lifetime ECL) Amortized cost	Not Overdue		Overdue Within 90 Days $ 64 - $ 64		Overdue 91-180 Days $ - - $ -	Overdue 181-365 Days $ - - $ -		Total
		$ 3,664 - $ 3,664						$ 3,728 - $ 3,728

December 31, 2020

ecember 31, 2020
Gross carrying amount Loss allowance (lifetime ECL) Amortized cost	Not Overdue		Overdue Within 90 Days $ - - $ -		Overdue 91-180 Days $ - - $ -	Overdue 181-365 Days $ - - $ -		Total
		$ 6,938 - $ 6,938						$ 6,938 - $ 6,938

The Group assessed the accounts receivable as of December 31, 2021 and 2020 that no provision for impairment losses was required.

As of December 31 2021 and 2020, the Group’s period of notes receivable is not overdue.

10. INVENTORIES

ENTORIES
Products	December 31, 2021 $ 3,296	December 31, 2020
			$ 2,516

The cost of inventories sold in 2021 and 2020 were NT$ 1,285,000 and NT$74,499,000 respectively. The cost of goods sold in 2021 and 2020 respectively included a net loss of value of inventory of NT$0 and NT$536,000.

11. SUBSIDARIES

Listed in Consolidated Financial Statement of Subsidiaries:

The main body of this consolidated financial report is as follows:

Name of Investment Group Success Prime Corp. Chen Li Education Co., Ltd. CHEN LI Education Group Limited CHEN LI Education Group (HK) Limited	Name of Subsidiary Chen Li Education Co., Ltd. (Chen Li Education) Prime Optical Fiber Co., Ltd. (Prime Optical Fiber) Here Enterprise Co., Ltd （Here Enterprise）（Original Prime Education Consulting Services Co,, Ltd (Prime Education) Chen Li ELM Co., Ltd. (Chen Li ELM) Li-Ren Education Co., Ltd. (Li-Ren Education) Chen Li Zhiyi Education Co., Ltd. (Chen Li Zhiyi Education) CHEN LI Education Group Limited CHEN LI Education Group (HK) Limited Chen Li (Xiamen) Education Consulting Co., Ltd. (Chen Li (Xiamen))	Nature of Business	Nature of Business	Nature of Business
			December 31,2021
		Education services 100% Optical fiber Production - Education and Advisory services 100% Education services 100% Education services 60% Education services 60% Holding Group 100% Holding Group 100% Educational Advisory services 100%		100% - - Note 1 100% Note 2 100% - 60% - 60% Note 3 100% - 100% - 100% -

Note 1: In order to achieve specialization of labor and corporate reorganization to improve competitive and operating performances, the board passed a resolution on March 24, 2020 to transfer the optical fiber business (including operations and property) to Prime Optical Fiber Co., Ltd, which is 100% owned by the company. The corporation has obtained the approval letter No. 1090005233 from the Taiwan Stock Exchange. Let its operating value be NT$86,000 thousands and Prime Optical Fiber will issue 5,000 thousand new shares at a premium of NT$17.2 per share, each with a par value of NT$10, as the consideration.

In order to continue to focus on core competences and future operational development of the education businesses, and to grow the market competitiveness and market share of the education industry, hence leveraging existing resources more effectively to bring steady revenue and profit, the Group passed the resolution of disposal of 100% optical fiber subsidiary’s equity on July 3, 2020 board meeting, from this date on, Prime Optical Fiber is no longer a subsidiary of the Group.

Note 2: The Group passed a resolution to acquire 49% equity of Success Prime Education from its related parties on August 12, 2020, making Success Prime Education a 100% owned subsidiary by the Group. Success Prime Education was renamed to Here Enterprise Co., Ltd. Through a passed resolution at the board meeting on October 30, 2020.
Note 3: In order to expand the cram school operation business to the Hsinchu area, the Group passed the resolution of the Board of Directors on March 24, 2020 to establish Chen Li Zhiyi Education Co., Ltd. as a joint venture. The Group invested NT$3,000,000 and acquired 60% of its equity. However, due to the operating loss caused by Chen Li Zhiyi Education, it was dissolved and liquidated by a resolution passed during the extraordinary shareholders meeting on December 27, 2021. As of the balance sheet date, the liquidation process has not been completed.

12. PROPERTY, PLANT, EQUIPMENT

Cost January 1, 2020 Balance Addition Disposition Reclassification Net Exchange Difference December 31, 2020 Balance Accumulated depreciation January 1, 2020 Balance Depreciation Fee Disposition Reclassification Net Exchange Difference December 31, 2020 Balance December 31, 2020 Net amount Cost January 1, 2021 Balance Addition Disposition Net Exchange Difference December 31, 2021 Balance Accumulated depreciation January 1, 2021 Balance Depreciation Fee Impairment Loss Disposition Net Exchange Difference December 31, 2021 Balance December 31, 2021 Net amount		Own Land $224,490 - - - - $224,490 $ - - - - - $ - $224,490 $224,490 - - - $224,490 $ - - - - - $ - $224,490	Buildings	Buildings	Machiner y Equipme nt	Leasing of modified items	Office Equipme nt	Other Equipme nt	Total
				$ 35,075 - - - - $ 35,075 $ 3,875 891 - - - $ 4,766 $ 30,309 $ 35,075 - - - $ 35,075 $ 4,766 890 - - - $ 5,656 $ 29,419	$ 7,157 8,671 ( 15,736 ) ( 92 ) - $ - $ 2,755 2,322 ( 5,044 ) ( 33 ) - $ - $ - $ - - - - $ - $ - - - - - $ - $ -	$ 79,590 2,752 ( 30,122 ) - 329 $ 52,549 $ 42,902 8,923 ( 30,102 ) 765 161 $ 22,649 $ 29,900 $ 52,549 19,118 ( 23,954 ) ( 165) $ 47,548 $ 22,649 11,435 9,118 ( 23,954 ) ( 72) $ 19,176 $ 28,372	$ 27,789 2,428 ( 6,236 ) 92 39 $ 24,112 $ 15,824 6,636 ( 6,236 ) ( 732 ) 20 $ 15,512 $ 8,600 $ 24,112 1,016 ( 10,932 ) ( 20) $ 14,176 $ 15,512 5,270 758 ( 10,932 ) ( 12) $ 10,596 $ 3,580	$ 1,406 894 ( 1,088 ) - - $ 1,212 $ 1,037 401 ( 942 ) - - $ 496 $ 716 $ 1,212 1,825 ( 699 ) - $ 2,338 $ 496 698 214 ( 699 ) - $ 709 $ 1,629	$375,507 14,745 ( 53,182 ) - 368 $337,438 $ 66,393 19,173 ( 42,324 ) - 181 $ 43,423 $294,015 $337,438 21,959 ( 35,585 ) ( 185) $323,627 $ 43,423 18,293 10,090 ( 35,585 ) ( 84) $ 36,137 $287,490

Due to the operating losses of the subsidiaries of the Group, the Group expects that the future cash inflows of its related property, plant and equipment will decrease, which the recoverable amount is less than the book amount, hence the impairment losses on property, plant, equipment and prepaid equipment are recognized in 2021 of NT$10,090,000 and NT$1,649,000 respectively. This impairment loss is recognized in the other profits and losses of the consolidated statement of comprehensive income.

The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:

imated useful lives as follows:
Buildings	25-32 years
Machinery Equipment	3 years
Leasing of Modified Items	3-7 years
Office Equipment	3-7 years
Other Equipment	5 years

Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 34.

13. LEASE ARRANGEMENTS

(1) Rights-of-use assets

SE ARRANGEMENTS Rights-of-use assets
Carrying amounts Buildings Additions to right-of-use assets Depreciation charge for right-of-use assets Buildings	December 31, 2021 December 31, 2020 $ 100,149 $ 105,685 For the Years Ended December 31		December 31, 2020
		2021 $ 56,316 $ 56,099		2020
				$ 28,879 $ 63,507

Except for the additions and depreciation fee accounted above, the Group’s evaluation did not find any sign of transfer or impairment on 2021 and 2020 rightof-use assets.

(2) Lease liabilities

se liabilities
Carrying amounts Current Non-current	December 31, 2021 $ 32,637 68,868 $ 101,505	December 31, 2020
			$ 45,184 61,908 $ 107,092

Range of discount rate for lease liabilities was as follows:

Buildings	December 31, 2021 1.30%～1.74%	December 31, 2020
		1.30%～1.74%

(3) Material lease-in activities and terms

As the market conditions severely affected by COVID-19 in 2021 and 2020, the Group negotiated with the lessor for rent concessions for land lease, the negotiated conditions are as follow:

i. The Group and Neihu Construction Enterprise Co., Ltd. negotiated the lease agreement for Chen Li Education Neihu Branch, and Neihu Construction Enterprise Co., Ltd. agreed to unconditionally reduce the rent from July 1, 2020 to June 30, 2021 by 4% .
ii. The Group and Cathay Life Insurance Co., Ltd. negotiated the lease of the new Xindian branch of Chen Li Education. Cathay Life Insurance Co., Ltd. agreed to unconditionally reduce the rent amount from May 15 to July 31, 2021 by 50%.
iii. The Group and the New Taipei City Banqiao District Farmers' Association negotiated the lease of Chen Li Education Banqiao Branch. The New Taipei City Banqiao District Farmers' Association agreed to unconditionally reduce the rent from August 1 to October 31, 2021 and from June 1 to August 31, 2020 by 5%.
iv. The Group and the Taipei City Shilin District Farmers' Association negotiated the lease of Chen Li Education Shilin Branch. The Taipei City Shilin District Farmers' Association agreed to unconditionally reduce the rent amount from August 1 to November 30, 2021 by 15% and the rent amount from June 1 to September 30, 2020 by 10%.
v. The Group and the lessor negotiated the lease for Chenli Education Xinzhuang Branch, and the lessor agreed to unconditionally reduce the rent from August 1, 2021 to January 31, 2022 and June 1 to November 30, 2020 by 5%.
vi. The Group and the lessor negotiated the lease for Chenli Education Main Branch, and the lessor agreed to unconditionally reduce the rent since August 1, 2021 by 5.5% every month.
vii.The Group and Jing Yuan Construction Co., Ltd. negotiated the lease of Chen Li Education Hsinchu Branch, and Jing Yuan Construction Co., Ltd. agreed to unconditionally reduce the monthly rent from July 1 to 31, 2020.
viii. The Group and the ROC Buddhist Compassion Relief Tzu Chi Foundation negotiated the lease of Chen Li Education Chiayi Branch. The Tzu Chi Foundation agreed to unconditionally reduce the rent from June 1 to August 31, 2020 by 30%.
ix. The Group and First Commercial Bank negotiated the lease of Chen Li Education Tainan Branch. The First Commercial Bank agreed to unconditionally reduce the rent from March 1 to May 31, 2020 by 10%.

The Group recognized the impact of the aforementioned rent reduction of NT$1,281,000 and NT$575,000 in 2021 and 2020 respectively (accounted in other gains and losses).

(4) Other lease information

s and losses). er lease information
Total cash outflow for leases	For the Years Ended December 31
		2021 $ 56,614	2020
			$ 65,048

14. GOODWILL AND TRADEMARKS

ODWILL AND TRADEMARKS
Goodwill Trademarks	For the Years Ended December 31
		2021 $ 81,419 $ 404,144	2020
			$ 81,419 $ 404,144

The Goodwill and Trademark value of Group's acquisition of Chen Li Education in March 2017, mainly comes from the expected growth of future revenue from Education enterprise.

The intangible asset, trademark, has a legal life of 10 years but is renewable every 10 years at minimal cost. Management believes the Group will renew the trademark continuously and has the ability to do so. Various studies on areas including product life cycles, market, competitive and environmental trends, and brand extension opportunities have been performed by the management of the Group, which supported its opinion that there is no foreseeable limit to the period over which the trademarked products are expected to generate net cash flows. Therefore, the trademark is considered to have an indefinite useful life. The trademark will not be amortized until its useful life is determined to be finite. Instead it will be tested for impairment annually and whenever there is an indication that it may be impaired. The Group conducted an impairment test on goodwill and trademark rights on December 31, 2021. After the assessment, the recoverable amount of the cash-generating unit was greater than its carrying amount, so no impairment loss was recognized.

The recoverable amount of the cash-generating unit is determined on the basis of the value-in-use, and the cash flow estimate of the financial management budget approved by the Group for the next five years is calculated, and the annual discount rates of 13.44% and 14.09% are calculated in 2021 and 2020 respectively. The cash flow estimate for the financial budget is based on historical data and estimates of future industry changes. The management believes that any reasonably possible change in the key assumptions underlying the recoverable amount will not result in the total carrying amount of the cash-generating unit to exceed the total recoverable amount.

15. COMPUTER SOFTWARE

MPUTER SOFTWARE
Computer software	December 31, 2021 $ 6,660	December 31, 2020
			$ 9,225

Intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:

Computer Software

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16. LIFE INSURANCE TERMINATION CASH VALUE

Information of changes in the cash value of annuity insurance termination is as follows:

Year-Start Balance Decrease due to the cash value of life insurance termination Decrease in the cash value of life insurance termination this year Year-End Balance	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
	2021 $ 83,197 ( 59,854 ) ( 280) $ 23,063		2020
		(	$ 83,663 - 466) $ 83,197

17. OTHER ASSETS

Current Prepayments and prepaid fees Other Non-current Refundable Deposit Prepaid Equipment Payment	December 31, 2021 $ 5,647 264 $ 5,911 $ 13,458 - $ 13,458	December 31, 2020	December 31, 2020
			$ 6,122 476 $ 6,598 $ 13,558 525 $ 14,083

18. BORROWINGS

(1) Short-term borrowings

OWINGS rt-term borrowings
Secured borrowings Bank borrowings	December 31, 2021 $ 10,000	December 31, 2020
			$ -

The interest rates of bank revolving borrowings were 1.10% at December 31, 2021.

(2) Long-term borrowings

Secured borrowings Bank borrowings- Shanghai Commercial and Savings Bank Less: Current portion Long-term borrowings	December 31, 2021 $ - - $ -	December 31, 2020	December 31, 2020
		(	$ 21,870 2,430) $ 19,440

The aforementioned long-term and short-term bank borrowings are secured by the Group’s freehold land and buildings (see Note 34), in which the long-term bank borrowings maturity date is December 24, 2029. As of December 31, 2020, the effective annual interest rate is 1.34%. The Group repaid the loan in advance on October 29, 2021.

19. ACCOUNTS PAYABLE

OUNTS PAYABLE
Hourly fee payables to Teachers Others	December 31, 2021 $ 19,727 1,537 $ 21,264	December 31, 2020
			$ 19,381 1,565 $ 20,946

20. OTHER PAYABLES

ER PAYABLES
Salary and bonus payable Insurance payable Compensation payable to Employees Compensation payable to Directors Other	December 31, 2021 $ 19,580 2,591 2,431 1,010 9,537 $ 35,149	December 31, 2020
			$ 23,113 2,446 2,785 1,164 13,611 $ 43,119

21. RETIREMENT BENEFIT PLANS

(1) Defined contribution plans

The Group, except for its subsidiaries in China, adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, the Group makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

The employees of the Group’s subsidiary in China are members of a statemanaged retirement benefit plan operated by the government of China. The subsidiary is required to contribute a specified percentage of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the Group with respect to the retirement benefit plan is to make the specified contributions.

(2) Defined benefit plans

The defined benefit plans adopted by only partial employees of the Group in accordance with the Labor Standards Act is operated by the ROC government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Group contributes amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Group has no right to influence the investment policy and strategy. The Group has settled the above-mentioned retirement benefit plans in March 2020, retrieved NT$4,051,000 and recognized settled losses of NT$2,611,000.

22. EQUITY

(1) Capital in Ordinary shares

Y ital in Ordinary shares
Authorized shares (in thousands) Authorized capital Issued and paid shares (in thousands) Issued capital ital surplus Stock Issue Premium Only to make up for losses Employees stock options exercised Employees stock options expired	December 31, 2021 200,000 $ 2,000,000 19,100 $ 191,004 December 31, 2021 $ 302,217 2,591 4,292 $ 309,100	December 31, 2020
		200,000 $ 2,000,000 19,185 $ 191,854 December 31, 2020
			$ 334,307 2,591 4,292 $ 341,190

(2) Capital surplus

The changes in the balance of various capital reserves of the Group in 2021 and 2020 is as follows:

January 1, 2021 Balance Cash distribution Cancellation of treasury shares December 31, 2021 Balance January 1, 2020 Balance Cash distribution Stock distribution December 31, 2020 Balance	Stock issuance premium $ 334,307 ( 28,213 ) ( 3,877) $ 302,217 $ 360,198 ( 8,631 ) ( 17,260) $ 334,307	Employees stock options exercised Employees stock options expired	Employees stock options exercised Employees stock options expired	Employees stock options exercised Employees stock options expired	( ( ( (	Total
	( ( ( (		$ 2,591 - - $ 2,591 $ 2,591 - - $ 2,591	$ 4,292 - - $ 4,292 $ 4,292 - - $ 4,292		$ 341,190 28,213 ) 3,877) $ 309,100 $ 367,081 8,631 ) 17,260) $ 341,190

The excess of the capital reserve in excess of the premium amount (including the issuance of common shares with excess in denomination) to cover the losses, when the Group has no loss can be used to issue cash dividends or stock dividends, provided that the amount of share capital is limited to a certain percentage of the collected share capital each year.

(3) Retained Earnings and Dividend Policy

The Group’s Articles of Incorporation provide that, when allocating the net profits for each fiscal year, the Group shall first offset its losses in previous years and then set aside the following items accordingly: Legal capital reserve at 10% of the profits left over, until the accumulated legal capital reserve equals Group’s paid-in capital; special capital reserve in accordance with relevant laws or regulations or as requested by the authorities in charge; any balance left over shall be allocated according to the resolution of the shareholders’ meeting. The Group’s Articles of Incorporation provide the policy about the profit-sharing bonus to employees, please refer to Note 24 (6).

The dividend policy of the Group shall take into account the environment and surplus status of the industry, the demand for future capital expenditure and the long-term financial planning, and if there is a surplus to distribute dividends, the proportion of cash dividend payment shall not be lower than 10% of the total dividend allocated in the current year, and the rest is distributed in the form of stock dividends.

The appropriation for legal capital reserve shall be made until the reserve equals the Group’s paid-in capital. The reserve may be used to offset a deficit or be distributed as dividends in cash for the portion in excess of 25% of the paid-in capital if the Group incurs no loss.

The Group according to the Financial Commission’s issued letter No. 1010012865, No.1010047490, No.1030006415 and “Adoption of international Financial Reporting Standards (IFRSs), a question and answer on the application of the special surplus reserve” and other provisions to mention and rotate the special surplus reserve.

The appropriation of earnings for 2020 and 2019, which had been proposed by the Group’s general shareholders meeting on July 1, 2021 and June 18, 2020, respectively. The appropriation and dividends per share were as follows:

Legal reserve Special reserve Cash dividends Cash dividends per share (NT$)	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2020 $ 6,026 $ 208) $ 56,425 $ 3.00		2019
	(			$ 7,612 $ 989 $ 17,260 $ 1.00

On July 1, 2021, the company passed the resolution at the AGM to distribute cash with a capital reserve of NT$28,213,000, NT$1.50 per share. According to the resolution of the shareholders' meeting on June 18, 2020, the Group decided to finance capital using its capital reserve of NT$17,260,000. It is divided into 1,726,000 shares, each with a par value of NT$10, all of which are ordinary shares, and a capital reserve of NT$8,631,000 is distributed in cash, NT$0.50 per share.

The proposed appropriation of earnings for 2021 decided by the board meeting on March 9, 2022 is as follows:

8,631,000 is distributed in cash, NT$0.50 per share. proposed appropriation of earnings for 2021 decided ting on March 9, 2022 is as follows:	by the board	by the board
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$)	For the Years Ended December 31,2021
		$ 4,621 $ 130 $ 41,629 $ 2.20

According to the resolution of the BOD meeting on March 9, 2022, the Group decided to use capital reserve of NT$15,138,000 to distribute cash, NT$0.8 per share.

The appropriation of earnings for 2021 is to be discussed at the shareholders' meeting scheduled on June 9, 2022.

(4) Non-controlling interests

Balance at January 1 Net profit for the year Subsidiaries issue cash dividends to non- controlling equity shareholders Increased non-controlling interest in the establishment of subsidiaries Acquisition of non- controlling interests in subsidiaries Balance at December 31	For the Years Ended December 31	For the Years Ended December 31
	2021 $ 3,646 ( 277 ) ( 44 ) - - $ 3,325	2020
		$ 5,918 679 ( 773 ) 4,000 ( 6,178) $ 3,646

(5) Treasury shares

asury shares
Purpose of Buy-back Number of shares at January 1, 2021 Increase during the year Decrease during the year Number of shares at December 31, 2021 Number of shares at January 1, 2020 Increase during the year Number of shares at December 31, 2020	Shares Cancelled (In Thousands of Shares) - 85 ( 85) - - - -	Shares Transferred to Employees (In Thousands of Shares) 377 - ( 199) 178 199 178 377	Total (In Thousands of Shares)
	(	(	(	377 85 284) 178 199 178 377

The Treasury shares held by the Group shall not be pledged under the Securities Exchange law, nor shall they enjoy the rights of dividend distribution and voting right.

On July 1, 2021, the company passed the resolution of the Board of Directors to cancel the registration of the repurchased 85,000 treasury shares, and took July 1, 2021 as the cancellation base date. Share capital and capital reserve - share issue premiums amounted to NT$850,000 and NT$3,877,000.

In July 2021, the company transferred 199,000 treasury shares at NT$40 per share to employees of the company and its subsidiaries who met certain conditions for subscription. The total transfer price was NT$7,936,000, accounting for 1.037% of the company's issued shares. The cost of shares is NT$21,956,000. According to the regulations, the Group estimated it according to the option model on the grant date, and recognized the cost of remuneration (salary expenses on the account) of NT$3,325,000, and recognized the deduction of undistributed earnings of NT$10,695,000 at the time of transfer.

23. REVENUE

For the Years Ended December 31

Client contracts revenue Educational service and consultancy Optical fiber and cable products Others		2021 $ 659,031 - 2,889 $ 661,920		2020
				$ 666,545 107,248 2,604 $ 776,397

(1) Explanation on client contracts revenue, please refer to Note 4 (15).
(2) Remaining contracts balance
i. Notes receivable and accounts receivable balance, please refer to Note 9.
ii. Contract liabilities – current

Contract liabilities – current	December 31, 2021 $ 238,719	December 31, 2020	December 31, 2020
			$ 239,978

Receivables received from customers (tuition fee income), and the monthly income is transferred when the service is provided. The change in contract liabilities is mainly due to the difference between when the performance obligation is fulfilled and when the customer pays.

24. NET PROFIT OF THE YEAR

(1) Other Revenue

For the Years Ended December 31

Subsidy revenue Other		2021 $ 8,558 1,503 $ 10,061		2020
				$ 4,584 1,980 $ 6,564

The subsidy income is mainly the funds subsidized by the Group to implement the A + enterprise innovation research and development plan of the R.O.C Ministry of Economic Affairs, and the relief subsidy income applied for in accordance with the "Ministry of Education's Relief and Revitalization Measures for Industries and Businesses Affected by the COVID-19 Pandemic".

(2) Other Profit and Loss

For the Years Ended December 31

Impairment loss (Note 12) Gains on lease modification Losses on net foreign currency exchange (note) Disposal of investment interests (Note 30) Other	2021 ( $ 11,739 ) 1,393 ( 292 ) - ( 653) ($ 11,291)	2020
		$ - 588 ( 662 ) 9,035 ( 187) $ 8,774

Note: The Group’s 2021 and 2020 foreign exchange profits and losses are as follows:

Note: The Group’s 2021 and 2020 are as follows:	foreign exchange profits and losses	foreign exchange profits and losses	foreign exchange profits and losses	foreign exchange profits and losses
Total foreign currency exchange profits Total foreign currency exchange losses Net loss	For the Years Ended December 31
		2021 $ 4 296) $ 292)		2020
	( (		( (	$ 1,110 1,772) $ 662)

(3) Financial Costs

ncial Costs
Interest on bank loans Interest on rental liabilities	For the Years Ended December 31
		2021 $ 262 1,857 $ 2,119	2020
			$ 965 2,682 $ 3,647

(4) Depreciation and Amortization

For the Years Ended December 31

2021 2020 Depreciation- property, plant and equipment $ 18,293 $ 19,173 Depreciation- Right-of-use assets 56,099 63,507 Amortization- computer software 3,365 3,730 Total $ 77,757 $ 86,410 An analysis of depreciation by function Operating costs $ 68,161 $ 73,433 Operating expenses 6,231 9,247 $ 74,392 $ 82,680 An analysis of amortization by function Operating costs $ 2,578 $ 2,648 Operating expenses 787 1,082 $ 3,365 $ 3,730 Employee Benefit Expenses For the Years Ended December 31 2021 2020 Short term Employee Benefits $ 178,588 $ 216,901 Post-employment benefits Defined contribution plans 7,931 11,197 Share-based payment Equity settled transaction 3,325 - Resignation benefits - 34 Other employee benefits 7,410 8,439 Total employee benefits expense $ 197,254 $ 236,571 An analysis of employee benefits expense by function Operating costs $ - $ 7,372 Operating expenses 197,254 229,199 $ 197,254 $ 236,571		2020

(5) Employee Benefit Expenses

(6) Employees’ compensation and remuneration of directors

In accordance with the provisions of the Articles of Incorporation, the employees' compensations are provided at not less than 3% and remuneration of directors are not more than 5% before deducting the pre-tax benefits of the employees and directors. The estimated 2021 and 2020 employees’ compensation and remuneration of directors were decided by the Board on March 9, 2022 and March 9, 2021 respectively as follows:

ch 9, 2021 respectively as follows:
Employees’ compensation -Estimated ratio -Amount Remuneration of directors -Estimated ratio -Amount	For the Years Ended December 31
		2021 3% $ 2,020 1.5% $ 1,010	2020
			3% $ 2,327 1.5% $ 1,164

If there is any change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate in the next following year.

There is no difference between the actual amount of employees’ compensation and remuneration of directors paid and the amount recognized in the consolidated financial statements for the years ended December 31, 2020 and 2019.

Information on the employees’ compensation and remuneration of directors resolved by the Group’s Board of Directors in 2022 and 2021 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

25. INCOME TAXES

(1) Major components of income tax expense recognized in profit or loss:

Current tax In respect of the current year Income tax on unappropriated earnings Adjustments for prior year Deferred tax In respect of the current year Adjustments in respect to past year Income tax expense recognized in profit or loss A reconciliation of accounting loss Income before tax Income tax expense calculated at the statutory rate Surtax on Undistributed Retained Earnings Non-deductible expenses on tax Tax-exempt income Deferred tax effect of earnings of subsidiaries Impact of unrecognized deferred income tax assets Adjustments for prior years’ tax Income tax expense recognized in profit or loss	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
			2020

(2) Income tax recognized in other consolidated profits and losses

Deferred income tax In respect of the current year -Remeasured number of defined benefit plan	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2021 $ -		2020
				$ 650

(3) Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows: For the Years Ended December 31, 2021

Deferred tax assets Temporary differences Use equity law to identify foreign investment losses Other Loss carryforwards Deferred income tax liabilities Temporary differences Land revaluation Bargain purchase gains Gains and loss from life insurance evaluation	Opening Balance $ 4,043 852 4,895 25,828 $30,723 $ 2,232 145 20 $ 2,397	Recogniz ed in Profit or Loss ( $ 2,400 ) 344 (2,056) (6,150) ($ 8,206) $ - - ( 20) ($ 20)	Recogniz ed in other comprehe nsive income $ - - - - $ - $ - - - $ -	Closing Balance	Closing Balance
					$ 1,643 1,196 2,839 19,678 $22,517 $ 2,232 145 - $ 2,377

For the Years Ended December 31, 2020

Deferred tax assets Temporary differences Allowance for inventory loss Use equity law to identify foreign investment losses Other Loss carryforwards Deferred income tax liabilities Temporary differences Land revaluation Defined benefit plans Bargain purchase gains Gains and loss from life insurance evaluation	Opening Balance $ 8,644 2,019 1,087 11,750 26,615 $38,365 $ 2,232 1,333 145 - $ 3,710	Recogniz ed in Profit or Loss ( $ 8,644 ) 2,024 ( 235) (6,855) ( 787) ($ 7,642) $ - ( 683 ) - 20 ($ 663)	Recogniz ed in other comprehe nsive income $ - - - - - $ - $ - ( 650 ) - - ($ 650)	Closing Balance	Closing Balance
					$ - 4,043 852 4,895 25,828 $30,723 $ 2,232 - 145 20 $ 2,397

(4) Losses deduction of deferred income tax assets not recognized in the balance sheet

Expire in 2021 Expire in 2022 Expire in 2024 Expire in 2025 Expire in 2028 Expire in 2029 Expire in 2030 Expire in 2031	December 31, 2021 $ - 4,743 2,360 3,027 - - 2,156 1,692 $ 13,978	December 31, 2020	December 31, 2020
			$ 25,622 4,779 2,378 - 3,258 908 3,459 - $ 40,404

(5) Related information of unused loss carry-forwards

Expire in 2021 Expire in 2022 Expire in 2023 Expire in 2024 Expire in 2025 Expire in 2028 Expire in 2029 Expire in 2030 Expire in 2031	December 31, 2021 $ - 4,743 13,679 56,038 27,810 - - 2,156 7,944 $ 112,370	December 31, 2020	December 31, 2020
			$ 62,622 4,779 13,679 56,056 24,784 3,258 908 3,459 - $ 169,545

(6) Income Tax Assessments

The Group and its subsidiaries operating in the territory of the Republic of China for profit income tax declaration have been approved by the R.O.C tax collection agency as follows:

ncy as follows:
GroupName Success Prime Corporation Chen Li Education Here Enterprise Chen Li ELM Chen Li Zhiyi Education Li-Ren Education	Approved Year
	2019 2019 2019 2020 Not yet verified Not yet verified

The authorities of the Republic of China will not proactively issue approval notices to enterprises. Only in the event of a tax dispute, the payment notice of the year will be issued to each Group and the right to impose additional taxation will be retained.

26. EARNINGS PER SHARE

NINGS PER SHARE
Basic earnings per share Diluted earnings per share	Unit: NT$ per share For the Years Ended December 31 2021 2020 $ 3.02 $ 3.30 $ 3.02 $ 3.29
		2021 $ 3.02 $ 3.02

The income and weighted average number of ordinary shares outstanding in the computation of earnings per share from continuing operations were as follows:

Net Profit for the Year

fit for the Year
Profit used in the computation of basic earnings per share for the year attributable to owners of the Group	For the Years Ended December 31
		2021 $ 56,900	2020
			$ 62,234

Weighted average number of ordinary shares used in the computation of basic earnings per share Effect of potentially dilutive ordinary shares: Compensation of employees Weighted average number of ordinary shares used in the computation of diluted earnings per share	Unit: in thousands of shares For the Years Ended December 31 2021 2020 18,819 18,883 50 54 18,869 18,937	Unit: in thousands of shares For the Years Ended December 31 2021 2020 18,819 18,883 50 54 18,869 18,937	Unit: in thousands of shares For the Years Ended December 31 2021 2020 18,819 18,883 50 54 18,869 18,937
		2021 18,819 50 18,869

Since the Group offered to settle compensation or bonuses paid to employees in cash or shares, the Group assumed the entire amount of the compensation or bonus will be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

27. SHARE-BASED PAYMENT AGREEMENT

Transfer of Treasury Shares to Employees

In July 2021, the company transferred 199,000 treasury shares to employees, and the recipients included employees of the company and its subsidiaries who met certain conditions. The fair value of each treasury stock option granted to them in the current period was NT$16.71. For details, please refer to Note 22 (6) Treasury Shares.

28. CASH FLOW INFORMATION

Purchase property, plant and equipment Increase in property, plant and equipment Increase (decrease) prepaid equipment payments Decrease equipment payables Net cash paid	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2021 $ 21,959 1,124 414 $ 23,497	2020
			$ 14,745 ( 7,899) 1,853 $ 8,699

29. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS

On August 12, 2020, the Group acquired 49% of shares from Success Prime Education subsidiary from its related parties, making Success Prime Education a 100% owned subsidiary by the Group.

The above transactions were accounted for as equity transactions, since the Group did not cease to have control over these subsidiaries.

not cease to have control over these subsidiaries.
Consideration paid The proportionate share of the carrying amount of the net assets of the subsidiary transferred to non- controlling interests Differences in equity transactions Line items adjusted for equity transactions Undistributed retained earnings	Success Prime Education
	( $ 8,800 ) 6,178 ($ 2,622) Success Prime Education
	(	$ 2,622)

30. DISPOSAL OF SUBSIDIARIES

The Group passed the sale agreement resolution in the board meeting to dispose of Success Prime Optical Fiber Limited Subsidiary Prime Optical Fiber to a non-related party Gold Sun Technology Co., Ltd. The disposal was completed on July 3, 2020, from this date on, the Group has no control over Success Prime Optical Fiber Co., Ltd.

(1) Consideration received from disposals

Consideration received in cash and cash equivalents	Prime Optical F i b e r	Prime Optical F i b e r
		$ 98,000

(2) Analysis of assets and liabilities on the date control was lost

(2) Analysis of assets and liabilities on the date control was lost
Current assets Cash and cash equivalents Financial assets measured at amortized cost Accounts receivables Other receivables Inventories Other current assets Non-current assets Property, plant and equipment Right-to-use assets Other non-current assets Current liabilities Accounts payables Other payables Lease liabilities Other current labilities Non-current liabilities Lease liabilities Net assets disposed of (3) Gain on disposal of subsidiaries Consideration received Net assets disposed of Gain on disposals	Prime Optical Fiber
	$ 27,382 5,655 45,267 175 32,076 5,397 10,858 80,753 7,258 ( 6,680 ) ( 36,050 ) ( 10,677 ) ( 1,336 ) (71,113) $ 88,965 Prime Optical F i b e r
	(	$ 98,000 88,965) $ 9,035

Net benefits disposed should be listed in other gains and losses.

(4) Net cash inflow on disposals of subsidiaries

Consideration received in cash and cash equivalents Less: Cash and cash equivalent balances disposed of

Prime Optical Fiber $ 98,000 ( 27,382 ) $ 70,618

31. CAPITAL MANAGEMENT

The Group manages its capital to ensure that the Group will be able to operate under the premises of going concerns and growth while maximizing the return to shareholders through the optimization of the debt and equity balance.

The capital structure of the Group is composed of the Group’s net debt (such as borrowings less cash) and equity (such as share capital, capital reserve and retained earnings).

The Group does not need to comply with other external capital requirements.

32. FINANCIAL INSTRUMENTS

(1) Fair value of financial instruments not measured at fair value

The management considers that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values.

(2) Fair value of financial instruments measured at fair value on a recurring basis
i. Fair value hierarchy

December 31, 2021

Level 1 Level 2 Level 3 Total Financial assets at FVTOCI Investments in equity instruments -Unlisted shares in ROC $ - $ - $ 4,900 $ 4,900

December 31, 2020

Level 1 Level 2 Level 3 Total

Financial assets at FVTOCI Investments in equity instruments -Unlisted shares in ROC	$ -	$ -	$ 4,500	$ 4,500

ii. Valuation technic and input value used in Level 3 fair value measurement

Category of financial instruments Evaluation of technology and input values Unlisted equity Market Method: investments

Assess the fair value of the investment by reference to the recent operating activity of the subject or the market transaction price and market conditions of the investment subject or other similar subjects.

iii. Fair value assessment for Level 3 can reasonably replace assumptions of sensitivity analysis

The Group's fair value measurement of financial instruments is reasonable, and no self-built evaluation model is used for level 3 fair value measurement, so there is no need to perform a sensitivity analysis that may replace hypotheses.

(3) Categories of financial instruments

hypotheses. egories of financial instruments
Financial assets Measured at amortized costs (Note 1) Measured at FVTOCI- equity investment instrument Financial liabilities Measured at amortized cost (Note 2)	December 31,2021 $ 268,192 4,900 66,753	December 31,2020
		$ 234,304 4,500 85,964

Note 1: The balance consists of cash and cash equivalents, notes and accounts receivables, other receivables and refundable deposits (other current and non-current assets), which are measured at amortized cost.

Note 2: The balance includes short-term borrowings, notes payable, accounts payable, other payables and long-term borrowings (including long-term borrowings due within one year) and other financial liabilities measured at amortized cost.

(4) Financial risk management objectives and policies

The main financial instruments of the Group include cash and cash equivalents, financial assets measured at amortized cost, bills receivable, accounts receivable, equity investment instruments, bills payable, accounts payable, borrowings and lease liabilities. The financial management department of the Group provides services for each business unit, coordinates the operation of entering the domestic and international financial markets, and monitors and manages the financial risks related to the operation of the Group by analyzing the risk internal risk report according to the degree of risk and breadth. These risks include market risk (including exchange rate risk and interest rate risk), credit risk and liquidity risk.

i. Market Risk

The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (1) below), and in interest rates (see (2) below).

(i) Foreign currency risk

For the carrying amount of monetary assets and liabilities denominated in the non-functional currency at the balance sheet date, refer to Note 36.

Sensitivity analysis

The Group is mainly affected by fluctuations in the US dollar (USD) and Chinese Yuan (CNY) exchange rates.

The sensitivity analysis only includes foreign currency monetary items that are in circulation and the conversion at the end of the period is adjusted by 1% of the exchange rate change. When the New Taiwan dollar appreciates by 1% against each relevant currency, it increased the net profit before tax of the Group in 2021 and 2020 by NT$177,000 and NT$131,000 respectively. When the New Taiwan dollar depreciates by 1% against each foreign currency, its impact on net profit before tax will be a positive amount of the same amount.

(ii) Interest Rate Risk

The Group is exposed to fluctuating interest rate risk from outstanding bank loans. Changes in interest rates would affect the future cash flows but not the fair value.

The financial assets and liabilities balance for which the Group is subject to interest rate risk on the balance sheet date is as follows:

Cash flow interest rate risk -Financial assets -Financial liabilities	December 31, 2021 $ 247,370 10,000	December 31, 2020
		$ 203,916 21,870

Assume that the floating borrowing rate at the end of the reporting period is held during the entire reporting period. When the interest rate increases/decreases by 0.1%, the net profit before tax for the Group’s 2021 and 2020 will increase by NT$237,000 and NT$182,000 respectively, while all other variables remain fixed.

ii. Credit Risk

Credit risk refers to the risk that the counterparty defaults on the contractual obligations resulting in financial losses to the Group. As the major trading counterparty are all creditworthy financial institutions and corporate organizations, no significant credit risk is expected.

iii. Liquidity Risk

The Group reduces the impact of cash flow fluctuations by managing and maintaining sufficient cash. The Management supervises the available quotas of bank financing and ensures compliance with the terms of the loan contract. The consolidated liabilities were higher than the current assets on December 31, 2021. However, the current liabilities mainly consisted of advance receipt of tuition fees (accounted as contract liabilities). Non-financial liabilities did not result in the outflow of future cash from the Group. Therefore, the Group evaluates little liquidity risk.

Bank borrowing is an important source of liquidity for the Group. As of December 31, of 2021 and 2020, the unused financing capital was NT$290,000,000 and NT$300,000,000 respectively.

Liquidity and interest rate risk statement for non-derivative financial liabilities

The analysis of the remaining contractual maturity of non-derivative financial liabilities is based on the undiscounted cash flows of financial liabilities (including principal and estimated interest) based on the date which the Group is required to repay. Therefore, regardless whether the bank immediately executes its rights, the Group may be required to immediately repay the bank loan by the earliest period in the following table; other nonderivative financial liability maturity analysis is prepared according to the agreed repayment date.

Interest cash flow paid at floating interest rate, its outstanding interest amount is derived from the balance sheet daily interest rate curve.

December 31, 2021

December 31, 2021
Non-derivative financial liabilities Non-interest-bearing liabilities Fluctuating interest rates instruments	1~6 Months $ 53,624 10,000 $ 63,624	6	months ~ 1 year $ 3,129 - $ 3,129	1	year above
					$ - - $ -

Additional information about the maturity analysis for lease liabilities:

Lease liabilities December 31, 2020	Less than 1 year $ 33,842		1-5 Years $ 70,367	5-10 Years $ -		Total
						$ 104,209

December 31, 2020
Non-derivative financial liabilities Non-interest-bearing liabilities Fluctuating interest rates instruments	1~6 Months $ 42,658 1,215 $ 43,873	6	months ~ 1 year $ 21,436 1,215 $ 22,651	1	year above
					$ - 19,440 $ 19,440

Additional information about the maturity analysis for lease liabilities:

Lease liabilities	Less than 1 year $ 47,560		1-5 Years $ 59,411	5-10 Years $ 4,440		Total
						$ 111,411

33. TRANSACTION WITH RELATED PARTIES

Balances and transactions between the Group and its subsidiaries, which are related parties of the Group, have been eliminated on consolidation and are not disclosed in this note. Besides information disclosed elsewhere in the other notes, details of transactions between the Group and other related parties are disclosed below.

(1) Related parties and their relationships associated with the Group:

Related parties

Min-Chun Chen

Shu-Ling Tseng

Kaohsiung City Private Jianjia Art and Science Short-term Tuition Class (Jianjia) Kaohsiung City Private Yihe Arts and Science Short-term Tutoring Class (Here Enterprise)

Kaohsiung City Private Yihe Arts and Science Short-term Tuition Class Zhongzheng Division (Here Enterprise Zhongzheng)

Yu-Ren Senior High School Taitung K12 Future School (Taitung Yu-Ren School）

Wei-Ru Chen

Prime Optical Fiber Co., Ltd.

Relationship with the Group Chairman of the Group CEO of the Group Related party Related party Related party

The Chairman of School and Group is the same person

Related party

The Chairman of the board is a director of the Group (the chairman of the board was dismissed as a director of the Group on September 30, 2020, thus he is not a related party of the Group from this date on)

(2) Service revenue

vice revenue
RelatedpartyCategory /Name Related parties Jianjia Here Enterprise Here Enterprise Zhongzheng Taitung Yu-Ren School	For the Years Ended December 31
	2021 $ 11,525 3,139 1,457 408 $ 16,529	2020
		$ 16,762 10,903 307 - $ 27,972

The Group provides services income from related parties, and its transaction prices and payment conditions are not significantly different from those of nonrelated parties.

(3) Purchases of goods

For the Years Ended December 31

Related party Category / N a m e Related party Prime Optical Fiber		2021 $ -		2020
				$ 7,991

Compared with other manufacturers, there is no significant difference between the Group’s trading conditions for the purchase of related parties.

(4) Refundable Deposit (other non-current assets included in the account)

undable Deposit (other non-current assets included in the account)	account)	account)	account)
Related party Category / N a m e December 31, 2021 December 31, 2020 Main Management Shu-Ling Tseng $ 1,960 $ 1,960 Min-Chun Chen 880 880 $ 2,840 $ 2,840 mentioned in (7) below, the Group pays the refundable deposit of the lease to related party according to the market conditions. eivables from related parties Line Item Related party Category /Name December 31, 2021 December 31, 2020 Accounts receivables Related party Jianjia $ 1,313 $ 3,314 Here Enterprise - 2,067 Here Enterprise Zhongzheng - 323 $ 1,313 $ 5,704	December 31, 2020
			$ 3,314 2,067 323 $ 5,704

As mentioned in (7) below, the Group pays the refundable deposit of the lease to the related party according to the market conditions.

(5) Receivables from related parties

There is no guarantee for receipt of receivables from related parties in circulation. Amounts due from related parties as of December 31, 2021 and 2020 are not listed as allowance for losses.

(6) Acquisition of Property, Plant and Equipment

Acquired Price Related party Category / N a m e December 31, 2021 December 31, 2020 Related party Wei-Ru Chen $ 850 $ - sing Agreement Related party Category / Name December 31, 2021 December 31, 2020 Acquired right-of-use assets Key Management Levels Shu-Ling Tseng $ 5,812 $ - Line Item Related party Category /Name December 31, 2021 December 31, 2020 Lease liabilities Key Management Level Shu-Ling Tseng $ 4,680 $ 7,143 Min-Chun Chen - 7,143 $ 4,680 $ 14,286	Price	Price
	December 31, 2020
	$ - December 31, 2020
	$ - December 31, 2020
Lease liabilities		$ 7,143 7,143 $ 14,286

(7) Leasing Agreement

Related party Category / N a m e Interest fees Key Management Levels Shu-Ling Tseng Min-Chun Chen	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2021 $ 125 57 $ 182		2020
				$ 191 181 $ 372

The Group leases offices and teaching venues from related parties, and the lease conditions are equivalent to those of general non-related parties.

(8) Acquisition of financial assets

For the Years Ended December 31, 2020

Related party Category /Name Related party Wei-Ru Chen	Line Item	Number of shares transaction 490, 000 shares	Transaction subject		Price obtained
	Investment using equity method (Note)		Success Prime Education		$ 8,800

Note: The number of related subjects in this transaction has been written off when preparing the consolidated financial statements. The Group passed the resolution in the board meeting to purchase 49% of the equity of Success Prime Education from the related party Wei-Ru Chen in August 2020.

(9) Remuneration of Key Management Levels

Short term Employee Benefits Post-employment benefits Share-based payment	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31	For the Years Ended December 31
		2021 $ 5,751 288 635 $ 6,674		2020
				$ 13,985 260 - $ 14,245

The remuneration of directors and other key management levels are determined by the Compensation Committee based on individual performance and market trends.

34. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets have been provided as collateral for short-term, long-term bank borrowings and installation funds for cram school:

Pledged certificates of deposits (classified as financial assets at amortized cost- non- current) Freehold land and buildings	December 31, 2021 $ 4,920 221,298 $ 226,218	December 31, 2020	December 31, 2020
			$ 4,860 254,315 $ 259,175

35. OTHER ITEMS

Due to the impact of the COVID-19 pandemic which has evolved globally and currently in Taiwan, Since May 18, 2021, in cooperation with the government's Central Epidemic Command Center, which has been raised to level 3 alert in response to the rise of the pandemic, all physical on-site teaching have been suspended. Despite the situation slightly impacting the 2021 revenue, the Group has rolled out a comprehensive digital learning service and platform. As of December 31, 2021, the Group has assessed the recent impact of pandemic in Taiwan has not yet posed a significant impact on the operations, assets, and profitability of the Group.

In response to the impact of the COVID-19 pandemic, the Group takes the following actions:

(1) Adjust operating strategies

Provide students in cram schools with live stream courses, cloud-based supplementary courses, online tests and other services to continue to provide educational services.

(2) Government relief measures

The Group applied for subsidies in early June 2021 in accordance with the “Ministry of Education's Measures for the Relief and Revitalization of Industries and Businesses Affected by COVID-19 Pandemic”, and approved by the Ministry of Education for a subsidy of NT$5,280,000 from July to September 2021, listed under non-operating income and expenses of other income.

The Group has incorporated the economic impact of the pandemic into significant accounting estimates based on the information available on the balance sheet date, please refer to the explanation in Note 5.

36. INFORMATION ON FOREIGN CURRENCY ASSETS AND LIABILITIES WITH SIGNIFICANT IMPACT

The following information is aggregated in foreign currencies other than the functional currency of the Group. The exchange rate disclosed is the exchange rate of the foreign currency into the functional currency. The foreign currency assets and liabilities that have significant impact are as follows:

December 31, 2021

Foreign currencyassets Monetary accounts US Dollars RMB	Foreign Currency $ 290 2,216	Exchange rate 27.680 4.344	Balance
			$ 8,027 9,626

December 31, 2020

Foreign currencyassets Monetary accounts US Dollars RMB	Foreign Currency $ 277 1,188	Exchange rate 28.480 4.377	Balance
			$ 7,889 5,200

The Group has realized and unrealized the foreign currency exchange gains and losses in the 2021 and 2020. Please combine the consolidated income statement. Due to the large number of foreign currency transactions, it is impossible to disclose the exchange gains and losses according to each significant foreign currency.

37. NOTES DISCLOSURE ITEMS

(1) Main transaction items and
(2) Information related to the transfer of investment business:
i. Loans to others: Table 1.
ii. Endorsement for others: Table 2.
iii. Holding securities at the end of the period (excluding investment in subsidiaries): Table 3.
iv. Accumulatively buy or sell the same marketable securities amounting to NT$300 million or paid-up capital of more than 20%: None.
v. The amount of property acquired is NT$300 million or over 20% of paidup capital: none.
vi. The disposition of property amounts to NT$300 million or over 20% of paid-up capital: none.
vii. The amount of import and sales with related parties amounts to NT$100 million or over 20% of paid-up capital: Table 4.
viii. The receivables from the related party amounted to NT$100 million or more than 20% of the paid-up capital: none.
ix. Engage in derivatives transactions: None.
x. Others: Business relationship, significant transactions and amounts between parent

and subsidiaries and between the subsidiary companies themselves: Table 5.

xi. Information on the investee Group: Table 6.
(3) China Investment Information:
i. The name of the China’s Group as investee, the main business operation, the amount of capital received, the mode of investment, the export of funds, the proportion of shareholding, the profit and loss of investment, the carrying amount of the final investment, the profit and loss of the remitted investment and the investment limit to the mainland region: Table 7.
ii. Any of the significant transactions with investee companies in mainland China, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses: None
(i) The amount and percentage of the purchase and the closing balance and percentage of the relevant payables.
(ii) The amount and percentage of goods sold and the closing balance and percentage of related receivables.
(iii) The amount of the property transaction and the amount of profit and loss it generates.
(iv) The closing balance of the bill endorsement or the provision of the collateral and its purpose.
(v) The maximum balance, closing balance, interest rate range and total interest in the current period of the facility.
(vi) Other transactions that have a significant impact on the profits and losses or financial position of the current period, such as the provision or receipt of services.
(4) Key shareholders information: The shareholder name, shareholding amount and proportion of shareholders with a shareholding ratio of 5% or more. (Table 8)

38. DEPARTMENTAL INFORMATION

Information provided to key operational decision makers to allocate resources and assess departmental performance, focusing on the types of products or services that are delivered or provided. The Group should report the 2021 and 2020 departments as below:

Education Enterprise Division - engaged in primary, middle, high school curriculum tutorial services, and provide customized digital information and consulting business.

Optical Fiber Enterprise Division - main fiber manufacturing and sales business.

(1) Departmental revenue and operating results

Revenue and operating results of the Group based on the reporting department analyses as follows:

For the Years Ended December 31, 2021

Revenue from external customers Consolidated revenue Departmental gains and losses Interest revenue Gain on lease modification Impairment loss Net foreign currency exchange losses Financial cost Other revenue Other losses Net profit before tax		Education Enterprise Division $ 661,920 $ 661,920 $ 77,212		Optical Fiber Enterprise Division $ - $ - $ -		Total
					( ( ( (	$ 661,920 $ 661,920 $ 77,212 393 1,393 11,739 ) 292 ) 2,119 ) 10,061 653) $ 74,256

For the Years Ended December 31, 2020

Revenue from external customers Consolidated revenue Departmental gains and losses Interest revenue Gain on lease modification Gains on investment disposal Net foreign currency exchange losses Financial cost Other revenue Other losses Net profit before tax		Education Enterprise Division $ 669,149 $ 669,149 $ 73,527		Optical Fiber Enterprise Division $ 107,248 $ 107,248 $ 1,984)		Total
			(		( ( (	$ 776,397 $ 776,397 $ 71,543 570 588 9,035 662 ) 3,647 ) 6,564 187) $ 83,804

Departmental interests refer to profits earned by various departments and do not include interest revenue, remeasures of original holdings of acquired equity, net foreign currency exchange losses, gains on lease modification, gains on disposal of investment, financial costs, other revenue, other profit and losses, and income tax expenses. This measure is provided to key operational decision makers to allocate resources to departments and evaluate their performance.

(2) Revenue from major products and services

The revenue analysis of the Group's main products and services is as follows:

Education services and information Optical Fiber Cable Other Less: Return and discount of sales Total	For the Years Ended	For the Years Ended	December 31	December 31
		2021 $ 661,920 - - - 661,920 - $ 661,920	(	2020
				$ 669,149 53,048 54,461 10 776,668 271) $ 776,397

(3) Regional Information

The Group's continuing business revenue from external customers is divided according to the operation location and non-current assets information of by asset location is as follows:

Taiwan China United States Other		Revenue from external customers 2021 2020 $ 661,920 $ 721,448 - 5,092 - 31,818 - 18,039 $ 661,920 $ 776,397	Revenue from external customers 2021 2020 $ 661,920 $ 721,448 - 5,092 - 31,818 - 18,039 $ 661,920 $ 776,397	Non-current assets	Non-current assets	Non-current assets
		2021 $ 661,920 - - - $ 661,920		December 31, 2021 $ 893,320 - - - $ 893,320	December 31, 2020
						$ 895,734 12,837 - - $ 908,571

Non-current assets do not include financial assets classified as financial assets measured at fair value through other comprehensive income, financial assets measured at amortized cost, life insurance termination cash value and deferred income tax assets.

(4) Main Customer Information

The main customer group of the Group is general public student groups. Therefore, there is not one single customer who accounts for more than 10% of the operating income on the income statement in 2021 and 2020.

TABLE 1

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. (Note 1)	Lender	Borrower	Financial Statement Account	Related Party	Highest Balance for the Period	Ending Balance	Actual Amount Borrowed	Interest Rate (%)	Nature of Financing (Note 2)	Business Transaction Amount	Reasons for Short-term Financing	Allowance for Impairment Loss	Collateral	Collateral	Financing Limit for Each Borrower	Aggregate Financing Limit	Note
													Item	Value
0 1	The Group Chen Li Education	Chen Li Education Chen Li (Xiamen) Education Consulting Co., Ltd.	Other receivables`－` related party Other receivables`－` related party	Yes Yes	$ 50,000 8,690	$ - -	$ - -	1.3% 1.4%	(2) (2)	$ - -	Business turnover Business turnover	$ - -	`－` `－`	$ - -	$ 78,646 `（`Note 3`）` 20,320 `（`Note 4`）`	$ 314,587 `（`Note 3`）` 81,282 `（`Note 4`）`	`－` `－`

Note 1 ： The numbering column is described as follows ：
(1) Issuer fill in 0 。
(2) Companies as investee are numbered sequentially starting from 1.
Note 2 ： The subject receiving the loans, shall be limited to the following circumstances:
(1) Subject companies with business relations with the SPC.
(2) Necessary party with short-term financing capital.
Note 3 ： The total amount of capital loans of the company and the limits of individual objects are as follows:
(1) The total amount of funds loaned by the company to others shall not excee d 40% of the net value of the company's most recent financial statements.
(2) The total limit of the company's short-term financial loans and others shall not exceed 30% of the company's most recent net value of financial statements.
(3) The loan amount of individual target funds shall not exceed 10% of the net value of the company's most recent financial statements.
Note 4 ： The total amount of Chen Li Education's fund loan and the limits of individual objects are as follows:
(1) The total amount of Chen Li Education’s funds loaned to others shall not exceed 40% of the net value of Chen Li Education’s l atest financial statements.
(2) The loan amount of individual target funds shall not exceed 10% of the net value of Chen Li Education's latest financial stat ements.
73 -

TABLE 2

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. (Note 1)	Endorser/Guarantor	Endorsee/Guarantee	Endorsee/Guarantee	Limit on Endorsement/ Guarantee Given on Behalf of Each Party (Note 3)	Maximum Amount Endorsed/ Guaranteed During the Period	Outstanding Endorsement/ Guarantee at the End of the Period	Actual Amount Borrowed	Amount Endorsed/ Guaranteed by Collateral	Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements (%)	Aggregate Endorsement/ Guarantee Limit (Note 3)	Endorsem ent/ Guarantee Given by Parent on Behalf of Subsidiari es	Endorsem ent/ Guarantee Given by Subsidiari es on Behalf of Parent	Endorsem ent/ Guarantee Given on Behalf of Companie s in Mainland China	Note
		Name	Relationship (Note 2)
1	Chen Li Education	The Group	(3)	$ 304,808	$ 300,000	$ 300,000	$ 10,000	$ -	147.63%	$ 304,808	N	Y	N	`－`

Note 1 ： The numbering column is described as follows:

(1) Issuer fill in 0.
(2) Companies as investee are numbered sequentially starting from 1.

Note 2 ： The relationship between the endorser amd guarantor has the following 7 types, just indicate the type:

(1) A company with business dealings.
(2) A company that directly and indirectly holds more than 50% of the voting shares.
(3) Companies that directly and indirectly hold more than 50% of the voting shares of the company.
(4) Inter-company companies where the company directly and indirectly holds more than 90% of the v oting shares.
(5) A company that is mutually insured according to the contract between inter -industry or co-founders based on the needs of the contracted project.
(6) A company whose endorsement is guaranteed by all capital shareholders according to their shareholding ratio due to a joint investment relationship.
(7) The inter-industry is engaged in the performance guarantee and joint guarantee of the pre -sale house sales contract regulated by the Consumer Protection Law.
Note 3 ： The limit amount of the foreign endorsement guarantees of Chen Li Education Co., Ltd. are as follows:
(1) For companies that directly and indirectly hold more than 50% of the voting rights of Chen Li Education, the total amount of endorsement guarantees and endorsement guarantees of Chen Li Education for a single object is based on Chen Li Education ’s most recent audit or review by an accountant . The net value of the financial statements is 150%.
(2) The net value is based on the most recent financial statements (202 1) reviewed by Chen Li Education by accountants.
74 -

TABLE 3

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)

Holding Company Name	Type and Name of Marketable Securities	Relationship with the Holding Company	Financial Statement Account			December 31, 2020	December 31, 2020			Note
				Number of Shares		Carrying Amount	Percentage of Ownership (%)	Fair Value
The Group	Taiwan unlisted shares Accuagile Co., Ltd Xueli Technology Co., Ltd.	None None	Financial assets at FVTOCI Financial assets at FVTOCI	1,500,000 40,000		$ 4,500 $ 400	15% 20%		$ 4,500 $ 400	Note Note

Note ： Fair value is based on the most recent evaluation results.

TABLE 4

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer	Related Party	Relationship		Transaction Details	Transaction Details		Abnormal Transaction	Abnormal Transaction	Notes/Accounts Receivable (Payable)	Notes/Accounts Receivable (Payable)	Note
			Purchase/ Sale	Amount	% of Total	Payment Terms	Unit Price	Payment Terms	Ending Balance	% of Total
The Group Chen Li Education	Chen Li Education The Group	Subsidiary Parent Company	Service revenue Service costs	( $ 213,895 ) 213,895	( 98% ) 62%	Month end 30 days Month end 30 days	Note 1 Note 1	- -	$ 21,891 ( 21,891 )	100% ( 93% )	Note 2 Note 2

Note 1 ： There are no other transactions of the same type available for comparison, and the terms of collection are agreed by both parties.

Note 2 ： It was written off when preparing the consolidated financial report.

TABLE 5

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts in Thousands of New Taiwan Dollars)

No. (Note 1)	Investee Company	Counterparty	Relationship (Note 2)		Transaction Details	Transaction Details
				Financial Statement Accounts	Amount	Payment Terms	% of Total Sales or Assets(Note 3)
0 `〃`	The Group `〃`	Chen Li Education `〃`	1 1	Service revenue and costs Accounts receivables and payables	$ 213,895 21,891	There are no other transactions of the same type available for comparison, and the terms of payment are agreed by both parties. There are no other transactions of the same type available for comparison, and the terms of payment are agreed by both parties	32.3% 1.8%

Note 1 ： The business transactions between the parent company a nd its subsidiaries should be indicated in the number column respectively. The method of filling in the numbers is as follows :
(1) The parent company fills in 0.
(2) Subsidiaries are numbered sequentially by the Arabic number 1 according to the company.
Note 2 ： There are three types of relationship with the trader. The type of mark can be used. (If it is the same transaction between t he parent company or each subsidiary, there is no need to repeat the disclosure. For example, the parent company’s transaction to the subsidiary, if the parent company It has been revealed that there is no need to repeat the disclosure of the subsidiary part; if the subsidiary's transaction to the subsidiary is disclosed, if another subsidiary has been disclosed, th e other subsidiary does not need to disclose it repeatedly): (1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiaries to subsidiaries.
Note 3 ： The transaction amount accounts for the calculation of the combined total revenue or total assets ratio. In the case of asset s and liabilities, the ending balance is calculated as the total assets. If it is a profit or loss item, the accumulated amount i n the period accounts for the combined total. The method of receipt is calculated.
Note 4 ： The relevant account amount of the above transaction has been written off when preparing the consolidated financial statement s.

TABLE 6

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investor Company	Investee Company	Location	Main Businesses and Products	Original Investment Amount	Original Investment Amount	As of	December 31, 2021	December 31, 2021	Net Income (Loss) of the Investee	Share of Profit (Loss)	Note
				December 31, 2021	December 31, 2020	Number of Shares (in thousands)	%	Carrying Amount
The Group Chen Li Education CHEN LI Education Group Limited	Chen Li Education Here Enterprise Chen Li ELM Li-Ren Education Chen Li Zhiyi CHEN LI Education Group Limited CHEN LI Education Group (HK) Limited	Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Islands Hong Kong	Educaion services Education and Consulting Services Educaion services Educaion services Educaion services Holding Company Holding Company	$ 711,369 13,900 9,900 3,000 3,000 40,543 ( USD 1,292,000 ) 30,059 ( USD 952,000 )	$ 711,369 13,900 9,900 3,000 3,000 40,543 ( USD 1,292,000 ) 30,059 ( USD 952,000 )	11,200 1,000 1,500 300 300 - -	100% 100% 100% 60% 60% 100% 100%	$ 687,003 6,151 13,811 3,608 1,380 2,019 1,347	$ 28,143 ( 5,000 ) 5,432 1,000 ( 1,693 ) ( 15,637 ) ( 15,566 )	$ 28,116 ( 5,000 ) 5,432 600 ( 1,016 ) Note 1 Note 1	Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2

Note 1 ： The profit and loss of the invested company is included in its investment company. To avoid confusion, it will not be express ed here. Note 2 ： In the preparation of the consolidated financial statements, it has been fully written off.

TABLE 7

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company	Main Businesses and Products	Paid-in Capital	Paid-in Capital	Method of Investment	Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2021	Remittance of Funds	Remittance of Funds	Accumulated Outward Remittance for Investment from Taiwan as of December 31, 2020	Net Income (Loss) of the Investee	% Ownersh ip of Direct or Indirect Investme nt by the Group	Investment Gain (Loss) (Note 1)	Carrying Amount as of December 31, 2021	Accumulated Repatriation of Investment Income as of December 31, 2021	Note
						Outward	Inward
Chen Li (Xiamen) Education Consulting Co., Ltd.	Engaged in educational consulting services and other business	RMB	6,000,000	Through the third regional company CHEN LI Education Group (HK) Limited investment	$ 28,516	$ -	$ -	$ 28,516	( $ 15,465 )	100%	( $ 15,465 )	$ 256	$ -	`－`

Accumulated Outward Remittance for Investments in Mainland China as of December 31, 2020			Investment Amount Authorized by the Investment Commission, MOEA			Upper Limit on the Amount of Investments Stipulated by the Investment Commission, MOEA
$28,516`（`RMB 6,000,000`）`			$28,516`（`RMB 6,000,000`）`			$121,923`（`Note 2`）`

Note 1 ： Investment gains and losses are recognized based on the financial statements verified by the parent company certified account ant in Taiwan. Note 2 ： It is calculated based on 60% of the net value of Chen Li Education's most recent financial statements.

TABLE 8

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2021

Name of Major Shareholder	Shares	Shares
	Number of Shares	Percentage of Ownership (%)
Far East International Commercial Bank entrusted custody of Bash Consulting Co., Ltd. Investment Special Account Far East International Commercial Bank entrusted custody of Endow Capital Management Co., Ltd. Investment Special Account Witty Sino Holdings Co., Ltd. Taipei Fubon Commercial Bank entrusted with the custody of Optimistic Forward Investment Account Shu-Ling Tseng	1,890,039 1,890,039 1,737,020 1,609,177 965,728	9.89% 9.89% 9.09% 8.42% 5.05%

Note 1 ： The main shareholder information in this table is based on the last business day of the quarter at the end of the quarter, and the shareholders hold more than 5% of the company’s ordinary shares and special shares that have completed unregistered delivery (including treasury shares). The share capital recorded in the company's consolidated financial report and the actual number of shares delivered without physical registration may be different due to different or different calculation bases.
Note 2 ： In the case of the above information, if a shareholder delivers shares to the trust, it is disclosed in individual accounts by the trustor who opened the trust account by the trustee. As for shareholders’ declarations of insider’s equity holdings exceeding 10% in accordance with the Securities and Exchange Act, their holdings include their own shareholding plus the shares delivered to the trust and have the right to use the trust property. For information on insider’s equity declarations, please refer to the Market Observation Post System.

AI assistant

SPC — Annual Report 2021

52126_rns_2021-11-08_2a91895c-fc4e-4a95-83e8-216456f868fb.pdf

Success Prime Corporation and Subsidiaries

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Assessment of Goodwill and Trademark Impairment

Other Matters

Responsibility of Management and Governance Units over the Consolidated Financial Statements

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

SUCCESS PRIME CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2021 AND 2020

(In Thousands of New Taiwan Dollars)

SUCCESS PRIME CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

（ Continued ）

（ Continued ）

SUCCESS PRIME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)

（ Continued ）

SUCCESS PRIME CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

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

1. GENERAL

2. THE AUTHORIZATION OF FINANCIAL STATEMENTS

3. APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ii. Equity instruments

iii. Financial liabilities

Decommissioning cost

(17) Borrowing Costs

(20) Taxation

iii. Current and deferred taxes

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Key Sources of Estimation Uncertainty

Impairment of goodwill

6. CASH AND CASH EQUIVALENTS

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME － NON-CURRENT

8. FINANCIAL ASSETS AT AMORTIZED COST

9. NOTES RECEIVABLES AND ACCOUNTS RECEIVABLES

December 31, 2021

December 31, 2020

10. INVENTORIES

11. SUBSIDARIES

Listed in Consolidated Financial Statement of Subsidiaries:

12. PROPERTY, PLANT, EQUIPMENT

13. LEASE ARRANGEMENTS

(1) Rights-of-use assets

14. GOODWILL AND TRADEMARKS

15. COMPUTER SOFTWARE

16. LIFE INSURANCE TERMINATION CASH VALUE

17. OTHER ASSETS

18. BORROWINGS

(1) Short-term borrowings

(2) Long-term borrowings

19. ACCOUNTS PAYABLE

20. OTHER PAYABLES

21. RETIREMENT BENEFIT PLANS

(1) Defined contribution plans

(2) Defined benefit plans

22. EQUITY

(1) Capital in Ordinary shares

(2) Capital surplus

(3) Retained Earnings and Dividend Policy

(4) Non-controlling interests

(5) Treasury shares

23. REVENUE

24. NET PROFIT OF THE YEAR

(1) Other Revenue

For the Years Ended December 31

(2) Other Profit and Loss

(3) Financial Costs

(4) Depreciation and Amortization

(5) Employee Benefit Expenses

(6) Employees’ compensation and remuneration of directors

25. INCOME TAXES

(2) Income tax recognized in other consolidated profits and losses

SPC Annual Report 2021

`（` Continued `）`

`（` Continued `）`

`（` Continued `）`

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME `－` NON-CURRENT